LIBRA  R.Y 

OF    THE 

UNIVERSITY 

Or    ILLINOIS 

335.4- 

V.I 


■> 


Digitized  by  the  Internet  Archive 

in  2012  with  funding  from 

University  of  Illinois  Urbana-Champaign 


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CHICAGO,  BURLINGTON  &  QUINCY 
RAILROAD  COMPANY 


DOCUMENTARY  HISTORY 

CHARTERS 

ARTICLES  OF  INCORPORATION 

DEEDS 

CONSOLIDATIONS 

MORTGAGES,  LEASES 

DECREES,  ETC 


COMPILED  BY 

W.W.  BALDWIN,  Vice-President 


Copyright  1928,  by 

Chicago,  Bcrlixgton  &  Quincy 

Railroad  Company 

Chicago,  U.  S.  A. 


A 


PLAN  OF  THE  WORK 

THIS  compilation  contains  all  impor- 
tant documents  relating  to  the  various 
companies  in  the  Chicago,  Burlington  & 
Quincy  Railroad  System,  from  the  begin- 
ning of  the  corporate  existence  of  the 
oldest  companies  down  to  the  present 
time,  including  special  charters,  articles 
of  incorporation,  consolidations,  leases, 
deeds,  mortgages,  decrees  of  foreclosure 
and  sales  thereunder,  accompanied  by 
brief  sketches  of  the  Corporate  History  of 
each  company  together  with  such  general 
railroad  laws  as  seem  pertinent  to  the 
history. 

Chicago,  November  1st,  1928. 


INTRODUCTION 

THE  Chicago,  Burlington  &  Quincy  Railroad  Company, 
■with  over  nine  thousand  miles  of  road  in  eleven  different 
states,  is  a  corporation  of  the  State  of  Illinois.  It  com- 
prises and  includes  about  two  hundred  different  railroad  com- 
panies of  these  states,  with  which  it  has  been  consolidated  or 
whose  roads  it  has  acquired. 

The  first  of  these  companies  was  called  "Aurora  Branch 
Railroad  Company,"  organized  at  Aurora,  111.,  by  citizens  of 
that  place  in  February  1849.  February  12,  1849,  the  Legislature 
of  Illinois  granted  a  Special  Charter  for  the  company  and  on 
September  2,  1850,  the  road  was  completed  from  Annua  norther- 
ly twelve  miles  to  a  connection  with  the  Galena  and  Chicago 
Union  Railroad  (now  the  Chicago  &  North  western)  at  Turner 
Junction  (now  West  Chicago).  Under  contract  with  the  Galena 
Company,  beginning  December  1851,  the  company  operated  its 
trains  into  Chicago  thirty  miles  over  the  Galena  road,  and  un- 
til 1864,  when  it  built  its  own  line  directly  into  the  city  from 
Aurora  via  Naperville. 

In  June  1852  the  name  of  the  company  was  changed  to  "Chi- 
cago and  Aurora  Railroad  Company, ' '  and  the  company  extended 
the  road  in  a  southwesterly  direction  forty-six  miles,  the  line 
being  completed  to  Mendota  in  October  1853. 

In  1855,  the  name  was  changed  to  "The  Chicago,  Burlington 
and  Quincy  Railroad  Company." 

Citizens  of  Galesbnrg,  111.,  in  1851,  procured  a  charter  for 
a  road  called  "Central  Military  Tract  Railroad  Company," 
which,  in  December  1854,  completed  a  line  from  Mendota  to 
Galesbnrg,  seventy-nine  miles. 

The  Peoria  and  Oquawka  Railroad  Company  was  chartered 
February  12,  1849,  to  build  from  Peoria  via  Galesburg  to  Burl- 
ington and  was  completed  between  Galesbnrg  and  Burlington  in 
March  1855  and  between  Peoria  and  Galesburg  in  February 
1857. 

In  July  1856  the  Central  Military  Tract  and  the  Chicago, 
Burlington  and  Quincy  were  consolidated  under  the  name  ' '  The 
Chicago,  Burlington  and  Quincy  Rail  Road  Company,"  and  in 


VI  INTRODUCTION 

June  1864  the  company  was  consolidated  by  purchase  with  the 
successor  to  the  Peoria  and  Oquawka,  but  retained  its  name,  the 
Chicago,  Burlington  &  Quincy  Railroad  Company. 

The  road  between  Galesburg  and  Quincy  (one  hundred  miles) 
was  built  by  the  Northern  Cross  Railroad  Company  and  com- 
pleted in  January  1856.  Mortgages  upon  its  line  were  foreclosed 
and  the  Chicago,  Burlington  &  Quincy  Railroad  Company  be- 
came  purchaser  at    the   foreclosure  sale    in  July    1  StJ.*). 

In  1861  The  Chicago,  Burlington  and  Quincy  Hail  Road  Com- 
pany acquired  the  road  of  The  Jacksonville  and  Savanna  Kail- 
road  Company  from  Yates  City  to  St.  David  ami  The  Peoria  and 
Hannibal  Railroad  Company  to  Lewistown,  111.  It  also  acquired 
in  1856  an  undivided  one-fourth  interest  in  the  St.  Charles  Air 
Line  which  gave  it  access  to  the  Illinois  Central  Station  in  Chi- 
cago, on  the  lake  front,  which  it  occupied  from  1N56  to  1881 
when  it  began  to  use  the  Cnion  Station  on  the  west  side,  at 
Canal  and  Adams  Streets. 

.Meantime,  several  branch  line  railroad  companies  were  or- 
ganized in  Illinois  and  acquired  by  the  Chicago,  Burlington  & 
Quincy;  their  names  and  Length  and  date  of  acquisition  were 
as  Follows: 

Ottawa.  Oswego  and  Fox  River  Valley   Railroad  Com- 
pany from  Streator  to  Geneva — 64.83  miles — October 
20,  1870. 
The    Illinois  Grand   Trunk   from   Mendota  to   Fulton — 

64.38  miles— October  7,  1870. 
Americas   Central   from   Galva  to  New   Host  on — 50.59 

miles,  October  12,  1868. 
The  Dixon  and  Quincy  from  Keithsburg  to  Arpee — 5.6 

miles,  November  1.  1870. 
Dixon,  Peoria  and  Hannibal  from  Buda  to  Elm  wood — 

44.6  miles,  July  1,  1869. 
The  Carthage  and  Burlington — 30.4  miles,  .May  1,  1869. 
The  Quincy  and  Warsaw  Railroad  Company — Quincy  to 

Carthage — 40.6  miles,  December  1,  1870. 
The    Quincy.    Alton    and    St.    Louis — Quincy   to   East 

Hannibal — 47.71  miles.  February  1,  1876. 
The  Chicago  and  Iowa  Railroad  Company — Aurora  to 
Oregon  and  Rockford — 101.94  miles,  July  1,  1875. 


INTRODUCTION  Vll 

The    Chicago   and   Rock   River   Railroad   Company — 

Shabbona  to  Rock  Falls— 46.95  miles,  Oct.  9,  1872. 

Illinois    Valley    and    Northern    Railroad    Company — 

Streator  to  Walnut— 59.9  miles,  January  2,  1888. 
Joliet,    Rockford    &    Northern    Railroad    Company — 

Sheridan  to  Paw  Pav?    -19.54  miles,  May  1,  1882. 
Galesburg  &  Rio  Railroad  Company — 12  miles,  Oct.  1, 

1886. 
Fulton    County    Narrow    Gauge    Railway    Company — 

59.3  miles,  February  1,  1906.  ■ 
St.  Louis,  Rock  Islam!  and  Chicago  Railroad  Company 

—281.3  nnlcs.  .May  L8,  L876. 
The  Jacksonville  and  Saint  Louis  Railway  Company — 

121.86  miles,  July  2,  1904. 
Also  various  small  connecting  lines  in  Illinois. 
The  " Northern  and  Southern  Illinois  Railroad  Company"  was 
organized  in  1904  and  the  "Ilerrin  &  Southern  Railroad  Com- 
pany" in  1909.  They  were  extensions  of  The  Jacksonville  and 
Saint  Louis  Railway  Company  south  from  Centralis  to  Metropo- 
lis, 105.82  miles,  where  the  road  connects  with  the  road  of  the 
Paducah  &  Illinois  Railroad  Company,  which  company  was 
organized  and  built  from  Metropolis  to  Paducah,  Kentucky,  in 
the  joint  interest  of  the  C.  B.  &  Q.  and  the  Nashville,  Chatta- 
nooga and  St.  Louis.  The  Paducah  &  Illinois  is  13.93  miles  Long. 
The  Bridge  across  the  Ohio  River,  known  as  the  "Metropolis 
Bridge,"  was  completed  in  December  1917.  The  Paducah  & 
Illinois  forms  a  connect iiur  link  between  the  Chicago,  Burlington 
&  Quiney  and  the  Louisville  and  Nashville  System. 

In   1883,   companies   were   organized    which    were   afterwards 

united  as  the  "Chicago,    Burlington   and    Northern    Railroad 

Company,"  which  built  from  Oregon.  Illinois,  and  Fulton, 
Illinois,  to  St.  Paul,  Minnesota,  the  road  being  completed  to  St. 
Paul,  August  23,  1886.  Of  date  June  1,  1899,  this  road  was  con- 
veyed to  the  Chicago,  Burlington  &  Quiney  Railroad  Company 
by  deed. 

The  length  of  the  Burlington  road  in  Illinois  is  1686  miles; 
in  Wisconsin  228  miles;  and  in  Minnesota  22  miles.  The  Bridge 
across  the  Mississippi  River  at  Burlington  was  built  in  1868  and 
rebuilt  in  1890.  The  Bridge  at  Quiney  was  built  in  1868  and 
rebuilt  in  1897. 


TAIILI-;  OF  CONTEXTS 

Chicago  Burlington  &  Qiincy  Railroad  Company 1 

AURORA    BRANCH     I.'ulroad    Company 11 

( ; eneral  Railroad  Acts — 1849  to  186.3 14 

Chicago  and  Aurora  Railroad  Company 

The  Chicago,  Burlington   and   Qutnct    K  ulroad   Company    (First 

Company  

Cbntb  \i.  m  ilitary  Tract  B  ulroad  <  Jompany 36 

The  Chicago,  Burlington  and  QurNCY   Rail  Road  Company    |  F. 

.  solidation  )  1 1 

Peoria  &  Burlington  Rail  Road  company  (Peoria  awra)     46 

Chicago,     Burlington     &     QuiNi  '.  tn        I' 

'  0MP1 97 

THE  JA(  K80NVILLE  AND  SAVANNA    RAILROAD  COMPANY LOO 

'I'm    Pxoria   iND  Hannibal  I  Company 117 

Tin.  Burling  k>h   B  udgk 

The  Chicago  s  u L67 

St.  Charles  Am  Lini 

(•nit  \'io  ejij v \ now  0  I 

Tki  BT    MORTG  LGES 316 

prietary  Companies  East  op  thi   M         iippi  Rim 

Ths  Qutnci    lnd  Chic/  ompany 

The  Quinci  Bad   Boas  B  ompani 

i  wi>  Fos  River  Vi  w 

III.  SB      I;  Ml. WAY 

an  \n  Cknth  \i.  Railway 

Ths  Dixon  and  Qi  ini  j   B  sjlroad  Company 

Dixon,  Peoria  and  Hannibal  Railroad  Compani B   3 

The  Carthage  lnd  Burlington  Rah  881 

The  Quinct   lnd  Warsav*   Bailro  pany 912 

The  Qutncy,  Alton  lnd  St.  Louis  Railvi       0  

The  Chicago  lnd  Lowa   Railboad  Company   (Inserts) 

The  Chicago,  !>'<>'  ktord  lnd  Northern  B  ulroad  Company 98] 

'I'm   Chicago  lnd  Rocb  Riyeb  B  ulroad  Company I 

h    INOD3  Yai.i.iy    LND  NORTHERN  K' All  I'ANV 1052 

Joliet,  BocKPORD  &  Northern  Railroad  Compani    : 

Galesburg  &  Rio  R  ulroad  COMPANY 1076 

Fi  I. ton  OOl  WTJ    N  LRROV*    (i  w  01    I.  I  OMPANY ' 

St.  l.i il  is,  Bo  lnd  \m>  Chk  loo  Railroad  Company l  \- 1 

Davenport,  Rocb  [bland  lnd  North  Western  Railvi  \y  i  L227 

The  .1  ai  KSONVHLE  and  SAINT  Rons  Railway  COMPANY 

L271,  L281,  L310,  L346,  1376,  L382 

Jacksonville  &  Concord  Railway  Company 


x  Table  op  Contents 

PAGE 

FENTON  and  Thomson  Hailroad  Company 1394 

Northern  and  Southern  Illinois  Hailroad  Company 1402 

n   &   Southern   Hailroad  Company 1409 

Franklin  &  Waverlv  Railway  Company 1417- 

Cknti:\i.i\  &  Sandoval  Railroad  Company 1422 

•(jo,  Burlington  &  Northern  Railroad  (Consolidated) 1427 

PaducAH  &  Illinois  Hailroad  Company 1551 

Burlington  South  Chicago  Terminal  Railroad  company 1939 

Miscellaneous  Contracts  with   connecting  railroads  for  trackage 
over  their  lines,  and  for  use  of  their  bridges  over  oavigable  rivers 
reach  important  eiti< 

I 
Trackage  Contracts 

May  31,  '                              Agnew,  Illinois— 4.62  miles 1803 

Feb. 25,  1889     Portage  Curve  to  Bast  Dabuque,  Illinois— 12.39  miles.  1471 

May  29, 1902     81              Crossing  to  St.  Paul— 19.36  miles 1807 

Aug.    1,1906     East  Alton  to  East  St  Louis-    19.05  miles 1770 

June   1,1910     N  elson  to  West  Vienna,  Illinois     15.79  miles 1667 

Aug.  15,1913     Bast  St.  Louis  to  Shattuc,  Dlh            ■  5 ilea 1680 

Nov.    1,1915     Quincy    to    Bast    Bannibal 1970 

June    1,1918     Bast  Alton  to  East  St.  Louis— 19.05  miles 1763 

May  12, 1916     Alton  to  Wood  River     4.75  miles 177s 

Mar.  30, 1928     Trackage  al  Peoria— 1.27  miles 1949 

II 

15,1884      Clinton,    lows      0.98    miles 1800 

Feb.  25,  1889     Dubuque  to  Bast  Dubuque 14(i3 

Oct      1,1889     St  Louis  Bridge   Terminal 1694 

Aug.  8, 1890     Winona  to  Baal  Winona 1~>4l> 

Feb.  27, 1901     Davenport  to  Bock  Island 1259 

Aug.    1,1906     West   Alton  to   Bast  Alto,,     2.69  miles 1794 

1,1914      Metropolis,    Illinois 1574 


CHICAGO,  BURLINGTON  &  QUINCY 
RAILROAD  COMPANY 

Ai'hora  Branch  Railroad  Compact? 
Chii  u»o  ami  Ai  bora  Railroad  Company 
The  Chicago,  Burlington  and  Quincy  Railroad  Company 
Central  Military   Tract  Railroad  Company 
The  Chicago,  Burlington  and  Quincy  Rail  Road  Company 
Peoria  and  Oquawka  Railroad  Company 
The  Logansport,  Peoria  and  Burlington  Railroad  Company 
■    Peoria  &  Burlington  Rail  Boas  Company 
Chicago,  Burlington  &  Quincy  Railroad  Company 

The  present  Chicago,  Burlington  ^v  Quincy  Railroad  Company 
is  a  corporation  oi'  the  State  of  Illinois,  created  by  a  consolida- 
tion between  the  Peoria  &  Burlington  Rail  Road  Company  and 
The  Chicago,  Burlington  ami  Quincy  Rail  Road  Company  under 
Articles  of  Consolidation  dated  June  24,  1864. 

The  Peoria  &  Burlington  Rail  Road  Company  was  formed  by 
tin-  reorganization  <it'  the  Peoria  «.v  Oquawka  Railroad  Company, 
which  Company  was  incorporated  under  a  Special  Ac1  of  the 
Legislature  of  Illinois  in  force  February  12,  1849,  its  uame  be- 
ing changed  in  lsiil  to  The  Logansport,  Peoria  and  Burlington 
Hailmad  ( iompany. 

The  original  Chicago,  Burlington  and  Quincy  Rail  Road  Com- 
pany was  created  by  a  consolidation  between  the  Central 
Military  Tract  Railroad  Company  and  The  Chicago,  Burlington 
and  Quincy  Railroad  Company  under  artidrs  of  Consolidation 
dated  July  !»,  ls.">6,  and  the  latter  Company  was  formed  in  1855 
by  a  change  of  name  from  the  Chicago  and  Aurora  Railroad 
Company,  which  Company  was  formed  in  b-'_  by  change  of 
name  from  the  Aurora  Branch  Railroad  Company,  which  was 
created  by  a  Special  Act  of  the  Legislature  of  the  state  of 
Illinois  in  force  February  12,  1849. 

Prior  to  the  consolidation  of  dune  24,  1864,  the  C.  B.  &  Q. 
Company  had  acquired  the  property  of  The  Jacksonville  and 

Savanna  Railroad  Company  by  d 1  of  date  November  (!.  istil, 

from  James  F.  Joy  and  J.  \Y.  Brooks,  who  had  acquired  it  by 
deed  of  date  November  4,   1861,  from   The  Jacksonville   and 

1 


2  CHICAGO,    BURLINGTON    &    QUINCY    RAILROAD    COMPANY 

Savanna  Railroad  Company,  which  was  organized  February  14, 
1855,  under  Special  Act  of  the  Illinois  Legislature. 

It  had  also  acquired  a  part  of  the  railroad  of  The  Peoria  and 
Hannibal  Railroad  Company  from  Joy  and  Brooks  by  deed 
dated  November  6,  1861,  who  had  acquired  it  from  the  Peoria 
&  Hannibal  Railroad  Company  by  deed  dated  November  4,  1861, 
which  Company  was  formed  in  1854,  by  a  change  of  name  from 
the  Macomb,  Vermont  and  Bath  Railroad  Company,  which  was 
incorporated  under  Special  Act  of  the  Legislature  of  Illinois 
in  force  February  11,  1853. 

The  foregoing  named  Companies  were  all  created  under 
authority  of  Special  Acts  of  the  Legislature  of  the  State  of 
Illinois,  which  Special  Acts  and  the  proceedings  taken  in  pur- 
suance thereof  constitute  the  Company's  Charter. 

Of  date  June  24,  1914,  the  Company  extended  its  existence 
as  a  corporation  under  the  general  laws  of  the  State  of  Illinois 
relating  to  Railroads  by  action  taken  pursuant  to  the  provisions 
of  an  Act  of  the  Illinois  Legislature  approved  June  7,  1911. 

The  Company's  Charter  has  been  filed  in  the  several  States  in 
which  it  has  constructed  or  acquired  lines  of  railroad. 

ACT  OF  LEGISLATURE 

Approved   February   28,    1854. 

GENERAL  ACT. 
[Accepted  by  C,  B.  &  Q.  R.  R.  Co.,  and  forms  a  part  of  its  charter.] 

AN  ACT  to  enable  railroad  and  plank  road  companies  to  consolidate  their 

stock. 

Section  1.  Be  it  enacted  by  the  People  of  the  State  of  Illinois,  repre- 
sented in  the  General  Assembly,  That  all  railroad  companies  and  plank  road 
companies  now  organized,  or  hereafter  to  be  organized,  which  now  have  or 
hereafter  may  have  their  termini  fixed  by  law,  whenever  their  said  road  or 
roads  intersect  by  continuous  lines,  be  and  the  same  are  hereby  authorized 
and  empowered  to  consolidate  their  property  and  stock  with  each  other,  and 
to  consolidate  with  companies  out  of  this  state,  whenever  their  lines  connect 
with  the  lines  of  such  companies  out  of  this  State. 

§  2.  Such  consolidation  may  take  place  whenever  the  said  companies 
shall  respectively  agree  upon  the  terms  and  conditions  of  the  same;  and  the 
said  companies  when  so  consolidated  shall  be  authorized  to  agree  upon  the 
name  or  names  of  such  consolidated  company,  and  by  such  name  or  names 
the  said  consolidated  company  shall  be  a  body  corporate  and  politic,  shall 
have  a  common  seal  or  seals,  and  by  such  name  or  names  shall  be  respectively 


CORPORATE   HISTORY  6 

contracted  with  and  make  contracts,  shall  sue  and  be  sued,  implead  and  be 
impleaded  with,  and  shall  have  all  the  powers,  franchises  and  immunities 
which  the  said  respective  companies  shall  have,  by  virtue  of  their  respective 
charters,  before  such  consolidation  passed  within  the  State  of  Illinois:  Pro- 
vided, that  each  consolidated  company  shall  file  for  record  in  the  office  of 
the  Secretary  of  State,  a  copy  of  their  said  articles  of  consolidation,  evi- 
denced by  the  signature  of  the  presiding  officer  of  each  of  the  said  com- 
panies, and  the  corporate  seal  thereof. 

Capital  stock. 

§  3.  The  corporation  or  corporations  formed  by  virtue  of  the  provisions 
of  this  act  shall  have  power  to  increase  their  capital  stock  to  any  amount 
required  by  resolution  of  their  respective  boards  of  directors,  not  exceeding 
the  amount  of  the  cost  of  the  roads  and  works  constructed  and  equipped  by 
them,  to  borrow  money  and  fix  the  rate  of  interest  therefor,  to  issue  bonds 
and  the  same  to  sell  at  such  price  as  they  may  deem  expedient,  such  sales 
being  hereby  authorized  and  confirmed,  and  to  make  any  other  contracts 
authorized  by  the  by-laws  of  the  said  corporation  or  corporations,  within  the 
purview  of  their  said  charters. 

Power  to  consolidate. 

§  4.  Such  corporation  or  corporations,  when  so  formed,  shall  have  the 
same  power  to  consolidate  with  other  companies  when  their  linos  connect, 
upon  such  terms  as  may  be  agreed  upon  by  them  respectively. 

§  5.  No  company  in  this  State  shall  be  authorized  under  the  provisions 
of  this  act  to  consolidate  with  any  company  beyond  the  limits  of  the  State, 
until  the  termini  of  such  company  in  this  state  shall  first  have  been  fixed  by 
the  laws  of  this  State  at  the  boundary  line  thereof. 

Plank  road  not  to  consolidate  with  railroads. 

§  6.  This  act  shall  not  be  so  construed  as  to  authorize  any  plank  road 
not  having  power  to  build  a  railroad  to  consolidate  with  any  railroad  so  as 
to  lay  a  railroad  upon  any  plank  road  track,  until  the  termini  of  such  rail- 
road shall  have  been  expressly  fixed  by  law,  nor  shall  any  plank  road  so 
consolidate  with  any  railroad  unless  authorized  by  law  to  lay  a  railroad 
track. 
Proviso. 

§  7.  All  proceedings  for  the  purpose  of  consolidation  as  above  provided 
shall  be  fixed  and  regulated  by  the  by  laws  of  the  respective  companies  de- 
siring such  consolidation:  Provided,  that  such  consolidation  shall  not  take 
place  until  the  terms  of  such  consolidation  shall  have  been  approved  by  a 
majority  of  the  stockholders  in  interest,  in  person  or  by  proxy,  at  an  annual 
or  called  meeting,  of  which  due  notice  shall  be  given,  by  publication  or  in 
writing,  to  all  stockholders  interested,  or  the  same  be  approved  by  the 
written  consent  of  a  majority  of  stockholders  in  interest,  filed  in  the  office 
of  their  company. 

Crossings,  &c. 

§  8.  When  it  shall  be  necessary  for  the  construction  of  any  railroad  to 
cross  the  track  of  any  other  railroad,  stream  of  water,  water  course,  road  or 


4  CHICAGO,    BURLINGTON    &    QUINCY    RAILROAD    COMPANY 

highway,  which  it  may  intersect  or  cross  by  reason  of  such  extension  into 
or  through  any  adjoining  State,  or  by  reason  of  its  consolidation  with  any 
other  road  or  roads,  company  or  companies,  as  provided  in  this  act,  it  shall 
be  lawful  for  said  company  to  construct  their  road  across  or  over  the  same 
by  such  track  or  tracks,  bridge  or  bridges,  viaduct  or  viaducts,  as  may  be 
necessary  to  the  convenience  of  the  extension  or  consolidation  of  said  road: 
Provided,  said  company  shall  restore  the  railroad,  stream  of  water,  water 
course,  road  or  highway  thus  intersected  or  crossed  to  its  former  state,  or 
in  a  sufficient  manner  not  materially  to  interfere  with  its  usefulness. 

§  9.     This  act  shall  take  effect  from  and  after  its  passage. 

Approved  February  28,  1854. 

(Private  Laws  Illinois  1854,  Page  9.) 

Note. — This  act  remained  in  force  until  1874,  when  it  was  repealed  by 
an  act  approved  March  31,  1874,  which  took  effect  July  1,  1874. 

ARTICLES  OF  CONSOLIDATION,  July  9,  1856,  between  The  Chicago, 
Burlington  and  Quincy  Railroad  Company  and  the  Central  Military  Tract 
Railroad  Company  forming  The  Chicago,  Burlington  and  Quincy  Kail  Road 

Company. 

Articles  of  Consolidation  made  and  entered  into  and  agreed  upon  be- 
tween the  Chicago  Burlington  and  Quincy  Rail  Boad  Company  and  the 
Central  Military  Tract  Kail  Boad  Company  this  ninth  Day  of  July  A.D. 
1856. 

Wlnreas  the  said  companies  have  their  termini  fixed  by  their  several 
acts  of  incorporation  and  constitute  a  continuous  Line  of  Kail  Road  and 
are  therefore  under  the  Laws  of  the  State  of  Illinois  authorized  to  con- 
solidate their  stock  and  property  with  each  other.  And  whereas  by  a  reso- 
lution of  the  Board  of  Directors  of  both  the  said  companies  passed  on  the 
fourth  &  fifth  days  of  June  last  the  following  basis  was  submitted  to  the 
stockholders  in  each  of  the  said  companies  respectively  as  a  plan  and  as 
the  terms  suitable  and  proper  upon  which  to  consolidate  the  stock  and 
property  of  the  said  two  companies  with  each  other. — viz — 

The  name  of  the  consolidated  Company  shall  be  the  Chicago  Burlington 
and  Quincy  Rail  Road  Company. 

Each  Stockholder  in  the  Central  Military  Tract  Rail  Road  Company  in 
exchange  for  every  share  of  stock  he  may  hold  in  that  Company  shall  be 
entitled  to  one  share  of  the  stock  in  the  consolidated  company. 

Each  stockholder  in  the  Chicago  Burlington  and  Quincy  Rail  Road  Com- 
pany shall  be  entitled  to  one  share  of  the  stock  of  the  consolidated 
Company  for  every  share  he  may  hold  in  that  company  and  in  addition 
thereto  shall  be  entitled  to  one  share  of  the  consolidated  stock  for  every 
two  shares  held  in  that  company  upon  payment  therefor  within  one  year  of 
sixty  dollars  with  interest  thereon  at  the  rate  of  ten  per  cent  per  annum 
and  in  case  any  stockholder  shall  be  entitled  to  a  fractional  or  half  share 
he  may  receive  a  whole  share  on  payment  of  eighty  dollars  therefor  and 
interest  as  above  or  if  he  elect  not  to  receive  said  share  he  shall  be  paid 
twenty  dollars  for  said  fractional  share. 


CORPORATE   HISTORY  5 

A  majority  of  the  stockholders  in  interest  shall  signify  their  assent  to 
these  terms  of  consolidation  on  or  before  the  ninth  Day  of  July  this  next 
now  instant. 

And  whereas  a  very  large  majority  in  interest  in  the  stock  in  each  of  the 
said  companies  have  signified  by  proxies  in  writing  and  by  their  proxies  at 
the  meeting  of  the  stockholders  of  each  of  the  said  companies  held  at  Chi- 
cago this  the  9th  Day  of  July  1856  for  that  purpose  their  approval  and 
assent  to  the  said  terms  of  consolidation  in  accordance  with  the  Statute  in 
such  case  made  and  provided — 

Now  therefore  in  consideration  of  the  above  premises  it  is  mutually 
covenanted  and  agreed  by  and  between  the  said  parties  as  follows — viz : 

First — That  their  entire  corporate  property  and  stock  be  and  the  same 
are  hereby  consolidated  and  that  the  said  consolidation  shall  take  effect 
from  this  date  and  from  henceforth  the  said  companies  shall  constitute 
but  one  corporation  in  the  law. 

Second — The  name  of  the  said  consolidated  company  shall  be  the  Chi- 
cago Burlington  and  Quincy  Eail  Eoad  Company,  by  which  name  it  shall 
act  and  be  described  with  all  the  powers  and  privileges  conferred  upon  it 
by  their  original  charter  and  the  act  of  the  general  assembly  authorizing 
consolidations  in  these  cases. 

Third — The  stockholders  in  the  Central  Military  Tract  Rail  Road  Com- 
pany shall  be  entitled  to  one  share  of  stock  in  the  consolidated  company 
for  every  share  held  by  him  or  her  in  that  company  in  exchange  therefor. 

Fourth — Each  Stockholder  in  the  Chicago  Burlington  and  Quincy  Rail 
Road  Company  shall  be  entitled  to  one  share  of  stock  in  the  consolidate! 
company  in  exchange  for  each  share  held  by  him  in  that  company  and  in 
addition  thereto  shall  be  entitled  to  one  share  in  the  consolidated  com- 
pany for  every  two  shares  so  held  upon  paymenl  therefor  within  one  year 
of  sixty  dollars  for  every  such  share  with  ten  per  cent  interest  thereon. 
And  in  case  any  Stockholders  under  this  arrangement  shall  be  entitled  to 
a  fractional  share,  he  shall  receive  a  whole  share  upon  payment  of  Eighty 
Dollars  therefor  or  if  he  shall  not  elect  to  receive  the  same  he  shall  be  paid 
twenty  Dollars  for  said  fractional  share. 

Fifth — As  a  consequence  of  the  said  consolidation  the  consolidated  com- 
pany becomes  liable  for  and  assumes  all  the  contracts,  obligations  and 
liabilities  of  each  of  the  consolidating  companies. 

In  witness  whereof  the  said  parties  have  hereto  set  their  seals  the  Day 
and  year  first  above  writ  ten  by  their  respective  Presidents — 

[Seal]  j.    p.    Joy    Prest. 

Amos  T.  Hall  q  b.  &  Q.  R.  R.  Co. 

Secretary 

[Seal]  J.   F.   Jot   Prest. 

David  Sanborn  C.  M.  T.  R.  R.  Co. 

Secretary 


6  CHICAGO,    BURLINGTON    &    QUINCY    RAILROAD    COMPANY 

United  States  of  America,  ) 
State  of  Illinois.  ) 

Office  of  Secretary. 

I,  George  H.  Harlow,  Secretary  of  the  State  of  Illinois,  do  hereby  certify 
that  the  foregoing  is  a  true  copy  of  Articles  of  Consolidation  between  the 
Chicago,  Burlington  and  Quincy  Eail  Road  Company,  and  the  Central  Mili- 
tary Tract  Kail  Road  Company,  filed  in  this  office  on  the  14th  day  of  July 
1856  and  now  on  file  in  this  office.  In  witness  whereof  I  hereto  set  my 
hand  and  affix  the  Great  Seal  of  State,  at  the  city  of  Springfield,  this  24th 
day  of  March  A.  D.  1874. 

Geo.  H.  Harlow, 
(Seal)  Secretary  of  State. 


state  of  Illinois  J 
Cook  County.  ) 

I,  Lester  O.  Goddard,  a  Notary  Public  in  and  for  the  said  County  and 
State,  do  hereby  certify  that  the  foregoing  is  a  true  and  correct  copy  of  the 
original  Contract  for  Consolidation  between  the  Chicago,  Burlington  & 
Quincy  R.  R.  Company  and  the  Central  Military  Tract  R.  R.  Company,  hav- 
ing myself  oompared  one  with  the  other. 

Witness  my  hand  and  Notarial  Seal  this  24th  day  of  March  A.  D.  1874. 

Lester  0.  Goddard, 
(Seal)  Notary  Public. 


ARTICLES  OF  CONSOLIDATION,  June  24,  1864,  between  the  Peoria  Sk 
Burlington  Rail  Read  Company  and  The  Chicago  Burlington  and  Quincy 
Rail  Road  Company,  forming  t ho  Chicago,  Burlington  &  Quincy  Railroad 

Company. 

Memorandum  ok  an  Ackk.f.mknt  between  the  Peoria  &  Burlington  Rail 
Road  Company  &  the  Chicago,  Burlington  &  Quincy  Railroad  Company, 
made  this,  the  24th  day  of  June.  A.  D.  1864,  for  the  consolidation  of  stock 
and  property  of  the  said  two  corporations  into  one  corporation  &  the  prop- 
erty of  one  corporation. 

ll'hereas,  It  has  become  expedient  and  necessary  for  the  proper  manage- 
ment of  the  said  two  corporations  that  their  property  shall  be  consolidated 
into  one  corporation;  &  whereas,  at  present,  the  stock  A:  property  of  the 
Peoria  &  Burlington  Rail  Road  Company  is  held  by  John  W.  Brooks,  John 
Van  Nortwiek,  Nathaniel  Thayer,  Sidney  Bartlett,  James  F.  Joy  &  three  or 
four  other  parties,  all  of  them,  however,  stockholders  in  the  Chicago,  Bur- 
lington &  Quincy  Rail  Road  Company,  &  is  held  subject  to  an  obligation  to 
create  a  mortgage  &  bonded  debt  upon  the  whole  property  of  said  corpora- 
tion to  such  an  amount,  at  least,  as  will  pay  and  satisfy  certain  claims  upon 
the  said  property  in  favor  of  Moss,  Harding  &  Co.,  amounting  to  several 
hundred  thousand  dollars,  &  which  mortgage  shall  not  exceed  one  million 
five  hundred  thousand  dollars  in  amount;  &  whereas,  it  has  been  understood 


CORPORATE    HISTORY  7 

&  known  that  the  said  Peoria  &  Burlington  Eail  Road  Company 's  road  was 
to  a  very  considerable  extent  constructed  with  money  advanced  by  the  Chi- 
cago, Burlington  &  Quincy  Rail  Road  Company,  &  in  addition  to  the  other 
outstanding  claims  above  alluded  to,  should  and  does  therefore  stand  in  the 
hands  of  the  corporators  charged  with  the  whole  amount  of  such  monies,  in 
favor  of  the  said  Chicago,  Burlington  &  Quincy  Rail  Road  Company; 
&  whereas,  it  cannot  be  as  well  or  economically  managed  separately  as  in 
connection  with  the  road  of  the  Chicago,  Burlington  &  Quincy  Rail  Road; 
&  whereas,  subject  to  the  charges,  equitable  &  otherwise,  upon  the  property 
of  the  Peoria  &  Burlington  Road,  it  is  deemed  best  for  the  interests  of 
both  companies  that  they  and  their  property  shall  be  consolidated  into  one, 
and  that  the  consolidated  Company  shall  assume  and  pay  the  charges, 
equitable  &  legal,  resting  thereon,  in  consideration  that  the  stock  of  the 
Peoria  &  Burlington  Company  shall  be  transferred  to  the  Chicago,  Bur- 
lington &  Quincy  Rail  Road  Company,  thus  becoming  the  property  of 
that  company,  &  consolidated  with  its  property  &  the  road,  &  all  the 
property  of  the  Peoria  &  Burlington  Company  shall  be  consolidated  with 
the  property   of  the   Chicago,   Burlington   &   Quincy   Rail   Road   Company. 

Now  Therefore,  This  agreement,  made  by  the  said  companies  with  each 
other,   witnesseth : 

That  it  is  agreed  by  them  both  that  all  the  property  of  the  said  two 
corporations  shall  be  &  the  same  is  and  shall  l>o  henceforth,  consolidated 
into  one  property,  including  the  roads  &  the  appurtenances  &  property  of 
every  nature  &  kind  owned  by  them  respectively  heretofore,  as  well  as 
the  rolling  stock  &  machinery  of  every  description,  &  that  the  stock  of  the 
Peoria  &  Burlington  Rail  Road  Company  shall  be  transferred  to  the  Chi- 
cago, Burlington  &  Quincy  Rail  Road  Company,  &  no  new  stock  shall  be 
issued  in  exchange  therefor.  But  it  is  understood  that  the  Consolidated 
Rail  Road  Company  shall  assume  the  obligations,  legal  &  equitable,  of  the 
Peoria  &  Burlington  Kail  Road  Company,  shall  execute  a  mortgage  on  the 
same,  together  with  all  its  property,  real  &  personal,  to  secure  such  bonds  as 
may  be  issued  thereunder,  not  to  exceed  in  amount  in  the  aggregate  one 
million  five  hundred  thousand  dollars,  &  having  thirty  years  to  run  to 
maturity,  from  September  20th,  1860,  &  bearing  interest  at  not  less  than 
seven  per  cent.,  &  shall  run,  operate  &  manage  the  same,  reconstructing 
when  necessary,  and  everywhere  putting  the  same  in  order,  &  that  hence- 
forth, in  consequence  of  this  agreement,  the  said  two  corporations  shall 
become  one  company,  &  the  the  said  two  properties  one  property  &  under 
one  management,  in  accordance  with  the  provisions  and  under  the  authority 
of  the  two  several  acts  of  the  Legislature  of  the  State  of  Illinois,  the  one 
being  an  act  to  authorize  the  consolidation  of  Rail  Road  &  Plank  Road  Com- 
panies, approved  February  L'Sth,  lv'l,  and  the  other  the  act  under  which  the 
Peoria  &  Burlington  Railroad  Company  is  organized,  passed  and  approsed 
June  10th,  1863. 

And  it  is  further  mutually  agreed  that  the  name  of  the  said  consolidated 
company   shall   be   the   Chicago,   Burlington    &    Quincy    Railroad   Company. 

In  witness  whereof  the  said  companies  have  hereto  caused  their  respective 
corporate  seals  to  be  affixed  by  the  president  of  their  respective  companies 


8  CHICAGO,    BURLINGTON    &    QUINCY    RAILROAD   COMPANY 

&  the  signatures  of  the  said  presidents  respectively  to  be  affixed  thereto, 
this,  the  twenty-fourth  day  of  June,  A.  D.  1864. 

JOIIX  VAN  NORTWICK, 
President  C,  B.  d  Q.  B.  E.  Company. 
[Seal] 

Attest: 

A.    T.    HALL, 

Secretary. 

J.   W.   BROOKS, 

President  Peoria  d  Burlington  Kail  Road 

Company. 

[V.  S.  KEYKNTE  STAMP.] 

Wo,  all  the  stockholders  of  the  Peoria  &  Burlington  Railroad  Company, 
approve  and  assert  to  the  foregoing  contract. 

X.     TllAYLU, 
SIDNEY     HaKTLETT, 

J.  W.  Bkooks, 
B,   .1.    IIai.k, 
J.  N.  Denison, 
.James   F.  Joy, 
J.  Van  Xoktwick, 
A.  T.   Hall, 
F    11.  Peabody. 
[Seal] 

Attest: 

J.   N.   Denison, 

Secretary. 

Filed  in  office  of  Secretary  of  State  of  Illinois,  July  11th,  1864. 


ACT  OF  LEGISLATURE 

Approved  June  7,  1911. 

AN"  ACT  to  amend  Section  5  of  "  An  Act  to  provide  for  the  incorporation 
of  associations  thai  may  lie  organized  for  the  purpose  of  constructing  rail- 
ways, maintaining  and  operating  the  same;  for  prescribing  and  defining  the 
duties  and  limiting  the  powers  of  BUCh  corporations  when  so  organized;  and 
authorizing  the  same  ami  all  railroad  companies  of  this  State  to  own  and 
hold  the  stock  and  securities  of  railroad  companies  of  other  states  owning 
connecting  lines.  As  amended  by  Act  approved  June  2,  1K91.  In  force  July 
1,  1891.     By  providing  for  the  extension  of  the  term  thereof. 

Section  1.  Be  it  enacted  by  the  People  of  the  State  of  Illinois,  repre- 
sented in  the  General  Assembly ,  That  Section  5  of  "An  Act  to  provide  for 
the  incorporation  of  associations  that  may  be  organized  for  the  purpose  of 
constructing  railways,  maintaining  and  operating  the  same;  for  prescribing 


CORPORATE    HISTORY  9 

and  denning  the  duties  and  limiting  the  powers  of  such  corporations  when 
so  organized;  and  authorizing  the  same  ami  all  railroad  companies  of  this 
State  to  own  and  hold  the  stock  and  securities  of  railroad  companies  of 
other  states,  owning  connecting  lines"  as  amended  by  Act  approved  June 
2,  1891,  in  force  July  1,  1891,  be  and  the  same  is  hereby  amended  to  read 
as  follows: 

§  5.  No  such  corporation  shall  be  formed  to  continue  more  than  fifty 
years  in  the  first  instance,  but  any  railroad  company  formed  under  any  law 
of  the  state  may  be  renewed  from  time  to  time,  for  periods  not  longer  than 
fifty  years.  Provided  that  three-fourths  of  the  votes  cast  at  any  regular 
election  for  that  purpose  shall  be  in  favor  of  such  renewal,  and  those  de- 
siring a  renewal  shall  agree  to  purchase  the  stock  of  those  opposed  thereto 
at  its  current  value.  Whenever  any  such  election  is  held  by  any  railroad 
company,  a  certificate,  showing  the  proceedings  of  the  meeting  and  verified 
by  the  President  or  a  Vice-President  of  the  corporation,  and  the  Secretary 
thereof  with  the  seal  of  the  corporation,  shall  be  Sled  with  the  Secretary 

of  State  within  thirty  days  after  the  meeting,  and  upon  the  filing  of  such 
certificate  the  duration  of  such  corporation  shall  thereby  be  extended,  in 
accordance  with  the  vote  of  the  stockholders,  for  an  additional  period  not 
longer  than  fifty  years.  "Provided,  in  case  where  BUCh  renewal  is  of  any 
Railroad  company  previously  incorporated  under  a  Special  Act  of  the  Legis- 
lature, then  such  renewal  and  extension  of  such  company  shall  l>e  under 
and  subject  to  all  the  provisions  of  the  General  Laws  of  this  State  relating 
to  Railroads,  and  BUCh  company  shall  ha\e  such  powers  only  as  provide,) 
for  in  this  Act, 

John   G.   Oqlesby, 
Charles  Adkins,  President  of  Senate. 

Speaker  of  House. 

Charles  S.  Deneen, 
Approved  dune  7,  1911.  Govt  r/c 

James  a..  Ro 

Filed  June  9,  1911.  Secretary  of  St 

ACCEPTANCE    BY    THE    RAILROAD    COMPANY. 

State  of  Illinois,  / 

r  SS 

County  of  Cook.    ) 

The  undersigned,  Darius  Miller  and  T.  S.  Eowland,  do  hereby  certify 
that  they  are  respectively  the  President  and  Secretary  of  the  Chicago,  Bur- 
lington &  Quincy  Railroad  Company,  a  corporation  of  the  State  of  Illinois, 
and  that  at  a  regular  meeting  of  the  stockholders  of  -aid  Chicago,  Burling- 
ton &  Quincy  Railroad  Company  held  at  Chicago,  Illinois,  November  6th, 
1912,  which  meeting  was  held  for  the  purpose,  among  other  matters,  of 
acting  upon  the  question  of  renewing  the  said  corporation  for  a  period  of 
not  longer  than  fifty  years,  as  provided  for  by  an  Act  entitled: 

A  BILL  for  an  Act  to  amend  Section  5  of  "  An  Act  to  provide  for 
the  incorporation  of  associations  that  may  be  organized  for  the  purpose 


10  CHICAGO,    BURLINGTON    &   QUINCY   RAILROAD    COMPANY 

of  constructing  railways,  maintaining  and  operating  the  same;  for 
prescribing  and  defining  the  duties  and  limiting  the  powers  of  such 
corporations  when  so  organized:  and  authorizing  the  same  and  all 
railroad  companies  of  this  State  to  own  and  hold  the  stock  and  securi- 
ties of  railroad  companies  of  other  states  owning  connecting  lines,  as 
amended  by  Act  approved  June  2,  1891,  in  force  July  1,  1891,"  by 
providing  for  the  extension  of  the  term  thereof;" 

approved  June  7,  1911,  the  following  resolution  was  unanimously  adopted 
by  a  vote  of  1,099,328  shares  of  stock,  being  more  than  three-fourths  of  the 
stock  of  said  Railroad  Company  and  of  the  votes  cast  at  such  stockholders 
meeting,  called  for  that  purpose: 

Chicago,  Wednesday,  November  6,  1912. 

Whereas,  It  is  advised  by  Counsel  that  the  corporate  duration  of 
this  Company  may  expire  June  24,  1914; 

Besolved,  That  this  Company  be  renewed  for  a  period  of  fifty  (50) 
years  from  said  June  24,  1914,  and  those  voting  in  favor  of  such  re- 
newal hereby  agree  to  purchase  at  its  current  value  the  stock  of  any 
stockholders  opposed  thereto. 

'.  That  the  President  and  Secretary  make  and  fde  any  cer- 
tificates with  the  Secretary  of  State  of  Illinois,  and  do  any  other  acts 
a-  may  be  required  by  law  for  the  purpose  of  perfecting  such  renewal 
and  extension  of  the  duration  of  this  Corporation. 

Pursuant  to  the  authority  conferred  by  the  aforesaid  resolution  of  the 
stockholders,  the  said  Darius  Miller  and  T.  S.  Bowland,  President  and 
Secretary  respectively  of  said  Chicago,  Burlington  &  Quincy  Railroad  Com- 
pany, do  make  and  verify  this  certificate  for  the  purpose  of  showing  the 
proceedings  of  the  said  meeting  and  of  filing  the  same  with  the  Secretary 
of  State  of  Illinois,  in  order  to  extend  and  renew  said  Corporation  for  the 
term  of  fifty  year-,  as  provided  in  said  Act  of  the  Legislature. 

In  uitness  whereof,  each  of  them  has  hereunto  set  his  name,  and  the 
seal  of  said  Corporation  has  been  affixed,  this  2nd  day  of  December,  1912. 

Darius  Miller, 

President. 
(Seal)  Secretary. 

Attest:  T.  S.  Rowland, 

T.  S.  How-land, 

Secretary. 
Subscribed   and  sworn   to  before  me,   a   Notary   Public  in   and  for  the 
County  of  Cook  and  State  of  Illinois,  this  2nd  day  of  December,  1912. 

J.   H.   Pettibone, 
(Seal)  Notary  Public. 

My  commission  expires  March  3rd,  1914. 
Filed,  for  record  in  the  office  of  the  Secretary  of  State  of  Dlinois,  Dec.  3, 
1912,  at  10  o'clock  A.  M.,  and  recorded  in  Book  40,  page  88. 

Cornelius  J.  Doyle, 
Secretary  of  State. 


AURORA  BRANCH  RAILROAD 
COMPANY 

Aurora  Branch  Railroad  Company  was  created  by  a  Special 
Act  of  the  Illinois  Legislature  in  force  February  12,  1849,  and 
was  authorized  to  build  a  railroad  from  Aurora  northwardly  to 
a  connection  with  the  Galena  &  Chicago  Union  railroad  (now 
Chicago  &  North  Western). 

The  Company  Avas  organized  by  citizens  of  Aurora  and  vicin- 
ity in  February,  1849.  Construction  was  commenced  in  Decem- 
ber, 1849,  and  the  line  from  Aurora  to  the  connection  at  Turner 
Junction  (now  West  Chicago)  twelve  and  two  hundredths 
(12.02)  miles  was  completed  in  September,  1850,  and  was  oper- 
ated by  the  Company  until  November  26,  1853.  Through  train 
service  between  Aurora  and  Chicago  over  the  Galena  road  was 
inaugurated  via  Turner  Junction  October  21.  1850,  and  con- 
tinued until  March  30,  1856,  when  the  St.  Charles  Air  Line 
was  completed. 

The  name  was  changed  to  Chicago  and  Aurora  Railroad 
Company  by  Special  Act  of  the  Illinois  Legislature,  in  force 
June  22,  1852. 

ACT  OF  LEGISLATURE 
Approved  February  12,  1849. 

AN   ACT   granting  a   charter   to   the   Aurora   Bramh    Railroad    Company. 

Section  1.  Be  it  enacted  by  the  People  of  the  State  of  Illinois,  repre- 
sented in  the  General  Assttnblti,  That  all  such  persons  as  shall  become 
stockholders  agreeably  to  the  provisions  of  this  act  in  the  corporations 
hereby  created,  shall  be,  and  for  the  term  of  seventy  years  from  and  alter 
the  passage  of  this  act,  shall  continue  to  be  a  body  corporate  ami  politic, 
by  the  name  of  the  "Aurora  Branch  Railroad  Company,"  and  by  that 
name  shall  have  succession  for  the  term  of  years  above  specified;  may  sue 
and  be  sued,  complain  and  defend,  in  any  court  of  law  or  equity;  may 
make  and  use  a  common  seal  and  alter  the  same  at  pleasure;  may  make 
by  laws,  rules  and  regulations  for  the  management  of  property,  the  regula- 
tion of  its  affairs,  and  for  the  transfer  of  its  stock,  not  inconsistent  with 
the  existing  laws  and  constitution  of  this  State  and  of  the  United  States; 
and  may,  moreover,  appoint  such  subordinate  agents,  officers,  and  servants 

11 


12  CHICAGO,    BURLINGTON    &    QUINCY    RAILROAD    COMPANY 

as  the  business  of  the  said  corporation  may  require,  and  allow  to  them  a 
suitable  compensation;  prescribe  their  duties,  and  require  bond  for  the 
faithful  performance  thereof,  in  such  penal  sums,  and  with  such  sureties  as 
they  may  choose,  who  shall  hold  their  offices  during  the  pleasure  of  a 
majority  of  the  directors  of  said  corporation. 

$  '2.  The  said  corporation  shall  have  the  right,  and  during  its  continu- 
ance, to  maintain  and  continue  a  railroad  with  a  single  or  double  track, 
and  with  such  appendages  as  may  be  deemed  necessary  for  the  convenient 
use  of  the  same,  from  the  town  of  Aurora,  in  the  county  of  Kane,  to  some 
eligible  and  convenient  point  in  the  county  of  Du  Page,  there  to  connect 
with  the  Galena  and  Chicago  Union  Railroad. 

j  ;?.  The  capital  stock  of  said  corporation  shall  be  one  hundred  thousand 
dollars,  which  shall  be  deemed  personal  property,  and  shall  be  divided  into 
shares  of  one  hundred  dollars  each.  The  capital  stock  of  said  corporation 
may  at  any  time  hereafter  be  increased  to  a  sum  not  exceeding  one  million  of 
dollars,  if  the  same  shall  be  judged  necessary  to  the  completion  of  the  said 
work,  and  the  same  shall  be  subscribed  for  and  taken  under  the  direction 
of  the  directors  of  the  said  corporation,  at  such  time  and  place  as  may  be 
by  them  deemed  expedient. 

§  4.  That  A.  C.  Gibson,  Benj.  Hackney,  Chas.  Hoyt,  E.  R.  Allen,  and 
Stephen  F.  Gale  shall  be  commissioners  for  securing  subscriptions  to  the 
capital  stock  of  said  corporation.  Each  subscriber  at  the  time  of  subscrib- 
ing shall  pay  to  the  commissioners  one  dollar  on  each  share  of  the  stock 
subscribed  for  by  him  ;  and  the  said  commissioners  shall,  as  soon  as  the 
directors  are  elected,  deliver  to  them  the  whole  amount  so  received. 

$  5.  The  affairs  of  said  corporation  shall  be  managed  by  a  board  of  five 
directors,  to  be  annually  chosen  by  the  stockholders  from  among  themselves, 
as  soon  as  may  be  after  one-fourth  of  the  stock  is  subscribed;  at  which 
time  they  may  commence  the  work.  The  commissioners  shall  give  notice  of 
the  time  and  place  at  which  a  meeting  of  the  stockholders  will  be  held  for 
the  choice  of  directors,  and,  at  such  time  and  place  appointed  for  that  pur- 
pose, the  commissioners,  or  a  majority  of  them,  shall  attend  and  act  as 
inspectors  of  said  election,  and  the  stockholders  present  shall  proceed  to 
elect  their  directors  by  ballot,  and  the  commissioners  present  shall  certify 
the  result  of  such  election  under  their  hands;  which  certificate  shall  be 
recorded  in  the  books  of  the  corporation,  and  shall  be  sufficient  evidence  of 
the  election  of  the  directors  therein  named.  All  further  elections  shall  be 
held  at  the  time  and  in  the  manner  prescribed  by  the  by-laws  and  regula- 
tions of  the  said  incorporation.  Each  stockholder  shall  be  allowed  as  many 
votes  as  he  owns  shares  at  the  commencement  of  such  election,  and  a  plu- 
rality of  votes  shall  determine  the  choice,  but  no  stockholder  shall  be 
allowed  to  vote  at  any  election  after  the  first,  for  any  stock  which  shall 
have  been  assigned  to  him  within  thirty  days  previous  to  holding  such 
election.  The  said  directors  shall  hold  their  office  for  one  year  after  their 
election,  and  shall  elect  one  of  their  number  as  president  of  the  board. 

§  6.  The  said  corporation  is  authorized  to  contract,  make  and  use  a 
single  or  double  railroad  or  way,  of  suitable  width  and  dimensions,  to  be 
determined  by  the  said  corporation,  on  the  line,  course  or  way  which  may 


CORPORATE    HISTORY  13 

be  designated  and  selected  by  the  directors  as  the  line,  course  or  -way 
whereon  to  construct  and  make  the  same;  and  shall  have  power  to  regulate 
the  time  and  manner  in  which  goods,  effects  and  passengers  shall  be  trans- 
ported, taken  and  carried  on  the  same,  and  to  prescribe  the  manner  in 
which  the  said  railroad  shall  be  used,  by  what  force  the  carriages  to  be 
used  thereon  may  be  propelled,  and  the  rate  of  toll  for  transportation  of 
persons  or  property  thereon,  as  may  be  deemed  suitable  to  their  interests; 
and  it  shall  be  lawful  also  for  the  said  corporation  to  unite  with  any  other 
railroad  company  upon  such  terms  as  may  be  agreed  upon  by  the  directors 
of  said  companies,  and  also  to  construct  such  other  and  lateral  routes  as 
may  be  necessary  to  connect  them  with  any  other  route  or  routes  which  may 
be  deemed  expedient. 

§  7.  In  case  the  corporation  shall  not  be  able  to  acquire  the  title  to 
the  lands  through  which  said  road  shall  be  laid,  by  purchase  or  voluntary 
cession,  it  shall  be  lawful  for  the  corporation  to  appropriate  so  much  of 
said  land  as  may  be  necessary  for  its  own  use,  for  the  purpose  contemplated 
by  this  act,  on  complying  with  laws  made  ami  provided  to  govern  such 
matters  on  all  public  works. 

$  8.  The  board  of  directors  shall  hereafter  consist  of  such  number  of 
directors  as  shall  be  determined  upon  from  time  to  time  by  the  stock- 
holders of  said  company,  at  any  meeting  thereof,  for  the  choice  of  directors: 
Provided,  that  such  number  shall  not  be  less  than  five  nor  more  than 
eleven.  Such  directors  shall  be  stockholders  in  said  company,  and  shall  be 
elected  annually  by  the  stockholders,  either  in  person  or  by  proxy,  and 
shall  hold  their  offices  for  one  year  and  until  their  successors  shall  be 
elected  and  qualified.  But  any  vacancy  occurring  in  said  board  between 
elections,  may  be  filled  by  the  board  at  any  legal  meeting  of  the  directors, 
and  the  person  so  elected  to  fill  the  vacancy  shall  hold  his  office  until  the 
next  annual  meeting. 

§  9.  The  said  corporation  shall  be  allowed  two  years  from  the  passage 
of  this  act  for  the  commencement  of  the  construction  of  said  work;  and 
in  case  the  same  shall  not  be  completed  within  five  years  thereafter,  the 
privileges  therein  granted  shall  be  forfeited. 

$  10.  The  said  corporation  shall  be  bound  to  repair  all  public  high- 
ways, bridges,  water  courses  which  may  be  injured  in  constructing  said 
railroad  or  its  appendages,  and  shall  restore  them,  as  far  as  practicable, 
to  as  good  a  condition  as  they  were  before  they  were  injured. 

§  11.  Any  person  who  shall  willfully  injure  said  railroad  or  any  of  the 
appendages  thereto,  shall  be  deemed  guilty  of  a  misdemeanor,  and  shall 
forfeit  to  the  use  of  the  corporation  a  sum  equal  to  three  times  the  amount 
of  damages  occasioned  by  such  injury;  to  be  recovered  with  costs  of  suit, 
in  the  name  of  such  corporation,  in  an  action  of  debt  before  any  court 
having  cognizance  thereof,  [or]  before  any  justice  of  the  peace  in  the 
county  where  such  offense  may  have  been  committed. 

§  12.  This  act  shall  be  deemed  and  taken  as  a  public  act,  and  shall  be 
construed  beneficially  for  all  purposes  herein  specified  or  intended,  and  all 
copies  thereof  printed  by  or  under  the  direction  of  the  General  Assembly 


14  CHICAGO,    BURLINGTON    &    QUINCY   RAILROAD    COMPANY 

of  this  State  shall  be  received  in  all  courts  and  places  whatsoever  in  said 
State  as  sufficient  evidence  thereof,  without  further  proof. 

$  13.  For  the  purpose  of  facilitating  the  construction  of  said  railroad, 
said  company  are  hereby  authorized  to  negotiate  loans  to  the  amount  of 
the  capital  stock,  and  to  pledge  all  its  personal  and  real  property  for  the 
security  thereof:  Provided,  that  the  individuals  of  said  corporation  shall 
be  liable,  to  the  extent  of  their  stock,  for  the  payment  of  its  debts. 

§  14.     This  bill  to  take  effect  from  and  after  its  passage. 

Approved  February  12,  1849. 

Private  Laws  Illinois  1849,  1st  Session,  Page  06. 

GENERAL  RAILROAD  LAW,  November  5,  1849. 

AN  ACT  to  provide  for  a  general  system  of  railroad  incorporations. 

Section  1.  Be  it  enacted  by  the  people  of  the  State  of  Illinois,  repre- 
sented in  the  General  Assembly,  That  any  number  of  persons,  not  less  than 
twenty  five,  being  subscribers  to  the  stock  of  any  contemplated  railroad, 
may  be  formed  into  a  corporation  for  the  purpose  of  constructing,  owning 
and  maintaining  such  railroad,  by  complying  with  the  following  require- 
ments: When  stock  to  the  amount  of  at  least  one  thousand  dollars  for 
every  mile  of  said  road,  so  intended  to  be  built,  shall  be  in  good  faith  sub- 
scribed, and  ten   per  cent,  paid  thereon   as  herein  required,  then  the  said 

Subscribers  may  elect  directors  for  the  said  company;  thereupon  they 
shall  severally  subscribe  articles  of  association,  ill  which  shall  be  set  fortli 
the  name  of  the  corporation;  the  number  of  years  the  same  is  to  continue, 
which  shall  not  exceed  fifty  years;  the  amount  of  the  capital  stock  of  the 
Company,  which  shall  be  the  actual  cost  of  constructing  the  road,  together 
with  the  cost  for  the  right  of  way,  motive  power,  and  every  other  appur- 
tenance  for  the  completion  and  running  of  said  road,  as  nearly  as  can  be 
estimated  by  competent  engineers;  the  number  of  shares  of  which  said  stock 
shall  consist;  the  number  of  directors,  and  their  names,  to  manage  the  con- 
cerns of  the  company,  who  shall  not  be  one-half  in  the  number  of  the  stock- 
holders, and  shall  hold  their  offices  until  others  are  elected;  the  place  from 
and  to  which  the  proposed  road  is  to  be  constructed,  and  each  county  into 
or  through  which  it  is  intended  to  pass,  and  its  length,  as  near  as  may  be, 
and  the  names  of  five  commissioners  to  open  books  of  subscription  to  the 
stock.  Each  subscriber  to  sucli  articles  of  association  shall  subscribe  thereto 
his  name,  place  of  residence,  and  the  number  of  shares  of  stock  taken  by 
him  in  such  company.  The  said  articles  of  association  may,  on  complying 
with  the  next  section,  be  filed  in  the  office  of  the  Secretary  of  State,  and 
thereupon  the  persons  who  have  subscribed,  and  all  persons  who  shall,  from 
time  to  time,  become  stockholders  in  such  company,  shall  be  a  body  cor- 
porate, by  the  name  specified  in  such  articles. 

§  2.  Such  articles  of  association  shall  not  be  filed  in  the  office  of  the 
Secretary  of  State  until  ten  per  cent,  on  the  amount  of  the  stock  sub- 
scribed thereto  shall  have  been  actually  and  in  good  faith  paid,  in  cash, 
to  the  directors  named  in  such  articles,  nor  until  there  is  endorsed  thereon, 


CORPORATE   HISTORY  15 

or  annexed  thereto,  an  affidavit,  made  by  at  least  three  of  the  directors 
named  in  such  articles,  that  the  amount  of  stock  required  by  the  first  section 
has  been  subscribed,  and  that  ten  per  cent,  on  the  amount  has  actually  been 
paid  in. 

§  3.  A  copy  of  any  articles  of  association  filed  in  pursuance  of  this  act, 
with  a  copy  of  the  affidavit  aforesaid  endorsed  thereon,  or  annexed  thereto, 
and  certified  to  be  a  copy  by  the  Secretary  of  this  State,  or  his  deputy, 
shall,  in  all  courts  and  places,  be  presumptive  evidence  of  the  incorporation 
of  such  company,  and  of  the  facts  therein  stated. 

$  4.  When  the  certificate  shall  have  been  filed  as  aforesaid,  the  persons 
who  shall  have  signed  and  acknowledged  the  same,  and  their  successors, 
shall  be  a  body  politic  and  corporate,  by  the  name  stated  in  such  certificate, 
and  shall  be  capable  of  suing  and  being  sued,  and  may  have  a  common 
seal,  and  may  make  and  alter  the  same  at  pleasure,  and  be  capable  in  law 
of  purchasing,  holding,  and  conveying  any  real  estate  and  personal  property 
whatever,  necessary  for  the  construction  of  such  road,  and  for  the  erection 
of  all  necessary  buildings,  yards,  and  appurtenances  for  the  use  of  the  same. 

$  5.  The  commissioners  for  opening  books  of  subscription,  named  in 
the  act  of  incorporation,  shall,  from  time  to  time,  after  the  company  shall 
be  incorporated,  open  books  of  subscription  to  the  capital  stock  of  the 
company,  in  such  places  and  after  giving  such  notice  as  a  majority  of  them 
shall  direct;  which  books  of  subscription  shall  be  kept  open  until  all 
capital  stock  shall  be  subscribed,  if  the  corporation  shall  so  long  exist, 
and  in  case  a  greater  amount  of  stock  shall  be  subscribed  than  the  whole 
capital  of  said  company,  the  commissioners  shall  distribute  such  capital 
stock  as  equally  as  possible  among  the  subscribers;  but  uo  share  thereof 
shall  be  divided  in  making  such  distribution,  nor  shall  a  greater  number  of 
shares  be  allotted  to  any  subscriber  than  such  subscriber  shall  have  sub- 
scribed for. 

$  6.  As  soon  as  practicable,  after  such  capital  stock  shall  have  bees 
subscribed  and  distributed  as  aforesaid,  the  commissioners  to  receive  sub- 
scriptions thereto  shall  appoint  a  time  and  place  for  the  meeting  of  the 
stockholders  to  choose  directors;  such  meeting  to  be  held  in  one  of  the 
counties  in  or  through  which  such  railroad  is  proposed  to  be  constructed, 
and  notice  thereof  shall  be  given  by  said  commissioners,  by  public  notice 
to  be  published  not  less  than  twenty  days  previous  thereto,  in  the  State 
paper,  and  a  newspaper  published  in  each  county  through  which  the  said 
road  shall  be  intended  to  run,  in  which  a  newspaper  shall  be  published. 
Thirteen  directors  shall  be  chosen  at  such  meeting,  by  ballot,  and  by  a 
majority  of  the  votes  of  the  stockholders  being  present  in  person  or  by 
proxy,  and  every  such  stockholder  being  so  present  at  such  election,  or  at 
any  subsequent  election  of  directors,  shall  be  entitled  to  give  one  vote 
for  every  share  of  stock  which  he  shall  have  owned  for  the  thirty  days 
next  preceding  such  election;  but  no  stockholder  shall  vote  at  any  such 
election  upon  any  stock,  except  such  as  he  shall  have  owned  for  such  thirty 
days.  No  person  shall  be  a  director  unless  he  shall  be  a  stockholder,  own- 
ing stock  absolutely  and  in  his  own  right,  and  qualified  to  vote  for  directors 
at  the  election  at  which  he  shall  be  chosen;  and  at  least  seven  of  the  directors 


16  CHICAGO,    BURLINGTON   &    QUINCY   RAILROAD    COMPANY 

shall,  at  the  time  of  their  election,  be  residents  of  the  counties  in  or  through 
which  the  route  of  such  railroad  shall  run.  The  directors  shall  be  directors 
for  one  year,  and  until  others  are  elected  in  their  places. 

§  7.  The  commissioners  named  in  the  last  preceding  section  shall  be 
inspectors  of  the  first  election  of  directors,  shall  openly  count  the  votes  and 
declare  the  result,  and  shall,  within  ten  days  thereafter,  file  a  certificate 
thereof,  subscribed  by  them  or  a  majority  of  them,  in  the  office  of  the 
Secretary  of  State,  and  in  the  office  of  the  clerk  of  each  county,  or  with  the 
clerk  of  the  county  commissioners'  court  (as  the  case  may  be)  of  each  county 
in  or  through  which  such  railroad  shall  be  proposed  to  be  constructed,  and 
shall  also  deliver  to  the  treasurer  of  such  company  all  moneys  [received] 
by  such  commissioners  on  subscriptions  to  such  capital  stock,  and  all  books 
and  papers  in  -their  possession  relative  to  such  subscriptions.  All  sub- 
sequent elections  shall  be  held  at  sucli  time  and  place  in  one  of  these  counties 
through  which  such  railroad  shall  pass,  as  shall  be  directed  by  the  by-laws 
of  the  company. 

$  8.  A  general  meeting  of  the  stockholders  of  any  corporation  formed 
under  this  act  shall  be  holden  annually,  at  the  time  and  place  appointed  for 
the  election  of  directors,  and  a  meeting  may  be  called  at  any  time  during 
the  interval  between  such  annual  meetings,  by  the  directors  or  by  the  stock- 
holders owning  not  less  than  one-fourth  of  the  stock,  by  giving  thirty 
days  public  notice  of  the  time  and  place  of  the  meeting,  in  the  State  paper, 
and  a  newspaper  published  in  each  county  through  which  the  said  road  shall 
be  run  or  be  intended  to  run,  in  which  a  newspaper  shall  be  published;  and 
when  any  such  meeting  is  called  by  the  stockholders,  the  particular  object 
of  such  call  shall  be  stated,  and  if  at  any  such  meeting  thus  called, 
a  majority  in  value  of  the  stockholders  are  not  represented  in  person  or 
by  proxy,  such  meeting  shall  be  adjourned  from  day  to  day,  not  exceeding 
three  days,  without  transacting  any  business,  and  if,  within  said  three 
days,  stockholders  having  a  majority  of  the  stock  do  not  attend  such  meet- 
ing, then  the  said  meeting  shall  be  dissolved. 

§  9.  At  the  regular  annual  meeting  of  the  stockholders  of  any  corpora- 
tion, it  shall  be  the  duty  of  the  president  and  directors  in  office  for  the 
preceding  year  to  exhibit  a  clear  and  distinct  statement  of  the  affairs  of 
the  said  company,  and  at  any  meeting  of  the  stockholders  a  majority  of 
those  present  in  person  or  by  proxy  may  require  similar  statements  from  the 
directors,  whose  duty  it  shall  be  to  furnish  them  when  thus  required;  and 
at  all  general  meetings  of  the  stockholders  a  majority  in  value  of  the  stock- 
holders in  said  company  may  fix  the  rate  of  interest  which  shall  be  paid 
by  the  company,  for  loans  for  the  construction  of  said  road  and  its  ap- 
pendages, may  remove  any  president  or  any  directors  of  said  company  and 
elect  others  in  their  stead ;  Provided,  notice  of  such  intended  removal  has 
been  given,  as  required  by  the  last  preceding  section. 

§  10.  In  case  it  shall  happen  at  any  time  that  an  election  of  directors 
shall  not  be  made  on  the  day  designated  by  the  by-laws  of  the  company, 
when  it  ought  to  have  been  made,  the  company  for  that  reason  shall  not  be 
dissolved,  if  within  ninety  days  thereafter  they  shall  hold  an  election  for 
directors  in  such  manner  as  shall  be  provided  by  the  by-laws  of  the  company. 


CORPORATE    HISTORY  17 

There  shall  be  a  president  of  the  company,  who  shall  be  chosen  by  and  from 
the  directors,  and  also  such  subordinate  officers  as  the  company  by  its 
by-laws,  may  designate,  who  may  be  elected  or  appointed,  and  required  to 
give  such  security  for  the  faithful  performance  of  the  duties  of  their  office 
as  the  company,  by  its  by-laws,  may  require. 

§  11.  It  shall  be  lawful  for  the  directors  to  call  in  and  demand  from 
the  stockholders,  respectively,  all  sums  of  money  by  them  subscribed,  at 
such  time  and  in  such  payments  or  instalments  as  the  directors  shall  deem 
proper,  under  the  penalty  of  forfeiting  the  shares  of  stock  subscribed  for, 
and  all  previous  payments  made  thereon,  if  payments  shall  not  be  made  by 
the  stockholders  within  sixty  days  after  personal  demand,  or  notice  requir- 
ing such  payment  shall  have  been  made  in  each  county  through  which  said 
road  shall  be  laid  out  in  which  a  newspaper  shall  be  published. 

$  12.  The  directors  of  such  company  shall  have  power  to  make  by-laws 
for  the  management  and  disposition  of  stock,  property,  and  business  affairs 
of  such  company,  not  inconsistent  with  the  laws  of  this  State,  and  prescrib- 
ing the  duties  of  officers,  artificers,  and  servants  that  may  be  employed, 
for  the  appointment  of  all  officers  for  carrying  on  all  the  business  within  the 
object  and  purposes  of  such  company. 

§  13.  The  stock  of  such  company  shall  be  deemed  personal  estate,  and 
shall  be  transferable  in  the  manner  prescribed  by  the  by  laws  of  the  com 
pany,  but  no  shares  shall  be  transferable  till  all  previous  calls  thereon  shall 
have  been  fully  paid  in,  or  the  said  shares  shall  have  been  forfeited  for 
the  non-payment  of  calls  thereon;  and  it  shall  not  be  lawful  for  such  com- 
pany to  use  any  of  their  funds  in  the  purchase  of  any  stock  in  their  own 
or  in  any  other  corporation. 

§  14.  All  the  stockholders  of  any  such  company  that  shall  be  hereafter 
incorporated  under  this  act  shall  be  severally  individually  liable  to  the 
creditors  of  such  company  to  an  amount  equal  to  the  amount  of  Mock  held 
by  them,  respectively,  for  all  debts  and  contracts  made  by  sueh  company, 
until  the  whole  amount  of  capital  stock  fixed  and  limited  by  the  company 
in  manner  aforesaid  shall  have  been  paid  in,  and  a  Certificate  thereof  shall 
have  been  made  and  recorded,  as  prescribed  in  the  following  section;  and 
shall  be  jointly  and  severally  liable  for  all  lebts  that  may  be  due  and 
owing  to  all  their  laborers,  servants  and  apprentices,  for  services  performed 
for  such  corporation,  but  not  be  liable  to  an  action  therefor  before  an 
execution  shall  be  returned  unsatisfied  in  whole  or  in  part  against  the  cor- 
poration, and  then  the  amount  due  on  said  execution  shall  be  the  amount 
recoverable,  with  costs,  against  said  stockholders. 

§  15.  The  president  and  a  majority  of  the  directors,  within  thirty  days 
after  the  payment  of  the  last  instalment  of  the  Capital  stock,  so  fixed  and 
limited  by  the  company,  shall  make  a  certificate,  stating  the  amount  of  the 
capital  stock  so  fixed  and  paid  in;  which  certificate  shall  be  signed  by 
the  president  and  a  majority  of  the  directors,  and  sworn  to  by  the  president 
and  secretary,  and  they  shall,  within  the  said  thirty  days,  file  and  record 
the  same  in  the  office  of  the  Secretary  of  State. 

§  16.  If  the  directors  of  any  such  company  shall  declare  and  pay  any 
dividend  when  the  company  is  insolvent,  or  any  dividend,  the  payment  of 


18  CHICAGO,    BURLINGTON    &    QUINCY    RAILROAD    COMPANY 

which  would  render  it  insolvent,  they  shall  be  jointly  and  severally  liable 
for  all  the  debts  of  the  company  then  existing,  and  for  all  that  shall  there- 
after be  contracted  so  long  as  they  shall  respectively  remain  in  office; 
Provided,  that  if  any  of  the  directors  shall  be  absent  at  the  time  of  making 
the  dividend,  or  shall  object  thereto,  and  shall,  within  thirty  days 
thereafter,  or  after  his  return,  if  absent,  file  a  certificate  of  their  absence 
or  objection  with  the  clerk  of  the  company,  and  with  the  clerk  of  the  county, 
or  with  the  clerk  of  the  county  commissioner's  court  of  the  county  in  which 
the  principal  office  of  said  company  is  located,  they  shall  be  exempt  from 
the  said  liability. 

§  17.  If  any  certificate  or  report  made  or  public  notice  given  by  the 
officers  of  any  such  company,  in  pursuance  of  the  provisions  of  this  act, 
shall  be  false  in  any  material  representation,  all  the  officers  who  shall  have 
signed  the  same  shall  be  jointly  and  severally  liable  for  all  the  debts  of 
the  company  contracted  while  they  are  stockholders  or  officers  thereof. 

§  18.  No  person  holding  stock  in  any  such  company,  as  executor,  ad- 
ministrator, guardian,  or  trustee,  and  no  person  holding  such  stock  as 
collateral  security,  shall  be  personally  subject  to  any  liability  as  stock- 
holders of  such  company;  but  the  person  pledging  the  stock  shall  be  con- 
sidered as  holding  the  same,  and  shall  be  liable  as  a  stockholder  accordingly, 
and  the  estates  and  funds  in  the  hands  of  such  executor,  administrator, 
guardian  or  trustee  shall  be  liable  in  like  manner,  and  to  the  same  extent 
as  the  testator  or  intestate,  or  the  ward  or  persons  interested  in  such  trust 
fund  would  have  been  if  he  had  been  living,  and  competent  to  act,  and 
held  the  same  stock  in  his  own  name. 

$  19.  Every  such  administrator,  executor,  guardian,  or  trustee  shall 
represent  the  share  of  stock  in  his  hands  at  all  meetings  of  the  company, 
and  may  vote  accordingly  as  a  stockholder. 

$  20.  Every  such  company,  before  proceeding  to  construct  a  part  of 
their  road  into  or  through  any  county  named  in  their  certificate  of  asso- 
ciation, shall  make  a  map  and  profile  of  the  route  intended  to  be  adopted 
by  such  company;  which  shall  be  certified  by  a  majority  of  the  directors 
and  filed  in  the  office  of  the  county  clerk  of  such  county,  or  with  the  clerk 
of  the  county  commissioners'  court  of  such  county,  for  the  inspection  and 
examination  of  all  parties  interested  therein. 

§  21.  Every  such  corporation  shall  possess  the  general  powers,  and  be 
subject  to  the  general  liabilities  and  restrictions  expressed  in  the  special 
powers  following,  that  is  to  say: 

1.  To  cause  such  examination  and  surveys  for  the  proposed  railroad  to 
be  made  as  may  be  necessary  to  the  selection  of  the  most  advantageous 
route  for  the  railroad,  and  for  such  purpose,  by  their  officers,  agents,  and 
servants,  to  enter  upon  lands  or  waters  of  any  person,  but  subject  to  re- 
sponsibility for  all  damages  which  they  shall  do  thereto. 

2.  To  receive,  hold,  and  take  such  voluntary  grants  and  donations  of 
real  estate  and  other  property,  as  shall  be  made  to  it,  to  aid  in  the  con- 
struction, maintenance,  and  accommodation  of  such  railroad ;  but  the  real 
estate  thus  received  by  voluntary  grants  shall  be  held  and  used  for  the  pur- 
poses of  such  grants  only. 


CORPORATE   HISTORY  19 

3.  To  purchase,  and  by  voluntary  grants  and  donations  receive  and 
take,  and  by  its  officers,  engineers  and  surveyors  and  agents  enter  upon 
and  take  possession  of  and  hold,  and  use  all  such  lands  and  real  estate  and 
other  property  as  may  be  necessary  for  the  construction  and  maintenance 
of  its  railroad  and  stations,  depots  and  other  accommodations  necessary  to 
accomplish  the  object  for  which  the  corporation  is  created;  but  not  until 
the  compensation  to  be  made  therefor,  as  agreed  upon  by  the  parties,  or 
ascertained  as  hereinafter  prescribed,  be  paid  to  the  owner  or  owners 
thereof,  or  deposited  as  hereinafter  directed,  unless  the  consent  of  such 
owner  be  given  to  enter  into  possession. 

4.  To  lay  out  its  road,  not  exceeding  six  rods  wide,  and  to  construct  the 
same,  and  for  the  purposes  of  cuttings,  embankments,  and  procuring  stone 
and  gravel,  may  take  as  much  more  land  within  the  limits  of  its  charter,  in 
the  manner  provided  hereinafter,  as  may  be  necessary  for  the  proper  con- 
struction and  security  of  the  road. 

5.  To  construct  their  road  upon  or  across  any  stream  of  water,  water 
course,  road,  highway,  railroad,  or  canal,  which  the  route  of  its  road  shall 
intersect;  but  the  corporation  shall  restore  the  stream  or  water  course,  road 
or  highway,  thus  intersected,  to  its  former  state,  or  in  a  sufficient  manner 
not  to  have  impaired  its  usefulness. 

6.  To  cross,  intersect,  join,  and  unite  its  railroad  with  any  other  rail- 
road before  constructed,  at  any  point  on  its  route,  and  upon  the  grounds 
of  such  other  railroad  company,  with  the  necessary  turnouts,  sidings,  and 
switches,  and  other  conveniences,  in  furtherance  of  the  objects  of  its  con- 
nections; and  every  company  whose  railroad  is  or  shall  be  hereafter  inter- 
sected by  any  new  railroad,  shall  unite  with  the  owners  of  such  new  railroad 
in  forming  such  intersections  and  connections,  and  grant  the  facilities 
aforesaid;  and  if  the  two  corporations  cannot  agree  upon  the  amount  of 
compensation  to  be  made  therefor,  or  the  points  or  manner  of  such  crossings 
and  connections,  the  same  shall  be  ascertained  and  determined  by  commis- 
sioners to  be  appointed  by  the  court,  as  is  provided  hereinafter  in  respect 
to  the  taking  of  lands. 

7.  To  purchase  lands  or  take  them,  may  change  the  line  of  its  road 
whenever  a  majority  of  the  directors  shall  so  determine,  as  is  hereinafter 
provided,  but  no  such  change  shall  vary  the  original  route  of  such  road  to 
exceed  one  mile  laterally. 

8.  To  take,  transport,  carry  and  convey  persons  and  property  on  their 
railroad,  by  the  force  and  power  of  steam,  of  animals,  or  any  mechanical 
powers,  or  by  any  combinations  of  them,  and  receive  tolls  or  compensation 
therefor. 

9.  To  erect  and  maintain  all  necessary  and  convenient  buildings,  sta- 
tions, depots  and  fixtures,  and  machinery  for  the  accommodation  and  use 
of  their  passengers,  freight  and  business,  and  obtain  and  hold  the  lands 
necessary  therefor. 

10.  To  regulate  the  time  and  manner  in  which  passengers  and  property 
shall  be  transported,  and  the  tolls  and  compensation  to  be  paid  therefor; 
but  such  compensation  for  any  passenger  and  his  ordinary  baggage  shall 


20  CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

not  exceed  three  cents  a  mile,  unless  by  special  act  of  the  Legislature,  and 
shall  be  subject  to  alteration  as  hereinafter  provided. 

11.  To  borrow  money,  to  be  applied  to  the  construction  of  their  railroad 
and  fixtures,  and  purchase  of  engines  and  cars,  at  such  rates  of  interest 
as  is  hereinafter  provided. 

§  22.  Any  number  of  persons,  not  less  than  thirteen,  intending  to  or- 
ganize a  corporation  under  the  provisions  of  this  act,  and  every  company 
that  may  hereafter  organize  under  this  act,  may  present  a  petition  to  the 
Legislature,  stating  the  place  from  and  to  which  they  propose  to  construct 
their  road,  and  its  location  and  route,  with  reasonable  certainty,  or  that 
they  intend  to  run  the  said  road  on  the  most  direct  and  eligible  route  be- 
tween the  points  of  terminus,  and  praying  the  Legislature  to  determine 
whether  the  construction  of  the  said  proposed  road  will  be  of  sufficient 
public  use  to  justify  the  taking  of  private  property  for  the  construction  of 
the  same.  And  if  the  Legislature  shall  determine  and  decide  by  law  that 
such  proposed  road  will  be  of  sufficient  public  utility  to  justify  the  taking 
of  private  property  for  constructing  and  maintaining  said  road,  under  the 
provisions  of  this  act,  then  such  company,  when  organized,  may  enter  upon, 
take  possession  of  and  use  all  such  lands,  real  estate,  as  may  be  required 
for  the  construction  and  maintenance  of  their  railroad,  and  the  convenient 
accommodations  appertaining  to  the  same ;  making  compensation,  in  the 
manner  hereinafter  provided,  for  all  lands,  real  estate,  thus  taken  possession 
of  and  used,  except  such  as  may  be  voluntarily  given  to  or  purchased  at  an 
agreed  price  by  the  said  corporation.  Whenever  the  said  corporation  shall 
not  have  acquired  by  gift  or  purchase  any  land,  real  estate,  so  required 
as  aforesaid,  or  which  may  be  affected  by  any  operation  connected  by  such 
construction  and  maintenance,  the  said  corporation  may  present  to  the 
circuit  court  of  the  district  where  said  lands  or  real  estate  shall  lie,  a 
petition,  signed  by  its  attorney  or  agent,  describing  with  convenient 
accuracy  and  certainty,  by  map  or  otherwise,  the  lands  or  real  estate  so 
required  to  be  taken  or  affected  as  aforesaid  setting  forth  the  name  and 
residence  of  each  owner  or  other  person  interested  therein  as  owner,  lessee, 
incumbrancer  as  far  as  known  to  such  attorney  or  agent  or  appearing  of 
record  and  praying  the  appointment  of  commissioners  to  ascertain  the 
compensation  to  be  made  to  such  owners  and  persons  interested,  for  the 
taking  or  injuriously  affecting  such  land  or  real  estate  as  aforesaid.  The 
court  shall  have  satisfactory  evidence  that  notice  of  an  intended  applica- 
tion, and  the  time  and  place  thereof,  for  the  appointment  of  commissioners 
of  appraisement  between  said  corporation  and  the  owners  and  persons 
interested  in  such  lands  and  real  estate,  had  been  given  at  least  ten  days 
previously,  to  such  owners  personally,  or  to  some  person  of  suitable  age, 
at  their  residence,  or  on  the  premises,  or  by  the  publication  thereof  in  a 
newspaper  printed  in  the  county  in  which  such  lands  or  real  estate  may 
lie.  Such  publication  to  be  allowed  only  in  respect  to  owners  who  shall 
appear  by  affidavit  to  have  no  residence  in  the  county,  known  to  such  agent 
or  attorney  whereat  such  notice  could  be  delivered  as  aforesaid.  The  court 
may  adjourn  the  proceedings  from  time  to  time;  shall  direct  any  future 
notice  thereof  to  be  given  that  may  seem  proper;   shall  have  proofs  and 


CORPORATE   HISTORY  21 

allegations  of  all  parties  interested,  touching  the  regularity  of  the  pro- 
ceedings; and  shall,  by  an  entry  in  its  minutes,  appoint  five  competent 
and  disinterested  persons  commissioners  to  ascertain  such  compensation 
as  aforesaid,  specifying  in  such  entry  a  time  and  place  for  the  first  meet- 
ing of  such  commissioners.  The  said  commissioners,  before  entering  upon 
the  duties  of  their  office,  shall  take  the  oath  required  by  the  laws  and  con- 
stitution of  this  State,  and  any  one  of  them  may  administer  oaths  to 
witnesses  produced  before  them;  and  may  adjourn,  and  may  hold  meetings 
for  that  purpose.  Whenever  they  shall  meet  to  hear  proofs  and  allegations, 
unless  by  appointment  of  the  court  or  pursuant  to  adjournment,  they  shall 
cause  reasonable  previous  notice  of  such  meetings  to  be  given  to  the  said 
owners  or  parties  interested,  or  their  attorney,  or  agent,  and  may  each 
of  them  issue  subpoenas  and  compel  witnesses  to  appear  and  testify;  they 
shall  hear  the  proofs  and  allegations  of  the  parties,  and  any  three  or  more 
of  them,  after  reviewing  the  premises,  without  fear  or  favor  or  partiality, 
ascertain  and  certify  the  compensation  proper  to  be  made  to  the  said 
owners  and  parties  interested,  for  the  lands  or  real  estate  to  be  taken,  as 
well  as  all  damages  accruing  to  the  owner  of  the  lands  and  real  estate 
aforesaid,  taken  in  consequence  of  the  condemnation  of  the  same,  or  in- 
juriously affected  as  aforesaid,  making  such  deduction  or  allowance  for 
real  benefit  or  advantages  which  such  owners  or  parties  interested  may 
derive  from  the  construction  of  said  road,  and  may  in  their  discretion 
assess  a  separate  reasonable  sum  in  favor  of  such  owners  and  parties 
interested,  or  of  any  person  appointed  by  the  court  to  appear  as  attorney 
for  them,  for  costs,  expenses,  and  reasonable  counsel  fees.  They,  or  a 
majority  of  them,  shall  make,  subscribe,  and  file  with  the  clerk  of  the 
county,  or  with  the  clerk  of  the  county  commissioners'  court,  in  which  such 
lands  or  real  estate  shall  lie,  a  certificate  of  their  said  ascertainment  and 
assessment,  in  which  such  lands  or  real  estate  shall  be  described  by  map 
or  otherwise,  with  convenient  accuracy  and  certainty.  The  court,  upon 
such  certificate  and  due  proof  that  such  compensation  and  separate  sums, 
if  any  be  certified,  have  been  paid  to  the  parties  entitled  to  the  same,  or 
have  been  deposited  to  the  credit  of  such  parties  in  the  State  treasury,  or 
other  place  for  that  purpose  approved  by  the  court,  shall  make  and  cause 
to  be  entered  in  its  minutes  a  rule  describing  such  lands  or  real  estate,  in 
manner  aforesaid,  such  ascertainment  of  compensation,  with  the  mode  of 
making  it,  and  such  payment  or  deposit  of  the  same  compensation  as  afore- 
said; a  certificate  copy  of  which  rule  shall  be  recorded  and  indexed  in  the 
proper  recorder's  office,  in  like  manner  and  with  the  like  effect  as  if  it  were 
a  deed  of  conveyance  from  the  said  owners  and  parties  interested  to  the  said 
corporation.  Upon  the  entry  of  such  rule  the  said  corporation  shall  become 
seized  in  fee  of  all  the  lands  and  real  estate  described  in  said  rule,  as 
required  to  be  taken  as  aforesaid,  during  the  continuance  of  the  corpora- 
tion, by  this  or  any  subsequent  act,  and  may  take  possession  of  and  hold 
and  use  the  same  for  the  purposes  of  said  road,  and  shall  thereupon  be 
discharged  from  all  claim  for  any  damages  by  reason  of  any  matter  specified 
in  said  petition,  certificate,  or  rule  of  said  court.  If  at  any  time  after  an 
attempted  or  actual  ascertainment  of  compensation  under  this  or  any  other 


22  CHICAGO,    BURLINGTON    &    QUINCY   RAILROAD    COMPANY 

act,  or  any  purchase  by,  or  donation  to  said  corporation,  of  any  lands 
for  the  purposes  aforesaid,  it  shall  appear  that  the  title  acquired  thereby 
to  all  or  any  part  of  such  lands  for  the  use  of  said  road,  or  if  said  corpora- 
tion shall  fail  or  be  deemed  defective,  the  said  corporation  may  proceed 
anew  to  perfect  such  title,  by  procuring  an  ascertainment  of  the  compensa- 
tion proper  to  be  made  to  any  person  or  persons  whose  title,  claim  or 
interest  in,  or  lien  upon  such  lands,  and  by  making  payment  thereof  in  the 
manner  hereinafter  provided,  as  near  as  may  be,  and  at  any  stage  of  such 
new  proceedings,  or  of  any  proceedings  under  this  act,  the  court  may,  by 
a  rule  in  that  behalf  made,  authorize  the  said  corporation,  if  already  in 
possession,  and  if  not  in  possession  to  take  possession  of  and  use  such 
premises  during  the  pendency  and  until  the  final  conclusion  of  such  pro- 
ceedings, and  may  stay  all  actions  and  proceedings  against  such  corporation 
on  account  thereof;  Provuhd,  such  corporation  shall  pay  a  sufficient  sum 
into  court,  or  give  approved  security  to  pay  the  compensation  in  that  behalf, 
when  ascertained :  and  in  every  case  where  possession  shall  be  so  authorized, 
it  shall  be  lawful  for  the  owners  to  conduct  the  proceedings  to  a  conclusion, 
if  the  same  shall  be  delayed  by  the  company.  The  said  commissioners  shall 
be  entitled  to  receive  from  said  corporation  a  compensation  not  exceeding 
two  dollars  for  each  day  actually  employed  by  them  in  the  discharge  of 
their  duties.  Such  compensation  to  be  taxed  and  allowed  by  the  court.  If 
any  commissioner  so  appointed  shall  die,  be  unable,  or  fail  to  serve,  the 
court  may  appoint  another  in  his  place,  on  reasonable  notice  of  the  ap- 
plication, to  be  approved  by  the  court.  The  proceedings  hereby  authorized 
may  be  had  in  the  circuit  court  in  a  county  where  the  lands  lie,  and  all 
motions  to  the  circuit  court  shall  be  made  at  a  general  or  special  term 
thereof  in  said  county.  The  said  commissioners  shall  file  the  said  certificate 
in  the  county  where  the  lands  to  be  affected  may  lie,  or  in  any  adjacent 
county,  and  any  clerk  may  transfer  the  same  and  the  proceedings  con- 
nected therewith  to  the  clerk  of  the  county  in  which  the  lands  to  be  affected 
may  lie,  or  of  any  county  adjacent  thereto,  whenever  such  commissioner 
or  clerk  shall  be  so  required  by  said  corporation,  its  agent  or  attorney. 
An  1  the  Legislature  hereby  reserves  [the  right]  to  itself  to  indicate  the 
routes  and  termini  of  said  roads,  and  the  same  shall  not  be  constructed  or 
commenced  without  the  expressed  sanction  of  the  Legislature  of  this  State, 
by  a  law  to  be  passed  hereafter. 

$  23.  In  case  any  infant,  idiot,  or  insane  person,  or  any  unknown  owner 
or  owners,  not  personally  notified  to  appear  and  who  shall  not  appear  after 
such  notice,  on  the  appointment  of  commissioners,  shall  be  interested  in 
any  such  lands,  real  estate,  and  property,  the  court  shall  appoint  some 
proper  person  to  appear  before  the  said  commissioners  and  act  as  attorney 
for  and  in  behalf  of  such  infant,  idiot,  insane  person,  unknown  owner, 
or  non-appearing  owner,  not  personally  served  with  notice. 

§  24.  If  at  any  time  after  the  location  of  the  traek  of  said  road,  in 
whole  or  in  part,  and  the  filing  of  the  map  thereof,  it  shall  appear  to  the 
directors  of  said  company  that  the  line  in  some  parts  thereof  may  be  im- 
proved, it  shall  be  lawful  for  the  said  directors,  from  time  to  time,  to  alter 
the  line  and  cause  a  new  map  to  be  filed  in  the  office,  where  the  map  show- 


CORPORATE    HISTORY  23 

ing  the  first  location  is  or  shall  be  filed,  and  may  thereupon  proceed  to 
take  possession  of  the  lands  embraced  in  such  new  location  that  may  be 
required  for  the  construction  and  maintenance  of  said  road  on  such  new 
line,  and  the  convenient  accommodations  appertaining  to  the  same,  either 
by  agreement  with  the  owner  or  owners,  or  by  such  proceedings  as  near 
as  may  be,  as  are  authorized  under  the  preceding  section  of  this  act,  and 
use  the  same  in  place  of  the  line  for  which  the  new  is  substituted.  Nothing 
in  this  act  contained  shall  authorize  the  said  company  to  make  a  location 
of  their  track  within  any  city  without  the  consent  of  the  common  council  of 
said  city. 

§  25.  Whenever  the  track  of  said  railroad  shall  cross  a  road  or  highway, 
such  road  or  highway  may  be  carried  under  or  over  the  track  as  may  be 
found  most  expedient;  and  in  cases  where  an  embankment  or  cutting  shall 
make  a  change  in  the  line  of  such  road  or  highway  desirable,  with  a  view 
to  a  more  easy  ascent  or  descent,  the  said  company  may  take  such  addi- 
tional lands  for  the  construction  of  such  road  or  highway,  or  such  new 
line,  as  may  be  deemed  requisite  by  said  directors.  Unless  the  lands  so 
taken  shall  be  purchased  or  voluntarily  given  for  the  purposes  aforesaid, 
compensation  therefor  shall  be  ascertained  in  the  manner  in  this  act 
provided,  as  nearly  as  may  lie,  and  duly  made  by  said  corporation  to  the 
owners  and  persons  interested  in  such  lands,  the  same  when  so  taken  or 
compensation  made  to  become  part  of  such  intersecting  road  or  highway, 
in  such  manner  and  by  such  tenure  as  the  adjacent  parts  of  the  same 
highway  may  be  held  for  highway  purposes. 

§  26.  If  any  such  corporation  shall  for  its  purpose  ;i  foresaid  require 
any  land  belonging  to  the  people  of  this  state,  or  to  any  of  the  counties 
or  towns,  the  General  Assembly  of  the  State  and  the  county  and  town 
officers  respectively,  having  charge  of  such  lands,  may  grant  such  lands 
to  such  corporations  for  a  compensation,  which  shall  be  agreed  upon  be- 
tween them;  and  if  they  shall  not  agree  upon  a  sale  and  price,  the  same 
may  be  taken  by  the  corporation  as  is  before  provided  in  respect  to  other 
cases. 

§  27.  Every  conductor,  baggage  master,  engineer,  brakeman,  or  other 
servant  of  any  such  railroad  corporation,  employed  in  a  passenger  train, 
or  at  stations  for  passengers,  shall  wear  upon  his  hat  or  cap  a  badge, 
which  shall  indicate  his  office,  and  the  initial  letters  of  the  style  of  the 
corporation  by  which  he  is  employed.  No  conductor  or  collector  without 
such  badge,  shall  demand  or  be  entitled  to  receive  from  any  passenger 
any  fare,  toll,  or  ticket,  or  exercise  any  of  the  powers  of  his  office;  and  no 
other  of  said  officers  or  servants,  without  such  badge,  shall  have  any  authority 
to  meddle  or  interfere  with  any  passenger,  his  baggage,  or  property. 

§  28.  Every  such  corporation  shall  make  an  annual  report  to  the  Secre- 
tary of  this  State  of  the  operations  of  the  year  ending  on  the  first  day  of 
January;  which  report  shall  be  verified  by  the  oaths  of  the  treasurer  and 
the  acting  superintendent  of  operations,  and  filed  in  his  office  by  the 
twentieth  day  of  January,  in  each  year,  and  shall  state — 

1st.     The  capital  stock  and  the  amount  actually  paid  in; 


24  CHICAGO,   BURLINGTON   &    QTJENCY   RAILROAD   COMPANY 

2d.  The  amount  expended  for  the  purchase  of  binds  for  the  construc- 
tion of  tlic  road,  for  buildings,  and  for  engines  and  ears,  respectively; 

3d.  The  amount  and  nature  of  its  indebtedness,  and  the  amounts  due 
the   corporation ; 

•4th.  The  amount  received  for  the  transportation  of  passengers,  of 
property,  of  the  mails,  and  from  other  sources; 

5th.     The   amount   of   freight,   specifying   the   quantity    in   tons,   of   the 
ducts  of  the   forests,   of  animals,  of   vegetable   food,  other  agricultural 
products,  manufactures,  merchandise,  and  other  articles; 

6th.      The  amount  paid  for  repairs,  engines,  cars,  buildings,  and  salaries; 

7th.      The  number  and  amount    of  dividends,  and  when  paid; 

3th.  The  number  of  engine  houses  and  shops,  of  engines  and  ears,  and 
their  character; 

9th.     The  number  of  miles  run   by   pass      E     .    freight,  and  other  trains, 
ctively  ; 

10th.     The  number  of  men   employed,  and  their  occupation; 

11th.     The  number  of  persons    injured    in   life  or   limb,  and  the  causes 

such  injury  ; 

12th.     Whether  any  accidents  have  arisen  from  carelessness  or  negligence 

nt'  any   person   in   the   employment   of  the  corporation,  and  whether   such 

tained    in   the  service  of  the  corporation. 

Any    such    corporation    which    shall    neglect    to    make    such    report, 

shall    lie    liable   to   a    penalty    of    two   hundred    and    fifty    dollars,    t<>    be   sued 

fur  in  the  name  of  the  people  of  this  Bti 

§  30.  The  property  belonging  to  any  company  organized  under  the 
provisions  of  this  act,  shall  be  listed  by  the  resident  secretary  or  other 
proper  officer,  with  the  auditor  of  State,  which  shall  be  subject  to  the 
same  tate  of  taxation  as  other  similar  property  of  individuals,  and  the 
revenue  arising  therefrom  shall  be  paid  into  the  state  treasury,  until  the 
entire  extinction  of  the  internal  improvement  debt  of  the  State,  after 
which  the  said  property  shall  be  subjected  to  taxation,  and  the  revenue 
arising  therefrom  paid  as  in  the  case  of  all  other  property  in  the  State. 
The  revenue  derived  under  this  section  to  be  applied  to  the  payment  of 
the  public  debt  of  the  State. 

§  31.  The  S'tate  shall  have  a  lien  upon  all  railroads  of  said  corporations, 
and  their  appurtenances  and  stock  therein,  for  all  penalties,  taxes,  and 
dues  which  may  accrue  to  the  State  from  said  corporations;  which  lien 
of  the  State  shall  take  precedence  of  all  demands,  judgments,  or  decrees, 
against  said  corporations;  and  the  citizens  of  this  State  shall  have  a  lien 
upon  all  the  personal  property  of  said  corporation  to  the  amount  of  one 
hundred  dollars,  originally  contracted  within  this  State;  which,  after  said 
lien  of  the  State,  shall  take  precedence  of  all  other  debts,  demands,  judg- 
ments or  decrees,  liens  or  mortgages,  against  said  corporation. 

6  32.  The  Legislature  may,  when  any  such  railroad  shall  be  opened 
for  use,  from  time  to  time,  alter  or  reduce  the  rates  of  toll,  fare,  freight, 
or  other  profits  upon  such  road;  but  the  same  shall  not,  without  the  con- 
sent of  the  corporation,  be  so  reduced  as  to  produce  with  said  profits  less 
than  fifteen  per  cent,  per  annum  on  the  capital  actually  paid  in;  nor,  unless 


CORPORATE   HISTORY  25 

on  an  examination  of  the  amounts  received  and  extended  to  be  made  by  the 

Secretary  of  State,  he  shall  ascertain  that  the  net  income  divided  by 
the  company  from  all  sources  for  the  year  then  last  past  shall  have  ex- 
ceeded :ui  annual  income  of  fifteen  per  rent,  upon  the  capital  of  the  cor- 
poration actually  paid  in. 

§  33.  Any  such  corporation  shall,  when  applied  to  by  the  Postm 
General,  convey  the  mail  of  the  United  States  on  their  read  or  reads 
respectively,  and  in  case  such  corporation  shall  net  agree  as  to  rates  of 
transportation  thereof,  and  as  to  time,  rate  of  speed,  manner  and  condition 
of  carrying  the  same,  it  shall  be  lawful  for  the  Governor  of  this  State  to 
appoint  three  commissioners,  who,  or  a  majority  of  them,  after  fifteen 
<lays'  net  ire  in  writing  of  the  time  and  place  of  meeting  to  the  corpora- 
tion, shall  determine  and  fix  the  prices,  times,  and  condition  aforesaid, 
but  such  prices  shall  not  be  less  for  carrying  said  mails  in  the  regular 
passenger  trains  than  the  amount  which  such  corporation  would  receive 
as  freighl  on  a  like  weight  of  merchandise  transported  in  their  merchan- 
dise trains,  and  a  fair  compensation  for  the  post  office  car.  And  in  case  the 
Postmaster  General  shall  require  the  mail  to  !>'■  rained  at  other  hours,  and 
at    a    higher   speed    than   the    passenger   trams   be   run   at,   the   corporal 

shall  furnish  an  extra  train  for  the  mail,  and  be  allowed  an  extra  compensa- 
tion for  the  expenses  and  wear  and  tear  thereof,  and  for  the  services  to 
he  fixed  aforesaid. 

§  34.  If  any  passenger  shall  refuse  to  paj  his  fare  or  toll,  it  shall  be 
lawful  for  the  conductor  of  the  train  and  the  servants  of  the  corporation 
to  put  him  out  of  the  car-  at  any  usual  stopping  place  tie-  conductor  shall 

select. 

\n   3.").      Every    sucb    corporation    shall    start    and    run    their    cars    for    the 
transportation    of    passengers    and    property,    at    regular    times    to    he    fixed 
by   public    notice,  and   shall   furnish    sutlicient    accommodations   for   the   ti. 
portation  of  all   such   passengers  and  property  as  shall,  within   a    reasonable 

time  previous  thereto,  offer  or  be  offered  for  transportation   at  the  place 

of  starting,  and  the  .junctions  of  other  railroads,  and  at  sidings  and  stop- 
ping places  established  for  receiving  and  discharging  way  passengers  and 

freight,  and  shall   take,  transport,  and   discharge  such   passengers  and   prop 
erty  at,  from,  and  to  such  places,  on   the  due  payment    of  tolls,   freight,  or 
fare,  legally  authorized  therefor. 

§  36.  In  case  of  the  refusal  by  such  corporation,  or  their  agents,  so 
to  take  and  transport  any  passengers  or  property,  or  to  deliver  the  same 
or  either  of  them  at  the  regular  or  appointed  time,  such  corporation  shall 
pay  to  the  party  aggrieved  all  damages  which  shall  he  sustained  thereby, 
with  costs  of  suit. 

§  37.  In  forming  a  passenger  train,  baggage  or  freighl  or  merchandise 
or  lumber  cars  shall  not  be  placed  in  rear  of  passenger  cars,  and  if  they 
or  any  of  thorn  shall  be  so  placed  and  any  accident  happen  to  life  or  limb, 
the  officer  or  agent  who  so  directed  or  knowingly  suffered  such  arrangement, 
and  the  conductor  or  engineer  of  the  train,  shall  each  and  all  be  held  guilty 
of  intentionally  causing  the  injury,  and  be  punished  accordingly. 

§  38.     A  bell  of  at  least  thirty  pounds  weight,  or  a  steam  whistle,  shall 


26  CHICAGO,    BURLINGTON    &    QUINCY   RAILROAD    COMPANY 

be  placed  on  each  locomotive  engine,  and  shall  be  rung  or  whistled,  at  the 
distance  of  at  least  eighty  rods  from  the  place  where  the  said  road  shall 
cross  any  other  road  or  street,  and  be  kept  ringing  or  whistling  until  it 
shall  have  crossed  said  road  or  street,  under  a  penalty  of  fifty  dollars  for 
every  neglect,  to  be  paid  by  the  corporation  owning  the  railroad,  one-half 
thereof  to  go  to  the  informer,  and  the  other  half  to  the  State,  and  also  be 
liable  for  all  damages  which  shall  be  sustained  by  any  person  by  reason  of 
such  neglect. 

§  39.  Every  such  corporation  shall  cause  boards  to  be  placed,  well  sup- 
ported by  posts  or  otherwise,  and  constantly  maintained  across  each  public 
road  or  street,  where  the  same  is  crossed  by  the  railroad.  On  the  same 
level  said  boards  shall  be  elevated,  so  as  not  to  obstruct  the  travel,  and 
to  be  easily  seen  by  travellers ;  and  on  each  side  of  said  boards  shall  be 
painted  in  capital  letters,  of  at  least  the  size  of  nine  inches  each,  the 
words  "Railroad  Crossing — look  out  for  the  cars  while  the  bell  rings,  or 
the  whistle  sounds. ' '  But  this  section  shall  not  apply  to  streets  in  cities, 
or  villages,  unless  the  corporation  be  required  to  put  up  such  boards,  by 
the  officers  having  charge  of  such  streets. 

§  40.  If  any  person  shall,  while  in  charge  of  a  locomotive  engine  run- 
ning upon  the  railroad  of  any  such  corporation,  or  while  acting  as  the 
conductor  of  any  car  or  train  of  cars  on  any  such  railroad,  be  intoxicated, 
he  shall  be  deemed  guilty  of  a  misdemeanor. 

§  41.  If  any  person  shall  wilfully  do,  or  cause  to  be  done,  any  act 
or  acts  whatever  whereby  any  building,  construction,  or  work  of  any  such 
corporation,  or  any  engines,  machine  or  structures,  or  any  matter  or  thing 
appertaining  to  the  same,  shall  be  stopped,  obstructed,  impaired,  weakened, 
injured,  or  destroyed,  the  person  or  persons  offending  shall  be  guilty  of 
a  misdemeanor,  and  shall  forfeit  and  pay  to  the  said  corporation,  treble 
the  amount  of  damages  sustained  by  means  of  such  offence. 

§  42.  All  penalties  imposed  by  this  act  may  be  sued  for  by  the  Dis- 
trict Attorney,  and  in  the  name  of  the  people  of  the  State  of  Illinois ; 
and  if  such  penalty  be  for  a  sum  not  exceeding  one  hundred  dollars,  then 
each  suit  may  be  brought  before  a  justice  of  the  peace. 

§  43.  Every  such  corporation  shall,  within  a  reasonable  time  after  their 
road  shall  be  located,  cause  to  be  made: 

1st.  A  map  and  profile  thereof,  and  of  the  land  taken  or  obtained  for 
the  use  thereof,  and  file  the  same  in  the  office  of  the  Secretary  of  State; 
and  also  like  maps  of  the  parts  thereof  located  in  different  counties,  and 
file  same  in  the  office  for  recording  deeds  in  the  county  in  which  said  parts 
of  said  road  shall  lie,  there  to  remain  as  of  record  forever. 

2d.  A  certificate,  specifying  the  line  upon  which  it  is  proposed  to  con- 
struct the  railroad  and  the  grades  and  curves. 

§  44.  If  any  such  corporation  shall  not,  within  five  years  after  its 
incorporation,  begin  the  construction  of  its  road  and  expend  thereon  ten 
per  cent,  on  the  amount  of  its  capital,  and  finish  the  road  and  put  it  in  full 
operation  in  ten  years  thereafter,  its  acts  of  incorporation  shall  become 
void. 

§  45.     All  existing  railroad  corporations  within  this  State  shall  respec- 


CORPORATE    HISTORY  27 

tively  have  and  possess  all  the  powers  and  privileges,  and  be  subject  to  all 
the  duties  and  liabilities  and  provisions  contained  in  this  act,  so  far  as 
they  shall  be  applicable  to  their  present  conditions,  and  not  inconsistent 
with  their  several  charters,  and  all  railroad  companies  that  are  now  con- 
structing their  roads  may  acquire  title  to  lands  necessary  for  that  purpose 
under  the  provisions  of  this  act. 

§  46.  This  act  shall  take  effect  and  be  in  force  from  and  after  its 
passage. 

Approved  November  5,  1849. 

General  Laws,  Illinois,  1849,  1st  Session,  Page  18. 

^*  AN  ACT  supplemental  to  an  act  entitled  "An  act  to  provide  for  a  general 
system   of    railroad   incorporations. ' ' 

v'  Section  1.  Be  it  enacted  by  the  people  of  the  State  of  Illin-ois,  repre- 
sented in  the  General  Assembly,  That  whenever  the  citizens  of  any  city 
or  county  in  this  State  are  desirous  that  said  city  or  county  should  sub- 
scribe for  stock  in  any  railroad  company  already  organized  or  incorporated, 
or  hereafter  to  be  organized  or  incorporated  under  any  law  of  this  State 
such  city  or  county  may,  and  are  hereby,  authorized  to  purchase  or 
subscribe  for  shares  of  the  capital  stock  in  any  such  company,  in  any  sum 
not  exceeding  one  hundred  thousand  dollars  for  each  of  such  cities  or 
counties;  and  the  stock  so  subscribed  for  or  purchased,  shall  be  under 
the  control  of  the  county  court  of  the  county  or  common  council  of  the  city 
making  such  subscription  or  purchase,  in  all  respects  as  stock  owned  by 
individuals. 

§  2.  That  for  the  payment  of  said  stock,  the  judges  of  the  county 
court  of  the  county,  or  the  common  council  of  the  city  making  such  sub- 
scription or  purchase,  are  hereby  authorized  to  borrow  money  at  a  rate 
not  exceeding  ten  per  cent,  per  annum,  and  to  pledge  the  faith  of  the 
county  or  city  for  the  annual  payment  of  the  interest,  and  the  ultimate 
redemption  of  the  principal,  or  if  the  said  judges  or  common  council  should 
deem  it  most  advisable,  they  are  hereby  authorized  to  pay  for  such  sub- 
scription or  purchase  in  bonds  of  the  city  or  county,  making  such  subscription 
to  be  drawn  for  that  purpose,  in  sums  not  less  than  fifty  dollars,  bearing 
interest  not  exceeding  ten  per  centum  per  annum;  Provided,  that  no  bond 
shall  be  paid  out  at  a  rate  less  than  par  value. 

$  3.  The  railroad  companies  already  organized  or  incorporated,  or 
hereafter  to  be  organized  or  incorporated  under  the  laws  of  this  State, 
are  hereby  authorized  to  receive  the  bonds  of  any  county  or  city  becoming 
subscribers  to  the  capital  stock  of  such  company,  at  par,  and  in  lieu  of 
cash,  and  to  issue  their  bonds  bearing  interest  not  exceeding  ten  per  centum 
per  annum  for  any  monies  by  them  borrowed  for  the  construction  of  their 
railroad  and  fixtures,  or  for  the  purchase  of  engines  and  cars,  and  for  such 
purpose  may  dispose  of  any  bonds  by  them  received  as  aforesaid. 

$  4.  No  subscription  shall  be  made,  or  purchase  or  bond  issued,  by  any 
county  or  city  under  the  provisions  of  this  act,  whereby  any  debt  shall  be 
created  by  said  judges  of  the  county  court  of  any  county,  or  by  the  common 


"" 


28  CHICAGO,    BURLINGTON    &   QUINCY    RAILROAD    COMPANY 

council  of  any  city,  to  pay  any  such  subscription,  unless  a  majority  of  the 
qualified  voters  of  such  county  or  city,  (taking  as  a  standard  the  number 
of  votes  thrown  at  the  last  general  election  previous  to  the  vote  had  upon 
the  question  of  subscription  under  this  act  for  county  officers,)  shall  vote 
for  the  same;  and  the  judges  of  the  county  court  of  any  county,  or  the 
common  council  of  any  city,  desiring  to  take  stock  as  aforesaid,  shall  give 
at  least  thirty  days'  notice,  in  the  same  manner  as  notices  are  given  for 
election  of  state  or  county  officers  in  said  counties,  requiring  said  electors 
"of  said  counties  or  said  cities  to  vote  upon  the  day  named  in  such  notices, 
;it  their  usual  place  of  voting,  for  or  against  the  Subscription  for  said 
capital  stock  which  they  may  propose  to  make,  and  said  notices  shall  specify 
the  company  in  which  stock  is  proposed  to  be  Subscribed,  the  amount 
which  it  is  proposed  to  take,  and  the  time  which  the  bonds  proposed  to 
be  issued  are  to  run,  and  the  interest  which  said  bonds  are  to  bear;  or 
in  ease  it  is  proposed  to  borrow  money  to  pay  such  subscription,  then  the 
notices    shall    state   the   terms   upon    which   such   loan    is   to   be   effected;    and 

the  opinion  of  the  electors  shall  lie  expressed  upon  their  ballots  "for  sub- 
scription,"  or  "against   subscription,"  ami  counted  and   returned  by  the 

judges    and    clerks    of    elections    as    in    other    cases;    and    if    a    majority    of 

the  voters  of  said  county  or  city,  assuming  the  standard  aforesaid,  shall 

be  in  favor  of  the  same,  such  authorized  subscription  or  purchase,  or  any 
part  thereof,  Shall  then  lie  made  by  said  judges  or  common  council.  In 
cise  any  election  had  under  this  act  is  held  upon  a  day  of  a  general  elec- 
tion, thru  the  number  of  votes  thrown  at  such  general  election  for  county 
officers  shrill  be  the  standard  of  the  number  of  qualified  voters  as  aforesaid. 
Xo  bonds  shall  bo  issued  under  the  provisions  of  this  act  by  any  county  or 
city,  excepting  for  the  amounts  required  to  lie  paid  at  the  time  of  sub- 
scription, and  for  the  amounts  of  and  at  the  time  when  assessments  upon 
all  the  stockholders  of  said  company  shall  be  regularly  assessed  ami  made 
payable. 

$    ."..      This  act   shall   take  effect    from   and  after   its   passage. 

Approved  November  6,  1849. 
<,<  m  nil  I. nus,  Illinois,  1849,  1st  Session,  Page  33 

ACT  OF  LEGISLATURE,  February  15,  1851. 

AX    ACT    to   ami  iid    an   act    entitled   "An   Act   supplemental    to   an    act  en- 
titled an  act   to  provide  for  a  general  system  of  railroad   incorporations," 
approved  November  6,  1849. 

V  Section  1.  Jit  it  enacted  by  the  people  of  Hie  State  of  Illinois,  repre- 
sent, ,l  i,  /I,,  <;,  m  nil  Assembly,  That  for  the  payment  of  the  annual  interest 
which  may  accrue  upon  any  bond  or  bonds  which  may  be  hereafter  issued 
by  the  county  court  of  the  county  of  Jo  Daviess,  in  payment  for  stock 
which  may  be  subscribed  by  the  said  county,  to  the  capital  stock  of  the 
Galena  and  Chicago  Union  Eailroad  company,  in  pursuance  of  the  provi- 
sions of  the  act  to  which  this  is  an  amendment,  the  said  county  court  shall 
be    and    they    are    hereby    authorized    and    empowered    to    levy    a    tax,    not 


CORPORATE    HISTORY  29 

exceeding  four  mills  to  the  dollar,  on  the  valuation  of  the  real  and  personal 
property  in  said  county;  which  said  tax  shall  he  collectable  and  payable  in 
gold  and  silver  only,  and  be  applied  to  the  purposes  aforesaid,  and  no 
other. 

§   2.     This  act  to  take  effect  and  he  in  force  from  and  after  its  passage. 

Approved  February  15,  1851. 

General  Laics,  Illinois,  1st  Session,  1851,  Page  109 

ACT   OF   LEGISLATURE 
Approved  June  22,  1852. 

AN   ACT  to  amend   the  charter   of   the   Aurora   Branch    Railroad    Company. 

Section  1.  />V  it  enacted  '<.'/  tin  Vi>>pU  of  /In  Statt  of  Illinois,  repre- 
sented in  the  General  Assembly,  That  the  company  incorporated  by  an  act 
entitled  "An  Act  granting  a  charter  to  the  Aurora  Branch  Railroad  Com- 
pany," approved  February  12,  1849,  be  and  is  hereby  authorized  to  extend 
its  road  from  Aurora,  in  Kane  county,  crossing  Fox  river  at  a  point  not 
farther  south  than  the  present  mill-dam  across  Fox  river,  in  the  \illa^e  of 
Aurora,  in  said  county,  in  the  most  direct  practicable  line;  thence  in  a 
southwesterly  direction,  on  the  most  direct  practicable  route,  to  a  point 
of  at  least  fifteen  miles  north  of  La  Salle,  and  where  such  extension  may 
intersect  any  railroad  built  or  to  be  built  northward  from  the  town  of 
La  Salle,  in  La  Salle  county,  and  there  to  form  a  connection  with  any 
such    railroad. 

$  2.  The  said  company  is  hereby  authorized  to  Use  and  exercise  all 
the  [lowers  tor  obtaining  the  right  of  way  for  the  use  of  said  company  in 
the  construction  of  said  road  that  are  given  and  expressed  by  the  acts 
to  provide  for  a  general  system  of  railroad  incorporations,  approved  Nbyem.- 
ber  5th,  1849;  and  the  name  of  said  company  is  hereby  changed  to  that  of 
"Chicago  and  Aurora  Railroad  Company."  Said  company  is  also  authorized 
and  empowered  to  increase  its  capital  stock  to  a  sum  not  exceeding  two 
millions  of  dollars. 

v-    ::.      This  act   to  take  effect   and   be   in    force   from  ami  after  its  passage. 

APPEOVED  June  22,  1852. 

Lous  Illinois  1852,  2nd  Session,  /'</.</.    /?". 

ACT  OF  LEGISLATURE,  February   12,  1S53. 

AN  ACT  to  amend  an  act  entitled  "An  act  to  provide  for  a  general  system 
of  railroad  incorporations." 

Section  1.  />'-  it  i  nacted  by  Ha  people  of  the  state  of  Illinois,  repre- 
sented  in  tin  General  Assembly,  That  all  railroad  companies  incorporated, 
or  which  may  be  hereafter  incorporated  under  the  authority  of  this  state, 
the  lines  or  routes  of  which  railroads  may  connect  with  or  cross  each  other, 
shall  have  power  to  make  contracts  or  arrangements  with  each  other  for 
the  use  of  each  other's  engines,   machinery  or  cars,  as  also   for  the  mutual 


30  CHICAGO,    BURLINGTON    &    QUINCY    RAILROAD    COMPANY 

transportation    of  material,   merchandise  and   passengers   upon  and   along 
the  lines  of  each  other's  roads,  upon  such  terms  as  may  be  mutually  agreed 
upon  between  any  such  corporations. 
Approved  February  12,  1853. 

General  Laws,  Illinois,  1853,  1st  Session,  Page  222. 

ACT  OF  LEGISLATURE,  February  12,  1855. 
n^AN.    ACT   to   enable    railroad    companies    to    enter   into   operative   contracts, 

and  to   borrow   money. 

Section  1.  Be  it  enacted  by  tin  people  of  the  State  of  Illinois,  repre- 
sented in  tin  dim  ml  Assembly,  That  all  railroad  companies  incorporated 
or  organized  under,  or  which  may  be  incorporated  or  organized  under  the 
authority  of  the  laws  of  this  State,  shall  have  power  to  make  such  contracts 
and  arrangements  with  each  other,  and  with  railroad  corporations  of  other 
States,  for  leasing  or  running  their  roads  or  any  pari  thereof;  and  also 
to  contract  for  and  hold,  in  fee  simple,  or  otherwise,  lands  or  buildings  in 
this  or  other  States,  for  depot  purposes;  and  also  to  purchase  and  hold 
such    personal    property   as   shall    be    necessary   and   convenient    for   carrying 

into  effect  the  object  of  this  act. 

$  2.  All  railroad  companies  incorporated  or  organized,  or  which  may  be 
incorporated  or  organized  as  aforesaid,  shall  have  the  right  of  connecting 
with  each  other  and  with  the  railroads  of  other  States,  on  such  terms  as 
shall  be  mutually  agreed  upon  by  the  companies  interested  in  such  companies. 

$  3.  Every  railroad  company  incorporated  or  organized,  or  which 
may  hereafter  he  incorporated  or  organized  under  the  authority  of  the 
laws  of  this  State  shall  have  power  to  borrow  such  sums  of  money,  from  time 
to  time,  as  may,  in  the  opinion  of  the  directors,  or  a  majority  of  them, 
be  necessary  for  constructing,  completing  or  operating  their  railroad,  or 
for  aiding  in  the  construction,  or  operating  any  connecting  railroad,  whether 
within  or  without  this  State,  and  may  issue  and  dispose  of  their  bonds 
or  obligations  for  any  amount  so  borrowed,  and  may  mortgage  all  or  any 
portion  of  their  property  and  franchises,  to  secure  the  payment  of  any 
debt  contracted  by  the  company  for  the  purpose  aforesaid;  and  such  com- 
pany may  sell  their  bonds  or  obligations  either  within  or  without  the 
State,  at  such  rates  and  prices  as  the  directors  of  the  company,  or  a 
majority  of  them,  may  sanction  and  determine,  and  said  sales  shall  be  as 
valid  and  obligatory  upon  the  company  for  the  full  amount  of  the  bonds 
or  obligations  sold  as  if  such  bonds  or  obligations  were  sold  at  par  value; 
and  all  such  bonds  and  obligations  may  be  made  convertible  into  stock 
at  such  times  and  upon  such  terms  as  the  directors  may  determine. 

Approved  February  12,  1855. 

Private  Laws,  Illinois,  1855,  Page  304 

ACT  OF  LEGISLATURE,  February  13,  1865. 
AX  ACT  to  amend  the  law  for  the  consolidation  of  railroads. 

Section"  1.  Be  it  enacted  by  the  people  of  the  State  of  Illinois,  repre- 
sented in  the  General  Assembly,  That  it  shall  not  be  lawful  for  any  railroad 


CORPORATE    HISTORY  31 

company  of  Illinois,  or  for  the  directors  of  any  railroad  company  of  Illi- 
nois, to  consolidate  their  road  with  any  railroad  out  of  the  State  of  Illinois, 
or  to  lease  their  road  to  any  railroad  company  out  of  the  State  of  Illinois, 
or  to  lease  any  railroad  out  of  the  State  of  Illinois,  without  having  first 
obtained  the  written  consent  of  all  the  stockholders  of  said  roads  resi- 
dent in  the  State  of  Illinois,  and  any  contract  for  such  consolidation  or 
lease  which  may  be  made  without  having  first  obtained  said  written  consent 
signed  by  the  resident  stockholders  in  Illinois,  shall  be  null  and  void. 

§  2.  This  act  shall  take  effect  and  be  in  force  from  and  after  the  passage 
thereof. 

Approved  February  13,  1865. 

Public  Laws,  Illinois,   1865,  Page  102 


ACT  OF  LEGISLATURE,  February  16,  1865. 

AN  ACT  to  amend  the  law  for  the  consolidation  of  railroads. 

Section  1.  Be  it  enacted  by  the  peoph  of  tin  State  of  Illinois,  repre- 
sented in  the  General  Assembly,  That  it  shall  not  be  lawful  for  any  railroad 
company  of  Illinois,  or  for  the  directors  of  any  railroad  company  of  Illinois, 
to  consolidate  their  road  with  any  railroad  out  of  the  State  of  Illinois,  or  to 
lease  their  road  to  any  railroad  company  out  of  the  State  of  Illinois,  or  to 
lease  any  railroad  out  of  the  State  of  Illinois,  without  having  firsl  obtained 
the  written  consent  of  all  the  stockholders  of  said  roads  residing  in  the  Si 
of  Illinois.  And  any  contract  for  such  consolidation  <>r  [ease  which  may  be 
made,  without  having  first  obtained  said  written  consent,  signed  by  the 
resident  stockholders  in  Illinois,  shall  be  null  and  void;  Provided,  that  it 
shall  be  lawful  for  the  directors  of  any  railroad  company  created  by  the 
laws  of  this  State,  to  contract  Cor  the  use  and  operation  of  any  railroad 
connecting  with  their  line  beyond  the  limits  of  the  State,  and  in  all  con- 
tracts for  the  use  and  operation  of  any  railroad  by  another  corporation, 
it  shall  be  lawful  for  the  parties  to  provide  for  the  use  of  any  of  the  powers 
and  privileges  of  either  or  both  of  the  corporative  parties  thereto;  And 
provided,  fwrther,  that  nothing  in  this  act  shall  be  so  construed  as  to  author- 
ize the  consolidation  of  any  of  the  said  railroads  with  railroads  out  of 
the  State  of  Illinois;  Provided,  that  nothing  contained  in  the  first  proviso 
to  this  act  shall  in  anywise  apply  to  or  be  taken  advantage  of  by  the  Great 
Western  Railroad  Company,  (of  1859,)  a  corporation  of  the  State  of  Illinois. 

§  2.     This  act  shall  take  effect  and  be  in  force  from  and  after  the  passage 
thereof. 

Approved  February  16,  1865. 

Public  Laws,  Illinois,  1865,  Page  102 


CHICAGO  AND  AURORA 
RAILROAD  COMPANY 

This  Company  was  created  by  the  change  of  name  of  the 
Aurora  Branch  Railroad  Company  to  Chicago  and  Aurora  Rail- 
road Company  pursuant  to  a  Special  Act  of  the  Illinois  Legis- 
lature, in  force  .Inn.-  22,  1852,  which  Act  also  authorized  the 
Company  to  build  an  extension  of  its  road  from  Aurora  in  a 
*h  Westerly  direction  in  a  connection  with  any  railroad 
built  northward  from  LaSalle. 

Tli.'  Company  was  organized  in  Chicago  July  fi.  1852.  Con- 
struction on  the  extension  was  commenced  at  Aurora  in  1852, 
and  it  was  completed  and  placed  in  operation  to  Mendota  C4.1.61 
mile>     October  20,  1-.".::. 

The  original  line  from  Aurora  to  Turner  Junction  was  oper- 
i  in  the  name  of  the  Aurora  Branch  Company  until  Novem- 
ber, 1853.  The  Chicago  and  Aurora  Company  operated  the 
entire  line  from  November,  1853  until  February,  1855. 

By  an  Amendment  to  the  Charter  of  the  Chicago  and  Aurora 
Railroad  Company,  pursuant  to  a  Special  Act  of  the  Illinois 
Legislature,  in  force  February  28,  1854,  the  Company  was 
authorized  to  huild  a  branch  line  from  Aurora  via  Naperville 
to  and  into  the  city  of  Chicago.  This  branch  line  was  com- 
pleted -May  20,  1864. 

By  a  Special  Act  of  the  Illinois  Legislature,  in  force  Fehruary 
14.  1855,  the  name  of  the  Chicago  and  Aurora  Railroad  Com- 
pany was  ehanged  to  The  Chicago,  Burlington  and  Quiney 
Railroad  Company. 

ACT   OF   LEGISLATURE 
Approved  January  li'i.  lv~ 

AX  A'  T  to  amend  an  act  entitle!  "An  Act  to  amend   the  charter  of  the 
Aurora  Branch  Railroad  Company. 

Be  it  i  /'•  ->ple  of  the  State  of  IWu  esented  in   flu 

i,  .!--       • .',/,   That   the   first   section   of  the  act  entitled  "An   Act   to 

amend   the   charter   of  the  Aurora   Branch   Railroad    Company,"    approved 
June  22,  1S52,  be  and  the  same  is  hereby  so  amended  as  to  authorize  the 

32 


CORPORATE    HISTORY  33 

Chicago  ami  Aurora  Railroad  Company  to  construct  their  road  across  Fox 
river,  at  a  point  not  further  south  than  within  one-half  of  a  mile  of 
mill-dam  mentioned  in  the  act  to  which  this  is  an  amendment;  and  said 
company  shall  furnish  ample  facilities  for  doing  business  upon  the  '■ 
side  of  the  river,  at  Aurora,  by  constructing  side  tracks,  freight,  car  and 
passenger  buildings  of  sutlicient  capacity  to  accommodate  whatever  amount 
of  business  may  be  offered. 

This  act  shall  take  effect  and  lie   in    force  from  and  after  its  passa 

APPROVED  January  26,   Is.",:,. 

Private  Laws  Illinois  1858,  Page  )65. 

ACT   OF   LEGISLATURE 
Approved  February  28,  1  s-">  l. 

AN  ACT  to  amend   the  charter   of   the   Chicago   and   Aurora    Railroad  Com- 
pany. 

Section  1.     />'*    il  <  n acted  by  (In    Peoph    of  the  St  I 

sented  in  tin  General  Assembly,  That  the  said  Chicago  and  Aurora  Railroad 
Company  be  and  is  hereby  authorized  to  construct  a  branch  from  its  main 
line  from  the  village  of  Aurora,  in  Kane  county,  to  and  into  the  city  of 
Chicago,  by  the  way  of  the  village  of  Naperville,  and  acquire  and  hold 
depot  and  station  ground,  and  such  other  lands  as  may  be  required  for  the 
business  of  the  company  in  said  city,  and  for  such  purposes  may  acq 
the  title  to  such  lands  by  voluntary  purchases,  or  under  the  existing    laws 

in    such   case   made   and    pi  0\  ided. 

$  -.  The  name  of  said  company  shall  l»e  changed  to  that  of  the  Chicago 
and   Southwestern    Railroad   Company. 

§    3.      The   said   company   and    the   Central    Military    Tract    Railroad    Com 
pany,  the  Northern  Cross  Railroad  Company,  and  the  Peoria  and  Oquawka 

Railroad  Company,  or  any  two  or  more  of  said  companies,  shall   be  and  arc 
hereby  authorized  to  consolidate  their  stocks  so  as  to  form  one  stock  and 
one  company,   upon   such   terms  as  may   be  agreed   upon,  and   may   assume 
the   name   of  either   as   a    common    name,   or   may   adopt    such   new   nam. 
the    consolidated    company    ma\     adopt,    upon    filing    with    the    8  y    of 

State  a  certificate,  under  the  corporate  seal  of  th mpany,  of  the  name 

selected  and  its  adoption,  and  may  elect  the  charter  of  either  of  said 
companies  thus  agreeing  to  consolidate  as  the  charter  of  the  consolidated 
Company,  certifying  and  filing  certificate  of  said  election  in  like  manner; 
and  it  shall  also  be  competent  for  either  of  the  said  companies  to  l< 
sell  or  dispose  Of  any  part  of  its  road  to  either  of  the  others,  with  the 
right  to  complete,  maintain,  operate  and  manage  the  same  upon  such  terms 
and  conditions  as  may   be  agreed   upon   between   them. 

§  1.  The  provisions  of  this  act  shall  not  affect  the  power  now  in  the 
city  <d'  Chicago  to  regulate  the  location  of  the  road  within  the  bounds  of 
the  city  of  Chicago. 

Approved  February  28,  1854. 

Privati    I. mi*  Illinois  1854,  Pagt    14S. 


34  CHICAGO,   BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

ACT  OF  LEGISLATURE 
Approved  February  14,  1855. 

AN  ACT  to  amend  an  act  entitled  "An  Act  to  amend  the  charter  of  the 

Chicago  &  Aurora   Railroad   Company,"   approved   February   28,   1854. 

Section  1.  Be  it  enacted  oj/  the  People  of  the  state  of  Illinois,  repre- 
sented in  the  General  Assembly,  That  Section  2  of  the  said  act  be  arid  the 
same  is  hereby  repealed;  and  the  corporate  name  of  the  said  Company 
shall  be  and  is  hereby  changed  to  •'The  Chicago,  Burlington  and  Quincy 

Kailmad  Company,"  by  which  name  and  designation  it  shall  be  authorized 
to  contract  and  carry  on  its  corporate  business,  and  also  to  complete,  and 
carry  out  and  execute,  and  also  avail  itself  of  all  existing  contracts,  and 
the  benefits  thereof,  as  if  the  name  of  said  company  had  not  been  changed. 
$    2.      This    act    Bhall    take    effect    and    be    in    force    from    and    after    its 

passage. 
Approved  February  14,  1855. 

Private  I. 'ins  Illinois  1855,  Page  287. 


THE  CHICAGO,  BURLINGTON  AND 
QUINCY  RAILROAD  COMPANY 

This  company  was  created  by  change  of  name  of  the  Chicago 
and  Aurora  Railroad  Company  under  provisions  of  a  Special 
Act  of  the  Legislature,  in  force  February   14,  1855. 

The  company  was  organized  February  21,  1855,  at  Chicago. 
No  additional  road  was  limit  by  it  prior  to  its  consolidation 
with  the  Centra]  Military  Tract  Railroad  Company  in  July, 
1856. 

In  Ma}-  1855  the  Company  acquired  a  one  fourth  interesl 
in  the  St.  Charles  Air  Line  jointly  with  the  Illinois  Central, 
the  Chicago  &  North  Western  and  the  Michigan  Central,  which 
line  was  completed  March  30,  1856. 

I'»\  contract  of  date  June  25,  1856,  with  the  Illinois  Central. 
this  Company  acquired  a  terminal  at  the  Eool  of  Randolph  Streel 
in  Chicago  on  the  Lake  Front,  using  the  St.  Charles  Air  Line  to 
reach  the  same. 

The  Company  operated  the  lines  of  road  limit  by  its  pred- 
ecessors between  Mendota  and  Chicago,  and  under  a  joint 
Lease  with  the  Central  Military  Trad  Railroad  Company  it 
operated  the  line  «»f  the  Peoria  and  Oquawka  railroad  between 
Galesburg  and  Last  Burlington  (42  miles)  so  thai  through 
trains  were  run  between  Chicago  and  LaM  Burlington,  begin- 
ning March  17.  1855. 

By  Articles  of  Agreemenl  dated  July  9,  1856,  this  Company 
consolidated  with  the  Central  Military  Tracl  Railroad  Com- 
pany under  the  name  of  The  Chicago,  Burlington  and  Quincy 
Rail  Road  Company. 


35 


CENTRAL  MILITARY  TRACT 
RAILROAD  COMPANY 

The  charter  for  this  road  was  granted  by  a  Special  Ad  of 
the  Qlinois  Legislature  in  force,  February  15,  1851,  procured 
at  the  instance  of  Citizens  of  Galesburg. 

[ts  route,  as  defined  in  the  amendmenl  to  its  charter  in  tore.' 
June  19,  1852,  was  "from  Galesburg  in  a  Northeasterly  direc- 
tion towards  Chicago  to  a  point  on  or  near  the  line  of  any  other 
railroad  connecting  with  or  entering  into  Chicago.''  Three 
days  l.i  er  June  22,  1852  the  Chicago  and  Aurora  Company 
was  authorized  to  extend  its  road  from  Aurora  in  a  Southwest- 
erly direction,  the  intention  being  to  conned  the  two  roads  a1 
Mendota. 

This  Company  was  organized  al  Galesburg  April  12,  1851, 
and  construction  began  al  Mendota  early  in  1852,  the  line  being 
completed  to  Galesburg  December  7.  1854,  where  il  connected 
with  the  road  of  the  Northern  Cross  Company,  afterwards  The 
Quincy  and  Chicago  Railroad.  The  Company  operated  its  own 
road  until  July  9,  1856  when  il  consolidated  with  The  Chicago, 
Burlington  and  Quincy  Rail  Road  Company.  In  .March  1855, 
this  Company  .jointly  with  The  Chicago,  Burlington  and  Quincy 
Railroad  Company,  leased  the  road  of  the  Peoria  and  Oquawka 
Railroad  Company  between  Galesburg  and  Easl  Burlington  and 
operated  it  until  February  1.  1857  tinder  said  lease. 

A  Special  Ad  of  the  Illinois  Legislature  in  force  February 
28,  1854  authorized  this  Company,  the  Chicago  and  Aurora 
Railroad  Company,  and  the  Northern  Cross  Railroad  Company 
and  the  Peoria  and  Oquawka  Railroad  Company  to  consolidate 
their  stock  so  as  to  form  one  Company. 

Of  Date  July  9,  1856,  under  the  authority  of  said  Special 
Act  and  of  the  General  Consolidation  Act  approved  February 
28,  1854,  this  Company  was  consolidated  with  The  Chicago,  Bur- 
lington and  Quincy  Rail  Road  Company  under  the  Name  of  the 
Chicago,  Burlington  &  Quincy  Railroad   Company. 

36 


CORPORUT.    HISTORY  37 

ACT  OF  LEGISLATURE 
Approved  February  15,   L851. 

AN  ACT  to  incorporate  the  Central  Military  Tract  Railroad  Company. 

Section  1.     /■'<        enacted  by  H><    Peoplt   of  I       s         of  Illin 
>>il   in    tht    '•  i     embly,   That    William    McMurtry,    i      S.   Colton, 

Jas.  Bunce,  "W.  Selden  Gale,  II.  11.  May,  (I.  ('.  Lacphere,  William  A. 
Wood,   Alfred    Brown,   Aha    Wheeler,    Peti      l  •      is    Ward,    Patrick 

Dunn,  Daniel  Meeks,  Silas  Willard,  A.  C.  Wiley,  and  their  associates  and 
successors,  be  and  they  are  hereby  created  a  body  corporate,  with  perpetual 
succession,  under  the  name  and  style  of  the  "Central  Military  Tract  Rail- 
road Company,"  for  the  purpose  of  constructing,  holding  and  using  the 
railroad   hereinafter  mentioned. 

{  l\  The  said  corporation  are  hereby  authorized  and  empowered  to 
ciinstrnct.  establish,  hold  and  use  a  railroad  commencing  at  Galesburg,  in 
the  count}  of  Knox,  and  running  from  thence,  in  a  northeasterly  direction, 
on    the   mosl    direcl    and   eligible   unite   to,  and   to  connect    with   the    Pock 

1-land    and     La    Salic     Railroad,    at    such    point    in    the    county    of    Henry    or 

Bureau  as  the  said  company  hereby  incorporated  may  designat 

$  3.  The  said  company  is  hereby  created  and  incorporated  for  the  pur- 
pose of  organizing  under  an  ait  entitled,  ''An  Act  to  provide  '  eral 
system  of  railroad  incorporations,"  in  force  November  5th,  L849,  and  in  all 
things  shall  lie  governed  by  Hie  provisions  thereof,  ami  shall  lie  entitled 
to  have  and  exercise  the  powers  and  privileges  and  be  subject  to 
liabilities   therein   enumerated:     Provided,   that    t'                             poration 

may  attach  themselves  to  and  form  a  part  of  the  Northern  Cross  Railroad 
Company,   in   such   manner   or   on    such    terms  as   said   companies   shall   agree. 

v\  4.     The  -aid  company  is  hereby  authorized  ami  empowered  to  l 
money  for  the  construction  of  -aid  road,  and   for  the  purchase  of  the  roll- 
ing stock,   fixtures,  etc,  ami   to  pledge  the   road   and   the  pro]  -aid 
company  for  the  payment  of  the  said  moneys  so  borrowed. 

This   ait    to    take   elYed    from    and    after    its 
Arri;u\  i  u   I  Vic  uarj    L5,   L851 . 

Private  Laws  Illinois  1851,  Page  191. 


ACT  OF  LEGISLATURE 
Approved  .lane  L9,  1852. 

A  \    ACT   to  amend   an   act   entitled,   "Ai      \    i    ■■>    incorporate   the   Central 
Military   Tract    Railroad  Company'' 

Section   l.     /•''    ii  enacted  by  '/"    /'-  "/■/<   oj   tht    StaU   <•{  Illinois,  n  )n-<-- 

,  d   in    tli.    Gent    ■'/   Assembly,   That    William    McMurtry. 

phere,   .lame-    Bunce,    Silas    Willard,   Chauncej    S.    Colton,    Alfred    Brown, 
Edwin  G.  Ellet,  Edward  Eollister,  Amos  Ward,  Sylvestei    Blish,  Barney  M. 

Jackson,    Myrtle   G.    Brace   and    William    Maxwell,   and    their   associates,   sub- 
scribers to  the  stock  of   the  Central    Military   Trad    Railroad    Company,  and 


38  CHICAGO,    BURLINGTON    &    QUINCY    RAILROAD   COMPANY 

all  such  persons  as  shall  hereafter  become  stockholders  in  said  company, 
shall  1k>  and  are  hereby  declared  a  body  politic  and  corporate,  by  the  name 
and  style  of  "Central  Military  Tract  Railroad  Company,"  with  perpetual 
Succession,  and  under  that  name  and  stylo  shall  he  capable  of  suing  and 
being  sued,  implead  and  being  impleaded,  defending  and  being  defended 
against,  in  law  and  equity,  in  all  courts  and  places  whatsoever,  in  like 
manner  and  as  fully  as  natural  persons;  may  make  and  use  a  common 
seal,  and  alter  or  renew  the  same  at  pleasure;  and  by  their  said  corporate 
name  and  style  shall  be  capable  in  law  of  contracting  and  being  contracted 
with;  shall  be  and  are  hereby  declared  invested  with  all  the  powers,  privi- 
leges, immunities  and  franchises,  and  of  acquiring,  by  purchase  or  other- 
wise, and  holding  and  conveying  real  and  personal  estate  which  may  be 
needful  to  carry  into  effect   fully  the  purposes  and  objects  of  this  act. 

v^  2.     The  said  corporation   is  hereby  authorized  and  empowered  to  sur- 
vey,   locate,    construct,    complete,    alter,    maintain    and    operate    a     railroad, 

with  one  or  more  tracks,  from  the  town  of  Galesburg,  in  the  county  of 
Kno\,  in  a  northeasterly  direction,  on  the  moBl  direct  and  eligible  route 
towards  the  city  of  Chicago,  to  a  point  to  be  designated  by  the  said  com- 
pany, on  or  Dear  the  line  of  the  Chicago  and  Rock   Island   Railroad,  or  on 

Or     near     the    line    of    any     other     railroad     Or     railroads    connecting    with    or 

extending  to  the  said  city  of  Chicago,  with  a  branch  of  the  same  to  the 
town  of  Henderson,  in  the  county  of  Knox 

The  said  corporation  shall  have  the  right  of  way  upon,  and  may 
appropriate  to  it-  sole  use  and  control,  for  the  purposes  contemplated 
herein,   but   not   exceeding  two   hundred    feel    in   width,  through   its  entire 

•li;      may    enter    upon    and    take    possession    of,    and    use   all    and    singular 

any  land-,  streams  and  materials  of  every  kind,  for  the  location  of  depots, 
and  stopping  stages;     for  the  purpose  of  constructing  bridges,  dams,  em- 
bankments,  excavations,   Btation    grounds,    spoil    banks,    turn-outs,   engine 
houses,  -hop-  and  other  buildings  necessary   for  the  construction,  complet 
ing,  altering,  maintaining,  preserving  and  complete  operation  of  said  road. 
All  such  land-,  waters,  material-  and  privileges  belonging  to  the  state,  are 

hereby  granted  to  said  corporation  for  said  purposes,  but  when  owned  or 
belonging  to  any  person,  company  or  corporation,  and  cannot  be  obtained 
by  voluntary  grant  or  release,  the  same  may  be  taken  and  paid  for,  if  any 
damages  are  awarded,  in  the  manner  provided  in  "An  Act  to  provide  for 
a  general  system  of  railroad  incorporations,"  approved  November  fifth, 
one  thousand  eight  hundred  and  forty  nine,  and  the  final  decision  or  award 
shall    vest    in    the    corporation    all    the    rights,    franchises   and    immunities   in 

said  act  contemplated  and  provided:  Provided,  that  the  appeal  allowed  by 
the  provisions  of  the  aforesaid  act  shall  not  affeel  the  possession  by  said 

company  of  the  land  appraised;  and  when  the  appeal  is  made  by  others 
than  the  company,  the  same  shall  not  be  allowed,  except  on  a  stipulation 
of  the  party  appealing  that  the  said  company  may  enter  upon  and  use  the 
lands  described  in  the  petition  for  the  uses  and  purposes  in  said  petition 
set  forth,  upon  said  company  giving  bond  and  security,  to  be  approved 
by  the  clerk  of  said  court,  that  they  will  pay  all  costs  and  damages  that 
may    be   awarded    against    said    company    on    the   hearing   of    said    appeal. 


CORPORATE    HISTORY  3i) 

The  said  company  shall  have  power  and  authority  to  receive,  take  and  hold 
all  such  voluntary  grants  and  donations  of  land  and  real  estate,  for  the 
purposes  of  said  railroad,  as  may  have  been  or  shall  be  made  to  sai<l  com- 
pany, to  aid  in  the  construction,  accommodation  and  maintenance  of  said 
railroad;  and  said  company  may  contract  and  agree  with  the  owners  or 
occupiers  of  any  land  upon  which  said  company  may  wish  to  construct  said 
railroad,  or  which  said  company  may  wish  to  use  or  occupy  for  the  purpose 
of  procuring  materials  to  be  used  in  or  about  the  construction,  maintenance 
or  enjoyment  of  said  railroad,  of  which  said  company  may  wish  to  use  or 
occupy    for  any   purpose  connected   with   said   railroad. 

§  4.  The  capital  stock  of  said  company  shall  be  one  hundred  thousand 
dollars,  which  may  be  increased  from  time  to  time,  by  a  vote  of  a  majority, 
in    interest,  of  the   stockholders,   at    their   annual    meeting,   or   at   any   special 

meeting  which  shall  be  called  for  the  purpose  by  the  directors  of  said  com 
pany,  to  any  sum  not  exceeding  the  amount  required  to  be  expended  on 
account  of  said  mad;  which  stock  shall  be  divided  in  shares  of  one  hun- 
dred dollars  each,  which  shall  be  deemed  personal  property,  and  may  be 
issued,  certified,  transferred  and  registered  in  such  manner  and  at  such 
places  as  may  be  ordered  and  directed  by  the  board  of  directors.  The 
board  of  directors  shall  require  payment  of  the  capital  stock  subscribed,  in 
such  sums,  at  such  time-,  and  in  such  proportions,  and  on  such  conditii 
as  the\  shall  see  tit,  under  the  penalty  of  the  forfeiture  of  all  previous 
payments  thereon,  and  shall  give  notice  to  the  stockholders  of  the  pay- 
ments thus  required,  and  of  the  place  when  and  where  the  same  are  to  be 
paid,  at  least  thirty  days  previous  to  the  paymenl  of  the  same.     The  said 

board   of  directors  shall  cause   the   I K-   to   be   kept    ..pen    until   the   full 

amount  of  the  capital  stock,  as  above  provided,  is  subscribed;  and  when 
additional  stock  shall  be  voted  by  the  stockholders,  a-  above  provided,  the 

directors  shall  cause  Looks  to  be  opened  I'm  subscription  to  said  stock,  in 
such   manner   and   at    such    time  and    places   as   they    shall    dir< 

§    5.      All    the    corporate    powers    of    -aid    company    shall    he    vested    in    and 

exercised    by   a    board   of  directors,  and   such   officers  and   agents   as   they 

shall  appoint.     The  board  of  directors  shall  consist  of  thirteen  stockholders, 

six  of  whom  shall  be  resident  within  fifteen  miles  of  the  line  of  said  rail- 
road, as  heretofore   located,  and    the   remainder  of   whom    may  or   mas    ao1 

residents  of  the  state.     The  board  of  din  hall   be  chosen  every 

by  the  stockholders,  each  share  having  one  vote,  to  kx    given  in  person  or 

by    proxy,  and   shall   hold   their  offices   until   their   successors   shall    !<• 

and   qualified.     Vacancies   in   the   hoard   may   be   filled   by  a   vote  of  two 
thirds  of  the  directors   remaining.     Such   appointees   to   hold   their  ofl 
until   the  next   election   of  directors.     Other  officers,  agents  and   servants, 
whether  members  of  the  board  or  otherwise,  may   be  appointed,  employed, 

paid  and  dismissed,  under  such  rules  and  regulations  as  the  hoard  of 
directors  may,  from  time  to  time,  adopt,  until  tin'  firsl  Wednesday  of  June, 
1853.      The    hoard    of   directors   shall    consist    of    William    McMurtry,   George 

C.  Lamphere,  .lames  Bunce,  siins  Willard,  Chauncej  S.  Colton,  Edwin  G. 
Ellet,  Edward   Eollister,  Amos  Ward,  Sylvester  Blish,  Barney  M.  Jackson, 

Myrtle    (I.    Brace,    William     Maxwell    and    Alfred     Brown.       I'pon    the    first 


40  CHICAGO,    BURLINGTON    4    QUINCX    RAILROAD    COMPANY 

Wednesday  of  Juno.  1853,  and  annually  thereafter,  on  each  tirst  Wednesday 

of  Juno,  shall  be  hold  the  annual  mooting  of  the  stockholders,  at  which  the 

directors  BhaU   t>  ted.     All  m<        _-  of  the  directors  shall  be  al  such 

place  a-  the  board  may  appoint,  and  of  the  stockholders  shall  l>o  held  at 

the  town  of  i  e  place  aot  more  than  five  miles  from  the 

line  of  said  railroad.     All  meetings  of  the  stockholders,  except  the  annual 

ting,  shall  ho  called  by  tl  tors  and  ool  ich  meeting  shall 

i\  twenty  days  before  the  time  appointed  fur  such  mi 

in   some  newspaper  published  in  the  vicinity  of  the  railroad.     If.  at 

any  mooting  of  the  stoekholdi  ijority  of  the  -link  -hall  not   lie  repre- 

either  by  the  holders  in   ;  .    proxy,  no  business  shall  be 

done,    but    the    stock'  ,t    may    adjourn    from   day   to   day,   until 

a  n:  ated  at  the  meeting.     Whenever  the  entire 

of  the  capital  sti  nafter  provided,  shall  have  been  Bub- 

it  shall  be  the  duty  of  the  di  then  in  office  to  call  a  meeting 

stockholdi  the  pur]  electing   new   directors.     Upon  the 

election  and  qualification  i  newly  elected  directors,  the  term  of  the 

old  dire-tors  shall  expire,  and  the  newly  elected  directors  BhaU  hold  until 

I  at  the  next  annual  meeting. 

6.     The  said  company  shall  have  power  to  make,  ordain  and  establish 
all  such  by-laws,  rules  and  regulations  a-  may  he  deemed  expedient  ami 
fulfil]  ti  •  •         ect  the  pro\  Lsions  of  this 

act,  and  for  the  well  gulating  and  securing  the  affairs,  business 

and  int.  -lie  company:    Pro*  -/<</.  that  the  same  he  not   repugnant 

tution  ami  law-  of  the  Unit*  of  this  state,  oi    re 

pugnanl  to  this  act.  The  board  of  directors  BhaU  have  power  to  establish 
such  rates  of  toi;  conveyance  ot  pi  ipertj  upon  the  same, 

ley    BhaU    from    time    to    time,    by    their    hy  law-,    determine,    an. I    to    lev  \ 

ami  collect  1  ,id  company.     The  transportation 

of    |  i;d    propi  width    of    track,    and    all    other    matters    and 

thing  -aid  road,  BhaU  he  in  conformity  to  such  rules 

and   regulatii  i  of  .i;  oaU,   from   time  to  time, 

v>    7.      If    any    person    -hall    careleBsly,    willfully,    maliciously    or    wantonly 
delay,    hinder    or    obstruct    th<  "ii    said    road    or 

brai  -hall   pla  I    any    material    thereon,   or   in 

spoU,  injure  jaid  load  or  branches,  or 

eof,  or  anything  belonging  or  pertaining  thereto,  or  employed 
or    used    in    connection    with    its    location,    survi  'ruction    or    manage- 

ment, a.  -   committing  or  aiding  and   abetting   in   the  commission  of 

such  trespass  or  offence,  shall  forfeit  and  pay  to  the  said  company  treble 
such  dan  -hall  be  foui.  •    any  court  of  competent  jurisdiction; 

and    further,    such    <<:  liable    to    indictment     in    the    county 

within  whose  jurisdiction  the  offence  may  be  committed,  and  to  pay  a 
fine  of  not  loss  than  thirty  nor  more  than  one  hundred  dollars,  to  the  use 
of  the  people  of  the  state  of  Illinois,  or  may  ho  imprisoned  in  the  peni- 
tentiary for  a  term  not  exceeding  five  years,  in  the  discretion  of  the  court 
before  whom  the  same  -hall  be  trii 


CORPORATE    BISTORT  41 

3.  Said  company  may  construct  their  said  road  on  or  across  any 
stream  of  water,  or  water  course,  road,  highway,  railroad  or  canal,  which 
the  route  of  it-  road  shall  intersect,  but  the  corporation  shall  restore  the 
stream,  or  water  com  I  or   highway   thus   in1  o   its  former 

state,  or  in  a  sufficient  manner  not  to  have  impaired  its  usefulness.  When- 
ever the  mute  of  the  said  railroad  shall  Ln1  I  any  road  or  highway,  the 
said  company  shall  have  power  to  change  the  line  of  such  road  or  highway, 
if  such  change  shall  be  desirable,  and  shall  not  impair  the  usefulness 
such  road  or  highway,  and  the  said  company  may  take  such  additional  lands 
for  the  construction  of  such  roads  or  highways  as  may  be  deemed  requisite 
by  said  company.  Unless  the  lands  so  taken  shall  be  purchased  or  volun- 
tarily given,  compensation  therefor  shall  be  ascertained  in  the  manner  in 
this  act  provided,  as  nearly  as  may  be,  and  duly  made  by  said  company  to 

the   Owner   Or    person    interested    in    such    lands;     the   same   when   so   taken    t<> 
lie,  mum-  part  of  such  Intersecting  road  or  highway,  in  such  manner  and  by 
such   time  as   the  adjacent   parts  of   the  same   highway   may   be   held 
highway  purpi 

$  '.».     And  when  the  route  of  the  said  road  -hall  Lnti  on- 

nect  with  or  run  along  or  upon  the  line  of  any  other  railroad,  the  said 
company  -hall  join  with  such  other  company  in  making  all  necessary  turn- 
outs, Biddings,  and  switch,  ami  other  conveniences  neci  •  further  the 
object-  of  such   connection;     and   when   the   route  of  any  other  company   shall 

be  occupied  as  aforesaid,  just   compensation   shall   be  made  to  such  other 
company   tin   all  expenditures  made  by  them  in  the  location  of  such  road, 
ami  all  connections  with  other  roads  a-  aforesaid  shall  be  made,  ami  facili- 
ties in  the  tranahipmi  reight  ami  pa  .  and  interchange  of  . 
afforded  by  each,  over  the  respective  roads,  upon  fair  ami  equitabli 
and  in  case  the  said  companies  cannot  agree  upon  tin'  amount  of  comp<  - 
tion  to  lie  made  therefor,  or  the  points  and  manner  of  such  crossing  and 
connection,  the  transshipment  of  freight  ami  passengers,  the  interchange  of 
cars,  tie-  same  -hall  he  ascertained  and  determined  by  three  comn 
one  to  lie  chosen  by  each  of  said  companies,  and  the  two  bo  chosen  to  choose 

a    third;  and    in    case   they   cannot    agree   upon    the   choice  of   the   third    pe 

he   shall   lie  appointed   by   the  judge  of  the  district   court   of   the   United 

State-    lor    the    distrid    of    [llinois,    and    the    ,lcci-ion    of    the    th    I 

to  lie  anal. 

-*     10.      Said    company    i-   hen-li\    authorized,    from    time   to   time,    to    I 

such  sum  of  money  as  may  [be]  necessary  for  completing  and  finishing 
operating  their  said  railroad,  ami  to  issue  ami  dispose  of  their  bonds  for 
any  amount   so   borrowed,  ami   to  mortgage   their  corporate   property   and 
franchises,  or  convey  the  same  by  deed  "l   trust,  to  secure  the  paymei  I 
any  debl  contracted  by  -aid  company  for  the  purposes  aforesaid;    and  the 
directors  of  said   company  may  make  the   bonds   issued   .  -aid   con- 

vertible   into    stock,   at    the   option    of    the    holder    thereof,   at  any    time   not 
exceeding  ten  years  from  the  .late  of  such  bond. 

§    11.      The    said    company    shall    prosecute    the    construction    of    the    -aid 

road,  with  all   practicable  speed,  commencing  the  construction  at  or 

the  northern    terminus   thereof,  and   shall   complete   the  same  to  the  town 


42  CHICAGO,    BURLINGTON    &    QIIXCY    RAILROAD    COMPANY 

of  Galesburg  and  Henderson,  within  eighteen  months  after  the  said  road 
shall  be  constructed  within  fifteen  miles  of  the  town  of  Galesburg. 

$  12.  This  act  shall  be  deemed  a  public  act,  and  shall  be  in  force  from 
and  after  its  passage. 

Approved  June  19,  IS.jl'. 

La  its  Illinois   IS.',.',  .'ml  Session.   Page  36. 


ACT  OF  LEGISLATURE 
Approved   February  11,  1853. 

A\    ACT   supplemental   to  an   ad    to  amend   the  charter  of  the  Central 
Military  Trad  Railroad  Company. 

8»  on  1.  /.'<  ii  enacted  by  tht  PeopU  of  tht  Statt  of  Illinois,  repre- 
tht  General  Assembly,  Thai  the  ad  entitled  An  Ad  to  amend  an 
ad  entitle. i,  *  •  An  Act  to  incorporate  the  Central  Military  Tract  Railroad 
Company,"  be  bo  amended  as  to  authorize  the  said  company  to  extend  a 
branch  <>t'  said  railroad  from  the  town  of  Henderson,  in  Knox  county,  to 
the  city  of  Monmouth,  in  Warren  county. 

$  2.  All  of  the  powers,  privileges  and  franchises  given  and  conferred 
upon  said  company  in  it-  original  and  amended  charter,  shall  be  and  are 
hereby  given  to  said  company  in  construction  of  said  branch  road. 

$  .;.     This  aet  to  take  effect  and  be  iii  force  from  and  after  i t >  passage. 

Air  ".     ■  February   11,   LS 

Private    Laws  Illinois  /s"/..'.  Page  5S5. 


ACT  OF  LEGISLATURE 
Appi  oved   February   14,  l  S55. 

A\    ACT   to  amend   the  charter   of   the  Central    .Military    Tract    Railroad 

<  lompany. 

Section  1.  lit  it  enacted  '"/  tht  Peoph  of  th<  State  of  Illinois,  repre- 
■  (I  tn  the  (it  n>  ml  Assembly,  That  it  shall  not  be  accessary  for  a  ma- 
jority of  all  the  stn,k  of  the  said  company  to  be  represented  at  any  meeting 
of  the  stockholder-  thereof  in  order  to  enable  them  to  transact  the  busi- 
ness of  the  company,  but  that  it  shall  be  competent  for  a  majority  of  all 
the  -to,  k  present  or  represented  at  any  annual  or  other  meeting  of  said 
stockholders  to  transad  any  business  proper  for  their  consideration  and 
action. 

§  2.  That  section  eleven  of  the  amended  charter  of  the  said  company, 
approved  June  19th,  1852,  be  and  the  same  is  hereby  repealed. 

§  3.  That  the  said  company  shall  have  the  right  and  authority,  for 
the  purpose  of  fully  equipping  its  road,  ballasting  and  perfecting  its  track 
and  paying  its   tloating  debt  and  executing  its  contracts  with   connecting 


CORPORATE    HISTORY  43 

lines,  to  borrow  money  at  such  rate  of  interest  as  may  be  found  necessary 
and  deemed  expedient,  and  may  issue  its  bonds  therefor,  with  interest 
coupons  attached,  bearing  interest  at  rates  not  exceeding  ten  per  cent.,  and 
may  sell  the  same  at  such  prices  and  at  such  a  discount  as  may  be  found 
expedient  for  the  interest  of  the  company,  in  the  judgment  of  the  board 
of  directors,  and  may  mortgage  their  corporate  property  and  franchises  to 
secure  the  payment  of  the  same,  subject  to  all  prior  incumbrances  executed 
by  said  company,  which  are  hereby  declared  to  be  good  and  valid. 

§  4.  This  act  shall  take  effect  and  be  in  force  from  and  after  its 
passage. 

Approved  February  14,  1855. 

Private  Laws  Illinois  1855,  I'age  215. 


THE   CHICAGO,  BURLINGTON  AND 
QUINCY  RAIL  ROAD  COMPANY 

This  Company  was  formed  July  9,  1856  by  the  consolidation 
between  the  Central  .Military  Trad  Railroad  Company  and  The 
Chicago,  Burlington  and  Quincy  Railroad  Company. 

It  was  organized  at  Chicago  July  9,  1856  and  its  articles 
of  consolidation  were  filed  with  the  Secretary  of  the  State  of 
Illinois  July  14.  !>.'>(;.  lis  line  then  extended  from  Galesburg  to 
Chicago. 

Of  date  April  10,  1857,  the  Company  made  an  operating 
agreemenl  with  The  Quincy  and  Chicago  Railroad  Company 
to  form  a  through  line  between  Quincy  and  Chicago,  and  in 
April  1864  it  purchased  at  foreclosure  sale  the  road  built  by  that 
Company,  the  >\>'Ci\  being  dated  July  30,  1865,  in  name  of  The 
Quincy  and  Chicago  Railroad  Company. 

In  November  1861,  the  Company  acquired  by  ilm]  the  Rail- 
road of  the  Jacksonville  and  Savanna  Railroad  Company  be- 
tween Fates  City  and  a  point  four  miles  South  of  Canton,  and 
of  The  Peoria  and  Hannibal  Railroad  Company  between  Lewis- 
town  and  said  point  four  miles  South  of  Canton.  These  lines 
were  completed  in  1 B62. 

In  October  1862,  the  Company  commenced  the  construction 
of  the  line  from  Aurora  into  Chicago  via  Naperville,  the  author- 
ity for  which  had  been  granted  to  the  Chicago  and  Aurora  Rail- 
road Company  by  the  Illinois  Legislature  in  the  charter  amend- 
ment approved  February  28,  1854.  This  line  was  completed  and 
opened  for  traffic  to  and  into  Chicago  May  20,  1864.  Its  trackage 
agreemenl  with  the  Galena  &  Chicago  Union  between  Turner 
Junction  and  Chicago  continued  until  May  1864. 

In  addition  to  its  own  mileage  this  Company  operated  that 
part  of  the  road  of  the  Peoria  and  Oquawka  Company  between 
Galesburg  and  East  Burlington  until  February  1,  1857,  and 
from  that  date  to  October  1,  1860  it  operated  the  entire  line  of 
the  Peoria  and  Oquawka  between  Peoria  and  East  Burlington 
jointly  with  Moss.   Harding  &   Company.   Contractors.     After 

44 


CORPORATE    HISTORY  45 

October  1.  1860  and  until  June  24.  1>64  this  Company  operated 
exclusively  the  entire  road  between  Peoria  and  Burlington. 

Of  date  Jimr  l'4.  lMi4.  this  Company  was  consolidated  with 
the  Peoria  &  Burlington  Rail  Road  Company  (formerly  Peoria 
and  Oquawka)  and  the  name  of  the  new  Company  (present 
Company)  was  Chicago,  Burlington  &  Quincy  Railroad  Com- 
pany. 


PEORIA  &  BURLINGTON  RAIL  ROAD 

COMPANY 

{Successor  to  Peoria  and  Oquawka  Railroad  Company) 

The  company  which  originally  built  this  road  from  Peoria 
to  Burlington  was  the  Peoria  and  Oquawka  Railroad  Company, 
created  by  special  act  of  the  Illinois  Legislature  in  force  Febru- 
ary 12,  1849  and  authorized  to  build  from  Peoria  to  Oquawka. 

By  an  amendment  in  force  February  10,  1851  a  branch  was 
authorized  "to  commence  at  or  West  of  Monmouth;  thence  to 
the  Mississippi  River,  at  or  about  Shokokon  in  Henderson 
County." 

By  an  amendment  in  force  dune  22,  ls;>2  it  was  authorized 
to  build  "on  the  most  direct  route  from  Peoria  to  Knoxville," 
and  the  terminus  of  the  branch  line  was  changed  from  Shokokon 
to  "a  point  opposite  to  or  above  or  below  the  City  of  Burlington 
Iowa." 

The  company  was  also  authorized  to  build  from  Peoria  East- 
ward to  a  point  on  the  Indiana  State  line. 

It  was  organized  at  Knoxville,  Illinois  dune  20,  1*51  and  its 
road,  when  completed,  extended  from  East  Burlington  East- 
wardly  by  way  of  Galesburg,  Knoxville.  Peoria  and  Oilman  to 
Effner  on  the  Indiana  State  line.  205  miles,  but  only  the  93.66 
miles  between  Peoria  and  Burlington  were  acquired  by  the  C, 
B.  &  Q.  Co.  The  line  East  of  Peoria  was  purchased  by  the 
Pennsylvania  ( lompany. 

Construction  began  at  several  points  on  the  line  in  1851,  as 
follows : 

Prior  to  1851  the  Peoria  and  Warsaw  Railroad  Company  had 
acquired  a  right  of  way  and  built  a  grade  between  Peoria  and 
Farmington.  the  title  to  which  had  been  subsequently  acquired 
by  the  State  of  Illinois.  Of  date  July  15,  1851,  the  state  deeded 
this  property  to  the  Peoria  and  Oquawka  Railroad  Company, 
pursuant  to  an  Act  of  the  Illinois  Legislature  of  date  February 
10,  1851.  During  the  period  1851  to  1855  this  company  com- 
pleted the  section   of   road  between  Peoria   and   Edwards    (14 

46 


CORPORATE    HISTORY  47 

miles),  utilizing  for  a  distance  of  about  five  miles  westerly  from 
Peoria,  the  old  grade  of  the  Peoria  and  Warsaw  Railroad  Com- 
pany, acquired  as  above. 

October  4,  1851.  a  contract  was  made  for  the  construction  of 
the  road  from  Knoxville  to  East  Burlington.  Construction  was 
started  shortly  thereafter  at  East  Burlington  and  proceeded  east- 
ward, but  little  progress  had  been  made  when  on  September  22, 
1854,  anew  contract  was  executed  with  the  old  contractors  which 
provided  for  the  completion  of  the  road  to  Galesburg.  Under 
the  terms  of  this  latter  contract  the  road  was  completed  and 
opened  for  traffic  between  East  Burlington  and  (Jaleshurg.  42 
miles.  March  17,  1855. 

Of  date  July  1,  1853,  the  Company  made  a  contract  with  the 
Central  Military  Tract  Railroad  Company  in  which  it  agreed  to 
locate  its  road  "within  the  Southern  limits  of  the  village  of 
Galesburg. ' ' 

One  object  of  this  contract  was  declared  to  be  "to  provide  for 
the  Central  Military  Tract  Company  a  connection  with  Burling- 
ton as  convenient  as  if  its  road  extended  to  that  point." 

Of  date  October  3,  1854.  this  Company  made  a  contract  with 
the  Central  Military  Tract  Company  and  the  ( IhicagO  and  Aurora 
Company  jointly  for  leasing  its  road  between  Galesburg  and  the 
Mississippi  River  for  three  years  after  its  completion,  which 
it  agreed  should  be  on  or  before  January  1.  1855. 

Of  date  April  3,   1S55,  the  company  contracted   for  tin n 

struction  of  the  section  of  road  between  Edwards  and  Knoxville, 
and  at  the  same  time  gave  to  the  contractors  a  lease  on  the  en- 
tire line  from  Peoria  to  Burlington,  which  lease,  however,  was, 
as  to  that  portion  of  the  road  from  Galesburg  to  Burlington, 
subject  to  a  lease  to  the  Chicago  and  Aurora,  and  Central  Mili- 
tary Tract  Companies  (C,  B.  &  Q.  R.  R.  Co.)  to  secure  then- 
claims  for  advances;  and  in  December.  185(5,  a  contract  was  made 
by  the  company  with  the  successors  of  the  same  contractors 
(Moss,  Harding  &  Co.)  for  the  completion  of  the  road  from 
Knoxville  to  Galesburg.  The  section  of  road  between  Edwards 
and  Galesburg  was  completed  February  1.  1857,  and  the  road 
opened  for  through  traffic  from  Peoria  to  East  Burlington  on 
that  date. 

This  company  did  not  operate  any  portion  of  its  line  west  of 
Peoria.    The  road  from  Galesburg  to  East  Burlington  was  oper- 


48  CHICAGO,    BURLINGTON    &    QUINCV    RAILROAD    COMPANY 

ated  jointly  from  date  of  completion,  March  17.  1855,  until 
July  9,  1856,  by  The  Chicago,  Burlington  and  Quincy  Railroad 
Company  (successor  to  the  Chicago  and  Aurora  Railroad  Com- 
pany and  the  Centra]  .Military  Tract  Railroad  Company,  as 
mortgagees  in  possession;  and  from  July  9,  1856,  until  Febru- 
ary 1.  W.7.  by  The  Chicago,  Burlington  and  Quincy  Hail  Road 
Company,  as  mortgagee  in  possession.  Prom  February  1.  1857 
(date  of  completion  of  the  road  between  Peoria  and  Galesburg), 
until  October  1.  1860,  it  was  operated  .jointly  by  The  Chicago, 
Burlington  and  Quincy  Hail  Road  Company  and  Moss.  Harding 
».v  Co..  contractors;  from  October  1.  1860,  until  June  24,  1864, 
it  was  operated  by  The  Chicago,  Burlington  and  Quincy  Hail 
Road  Company.  The  road  from  Peoria  to  Mast  Burlington  was 
sold  at  foreclosure  sale  and  nn  October  21,  1vol'.  was  conveyed 
by  <\rt'i\  to  Trustees  representing  the  bondholders.  The  Trustees 
on  March  v.  1864,  conveyed  the  property  to  the  "Peoria  and 
Burlington  Hail  Road  Company,"  but  the  operation  of  the  road 
was  continued  throughout  this  period  under  the  management  of 
The  Chicago,  Burlington  and  Quincy  Hail  Road  Company. 
Of  date  September  10,  1853,  the  Peoria  and  Oquawka  Hail  road 

Company  executed  a  trust   deed   to  .lames  T.  Soulter  and    David 

Boadley,  Trustees,  covering  all  of  its  railroad  west  of  the  Illinois 
River.  Because  of  default  in  the  payment  of  interest  and  by 
decree  entered  -Inly  11.  1si;l.\  in  the  Circuit  Court  for  the  North- 
ern District  of  Illinois,  the  railroad  ami  property  covered  by 
said  mortgage  was  ordered  to  be  sold.  Of  date  i  October  21,  L8G2, 
J.  T.  ftfoulton,  .Master  in  Chancery,  conveyed  to  Sidney  Bartlett, 
Nathaniel  Thayer  and  John  W.  Brooks,  all  of  that  portion  of 
the  railroad  built  by  the  IVoria  and  Oquawka  Railroad  Com- 
pany which  was  west  of  the  Illinois  River,  being  that  portion 
from  Peoria  via  Galesburg  to  Easl  Burlington,  Illinois.  The 
purchasers  remained  in  possession  of  the  railroad  but  it  was 
operated  by  The  Chicago,  Burlington  and  Quincy  Hail  Road 
Company  until  March  B,  1864,  on  which  date  they  organized  the 
Peoria  &  Burlington  Hail  Road  Company. 

That  portion  of  the  road  lying  east  of  Peoria  was  separately 
mortgaged,  and  was  not  included  in  the  above  sale.  Mortgage 
covering  this  section  was  foreclosed,  and  subsequently,  in  .March. 
1864.  acquired  by  the  Toledo,  Peoria  and  Warsaw  Hailroad 
Company. 


CORPORATE    l  II. -ToKV  4!» 

The  name  of  the  Peoria  and  Oquawka  Railroad  Company  was 
changed  February  21.  1S61,  to  The  Lojransport,  Peoria  and 
Burlington   Railroad  Company. 

The  Peoria  &  Burlington  Rail  Road  Company  was  incorpor- 
ated by  special  Art  of  the  Illinois  Legislature  in  force  June  10, 
ls(i:;.  it's  articles  heing  tiled  with  the  Secretary  of  state  April 
12,  1864. 

It  was  organized  at  Chicago  March  8,  1864. 

Of  date  June  24,  1864,  this  company  and  The  Chicago,  Bur 
lington  ami  Quincy  Rail  Road  Company  consolidated  under  the 
name.  Chicago,  Burlington  *S:  Quincy  Railroad  Company. 

ACT  OF  LEGISLATURE 
Approved  February  L2,  L849. 

AX  ACT  tu  incorpi  i  ia  and  < >< |ii.-i w k:i  Railroad  Company. 

ii ox  1.     Be  it  enacted  by  tht   Peoph   of  thi    &  I 

fed  '  ■  G  al  Assembly,  That  all  such  persons  as  shall  become 
stockholders,  agreeably  to  the  provisions  of  this  act,  in  th<'  corporation 
hereby  created,  Bhall   be,  and  are  hereby,  constituted  and  declared  :i   body 

corporate  and  politic,  by  the  name  of  tl Peoria  and  Oquawka   Railroad 

Company,"  and  by  that  name  Bhall  hav<  on   for  the  term  of  fifty 

years  from  and  after  the  passage  of  this  act,  and  oaaj   bj  said  name  sue  and 
be  sued,  complain  and  defend,  in  any  court  of  law   or  equity;    may  have 
and   use  a   common   seal,  and  alter  or   renew   the  same  .-it    pleasure;     may 
make  by-laws,  rules  and   regulations   for  the  management   of  its  property, 
the  regulation  of  its  affairs,  and   for  the  transfer  of  its  stock,  not   incon 
sistenl  with  the  laws  and  constitution  of  this  State  or  of  the  United  8ta1 
and  may,  moreover,  appoint  such  subordinate  agents,  officers,  and  - 
as   the   business  of   tin'   said   corporation   may   require,  and   :illn\\    them   a 
suitable   compensation,    prescribe   their   duties,   and    require   bond    for   the 
faith tul  performance  thereof,  in  Buch  penal  sinus  and  with  Buch  bi 
as  they  may  choose,  who  shall  hold  their  offices  during  the  pleasure  of  a 
majority  of  the  directors  of  the  Baid  corporation. 

§  2.  The  said  corporation  shall  have  the  righl  to  survey,  locate,  and 
construct,  and  during  its  continuance,  to  maintain  and  continue  a  railroad 
with  single  or  double  track,  and  with  such  appendages  .-is  may  be  deemed 
necessary  for  the  convenient  use  of  the  same,  from  the  town  of  Peoria,  on 
the  Illinois  river,  in  the  county  of  Peoria,  to  the  town  of  Oquawka,  on  the 
Mississippi  river,  in  the  county  of  Henderson;  and  to  loeate  and  construct 
the  same  on  such  line,  course,  or  way.  as  may  be  designated  and  selected 
by  the  directors  of  said  corporation,  whereon  to  construct  and  make  the 
same;  and  may  also  prescribe  the  manner  in  which  said  railroad  shall  be 
used,  la  what  force  the  carriages  to  be  used  thereon  may  be  propelled, 
to  regulate  the  time  and  manner  in  which   goods,  effects,  and   passenj 


50 


CHICAGO,    BURLINGTON    &    QUINCY    RAILROAD    COMPANY 


may  be  transported  and  carried  on  the  same,  and  the  rates  of  toll  on  the 
transportation  of  persons  or  property  thereon;  and  it  shall  also  be  lawful 
for  the  said  corporation  to  unite  with  any  other  railroad  company  already 
incorporated,  or  which  may  be  incorporated,  upon  such  terms  and  at  such 
points  and  parts  of  the  said  railroads  as  may  be  agreed  upon  by  the 
directors  of  said  companies;  and  also  to  construct  such  other  and  lateral 
routes  as  may  be  necessary  to  connect  them  with  any  other  route  or  routes 
which  may  be  deemed  expedient,  under  the  same  privileges  and  restrictions 
as  are  herein  contained. 

$  3.  The  capital  stock  of  said  corporation  shall  be  five  hundred  thousand 
dollars,  which  shall  be  deemed  personal  property,  and  shall  be  divided  into 
shares  of  one  hundred  dollars  each.  The  said  capital  stock  may  at  any 
time  hereafter  be  increased  to  a  sum  not  exceeding  one  million  dollars,  if 
the  same  shall  be  judged  necessary,  to  be  subscribed  for  and  taken  under 
the  direction  of  the  directors  of  said  corporation,  whenever  they  shall  cause 
one  or  more  books  to  be  opened  for  that  purpose,  and  in  such  manner  as 
may  be  prescribed  by  the  by-laws  of  the  said  corporation. 

§  4.  The  following  named  persons,  to  wit:  Alexander  Turn  bull,  James 
W.  Davidson,  and  Wyatt  B.  Stapp,  of  Warren  county;  Preston  Martin, 
John  McKinny,  and  Robert  M.  Patterson,  of  Henderson  county;  Samuel 
B.  Anderson,  James  Knox,  and  Daniel  Meek,  of  Knox  county;  and  William 
S.  Moss,  Alfred  G.  Curtenus,  and  Isaac  Underbill,  of  Peoria  county,  shall 
be  commissioners  for  receiving  subscriptions  to  the  capital  stock  of  said 
corporation,  who  shall,  within  twelve  months  after  the  passage  of  this 
act,  cause  books  to  be  opened  at  such  places  as  they  may  deem  proper,  for 
receiving  subscriptions  to  the  said  capital  stock.  Notice  of  the  times  and 
places  when  and  where  the  said  books  will  be  opened,  to  be  given  by  pub- 
lication for  at  least  thirty  days  previous  to  opening  the  same,  in  some 
public  newspaper  printed  and  published  in  each  of  such  places.  On  opening 
said  books  the  commissioners  shall  attend  by  themselves  or  agents,  and 
continue  to  receive  subscriptions  to  the  capital  stock  of  said  corporation 
from  all  persons  who  will  subscribe  thereto,  until  the  whole  amount  thereof 
shall  have  been  subscribed,  when  the  said  books  shall  be  closed.  Each 
subscriber  shall,  at  the  time  of  subscribing,  pay  to  the  commissioners  the 
sum  of  five  dollars  on  each  share  of  the  stock  subscribed  for  by  him;  and 
the  said  commissioners  shall,  as  soon  as  the  directors  of  said  corporation 
are  elected,  deliver  to  them  the  whole  amount  so  received,  and  also,  all 
subscription  books  and  papers  belonging  to  said  company.  A  majority  of 
the  commissioners  above  named,  may  fill  any  vacancies  that  may  occur  in 
their  number  by  death,  resignation  or  otherwise. 

§  5.  The  affairs  of  said  corporation  shall  be  managed  by  a  board  of 
nine  directors,  to  be  chosen  annually  by  the  stockholders,  from  among  them- 
selves; the  first  election  for  directors  shall  be  holden  as  soon  as  may  be 
after  the  stock  has  been  subscribed.  The  commissioners  shall  give  notice  of 
the  time  and  place  at  which  a  meeting  of  the  stockholders  will  be  held  for 
the  choice  of  directors,  and  at  the  time  and  place  appointed  for  that 
purpose  the  commissioners,  or  a  majority  of  them,  shall  attend  and  act 
as  inspectors  of  said  election.   The  stockholders,  who  shall  be  present  either 


CORPORATE    HISTORY  51 

in  person  or  by  proxy,  shall  proceed  by  ballot  to  elect  their  directors,  and 
the  commissioners  present  shall  certify  the  result  of  such  election  under 
their  hands;  which  certificate  shall  be  recorded  in  the  books  of  the  cor- 
poration, and  shall  be  sufficient  evidence  of  the  election  of  the  directors 
therein  named.  All  future  elections  shall  be  held  at  the  time,  and  in  the 
manner  prescribed  by  the  bydaws  and  regulations  of  said  corporation.  Each 
stockholder  shall  be  entitled  to  vote,  in  person  or  by  proxy  duly  authorized, 
one  vote  for  every  share  he  may  own  at  the  commencement  of  each  election, 
and  a  plurality  of  votes  shall  determine  the  choice,  but  no  stockholder  shall 
be  allowed  to  vote  at  any  election,  after  the  first,  for  any  stock  which  shall 
have  been  assigned  to  him  within  thirty  days  previous  to  the  day  of  hold- 
ing such  election. 

§  6.  It  shall  be  lawful  for  the  directors  to  require  payment  of  the  sub- 
scriptions to  the  capital  stock  at  such  times  and  in  such  proportions,  and 
on  such  conditions,  as  they  shall  deem  proper,  under  the  penalty  of  the 
forfeiture  of  the  stock  and  all  previous  payments  thereon,  and  they  shall 
give  notice  of  the  payments  thus  required,  and  of  the  place  where  and  the 
time  when  the  same  are  required  to  be  paid,  at  least  thirty  days  previous 
to  the  time  of  requiring  said  payments,  by  publication  in  at  least  three 
public  newspapers  printed  in  the  State. 

§  7.  The  said  corporation  is  hereby  empowered  to  purchase,  receive  and 
hold  such  real  estate  as  may  he  necessary  and  convenient  in  accomplishing 
the  objects  for  which  this  incorporation  is  granted,  and  may,  by  their 
agents,  engineers,  and  surveyors,  enter  upon  and  take  possession  of  and  use 
all  such  lands  and  real  estate  as  may  be  necessary  and  indispensable  for 
the  construction  and  maintenance  of  said  railroad,  and  the  appendages  and 
accommodations  requisite  and  appertaining  thereto;  and  may  also  receive, 
take,  and  hold  all  such  voluntary  grants  and  donations  of  land  and  real 
estate  as  shall  be  made  to  the  said  corporation  for  the  purposes  aforesaid. 
But  whenever  any  lands,  real  estate,  or  materials  shall  be  taken  and  appro- 
priated by  said  corporation  for  the  location  or  construction  of  said  rail- 
road or  its  appendages,  or  any  work  appertaining  thereto,  and  the  B8 
shall  not  be  given  or  granted  to  said  corporation,  or  the  proprietor  or  pro- 
prietors do  not  agree  with  said  corporation  as  to  the  amount  of  damage  or 
compensation  which  ought  to  be  allowed  and  paid  therefor,  or  shall  not 
mutually  agree  on  some  person  or  persons  to  appraise  the  same,  the  dam- 
ages shall  be  estimated  and  assessed  in  the  manner  following:  The  said 
corporation  or  the  owner  or  owners  of  said  lands  may,  on  giving  notice 
of  their  intended  application  and  the  time  and  place  of  making  the  same, 
apply  by  petition  to  the  judge  of  the  circuit  court  of  the  county  in  which 
said  lands  may  lie,  or  in  the  absence  of  the  said  judge  from  the  said  county, 
then  to  the  senior  county  commissioner  of  said  county,  or  to  the  county  judge 
of  said  county,  particularly  describing  in  said  petition  the  lands  to  be  ap- 
praised, and  upon  proof  that  reasonable  notice  has  been  given  as  directed, 
the  said  judge,  or  in  case  of  his  absence  as  aforesaid,  the  said  senior  county 
commissioner,  shall,  on  hearing  the  said  petition,  appoint  three  disinterested 
persons,  freeholders  and  residents  of  the  county  in  which  said  lands  may  be 
situate,  as  commissioners,  for  the  purpose  of  assessing  such  damages  and  the 


52  CHICAGO,    BURLINGTON    &    QUINCY    RAILROAD    COMPANY 

Order  in  whicb  they  arc  appointed,  shall  specify  the  lands  proposed  to  be  ap- 
propriated and  occupied  by  said  corporation  for  the  purposes  aforesaid.  The 
said  appraisers,  after  being  duly  sworn  before  some  officer  legally  author- 
ized to  administer  oaths,  honestly  and  impartially  to  assess  such  damages, 
shall  proceed  by  viewing  said  lands  and  by  such  other  evidence  as  the 
parties  may  produce  before  them  to  ascertain  and  assess  the  damages  which 
each  owner  will  sustain  by  the  appropriation  of  his  land  for  the  purposes 
aforesaid,  over  ami  above  the  benefit  and  advantage  which  said  commis- 
sioners shall  judge  will  accrue  to  such  owner  or  owners  by  the  const  ruction 
of  the  said  railroad.  The  said  appraisers  shall  make  a  report  in  writing  to 
the  said  judge  of  the  circuit  court,  reciting  the  order  of  their  appointment 
and  specifying  the  several  parcels  of  land  described  therein,  the  names  of 
the  owner  or  owners  of  the  respective  parcels,  if  known,  and  if  not  known, 
Btatdng  that  fact,  and  specifying  also  the  damages  which  the  owner  of  the 
respective  parcels  will  sustain  by  reason  of  the  appropriation  of  the  same 

for  the  purposes  aforesaid;     which   said   report   shall   be  tiled   in   the  office  of 

the  clerk  of  the  circuit  court  of  the  county   in   which   said   land  mav   lie.      In 

case  either  of  tin-  parties  i-  dissatisfied  with  Baid  assessment,  the  said  .judge 
mav.  at  the  next  term  of  the  circuit  court  in  said  county,  on  bearing  the 
parties  in  interest,  or  it'  both  shall  aot  appear,  on  proof  of  notice  being 
i  to  the  opposite  party,  modify  the  said  assessmenl  as  to  him  shall 
appear  just.  At  the  Baid  term  of  the  circuit  court  holden  next  after  the 
tiling  of  the  Baid  report  as  aforesaid,  a  record  shall  he  made  of  the  said 
report,  with  the  order  of  the  >aid  court  thereon,  accepting  or  modifying  the 
same.  <  in  the  payment  of  the  damages,  if  any,  thus  assessed,  ami  the  ex- 
penses of  assessment,  the  said  corporation  shall  immediately  become  seized 
and  possessed  of  the  said  land  ami  property,  and  entitled  to  the  use  of  the 
same  !ui   tin'  purposes  aforesaid 

$    8.      When   the  lands  or  other  property   or  estate  of  any  married   woman, 

infant,  or  person  nn,,  ,-,,,„ pos  mentis,  shall  be  necessary  for  the  construc- 
tion of  the  said  railroad  or  its  appendages,  the  husband  of  such  married 
woman,  or  the  guardian  of  such  infant  or  person  /"<//  compos  mentis,  may 
ise  all  damages  in  relation  to  the  land,  property,  or  estate  to  be  taken 
ami  appropriated  a-  aforesaid  as  fully  as  they  might  do  if  the  same  were 
holden  in  their  own  rights  respectively;  or  the  husband  or  guardian  of  any 
such  person  whose  property  shall  be  taken  as  aforesaid,  may  appear  and 
act  for  and  in  their  behalf,  in  obtaining  an  assessment  of  the  damages  to 
the  same  under  this  act;  and  in  case  any  such  infant  or  person  rum  compos 
mentis,  whose  pro]. city  may  be  taken  as  aforesaid,  shall  be  without  guardian, 
the  judge  of  the  circuit  court,  or  the  commissioners,  shall  have  power  to 
appoint  a  guardian  ad  litem,  to  act  in  behalf  of  such  person. 

$  9.  Whenever  it  shall  be  necessary,  under  this  aet  of  corporation,  for 
the  construction  of  a  single  or  double  track  railroad,  as  herein  authorized, 
to  intersect  or  cross  any  stream  of  water,  or  any  public  road  or  highway, 
it  shall  be  lawful  for  the  said  corporation  to  construct  across  or  upon  the 
same:  Provided,  the  said  corporation  shall  restore  such  stream  or  water 
course,  or  public  road  or  highway,  thus  intersected,  to  its  former  state,  or 
in  a  sufficient  manner  not  to  materially  impair  its  usefulness. 


CORPORATE    HISTORY  53 

§  10.  If  any  person  shall  wilfully  or  negligently  do,  or  cause  to  be 
done,  any  act  or  acts  whatever,  whereby  the  said  road  or  any  building, 
construction  or  work  of  said  corporation,  or  any  engine,  machine  or  struc- 
ture, or  any  matter  or  thing  appertaining  to  the  same,  shall  be  stopped, 
obstructed,    weakened,    or    impaired    injured    or    di  I,    the    person    or 

persons  so  offending  shall  forfeit  and  pay  to  said  corporation  treble  the 
amount  of  damages  sustained  by  reason  of  such  offense:  to  be  recovered, 
with  costs  of  suit,  in  the  name  of  said  corporation,  by  action  of  debt;  and 
such  offender  or  offenders  -hall  also  be  deemed  guilty  of  a  misdemeanor, 
ami   lie  subject  to  indictment  and  punishment  as  in  other  cas 

§  11.  For  the  purpose  of  facility  fin]  the  construction  of  the  railroad 
authorized  by  this  net.  the  -.aid  corporation  is  and  shall  be  permitted  to 
negotiate  a  loan  or  loans  of  money  to  the  amount  of  its  capital  stock,  and 
pledge  all  of  its  property,  real  and  personal,  and  all  of  its  rights,  ereda> 
and    franchises   for  the  payment   thereof. 

It   shall    lie   the  duty   id'  the  corporation    hereby   created,   when   the 
railroad  contemplated  by  this  act  shall  have  been  completed,  to  keep  and 

maintain  the  same  in  good  condition  and  repair;  and  whenever  from  any 
cause  whatever  the  same  -hall  become  injured  or  out  of  repair,  the  said 
corporation  shall  immediately  proceed  to  repair  the  same,  under  the  penalty 
of  a  forfeiture  of  the  amount  of  all  damages  caused  by  such  want  of  repair 
id  load. 
)    L3.      This  act  shall   he  deei I  and  considered  a  public  act,  and  shall  he 

favorably  and  justly  construed  for  all  purposes  therein  expressed  and  de- 
clared, in  all  courts  and  pla<  es  w hatsoei I 

v\    14.      The     railroad     contemplated    herein     to     be    completed     within     ten 
years  from  the  passage  of  this  act. 
Approved  February  l_,  1849. 

Private  Laws  Illinois  1849,  tsi  Session,  Page  99. 


ACT  OF  LEGISLATURE 
Approved   Februarj    1".   L851. 

AX    ACT   to  amend   an   act   entitle.)   "An    Act   to   incorporate  the    Peoria   and 
Oquawka   Railroad  Company,"  approved  Feb.  12,  1849. 

Section  1.     Be  it  enacted  i>.n  .'/<-    PeopU   of  tin   State  of  Illinois, 

si  nit  ,i  i,i  tin    i,        .'!  Assembly,  That  the  company  incorporated  under  the 

said  act  to  which  this  is  an  amendment,  shall  be  required  to  construct  said 
road  through  the  towns  of  I'armington,  Fulton  county,  Knoxville,  in  l\ 
county,  and  Monmouth,  in  Warren  county,  and  they  shall  establish  depots 
in  each  of  said  towns  and  places:  Provided,  however,  that  nothing  in  this 
act  shall  be  construed  as  to  prevent  said  company  from  having  stations  at 
other  points  or  places  for  the  reception  or  discharge  of  goods,  produce, 
stock,  or  other  commodities. 

§  2.     Said  company  are  hereby  authorized  to  acquire  and  hold  so  much 
of  the  grade  and  right  of  way  of  the  Peoria  and  Warsaw  Railroad  as  they 


54  CHICAGO,    BURLINGTON    &    QUINCY    RAILROAD    COMPANY 

may  deem  necessary,  and  may  employ  and  use  the  same  in  the  construction 
of  their  said  road,  and  if  said  grade  and  right  of  way  should  belong  to  the 
State  of  Illinois  the  said  company  may  purchase  the  same  from  the  Gov- 
ernor of  this  State  upon  such  terms  as  they  shall  agree  upon;  and  such 
contract,  if  made,  shall  be  binding  upon  both  parties. 

§  3.  The  said  company  is  authorized  to  organize  and  proceed  in  the 
construction  of  said  road  under  the  restrictions,  conditions  and  limitations 
contained  in  said  act  to  which  this  is  an  amendment,  whenever  the  sum 
of  one  hundred  thousand  dollars  is  bona  fide  subscribed,  and  five  per  cent, 
thereof  actually  paid  in. 

§  4.  The  said  company  is  hereby  authorized  to  build  a  branch  of  said 
road,  in  the  same  manner  as  the  main  track  is  to  be  erected  hereby,  to 
commence  at  or  west  of  Monmouth;  from  thence  to  the  Mississippi  river 
at  or  about  Shokokon,  in  Henderson  county. 

§  5.  The  commissioners  named  in  the  act  to  which  this  is  an  amend- 
ment, together  with  Asa  1).  Reed,  of  Fulton  county,  Wm.  J.  Phelps,  Rudol- 
phus  Rouse.  Peter  Sweat  and  Joshua  P.  Hotchkiss,  of  Peoria  county,  who 
are  hereby  made  commissioners,  shall  exercise  the  same  powers  and  duties 
under  this  act  as  are  enjoined  upon  them  in  said  former  act. 

§  6.  The  said  road  contemplated  herein  to  be  completed  within  ten 
years  from  the  passage  of  this  act. 

$    7.      Tins  act  to  take  effect  from  and  after  its  passage. 

Approved  February  10,  1851. 


Private  Laws  Illinois  1851,  Page  60. 


ACT  OF  LEGISLATURE 
Approved  June  L'l,  1s.1l'. 

AN   ACT   for  the  relief  of  the   Peoria   and   Oquawka   Railroad   Company. 

Whi  reus,  the  Legislature,  by  an  act  approved  February  tenth,  eighteen 
hundred  and  fifty-one,  authorized  the  Governor  of  the  State  of  Illinois  to 
dispose  of  so  much  of  the  grade  and  right  of  way  as  the  State  of  Illinois 
owned  in  or  to  the  Peoria  ami  Warsaw  Railroad  to  the  Peoria  and  Oquawka 
Railroad  Company;  and,  whereas,  said  Peoria  and  Oquawka  Railroad  Com- 
pany find  it  impracticable  to  locate  said  road  on  said  track  with  the  excep- 
tion of  a  small  distance  in  and  nigh  said  city;  therefore, 

Section*  1.  Be  it  enacted  by  the  People  of  the  State  of  Illinois  repre- 
sented in  the  General  Assembly,  That  the  said  Peoria  and  Oquawka  Rail- 
road Company  be  and  they  are  hereby  released  from  the  payment  of  any 
obligation  that  they  or  their  agent  may  have  entered  into  with  the  Governor 
of  this  State,  for  the  grade  or  right  of  way  of  the  Peoria  and  Warsaw 
Railroad. 

§  2.    This  act  to  be  in  force  from  and  after  its  passage. 

Approved  June  21st,  1852. 

Private  Laws  Illinois  1852,  2nd  Session,  Page  103. 


CORPORATE    HISTORY  55 

ACT  OF  LEGISLATURE 

Approved  June  22,  1852. 

AN  ACT  to  amend  an  act  entitled  ' '  An  Act  to  amend  an  act  entitled  '  An 
Act  to  incorporate  the  Peoria  and  Oquawka  Railroad  Company,'  approved 

February  10,  1851." 

Section  1.  Be  it  enacted  by  the  People  of  the  State  of  Illinois,  repre- 
sented in  the  General  Assembly,  That  the  capital  stock  of  the  Peoria  and 
Oquawka  Railroad  Company  is  hereby  increased  to  the  sum  of  thirty-five 
hundred  thousand  dollars,  and  the  stockholders  of  said  company,  and  their 
successors,  shall  have  perpetual  succession,  by  the  name  and  style  afore- 
said, and  shall  have  and  enjoy  all  the  rights  and  privileges  heretofore  or 
herein  granted  to  said  company  by  said  General  Assembly. 

§  2.  The  acts  of  the  commissioners  for  receiving  subscription  to  the 
capital  stock  of  said  company  and  the  subscribers  to  said  stock,  in  orga- 
nizing said  company,  and  in  the  election  of  directors,  on  the  twentieth  day 
of  June,  in  the  year  of  our  Lord  one  thousand  eight  hundred  and  fifty-one, 
are  hereby  declared  to  be  legal  and  valid  in  law,  any  omissions  or  imper- 
fections in   relation   to  said   organization  to   the   contrary   notwithstanding. 

§  '■'<.  The  directors  of  said  company  are  hereby  empowered  and  author- 
ized to  locate  said  railroad  on  the  most  direct,  eligible  and  feasible  route, 
from  Peoria  to  Knoxville,  without  reference  to  Parmington:  Provided,  that 
said  company  shall  build  a  branch  of  said  railroad  to  Parmington,  and 
shall  establish  a  depot  there. 

§  4.  The  said  directors  are  also  empowered  and  authorized  to  locate 
the  branch  of  said  railroad  provided  for  in  the  fourth  section  of  the  act 
to  which  this  is  an  amendment,  according  to  the  survey  already  made 
thereof,  and  to  fix  the  termination  of  said  branch  on  the  Mississippi  river 
at  a  point  opposite  to  or  above  or  below  the  city  of  Burlington,  in  the 
State  of  Iowa,  which  termination  shall  be  within  two  miles  of  said  point 
opposite  the  said  city  of  Burlington,  Iowa, 

§  5.  The  said  company  shall  have  the  right  of  way  upon  and  may 
appropriate  to  its  sole  use  and  control,  for  the  purposes  and  use  of  said 
railroad  company,  any  land  belonging  to  the  State  of  Illinois,  not  exceeding 
two  hundred  feet  in  width,  wherever  any  such  land  may  l>c  situated  along 
said  railroad,  for  its  entire  length,  as  well  as  along  its  branches,  and  may 
enter  upon  and  t.-ike  possession  of  and  use  all  and  singular  any  lands, 
streams  and  materials  of  every  kind  belonging  to  said  State,  for  the  loca 
t i«>n  of  depots  ami  stopping  stages,  for  the  purpose  of  constructing  bridges, 
dams,  embankments,  excavations,  station  grounds,  spoil-banks,  turnouts, 
engine  houses,  shops  and  other  buildings  necessary  for  the  construction, 
completing,  altering,  maintaining,  preserving  and  complete  operation  of 
said  road;  and  all  such  lands,  waters,  materials  and  privileges  are  hereby 
fmever  granted  to  said  company  for  said  purposes. 

§  6.  Saiil  company  are  hereby  authorized  and  empowered  to  make  and 
establish  a  ferry  across  the  Mississippi  river,  at  the  termination  of  the 
branch  west  of  Monmouth,  to  such  point  on  the  Iowa  shore  of  said  river 
as  the  said  company  may  be  authorized  or  required  to  land  at.     Said  com- 


56  CHICAGO,    BURLINQTON    &    QUINCY    RAILROAD    COMPANY 

pany  are  also  authorized  and  empowered  to  make  and  establish  a  ferry 
aerOSS  the  Illinois  river,  from  any  ground  owned  by  them  in  the  city  of 
Peoria,  to  the  opposite  shore  of  said  Illinois  river,  in  Tazewell  county. 
They  are  hereby  authorized  to  make  and  use  all  necessary  boats  and 
apparatus,  of  all  and  every  description  whatsoever,  advantageous  and 
necessary  for  the  use  of  said  eompany,  at  either  or  both  of  said  ferries, 
and  propel  the  same  by  horse,  -team,  or  any  mod,'  or  power  that  to  said 
company    maj    seem   best:    Provided,  that  said  company  shall  not   use  said 

t'eiiies  or  allow  the  same  to  bo  used  for  any  other  purpose  than  those  con- 
nected with  or  arising  out  of  the  business  of  said  railroad. 

<>  7.  Said  company  shall  have  authority  and  power  to  improve  all  or 
either  of  their  landings  at  either  or  both  of  -aid  ferries,  by  building  a 
pier  or  piers,  or  making  embankments  into  either  or  both  of  said  rivers: 
Pro     ded.,   that    any    such    improvement    does   not    interfere   with    the    free   navi- 

ion  of  either  of  said  rivers. 

$    8.      If  any   person   shall   wilfully   or   negligently   do  or  cause  to   be  done, 

anj    injury  to  said   ferries,  or  to  any  boat  or  appurtenance  thereto  belong- 

.  the  person  or  persons  so  offending  shall   forfeil   and  pay  to  said  com- 

3    three  time-,  the  amount  of  such  injury,  to  be  recovered  by  action  of 

debt  oi   action  on  the  case  before  anj   justice  of  the  peace,  or  other  courl 

having  jurisdiction  of  the  same.    The  said    Miii,-  shall   be  deemed   public 

thin    the   meaning   Of   the   laws   providing    for   the    punishment   of 

"lis  injuring,  obstructing  or  destroying   public  highways  or  bridges,  in 
manner  or  by  any  mean-  whatevi 
<j  ;•.     The  said  company  are  berebj   authorized  to  continue  said   railroad 
from  Peoria,  on  the  mosl  eligible  route  eastward,  to  a  point  on  the  Indiana 

e    line,   Which   shall    be   UOl    more   than    twenty    miles  either   north    or  south 
of    a     due    easl     an. I     west     line    that     would     run    through     Lafayette,     Indiana. 

And  the  same  powers  and  privileg  construction  and  maintaining  this 

nsion,  and  fur  connecting  the  same  with  other  roads,  a-  is  contained  in 

the  original  chattel-,  is  hi  ed   upon  said  c pany  in   relation  to 

tiiis  extension. 

§  In.  That  tin'  Peoria  and  Oquawka  Railroad  Company  shall  have  power 
to  borrow  money  mi  the  credit  of  the  company,  not  exceeding  its  authorized 

capital  stock,  at  a  rate  of  interesl  not  exceeding  ten  per  cent,  per  annum, 
payable  semiannually,  and  1 1 1 :  t  %  execute  bonds  therefor,  with  interest 
coupons  thereto  annexed,  and  secure  the  payment  of  the  same  by  mortgage 
or  deed  of  trust  on  the  whole  or  an.v    part  of  the  road,  property  and  income 

of  the  e pany,  then   existing  or   thereafter  to  be  acquired,  and   may  annex 

to  such  mortgage  bonds  the  privilege  of  converting  the  same  into  the 
capital  stock  of  the  company  at  par,  at  the  option  of  the  holders,  if  such 
election  be  signified  in  writing  to  the  company  three  years  before  the 
maturity   of  said  bonds. 

v>  11.  That  the  directors  of  said  company  be  and  they  are  hereby 
authorized  to  negotiate  and  sell  the  bonds  of  said  company,  at  such  times 
and  such  places,  either  within  of  without  this  State,  and  at  such  rates  and 
for  such  prices  as  in  their  opinion  will  best  advance  the  interests  of  the 
eompany;     and    if    such    bonds    are    thus    negotiated    or    sold    at    a    discount 


CORPORATE    HISTORY  5 , 

below  their  par  value,  such  sale  and  disposition  thereof  shall  be  as  valid 
and  binding  on  the  company,  in  every  respect,  as  if  they  were  sold  or 
disposed  of  at  their  par  value. 

§  12.  That  the  said  company,  in  securing  the  payment  of  the  said 
bonds  by  a  mortgage  or  deed  of  trust  on  the  road,  property  and  income 
of  the  company,  shall  have  power  to  execute  a  mortgage  or  deed  of  trust 
aforesaid,  to  secure  the  payment  of  the  full  amount  of  bonds  which  the 
company  may  at  the  time  said  deed  of  trust  or  mortgage  bears  date,  or 
at  any  time  thereafter,  desire  to  sell  and  dispose  of,  and  may  execute  and 
sell,  from   time  to  time,  such  amounts  of  said  bonds,  and  of  such   dal 

and  payable  to  such  pers r  persons,  as  to  the  directors  of  said  company 

may  seem  advisable,  till  the  whole  amount  of  bonds  mentioned  in  such 
mortgage  oi  deed  of  trust  is  executed  and  sold;  and  the  said  mortg 
deed  of  trust  shall  be  as  valid  and  effectual  to  secure  the  payment  of  the 
bonds  so  executed  and  sold,  and  of  everj  part  thereof,  as  it'  the  same  and 
every  can  thereof  had  l»n  executed  of  even  date  with  the  said  deed  of 
trust  or   mortgage. 

■    L3.     This  act  to  be  in   force  from  and  after  ii ^  passage. 

Approvj  D  June  22,   1  852. 

Private   Laws   Illinois  .    ?nd   Session,    Pagi 

ACT  OF  LEGISLATURE 
Approved  February  8,  1853. 

A  \    A.CT   to   amend   the   charter    of  the    I'eoria    and    Oquawka    Railro 

Section  1.     /.'<    U  enacted  by  n>>    PeopU   of  tfa    S  I 

ed      "     the    General    Assembly,    That    the    ninth    section    of    the    act    ap- 
proved  June   L'L',    1852,   entitled   "An    Act    to   amend    an    act    entitled    an 
to  amend  an   act   to   incorporate   the   Peoria   and   Oquawka    Railroad   Com- 
pany," approved   February   10,  1851,  to  be  and  the  same  is  berebj   so  far 
amended  as  to  allow   the  said   Peoria  and  Oquawka   Railroad  Company  the 

right  of  terminating  their  road  forty  miles  north  of  a  due  east  and  we8l 
line  that  would  run  through  Lafayette,  Indiana,  instead  of  twenty  miles, 
as   is   provided   in   said   ninth   section    of   said   former   act. 

§  2.  This  act  shall  take  effect  and  be  in  force  from  and  alter  its 
passage. 

Approved  February  8,  1853. 

Private  Laws  Illinois  1852,  2nd  Session,  Page  193. 

ACT  OF  LEGISLATURE 

Approved  February  14,   1- 

AN  ACT  to  increase  the  capital  stock  of  the  Peoria  and  Oquawka    Railroad 

Company. 

Section  1.  Be  it  enacted  by  tin  Peoplt  oj  tht  Stab  of  Illinois,  repre- 
sented  in   the  Can  nil    Assembly,   That    the   capital    st,„k    of   the    I'eoria    and 


58  CHICAGO,    BURLINGTON    &    QUINCY    RAILROAD    COMPANY 

Oquawka  Railroad  Company  be  and  the  same  is  hereby  increased  one  million 
dollars  in  addition  to  the  present  capital  stock  of  said  company. 

Approved  February   14,  1855. 

Private  I. a  us  Illinois  1855,  Page  325. 


ACT  OF  LEGISLATURE 

Approved    February   15,  1855. 

AX  ACT  granting  additional  powers  to  the  Peoria  and  Oquawka  Railroad 

Company. 

Section  1.  Be  it  enacted  by  the  People  of  the  State  of  Illinois,  repre- 
tented  to  the  General  Assembly,  That  the  Peoria  and  Oquawka  Railroad 
Company  shall  have  the  right  and  power  to  survey,  locate  and  construct  a 
branch  or  continuation  of  the  Peoria  and  Oquawka  Railroad,  from  the 
town  of  Farmington,  in  Fulton  county,  through  or  by  way  of  the  town  of 
Canton,  in  said  county,  and  through  or  by  way  of  the  town  of  Macomb,  in 
McDonough  county,  and  through  the  town  of  Carthage,  and  to  the  city  of 
Warsaw,  in  Hancock  county,  Illinois,  and  that  the  said  company  shall  have 
the  same  powers,  rights  and  privileges  over  and  in  relation  to  said  branch 
or  extension  of  said  railroad  as  have  been  granted  to  said  company  by  the 
original  act  of  incorporation  of  said  company  and  the  act  amendatory 
thereof  in  relation  to  the  portions  of  said  railroad;  and  also,  that  for 
the  purpose  herein  mentioned  Hie  said  company  shall  have  power  to  enlarge 
the  capital  stock  of  said  company  by  an  additional  amount  of  stock,  not 
exc ling  two  millions  and  five  hundred  thousand  dollars. 

$    2.      This  act   to  take  effecl   and   lie   in    I'orrr    from  and  after  its  passage. 

Appkovku  February   L5,  1855. 

Private  I. airs  Illinois  1855,  Page  286. 


ACT  OF  LEGISLATURE 
Approved    February  21,  1861. 

AX  ACT  to  amend  an  act  entitled  "An  Act  to  incorporate  the  Peoria  and 
Oquawka  Railroad  Company,"  approved  February  12,  184!). 

Section  1.  Be  it  enacted  by  the  People  of  the  State  of  Illinois,  repre- 
s,iii>il  in  the  General  Assembly,  That  the  name  of  the  corporation  incor- 
porated under  the  said  act,  to  which  this  is  an  amendment,  be  and  the 
same  is  hereby  changed  to  that  of  ' '  The  Logansport,  Peoria  and  Burling- 
ton Railroad  Company. ' ' 

§  2.  That  the  said  Logansport,  Peoria  and  Burlington  Railroad  Com- 
pany is  hereby  authorized  to  issue  its  bonds,  to  the  amount  of  one  million 
of  dollars,  in  addition  to  those  which  have  already  been  issued  or  executed 
by  said  company,  or  which  said  company,  by  their  charter  or  any  amend- 
ment thereof   heretofore  made,  have   authorized  to   issue:     Provided,   that 


CORPORATE    HISTORY  59 

the  whole  amount  of  bonds  outstanding  and  unpaid  shall  at  no  time  ex- 
ceed the  sum  of  five  million  five  hundred  thousand  dollars.  And  the  said 
company  is  hereby  further  authorized,  for  the  purpose  of  securing  the 
payment  of  said  bonds,  or  of  any  bonds  heretofore  issued  by  said  road,  or 
of  any  bonds  which  it  may  issue  for  the  purpose  of  renewing  or  retiring 
the  bonds  now  outstanding  against  said  road,  or  of  any  part  of  said  bonds, 
to  execute  one  or  more  mortgages  or  deeds  of  trust  of  and  upon  the  road, 
revenues,  property  and  francln-i  -  ■<(  said  company,  now  existing  or  here- 
after to  accrue  or  be  acquired. 

§  3.  Said  bonds  may  be  made  payable  a1  any  ['hue  within  the  United 
States,  and  may  boar  interest  at  any  rate  not  exceeding  eighl  per  cent, 
pei  annum,  and  may  be  negotiated  and  sold  at  such  times  and  (.laces, 
either  within  or  without  this  State,  and  at  such  rates  and  prices  as  shall 
be  deemed  for  the  best   interests  of  the  company. 

§  4.  All  powers  heretofore  conferred  upon  said  company,  in  relation  to 
the  execution  of  mortgages  and  deeds  of  trust,  and  the  making,  securing, 
selling  and  disposing  of  the  bonds,  secured  or  to  be  secured  thereby,  shall 
apply  to  the  bonds  issued  by  virtue  of  this  act:  Provided,  thai  all  thai 
part  of  said  road,  as  surveyed  and  located  under  the  charter  to  which  this 
is  an  amendment,  running  between  the  towns  of  Oquawka  Junction  and 
Oquawka,  a  distance  of  about  five  miles,  and  ye1  unfinished  shall  be  ex- 
empt from  any  liens  or  any  incumbrances  authorized  bj    this  act. 

§  5.  The  right  of  way  and  all  the  work  done  on  thai  pari  of  said  un- 
finished railroad,  running  between  said  towns  of  Oquawka  Junction  and 
Oquawka,  in  making  road  bed,  building  bridges  and  furnishing  ties,  shall 
be,  ami  is,  by  this  act,  vested  in  the  trustees  of  the  town  of  Oquawka,  in 
the  <  < > 1 1 1 1 1  \  of  Henderson,  and  State  of  Illinois,  and  then  successors  in 
office,  and  the  same  shall  be  subject  to  their  control  and  disposal,  with  all 
the  rights,  franchises  and  privileges,  in  and  to  said  pari  of  said  railroad. 
which  the  Peoria  and  Oquawka  Railroad  Company  formerly  had  in  and  to 
the  same,  with  the  full  power  to  complete  and  operate  the  same,  under  the 
name  of  the  Oquawka  Railroad:  Provided,  that  the  said  trustees  of 
Oquawka  shall  release  said  Peoria  and  Oquawka  Railroad  Company  from 
completing  and  operating  said  road;  and  it  shall  be  lawful  for  said 
trustees,  or  their  successors  in  office,  to  transfer  all  the  right  obtained  by 
this  act  in  the  said  five  miles  of  unfinished  railroad  to  any  railroad  com- 
pany  they  may  choose,  on  such  terms  as  they  may  deem    best. 

§  6.     No  contracts  made    by   or   with    said   corporation,   created    by   the 
act  to  which   this  is  an   amendment,   and   no   Liabilities   assumed    by   them 
shall,    in    any    wise,    be    impaired    or    changed,    but    shall    in    all    respects   be 
binding  upon  and  inure  to  the  corporation  herein  named,  except  as  herein 
before  provided. 

§  7.  The  Peoria  and  Hannibal  Railroad  Company  shall  have  power  to 
construct  and  operate  a  track,  separate  from  the  track  of  the  Logansport, 
Peoria  and  Burlington  Railroad,  over,  through,  and  along  Water  street,  in 
the  city  of  Peoria,  subject  to  the  control  of  said  city,  so  as  not  materially 
to  impair  the  use  of  the  said  street,  by  track  of  the  Logansport,  Peoria 
and  Burlington  Railroad,  now  laid  and  used,  without  compensation   to  the 


60  CHICAGO,    BURLINGTON    &    QUINCY    RAILROAD    COMPANY 

Logansport,  Peoria  and  Burlington  Railroad  Company;  and  the  Peoria  and 
Hannibal  Railroad  Company  shall  have  the  right  to  construct  and  operate 
a  separate  track,  in  like  manner,  from  the  present  point  of  junction  with 
the  said  Logansport,  Peoria  and  Burlington  Railroad,  along  and  over  the 
ground  embraced  in  the  right  of  way  of  the  said  railroad  last  named,  to 
the  city  limits  of  the  city  of  Peoria;  and  for  the  purpose  of  constructing 
and  operating  the  said  Peoria  and  Hannibal  Railroad,  in  Water  street,  or 
from  the  said  junction  to  the  city  limits,  the  said  Peoria  ami  Hannibal 
Railroad  Company  may  cross  the  track  of  the  Logansport,  Peoria  and 
Burlington  Railroad,  doing  no  material  or  unnecessary  damage  thereto; 
and  the  Peoria  and  Hannibal  Railroad  Company  shall  pay  to  the  said 
Logansport,  Peoria  and  Burlington  Railroad  Company,  for  the  privilege 
of  using  the  right  of  way  from  said  junction  to  the  city  limits,  a  fair  ami 
equitable  compensation,  to  be  determined  by  the  agreement  of  the  parties; 
and  in  case  the}  cannot  agree,  then  to  be  determined  by  the  arbitrament 
and  decision  of  three  persons  to  be  mutually  chosen;  or  one  to  be  chosen 
by  each  company,  and  the  third  to  be  selected  by  the  city  council  of  Peoria; 
which  di  all  be  final  upon  the  parties. 

This     .!•  t     shall     take    effect     and     be     in     force     from     and     after     its 

passa 

Approvi  :•  February  21,  1861 . 

Private  Inns  Illinois  1861,  Page  516. 

ACT  OF  LEGISLATURE 
Approved   February   14,  1863. 

A\   k*  'I'  to  provide  for  the  re-organization  of  the  Logansport,  Peoria  and 
Burlington    Railroad  Company. 

I  ION    1.       Be    H    <  unci  ii\    by    tflfc     l'<  "/<",     Of    Hn     Statt     of    Illinois,    repre- 

•  lo  General  Assembly,  That  in  case  anj  mortgage  or  mortgages, 
or  deeds  of  trust,  which  have  been  executed  by  the  corporation 
originally  formed  and  organized  under  an  act  approved  February  L2,  1849, 
by  the  name  of  "The  I'eoria  and  Oquawka  Railroad  Company,"  and  now 
existing  under  said  act,  and  the  several  acts  amendatory  thereof,  the  name 
of  which  corporation  was  changed  by  an  act  approved  February  21,  1861, 
to  that  of  "The  Logansport,  Peoria  ami  Burlington  Railroad  Company," 
of  or  upon  so  much  of  the  railroad  of  the  said  company,  its  franchise, 
appurtenances  and  property,  as  lies  between  I'eoria  and  the  eastern  boundary 
of   tie'    State,    commonly    called    the   eastern    extension,   or   any   part   thereof, 

shall   lie  foreclosed,   either   by   judicial    proc lines,   or   by  a  sale   or  sales, 

pursuant  to  any  power  contained  in  any  such  mortgage  or  mortgages,  deed 
or  deeds  of  trust,  any  number  of  persons,  not  less  than  twenty-five,  may, 
either  directly,  or  through  one  or  more  commissioners,  trustees  or  agents, 
purchase  the  said  part  or  portion  of  the  said  railroad;  or  any  connected 
and  continuous  part  thereof,  with  all  its  franchises,  and  all  or  any  part  of 
the  property  covered  by  such  mortgage  or  mortgages,  deed  or  deeds  of 
trust:     and   the   person  so  authorized  to  purchase  said   part   or  portion   of 


CORPORATE    HISTORY  61 

said  railroad,  may  purchase  the  same  either  at  the  aforesaid  sale  or  sales, 
or  afterward  from  any  other  person  or  persons  who  shall  have  purchased  the 
same  al   Mich  sale  or  sale-. 

§  2.     The  persons  so  purchasing  said  eastern  extensi £  said  railroad, 

franchises  and  property,  or  such  part  thereof,  shall,  with  their  associates, 
if   any,    within    three   months    from    the   da1  ich    purchase,    form    them- 

selves into  a  new  and  distinct  corporation,  by  subscribing  articles  of  asso 
ciation,  with  the  amount  of  stock  taken  by  them  respectively  in  such  new 
eorporation;  which  articles  shall  specify  the  name  of  tin-  corporation;  the 
number  id'  years  the  same  is  to  continue,  which  shall  not  exceed  fifty  years; 
the  amount  of  the  capital  stock  of  the  company,  which  shall  not  exceed  the 
aggregate  of  forty  thousand  dollars  per  mile  of  that  part  of  the  road  so 
to  be  purchased;  the  number  of  shares  of  whicn  the  stock  shall  consist, 
specifying  how  many   -hall   he  pr<  tock  and   how   many  shall   he  com- 

mon stock;  the  number  of  directors,  and  the  names  of  those  who  shall  lie 
appointed  for  the  firsl  year,  who  -hall  he  less  than  one-half  the  number  of 
stockholder-,    and     who    shall    hold    their    offices    until    their    si.  -    are 

chosen;    a   description  of  the  road  or  part   oi  !0  purchased,  with  its 

termini,  and  the  counties  into  or  through  which  it  passes,  and  its  length, 
as  near  as  may  he;  and  by  adopting  a  -eal,  which  it  may  alter  at  pleasure; 
and  the  subscribers  for  -aid  shares  -hall  be  deemed  to  have  compiled  with 
their  subscriptions,  and  to  have  paid  therefor  in  full,  when  the  property  so 
purchased  shall  have  been  assured  or  conveyed  to  the  new  corporation. 

The  articles  of  association  shall  be  made  and  signed  in  duplicate, 

one   copy    of    which    shall    be    detained    bj     the    company,    and    the   other    shall 

be  filed  in  the  office  of  the  Secretary  of  state;    and  the  said  .  or  a 

ropy  thereof,  certified  by  the  Secretary  of  state,  under  his  official  seal, 
shall  he  conclusive  evidence  of  the  existence  of  tin'  corporation. 

\\    4.      The   board   of   directors  shall   have   power   to   eled  their   num- 

ber president,  and  a  secretary  and  treasurer,  and  such  other  officers  and 
agents  as  they  may  deem  necessary,  and  to  require  of  them  such  security 
for  the  faithful  performance  of  their  duties  as  they  may  think  proper, 

J  5.  The  officer  or  officers,  trustee  or  trustees,  making  such  sale,  shall 
convey  the  property  so  purchased  directly  to  the  persons  making  the  pur- 
chase, or  to  the  person  or  persons  through  who-.  the  purchase  i- 
made,  by  deed,  immediately  upon  making  the  sale;  and  if  the  same  be 
conveyed  to  an  agenl  or  agents,  commissioners  or  trustees,  he  or  they,  and 
the  survivor  of  them,  shall,  as  soon  as  the  reorganization  i-  completed, 
execute  a  declaration  of  the  trust  to  and  in  favor  of  the  corporation, 
declaring  the  uses  and  purposes  for  which  the  purchase  was  made,  and 
the  same,  together  with  the  deed  from  the  officer  or  trustee  making  the 
sale,  shall  be  recorded  in  the  recorder's  office  of  each  county,  into  or 
through  which  the  road  or  part  of  roads  so  purchased  shall  pass;  or  if  the 
persons  herein  authorized  to  associate,  shall  have  purchased  the  -aid  prop 
erty  after  the  judicial  sale  or  sales,  then  the  title  thereof  shall  be  other- 
wise assured  and   conveyed   to  the  -aid   corporation,  to  be  formed  hereunder. 

§  6.     By  virtue  of  the  sale,  conveyance,  and   reorganization  herein    pro 
vided   for,   the   railroad    or   part   of    railroad   so    sold,    with    all   the    property 


62  CHICAGO.    BURLINGTON    &    QUINCT    RAILROAD    COMPANY 

movable  and  immovable  thereto  appurtenant,  and  all  the  franchises  of  the 
existing  corporation,  including  the  franchise  to  be  a  corporation  (but  not 
so  as  to  defeat  or  impair  any  right  or  remedy  against  the  now  existing 
corporation,  in  favor  of  any  other  party),  shall  pass  to  and  vest  in  the 
new  corporation,  to  take  effect  from  the  time  of  such  sale;  and  the  per- 
sons making  such  purchase,  and  effecting  such  reorganization,  their  associ- 

i  and  successors,  shall  become  and  be  a  new  and  distinct  body  politic 
and  corporate,  and  may  sue  and  be  sued,  plead  and  be  impleaded,  answer 
and  be  answered  unto  in  all  courts  and  places,  and  shall  be  entitled  to  the 
benefits   ami    -  I    to   the   obligations   and    duties    imposed   upon    railroad 

corporations  by  the  laws  of  this  State,  not  inconsistent  with  this  act;    and 

:  new  corporation  may  issue,  in  exchange  for,  and  as  an  equivalent  for 
the  value  of  the  said  property  purchased,  all  or  any  part  of  its  shares  of 
preferred  stink,  and  also  its  bonds,  secured  by  a  mortgage  or  deed  of  trust 
of  and  upon  said  properly  to  the  extent  of  not  exceeding  .* l,b'00,000,  and 
also  all  or  any  part  of  its  common  stock,  excepting,  however,  such  portion 
of  said  common  [stock]  a-  is  required  to  be  issued  for  other  purposes,  as 
hereinafter  set    forth. 

0   7.     Ti<  ■      -  subscribing  said  article-  shall  have  power  either  before 

or    after    the    sale,    to    adept    a    plan    of    purchase    and    reorganization;     to 
appoint   propi         _      '-to   effect    the  same;     to   direct   the   issue  of  such   and 
•■any    of    its    shares    oi    ;    eferred   and    common    stock,   and    such    and    so 
mar  -  j,  secured  bj   mo    s    -  mall  be  necessary  to  carry  out 

said   ph.  "    the   distribution    of   the  of   stock   of   the   new 

corporation  into  a  preferred  stock  and  a  common  stock. 'as  they  shall  think 
lit:  to  declare  who,  and  upon  what  terms  and  conditions,  of  the  several 
classes  of  stockholders  and  bondholders,  may  vote  in  the  election  of 
directors,  ami  in   other   matters  affecting   the   interests   of   the  company,  ami 

-  and  conditions  upon  which  they  co-operate  in 
effecting    the    said    reorganization,    and    t:  _    ts   of    bondholders    and   of 

shareholders  to  vote,  and  the  rights  of  the  latter  to  a  dividend  or  dividends 
shall  be  such,  and  such  only,  as  shall  lie  prescribed  by  the  said  subscribers. 
S.  The  corporation,  when  so  organized,  shall  have  power  to  issue  its 
bonds  or  obligations  for  the  purpose  of  carrying  out  said  plan  and  for  the 
purpose   of   pur.  _        id   eastern  extension,   in    such    denominations,  not 

than    $1,000,   as   it   shall   see   lit.    hut    for   an   amount    not   exceeding   the 
amount  !,  and   at  a   rate   of   interest  not  exceeding  eight   per  cent., 

and  also  to  borrow  money,  in  or  out  of  this  State,  and  to  issue  its  bonds 
therefor  at  such  rate  of  interest  as  it  shall  think  proper;  to  execute  such 
bonds  and  other  securities,  in  or  out  of  this  State,  and  to  make  them  pay- 
able at  any  place,  in  or  out  of  this  State,  as  the  parties  may  agree;  to 
secure  the  payment  of  said  bonds  by  a  lease  or  leases  of  its  road,  or  any 
part  of  it,  or  by  one  or  more  mortgages  or  deeds  of  trust,  of  its  road,  or 
any  other  of  its  property  and  its  corporate  franchises  or  any  part  thereof, 
which  mortgages,  deed  or  deeds  of  trust  may  cover  and  include  as  well 
property  to  be  acquired  by  the  corporation  as  that  owned  by  it  at  the 
time  of  the  execution  of  such  instruments,  and  may  authorize  the  mort- 
gagees or  trustees  to  enter  into  and  take  possession  of  the  mortgaged  prop- 


CORPORATE    HISTORY  63 

erty  and  premises  in  case  of  default  of  payment  of  any  interest  or  the 
principal  of  such  bonds,  and  to  sell  the  mortgaged  property,  its  appur- 
tenances and  franchises,  or  any  part  thereof,  for  the  payment  of  any  such 
principal  or  interest,  or  to  run,  use  and  operate  the  said  railroad  and 
,  property,  and  apply  the  income  thereof  to  the  expenses  of  running  and 
operating  the  said  road,  and  to  the  payment  of  the  interest  and  principal 
aforesaid.  Said  corporation  may  create  a  sinking  fund,  for  the  ultimate 
payment  of  its  liabilities,  and  may,  by  its  officers  or  agents,  sell  or  hypothe- 
cate its  bonds  and  other  securities,  in  or  out  of  this  State,  at  any  rate  of 
price,  above  or  below  par,  that  it  may  think  proper. 

§  9.  Said  corporation  shall  have  power  to  assume,  carry  out  and  perform 
any  contract  or  contracts  heretofore  entered  into  by  the  Peoria  and 
Oquawka  or  the  Logansport,  Peoria  and  Burlington  Railroad  Company, 
and  to  make  any  settlement  or  adjustment  with  the  contractors  for  the 
construction  of  the  bridge  over  the  Illinois  river,  at  Peoria,  that  the  parties 
can  agree  upon,  and  to  liquidate  and  remove  all  incumbrances,  and  li< 
upon  said  road,  or  any  part  thereof,  including  said  bridge,  and  to  perfect 
their  title  to  the  same. 

§  10.  Said  corporation  shall  have  power,  with  the  consent  and  concur- 
rence of  a  majority  in  interest  of  the  bondholders  and  stockholders  entitled 
to  vote,  for  the  time  being,  to  lease  any  connecting  railroad  in  this  or  any 
adjoining  State,  to  form  running  connections  with  any  such  railroad,  or 
to  consolidate  its  property  and  stock,  and  to  merge  it-  corporate  existence 
and  franchises  in  and  with  those  of  the  corporation  owning  any  such  con- 
necting   road,   upon   any    terms    upon    which    the    parties    may    agree. 

§  11.  If  the  articles  of  association  satisfied  and  provided  for  in  this 
act  shall  be  filled  as  herein  prescribed,  within  three  months  after  the 
judicial  sale  or  sales  of  said  eastern  extension,  the  same  shall  be  deemed 
an  acceptance  by  the  subscribers  of  the  privileges  and  franchises  conferred 
by  this  act,  and  it  is  hereby  provided  thai  such  sale  or  sales,  and  re- 
organization shall  not  have  the  effeel  to  destroy  or  impair  any  right  or 
franchise  which  may  now  exist,  extending  from  the  eastern  to  the  western 
boundary  lines  of  the  State,  or  any  obligation  or  duty  resting  upon  the 
owners  or  operators  of  any  other  portion  formerly  belonging  to  said  first 
mentioned  corporation,  to  run,  use  or  operate  the  same,  or  permit  the  same 
to  be  run,  used  or  operated  as  a  continuous  line  across  the  whole  State, 
but  the  said  railroad  shall  be  run,  used  or  operated  as  designed  and 
intended  by  the  state  in  granting  the  franchise  therefor,  in  and  by  the 
original  act  of  Incorporation  and  the  several  acts  amendatory  thereof,  from 
the  Mississippi  river  to  the  eastern  boundary  of  this  state,  as  a  continuous 
line  of  road. 

$  12.  The  said  corporation,  when  so  organized,  shall  reserve  out  of  its 
shares  of  common  stock,  and  shall  issue  to  the  city  of  Peoria,  and  county 
of  Iroquois,  one  share  of  common  stock  in  the  new  corporation,  in  exchange 
for  every  share  of  stock  in  the  old  corporation,  which  was  originally  sub- 
scribed for  the  said  eastern  extension,  herein  first  mentioned,  and  amount- 
ing in  the  aggregate  to  $150,000,  at  par,  now  held  by  said  city  and  county 
respectively:     Provided,  that  if  said  city  and  county,  or  either,  shall   not 


64  CHICAGO,    BURLINGTON    &    QUINCE    RAILROAD   COMPANY 

accept  said  shares  of  common  stock  after  three  months'  notice  from  the 
new  corporation  of  its  readiness  to  deliver  the  same,  then  their  rights  to 
such  shares  shall  terminate,  and  said  new  corporation  may  then  dispose  of 
the  same  as  it  shall  see  lit:  and  said  corporation  shall  also  reserve  out  of 
its  shares  of  common  stock,  and  shall  issue  to  such  other  persons  as  are 
now  the  holders  of  full  paid  shares  of  the  stock  of  said  first  mentioned 
company,  which  were  subscribed  specifically  for,  or  towards,  said  eastern 
extension,  one  share  of  common  stock  in  the  new  corporation,  for  every 
share  of  such  stork,  so  specifically  subscribed  for:  Provided,  however,  and 
upon  this  express  condition,  thai  anj  person  failing  to  call  for  and  demand 
such  -hare  of  common  stock,  within  three  months  after  public  notice  by 
the  new  corporation,  through  one  or  more  newspapers  published  in  the 
cities  of  Peoria  and  Chicago,  in  this  stale,  of  its  readiness  to  deliver  the 
same,  and  failing  also  to  pay  to  the  new  corporation  one  dollar  in  cash 
for  everj   sh;  ich  common  stock,  -hail  nol   thereafter  be  entitled  to 

have  or  demand  the  same,  and  said  corporation  may  dispose  of  such  shares 

of  common    stock    a-    il    -hall    -ee    lit. 

Said    new    corporation    -hall    have    the    right    to    purchase    and    hold 

lands  in  the  <it\  of  Peoria,  for  depot  and  other  purposes,  in  connection 
with  the  use-  of  its  road. 

$    14.      This    act    shall    be    a     public    act,    and    shall    take    effect    and    be    in 
■     from   and  after   its   passa 

Approved  February  1  l,  1 B63. 

Privatt    Laws  Illinois  1868,  Page  225. 


ACT  OF   LEGISLATURE 
Approved   February   1  l,   1 863. 

AN  ACT  to  enable  purchasers  of  railroads  sold  under  mortgages,  deed-  nf 
■.  or  otherwise,  hereinafter  mentioned,  to  become  corporations. 

Section   1.     B<    it  enacted  by  tht    Peoph   of  tht   Statt   of  Illinois,  repre-. 

;,,.   (.■  ierai  Assembly,  That  it  -hall  be  competent  and  lawful  for 

the   purchaser    or    purchasers    of    the    Peoria    and    Oquawka    Railroad,    the 

Racine   and    Mississippi    Railroad,  and   the  Quincy  and   Chicago   Railroad, 

jr   either   of    them,    said    railroads,    under    any    mortgage    or    .1 1    of   trust, 

or  by  virtue  of  the  decree  of  any  proper  court,  for  the  purpose  of  more 
conveniently  managing  the  same  to  associate  with  themselves  such  persons 
or  parties  as  they  shall  see  lit  and  proper  therein;  and  to  cause  to  be 
made  and  issued  to  the  parties  so  associate. I  certificates  of  stock  of  the 
same  designations  and  descriptions  as  wen-  issued  under  the  original 
charter,  and  acts  incorporating  the  company,  which  may  have  owned  such 
road  theretofore:  Provided,  however,  thai  the  whole  amount  of  such  stock 
so  issue I  shall  not  exceed  the  amount  of  the  cost  of  said  road  and  the 
equipment  thereof,  estimated  at  fifty  thousand  dollars  per  mile. 

§  2.  There  shall  be  called,  by  the  purchasers  of  said  road,  a  meeting 
of  the  parties  holding  certificates  of  stock   so  issued,  to  be  held  at  some 


CORPORATE    HISTORY  65 

place  iu  this  State,  at  such  time  as  may  be  convenient;  at  which  meeting, 
so  called,  all  of  the  holders  of  said  stock  or  certificates  may  be  represented 
by  person  or  by  proxy;  and  the  stockholders  so  present,  in  person  or  by 
proxy,  shall  be  authorized  and  empowered  to  elect  a  board  of  directors,  to 
consist  of  the  same  number  as  was  provided  in  the  original  charter  and 
acts  incorporating  the  corporation  by  which  the  said  road  was  constructed; 
and  thereupon,  the  said  stockholders  shall  become  entitled  to  all  the  rights 
and  privileges,  and  corporate  franchises  granted  and  created  by  the  orig- 
inal charter  and  acts  of  incorporation,  so  far  as  they  pertain  to  and  are 
applicable  to  the  road  so  sold  and  purchased:  Provided,  howevei;  there 
shall  be  filed  with  the  Secretary  oi  S  .  under  the  signatures  of  a 
majority  of  the  stockholders  in  the  new  corporation,  describing  the  road 
so  sold,  its  extent  and  it-  termini,  and  the  acts  of  incorporation  under  which 
it   was   constructed,  and   setting  forth  the   proc<  i i *  1  meeting,   the 

name  adopted  for  the  company  so  organized,  and  its  election  to  adopt  the 
charter  and  acts  amendatory  thereto,  within  sixty  days  after  such  meeting 
and  actions,  and  certified  also  under  the  name  and  seal  of  the  newly 
organized  corporation;  and  upon  filing  such  certificate,  the  person-  so 
associated,   and   their   sin  -hall    lie  a    body    politic   and    corporate,    by 

the  name  stated   in   such  certificate;   and  a   cop;  b  certificate,  attested 

by  the  signature  of  the  Secretary  of  state,  or  his  deputy,  shall,  in  all 
courts  and  plan'-,  be  evidence  of  the  formation  and  existence  of  the  said 
corporation,  and  of  the  facts  in  said  certificate  stated:  And  provided, 
further,  it  shall  lie  competent  for  said  stockholders,  in  such  certifii 
adopt  such  acts  of  the  legislature,  under  which  such  road  was  constructed 
and  built,  as  they  may  deem  advisable:  but  they  shall  not  be  entitled  to 
retain  any  rights  and  pri        _  ntitled  to  the  benefits  of  any 

conferring  power  and  privileges  beyond  and  not  appertaining  to  the  road 
and  appurtenances  or  to  the  part   thereof  actually  sold. 

■  3.  The  stockholders  in  such  newly  organized  corporation  shall  have 
the  right  to  consolidate  their  stock  and  property  with  the  stock  and  prop- 
erty of  any  other  railroad  company  with  whose  road  its  line  may  connect 
or  intersect,  under  the  same  restrictions  and  in  the  same  manner,  and  with 
the  same  rights  a-  are  provided  in  and  by  an  act  to  enable  railroad  com- 
panies and  plankroad  companies  to  consolidate  their  stock,  approved  Feb 
ruary  the  28th,  A.  D.  1854.  Nothing  in  this  act  contained  shall  be  consti 
either  on  the  tun'  hand  so  as  to  impose,  or  on  the  other  ><  ■  as  to  impair  or 
destroy  any  obligation  or  duty  upon  the  persons  purchasing  or  owning  a 
part  or  parts  of  anj  continuous  line  of  railroad  to  use  and  operate  the 
part  or  parts  so  purchased  or  owned,  in  connection  with  the  remaining  part 
or  parts  of  said  continuous  line;  but  such  obligation  and  duty  shall  be  and 
remain  such  and  such  only  as  they  would  have  been  had  this  act  not  have 
been  passed,  hereby  declaring  that  the  franchises  of  the  Peoria  and 
Oquawka    Railroad  shall  not   be  unpaired. 

This  act  shall  lie  in    r  om  and  after  its  pas-age. 

Approved  February  1  J,  1863. 

Pri  ran   Laws  Illinois  1863,  Pagt 


66  CHICAGO,    BURLINGTON    &   QUINCT    RAILROAD   COMPANY 

ACT  OF  LEGISLATURE 
Approved  Juno  10,  1863. 

A  BILL  to  enable  the  purchasers  of  the  west  end  of  the  Peoria  and 
Oquawka    Railroad,   sold    under  mortgage,  deed  of   trust,  or   otherwise,  to 

become  a  corporation. 

Section  1.     Z><   it  enacted  by  tin    People  of  tin   State  of  Illinois,  repre- 
he  Gi  Assembly,  That  it  shall  be  competent  and  lawful  for 

the  purchasers  of  that  portion  of  the  Peoria  and  Oquawka  Railroad  which 
lies  west  of  the  Illinois  river,  sold,  or  which  may  hereafter  be  sold  under 
any  mortgage,  oi  deed  of  trust,  or  by  virtue  of  the  decree  of  any  proper 
court,  for  the  purpose  of  more  conveniently  managing  the  same,  to  asso- 
ciate with  themselves  such  persons  or  parties  as  they  shall  see  (it  and 
proper,  and  to  cause  to  1"'  made  and  issued  t<>  the  persons  and  parties  so 
associated,  certificates  of  stork  of  the  same  designations  and  descriptions 
as  we  •■  issued  under  the  original  charter  and  arts  incorporating  the  com- 
pany   which    owned    such    road    theretofore:     Provided,   however,   that   the 

whole   amount    of   such    stock    50    issued    shall    not   exceed    the   amount   of   the 

cost  of  said  roa< I  and  the  equipment  therefor,  estimated  at  fifty  thousand 
dollars  per  mile. 

2.      There  shall   lie  called,   bj    the  purchasers  of  said   part   of  said   road, 
a  meeting  of  the  parties  holding  certificates  of  stock  so  issued,  to  be  held 

at    -nine    place    in    this    State,    at    such    time   as    may    lie    convenient,   at    which 

meeting  all  of  the  holders  <>f  said  stock  or  certificates  shall  be  represented, 
in  person  or  by  proxy;  and  the  stockholders  so  present,  in  person  or  by 
proxy,  shall  lie  authorized  and  empowered  to  elect  a  board  of  directors,  to 
consist  of  tl  i  umber  as  was  provided  Eor  in  the  original  charter  and 

a.  i-  incorporating  the  Peoria  and  Oquawka  Railroad  Company,  by  which  the 

said  part  of  -aid  mad  was  constructed;  and  thereupon  the  said  stock- 
holder-  -hall    become   entitled  to  all    the    rights   and    privileges   and   corporate 

franchises  granted  and  created  bj  the  original  charter  of  said  company, 
approved  February  12  A.  1>.  1840  [1849]:  Provided,  however,  that  there 
should  lie  tiled,  within  sixty  days  after  said  meeting,  with  the  Secretary  of 

State,  under  the  signatures  of  all  the  stockholders  in  the  new  corporation,  a 
certificate,  Betting  forth  the  proceedings  of  said  meeting,  and  the  name 
adopted  for  the  company  so  organized,  which  said  certificate  shall  also  be 
certified  under  the  name  and  seal  of  the  newly  organized  corporation;  and 
upon  filing  such  a  certificate,  the  persons  and  parties  so  associated,  and  their 
SUCci  body   politic  and  corporate,  by  the  name  stated  in  such 

certificate;  and  a  copy  of  such  certificate,  attested  by  the  signature  of  the 
Secretary  of  State  or  his  deputy,  shall,  in  all  courts  and  places,  be  evidence 
of  the  formation  and  existence  of  the  said  corporation  and  of  the  facts  in 
said   certifies  i;     but  the  said  new  corporation   shall  not  lie  entitled 

to  the  benefit  of  any  other  act  or  acts  conferring  power  or  privileges,  be- 
yond and  not  appertaining  to  the  part  of  the  road  actually  sold  and  its 
appurtenances. 

$   .;.     The  stockholders  in  such  newly  organized  corporation  shall  have  the 
right   to   consolidate   their   stock  and   property   with   the   stock  and   property 


CORPORATE    HISTORY  67 

of  any  other  railroad  company  with  whose  road  its  line  may  connect  or 
intersect,  with  the  same  restrictions  and  in  the  same  manner,  and  with  the 
same  rights  as  are  provided  in  and  by  an  act  entitled,  "An  Act  to  enable 
railroad  companies  and  plankroad  companies  to  consolidate  their  stock," 
approved  February  28,  A.  D.  1854,  and  such  consolidated  company  shall 
have  the  right   to  borrow  money   at   any  rate  of  ii  ;    its   bonds,  and 

to  mortgage  the  whole  or  any  part  of  its  road  to  secure  the  payment  thereof. 

§  4.  Nothing  in  this  act  contained  shall  be  so  construed  as  either  on  the 
one  hand  to  impose,  or  on  the  other  to  destroy  or  impair  any  obligation  or 
duty  upon  the  persons  purchasing  or  parties  owning  such  part  of  said  rail- 
road to  use  or  operate  the  same  in  connection  with  the  remaining  part  of 
said  road  lying  east  of  the  Illinois  river;  but  such  obligation  and  duty  shall 
be  and  remain  such  and  such  only,  as  they  would  have  been  had  this  ait 
not  been  passed. 

This  act  shall  take  effect  and  be  in   force  from  and  a 

APPBOVED  June  10,  1863. 

Privatt   Laws  Illinois  1868,  I' 


FIRST  CONTRACT,  .iul:.    1,  1853  between  Peoria  and  Oquawka  Kailroad 
Company   and   Central    Military   Tract    Railroad    Company. 

Memorandum  of  an  agreemenl  made  and  entered  into  between  the  P 
and  Oquawka  Sail  Road  Company  of  the  first  part,  through  their  committee 
duly  authorized  and  tli,    (  ■    'ml  Military  Tract  Bail  /.'"</</  Company  through 
their  committee  also  duly  authorized  the  first  day  of  duly  A.   I>.    Is" 

The  s.-ii.l  firsl  named  party  agree  in  consideration  of  the  agreements  here 
inafter  made  by  the  said  second  party — that  the  main  line  of  the  Peoria 
and  Oquawka  Rail  Road  shall  lie  located  and  constructed  at  or  within  the 
Southern  line  of  the  corporate  limits  of  the  village  of  Galesburg, 

And  it  is  als,.  agreed  by  the  said  first  party  that  it  will  receive  and  trans- 
port over  its  road  to  and  from  the  road  of  the  said  second  party  all  its 
freight  ami  passengers  having  referance  to  i  sses  oi  p  ssengers  and  kinds 
of  freight  at  rates  of  fare  and  freight  which  shall  net  I  sceed  pi  i  mile  the 
rates  charged  for  freight  ami  over  the  whole,  or  any  part  of  the 

Peoria  and  Oquawka  Rail  Road  for  any  other  party  or  in  connection  with 
any  other  connecting  Rail   Road  or   route  of  travel. 

And  it  is  further  also  agreed  that  there  shall  bo  no  delay  in  the  trans- 
portation of  passeng(  rs  coming  from  or  going  I  I  I  entral  Military  Tract 
RaiJ  Road  at  regular  ami  stated  periods,  bul  that  if  necessary  in  order  to 
accommodate  the   passenger   ;  said   road   special  trains  shall 

be  run  between   Galesburg  and  Burling  Mich  time  and  in  such  a   man- 

ner as  shall  be  required  by  the  Central  Military  Company  for  the  accommo- 
dation of  its  regular  trains  not  unnecessarily  interfering  with  the  regular 
time  of  the  passenger  trains  of  the  said  first  party,  and  the  said  trains  so 
run  shall  be  run  with  the  same  speed  and  operated  with  as  good  a  grade  of 
service  ami  shall  be  as  well  accommodated  in  every  respect  as  any  of  the 
trains  running  upon  the  road  of  the  said  first  party. 


68  CHICAGO,    BURLINGTON    &    QUINCY    RAILROAD    COMPANY 

Ami  it  is  mutually  agreed  that  there  shall  be  such  an  interchange  of 
freighl  ears  running  upon  both  roads,  as  will  but  facilitate  the  transporta- 
tion of  freight  from  any  point  on  eacli  road  as  will  obviate  the  necessity  of 
transhipment  at  the  Junction  and  the  said  freight  shall  be  transported  in 
the  cars  of  each  Company  over  the  road  of  the  other  in  such  a  manner  as 
will  but  accommodate  the  business  and  promote  the  interest  of  both  parties. 

And  the  said  firsl  party  agree  to  sell  tickets  and  cluck  baggage  at  all 
its  offices  for  passengers  going  from  any  point  on  its  road  to  any  point  on 
the  line  of  the  road  of  the  said  second  party  and  to  such  places  beyond  the 
road  of  the  said  second  party  as  said  last  named  party  sell  tickets  for  when- 
ever desired  and  shall  receive  the  tickets  sold  by  an\  other  Company  or 
party  t"  passengers  passing  over  any  pari  of  its  road  and  the  Military 
Tract  Rail  Road  or  to  any  point  on  the  Military  Tract  Road  or  to  any  point 
to  which  the  said  Company  sell  tickets  when  desired  and  the  said  last  Com- 
pany shall  do  the  same  thing  for  the  benefit  of  the  Peoria  and  (hpiawka 
Rail  Road  < ' pa  u\ . 

And  it  is  further  agreed  by  the  said  firsl  party  that  the  baggage  Cars  for 
passengers  to  and  from  Burlington  passing  over  the  Central  .Military  Tract 
Road  shall  if  desired  be  drawn  over  the  road  of  the  said  first  Company. 

Ami  it  is  mutually  agreed  that  when  the  cars  of  either  Company  pass 
over  the  mad  of  the  other  or  its  connections  such  compensation  .shall  be 
be    made  and   allowed    therefor  as   shall    be   just    and    reasonable. 

And  the  said  second  party  agree  to  furnish  for  the  said  first  party  foul- 
acres  of  ground  for  Depot  purposes  at  or  near  the  Junction  of  the  two  Roads 
conveniently  situated  for  its  business  and  to  erect  and  provide  a  passenger 
depot  for  the  accommodation  of  both  Companies  if  desired  and  to  be  occu- 
pied  by  the  said  second   party,   for  which    if  so  occupied   it   agrees  to  pay 

such   rent    as  shall   be    just   ami  equitable. 

Ami   whereas  the   object    of   this   contract    is    to   promote   the   interest    of  all 

parties  transacting  business  or  travelling  over  the  roads  and  thereby  in- 
crease the  common  ami  joint  business  id'  both  Companies,  and  also  to  pro- 
vide for  the  Central  Military  Tract  Company  a  connection  with  Purlington 
as  convenient  as  if  its  road  extended  to  that  point;  therefore  should  this 
i -incut  from  defection  or  inadequate  to  secure  these  objects  such  ad- 
ditional stipulations  and  agreemi  ats  shall  be  made  as  will  more  fully  secure 
them  and  in  consideration  thereof  and  of  the  performance  of  the  agreements 
herein  contained  by  the  said  first  party  the  said  second  party  further  agree 
thai  it  will  not  aid  or  assist  in  the  construction  of  any  Rail  b'oad  connecting 
it  with  the  Mississippi  at  any  point  within  thirty  miles  upon  the  lines  of 
either   of   the  termini   of  the   said    Peoria    and   Oquawka    Pail    Poad. 

Ami  it  is  agreed  by  the  said  second  party  that  all  the  obligations  hereby 
imposed  upon  the  said  first  party  relative  to  the  transportation  of  passen- 
gers ami  freighl  so  far  as  prices  and  fare  are  concerned  shall  be  also  re- 
ciprocal and  shall  be  fulfilled  and  performed  by  the  said  party  of  the  second 
part  in  favor  of  the  said  first  party. 

And  it  is  further  mutually  agreed  that  in  case  any  difficulty  or  dispute 
shall  arise  as  to  the  mode  and  manner  in  which  the  interest  of  this  contract 


CORPORATE    HISTORY  69 

shall  be  carried  into  effect  the  same  shall  be  referred  to  and  settled  by  three 
arbitrators  chosen  by  the  parties  in  the  usual  manner. 

In  witness  whereof  the  parties  have  by  their  respective  committee  executed 
this  agreement  the  day  and  year  above  written  at  Monmouth. 

Geo.  C.  Bestor 
James  W.  G rimes 
A.  C.  Harding 

Committee  P.  #  0.  A'.  E.  Co. 

J.  W.  Brooks 
James  F.  Joy 
W.  Seldon  Gate 

Commit/"   ( '.  }[ .  T.  /,'.  E.  Co. 

I,  Henry  Nolte  Secretary  of  the  Peoria  and  Oquawka  Rail  Road  Company 
do  hereby  certify  that  the  foregoing  is  a  true  copy  of  contract,  the  original 
of  which  is  filed  in  my  office. 

[Seal]  II  i:\-uv  Xolte, 

Peoria,  25th  May  1857.  Sec.  P.  $■  0.  E.  E  Co. 

CONTRACT,    October    3,    1  >">4    Peoria    and    Oquawka    Railroad    Company 
with  Central   Military  Tract    Railroad  Company. 

This  Indenturt  made  and  entered  into  this  the  third  day  of  October  A. 
D.  1854  between  the  Peoria  and  Oquawka  Rail  Road  Company  of  the  first 
part,  and  the  Chicago  and  Aurora,  and  the  Central  Military  Tract  Rail 
Road  Companies  of  the  second  part.     Witnesses 

That  the  said  party  of  the  firsl  part  covenants  and  agrees  to  demise  and 
lease  to  the  said  parties  of  the  second  part,  and  dues  hereby  demise  and 
lease  to  the  said  parties  all  and  singular,  all  that  part  of  the  Rail  Road  of 
the  said  firsl  party,  lying  between  and  at  Galesburg  and  the  Mississippi 
River  with  its  track,  righl  of  way  depots,  water  stations  and  all  the  ap- 
purtenances thereto,  belonging  and  appertaining,  not  including  the  rolling 
stock  now  owned  by  the  I'.  >.v  0.  R.  R.  for  the  full  term  of  three  yei 
the  said  pari  of  the  said  Rail  Road  so  leased  shall  be  completed,  and  in 
running  order   for   business,   with   the  right    to   take   possession    of  and   to 

enter    upon    use    and    enjoy,    and    operate   and    manage    the    same,    during    the 

continuance  of  the  said  lease  and  term,  for  its  own  use  benefil  and  behoof. 
The  said  parties  of  the  second  part  yielding  and  paying  during  the  con- 
tinuance of  the  said  term  after  ami  commencing  from  the  time  when  the 
said  Road  shall  he  complete,  and  in  running  order  fur  use  to  tin-  party  of 
the  first  part,  in  the  manner  hereinafter  agreed,  the  annual  rent  of  forty- 
five  thousand  dollars,  being  as  agreed  five  per  cenl  upon  the  fixed  and  agreed 

and   estimated    cost    of   that    part    of   the   said    road,   of   the   said    party   of  the 

first  part   <<>  leased,  which  said  agreed  and  estimated  cosl    is  nine  hundred 

thousand  dollars,  hut  which  agreed  and  estimated  valuation  it  is  also 
understood  and  agreed  is  one  hundred  thousand  dollars  higher  than  the 
real  cost  of  the  same,  and  is  so  agreed  and  understood  and  estimated  in 
order  to  provide  and   furnish   a   compensation   for   the   wear   and  tear   and 


70  CHICAGO,    BURLINGTON    &    QUINCY    RAILROAD    COMPANY 

deterioration  of  the  said  leased  road  during  the  term  of  said  lease,  and  as  a 
consequence  it  being  also  agreed  that  any  iron  ties  or  timber  or  other  ma- 
terial required  for  necessary  repairs  during  said  term  shall  be  paid  for  by 
the  said  first  party,  but  put  in  and  the  work  of  repairs  done  by  the  said 
second  parties. 

It  being  agreed  and  understood  by  and  between  said  part  its  that  the  said 
second  parties  shall  by  way  of  further  rent,  account  to  and  pay  to  the  said 
first  party  in  the  manner  hereinafter  agreed  for  the  payment  of  the  said  five 
per  cent  two  thirds  of  the  profits  which  may  result  from  the  business  of  the 
said  leased  mad  over  and  above  the  expenses  of  operating  and  keeping  the 
same  in  order,  retaining  one  third  in  consideration  of  the  equipment  and 
the  said  five  per  cent  specifically  agreed  to  be  paid  as  aforesaid  and  thai 
an  estimate  of  said  profits  shall  be  made  up  as  follows,  viz.  an  accurate  ac- 
count shall  be  kept  which  shall  be  always  open  to  the  examination  and  in- 
spection of  any  person  duly  authorized  by  the  said  first  party  showing  all  the 
receipts  and  expenditures  on  the  said  Leased  road,  the  rates  of  freights  and 
i  by  the  said  second  parties,  but  aol  being  less  permile, 
ording  to  the  miles  carried,  than  shall  be  charged  on  the  combined  roads 
or  the   n  the  said   firsl    parties  having   n  e  to  the  through  and 

way  freight,  and  passengers  and  rale-  respectively,  and  also  classes  of 
each,  and  a  fair  and  just  allowance  also  being  made  SO  as  to  distribute 
the  charges  for  loading  and  unloading  on  the  whole  amount  received  on 
each    freight   bill. 

It  being  also  further  mutually  agreed,  that  one  half  of  all  the  said  rents 
•has  accruing  for  the  benefit  of  and  becoming  payable  to  the 
.  shall  be  paid  and  d.  positi  d  at  the  American  Exchange  Bank, 
or  with  the  Bankers  which  may  be  agreed  upon  by  both  of  said  parties,  and 
expressly  applied  to  the  payment  of  the  Lnteresl  coupons  of  the  first  and 
id  mortgage  bonds  of  the  said  first  party  and  that  said  amount  shall 
posited  semi-annually  on  or  before  the  first  day-  of  .May  and  No- 
vember iii  each  year. 

The  said  party  of  the  first  part  also  agrees  that  the  said  road  so  leased 
shall  be  completed  and  in  running  order  for  the  trains  on  the  first  day  of 
January  A.  1>.  1855  with  suitable  temporary  depots  and  side  tracks  and 
stations  for  its  convenience  and  also  a  temporary  and  convenient  track  to 
the  ferry  on  the  Mississippi  and  that  after  tin  track  is  laid  the  necessary 
ballasting  shall  be  completed  which  shall  not  have  been  done  before,  to  put 
the  road  in  proper  and  good  condition  for  permanent  use,  and  further  the 
-aid  first  party  agrees  that  if  it  does  not  proceed  with  the  work  in  such 
manner  as  to  secure  it-  completion  for  the  reception  and  running  of  trains 
by  the  said  first  day  of  January  the  said  second  parties  may  put  men  on 
the  work,  and  expend  for  and  on  account  of  the  said  first  party  the  needful 
amount  to  complete  it.  and  in  like  manner  may  do  the  same  in  regard  to  the 
necessary  ballasting  if  it  be  not  done  by  the  said  first  party  with  reasonable 
diligence  after  the  said  road  shall  be  occupied  by  the  trains  and  in  opera- 
tion, the  amount  required  to  complete  the  road,  being  supposed  to  be  about 
Forty  thousand  dollars  but  may  exceed  that  sum. 

And  the  said  parties  of  the  second  part  agree  to  procure  and  furnish 
Twenty-two   hundred   Tons  of  iron,  like  in   form  and  quality  to  that  laid 


CORPORATE    HISTORY  71 

upon  the  Central  Military  Tract  Road  to  be  delivered  at  Burlington  and 
Galesburg  as  soon  as  the  same  can  be  transported  from  New  York  with 
ordinary  diligence  (casualties  excepted),  that  they  will  purchase  the  said 
iron  on  as  long  credit  as  can  conveniently  be  obtained  and  that  the  same 
shall  be  sent  to  Galesburg  and  Burlington  in  quantities  for  each  place 
which  may  be  most  convenient  to  facilitate  the  work  of  construction  of  the 
said  leased  road,  and  that  the  same  shall  be  placed  upon  the  track  of  the 
Road  subject  to  the  rights  of  the  parties  as  hereinafter  agreed  upon. 

And  it  is  further  mutually  agreed  that  the  said  party  of  the  first  part 
shall  for  all  the  money  which  may  be  required  for  carrying  out  this  con- 
tract by  the  said  second  parties,  execute  its  promissory  notes,  payable  to 
the  order  of  the  said  second  parties  or  otherwise  payable  as  they  may 
direct  on  six  months  time,  upon  which  interest  shall  be  made  up  at  a  dis- 
count of  twelve  per  cent  and  also  for  the  cost  of  said  iron  and  all  other 
materials  from  and  at  the  time  when  the  credit  at  which  the  same  may  be 
purchased  shall  expire  which  said  notes  shall  be  renewed  from  time  to  tine 
as  long  as  the  same  shall  remain  unpaid  by  the  Peoria  and  Oquawka  Kail 
Road  Company. 

And  the  said  parties  of  the  second  part  agree  in  consideration  of  the 
securities  to  be  given,  and  of  the  covenants  and  agreements  on  the  part  of 
the  said  first  party  herein  contained,  agree  and  COTI  procure  the  said 
notes  to  be  discounted,  and  to  raise  the  said  money  required,  and  to  carry 
the  same  along  by  renewals  from  time  to  time  until  the  period  fixed  herein 
for  the  payment  of  the  same  by  procuring  renewed  discounts  .so  that 
cost  of  the  money  to  the  said  second  parties  shall  be  and  only  be  the  dis- 
count above  agr 1  upon,  and  should  the  cost  of  raising  the  money  exceed 

that  amount  the  said  second  parties  shall  bear  it  themselves,  tie    said  ii 
however  being  made  payable   in  Boston  or  New   York. 

And  it  is  mutually  agreed  to  the  security  of  the  said  second  piirti.s,  that 
the  iron  which  is  to  be  purchased  by  the  said  second  parties  upon  their  own 
credit  in  the  first  instance  shall  remain  the  property  of  the  said  second 
parties  until  the  said  promisory  notes  to  be  given  by  the  said  first  party 
therefor  upon  the  expiration  of  the  credil  upon  which  the  same  shall  be 
purchased  by  the  said  second  parties  shall  have  been  [mid,  and  that  the  said 
iron  shall  be  deemed  and  taken  to  be  lent  to  the  said  fi]  pari  es,  until  the 
said  notes  are  fully  paid,  but  when  so  paid  then  to  become  the  property  of 
the  said  first  party,  but  if  not  paid  as  agreed  then  the  said  second  party 
to  have  the  full  right  to  remove  and  sell  the  same  as  hereinafter  agreed  as 
their  own  property. 

And  it  is  further  agreed  by  the  said  first  party  that  for  both  the  amount 
of  money  which  may  be  raised,  and  also  for  the  value  of  said  iron  and  for 
all  monies  which  under  this  agreement  may  become  a  debt  or  a  claim  or  a 
liability  against  the  said  first  party,  the  said  first  party  shall  place  in  the 
hands  of  the  said  second  parties  its  second  mortgage  bonds  to  double  the 
amount  thereof  so  that  the  said  second  parties  shall  always  hold  two  dollars 
ef  the  said  second  mortgage  bonds,  for  every  dollar  of  such  debt  claim  or 
liability,  but  it  is  expressly  understood  that  the  said  first  party  may  at  the 
maturity  of  any  or  all  said  notes  elect  to  pay  the  same,  and  reserve  back 
corresponding  amount  of  said  collateral  bonds  two  for  one  as  given. 


1*2  CHICAGO,    BURLINGTON    &    QUINCY    RAILROAD    COMPANY 

And  it  is  further  agreed  that  if  at  the  expiration  of  said  lease,  or  at  the 
expiration  of  three  years  from  the  completion  of  said  leased  road  the  said 
first  parties  fail  to  pay  said  debt   and  rel  !   second   parties   from  all 

their  liability  from  reason  thereof  and  by  reason  of  the  said  notes,  and 
pay  the  full  interest  thereof,  the  said  bonds  pledged  as  collateral  security 
may  be,  and  the  said  iron  may  be  sold  at  public  auction  in  the  city  of  New 
York,  three  weeks  notice  of  the  time  and  place  of  sale  having  first  been 
given  by  publication  in  some  public  Journal,  both  in  said  city  and  in  the 
city  of  Peoria,  and  any  deficit  shall  constitute  a  claim  or  debt  against  the 
first  party. 

And  in  that  i  agreed  that  tl  second  parties  shall  continue  the 

•  •  mi  the  terms  herein  agreed,  and  shall  hold  the  said  road  until  the 
balance  of  t ;      -  I   claim  or  liability  shall  be  paid  or  at  their  option 

in  1:  -    id  rent  and  profits  shall  and  may  pay  to  the  said  first   party  in 

like  manner  to  be  deposited  and  applied  in  like  manner,  a  sum  equal  to 
half  of  all  the  net  profits  on  the  traffic  and  business  of  the  said  leased  road, 
the  ether  half  to  be  applied  as  before  provided  in  redeeming  the  loan  or 
debt  and  paying  the  interest  until  the  claim  or  debt  or  liability  is  paid  and 
discharged  in  full  with  inten  - 

And  it  is  further  agreed  that  any  public  sale  of  the  property  herein 
pledged  the  pledgees  may  become  bidder  and  purchaser  of  the  property  as 
well  as  all  others. 

[1  is  also  further  agreed  by  the  said  first  party  that  when  the  road  is 
structed  from  Peoria  to  Galesburg  and  the  said  first  party  becomes 
again  possessed  of  said  li    -  d,  the  s:,i,i  parties  of  the  second  part  shall 

have  the  right,  which   is  herd  ■{  and  guaranteed   tn  them  of  running 

their  cars  .-in, i  engines  over  the  Bame  to  and  fro  between  Galesburg  and  the 
Mississippi  in  such  a  manner  as  to  accomodate  their  business  paying  per 
mile  for  freight  and  passengers  the  same  rates  that  the  said  first  party 
charg  iwn    freight   and   passengers   mi    its  own   road   having  refer 

■  to  through  ami  way  rates  and  classes  of  freight  and  passengers,  this 
not  being  intended  as  a  waiver  or  alteration  of  a  former  contract  sub- 
sisting   between    the   said    first    party    and    either    one    or    both    of    the   said 

■  id  parties,  except  that  h  -  the  additional  right  forever  of  and 
to  the  said  second  parties,  to  run  their  cars  and  engines  over  said  leased 
road  .-is  herein  provided. 

Ami  it  is  mutually  agreed  that  the  arrangements  for  running  trains  shall 
be  in  all   respects  fajj  ,.m,]  equal   for  both   parties  and  accomodate  the  busi- 

js  of  each,  and  in  case  there  shall  be  any  disagreement  as  to  the  arrange- 
ment fur  running  trains,  the  time  table  ami  rules  of  running  shall  be  fixed 
by  two  Superintendents  of  roads  of  whom  each  party  shall  choose  one  and 
if  there  be  any  disagreement  between  they  to  choose  a  third  to  act  as  um- 
pire between  them,  and  both  parties  will  regard  and  obey  their  decision, 
and  if  the  road  from  Galesburg  to  Peoria  shall  be  completed  before  the 
termination  of  the  said  lease,  then  the  said  first  party  shall  have  the  right  to 
run  its  cars  and  locomotives  over  said  leased  road  subject  to  the  same  pro- 
visions ami  stipulations  and  agreements  as  to  running  time  tables,  rates  of 
fare  etc.  as  are  the  second   said  parties  after  said  lease  shall  have  termi- 


CORPORATE    HISTORY  73 

nated,  and  in  both  cases  there  shall  be  a  fair  and  just  allowance  for  car  and 
engine  service  and  in  both  cases  the  respective  parties  shall  have  the  right 
to  take  wood  and  water  at  the  Stations  making  a  .just  and  reasonable  com- 
pensation and  payment  for  the  same  to  be  likewise  settled  in  case  of  dis- 
agreement by  the  same  arbitrators. 

It  is  further  agreed  that  if  the  said  first  party  shall  at  any  time  fail  to 
pay  their  interesl  coupons  in  full  as  due  and  proceedings  shall  be  hail  to 
foreclose  cither  mortgage  or  put  the  road  into  the  hands  of  Trustees  it 
shall  operate  to  terminate  the  time  when  the  whole  amounl  then  due  from 
it  under  this  agreement  shall  mature  and  become  due  and  payable,  and  the 
said  second  parties  shall  have  the  same  rights  as  are  now  secured  to  them 
at  the  maturity  of  the  debt  or  claim  or  liability,  or  the  said  second  parties 
may  elect  if  they  please  to  pay  the  unpaid  coupons  taking  and  holding  the 
same,  and  the  amount  thereof  shall  become  a  pari  of  a  debl  of  a  liability 
of  the  said  first  party  for  which  they  shall  execute  notes  as  aforesaid,  and 

at    the    discount    aforesaid,    from    which    the    said    second     parties    may    raise 

money  to  reimburse  themselves  for  all  arears  so  paid,  and  such  failure  to 

pay   coupons    shall    give    to    the   said    Second    parties    the    righl    to    extend,   and 

shall    operate   as   an    extension    id'   the    lease   of    said    load    year    upon    the 

same  terms  as  to  rent  and  as  herein  agreed,  and  should  there  he  further 
failures  to  pay  coupons  the  option  as  above  stipulated  shall  be  repeated,  and 

be  the  same  at   each    failure  and   operate   in    like   manner  an   extension   of  the 

lease  for  one  year  at  each  said  failure  in  case  the  said  second  parties  pro- 
vide for  the   payment    of  said   coupons  and   above  ami    hold   the  same. 

It  is  further  stipulated  that  the  said  second  parties  may  borrow  the  iron 
required  to  complete  said  road  to  Galesburg,  agreeing  to  replace  it  in  New 

Orleans  or  New  York  early  next  Spring  unless  they  can  buy  it  on  terms  not 
exceeding  sixty-five   dollars  a    ton. 

And  it  is  agreed  by  the  said  second  parties  that  they  will  at  any  time 
allow  any  part  of  the  said  bonds  of  the  said  firsl  parts  to  he  redeemed  upon 
the  payment  of  the  proportion  of  money  for  which  they  stand  pledged,  and 
that  whenever  at  fixed  times  of  settling,  half  of  the  rents  ami  profits  of  the 
said  road  and  its  business  shall  pay  the  interest  ami  some  portion  of  the 
principal  of  the  debt  or  claim  due  from  the  said  tirst  to  the  said  second 
parties,  or  for  which  the  said  second  parties  shall  become  liable,  the  said 
second    parties    shall    deliver    back    to    the    said    firsl     parl\     the    amount     paid 

on   the  principal   in   the  said   I Is   in  the  proportion   of  two    for holding 

always  only  SO  many  of  the  said  bonds  as  shall  be  double  in  amounl  the 
actual  debt   claim  or  liability   tor   the   time   being. 

In  Witness  whereof  the  said  parties  have  hereto  respectively  set  their 
Seals  by  their  respective  Presidents  this  the  day  above  written. 

The  Peoria  &  Oquawka   Rail  Road  Co. 

/.',)/    I  rEORGE    <  '.    Bl  STOR,    1'resdt. 

The  Chieago  ^x   Aurora   Rail  Road  Co. 
By  .1  \.\ns  F.  .lov,  Presdt. 

The   Central    Military    Trad    bail    Road   Co. 
By  .1  wn-.s  F.  Joy,  aiding  for 
J.  \V.  Brooks,   Presdt. 


74  CHICAGO,    BURLINGTON   &   QUINCY   RAILROAD   COMPANY 

TRUST   MORTGAGE.     September   10,   1853.     The  Peoria  and   Oquawka 

Rail  Road  Company  to  David  Hoadley  et.   al. 
No.  1966.     Filed  September  24"  1853. 

This  Indenture  made  the  tenth  day  of  September  in  the  year  of  our  Lord 
one  thousand  eight  hundred  and  fifty  three  between  the  Peoria  and  Oquawka 
Rail  Road  Company,  a  Corporation,  duly  created  and  organized  by  and  under 
the  laws  of  the  State  of  Illinois,  parties  of  the  first  part  and  David  Hoadley 
and  James  T.  Soulter  of  the  City  of  New  York,  parties  of  the  second  part, 
ll'itnesseth  whereas  the  said  Peoria  and  Oquawka  Rail  Road  Company  pur- 
suant to  the  terms  of  the  Statute  of  said  State  of  Illinois  incorporating 
them  and  other  statutes  of  said  State  affecting  them  are  engaged  in  con- 
structing a  rail  road  from  the  City  of  Peoria  on  the  Illinois  River  to  the 
Town  of  Oquawka  on  the  Mississippi  River  in  said  State  and  also  in  con- 
structing a  branch  of  said  road  from  a  point  west  of  Monmouth  running 
thence  to  the  said  Mississippi  River  at  a  point  nearly  opposite  the  City  of 
Burlington  in  the  State  of  Iowa  and  for  the  purposes  authorised  by  said 
laws  of  said  state  have  heretofore  issued  the  bonds  of  said  Company  to  the 
amount  of  Five  Hundred  Thousand  Dollars  dated  respectively  on  the  first 
day  of  May  in  the  year  one  thousand  eight  hundred  and  fifty  two  numbered 
from  number  one  (1)  to  five  hundred  (500)  inclusive  and  for  the  purpose 
of  securing  the  payment  of  the  same  have  executed  a  deed  of  trust  in  the 
nature  of  a  mortgage  upon  the  premises  hereinafter  mentioned  and  specified 
to  William  l\  Coolbaugh,  John  F.  A.  Sandford  and  Luther  C.  Clark,  dated 
on  the  second  day  of  August  one  thousand  eight  hundred  and  fifty  two 
which  was  recorded  in  the  office  of  the  Clerk  of  the  Circuit  Court  and 
Recorder  of  Peoria  County  in  said  State  of  Illinois  in  Book  B.  A.  on  pages 
497  &c  and  in  the  several  other  counties  through  which  said  Rail  Road 
passes  and  in  confirmation  of  said  deed  of  trust  and  for  the  better  securing 
the  payment  of  said  bonds  to  the  respective  holders  thereof  have  also 
executed  to  the  said  Coolbaugh,  Sanford  and  Clark  a  certain  other  deed  or 
instrument  in  writing  dated  on  the  nineteenth  day  of  March  in  the  year 
one  thousand  eight  hundred  and  fifty  three  which  has  been  recorded  in 
the  aforesaid  Recorder's  office  of  Peoria  County  in  Book  E.  A.  pages  1, 
-,  '■'•  &c  and  in  the  several  other  counties  through  which  said  rail  road 
passes  to  which  deed  of  trust  and  of  confirmation  and  the  record  of  each 
reference  is  here  made  for  greater  certainty  as  to  the  provisions  and  con- 
tents thereof.  And  whereas  the  said  Peoria  and  Oquawka  Rail  Road  Com- 
pany are  desirous  of  borrowing  money  to  an  amount  not  exceeding  Seven 
hundred  thousand  dollars  to  be  applied  to  the  purchase  and  transportation 
of  or  in  payment  for  materials,  superstructure  and  equipments  for  said 
road  and  branch  and  the  construction  of  said  road  west  of  the  Illinois 
River  at  Peoria  aforesaid  and  the  aforesaid  branch  road  and  have  resolved 
to  execute  bonds  of  said  Company  therefor  in  sums  of  One  thousand  dollars 
each  bearing  even  date  with  these  presents  payable  on  the  first  day  of  May 
one  thousand  eight  hundred  and  seventy  three  bearing  interest  at  the  rate 
of  eight  per  cent  per  annum  payable  on  the  first  day  of  May  next  ensuing 
the  date  thereof  and  thereafter  payable  semi-annually  on  the  first  day  of 
each  November  and  May  until  said  principal  shall  be  paid  at  the  Banking 


CORPORATE    HISTORY  75 

House  of  the  American  Exchange  Bank  in  the  City  of  New  York,  said 
bonds  all  to  stand  equally  secured  by  these  presents  according  to  their 
amounts  notwithstanding  the  same  may  be  issued  at  different  times  and 
are  or  are  to  be  numbered  consecutively  from  number  (501)  five  hundred 
and  one  to  (1200)  twelve  hundred  inclusive  each  of  said  bonds  being 
authenticated  by  a  certificate  signed  by  said  parties  of  the  second  part  and 
containing  a  clause  permitting  the  holder  thereof  to  exchange  the  same 
at  par  for  shares  of  the  capital  stock  of  said  rail  road  company  at  the 
par  value  of  the  same  at  any  time  prior  to  the  first  day  of  May  one 
thousand  eight  hundred  and  seventy. 

.Voir  therefore  this  Indenture  Witnesseth  that  the  said  Peoria  and 
Oquawka  Kail  Koad  Company  in  order  to  secure  the  payment  of  said  last 
mentioned  bonds  and  the  interest  thereon  and  in  consideration  of  the  sum 
of  One  dollar  to  them  in  hand  paid  by  the  said  parties  of  the  second  part 
at  the  sealing  and  delivery  hereof,  the  receipt  whereof  is  hereby  acknowl- 
edged Have  granted,  bargained,  sold,  transfered  and  conveyed  and  by  these 
presents  Do  Grant,  bargain,  sell,  transfer  and  convey  to  the  said  parties  of 
the  second  part,  their  successors  in  the  trust  hereby  created  and  assigns 
All  the  following  present  and  in  future  to  be  acquired  property  of  the  said 
Company  and  all  their  rights,  interests  and  equity  of  redemption  therein 
that  is  to  say,  their  road  made  or  to  be  made  west  of  the  Illinois  River 
aforesaid  and  all  branches  thereof  made  or  to  be  made  including  the 
of  way  and  land  occupied  thereby  together  with  the  superstructure  and 
tracks  thereon  and  all  the  iron,  timber,  materials,  furniture  and  property 
purchased  or  to  be  purchased  or  procured  for  the  construction  and  equip- 
ment of  said  road  and  branhes,  all  depot  and  station  grounds  and  the 
buildings  thereon,  all  the  side  tracks,  bridges,  viaducts,  culverts,  fei 
engines,  tenders,  cars,  tools,  machinery,  materials  and  all  their  personal 
property  now  or  hereafter  to  be  a<  quired,  the  subscriptions  to  the  capital 
stock  of  said  Company  made  and  to  be  made  for  the  construction  of  said 
road  and  branch  or  branches,  together  with  the  netl  revenues  and  earning 
to  be  derived  therefrom  and  all  the  rights,  privileges  and  franchises  of  the 
said  Company  of,  in,  to  or  concerning  the  same,  but  nothing  herein  con- 
tained shall  be  construed  to  prevent  the  said  Company  from  selling  hypothe- 
cating  or  otherwise   disposing  of  any    1 Is   or  other   securities    received    in 

payment  of  stock  or  otherwise  or  of  any  lands  or  other  property  of  the 
Company  not  necessary  to  be  retained  for  their  aforesaid  road  way,  depot 
grounds  or  stations  nor  required  for  the  construction  or  convenient  use  of 
their  road  and  branches  nor  from  collecting  monies  due  the  Company  on 
stock  subscriptions  or  otherwise  provided  they  shall  diligently  proceed  to 
collect  and  faithfully  apply  all  such  means  to  the  construction  and  equip- 
ment ef  their  said  road  and  branches  hereby  conveyed:  and  provided  also 
that  mi  default  shall  have  been  made  in  the  payment  of  the  interest  or 
principal  of  any  of  the  bonds  intended  to  be  secured  hereby  To  Have  and 
to  Hold  the  said  premises  and  every  part  thereof  with  the  appurtenances 
unto  the  said  parties  of  the  second  part,  their  successors  in  said  trust  and 
assigns,  subject  to  the  aforesaid  lien  or  incumbrance  of  Five  hundred 
thousand    dollars   created    by   the   aforesaid   mortgage   executed    by    the   said 


76  CHICAGO,    BURLINGTON    &    QUINCY    RAILROAD    COMPANY 

Company  to  the  said  William  F.  Coolbaugh,  John  F.  A.  Sanford  and 
Luther  C.  Clark  and  the  aforesaid  deed  confirmatory  thereof,  but  upon  the 
following  trusts,  that  is  to  say  in  case  the  said  Peoria  and  Oquawka  Rail 
Eoad  Company  shall  fail  to  pay  the  principal  or  any  of  the  interest  on 
any  of  said  bonds  intended  to  be  secured  hereby  at  any  time  when  the 
same  may  become  due  and  payable  according  to  the  tenor  theieof  when 
demanded  then  after  sixty  days  after  such  default  upon  the  request  of 
the  holder  of  any  one  of  such  bonds  the  said  parties  of  the  second  part, 
thei  -         said  trust  and  assigns  may  enter  into  and  take  possession 

of  all  or  any  part  of  said  premises  and  as  the  attorneys  in  fact  or  agents 
of  said  Company  by  themselves  or  agents  or  substitutes  duly  constituted 
have  use  and  employ  the  same  making  from  time  to  time  all  needful  re- 
pairs, alterations  and  additions  thereto  and  after  deducting  the  expenses 
of  such  use,  repair,  alterations  and  additions  apply  the  proceeds  of  said 
premises  to  the  payment  of  the  pi incipal  and  interest  of  all  said  last  men- 
tioned 1  aining  unpaid  or  the  said  parties  of  the  second  part,  their 
succi  •  said  trust  and  a1  their  discretion  may  or  on  the 
written  requesl  the  holders  of  at  least  one  half  of  the  last  mentioned 
bonds  then  unpaid  and  unconverted  into  stock  shall  cause  the  said  premises 
30  much  thereof  as  shall  be  necessary  to  pay  and  discharge  the  principal 
and  interest  of  all  such  of  said  bonds  as  may  then  be  unpaid  and  uncon- 
verted as  jjether  with  all  the  expenses  of  sale  to  be  sold  at 
public  auction  in  the  City  of  New  York  giving  at  least  forty  days  notice 
of  the  time,  place  and  terms  of  such  sale  and  of  the  specific  property  to  be 
by  publishh  s  me  in  two  of  the  principal  newspapers  in  the  City 
of  New  York  at  the  time  being  and  also  in  one  of  the  principal  newspapers 
in  Peoria,  Illinois,  and  Burlington,  Iowa,  at  the  time  being  and  execute 
to  the  purchaser  or  purchasers  thereof  a  good  and  sufficient  deed  or  deeds 
of  conveyance  in  fee  simple  for  the  same  which  shall  be  a  bar  against  the 
said  Peoria  and  Oquawka  Rail  Road  Company  parties  of  the  first  part, 
their  su  essors  jns,  and  all  persons  claiming  under  them  of  all 
right,  interest  or  claim  in  or  to  said  p  -  or  any  part  thereof  and  said 
Trustees  shall  after  deducting  from  tl  eds  of  said  sale  the  costs  and 
expenses  thereof  and  of  managing  said  property  apply  so  much  of  the 
.  proceeds  as  may  be  necessary  to  the  payment  of  said  principal  and 
interest  due  or  unpaid  on  said  bo  i  shall  restore  the  residue  thereof 
to  the  said  Company,  parties  of  the  first  part,  it  being  hereby  expressly 
understood  that  in  no  case  shall  any  claim  or  advantage  be  taken  of  any 
valuation,  appraisement  or  extension  laws  by  the  said  Company  nor  any 
injunction  or  stay  of  proceedings  or  any  process  be  obtained  or  applied  for 
by  them   to  prevent  such  entry  or  sale  as  aforesaid. 

It  is  also  hereby  expressly  understood  and  agreed  that  it  shall  be  .lawful 
for  the  said  Company  to  dispose  of  the  current  nett  revenues  of  said  road 
and  branches  in  such  manner  as  said  Company  shall  direct  until  default 
shall  be  made  in  the  payment  of  the  interest  or  principal  of  said  bonds  or 
some  one  of  them. 

And  it  is  also  expressly  understood  and  hereby  declared  that  the  prop- 
erty,  franchises  and  premises  above  mentioned  and  described  are  hereby 


CORPORATE    HISTORY  77 

conveyed,  subject  to  the  aforesaid  mortgage  to  William  F.  Coolbaugh, 
John  F.  A.  Sanford  and  Luther  C.  Clark  dated  August  2nd,  18.52,  and  the 
aforesaid  deed  confirmatory  thereof  dated  March  19th,  185.1,  and  to  the 
lien  or  encumbrance  thereby  created.  And  the  said  Peoria  and  Oquawka 
Bail  Eoad  Company  for  themselves,  their  successors  and  assigns  do  hereby 
covenant  for  the  consideration  aforesaid  to  execute  and  deliver  any  further 
reasonable  and  necessary  conveyances  of  the  said  premises  or  any  part 
thereof  to  the  said  parties  of  the  second  part,  their  successors  in  said 
trust  and  assigns  for  more  fully  carrying  into  effect  the  objects  and  pur- 
poses of  these  presents  and  of  making  them  embrace  at  law  said  rail  road 
and  branches  as  the  same  may  be  extended  or  constructed  and  the  property 
and  effects  so  expressed  to  be  mortgaged  or  so  intended  and  to  be  hereafter 
acquired. 

And  the  said  Peoria  and  Oquawka  Rail  Road  Company  hereby  further 
covenant  as  aforesaid  that  the  money  borrowed  or  procured  for  the  pur- 
pose aforesaid  upon  the  security  of  the  said  bonds  shall  be  faithfully  ap- 
plied to  the  construction  of  said  railroad  west  of  the  Illinois  River  afore- 
said and  the  aforesaid  branch  thereof  and  to  the  purchase  and  transporta- 
tion of  or  in  payment  for  the  materials  necessary  fur  the  superstructure 
and  equipment  thereof  ami  that  said  materials  so  purchased  shall  be 
transported  and  used  with  due  diligence  in  the  construction,  furnishing  and 
equipment  of  said  Rail  Road  and  the  9  d  branch  thereof. 

Ami  it  is  hereby  mutually  agreed  and  these  presents  are  upon  this  express 
condition  that  on  the  payment  of  the  principal  and  interest  of  said  bonds 
or  the  conversion  thereof  into  stock  in  manner  aforesaid  the  estate  hereby 
granted  to  said  parties  of  the  second  part  shall  be  void  and  the  right  to 
the  premises  hereby  conveyed  shall  revert  to  and  revert  in  -aid  Company 
without  any  acknowledgment  of  satisfaction,  reconveyance,  reentry  or 
other  act. 

And  it  is  also  further  mutually  agreed  that  the  said  parties  of  the  second 
part,  their  successors  in  said  trust  and  assigns,  shall  onh  In-  accountable 
tor  reasonable  diligence  in  the  management  thereof  and  shall  not  be  re- 
sponsible for  the  acts  of  any  agent  employed  by  them  or  either  of  them 
where  such  agent  shall  be  selected  or  employed  witli  reasonable  discretion 
and  that  and  that  the  said  parties  of  the  second  part,  their  sui 
said  trust  and  assigns,  shall  he  entitled  to  receive  proper  compensation  for 
every  labor  or  service  performed  by  them  in  the  discharge  of  their  trusl 
in  case  they  shall  be  rump,  lied  to  take  possession  of  said  premises  or  of 
any  part  thereof  or  manage  the  same. 

And  it  is  hereby  further  mutually  agreed  that  neither  of  the  said  Trustees 
shall  in  any  manner  be  liable  or  responsible  for  any  act  or  acts  of  his  co- 
trustee to  which  he  does  not  assent  and  that  in  case  uf  the  death,  mental 
incapacity  or  resignation  of  eith  of  the  said  Trustees  to  act  in  the  matter 
of  said  trust  all  his  right,  estate,  interest,  power  and  control  in  the  premises 
shall  be  divested,  cease  and  determine  and  the  said  Company  and  the  sur- 
viving Trustee  may  mutually  agree  upon  a  new  Trustee  to  supply  the  said 
vacancy  or  failing  so  to  do  the  said  Company  shall  or  in  case  of  their 
default    to    take    proceedings    therefor    for    thirty    days    the    holders    of    a 


78  CHICAGO,    BURLINGTON   &   QUINCY   RAILROAD   COMPANY 

majority  of  said  bonds  may  apply  to  any  Court  of  competent  jurisdiction, 
in  the  State  of  Illinois  to  appoint  a  new  Trustee  residing  in  the  City  of 
New  York  to  supply  said  vacancy  and  thereupon  such  new  Trustee  shall 
become  vested  for  the  purposes  aforesaid  with  all  the  rights  and  interests 
requisite  to  enable  the  Trustee  thus  designated  to  execute  with  the  other 
the  purposes  of  this  Trust  without  any  further  assurance  or  conveyance  for 
the  same,  but  if  the  same  shall  become  necessary,  both  or  either  of  the 
parties  hereto  shall  execute  and  deliver  any  and  all  necessary  releases  or 
conveyances  for  that  purpose,  it  being  further  expressly  understood  that 
the  surviving  trustee  shall  be  fully  empowered  to  execute  all  the  purposes 
of  this  trust  until  said   vacancy  shall  be  so  supplied. 

In  Witness  whereof  the  said  Peoria  and  Oquawka  Rail  Road  Company 
have  caused  their  corporate  seal  to  be  hereunto  affixed  and  the  same  to  be 
subscribed  by  their  President  and  the  said  parties  of  the  second  part  have 
hereto  set  their  hands  and  seals  the  day  and  year  first  above  written. 

THE  PEORIA  &  OQUAWKA  (Seal) 

RAIL  ROAD  COMPANY, 
By  Rudolphus  Rouse,  President 
Sealed   and   delivered    in    the   presence  of: 

The  word  Seven   in  the  thirty-sixth  line  from  (Seal  of  P.  &.  O. 

the  top  of  the  tiist   page  being  written  R.  It.  Compy       ) 

partly    mi   an    erasure    before   execution. 

David  Hoadlev  (Seal) 

Jas.  T.  Sotjlteb  (Seal) 

Lebbens  Chapman,  Jr., 
as  to  Hoadley  ..v  Soulter. 
Countersigned : 

Washington  Cockle, 

Secty  P.  &  0.  Rail  Road  Company. 


State  01    Illinois.  / 

►  s  s 
City  and  County  of  Peoria.  ) 

On  the  tenth  day  of  September  in  the  year  One  thousand  eight  hundred 
and  fifty  three  before  me  came  Rudolphus  Rouse,  the  President  of  the 
Peoria  and  Oquawka  Rail  Road  Company  with  whom  I  am  personally  ac- 
quainted and  who  being  by  me  duly  sworn  deposes  and  says  that  he  resides 
in  the  City  of  Peoria  and  State  of  Illinois,  that  he  is  the  President  of  the 
Peoria  and  Oquawka  Rail  Road  Company,  that  the  seal  affixed  to  the  fore- 
going indenture  is  the  corporate  seal  of  the  said  Peoria  and  Oquawka  Rail 
Road  Company  and  was  affixed  to  the  foregoing  indenture  by  order  of  said 
Company  for  the  uses  therein  expressed  and  that  he  by  like  order  did  sub- 
scribe his  name  thereto  as  President  of  said  Company. 

In  Witness  Whereof  I  have  hereunto  set  my  hand  and  Notarial  seal  at 
the  City  of  Peoria,  Illinois,  on  the  day  and  year  above  mentioned. 

Ben  L.  T.  Bourland, 
(L.  S.)  Notary  Public. 


CORPORATE    HISTORY  79 

State  of  New  York,  ) 

r    SS 

City  &  County  of  New  York.  \ 

Be  it  remembered  that  on  this  13th  day  of  September,  1853,  before  me 
the  subscriber,  a  Notary  Public  in  and  for  the  State  of  New  York,  duly 
commissioned  and  sworn,  came  David  Boadly  and  .lames  T.  Soulier,  with 
whom  I  am  personally  acquainted  and  known  to  me  to  be  the  individuals 
described  in  and  who  executed  the  foregoing  indenture  aud  severally  ac- 
knowledged that  they  executed  the  same  as  their  free  act  and  deed. 

In  witness  whereof  I  have  hereunto  set  my  hand  and  affixed  my  Notarial 
Seal  at  the  City  of  New  York  this  13"  day  of  September,  1853. 

Lebbens  Chapman,  Jr. 
(L.  S.)  Notary  Public 

in  and  for  the  State  of  New  York. 

State  of  Illinois,  ) 

y  ss 
Knox  County.  ) 

I,  Charles  H.  Westerberg,  Clerk  of  the  Circuit  Court  and  ex  officio  Re- 
corder  in  and  for  said  County  in  the  State  aforesaid,  do  hereby  certify  that 
the  annexed  is  a  true  and  correct  copy  of  the  record  of  a  certain  Trust 
Deed  filed  in  my  office  on  the  24th  day  of  September,  A.  D.  1853,  as 
Document  No.  1966,  and  recorded  in  Volume  4  of  Mortgages,  at  page  426. 

In  testimony  whereof,  I  have  hereunto  sel  my  hand  and  affixed  my  official 
Seal  at  Galesburg,  this  5th  day  of  May,  A.  D.  1923. 

Charles  11.  Westerberg, 
(Seal)  Recorder. 


DECREE  OF  FORECLOSURE,  .Inly  11.  L862,  Circuil  Courl   Qnited  Sta 
Northern   Districl    Illinois 

CIRCUIT  COURT  OF   THE    UNITED  STATES 

NORTHERN    DISTRICT  OF  ILLINOIS 

IN   CHANCERY 

Present  the  Hon.  Thomas  Drummond  Judge 
Friday  July  11th  A.I).   L862. 

(lid mi  i -//. 

In  the  cause  between  James  T.  Soulter  and  David  Hoadley  Trustees  &c 
against  The  Peoria  &  Oquawka  Rail  Road  Company,  The  Chicago  Burling- 
ton and  Quincy  Rail  Road  Company,  William  S.  .Moss,  Abner  C.  Harding, 
Richard  Gregg  James  Knox,  Charles  II.  Walker  Charles  S.  Clark,  Harvey 
Lightner  Tobias  S.  Bradley  and  Ivory  Quimby  aud  the  cross  suit  in  the 
cause  above  mentioned,  between  The  Peoria  &  Oquawka  Rail  Road  Com- 
pany, William  S.  Moss,  and  Tobias  S.  Bradley,  Complainants  by  Cross  Bill 
against  the  said  James  T.  Soulter  and  David  Hoadley  Trustees  &c  And 
the  Chicago  Burlington  and  Quincy  Rail  Road  Company,  Abner  C.  Harding 
James  Knox,  Richard  Gregg  Ivory  Quimby,  Harvey  Lightner  Charles  S. 
Clark  and  Charles  H.  Walker  Cross  Defendants 


80  CHICAGO,    BURLINGTON    &    QUINCY    RAILROAD    COMPANY 

These  en  uses  having  been  heretofore  called  on  for  a  final  hearing,  upon 
the  Bills  and  Answers  and  Replications,  on  the  Cross  Mills  answers  and 
Replications,  and  upon  the  Report  of  the  Special  Masters,  to  whom  it  had 
been  referred  to  take  an  account  between  the  Peoria  &  Oquawka  Rail  Road 
('.mil  any,  and  the  said  Trustees,  and  also  between  that  Company  and  the 
Chicago  Burlington  and  Quincy  Rail  Road  Company,  and  .Moss,  Earding 
and  others,  associated  under  the  name  and  style  of  Moss,  Barding  &  Co. 
and  to  take  testimony  of  the  matters  and  charges  alleged  in  the  said  plead- 
ings, and  there  having  been  no  exceptions  taken  to  said  Report,  and  thv 
e  having  been  confirmed,  according  to  the  Rules  and  practice  of  the 
Court,  and  it  appearing  to  the  satisfaction  of  this  Court  therefrom,  that 
the  said  Defendants  The  Peoria  <s.  Oquawka  Rail  Road  Company  did  on 
the  tenth  day  of  September,  in  the  year  of  Our  Lord,  One  Thousand,  Bight 
Eundred  and  Fifty  Three,  being  thereunto  duly  authorised  by  the  Laws 
of  the  state  of  Illinois,  and  in  conformity  with  the  requirements  of  law, 
execute  and  deliver  to  the  said  original  complainants,  .lames  T.  Soulter 
and  David  Hoadley,  as  Trustees  for  such  Bond  Holders  as  might  become 
interested  thereunder,  its  said  Indenture  of  Mortgage  or  Deed  of  Trust, 
wherein,  and  whereby  it  was  witnessed  among  other  things,  that  the 
Peoria  and  Oquawka  Rail  Road  Company  in  order  to  secure  the  payment 
of  certain  Bot  Is,  b<  in-  in  amount  Seven  hundred  thousand  Dollars  in  sums 
of  one  thousand  Dollars  each  bearing  date  even  with  said  Indenture,  pay- 
able  on    the    first    day    of    May,    A.    I ».    1^7.'l    and    bearing    interest    at    the    rati' 

of  eight  per  cent  per  annum  payable  semianually  at  the  American  Exchange 
Bank  in   New   York,  an,!  to  be  numbered  consecutively   from  501  to  lL'on, 

inclusively  and  also  to  Becure  the  payment  of  the  interest  thereon,  and  in 
consideration    of   one    Dollar    to    it    paid    by    the   said    Trustees,   the    payment 

(thereof    was    therein    acknowledged,    had    granted    bargained    and    sold, 

transferred    and    conveyed,    and    by    those    presents    did    grant,    bargain,    sell, 

transfer  and  convey  to  the  sai,|  James  T.  Soulter  and  David  Boadley 
Trusties  as  aforesaid,  and  their  successors  in  the  said  Trust  thereby  cre- 
ate.I,  and    their  aSSignG  all    the    following  then    present,  and    in    future   to   be 

acquired  property  of  the  said  Company  and  all  their  rights,  interest  and 
equity  of  Redemption  therein  that  is  to  say  their  Road  made  or  to  be  made, 
wesl  of  the  Illinois  River  (aforesaid)  and  all  branches  thereof  made  or  to 
be  made,  including  the  right  of  way,  and  land  occupied  thereby,  together 

with  the  siipersti  uction  ami  tracks  thereon  and  all  the  cross  timber  materi- 
als furniture  and  property,  purchased,  or  to  be  purchased  or  procured  for 
the  construction  and  equipment  of  said  Road  and  branches,  all  Depot  and 
Station  grounds,  and  the  buildings  thereon  all  the  side  tracks,  bridges, 
viaducts  culverts  fences,  engines  tenders,  cars,  tools,  machinery  materials, 
and  all  other  personal  property  now,  or  hereafter  to  be  acquired,  the  sub- 
scriptions to  the  Capital  slock  of  said  Company  made  or  to  be  made  for 
the  construction  of  said  Road  and  branches,  together  with  the  net  Revenue 
and  earnings  to  be  derived  therefrom,  and  all  the  rights,  privileges  and 
franchises  of  said  Company,  of,  in,  to,  and  concerning  the  same,  nothing 
therein  to  be  construed  to  prevent  the  Company  from  selling  or  hypothecat- 
ing and  bonds  or  other  securities   received   in  payment  for  stock  or  other- 


CORPORATE    IIISTORV  81 

wise,  or  any  lands,  or  property  of  the  Company,  not  necessary  to  be  re- 
tained for  its  roadways,  Depots,  Stations  Etc.  nor  from  colli  stock 
subscriptions,  provided  the  proceeds  should  be  applied  to  the  construction 
of  said  road  and  branches  and  provided  also,  that  no  default  should  be 
made  in  the  payment  of  the  principal  or  Lnteresl  on  said  Bonds. 

To  have  and  to  hold  the  same  promises  and  every  part  thereof,  with  the 
appurtenances  unto  the  said  .lames  T.  Soulter,  and  David  Hoadley,  as 
Trustees  aforesaid,  their  successors  in  said  trust,  and  assigns,  subject  to 
the  lien  or  incumbrance  of  Five  hundred  Thousand  Dollars,  created  by  a 
Mortgage  executed  by  the  said  Peoria  <x  Oquawka  Kail  Road  Company  to 
Wm.  F.  Colbaugh  John  P.  A.  Sanford  and  Luther  < '.  Clark  dated  the 
second  day  of  August  A.  I).  1852,  and  recorded  in  the  office  of  the  Recorder 
of  Peoria  Co.  and  id'  other  Counties  through  which  said  Road  runs,  and 
confirmed  by  another  deed  duly  recorded  also  the  the  same  Parties,  dated 
March  1!',  Is.",:;,  both  executed  to  secure  the  payment  of  the  s;iid  $500,000, 
and  the  interest  thereon,  to  be  paid  seinian ua  11\ ,  which  said  deed  to  said 
Soulter    and    Jloadloy    was    executed    subjeel    to    said    prior    incumbrance    as 

above  stated,  u| the  following  express  trusts,   that    is  to  say,  in   case  the 

Peoria  and  Oquawka  Rail  Road  Companj  should  fail  to  pay  the  principal 
or  any  of  the  interest  on  any  of  said  Bonds  intended  to  be  secured  thereby 
at  any  time,  when  the  same  should  become  due,  and  payable,  according  to 
the  tenor  thereof  when  demanded,  then  after  Sixty  Mays  after  said  default, 
upon  the  request  of  the  holder,  of  any  one  of  the  said  bonds  the  said 
Soulter  and  Hoadley  their  successors  and  assigns  might  enter  into,  and 
take  possession  of  all  or  any  part  of  said  premises,  and  as  the  attorneys 
in  fad  or  Agents  of  said  Company  by  themselves  or  agents  or  substitutes 
did\  constituted  lease,  use,  and  employ  the  same,  making  from  time  to 
time  all  necessary  repairs,  alterations,  ami  additions  thereto,  and  after 
deducting  the  expenses  of  such  use,  repairs,  alterations,  and  additions  apply 
the  proceeds  of  such  premises  to  the  payment  of  the  principal  and  interesl 
of  all  said  Bonds,  secured  by  said  Deed  of  Trust  unpaid,  or  the  -aid  parties 
of  the  second  part,  their  successors  in  the  -aid  trust,  and  assigns,  might 
at  their  discretion  or  the  written  requesl  of  the  holders,  of  at  least  one 
half  Of  the  said   lionds  unpaid,  and   unconverted    into   stock,   should   cause   the 

-aid  premises,  or  go  much  thereof,  as  should  lie  necessary  to  pay  and 
discharge  the  principal  and  interest  of  all  such  lionds  as  might  at  the 
time  he  unpaid  and  unconverted  a-  aforesaid,  together  with  all  the  ex- 
penses of  the  sale,  to  lie  sold  at  public  auction  in  the  City  of  New  York, 
giving  at  least  forty  days  notice  of  the  time  and  place  of  sale  and  of  the 
specific  property  to  be  sold,  by  publishing  the  same  in  two  of  the  principal 
newspapers  in  the  City  of  New  York,  at  the  time  being,  and  also  in  one 
of  the  principal  newspapers  in  Peoria,  Illinois,  and  Burlington,  Iowa,  at 
the  time  being,  and  execute  to  the  purchaser  or  purchasers  thereof  a  good 
and  sufficient  Deed  or  Deeds  of  Conveyance  in  fee  simple  for  the  same, 
which  should  We  a  bar  against  the  said  Peoria  and  Oquawka  Kail  Road 
Company — their  successors  and  assigns,  and  all  persons  claiming  under 
them  of  all  right,  interest  or  claim  in  or  to  the  said  premises,  or  any 
pari    thereof,   and    the   said    Trustees,   shall   after   deducting   the   expenses, 


82  CHICAGO,    BURLINGTON    &    QUINCY   RAILROAD    COMPANY 

and  costs  of  sale  from  the  proceeds  thereof,  and  also  of  managing  said 
property,  apply  so  much  of  the  proceeds,  as  might  be  necessary  to  the  pay- 
ment of  the  said  principal  and  interest,  due  or  unpaid  on  said  bonds,  and 
restore  the  residue  thereof  to  the  said  Company  it  having  been  also  therein 
expressly  understood  and  agreed  on  the  part  of  the  said  Company,  that  in 
no  case  should  any  claim  or  advantage  be  taken  of  any  valuation  ap- 
praisment  or  extention  laws;  by  the  said  Company,  nor  any  injunction  or 
stay  of  proceedings,  or  any  process  be  obtained  or  applied  for  by  it,  to 
prevent  entry  or  sale  as  aforesaid.  And  it  was  also  in  said  indenture 
expressly  understood  and  agreed  that  such  sale,  should  be  made  subject  to 
the  said  indenture  of  mortgage  to  the  said  Win.  F.  Colbaugh,  John  F.  A. 
Sanford  and  Luther  C.   Clark  above  described. 

And  it  further  appearing  from  the  proceedings,  and  the  said  report,  to 
the  satisfaction  of  this  court,  that  the  said  bonds  to  the  amount  of  Five 
Hundred  Thousand  Dollars  were  made  by  the  said  Peoria  and  Oquawka 
Kail  Road  Company,  under  the  security  of  the  said  indenture  to  said 
Colbaugh,  Sandford  and  Clark,  bearing  interest  at  the  rate  of  eight  per 
cent,  and  payable  halt  yearly  in  New  York  and  that  the  said  mortgage  or 
deed  to  said  Parties  conveyed  all  that  portion  of  the  said  companys  railway 
which  lies  west  of  the  Illinois  River,  and  all  its  franchises,  rights,  and 
other  property,  except  only  that  portion  of  its  line  of  road  and  franchises 
which  lie  east  of  the  West  Bank  of  the  said  River  and  that  no  interest  on 
tlic  said  bonds  have  been  paid  since  November  A.  D.  1858,  and  that  the 
principal  debt,  -May  1,  1861,  is  $500,000,  and  that  interest  warrants  at 
that  time  thereon  remaining  unpaid  amounting  to  $107,160.00 

And  interest  thereon,  after  due  at  the  rate  of 

six   per    cent    amounted    to  7,900.80 


Being  a  total  at  that  date  of  $115,060.80. 

And  it  appearing  also  by  the  said  proceedings — and  the  said  Special 
Masters  Report  that  the  Peoria  &  Oquawka  Rail  Road  Company  made 
another  series  of  bonds,  Seven  Hundred  in  number,  each  for  the  payment 
of  $1,000,  dated  10th  September  A.  I).  1853  and  payable  May  1st  A.  D. 
1 ->:.;,  with  interest  at  the  rate  of  eight  per  cent,  payable  semianually,  in 
New  York,  under  the  said  mortgage  and  indenture  to  the  said  original 
complainants  Soulter  and  Hoadley  and  secured  to  be  paid  thereby  as  above 
stated,  and  that,  of  the  series,  Two  Hundred  and  Fifty  One  are  at  large 
and  absolute  del  its  against  the  Company  and  that  one  hundred  and  nine- 
teen, formerly  hypothecated  to  the  Chicago,  Burlington  and  Quincy  Rail 
Road  Company  have  been  since  sold  to  C.  Harding  &  Co.  and  are  now 
held  by  J.  F.  Joy,  making  in  all  absolutely  sold,  Three  hundred  and 
seventy  bonds  or  $370,000,  and  that  the  balance  three  hundred  and  thirty, 
with  the  interest  warrants  attached  are  now  held  by  the  Chicago,  Burling- 
ton and  Quincy  Rail  Road  Company  as  collateral  security  for  the  perform- 
ance of  contracts,  between  those  two  companies.  That  the  whole  arrear  of 
the  bonds  so  held  as  collateral  security  including  interest  is  as  follows. 


CORPORATE    HISTORY  83 

Bonds  330  $330,000.00 

Interest  coupons  attached  4950 

to  May  1861  198,000 

Interest  at  six  per  cent  on   said 

unpaid  Coupons,  41,184.00 


Being  a  total  amount  of  bonds  &  interest         $569,184.00 

And  that  the  amount  of  interest  and  principal  of  bonds  sold  so  far  as 
it  has  been  possible  to  ascertain  is  as  follows.  357  bonds  held  by  various 
parties  and  presented  before  the  Masters  with  their  Coupons. 

$357,000.00. 
3651   Coupons  from  May  54, 

to  May  1861,  146,040.00 

Interest  thereon  at  6  per  cent, 

after  due  to  May  1,  1861,  23,084.60. 

Being  a  total  of  principal  and  interest  $526,124.60 

And  it  appearing  also,  that  there  are  thirteen  bonds  outstanding  and 
not  to  be  found,  their  owners  being  unknown,  and  it  appearing  that  there 
was  past  due  and  unpaid,  on  the  first  day  of  May,  1861  on  the  other  three 
hundred  and  fifty  seven  bonds  secured  by  the  said  Indenture  to  said  Hoad- 
ley  and  Sbulter  as  above  stated,  the  amount  of  one  hundred  and  Sixty  nine 
thousand  one  hundred  and  twenty  four  dollars  and  sixty  cents  for  interesl 
upon  said  bonds  and  coupons. 

And  it  further  appearing  that  the  Chicago,  Burlington  and  Quincy  Rail 
Road  Company  is  in  possession  of  the  portion  of  the  Peoria  and  Oquawka 
Rail  Road  west  of  Galesburg,  under  an  agreement,  thai  it  shall  retain  and 
possess  and  operate  the  same  until  the  amount  of  the  debt  due  to  it  for 
advances  and  loans  of  money  made  by  it  to  the  Peoria  &  Oquawka  Rail 
Road  Company  are  repaid  by  it.  which  said  lease  or  claim  is  in  the  nature 
of  a  mortgage  with  possession  thereunder,  and  which  contract  bears  date 
October  3d  1854,  and  that  thereunder  the  said  portion  of  said  road  came 
into  possession  of  the  Chicago,  Burlington  and  Quincy  Rail  Road  Com- 
pany, on  the  17th  day  of  March  1856,  and  it  further  appearing  in  like 
manner  that  upon  the  first  day  of  November  A.  D.  1860  that  there  was  a 
balance  due  to  the  Chicago,  Burlington  &  Quincy  Rail  Road  Company  from 
the  Peoria  &  Oquawka  Rail  Road  Company  upon  said  contract  in  the 
nature  of  a  mortgage  and  as  security  for  which  the  said  creditor  Company 
had  possession  of  the  said  Road  west  of  Galesburg — and  also  of  the  said 
Three  Hundred  and  Thirty  bonds  and  coupons  as  above  mentioned,  and 
upon  which  there  was  past  due  of  interest  coupons  and  interest  thereon  the 
sum  of  Two  Hundred  and  Thirty  Nine  Thousand  one  hundred  and  eighty 
four  Dollars,  May  1,  1861,  which  balance  at  that  time  amounted  to  the 
sum  of  Three  Hundred  and  Twenty  Nine  Thousand  seven  hundred  and 
twenty  five  dollars  and  seventy  five  cents 

And  it  further  appearing  from  the  proceedings  and  the  said  report  that 
under  a  construction  contract,  or  contracts  between  certain  persons  known 
under  the  style  of  Moss,  Harding  &  Co.  who  were  at  the  time  of  the  com- 


84  CHICAGO,    BURLINGTON    &    QUINCT    RAILROAD    COMPANY 

mencement  of  the  suit  and  still  are  "William  S.  Moss,  Abner  G.  Harding 
Richard  Gregg,  James  Knox,  Charles  H.  Walker  Charles  S.  Clark  and 
Harvey  Lightner,  and  the  Peoria  &  Oquawka  Rail  Road  Company  for  the 
construction  of  the  road  from  Elmwood  to  Galesburg,  the  said  parties 
Moss  and  others  contracted  to  furnish  the  means  for  the  construction  of 
that  portion  of  the  road  being  a  distance  of  forty  one  miles,  furnishing 
all  the  money  and  materials  both  fur  its  construction  and  equipment,  and 
under  which  contract  the  said  parties  were  to  become  and  did  become 
lessees  of  the  whole  of  said  Road  from  Peoria  to  Burlington,  with  the 
equipment  subject  to  the  rights  therefor,  created  in  favor  of  the  Chicago 
Burlington  &  Quincy  Rail  Road  Company  on  that  part  of  said  road  wesl 
of  Galesburg,  with  the  right  to  retain  possession  occupancy,  use  and  abso 
lute  control  and  management  thereof,  and  of  the  equipment,  until  the 
amount  due  to  them,  from  the  Peoria  &  Oquawka  Rail  Road  Company  for 
advances  on  account  of  interest  outstanding  debt,  Loans,  right  of  way  rolling 
.•Mid  construction  of  the  Road  and  interesl  at  ten  per  cent  on  such 
advances  should  be  fulh  paid  and  i,  provided  that  no  Interesl  should 

be  paid  on  the  amount  advanced  for  construction  until  November   I860. 

And    it    further    appearing,    that    the    said    Moss,    and    his    said    associates 

entered  upon   the  possession  and  construction  of  said   road  under  the  said 

and  also  tha  the  account   take  e  the  special  .Masters 

and  :    by   them    to   the   Court    there    was   a    balance   due    them    on   the 

day  of  Novemb  the  advances  made  by  them,  for  the  con- 

struction of  the  Road  under  said  contra'-  oj  contracts  exclusive  of  the 
value  of  the  Rolling  stock  the  sum  of  thirteen  hundred  and  ninety  four 
thou  hundred   and   live    Dollars  and   seventy   four   cents    ($1,394,- 

-       74 

And    it   appearing  that   the  said   Company   has  been   long   insolvenl    an. I 
unable  to  pay  i1  -.  and  that  the  said   Moss  and  Ids  said  associates, 

and  [aiming    under    or    in    connection    with    them,    viz    Tobias   S.   Brad 

h-\   and  Ivory  Quimby,  and  the  Chicago,  Burlington  and  Quincy  Rail   Road 

Company   are   in   tin'  actual   occupancy   of  the   -aid    Road    from    Peoria    to 
-    iii    possession    or    as    lessees,    in    the    nature    of 
mortgagees  holding  the  same  as  security  for  the  respective  debts  or  claims 
as  aforesaid. 

Xitir    t,  the   cause   having   been   heretofore   fully   heard    upon    the 

arguments  of  the  counsej  for  the  respective  parties  a-  well  upon  the  motions 
made  by  the  coun-el  for  the  Peoria  &  Oquawka  Rail  Road  Company  for 
the  dismissal  of  the  cause,  for  want  of  jurisdiction  and  otherwise  as  upon 
tin-  final  hearing.  It  is  by  the  Court  ordered  that  the  said  motions  be,  and 
that  the  same  are  hereby  overruled,  and  it  is  ordered  adjudged  and  decreed 
by  the  Court  that  all  and  singular  the  said  mortgaged  or  deeded  premises 
mentioned  and  described  in  the  said  original  bill  of  complaint  in  this  cause, 
and  hereinafter  described  more  particularly,  be  sold  at  public  auction,  under 
the  direction  of  J.  T.  Moulton  one  of  the  masters  of  this  Court,  unless 
previous  to  such  sale  the  said  Defendants  or  some  of  them  pay  to  the 
said  Complainants  or  such  Trustees  or  to  their  Solicitor  or  to  said  Master 
the   amount   reported   to   be  due   for   interest  upon   the   said    Three   hundred 


CORPORATE    iriSTORY  85 

and  fifty  seven  bonds  issued  under,  and  secured  by  said  Trust  Deed  to  the 
said  Complainants  which  sum  amounted  on  the  first  day  of  May  A.  D. 
1861,  to  the  sum  of  One  Hundred  and  Sixty  Nine  Thousand  and  One  Hun- 
dred and  twenty  four  Dollars — and  sixty  rents,  and  also  the  inten  that 
sum  at  the  rate  of  six  per  cent  per  annum  from  the  said  date  up  to  the 
time  of  payment  and  also  the  amount  of  the  coupons  for  interest  upon  said 
funds,  which  have  fallen  due  upon  said  bonds  since  the  first  day  of  May 
A.  D.  ISo'l,  with  interest  thereon  at  the  rate  of  six  per  cent  per  annum 
from  the  time  of  their  maturity  until  the  time  of  payment  and  also  shall 
pay    before   said    time   of   sale   the   interest    which    was   due    on    three   hundred 

and  thirty  (330)  id'  said,  bonds,  held  as  collateral  security  by  the  said 
Chi(  ilington  i    Q  Rail   Road  Company  on  the  same  first  day  of 

May  being  in  amount  the  sum  of  Two  hundred  and  thirty  nine  Thousand 
one  hundre  I  and  eighty  four  Dolli  her  with  interest  thereon 

from    that    date   up  to   the  said   time  id'   payment  at   the   rate  of  six  per  i 
per  annum   and   also  the   interest    coupons  on   the   Three  hundred   and   thirty 
bonds,  which   have  become  due  since   that  date  and   interest    thereon,  com 
puted   at    six    per   cent,    per   annum    from   the    time   they    resp 
due    until    said    payment    is   mai 

And    it     ig     further    ordered    that    the    said    sale    shall    be    made    at     • 
after   the    period    of   one   hundred   days      from    the  in    of   the    I  in 

and    that   the    master    give    public    notice    of    the    said    sale    and    the    time   and 

place  thereof  according  to  the  rule-  and  practice  of  this  Court,  and  that  the 
Complainants  or  any  of  the  parties  to  this  suit  may  become  purchaser  or 
purchasers,  at    the  said  sale  that    the   Master  execute  a   deed  of  the  said  limit 

gaged  premises  to  the  purchase!  oi  purchasers  on  said  sale  and  that  the 
.Master  out  of  the  pine..  id  sale  retain  his  fees,  disbursements  and 
commissions  en  said  sale  and  paj  t"  tin  Complainants,  or  their  Solicitor  the 
amount  reported  to  be  due  en  the  Three  Eundred  and  fifty  so\en  bonds  for 
principal  and  interest  and  interest  to  be  computed  in  the  minner  indi- 
cated in  this  decree  up  to  the  day  of  sale  and  also  the  amount  of  the  prin- 
cipal of  the  Thirteen  I ds  not  presented  '<  l  on  a       ioners  and  the 

interest    thereon    from    May    1,    1861,   computed    in   the   same   manner   and   also 

the  sum  of  Three  Hundred  and  Twenty  Nine  Thousand,  seven  hundred  and 

twenty    five    Dollars    and    seventy    five    tents    and    the    interest    thereon,    since 

the  first  day  of  November  A.  D.   L860,  up  to  the  time  of  said  sale,  being 

the  .-1111011111    for  which  the  said  Three  hundred  and  thirty   bonds  and 

stand  pledged  or  so  much  thereof  as  the  purchase  monej   of  the  mortgaged 

premises  will  pay,  for  the  same  to  be  paid  pro  rata  upon  said  amounts  in 
proportion    1o    amounts    thereon,   and    that    the    Master    I  eipts    for    the 

amounts  so  paid,  and  file  the  same  with  his  Report,  and  that  if  there  shall 
then  remain  in  his  hands  any  further  monies  from  the  proceeds  of  said  sale 
he  shall  out  of  the  same  pay  to  the  Solicitor  of  t  lie  said  Moss  and  his 
associates,  the  amount  reported  to  be  due  to  them  with  interest  thereon  at 
six  per  cent  per  annum  from  November  1st,  L860,  or  s,,  far  as  the  mi" 
in  his  hands  will  enable  him  to  do  so,  and  that  lie  bring  the  surplus  monies 
arising  from  the  said  sale  if  any  there  shall  be,  into  this  Court  without 
lelay,   to   abide   the   further   order   of   the   Court. 


86  CHICAGO,    BURLINGTON    &    QU1NCY    RAILROAD    COMPANY 

And  it  is  further  ordered,  adjudged  and  decreed  that  the  Defendants 
and  all  persons  claiming  under  them  or  to  claim  under  them  or  any  of  them, 
and  all  persons  having  a  lien  subsequent  to  the  said  Deed  of  Trust  by 
Judgment  or  Decree  or  otherwise,  upon  the  premises  contained  in  said 
mortgage  and  his  or  their  heirs  or  personal  representatives  and  all  persons 
having  any  lien  by  or  under  such  judgment  or  decree  or  otherwise  and  all 
Dersons  claiming  under  them  be  forever  barred  and  foreclosed  of  and  from 
all  Equity  of  Redemption  and  claim,  of,  in  or  to  the  said  deeded  or  mort- 
gaged premises  and  every  part  and  parcel  thereof. 

And  it  is  further  ordered  that  the  purchaser  or  purchasers,  at  said  sale, 
shall  be  let  into  possession  of  the  said  mortgaged  premises,  and  that  any 
of  the  parties  in  this  cause  who  may  lie  in  possession  of  the  said  premises 
or  any  part  thereof,  or  any  persons,  who  since  the  commencement  of  this 
suit  have  C e  into  possession  under  them  or  either  of  them  deliver  pos- 
session thereof  to  such  purchaser  or  purchasers  on  production  of  the  Masters 
Deed  for  such  premises,  and  a  certificate  from  the  Clerk  of  this  Court  after 

the  report  of  said  sale  shall  have  1 a  confirmed  that  the  same  has  been 

confirmed  under  the  rules  of  the  Court.  And  in  case  the  said  amount  re- 
ported as  actually  due  with  the  interest  and  costs  of  suit  shall  be  paid 
before  such  sale,  it  is  further  ordered,  that  the  said  Complainants  be  at 
liberty,  at  any  time  hereafter  when  the  principal  sum  or  interest  secured 
by  said  Bond  or  Deed  of  Trust  and  Mortgage,  shall  become  due  according 
to  the  conditions  of  said  bond  to  go  before  a  Master  on  the  foot  of  this 
Decree,  and  procure  a   Report  of  the  arrears  which  shall  be  due  thereon,  to 

tl nd,    that    upon    the    coming    in    and    confirmation    of    such    a    report   a 

decree  may  be  made  for  a  sale  of  said  premises,  to  satisfy  the  amount  which 
shall   then   be  due  with  the  into  ind  costs  of  such   report   and  sale. 

The  descriptions  and  particular  boundaries  of  the  property  authorised 
to  be  Bold,  under  this  decree  as  sel  forth  in  the  said  deed  of  trust  or  mort- 
.  and  set  forth  in  the  said  bill  of  complaint   are  as  follows. 

being  the  same  above  mentioned  viz. 

All  the  property  of  the  Peoria  and  Oquawka  Kail  Road  Company,  and 
all    its    right    interest,    and    equity    of    redemption    therein    that     is    to    say. 

Its  road  west  of  the  Illinois  River,  and  all  branches  thereof  which  had 
been  constructed  before  the  tenth  day  of  September  A.  D.  1853  and  which 
has  since  been  constructed  or  built  including  the  right  of  way,  and  Land 
occupied  thereby,  together  with  the  superstructure  and  tracks  thereon  and 
all  the  iron,  timber  materials,  furniture  and  property  purchased  by  said 
company  for  the  construction  and  equipment  of  the  said  road  and  branches 
all  depot  and  station  grounds  and  the  buildings  thereon,  bridges  viaducts, 
culverts  fences,  engines,  tenders  ears,  tools  and  machinery  materials  and 
all  other  personal  property  acquired  by  the  said  company,  and  upon  or 
used  specifically  or  specially  in  the  operation  and  management  and  control 
and  maintenance  of  the  said  Rail  Road  of  the  said  company — west  of  the 
Illinois  together  with  the  revenues  and  earnings,  derived  or  to  be  de- 
rived therefrom,  and  all  the  rights,  privileges  and  franchises  of  said  Com- 
pany of  in  and  to  and  concerning  the  same. 

And  inasmuch  as  the  property  embraced  in  the  said  mortgage  is  only  a 
part  of  a  line  of  Rail  Road,  constructed  by  the  said  Company  it  is  hereby 


CORPORATE    HISTORY  87 

declared  to  be  the  intention  and  design  of  this  Decree  to  sell  only  thai  part 
of  said  Hail  Komi  embraced  in  said  mortgage,  ami  the  franchises  and 
rights  attached  thereto  in  accordance  with  the  terms  of  the  mortgage,  and 
Act  of  the  Legislature  by  the  authority  of  which  tin-  said  mortgage  was 
made  but  without  in  any  way  determining  what  effect  such  sale,  when  made 
will  have  upon  the  relations  of  the  purchasers  under  said  -ale  with  the  said 
company  or  others  having  rights  interests  or  liens  on  other  parts  of  the 
said  line  of  Road  but  leaving  the  said  Company  and  others  having  such 
rights,  interests  or  liens  and  the  public  perfectly  free  to  enforce  or  protect 
the  same  either  at  law  or  in  equity  as  may  be  deemed  just  and  reserving 

especially  to  any  of  the  parties  to  th  e,  and  the  proc Lings  herein 

or  to  their  successors  or  assigns  the  right  to  apply  hereafter  to  this  Court 
by  Petition,  supplemental  Bill,  cross  bill  or  otherwise  to  enforce  and  pro- 
tect the  same  this  Court  retaining  jurisdiction  of  the  cause  for  thai  pur- 
pose intending  hereby  and  such  being  the  force  and  effecl  of  this  decree 
in  manner  aforesaid  only  to  give  effecl  to  the  se<  rity  cr<  ited  under  the 
authority  of  law,  and  in  no  degree  to  affect  the  rights  interest  and  prop- 
erty which  may  exist  in  other  parts  of  the  line  in  the  general  franchi 
of  the  company  or  any  other  rights  which  may  legally  exist  consistently 
with  the  rights  of  the  creditors  and  i  -  under  such  a  deed  of  trust 

so  authorised  to  be  made,  which   said   -ale  however   it    is  ordered  and 
creed  shall  be  made  subjed  expresslj    to  all  the  rights  and  interests  which 
William   F.   Colbaugh,   John    F.   A.  Sanford    and    Luther   < '.   dark  or  their 
successors   or   assigns   may   have   as   1  Bond    Holders,    under   a 

deed  of  trust,  executed  by  the  Peoria  ..v  Oquawka  Rail  Road  Company  to 
said  parties  dated  August  2,  A.  D.  1852,  and  a   certaii  leed  of  trust 

in  confirmation  thereof,  dated  the   l'.'th  day  <>f   March  A.  D.  IS.".:  t<>  -, 
the  payment  of  the  principal  and  interest  of  Five  Eundred  Bonds,  of  < 
Thousand  Dollars  each,  bearing  interest  at  the  rate  of  eighl   per  cent   | 
able    semianually    and    now    outstanding    and    with     Coupons    unpaid    since 
November  1,  1858. 

And  it  is  further  ordered  and   decreed   that   all   q  -    between   the 

parties  now  in  possession  of  the  Koad  from  l'eoria  to  Burlington  viz  be- 
tween Moss  and  his  said  associates  and  a-M^ns  and  The  Chicago,  Burling- 
ton &  Quincy  Rail  Road  Company  and  the  Peoria  and  Oquawka  Rail  Road 
Company  touching  the  earnings  and  revenues  "f  tin'  said  Road  after  the 
first  day  of  November  A.  D.  L860,  up  to  which  date  the  special  Masters 
have  stated  the  account  down  to  the  time  of  said  sale  and  the  management 
of  said  Koad  for  that  period  of  time  he  reserved  and  held  for  the  future 
consideration   and   orders  of  the  Court. 

At  the  instance  of  .1.  M.  Walker  Esq  of  Counsel  for  the  I  hicago,  Burling- 
ton and  Quincy  Rail  Road  Company,  the  following  stipulations  are  ordered 
to  be  entered  of  Record,  and  are  in   the  words  and   figures  following,  to  wit, 

United  States  Circmt  Court,  Northern  District  of  Illinois. 
James  T.  Soulter  et  al. 
\s. 
Peoria  &  Oquawka  Railroad  Company  &al 

A   motion   having   been    made    to    dismiss   this   cause  for    want   of  juris- 


88  CHICAGO,    BURLIXGTOX    &    QUINCY    RAILROAD    COMPANY 

diction,  on  account  of  the  absence  of  necessary  parties  and  the  Court 
having  taken  said  motion  under  advisement  It  is  stipulated  by  the  Soliciters 
&  counsel  of  the  respective  parties  that  if  the  Court  should  overrule  said 
motion  then  said  cause  shall  be  deemed  to  be  submitted  as  of  this  present 
term 

J.  L.  Jemigan  of  Counsel  for  P  &  O.  R.  R.  Co. 
J.    M.    Walker    Solr.    for    Complts    in    Original    bill 

and   for   dft.   < '.    B.  &  Q.   in   Cross  bill. 
X.    II.    Purple    &    .1.    M.    Walker    Sobs,    for    Dfts 
Mo--.  Barding  &  Co. 
Endorsed    Filed    Deer    -2:),    1861. 

\v-:.   H.   Bradley  Clk. 

United  &  Court,  Northt        /'  -■  rid  of  Illinois. 

James  T.  Soulter  &  al. 

vs.  The  Peoria  &  Oquawka  R.  R.  Co  &  al. 

A  motion  having  been  made  in  this  cause  to  refer  back  the  Masters  re- 
port and  for  leave  to  take  certain  evidence  on  further  directions  at  the 
-  ggt  ••  "ii  of  the  Court,  the  following  stipulation  is  made  and  executed  by 
and   between   the  counsel  of  the  parti 

It  is  hereby  stipulated  that  for  the  purpose  of  the  hearing  of  this  cause 
the  following  all  be  deemed  ami  taken  as  true 

1     that  of  the  two  hundred  ami  fifty  Becured  mortgage  bonds  which  re- 
main after  deducting  the   1 1  i»  owned   by  James    F.  Joy  and  the  330  pledged 
to   the   said    Chicago    Burlington   and    Quincy    Kail    Road    Company,    Fifty 
belong   t"  -aid   bail   Boad   Company,  and  have  been  so  owned   since  July 
and    a    majority    of    the   remaining    200    to    tin-    BtOCK    holders    of    said 
any 

'2.  That  the  said  330  bunds  were  pledged  to  the  said  Company  by  the 
Peo'  r.a    bail    Boad   Company,   some  considerable  time  after   the 

ttion   and   counte      _        _    thereof  but  before  the  same  had  been  nego- 
tiated sold  or  otherwise  disposed  of  by  said  Company. 

4.     that  on  the  day  of  1860  the  said  Moss  &  his 

associate-  assigned  to  Charles  P.  Hillyer,  Trustee  for  the  Chicago  Burling- 
ton &  Quincy  Rail  Road  Company  &  Mo--.  Harding  &  Co.  the  lease  of  part 
of  said  Peoria  &  Oquawka  Rail  Road  to  said  Moss  &  his  associates  set 
forth  in  the  pleadings  in  this  case  and  all  their  rights  and  interests  in  the 
said  Road  west  of  Peoria  and  the  equipments  mentioned  in  the  contracts 
connected  with  said  lease  to  secure  the  payment  to  Moss,  Harding  &  Co. 
the  amount  agreed  to  be  paid  therefor  by  the  Chicago,  Burlington  & 
Quincy  Rail  Road  Company,  that  Company  having  contracted  to  purchase 
the  same  a  copy  or  the  original  of  said  assignment  is  to  be  placed  in  the 
hands  of  the  Honourable  Judge  of  this  Court,  to  be  used  in  evidence  in 
this  cause,  so  far  as  he  deems  it  admissible  and  proper  at  this  stage  of  the 
case  &  material  &  important  to  the  questions  therein,  before,  a  final  decree 
is  rendered. 

5  since  the  execution  of  the  said  assignment  The  Chicago  Burlington  «£ 
Quincy  Rail  Road  Company  has  not  interchanged  cars  either  passengers  or 


CORPORATE    HISTORY  89 

freight  at  Peoria  with  the  Road  east  of  that  point  &  all  freight  &  pas- 
sengers going  from  the  road  East  to  the  road  west  of  that  point  &  vice 
versa,  have  been  there  transshipped  and  it  claims  the  right  to  have  all 
freight  and  passengers  transshipped  there,  if  the  interests  of  the  Road  west 
of  that  point  will  be  promoted  by  it,  &  to  manage  the  road  in  such  a  man- 
ner as  will  subject  it  to  the  least  expense  &  earn  the  largest  amount  of 
money  without  reference  to  any  other  interests  &  that  it  can  not  be  re- 
quired to  allow  the  trains  of  the  Road  east  to  run  over  the  road  west  of 
Peoria  in  addition  to  its  own  trains  upon  the  road  or  Itself  to  draw  those 
trains  in  addition  to  its  own  trains  there  running  &  that  it  can  not  be 
required  allow  its  cars  to  run  upon  the  road  east  of  Peoria  if  it  is  not  the 
interest  of  the  Road  west  of  Peorit  It  admits,  that  acting  upon  this  claimed 
right  it  has  declined  to  interchange  cars,  and  to  allow  the  trains  from  the 
east  of  Peoria  to  run  west  &  has  declined  to  draw  them  or  allow  its  trains 
to  go  east  &  its  cars  &  therefore  all  freight  &  passengers  have  been  trans 
shipped  at  that  point  going  both  ways.  These  stipulations  &  admissions 
to   be  used   in   this  Miit  alone  for  which   purpose  solely  it  is  given 

J.  N.  Jernigan  of  Counsel  for  P  &  0   R.   K  '  o 
.J.    -M.    Walker    solr    for    Complts    in    Original    Bill 
and   the  Dft, 
the  C.  B.  &  Q.  R.  R.  Co.  in  the  Cross  Bill 

H.  N.  Purple  Solr  for  Moss,   Earding  &  Co. 
by  J.  M.  Walker. 
Endorsed  Filed   Dec   19,   1861. 

Wm.  H.  Bradley   Clk. 

Circuit  Court  of  the  United  States 
Northern   District  of  Illinois 

I,  William  II.  Bradley  Clerk  of  the  Circuit  Court  of  the  United  States 
for  said  District  do  hereby  certify  the  above  and  foregoing  to  be  a  true, 
corred  &  complete  copy  of  the  Decree  entered  of  record  in  the  above  en- 
titled cause  on  the  Eleventh  Day  of  July  A.  D.  1862  wherein  James  T. 
Soulter  et  al  are  Complainants  and  the  Peoria  &  Oquawka  Hail  Road  Com- 
pany— et  al  are  Defendants  by  Original  Bill  and  The  Peoria  &  Oquawka 
R.  R.  Co.  et  al  are  complainants  and  dames  T.  Soulter  et  al  are  Defendants 
by  Cross  Bill  as  the  same  appears  of  Record  remaining  in  my  custody 

In  testimony  trhtriof  I  have  hereunto  set  my  hand  and  affixed  the  seal 
of  said  Circuit  Court  at  my  office  in  the  City  of  Chicago  in  said  District 
this  3d  day  of  April  in  the  year  of  our  Lord  One  Thousand  Eight  Hundred 
&  sixty  nine,  &  of  our  Independence  the  93d 

(Seal)  Wm.  II.  Bradley 

Clk 

NOTICE    AND    PUBLICATION    CERTIFICATE 

September  20,  1862,  to  October  21,  1862. 
NOTICE.— Master 's  Sale   of   the  West  End   of   the  Peoria  and   Oquawka 

Railroad. 
Notice  is  hereby  given   that   by  virtue  and  in  pursuance  of  a  decree  of 
the  Circuit  Court  of  the  United  States  for  the  Northern  District  of  Illinois, 


90  CHICAGO,    BURLINGTON    &    QUIXCY    RAILROAD    COMPANY 

made  in  a  cause  in  Chancery,  therein  pending  wherein  James  T.  Soulter 
and  David  lloadley,  trustees,  &c,  are  complainants,  and  the  Peoria  and 
Oquawka  Railroad  Company,  the  Chicago,  Burlington  and  Quincy  Railroad 
Company,  William  S.  Moss,  Abner  C.  Harding,  Richard  Gregg,  James  Knox, 
Charles  II.  Walker,  Charles  S.  Clark,  Harvey  Lightner,  Tobias  S.  Bradley, 
and  Ivory  Quimby,  are  defendants,  and  in  the  cross  suit,  wherein  the 
Peoria  and  Oquawka  Railroad  Company,  William  S.  Moss  and  Tobias  S. 
Bradley  are  complainants,  and  the  said  James  T.  Soulter  and  David  Hoad- 
ley, trustees,  &c,  the  Chicago,  Burlington  and  Quincy  Railroad  Company, 
Al.nei  C.  Harding,  James  Knox,  Richard  Gregg,  Ivory  Quimby,  Harvey 
Lightner,  Charles  S.  Clark  and  Charles  11.  Walker,  are  cross  defendants, 
the  undersigned,  J.  T.  Moulton,  Special  Master  of  the  said  Court,  duly 
appointed  in  the  said  decree  for  that  purpose,  will  sell  at  public  auction,  at 
the  south  door  of  the  Post  Office  and  Custom  Eouse  building,  in  the  city 
of  Chicago,  in  said  state  and  Northern  District  of  Illinois,  on  Tl'HSDAY, 
the  twenty  first  day  of  October,  in  the  year  one  thousand  eight  hundred  and 
sixty  two,  at  ten  o'clock  in  the  forenoon  of  that  day.  to  the  highest  and  best 
bidder  for  cash,  the  following  described  premises  and  property,  to  wit:  All 
the  property  of  the  Peoria  and  Oquawka  Railroad  Company,  and  all  its  rights, 
interest,  and  equity  of  redemption  therein,  that  is  to  say,  its  road  west  of 
the  Qlinois  River,  ami  all  branches  thereof,  which  had  been  constructed  be- 
fore the  tenth  .lay  of  September,  A.  I).  L853  and  which  has  since  been  con- 
structed or  built,  including  the  right  of  way  and  land  occupied  thereby, 
ther  with  the  superstructure  and  tracks  thereon,  and  all  the  iron,  tim- 
ber, material-,  furniture,  and  property  purchased  by  said  Company  for  the 
construction  and  equipment  of  the  said  road  and  branches,  all  depot  and 
station  grounds,  and  the  buildings  thereon,  bridges,  viaducts,  culverts, 
fences,  engines,  tendi  .  tools  and  machinery,  materials,  and  all  other 

persona]  property  acquired   by  the  said  Company,  and  upon,  or  used  spe- 
cifically   or   specially   in   tin-   operation   and   management   and   control  and 

maintenance   of   the   said   railroad   of   the   said    Company    west    of   the   Illinois, 

ther  with  the  revenues  and  earnings  derived  or  to  be  derived  therefrom 
and  all  the  rights,  privileges  and  franchises  of  said  Company,  of,  in  and  to, 
and  concerning  the  same.  And  that  the  suit  in  which  the  said  decree  is 
made  was  brought  to  foreclose  the  second  mortgage  on  that  portion  of  the 
Peoria  ami  Oquawka  Railroad  which  lies  west  of  the  Illinois  River,  and 
it  is  therefore  hereby  declared  to  be  the  intention  ami  design  to  sell  only 
that  part  of  the  said  railroad  embraced  in  the  said  mortgage,  and  the 
franchises  and  rights  attached  thereto,  in  accordance  with  the  terms  of  the 
mortgage  and  act  of  the  Legislature,  by  the  authority  of  which  the  said 
mortgage  was  made;  and  that  at  said  sale  the  complainants  or  any  of 
the  parties  to  said  cause  will,  in  virtue  of  said  decree  be  entitled  to  bid; 
and  that  said  sale  will  be  made  subject  to  all  the  rights  and  interests  of 
which  William  F.  Colbaugh,  John  F.  A.  Sandford  and  Luther  C.  Clark, 
or  their  successors  or  assigns  may  have  as  trustees  for  bondholders,  under 
a  deed  of  trust  executed  by  the  Peoria  and  Oquawka  Railroad  Company 
to  said  parties,  dated  August  2d,  A.  D.  1852,  and  a  certain  other  deed  of 
trust,  in   confirmation  thereof,  dated  the  19th   day  of  March,  A.  D.   1853, 


CORPORATE    HISTORY  91 

to  secure  the  payment  of  the  principal  and  interest  of  five  hundred  bonds 
of  one  thousand  dollars  each,  bearing  interest  at  the  rate  of  eight  per 
cent.,  payable  semiannually  and  now  outstanding,  and  with  coupons  un- 
paid since  November  1st,  1858.  Notice  is  also  given  that  it  is  provided  in 
said  decree  that  the  defendants,  and  all  persons  claiming  under  them  or  to 
claim  under  them  or  any  of  them,  and  all  persons  having  a  lien  subsequent 
to  the  said  deed  of  trust,  by  judgment  or  decree,  or  otherwise  upon  the 
premises  contained  in  the  said  mortgage,  and  his  or  their  heirs  or  personal 
representatives,  and  all  persons  having  any  lien  by  or  under  such  judgment 
or  decree,  or  otherwise,  and  all  persons  claiming  under  them,  be  forever 
barred  and  foreclosed  of  and  from  all  equity  of  redemption  and  claim  of, 
in,  and  to  the  said  deeded  or  mortgaged  premises,  and  e\ery  pari  and 
parcel  thereof;  and  that  the  purchaser  or  purchasers  at  said  sale  shall  be 
let  into  possession  of  the  said  mortgaged  premises  and  that  any  of  the 
parties  in  this  cause,  who  may  be  in  possession  of  the  said  premises,  or 
any  part  thereof,  or  any  persons  who,  since  the  commencement  of  said  suit, 
have  come  into  possession  under  them  or  either  of  them,  deliver  possession 
thereof  to  such  purchaser  or  purchasers  on  production  of  the  Master's  deed 
for  such  premises  and  a  certificate  from  the  Clerk  of  said  Court,  after  the 
report  of  said  sale  shall  have  been  confirmed,  that  the  same  has  been  con- 
firmed under  the  rules  of  said  Court. 

J.  T.  MOULTON,  Special  Master. 

J.  F.  Joy,  of  Counsel,  and  J.  M.  Walker,  Solicitor  for  Complainants. 

Chicago,  September   17th,  1862. 

I,  the  undersigned,  one  of  the  publishers  of  the  CHICAGO  TRIBUNE, 
do  hereby  certify  that  a  notice,  of  which  the  annexed  is  a  true  copy,  was 
published  for  Five  successive  Weeks  to  wit:  Thirty  two  times  in  the  Daily 
edition  of  the  Chicago  Tribune,  a  newspaper  published  in  the  city  of 
Chicago,  and  of  general  circulation  throughout  the  County  of  Cook,  and 
State  of  Illinois,  and  that  the  date  of  the  first  paper  containing  the  same 
was  the  20th  day  of  September  A.  D.  1862,  and  that  the  date  of  the  last 
paper  containing  the  same  was  the  -1st  day  of  October  A.  I).  1862. 
Dated  at  Chicago  this  -1st   day  of  October,   1862. 

A.   Cowi.kk. 

Publishi  r. 

MASTER'S  DEED,  October  21,  L862,  to  Sidney   Bartlett,  et.  al. 

No.  384!M. 

Filed  February  23d  A.D.  1863  at  11  o'clock  A.  M. 
This  Indentuu  made  this  twenty  first  day  of  October  A.D.  1862,  between 
J.  T.  Moulton  of  Chicago  a  special  master  designated  by  the  order  of  the 
Circuit  Court  of  the  United  states  for  the  Northern  district  of  Illinois  as 
hereinaftermentioned  of  the  first  part  and  Sidney  Bartlett  Esq.  Nathaniel 
Thayer  and  John  W.  Brooks,  of  the  City  of  Boston  in  the  State  of  Massa- 
chusetts of  the  second  part: 

Whereas  at  a  Session  of  said  Court  held  at  Chicago,  on  the  Eleventh  day 
of  July  A.D.  1862  it  was  among  other  things  ordered,  adjudged  and  decreed 


92  CHICAGO,    BURLINGTON    &    QUINCY    RAILROAD    COMPANY 

by  the  said  Court  on  certain  causes  then  depending  in  said  Court  wherein 
the  original  Complainants  were  James  T.  Soulter  and  David  Hoadley 
Trustees  for  the  holders  of  bonds  issued  under  the  mortgage  described  in 
their  said  bill  of  Complaint  and  the  original  defendants  were  the  Peoria 
and  Oquawka  Bail  Road  Company,  The  Chicago,  Burlington  and  Quincy  Rail 
Road  Company  William  s.  Moss,  Abner  C.  Harding,  Richard  Gregg,  James 
Knox,  Charles  11.  Walker,  Charles  S.  Clark,  Earvej  Leightner  Tobias  S. 
Bradley  and  Ivory  Quimby,  and  in  the  Cross  suit  the  said  Peoria  and 
Oquawka  Rail  Road  Company,  William  S.  Moss  and  Tobias  S.  Bradley 
were  ('kiss  Complainants  and  the  said  Boadley  and  Soulter  Trustees,  and 
the  Chicago  Burlington  and  Quincy  Rail  Road  Company,  Aimer  C.  Harding, 
James   Knox,  Richard  Gregg,   Ivory  Quimby,  Harvey  Leightner,  Charles  S. 

Clark    and    Charles     11.     Walker    were    the    defendants    that    the    mortgaged 

premises  mentioned  and  Bet  forth  and   refered  to  in  the  said  original  bill 

of  Complaint  in  the  said  cause  and  hereinafter  particularly  described 
should  lie  sold  at  public  auction  by  and  under  the  direction  of  J.  T. 
Moulton  being  one  of  the  masters  of  ^;ii.|  Court  but  by  said  decree  made 
special  master  to  make  said  sale  at  Chicago  alter  a  period  of  one  hundred 
days    From    the    rendition    of    said    decree    after    giving    public    notice    of    the 

time  and  place  of  such  sale  according  to  the  rules  and  practice  of  said 
Court, 

I  ./  whereas  the  said  special  master,  J.  T.  Moulton  ami  the  party  of  the 
first  pari  to  these  presents,  did  on  the  twenty  first  day  of  October,  after 
having  advertised  the  same  according  to  the  rules  and  practice  of  this 
Court,  at  the  time  and  place  mentioned  in  said  advertisement  sell  at  public 
auction  the  said  mortgaged  premises  hereinafter  more  particularly  described 
g  eeable  to  the  order  aforesaid;  at  which  time  the  said  premises  were 
struck  off  to  the  parties  of  the  second  part  to  these  presents  for  the  sum 
of  Two  Million,  three  hundred  and  twenty  thousand  dollars,  that  being 
the  highest  sum  bidden  for  the  Bame,  but  subject  to  all  the  rights  and 
interests  which  William  1\  Coolbaugh,  John  P.  A.  Sanford  and  Luther  C. 

Clark  or  their  successors  Or  assigns  might  have  therein  as  trustees  for  bond- 
holders under  a  deed  of  trust  Executed  by  the  I'eoria  and  Oquawka  Rail- 
road  Company  to  said  parties  dated  August  1'nd  AD  lv'L!  and  a  certain 
other  deed  confirming  the  same  dated  April  L9th  AD  1853  to  secure  the 
payment  of  principal  and  interest  of  five  Hundred  bonds  of  one  thousand 
dollars  each  bearing  interest  at  the  rate  of  Bight  per  cent  with  the  Coupons 
unpaid  since  November  1st  1S58 

Now  therefore  this  Indenture  witnesseth  that  the  said  J.  T.  Moulton 
master  in  Chancery  in  said  Court  and  specially  designated  as  aforesaid 
and  party  of  the  first  part  to  these  presents  in  order  to  carry  into  effect 
the  said  sale  so  made  as  aforesaid  in  pursuance  of  the  decree  of  the  said 
Circuit  Court  of  the  United  States  and  in  consideration  of  the  premises  and 
of  the  said  sum  of  Two  million  three  hundred  and  twenty  thousand  dol-. 
lars  paid  by  the  party  of  the  second  part  to  these  presents  to  me  the  said 
J.  T.  Moulton  master  as  aforesaid  the  receipt  whereof  he  doth  hereby 
acknowledge  hath  granted,  bargain  and  sold,  aliened,  released  and  confirmed 
and  by  these  presents  doth  grant,  bargain,  sell,  alien,  release,  convey  and 


CORPORATE    HISTORY  93 

confirm  unto  the  said  parties  of  the  second  part  and  the  survivor  or  sur- 
vivers  of  them  and  their  assigns  and  the  heirs  and  assigns  of  the  survivor 
of  them  forever  all  the  property  mentioned  and  refered  to  in  the  said  bill 
of  Complaint  and  discribed  therein  and  in  said  decree  as  follows  viz: 

All  the  property  of  the  Peoria  and  Oquawka  Rail  Road  Company  and 
all  its  rights,  interests  and  equity  of  redemption  therein,  that  is  to  say  it- 
road  west  of  the  Illinois  river  and  all  branches  thereof  which  had  been 
constructed  before  the  tenth  day  of  September  A.D.  1853  and  which  has 
since  been  constructed  and  built  including  the  right  of  way  and  the  land 
occupied  Oiereby  together  with  all  the  superstructure  and  tracts  thereon 
and  all  the  iron,  timber,  materials,  furniture  and  property  purchased  by 
said  Company  for  the  construction  and  equipment  of  the  said  road  and 
branches.  All  Depot  and  Station  grounds  and  the  buildings  thereon,  bridg 
viaducts,  culverts,  fences,  engines,  tenders,  cars,  tool.-  and  machinery  ma- 
terials and  other  personal  property  acquired  by  the  -aid  Company  and 
upon  or  used  specifically  or  specially  in  the  operation  and  management  and 
control,  ami  maintainance  of  the  said  Rail  Road  of  tin-  -aid  Company  wesl 
of  the  Illinois  river  together  with  all  the  revenues  and  earnings  derived 
or  to  be  derived  therefrom  and  all  the  rights  and  privileges  of  said  Com- 
pany of,  in  and  to  and  concerning  the  same.  The  property  hereby  sold 
being  only   that   part  of  the  road  embraced   in  said   mo  'id   the  fran- 

chises  and  lights  attached  thereto  in  accordance  with  the  terms  of  said 
mortgage  and  the  acts  of  the  Legislature  by  the  authority  of  which  the  said 
mortgage  was  made  and  the  terms  of  said  decri  er  with  the  heredita- 

ments aiol  appurtenances  to  the  same  belonging  or  in  anywise  appertaining. 

To  KaVi  mill  In  Hold  the  same  and  all  and  singular  the  said  premises 
above  mentioned  and  described  ami  hereby  granted  and  conveyed  or  in- 
tended to  be  so  unto  the  parties  of  the  second  part  their  survivor  or  sur- 
vivors or  to  the  assigns  of  them  or  the  survivors  of  them  and  the  heirs  of 
the  survivor  of  them  to  the  only  proper  use  and  benefit  and  behoof  of  the 
said  parties  of  the  second  part,  survivors  or  assigns  or  heirs  as  aforesaid 

In  witness  whereof  the  -aid  J.  T.  Moulton  master  a-  aforesaid  has 
hereunto  set  his  hand  and  seal  the  day  and  year  above  written  at  Chicago 
Illinois  J.  T.  MoiLTON  (Seal  I 

Master   in   Chancery   United  Sta1 
Witness  Circuit  Court   Northern   District  of  Illinois 

\Y.   Fliegn 
Philip  A.   Ho\  m. 


State  of  Illinois 
County  of  Cook 


I  ss. 
City  of  Chicago    J 

I,  Philip  A.  Ilovno  a  notary  public  in  and  for  the  said  City  in  the  State 
aforesaid,  do  hereby  certify  that  J.  Tilden  Moulton,  Master  in  Chancery  of 
the  United  States  Circuit  Court  for  the  northern  District  of  Illinois  who  is 
personally  known  to  me  to  In'  the  -nine  person  whose  name  is  subscribed  to 
the  foregoing  deed  appeared  before  me  this  day  And  acknowledged  that 
he  as  such  master   as   aforesaid   signed,   sealed   and   delivered   the  said    in- 


94  CHICAGO,   BURLINGTON   &   QUINCY  RAILROAD  COMPANY 

strument   of  writing  as  his  free  act  and   deed   for   the  uses  and  purposes 
therein    mentioned 

Given  under  my  hand  and  notarial  seal  this  twenty  second  day  of  No- 
vember in  the  year  of  our  lord  one  thousand  Eight  hundred  and  sixty  two. 
(L-  s0  Philip  A.  Hoyne 

Notary  Public 
State  of  Illinois  J 

r  SS 

Knox  County  ) 

I,  John  11.  Lewis  Clerk  of  the  Circuit  Court  and  ex  officio  Eecorder 
within  and  for  the  County  and  State  aforesaid,  do  hereby  certify  that  the 
foregoing  instrument  of  writing  and  certificate  thereto  attached  are  truly 
I  opied  from  the  records  of  my  office,  as  the  same  appears  of  record  in 
my  office  in  Vol.  55  of  deeds  Pages  489 — 490  and  491. 

Witness  my  hand  and  seal  of  office  at  Knoxville  in  said  County  this 
22nd  day  of  February  A.I>.   1864  John  H.  Lewis  Cir  Clk  and  Rec 

(Seal  _  Per  Samuel  L.  Charles  Dep  Clk 

Ri  ■  orded  in  Illinois : 

Kant    County,  February   IS,   1868,  Book  55,   Page    $9. 

Peoria  County,  October  II.  1872,  Book  O.B.,  Page   ',. 

Knox  County,  October  15,  t872,  Book  90,  Page  606. 

Warren  County,    November   II.  1872,  Book  57,  Page  248. 

Henderson  County,  December  18,  1872,  Book  27,  l'<i<ie  MS. 

ARTICLES  OF  ORGANIZATION 
PEOBIA  &  BURLINGTON  RAIL  ROAD  COMPANY 
March  8,  1864. 
ve  of  Illinois: 
Be  it  remembered  &  certified  that  on  the  Eighth  day  of  March  in  the 
year  of  our  Lord  One  Thousand  Eight  Hundred  &  Sixty  Four  at  the  hour 
of  Twelve  o'clock  at  noon  of  the  said  day  at  the  office  of  the  Chicago, 
Burlington  &  Quincy  Rail  Road  Company  in  the  city  of  Chicago  in  said 
State  was  holden  a  meeting  of  all  the  stockholders  or  parties  interested  in 
\  owning  that  part  of  the  Peoria  A-  Oquaka  Rail  Road  situated  A  lying  & 
being  wesl  of  the  Illinois  River,  consisting  of  all  the  original  purchasers 
of  the  same  at  the  Masters  Sale  under  &  in  virtue  of  a  decree  rendered  by 
the  Circuit  Court  of  the  United  States  in  &  for  the  Northern  District  of 
Illinois  in  a  cause  wherein  Janus  T.  Soulter  &  David  lloadly  trustees  for 
bondholders  were  complainants  &  the  Peoria  &  Oquaka  Hail  Road  Company 
&  many  others  were  defendants  which  said  sale  was  made  on  the  twentieth 
day  of  October  A.D.  1862  &  of  such  other  parties  as  they  have  associated 
with  them  under  &  in  accordance  with  the  provision  of  an  Act  of  the 
Legislature  of  the  State  of  Illinois  to  enable  the  purchasers  of  the  West 
End  of  the  Peoria  &  Oquaka  Rail  Road  sold  under  mortgage  deeds  of 
Trust  or  otherwise  to  become  a  corporation  duly  approved  on  the  10th  day 
of  June  1863 — which  said  original  parties  were  Sidney  Bartlet,  Nathaniel 
Thayer  &  John  W.  Brooks  which  said  parties  associated  with  them  were 
John  Yan  Nortwick,  Amos  T.  Hall,  Edward  J.  Hale,  Francis  H.  Peabody, 
John  N.  Dennison,  &  James  F.  Joy. 


CORPORATE    HISTORY  1)5 

And  be  it  further  certified  &  remembered  that  the  said  meeting  was  held 
in  pursuance  of  a  call  for  the  same  fixing  the  time  &  plate  thereof  in 
writing  signed  by  all  of  the  said  stockholders  or  parties  in  interest — &  that 
at  the  said  meeting  all  of  the  said  parties  were  represented  either  by  them- 
selves in  person  or  by  their  proxy  &  that  John  Van  Nortwiek,  Amos  T. 
Hall  &  James  F.  Joy  were  present  in  person  &  the  remaining  stockholders 
were  present  by  their  proxy  James  P.  Joy  duly  authorized,  &  that  at  the 
said  meeting  the  said  Van  Nortwiek  was  chosen  President  thereof,  &  the 
said  Amos  T.  Hall  was  appointed  Secretary  thereof — &  thai  thereafter  the 
said  meeting  proceeded  to  ballot  for  nine  directors  to  constitute  a  Board 
of  Directors  for  the  year  thereafter  ensuing  or  until  their  successors  should 
be  duly  elected  &  upon  such  balloting  there  were  cast  ten  thousand  votes 
representing  ten  thousand  shares  of  stock  &  that  all  the  said  votes  v 
cast  for  &  in  favor  of  each  of  the  following  named  parties  viz.  Sidney 
Bartlet,  Nathaniel  Thayer,  John  YV.  Brooks,  Edward  J.  Hale,  Francis  11. 
Peabody,  John  X.  Dennison  John  Van  Nortwiek,  Amos  T.  Hall  &  James 
F.  Joy,  who  were  therefore  declared  'Inly  elected  as  such  Directors  &  for 
such   period  of  time. 

Ami  be  it  further  certified  that  at  the  said  meeting  it  was  on  motion 
Eesolved  that  the  name  &  designation  of  the  company  or  corporation  to  be 
organized  for  the  management  of  the  said  road  &  as  a  Board  of  Directors 
in  &  for  which  the  said  parties  were  elected  a-  above  stated  should  be  the 
Peoria  &  Burlington  Rail  Road  Company  which  name  was  then  &  there 
adopted  as  the  name  ..v.   designation  of  said  corporation. 

And  further  be  it  certified  that  at  said  meeting  it  was  made  to  appear 
that  the  capital  stock  of  &  in  the  said  property  was  ten  thousand  shares  of 
one  hundred  dollars  each  <.v.  that  number  only  &  that  of  the  said  Dumber 
of  shares  John  Van  Nortwiek  ..v.  Amos  T.  Hall  owned  each  ten  shares — ■ 
James  F.  Joy  owned  fourteen  shares — Edward  J.  Hale,  Francis  II.  Peabodj 
&  John  N.  Dennison  each  owned  ten  shares  \  that  Nathaniel  Thayer,  & 
Sidney  Bartlet  &  John  YV.  Brooks  each  owned  Thirty  Three  Hundred  ,V 
Twelve  shares  &  that  the  said  Thayer,  Bartlet,  Brooks,  Peabody,  Hall  & 
Dennison  had  in  writing  &  by  their  power  of  Attorney  duly  constituted 
the  said  James  F.  Joy  their  proxy  to  represent  them  >.v.  each  of  them  & 
vote  upon  their  shares  at   the  said  meeting. 

And  further  be  it  certified  that  the  said  meeting  was  in  accordance  with 
the  said  call  &  was  held  by  the  terms  thereof  for  the  election  of  Directors 
&  for  the  transaction  of  such  other  business  as  might  come  before  it  & 
that  the  said  stock  had  been  created  by  the  said  Bartlet,  Thayer  &  Brooks 
the  said  purchasers  by  issuing  to  each  of  themselves  individually  &  to  said 
other  parties  who  had  become  interested,  certificates  of  stock  signed  by 
themselves  jointly  in  shares  of  One  Hundred  Dollars  each  to  the  full  amount 
of  the  interest  held  by  each  party  &  that  the  whole  amount  of  said  stock 
was  One  Million  of  Dollars  &  that  the  said  call  for  said  meeting  &  the 
certificate  of  the  ownership  of  said  stock  duly  signed  by  said  Bartlet, 
Thayer  &  Brooks  &  the  amount  thereof — &  the  proxies  or  powers  of  At- 
torney to  represent  &  vote  upon  the  stock  of  the  absent  parties,  as  above 
stated  given   to   said  Joy,  &  the  form   of  the  stock  certificates   issued  are 


96  CHICAGO,    BURLINGTON    &    QUINCE    RAILROAD    COMPANY 

on  file  with  the  said  Secretary  of  said  meeting  to  be  recorded  with  ft  upon 
the  records  of  the  Corporation  to  be  organized  by  the  said  proceedings  & 
the  filing  of  these  certificates. 

In  witness  of  all  which  things  &  statements  the  said  stockholders  have 
all  of  them  hereto  set  their  seals  &  signatures  personally  this  the  Twenty- 
third  day  of  March  A.D.  1864.  ft  the  said  Peoria  &  Burlington  Bail  Road 
hath   hereto  annexed    its  te   seal    by   J.   \Y.    Brooks,    it-    President 

therto    duly    authorized. 

Sidn:      B  -  :t:  i.tt  (Seal) 

J.  W.  Bkooks  (Seal) 

1'.     11.     PEABODY  (Se 

Till'  Peoria  rlington  Railroad 

.,.,;-.   /■  [SEAL] 

s.  Bartlett,     X.  Thayer  (Seal 

Brook-,    Peabody,   Thayer.    Denison 
&   Bale,  were  witnessed  by  J"  N"  Denison  (Seal) 

„  E.  .1.11  \l.K  (Sea    ) 

Elijah   Smith  v 

The  Signatures  of  Mi .  Joy,  Van     James  F.  Joy  (Seal) 

twick  A;  Hall  were  witnessed  by      .  „        M  ,_,    ,, 

J      John  Van  NORTWICK  (Seal  | 

Chas.  S.  Babtlj 

(ovi  II  inky  I.  Una, ins  Amos   T.   Hall   .  (Seal) 

At  a  meeting  of  the   D  -r  the   Peoria  &   Burlington   Bailroad  Co. 

held  at   i  Mass.  the  twenty  third  day  of  March  1864,  it  was 

Voted,  that  .1.  \V.   I  [enl  of  this  Company,  be  authorized 

to  execute  on  behalf  of  the  Company  the  certificate  now  presented  to  the 
board,  to  be  filed  with  thi  te,  Betting  forth  the  organization 

of  the  corporation,  the  choice  of  Directors,  and  the  other  doings  thereof, 
at  the  meeting  of  the  Company,  held  on  t In-  eighth  day  of  March,  instant, 
the  office   of   the   i  rlington   «.v.   Quincy    Bailroad   Company   in 

Chicago,  affixing  tin  al. 

.  REVENUE  STAMP] 

A    true    copy    from    the    records 
Attest:  J.   X.   Denison 

Secy. 

United  Stati  so     A  i     .  1 

-  eg 
-     '.TE   OF    I  I.I.I  N'  ) 

I,  O.  M.  Hatch,  Secretary  of  State,  of  the  State  of  Illinois,  do  hereby 
Certify  thai  the  foregoing  is  a  true  copy  of  the  Articles  of  Organization 
of    the    "Peoria    and    Burlington    Bailroad    Company"    this    day    filed    and 

which  are  now  on  file  in  my  office.  In  witness  whereof  I  have  hereunto  set 
my  hand,  and  affixed  the  Greal  Seal  of  State,  at  the  city  of  Springfield, 
this  twelfth  day  of  April,  A.  D.  1864. 

[tT.  S.  REVENUE  STAMP] 

(Seal)  O.  M.  Hatch,  Seen  tary  of  State. 


CHICAGO,  BURLINGTON  &  QUINCY 
RAILROAD  COMPANY 

(Presi  nt  Company) 

The  present  company  was  created  June  24,  1864  by  the  Ar- 
ticles of  Consolidation  between  the  Peoria  lV  Burlington  Rail 
Road  Company  and  the  Chicago,  Burlington  and  Quincy  Kail 
Road  Company,  the  Articles  being  filed  with  the  Secretary  of 
State  of  Illinois  July  11,  1864. 

Tins  company  continued  until  its  corporate  existence  was  ex- 
tended from  June  24,  1914,  as  a  corporation  under  the  General 
Laws  of  the  State  of  Illinois  relating  to  Railroads,  by  action 
taken  pursuanl  to  the  provisions  of  an  Art  of  the  Legislature, 
approved  June  7.  1911. 

The  first  meeting  of  this  company  was  held  al  Chicago,  Illinois, 
June  24,  is(i4.    The  officers  and  directors  of  The  Chicago,  Bur- 
lington and  Quincy  Rail  Road  Company  retained  their  i 
tive  <  i  ft  ices. 

This  company  was.  Erom  the  date  of  its  organization,  the 
owner  of  the  follow  ing  railroad  : 

1.  From  a  connection  with  the  Pennsylvania  Railroad  P. 
Ft.  W.  &  ( '.  Ry.)  a1  the  intersection  of  Stewart  Avenue  and 
West  Fifteenth  (15th)  Place  now  vacated)  in  the  City  of 
Chicago;  thence  southwesterly  to  Galesburg  depot,  a  distance  of 
one  hundred  and  sixty-one  and    lv   100     161.48)  miles. 

2.  From  a  connection  with  the  line  last  above  described,  at 
Aurora,  Illinois,  thence  northerly  to  a  connection  with  the 
Galena  &  Chicago  Union  Railroad  (now  Chicago  and  North- 
western) at  Turner  Junction,  Illinois,  a  distance  (firsl  main) 
of  12.02  miles. 

3.  Peoria,  Illinois,  westerly  via  Galesburg  to  Eas1  Burling- 
ton, Illinois,  a  distance  (firsl  main     of  93.66  miles. 

4.  Fates  City  to  Lewistown,  30.14  miles. 

5.  Quincy  to  Galesburg,   99.91    miles. 

Total  mileage  owned.  397.21  miles,  all  in  Illinois. 

It  also  owned  jointly  with  the  Chicago  and  Northwestern  Knil- 

97 


98  CHICAGO,   BURLINGTON   A-   QUINCY  RAILROAD  COMPANY 

way  Company  a  right  of  way  and  the  tracks  thereon  extending 
from  a  connection  with  the  St.  Charles  Air  Line  property  at  the 
west  bank  of  the  Chicago  River,  thence  westerly  to  a  connection 
with  this  company's  main  line  in  Depot  Street  west  of  Stewart 
Avenue,  a  distance  of  seventeen  hundredths  (0.17)  miles. 
(Lewistown-Rushville) 

Of  date  April  25.  1868,  in  order  to  secure  the  construction  of 
the  extension  from  Lewistown  to  Rushville,  this  company  ex- 
ecuted a  contract  with  James  F.  Joy,  who  acted  as  agent  for 
the  Chicago,  Burlington  &  Quincy  Railroad  Company,  whereby 
The  Peoria  and  Hannibal  Railroad  Company  conveyed  to  Joy 
all  of  its  property,  rights  and  franchises,  the  said  Joy  on  his 
part  agreeing  to  provide  the  means  to  construct  and  equip  the 
road  and  afterwards  to  operate  it. 

By  deed  dated  May  7,  1868,  James  F.  Joy.  Agent,  conveyed 
the  extension  from  Lewistown  to  Rushville  to  the  Chicago,  Bur- 
lington &  Quincy  Railroad  Company. 

Of  date  June  14,  1873  James  F.  Joy  made  a  deed  to  the  C. 
B.  &  Q.  Company  confirming  its  title  to  the  Peoria  and  Hanni- 
bal property. 

By  lease  dated  March  15,  1899,  for  twenty-five  years.  The 
Peoria  and  Hannibal  Railroad  Company  confirmed  its  convey- 
ances of  date  November  4,  1861,  and  April  25.  1868,  to  the  agents 
of  the  Burlington  Company.        . 

By  deed  dated  June  1,  1899,  this  company  confirmed  its  pre- 
vious conveyances  as  above  particularly  set  out.  and  conveyed 
its  corporate  rights  and  franchises  to  the  Burlington  Company. 


ACT  OF  LEGISLATURE 
Approved  February  16,  1865. 

AX  ACT  to  authorize  the  Chicago,  Burlington  and  Quincy  Railroad  Com- 
pany to  take  up  that  portion  of  its  road  between  Batavia,  in  Kane  county, 
and  the  Junction,  in  Du  Page  county,  and  to  extend  its  railroad  from  such 
point  in  the  town  of  Batavia,  on  its  present  line,  to  a  point  they  may  select, 
on  the  line  of  the  Northwestern  (late  the  Galena  and  Chicago  Union)  Rail- 
road, Illinois. 

Section  1.  Be  it  enacted  by  the  People  of  the  State  of  Illinois,  repre- 
resenttd  in  the  General  Assembly,  That  the  Chicago,  Burlington  and  Quincy 
Railroad  Company  shall  have  power,  and  is  hereby  authorized  to  take  up 


corpoi;  \  I  I     BISTORT  99 

and  discontinue  thai   part  of  its  railroad  lying  between  Batavia,  in    K; 

county,  and  the  junction  with  the  Chicago  and  Northwestern  (late  the 
Galena  and  Chicago  Union)  Railroad,  in  l>u  ['age  county:  Provided,  it 
shall  al  the  same  time,  <>r  immediately  thereafter,  which  it  is  empowered 
to  do,  extend,  construcl  and  maintain  its  railroad  from  such  point  on  the 
present  line,  in  the  town  of  Batavia,  as  it  may  select,  northwardly,  via 
St.  Charles,  to  a  point  on  the  Chicago  and  Northwestern  (late  the  Galena 
and  Chicago  Union)  Railroad,  al  such  place  east  of  Fox  river,  as  said 
company  may  determine  upon. 

$  2.     The  said    Chicago,  Burlington   and    Quincy   Railroad   Company,   in 

the  extensi C   its  said    railroad,   and   in   the  construction,  operation  and 

maintenance  of  such  extension,  shall  have,  possess  and  exercise  all  the 
powers,  rights  and  privileges,  immunities  and  franchises,  now  or  at  any 
time  possessed,  held  or  enjoyed  by  it  during  its  existence  under  its  charter, 
or  amendments  thereto,  or  by  or  under  the  laws  of  this  State. 

§  3.     This  act  shall  be  deemed  a  public  act,  and   shall  take  effect  and 
be  in  force  from  and  after  its  passage. 

Approvkd  February  16,  1865. 

Private  Laws  Illinois  1865,   \'<>l.  2,  Page  1)'>. 


ACT  OF  LEGISLATURE 

Approved  February  16,  1865. 

AX    ACT  to  authorize  the  Chicago,   Burlington  and  Quincy  Railroad   Com- 
pany to  extend  its  railroad  from  Aurora  to  Morris. 

Section  1.  Be  it  enacted  by  the  People  of  the  State  of  Illinois,  repre- 
sented in  the  General  Assembly,  That  the  Chicago,  Burlington  and  Quincy 
Railroad  Company  shall  have  power  to  extend,  construct  and  maintain  its 
railroad  from  Aurora,  in  Kane  county,  to  Morris,  in  Grundy  county,  on  such 
a  route  as  it  may  select. 

§  2.  The  said  Chicago,  Burlington  and  Quincy  Railroad  Company,  in  the 
extension  of  its  said  railroad,  and  the  construction,  maintenance  and  oper- 
ation of  such  extension,  shall  have,  possess  and  exercise  all  the  powers, 
rights,  privileges,  immunities  and  franchises,  now  or  at  any  time  possessed, 
held  or  enjoyed  by  it,  during  its  existence  under  its  charter,  or  amend- 
ments thereto,  or  by  or  under  the  laws  of  this  State. 

$  3.  This  act  shall  be  deemed  a  public  act,  and  shall  take  effect  and  be 
in  force  from  and  after  its  passage. 

Approved  February  16,  1865. 

1'riiate  Laws  Illinois  1865,  Vol.  2,  Page  Uf6. 


THE  JACKSONVILLE  AND  SAVANNA 
RAILROAD  COMPANY 

This  company  was  created  by  a  Special  Act  of  the  Illinois 
Legislature  in  force  February  14,  1855,  with  authority  to  build 
a  railroad  from  Jacksonville  to  Savanna,  and  to  unite  its  rail- 
road with  any  other  railroad.  Its  organization  was  legalized 
by.  an  act  of  the  Legislature  in  force  February  21.  1859.  With 
('.  B.  cv.  <t>.  aid.  the  company  was  able  to  grade  and  bridge  its 
line  from  Yates  City  to  a  point  four  miles  South  of  Canton 
(St.  David)  by  August  21,  1861,  with  a  track  al  Yates  City 
connecting  with  the  road  of  the  Peoria  and  Oquawka  Company, 
then  in  possession  of  and  operated  by  the  C.  B.  &  Q.  Company. 

Of  date  November  4,  1861,  The  Jacksonville  and  Savanna  Rail- 
road  Company  made  a  contract  with  James  F.  Joy  and  J.  W. 
Brooks  (who  acted  in  this  transaction  as  the  agents  of  The  Chi- 
cago, Burlington  and  Quincy  Rail  Road  Company),  whereby  the 
said  Joy  and  Brooks  became  the  purchasers  of  the  right  of  way, 
roadbed  and  all  other  property  of  this  company,  and  undertook 
in  behalf  of  their  principal  to  complete,  eqtiip  and  operate  the 
line  of  railroad  from  Yates  City  to  a  point  four  miles  south  of 
Canton  (St.  David),  where  a  connection  was  made  with  The 
Peoria  &  Hannibal  Railroad. 

Of  date  November  6,  1861,  James  F.  Joy  and  J.  W.  Brooks 
by  deed  conveyed  to  The  Chicago,  Burlington  and  Quincy  Rail 
Road  Company  all  of  the  property  of  The  Jacksonville  and 
Savanna  Railroad  Company,  and  in  this  deed  the  Burlington 
Company  agreed  "to  operate,  control  and  own  and  manage  the 
said  railroad  and  all  other  rights  under  their  said  contract  and 
purchase."' 

The  line  was  completed  to  Canton  May  2,  1862,  and  has  always 
been  operated  by  the  Burlington  Company. 

ACT  OF  LEGISLATURE 

Approved  February  14,  1855. 

AN  ACT  to  incorporate  the  Jacksonville  and  Savanna  Railroad  Company. 
Section  1.     Be  it  enacted  by  the  Vcuyle  of  the  State  of  Illinois,  repre- 

100 


CORPORATE    HISTORY  10 L 

sented  in  the  General  Assembly,  That  Franklin  Farewell,  Willard  Dicker- 
man,  Thompson  Maple,  John  W.  Ingersoll  and  William  Babcock,  and  their 
associates,  successors  and  assigns,  are  hereby  created  a  body  corporate  and 
politic,  under  the  name  and  style  of  "The  Jacksonville  and  Savanna  Bail- 
road  Company,"  with  perpetual  succession;  and  by  that  name  be  and  they 
are  hereby  made  capable  in  law  and  equity  to  sue  and  be  sued,  plead  and 
be  impleaded,  defend  and  be  defended  in  any  court  of  law  and  equity  in 
tli is  State,  or  any  other  place;  to  make,  have  and  use  a  common  seal,  and 
the  same  to  renew  and  alter  at  pleasure;  and  shall  be  and  are  hereby 
vested  with  all  the  powers,  privileges  and  immunities  which  are  or  may  be 
necessary  to  carry  into  effect  the  purposes  and  objects  of  this  act  as  here- 
inafter set  forth;  and  said  company  are  hereby  authorized  and  empowered 
to  locate,  const  nut  and  finally  complete  a  railroad  from  the  city  of  Jack- 
sonville, by  the  way  of  Liverpool  and  Canton,  to  the  town  of  Savanna,  on 
the  Mississippi  river;  said  railroad  to  be  laid  out  and  constructed  by  the 
most  direct  and  eligible  route  from  the  said  city  of  Jacksonville  to  the 
said  city  of  Savanna,  and  for  this  purpose  said  company  are  authorized, 
upon  the  most  eligible  and  direct  route,  to  lav  out  their  said  road,  not  ex- 
ceeding one  hundred  feet  in  width,  through  the  whole  length,  and  tor  the 
purpose  of  cuttings,  embankments,  stone  and  gravel  may  take  as  much 
more  land  as  may  be  necessary  for  the  proper  const  nation  of  and  security 
of  said  railroad. 

\>  2.  The  capital  stock  of  said  company  shall  consist  of  two  millions  of 
dollars,  to  be  divided  into  shares  of  one  hundred  dollars  each.  The  immedi- 
ate government  and  direction  of  said  company  shall  be  vested  in  seven 
directors,  who  shall  be  chosen  by  the  stockholders  of  said  company  in  the 
manner  hereinafter  provided,  who  shall  hold  their  offices  for  one  year  after 
their  election  and  until  others  shall  be  duly  elected  and  qualified  to  take 
their  places  as  directors;  and  the  said  directors,  a  majority  of  whom  shall 
form  a  quorum  for  the  transaction  of  business,  shall  elect  one  of  their  num- 
ber to  be  the  president  of  the  oompanyj  that  said  board  of  directors  shall 
have  power  to  appoint  all  necessary  clerks,  secretary,  treasurer  and  other 
officers  necessary  in  the  transaction  of  busihfess  of  said  company. 

\\  '■'..  The  said  corporation  are  hereby  authorized  by  their  agents,  sur- 
veyors and  engineers,  to  cause  such  examinations  and  surveys  to  be  made 
of  the  ground  and  country  between  said  city  of  [Jacksonville  and  the  said 
city  of  Savanna  as  shall  be  necessary  to  determine  the  most  advantageous 
route  for  the  proper  line  or  course  whereon  to  construct  their  sai3  rail- 
road; and  it  shall  be  lawful  for  said  company  to  enter  upon  and  take 
possession  of  and  use  all  such  lands  ami  real  estate  as  will  or  may  be  neres 
sary  for  the  construction  and  maintenance  of  said  railroad,  its  depots,  side 
tracks,  water  stations,  engine  houses,  machine  shops  and  other  buildings 
and  appendages  necessary  to  the  construction  and  working  of  said  road: 
I'mridt  (I,  that  all  the  laud  or  real  estate  entered  upon  or  taken  possession 
of'  and  by  said  corporation,  for  the  purpose  and  accommodation  b?  said 
railroad,  or  upon  which  the  site  of  said  railroad  shall  have  been 
located  or  determined  by  the  said  corporation,  shall  be  paid  for  1  >_v  said 
company,  in  damages,  if  any  be  sustained  by  the  owner  or  owners  thereof. 


102        CHICAGO,    BURLINGTON    &    QUINCY    RAILROAD    COMPANY 

by  the  use  of  the  same  for  the  purposes  of  said  railroad;  and  all  lands 
entered  upon  and  taken  for  the  use  of  said  corporation  which  are  not 
donated  to  said  company,  shall  be  paid  for  by  said  corporation,  at  such 
price  as  may  be  mutually  agreed  upon  by  the  said  corporation  and  the 
owner  or  owners  of  such  lands,  and  in  case  of  disagreement  the  price  shall 
be  estimated,  fixed  and  recovered  in  the  manner  provided  for  taking  lands 
for  the  construction  of  public  roads,  canals  or  other  public  works,  as  pre- 
scribed by  the  act  concerning  the  right  of  way,  approved  March  ;;,  1845, 
or  according  to  tlfe  provisions  of  an  act  entitled  "An  Act  to  amend  the 
law  condemning  the  right  of  [way]  tor  purposes  of  internal  improvement," 
approved  June  22,  1  852. 

$  4.  If  any  person  shall  wilfully,  maliciously  or  wantonly  and  contrary 
to  law  obstruct,  the  passage  of  any  car  on  said  railroad,  or  any  part  thereof, 
or  anything  belonging  thereto,  or  shall  damage,  break  or  destroy  any  part 
of  the  said  railroad,  or  implements  or  buildings,  he,  she  or  they,  or  any 
person  assisting,  shall  forfeit  and  pay  to  said  company  for  every  such 
offence  treble  the  amount  of  damages  thai  shall  lie  proved  before  any  com- 
petent court  shall  have  been  sustained,  ami  he  sued  for  in  the  name  and 
behalf  of  -aid  company,  and  such  offender  or  offenders  shall  be  deemed 
guilty  of  a  misdemeanor,  and  shall  be  liable  to  an  indictment  in  the  same 
manner  as  other  indictments  are  found  in  any  county  or  counties  where 
such  offense  shall  have  been  committed,  and  upon  conviction  every  such 
offender  shall  lie  liable  to  a  line  not  exceeding  five  thousand  dollars,  for 
the  use  of  the  county  where  such  indictment  may  be  found,  and  may  be 
imprisoned  in  the  county  jail  for  any  time  not  exceeding  six  months,  at 
the  discretion  of  the  court. 

§  5.  The  time  for  holding  the  annual  meetings  of  said  company  for  the 
election  of  directors  shall  he  fixed  and  determined  by  the  by-laws  of  said 
company;  and  at  all  meetings  each  stockholder  shall  be  entitled  to  a 
vote,  in  person  or  lawful  proxy,  one  vote  for  each  share  of  stock  he,  she 
or  they  may  hold  bona  fide  in  said  company,  upon  which  all  installments 
called  have  been  paid. 

§  6.  Franklin  Farewell,  Willard  Dickerman,  Thompson  Maple,  John  W. 
Ingersoll  and  William  Babcock  are  hereby  appointed  commissioners,  who, 
or  a  majority  of  whom,  after  a  meeting  duly  called  by  twenty  days'  notice 
in  newspapers  published  in  Fulton  and  Morgan  counties,  are  hereby  author- 
ized to  open  subscription  books  for  said  stock,  at  such  places  as  they  may 
deem  proper,  and  keep  said  books  open  until  one  thousand  dollars  of  said 
capital  stock  shall  be  taken.  Said  commissioners  shall  require  each  sub- 
scriber to  pay  ten  dollars  on  each  share  subscribed  at  the  time  of  subscrib- 
ing; the  said  commissioners  shall  immediately  thereafter  call  a  meeting  of 
stockholders,  by  giving  thirty  days '  notice  in  some  newspaper  printed  in 
the  counties  of  Fulton  and  Morgan,  and  at  such  meeting  it  shall  be  lawful 
to  elect  the  directors  of  said  company ;  and  when  the  directors  of  said 
company  are  chosen,  the  said  commissioners  shall  deliver  said  subscription 
books,  with  all  sums  of  money  received  by  them  as  commissioners  to  said 
directors.  No  person  shall  be  a  director  in  said  company  unless  he  shall 
own  at  least  four  shares  of  the  capital  stock. 


CORPORATE    HISTORY  103 

§  7.  That  the  right  of  way  and  the  real  estate  purchased  for  the  right 
of  way  by  said  company,  whether  by  mutual  agreement  or  otherwise,  or 
which  shall  become  the  property  of  said  company  by  operation  of  law  as 
in  this  act  provided,  shall  upon  the  payment  of  the  amount  of  money  be- 
longing to  the  owner  or  owners  of  said  land  as  a  compensation  for  the  same, 
become  the  property  of  said  company  in  fee  simple. 

§  8.  The  said  corporation  may  take  and  transport  upon  said  railroad 
any  person  or  persons,  merchandise  or  other  property,  by  the  force  and 
power  of  steam  or  animal  or  any  combination  of  them,  and  may  fix,  estab- 
lish, take  and  receive  such  rates  of  toll  for  all  passengers  and  property 
transported  upon  the  same,  as  the  said  directors  shall  from  time  to  time 
establish;  and  the  directors  are  hereby  authorized  and  empowered  to  make 
all  necessary  rules,  by-laws,  regulations  and  ordinances  that  they  may  deem 
necessary  and  expedient  to  accomplish  the  designs  and  purposes  and  to 
carry  into  effect  the  provisions  of  this  act,  and  for  the  transfer  and  as- 
signment of  its  stock,  which  is  hereby  declared  personal  property,  and 
transferable  in  such  manner  as  shall  be  provided  by  the  by-laws  and  ordi- 
nances of  said  company. 

§  9.  In  case  of  death  or  removal  of  the  president,  vice  president,  or 
any  director,  at  any  time  between  the  annual  elections,  such  vacancy  shall 
be  filled  for  the  remainder  of  the  year,  whenever  they  may  happen,  by  the 
board  of  directors;  and  in  case  of  absence  of  the  president  and  vice  presi- 
dent, the  board  of  directors  shall  have  power  to  appoint  a  president  pro 
tempore,  wrho  shall  [have]  and  exercise  such  powers  and  functions  as  the 
by-laws  of  said  corporation  may  provide;  in  case  it  should  at  any  time 
happen  that  an  election  shall  not  be  made  on  any  day  on  which  in  pursu- 
ance of  this  act  it  ought  to  have  been  made,  the  said  corporation  shall  not 
for  that  cause  be  deemed  dissolved,  but  such  election  shall  be  held  at  any 
time  directed  by  the  by-laws  of  said  corporation. 

§  10.  That  when  the  lands  of  any  femme  covert,  person  under  age,  non 
compos  mentis,  or  out  of  the  State  shall  be  taken  in  the  construction  of 
said  railroad,  as  is  provided  by  this  act,  the  said  corporation  shall  pay  the 
amount  that  shall  be  awarded  as  due  to  the  last  mentioned  owners  re- 
spectively, whenever  the  same  shall  be  lawfully  demanded,  together  with 
six  per  cent,  per  annum.  That  the  damages  to  be  paid  by  said  company 
for  the  taking  of  the  land  of  the  persons  named  in  this  section  shall  be 
estimated  and  assessed  in  the  manner  now  in  such  cases  provided  by  law. 

§  11.  Whenever  it  shall  be  necessary  for  the  construction  of  said  rail- 
road to  intersect  or  cross  a  track  of  any  other  railroad,  or  any  stream  of 
water  or  water  course,  or  road  or  highway  on  the  route  of  said  road,  it 
shall  be  lawful  for  the  company  to  construct  their  railroad  across  or  upon 
the  same:  Provided,  that  the  said  company  shall  restore  the  railroad, 
stream  of  water,  water  course,  road  or  highway  thus  intersected  or  crossed 
to  its  former  state,  or  in  a  sufficient  manner  not  materially  to  impair  its 
usefulness. 

§  12.  Said  company  shall  have  the  power  to  unite  its  railroad  with  any 
other  railroad  now  constructed,  or  which  may  hereafter  be  constructed 
within  this  State  on  the  line  of  said  railroad,  or  at  the  terminus  thereof, 


104        CHICAGO.    BURLINGTON    &    QUINCY    RAILROAD    COMPANY 

upon  such  terms  as  may  be  mutually  agreed  upon  between  the  companies 
so  connecting,  and  for  that  purpose  full  power  is  hereby  given  to  said  com- 
pany to  make  and  execute  such  contract  with  other  company  as  will  secure 
the  objects  of  such  connection. 

$  L-3.  That  the  said  Jacksonville  and  Savanna  Railroad  Company  shall 
have  power  to  borrow  money  on  the  credit  of  the  company,  not  exceeding 
its  authorized  capital  stock,  at  a  rate  of  interest  not  exceeding  ten  per 
cent,  per  annum,  payable  semi-annually,  and  may  execute  bonds  therefor, 
with  interest  coupons  thereto  annexed,  and  secure  the  payment  of  the  same 
by  mortgage  or  deed  of  trust  on  the  whole  or  any  part  thereof  of  the  road, 
property  ami  income  of  the  company  then  existing  or  thereafter  to  be 
acquired,  and  may  annex  to  such  mortgage  bonds  the  privilege  of  convert- 
in-  tiie  same  into  the  capital  stock  of  the  company  at  par,  at  the  option 
of  the  holders,  if  such  election  be  signified  in  writing  to  the  company  three 
years  before  the  maturity  of  said  bonds. 

§  11.  That  the  directors  of  said  company  be  and  they  are  hereby  author- 
ized to  negotiate  and  sell  the  bonds  of  the  said  company  at  such  times 
and  in  such  places,  either  within  or  without  this  State,  and  at  such  rates 
and  for  such  prices  as  in  their  opinions  will  bo.-d  advance  the  interests  of 
the  company;  ami  if  such  bonds  are  thus  negotiated  or  sold  at  a  discount 
below  their  par  value,  such  sale  and  disposition  thereof  shall  be  as  valid 
and  binding  on  the  company  in  every  respect  as  if  they  were  sold  or  dis- 
poned of  at   their  par  value. 

That  the  said  company  in  securing  the  payment  of  said  bonds  by 
a  mortgage  or  deed  of  trust  on  the  road,  property  and  income  of  the  com- 
pany, shall  have  power  to  execute  a  mortgage  or  deed  of  trust  as  afore- 
said, to  secure  the  payment  of  the  full  amount  of  bonds  which  the  com- 
pany may,  at  time  the  said  deed  of  trust  or  mortgage  bears  date,  or  at  any 
time  thereafter,  desire  to  sell  and  dispose  of,  and  may  execute  and  sell  from 
time  to  time,  such  amounts  of  said  I'onds,  and  of  such  dates,  and  payable 
to  such  person  or  persons  as  to  the  directors  of  said  company  may  seem 
advisable,  till  the  whole  amount  of  bonds  mentioned  in  such  mortgage  or 
deed  of  trust  is  executed  ami  sold,  and  the  said  mortgage  or  deed  of  trust 
.-hall  he  as  valid  ami  idle, dually  to  secure  the  payment  of  the  bonds  so 
executed  ami  sold,  and  of  every  part  thereof,  as  if  the  same  and  every 
p. -lit  thereof  had  been  executed  of  even  date  with  said  deed  of  trust  or 
mortgage:  Provided,  said  road  shall  he  commenced  within  four  years  and 
completed    within  eight   years   from   the   passage  of  this  act. 

§   lb'.     This  act  to  be  in  force  from  and  after  its  passage. 

APPROVED  February  14,  1855. 

Private  Lairs  TlUhois  IS',.',.  Page  S56. 

ACT  OF  LEGISLATURE 

Approved    February  !',   ls~>7. 

AX    ACT   to  amend  the  charter  of  the  Jacksonville   and   Savanna    Railroad 

Company. 

'  Section  1.     Be  it  enacted  by  the  People  of  tik  Sin/,-  of  Illinois,  repre- 


CORPORATK    HISTORY  105 

sented  in  the  General  Assembly,  That  so  much  of  the  Peoria  and  Warsaw 
Railroad  as  was  constructed  by  the  State,  lying  between  Canton  and 
Farmington,  in  the  county  of  Fulton,  including  grading,  embankments,  cul- 
verts, rights  of  way,  and  masonry,  be  and  the  same  is  hereby  transferred 
to  and  vested  in  the  Jacksonville  and  Savanna  Railroad  Company. 

§  2.  That  said  Jacksonville  and  Savanna  Railroad  Company  are  hereby 
authorized  to  enter  upon  and  take  possession  of  the  line  of  road  specified  in 
the  first  section  of  this  act,  and  erect  and  complete  their  road  thereon;  and 
that  upon  the  location  of  the  said  Jacksonville  and  Savanna  Railroad  along 
and  upon  the  line  of  said  Peoria  and  Warsaw  road  before  described,  all  or 
any  public  road  or  highway  used,  located  or  established  thereon,  shall  be 
taken  and  esteemed  as  vacated  and  annulled. 

§  3.     This  act  to  be  in  force  from  and  alter  its  passage. 

Approved  February  9,  1857. 

Private  Laws  Illinois  1857,  Page  •>'"/. 

ACT  OF  LEGISLATURE 
Approved  February  16,  1857. 

AN   ACT  to  amend  the  charter  of  the  Jacksonville  and  Savanna  Railroad 

Company. 

Section  1.  Be  it  enacted  by  (he  People  of  the  State  of  Illinois,  repre- 
sented in  the  General  Assembly,  That  said  Jacksonville  and  Savanna  Rail- 
mail  Company  are  hereby  empowered  and  authorized  to  continue  the  line 
of  its  road  from  Savanna  to  the  city  of  Galena,  on  the  most  passable  and 
practicable  route;  and  shall  have,  for  that  purpose,  all  the  rights,  powers 
and  privileges  that  are  granted  to  said  company  in  its  said  charter;  and 
said  line  of  road,  from  Savanna  to  Galena,  shall  be  and  become  a  pari  and 
portion  of  said  Jacksonville  and  Savanna  Railroad,  and  shall  be  constructed, 
erected,  equipped  and  operated  as  such. 

§  2.  Said  Jacksonville  and  Savanna  Railroad  Company  are  hereby 
authorized  to  construct  their  said  road  along,  upon  and  across  any  line 
of  railroad  heretofore  located  and  constructed,  in  whole  or  in  part,  by  the 
State,  lying  between  said  town  of  Savanna  and  city  of  Galena,  and  that  all 
the  grading,  bridging,  masonry  and  right  of  way  done  or  owned  thereon 
shall,  upon  such  location,  be  vested  in  said  Jacksonville  and  Savanna  Rail- 
road <'(inipany:  Provided,  however,  that  should  said  grading,  work,  ma- 
sonry, bridging'  and  right  of  way  be  appropriated  by  any  other  railroad 
company,  having  authority  to  do  so,  before  the  location  by  said  Jackson- 
ville and  Savanna  Railroad  Company  of  its  mad  on,  along  and  over  such 
work,  grading,  bridging^  and  masonry,  then  the  right  of  said  Jacksonville 
and  Savanna    Railroad  Company  thereto  shall  cease. 

§  3.  This  act  shall  take  effect  and  be  in  force  from  and  after  its 
passa-e. 

Aituovku   February  16,  1857. 

Private  Laws  Illinois  1851,  Page  859. 


106       CHICAGO,    BURLINGTON    &    QUINCY   RAILROAD    COMPANY 

ACT  OF  LEGISLATURE 

Approved  February  21,  1859. 

AX  ACT  to  further  amend  the  charter  of  the  Jacksonville  and  Savanna 

Railroad  Company. 

Section-  1.  Be  it  ,  nacted  by  the  People  of  the  State  of  Illinois,  repre- 
sented in  the  General  Assembly,  That  the  Jacksonville  and  Savanna  Rail- 
road Company,  as  the  same  is  at  present  organized  under  the  provisions  of 
an  act  entitled  "An  Act  to  incorporate  the  Jacksonville  and  Savanna  Rail- 
road Company,"  approved  February  14th,  1855,  is  hereby  declared  to  be 
legally  organized;  and  said  company  shall  not  only  have  the  rights,  powers 
and  privileges  conferred  by  said  act,  but  in  addition  thereto,  shall  have 
power  and  authority  to  have,  receive,  hold,  sell  and  dispose  of  any  dona- 
tions of  real  and  personal  property,  for  the  use  of  said  company,  and  to 
acquire,  by  purchase,  and  hold  any  real  or  personal  property  for  the  use 
of  said  company,  in  constructing  or  operating  said  railroad,  or  to  sell  the 
same,  if  found  not   necessary  or  proper  to  be  retained  for  that  purpose. 

§  2.  The  board  of  directors  of  said  company  shall  have  power,  from 
time  to  time,  to  open  subscription  books,  in  which  to  /ill  up  subscriptions 
to  the  capital  stock  of  said  company.  And  may  obtain  subscriptions,  by 
agents  or  otherwise,  to  any  amount  or  amounts  not  exceeding  three  mil- 
lions of  dollars;  and  it  shall  be  lawful  for  the  said  board  to  require  pay- 
ment of  the  sum  or  sums  subscribed  to  said  capital  stock,  at  such  times  and 
in  such  proportions,  and  on  such  conditions  and  from  such  stockholders  as 
they  shall  deem  fit,  under  the  penalty  of  the  forfeiture  of  all  previous  pay- 
ments thereon,  and  shall  give  notice  of  the  payments  thus  required  as  herein 
provided  for. 

§  3.  The  said  Jacksonville  and  Savanna  Railroad  Company  shall  have 
power  to  issue  its  bonds  in  sums  not  less  than  five  hundred  dollars  for 
each  bond,  bearing  interest  at  not  exceeding  ten  per  cent,  per  annum,  for 
such  amount  as  may  be  necessary  to  construct,  complete,  equip  and  put  into 
full  operation  the  whole  or  any  part  or  parts  of  its  said  road  from  Jack- 
sonville, in  Morgan  county,  by  Liverpool  and  Canton,  in  Fulton  county,  to 
Savanna,  in  Carroll  county,  and,  also,  to  Galena,  in  Jo  Daviess  county; 
and  to  sell  said  bonds  at  above  or  below  par,  and  on  such  terms  as  said 
company  may  determine  or  agree  on ;  and  said  company  shall  never  inter- 
pose the  plea  of  usury  in  any  action  upon  any  of  said  bonds,  even  though 
they  should  be  sold  below  par,  within  or  without  the  limits  of  this  State. 

§  4.  Said  company  shall  have  power  to  mortgage  or  make  deeds  of 
trust  on  all  or  any  part  of  the  property  or  franchises  owned  by  said  com- 
pany, to  secure  the  payment  of  such  bonds  as  said  company  may  issue  or 
such  sums  of  money  as  said  company  agree  to  pay,  for  any  purposes  con- 
nected with  the  construction  or  operation  of  the  railroad  aforesaid;  and 
it  may  be  provided  in  said  deed  of  trust  or  mortgage,  or  in  any  contract 
that  the  board  of  directors  of  said  company  may  make  for  the  sale  of  said 
bonds,  or  for  the  purchase  of  rails,  or  other  materials  for  constructing  said 
road,  or  for  rolling  stock;  that  all  or  any  part  of  the  net  revenue  of  said 
railroad  shall  be  inevitably  pledged  and  exclusively  assessed,  annually,  or 


CORPORATE    HISTORY  107 

semi-annually,  to  the  payment  of  the  principal  and  redemption  of  said 
mortgage,  bonds  or  any  part  thereof;  and  all  such  contracts  shall  be  legal 
and   binding. 

§  5.  The  said  company  shall  [have]  power,  from  time  to  time,  to  make 
and  ordain  such  rules  and  by-laws,  and  alter  and  amend  the  same,  as  may 
be  necessary  for  the  government  of  the  company,  it-  servants  and  agents; 
and  the  certificate  of  the  secretary  or  principal  clerk  of  said  company,  under 
the  seal  of  said  company,  shall  be  received  in  all  courts  and  places  as  evi- 
dence of  said  rules  and  by-laws,  the  appointment  of  agents  or  officers,  or 
any  order  of  said  company,  and  also  of  the  due  organization  thereof:  Pro- 
vided, that  the  board  of  directors  of  said  company  may  make  one  by-law 
which  shall  be  irrcpealable  by  said  board,  to  wit:  a  by-law  providing  that 
a  majority  of  two  thirds  of  the  directors  of  said  board  shall  be  residents 
of  the  counties  through  which  the  line  of  said  road  passes,  and  thai  a 
change  of  the  resilience  of  anj  director  from  the  counties  on  said  line  shall, 
of  itself,  make  the  office  of  such  director  vacant,  which  vacancy  shall  be 
filled  as  in  other  cases;  and  after  the  adoption  and  entering  of  said  by-law 
upon  the  minutes  of  the  proceedings  of  said  board  by  the  secretary  of  the 
company,  the  same  shall  become  and  remain  in  full  force  until  repealed 
by  the  General  Assembly. 

§  6.  When  said  company  shall  have  decided  t<>  unite  its  v<>;\>\  with  any 
other  railroad  authorized  tit  be  built,  but  not  completed,  the  said  company 
may  make  such  contract  in  regard  to  the  building  of  said  road,  at  the 
joint  expense  of  the  two  companies,  as  to  them  may  seem  just  and  equitable. 

§  7.  Said  company  shall  have  power  to  consolidate  or  otherwise  unite 
its  railroad  or  its  railroad  property  and  franchises  with  the  property. 
franchises,  and  railroad  of  any  other  railroad  company  or  companies,  now 
constructed,  or  which  may  hereafter  lie  constructed  within  this  State,  on 
the  route  or  at  either  terminus  of  said  railroad,  upon  such  terms  a-  may 
be  mutually  agreed  upon  between  the  companies  so  connecting;  and  full 
power  is  hereby  given  to  said  company  to  make  and  execute  such  contracts 
with  any  other  company  or  companies  as  will  secure  the  objects  of  such 
consolidation  or  connections. 

§  8.  The  said  company  is  hereby  authorized  to  receive  subscriptions  to 
the  capital  stock  of  the  company,  payable  at  any  time  or  in  any  manner 
that  may  be  specially  agreed  upon  by  the  company  and  the  subscribers 
thereof;  and  said  agreement  may  hear  such  interest  as  may  be  contracted 
for;  and  for  securing  the  payment  of  the  same  the  said  company  may 
take  the  bond  or  bonds  of  said  subscriber  or  subscribers,  and  a  mortgage 
or  mortgages,  deed  or  deeds  of  trust,  upon  real  estate.  Upon  a  failure  to 
pay  any  sum  or  sums  of  money  agreed  to  be  paid,  as  aforesaid,  or  the 
interest  on  the  same,  as  the  same  may  accrue,  the  said  company  may 
foreclose  such  mortgage  or  mortgages,  or  sell  and  convey  the  real  estate, 
agreeably  to  the  provisions  of  said  deed  or  deeds  of  trust.  The  bonds  or 
mortgages  or  deeds  of  trust,  herein  provided  for,  may  be  assigned  or  trans- 
ferred by  the  said  company,  and  such  assignment  shall  vest  in  the  assignee 
or  assignees  the  legal  title  thereto. 

§   9.     The  said   company   may,  if  it    deems   it  advisable,  locate,  construct, 


108        CHICAGO,    BURLINGTON    &    QUINCY   RAILROAD    COMPANY 

fully  complete  and  operate  said  road,  or  any  part  or  parts  thereof,  by  or 
in  divisions  of  such  length,  and  with  such  names  or  numbers  as  may,  by 
order  of  the  board  of  directors,  be  determined  upon. 

5  L0.  Said  company  is  authorized  to  build  a  railroad  bridge  across  the 
Illinois  river,  at  or  near  Liverpool,  leaving  a  sufficient  draw  and  space  for 
the  safe  passage  of  steamboats  and  other  river  craft,  and  not  making  any 
material  obstruction  to  the  navigation  of  said  river. 

§  11.  The  said  company  shall  carry  and  transport  the  mail  of  the 
United  States,  on  such  terms  as  may  be  agreed  upon,  and  all  such  freights 
and  passengers  as  may  be  offered,  if  required  so  to  do,  on  the  terms  usual 
with  like  railroad  companies. 

§  12.  That  the  board  of  directors  are  hereby  authorized  to  make  and 
issue  calls  for  the  payments  of  stock  that  have  been  or  may  hereafter  be 
subscribed  to  the  capital  stock  of  the  company,  in  such  manner,  at  such 
time  and  in  such  localities  as  may,  in  the  opinion  of  the  board  of  directors 
or  a  majority  thereof,  be  for  the  best  interests  of  the  company,  or  as  may 
be  agreed  upon  between  the  subscribers  and  the  company. 

L3.  That  the  board  of  directors  of  said  company,  or  a  majority 
thereof,  are  hereby  authorized  to  accept  this  act,  and  the  same  and  all  the 
provisions  thereof  shall  be  in  force  and  become  binding  upon  said  com- 
pany and  the  stockholders  thereof,  and  all  other  persons  or  corporations, 
whenever  the  same  is  accepted  by  the  said  hoard  of  directors,  or  by  a 
majority  thereof,  by  vote  duly  entered  on  the  records  of  said  company. 

§  14.  This  act,  as  also  the  original  charter  of  said  company  and  the 
.i'  ts  amendatory  thereto,  shall  be  deemed  public  acts,  and  shall  be  so  re- 
ceived  and   taken   notice  of   in   all   courts. 

§   15.     This  act  to  take  effect  and  be  in  force  from  and  after  its  passage. 

APPROVED  February  21,  1859. 

Private  Laws  Illinois  1859,  Page   '/<:>'>. 


DEED,  November  4,  1861,  The  Jacksonville  and  Savanna  Railroad  Com- 
pany to  J.  W.  Brooks  et  al. 

This  Indenture,  made  and  entered  into  this  fourth  day  of  November  A.  D. 
1861  between  the  Jacksonville  and  Savanna  Railroad  Company  of  the  first 
part  and  J.  W.  Brooks  of  Boston,  Massachusetts,  and  James  F.  Joy  of 
Detroit,  Michigan,  of  the  second  part,  Witnesseth,  That  Whereas  the  said 
party  of  the  first  part,  has  been  engaged  in  the  construction  of  a  Railroad 
a  portion  of  which  lies  between  the  Peoria  &  Oquawka  Railroad  at  Yates 
City  and  Canton  in  Fulton  County  and  point  about  four  Miles  South  of 
Canton  and.  Whereas  the  said  first  party  has  been  unable  to  furnish  and 
complete  any  part  of  said  road  and  whereas  the  said  road  as  an  investment 
is  probably  utterly  without  value  but  some  portion  of  the  same  in  connec- 
tion with  a  road  extending  to  Lewistown  may  be  of  some  value  to  another 
Railroad  Company  with  which  it  may  be  connected  by  contributing  to  its 
business  and  is  of  great  value  to  the  locality  in  which  the  same  is  situated, 
And  Wltereas  the  said  second  parties  have  been  induced  by  these,  among 


CORPORATE    HISTORY 

other  considerations  to  undertake  to  complete  the  construction  of  that  part 
of  said  road  between  the  Peoria  &  Oquawka  Railroad  and  the  point  of 
intersection  with  the  Peoria  &  Hannibal  Railroad  about  four  miles  South 
of  Canton  and  for  the  compensations  and  in  consideration  of  the  covenants 
herein  contained  and  made  by  the  said  firsl  party  to  be  by  it  done  and  per- 
formed. Therefore  it  is  agreed  by  the  said  first  parties  that  they  have 
hereby  sold,  granted,  bargained,  sold  &  conveyed  &  do  hereby  sell,  grant, 
convey  &  transfer  to  the  said  second  parties  all  the  said  railroad  Iron, 
chairs  &  spikes,  owned  by  said  first  parties  being  6271  bars  of  Railroad 
Iron  weighing  one  thousand  &  one  tons  or  thereabouts,  7200  chairs,  400 
casks  of  spikes  all  at  Liverpool  except  about  five  hundred  tons  of  iron  which 
is  in  Chicago,  also  all  the  ties  owned  by  the  said  first  party,  being  about 
Seventy  Thousand  and  all  the  timber  &  materials  of  every  description  & 
owned  by  the  said  first  party,  also  all  the  bonds  of  the  said  first  party  issued 
under  a  trust  deed  executed  by  the  said  party  of  the  first  part  to  Mi 
Studwell  &  Hooker  &  being  in  amount  One  Million  of  Dollars  to  have  and 
to  hold  the  same  unto  the  said  parties  of  the  second  part  their  heirs  & 
assigns  forever.  In  consideration  Win  reof  &  of  other  things  herein  ex- 
pressed, the  said  parties  of  the  second  oar;  covenant  <.v  agree  t,>  \  with  the 
parties  of  the  first  part  that  they  will  with  the  said  materials  hereby  con- 
veyed &  with  the  materials  by  them  to  !»■  furnished,  finish  &  complete  & 
put  in  running  order  all  that  portion  of  the  road  of  the  said  firsl  party 
extending  from  Yates  City  to  the  point  of  intersection  with  the  I'eoria  & 
Hannibal  Railroad  about  four  miles  South  of  Canton  &  will  either  them- 
selves furnish  equipment  &  Rolling  Stock  to  operate  &  manage  the  ^;nne  & 
also  operate  &  manage  &  run  the  same  or  else  they  will  obtain  from  the 
Chicago  &  Burlington  &  Quincy  Railroad  Company  an  obligation  or  a  con- 
tract on  their  part  to  furnish  such  equipments  &  rolling  stock  &  to  operate 
&  manage  &  run  the  same.  And  the  said  second  parties  covenant  &  agree 
to  furnish  all  the  money  requisite  to  complete  the  said  road  &  t"  complete 
the  same  in  all  the  month  of  May  next  &  as  much  earlier  as  may  be  con- 
veniently practicable.  And  the  said  parties  of  the  second  part  covenant  & 
agree  to  pay  to  Amos  C.  Babcock  &  F.  Farrell  the  sum  <>f  ten  Thousand 
dollars  which  they  are  to  receive  in  full  payment  of  their  claims  against 
the  property  hereby  conveyed.  And  the  parties  of  the  first  part  covenant 
&  agree  that  the  said  second  parties  their  heir  &  assigns  shall  «.v  may  enter 
into  &  hold  &  possess  the  said  road  so  to  be  completed  by  them  &  receive 
the  revenue  and  income  thereof  applying  the  same  after  deducting  .in  ex- 
pense of  repairs,  operation  &  management,  to  the  payment  of  the  interest 
upon  the  said  Bonds  herein-  sold  cV.  conveyed  to  the  said  parties  of  the  second 
part  &  shall  hold  &  possess  &  use  the  same  until  the  said  Bonds  ..v  in 
&  principal  shall  be  fully  paid  &  satisfied  by  the  said  party  of  the  first 
part.  It  is  expressly  agreed  however  that  when  the  ten  bonds  which  it  is 
understood  have  been  given  to  the  trustees  shall  lie  surrendered  to  the  said 
first  party  or  to  the  said  second  party  that  then  and  not  otherwise  all  of 
the  said  Bonds  shall  be  canceled,  except  bonds  in  principal  amounting  to 
Five  hundred  thousand  dollars  &  that  no  other  bonds  shall  ever  be  issued 
under  the  said  Mortgage  and  that  in  that  case,  that  amount  of  Bonds  shall 


110       CHICAGO,    BURLINGTON    &    QTJINCT    RAILROAD    COMPANY 

constitute  the  whole  incumbrance  upon  the  road,  but  that  unless  the  sai«i 
bonds  arc  surrendered  &  given  up  that  then  the  said  second  parties  shall 
own  and  have  the  right  as  owners  to  enforce  the  whole  amount  of  said 
Bonds.  It  is  further  understood  &  agreed  that  in  case  the  said  ten  bonds 
shall  be  delivered  up  by  the  said  trustees  &  there  should  be  a  foreclosure  & 
sale  under  the  said  deed  of  Trust  by  a  reason  of  any  default  in  the  pay- 
ment of  interest  the  said  second  parties  shall  if  they  then  hold  the  said 
bond-  &  become  the  purchasers  at  said  foreclosure  sale,  release  all  of  said 
railroad  except  that  portion  which  they  hereby  covenant  to  build.  And  it 
is  further  agreed  by  the  said  party  of  the  first  part  that  the  president  of 
the  said  first  party  shall  immediately  proceed  to  New  York  &  negotiate  for 
the  recovery  of  the  said  ten  bonds  &  that  there  shall  be  no  charge  against 

the  said  second  parties  except  for  his  expenses  &  the  cost  of  said  Bonds, 
said  cost  to  lie  limited  by  instruction  from  the  said  second  parties.  And 
the  said  first  parties  further  covenant  and  agree  that  they  will  procure  and 
complete  the  title  to  all  the  right  of  way  on  the  said  line  of  road  covenanted 
to  be  built  by  the  said  second  parties  at  a  sum,  which  shall  not  exceed 
thirteen    hundred    and    fifty    dollars.      And    the    said    party    of    the   first    part 

covenants  &  agrees  that  the  said  parties  of  the  second  part  shall  have  the 
right  whenever  accessary  or  expedient  in  any  suit  or  legal  proceedings  to 
use  the  corporate  name  of  the  said   party  of  the   first   part,   but   at   the  proper 

cost  &  expense  of  the  said  party  of  the  second  part. 

/"   "    tnest  W) '  the  Jacksonville  &  Savanna  Railroad  Company  have 

caused  their  corporate  seal  t"  be  herewith  affixed  ami  the  same  to  lie  sub- 
SCribed  by  their  president  and  the  said  parties  of  the  second  part  have 
hereunto  set   their  hands  and   seals  the  day  and  year   first  above  mentioned. 

Jacksonville  and  Savanna  Railroad  Company 
by   James  H.  Stipp     Presd. 
(Seal)  .1.  W.  BROOKS  (Seal) 

James  F.  -Joy  (Seal) 


State  of  Illinois 

l  ss 
County  of  Cook. 


MS  / 


Be  it  remembered  that  on  this  Fifth  day  of  November  A.  D.  1861  before 
me  a  Notary  Public  residing  in  -aid  County  of  Cook  duly  commissioned  by 
the  Governor  of  Illinois  to  take  acknowledgements  and  proof  of  Deeds  and 
other  instruments  of  writing  under  seal  to  be  used  or  recorded  in  said 
State  of  Illinois  personally  came  .lames  11.  Stipp,  President  of  the  Jackson- 
ville and  Savanna  Kail  Road  Company  who  is  known  to  me  to  be  the 
person  whose  name  is  subscribed  to  the  foregoing  conveyance  who  being  by 
me  duly  sworn  deposes  and  says  that  he  resides  in — in  the  County  of 
Fulton  and  State  of  Illinois.  That  he  is  president  of  the  Jacksonville  & 
Savanna  Rail  Boad  Company.  That  he  knows  the  corporate  seal  of  said 
Company.  That  the  seal  affixed  to  the  foregoing  conveyance  is  the  cor- 
porate seal  of  said  company.  That  it  was  affixed  by  order  of  said  Company 
and  he  signed  his  name  to  said  conveyance  by  like  order  as  President  of 
said  Company  ami   acknowledged   that  he  executed  and  delivered  the  said 


CORPORATE    HISTORY  111 

deed  as  his  free  and  voluntary  act  for  the  uses  and  purposes  therein  set 
forth  and  that  the  said  Company  also  executed  and  delivered  said  con- 
veyance as  its  free  and  voluntary  act  for  the  uses  and  purposes  therein 
stated.  In  witness  whereof  I  have  hereunto  set  my  hand  and  affixed  my 
seal  of  office  this  Fifth  day  of  November  A.  D.  1861. 

Sam i.   ('.    Smith 
(Seal)  Notary  Public 

I,  Israel  S.  Piper,  Secretary  of  Jacksonville  and  Savanna  Railroad  Com- 
pany do  hereby  certify  that  the  foregoing  and  above  contract  was  approved 
by  the  board  of  Directors  and  ordered  to  be  placed  on  t!  Is  of  the 

Company  on  the  5th  day  of  December  A.  D.  lstil  and  said  contract  has 
been  duly  recorded  on  the  record  of  said  company.  Given  under  my  hand 
and  the  seal  of  the  Company  this  14th  day  of  December  A.   D.   1861. 

Israel  S.  Piper 
(Seal)  Secij.    J.  &  S.  R.  R.  Co. 

Recorded  December  17th,  1861. 

Fulton  County,  Book  52,  Pagt    /.''?. 

State  of  Illinois,) 

r  SS. 

Fulton  County.     ) 

I,  Eugene  Whiting,  Clerk  of  the  Circuit  Court  and  Ex-Officio  Recorder 
in  and  for  said  County  of  Fulton,  do  hereby  certify  that  the  foregoing  is 
a  true  and  correct  copy  of  the  record  of  a  conveyance  from  .Jacksonville 
and  Savanna  Railroad  Company  to  .1.  W.  Brooks  and  .lames  F.  .Joy  bearing 
date  of  November  4th,  A.  I),  lstil;  the  said  instrument  having  been  filed 
for  record  in  the  Recorder's  Office  <•:'  said  Pulton  County  on  the  17th  day 
of   December,    lstil,    bearing    Serial    Numb  I    being    recorded   in 

Book  52  of  the  Land  Records  of  said  Pulton  County  at  page  497,  as  the 
same  appears  upon   the  records  now   in   my  office   remaining. 

In  Testimony  Whereof,  1   have  hereunto  subscribed  my  hand  and  a 
the   official   seal   of  my   office   this   26th    day   of  January,   A.    D.    1917,  at   the 
ofliee    of    the    Clerk    of    the    Circuit    Court,    within    and    for    the    County    of 
Pulton,  State  of   Illinois,  at   l.ewistown. 

Eugene  Whiting, 
Clerk  of  the  Circuit  Court  and 
Ex  Officio  Recorder. 
(Seal) 

DEED,  November  6,  1861,  J.  W.  Brooks  and  .lames  F.  Joy  to  The  Chicago, 
Burlington  and  Quincy  Rail  Road  Company. 
Whereas,  J.  W.  Brooks  of  Boston,  Massachusetts,  and  James  P.  .1 
Detroit,  Michigan,  parties  of  the  first  part  to  the  following  indenture, 
have  made  and  entered  into  certain  contracts  with  the  Peoria  and  Hannibal 
and  the  Jacksonville  and  Savannah  Railroad  Companies,  whereby  they 
have  become  the  purchasers  of  all  that  part  of  the  railroad  of  the  Peoria 


112         CHICAGO,   BURLINGTON   &   QUINCY  RAILROAD   COMPANY 

and  Hannibal  Railroad  Company  which  lies  between  Canton  in  the  State  of 
Illinois  and  Lewiston  in  said  State,  subject  to  a  mortgage  of  one  hundred 
and  twenty-five  thousand  dollars,  and  have  purchased  the  bonds  issued  under 
said  mortgage,  and  have  also  thereby  become  the  purchasers  of  all  the 
mortgage  bonds  issued  upon  the  Jacksonville  and  Savannah  Railroad  under 
the  trust  deed  of  said  road,  and  also  the  right  to  use,  occupy,  and  possess 
and  operate  the  same  until  the  said  bonds  are  fully  paid;  meaning  and 
intending  by  such  use,  occupation,  and  management,  the  use,  management, 
and  possession  of  all  that  pari  of  said  road  extending  south  from  the  Peoria 
and  Oquawka  Railroad  at  Yates  City  to  the  point  of  intersection  with  the 
Peoria  and  Hannibal  Railroad  about  four  miles  south  of  Canton,  all  of 
which  appears  by  certain  indentures  between  said  Brooks  and  Joy,  said 
respective  corporations  hearing  date  the  fourth  day  of  November,  A.  D. 
1861;  to  which  reference  is  to  he  had. 

Ami  whereas,  they  have  in  said  arrangement  and  agreement  thus  become 
the  possessors  and  the  owners  of  a  portion,  and  in  consequence  of  the  mort- 
gage described  in  said  indenture  the  probable  future  owners  of  the  whole, 
of  the  continuous  railroad  south  of  Yates  City,  extending  thirty  miles  to 
Lewiston,  nearly  all  of  which  is  graded  and  much  of  it  bridged,  and  for 
which  nearly  all  the  iron  chairs  and  spikes  are  provided  and  in  Illinois, 
and    for   which  are   provided   all   the   timber  and  materials. 

Ami  whereas,  they  have  also  become  thereby  the  owners  of  about  one 
hundred  thousand  ties,  being  about  thirty  thousand  more  than  is  requisite 
for  the  completion  of  said   thirty   miles  of  road. 

Ami  whereas,  the  said  Brooks  and  Joy  have  agreed  to  advance  for  the 
(■(instruction  of  said  road  and  pay  of  liabilities  upon  said  road  certain 
amounts  of  money,  and  furnish  railroad  iron  enough  to  lay  four  miles  of- 
track  with   rail  weighing  not  less  than   titty   pounds  to  the  lineal  yard. 

And  have  agreed  to  furnish  in  money  forty-two  thousand  and  sixty  dol- 
lars to  complete  the  construction  <>f  the  said  road,  and  which,  it  is  esti- 
mated by  the  officers  and  engineers  of  the  Chicago,  Burlington  and  Quincy 
Railroad  Company,  will  suffice  to  complete  the  same. 

Ami  whereas,  the  same  arrangements  were  made  with  the  design  and  in- 
tent id'  seeming  an  additional  thirty  miles  of  road  for  that  company  if  they 
should  desire  to  become  purchasers  thereof. 

Now,  tliciifnn,  tins  imli  ul an  ,  made  and  entered  into  by  and  between 
the  said  John  W.  Brooks  and  James  F.  Joy  of  the  first  part,  and  the  Chi- 
cago, Burlington  and  Quincy  Railroad  Company  of  the  second  part,  this  the 
sixth  day  of  November,  A.  D.  1861,  witnesseth: — 

That  the  said  parties  of  the  first  part  do  hereby  covenant  and  agree  to 
and  with  the  said  second  party  to  sell  and  convey  and  transfer  to  the  said 
second  party  all  the  right,  title,  and  interest  by  them,  the  said  first  party, 
acquired  under  the  said  contracts,  and  also  the  said  parcels  of  railroad 
and  the  depot  grounds  and  right  of  way,  and  all  the  appurtenances  and 
privileges  thereto  appertaining,  and  all  the  iron,  chairs,  and  spikes  already 
purchased  or  hereafter  to  be  purchased  for  the  completion  of  said  parcels 
of  road,  and  all  the  timber,  ties,  and  the  other  material  above  mentioned 
and  described,  and  do  hereby  give,  grant,  and  convey  the  same  to  the  Chi- 


CORPORATE    HISTORY  113 

cago,  Burlington  and  Quincy  Railroad  Company,  its  successors  and  assigns. 
To  have  and  to  hold  and  operate  and  manage  the  same  as  they  may  see  fit 
and  prefer;  subject,  however,  to  the  arrangements,  stipulations  hereinafter 
expressed,  to  be  carried  out  and  performed  by  the  said  second  party,  and 
reserving  to  the  said  first  party  the  said  one  hundred  and  twenty-five 
thousand  dollars  of  bonds,  and  which  bear  interest  at  eight  per  cent  per 
annum,  payable  semi-annually  in  New  York,  and  five  years  from  November 
fourth,  1861,  to  run  to  maturity. 

And  the  said  Brooks  and  Joy  further  covenant  and  agree  on  their  part 
that  they  will  furnish  the  requisite  iron  as  above  described  to  lay  the  four 
miles  of  road  which  it  is  estimated  will  be  required  to  complete  the  same, 
and  also  forty-two  thousand  and  sixty  dollars  ($42,060)  required  as  esti- 
mated to  complete  the  said  road  to  Lewiston  in  order  for  the  equipment 
and  operation  of  said  road  from  Lewiston  to  Yates  City,  as  fast  as  the 
same  may  be  required  to  complete  the  said  railroad  and  put  the  same  in  a 
condition  for  use. 

And  they  covenant  further  at  any  time  to  give  such  other  covenants, 
assurance--,  ami  such  further  or  other  conveyance,  transfer,  or  deed  as  may 
at  any  time  be  requisite  in  the  opinion  of  the  counsel  of  the  second  party 
to  secure  to  it  all  the  lights  possessed  by  the  first  party  to  operate,  con- 
trol, and  own  and  manage  the  said  railroad  and  all  other  their  rights  under 
their  said  contract  and  purchase. 

Ami  the  said  party  of  the  second  part  on  its  behalf  covenants  ami  agrees, 
to  and  with  -aid  parties  of  the  first  part,  that  it  will  enter  into  and  upon 
the  said  railroad  extending  from  Yates  City  to  Lewiston,  ami  occupy  ami 
possess  and  operate  and  manage  the  same.  That  as  soon  as  the  same  is 
completed  and  in  running  order  to  Lewiston,  they  will  put  upon  the  same 
the  requisite  motive  power  and  rolling  stock  for  the  operation  anil  manage- 
ment ami  the  transaction  of  the  business  of  said  railroad  from  Lewiston  to 
Yates  City  on  the  Peoria  and  Oquawka  Railroad,  ami  will  assume  the  duty 
to,  and  will  continue  to  operate,  manage,  ami  control  the  same  as  their  own 
property,  and  will  assume  the  obligations  and  liabilities  incurred  by  the 
said  Brooks  and  Joy,  except  as  herein  agreed  by  them  on  their  part. 

And  the  said  second  party  further  covenants  and  agrees  that  complete 
and  full  accounts  shall  lie  kept  of  all  the  business  transacted  upon  the  said 
road  hereby  conveyed,  and  also  of  all  the  business  which  may  pass  over  the 
whole  or  any  part  of  the  line  of  roads  now  or  hereafter  owned  and  con- 
trolled or  to  be  owned  or  controlled  by  it,  including  the  track  of  the  Galena 
road  from  the  junction  to  Chicago,  to  and  from  the  said  road  hereby  sold 
and  conveyed  to  the  said  second  party,  and  after  deducting  fifty  per  cent 
of  the  gross  earnings  and  proceeds  of  said  business  for  the  expense  of  doing 
the  same,  and  for  the  use  of  its  equipments  and  rolling  stock,  to  apply  and 
pay  over  the  remaining  fifty  per  cent  of  said  gross  earnings  to  the  redemp- 
tion and  payment,  first  of  the  interest,  and  second  of  the  principal  sums, 
of  the  said  bonds  issued  under  the  said  trust  deed  for  one  hundred  and 
twenty-five  thousand  dollars,  and  that  the  accounts  of  the  said  business  and 
revenues  shall  be  open  to  the  examination  and  inspection  of  the  said  parties 
of  the  first  part  and  their  assigns  at  all  times. 


114       CHICAGO,    BURLINGTON    &   QUINCY   RAILROAD    COMPANY 

It  is  understood  that  the  above-named  fifty  per  cent  retained  by  the 
party  of  the  second  part  for  the  use  of  rolling  stock  and  operating  ex- 
penses is  applicable  only  as  relating  to  the  payment  of  the  interest  and 
principal  of  the  said  $125,000  of  bonds,  and  is  in  no  sense  to  be  taken  as 
or  instead  of  the  real  cost  of  operating,  accounts  of  which  for  other  pur- 
poses must  be  correctly  kept. 

And  the  said  second  party  further  covenants  and  agrees  that  the  ac- 
counts of  said  business  and  of  the  revenues  thereof  shall  be  made  up  at  the 
close  i>t  every  six  months,  viz.,  on  the  last  days  of  April  and  of  October  in 
each  year,  and  the  portion  applicable  to  the  payment  of  the  interest  and 
principal  of  the  said  bonds  shall  on  the  first  days  of  May  and  November  in 
each  and  everj  year  be  applied  to  the  payment  thereof,  and  shall  be  paid 
at  the  place  where  the  principal  ami  interest  of  said  bonds  are  payable, 
mi  far  as  may  lie  necessary  for  the  payment  of  the  interest,  and  at  the 
office  of  said  second  party  in  Boston,  so  far  as  the  amount  which  may  be 
applicable  to  the  payment  of  the  principal  sums  is  concerned;  it  being 
understood  that  the  bondholders  are  to  arrange  among  themselves  the  order 
in  which  said  bonds  shall  lie  paid,  and  if  no  such  arrangement  be  made, 
then  the  said  second  party  shall  pay  and  apply  the  same  to  take  up  such 
and  any  of  said  bonds  as  may  be  presented  at  said  office  to  the  extent  of 
the  money  so  applicable,  except  that  it  shall  not  be  required  to  pay  any 
fraction  of  the  amount  of  a  bond,  there  being  insufficient  to  pay  the  whole 
amount   thereof. 

Ami  the  said  second  party  further  covenants  and  agrees  that  the  pay- 
ments so  to  be  made  shall  continue  to  be  made  each  six  months  until  the 
whole  amount  of  the  said  one  hundred  and  twenty-five  thousand  dollars  of 
bonds    shall    he    fully    paid    and    satislied. 

And  further,  that  as  between  the  said  two  parties  hereto  and  the  holders 
of  said  .-f  1  li-1,000  of  bonds,  the  whole  of  said  railroad  between  Yates  City 
and  Lewiston,  and  all  the  property  and  estate  of  every  nature  and  kind 
hereby  conveyed,  shall  stand  and  be  charged  witli  the  payment  thereof  as 
security  in  the  nature  of  a  mortgage  until  the  whole  of  said  amount  is 
fully  paid  and  discharged. 

And  the  said  first  parties  agree  that  for  any  possible  excess  in  the  cost 
of  completion  of  said  road,  as  estimated  by  the  president  and  engineers  of 
the  said  second  party,  but  which  is  not  anticipated,  the  said  second  party 
shall  have  and  use  and  own  all 'the  said  thirty  thousand  surplus  ties  and  all 
surplus  materials  and  timber  along  the  line  and  procured  for  the  construc- 
tion of  said  road;  it  being  the  intention  and  expectation  of  the  parties  to 
secure  to  the  Chicago,  Burlington  and  Quincy  Railroad  Company  as  far  as 
may  be,  under  their  said  contract,  the  ultimate  ownership  of  thirty  miles  of 
railroad  complete  and  extending  into  a  fertile  country,  and  of  the  materials 
accumulated  for  constructing  the  same,  at  a  cost  not  exceeding  the  said 
sum  of  $125,000  or  thereabouts,  and  payable  out  of  the  increased  net  earn- 
ings of  that  company  occasioned  by  the  construction  of  said  thirty  miles 
of  railroad. 

Note:  It  will  be  noted  that  this  instrument  bears  no  evidence  of  being 
signed,  acknowledged  or  executed,  and  Ch  rk  finds  no  record  in  Fulton  Co.,  Ills. 


CORPORATE    HISTORY  115 

SUPPLEMENTAL    DEED,    December    10,    1861,    The    Jacksonville    and 

Savanna  Kailroad  Company  to  John  W.  Brooks  et  al. 
36578 

THIS  INDENTURE  made  and  executed  this  tenth  day  of  Decembei 
A.  D.  1861  by  and  between  the  Jacksonville  and  Savannah  Kailroad  Com- 
pany of  the  first  part  and  John  W.  Brooks  and  James  F.  Joy  of  the  second 
part,  Witnesseth- — Whereas  by  an  indenture  between  the  said  parties  bear- 
ing date  of  the  fourth  day  of  November  last,  the  party  of  the  second  part 
covenants,  among  other  things,  to  complete  a  portion  of  the  road  of  the 
party  of  the  first  part  and  in  said  indenture  it  is  covenanted  and  agreed 
that  said  party  of  the  second  part,  shall  receive  certain  bonds  of  said  parties 
)f  the  first  part,  secured  by  a  mortgage  of  said  road,  and  shall  hold  and 
jianage  said  road,  after  its  completion  and  apply  all  the  net  income  thereof 
to  pay  the  interest  on  said  bonds,  until  the  payment  of  both  principal  and 
interest  of  said  bonds,  and  whereas  in  order  to  ascertain  whal  had  been, 
at  any  time,  the  net  income  of  said  road  and  so  to  determine  whether  any 
part  of  the  interest,  falling  due  on  said  bonds,  remains  to  be  paid  will 
require  a  detailed  examination  of  accounts  and  whereas  it  is  the  intention 
of  both  the  parties,  that  if  said  party  of  the  first  part  fails  to  pay  said 
interest,  when  it  falls  due,  the  same  as  well  as  the  failure  to  pay  the  prin- 
cipal at  maturity  shall  constitute  a  default  under  said  mortgage  in  ttO  way 
affected  by  said  agreement  to  apply  the  net  earnings  of  said  road  as  afore- 
said and  subjecting  said  mortgage  to  foreclosure.  Now  it  is  covenanted 
and  agreed  between  the  parties  hereto,  that  the  net  earnings  and  | 
of  operating  said  road  shall  be  deemed  to  be  one  quarter  part  of  the  gross 
earnings  thereof.  And  as  to  business  dune  in  connection  with  other  rail- 
roads the  gross  earnings  shall  be  deemed  to  be  a  division  thereof  upon  the 
principal  of  pro  rata  as  to  distances  carried.  And  an  account  of  all  said 
gross  earnings  shall  be  kept  by  the  party  of  the  second  or  by  the  parties 
or  corporation  to  whom  they  shall  transfer  the  right  to  run  said  road,  to 
periods  of  thirty  days  before  each  instalment  of  interest  fall  due  upon 
said  bonds,  and  the  net  earnings  then  ascertained  shall  be  paid  to  the 
Trustees  in  conformity  to  the  provisions  of  said  Mortgage,  ten  clays  prior 
to  the  date  when  each  instalment  of  interest  falls  due.  And  it'  any  balance 
of  the  instalment  of  interest  shall  remain  unpaid  the  non  payment  thereof 
by  said  corporation  shall  constitute  a  default  under  said  mortgage.  In 
case  the  said  net  earnings  in  any  instance'  when  the  accounts  thereof  are 
made  up  as  aforesaid  shall  exceed  the  instalment  of  interest  on  said  bonds, 
next  falling  due  the  surplus  may  be  retained  by  the  party  of  the  second 
part  until  the  next  succeeding  instalment  of  interest  shall  fall  due  and 
tiien  be  paid  over  in  manner  as  aforesaid. 

In  Witness  Whereof  the  said  Corporation  has  hereunto  affixed  its  com- 
mon seal  and  caused  the  same  to  be  signed  by  James  H.  Stipp  its  Presi- 
dent and  the  said  Brooks  and  Joy  have  hereunto  set  their  hands  and  seals 

the  day  and  year  first  above  written. 

James  H.  Stipp,  President  of 

(Seal)  the  Jacksonville  and  Savanna  Railroad  Company 

J.  W.  Brooks.  (Seal) 

James  F.  Joy  (Seal) 


116       CHICAGO,    BURLINGTON    &    QUINCY   RAILROAD    COMPANY 

John  F.  Steimer 

W.  Boott 

A.  T.  Hall 

to 

Recorded  Dee.  17th.,  1861. 

Fulton  Co.,  Book  52,  Page  502. 

State  of  Illinois,  / 
Fulton  County.     \ 

I,  Eugene  Whiting,  clerk  of  the  Circuit  Court  and  Ex-Officio  Recorder 
in  and  for  said  County  of  Fulton,  do  hereby  certify  that  the  foregoing  is 
a  true  and  correct  copy  of  the  record  of  a  certain  Agreement  between 
Jacksonville  and  Savanna  Railroad  Company  and  .1.  W.  Brooks,  et  al., 
bearing  date  of  tenth  day  of  December,  A.  D.  1861;  the  said  instrument 
having  been  filed  for  record  in  this  office  on  the  17th.  day  of  December, 
A.  D.  1861,  bearing  serial  number  36578,  and  being  recorded  in  Rook  oi' 
of  the  Land  Records  of  said  Fulton  County  at  page  502,  as  the  same  a j>- 
pears  upon  the  records  now  in  this  office  remaining. 

In  Testimony  Whereof,  I  have  hereunto  subscribed  my  hand  and  affixed 
the  official  seal  of  my  office  at  Lewistown,  Illinois,  this  22nd.  day  of  Sep- 
tember,  A.  1).   1923. 

EUGENE   Whiting 
(Seal)  Clerk  of  the  Circuit  Court  and 

Ex-Officio   Recorder. 


THE  PEORIA  AND  HANNIBAL 
RAILROAD  COMPANY 

This  company  was  originally  incorporated  by  the  name  Ma- 
comb, Vermont  and  Bath  Railroad  Company  by  Special  Act  of 
the  Illinois  Legislature,  in  force  February  11,  1853.  This  was 
amended,  by  an  Act  in  force  February  24,  1854,  which  changed 
the  company's  name  to  The  Peoria  and  Hannibal  Railroad  Com- 
pany, with  authority  to  build  from  Vermont,  via  Lewistown  and 
Canton  to  Peoria;  and  from  Vermont  via  Rushville  and  Mt. 
Sterling  to  ;i  point  on  the  Mississippi  River,  opposite  to  Hanni- 
bal Missouri. 

By  an  amendment  in  force  February  14.  1>.~>7.  the  company 
was  authorized  to  divide  its  line  into  divisions,  and  to  unite  its 
road  with  any  other  railroad. 

The  first  section  of  the  road  was  built  from  a  connection  with 
The  Jacksonville  and  Savanna  road  at  St.  David  to  Lewistown, 
a  distance  of  10.07  miles,  and  an  extension  from  Lewistown  to 
Rushville  of  32.61  miles:  a  total  of  42.68  miles. 

Construction  on  that  portion  of  the  line  extending  from  St. 
David  to  Lewistown  commenced  prior  to  1860,  and  by  August 
24,  1861.  the  grading  was  completed  and  the  bridges  constructed. 
After  the  contract  between  James  F.  Joy  and  -I.  W.  Brooks,  as 
hereinafter  set  out,  construction  work  progressed  and  this  por- 
tion of  the  line  was  completed  and  opened  tor  traffic  June  1, 
1862. 

Construction  on  the  extension  from  Lewistown  to  Rushville 
was  commenced  in  1868.  and  the  line  was  completed  and  opened 
for  traffic  to  Rushville,  July  18,  1869.  (Prior  to  1868  the  Peoria 
and  Hannibal  Company  had  built  a  road  from  Peoria  to  Ilollis, 
Illinois,  opposite  Pekin,  approximately  eight  miles,  and  had 
placed  a  separate  mortgage  thereon.  Of  date,  May  22,  1868, 
the  company  deeded  this  eight  miles  to  the  Peoria,  Pekin  and 

117 


118        CHICAGO,    BURLINGTON    &    QUINCY    RAILROAD    COMPANY 

Jacksonville  Railroad  Company,  now  a  part  of  the  Feoria  and 
Pekin  Union  Railroad.  The  C.  B.  &  Q.  has  never  been  interested 
in  this  portion  of  the  Peoria  and  Hannibal  property.) 

The  railroad  constructed  under  the  charter  granted  to  this 
company  was  never  operated  by  it.  hut  was.  from  the  date  of 
its  completion,  operated  by  The  Chicago,  Burlington  and  Quincy 
Rail  Head  Company  and  successor  company,  the  Chicago,  Bur- 
lington &  Quincy  Railroad  Company. 

Of  date  November  1.  1861,  by  <lee<l.  The  Peoria  and  Hannibal 
Railroad  Company  conveyed  its  roadbed,  righl  of  way  and  mate- 
rial on  hand  to  .lames  F.  Joy  and  J.  W.  Brooks,  who  acted  as 
agents  for  The  Chicago,  Burlington  and  Quincy  Hail  Road  Com- 
pany. Under  this  agreement  means  were  provided  to  complete 
and  equip  that  section  of  the  road  from  St.  David  to  Lewistown. 

By  deed,  dated  November  »>.  1861,  James  P.  Joy  and  .).  W. 
Brooks  conveyed  the  line  extending  from  St.  David  to  Lewis- 
town  to  The  Chicago,  Burlington  and  Quincy  Rail  Road  Com- 
pany. 

Of  date  April  25,  1868,  in  order  to  secure  the  construction  of 
the  extension  from  Lewistown  to  Rushville,  this  company  ex- 
ecuted a  (Mint  ract  wit  It  -lames  F.  .Joy,  who  acted  as  agent  for  the 
Chicago,  Burlington  &  Quincy  Railroad  Company,  whereby  The 
Peoria  and  Hannibal  Railroad  Company  conveyed  to  Joy  all  of 
its    property,    rights    and    franchises,    the    said   Joy    on    his    part 

agreeing  to  provide  the  means  to  construct  and  equip  the  road 

and  afterwards  to  operate  it,  or  to  procure  a  contract  from  the 
Chicago,  Burlington  &  Quincy  Railroad  Company  to  so  con- 
st rtict   and   equip  ami  operate   it. 

This  contract  provided  also  that  The  Peoria  and  Hannibal  Rail- 
road Company  should,  contemporaneously  therewith,  execute 
$600,000  in  bonds  to  be  dated  July  1,  1868,  and  due  in  ten  years, 
with  eight  per  cent  interest,  and  execute  a  Deed  of  Trust  to 
James  F.  Joy  to  secure  the  same,  and  deliver  said  bonds  to  Joy 
as  part  payment  for  the  construction,  maintenance  and  opera- 
tion of  both  sections  of  said  road.  This  mortgage  was  never 
foreclosed;  the  bonds  were  simply  held  in  the  C.  B.  &  Q. 
treasury. 


CORPORATE    HISTORY  119 

By  deed  dated  May  7.  lsti>.  James  F.  Joy,  Agent,  conveyed 
the  extension  from  Lewistown  to  Rushville  to  the  Chicago,  Bur- 
lington &  Quincy  Railroad  Company. 

Of  date  June  14.  1873  James  V.  Joy  made  a  t\md  to  the  C,  B. 
&  Q.  Company  confirming  its  title  to  the  property  of  the  Peoria 

and  Hannibal  company. 

By  lease  dated  March  15,  1899,  for  twenty-five  years.  The 
Peoria  and  Hannibal  Railroad  Company  confirmed  its  convey- 
ances of  date  November  !.  1861,  and  April  25,  1868,  to  the 
agents  of  the  Burlington  Company  . 

By  dwd  dated  June  1,  1899,  this  company  confirmed  its  pre- 
vious conveyances  as  above  particularly  set  out.  and  conveyed 
its  corporate  rights  and  franchises  to  the  Burlington  Company. 


ACT  OF  LEGISLATURE 
Approved  February  1 1,  1853, 

AN  ACT  to  incorporate  the   Macomb,   Vermont   and   Hath    Railroad   Com- 
pany. 

Section  1.  Be  it  enacted  by  tl,,  /'  ,  of  tin  State  of  Illii 
sented  in  tin  General  Assembly,  That  James  B.  Kyle,  David  1'.  Wells, 
.Jas.  M.  Campbell,  Jesse  I!urr,  Joab  Mershon,  II.  1..  Ross,  Jas.  II.  1'..  Ste- 
phens, J.  M.  Ruggles,  Benj.  Beasley,  [saac  Vail,  ami  such  other  person-  a- 
may  associate  with  them  for  that  purpose,  are  hereby  made  and  constituted 
a  body  corporate  and  politic,  bj  the  name  and  style  of  the  "Macomb,  Ver- 
mont and  Bath  Railroad  Company,"  with  perpetual  succession,  and  by  that 
name  and  style  shall  lie  capable  in  law  of  taking,  purchasing,  holding, 
leasing,  selling  and  conveying  estate  and  property  whatever,  real,  per- 
sonal or  mixed,  so  far  as  the  same  may  b<  rj  for  the  purpose-  here- 
inafter mentioned,  and  no  further;  and  in  their  corporate  name  may  sue 
and  be  sued,  plead  and  be  impleaded,  in  all  courts  of  law  and  equity  what- 
soever, and  may  have  and  use  a  commonseal,  ami  alter,  change  am!  r< 
the  same  at  pleasure;  and  may  have  and  exercise  all  powers,  rights,  privi- 
leges and  immunities  which  are  or  ma_\  be  necessary  to  carry  into  eff< 
purposes  and  objects  of  this  act.  a-  the  same  are  hereinafter  set   forth. 

§  2.  The  Macomb,  Vermont  and  Bath  Railroad  Company  shall  have  full 
power  and  authority  to  locate,  and,  from  time  to  time,  alter,  change,  • 
locate,  construct,  reconstruct  and  fully  to  finish,  perfect,  equip  ami  main- 
tain a  railroad,  with  one  or  more  tracks,  commencing  at  the  town  of 
Macomb,  in  the  county  of  McDonough,  and  State  of  Illinois,  running  from 
thence,  on  the  most  eligible  route,  to  the  town  of  Vermont,  in  the  county 
of  Fulton  and  State  aforesaid,  and   from  thence  on  the  mosl   eligible  route 


120        CHICAGO.    BURLINGTON    &    QTJINCY    RAILROAD    COMPANY 

to  tlie  town  of  Bath,  in  the  county  of  Mason,  and  State  aforesaid; 
and  to  transport,  take  and  carry  property  and  persons  upon  said 
railroad,  by  power  or  force  of  steam,  or  of  any  mechanical  or  other 
power,  or  combination  of  them,  which  said  company  may  choose  to  use  or 
apply.  And  for  the  purpose  of  constructing  said  railroad  or  way,  said 
company  shall  have  authority  and  power  to  lay  out,  designate  and  estab- 
lish their  road,  in  width  not  exceeding  one  hundred  and  fifty  feet  through 
the  entire  line  thereof,  and  may  take  and  appropriate  to  their  own  use  all 
such  land-  -d  designated  for  the  line  and  construction  of  said  road,  upon 
paying,  or  tendering  therefor,  such  amount  of  damage  as  shall  have 
been  settled  by  appraisal,  in  the  manner  hereinafter  provided,  on  all  such 
lands  as  may  he  taken,  or  upon  any  tracts  which  may  lie  located  by  said 
company;  and  for  the  purpose  of  cuttings  and  embankments,  and  for  the 
purpose  of  obtaining  stone,  sand  ami  gravel,  may  take  and  appropriate  as 
much  more  of  land  as  ma\  he  aecessary  I'm-  the  proper  construction,  main 
tenance  and  security  of  said  road;    and  '  ructing  -hups,  depots  and 

other  suitable,  proper  and  convenient  fixtures  in  connection  with  and  ap- 
pertaining to  -aid  railroad,  may  take  and  have,  use  and  occupy  any  lands, 
upon  either  side  of  -aid  railroad,  not  exceeding  two  hundred  feel  in  depth 
from  said  sailroad;  said  company  taking  all  Buch  lands  as  - i ft s,  or  pur- 
chasing or  making  ion  for  the  same  in  the  manner  hereinafter 
provided:  Provided,  that  tin-  section  shall  not  lie  construed  to  restrict  or 
prevent  the  construction  of  public  roads  or  canals  or  railroads  across  the 
load  of  -aid  company,  when  deemed  expedient,  hut  so  as  not  materially 
to  impair  or  obstruct  the  same. 

$  :;.  The  said  eompany,  and  under  their  direction,  their  agents,  servants 
and  workmen,  are  hereby  authorized  and  empowered  to  enter  into  and  upon 
the    land-   and   gr<  of    or    belonging   to    the   State,    or    to   any    person   or 

bodies  politii   oi  corporate,  and  Burve]  and  take  levels  of  the  same, 

o!    any    part    thereof,   and    to    -,-t    out    and    ascertain    such    parts   as    they    shall 

think    aecessary    and    proper    for    making    -aid    railroad,    with    one    or    more 

rails,    and    for    all    the    purposes   connected    with    said    rail- 

road  for  which  the  said  corporation  by  the  last  preceding  section,  is  author- 
to  have,  take  and  appropriate  any  lands,  and  to  fell  and  to  cut  down 
all  timber  and  other  trees  standing  or  being  within  one  hundred  feet  on 
each  side  of  said  line  of  said  railroad,  the  damage  occasioned  by  the  fell- 
ing of  such  trees,  unless  otherwise  settled,  to  he  assessed  and  paid  in  man- 
ner hereinafter  provided  for  assessing  and  paying  damages  for  lands  taken 
for  the  use  of  said  railroad  company;  and  also  to  make,  build,  erect  and 
set  up  in  and  upon  the  route  of  said  railroad,  or  upon  the  land  adjoining 
or  nearest  the  same,  all  such  works,  ways,  roads  and  conveyances  as  may 
be  requisite  and  convenient  for  the  purposes  of  said  railroad,  and  also  from 
time  to  time  to  alter,  repair,  amend,  widen  or  enlarge  the  same,  or  any  of 
the  conveniences  above  mentioned,  as  well  for  the  carrying,  conveying 
goods,  commodities,  timber  or  other  things  to  and  upon  the  said  railroad, 
as  for  carrying  all  manner  of  materials  necessary  for  the  making,  erecting, 
furnishing,  altering,  repairing,  amending  or  enlarging  the  works  of  or 
connected  with   said   railroad,  and   to   contract  and  agree   with   the   owner 


CORPORATE    HISTORY  121 

or  owners  thereof  for  such  timber,  gravel,  stone,  or  other  materials,  or  any 
articles  whatever  which  may  be  wanted  in  the  construction  or  repairing  of 
such  railroad  or  any  of  its  appurtenances — they  the  said  company  doing  as 
little  damage  as  possible  in  the  execution  of  the  said  powers  hereby  granted, 
and  making  satisfaction  in  the  manner  hereinafter  mentioned  for  all  dam- 
ages to  be  sustained  by  the  owners  or  occupiers  of  said  lands. 

§  4.  The  said  company  shall  have  power  and  authority  to  receive,  take 
and  hold  all  such  voluntary  grants  and  donations  of  lands  and  real  estate 
for  the  purposes  of  said  railroad,  as  may  or  shall  be  made  to  said  com- 
pany, to  aid  in  the  construction  and  maintenance  and  accommodation  of 
said  railroad:  and  said  company  may  contract  and  agree  with  the  owners 
and  occupiers  of  any  lands  which  said  company  may  wish  to  use  or  occupy, 
for  the  purpose  of  procuring  stone,  sand,  gravel  or  earth,  or  other  materials 
to  be  used  in  embankments  or  otherwise  in  or  about  the  construction,  re- 
pairs or  enjoyment  of  said  railroad,  or  which  said  company  may  wish  to 
use   or   occupy    in    any    manner    or    for   any    purpose    or    pu  onnected 

with  said  railroad,  for  which  said  company  is  empowered  or  authorized  by 
this  act  to  take,  have  or  appropriate  any  lands,  and  to  receive  and  to  take 
grants  and  conveyances  of  any  and  all  interests  and  estates  therein,  to  them 
and  their  successors  or  assigns,  in  fee  or  otherwise;  and  in  case  said 
company  cannot  agree  with  such  owners  or  occupiers  of  such  lands  as  afore- 
said, so  as  to  procure  the  same  by  the  voluntary  deed  or  act  of  such  owners 
or  occupiers  thereof;  or  if  the  owners  or  occupiers  thereof,  or  either  or 
any  of  them,  be  a  femmi  covert,  infant,  non  compos  mentis,  unknown  or 
out  of  the  county  in  which  the  land  or  property  wanted  is  situated,  the 
same  may  be  taken,  and  [paid]  for,  if  any  damages  are  awarded,  in  the 
manner  provided  for  in  "An  Ad  to  provide  for  a  general  system  of  rail- 
road incorporations,"  approved  November  5th,  L849;  and  the  final  decision 
or  award  shall  vest  in  the  corporation  hereby  created  all  the  rights,  privi- 
leges and  immunities  in  said  act  contemplated:  And  provided,  that  any 
appeal  that  may  be  allowed  under  the  provisions  of  the  art  above  recited, 
or  by  virtue  of  a  al  law  of  tin-  State,  shall  not  affect  the  possession 

by  said  company  of  said  lands  appraised;  and  when  the  appeal  may  be 
taken  or  writ  of  error  pro  by  any  person  or  persons  other  than   the 

said  company,  the  same  shall  not  be  allowed  except  on  the  stipulation  of 
the  party  so  appealing  or  prosecuting  such  writ  of  error  that  the  said  com- 
pany may  enter  upon  and  use  the  lauds  described  in  the  petition  for  the 
uses  and  purposes  therein  set  forth,  upon  said  company  giving  bond  and 
security,  to  be  approved  by  the  clerk  of  said  court,  that  they  will  pay  to 
the  party  so  appealing  or  prosecuting  such  writ  of  error  all  costs  and 
damages  that  may  be  allowed  against  them  on  the  final  hearing  of  such 
appeal  or  writ  of  error,  within  thirty  days  after  the  rendition  thereof,  or 
forfeit  all  right  to  use  the  land  or  way  so  condemned. 

The  capital  stock  of  said  company  shall  be  five  hundred  thousand 
dollars,  which  may  be  increased  from  time  to  time  by  a  vote  of  a  majority 
in  interest  of  stockholders  at  their  annual  meeting,  or  at  any  special  meet- 
ing that  may  be  called  for  that  purpose  by  the  directors  of  said  company, 
to  any   sum   not  exceeding  the  entire  amount  expended   on  account  of  said 


122        CHICAGO,    BURLINGtON    &    QDTNCT    RAILROAD    COMPANY 

road;  which  stock  shall  be  divided  in  shares  of  one  hundred  dollars  each, 
which  shall  be  deemed  personal  property,  and  may  be  issue. 1,  certified, 
transferred  and  registered  in  such  manner  and  at  such  places  as  may  be 
ordered  and  provided  by  the  board  of  di  who  shall  have  power  to 

require  the  payment  of  stock  subscribed  in  the  manner,  and  at  the  time 
and  in  such  sums  as  they  may  direct,  and  on  the  refusal  or  neglect  on  the 
part  of  stockholders,  or  any  of  them,  to  make  payment,  on  the  requisition 
of  the  board  of  directors,  the  shares  of  such  delinquents  may,  after  thirty 
-'  public  notice,  lie  sold  at  public  auction,  under  such  rules  as  the 
directors  may  adopt — the  surplus  money,  if  any  remains  after  deducting  the 
payment   due  and  to  become  due  on   -aid   ?-tock,  with   interest   and  the  aeces- 

-  e,  to  be  paid  to  the  delinquent  stockholder.  The  board  of 
directors  hereinafter  named  shall  cause  books  to  be  opened  for  subscrip- 
tion to  the  capital  >to>k  of  said  company,  at  such  times  and  places,  and  in 
such  manner  as  they  shall  direct:  /'  OVtded,  that  a-  SOOD  as  fifty  thousand 
dollars   of    bona  -    bscription    -hall    be    made    to    -aid    capital,    and    live 

per  cent,  thereon  paid,  it  -hall  be  lawful  for  said  company  to  elect  a  board 
of  directors,  not  Lees  than  five  nor  more  than  nine  in  number,  who  shall 
hold  their  office  for  one  year,  and  until  their  Successors  -hall  lie  elected  and 
upon  the  duties  of  their  office.  The  first  election  of  directors  shall 
be  held  in  the  said  town  of  Vermont,  thirty  day-'  notice  thereof  first  being 
_     ■  missioners,  in   some  new-paper  published   in  said  county 

of  Fulton,  and  subsequent  election-  -hall  be  held  in  -m-h  manner  as  the 
directors   -hall    by    by  law-   ditf 

At    any    election     held    for    d  .    each    share    of    stock    shall    be 

entitled  to  one  \ote,  to  be  given  either  in  person  or  by  prosy,  and  the 
person   receiving  the  Largest   number  of  votes  to  be  declared  duly  elected, 

and   to   hold   their   office   until   the   next    annual   election,   and   until    their   sue- 

Lected  and  qualified.    All  elections  for  directors  to  be  conducted 
by  three  judges,  selected  by  the  stockholders  present. 

Mie  directors  are  elected,  they  shall  organize  the  board,  by 
electing  one  of  their  number  president,  and  by  appointing  a  secretary  and 
-  irer. 

Said  company  shall  have  power  to  purchase  with  the  funds  of  the 
company,  and  contract  for  and  place  on  the  railroad  hereby  authorized  to 
be  constructed,  all  materials,  wagons,  carriages  and  vehicles,  of  any  de- 
scription, which  they  may  deem  necessary  and  proper  [for]  the  purposes 
of  transportation  on  said  railroad;  and  they  shall  have  power  to  charge 
for  tolls  and  transportation  and  rates  of  fare  such  -nm-  a-  -hall  be  law- 
fully established  by  the  by-laws  of  -aid  company. 

Said  company  shall  have  power  to  make,  ordain  and  establish  all 
such  by-laws,  rules,  and  regulations  as  may  be  deemed  expedient  and  neces- 
sary to  fulfill  the  purposes  and  carry  into  effect  the  provisions  of  this  act, 
and  for  the  well  ordering  and  securing  the  affairs,  business  and  interest  of 
said  company:  Provided,  that,  the  same  be  not  repugnant  to  the  constitu- 
tion and  laws  of  the  United  States  or  of  this  State. 

iid  board  of  directors  shall  have  power  to  regulate  the  man- 
ner of  transportation  of  persons  and  property,  the  width  of  track,  the  con- 


CORPORATE    HISTORY  123 

struction  of  wheels,  the  form  and  size  of  cars,  the  weight  of  loads,  and  all 
other  matters  and  things  respecting  the  use  of  said  road  and  the  convey- 
ance and   transportation  of  persons  and  property  thereon. 

§  11.  When  it  shall  be  accessary  for  the  construction  of  said  railroad 
to  intersect  or  cross  a  track  of  any  other  railroad,  or  any  stream  of  water, 
or  water  course,  or  road,  or  highway,  lying  on  the  route  of  said  railroad,  it 
shall  be  lawful  for  the  company  to  construct  their  railroad  across  or  upon 
the  same:  Provided,  that  said  company  shall  restore  the  railroad,  stream 
of  water,  water  course,  road  or  highway,  thus  intersected  or  crossed,  to  its 
former  state,  or  in  a  sufficient  manner  not  materially  to  impair  its  use- 
fulness. 

§  11'.  The  said  company  shall,  annually  or  semi-annually,  make  such 
dividend  as  they  may  deem  proper  of  the  not  profits,  receipts  or  income  of 
said  company  among  the  stockholders  therein,  in  proper  proportion  to  their 
respective  sha  res. 

§  13.  If  any  person  shall  do  or  cause  to  be  done,  or  aid  in  doing  or 
causing  to  be  done,  any  act  whatever,  whereby  any  building  or  construc- 
tion, or  work  of  said  company,  or  any  engine,  machine  or  structure  or  any 
matter  or  thing  appertaining  to  the  same,  shall  be  stopped  or  obstructed, 
impaired  or  weakened,  injured  or  destroyed,  the  person  or  persons  so  of 
fending  shall  be  guilty  of  a  misdemeanor,  and  may  be  punished,  upon  con- 
viction, by  hue,  iii  any  sum  not  exceeding  one  thousand  dollars,  or  be 
imprisoned  uo1  exceeding  five  years,  or  both,  at  the  discretion  of  the  court, 
and  shall  forfeit  and  pay  to  said  corporation  treble  the  amount  of  dam; 
sustained  by  reason  of  such  offense  or  injury;  to  be  recovered  in  the  name 
of  said  company,  with  costs  of  suit,  in  an  action  of  trespass,  before  anj 
justice1  of  the  peace  of  this  State,  or  before  any  court  having  jurisdiction 
thereof.  Said  company  shall  have  power  to  unite  its  railroad  with  any 
other    railroad   now    constructed,    or    which    may    hereiit't.  ttstructed,   to 

the  said  town  of  Macomb,  or  the  said  town  of  Bath,  upon  such  term-  as 
may  be  actually  agreed  upon   between   the  companies  so  connecting;    and 

for  that  purpose  full  powei  is  hereby  given  to  said  company  to  make  and 
execute  contracts  with  any  other  company  as  will  secure  the  objects  of 
such    connection. 

o  11.  Said  company  is  hereby  authorized  to  borrow,  from  time  to  time, 
such  sum  or  sums  of  money  as  may  be  necessarj  fot  completing  and 
furnishing  or  operating  their  said  railroad,  and  issue  and  dispose  of  their 
bonds,  in  denominations  of  not  less  than  five  hundred  dollars,  for  any 
amount  so  borrowed,  and  to  mortgage  their  corporate  property,  and  pur- 
chase or  convey  the  same  l.\  deed  of  trust,  to  -cure  the  payment  of  any 
debl  contracted  by  said  company  for  the  purposes  aforesaid;  and  the 
directors  of  said  company  may  confer  on  any  bondholder  of  any  bond  is- 
sued for  money  borrowed  as  aforesaid  the  right  to  convert  the  principal 
due  or  owing  thereon  into  stocks  of  said  company,  at  any  time,  not  ex- 
ceeding ten  years  from  the  date  of  the  bonds,  under  such  regulations  as 
the  directors  of  said  company  may  see   lit  to  adopt. 

§  15.  The  said  company  hereby  chartered  shall  be  required  to  construct 
ami  operate  their  said   mad  throughout    the  entire  length   thereof,  according 


124        CHICAGO,    BURLINGTON   &    QUINCV    RAILROAD    COMPANY 

to  the  tonus  of  this  charter,  within  ten  years  after  the  work  shall  have  been 
commenced  thereon;  and  upon  a  failure  so  to  do  shall  forfeit  all  rights 
and  privileges,  tracks  contemplated  and  work  .lone  upon  said  road:  Pro- 
/.  the  work  shall  lie  commenced  on  said  road  within  six  years  after  the 
passage  of  this  act. 

$  16.  This  act  shall  be  deemed  and  taken  a-  a  public  act,  and  shall  be 
in    force   from  and   after   its  passage. 

$  17.  The  said  company  hereby  created  be  and  are  hereby  authorized 
to  extend  their  said  railroad  from  Macomb  to  a  point  opposite  or  at  the 
city  of  Burlington,  in  the  State  of  Iowa,  on  the  most  eligible  route,  and 
also  to  extend  their  railroad  from  Bath,  in  Mason  county,  to  Borne  point 
that  may  be  agreed  upon  on  the  Petersburg  and  Springfield  railroad;  and 
for  the  purpose  of  such  extension,  said  company  are  hereby  declared  to 
possess  all  the  powers  and  lie  subject  to  all  the  restrictions  contained  in 
this  act:  and,  for  the  purposes  of  said  extension,  -aid  company  are  author- 
ized to  increase  their  capital  stock  to  such  amount  a-  may  lie  necessary 
to  complete  such  extension,  under  the  same  provisions  and  regulations  as 
herein   provided   for  the  increase  of  the  capital  stock  of  said  company. 

Appiiovkd  February  11,  18 

Laws  Illinois  lK~>'>.  1'inn    80. 


ACT   OF  LEGISLATURE 
Approved   February  24,  L854. 

AN    ACT    1n    amend    an    act   entitled    "An    Act    to    incorporate    the    Macomb, 

Vermont  and  Bath  Railroad  Company,"  approved  February  11,  1853. 

ION    1.       /■'•  •/    hi/    tin     PeOplt     ,,/'    tin     Slut,     of    IHiimix,    n  [lit- 

■  I  tl"  <■  ■  Assembly,  That  the  name  of  the  Macomb,  Vermont 
and  Hath  Railroad  Company  be  changed,  and  that  hereafter  said  company 
he  known  and  called  by  the  name  and  style  of  "The  Peoria  and  Hannibal 
Railroad  Company,"  and  that  -aid  company  be  authorized  and  empowered 
in  survey,  locate,  construct  and  fully  complete  and  operate  an  extension  of 
their  said  railroad  from  the  town  of  Vermont,  in  the  county  of  Fulton,  by 
the  way  of  Lewiston  and  Canton,  in  said  county,  to  the  terminus  of  the 
Peoria  and  Bureau  Valley  Railroad,  at  or  in  the  city  of  Peoria,  and  from 
tin-  town  of  Vermont  aforesaid,  by  the  way  of  Rushville,  in  Schuyler 
county,  and  Mt.  Sterling,  in  Brown  county,  to  a  point  on  the  Mississippi 
river,  a-  nearly  a-  practicable  opposite  the  city  of  Hannibal,  in  the  State 
■  I  Missouri;  and  for  the  purpose  of  constructing  their  said  extension  of 
railroad,  said  company  is  authorized,  and,  under  their  direction,  their 
agents  and  workmen  are  authorized,  to  enter  upon  the  lands  of  any  and  all 
persons  where  it  may  be  necessary  to  make  surveys  and  estimates  to  locate, 
struct   and   operate   their   said   extension   of  railroad   through   the  whole 

route   hereinbefore   -j died,  and    to   establish    said    extended    road    not   ex- 

ceeding  one  hundred  feet  in  width,  with  one  or  more  sets  of  tracks  through 
the  entire  line  of  said  road,  and  may  take  and  appropriate  as  much  more 
land,   timber,  stone,  earth  and   sand   as  may   be  necessary   for   constructing 


CORPORATE    HISTORY  125 

said  road,  and  for  the  purpose  of  constructing  shops,  depots,  machine  houses, 
and  other  fixtures  necessary  in  fully  operating  said  road;  said  company 
making  compensation  for  any  damages  arising  thereby  to  the  owner  or 
owners  of  lands  as  hereinafter  specified. 

§  2.  The  capital  stock  of  said  company  shall  be  increased  to  three 
millions  of  dollars,  and  may  be  increased,  by  a  vote  of  the  majority  of 
the  stockholders,  to  a  sum  not  exceeding  five  millions  of  dollars,  and  said 
stock  shall  be  divided  into  shares  of  one  hundred  dollars  each,  which  shall 
be  deemed  personal  property,  and  shall  be  issued,  transferred  and  regis- 
tered as  such,  according  to  the  by-laws  of  the  company;  and  in  all  meet- 
ings of  the  stockholders  each  share  shall  be  entitled  to  one  vote,  either  in 
person  or  by  proxy. 

§  3.  The  following  named  persons,  Amos  C.  Babcock,  Lewis  YV.  Ross, 
Lewis  D.  Irwin,  William  K.  Johnson,  Isaac  Underbill,  William  S.  Moss  and 
J.  B.  Moore  are  appointed  commissioners,  who,  or  a  majority  of  whom,  maj 
call  a  meeting  of  said  commissioners,  for  the  purpose  of  opening  books  of 
subscription  to  the  capital  stock  of  said  company,  and  shall  give  ten  days' 
notice  of  said  meeting  by  publication  in  some  newspaper  in  each  of  the 
counties  of  Peoria,  Fulton,  Schuyler  and  Brown.  Said  commissioners  shall 
keep  such  subscription  books  open  until  the  sum  of  one  hundred  thousand 
dollars  is  subscribed,  and  as  much  longer  as  they  shall  deem  proper.  Said 
commissioners  shall  require  five  per  cent,  to  be  paid  on  such  subscriptions, 
by  the  subscribers  thereof,  at  the  time  of  subscribing,  and  as  soon  as 
practicable  thereafter,  said  commi  shall  call  a  meeting  of  the  stock- 

holders, by  giving  the  same  notice  as  is  required  in  this  section  for  the 
opening  of  books  for  subscription,  for  the  purpose  of  electing  five  directors, 
which  may  thereafter  be  increased  to  a  number  not  exceeding  thirteen,  by 
a  vote  of  the  majority  of  the  stockholders,  who  shall  hold  their  offices  for 
one  year,  and  until  their  successors  are  elected:  and  such  election  shall 
be  conducted  and  canvassed  by  said  commissioners,  or  a  majority  then 
and  they  shall  immediately  deliver  to  the  directors  elected  the  subscription 
books  and  all  moneys  received  by  them,  when  the  duties  of  such  eommis 
sioners  shall  cease. 

<j  4.  When  it  shall  be  necessary  for  said  company  to  use  any  lands  in 
locating,  constructing  and  operating  their  said  extension  of  railroad,  and 
the  owner  or  owners  thereof  cannot  agree  with  s:1id  company  upon  the 
price  to  be  paid  as  a  compensation  for  the  damage  caused,  or  to  be  caused 
thereby,  or  when  such  lands  belong  to  femrm  -.  persons  nan 

compos  mentis,  or  persons  not  residing  in  this  State,  then  the  compensation 
to  be  paid  for  such  damages,  it'  any,  shall  be  determined  and  paid,  and 
the  right  to  use  so  much  of  said  lands  as  may  be  necessary  shall  be  fixed 
and  secured  in  the  manner  provided  in  an  act  entitled  "An  act  to  amend 
the  law  condemning  right  of  way  for  purposes  of  internal  improvement, " 
approved  .June  --,  1852,  and  in  no  other  manner,  the  provisions  of  the 
act  to  which  this  is  an  amendment  to  the  contrary  notwithstanding. 

§  5.  Said  company  shall  not  be  required  to  construct  the  line  of  their 
road  from  the  town  of  Macomb  to  the  town  of  Bath,  and  the  work  on  said 
extended    railroad    shall    be    commenced    within    five    years,    anil    completed 


126        (Hit  AGO,    BURLINGTON    &    QUINCY    RAILROAD    COMPANY 

within  eight  years  after  the  passage  of  this  act;  and  this  act  shall  be  in 
force  from  and  after   its  passage. 

$  6.  Sections  two,  three,  four,  five,  six,  and  such  other  parts  of  the  act 
entitled  "An  Act  to  incorporate  the  Macomb,  Vermont  and  Hath  Railroad 
Company,"  approved  February  11th,  L853,  as  are  inconsistent  with  the  pro- 
\i-ious  of  this  act,  are  hereby  repealed. 

Approv  uary  2  1,  1854. 

Private  Laws  Illinois  1854,  /'"V<   237. 

ACT  OF  LEGISLATURE 

Approved  March    l.  1854. 

AX    ACT    supplemental    to    "An    Act    to    amend    an    act    entitled    an    act   to 

incorporate  the  Macomb,  Vermonl  and   Bath   Railroad  Company." 
Section  1.     B<    it  enacted  by  tin    /'<  •<///<   of  tin   Stati   of  Illinois.,  repre- 
sented hi  tin   General  Assembly,  Thai  the  c pany  authorized  by  "An  Act 

to  amend  an  act  entitled  an  acl  to  incorporate  the  Macomb,  Vermont  and 
Bath  Railroad  Company,"  passed  at  the  presenl  special  session  of  the 
legislature,  to  construcl  a  railroad  from  the  town  of  Vermont,  in  the  county 
of   Fulton,    by    the    way    of    LewistOWU    and    Canton,    in    said    County,    to   the 

terminus  of  the  Peoria  and  Bureau  Valley  Railroad,  at  the  city  of  Peoria, 
and  from  the  town  of  Vermont  aforesaid,  by  the  way  of  Ruehville,  in 
Schuyler  county,  and  Ml.  Sterling,  in  Brown  county,  to  a  point  on  the 
Mississippi  river,  a-  nearly  as  practicable  opposite  the  city  of  Eanibal,  in 
the  State  of  Missouri,  be  and  they  are  hereby  authorized  and  empowered 

to  construct  a  branch  of  said  road  from  Rushville,  in  the  county  of  Schuy- 
ler, or  from  any  other  convenient  ami  eligible  point,  southwest  of  that 
place,  to  the  city  of  Quincy,  in  the  county  of  Adams. 

$  2.  In  the  construction  of  said  branch  of  said  railroad,  the  said  com- 
pany shall  possess,  enjoy  ami  exercise  all  the  corporate  powers  and  privi- 
leges conferred  by  their  charter,  and  authorized  to  use  and  exercise  all  the 
powers  for  obtaining  the  righl  of  way,  for  the  use  of  said  company,  in  and 

aboul   th< istruction  of  said  branch  of  said  road,  thai  are  given  and  ex- 

pressed  by  the  act  to  provide  for  a  general  system  of  railroad  incorpora- 
tions, approved  November  5th,  1849.  Said  company  is  also  authorized  and 
empowered  to  increase  it-  capital  stock  one  million  of  dollars,  and  to  form 
a  connection  with  any  other  railroad   leading  to  Quincy. 

kS  :>.  \i'  the  Northern  Cross  Railroad  Company  shall  complete  their  road 
to  Mt.  Sterling,  in  the  county  of  Brown,  in  time  to  meed  the  road  author- 
ized to  be  constructed  from  Peoria  to  Hannibal,  in  and  by  the  acl  to  which 
this  is  a  supplement,  in  such  case  the  said  company  shall  not  exercise  the 
privileges  and  franchises  by  this  act  conferred,  or  construct  the  said  branch 
hereinbefore  authorized,  but  the  said  powers,  privileges  and  franchises 
herein  and  hi  anted  shall  cease  and  be  void,  anything  in  this  act,  or 

the  acts  to  which  this  is  a  supplement,  to  the  contrary  notwithstanding. 

$   4.      This  act  to  take  effect  and  be  in  force  from  and  after  its  passage. 

Approved  March  4,  1854. 

Private  Laws  Illinois  1854,  Page  175. 


CORPORATE    HISTORY  127 

ACT  OF  LEGISLATURE 

Approved  February  10,  1857. 

AX  ACT  granting  the  right  of  way  to  the  Peoria  and  Hannibal   Railroad 

Company. 

Section  1.  Be  it  >  nacted  by  the  /'•  oph  of  the  State  of  Illinois,  repre- 
sented  in  the  General  Assembly,  That  the  Peoria  and  Hannibal  Railroad 
Company  shall  have  the  right  to  use  so  much  of  the  grade  and  right  of  way 
of  the  Peoria  and  Warsaw  Railroad  Company,  and  also  of  all  lands  belong- 
ing to  the  State  of  Illinois,  as  may  be  necessary  for  the  construction  and 
operation  of  two  tracks  of  railway  over  the  same;  and  the  same  is  hereby 
granted  to  the  said  Peoria  an.)  Eannibal  Railroad  Company  for  that  pur- 
pose: Provided,  that  this  grant  shall  be  construed  as  not  to  interfere  with 
any  railroad  track  already  constructed  on  any  of  the  Lands  hereby  granted; 
and  the  Peoria  and  Oquawka  Railroad  Company  shall  also  have  the  right  to 
lay  and  operate  two  tracks  of  railroad,  side  by  side,  a-  near  together  as 
safety  will  permit,  over  the  same  lands,  and   in  no  other  manner. 

§  2.     This  ait  to  be  in  force  from  and  after  its  passa 

Approved  February  10,  1857. 

Private  I. mis  Illinois  1857,  Pagi 

ACT  OF  LEGISLATURE 
Approved  February    1  t.  1 857. 

AN  ACT  to  amend   an   act   entitled    "An   act    to   amend    an    act   entitled   'an 
act  to  incorporate   the    Macomb,    Vermont    and    Bath    Railroad   Company'." 

Section  1.  />'<  it  enacted  by  tin  Peoph  of  tht  Stat*  of  Illinois,  repre- 
sented in  tin  General  Assembly,  That  at  any  election  held  by  the  sti 
holders  of  the  Peoria  ami  Hannibal  Railroad  Company,  for  directors,  each 
share  of  stock  shall  be  entitled  to  one  vote,  to  be  given  either  in  person  or 
by  proxy;  and  the  person  receiving  the  largest  Dumber  of  votes  to  lie  duly 
elected,  and  to  hold  their  office  until  the  next  annual  election,  and  until 
their  successors  are  elected  and  qualified;  all  elections  to  be  conducted  by 
three  .judges  selected  by  the  stockholders  present. 

§  2.  The  capital  stock  of  the  Peoria  and  Hannibal  Railroad  Company 
may  be  fixed  at  any  sum  not  exceeding  the  actual  cost  of  construction  and 
equipment  of  the  road,  by  the  stockholders  present  at  any  regular  annual 
meeting  for  the  election  of  directors. 

v^  '■'<.  That  section  four  of  an  act  entitled  "An  act  to  amend  an  act  en- 
titled an  act  to  incorporate  the  Macomb,  Vermont  and  Hath  Railroad  Com 
pany,"  approved  February  11,  1853,  be  and  is  hereby  repealed,  and  section 
four  of  an  act  entitled  "An  act  to  incorporate  the  Macomb,  Vermont  and 
Bath  Railroad  Company,"  be  and  is  hereby  revived;  and  the  Peoria  and 
Hannibal  Railroad  Company  shall,  in  all  cases  where  it  is  necessary  to 
condemn  land,  proceed  according  to  the  provisions  of  the  last  named  sec- 
tion. 


128       CHICAGO,    BURLINGTON    $    QUINCE    RAILROAD    COMPANY 

§  4.  That  the  said  Peoria  and  Hannibal  Railroad  Company  shall  have  the 
right,  by  its  dir<  -.  o  divide  the  route  of  their  said  road,  running  from 
Peoria  to  Hannibal,  in  divisions;  to  let,  construct  and  operate  any  of 
such  dh  Iso  to  call  in  installments  on  stock,  from  stockholders 

interested  in  or  near  the  line  of  such  divisions  so  to  be  constructed,  and 
apply  the  same  on  such  part  so  to  be  built  and  operated.  And  said  Peoria 
il  Railroad  Company  may  unite  it-  road  with  any  other  road, 
now  or  hereafter  ^constructed,  at  i;>  termini  or  anj  point  thereof,  where 
the  same  or  any  part  thereof  may  come  in  contact  with  any  such  road. 
And   said  company  may  issue   bonds,   bearing  any   rate  of  interest,   not    ,\ 

-   ten  per  e<  annum  ;    and  ina\    1 >w  money  at  the  same  rate, 

and  shall  have  the  right  to  mortgage,  -ell  or  lease  their  said  railroad  and 

its  equipments,  rolling  stock,  station  houses,  or  any  portion  or  part  thereof. 

k)    5.      This  act   shall   not   in   any    respect   affect    the   subscriptions  of   Mock 

scribed  by  any  county,  city,  corporation  or  pe  the  said 

pany    may    commence    the    work    on    said    road    within    three   years;     and 

if  any  division  thereof  be  completed  within  eight  yea'-  after  the  pass 

then  tlii-  remain  in  full   force  and  effect,  together  with 

-  to  which  this  is  an  amendment. 

<^    ti.      This    act     shall     take    effect     and     be    in     force     from    an. I     after     it- 

loved  February  14, 

l'i     >ih   Laws  Illinois  1857,  Pagu   649. 


ACT  OF  LEGISLATURE 
Approved  dune  1 1 .   l  B63. 

AX  ACT  to  amend  the  charter  of  the  Peoria  and  Hannibal  Railroad  Com- 
pany. 

ion  1.     B<  /  l>ii  tin    PeopU   "i   tin    Stun   a/  Illnmis,  repre- 

Assen  ■■  /.   That   the  stock   subscriptions  heretofore 

made  I.-.  inty  of  Schuyler,  in  her  corporate  capacity,  and  the  stock 

■  riptions  made  by  th<  -  of  said  county   to  the  capital  stock  of 

Peoria   and   Hannibal    Railroad   Company,   now   due   and    unexpended. 

shall,  when  expended,  be  paid  for  work  done  and  expenses  incurred  on  said 
road  within  the  limits  of  Bald  county,  and  no  part  of  said  stock  subscrip- 
tions he  ipended  shall  be  applied  on  work  done  or  expenses  incurred 
on  said  road  without  the  limits  oi    I  county  of  Schuyler. 

$  2.  The  time  for  the  completion  of  the  said  Peoria  and  Hannibal  Rail- 
road shall  be  extended  for  ten  years  from  the  Hate  of  the  passage  of  this 
act,  and  all  the  ad  privileges  of  said  corporation  be  extended  for 

that  length  of  .time. 

Approved  June  11,  18 

Private  Laus  Illinois  1863.  Page  .2-j.j. 


CORPORATE    BISTORY  129 

ACT  OF  LEGISLATURE 
Approved  February  16,  1 v 

AN  ACT  to  amend  the  charter  of  the  Peoria  and  Hannibal  Railroad  Com- 
pany, and  to  authorize  said  companj   to  build  a   bridge  across  the  Illinois 
liver  at    Savanna,   in    Mason   county. 

Section  1.     Be  it  enacted  by  tin    /'■  '<    of  Illinois,  repre- 

sented in  Hi,  General  Assembly,  Thai  the  Peoria  and  Hannibal  Railroad 
Company  is  hereby  authorized  and  empowered  to  construct  and  operati 
branch  of  their  said  road  from  near  [pava,  in  Pulton  county,  by  the  mosl 
eligible  route  to  Savanna,  in  Mason  county,  and  to  unite  with  any  other 
railroad  company;  to  grant  any  such  company  the  right  to  construct  and 
use  any  portion  of  their  branch  hereby  authorized  to  be  constructed,  on 
such  terms  as  may  lie  mutually  agreed  upon  between  any  other  such  rail- 
road company,  and  the  said  Peoria  and  Hannibal  Railroad  Company,  and 
for  the  purposes  of  constructing  and  operating  said  branch,  said  company 
are  hereby  declared  to  possess  all  the  powers,  ami  to  be  subject  to  all  the 
restriction-  in  the  original  act  incorporating  the  said  Peoria  and  Hannibal 
Railroad  Company,  and  the  several  amendments  thereto. 

§  2.  The  said  Peoria  and  Hannibal  Railroad  Company  is  hereby  author- 
ized and  empowered  to  construct,  erect  and  maintain  a  bridge  across  and 
over  the  Illinois  river,  at  or  near  the  citj  of  Savanna,  in  the  county  dt' 
Mason,    tor  the   purpose   of  extending   the   said    branch    railroad    over   and 

across   the   said    river,  and,    for   that    purpose,    I strucl    and   erect,   in   said 

river,  all  the  necessary  abutments  and  piers  to  keep  up  and  support  the 
said  road  and  bridge:  "Provided,  that  there  shall  lie  left  and  always  kept 
open  between  two  of  the  -aid  piers,  a  space  embracing  the  channel  of  said 
river  at  the  place  of  crossing,  of  sufficient  width  for  the  passage  of  steam- 
boats, and  other  craft  navigating  said  river,  with  a  draw  so  constructed 
as  not  materially  to  (distinct  the  navigation  of  said  river  by  steamboats 
and  other  craft    navigating  said   river:      I  >/.  further,   that   said 

bridge   shall    lie    used    onlj     for    the    business    of   said    railroad;     and    the    said 

company  shall  not  be  permitted  to  use  the  same,  or  at  anj  time  to  take  or 
receive  any  tolls  or  compensation  tor  the  ordinary  travel  and  passage  of 
teams,  persons  or  propertj   over  the  said  bridge. 

vn  '.\.     And  for  the  purposes  of  constructing  and  operating   -aid   branch, 
and  erecting   said    bridge,   said   company   an-   authorized   to    increase   their 
capital    stock   one   million   of  dollars,   to   lie   taken    and   subscribed    for    ui 
the  same  provisions  ami  regulations  a-  provided  for  in  the  original  charter 

of  said   company,  and   the  several  amendments   ther< 

I.      This   act   shall    he  deemed   a    public   act.  and   shall    be   in    force    from 

and  after  its  passage. 
Approved  February  16,  1865. 

Private  Laws  Illinois   1865,   Vol.   .'.  Pagi    202. 


130       CHICAGO.    BURLINGTON    &    QUINCY    RAILROAD   COMPANY 

DEED,  November  4,  1861.  The  Peoria  and  Hannibal  Railroad  Company 
to  James    F.  Joy  et  al.    i  Agents   for  The  Chicago,  Burlington  and  Quincy 

Rail  Road  Company). 

This  I  ad,  ni  iin  made  &  entered  into  this  the  fourth  day  of  November 
A.  D.  1861  between  the  Peoria  &  Hannibal  Hail  Road  Company  of  the  first 
part  &  J.  W.  Brook  of  Boston  in  the  State  of  Massachusetts  &  James  F. 
Joy  of  Detroit,  Michigan,  parties  of  the  second  part.  Witnesseth — That 
whereas  the  said  first  party  is  desirous,  of  securing  the  construction  of  thai 
part  of  its  line  of  mad  between  Canton  &  Lewistown  in  connection  with 
that  pari  ni'  the  Jacksonville  &  Savanah  Rail  Road  between  Yates  City  & 
Canton  to  thereby  establish  a  railroad  communication  between  Lewistown 
\  Chicago  \  tin'  Fast  >.v.  whereas  all  efforts  to  thai  end  have  heretofore 
failed  >.v  whereas,  the  said  road  from  Lewistown  to  Canton  &  thence  to 
Fates  City  as  an  investment  is  probably  of  no  value  in  itself,  but  may  be 
nt'  some  utility  to  another  railroad  company  with  which  it  may  be  con- 
nected as  contributing  additional  business  to  its  line  of  road  &  will  be  of 
great  value  to  the  Country  through  which  it  runs  &  whereas  from  considera- 
tions of  this  nature  among  others  the  said  parties  of  the  second  part  have 
been  induce  to  enter  into  a  contract  to  advance  the  money  requisite  to 
complete  the  said  road  &  to  procure  it  to  be  equiped  &  operated  >.v  managed 
so  as  to  accomplish  the  object  of  the  Country  which  has  been  struggling  to 
to  complete  the  same  upon  the  terms  &  for  the  consideration  herein  named 
in  be  paid  >.v  performed  by  the  said  party  of  the  lirst  part. 

efore,  The  said  Peoria  <.V  Hannibal  Railroad  Company  by  virtue  of 
the  authority  eonfered  upon  it  by  the  Legislature  of  Illinois  in  contempla- 
tion of  such  possible  circumstance  have,  granted,  bargained  &  sold  &  do 
hereby  grant,  bargain,  -ell  >.\;  convey  to  the  said  .1.  W.  Brooks  &  James  F. 

Joy,  their  heirs,  and  assigns,  all  &  singular  all  their  line  of  load  extending 
«Sc  lying  between  Lewistown  and  Canton  in  the  County  of  Fulton  roadbed, 
right  of  way  &  ground  connected  therewith,  Depot  grounds,  Stations,  Sta- 
tion yards,  including  Depot  ground  at  Lewistown,  Bridges,  Viaducts,  Cul- 
verts  A:  all  the  rights,  appurtenances,  privileges  &  franchises  of  the  said 
ti rst   party  thereto  so  far  as  by  law  the  same  may  be  conveyed   by  it,  all 

the  railroad  lion  chairs  &  spikes  owned  by  the  said  lirst  party  for  the 
purpose  of  constructing  s:!id  road  now  understood  to  be  in  Chicago  being 
nt'  Iron  Twelve  hundred  &  Seventeen  tons  or  thereabouts — of  spikes  seven 
hundred  kegs  &  seventy-five  hundred  chairs  &  also  all  the  ties  of  the  said 
company  &  being  about — thirty  Thousand  in  number  A;  all  upon  the  line  of 
said  railroad  <Sc  also  all  other  timber  &  material  of  any  kind  owned  by  said 
lirst  party  &  intended  for  the  construction  of  said  road.  To  have  &  to  hold 
by  the  said  parties  of  the  second  part  their  heirs  &  assigns  forever  to  their 
sole  use  and  benefit.  And  the  said  parties  of  the  second  part  for  them- 
selves, their  heirs  &  assign-.  Covenant  &  agree  to  &  with  the  said  party  of 
the  first  part  that  they  will  use  such  &  every,  all  &  singular  the  said  ma- 
terials &.  property  of  every  kind  in  the  construction  of  said  road  &  in 
completing  the  same  for  use  &  Operation — that  said  Iron  chairs  &  spikes 
shall  be  transported  to  Yates  City  &  as  soon  as  practicable  laid  down  upon 


CORPORATE    HISTORY  131 

the  road   hereby  conveyed   >S:   that   no  part  of   the  same  shall  be  used   for 
any  other  purpose  than  to  complete  the  said  road  to  Lewistown. 

And  the  said  second  parties  further  covenant  &  agree  that  they  will  fur- 
nish the  requisite  amount  of  money  necessary  to  complete  the  said  road  & 
put  it  in  running  order  as  soon  as  can  conveniently  be  done  &  will  complete 
the  same  at  as  early  a  period  as  is  consistant  with  economy  having  refer- 
ence to  the  season  of  the  year  &  the  weather.  And  they  covenant  further 
with  either  themselves  to  furnish  motive  power  &  rolling  stock  to  run, 
operate  &  work  said  road  or  to  procure  a  contract  with  the  Chicago,  Burling- 
ton &  Quincy  Rail  Road  Company  under  and  by  virtue  of  which  that  Com- 
pany shall  equip,  operate  &  Manage  the  same,  the  rolling  stock  &  furniture 
for  such  operation  &  management  to  be  furnished  &  the  operation  of  said 
road  to  be  completed  &  began  as  soon  as  the  line  is  completed  from  fates 
City  to  Lewistown. 

It  is  however  understood  &  agreed  by  and  between  both  parties  that  the 
said  Peoria  &  Hannibal  Rail  Road  Company  shall  make  &  execute  One 
Hundred  &  twenty  five  Bonds  of  one  Thousand  dollars  each  payable  in 
five  years  with  semi-annual  interest  coupon  attached  at  the  rate  of  Bight 
per  cent  interest  per  annum,  payable  in  Xew  York  &  also  a  deed  of  trust 
in  the  usual  form  to  Geo.  F.  &  F.  B.  Porter  of  Detroit  as  trustees  to  secure 
the  payment  of  said  bonds  &  interest  which  said  Bonds  and  deed  of  trust 
shall  have  precedence  of  this  deed  &  shall  constitute  a  lien  upon  that  por- 
tion of  the  road  hereby  conveyed  «.y  shall  transfer  &  deliver  the  said  Ponds 
to  the  said  second  parties.  It  is  understood  &  agreed  by  both  parties,  that 
the  said  road  being  in  itself  probably  unprofitabh  it  is  an  object  of  im- 
portance not  only  to  secure  its  construction  but  it-  operation  management 
&  equipment  &  that  to  secure  both  these  ends  the  parties  of  the  first  part 
are  willing  to  make  this  conveyance  &  sale  &  that  in  consideration  of  the 
said  conveyance  &  sale  the  said  second  parties  covenant  to  complete  the 
said  road  &  either  to  equip,  operate  &  manage  the  said  road  themselves,  or 
procure  an  obligation  or  contract  with  the  Chicag,  Burlington  «.V  Quincy 
Railroad  Company  to  do  the  same.  It  is  however  also  understood,  that  if 
it  shall  become  convenient  for  the  said  second  parties  to  lay  some  portion 
of  the  Iron  or  chairs  &  spikes  obtained  for  the  construction  of  the  road 
from  Yates  City  to  Canton  upon  the  line  between  Canton  .V.  Lewistown, 
they  may  do  so  &  exchange  an  equal  quantity  of  Iron  chairs  or  spikes  hereby 
convey  therefor.  And  the  said  parties  of  the  second  part  agree  to  have  the 
said  road  completed  in  all  the  month  May  next  &  as  much  sooner  as  is 
conveniently  practicable. 

In  Witness  Whereof  the  Peoria,  and  Hannibal  Railroad  Company  have 
caused  their  corporate  seal  to  be  herewith  affixed,  and  the  same  to  be  sub- 
scribed by  their  President  and  the  said  parties  of  the  second  part  have 
hereunto  set  their  hands  and  seals  the  day  and  year  first  above  mentioned. 

Peoria  &  Hannibal  Rail  Road  Co. 
By  Henry  L.  Bryant,  Prest. 
(L.  S.) 

J.  \Y.  Bkook  (Seal) 

James  F.  Joy  (Seal) 


132        CHICAGO,    BURLINGTON    &    QUINCY   RAILROAD    COMPANY 

State  of  Illinois,  j 


rois,  / 


ss 
County  of  Cook 

Be  it  remembered  that  on  this  fifth  day  of  November  A.  D.  1861  before 
me,  a  Notary  Public  residing  in  said  County  of  Cook,  duly  commissioned 
by  the  Governor  of  Illinois  to  take  acknowledgement  and  proof  of  Deeds 
and  other  instruments  in  writing  under  seal  to  be  used  or  recorded  in  said 
state  of  Illinois  personally  came  Henry  L.  Bryant,  President  of  the  Peoria 
&  Hannibal  Eail  Eoad  Company,  who  is  known  to  me  to  be  the  person 
whose  name  is  subscribed  to  the  foregoing  conveyance,  who  being  by  me 
duly  sworn,  deposes  &  says  that  he  resides  in  Lewistown  in  the  County  of 
Fulton  and  state  of  Illinois.  That  he  is  President  of  the  Peoria  &  Hannibal 
Eail  Eoad  Company.  That  he  know?s  the  corporate  seal  of  said  company. 
That  the  seal  affixed  to  the  foregoing  conveyance  is  the  corporate  seal  of 
said  company.  That  it  was  affixed  by  order  of  said  company  and  he  signed 
Ins  name  to  said  conveyance  by  like  order  as  President  of  said  company  and 
acknowledged  that  he  executed  &  delivered  the  said  deed  as  his  free  and 
Voluntary  act  for  the  uses  and  purposes  therein  set  forth  and  that  the  said 
company  also  executed  and  delivered  said  conveyance  as  its  free  and 
voluntary  act  for  the  uses  and  purposes  therein  stated. 

In  Witness  Whereof  I  have  hereunto  set  my  hand  and  affixed  my  seal  of 
office  this  Fifth  day  of  November  A.  D.  1861. 

Sam  C.  Smith 
(L.  S.)  Notary  Public. 

Recorded  Nov.  9"   1861. 

Fulton  County,  Book  51,  Page  Jtl8. 


State  of  Illinois, 

y  ss. 
Fulton  County. 


1 


I,  Eugene  Whiting,  Clerk  of  the  Circuit  Court  and  Ex-Offieio  Recorder  in 
and  for  said  County  of  Fulton,  do  hereby  certify  that  the  foregoing  is  a 
true  and  correct  copy  of  the  record  of  a  conveyance  from  Peoria  &  Hannibal 
Eail  Eoad  Co.  to  J.  W.  Brook  and  James  F.  Joy  bearing  date  of  November 
4th,  A.  D.  1861 ;  the  said  instrument  having  been  filed  for  record  in  the 
Eecorder  's  Office  of  said  Fulton  County  on  the  9th  day  of  November  A.  D. 
1861;  bearing  Serial  Number  36483,  and  being  recorded  in  Book  51  of 
the  Land  Eecords  of  said  Fulton  County  at  page  418,  as  the  same  appears 
upon  the  records  now  in  my  office  remaining. 

In  Testimony  Whereof,  I  have  hereunto  subscribed  my  hand  and  affixed 
the  official  seal  of  my  office  this  26th  day  of  January  A.  D.  1917,  at  the 
office  of  the  Clerk  of  the  Circuit  Court,  within  and  for  the  County  of  Fulton, 
State  of  Illinois,  at  Lewistown. 

Eugene  Whiting, 
Clerk  of  the  Circuit  Court  and 
(Seal)  Ex-Officio  Eecorder. 


COKI't'liAT!-:     HISTORY  133 

TRUST  MORTGAGE,  November  I.  1861.  The  Peoria  and  Hannibal  Rail- 
road  Company   to    Fredrick    R.  and  George   F.    Portejr,  Trustees. 

This  I  >  -/'  made  this  fourth  day  of  November  in  the  5Tear  of  our  Lord 
our  thousand  eigbl  hundred  and  sixty  one  between  the  Peoria  and  Sannibal 
Bail  Road  Company  a  corporation  duly  created  and  organized  by  and  under 
the  laws  of  the  state  of  Illinois  party  of  the  first  part,  and  Fredrick  K. 
Porter  and  George  F.  Porter  of  the  c  ty  of  Detroit  in  the  state  of  Michigan 
of  tlif  second  part,  Witnesseth,  whereas  the  said  Peoria  and  Hannibal  Rail 
Road  Company  pursuanl  to  the  terms  of  the  statute  of  said  state  of 
Illinois  incorporating  it,  and  the  amendments  thereto  and  other  statutes 
of  said  state  affecting  it,  is  engaged  in  constructing  a  rail  road  from  the 
town  of  Vermont  in  the  county  of  Fulton,  by  way  of  Lewistown  and 
Canton  in  said  county  to  the  terminus  of  the  Peoria  and  Bureau  Valley  Rail 
Road  al  Peoria;  And  whereas  the  said  Peoria  and  Hannibal  Kail  Road 
Company  are  desirous  of  borrowing  money  to  an  amount  not  exceeding  one 
hundred  and  twenty  five  thousand  dollars,  to  aid  it  in  constructing  said  road 
to  be  applied  to  the  purchase  and  transportation  of  or  in  payment  for 
material,  superstruction  and  equipments  for  said  road  or  some  pari  thereof 
and  has  resolved  to  execute  ami  has  executed  bonds  of  said  Company 
therefore  as  follows,  to  wit:  One  hundred  and  five  (105)  in  sums  of  one 
thousand  dollars  each  ami  forty  in  sums  of  Five  hundred  dollars  each,  bear- 
ing even  date  with  these  presents,  payable  on  the  fourth  day  of  November, 
in  the  year  one  thousand  eight  hundred  and  Sixty  Six,  bearing  interest  at 
the  rate  of  eighl  per  cent  per  annum,  payable  semi-annually  on  the  fourth 
day  of  each  November  and  May  until  said  principal  shall  be  paid,  at  the 
Banking  house  of  the  Bank  of  Commerce  in  the  City  of  New  York  where 
both  the  principal  sum  and  interest  are  payable,  said  bonds  to  stand  all 
equally  secure  by  these  presents  according  to  their  amounts,  notwithstanding 
the  same  may  be  paid  at  different  times,  and  are  numbered  consecutively 
from  number  one  (1)  to  one  hundred  and  forty  five  (145)  inclusive,  each 
of  v;tid  bonds  being  authenticated  by  a  certificate  signed  by  the  said  parties 
of  the  second  pari  or  by  one  of  them. 

Now  Hi'  /■<  fun  this  I  ml,  nture  witnesseth  that  the  said,  The  Peoria  and 
Hannibal  Rail  road  company  in  order  to  secure  the  payment  of  said  bonds 
and  the  interest  thereon  and  in  consideration  of  the  sum  of  Five  dollars 
to  it  in  hand  paid  by  the  said  parties  of  the  second  part,  at  the  ensealing 
and  delivery  of  these  presents,  the  receipt  whereof  is  hereby  acknowledged 
has  granted  bargained  sold  transferd  and  conveyed  and  by  these  presents 
does  grant  bargain  sell  transfer  and  convey  to  the  said  parties  of  the 
second  part  their  successors  in  the  Trust  hereby  created  and  assign  all  the 
following  present  and  in  future  to  be  acquired  property  of  the  said  company 
and  all  the  right  interest  and  equity  of  redemption  therein,  that  is  to  say,  all 
that  part  of  the  said  Rail  Road  of  said  party  of  the  first  part  made  and; 
to  be  made  which  lies  between  the  depot  of  the  said  first  party  at  the  said 
town  of  Canton  in  the  County  of  Fulton  and  state  of  Illinois  and  the 
dep.it  of  the  said  first  party  at  Lewistown  in  said  County  and  state  afore- 
said and  including  the  Depots  at  the  said  towns  of  Lewistown  and  Canton 
and  the  light   of  way  and  land  occupied  thereby  together  with  the  super- 


134        CHICAGO.    BURLINGTON    &    QUINCY    RAILROAD    COMPANY 

struction  and  track  thereon  and  all  the  iron  chains  and  spikes,  timber 
materials  furnished  and  property  purchased  or  to  be  purchased  or  purchased 
for  the  construction  and  equipment  of  the  road  hereby  conveyed  and  wherever 
the  same  may  be  whether  now  upon  said  premises  or  elsewhere,  all  depot 
and  Station  grounds  and  the  building  thereon  and  to  be  erected  thereon, 
all  the  side  tracks,  bridges,  viaducts,  culverts,  fences,  all  ties,  tools  and 
other  personal  property  of  said  first  party  now  on  said  Mortgaged  premises 
or  belonging  thereto  or  purchased  or  procured  for  the  construction  thereof 
though  elsewhere  situated  and  all  the  rights,  appurtenances,  privileges  and 
franchises  of  said  Company  in  and  to  said  Mortgaged  premises  or  in  any 
manner  belonging  thereto,  connected  therewith,  so  far  as  by  law,  the  said 
•  first  part  is  authorized  tn  convey  the  same,  together  with  the  net  revenues 
and  earnings  &  profits  to  be  derived  from  the  rail  road  hereby  conveyed. 

'/'..  Inn,  ,1,1,1  I,,  hold  said  premises  and  every  pari  thereof  with  the  ap- 
purtances  unto  the  said  parties  of  the  second  part,  their  successors  in  said 
Trust  and  assigns,  but  upon  the  following  Trust,  that  is  to  say  in  case  the 
said,  The  Peoria  ami  Hannibal  Railroad  Company  shall  fail  to  pay  the 
principal  or  any  part  thereof  or  any  of  the  interest  on  any  of  the  bonds 
secured  ami  intended  to  lie  seemed  hereby  at  any  time  when  and  where 
the  same  may  become  due  and  payable  according  to  the  tenor  thereof  and 
for  ten  days  thereafter,  then  ami  in  such  case,  all  of  said  bonds,  both  prin- 
cipal sum  and  interest  shall  thereupon  immediately  become  due  ami  payable 
and  upon  the  request  of  the  holder  of  any  one  of  Baid  1'omls,  the  said  parties 
of  the  second  part  or  either  of  them  or  their  successors  in  said  Trust  and 
assigns  may  enter  into  and  take  possession  of  all  and  every  part  of  said 
premises  and  as  the  attorneys  in  tact  or  agents  of  the  said  first  party  by 
themselves  or  agents  duly  constituted  have,  use  and  employ  the  same,  mak- 
ing from  time  to  time  the  Heedful  repairs,  alterations  and  additions  therto 
after  deducting  the  expenses  of  Mich  use,  repairs,  alterations  and  additions 
apply  the  proceeds  of  said  premises  to  the  payment  of  the  principal  and  in- 
terest of  all  said  bonds  remaining  unpaid  or  the  said  parties  of  the  second 
part  or  either  of  them,  their  successors  in  said  trust  and  assigns  at  their  dis- 
cretion may  as  on  the  written  request  of  the  holders  of  any  one  of  the 
said  bonds  then  unpaid  shall  cause  the  said  premises  or  so  much  thereof 
as  shall  be  necessary  to  pay  and  discharge  the  principal  and  interest  of 
all  such  of  said  bonds  as  may  be  unpaid,  together  with  all  the  expenses  of 
sale  to  be  sold  at  public  auction  at  the  North  door  of  the  Court  house  in 
the  City  of  Chicago  in  said  state  of  Illinois  giving  thirty  days  notice  of 
the  time  and  place  ami  terms  of  such  sale  by  publishing  the  same  in  one 
of  the  principal  Newspapers  in  the  City  of  Chicago  at  the  time  being  and 
upon  such  sale  to  execute  to  the  purchaser  or  purchasers  thereof  a  good 
and  sufficient  deed  or  deeds  of  conveyance  in  fee  simple  for  the  same,  which 
shall  be  a  bar  against  the  said  The  Peoria  and  Hannibal  Rail  road  Company 
party  of  the  first  part  its  successors  and  assigns  and  all  persons  claiming 
under  it  or  them  of  all  right,  interest  or  claims  in  or  to  said  premises  or 
any  part  thereof  and  said  Trustees  shall  after  deducting  from  the  proceeds 
of  said  sale  the  cost  and  expenses  thereof  and  of  managing  said  property 
apply  so  much  of  the  said  proceeds  as  may  be  necessary  to  the  payment 


CORPORATE    HISTORY  135 

of  said  principal  and  in  trust  on  said  bonds  and  shall  restore  the  residue 
thereof  to  the  party  of  the  first  part  its  successors  or  assigus.  It  being 
expressly  understood  aud  agreed  that  in  no  case  shall  any  claim  or  ad- 
vantage be  taken  of  any  valuation,  appraisement,  redemption  or  extention 
laws  by  the  said  party  of  the  first  part,  its  successors  or  assigns  nor  any 
injunction  or  stay  of  proceedings  or  any  process  be  obtained  or  applied  for 
by  it  or" them  to  prevent  such  entry  or  sale  and  conveyance  as  aforesaid. 

It  is  also  hereby  expressly  agreed  and  understood  that  it  shall  be  lawful 
for  the  said  Company  or  its  as  to  dispose  of  the  current  nett  revenues 
of  said  road  hereby  conveyed  in  such  manner  as  it  or  they  shall  elect  until 
default  shall  be  made  in  the  payment  of  the  interest  or  principal  of  said 
bonds  or  of  some  one  of  them.  And  the  said  Peoria  and  Eannibal  Rail 
Eoad  Company  for  itself,  its  successors  and  assigns,  does  hereby  covenant 
and  agree  to  execute  and  deliver  any  further  reasonable  and  necessary  con- 
veyance of  the  said  premises  or  any  part  thereof  to  the  said  parties  of  the 
second  part,  their  successors  in  said  Trust  and  assigns  for  more  fully 
conveying  with  effect  the  objed  and  purposes  of  these  presents  and  of 
making  them  embrace  the  property  and  effects  so  expressed  or  intended  to 
be  conveyed.  It  is  hereby  mutually  agreed  and  these  presents  are  upon  the 
express  condition  that  on  the  payment  of  the  principal  sum  and  interest 
of  said  bonds  the  estate  hereby  granted  to  said  parties  of  the  second  p 
shall  lie  said  and  the  right  to  the  premises  hereby  conveyed  shall  revert  to 
and  revest  in  said  first  party  without  and  acknowledgment  of  satisfaction 
reconveyance,    re-entry   or   other   act. 

It  is  also  further  mutually  agreed  that  the  said  parties  of  the  second  part 
their  successors  in  said  Trust  and  assigns  shall  only  be  accountable  for 
reasonable  diligence  in  the  management  thereof  and  shall  not  be  responsible 

for  the  acts  of  any  agent  employed  by  them  or  either  of  them,  when  such 
agent  shall  be  selected  or  employed  with  reasonable  discretion  and  that  said 
second  parties  and  their  successors  in  Trust  and  assigns  shall  be  entitled 
to  reasonable  compensation  for  their  labor  and  services  in  case  they  shall 
be  compelled  to  take  possession  of  said  premises  or  any  part  thereof  or  to 
manage  the  same. 

It  is  hereby  further  mutually  agreed  that  neither  of  said  Trustees  shall 
in  any  manner  be  liable  for  any  act  or  acts  of  his  Co-Trustee  to  which  he 
does  not  assent  and  that  in  case  of  the  death,  mental  incapacity  or  resig- 
nation or  refusal  of  either  of  the  said  Trustees  to  act  in  the  matter  of 
said  Trust  all  his  right,  estate,  interest,  power  and  control  in  the  premises 
shall  be  divested,  cease  and  determine  and  thereupon  the  said  remaining 
Trustee  shall  become  vested  for  the  purpose  aforesaid  with  all  the  right 
and  interest  and  power  requisite  to  enable  him  to  execute  the  purposes  of 
this  Trust  without  any  further  or  other  appearance  or  conveyance  for  the 
same  but  should  it  be  desirable  or  necessary  both  or  either  of  the  parties 
hereto  shall  execute  and  devise  any  and  all  necessary  release  or  conveyance 
for  that  purpose.  It  is  also  expressly  understood  that  said  Trustees  or 
either  of  them  in  case  of  the  death,  refusal  to  act  incapacity  or  absence 
of  the  other  and  the  survivor  of  them,  shall  be  fully  empowered  and  author- 
ized to  execute  all  the  papers  of  this  Trust. 


136        CHICAGO,    BURLINGTON    &    QUINCY    RAILROAD    COMPANY 

In   witness  whereof  The  Peoria  and    Hannibal  Rail  Road  Company  have 
caused  their  Corporation  seal  to  be  herewith  affixed  and  the  same  to  be  sub- 
scribed by  their  Presidenl  and  the  said  parties  of  the  second  part  have  here- 
unto set  their  hands  and  seals  the  day  and  year  hist  above  mentioned. 
[seal] 

Peoria  &  Hannibal  Railroad  Company, 

By  Henry  L.  Bryant, 

I'rcst. 
Geo.  F.  Porter  [seal] 
Fred.  B.  Porter  [seal] 

I  I    OF   I  I.UNOIS. 


>x.  S 


ss 
County  of  Fi i ton 

Br  it  remembered  that  on  this  fifth  day  of  November,  A.  D.  1861  before 
me  :■  Notary  Public  residing  in  said  County  of  Cook  duly  commissioned  by 
the  Governor  of  Illinois  to  take  acknowledgments  and  proof  of  deeds  and 
other  Instruments  in  writing  under  seal  to  be  used  or  recorded  in  said  st.it. ■ 
of  Illino  ially  came   Henry   I..   Bryant,   President  of  the  Peoria  and 

Hannibal  Rail  Road  Company,  who  is  known  to  me  to  be  the  person  whose 
!   subscribed   to   the   foregoing   conveyance  who   being   by   me  duly 
sworn    di  ad    says   thai    he    resides   in    Lewistown    in   the  County  of 

Fulton   and  state  of  Illinois,  that    he  is   President  of  the   I'eoria  and    Hannibal 

Rail  Road  Company,  that  he  knows  the  Corporate  seal  of  said  Company, 
that  the  seal  affixed  to  the  foregoing  conveyance  is  the  Corporate  seal  of 
said  Company,  thai  it  was  affixed  by  order  of  said  Company  and  he  signed 
his  name  tip  -aid  Conveyance  by  like  order  as  President  of  said  Company  and 
acknowledged  thai  he  executed  and  delivered  the  said  deed  as  his  free  and 
voluntary  act  for  the  uses  and  purposes  therein  set  forth  and  that  the  said 
Company  also  executed  and  delivered  said  Conveyance  as  its  free  and  volun- 
tary act  for  the  uses  and  purposes  therein  stated. 

/;/  witness  whereof  I  have  hereunto  sel  my  hand  and  affixed  my  seal  of 
office  this  fifth  day  of  November,  A.  D.  1861. 

\L] 

Kami,  C.   Smith, 
Notary  Public. 
Recorded  November  9th,  1861,  Book  51,  Pages  415,  416,  417  &  418. 

DEED,  December  10,  1861.  The  Peoria  and  Hannibal  Railroad  Company  to 
.1.  W.  Brooks  and  J.  F.  Joy. 

This  Indentv/re  made  and  executed  this  tenth  day  of  December  A.  D.  1861. 
by  and  between  the  Peoria  ..V  Hannibal  Rail  Road  Company  of  the  first 
part  and  J.  W.  Brooks  &  J.  F.  Joy  of  the  second  part.     Witnessed,: 

First  that  by  an  Indenture  between  the  said  parties  bearing  date  the 
fourth  day  of  November  last,  the  parties  of  the  first  part,  purposes  to  convey 
to  the  parties  of  the  second  part,  all  and  singular  the  lien  of  their  road 
extending  and  lying  between  Lewistown  &  Canton,  in  the  County  of  Fulton 
and  the  materials  and  appurtenances  connected  therewith,  described  in  said 
Indenture  with  a   reservation   however,  that  a   deed  of  Trust  to  Geo.  F.  & 


CORPORATE    HISTORY  137 

!'.  B.  Porter  should  be  made  by  the  said  Pi  oria&  Hannibal  Rail  Road  Company 
of  said  portion  of  its  road  and  appurtenances  to  secure  the  payment  of  its 
Bonds  to  the  amount  of  One  Hundred  and  Twenty  Five  Thousand  dollars, 
payable  at  the  time  and  in  the  manner  in  said  Indenture  set  forth,  which 
said  Deed  of  Trust  it  is  therein  provided  should  have  precedence  of  said 
grant  so  made  by  said  Indenture  to  said  Brook  and  Joy,  and  whereas 
doubts  may  arise  whether  the  effect  of  said  reservation  may  not,  unexplained, 
effecl  the  validity  and  priority  of  said  Deed  of  Trust  or  constitute  a  merger 
of  the  whole  title  in  said  Brooks  &  Joy  so  as  to  prevent  the  sale  and  ti 
fer  of  said  Bonds  secured  by  said  Trust,  although  said  Deed  of  Trust 
was  in  point  of  face,  executed  and  delivered  before  said  Indenture.  Now  it 
is  hereby  agreed  and  declared  by  both  said  parties,  that  said  grant  so  made 
by  said  Indentures  was,  and  is  Intended  to  be  and  shall  have  effect  merely 
as  a  grant  of  the  rights  of  redemption  or  equity  in  said  portion  of  said 
Railroad  subjed  to  said  Trust  Deed  and  not  of  the  entire  title  and  that 
said  Brooks  and  Joy  shall  stand  seized  and  possessed  of  said  road,  in  T 
to  allow  priority  to  said  Deed  of  Trust,  and  further,  that  the  delivery  of 
said  Bonds  to  said  Brooks  &  Joy  and  the  execution  of  said  deed  of  Trust 
being  designed  to  facilitate  the  sale  and  transfer  of  said  Bonds  by  said 
Brooks  &  Joy  to  third  parties  shall  not  be  deemed  a  merger  of  the  whole 
title  in  them  hut  shall  stand  as  a  separate,  independent  title  and  security 
in  the  same  manner  as  if  made  and  delivered  to  strangers  to  the  title,  but 
said  Joy  &  Brooks  shall  in  all  other  respects  subject  to  said  deed  of  Trust, 
be  deemed  the  owners  of  said  portion  of  said  Railroad,  materiels  and  ap- 
purtenances upon  the  terms  and  in  the  manner  set  forth  in  said  Indenture. 
Second,  said  party  of  the  first  part  for  the  consideration  Bel  forth  in 
said  Indenture,  Covenants  that  it  has  lawful  authority  to  make  and  execute 
the  conveyance  and  covenants  in  said  Indenture  contained  and  that  should 
said  Brooks  &  Joy  sell  and  transfer  said  portion  of  said  Railroad  to 
Chicago  Burlington  &  Quincy  Railroad  Company  and  said  road  to  be  com 
pleted  as  provided  in  said  Indenture,  thenceforth  the  covenants  of  the  said 
parties  of  the  second  pari  as  to  equipping  and  opperating  said  road  shall 
cease  and  be  \<>id.  It  being  the  understanding  of  the  parties  that  till  the 
fruits  and  profits  of  running  such  road  are  to  rest  in  and  belong  to  said  Joy 
&  Brooks  or  to  the  said  Chicago  Burlington  and  Quincy  Railroad  Company 

if   they  shall    purchase   the   same. 

In  witness  whereof  said  corporation  hath  set   its  common  seal  and  . 
the  same  to  be  executed   by    Henry  L.  Bryant    its   President,  and  the  said 
Brooks  &   Joy   have   hereto    set    their   hands   and    seals   on    the   day    and   year 
first  above  written,  the  word  "have"  on  2nd   page   interlined   before  sign- 
ing, 
[sealJ  Peoria  &   Hanibal   Railroad  Company, 

By  IIfxuy   I..   Bbi  \nt, 
John  P.  Skinner  President. 

W.  Burtt 

\.  F.  Hall  .1.  W.  Brooks  [seal] 

.!  \mks  F.  Joy  [seal] 
Recorded  December  12th,  1861. 


138       CHICAGO,    BURLINGTON    &    QUINCT    RAILROAD   COMPANY 

State  of  Illinois,     )  gg 
County  of  Fulton,  , 

I,  Alexander  Hull  clerk  of  the  Circuit  Court  and  exofficio  Eecorder  for 
the  county  of  Fulton  state  aforesaid  do  hereby  certify  that  the  three  fore- 
going instruments  in  writing  are  well  and  truly  copies  as  the  same  appear 
upon  the  Land  records  of  said  County  now  in  my  office  in  Vol.  51  &  52  of  said 
Record. 

Witness  my  hand  and  the  seal  of  said  Court  at  Lewistown  this  19th  day 
of  May  A.  D.  1868. 
[SEAL] 

A.  Hull, 
Clerk. 

CONTRACT,  April  25,  1868,  The  Peoria  and   Eannibal  Railroad  Company 

to  James  F.  Joy. 

This  Agreement,  made  and  entered  into  this  twenty-fifth  day  of  April, 

A.  1>.  ls>''s,  between  the  Peoria  and  Eannibal  Railroad  Company,  of  the 
first  part,  and  James  F.  Joy  of  the  city  of  Detroit,  in  the  State  of  Michigan, 
party  of  the  second  part,  witnesseth:  — 

That  whereas,  the  s:ii.|  first  party  is  desirous  of  securing  the  construction 
of  that  part  of  its  line  of  road  between  Lewiston  in  Pulton  County  and 
Rushville  in  Schuyler  County,  Illinois,  embracing  two  sections  thereof,  one 
extending  from  Lewiston  to  Vermont,  and  the  other  from  Vermont  to  Rush- 
ville. to  thereby  establish  a  railroad  communication  between  Rushville  and 
Chicago  and  the  East. 

And  whereas,  all  efforts  to  thai  end  have  heretofore  failed. 

And   whereas,  the  said   road   to   Lewiston    from   Rushville  as  an   investment 

is  probably  of  no  value  in  itself,  but  may  be  of  some  utility  to  another  rail- 
road company  with  which  it  may  be  connected,  as  contributing  additional 
business  to  its  line  of  road,  and  will  be  of  great  value  to  the  country 
through  which  it  runs. 

And  whereas,  from  considerations  of  this  nature  among  others,  the  said 
party  of  the  second  part  has  been  induced  to  enter  into  a  contract  to  ad- 
vance the  money  requisite  to  complete  the  said  sections  of  said  road,  and 
procure  it  to  lie  equipped  and  operated  and  managed  so  as  to  accomplish 
the  object  of  the  country  which  has  been  struggling  to  complete  the  same, 
upon  the  terms  and  for  the  consideration  herein  named,  to  be  paid  and 
performed  by  the  said  parly  of  the  first  part. 

Therefore,  the  said  Peoria  and  Hannibal  Railroad  Company,  by  virtue  of 
the  authority  conferred  upon  it  by  the  Legislature  of  Illinois,  in  contempla- 
tion of  such  possible  circumstances,  have  granted,  bargained,  and  sold,  and 
do  hereby  grant,  bargain,  sell,  and  convey  to  the  said  James  F.  Joy,  his 
heirs  and  assigns,  all  and  singular  all  their  line  of  road  extending  and 
lying  between  Lewiston  in  the  county  of  Fulton  and  Rushville  in  the  county 
of  Schuyler,  embracing  the  aforesaid  two  sections,  the  road-bed,  right  of 
way,  and  ground  connected  therewith,  depot  grounds,  station,  station  yards, 
etc.,  including  depot  grounds  at  Rushville,  bridges,  viaducts,  culverts,  and 


CORPORATE    HISTORY  139 

all  the  rights,  appurtenances,  privileges,  and  franchises  of  the  said  first 
party  therein  and  thereto,  so  far  as  by  law  the  same  may  be  conveyed  by 
it:  and  also  all  timber  and  material  of  any  kind  owned  by  said  first  party, 
and  on  said  right  of  way,  or  suitable  for  the  construction  of  said  road. 

To  ha  ii  u  ml  tn  lii, lil  tlie  same  and  every  part  thereof  to  the  party  of  the 
second  part,  Ins  heirs  and  assigns  forever,  to  his  and  their  sole  use  and 
benefit. 

An. I  the  said  party  of  the  second  part,  for  himself,  his  heirs  and  assigns, 
covenants  and  agrees  to  and  with  the  said  party  of  the  first  part  that  he 
will  procure  the  iron  and  other  materials  for  the  construction  of  said  -• 
tions,  and  pay  for  the  construction  their,,!',  and  furnish  the  requisite  amount 
of  money  necessary  to  complete  said  road  from  Lewiston  to  Rushville,  and 
that  he  will  complete  said  road  and  put  it  in  running  order  as  soon  as  it 
can  conveniently  be  done,  and  at  as  early  a  period  as  is  consistent  witli 
economy,  having  reference  to  the  season  of  the  year  and  the  weather. 

Ami  said  second  party  further  covenants  and  agrees  with  said  first  party, 
either  himself  to  furnish  motive  powers  and  rolling  stock  and  material-  '" 
run,  operate,  and  maintain  said  road  so  to  be  constructed,  or  to  procure  a 
contract  with  the  Chicago,  Burlington  and  Quincy  Railroad  Company;  iu 
and  by  virtue  of  which  that  company  shall  equip,  operate,  maintain,  and 
manage  the  same:  the  lolling  stock  and  furniture  for  such  operation  and 
management  to  be  furnished  and  the  operation  of  said  road  to  be  com- 
menced as  soon  as  the  line  i-  , pleted  from  Lewiston  aforesaid  to  Rush- 
ville. 

It  is,  however,  understood  and  agreed  by  and  between  both  parties  that 
the  said  Peoria  and  Hannibal  Railroad  Company  shall  make  and  execute 
in  due  form  six  hundred  bonds  of  one  thousand  dollar-  each,  of  the  date  of 
July  1st.  A.  D.  1868,  and  payable  in  ten  years,  with  semi-annual  inte 
coupons  attached  at  the  rate  of  eight  per  cent  interest  per  annum,  payable 
in  New  York  free  of  government  tax,  an, I  also  a  deed  of  trust  in  the  usual 
form,  to  said  James  P.  Joy  as  trustee,  to  secure  the  payment  of  said  bonds 
and  interest;  which  -aid  bonds  and  deeds  of  trust  shall  have  precedence  of 
the  deed,  and  shall  constitute  a  lien  upon  those  sections  and  that  portion 
of  the  road  herebj  conveyed,  and  shall  transfer  and  deliver  the  said  bonds 
to  the  said  second  party,  as  part  payment  to  said  second  party  for  the  con- 
struction, maintenance,  and   operation   of  -aid   sections   of   road. 

And  said  first  party  also  hereby  stipulates  and  agrees,  as  a  further  con- 
sideration to  said  second  party  for  the  construction,  maintenance,  and  oper- 
ation of  said  portion  of  said  road  between  Lewiston  and  Rushville,  to  pay 
to  said  second  party  the  sum  of  two  hundred  and  twenty-three  thousand 
dollars  in  manner  following:  seventy-three  thousand  dollars  in  Schuyler 
County  bonds  of  the  date  of  July  1st,  A.  D.  1868,  bearing  interest  at  the 
rate  of  six  per  cent  per  annum,  payable  annually  in  the  city  of  New  York, 
in  such  manner  and  at  Mich  place  there  as  the  State  of  Illinois  shall  from 
time  to  time  pay  the  interest  on  the  State  indebtedness, — which  said  bonds 
are  issued  under  the  law  of  the  State  of  Illinois  entitled   "An  ting 

to  county  and  city   debts,  and  to  provide  for  the  payment  thereof  by  taxa- 
tion in  such  counties  and  cities,"  approved   February   13th,   L865,  and  are  to 


140       CHICAGO,    BURLINGTON    &    QllXCY    RAILROAD    COMPANY 

be  duly  registered  in  the  office  of  the  auditor  of  State  as  in  said  act  pro- 
vided, which  said  bonds  arc  to  be  delivered  by  said  first  parly  to  said  second 
party  at  the  time  and  in  Hie  manner  and  upon  the  considerations  provided 
in  a  certain  decree  made  in  the  Schuyler  County  circuit  court,  on  the  26th 
day  of  Octi  ber,  A.  1  >.  L867,  in  a  certain  cause  therein  then  pending,  wherein 
the  board  of  supervisors  of  Schuyler  County  was  complainant,  and  the 
Peoria  and  Hannibal  Railroad  Company  and  Lewis  l>.  Erwin  were  defend- 
ants; forty-five  thousand  dollars  in  township  railroad  bonds, — fifteen  thou- 
:  of  the  township  of  Pleasant,  and  thirty  thousand  of  the  township  of 

Vermont   in  the  county  of  Pulton,  in  the  State  of   Illinois, — which  said  bonds 
■  late   July    1-t,    A.    D.    L868,    all    for    one    liuudicd    dollars   each,    and    are 

payable  on  the  first  day  of  duly.  A.  D.  L883,  with  the  privilege  of  said 
townships   to   paj    the   same  at    any   time  after  duly    1-t,  A.    I).    L873,  at   the 

option   of   said   township-,  and   draw   coupon    interest   at   the   rate   of  ten    per 

•   per  annum,  day  of  July  in  each  year,  at  the  office  of  the 

aid    respective    townships,    and    which    said    Last-mentioned 
ed   under   and    in    accordance   with   the   provisions   of   an   act 

entitled    "An    act    to  authorize   the    inhabitants   of   the   various   townships   of 

Fulton  County  to  subscribe  to  -to.-k  of  railroad  companies  in  said  county," 

approved  February  22d,  lS!>7,  and  which  said  town-hip  bonds  are  to  be 
delivered  by  -aid  first  party  to  -aid  second  party  as  the  work  of  construc- 
tion  of  -aid   section    of  -aid    road   shall   progress,  and   as  and   when    demanded 

by  -aid  second  party,  his  heirs  and  assigns;  and  the  remaining  one  hun- 
dred and  five  thousand  in  money,  to  be  paid  in  monthly  instalments  of  ten 
per  cent  each,  payable  on  the  firsl  da\  "f  each  month,  the  first  instalment 
to  be  paid  on  the  first  day  of  dune  next.  And  as  additional  security  for 
the    payment    of    said    last  mentioned    8UD0    of    money,    the    said    party    of    the 

first  part  does  herebj  sell,  assign,  transfer,  and  set  over  to  said  second  party, 
his  heirs  and  a--  tain  subscriptions  to  the  capita]  stock  of  said  first 

party  made  by  certain  parties  residing  in  Schuyler,  Pulton,  and  adjoining 

Counties,  to  the  amount  of  one  hundred  and  five  thousand  dollars,  and  hereby 

authorize  and  empowei  -aid  second  party  to  collect  said  subscriptions  as 
the  work  progresses,  when  and  as  he  may  deem  best,  using  for  that  purpose 

his  own   name  or  that   of  said   first   party,  as   in    his  judgment    may    be  deemed 

the  most  convenient  ami  proper. 

And  the  said  lirst  party  agrees  to  procure  and  furnish  the  right  of  way 
one  hundred  feet  in  width   for  said  road   from  Lewiston   to   Kushville,  clear 

of  encumbrance,  and    free   of  expense  to   said   sec I   party,  as  soon   and   as 

fast  a-  tic  same  may  be  needed  for  the  construction  of  said  road;  and  also 
all  grounds  that  may  be  reasonably  required  tor  depot  purposes  at  the 
termini  and  along  the  line  of  said  road. 

It  is  al-o  mutually  understood  and  agreed  that  the  road  from  Lewiston 
to  Rushville  to  be  constructed  under  this  agreement  being  in  itself  probably 
unprofitable,  it  is  nevertheless  an  object  of  much  importance  not  only  to 
secure  its  construction,  but  also  its  equipment,  continuous  operation,  and 
maintenance,  and  that  to  secure  these  ends  the  party  of  the  first  part  is 
willing  to  and  does  make  the  sale  and  conveyance,  assignments  and  transfers 
herein  mentioned  and  stipulated,  and  agrees  to  pay  the  moneys  herein  pro- 


CORPORATE    HISTORY  141 

vided  for;    and  thai   in  consideration  of  said  conveyance  and  •  sign- 

ments  and    transfers,   and    other   consideratio:  □    specified,    the   said 

second  party  covenants  and  agrees  to  complete  said  read  from  Lewiston  to 
Rushville  as  herein  stipulated,  and  either  t<  .  operate,  and  manage  the 

same  himself,  or  to  procure  an  obligation  or  contract  with  and  from  the 
Chicago,  Burlington  and  Quincy  Railroad  Company  to  complete,  equip,  and 
perpetually  to  maintain  and  operate  the  same. 

In    witness   whereof,  the    Peoria   and    Hannibal    Railroad   Company   have 
caused  their  corporate  seal  to  be  hereunto  affixed,  and  the  same  to  be  sub- 
scribed  by  their  president,  and  the  said  party  of  the  second  pari  lias  here- 
unto set  his  hand  and  seal,  the  date  and  year   firsl   above  mentioned. 
PEORIA  AND  HANNIBAL   RAILROAD  COMPANY, 
[Seal  P.  &  II.  R.  R.  Co.]  By  Caleb  B.  I  ox,  / 

Attest:    Jas.  A.  Russell,  Secretary. 

JAMES    F.  JOY.  [Seal] 

Si  \te  ov  Illinois,"] 
Cook  County,         Iss. 
City  of  Chicago.  J 

Be  it    Remembered   that    on  the  Twenty  fifth  day  of  April,   A.   D.    ImW, 
before  me  a  Notary  Public  residing  in  s.aid  <  Cook  duly  commis- 

sioned by  the  Governor  of  Illinois  to  take  acknowledgments  and  proof  of 
Deeds  and  other  instruments  of  writing  under  seal  to  be  used  OJ  recorded 
in  said  State  of  Illinois,  personally  came  Caleb  B.  Cox,  who  is  known  to 
me  to  be  the  person  whose  name  is  subscribed  to  the  foregoing  Conveyance 
who  being  by  me  duly  sworn  deposes  and  says  that  he  resides  in  Vermonl 
in  the  County  of  Fulton  and  State  of  Illinois,  that  he  is  President  of  the 
Peoria  and  Hannibal  Rail  Road  Company,  that  the  seal  affixed  to  the 
foregoing  conveyence  is  the  corporate  seal  id'  said  Company,  that  it  was 
affixed  by  order  of  said  Coinpan]  and  he  signed  his  name  to  said  Conveyance 
by  like  order  as  President  of  said  Company  and  acknowledged  that  he  exe 
euted  and  delivered  the  said  Deed  as  his  free  and  voluntary  ad  for  the 
uses  and  purposes  therein  set  forth  and  that  the  said  Company  also  executed 
ami  delivered  said  conveyance  as  its  free  and  voluntary   ad   for  the  uses 

and   purposes  therein  stated. 

In  witness  whereof,  I   have  hereunto  set  my  hand  and  affixed   ni\    seal  of 
office  this  25th  day  of  April,  1868. 

Charles  A.  Dupee, 
(Seal)  Notary  Public. 

DEED.  June  14,  1873,  James  F.  Joy  to  Chicago,  Burlington  ..V  Quincy  Rail- 
road Company. 
This  Indenture,  made  this  14th  day  of  June,   A.   D.  a  hundred  and 

seventy-three  (1873),  between  James  F.  Joy,  of  Detroit,  Michigan,  party 
of  the  first  part,  and  the  Chicago,  Burlington  and  Quincy  Railroad  Com- 
pany, a  corporation  organized  and  existing  under  and  in  accordance  with 
the  laws  of  the  state  of  Illinois,  party  of  the  second  part, 


142        CHICAGO,    BURLINGTON    &    QUINCY    RAILROAD    COMPANY 

Witnesseth:  That,  Whereas,  on  the  25th  day  of  April,  A.  D.  1868,  the 
title  to  the  railroad  and  property  of  the  Peoria  &  Hannibal  Railroad  Com- 
pany, hereinafter  particularly  described,  became  vested  in  said  first  party 
hereto  by  deed  of  the  same  date  from  said  Peoria  &  Eannibal  Railroad 
Company  to  said  James  F.  Joy,  first   party  herein,  and 

Whereas,  said  first  party  became  the  grantee  of  said  railroad  and  prop- 
?rty,  as  aforesaid,  in  trust  for  the  Chicago,  Burlington  and  Quincy  Railroad 
Company : 

Now,  Therefore,  in  order  to  vest  the  title  to  the  railroad  and  property 
Df  the  said  Peoria  and  Hannibal  Railroad  Company,  hereinafter  mentioned, 
in  said  Chicago,  Burlington  and  Quincy  Railroad  Company,  and  in  consid- 
■ration  of  one  dollar  to  him  in  hand  paid  by  said  party  of  the  second  part, 
the  receipl  of  which  is  hereby  acknowledged,  the  said  party  of  the  first  part 
hereby  grants,  conveys  ami  quit-claims,  and  by  these  presents  does  grant, 
convey,  and  quit-claim  unto  the  said  party  of  the  second  part,  its  successors 
and  assigns,  all  and  singular  the  line  of  railroad  extending  and  lying  be- 
tween Lewistown,  in  the  County  of  Pulton,  and  Rushville,  in  the  County  of 
Schuyler,  together  with  the  road  bed,  right  of  way  and  ground  connected 

therewith,  depot  grounds,  stations,  station  houses,  bridges,  viaducts,  Cul- 
verts, timber  and  materials,  superstructure,  iron,  ties,  chairs,  splices,  bolts, 
nuts,  spikes  and  all  the  appurtenances,  rights,  privileges  and  franchises  of 
said  first  party  therein  and  thereto  so  far  as  by  law  the  same  may  be  con- 
vex ed  by  him. 

To  Have  and  to  Hold  the  said  railroad  and  property,  and  all  and  singu- 
lar the  said  premises  and  every  part  thereof,  with  the  appurtenances,  unto 
the  said  party  of  the  Becond  part,  its  successors  and  assigns,  forever. 

And  the  said  party  of  the  first  part,  for  himself  and  his  heirs,  executors 
and  administrators,  does  covenant,  promise  and  agree,  to  and  with  said 
party  of  the  second  part,  its  successors  and  assigns,  that  he  hath  not  made, 
don.',  committed,  executed,  01  suffered  any  act  or  acts,  thing  or  things 
whatsoever,  whereby  or  by  means  whereof  the  above  mentioned  railroad 
property  and  appurtenances,  or  any  part  or  parcel  thereof,  now  are,  or 
at  any  time  hereafter  shall  or  may  he,  impeached,  charged  or  incumbered 
in  any  way  or  manner  whatsoever. 

//i  Witness  Wherof,  the  party  of  the  first  part  has  hereunto  set  his  hand 
and   seal   the   day   and   year   first  above   written. 

James  F.  Joy  (Seal) 


State  of   Michigan,/ 

>  ss. 
County  ok  Wayne,   \ 

On  this  23d  day  of  July,  A.  D.  1873,  before  me  a  Notary  Public  in  and 

for  said   county,   personally  appeared  James  F.   Joy,  to  me  known   to  be 

the  same  person  described  in  and  who  executed  the  above  instrument,  who 

acknowledged  the  same  to  be  his  free  act  and  deed. 

J.  E.  Griffith, 

(Seal)  Notary  Public, 

Recorded  August  5,  1873.  Wayne   County,    Michigan. 


CORPORATE    HISTORY  143 

AGREEMENT,   May   7,  1868,  James  F.  Joy  and  Chicago,  Burlington  & 
Quiney  Railroad  Company. 

This  Indenture,  made  and  executed  the  seventh  day  of  May,  A.  D.  1868, 
by  and  between  James  F.  Joy  of  Detroit,  Michigan,  party  of  the  first  part, 
and  the  Chicago,  Burlington  and  Quiney  Railroad  Company  of  the  second 
part,  witnesseth: — 

First — That  the  said  Joy  has  by  contract  with  the  Peoria  and  Hannibal 
Railroad  Company,  dated  April  25,  A.  D.  1868,  purchased  of  said  corpora- 
tion all  that  part  of  its  road  now  being  built  and  completed,  consisting  of 
two  sections  thereof,  lying  between  Lewiston  in  Fulton  County  and  Rush- 
ville  in  Schuyler  County,  Illinois,  with  all  the  depot  lands,  rights  of  way, 
and  all  other  rights,  franchises,  property,  easements,  privileges,  and  ap- 
purtenances belonging  thereto,  subjed  to  a  mortgage  made  thereon  by 
said  corporation  to  secure  the  payment  of  six  hundred  bonds  of  one  thou- 
sand dollars  each,  dated  July  1st,  A.  I).  1  sCs,  payable  in  ten  years,  with 
semi-annual  coupons  for  the  interest  thereon  at  the  rate  of  eight  per  cent 
per  annum,  payable  in  New  York,  free  from  government  tax;  and  in  and 
by  said  contract  with  said  Joy,  said  corporation  as  a  consideration  for  the 
covenants  of  said  Joy  contained  in  said  contract  to  complete  the  building 
of  said  road,  and  to  cause  the  same   ti  ipped  and   run   in   the  manner 

therein  set  forth,  has  delivered  and  transferred  said  bonds  to  said  Joy, 
and  has,  in  addition  to  the  conveyance  of  said  sections  of  said  road,  also 
delivered  or  contracted  to  deliver  and  to  pay  to  said  Joy  certain  securities 
and  moneys  described  in  said  contract,  for  full  description  of  all  which 
reference  is  to  be  had  to  said  contract  of  said  Joy  with  said  corporation. 

Second — That   it    has    thereupon    1 n    agreed    between    the    said    Joy    ami 

said  party  of  the 'second  part  that  said  .Joy  shall  transfer  and  convey,  and 
lie  does  hereby  transfer  and  convey,  to  said  party  of  the  second  part,  the 
said  sections  of  the  said  road  thus  purchased  bj  and  conveyed  to  him,  sub- 
ject to  the  mortgage  aforesaid,  with  all  the  property,  rights,  franchises,  and 
easements  described  and  referred  to  in  said  agreement  between  said  Joy 
and  said  Peoria  and  Hannibal  Railroad  Company,  saving  and  excepting 
said  bonds,  securities,  and   payments,   made  and   delivered   or  to   be   made  and 

delivered  co  said  Joy  by  said  railroad  company,  all  of  which  are  to  be  re- 
tained by  said  Joy. 

And  further,  that  said  Joy  shall  proceed  to  complete  the  building  of  said 
railroad;  and  it  has  also  been  agreed,  and  said  party  of  the  second  pa>'t 
doth  hereby  agree,  that  whensoever  said  road  shall  he  so  far  completed  as 
to  be  ready  to  run,  said  party  of  the  second  part  shall  furnish  the  equip- 
ment or  rolling  stock  necessary  to  run  said  road,  and  will  operate  ami  main- 
tain the  same  in  the  manner  provided  in  the  covenants  of  said  Joy  with 
said  Peoria  and  Hannibal  Railroad  Company,  in  his  said  agreement  with 
them  set  forth. 

Third — And  the  said  party  of  the  second  part,  in  consideration  of  the 
premises,  doth  hereby  further  covenant  and  agree  with  said  Joy,  and  with 
each  and  all  the  parties  to  whom  said  Joy  may  sell  said  bonds,  that  it  will, 
after-  it   shall    commence    to    operate    and    run    said    road,    cause    to   be   kept 


144        CHICAGO.    BURLINGTON    &,    QUINCY    RAILROAD    COMPANY 

distinct  and  separate  accounts  of  all  business  of  said  road,  and  also  of  all 
business  which  may  pass  to  or  from  it  over  the  whole  or  any  part  of  the 
line  of  roads  now  or  hereafter  owned  by  it;  and  after  deducting  fifty  per 
cent  of  the  gross  earnings  and  proceeds  of  said  business,  apply  the  remain- 
ing fifty  per  cent,  first  to  the  payment  of  the  interest  of,  and  second  to  the 
purchase  of,  said  six  hundred  one  thousand  dollar  mortgage  bonds  so  issued 
by  the  Peoria  and  Hannibal  Railroad  Company  as  aforesaid,  upon  the 
terms  and   in    the  manner   following,   that   is   to  say:  — 

Said  party  of  the  second  part,  in  the  months  of  December  and  June  in 
each  year,  until  all  of  said  bonds  have  been  purchased  by  it,  or  until  it 
shall  have  notified  its  readiness  to  purchase  all  of  the  same  in  the  mannpr 
hereinafter  set  forth,  will  cause  an  account  to  lie  made  up  of  the  gross 
earning  aforesaid  for  the  six  months  next  preceding  the  first  day  of  each 
of  said  months,  and  will  on  the  first  days  of  January  and  July  following, 
apply  such  part  of  fifty  per  cent  thereof  as  may  be  necessary  for  the  pay- 
ment of  the  interest  on  such  of  said  mortgage  bonds  as  shall  then  from 
time  to  time  remain  outstanding  or  not  purchased   by  it. 

And  the  surplus  of  said  fifty  per  cent  of  said  gross  earnings,  whenever 
the  same  shall  amount  to  not  less  than  fifty  thousand  dollars,  will  apply  to 
the  purchase  of  said  mortgage  bonds  it'  the  same  can  be  purchased  at  a 
rate  not  exceeding  par  and  accrued  interest,  and  to  the  end  will  cause 
advertisements  for  a  reasonable  period  to  be  published  in  one  or  more  news- 
papers in  the  cities  of  New  York  and  Boston,  inviting  proposals  for  the 
-ale  to  it  of  -aid  bonds  at  not  exceeding  the  rate  aforesaid;  and  if  at  the 
date  fixed  at  the  opening  of  said  proposals,  offers  sufficient  to  absorb  the 
fund  aforesaid  shall  not  have  been  made  to  sell  said  bonds  to  the  parly  of 
the  second  part,  the  balance  of  the  fund  thus  proposed  to  be  applied  shall 
be  retained  by  it  and  added  to  the  next  semi-annual  sum  applicable  to  the 
payment  of  interest  and  to  the  purchase  of  said  bonds. 

Ail  if  at  or  after  the  expiration  of  five  years  from  the  date  of  said 
bonds,  any  sums  then  thus  retained,  together  with  the  semi  annual  sums 
applicable  to  the  purchase  of  said  bonds,  be  sufficient  to  purchase  all  of  the 
same  at  the  rate  aforesaid,  and  proposals  to  sell  the  whole  of  the  same  to 
said  party  of  the  second  part  shall  not  have  been  made  as  aforesaid,  or 
shall  not  be  made  upon  notice  published  twice  a  week  for  three  successive 
week-  in  the  new  -p.- ■] .ei  -  aforesaid,  fixing  a  further  period  of  thirty  days  for 
such  proposals,  said  party  of  the  second  part  is  to  retain  to  its  own  use 
any  surplus,  and  its  obligation  to  purchase  said  bonds  and  pay  said  interest 
is    to   cease. 

And  further,  inasmuch  as  the  completion  of  said  road  may  be  delayed 
so  that  an  insufficient  sum  will  be  realized  to  pay  interest  due  on  said 
mortgage  bonds  the  first  day  of  January  next,  or  on  the  first  days  of  July 
and  January  next  succeeding,  said  party  of  the  second  part  hereby  agrees 
to  pay  said  interest,  retaining  the  amount  thus  paid  out  of  the  fifty  per 
cent  of  gross  earnings  first  realized. 

Fourth — It  is  further  agreed,  by  and  between  said  Joy  and  said  party 
of  the  second  part,  that  if  the  proceeds  of  the  sale  of  said  mortgage  bonds, 
and  of  said  securities  so  delivered  to  said  Joy  by  said  Peoria  and  Hannibal 


•       CORPORATE    HISTORY  .        145 

Railroad  Company,  together  with  the  moneys  paid  or  to  be  paid  to  said 
Joy  by  said  corporation  under  their  said  agreement  with  him,  shall,  con- 
trary to  the  expectation  of  both  parties  hereto,  be  insufficient  to  build  and 
complete  said  road,  said  party  of  the  second  part  will  pay  to  said  Joy  such 
sum  of  money  as  may  be  necessary  to  complete  the  same. 

And  the  said  Joy,  on  his  part  in  consideration  thereof,  hereby  agrees  to 
pay  over  to  the  party  of  the  second  part  any  surplus  which  may  remain  of 
the  money  or  proceeds  of  securities  aforesaid,  after  the  completion  of  said 
road. 

In  witness  whereof,  the  parties  hereto  have  subscribed  this  instrument, 
the  Chicago,  Burlington  and  Quincy  R.  E.  Company  by  Nathaniel  Thayer, 
Sidney  Bartlett,  and  John  W.  Brooks,  thereto  duly  authorized,  and  have 
affixed  hereto  their  respective  seals  the  day  and  year  above  written. 

JAMES   V.  JOY.  [Seal] 

THE    CHICAGO,    BURLINGTON    AND 

QUINCY    RAILROAD    COMPANY, 

By  S.  Bartlett, 

J.  W.  Bkook.-s. 

X.  Thai  i  r, 

TRUST  MORTGAGE,  April  iv..  is<»s,  The  IVoria  and  Hannibal  Railroad 
Company  to  James  F.  Joy,  Trustee. 

This  mortgage  covers  the   Peoria  and    Hannibal    Railroad,   and   secures   an 

issue  of  bonds  amounting  to  $600,000.     These  bonds  are  dated  July 

1,    IKOS,   have    ten  years   to    run,    hear    interest    at    the    rate   of   eight 

per  cent,  payable  semi-annually,  and  mature  July  l,  L878. 

This  Indenture,  made  this  twenty-fifth  day  of  April,  in  the  year  of  our 

Lord  one   thousand  eight    hundred  and  sixty  eight,    between    the    Peoria   and 

Hannibal  Railroad  Company,  a  corporation  duly  created  and  organized  by 

and  under  the  laws  of  the  State  of  Illinois,  party  of  the  first  part,  and 
James  F.  Joy,  in  the  city  of  Detroit  and  State  of  Michigan,  of  the  second 
part,  witnesseth  : — 

Whereas,  the  said  Peoria  and  Hannibal  Rail  Road  Company,  pursuant 
to  the  terms  of  the  statutes  of  said  state  of  Illinois  incorporating  it.  and 
the  amendments  thereto,  and  other  statutes  of  said  State  affecting  it,  is 
engaged  in  constructing  a  railroad  from  the  town  of  Rushville  in  the  county 
of  Schuyler,  by  way  of  Vermont,  Lewiston,  and  Canton  in  said  county, 
to  the  terminus  of  the  Peoria  and  Bureau  Valley  Rail  Road  at  Peoria. 
And  whereas,  the  said  Peoria  and  Hannibal  Rail  Road  Company  are 
desirous  of  borrowing  money  to  an  amount  not  exceeding  six  hundred 
thousand  dollars,  to  aid  it  in  constructing  the  two  sections  of  said  road 
between  Lewiston  and  Rushville,  to  be  applied  to  the  purchase  and  ti 
portation  of  or  in  payment  for  iron,  materials,  superstructures,  and  equip- 
ments for  said  road  or  such  part  thereof,  and  has  resolved  to  execute  and 
has  executed  bonds  of  said  company  therefor,  as  follows,  to  wit  :  six 
hundred   (600)   in  sums  of  one  thousand  dollars  ($1,000)   each,  bearing  date 


14G         CHICAGO,   BURLINGTON    &    i|n.\rV    RAILROAD  COMPANY 

the  first  (1st)  day  of  July  in  the  year  one  thousand  eight  hundred  and 
sixty-eight,  payable  on  the  first  (1st)  day  of  July  in  the  year  one  thousand 
eight  hundred  and  seventy  eight,  bearing  interest  at  the  rate  of  eight  per 
centum  per  annum,  free  of  governmenl  tax,  and  payable  semi-annually  on 
the  first  day  of  each  duly  and  January,  until  said  principal  shall  be  paid, 
at  the  banking  house  of  the  Bank  of  Commerce  in  the  city  of  New  York, 
where  both  principal  sum  and  interest  are  payable;  said  bonds  to  stand 
all  equally  secured  by  these  presents,  according  to  their  amounts,  notwith- 
standing the  same  may  be  issued  at  different  times,  and  are  numbered 
consecutively  from  one  (1)  to  six  hundred  (600)  inclusive,  each  of  said 
bonds  being  authenticated  by  a  certificate  signed  by  the  said  party  of  the 
second  part. 

Now,  therefore,  this  indenture  witnesseth  that  the  said  The  Peoria  and 
Hannibal    Rail    Road   Company,   in   order  to   secure   the   payment    of  said 

bonds  and  the  interest  thereon,  and  in  consideration  of  the  sum  of  five 
dollars  to  it  in  hand  paid  by  the  said  party  of  the  second  part,  at  the 
ensealing    and    delivery    of    these    presents,    the     receipt     whereof    is    hereby 

acknowledged,   has   granted,   bargained,    sold,   transferred,    and    conveyed, 

and  by  these  presents  does  grant,  bargain,  sell,  transfer,  and  convoy  to 
the  said  party  of  the  second  part,  his  successors  in  the  trust  hereby  created, 
and  assigns,  all  the  following  present  and  in  future  to  be  acquired  property 
of  the  said  company,  ami  all  the  right,  interest,  and  equity  of  redemption 
therein,  that   is  to  aay:    all  that  part  of  the  said  Kail    Road  of  said  party 

of  the  lirst  part,  made  and  to  be  made,  which  lies  between  the  depot  of 
the  s.-iid  lirst  party  at  the  said  town  of  Rushvillo,  in  the  county  of  Schuyler 
and  State  of  Illinois,  and  the  depot  of  the  said  lirst  party  at  Lewistbwn,  in 
the  county  of  Fulton  in  the  State  aforesaid,  embracing  the  aforesaid  two 
3e<  'ions  of  said  road,  .'ind  including  the  depot  at  the  said  town  of  Kushville, 
and  the  right  of  way  and  the  land  occupied  thereby,  together  with  the 
supers!  1  in!  ion   and  track   thereon,  and  all   the   iron  chairs  and  spikes,   timber, 

materials  furnished,  ami   property   purchased   or  to  be  purchased   for  the 

construction  ami  equipment  of  the  section  of  road  hereby  conveyed,  ami 
wherever  the  same  may  be,  whether  now  upon  said  premises  or  elsewdiero, 
all  depot  and  station  grounds  and  the  buildings  thereon  and  to  lie  erected 
thereon,  all  the  side  tracks,  bridges,  viaducts,  culverts,  fences,  ties,  tools, 
or  other  personal  property  of  said  first  party,  now  on  said  mortgaged 
premises,  or  belonging  thereto,  or  purchased  or  procured  for  the  construction 

thereof,  though  elsewhere  Situated;  and  all  the  rights,  appurtenances,  priv- 
ileges, and  franchise  of  said  company  in  and  to  said  mortgaged  premises, 
or  in  any  manner  belonging  thereto  or  connected  therewith,  so  far  as  by  law 
the  said  first  party  is  authorized  to  convey  the  same,  together  with  the 
net  revenues  and  earnings  and  profits  to  be  derived  from  the  said  Kail 
Road  hereby  conveyed. 

To  have  and  to  hold  the  said  premises  and  every  part  thereof,  with  the 
appurtenances,  unto  the  said  party  of  the  second  part,  his  successors  in 
said  trust  ami  assigns,  but  upon  the  following  trust,  that  is  to  say:  in  case 
the  said  Peoria  and  Hannibal  Rail  Road  Company  shall  fail  to  pay  the 
principal  or  any  part  thereof,  or  any  of  the  interest  on  any  of  the  bonds 


CORPORATE    HISTORY  147 

secured  and  intended  to  be  secured  hereby,  at  any  time  when  and  where 
the  same  may  become  due  and  payable  according  to  the  tenor  hereof,  and 
for  ten  days  thereafter,  then  and  in  such  case  all  of  said  bonds,  both  prin- 
cipal sum  and  interest,  shall  thereupon  immediately  become  due  and  payable, 
and  upon  request  of  the  holders  of  any  one  of  said  bonds,  the  said  party 
of  the  second  part,  or  his  successors  in  said  trust  and  assigns,  may  enter 
into  and  take  possession  of  all  or  any  part  of  said  premises,  and  as  the 
attorney  in  fact  or  agent  of  the  said  first  party,  by  himself  or  agent  duly 
constituted,  have,  use,  and  employ  the  same,  making  from  time  to  time  the 
needful  repairs,  alterations,  and  additions  thereto,  and  after  deducting  the 
expenses  of  such  use,  repairs,  alterations,  ami  additions,  apply  the  proceeds 
of  said  premises  to  the  payment  of  the  principal  sum  ami  Interest  of  said 
bonds  remaining  unpaid;  or  the  said  party  of  the  second  part,  his  successors 
in  said  trust  and  assigns,  at  his  or  their  discretion,  may,  or  on  the  written 
request  of  tin'  holders  of  any  one  of  the  said  bonds,  then  unpaid,  shall 
cause  the  said  premises,  or  so  much  thereof  as  shall  be  necessary  to  pay  and 
discharge  the  principal  and  interest  of  all  of  said  bonds  as  may  be  unpaid, 
together  with  all  the  expenses  of  sale,  to  be  sold  at  public  auction,  at  the 
north  door  of  the  court  house  in  the  city  of  Chicago,  in  said  State  of  Illinois, 
giving  thirty  days'  notice  of  the  time  and  place  and  terms  of  such  sale  by 
publishing  the  same  in  one  of  the  principal  newspapers  in  the  city  of 
Chicago  at  the  time  being,  and  upon  such  sale  to  execute  to  the  purchaser 
or  purchasers  thereof  a  good  and  sufficient  deed  or  deeds  of  conveyance  in 
fee  simple  for  the  same,  which  shall  be  a  bar  againsl  the  said  The  Peoria  and 
Hannibal  Rail  Road  Company,  party  of  the  first  part,  its  successors  and 
assigns,  and  all  persons  claiming  under  it  or  them,  of  all  right,  interest,  or 
claim  in  or  to  said  premises,  or  any  part  thereof;  and  said  trustee  shall, 
after  deducting  from  the  proceeds  of  such  sale  the  costs  and  expenses 
thereof,  and  of  managing  said  property,  apply  so  much  of  the  said  proceeds 
as  may  be  necessary  to  the  payment  of  said  principal  and  interest  on  said 
bonds  then  unpaid,  ami  shall  restore  the  residue  thereof  to  the  party  of  the 
first  part,  its  successors  or  assigns :  it  being  expressly  understood  ami  agreed 
that  in  no  case  shall  any  claim  or  advantage  be  taken  of  any  valuation, 
appraisement,  redemption,  or  extension  laws,  by  the  said  party  of  the  first 
part,  its  successors  or  assigns,  aor  any  injunction  or  stay  of  proceedings 
or  any  process  be  obtained  or  applied  for  by  it  or  them,  to  prevent  such 
entry  or  sale  and  conveyance  :is  aforesaid.  It  is  also  hereby  expressly 
agreed  and  understood  that  it  shall  be  lawful  for  the  said  company  or 
successors  to  dispose  of  the  current  net  revenues  of  said  road  hereby 
conveyed,  in  such  manner  as  it  or  they  shall  elect,  until  default  shall  be 
made  in  the  payment  of  the  interest  or  principal  of  said  bonds  or  of  some 
one  of  them. 

And  the  said  Peoria  and  Hannibal  Rail  Road  Company,  for  itself,  its 
successors  and  assigns,  does  hereby  covenant  and  agree  to  execute  and 
deliver  any  further  reasonable  and  necessary  conveyance  of  the  said  premises, 
or  any  part  thereof,  to  the  said  party  of  the  second  part,  his  successors  in 
said  trust  and  assigns,  for  more  fully  carrying  into  effect  the  objects  and 
purpose  of  these  presents,  and  of  making  them  embrace  the  property  and 


148        CHICAGO,    BURLINGTON    &    QUINCY    RAILROAD    COMPANY 

effects  so  expressed  or  intended  to  be  conveyed.  It  is  hereby  mutually 
agreed,  and  these  presents  are  upon  the  express  condition  that  upon  the 
payment  of  the  principal  sum  ami  interest  of  said  bonds,  the  estate  hereby 
granted  to  the  said  party  of  the  second  part  shall  be  void,  and  the  right 
to  the  premises  hereby  conveyed  shall  revert  to  and  revest  in  said  first 
party,  i;  jsors  and  assigns,  without  any  acknowledgment  of  satisfac- 

tion, reconveyance,  re  entry,  or  other  act.  It  is  also  further  mutually  agreed 
that  the  said  party  of  the  Beeond  part,  his  successors  in  said  trust  and 
assigns,  shall  only  be  accountable  for  reasonable  diligence  in  the  manage- 
ment   thereof,   and   shall    not    he    responsible    for   the   acts    of   any   agenl    eiu 

ployed  by  him,  when  such  agent  shall  he  selected  or  employed  with  reasonable 

iet  ion:   and  that   the   said   second   party,  and   his  successor   in   said    trust 
and  shall  be  entitled   to   reasonable  compensation   for  his   labor  and 

services,  in  ease  he  shall  be  compelled  to  take  possession  of  said  premises 
or  any   part    thereof,  or  manage   the   same.      It    is   hereby   further    mutually 

ed    that    in    case    of    the    death,    mental    incapacity,    or    resignation,    or 
id    trustees   to   ;n  t    in    the    matter    of   said    trust,    all    his    right, 
'.',    interest,   power,  and   control   in   the  premises   shall    lie   divested,   C( 
and   determine    (and   upon   the   appointment    of   another  to  said   trust,  which 

may  in-  done  by  the  mutual  agreemenl  of  said  railroad  company  and  the 
majority  of  the  hold  -aid   bonds;   and   in  case  of  failure  to  agree, 

the  holders  of  the  majority  of  said  bonds  may  apply  to  any  court  in  the 
State  of  Illinois  having  jurisdiction   in   the  premises,  to  appoint    some   proper 

person) ;  and  such  new  trustee  Bhall  become  rested  for  the  purpose  afore 

Said   with   all   the   right   and   interest    and    power    requisite    to   enable   him    to 

ite  the  purpose  of  this  trust,  without  any   further  or  other  assurance  or 

conveyance    for    the    same:      bul    should    it    he    desirable    or    necessary,    both 

ither  of  the  parties  hereto  shall  execute  ami  deliver  any  and  all  necessary 
rele  mveyance   for  that   purpose.     And   said   second   party  hereby 

accepts  the  trust  hereby  created. 

In  witness  whereof,  the  said   Peoria  and   Hannibal   Kail   Road  Company 

has   can-  rporate   seal    to    l  i   affixed,    and   the   s;une   to    lie   suh 

scribed  by  its  president,  and  the  said  party  of  the  second  pari  has  hereunto 
set   his  hand   and  seal  the   day  and   year  first   above   written. 

Peoria  ami   Hannibal    Mail    Road   Company, 
[seal]  By  Caleb  B.  Cox,  President. 

:    J.vmks  A.  Hi  ssell,  Secretary. 

James  F.  Joy.  [seal] 

The  bonds  issued  under  this  deed  of  trust  and  each  of  them  have  thereon 
a  government  stamp  of  the  denomination  of  one  dollar  as  the  law  requires. 

Caleb  B.  Cox,  Pr<snl<„t. 

State  of  Illinois,  ) 

r  SS 

\ty  or  Cook.     \ 

City  of  Chicago. 
Be   it  remembered  that  on   this  twenty-fifth   day  of   April,  A.    D.    1868, 
before   me,   a   notary  public,   residing   in   said    county   of  Cook,    duly    com- 


CORPORATE    HISTORY  149 

missioned  by  the  governor  of  Illinois  to  t;ike  acknowledgment  and  proof 
of  deeds  and  other  instruments  in  writing  under  seal,  to  be  used  and 
recorded  in  said  State  of  Illinois,  personally  came  Caleb  B.  Cox,  president 
of  the  Peoria  and  Hannibal  Railroad  Company,  who  is  known  to  me  to  be 
the  person  whose  name  is  subscribed  to  the  foregoing  conveyance,  who, 
being  by  me  duly  sworn,  deposes  and  says  that  he  resides  in  Vermont,  in 
the  county  of  Pulton  and  State  of  Illinois;  that  he  is  president  of  the 
Peoria  and  Hannibal  Rail  Road  Company;  that  he  knows  the  corporate 
seal  of  said  company;  thai  the  seal  affixed  to  the  foregoing  conveyanci 
is  the  corporate  seal  of  said  company,  and  he  signed  his  name  to  said 
conveyance  by  like  order  as  president  of  said  company,  and  acknowledged 
that  he  executed  and  delivered  the  said  deed  as  his  free  and  voluntary  act 
for  the  uses  and  purposes  therein  set  forth;  and  thai  the  said  company  also 
executed  and  delivered  said  conveyanct  free  and  voluntary  act  for  the 

uses  and   purposes   therein    stated. 

In   witness   whereof,    I    have  hereunto  set   inv  hand   and  affixi  il   of 

office,  this  twenty-fifth  day  of  April,  A.   D.    1868. 
[seal]  Chaeles  A.  I  i 

tary   Public. 

State  of  Illinois,  ) 

r  SS 

Schuyler  County.) 

Recorder's  Office,  Rushville,  Iu..  May  5,  a.  D.  18 

I,  Simon  Doyle,  clerk  of  the  Circuit  Court,  and  ex  officio  recorder  for  said 
county,  do  hereby  certify  that  the  instrument  to  which  this  certificate  is 
annexed  has  been  this  day  duly  recorded  in  this  office,  in  book  38,  ou 
page  224. 

Witness   my    hand    and    the    seal    of    said    court    the    day    and    year    above 
v*  ri1  ten. 
[seal]  Simon  Doylk,  Recorder. 


State  of  [llinois, 

l-'l  l.Tw\   Coi 


,INOIS,  ) 

}  SS. 
XTY.        ) 


I,  Alexander  Hull,  clerk  of  the  Circuil   Court   and  ex  officio  recorder,  in 
and  for  said  county,  do  hereby  certify  thai  the  annexed  instrument  was 
day  duly  recorded  on  the  land  records  of  said  county,  in  book  73,  at  page 
366. 

Witness  my   hand    and    the   seal    of   said    court,   at     Lewiston,    this    llth    A;i\ 

of  May,  1868. 

[seal]  A.  Hull,  Clerk  and  Recorder. 


S  i  \  ik  of  Illinois,/ 

r  SS 
Si' HI   \  I.ER  COUl 


lXOlsJ 
I   XTY.  ) 


No.  48,221. 


I,   Charles   W.    Wofthington,   clerk    of   the   Circuit    Court    and   ex   officio 

recorder  of   Schuyler  County   do  hereby  certify   that   the   foregoing   is  a    tru<  . 
perfect     and    complete    copy    of    a     Certain     instrument     numbered    488,    and 


150        CHICAGO,    BURLINGTON    &    QUINCY    RAILROAD    COMPANY 

recorded  in  book  3S  of  deeds  page  224  of  the  Recorder's  office  of  Schuyler 
County. 

Witness  my  hand  and  seal  this  5th  day  of  October,  1909. 

C.     W.     W'OKTHIXGTO.V, 

[seal]  Circmi  Clerk  4-  Recorder 

of  Schuyler  County. 
Jlil  .John  0.  WOEK, 
Di  puty  Hi  cordt  r. 

AGREEMENT,  June   L5,  1888,  The   Peoria  and  Hannibal   Railroad  Com- 
pany   and    Sidney    Bartlett,    II.    H.    Hnnnewell    and    Henry    Parkman, 
Trustees,  and  James  F.  Joy,  Trustee. 

This  Ann  i  no  i'l .  made  and  entered  into  this  fifteenth  day  of  June,  A.  D. 
One  Thousand,  Eighl  Hundred  and  Eighty-Eight  (1888),  by  aud  between 
the  Peoria  and  Hannibal  Railroad  Company,  a  corporation  of  the  State  of 
Illinois,  party  of  the  first  part,  and  the  Chicago,  Burlington  and  Quincy 
Railroad  Company  and  Sidney  Bartlett,  II.  II.  Hunnewell  and  Henry  Park- 
man,  Trustees,  partus  of  the  second  part; 

Witnesseth:  Whereas,  the  first  party,  of  date  April  25th,  1868,  executed 
and  caused  to  1)''  recorded  a  firsl  mortgage  or  trust  deed  upon  its  entire  road 
and  property  and  franchises,  as  described  in  said  mortgage,  to  James  F. 
Joy,  Trustee,  to  secure  certain  bonds  to  be  issued  for  the  construction  and 

COmplel  ioil  of  its  mad  ;  and 

Whereas,  bonds  of  date  July  1,  1868,  and  having  (ten)  years  to  run  to 
maturity,  were  duly  and  regularly  issued  and  certified  by  the  trustees  under 
said  mortgage,  to  the  amount  of  six  Hundred  Thousand  (600,000)  Dollars 
in  the  aggregate,  said  bonds  hearing  interest  from  their  date  at  the  rate 
of  eight  (8)   per  cenl  per  annum,  payable  semi-annually;  and 

Whereas,  said  bonds  were  sold  on  the  market;  and  the  said  Sidney  Bart- 
lett, II.  II-  Hunnewell  and  Henry  Parkman,  as  Trustees,  under  a.  certain 
mortgage  or  trust  deed,  executed  to  them  of  date  July  1st,  1873,  by  the 
Chicago,  Burlington  and  Quincy  Railroad  Company,  have  become  the  pur- 
chasers and  are  now  the  holders  of  a  majority  of  said  bonds;  and 

Whereas,  the  Chicago,  Burlington  and  Quincy  Railroad  Company  has  be- 
come  the  purchaser  and  is  now  the  holder  of  all  the  remainder  of  said  bonds; 
all  of  which  said  bonds,  together  with  the  interest  thereon  up  to  this  date, 
at  the  rate  of  eight  (8)  per  cent  per  annum,  payable  semiannually,  are  now 
due  and  wholly  unpaid;  and 

Whereas,  the  party  of  the  first  part  has  made  application  to  the  parties  of 
the  second  part  for  an  extension  of  the  time  of  payment  of  the  said  bonds 
and   inter. -t  ; 

Now  Therefore,  it  is  agreed  between  the  parties  hereto  that  the  first  party 
will  pay  the  principal  of  all  said  bonds,  aggregating  $600,000,  as  aforesaid, 
on  the  first  day  of  July,  A.  D.  1903,  and  will  pay  interest  thereon  from  and 
after  this  date  at  the  rate  of  eight  (8)  per  cent  per  annum,  payable  semi- 
annually, on  the  first  day  of  July  and  the  first  day  of  January  in  each  year. 
The  first  party  further  agrees  to  pay,  on  the  said  first  day  of  July,   1903, 


CORPORATE    HISTORY 


151 


all  the  interest  now  due  upon  said  bonds  and  unpaid,  together  with  interest 
upon  said  overdue  interest  at  the  rate  of  six  (6)  per  cent  per  annum 

In  consideration  whereof,  the  parties  of  the  second  part  agree  to  extend 
the  time  of  payment  of  the  principal  of  said  bonds  and  of  the  interest  now 
due  thereon  until  said  July  1.  1903,  and  to  forbear  to  sue  or  institute  pro- 
ceedings before  said  date  to  foreclose  the  mortgage  securing  said  bonds  by 
reason  or ■on  account  of  any  default  thereon  which  has  occurred  previous  to 
the  date  hereof. 

l\  iS  f''rt'"r  stiPulat*<I  and  agreed  between  the  parties  that  the  said  debt 
evidenced  by  said  bonds  and  interest  shall  be  and  remain  in  all  respects  se 
cured  by  said  mortgage  or  trust  deed,  of  date  April  25,  L868,  to  James  F 
Joy    Trustee,  with  full  right   and   power  in  the  second    parties  and    fa,   said 

trustee  to  enforce  said  mortgage  and  all  their  legal  ,  ights  and  re [ies  there- 

;""'e,''1V      resP^ts  the  same  as  if  this  agreemeni    for  extension  had  nol 
been  made,  excepl  as  herein  modified  as  to  time  of  paymenl 

sJ;';/;;  ? ''^^^^eed  and  understood  that   nothing'  herein  contained 
hereto _to  sue  for  and  recover  any  installment  or  amount   ^  est   here- 

ft^t111 :'"il ls>ora*y°»eofth  bove  provided    or 

°ff°r l0f  ^mort^eonac«^t  of  such  future  default  in  the  paymeat 
S^fU    tall  such  rights  and  re ta  of  suit  and  of  foreclo" 

s^^sr ntofsuch est'are] 

It  is  further  understood  I  agreed  thai  the  ag:  f0r  extension  of 

-*  °*  P^ment  and  ] dse  to  pay  said  Is  and  interest  Jul     stl903 

^        St:,1"",•',  "' -"  "*'-'"  is  in  such  for, 

,/*  T™  Vfere°f'  ^  Parti6S  heret°  have  se1  their  hands  and  seals   the 
day  and  year  firs!   above  written.  '       ' 

[s  The  Jv",i;i  ''""1  Hannibal  Railroad  Company, 

Attest:  By  J"  L'  Lathrop»  President. 

L.  O.  Goddard,  Secretary. 

S.  Baetlett. 

II.    II.    II  I   \  \:  \\  i  j,,.. 

Henbv    Paekman. 

7  Y  US  I  I    f    V 

[seal]         ChiCag°5  BmiIington  ;""1  ^'"y    Railroad   Company, 
Attest:  By  °'  El  Perkixs-  President. 

T.  S.  Howland,  Secretary. 

The  undersigned,  trustee  in  the  certain  trust  deed  or  mortgage  executed 
bj  the  Peoria  &  Hannibal  Railroad  Company,  of  date   Ynril  2<f  iXs  t 

assents  and  agrees  to  the  annexe,!  ■„,  if  P  '  '  hereby 

said  mortgage,  for  an   extension  of  said  mortgage  and  of  the  time 


152        CHICAGO,    BURLINGTON    &    QUINCY    RAILROAD    COMPANY 

of  payment  of  said  bonds  and  the  overdue  interest  thereon  until  July  1st, 

1903. 

And  I  hereby  continue  my  acceptance  of  said  trust. 

Jas.  F.  Joy,  Trustee. 

AGREEMENT,  May  8,  1905.  The  Peoria  and  Hannibal  Railroad  Com- 
pany and  Henry  Parkman,  et  al.,  Trustees. 
This  Agreement  made  this  8th  day  of  May  1905,  by  and  between  the 
Peoria  and  Hannibal  Railroad  Company,  a  corporation  organized  and 
existing  under  and  by  virtue  of  the  laws  of  the  State  of  Illinois,  party  of 
the  first  part,  and  Henry  Parkman,  George  H.  Richards  and  A.  G.  Stan- 
wood,  Trustees,  parties  of  the  second  part,  Witnesseth: 

Whereas  on  the  25th  day  of  April,  1868,  the  party  of  the  first  part,  in 
order  to  obtain  funds  for  the  construction  of  its  railroad  from  the  Town  ot 
Rushville,  in  the  County  of  Schuyler,  by  way  of  Vermont,  Lemston  and  Can- 
ton in  said  county,  to  the  terminus  of  the  Peoria  and  Bureau  Valley  Rail- 
nia,l  a1  Peoria  in  Hie  State  of  Illinois,  conveyed  to  James  F.  Joy,  Trustee, 
and  his  successors  in  trust, 

"All  the  following  present   and  in  the  future  to  be  acquired  property  ot 
s,,id  company,  and  all  the  right,  interest  and  equity  of  redemption  therein 
thai  is  to  say,  all  that  part  of  the  said  railroad  of  said  party  of  the  first  part 
(  Peoria  and  Hannibal  Railroad  Company)  made  and  to  be  made,  which  lies 
between  the  depot  of  the  said  first    party  at   the  said  town  of  Rushville  in 
the  County  of  Schuyler  and  State  of  Illinois,  and  the  depot  of  the  said  firsl 
party  (Peoria  and  Hannibal  Railroad  Company)  at  Lewiston  in  the  County 
of  Fulton  in  the  State  aforesaid,  embracing  the  aforesaid  two  sections  of 
said  road,  and  including  the  depot  at  the  said  town  of  Rushville  and  right 
of   way   and   land   occupied   thereby,    together    with   the    substruction   and 
track  thereon  and  all  the  iron  chairs  and  spikes,  timber,  materials  furnished 
and  property  purchased  or  to  be  purchased  for  the  construction  and  equip- 
ment  of  the  sections  of  road  hereby  conveyed,  and  wherever  the  same  may 
be  whether  now  upon  said  premises  or  elsewhere,  and  all  depot  and  station 
grounds  and  the  buildings  thereon  and  to  be  erected  thereon,  all  the  side 
Tracks,  bridges,  viad.u.s,  culverts,  fences,  all  ties,  tools  and  other  personal 
property  of  said  fust  party  (Peoria  and  Hannibal  Railroad  Company)  now 
on  said  mortgaged  premises  or  belonging  thereto  or  purchased  or  procured 
for  the  construction  thereof  though  elsewhere  situated,  and  all  the  rights 
appurtenances,  privileges  and  franchises  of  said  company  in  and  to  said 
mortgaged  premises,  or  in  any  manner  belonging  thereto  or  connected  there- 
with so  far  as  by  law,  the  said  first  party  (Peoria  and  Hannibal  Railroad 
Company)  is  authorized  to  convey  same,  together  with  the  net  revenue  and 
earnings  and  profits  to  be  derived  from  the  railroad  hereby  conveyed, 
■m   trust  nevertheless  to  secure  the  payment  of  an  issue  of  bonds  for  the 
total  sum  of  six  hundred  thousand  dollars  ($600,000),  which  trust  deed  was 
acknowledged  on  the  25th  day  of  April,  1868,  and  recorded  as  follows    in 
the  Recorder's  office  of  Schuyler  County  on  May  25th,  1868,  m  Book  38  on 
page    224;    and    in    the    recorder's  office  of  Fulton  County  on  May  14th, 
1868,  in  Book  73  at  page  366. 


CORPORATE    HISTORY  153 

And  Whereas  said  trust  was  accepted  by  the  said  James  F.  Joy,  and  the 
said  James  F.  Joy  acted  as  trustee  thereunder  until  September  24th,  1896, 
when  he  died, 

And  Whereas  the  said  trust  is  still  in  esse  and  unexecuted  but  cannot  be 
administered  for  want  of  a  trustee. 

And  Whereas  it  is  provided  in  and  by  said  trust  deed  thai 

In  case  of  the  death,  mental  incapacity  or  resignation  or  refusal  of  said 
trustee  to  act  in  the  matter  of  said  trust,  all  his  right,  estate,  interest, 
power  and  control  in  the  premises  shall  be  divested,  cease  and  determine, 
and  upon  the  appointment  of  another  to  said  trust,  which  may  be  done  by 
mutual  agreement  of  said  railroad  company,  and  the  majority  of  the  holders 
of  said  bonds*  *  *such  new  trustee  shall  become  vested  for  the  purpose 
aforesaid  with  all  the  right  anil  interest  and  power  requisite  to  enable  him 
to  execute  the  purposes  of  this  trust  without  any  further  or  other  assurance 
or  conveyance  for  the  same. 

And  Whereas  the  parties  of  the  second  ('art  are  the  holders  and  owners 
of  a  majority  of  said  bonds,  to  wit,  all  of  said  bonds. 

Now  Therefore,  in  consideration  of  the  premises  and  of  one  dollar  and 
other  good  and  valuable  considerations,  the  receipt  whereof  is  hereby  ac 
knowledged,  it  is  agreed  that  Geo.  B.  Dunbar,  of  Chicago,  Illinois,  be  and 
he  is  hereby  appointed  trustee  in  the  place  and  stead  of  .lames  F.  Joy,  de- 
ceased, with  all  the  right,  interest  and  power  held  and  enjoyed  by  the  said 
James  F.  Joy  under  said  trust  deed. 

In  Witness  Whereof  the  parties  hereto  have  eaused  this  instrument   to  be 
executed  the  day  and   year  first  above  written. 
[SEAL]  Peoria   and    Hannibal    Railroad    Company, 

Its  Presidt  nt. 
Attest : 
H.  W.  Weiss, 

Secretary  Henry  Park  max. 

G.  H.  Richards, 

A.  G.  Stan  wood, 

Trust,  ,  s. 

I  hereby  accept  the  appointment  as  trustee  in  the  place  of  James  F.  Joy, 
deceased,  under  the  aforesaid  trust  deed.  Geo.  B.  Dunbar. 

Form  Approved: 
C.  M.  Dawes.  • 

RECOBDED  IN  ILLINOIS 

County                                                       Date                     Book  Page 

Schuyler                                    August  21,  1905                   80  477 

Fulton                                        September 261  — 

RELEASE,   March    7,  1906,  Geo.  B.  Dunbar,  Trustee,  to  The  Peoria  and 
Hannibal    Railroad   Company. 

Enow  All  Men  By  These  Presents,  That  I,  Geo.  B.  Dunbar,  of  Chicago, 
Illinois,  duly  appointed  and  qualified  as  successor  in  trust  to  James  F.  Joy, 


154         CHICAGO,   BURLINGTON   &   QUINCY   RAILROAD  COMPANY 

trustee,  in  accordance  with  the  terms  and  conditions  of  the  trust  deed 
hereinafter  referred  to,  for  and  in  consideration  of  One  Dollar  and  other 
good  and  valuable  considerations,  the  receipt  of  which  is  hereby  acknowl- 
edged, 'In  hereby  grant,  remise  release,  convey  and  quit-claim  unto  the 
Peoria  <S;  Hannibal  Railroad  Company,  a  corporation  organized  and  exist- 
ing under  the  laws  of  the  State  of  Illinois,  all  the  right,  title  and  interest 
of  every  nature  and  description  whatsoever  which  I  may  have  acquired  in, 
to  or  by  a  certain  Trust  Deed  dated  April  25,  1868,  and  recorded  as  fol- 
lows:—  In  the  Recorder's  Office  of  Schuyler  County,  Illinois,  May  5,  1868, 
in  Hook  38,  page  -- 1  ;  in  the  Recorder's  Office  of  Fulton  County,  Illinois, 
May  11,  lsiis,  in  Hook  7.'!,  at  page  ooV>,  to  the  premises  therein  described, 
to  wit  : 

All  the  following  present  and  in  future  to  be  acquired  property  of  the 
said  company,  and  all  the  right,  interest  and  equity  of  redemption  therein, 
that  is  to  say:  all  that  pail  of  the  said  railroad  of  said  party  of  the 
lirst  part,  made  and  to  lie  made,  which  lies  between  the  depot  of  said  lirst 
part}  at  the  said  town  of  Rushville  in  the  County  of  Schuyler  and  State 
of  Illinois,  and  the  depot  of  the  said  lirst  party  at  Hewistown,  in  the 
County   of    Pulton    in    the   State    aforesaid,   embracing    the    aforesaid    two 

tions  of  -aid   mad   and   including   the  depot   at    the  said   town   of   Kushville, 

ami  the  righl  of  way  and  land  occupied  thereby,  together  with  the  super- 
struction  ami  track  t hereon,  and  all  the  iron  chairs  and  spikes,  timber, 
materials  furnished  and  properly  purchased  or  to  be  purchased  for  the 
const  nut  inn  and  equipment  of  the  sections  of  road   hereby  conveyed,  and 

wherever    the    same   may   be,    whether    now    upon    said    premises    or    elsewhere, 

all  depot  and  station  grounds  and  the  buildings  then and  to  be  erected 

thereon,  all   the  side  tracks,  bridges,  viaducts,  culverts,   fences,  all   ties,  tools, 
or    other     persona]     property    of    said     lirst     party     now     on     said     mortgaged 
premises,  or  belonging  thereto,  or  purchased  Or  procured   for  the  construction 
thereof,    though    elsewhere    situated,   and   all    the    rights,   appurtenances,    priv 
ileges   and    franchises   of    -:i\<}    company    in    and    to    said    mortgaged    premises 

or  in  any  manner  belonging  thereto  or  connected  therewith,  so   far  as  by 

law  the  said  lirst  party  is  authorized  to  convey  the  same,  together  with  the 
net  revenues  and  earnings  and  profits  to  be  derived  from  the  railroad 
hereby  conveyed. 

also  all  other  property  of  every  nature  and  description  conveyed  in  and 
by  said  t lust   deed. 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  seal  this  7th  day 
of  March,  1906. 

George  B.  Dunbak,  [seal] 
Form  approved:  Successor  in  trust. 

C.  M.  Dawes. 


State  of  Illinois,  J 

r  SS 

County  op  Cook.    \ 

I,  Herbert  Haase,  a  Notary  Public,  in  and  for  said  County,  in  the 
State  aforesaid,  do  hereby  certify  that  Geo.  B.  Dunbar,  successor  in 
trust,   personally  known  to   me   to   be    the   same   person   who   executed    the 


CORPORATE    HISTORY  L55 

foregoing  instrument   as  successor  in    trust,   appeared   before  me   this    day 
in  person  and  acknowledged   thai   he  executed  said   instrument  as  succes 
in  trust,  as  his  free  and  voluntary  act,  for   the   uses  and  purposes   therein 
set  forth. 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  seal  this  7th  day 
of  March,  1906. 

[seal]  Herbert  Haase, 

a  otary  Public. 

RECORDED    IX    ILLINOIS 

Count ;/                                                     Date  /."oA-  Pagt 

Schuyler                                    March  16,  1906  77  213 

Fulton                                          March  20,  1906  268  263 

LEASE,  .Manh  L5,  L899,  The  Peoria  and  Hannibal  Railroad  Companj 
Chicago,  Burlington   iV   Quincj    Railroad  Company. 

This  Indenturt  of  Lease,  made  and  entered  into  this  fifteenth  'lay  of 
.March,  A.D.  1899,  by  and  between  the  PEORIA  &  EANNIBAL  RAIL- 
ROAD COMPANY,  a  corporation  created,  organized,  and  existing  under 
and  by  virtue  of  the  laws  of  the  State  "f  Illinois,  party  of  the  first  part, 
and  the  CHICAGO,  BURLINGTON  &  QUINCS  RAILROAD  COMPANY, 
a  corporation  created,  organized,  and  existing  under  and  by  virtue  of  the 

laws  nf   the   same   stale,    party   of  the   second    part; 

Witnesseth:    THAT.   Whereas,  the  party  i  Srs1    part   is  the  owner 

of  and  maintains  a   railroad  extending  from  a  point  about  four   i  l     miles 
south    of    the    town    of    Canton,    in    Fulton    County,    Illinois,    southerly,    via 
Lewi-town   and    Vermont,  to    Rushville,  in  Schuyler  County,  Illinois,  a 
tance  of  about  forty  two    (  12)    miles;    and. 

Whereas,  the  said  firsl  party  has  heretofore,  in  order  to  procure  funds 
to  pay  for  the  construction  and  equipment  of  it-  road,  and  other  lawful 
purposes,  been  compelled  to  borrow  large  sums  of  money,  for  which  it  has 
issued  its  mortgage  bond-,  and  for  which  it  is  now  liable  with  interest; 
ami. 

Whereas,   the   -aid    party   of   the   second    part    owns   a    line   of    railroad   ex- 
tending from  Chicago  to  -aid  point  uear  Canton,  to  a  connection  with  the 
railroad  id'  the  first    party;    and   it    is  believed  to  be   for  the  mutual   int. 
of  the  two  Companies  and  of  the  public,  that  the  said  first  party's  railroad 
and    property    shall    be    leas.'d    to   and    operated    by    the    second    party:     and, 

Win  nos,  with  this  purpose  in  view,  meetings  of  the  respective  boards  of 
directors  of  -aid  corporations  have  been   duly  and  legally  called  and  held, 

at  which  the  lease  and   agree uts   herein   contained   weic  considered  and 

agreed  upon  : 

NOW,    THEREFORE,   this    Indenture    Witnesseth:     That    the   party   of  the 

first  part,  the   Peoria   >.v-    Hannibal    Railroad   Company,   in  consideration   of 

the  stipulations  and  ag ments  herein  contained,  to  be  kept  and  performed 

by  the  party  of  the  second  part,  has  granted,  demised,  and  leased,  and  does 
hereby  grant,  demise,  and  lease,  to  the  said  partj  of  the  second  part,  the 
Chicago,    Burlington    &    Quincy    Railroad    Company,    its    successors    and    as- 


156        CHICAGO,    BURLINGTON    &    QUINOS    RAILROAD    COMPANY 

-  _  s,  for  the  period  hereinafter  stated,  all  and  singular  its  railroad  above 
ribed,  and  extending  from  said  point  near  Canton  to  Rushville,  to- 
gether with  all  rights  of  way  and  depot  and  other  lands,  or  interests  therein, 
belonging  to  or  connected  with  the  said  railroad;  all  station  houses  and 
other  buildings  and  structure  belonging  thereto,  or  used  in  connection 
therewith;  together  with  ail  fixtures  and  appurtenances  of  said  railroad, 
and  all  other  property,  of  every  kind  and  description  belonging  to  or  ap- 
pertaining to  the  said  railroad,  or  any  part  thereof. 

To  Have  And  To  Hold  the  said  railroad,  and  the  premises  and  property 
above  mentioned  and  described,  unto  the  said  rhicago,  Burlington  tV. 
Quincy  Railroad  Company,  for  the  period  hereinafter  named. 

The  said  party  of  the  second  part,  in  consideration  of  the  premises,  does 

hereby  covenant  and  agree  with  the  party  of  the  first   part,  it  successors  and 

_:r    :■>  take  immediati  sion  of  the  said  demised  railroad  and  other 

property    above    mentioned    and    described,    and    to    keep    the    said    railroad 

equipped,    and    to    maintain    and    operate    the    same    in    such    manner    as    to 

furnish   reasonable  accomi i  the  public,  and   to  pay  or  cause  to 

be  paid  all  taxes  and  assessments  that  may  lie  lawfully  charged  or  as- 
•  id  railroad  and  property,  or  any  part  thereof,  and  to  keep 
the  said  railroad  and  property  and  equipment  in  good  condition  and  repair, 
and  to  return  the  same  to  the  party  of  the  first  part,  :it  tin'  expiration  of 
this  lease,  i       -   _  tradition  and  repair  as  they  are  at  the  commence- 

ment  th< 

The  -aid  party  of  the  Becond  part,  in  addition  to  the  foregoing,  and  as 
•  ,1  for  ti  i  railroad  and  other  property,  demised  as  aforesaid, 

to  pay  the  interest   upon  all  the  bonds  issued  by  the  party  of  the 
first    part,    a-  id,    and    now    outstanding,   and    the    interest    upon    any 

renewal-  •  replacements  of   said    bonds,  or  any   of  them,  as 

and  when  tl  i  J  installments  of  the  said  interest  mature  and  become 

and  payable;    the  interest  co         -     ttached  to  the  -aid  several  bonds 
being  taken  up  an. I  cancelled  by  the  party  of  the  second  part  as  they  re- 
rely  mature. 
This  lease  shall  take  effect  on  tin'  .late  hereof,  and  shall  continue  in  force 
for  the  period  of  twenty-five     25)  am   March   fifteenth,  1899. 

/     /i  itness  n  .  the  parti*  o  have  caused  their  corporate  names 

e    hereunto,   and    to    one   other   original,    -  I    by    their    respective 

I'.,.  and  their  corporal  to  be  attached  and  attested  by  their 

respectr      -  es,  the  day  and  year  first  above  written. 

PEORIA   A    HANNIBAL  RAILROAD   COMPANY, 

-  ,,\j  President. 

By,  C.  I.  Stukgis, 
H.  W.  Weiss, 

iry.  CHICAGO,    BURLINGTON    &   QUINCY, 

RAILROAD    I  OMPANY, 

-  ,1  By,  •'.  E.  Perkins, 
Attest :  President. 

H.  W.  Weiss, 
Asst.  Secretary. 

[V.  >.  REVENUE  STAMP] 


CORPORATE    HISTORY  1  5  i 

DEED,  June  1,  1899,  The  Peoria  &   Hannibal   Railroad  Company  to  Chi- 
cago, Burlington  &  Quincy  Railroa<l  Company. 

This  Indenture,  Made  this  first  day  of  June,  A.  D.  1899,  by  and  between 
The  Peoria  and  Hannibal  Railroad  Company,  party  of  the  first  part,  and 
the  Chicago,  Burlington  &  Quincy  Railroad  Company,  party  of  the  second 
part,  both   being  corporation  I,  organized,  and   existing  under  and 

by  virtue  of  tiie  laws  of  the  State  of  Illinois,   Witnesseth,  That, 

Whereas,  The  first  party,  being  thereto  duly  authorized  by  law,  is  the 
owner  of  the  following  described  railroad   in   the  state  of   Illinois,  to-wit: 

Beginning  at  Lewistown,  in  Fulton  County,  extending  thence  south- 
westerly to  Rushville,  in  Schuyler  County,  a  distance  of  about  thirty-two 
and  sixty-six  hundreths   (32.66).  miles;   and. 

Whereas,  The  railroad  of  the  firsl  party  connects  with  the  railroads  of  the 
second  party,  and  forms  therewith  a  continuous  and  connected  line  of  rail- 
road;    and, 

Whereas,  The  second  party  is  now  in  possession  of  and  operating  the 
said  above  described  railroad,  in  connection  with  its  own  railroads,  and  has 
offered  to  purchase  the  remaining  interests,  property,  and  franchise  of  the 
first   party    in    ami    to   said    railroad,   upon    the   tern  onditions   herein- 

after stated,  which  have  been  agreed  to  by  the  directors  of  both  the  sai d 
companies,  and  approved  by  the  stockholders  owning  and  holding  two-thirds 
in  amount  of  the  capital  stock  of  the  parties  of  the  first  and  second  parts, 
in  manner  and  form  as  required  by  law: 

Now,  Then  fore,  This  Indenture  Witnesseth:    That  the  said  party  of  the 
first  part,  for  and   in   consideration   of    five   dollars   to   it    in   hand    paid,   the 
receipl  of  which  is  herebj   acknowledged,  ami  other  good  and  valuable 
siderations,  has  granted,   bargained,  and  sold,  and   by   these  presents  ■ 
grant,   bargain,  sell  and  convey,   relet  jn,  and  transfer,  to  the  said 

party  of  the  second  part,  all  and  singular  the  said  above  described  railroad, 
and  all  its  right,  title  ami  interest  therein;  together  with  all  rights  of  way, 
road  bed,  1c 'due-,  and  depot  ami  other  lauds,  or  interest  therein;  and  all 
station  houses  and  other  buildings  and  structures  of  whatever  kind  belong- 
ing thereto;  together  with  all  the  fixtures  and  appurtenances  appertaining 
to  the  said  railroad,  or  in  any  manner  connected  therewith;  also  all  rights, 
privileges,  and  franchises  of  the  said  party  of  the  first  part,  in  and  to  the 
aforesaid  railroad;  together  with  all  other  present  and  in  future  to  be 
acquired  property,  of  every  kind  and  description,  belonging  to  the  said  lirst 
party,  except  its  franchise  to  be  a  corporation. 

To  Have  and  to  Hold,  the  said  railroad  and  land-,  tenements,  lights, 
privileges,  and  franchises,  and  other  property,  above  mentioned  and  con- 
veyed, to  the  said  second  party,  its  suci  jns,  forever. 

And  the  said  partj  of  the  second  pari  covenants  and  agrees  with  the 
said  party  of  the  first  pari  to  equip  the  said  railroad,  or  cause  the  same  to 
be  equipped,   and    to   maintain    and    operate   the   same    in   such   manner   as   to 

furnish  reasonable  accommodations  to  the  public;  to  pay,  or  cause  to  be 
paid,  all  taxes  and  assessments  that  may  be  lawfully  levied,  charged,  or 

assessed  upon  the  said  railroad  and  property,  or  any  part  thereof;  and  to 
assume  all  contracts,  bonds,  and  other  obligations,  of  whatsoever  kind,  and 


158        CHICAGO.    BURLINGTON    A-    QTJINCY    RAILROAD    COMPANY 

pay  and  discharge  all  debts  and  liabilities,  both  principal  and  interest,  of 
the   said   party  of  the   first  part,  as  they   may   severally   mature;     and  to 

issue  and  deliver  to  the  owners  and  holders  of  the  capital  stock  of  the  first 
party,  one  share  of  its  own   capital  stock   fa    every   fifteen   shares  of  the 

capital    stork   of   said   first    party,  upon    the   surrender   and   transfer   to  it   of 

such  shares  of  the  first  party's  stock. 

And  to  the  end  that  the  second  party  may  have,  hold,  use,  exercise,  and 
enjoy  the  railroad  and  property  and  franchises  of  the  first  party,  hereby 
conveyed  and  in1  be  conveyed,  and  whether  now  existing  or  here- 

r  acquired,  as  fully  as  might  be  done  by  the  first  party,  if  this  con- 
veyance had  not  been  made,  the  first  part}  agrees  to  execute  from  time  to 
time  any  additional  assignment,  conveyance,  or  assurance,  and  to  perform 

any   act,   which    the   counsel    of   the   second    party   may   advise;     and,    for   the 
PUT]  d,  the  first   part;.  imd   party  shall  so  desire 

and   advise,    that    it    will    keep   up   and   maintain    its   corporate   existence   and 

_ 

In  Witness  Whereof,  the  par:  |  their  corporate  names 

to  be  hereunto  subscribed  by  their  respective  Presidents,  and  their  corporate 

-  to  be  attached  and  attested  by  their  respective  Secretaries,  all  on  the 
day   and   year    first    above   written. 

Till;  PEORIA   AMi   EANNIBAL  RAILROAD  COMPANY, 

-  al)  By  C.  I.  Stuegis, 

/■  i  sidt  ni. 

II.  W.  \\'i  CHICAGO,    BURLINGTON   A-   QUINCY 

vry.  RAILROAD  COMPANY, 

-  al)  By  C.   B.   Perkins, 

Atti  l'n si, li  nl. 

T.    S.    BOWLAND, 

'  ■'.'/• 

State  ok  Illinoi  .  I 

.ss 
Cook.     / 

Be  it  remembered,  that,  on  this  15  day  of  June,  A.  D.  1899,  before  me, 
a  Notary  Public,  in  and  for  said  County  and  state,  personally  appeared 
< '.  I  Si  gis,  President  of  The  Peoria  and  Eannibal  Railroad  Company,  a 
corporation  organized  and  existing  under  the  laws  of  the  state  of  Illinois, 

sonally  known  to  me  and  to  be  the  same  person  whose  name  is  sub- 
scribed to,  and  who  executed,  the  foregoing  instrument  a-  such  President, 
who,  being  by  me  duly  sworn,  did  say  that  he  is  President  of  the  said  The 
Peoria  and  Eannibal  Railroad  Company;  that  he  knows  the  corporate  seal 
of  said  Company;  that  the  seal  affixed  to  the  foregoing  instrument  is  the 
corporate  seal  of  -aid  Company;  that  it  was  affixed  by  order  of  the  Board 
of  Directors  of  said  Company;  that  said  instrument  was  signed  and  sealed 
in  behalf  of  said  Company  by  like  order  as  President  of  said  Company; 
that  the  said  C.  I.  Sturgis  acknowledged  said  instrument,  ami  that  it  was 
the  voluntary  act  and  deed  of  said  Company,  and  that  he,  as  such  Presi- 
dent, signed,  sealed,  and  delivered  said  instrument,  as  the  free  and  volun- 


CORPORATE    HISTORY  159 

tary  ae1  and  cieed  of  said  Company,  and  as  his  own  free  and  voluntary  act 
and  deed  as  such   President,  for  the  uses  and  purposes  therein  set  forth. 

///  Witness  Whereof,  I  have  hereunto  set  my  hand  and  official  seal,  this 
L5  day  of  June,  A.  D.  1899. 

I  I  i  KBERT  HAASE, 
(Seal)  Notary  Public  for  said  County  and  State. 

State  of  Iowa,  ) 

r  SS 

1  oi    ty  ok  Pes  Moines.  J 

Be  it  remembered,  that,  on  this  1  tth  day  of  June,  A.  D.  1S99,  before  me, 
a  Notary  Public,  in  and  for  said  County  and  state,  personally  appeared 
C.  E.  Perkins,  President  of  the  Chicago,  Burlington  &  Quincy  Railroad 
Company,  a  corporation  organized  and  existing  under  the  laws  of  the  state 
of  Illinois,  personally  known  to  me  and  to  be  the  same  person  whose  name 
is  subscribed  to,  and  who  executed,  the  foregoing  instrument  as  such  Presi- 

lent,  who,  being  by  Luly  sworn,  did  say  thai  he  is  President  of  the  said 

Chicago,  Burlington  &  Quincy   Railroad  Company;    that  he  knows  the  i 
porate  seal  of  said  Company;    thai  the  seal  affixed  to  the  foregoing  instru- 
ment  is   the   corporate   seal    of   said    Company;     that    it    was   atlixed    by    order 

of  the  Board  of  Directors  of  said  Company;  that  said  instrument  was 
signed  and  sealed  in  behalf  of  said  Company  by  like  order  as  President  of 
said  Company;  that  the  said  C.  E.  Perkins  acknowledged  Baid  instrument, 
and  that  it  was  the  voluntary  act  and  deed  of  said  Company,  and  that  he, 

as  such    President,  signed,  sealed,  and  delivered  said  instrument,  as  the   i 
and   voluntary  act   ami   deed   of  said   Company,   and   as   his  own    free   and    vol- 
untary   act    and    deed    as    such     President,    for    the    uses    and    purposes    therein 
set    forth. 

In  Witness  Whereof,  1  have  hereunto  set  my  hand  and  official  seal,  this 
14th  day  of  June,  A.  1).  1899. 

W.  l\  Mi  Parland, 
(Seal)  Notary   Public   for  said   County   and   S 

No.   128843. 

State  of  Illinois,  ( 

<  oi  xty  of  Pulton.  / 

Filed  for  record,  this  23  day  of  June  1  899,  at  6  o  '(lock  and  P»  minutes 
P  M.,  and  recorded  in  Book  221  of  Miscellaneous,  at  pages  573  to  576  in- 
clusive. 

R.  E.  Griffith. 
(Seal)  B<  cordi  r  of  D<  <  ds. 

by  W.  B.  Gillam,   Deputy. 


.1' 


No.  35635. 

State  of  Illinois. 

-  SS 

County  of  Schuyler. 

Filed  for  record,  this  24th  day  of  June  1899,  at  8  o'clock  and  30  min- 
utes A  M.,  ami  recorded  in  Book  72  of  Deeds  at  pages  281  to  283  inclusive. 

Eli  B.  Dixon, 

Recorder  of  Deeds. 


THE  BURLINGTON  BRIDGE 

The  steel  Railroad  Bridge  across  the  Mississippi  River  at 
Burlington.  Iowa,  was  begun  in  January,  1867,  and  completed 
in  August.  1868.  It  was  built  by  the  Chicago.  Burlington  & 
Quincy  Railroad  Company  as  a  part  of  its  railroad. 

Being  across  a  navigable  stream,  specific  authority  from  Con- 
gress  was  necessary,  and  is  found  in  the  Ad  of  Congress  in 
force  July  25,  1866,  which  granted  to  the  Chicago.  Burlington 
,V  Quincy  Railroad  Company  the  righl  to  construct  this  Bridge, 
"having  firsl  obtained  authority  therefor  from  the  States  of 
Illinois  and    Iowa." 

Authority  from  the  State  of  Illinois  is  found  in  the  Eighth 
Section  of  the  General  Caw  approved  February  28,  1854,  (see 
page  3  specifically  authorizing  railroad  companies  formed  un- 
der the  Aet  to  "construd  their  road  across  or  over  any  stream 
into  any  adjoining  State  by  such  bridge  or  bridges  as  may  be 
necessary  to  the  convenience  of  the  extension  or  consolidation 
of  said  road." 

The  Chicago.  Burlington  &  Quincy  Railroad  Company  was 
formed  under  this  Law.  which  became,  and  has  always  been 
held  to  be.  a    part   of   its  Charier. 

Additional  authority  from  Illinois  is  found  in  a  Special  Act 
of  the  Illinois  Legislature,  in  force  February  12.  1853,  author- 
izing "The  Peoria  and  Burlington  Railroad  1  > ridge  Company  to 
build  a  bridge  across  the  Mississippi  River  at  Burlington,"  and 
giving  to  the  Bridge  Company  the  power  "to  sell  the  privileges 
of  said  Company  to  any  company  or  corporation,  on  such  terms 
as  they  may  agree  upon." 

This  Act  was  procured  in  the  interest  of  the  Chicago,  Bur- 
lington &  Quincy  Railroad  Company,  which  acquired  the  fran- 
chises of  said  Bridge  Company. 

The  authority  from  the  State  of  Iowa  is  found  in  Chapter 
130  of  the  Laws  of  Iowa,  passed  by  the  General  Assembly  of 
that  State  (1864)  authorizing  any  Railroad  to  construct  a  rail- 
road bridge  across  the  Mississippi   River,  "extending  towards 

160 


CORPORATE    EISTORT  161 

any  point  of  the  opposite  bank  that  may  be  selected  by  such 
Company." 

The  bridge  at  Burlington  is  thirty-eight  hundredths  of  a  mile 
in  length,  of  which  thirty-two  hundredths  are  in  Illinois  and 
six  hundredths  are  in  Iowa. 

This  bridge  was  entirely  rebuilt,  as  a  double-track  railroad 
bridge.  The  work  of  rebuilding  began  in  July.  1890,  and  was 
completed  and  the  bridge  put  into  service  as  a  double-track 
bridge  in  October;  1892. 


ACT  OF  CONGEESS 
Approved  July  25,  1866. 

AN  ACT  to  authorize  the  construction  of  certain   bridges  ami  to  establish 

them  as  post  roads. 

Be  it  enacted  by  the  Scnat,  and  House  of  Representatives  of  the  United 
States  of  America,  in  Congress  assembled,  That  it  shall  be  lawful  for  any 
person  or  persons,  company  or  corporation,  having  authority  from  the 
States  of  Illinois  and  Missouri  for  such  purpose,  to  build  a  bridge  across 
the  Mississippi  river  at  Quincy,  Illinois,  and  to  lay  on  and  over  said  brii 
railway  tracks,  for  the  more  perfect  connection  of  any  railroads  that  ari 
shall  be  constructed  to  the  said  river  at  or  opposite  said  point,  and  that 
when  constructed,  all  trains  of  all  roads  terminating  at  said  river,  at  or 
opposite  said  point,  shall  be  allowed  to  cross  -aid  bridge  for  reasonable 
compensation,  to  be  made  to  the  owners  of  said  bridge,  under  the  limita- 
tions and  conditions  hereinafter  provided.     And   in  cas '  any   litigation 

arising  from  any  obstruction  or  alleged  obstruction  to  the  free  uavigal 
of  said  river,  the  cause  may  be  tried  before  the  District  Court  of  the  United 
States  of  any  State   in    which   any    portion   of   said    obstruction    oi    bi 
touches. 

§  2.  And  be  it  further  enacted,  That  any  bridge  built  under  the  pro- 
visions of  this  act  may,  at  the  option  of  the  company  building  the  same, 
be  built  as  a  draw  bridge,  with  a  pivot  or  other  form  of  draw,  or  with 
unbroken  or  continuous  spans:    Provided,  that  if  the  said   bridge  shall  be 

made  with   unbroken  and   continuous  spans,   it   shall   not    1 f  less  elevation, 

in  any  case,  than  fifty  feet  above  extreme  high  watei  mark  as  understood 
at  the  point  of  location,  to  the  bottom  chord  of  the  bridge,  nor  shall  the 
spans  of  said  bridge  be  less  than  two  hundred  and  fifty  feet  in  length, 
and  the  piers  of  said  bridge  shall  be  parallel  with  the  current  of  the  li- 
and  the  main  span  shall  be  over  the  main  channel  of  tin'  river  ami  not  less 
than  three  hundred  feet  in  length;  and  provided,  also,  that  if  any  bridge 
built  under  this  act  shall  In-  constructed  as  a  draw  bridge,  the  same  .-hall 
be  constructed  as  a  pivot  draw  bridge,  with  a  draw  over  the  main  channel 
of  the  river  at  an  accessible  and  navigable  point,  and  with  spans  of  not 
less  than  one  hundred  ami  sixty  feet   in  length   in   the  clear  on  each  side  of 


162        CHICAGO,    BURLINGTON    &    QUINCY    RAILROAD    COMPANY 

the  central  or  pivot  pier  of  the  draw,  and  the  next  adjoining  spans  to  the 
draw  shall  not  be  less  than  two  hundred  and  fifty  feet;  and  said  spans 
shall  not  be  less  than  thirty  feet  above  low  water  mark,  and  not  less  than 
ten  above  extreme  nigh  water  mark,  measuring  to  the  bottom  chord  of  the 
bridgej  and  the  piers  of  said  bridge  shall  be  parallel  with  the  current  of 
the  river;  and  provided,  also,  that  said  draw  shall  be  opened  promptly, 
upon  reasonable  signal,  for  tin'  passage  of  boats  whose  construction  shall 
not  be  such  as  to  admit  of  their  passage  under  the  permanent  spans  of  said 
bridge,  except  when  train-  are  passing  over  the  same;  but  in  no  case  shall 
unnecessary  delay  occur  in  opening  the  said  draw,  during  or  after  the 
passage  of  trains. 

$    :;.      And   bt    it   furthei  d,   That   any   bridge  constructed   under   this 

act,  and  according  to  its  limitations,  shall  be  a  lawful  -tincture,  and  shall 
be  recognized  and  known  as  a  post  route;  upon  which,  also,  no  higher 
charge  shall  be  made  foi  the  transmission  over  the  same  of  the  mails,  the 
troops,  and  the  munitions  of  war  of  the  United  states,  than  the  rate  per 
mile  paid  for  their  transportation  over  the  railroads  or  public  highways 
leading  to  the  said  bi  idge. 

§  4.  And  be  it  further  enacted,  That  it  shall  be  lawful  for  the  Chicago, 
Burlington  and  Quincy  Railroad  Company,  a  corporation  whose  road  has 
been  completed  to  the  Mississippi  river  and  connects  with  a  railroad  on 
the  opposite  side  thereof,  having  tit st  obtained  authority  therefor  from  the 

states  of  Illinois  and  Iowa,  t istrucl  a  railroad  bridge  across  said  river 

upon  the  Bame  terms,  in  the  same  manner,  under  the  same  restrictions,  and 
with   the  Bame  privileges  as   is  provided   for  in   this  act    in   relation   to  the 

je  at  Quincj  .  I  llinois. 

:,.  And  b<  it  further  enacted,  That  a  bridge  may  be  constructed  at 
the  town  of  Hannibal,  iu  the  state  of  Missouri,  across  the  Mississippi  river, 
so  as  to  connei  I  the  Hannibal  and  st.  Joseph  Railroad  with  the  Pike  County 
and  Cieat  '-v.. ..'.,. ..,  Bailroade  of  [llinois,  on  the  same  terms  and  subject 
to  the  same  restrictions  as  iioutained  in  this  acl  for  the  construction  of  the 
bridge  at   Quincy,  Illinois. 

6.     And  I"   ii  enacted,  That  a  bridge  may  be  constructed  across 

the  Mississippi  river  between  Prairie  du  Chien,  in  the  State  of  Wisconsin, 
and  North  McGregor,  in  the  state  of  Iowa,  with  the  consent  of  the  legis- 
latures of  Wisconsin  and  Iowa,  on  the  same  terms  and  subject  to  the  same 
restrictions  as  are  contained  in  this  acl  for  the  construction  of  the  bridge 
at  Quincy,  Qlinois. 

§  7.  And  bt  it  further  enacted,  That  the  Keokuk  and  Hamilton  Missis- 
sippi Bridge  Company,  a  corporation  existing  under  the  laws  of  the  State  of 
Iowa,  and  the  Hancock  County  Bridge  Company,  a  corporation  existing 
under  the  laws  of  the  State  of  Qlinois,  be,  and  are  hereby  authorized  to 
construct  and  maintain  a  bridge  over  the  Mississippi  river  between  Keokuk, 
Iowa,  and  Hamilton,  Illinois,  of  the  same  character,  description  and  con- 
struction, as  provided  in  this  act  for  the  bridges  at  Quincy  and  Burling- 
ton: and  the  said  bridge,  in  its  use  and  operation,  shall  be  subject  to  the 
same  restrictions  that  apply  to  said  bridges  at  Quincy  and  Burlington,  by 
the  terms  of  this  act. 


CORPORATE    HISTORY  1(;:; 

V'.    A'"'  '"    '"  f'"'""r  """',,d'  That  the  w '»  and  s.int   Peter  Rail 

road  Company,  a  corporation  existing  under  the  laws  of  the  81  ;  Min. 

™       \?   Jr  y   authorized    t0   cons *™*  and    operate   a    railroad    bridge 
Zy°S>  Mwsissippi    river,   between   the  city  of  Winona,  in  ,.  „f 

Minnesota,  and  the  opposite  bank  of  the  said   river,  in   >  ,„'   Wia 

;;:11S"1-  w,th  t,l«;  «*  of  the  legislatures  of  the  States  of  Minnesota  and 

*«""*!    andsaid  bridge,  by  this  section  autl zed,  is  hereby  declared 

'   '"^    rfU>and    8ubJec1    toal]  trictions  and    requirements 

contained  in  the  foregoing  section  of  this  : 

■    "■.  J'"/  '"   "  • """'•'-  'I"1-  Thai  a   bridge  may  be  constructed  and 

mainta-ed  across  the  Mississippi   river,  bel „   Dunith,  in  the  State  ox 

IUl^,  and  Dubuque,.in  the  State  of  Iowa,  with  the  consent  of  said  S 

P"™f?g™ hereafter  acquired,  with  the  same  privileges,  upon  the 

^t-ms    and  under  the  8i ,strict s  as  are  1 fd     ,     „, 

the  construction  of  a   bridge  at  Q 

,        "(       '"  ;,  '-1-  Thai  any  company  authorized  by  the 

egistature  of  Missouri,  may  construct   a    bridge  across  th      ^  ri  rive 

;;;;;;;;  •;;:; oi  '—"< "——.,, ,,,.,       „,„,,,; 

,.  VK(.','"/   '"    "   /'"'"'"'  ''"L   Tha1    "'"   ■■S;,i"'    Louis  and    [llinois 

fldge  Company,     a   corporate rganized   under  an   acl   of  the  General 

fs7bIJ  °f^  State  of  Missouri,  appr ,   February  fifth,  eighJuh^ 

^!dandf^-f0-'  and  a°  act  amendatory  of  the  same,  app,  Z- 

Zo    t  ' Qdred   :""'   s^five,  and  also  confirmed   is 

°rP°ra*e  ''. ra  ler  ;'"  ac1  '»'  ""'  legislature  of  the  State  of  lZ 

appr0Ved  eaf  *»   ,""««"'1  ^d   sixt;  „    any   other   brid ,     ,. 

"f ""', lertheli fM5 »  and  Illinois,  be,  and  the  same  isTerety 

"'"' ;"'"'  ,"" Maintain  and  operate  a   bridge  a,  -p* 

";'•''•  *$ »   ""    '  -<   ' i.,i-   the  State,  urtandT 

^  '*   Louis,  in  the  State  of  Illinois,  -subject  to  aU  tte  1* 

^na  *' '   -said  act  of  in  ,.„,  ,  : ,„„ lt§  ^ 

"■I!;*   **  the  foU°™g  terms  and  provisions  contain  din Ss 

";';    ^dl^aseofan3   litigation  arising  from  any  obstruct!, all , 

fbf^ontothe   free  navigati E  said   waters,  the  cause  may   1,/ 

before  tte  District  Court  of  the  [Jnited  States  of  any  State  in  whkh 
portion  oi  said  obstruction  or  bridge  tou,  '  3 

nrii2-     J"'/./"    "    ''""/"'    ""■   Thai    th,   bridge  authorized    u 

bridge,  with   pivot  or  other   form   of  draw,  but   shall   be  constructed  with 

;;"";;-;    OX    unbroken    span,    and    subject    to    tin,,    conditions:       First- 
5?  ^    °T    Par1   "r  <h"  bridge  or  bottom  chord  shall  not   1,  leSs  thau 

2l  I'6'  ab°r  ?e  ^   '""  '    ^greatest   span,     s „,     tli;t' 

hall  have  at  least  on,,  span  five  hundred  foot  in  the  clear,  or  two  span    of 
threehKUn' '•■""'  «*J  —   '.,„„.  ,,,,,   of  abutments,     [f  the  twoTatter 

roM    I'  ^  f' "'  °Ver  ""'  "1;1"'  8teamboa<  '•'— '  >-"  be  -ftv 

above  the  city  directrix,  measured  to  „,,  [owest  part  of  the  bridge  li  ,1, 

ST*      th:iSPa"-     Third-D0SPJ "^  -ter,  at   £  t* 

shall  be  less  than  two  hundred  feet  in  the  clear  of  abutments. 


164        CHICAGO,    BURLINGTON    &    QUINCY    RAILROAD    COMPANY 

§  13.  And  be  it  further  enacted,  That  the  right  to  alter  or  amend  this 
act,  so  as  to  prevent  or  remove  all  material  obstructions  to  the  navigation 
of  said  river  by  the  construction  of  bridges,  is  hereby  expressly  reserved. 

Approved  July  25,  1S66. 

U.  S.  Statutes  at  Large  Vol.  14  Page  244. 


ACT  OF  LEGISLATURE 

Approved  February  28,  1854. 

A  \    ACT   to   enable   railroad   companies  and   plank    road    companies   to  con- 
solidate their  stock  and  extend  its  track  into  or  through  any  adjoining  state, 

see  pages  2,  3  and  4. 


ACT  OF  LEGISLATURE 
Approved  February  12,  L853. 

BURLINGTON  BRIDGE. 
A.\   ACT  to  incorporate  the  Burlington  Bridge  Company. 

hon  1.  /■'•  it  enacted,  by  the  People  of  the  StaU  o]  Illinois,  repre- 
sented hi  the  Ci  in  in}  Assembly,  That  Julius  Manning,  .James  YV.  Grimes, 
Abner  C.  Harding,  Peter  Sweat,  Eleazer  A.  Paine,  Etudolphus  Rouse,  John 
s.  Pollock  and  Barman  G.  Reynolds,  and  their  associates,  are  hereby  cre- 
ated .i  body  corporate  and  politic,  by  the  name  and  style  of  "The  Peoria 
and  Burlington  Railroad  Bridge  Company,"  with  power  to  build,  maintain 
ami  use  a  railroad  bridge  over  the  Mississippi  river  or  that  portion  of  said 
river  within  the  jurisdiction  of  the  State  of  Illinois,  at  or  near  the  city 
of  Burlington,  and  in  such  manner  as  shall  not  materially  obstruct  or  inter- 
with  the  free  navigation  of  said  river,  and  to  connect  by  railroad  or 
otherwise  such  bridge  with  any  railroad,  either  in  the  State  of  Illinois  or 
Iowa,  terminating  at  or  near  such  point;  to  unite  and  consolidate  their 
privileges  and  franchises  with  any  and  all  bridge  or  railroad  companies  in 
either  of  said  States;  to  fix  the  amount  of  capital  stock;  to  divide,  transfer 
and  increase  the  same;  to  borrow  money  and  pledge  or  mortgage  its  prop- 
erty and  franchises;  to  condemn  according  to  law  property  for  the  uses 
and  purposes  of  said  company;  to  contract,  bargain  and  agree  with  any 
such  railroad  company  or  companies  for  and  in  the  construction  and  main- 
tenance of  such  bridge;  to  sell  or  lease  said  bridge  or  the  use  of  the  same, 
or  the  privileges  of  said  company  to  any  company  or  corporation,  on  such 
terms  as  they  may  agree  upon. 

§   2.     This  act  to  take  effect  and  be  in  force  from  and  after  its  passage. 

Approved  February  12,  1853. 

Private  Laws  Illinois  1853,  Page  553. 


CORPORATE    HISTORY  165 

LAWS   OF  IOWA,  1864.— CHAPTER  130. 

AN  ACT  to  authorize  the  construction  of  Railroad  Bridges  across  the  Mis- 
sissippi and  Missouri  Rivers. 

Section  1.  Be  it  enacted  by  tin  ff<  nerdl  Assembly  of  the  state  of  Iowa, 
That  any  railroad  company  now  organized  or  hereafter  to  be  organized,  or 
bridge  company  incorporated  in  pursuance  of  the  laws  of  this  State,  is 
hereby  authorized  and  empowered  to  construct  a  railroad  bridge  across  the 
Mississippi  river  connecting  with  the  eastern  terminus  of  the  railroad  of 
any  such  company,  and  abutting  on  the  Iowa  bank  of  said  river  at  such 
place  as  shall  be  designated  therefor  by  the  board  of  supervisors  of  the 
county  wherein  said  abutting  is  to  be  made,  and  extending  toward  any 
point  of  the  opposite  bank  that  may  be  selected  by  such  company. 

§  2.  That  any  railroad  company  or  bridge  company  thai  now  is  or  may 
hereafter  become  incorporated  in  pursuance  of  the  laws  of  this  State,  is 
hereby  authorized  and  empowered  to  construct  a  railroad  bridge,  across  the 
Missouri  river,  connecting  with  the  western  terminus  of  the  railroad  of  any 
such  company,  and  abutting  on  the  Iowa  bank  of  said  river  at  such  place 
as  shall  be  designated  therefor  by  the  board  of  supervisors  of  the  county 
wherein  said  abutting  is  to  be  made,  and  extending  toward  any  point  on 
the  opposite  bank  that  may  be  si  lected  by  such  company. 

>>  ."..  No  bridge  shall  be  built  under  the  provisions  of  tins  act  until  the 
plan  thereof  shall  first  be  submitted  to  and  approved  by  the  said  board  of 
supervisors. 

§  4.  The  provisions  of  this  act  so  far  as  practicable  or  applicable,  shall 
apply  and  be  extended  to  any  railroad  company,  incorporated  in  pursuance 
of  the  laws  of  the  State  of  Wisconsin,  Illinois,  Kansas,  or  the  Territory  of 
Nebraska,  where  such  railroad  extends  to  the  bank  of  either  of  said  rivers 
opposite  the  State  of  Iowa. 

§  5.     Any  such  railroad  corporation  or  bridge  company  shall  have  author- 
ity to  issue  its  bonds  or  obligations  for  an  amount  no1  exceeding  the  i 
of  any  such    bridge,  and  of  its  railroad  in   the  State  of   Iowa,  and  to  secure 
the    payment    thereof    by    a    mortgage    on    the    same;    and    shall    also    have 
authority  to  issue  certificates  of  c<  and  preferred  stock,  tl  red 

stock  to  be  issued  only  on  condition  thai   the  holders  of  four-fifths  of  the 
common    stock   give   their   written    consent  thereto. 

§  6.  Any  such  railroad  or  bridge  companies  are  hereby  authorized,  with 
the  consent  of  said  board  of  supervisors,  to  construct  the  said  bridges  with 
suitable  roads  and  footways  for  teams  and  foot  passengers,  with  permission 
to  charge  toll  for  the  same  at  rates  to  be  approved  by  said  board  of  super- 
visors. 

■6  7.  Any  of  said  companies  are  hereby  authorized  to  establish  a  ferry 
across  either  of  said  rivers  at  or  near  the  terminus  of  said  mads,  to  be 
used  solely  for  the  use  of  said  companies  for  railroad  freight  and  passengers 
until  said   bridges  are  constructed  and   ready   for   use. 

§  8.  Each  company  acting  under  the  provisions  of  this  act,  shall  elect 
at  least  one  director  of  such  company,  who  shall  be  a  citizen  of  and  reside 
in  the  State  of  Iowa. 


166       CHICAGO,    BURLINGTON    &    QUINCY    RAILROAD    COMPANY 

$  9.  Each  foreign  railroad  company  acting  under  the  provisions  of  this 
act,  shall  be  liable  to  be  sued  in  any  court  of  competent  jurisdiction  in  this 
Stale,  and  the  service  of  the  original  notice  on  the  resident  director  pro- 
vided  in  Section  8  of  this  act  shall  lie  sufficient  to  give  the  court  jurisdic- 
tion of  such  company. 

§  LO.  Nothing  in  this  act  -hall  lie  construed  so  as  to  repeal  or  modify 
any  law  mnv  in  force  relating  to  railroads  or  bridges. 

$  11.  No  bridge  erected  under  and  by  virtue  of  this  act  or  any  law  of 
this  state  shall  be  so  located  or  constructed  as  unnecessarily  to  impede,  in- 
jure  "I-   obstruct    the    navigation   of  either   of   said    rivers. 

$  12.  This  act  being  deemed  of  immediate  importance,  shall  take  ef- 
fect upon  its  publication  in  the  [owa  Homestead,  and  Iowa  state  Register, 
papers  published  in   I>cs  Moines. 

Approved  April  5,  L864. 

I  hereby  certify  that  the  foregoing  act  was  published  in  the  Iowa  state 
Registe  .  April  L'7th.  A.  1>.  L864,  and  in  the  Iowa  Homestead  April  L'7th, 
A.    1'.    1864. 

James  Wright, 

•  lei  //  of  Stati . 


THE  CHICAGO  TERMINAL 

The  Aurora  Branch  road  was  completed  in  1852,  from  Aurora, 
north   to   Turner  Junction    (now    Wes1    Chicago)    in    Du    1' 
County,  where  it  connected  with  the  Galena  &  Chicago  Union 
(now   Chicago   and   North    Western). 

Tin-  Galena  &  Chicago  Union  Railroad,  started  in  lvK  was 
the  firsl  railroad  that  was  built  and  owned  and  operated  in  the 
State  of  Illinois  with  private  capital,  all  the  early  projects  un- 
dertaken by  the  State  itself  having  by  thai  time  become  finan- 
cial failures. 

The  Burlington  Company,  on  December  13,  1851,  in  order  to 

get  into  Chicago,  made  a  eontrael  with  the  Galena  Company, 
whereby  it  secured  the  rigb.1  to  use  the  thirty  miles  from  Turner 
.Junction  to  Kin/ie  Street,  which  was  its  only  means  of  entrance 
into  the  city  for  thirteen  years,  or  until  1864,  when  it  built  its 
own  line  into  the  city  direcl  from  Aurora,  via  Xaperville,  a 
distance  of  36.42  miles. 

The  original  Location  of  the  Chicago  and  North  Western  road 
in  Chicago  was  from  Kin/ie  Streel  wesl  in  Harlem  (now  Oak 
Park)  ami  the  Burlington  used  their  Kinzie  Streel  Station  and 
Terminals  from  1852  until  L856. 

In  the  year  1855,  the  North  Western  built  a  cut  off  four  and  a 
half  miles  long  from  a  point  near  Western  Avenue  south  to 
Ogden  Avenue  ami  thence  easterly  i . .  a  connection  with  the  St. 
Charles  Air  Line— joining  with  the  Burlington,  tin'  Illinois 
Central  and  the  Michigan  Central  in  building  the  St.  Charles 
Air  Line,  which  was  completed  in  1856. 

On  the  28th  ofdune.  1856,  the  contract  of  the  Burlington  with 
the  North  Western  was  modified  so  as  to  provide  for  the  C.  B.  & 
Q.  entering  over  the  main  line  of  the  North  Western  as  far  as 
Western  Avenue,  and  thence  southerly  over  the  cut  off  to  the  St. 
Charles  Air  Line,  through  which  it  connected  with  the  Illinois 
Central,  and  it  made  a  contract  with  the  Illinois  Central  of  date 
November  25,  1856,  for  the  use  of  depot  and  terminal  facilities 
on  the  Lake  Front  at  the  foot  of  Randolph  Street,  .jointly  with 


the  Michigan  Central. 


1G7 


168       CHICAGO,    BURLINGTON    &   QUINCY    RAILROAD    COMPANY 

The  original  contract  of  the  C.  B.  &  Q.  with  the  Illinois  Cen- 
tral in  November,  1856,  was  confirmed  in  a  more  formal  contract 
that  was  dated  December  22,  1858,  taking  effect  December  1, 
1857. 

The  C.  B.  &  Q.  renewed  this  contract  with  the  Illinois  Central 
in  1862,  for  a  further  period  of  two  years,  or  until  June,  1864, 
ami  there  were  successive  renewals,  so  that  the  Burlington  was 
occupying  this  Illinois  Central-Michigan  Central  Union  Depot 
for  iis  terminal,  and  also  its  general  offices,  at  the  time  of  the 
Chicago  Fire,  in  October,  1871,  which  completely  destroyed  the 
premises. 

Meantime,  in  l^iil,  the  Burlington  Company  had  extended  its 
line  from  Aurora  directly  east  to  a  connection  with  the  St. 
Charles  Air  Line,  after  which  it  gave  up  the  use  of  the  North 
Western  Erom  Wesl  Chicago,  and  ever  since  1864,  has  operated 
its  own  line  directly  into  the  city. 

After  the  greal  fire,  there  was  a  Long  delay  in  securing  pas- 
senger terminal  Eacilities.  The  Burlington  Company  in  Decem- 
ber, Ls7s.  si  ill  occupied  the  temporary  structures  that  were 
hastily  provided  alter  the  fire.  This  very  unsatisfactory  condi- 
tion continued  until  the  fall  of  1880,  at  which  time  the  I>nr- 
lington  completed  arrangements  with  the  Pennsylvania  Com- 
pany to  use  what  was  known  as  the  Chicago  Union  Passenger 
Station,  on  the  wesl  side  at  Canal  and  Adams  Streets,  and  there- 
after discontinued  the  use  of  the  Illinois  Central  passenger  ter- 
minal at  Randolph  street.  The  Burlington  has  ever  since  con- 
tinued the  use  of  the  Chicago  Union  Station,  which  was  entirely 
rebuill  in  1925,  and  is  now  occupied  under  a  contract  that  is 
dated  July  2,  1915.  The  passenger  terminals,  therefore,  of  the 
Burlington  in  Chicago  were: 

1.  From  1852  to  1856  (four  years)  the  old  Kinzie  Street  Sta- 
tion of  the  North  Western  on  the  North  Side; 

2.  From  1856  to  1881  I  25  years)  the  Lake  Front  at  Randolph 
and  Michigan. 

3.  From  1881  to  1927  (46  years)  the  Chicago  Union  Passenger 
Station,  Canal  and  Adams  Street,  on  the  West  Side. 

Its  general  office  building  at  the  corner  of  Jackson  and  Clin- 
ton, was  built  in  1912.  From  1883  to  1912,  (29  years)  it  had  its 
own  separate  office  building  at  Franklin  and  Adams  Streets. 


CORPORATE    BISTORY  169 

AGREEMENT  dated  December  13,  1851,  between   Aurora  Branch  Kail- 
road  Company  and  Galena  and  Chicago  Union    Railroad  Company. 

This  agreement,  made  and  concluded  this  thirteenth  day  of  December, 
A.D.  1851,  by  and  between  the  Aurora  Branch  Rail  Road  Company,  of  the 
first  part,  and  the  Galena  and  Chicago  Union  Railroad  Company,  of  the 
second  part,  both  being  corporations  established  by  the  Laws  of  the  State 
of  Illinois, 

Witnesseth,  That  to  promote  the  greater  convenience  of  the  public,  and 
to  facilitate  the  despatch  of  the  Joint  Business  of  the  two  Compai 
meaning  by  "Joint  Business' '  any  business  participate.!  in  by  them,  which 
shall  pass  over  the  whole  or  any  portion  of  the  road  of  the  second  party, 
between  Chicago  and  tin  junction  of  the  two  roads,  and  over  any  portion 
or  the  whole  of  the  road  of  the  first  party,  whether  relating  to  the  trans- 
portation of  passengers  or  freight,  as  well  as  for  the  purpose  of  defining 
their  separate  relations  to  each  other  in  the  transaction  of  said  joint  busi- 
ness, the  said   parties  hereby   mutually  agree   with  each   other  as  follows: 

First — The  taking  of  goods  or  passengers  upon  one  of  these  roads  to 
pass  upon  the  other,  shall  not,  by  reason  of  this  instrument,  (except  when 
it  is  specifically  provided,)  affect  the  remedy  of  either  against  the  other, 
nor  give  the  public  any  rights  of  action  against  both,  or  either  separately, 
which    they   WO  otherwise  have. 

Second — Bach  party,  upon  its  respective  road,  shall  furnish,  for  the  joint 
business  which   may  originate  or  be  left  upon  it,  as  suitable  and   pro] 
Depot  Acconimodatioi  may   have  and   use   tor   its  own   separate  busi- 

ness and  each  will  exereis  and  vigilance,  as  well  in  selling 

tickets  to  pa  an.)  giving  them  proper  information,  as  in   receiving 

and  delivering  all  freight  offered  for  transportation,  including  the  loading 
and  unloading  for  the  joint  business,  as  for  its  separate  business. 

Bach  party  will  also  collect  and  be  a.  -  i    to  the  other   for  the  dues 

ami  receipts  on  joint  account  accruing  on  its  separate  road,  and  as  soon  as 
practicable,  and  not  longer  than  six  working  days  after  the  close  of  each 
mouth,  render  and  settle  an  account  of  the  same  and  pay  over  to  the 
other  party  its  proportion  thereof. 

Third — The  party  of  the  first  part  will  furnish,  repair  and  operate  all 
essary  and  suitable  Motive  Power  to  transport  the  trains  for  the  joint 
business  upon  the  road  of  the  second  party,  between  the  junction  of  the 
two  road-  and  the  City  of  Chicago  as  well  as  upon  their  own  road,  and 
will  transport  the  trains  used  therefor  promptly  and  without  unnecessary 
delay,  and  will  furnish  the  men  to  manage  such  Motive  Power  and  the  oil 
for  the,  same.  Such  trains  to  be  run  under  the  direction  of  the  agent  of 
the  second  party  as  fully  as  are  the  trains  of  the  separate  business  of  the 
second  party,  and  the  men  upon  or  in  the  management  of  such  .Motive 
Power  shall  be  as  fully  under  the  direction  of  the  agent  of  the  second 
party,  as  if  they  were  in  the  service  of  that  party,  and  subject  to  be  sus- 
pended upon  like  grounds.  In  arranging  the  time  at  and  in  which  tie 
trains  of  the  joint  business  shall  pa--  over  the  road  of  the  second  partj 
the  second  party   shall    be  as  liberal  and   fair   with   them   as  with   their  own 


170        CHICAGO,    BURLINGTON    &    QUINCY   RAILROAD    COMPANY 

trains,  showing  no  partiality  or  favor  to  their  own  trains  over  those  oper- 
ated by  the  first  party  for  the  joint  business.  The  time  of  starting  the 
trains  of  the  joint  business  upon  the  road  of  the  second  party  may  be 
named  from  time  to  time  by  the  first  party,  who  shall  give  two  weeks' 
notice  to  the  second  party  of  any  change  they  desire;  and  the  second  party 
shall  only  modify  or  change  such  time  of  starting  sufficiently,  not  unneces- 
sarily to  interfere  with  the  previously   established  time  of  their  own   trains. 

The  second  party  will  furnish  the  fuel  and  water  to  the  locomotives  of 
the  first  party  when  upon  their  road  ami  at  their  stations,  and  generally 
upon  their  road  render  the  same  assistance  and  service  to  the  trains  of  the 
joint  business  (excepting  that  the  first  party  shall  oil  them)  as  they  do 
to  the  trains  of  their  separate  business,  so  that  it  shall  not  be  necessary 
for  the  first  party  to  have  any  men  upon  the  mad  of  the  second  party  in 
addition  to  the  usual  number  they  send  with  their  trains.  The  second  party 
shall  suspend  or  discharge  any  of  their  men  for  the  same  faults  with  refer- 
to  the  trains  for  the  joint  business,  as  would  result  in  a  suspension  or 
had   it   referred  to  their  own  train-. 

Fourth — The  party  of  the  first  part  shall  furnish  all  necessary  and  suit- 
able 1';.-  Freight  and  other  cars  for  the  joint  business  and  shall 
sufficiently  equip  them  with  conductors,  brakemen,  baggagemen,  and  other 
rants  to  take  charge  thereof;  also  furnish  oil  and 
stove  fuel  necessary  for  the  same,  it  being  agreed  bj  the  party  of  the  first 
part  that  such  conductors  and  other  servants  of  theirs,  while  upon  the 
mad  of  the  party  of  the  second  part,  shall  be  as  fully  under  the  direction 
of  the  agent  of  that  road,  as  if  they  were  in  the  service  of  thai  road,  and 
subject  to  be  suspended  on  like  grounds.  Said  party  of  the  first  part  shall 
also  take  all  risk  and  liability  and  indemnify  from  all  cost  and  expenses, 
the  other  party  for  injury,  damage  or  Loss  which  may  happen  to  such  cars 
or  to  their  servants  employed  in   managing  them,  or  to  the  passengers  or 

Lghl  carried  on  joint  account,  while  they  are  upon  or  passing  over  the 
road  of  the  second  party,  as  fully  as  if  such  ears  and  servants,  passengers 
and  freight,  were  upon  or  passing  over  their  own  road,  such  risk  and  lia- 
bility to  extend  to  any  such  servants,  passengers  or  freight  which  may 
happen  to  be  in,  or  upon  the  cars  of  the  party  of  the  second  part  or  of 
any  other  connected  Rail  Road  Company,  whose  business  passes  over  the 
whole  or  any  portion  of  the  road  of  the  first  party  to  or  from  the  toad 
of  the  second  party,  as  well  as  to  passengers,  servants  or  freight  in  and 
upon  their  own  cars  as  aforesaid.  It  is,  however,  understood,  in  regard  to 
the  said  first  party  's  liability  for  the  safe  care  and  custody  of  joint  freight, 
while  upon  the  road  of  the  second  party,  that  such  liability  shall  not  com- 
mence upon  freight  to  go  from  the  road  of  the  second  party  until  it  is 
delivered  upon  the  cars,  and  to  the  train  of  the  first  party,  and  shall  termi- 
nate, upon  freight  coming  from  the  road  of  the  party  of  the  first  part 
when  it  is  delivered  to  the  servants  of  the  second  party,  at  the  station  of 
its  destination,  who  shall  receive  it  upon  its  arrival. 

Fifth — The  party  of  the  first  part  shall  have  the  right  to  fix  upon  and 
to  alter  and  adjust  the  tariff  for  the  passengers  arid  freight  of  the  joint 


CORPORATE    HISTORY  171 

business;  hut  said  party  shall  not  fix  the  saiil  tariff  from  any  ]«>int  upon 
the  road  of  the  second  party  to  any  point  upon  the  road  of  the  first  party 
within  ten  miles  of  the  junction  of  the  two  roads,  any  lower  than  the  sa 
is  fixed  hy  the  second  party,  from  the  same  points  respectively  to  points 
the  same  distance  beyond  the  junction  upon  the  road  of  the  second  party, 
to  the  prejudice  or  injury  of  the  second  party,  as  to  it-  share  of  the  earn- 
ings or  revenue  from  the  passengers  or  freight  in  question. 

Sixth — The  mode  of  division  of  the  revenue  from  the  joint  business  shall 
he  as  follows,  subject  only  to  the  contingent  mollification  provided  for  in 
the  seventh  article  hereof: — The  whole  monej  earned  upon  the  two  roads 
in  the  transportation  of  any  property  or  passengers  in  the  joint  business, 
shall  he  presumed  to  have  been  earned  upon  each  road  in  proportion  to 
the  distance  it  has  passed  over  each  road,  allowing  to  every  mile  it  may  be 
carried  a  uniform  rate  of  compensation,  or  dividing  the  whole  money  earned 
by  the  number  of  miles  the  passenger  or  freight  has  been  carried  to  gel 
the  earnings  of  each  mile,  and  this  multiplied  by  the  miles  carried  upon 
eaeh  road  will  give  the  revenue  earned  upon  each  road.  Tin  whole  of  the 
revenut    accrued  o\   earned  upon  tin    road  of  tht   first  party  shall  !>■ 

it.      Of    the    whole    monies    earned    Or    accrued    upon    the    road    of    the    second 

party,  seventy  dollars  out  of  every  one  lunula,!  shall  belong  to  it;  and  the 
balance,  being  thirty  dollars  out  of  everj  om  hundred  shall  belong  to  the 
party  of  the  first  part;  and  after  this  rate  shall  all  money  thus  earned 
upon  the  joint  freight  and  passengei  business  upon  the  road  of  the  second 
party  lie  divided.  The  money  earned  in  joint  liUMiie—  |,\  Hie  transpO 
tion  of  Exj)rt  ssi-s,  shall  be  divided  in  the  same  manner  as  above  specified 
for  the  division  of  the  revenues  from  the  passenger  and  freight  business. 
The  money  earned  for  the  transportation  of  the  United  States  Mails  upon 
the  load  of  each  party,  shall  belong  to  each  respectively,  provided  only, 
that  if  the  l'ost  Office  Department  pay  an  extra  compensation  to  the  party 
of  the  second  part,  hy  reason  of  the  mails  which  pass  to  and  from  i  hicago, 

and  over  the  load  of  the  part}  of  the  firsl  part,  then  in  that  case,  the  said 
extra  compensation  only  shall  he  divided  in  the  same  manner  as  the  revenues 
from  the  passenger  and  freight  business. 

Seventh — The  party  of  the  first  part  shall  have  the  right  to  elect  to  and 
provide  the  depot  accommodations  for  the  joint  lnisinoss  in  the  City  of 
Chicago  at  any  time  within  one  year  from  the  date  of  this  instrument,  and 
at  any  time  thereafter,  bj  giving  to  the  party  of  the  second  part  two 
years'  notice  of  their  intention  to  do  so.  provided  that  such  depot  shall  be 
so  located  as  that  it  shall  promote  the  joint  husiness  of  the  parties  to  this 
contract,  and  shall  not  in  any  wise  work  any  injury  to  the  said  party  of 
the    second    part. 

Whenever  the  first  party  shall  provide  their  own  depots  in  Chicago,  as 
aforesaid,  they  shall  cease  to  use  the  depots  of  the  second  party  :it  that 
place,  and  shall  do  all  the  Loading  ami  unloading,  keeping  of  accounts  and 
collecting  dues,  ami,  in  short,  perform  all  the  services  and  assume  all  the 
responsibilities  at  Chicago  with  reference  to  the  joint  business,  which  were 
before  performed  and  assumed  hy  the  second  party.    In  case  the  said  firsl 


172        CHICAGO,    BURLINGTON    &    QUINCY    RAILROAD    COMPANY 

party  shall  provide  their  own  depot  accommodations  in  the  City  of  Chicago, 
then  from  and  after  the  time  when  they  cease  to  use  the  Chicago  depots 
of  the  party  of  the  second  part,  they  shall  furnish  all  the  fuel  for  the 
motive  power  of  the  joint  business,  and  the  water  at  the  City  of  Chicago; 
but  the  second  party  shall  furnish  the  necessary  water  for  such  motive 
power  at  their  usual  watering  places  between  Chicago  and  the  junction  of 
the  two  roads. 

Whenever  these  provisions  go  into  effect,  by  reason  of  the  first  party 
having  provided  their  own  depot  accommodations  and  fuel,  as  aforesaid, 
then  the  mode  of  division  of  the  revenues  of  the  joint  business,  as  set 
forth  in  the  sixth  article  of  this  instrument,  shall  be  so  modified,  that  in 
every  case  where  the  second  party  was  to  receive  seventy  dollars  out  of 
every  one  hundred,  they  shall  receive  but  fifty  dollars  out  of  every  one 
hundred;  and  where  the  first  party  was  to  receive  thirty  dollars  out  of 
every  one  hundred  dollars,  they  shall  receive  fifty  dollars  out  of  every  one 
hundred:  the  first  party  still  receiving  all  the  money  earned  in  the  joint 
business  upon  its  own  road  as  before  provided.  In  other  respects  the  said 
provisions  as  to  dividing  the  revenues  shall  not  be  changed. 

Eighth — Should  any  passenger  or  freight  get  into  or  upon  the  cars  or 
trains  of  the  joint  business,  in  their  passage  over  the  road  of  the  second 
party,  such  passengers  or  freight  not  passing  over  any  portion  of  the 
road  of  the  first  party,  the  money  collected  for  the  transportation  of  such 
freight  or  passengers  shall,  all  of  it,  be  immediately  paid  over  to  the  party 
of  the  second  part:  it  not  being  intended  by  this  instrument  to  interfere 
in  any  manner  with  the  separate  business  of  the  second  party. 

Ninth — If,  in  the  execution  and  performance  of  this  contract,  questions 
of  difference  shall  arise  between  the  parties  hereto  in  relation  to  the  man- 
agement of  said  road  between  the  Junction  and  Chicago,  or  in  relation  to 
agents  and  employees,  and  adjustment  of  the  tariff  under  this  contract,  or 
as  to  the  meaning  of  this  contract,  or  any  part  thereof,  or  if  in  practice 
it  shall  be  found  that  some  other  provisions  should  have  been  inserted 
herein,  or  some  contained  herein  should  be  modified  or  changed,  in  order 
to  secure  the  objects  designed  by  this  contract;  or  if  in  practice  it  shall 
be  found  by  either  party,  that  any  provision  or  stipulation  herein,  operates 
injuriously  or  unjustly  to  the  interests  of  said  party,  it  is  mutually  agreed 
by  the  parties  hereto,  that  in  every  such  case,  in  order  to  carry  out  the 
general  scope  and  intent  of  this  contract,  if  the  parties  in  interest  cannot 
agree,  the  matter  which  may  be  the  subject  of  controversy  at  any  time 
or  times,  shall  be  referred  to  three  umpires,  two  of  whom  shall  be  presi- 
dents or  superintendents  of  railroads,  and  practically  acquainted  with  the 
operation  thereof,  and  the  third  shall  be  a  legal  person :  one  to  be  chosen 
by  each  party  to  this  contract,  and  the  third  by  the  persons  so  chosen : 
whose  decision  of  the  matter  to  them  referred,  shall  be  final  and  conclu- 
sive: provided,  that  when  any  one  of  the  contingencies  happens,  con- 
templated by  this  ninth  article,  either  party  shall  notify  the  other,  in 
writing,  thereof,  stating  the  umpire  that  has  been  selected  on  their  part; 
and  if  within  twenty  days  the  other  party  shall  not  select  the  umpire  on 


CORPORATE    HISTORY  173 

their  part,  and  give  notice  in  writing  to  the  other  party,  it  shall  be  op- 
tional with  the  party  that  has  chosen  such  umpire  to  select  the  other, 
which  two  shall  have  the  right  to  appoint  the  third;  and  their  decision 
shall  be  final  and  conclusive  between  the  parties. 

Tenth — This  contract  shall  take  effect  and  be  in  force  for  the  term  of 
thirty  years  from  and  after  the  first  day  of  January,  A.  D.  1852. 

In  witness  whereof,  the  said  parties  have  hereunto  respectively  set  their 
seals:  the  Aurora  Branch  Bail  Boad  Company  acting  by  their  President 
and  Secretary,  and  the  Galena  and  Chicago  Union  Bail  Road  Company, 
acting  by  their  President  and  Secretary,  both  on  the  day  and  year  first 
above  written. 

E.    S.    WADSWORTH, 
President  Aurora  Brandt   Bail   Boad   Co. 
[Seal] 


P.  A.  Hall, 
Sec'ty 


[Seal] 


JOHN   B.    TURNER, 
President  Galena  4'  Chicago  Union  Bail  Boad  Co. 


YV.m.  M.  Larabee, 
Secretary. 


SUPPLEMENTAL  AGREEMENT,  June  28,  1856.  The  Chicago  Burling- 
ton and  Quincy  Railroad  Company  and  the  Galena  and  Chicago  Union 
Railroad  Company. 

Whereas,  certain  Articles  of  Agreement  were  made  and  concluded  by 
and  between  the  Aurora  Branch  Rail  Road  Company,  now  known  as  the 
Chicago,  Burlington,  and  Quincy  Railroad  Company,  as  party  of  the 
first  part,  and  the  Galena  and  Chicago  Union  Railroad  Company,  party  of 
the  second  part,  and  bearing  date  the  thirteenth  day  of  December,  in  the  year 
of  our  Lord  one  thousand  eight  hundred  and  fifty-one,  for  the  regula- 
tion of  joint  business  between  the  said  Corporate  Companies.  And, 
whereas,  the  said  Corporate  Companies  have  agreed  to  modify  and 
change  the  said  agreement,  in  some  respects,  for  and  during  the  term  of 
five  years,  to  be  reckoned  and  computed  from  the  first  day  of  May  now 
last  past.  It  is  therefore  mutually  agreed  between  the  said  parties,  that, 
from  and  after  the  said  first  day  of  May  now  last  past,  the  said  party  of 
the  first  part  shall  only  pay  to  the  said  party  of  the  second  part,  twenty- 
seven  per  cent,  of  the  whole  money  earned  or  accrued  upon  the  Road  of 
the  second  party,  for  the  use  of  the  said  Road,  in  lieu  and  stead  of  fifty  per 
cent.,  as  was  agreed  to  be  paid  by  the  said  first  contract,  under  the  said 
contract  so  to  be  hereby  modified  as  aforesaid,  and  for  Station  Service  and 
Fuel,  to  be  rendered  and  furnished  by  the  said  party  of  the  second  part,  the 
said  party  of  the  first  part  shall  pay,  in  lieu  of  twenty  per  cent.,  the  sum 


174        CHICAGO,    BURLINGTON    &    QUINCY    RAILROAD    COMPANY 

of  twenty-five  per  cent.,  making  the  sum  thus  to  be  paid  for  the  said  five 
years  only  fifty-two  per  cent.,  in  lieu  and  stead  of  seventy  per  cent.,  as  was 
heretofore  stipulated  to  be  paid  by  the  said  agreement,  first  made  between 
the  said  parties,  and  herein  referred  to. 

It  is  further  agreed  between  the  said  parties,  that  the  said  party  of  the 
first  part  shall  be  entitled  to  the  use  of  the  Railroad  Track,  known  as  the 
Chicago,  St.  Charles  &  Mississippi  Air  Line  Railroad,  from  its  junction 
with  the  Railroad  Track  of  the  said  party  of  the  second  part  to  the  City  of 
Chicago,  for  all  purposes  necessary  for  the  transportation  of  freight  and 
passengers  to  and  fro  thereon,  and  when  the  said  Chicago,  St.  Charles  & 
Mississippi  Air  Line  Railroad  Track  shall  he  used,  the  distance  thereon 
shall  be  reckoned  and  computed  to  be  the  same,  and  not  greater  than  that 
of  the  road  of  the  said  party  of  the  second  part,  and  the  same  aggregate 
compensation,  and  no  more,  shall  be  paid  to  the  said  party  of  the  second 
part  for  the  use  of  one  of  said  roads  as  for  the  use  of  the  other,  without 
regard  to  the  relative  lengths  of  said  roads.  The  said  last  named  road  to 
be  used  upon  the  same  terms  and  conditions  as  those  upon  which  the  road 
of  the  said  second  party  is  used,  and  not  otherwise. 

It  is  further  agreed,  that  if  the  said  party  of  the  first  part  shall  furnish 
and  perform  station  service  and  do  station  duty  for  passengers,  at  any  other 
station  than  that  of  the  said  party  of  the  second  part,  that  the  said  party 
shall  be  compensated  therefor,  by  the  said  party  of  the  second  part,  at 
the  rate  of  three  and  one-half  cents  upon  each  passenger  paying  fare  to  the 
said  party  of  the  firsl  part,  and  passing  over  the  road  of  the  said  party 
of  the  second  part;  anything  in  this,  or  the  contract  of  which  this  is  a 
modification,  to  the  contrary  notwithstanding. 

It  is  further  agreed  by  and  between  the  said  parties,  in  consideration  of 
the  reduction  of  compensation,  hereby  agreed  upon,  to  lie  paid  to  the  said 

party  of  the  second  part,  that  the  said  party  of  the  first  part  will  cause 
all  passengers  and  freight  which  it  may  control,  to  &  from  Chicago,  to 
pass  over  the  mad  of  the  said  party  id'  the  second  part,  and  will  not  charge 
a  less  rate  per  mile  for  the  transportation  of  passengers  or  freight  destined 
to  pass  to,  or  coming  from  any  point  beyond  Amboy  on  the  Illinois  Central 
Rail  Road,  than  that  charged  for  the  like  service  to  be  rendered  upon  the 
road  of  the  said  party  of  the  second  part,  for  the  transportation  of  passen- 
gers and  freight  upon  the  ten  miles  of  its  road  nearest  the  junction  of  the 
two  roads  of  the  said  parties — the  object,  spirit,  and  intent  of  this  agree- 
ment being  to  prevent  all  competition  or  rivalry  between  the  said  roads  of 
the  said  parties,  to  the  prejudice  of  either. 

It  is  hereby  further  agreed  by  and  between  the  said  parties,  that  the 
said  party  of  the  second  part  shall  not  be  required  to  perform  any  station 
service,  or  furnish  fuel  for  the  said  party  of  the  first  part,  after  one  year 
from  the  said  first  day  of  May  now  last  past,  but  that  the  said  party  of  the 
second  part  shall  furnish  water  for  the  use  of  the  Locomotives  of  the  said 
party  of  the  first  part,  at  stations,  as  is  provided  in  the  contract  hereby 
modified. 


CORPORATE    HISTORY  17-") 

And  it  is  hereby  further  mutually  agreed  by  and  between  the  said  parties, 
that  each  shall  account  for,  and  pay  over,  to  the  other,  each  and  every 
week,  as  near  as  may  be  ascertained,  the  amount  of  money  which  may  have 
accumulated  in  its  hands  belonging  to  the  other,  leaving  accurate  settle- 
ments to  be  made  between  them  at  the  end  of  each  month,  or  within  six 
days  thereafter,  as  is  provided  for  in  the  contract  of  which  this  is  a  modi- 
fication; at  which  time  abstracts  of  the  joint  business  shall  be  furnished 
by  each  company  to  the  other,  and  the  books  of  each  shall  be  open  to  the 
other  to  verify  the  same. 

And  it  is  hereby  agreed  by  and  between  the  said  parties,  that  the  said 
first  party  shall  at  all  times  within  the  said  period  of  five  years  send  and 
transmit  all  passengers  and  freight  to  and  from  Chicago  going  over  its 
line  of  road,  over  the  road  of  the  said  second  party,  and  shall  not  encourage 
the  building  of  any  road  to  Chicago,  or  make  a  connection  with  any  other 
railroad  to  that  City,  so  as  within  that  time  to  diminish  the  profits  or 
divert  business  from  the  road  of  the  said  second  party,  and  will  not,  within 
the  said  five  years,  do  any  act  itself  either  directly  or  indirectly,  or  make 
any  arrangements  with  any  other  railroad  company  or  companies,  or  other- 
wise connecting  with  Chicago  so  as  in  any  manner  to  affecl  unfavorably 
the  interest  of,  or  diminish  the  business  which  would  naturally  go  over 
the  road  of  the  said  party  of  the  s&  ond   part. 

The  said  party  of  the  second  part,  hereby  reserves  t"  itself  the  right 
to  terminate  this  contract  upon  giving  two  years  previous  notice  to  the  said 
party  of  the  first  part,  naming  the  time  when  the  same  shall  terminate 
and  cease. 

///  witness  whereof,  the  said  Chicago,  Burlington  and  Quincy  Railroad 
Company,  heretofore  known  as  the  Aurora  Branch  Railroad  Company, 
and  the  Galena  and  Chicago  Union  Hail  Road  Company  have  caused  their 
respective  seals  to  be  hereunto  affixed,  and  the  same  to  be  subscribed  by 
their  respective  Presidents  at  Chicago,  this  day  of  June  in  the  year  of 
our  Lord  one  thousand  eight  hundred  fifty  six. 

|  Seal]  J.  p.  Jot,  Prest. 

Amos  T.  Hall  C.  B.  &  Q.  R.  R.  Companj 

Secretary 

srai  |  John  B.  Turner,  Prest. 

W.  M.  Larrabee  of  G.  &  C.  U.  R.  R.  Com  p. 

Secretary 

SUPPLEMENTAL  AGREEMENT,  April  25,  1860,  The  Chicago,  Burling- 
ton and   Quincy  Rail  Road   Company   and  the   Galena    &   Chicago    Union 

Railroad  Company. 

Whereas  certain  Articles  of  Agreement  were  made  and  concluded  by  and 
between  the  Aurora  Branch  Railroad  Company  now  known  as  the  Chicago, 
Burlington  and  Quincy  Railroad  Company  as  party  of  the  first  part  and 


176        CHICAGO,    BURLINGTON    &    QUINCY   RAILROAD    COMPANY 

the  Galena  &  Chicago  Union  Bailroad  Company  party  of  the  second  part 
and  bearing  date  the  thirteenth  day  of  December  A.D.  1851,  for  the  regula- 
tion of  joint  business  between  the  said  companies  and  Whereas  the  said 
corporate  companies  by  contract  and  agreement  bearing  date  the  28th  day 
of  June  A.D.  1856  modified  and  changed  said  agreement  in  some  respects 
for  and  during  the  term  of  five  years  from  the  first  day  of  May  A.D.  1856 
and  Whereas  said  companies  have  agreed  to  extend  the  last  mentioned 
agreement  for  and  during  the  term  of  five  years  from  and  after  the  first 
day  of  May  A.  D.  1861  with  a  slight  modification,  Now  Therefore  it  is 
mutually  agreed  that  the  provisions  of  the  contract  and  agreement  of  June 
28th,  1856  be  and  the  same  are  hereby  extended  for  and  during  the  term 
of  five  years  from  and  after  the  first  day  of  .May  A.  D.  1861  with  this 
modification,  that  is,  that  cither  party  shall  have  the  right  to  terminate  the 
said  contract  and  agreement  upon  giving  two  years  notice  to  the  other  party, 
naming  the  time  when  the  same  shall  terminate  and  c 

In  witness  rrhrrcof  the  said  Chicago,  Burlington  &  Quincy  Railroad 
Company  heretofore  known  as  the  Aurora  Branch  Railroad  Company  and 
the  Galena  &  Chicago  Onion  Bailroad  Company  have  caused  their  respective 
Seals  to  be  hereunto  affixed  and  the  same  to  be  subscribed  by  their  respec- 
tive Pres  hicago  this  twenty-fifth  day  of  April  in  the  year  of 
our  Lord  Eighteen   Hundred  and  Sixty. 

John  Van  Noetwick,  President. 
of  the  Chicago  Burlington  &  Quincy  Rail  Road  Company 

A  MOS  T.  Hall 

,  C.  B.  &  Q.  B.  B.  Company 

Walter  L.  Newbtjet,  President 
of  the  Galena  &  Chicago  Union  Rail  Road  Company 
W.  M.  Laeeabee,  Secretary 

G.  &  C.  U.  R.  R.  Co. 

AGREEMENT.  November  25,  1856,  between  Illinois  Central  Railroad 
Company  and  The  Chicago,  Burlington  and  Quincy  Rail  Road  Company. 

Office  of  Chicago  Buelington  &  Q.  Line 
J.  II.  Done  Esq.. 
Supt.,  111.  C.  R.  R. 
Dear  Sir, 

Having  heretofore  had  several  conversations  relative  to  the  transfer  of  the 
business  of  the  C.  B.  &  Q.  Road  from  the  depots  of  the  C.  &  G.  Co.  to  those  of 
the  111.  C.  R.  R.  Co.     I  now  make  you  this  proposition. 

The  111.  C.  R.  R.  shall  furnish  to  us  depot  accommodations  &  do  our 
depot  service  and  generally  furnish  to  us  the  same  accommodations  and 
service  as  the  Galena  Co.  now  does,  except  ground  upon  which  to  do  the 
lumber  trade,  shall  defray  all  the  expense  of  wood  upon  the  track  of  the 
< '.  &  <;.  R.  R.  and  all  the  expenses  of  doing  depot  service  upon  the  lumber 
grounds  for  which  services  &  accomodations  the  C.  B.  &  Q.  Co.  will  pay 
your  Co.  1'5  per  ct  of  the  gross  earnings  of  the  latter  Co.  upon  the  track  of 


CORPORATE    HISTORY  177 

the  Galena  road  from  the  Junction  into  the  111.  C.  E.  K.  depots,  estimating 
the  distance  to  be  30  miles,  this  arrangement  to  continue  five  years  from 
May  1st. 

It  is  however  understood  that  the  depot  service  connected  with  the  lumber 
trade  may  be  done  &  other  wood  furnished  by  the  C.  B.  &  Q.  Co.  the  expenses 
thereof  to  be  paid  by  the  111.  C.  B,  E.  Co. 

Yours  truly, 

James  F.  Joy. 
Chicago,  June  25th,  1856 

James  F.  Joy,  Esq., 
Dear  Sir, 

The  proposition  contained  in  your  letter  of  yesterday  relative  to  depot 
service  &  depot  accommodations  in  Chicago  of  the  C.  B.  &  Q.  E.  E.  is 
accepted — 

We  will  endeavor  to  have  the  addition  to  our  Depot  track  which  may  be 
required  to  furnish  proper  facilities  to  the  business  put  in  without  delay 
so  as  to  admit  your  freight  trains  to  our  depot  grounds,  at  an  early  date  not 
later  than  the  1st  of  Augusl  next. 

Yours   truly, 

J.  II.  DONE. 

The  foregoing  propositions  &  acceptance  being  made  by  the  authority 
of  the  proper  officers  of  the  two  companies  viz.,  The  Chicago,  Burlington  & 
Quincy  Rail  Road  Company,  &  The  Illinois  Central  Rail  Road  Company  it 
is  understood  shall  <.V-  does  constitute  :i  contract  between  them  relative 
to  the  transactions  of  the  business  therein  provided  for,  showing  the  terms 

upon    which,    ami     the    time    for    which    the    business    shall     be    done    by     the 

Illinois  Central    Rail  Road  Company  &   shall   become  operative  on   the    1st 
of    December,    A.    D.    1856    and    the    transfer    of    business   shall    bo  made    as 
rapidly  as  pracl icable. 
Chicago,  Nov.  25,  1856.  W.  II.  Osboen, 

/'/<  .siih  ill ,  Illinois  Central  U.  R.  Co. 
J.  F.  Joy, 
Pres't.  of  C.  B.  &  Q.  R.  E.  Co. 

AGREEMENT,  December  22,  1858,  between  Illinois  Central  Railroad 
Company  and  The  Chicago,  Burlington   and  Quincy    Hail   Road   Company. 

An  Agreement  made  and  concluded  this  twenty-second  day  of  hecembei 
A.  D.  1858  between  the  Illinois  Central  Rail  Road  Company  party  of  the 
first  part  and  the  Chicago,  Burlington  &  Quincy  Rail  Road  Company,  party 
of  the  second  part 

TVitnessrfh :  That  the  party  of  the  first  part  agrees  to  furnisli  and  provide 
all  necessary,  proper  and  convenient  depots,  depot  grounds,  tracks,  buildings 
and  appurtenances  in  the  City  of  Chicago,  State  of  Illinois  on  and  in  con- 
nection with  the  present  depot  grounds  situated  tit  the  Junction  of  Chicago 
River  and  Lake  Michigan  for  the  prompt  and  convenient  transaction  of  all 
the  freight  and  passenger  business  of  Eoad  of  the  second  party  in  the  City 


178        CHICAGO,    BURLINGTON    &    QUINCY    RAILROAD    COMPANY 

of  Chicago,  excepting  only  their  lumber  business  beyond  such,  as  the  second 
party  may  find  it  convenient  to  do  upon  the  grounds  especially  set  apart  for 
them. 

The  party  of  the  first  part,  further  agrees,  that  the  party  of  the  second 
part  shall  have  at  all  times  the  right  to  use  the  tracks  extending  from  and 
to  the  above  mentioned  depot  grounds  and  the  Union  track  near  their 
round  house,  also  the  tracks  extending  to  &  from  said  round  house  and 
the  cattle  yards  for  the  purpose  of  conveying  stock  to  &  from  said  yards 
and  the  usual  use  of  any  yards  owned  or  controlled,  by  the  first  party  for 
the  convenient  and  prompt  delivery  and  receipt   of  stock. 

The  party  of  the  first  pari  further  agrees  that  they  will  set  apart  proper 
and  convenient  tracks,  buildings  and  grounds  for  the  accommodation  of  the 
business  of  said  second  party  and  so  as  to  separate  it  as  much  as  may  be 
practicable  from  that  of  their  own  or  other  roads  and  so  as  to  enable  the 
said  second  party  to  do  their  own  switching  and  all  other  station  service 
with  the  least  possible  delay  or  interference  from  said  first  party  or  others 
using  portions  of  said  depot,  grounds  anil   tracks. 

For  the  purposes  aforesaid,  in  part,  the  said  first  party  hereby  set  apart 
for  the  sole  use  of  said  second  party  the  lower  floor  of  the  west  half  of 
their  present  main  freight  house  and  sufficient  storage  room  in  the  second 
story  for  estrayed  freight  and  baggage,  the  west  track  now  Leading  into 
the  same  with  all  the  tracks  and  grounds  lying  between  said  track  and  the 
tracks  and  grounds  of  the  Michigan  Central  Rail  Road  Company,  including 
the  transfer  freight  house  and  the  dock  and  Landing  on  the  Chicago  river 
lying  north  of  that  part  of  the  main  freight  house  and  grounds  above 
described;  tin  said  firsl  party  reserving  the  right  for  a  passage  for  teams 
across  the  said  grounds  at  north  end  of  said  main  freight  house,  and  also 
the  right  to  the  use  of  not  exceeding  one  half  of  that  portion  of  said 
transfer  freight  house  which  is  owned  by  said  firsl  party;  also  the  right 
to  reduce  tic  platform  in  the  main  freight  house  west  of  the  present 
tracks,  sufficient  to  Lay  down  :t  third  track,  in  which  case  the  middle  track 
in  said  main  freight  house  shall  be  used  jointly  for  the  transfer  of  cars. 

The  said  second  pnrt\  shall  have  the  sole  use  of  the  grain  house  B  and 
the  tracks  leading  to  and  into  it  with  sufficient  tracks  adjoining  to  accom- 
modate their  trains  and  cars,  which  said  tracks  shall  be  constructed,  laid 
down,  ami  connected  with  the  main  tracks  at  the  proper  place  or  places 
within  a  reasonable  time,  and  until  they  shall  be  Laid  down  and  ready  for 
use,  they  the  said  second  party  shall  have  the  right  to  use  grain  house  A 
and  all  tracks  necessary  for  the  proper,  prompt  and  sufficient  accommodation 
of  their  trains  &   business. 

The  said  first  party  further  agrees  that  all  grain  delivered  at  said  grain 
houses  by  said  second  party,  shall  be  taken  from  the  car  in  a  prompt  and 
satisfactory  manner  and  without  cost  or  expense  to  the  second  party  and 
delivered  to  consignees  upon  terms  as  favorable  as  those  charged  to  the 
Illinois  Central  Rail  Road  Company  or  its  consignees,  or  for  similar 
facilities  by  other  grain  warehouses. 

But  in  case  the  parties  to  the  agreement  find  it  equally  convenient  in 
periods  of  limited  business  to   discharge  the  grain  delivered  by  their  cars 


CORPORATE    HISTORY  17;) 

in  other  grain  houses  upon  their  depot  grounds,  it  shall  be  done  provided 
the  capacity  of  grain  house  B  shall  at  all  times  be  reserved  for  the  accom- 
modation of  the  second  parties. 

The  said  second  party  shall  also  have  the  exclusive  right  to  the  use  of 
the  two  tracks  now  occupied  by  them  in  the  passenger  house  and  the  same 
joint  rights  of  occupancy  of  other  tracks  and  parts  of  the  building  and 
premises  they  now  enjoy,  with  the  right  also  to  do  their  own  station 
service  or  have  it  performed  jointly  upon  such  terms  as  may  be  from  time 
to  time  agreed  upon. 

The  said  first  party  shall  also  provide  and  designate  a  convenient  track 
alongside  of  one  of  their  slips  to  be  used  by  the  second  party  together 
with  the  use  of  such  slip  in  connection  therewith  when  their  business  may 
require  it  beyond  the  dock  accommodation  already  provided  for  hi  this 
agreement. 

All  the  buildings,  tracks,  grounds  and  appurtenances  before  mentioned 
are  to  be  maintained  and  kept  in  good  order  condition  and  repair  by  said 
first  party  and  at  their  own  expense. 

In  consideration  of  th  foregoing  premises,  agreements  privileges  and 
facilities,  which  are  to  be  maintained,  kept,  furnished  and  provided  by  said 
party  of  the  first  part  for  and  during  the  full  term  of  four  years  from  and 
after  the  first  day  of  December  A.  D.  1857,  the  party  of  the  second  p 
hereby  agrees  to  pay  to  the  party  of  the  first  part  at  the  rate  of  forty 
thousand  dollars  per  annum  payable  in  equal  monthly  payments  commencing 
on  the  first  day  of  July  1857  and  terminating  on  the  first  day  of  December 
A.  D.  1861. 

It  is  further  agreed  that  this  contract  shall  be  terminated  and  pea, 
surrender    of   possession    made    by    the    second    party    on    the    firsl    day    of 
December  1861. 

It  is  agreed  that  from  and  after  the  first  day  of  January  next  the 
accommodation  that  may  be  required  by  the  C.  B.  &  Q.  R.  Rd.  Co  and 
furnished  by  the  Ills.  Cent.  B.  Ed.  Co.  shall  be  according  to  this  contract 
and  not  qualified  by  any  reference  to  past  accommodation  and  that  the 
compensation  to  be  paid  by  the  C.  B.  &  Q.  R.  Rd.  Co.  to  the  liu.  Cent. 
R.  Rd.  Co.  for  the  year  commencing  July  1,  18-17,  shall  be  thirty-five 
thousand  dollars  instead  of  forty  thousand  dollars. 

In  Witness  Whereof  the  said  Illinois  Central  Rail  Road  Company  ami  the 
Chicago,  Burlington  and"  Quincy  Rail  Road  Companv  have  caused  their 
respective  seals  to  be  hereto  affixed  and  the  same  to  be  subscribed  by  their 
respective  presidents  this  twenty  second  day  of  December,  1858. 

The  Illinois  Central  R.  R.  Companv, 
[SEAL]  By  W.   H.   Osborn,   President. 

The  Chicago,  Burlington  &  Quincy  R.  Road  Company, 
[SEAL1  By  J.  Van  Nortwick,  President. 

AGREEMENT,  December  22,  1858,  between  Illinois  Central  Railroad 
Company  and  The  Chicago,  Burlington  and  Quincy  Rail  Road  Company. 
:  It  is  agreed  between  the  Illinois  Central  Company  and  the  C.  B.  &  Q.  R.  R. 
Co.  that  if  they  cannot  settle  between  themselves  the  Kills  which  either  may 


180        CHICAGO,    BURLINGTON    &    QUINCY    RAILROAD    COMPANY 

have  against  the  other  having  reference  to  the  Depot  service  at  Chicago  of 
the  C.  B.  &  Q.  E.  R.  Co.  such  bills  or  accounts  shall  be  left  to  referees, 
one  to  be  chosen  by  each  Company  and  in  case  these  two  cannot  agree  they 
may  appoint  a  third  when  the  decision  of  the  majority  shall  be  final  upon  the 
questions  submitted  to  them.  It  being  understood  that  the  C.  B.  &  Q.  E.  K. 
Co.  will  claim  that  the  bills  which  the  Illinois  Central  E.  E.  Co.  may  have 
against  them  for  use  of  engines  for  training  as  well  as  other  bills  &  ex- 
penses  of  both  Companies  for  Depot  service  are  larger  than  they  would  have 
been  if  the  Depot  accommodation  provided  by  the  Ills,  Cent.  E.  Ed.  Co. 
had  been  more  convenient  and  in  accordance  with  this  contract  in  that  matter 
and  if  such  positions  are  denied  by  the  Ills.  Cent.  R.  Ed.  Co.  or  if  from 
any  cause  they  cannot  settle  the  value  and  might  of  these  considerations 
shall  be  also  a  subject  for  the  referees  to  consider  in  case  of  disagreement. 
It  is  understood  that  all  bills  and  accounts  included  in  this  agreement  shall 
be  presented  &  setl  led  as  soon  as  possible. 

Boston  22d  December  1858.  The  Illinois  Central  E.  E.  Compy, 

[Seal]  By  \Y.  II.  Osborn,  Pres't. 

[Seal]  The  Chicago,  Burlington  &  Quincy  Kail  Eoad  Company, 

J!;/  J.  Van  Xortwick,  Presi<l<nt. 

AN  AGREEMENT  made  and   entered    into  this  First   day  of  June,  1862. 

Between  the  Illinois  Central  Rail  Road  Company,  party  of  the  first  part, 
and  The  Chicago  Burlington  >S.  Quincy  Rail  Road  Company  party  of  the 
second  part.     Witru  ssi  >h 

That  the  party  of  the  first  part  for  the  considerations  hereinafter  men- 
tioned agrees  to  furnish  to  the  said  second  party  the  rights  to  use  the 
track-  of  the  said  firsl  party  between  the  Junction  of  its  Main  line  ami  the 
St.  Charles  Air  line  ami  a  point  where  the  North  line  of  Randolph  Street  in 
the  City  of  Chicago,  it'  extended  would  crop  said  Main  line  for  all  the 
Passenger  trains  of  the  said  Second  party,  subject  always  to  the  police 
rules  and  regulations  that  may  from  time  to  time  be  adopted  by  the  said 
firsl    party  for  the  government  of  its  line — 

And  it  is  further  agreed  that  the  said  part;  of  the  first  part  leases  to  the 
saiil  party  of  the  second  part,  the  use  of  the  undivided  half  of  the  two 
tracks  now  used  by  the  said  second  party'-  1'assenger  trains  in  the  Central 
Union  Passenger  Depot  and  the  joint  use  of  the  track  now  used  by  jail 
trains  coming  into  said  Depot  and  the  joint  use  of  the  platform,  Passenger 
grounds,  receiving  rooms  and  receiving  and  discharging  baggage  rooms, 
and  all  of  the  Ticket  office  now  used  by  said  second  party  to  continue  for 
the  term  of  two  years  from  the  first  of  June  1862 — 

It  is  agreed  that  the  said  first  party  shall  do  all  switching  at  rates  now 
established  and  other  Station  Service,  except  the  cleaning,  lighting  and 
making  fires  in  the  said  second  party's  cars. 

It  being  expressly  understood  that  the  rights  above  leased  consist  of  the 
undivided  half  thereof,  which  is  the  only  interest  belonging  to  said  first 
party. 


CORPORATE    HISTORY  181 

In  consideration  of  the  foregoing  the  said  second  party  agrees  to  pay  to 
the  Treasurer  of  the  said  first  party,  the  sum  of  Seven  Thousand  dollars 
per  annum  for  the  use  of  the  track  between  the  Junction  of  tin'  .Main  line 
and  the  St.  Charles  Air  Line,  and  the  North  line  (if  Randolph  Street,  and 
Two  Thousand  dollars  per  annum  for  the  use  of  the  rights  leased  in  the 
Passenger  House   :i^   above   mentioned 

Payments  to  lie  made  monthly. 

It    is    further    agreed    that    tin'    said    second    party    for    the    CO]  itions 

hereinbefore  mentioned  will  also  pay  monthly  to  the  first  party  hereto 
Thirty  (309'r  I  per  cent,  of  the  entire  expenses  of  switching  for  Passenger 
Depot,  lighting,  watering,  and  heating  the  same,  wages  of  Depot  Master, 
and  the  men  in  his  employ,  excluding  such  service  as  said  second  party 
performs  for  themselves  including  all  the  general  charges  connected  with 
the  Passenger   Depot    service 

//   is  further  agreed  that  if  the  track  should  be  injured  from  any  cause 
so  as  to  prevent  the  passage  of  trains,  the  said  first  party  will  not   1" 
sponsible   for   damages   for   such   delay,   but    if   said    interruption    of   trains 
should  exceed  three  days  at    an\    one  time  a   pro-rata   deduction  of  rent   shall 
be  made  for  such  time. 

This  Contract  to  remain  in  force  from  the  first  day  of  June  1862  until 
the  first  day  of  June  1864,  whi  n  the  said  second  party  agrees  to  withdraw 
from  the  track  and  Depot  above  referred  to. 

In    Witness   Whereof  the  said   Illinois  Central    Kail    Eti  ipany   and 

the  Chicago  Burlington  &  Quincj  Railroad  Company  have  caused  their 
respective  seal-  to  be  affixed  this  the  Fist  day  of  June  1862, 

\L]  The   Illinois  Central    R.  E.  Co. 

by  W.  IT.  Osborn*,  Pns.lt. 
[seal]  The  Chicago  Burlington  &  Quincy  Rail   Road  Company 

by  J.  Van  Noktwick,  /v<  st. 

Illinois  Central   Railroad  Company 
President  's  Office 

Chicago,  3rd  June  1864 
John   Van   Xortwick  Esq. 
President 
Chicago  Burlington  &  Quincy  R.  R. 
Chicago 
Dear  S1r: 

This  Company  will  after  tin1  1st  July  admit  your  passenger  trains  as 
heretofore  over  its  track  into  the  Depot  with  similar  accommod.it  ions  for 
the  term  of  three  years  charging  monthly  at  the  rate  of  Bight  thousand 
dollars  per  annum  for  the  use  of  track  and  four  thousand  dollars  per  an- 
num for  one  half  interest  in  passenger  Depot  with  30%  of  the  current 
expenses  of  Depot  service. 

We  are  not  prepared  to  enter  into  a  permanent  engagement  to  firing  in 
your  passenger  trains  chiefly  owing   to  the  conflict    which   is  found   to  oc- 


182        CHICAGO,    BURLINGTON    &    QUINCY    RAILROAD    COMPANY 

cur  in  the  working  of  the  contract  with  the  Michigan  Central  in  eases  of 
collision  our  remedy  is  too  frail,  the  injured  in  case  of  accident  prefer  their 
legal  remedy  against  our  Company  as  the  owners  of  the  Railway  track,  if 
such  accidents  occur  through  the  negligence  of  our  lessees,  our  defence  in 
court  will  he  the  basis  of  settlement  with  them,  it  is  obvious  that  we  can 
not  sustain  the  double  relation  of  defendant  ..V  claimant, — Should  our  diffi- 
culties with  the  Mich  atral  in  this  regard  be  placed  on  a  reasonable 
^,  ami  a  principal  established  which  will  avoid  such  in  future  we  shall 
lie  ready  to  treat  with  you  for  a  permanent  footing  and  right  for  passenger 
trains  to  OUT   1 »( 

Another  motive  fur  deferring  this  permanent  arrangement  is  this,  we 
prop  itructing  a  special  track   from  Calumet   to  Chicago  for  the  sep- 

erati  the   Michigan  Central  Company  with  which  your  intimate  re- 

late .  and   upon  the  construction   thereof   shall   with   their  assent   and 

co-operation    be    prepared    to    admit    your    trains    in    perpetuity    upon    that 

track   upon  equitable  terms  if  such  can  be  devised   to  tin    satisfacth £ 

both  pan 

Fours   Respectfully, 

W.   II.  Osborn,  Presidt  nt. 

AGREEMENT  September  7,  isso.  between  the  Pennsylvania  Co.,  Chicago 

and  Alton   Railroad  Co.,  Chicago,   Milwaukee  and   St.   Paul    Railway  Co., 

Chicago,  Burlington  &  Quincy  Railroad  Co..  and    Pennsylvania   Railroad 

pany    and    Pittsburg,    Ft.    Wayne    and    Chicago    Railway    Company, 

Regarding    Union    Passenger   station. 

This  Indenturt  Made  this  seventh  day  of  September  in  the  year  one 
thousand  eight  hundred  and  eighty  between  the  Pennsylvania  Company, 
as  first  party,  the  Chicago  ami  Alton  Railroad  Company,  ,-i^  second  party, 
the  Chicago,  Milwaukee  ami  St.  Paul  Railway  Company,  as  third  party,  the 
Chicago.  Burlington  and  Quincy  Railroad  Company,  as  fourth  party,  and 
the  Pennsylvania   Railroad  Company  as  fifth  party,  bears  witness: 

Whereas,  The  firsl  party  is  in  possession  of  the  Pittsburgh,  Ft.  Wayne 
and  Chicago  Railway  and  all  its  equipments,  and  is  operating  and  main- 
taining the  same  under  a  lease  to  the  fifth  party  for  the  term  of  nine 
hundred  and  ninety  nine  years,  from  July   Nt,    1M>!»;  and. 

Whereas,  The  first  party  is  about  to  construct  a  general  passenger  depot, 
with  suitable  appurtenances  an. I  accommodations,  in  the  city  of  Chicago, 
upon  lands  already  owned  by  the  Pittsburgh,  Ft.  Wayne  and  Chicago  Rail- 
way Company,  and  upon  other  lands  soon  to  be  acquired  for  use  in  connec- 
tion with  said  railway;  said  lands  owned  and  to  be  acquired  being  described 
as  follows:  A  part  of  blocks  sixty-nine,  seventy,  seventy-one  and  seventy- 
two,  in  school  section  addition  to  the  city  of  Chicago,  and  being  a  continuous 
trait  of  land  extending  from  the  north  side  of  Van  Buren  street  to  the 
south  side  of  Madison  street,  intersected,  however,  by  Jackson,  Adams  and 
Monroe  streets,  having  a  frontage  of  seventeen  hundred  and  eighty-two 
feet  on  Canal  street;  a  depth  of  one  hundred  and  thirty  five  feet  along  the 
north  side  of  Van  Buren  street,   and   a   depth  of  one  hundred  and  thirty- 


CORPORATE   HISTORY  IS! 

two  feet  along  the  south  side  of  Madison  street;  a  map  of  said  lands,  and  a 
ground  plan  of  said  passenger  depot,  tracts  and  appurtenances  being  hereto 
attached  and  marked  ' '  Exhibit  A ;  "  and, 

Whereas,  The  second,  third  and  fourth  parties  wish  to  acquire  the  right 
to  use  said  passenger  depot,  tracks  and  appurtenances,  jointly  with  said 
first  party,  and  with  such  other  company  or  companies  as  may  hereafter, 
under  the  provisions  of  this  Agreement,  lie  admitted  to  a  joint  use  of  said 
passenger  depot  and  appurtenances,  and  the  first  party  is  willing  to  grant 
a  right  to  such  joint  use  to  said  second,  third  and  fourth  parties,  upon 
the  terms  and  conditions,  and  for  the  consideration  hereinafter  mentioned: 

Noiv  Therefore,  It  is  convenanted  and  agreed  between  the  parties  as 
follows: 

I.  The  first  party  shall  at  once  begin,  and  with  reasonable  diligence, 
complete  the  construction  of  said  general  passenger  depot,  also  the  tracks 
and  other  appurtenances  to  said  depot,  according  to  the  plan  hereto  attached. 

II.  The  first  party  hereby  grants  and  conveys  to  the  second,  third  and 
fourth  parties,  their  successors  and  assigns,  the  right  to  use  jointly  with 
said  first  party,  said  general  passenger  depot,  also  said  tracks  and  other 
appurtenances,  when  the  same  shall  be  completed,  'luring  the  entire  period 
of  the  unexpired  term  of  said  lease,  to-wit,  nine  hundred  and  ninety-nine 
years  from  the  first  day  of  July,  A.  D.  18(i9,  and  of  any  renewal  thereof, 
subject,  always,  however,  to  the  strict  performance  by  the  second,  third 
and  fourth  parties  respectively,  of  all  the  obligations  herein  stipulated  to 
be  by  them  severally  performed. 

III.  The  first  party  shall  be  charged  with  the  duty  (if  insuring  said 
depot,  and  of  repairing,  renewing  and  maintaining  said  depot,  tracks  and 
appurtenances,  also  of  paying  all  premiums  of  insurance,  and  all  taxes  and 
assessments  which  may  he  lawfully  levied  or  assessed  upon  said  depot, 
tracks  and  appurtenances  or  upon  the  land  whereon  the  same  may  be  con- 
structed, or  upon  any  part  of  either  of  them.  The  first  party  shall  furnish 
to  the  other  parties  using  said  depot,  statements,  monthly,  as  hereinafter 
provided,  of  all  payments  made  by  it  on  account  of  items  named  in  this 
Article. 

IV.  In  consideration  of  the  construction  of  said  general  passenger 
depot  and  appurtenances,  by  said  first  party,  and  the  provision  made  for 
the  accommodation  therein  of  the  second,  third  and  fourth  parties,  and  of 
the  rights  and  privileges  herein  granted  to  said  parties,  said  second,  third 
and  fourth  parties  each  accept  the  granl  and  transfer  of  a  right  to  use  the 
same  in  common,  and  covenant  and  agree  that  they  will  each  continue  to 
use  the  same  upon  the  terms  and  conditions  herein  named,  for  the  full 
period  above  specified;  and  that  for  the  right  to  use  said  general  passen- 
ger depot,  tracks  and  appurtenances,  jointly  with  said  first  party,  as  herein 
provided,  said  second,  third  and  fourth  parties  will  each  pay  to  said  first 
party  a  fixed  annual  rental;  which  rental,  so  to  be  paid  by  each  party, 
shall  amount  to  one-fourth  the  interest,  at  seven  per  centum  per  annum, 
on  a  sum  to  be  made  up  of  the  value  of  said  entire  tract  of  land  on  which 
said  depot,  tracks  and  appurtenances  are  to  be  constructed,  and  the  total 


184        CHICAGO,    BURLINGTON    &    QUINCY   RAILROAD    COMPANY 

cost  of  said  depot,  tracks  and  appurtenances,  according  to  the  annexed 
plan,  which  amounts,  so  to  be  paid  by  said  second,  third  and  fourth  parties 
respectively,  shall  be  paid  to  the  Treasurer  of  the  first  party,  in  lawful 
money  of  the  United  States  of  America,  in  four  equal  quarterly  payments, 
on  the  first  Monday  of  each  of  the  following  months  in  every  year  of  the 
term  aforesaid,  January,  April,  July  and  October. 

The  fixed  rental  stipulated  for  in  this  Article  shall  begin  to  accrue 
from  the  date  of  the  completion  of  said  passenger  depot,  and  its  occu- 
pation by  the  parties  hereto.  The  interest  on  purchase  money  paid  by  the 
first  party  for  lands  bought  since  November  1,  1879,  for  use  in  connection 
with  said  passenger  depot,  and  used  therefor,  also  interest  on  payments 
made  by  said  first  party  during  the  construction  of  said  depot  and  appurte- 
nances, shall  be  calculated  to  the  time  of  occupation  of  said  depot,  as 
aforesaid,  and  be  added  to  the  cost  of  the  same. 

It  is  agreed  that,  in  the  event  of  the  parties  hereto  not  being  able  to 
agree  upon  the  value  of  said  land,  said  value  shall  be  determined  as  follows : 
All  the  land  owned  by  said  Pittsburgh,  Ft.  Wayne  "and  Chicago  Eailway 
Company,  prior  to  November  1,  1879,  and  intended  to  be  used  for  said 
passenger  depot  purposes,  shall  be  appraised  by  three  competent  disinterested 
persons,  one  to  be  appointed  by  the  first  party,  and  one  by  the  second, 
third  and  fourth  parties  hereto,  and  the  two  thus  appointed  shall  choose 
the  third;  and  the  value  of  said  lands  so  agreed  upon  by  all  of  said  ap- 
praisers shall  be  accepted  by  the  parties  hereto.  All  the  lands  bought 
for  use  in  connection  with  said  depot  since  November  1,  1879,  shall  be 
valued  at  the  price  paid  therefor  by  the  first  party.  As  to  lands  bought 
by  first  party  since  November  1,  1879,  partly  for  passenger  and  partly  for 
freight  purposes,  the  relative  value  of  the  part  needed  for  passenger  depot 
purposes  shall  be  fixed  by  the  appraisers  above  provided  for,  but  on  the 
basis  of  the  price  paid  for  the  entire  tract  by  the  first  party.  And  for 
the  purpose  of  fixing  definitely  and  finally  the  amount  of  said  annual 
rental,  and  the  quarterly  payments  thereof,  on  the  basis  above  named,  the 
first,  second,  third  and  fourth  parties  shall,  after  the  appraisement  of  said 
land  as  aforesaid,  and  after  the  final  completion  of  the  depot,  tracks  and 
appurtenances,  as  aforesaid,  and  when  the  entire  cost  thereof  shall  be 
known,  unite  in  a  written  certificate  of  the  value  of  said  land,  and  of  the 
cost  of  said  depot  and  appurtenances,  also  of  the  amount  of  said  annual 
rental  and  of  said  quarterly  payments;  said  certificate  to  be  signed  by 
each  of  the  parties,  and  appended  to  this  Agreement. 

V.  Jn  addition  to  the  regular  fixed  rental,  payable  under  the  terms  of 
Article  IV,  the  second,  third  and  fourth  parties  shall  each"  pay  to  the  first 
party,  their  proportion  of  the  expenses  of  repairing,  renewing,  maintaining 
and  operating  said  depot,  tracks  and  appurtenances,  including  herein  the 
salaries  of  the  depot  master  and  assistants,  all  ticket  and  baggage  agents, 
watchmen  and  employes  of  every  kind;  including,  also,  premiums  of  insur- 
ance, taxes  and  assessments,  as  well  on  the  lands  to  be  occupied  by  said 
depot,  tracks  and  appurtenances,  as  upon  said  improvements  thereon ;  in- 
cluding also  claims  for  damage  to  person  or  property  caused  by  the  employes 


CORPORATE    BISTORT  185 

paid  in  common  and  appointed  as  hereinafter  provided;  which  proportion 
so  to  be  paid  by  the  second,  third  and  fourth  parties  respectively,  shall  be 
determined  by  the  ratio  which  the  number  of  engines  and  cars  in  passenger 
trains  of  each  of  said  parties  arriving  at  and  departing  from  said  depot, 

a  to  the  whole  number  of  engines  and  cars  in  passenger  service  arriving 
at  aud  departing  from  said  depot.  It  being  agreed  that  each  locomotive 
engine  and   tender   shall   be  counted  as  one  ear.     And   the  several   parties 

to  mutually  covenant  and  agree  thai  thej  will  each  make  use  of  said 
passenger  depol  during  the  period  herein  contemplated  in  respect  to  all 
passenger  trains  arriving  at  or  departing  from  Chicago  on  their  respective 

Inns  of  railway. 

The  first  party  shall  render  statements  of  all  payments  made  by  it  each 
month  on  account  of  the  various  items  named  in  this  Article,  on  or  before 
the  twentieth  day  of  each  succeeding  month,  and  the  second,  third  and 
fourth  parties  shall  each  pay  monthly  their  several  proportions  of  said 
amounts,  computed  on  the  basis  aforesaid,  in  lawful  money  of  the  United 
States,  to  the  Treasurer  of  the  first  party,  within  ten  days  after  the  receipt 
of  the  statements  aforesaid.  It  being  mutually  agreed  that  all  revenues 
received  from  the  rent  of  rooms  or  privileges  in  said  passenger  depot  shall 
be  applied  in  reduction  of  the  joint  expense  of  maintaining  and  operating 
said  depot,  and  the  balance,  if  any  remains,  shall  be  applied  in  reduction  of 
fixed  rental  in  the  proportion  paid  by  each  party  hereto.  Either  party 
making  use  of  any  part  of  said  depot,  not  likewise  used  in  common  by  the 
other  parties,  shall  pay  reasonable  rent  for  such  special  usej  as  if  the  same 
were  has,-, 1  to  an  outside  party. 

VI.  The  first  party  shall  appoint  a  depot  master,  who  shall  have  charge 
of  said  passenger  depot  and  appurtenances,  and  who  shall  control  the  move- 
ment of  all  trains  therein,  also  such  watchmen  and  other  employes  as  may 
be  necessary  to  conduct  the  passenger  business  at  such  station.  Said  first 
party  shall  also  appoint,  with  the  concurrence  of  a  majority  of  the  parties 
using  said  depot,  a  ticket  agent,  and  a  general  baggage  master,  with  the 
necessary  assistants,  who  shall  sell  tickets  and  handle  all  baggage  for  the 
parties  who  may  be  using  said  passenger  depot.  Said  ticket  agent  shall 
execute  a  bond  with  reasonable  sureties  to  the  first  party,  with  suitable 
conditions  to  protect  all  parties  using  said  depot.  In  case  any  deficiency 
shall  occur  in  the  accounts  of  said  agent,  the  first  party  shall  immediately 
apportion  such  deficiency  between  the  several  parties  using  said  depot,  on 
the  basis  of  the  cash  receipts  of  each  party  from  the  time  the  accounts  of 
said  agent  were  last  checked  in  the  interest  of  said  parties.  Each  party 
shall  promptly  pay  to  the  first  party,  and  the  first  party  shall  promptly  dis- 
burse to  the  parties  entitled  to  receive  the  same,  the  proportion  of  such 
deficiency  due  from  each  party,  calculated  on  the  basis  aforesaid;  said 
first  party  shall  also,  without  delay,  prosecute  the  bond  given  by  said  agent, 
and  any  sum  that  may  be  recovered  thereon,  less  the  expense  of  collecting 
the  same,  shall  be  divided  among  the  parties  using  said  depot,  in  the  pro- 
portion that  they  shall  have  contributed  to  bear  the  loss  growing  out  of 
said  deficiency.     Any  person  appointed  as  provided  for  in  this  Article  shall 


186        CHICAGO,    BURLINGTON    &    QUINCY    RAILROAD    COMPANY 

be  removed  on  good  cause  shown,  or  on  the  request  in  writing  of  a  majority 
of  the  parties  using  said  passenger  depot.  The  train  employes  of  each 
party  shall  be  subject  to  the  control  of  said  depot  master  in  respect  to  the 
movement  of  their  trains,  while  the  same  are  within  the  limits  of  said 
passenger  depot  grounds.  Each  party  to  this  contract  reserves  the  right  to 
place  a  suitable  clerk  or  other  employe,  at  its  own  expense,  and  for  a 
limited  time,  not  exceeding  thirty  days  in  any  one  period,  in  the  General 
Ticket  Office,  with  power  to  such  clerk  or  employe  to  observe  and  make 
note  of  the  course  of  ticket  sales  and  the  conduct  of  the  General  Ticket 
Agent  herein  provided  to  be  employed,  with  a  view  of  determining  whether 
said  General  Ticket  Agent  preserves  the  strict  equality  and  impartiality 
in  respect  to  each  party  to  this  agreement  as  is  herein  intended  shall  be  done. 

VII.  Each  party  shall  be  responsible  for  loss  or  damage  to  person  or 
property,  except  property  used  in  common  at  said  depot,  which  may  arise 
out  of  the  conduct  or  neglect  of  its  own  employes;  claims  for  loss  or  dam- 
age to  person  or  property,  including  property  used  in  common  at  said  depot, 
arising  out  of  the  conduct  or  neglect  of  employes  paid  in  common,  shall 
be  adjusted  by  the  first  party,  and  all  moneys  so  paid  by  it  shall  be  charged 
to  the  current  account  of  expenses  of  operating  and  maintaining  said  depot, 
and  paid  as  provided  in  Article  V. 

VIII.  The  general  managers  of  the  parties  using  said  depot  shall  ar- 
range the  time  of  the  arrival  .'11111  departure  of  their  respective  trains,  and 
adopt  rules  for  the  government  of  all  joint  employes;  and  each  party  shall 
receive  equal  and  impartial  privileges  in  the  use  of  said  depot  and  appurte- 
nances. 

IX.  It  is  agreed  that  the  following  named  companies  shall  be  admitted 
to  a  joint  use  of  said  depot  and  appurtenances,  in  case  they,  or  either  of 
them,  shall  so  desire,  and  shall  become  a  party  to  this  agreement  by  sub- 
scribing to  the  copy  of  the  same,  which  shall  be  in  the  possession  of  each 
of  the  parties  hereto:  The  Michigan  Central,  the  Pittsburgh,  Cincinnati 
and  St.  Louis,  and  the  Chicago  and  Northwestern;  also,  that  with  the 
exception  of  the  parties  hereto,  ;ind  of  the  companies  just  named,  no  other 
companies  shall  be  admitted  into  said  depot,  except  with  the  unanimous 
consent  of  the  parties  occupying  the  same.  In  case  of  the  admission  of 
any  company  or  companies  as  herein  provided,  the  basis  of  fixed  rental 
shall  be  changed  so  that  the  same  shall  be  borne  equally  by  all  the  com- 
panies using  said  depot;  and  the  cost  of  operation  and  maintenance  shall 
be  borne  on  the  basis  of  wheelage  as  hereinbefore  provided.  It  being  also 
understood  that  in  the  event  of  the  admission  of  any  other  company  or 
companies  as  a  party  to  this  agreement,  as  herein  provided,  the  duties  and 
privileges  of  such  company  or  companies,  respectively,  shall  be  precisely  the 
same  as  are  herein  defined  in  respect  to  the  second,  third  and  fourth  parties. 

X.  If,  by  reason  of  increase  of  business,  or  the  admission  of  other  com- 
panies to  a  joint  use  of  said  depot,  it  should,  in  the  opinion  of  all  the 
parties  occupying  the  same,  become  necessary  to  make  additions,  or  changes 
in  the  nature  of  betterments,  to  said  depot  or  appurtenances,  the  same  shall 
be  made  by  the  first  party,  and  the  second,  third  and  fourth  parties  shall 


CORPORATE    HISTORY  187 

each  pay  one-fourth  the  interest,  at  seven  per  cent,  per  annum  ou  the  cost 
of  such  additions  or  betterments;  such  additional  payments  to  be  made  at 
the  same  time  and  in  the  same  manner,  and  as  an  addition  to  the  fixed 
rental  provided  for  in  Article  IV  of  this  Agreement;  Provided,  nothing 
herein  contained  shall  require  the  first  party,  against  its  consent,  to  pur- 
chase additional  land,  or  make  use  of  land  not  contained  in  the  plot  hereto 
annexed,  for  the  purpose  of  said  additions  or  betterments. 

XI.  In  case  of  the  total  destruction  of  said  depot  by  lire  or  other  causes, 
the  same  shall  be  rebuilt  or  replaced  under  direct  ion  of  the  first  party; 
but  the  cost  thereof  shall  be  borne  by  the  parties  occupying  the  same,  on 
the  basis  of  wheelage,  computed  during  the  period  of  one  year  next  preced- 
ing the  destruction  of  the  same,  as  is  herein  provided  for  currenl  expenses 
of  operation  and  maintenance. 

XII.  If  either  the  second,  third  or  fourth  party  shall  at  any  time  make 
default  in  the  payment  of  any  or  either  of  the  amounts  herein  provided 
by  it  to  be  paid,  and  such  default  shall  continue  for  the  space  of  thirty 
days  after  such  payment  shall  have  become  due.  then,  and  in  thai  event,  at 
the  election  of  the  first  party,  bul  not  otherwise,  all  the  right  of  such 
party,  in  default,  to  the  use  or  enjoyment  of  any  of  the  premises  herein 
named,  whether  by  virtue  of  this  agreement  or  otherwise,  shall  at  once 
cease  and  determine;  and  such  defaulting  party  shall  and  will  surrender 
and  yield  to  the  party  or  parties  not  in  default,  undisturbed  and  peaceable 
possession  of  said  depot,  tracks  and  appurtenances;  and  in  the  event  of 
either  the  said  second,  third  or  fourth  party  retiring  from  said  premises  in 
default,  as  aforesaid,  it  is  agreed  that  the  other  party,  or  parties,  remaining 
in  possession  with  said  firsl  party  will  each  pay,  as  rental,  such  proportion 
of  the  interest  at  seven  per  centum  per  annum  on  said  sum  made  up  of 
the  value  of  land  and  cost  of  depot,  tracks  and  appurtenances,  as  afore 
said,  as  each  company  shall  hear  to  the  whole  aumber  of  compai 
tinuing  to  occupy  said  depot  and  premises,  and  will  also  further  pay  such 
proportion  of  the  expense  of  operating  and  maintaining  said  depol  and 
appurtenances,  as  the  business  done  by  such  party,  or  parties,  shall  bear  to 
the  total  passenger  business  done  at  said  depot,  computed  on  the  basis 
provided  in  Article  V. 

XIII.  The  fifth  party,  as  lessee  of  the  Pittsburgh,  Ft.  Wayne  and 
Chicago  Railway,  under  the  lease  mentioned  in  the  preamble  to  this  A- 
ment,  hereby  assents  to  ami  affirms  the  execution  of  this  Agreement  on  the 
part  of  the  first  party.  It  further  agrees  that  if,  for  any  cause,  the  first 
party  shall  cease  to  operate  and  control  the  Pittsburgh,  Ft.  Wayne  and 
Chicago  Railway  under  said  lease,  and  the  fifth  party  should,  in  consequence 
thereof,  resume  the  operation  of  the  said  Pittsburgh,  Ft.  Wayne  and  Chi- 
cago Railway  under  said  lease,  and  fifth  party  will  assume  the  obligations 
herein  stipulated  to  be  performed  by  the  firsl  party,  and  will  protect  the 
second,  third  and  fourth  parties  in  the  enjoyment  of  the  rights  and  privili  j 
hereby  conferred  upon  them,  so  long  as  said  fifth  party  shall  continue  in 
possession  of  said  Pittsburgh,  Ft.  Wayne  and  Chicago  Railway.  But  noth- 
ing herein  contained  shall  require  either  the  first  party,  or  the  fifth  party  to 


188        CHICAGO,    BURLINGTON    &    QUINCY   RAILROAD    COMPANY 

insure  the  second,  third  and  fourth  parties,  or  either  of  them,  in  the  use  of 
the  passenger  depot  and  appurtenances  herein  described,  any  longer  than 
said  lease  of  the  Pittsburgh,  Ft.  Wayne  and  Chicago  Railway  shall  continue 
in  force  and  effect. 

XIV.  This  contract  may  be  altered  or  amended  with  the  consent  of  all 
parties  hereto,  but  not  otherwise. 

XV.  If  at  any  time,  a  difference  of  opinion  shall  exist  in  respect  to  the 
rights  or  duties  of  either  party  under  this  agreement,  or  under  the  rules 
which  may  be  adopted  by  the  Board  of  General  Managers  for  the  govern- 
ment of  joint  employes,  the  question  in  dispute  shall  be  referred  to  a  Board 
of  Arbitrators,  consisting  of  three  competent  disinterested  persons,  one 
of  whom  shall  be  chosen  by  each  party  to  the  dispute,  and  the  two  so  chosen 
shall  select  a  third.  The  party  desiring  such  arbitration  shall  give  written 
notice  of  the  same  to  each  of  the  parties  to  this  agreement,  setting  forth 
therein,  definitely,  the  point  or  points  in  dispute,  and  name  the  person 
selected  by  such  party  to  act  as  arbitrator. 

In  event  that  the  parties,  on  whom  such  notice  shall  be  served,  shall 
not,  within  fifteen  days  of  such  service,  name  a  second  disinterested  person 
to  act  as  arbitrator,  the  party  serving  such  notice  shall  select  the  second, 
and  the  two  thus  chosen  shall  select  a  third. 

The  Board  of  Arbitrators,  thus  chosen,  shall  proceed  at  once  to  hear, 
consider  and  determine  the  matter  submitted  to  them;  and  shall  give  to 
each  of  the  parties  to  such  matter  of  difference,  notice,  which  shall  not  be 
less  than  ten  days,  of  the  time  and  place  of  hearing;  and  at  the  time  and 
place  appointed,  shall  proceed  with  the  hearing,  unless  for  good  cause,  of 
which  the  arbitrators  shall  be  the  judges,  it  shall  be  postponed  to  some 
later  day  or  days.  And  the  determination  of  the  arbitration  thus  con- 
stituted, or  a  majority  of  the  persons  composing  the  same,  to  be  made  in 
writing,  and  a  copy  thereof  to  be  delivered  to  each  of  the  parties,  shall  be 
final  and  conclusive  upon  the  parties  in  reference  to  all  matters  thus 
submitted. 

In  Testimony  Whereof,  The  parties  have  caused  this  Agreement  to  be 
executed  by  their  proper  officers,  and  their  several  corporate  seals  to  be 
hereto  affixed,  the  day  and  year  first  above  written. 

The  Pennsylvania  Company, 
[Seall  By  J.  X.  McCULLOUGH, 

Attest:  First  Vice  President. 

S.  B.  LIGGETT, 

Assista?it  Secretary. 

The  Chicago  and  Alton  Railroad  Company, 
[Seal]  By   T.   B.   BLACKSTOXE, 

Attest:  President. 

C.  H.  FOSTER, 

Secretary. 


I  ORPORATE    BISTORT  Is'1 

Chicago,  Miiwaiiket  and  St.  Paul  Railway  Company, 
[Seal]  By  ALEX.  MITCHELL, 

Attest:  Prrsiilt  nt. 

B.  1).  JENNINGS, 

Seen  turn. 

(Iticago,  Burlington  and  Qui/ney  "Railroad  Company, 
,1]  By  C.  E.  PERKINS, 

Attest :  Vice  Prcsidi  n  t . 

J.  E.  WAI.KHIi, 

Secretary. 

The  Pennsylvania  Railroad  Company, 
[Seal]  By  G.  B.  ROBERTS, 

Attest:  President. 

JNO.  C.  SIMS,  Jr., 

Assistant   Secretary. 

In  Considerai  on  of  the  sum  of  one  dollar  in  hand  paid,  receipt  whereof 
is  hereby  acknowledged,  the  Pittsburgh,  Ft,  Wayne  and  Chicago  Railway 
Company  hereby  assents  to  and  confirms  the  foregoing  agreement;  and 
further  hereby  covenants  and  agrees,  that  in  case  the  lease  of  the  Pittsburgh, 
Ft.  Wayne  and  Chicago  Railway  to  the  Pennsylvania  Railroad  Company, 
mentioned  in  the  foregoing  agreement,  should  for  any  reason  be  forfeited 
or  otherwise  cease  before  tin-  termination  of  the  period  therein  named,  to 
wit:  nine  hundred  and  ninety  nine  years  from  July  1,  1869,  said  Pittsburgh, 
Ft.  Wayne  and  Chicago  Railway  Company  will  continue  to  said  Chicago 
and  Alton  Railroad  Company,  Chicago,  Milwaukee  and  St.  Paul  Railway 
Company,  and  Chicago,  Burlington  and  Quincy  Railroad  Company,  the 
rights  and  privileges  conferred  upon  said  companies  respectively,  in  the 
foregoing  Agreement  ;  upon  condition  that  said  companies  will  each  strictly 
and  faithfully  perform  all  the  conditions  and  covenants  therein  stipulated 
to  be  performed  by  them  respectively:  Provided,  however,  that  nothing 
herein  contained  shall,  in  any  manner,  he  construed  to  be  a  release  of 
the  Pennsylvania  Railroad  Company  from  its  full  responsibility  as  lessee, 
or  from  the  payment  of  either  or  any  of  the  sums  of  money  required  in  said 
Lease  by  it  to  be  paid,  or  from  the  full  and  complete  performance  by  it  of 
either  or  any  of  the  obligations  devolved  upon  said  Pennsylvania  Railroad 
Company  in  said  lease,  or  be  construed  to  recognize  or  consent  to  the 
possession  or  operation  of  the  demised  property  by  the  first  party,  except 
as  agent  of  the  fifth  party  herein  mentioned. 

In  Testimony  Whereof,  The  Pittsburgh,  Ft.  Wayne  and  Chicago  Railway 
Company  has  caused  these  presents  to  be  executed  by  its  proper  officer,  and 
its  corporate  seal   to   I"'   hereto  affixed,  this  seventh   day   of   September,    1SSII. 

The  Pittsburgh,  Ft.  Wayne  and  Chicago  Railway  Company, 
[Seal]  By  L.  II.  MEYER, 

Attest:  President  pro  tern. 

F.  M.  HUTCHINSON. 
Secretary. 


190  .    CHICAGO,    BURLINGTON    &    QUINCY    RAILROAD    COMPANY 

AGREEMENT,  September  7,  1880,  between  Pennsylvania  Company, 
Chicago  and  Alton  Railroad  Company,  Chicago,  Burlington  &  Quincy 
Railroad  Company,  Pennsylvania  Railroad  Company,  Joliet  and  Chicago 
Railroad    Company    and    Pittsburgh,    Ft.    Wayne    and    Chicago    Railway 

Company. 

Use  of  Tracks  in  Chicago 

This  Agreement,  Entered  into  this  seventh  clay  of  September,  in  the  year 
1880,  between  the  Pennsylvania  Company  as  lirst  party,  the  Chicago  and 
Alton  Railroad  Company  as  second  party,  the  Chicago,  Burlington  and 
Quiiuy  Railroad  Company  as  third  party,  the  Pennsylvania  Railroad  Com- 
pany as  fourth  party,  the  Joliet  and  Chicago  Railroad  Company  as  fifth 
party,  and  the  Pittsburgh,  Ft.  Wayne  and  Chicago  Railway  Company  as 
sixth  party,  bea  is  w  it  ness : 

Whereas,  The  fifth  and  sixth  parties  are  the  owners,  as  tenants  in  com- 
mon, of  certain  real  estate  in  Chicago,  Illinois,  with  two  main  tracks 
thereon,  Bituated  between  Sixteenth  streel  and  1 1 1 * ■  north  side  of  Vmi  Buren 

et,    the    same   being   now    and    for    a    long    time   a    pari    of   the   main    line 

of  railwa  I  reaped  ive  pari  irs ;  and, 

Whereas,  The  first   party  is  in  possession  of  and  is  operating  the  entire 

railway  of  the  sixth  party  under  a  leas,'  of  the  same  to  the  fourth  party, 
dated  dune  7,  1869,  and  extending  fur  a  term  of  nine  hundred  and  ninety- 
nine  years,  from  duly  1,  1869;  and  the  second  party  is  in  possession  of  and 
i->  operating  the  entire  railway  of  the  fifth  party,  under  a  perpetual  lease. 

Whereas,  The  third  party  wishes  to  connect  the  tracks  of  its  railway 
north  of  and  near  Sixteenth  streel  with  the  two  main  tracks  now  con- 
structed as  aforesaid,  and  with  such  other  tracks  as  may  lie  hereafter 
constructed  at  that  point,  by  the  lirst  and  second  parties,  for  the  purpose 
using  jointly  with  the  first  and  second  parties,  said  tracks  between 
Said    point    id'   connection    near    Sixteenth    street    and    the    north    line    of    Van 

Buren  street,  for  the  passage  of  its  passenger  trains,  ami  said  tracks 
between  said   point   of  connection  near  sixteenth   street   and  a  point  near 

the  north  line  of  Twelfth  street  for  the  passage  of  its  freight  trains;  and 
the  tii-st  and  second  parties  are  willing  to  granl  a  right  to  such  joint  use 
m  the  terms  and  conditions  following: 

Now,  Therefore,  It  is  covenanted  and  agreed  between  the  parties  as 
follows : 

I.  The  first  and  second  parties  hereby  grant  and  convey  to  the  third 
party,  its  successors  and  assigns,  a  right  to  use  jointly  with  the  tir.st  and 
inl  parties,  but  for  the  p.-iss.-,^,.  0f  its  engines  and  cars  in  passenger, 
mail  and  express  service  only,  said  two  main  tracks  between  said  connec- 
tion near  Sixteenth  street  and  the  north  line  of  Van  Buren  street;  also, 
any  other  track  or  tracks  parallel  with  and  contiguous  to  said  two  main 
tracks  which  may  be  hereafter  const  rue  ted  between  said  points,  for  the 
accommodation  of  the  passenger,  mail  and  express  business  of  the  parties 
hereto;  the  object  of  this  grant  being  to  enable  the  third  party  to  reach 
and  enjoy  the   facilities   of  the   new   General   Passenger   Depot  now  being 


CORPORATE    HISTORY  191 

constructed  on  lands  of  the  sixth  party  between  Madison  and  Van  Buren 
streets  in  said  city. 

The  first  and  second  parties  also  further  grant  and  convey  to  the  third 
party,  its  successors  and  assigns,  a  right  to  use  jointly  with  the  first  and 
second  parties,  for  the  passage  of  its  engines  and  cars  in  freight  service, 
so  much  of  the  tracks  hereinbefore  described  as  are  or  may  be  situated 
between  Sixteenth  street  and  Twelfth  street. 

II.  The  grant  herein  made,  includes  the  right  of  the  third  party  to  make, 
at  its  own  expense,  necessary  connections  with  the  tracks  described  and  the 
tracks  of  its  own  railway;  and  the  third  party  agrees  to  furnish,  at  its  own 
expense,  frogs,  switches,  switch  posts,  and  such  other  material  as  may  be 
necessary  to  effect  such  connection  of  tracks,  in  a  manner  that  shall  be 
satisfactory  to  the  first  and  second  parties. 

III.  The  third  party  hereby  accepts  the  grant  of  right  of  joint  use  as 
herein  set  forth,  and  agrees  to  pay  annually  to  each  of  the  first  and  second 
parties  respectively,  as  fixed  rental  or  compensation  for  use  of  said  two 
main  tracks  as  now  constructed,  one-sixth  of  the  interest,  at  seven  per 
centum  per  annum,  on  the  sum  of  two  hundred  and  fifty  thousand  dollars 
which  sum,  amounting  to  twenty-nine  hundred  and  sixteen  dollars  ami 
sixty-six  cents,  due  and  payable  to  each  of  the  first  and  second  parties 
annually,  the  third  party  agrees  to  pay  to  the  treasurer  of  each  of  said 
parties,  in  lawful  money  of  the  United  States  of  America,  in  four  equal 
quarterly  payments  on  the  first  Monday  of  each  of  the  following  months: 
January,  April,  July  and  October.  It  being  the  intention  of  the  first  and 
second  parties  to  purchase  additional  land  and  construct  additional  tracks, 
immediately  adjacent  to  the  two  main  tracks  already  constructed,  for  the 
accommodation  of  joint  business  between  Sixteenth  street  and  Van  Buren 
street,  the  third  party  covenants  and  agrees  that  in  addition  to  the  fixed 
rental  hereinbefore  stipulated  to  be  by  it  paid,  in  respect  to  said  two  main 
tracks,  it  will  pay  to  said  first  and  second  parties,  respectively,  one-sixth  the 
interest  at  seven  per  centum  per  annum  on  the  cost  of  real  estate  and  of 
materials  and  construction  required  in  providing  said  additional  tracks, 
which  additional  payment  of  fixed  rental  shall  be  made  at  the  time  ami  in 
the  manner  hereinbefore  set  forth  in  respect  to  the  rental  of  said  existing 
two  main  tracks. 

IV.  The  first  party  shall  be  charged  with  the  duty  of  maintenance  of  the 
tracks  herein  described,  and  of  payment  of  all  taxes  and  assessments  which 
may  be  lawfully  levied  or  assessed  upon  the  same,  and  every  part  thereof; 
and  the  third  party  agrees  that,  in  addition  to  the  fixed  rental  above  men- 
tioned, it  will  pay  to  the  first  party  its  just  and  proper  proportion  of  such 
expense  of  maintenance;  also,  of  taxes  and  assessments,  and  the  wages  of 
joint  employes,  including  its  proportion  of  any  moneys  the  first  and  second 
parties  may  contribute  towards  the  erection  of  viaducts  over  or  tunnels 
under  said  tracks  so  to  be  jointly  used;  such  payments  to  be  made  monthly, 
upon  bills  to  be  presented  by  the  first  party,  and  within  ten  days  of  the 
time  when  such  bills  may  be  presented.  That  just  and  proper  proportion  of 
current  expenses  to  be  paid  by  the  third  party,  as  recited  in  this  paragraph, 
shall  be  determined  by  the  ratio  which  the  car  and  engine  mileage  of  the 


L92       CHICAGO,    BURLINGTON    &    QUINOS    RAILROAD   COMPANY 

third  party  bears  to  the  total  oar  and  engine  mileage  of  all  parties  using 
tracks.  The  total  and  individual  c-;ir  and  engine  mileage  oil  the  tracks 
in  question,  shall  be  determined  by  actual  count,  at  such  times  and  for  .such 
periods  as  the  parties  may  ague  upon.  But  a  new  count  and  computation 
shall  be  made  at  any  time,  on  request  of  either  party.  And 
until  such  n  r   mw  count   and  computation  shall  lie  made,  the  ratio 

previously  del  _  shall  continue  in  force. 

Y.  Tin   general  man   _  I   the  parties  using  said  tracks  shall  arrange 

time   of   the   movement    of   their   respective  trains   over   the   same.      They 

shall  also  provide  nil.--,  for  the  management  of  joint  employes.  The  first 
party  shall  appoint  the  same,  subject  to  removal  en  the  joint   request   of 

the    second    aiol    third    parties,   or    for    g 1    cause,    on    request    of   either    the 

!  or  third  party. 

VI.  Each  party  shall  be  ble  for  loss  or  damage  caused  by  con- 
duct or  ■               •  its  own  employes,  to  persons  or  property.    Loss  or  dan 

shall  be  adjusted  by  the 
•    party,  and   all   mm  paid   by   if   -hall   be  charged   to  the  joint 

current   account  maintaining   said   tracks   and   operating 

tra  ■  n. 

VII.  If  the  third   party  shall,  at   any   time,  make  default    in    the   pa\ment 

•her  of  the  amounts  herein   provided   by   it   to  be  paid,  and  such 

alt  shall  continue  for  th<  if  ninety  days  after  written  noti< f 

•     ult    shall   have   1  ■  !.   then,   at    the   election    of   either   the   tirst 

i    party,    I  mi    such    payment    shall    he   due   and    unpaid,   and    on 

written   not:  f.  but   not   otherwise,  the   rights  of  the  third   party, 

under   t).  -      _  ,11   whol'  'mine;    and,   upon   service 

-lid    ht^t    mentioned    notice,    the    third    party    shall    surrender    peaceable 

the  trac  scribed,  to  the  tir-t  and  second  par 

VIII.  Should    the    tir-t    and    Second     parties,    at    any    future    time,    grant 
ny   other   company   or   compai  _    t  1         -       in   common    with    the 

par-  to,   their   tracks   between    Sixteenth   street    and    the   north    line   of 

Van  Hi.-  the  divis  rental  ami  operating  expenses  shall 

be   i'  !   on   the  ■    •he  number  of  roads  using  said  tracks,  and   the 

ear  ami  engine  mileage  on. 

I.\.    The  grant   herein    made   to   the  third    party   shall   continue  during   the 

unexpired  term  of  t!  ■  f  the  Pittsburgh,  Ft.  Wayne  ami  Chicago  Rail- 

way  to   the    Pennsylvania    Railroad    Company,   namely,   nine   hundred   and 

years  from  July   1.   1880,  •    •    faith- 

ful performance  by  the  third  part  cfa  and  all  the  obligations  herein 

dated  to  he  by  it  performed,  and  provided  that  no  assignmi  nt  of  the 

rights  ami  privileges  conferred  upon  the  third  party  in  this  agreement  to 
any  other  company  shall  he  of  any  effect  without  the  assent  thereto,  in 
writing,  of  the  first  and  second  parties. 

X.  The  fourth  party,  a-  ttsburgh,  Ft.  Wayne  and  Chicago 

Railway,  under  the  lease  mentioned  in  this  agreement,  hereby  assents  to  and 
affirms  the  execution  of  thus  _  ment,  on  the  part  of  the  first  party. 
It  further  agrees  that  if.  for  any  cause,  the  first  party  shall  cease  to  operate 
and   control  the   Pittsburgh.   Ft.    Wayne  and  Chicago  Railway,   under   said 


CORPORATE    HISTORY  193 

lease,  and  the  fourth  party  shall,  in  consequence  thereof,  resume  the  opera- 
tion of  said  Pittsburgh,  Ft.  Wayne  and  Chicago  Eailway,  under  said  lease, 
said  fourth  party  will  assume  the  obligations  herein  stipulated  to  be 
performed  by  the  first  party,  and  will  protect  the  third  party  in  the  enjoy- 
ment of  the  rights  and  privileges  hereby  conferred  upon  it,  so  long  as  said 
fourth  party  shall  continue  in  possession  of  said  Pittsburgh,  Ft.  Wayne  and 
Chicago  Eailway.  But  nothing  herein  contained  shall  require  either  the 
first  party  or  the  fourth  party  to  insure  the  third  party  in  the  use  of  the 
tracks  herein  described,  any  longer  than  said  lease  of  the  Pittsburgh,  Ft. 
Wayne  and  Chicago  Railway  shall  continue  in  force  and  effect. 

XI.  The  fifth  party,  as  lessor  of  the  Joliet  and  Chicago  Railroad,  hereby 
assents  to  and  confirms  this  agreement.  It  further  agrees  that  if,  for  any 
cause,  the  second  party  shall  cease  to  operate  and  control  the  Joliet  and 
Chicago  Railroad,  under  the  lease  of  the  same  herein  mentioned,  and  flip 
fifth  party  shall  in  consequence  thereof  resume  the  operation  and  control 
of  the  same,  the  fifth  party  will  assume  the  obligations  herein  stipulated 
to  be  performed  by  the  second  party,  and  will  protect  the  third  party  in 
the  enjoyment  of  the  rights  and  privileges  herein  conferred  upon  it,  during 
the  period  of  the  grant  herein  made  to  the  third  party. 

XII.  The  sixth  party,  as  lessor  of  the  Pittsburgh,  Ft.  Wayne  and  Chi- 
cago Railway,  hereby  assents  to  and  confirms  this  agreement.  It  further 
covenants  that,  in  ease  the  lease  of  the  Pittsburgh,  Ft.  Wayne  and  Chicago 
Railway  to  the  Pennsylvania  Railroad  Company  shall  for  any  reason  be 
forfeited,  or  otherwise  cease  before  the  termination  of  the  period  herein 
named,  to-wit:  nine  hundred  and  eighty  eight  years,  from  July  1,  1SS0, 
the  sixth  party  will  continue  to  the  third  party  the  rights  and  privileges 
conferred  upon  said  third  party  in  this  agreement,  upon  condition  thai  said 
third  party  will  strictly  and  faithfully  perforin  all  the  conditions  and 
covenants  herein  stipulated  to  be  by  it  performed.  Provided,  how<  ver,  thai 
nothing  herein  contained  shall,  in  any  manner,  be  construed  to  be  a  release 
of  the  Pennsylvania  Railroad  Company  from  its  full  responsibility  as  lessee, 
or  from  the  payment  of  either  or  any  of  the  sums  of  money  required  in  said 
lease  by  it  to  be  paid,  or  from  the  full  and  complete  performance  by  it  of 
either  or  any  of  the  obligations  devolved  upon  said  Pennsylvania  Railroad 
Company  in  said  lease,  or  be  construed  to  recognize  or  consent  to  the  pos 
session  or  operation  of  the  demised  property  by  the  first  party,  excepl  as 
agent  of  the  fourth  party  herein  mentioned. 

XIII.  If,  at  any  time,  a  difference  of  opinion  shall  exist  in  respect  to 
the  rights  or  duties  of  either  party  under  this  agreement,  or  under  the 
rules  which  may  be  adopted  by  the  General  Managers  of  the  parties  hereto, 
for  the  government  of  joint  employes,  the  question  in  dispute  shall  be  re- 
ferred to  a  Board  of  Arbitrators,  consisting  of  three  competent  disinterested 
persons,  one  of  whom  shall  be  chosen  by  each  party  to  the  dispute,  and  the 
two  so  chosen  shall  select  a  third.  The  party  desiring  such  arbitration  shall 
give  written  notice  of  the  same  to  each  of  the  parties  to  this  agreement, 
setting  forth  therein,  definitely,  the  point  or  points  in  dispute,  and  name 
the  person  selected  by  such  party  to  act  as  arbitrator. 


194       CHICAGO,    BURLINGTON    &    QUINC1    RAILROAD    COMPANY 

In  event  that  the  parties,  on  whom  such  notice  shall  be  Berved,  Bhall  not, 
within  fifteen  da;  -  second  disinterested  person  to 

act  as  arbitrator,  the  party  Berving  such  notice  shall  select  the  Becond,  and 
the  two  thus  chosen  sliall  select  a  third. 

The  Board  of  Arbitrators,  thus  chosen,  shall  proceed  at  once  to  hear, 
aider  and  determine  the  matter  submitted  to  them;  and  shall  give  to  each 
of  the  parties  h  matter  of  difference,  notice,  which  shall  nol  be  Less 

than  ten  days,  of  the  time  and  place  of  hearing;  and  at  the  time  and  place 
appointed,  shall  proceed  with  the  hearing,  unless  for  good  cause,  of  which 
the  arbil  shall  be  the  judges,  it  shall  be  postponed  to  some  later  day 

or  days.  And  the  determination  of  the  arbitration  thus  constituted,  or  a 
majority  of  the  omposing  the  same,  to  be  made  in  writing,  and  a 

reof  to  be  delivered  to  each  of  the  parties,  shall  be  final  and  con 

re  upon   the  parties  in  reference  to  all  matters  thus  Bubmitted. 

In   Testimony   Where*  f,  The   parties  to  this  agreement   have  caused  the 
by  their  proper  officers,  and  their  respective  corporate 

duly  attested,  the  day  and   \ear   first    above  written. 

Tin    'Pennsylvania  Company, 

1J  r.Y  .1.  \.  M,  CULLOUGH, 

A ' '  /       -'    I  U  nt. 

S.  B.  LIGGETT, 

\ago  and  Alton  Railroad  Company, 
d]  BY    l.    B.   BLACK6TONE, 

J' if  suit  nl. 

0.    11.   POSTEB, 

■  y. 
.'•hi  and  I  Railroad  Company, 

-    A)  BY  a    B.   PEBKI3 

I    .  -    /' :•-  tidt  III. 

.1.   i:.  w.M.Ki.i:. 

'I  hf  Joliei  and  Chicago  Railroad  Company, 
A]  BY  JOHN  CBEEAB, 

Al  •  l'rt .»-./.  ni. 

C.   H.  FOSTEB, 

■  .'/• 

an  a  Railroad  Company, 
.1]  BY  <..  B.  BOBEETS, 

Attest:  President. 

JNO.  «'.  BIMS,  .In., 

crt  tary. 
'J If   /'  ttsb  vrgh,  Ft.  n  ays  ■  and  <  h  oago  "Railway  Company, 
[Seal]  BY   I..  II.  sfEYEE, 

Presidi  nt  pro  tcm. 
P.   M.  HUTCHINSON, 
Secretary. 


CORPORATE    HISTORY  195 

AGREEMENT  June  6,  1882,  Pennsylvania  Company,  Chicago  and  Alton 

Eailroad  Company,   Chicago,   Milwaukee   &   St.   Paul   Railway   Company, 

Chicago,  Burlington  &  Quincy  Railroad  Company,  Pittsburgh,  Cincinnati 

&   St.  Louis    Railway  Company 

The  several  Companies  whose  names  are  hereto  subscribed,  being  parties 
to  a  joint  agreement  dated  September  7th,  1880,  for  the  construction,  use 
and  enjoyment  of  a  general  passenger  depot  in  the  City  of  Chicago,  and 
agreeably  to  Section  IV  of  said  agreement,  hereby  certify  and  declare  thai 
the  following  sums  have  been  unanimously  agreed  upon  as  the  value  of  the 
Real  Estate  upon  which  said  passenger  depot  and  structures  have  been 
erected  ;  also  the  cost  of  said  depot,  tracks  &  appurtenances;  also  the  amount 
of  annual  rental  and  of  the  quarterly  payments  thereof,  to  be  made  as 
provided  in  said  article,  viz. : 

1.  Total  value  of  land  purchased  subsequent  to  Nov.  1st  1879,  as  per 
Exhibit  "A"  hereto  attached $190,422.89 

2.  Total  value  of  land,  also  cost  of  said  depot,  tracks  and  appurtenances, 
with  interest  added  from  date  of  all  payments  to  April  1st,  1881,  as  per 
Exhibit  ' '  B  "  hereto  attached $1,057,877.35 

3.  Total  amount  of  said  annual  rental  due  to  Pennsylvania  Company  from 
each  of  the  following  named  Companies,  on  the  hasis  of  occupation  of  said 
depot  by  five  Companies,  viz.:  Chicago  &  Alton  Railroad  Company,  Chicago, 
Burlington  &  Quincy  Railroad  Company,  Chicago,  Milwaukee  &  St.  Paul 
Railway  Company,  Pitts.,  ('in.  &  St.  Louis  Ry.  Co.,  operating  C.  C.  &  I.  C. 
By $14,810.28 

4.  Total  amount  of  quarterly  payments  due  from  each  of  the  Com- 
panies above  named $3  702.57 

In  testimony  whereof  the  parties  have  caused  these  present  to  be  executed, 
and  their  several  corporate  seals  to  be  hereto  affixed  this  sixth  day  of 
June,  1882. 

Pennsxjlvania  Company, 
BY  J.  X.  McCULLOUCH, 
[Seal]  Attest:  I>r<  .snh  „t. 

S".  B.  LIGGETT, 

Secretary. 

Chicago  <$•  Alton  Railroad  Company, 
BY  T.  B.  BLACKSTONE, 
[Seal]  Attest:  President. 

C.  H.  FOSTER, 

Secretary. 

Chicago,  Milwaukee  $■  St.  Paul  Railway  Company, 
BY  ALEX.  MITCHELL, 
[Seal]  Attest:  President. 

P.  M.  MYERS, 

Secretary. 


196        CHICAGO.    BURLINGTON    &    QUINCY    RAILROAD    COMPANY 

Chicago,  Burlington  4'  Quincy  Railroad  Company, 
BY  C.  E.  PERKINS, 
[Seal]  Attest:  President. 

A.  T.  HALL, 

Secretary. 
Pittsburgh,  Cincinnati  4'  St.  Louis  Railway  Company, 
BY  J.  N.  McCULLOUGH, 
[Seal]  Attest:  First  Vice  President. 

S.  B.  LIGGETT, 

Secretary. 

ARTICLES  OF  INCORPORATION  OF  THE  UNION  STATION 
COMPANY— JULY  1,  1913 
The  Chicago,  Burlington  i;  Quincy  Railroad  Company,  a  railroad  corpora- 
tion organized  and  existing  under  the  laws  of  the  State  of  Illinois; 

The  Chicago,  Milwaukee  &  St.  Paul  Railway  Company,  a  railroad  cor- 
poration organized  and  existing  under  the  Laws  of  the  State  of  Wisconsin; 
and 

The  Pittsburgh,  Cincinnati,  Chicago  &  St.  Louis  Railway  Company,  a 
railroad  corporation  organized  and  existing  under  the  laws  of  the  State  of 
Illinois,  hereby  join  in  forming  The  Union  Station  Company  under  an  Act 
entitled — 

"An   Act  for  the  formation  of  corporation   for  the  purpose   of  con- 
structing,  maintaining   and   operating   union   depots   and  to   repeal   'An 
Act  authorizing  the  formation  of  union  depots  and  stations  for  railroads 
in  this  State,  approved  April  7,  1875,  in  force  July  1,  1875,'  "  approved 
May  20,  1913,  in  force  July  1,  1913, 
for   the    purpose   of   constructing,    establishing,   and   maintaining   a    Union 
Station  in  the  City  of  Chicago,  with  the  necessary  officers  and  rooms  con- 
venient   for   the   same,   and   appurtenances   thereto,   and   for   that    purpose 
make  and  sign  Articles  of  Incorporation  as  follows: 

First.    The  Corporation  is  to  continue  for  fifty  (50)  years. 
Second.     The  said  Union  Station  is  to  be  located  in  the  City  of  Chicago, 
in  the  County  of  Cook  and  State  of  Illinois. 

Third.  The  amount  of  the  Capital  Stock  is  to  be  Fifty  Million  ($50,000,- 
000)  Dollars. 

Fourth.  The  capital  stock  is  to  be  divided  into  Five  Hundred  Thousand 
shares  of  One  Hundred  Dollars  ($100.00)  each. 

Fifth.  The  names  and  places  of  residence  of  its  directors,  who  will  man- 
age its  affairs  fur  the  hrst  year,  and  until  others  are  chosen  in  their  places, 
are  as  follows: 

Name  Residence 

Darius  Miller,  Chicago,  Illinois. 

Albert  J.  Earling,  Chicago,  Illinois. 

Joseph  Wood,  Pittsburgh,  Pennsylvania. 

J.  J.  Turner,  Pittsburgh,  Pennsylvania. 

John  J.  Mitchell,  Chicago,  Illinois. 


CORPORATE    HISTORY  197 

Sixth.     The  amount  of  stock  taken  by  each  subscriber  is  as  follows: 
Chicago,    Burlington    &    Quincy    Railroad    Company,    125,000 

shares   $12,500,000.00 

Chicago,   Milwaukee   &   St.   Paul  Railway  Company,   125,000 

shares   12,500,000.00 

The  Pittsburgh,  Cincinnati,  Chicago  &  St.  Louis  Railway  Com- 
pany, 250,000  shares 25,000,000.00 

In  ir Uncus  whereof,  the  said  Incorporators  have  caused  their  names  to  be 
hereunto  signed  by  their  Presidents,  respectively,  and  have  caused  their  re- 
spective corporate  Seals  to  be  attached,  duly  attested  by  their  respective 
Secretaries,  this  First  day  of  July,  A.  D.  1913. 

Chicago,  Burlington  4"  Quincy  Railroad  Company, 
BY  DARIUS  MILLER, 
[Corporate  Seal  Chicago,  Burlington  &  Quincy  Railroad  Company.] 

Attest :  President. 

H.  E.  JARVIS, 

Asst.  Secretary. 

Chicago,  Milwaukee  $■  St.  Paul  Railway  Company, 
BY  A.  J.  EARLING, 
[Corporate  Seal  Chicago,  Milwaukee  &  St.  Paul  Railway  Company.] 

Attest:  President. 

A.  C.  HAGENSICK, 

Assistant  Secretary. 

The  Pittsburgh,  Cincinnati,  Chicago  <$•  St.  Louis  Railway  Company, 

BY  SAML.  REA, 
[Corporate  Seal  The  Pittsburgh,  Cincinnati,  Chicago  &  St.  Louis  Railway 
Company.] 

Attest :  President. 

J.  L.  MASON, 
Assistant  Secretary. 

State  of  Illinois,  ( 

j  ss 
County  of  Cook.     } 

I,  John  W.  Rainey,  Clerk  of  the  Circuit  Court  of  Cook  County,  and  the 
keeper  of  the  records  and  files  thereof,  in  the  State  aforesaid,  do  hereby 
certify  the  above  and  foregoing  to  be  a  true,  perfect  and  complete  copy  of 
a  certain  Petition  filed  in  this  Office  on  the  2nd  day  of  July,  A.  D.  1913,  in 
a  certain  cause  lately  pending  in  said  Court,  on  the  Chancery  side  thereof, 
in  re  Petition  of  Chicago,  Burlington  &  Quincy  Railroad  Company,  et  al.  to 
incorporate  ' '  The  Union  Station  Company. ' ' 

In  witness  whereof,  I  have  hereunto  set  my  hand  and  affixed  the  Seal  of 
said  Court,  at  Chicago,  in  said  County,  this  2nd  day  of  July,  1913. 

John  W.  Rainey, 
[Seal]  Clerk. 


198       CHICAGO,    BURLINGTON    &    QUINCI    RAILROAD   COMPANY 

UNITED  STATES  OF  AMERICA, 
State  of  Illinois, 
of  Cook. 


•  ss. 


-  before  the  Honorable  Jesse  A.   Baldwin,  one  of  the  Judges  of  the 

lit  Courl  County,  Illinois,  at  a  term  thereof  begun  and  noldeu 

:it   Chicago,   in   the  Courl    House   in   said   County  and   State,  on   the  third 

Monday     be  ag  the  16th  day  i  of  June  in  the  year  of  Our  Lord  one  thousand 

nine  hundred  and  thirteen  and  of  the  Independence  of  the  United  States, 

tin    one  hundred  and  Thirty  Seventh. 

Present,  Honorable  Jesse  A.  Baldwin,  one  of  the  Judges  of  the  Circuit 

<  k   County,  State  of   Illinois. 

Maclay  II".  ne.  State's  Attorney, 
ael  Zimmer,  Sheriff. 

At!' 

John  w.  Bainey,  t'lerk. 

l.  i>.  that  at  the  lerm  aforesaid,  to-wit:    on  the  2nd  day 

of  July,  A.  D.  1913,  the  following,  among  other  proceedings  were  had  and 

filtered  of  remrd   in   sai.l  Court,  to  wit: 

.  .  (jo        / 

) 

HEREOF, 

dune  Term,  A.  D.  191 
Whekeas,   the  Chicag  ngton   &    Quincj    Bailroad    Company,   the 

M  .Ih;.  i.i.i  .    v\.    St.    Paul    Bail  way   Company,   and   The    Pittsburgh, 
&   St.  Louis  Bailwaj   Company,  have  filed  in  the  office 
e  Clerk  of  the  Circuil  Court       I  County  their  Articles  of  Associa 

tion,  in  compliance  with  the  provisions  of  an  Act  entitled, 

"An   Acl   :■■!   the  formatloi  lorations  tor  tin-  purpose  of  eon 

bructing,  maintaining   and   operating   union   depots  and    to   repeal   'An 

At   authorizing  the  formation   of   union  depots  and   Btations   for   railroads 

in  this  state,  approved  April  7,  l>«7.".,  in  force  July  1,  1875,'  " 

approved  Maj  20,  1913,  in  t'<        ■'         L,  1913,  with  their  petition  of  incor 
poration,  under  the  name  an:  of  The  I'nion  Station  Company;  they 

are  there!  tared  a  body  politic  and  corporate,  bj   the  name 

and  Btyle  aforesaid,  with  all  the  powers,  privileges  and  immunities  granted 
in  the  Act  above  named. 

Bj  "pier  of  tin   '  I    iutI  of  <  look  '  lounty. 

JE8S1   A.  Baldwin, 
[Seal]  Judge. 

Att.  - 

John  W.  Rain; 

/•/.■  of  tht   Cirpuit  ('"ii rt 
of  Cook  County. 


CORPORATE    HISTORY  199 

State  op  Illinois, 

^  ss 
Cook  County.         ) 

I,  John  W.  Eainoy,  Clerk  of  the  Circuit  Court  of  Cook  County,  and  the 
keeper  of  the  records  and  files  thereof,  in  the  State  aforesaid,  do  hereby 
certify  the  above  and  foregoing  to  be  a  true,  perfect  and  complete  copy 
of  a  certain  Order  had  and  entered  of  record  on  the  2nd  day  of  July,  A.  D. 
1913  in  a  certain  cause  lately  pending  in  said  Court,  on  the  Chancery  side 
thereof,  in  re  Chicago,  Burlington  and  Quincy  Railroad  Company,  et  al. 
petition  to  incorporate  The  Union  Station  Company. 

In  witness  whereof,  I  have  hereunto  set  my  hand  and  affixed  the  Seal 
of  said  Court,  at  Chicago,  in  said  County,  this  2nd  day  of  July,  1913. 

John  W.  Rainey, 
[Seal]  Cleric. 

(Endorsed)  Box  438  Gen.  No.  322853  Circuit  Court  of  Cook  County.  In 
Re  Petition  of  C.  B,  &  Q.  vs.  to  incorporate  the  Union  Station  Company. 
5221010.  State  of  Illinois  Cook  County  ss  No.  Filed  for  Record  1913  Jul 
7  PM  3  59  and  recorded  in  Book  4  of  R.  R.  Corp  of  records,  page  35(3. 
Joseph  F.  Connery,  Recorder. 

ORDINANCE 

March  23,  19]  t 

Granting  to  Tho  Union  Station  Company,  a  corporation  its  successors 

and  assigns,  the  right  to  construct,  maintain  and  operate  a  railroad 
passenger  station  in  the  City  of  Chicago,  and  the  right  also  to  construct, 
maintain  and  operate  certain  railroad  tracks  and  facilities  in  connec- 
tion   therewith    in    this    ordinance    described. 

Be  it  ordained  by  the  City  Council  of  the  City  of  Chicago: 

Section  1.     That,  subject  to  the  provisions,  conditions  and   limitations 
hereof,  permission    and    authority   be,   and   the    same   are,   hereby   granted 
to  The  Union   Station   Company,  a  corporation  of  the  State  of  Illin 
to   construct,   maintain,   use    ami    operate   a    railroad    passenger   station 
and  facilities,  as  follows: 

(a)  A  station  building  and  appurtenances  located  within  the  pri 
east  curb  line  of  South  Clinton  street,  the  present  north  curb  line  of 
West  Jackson  boulevard,  the  present  south  curb  line  of  West  Adam- 
street,  and  the  east  curb  line  of  South  Canal  street,  as  located  in  Section 
two  hereof;  provided  that  no  space  within  the  streets  in  this  paragraph 
mentioned,  shall  be  occupied  above  the  roadways  and  sidewalks  thereof; 

(b)  A  concourse,  trainsheds  and  appurtenances  located  within  the 
east  curb  line  of  South  Canal  street,  as  located  in  Section  two  hereof, 
the  present  north  curb  line  of  West  Jackson  street,  the  present  south 
curb  line  of  West  Adams  street  and  the  present  South  Branch  of  the 
Chicago  River;  provided  that  no  space  within  the  streets  mentioned 
in  this  paragraph  shall  be  occupied  above  the  roadways  and  sidewalks 
thereof; 


200       CHICAGO,    BURLINGTON    A    QOINCY    RAILROAD   COMPANY 

Tracks,  buildings  and  facilities,  of  every  kind,  necessary  or  oon- 

.  nt    for   tin'   construction,   maintenance,   use   and    operation    of  Baid 

pass     g       station,  upon   private   premises,   the   Limits   of   which   an-   the 

sent  north  line  of  Carroll  avenue  on  the  north,  the  preBenl  south  line 

of  West  Twelfth  street  on  the  south,  the  North  and  South  Branches  of 

the    Chicago    River    on    the    east,    ami    the    east     line    of    North    and    South 

after  pi  on  the  west  ; 

Express   and   mail    buildings,   and   similar   buildings,   tracks   and 
and   incidental   to  and   appropriate   and   convenient 
Btruction,   maintenance,    use   ami    operation    of   said    station 

Upon    t1  I    alleys    within    the    limits    in    the    preceding    para 

graph   ■!■  and   also   four   main   traeks  and    a    siding   crossing    North 

d     street     ill     the     block     between     Fulton  nd     Carroll     avenue; 

i  that  nothing  in  this  ordinance  contained  shall  be  construed  to 

shall  authorise  any   us<    of  Weal    Water  Btreel    between   West    Lake 

nd    w  est    Was!  ingl  I ;  i     i  elocat  ton    of    the 

number  of   tracks   that    are   now  I    in    Baid   Btreet    between   said 

irdinam 
The  traeks,  buildings  and  facilities  in  ti  ibed  are  to  be 

maintained,  used  and  operated  in  accordance  with  the  re 

*  1 11  i  r  -  •  .rth  and  the  general  ordinances  of  the 

.  provided,  however,  that  the  permission  and  authority 
in  this  ordinance  conferred  shall  not  permit  The  Union  station  Com 
pan..  t,  main'  operate  anj   track  or  tracks  on  North 

block    between    Pulton   street    and 

Carroll  where    tl  all    be  .    four    main    tracks    ami 

Struct,    maintain,    use   and    operate    an.\    track    or    ti 

in  >>r  along  an]  -  i  (tending  in  an  easterly  and  westerly 

din  •  ■   for  the  pui :  '  treet  or  si  reets,  or  to 

Struct    any    buildings    On    or    over    North    Canal    -tr.it    or    Smith    Canal 

bo\  '■    the    le\  .1    of    t  he    roadw  a\  s 

and  Bidewal  between   Fulton  Btreel   and  Carroll 

I,  or  any  buildings  upon  any  other  street   or  alley 

height  of  more  thai  .latum  or  to  a 

tfa  of  more  than  tift.  |   below  Chicago  City  datum,  nor  iii  any 

at    shall   any    building,  traeks   or    facilities    be    constructed    on    any 

t  alley   within   the  limit-                      :n   the   foregoing   paragraph 

above    the    level    of    any    via. 111.  t  i    or    hereafter    to    be 

i  t  or  alley : 

The    Union   Station   Company   I  f   it-. -If  and    for   the    railroad 

•ion    and    facilities    that    at    Last    two    of   the 

tracks  of  the  said  railn  -    shall   be  constructed   as  through 

•  ..nil.  •  '  Lng   traeks. 

$  U.     From    the    Bouth    eurb    line   of    West    Lake   street    to    the    north 
curb   line  of   Wesl    Washington  the   curb   lines   of   North   Canal 

street    shall    remain    a-    at    pr<  - 

From    the    SOUth    eurb    line    of    West     Washington    street    to    the    north 
curb  line  of  W.st  Twelfth  street,  the  west   curb  line  ,,f   North  and  South 


CORPORATE    HISTORY  201 

Can;il   street   shall   be  parallel  with   the   present   west   line  of  North  and 
South  Canal  street  and  shall  lie  twenty   (20)   feet  east  thereof. 

From  the  south  curb  Hue  of  West  Washington  street  to  the  north 
curb  line  of  West  Twelfth  street,  the  east  curb  line  of  North  and  South 
Canal  street  shall  be  parallel  with  the  present  west  line  of  North  and 
South  Canal  street  and  shall  be  eighty  (80)  feet  east  thereof,  except 
between  West  Adams  street  and  West  Jackson  boulevard,  where  said 
east  curl)  line  shall  be  parallel  with  and  eighty-five  (85)  feet  east  of 
said  west  line  of  said  street  and  between  West  Harrison  street  and  West 
Twelfth  street,  where  said  east  curb  line  shall  be  parallel  with  and 
ninety  (90)  feet  east  of  said  west  line  of  said  street. 

The  present  grades  of  streets  hereinafter  mentioned  in  this  section 
are   changed  as   follows: 

Grades  on  South  Canal  street  from  West  Madison  street  to  West  Twelfth 
street. 

At  the  intersection   of  West   Madison   street   the  grades  of   the   north- 
west  and   southwest    curb   corners   shall   remain   unchanged.     The   grades 
of  the  northeast   and  southeast   curb   corners   shall    be   eighteen    (18)    I 
above  city  datum. 

At    the    intersection    of    West    Monroe    street    the    northwest    and    south- 
west curb  corners  shall  be  twenty-three  and  five-tenths  (23.5)  feel  above 
city  datum.     The  northeast  ami  southeast  curb  corners  shall  be  twenty 
four  (24)  feet  above  city  datum. 

At    the   intersection   of  West   Adams  street,  the   northwest  and   south 

west  curl)  corners  shall  be  twenty  the     and   five  tent!  -  feel    above 

city    datum,    and    the    northeast     and     southeast     curb    corners    shall     be 
twenty-six   (26)   feet  above  city  datum. 

At  the  intersection  of  West  Jackson  boulevard  the  northwest  and 
southwest  curb  corners  shall  be  twenty-five  and  five-tenths  (25.5)  feel 
above  city  datum,  and  the  northeast  and  southeast  curb  corners  shall  be 
twenty-six    (26)    feet   above   city   datum. 

At  the  intersection  of  West  Van  Huron  street  the  northwest  and 
southwest  curb  corners  shall  be  twenty  one  and  five  tenths  (2L5)  feet 
above  city  datum,  and  the  northeast  and  southeast  curb  corners  shall  be 
twenty  two    (22)    feet   above   city   datum. 

At  the   intersect  inn   of   West    Harrison  street,   the   northwest   and   south- 
west curh  corners  shall  be  twenty-three  and   five  tenths   (23.5)    feet   above 
city  datum,  and  the  northeast  and  southeast  curb  corners  shall  he  twenty 
four  (24)  feet  above  city  datum. 

At  the  intersection  of  Polk  street,  the  northwest  and  southwest  curb 
corners  shall  be  twenty-four  and  live  tenths  (24.5)  feet  above  city 
datum,  and  the  northeast  and  southeast  curb  corners  shall  l>e  twenty- 
five  (25)  feet  above  city  datum. 

At    the    intersection    of    Taylor    street,    the    northwest    and    southwest 
curh  comers  shall  be  twenty  four  and  five-tenths   (24.5)   feet  above  city 
datum,   and   the  northeast    and    southeast   curb   corners   shall   be   twenty 
five   (25)  feet  above  city  datum. 


202       CHII   LGO,    BURLINGTON    a    QULNC?    BAILBOAD   COMPANY 

From  the  Bouth  curb  line  of  Tayl  the  grade  shall  descend  al 

a  aniform  rate  of  two   (2)   feet  in  one  hundred   (\ feet,  to  a   poinl 

three   hundred    -  ith    <>t'    the    Bouth    curb    line    of 

Taj  >int  the  elevation  shall  be  seventeen  and  seven 

city  datum  at  the  east  curb  line  of  South  Canal 
•i   and   two-tenths   (17.2  city   datum   at 

the  weal  curb  lin<      I    S    ith  Cana 

\t   the-  intersection  ol    w  ■  ~-   Twelfth  street,  the  aorthweal   and  smith 
•   rurli  corners  shall  be  -  n  and  two-tenths   (17.2)   feel   above 

datum,  and  rtheast  and  -  I   curb  corners  shall  !><•  >e\ 

city  da1  urn. 
\  .  intermediate  grades     a  fi  (  streel   between  W.-t    Madison 

Twelftl  shall   vary   uniformly   between   the   points 

'.  ■  Twelfth 

■   the  viaducl  shall  extend  level  al  an 

city  'latum,   from   an    intei 

it    .i    poinl   one   hundred 

I  treet  to 

a   poii  t  two  hu  of  1  in-   east    line   of 

ad  "ii  a  aniform  grade  t"  intei 
t  he  l<-\  el  of  thi  The   floor  of   t  h<-   rivei 

bridge   shal  feel    above   •  •  i  t  \ 

datum. 

In  I  mdolpl  over  1  he  t  racks  of 

•i.i   t n enty  ii\ e  one 
bund  datum   and    shall   conned    with    the 

Ii!  ide  shall  remain  unchanged  until  a 

nil  Canal   street   and   the   ivesl 
go  B 
I  t   the  fli  r •  r » •  i i_c « -  shall   l>r  at   the 

city    dal am    at    t he 
ik  in   t  to  a  lev<  ■  enty  t hree 

datum  at  th<  k   in  the  fl<»»r.     Prom  tlnv  point 

the  floor  of  the  viad  tin-  tr.-.  Union  station  Company 

shall  extend  at  an  elevation  feel  above  city  datum 

t  one  hundi  I  easl  curb  line 

ad  at  a  uniform  rate  to  an  elevation 
_  bum  at  the  easl   curb  Line  of  Canal 

In    \v  •  arbs   shall    i  from    their 

I)  feel  city   datum   at    the  easl 

«ii rt.  in.*      •    8    ith  Clinton   sti     I    to  an  elevation  of  twenty-three  and 
five  tenths  ■    city  'latum  at  the  wesl  curb  line  of  South 

('anal  street.     The  I    the   viaduct   over  the   tracks  of  The    Union 


CORPORATE    HISTORY  203 

Station  Company  shall  be  twenty-four  (24)  feet  above  city  datum 
from  the  east  curb  line  of  South  Canal  street  to  the  west  break  in  the 
floor  of  the  river  bridge.  Thence  the  grade  shall  descend  to  an  eleva- 
tion of  twenty-three  (23)  feet  above  city  datum  at  the  east  break  in 
the  floor  of  the  river  bridge. 

In  West  Adams  street  the  curbs  shall  rise  to  the  east  from  their  pres- 
ent elevation  of  fourteen  (14)  feet  above  city  datum  at  the  east  curb 
line  of  South  Clinton  street  to  an  elevation  of  twenty  five  and  five- 
tenths  (25.5)  feet  above  city  datum  at  the  west  curb  line  of  South 
Canal  street.  The  floor  of  the  viaduct  from  the  east  curb  line  of  South 
Canal  street  to  the  west  break  in  the  floor  of  the  river  bridge  shall  be 
twenty-six  (26)  feet  above  city  datum.  The  easl  break  in  the  floor  of 
the  river  bridge  shall  be  at  an  elevation  of  twenty  three  and  seventy- 
five    one-hundredths    (23.75)    feet   above    city    datum. 

In  West  Jackson  boulevard  the  curbs  shall  rise  to  the  east  from  their 
present  elevation  of  sixteen  (16)  feel  above  city  datum  at  the  east  curb 
line  of  South  Clinton  street  to  an  elevation  of  twenty-five  and  live- 
tenths  (25.5)  feet  above  eity  (latum  at  the  west  curb  line  of  South 
('anal  street.  The  east  curb  line  of  South  Canal  street  shall  be  at  an 
elevation  of  twenty-six  (26)  feet  above  eity  datum;  thence  it  shall 
at  a  uniform  rate  to  an  elevation  of  twenty  eight  (28)  feel  above  city 
datum  at  a  point  thirty-one  and  seventy  five  one  hundred  t  lis  (31.75) 
feel  west  of  the  west  break  in  the  lloor  of  the  river  bridge,  thence  level 
to  the  west  break  in  the  floor  of  the  new  bridge.  The  east  break  in  the 
floor  of  the  river  bridge  shall  be  at  an  elevation  of  twenty-five  and 
four-tenths   (25.4)   feet   above  city  datum. 

In  West  Van  Buren  street  the  curbs  shall  rise  to  the  east  from  their 
present  elevation  of  fourteen  (14)  feet  above  eity  datum  at  the  i 
cUrb  line  of  South  Clinton  street  to  an  elevation  of  twenty  one  and  five- 
tenths  (21.5)  feet  above  eity  datum  at  the  west  curb  line  of  South 
Canal  street.  The  grade  shall  continue  level  at  an  elevation  of  twenty- 
two  (22)  feet  above  city  datum  from  the  east  curb  line  of  South  Canal 
street  to  a  point  at  the  present  elevation  of  the  present  viaduct  about 
two  hundred  (200)  feet  east  of  the  east  curb  line  of  South  Canal  street 
ami  thence  shall  descend  at  a  uniform  rate  of  one  (1)  foot  in  one  hun- 
dred   (100)   feet  to  the   west    break    in   the   floor  of  the   present    bridge. 

In  West  Harrison  street  the  curbs  shall  rise  to  the  east  from  their 
present  elevation  of  fourteen  (14)  feet  above  city  datum  at  the 
curb  line  of  Soutli  Clinton  street  to  an  elevation  of  twenty  three  and 
five-tenths  (23.5)  feet  above  city  datum  at  the  west  curb  line  of  South 
Canal  street.  The  grade  shall  rise  from  an  elevation  of  twenty-four 
(24)  feet  above  city  datum  at  the  east  curl)  line  of  South  Canal  s1 
to  an  elevation  of  twenty  five  (25)  feet  above  city  datum  at  a  point 
one  hundred  and  thirty  two  (132)  feet  east  of  the  east  curb  line  of 
South  Canal  street  produced  from  the  north.  The  elevation  of  the  floor 
of  the  river  bridge  shall  be  twenty-two  (22)  feet  above  city  datum  at  the 
east  break  in  the  floor  and  twenty  three  (23)  feet  above  city  datum  at  the 
west  break  in  the  floor.     The  floor  of  the  viaduct   shall  rise  on  a  uniform 


204       CHICAGO,    BURLINGTON    &    QUINCT    RAILROAD   COMPANY 

•i  one  hundred  i  el    from  an  ele- 

vation of  twenty-thn  above  city  .latum  at  the  west   break 

in  the  floor  of  the  river  bridge  to  an  elevation  of  twenty  five   (25)   feel 
al>".  latum.  il   -hall   run   level  to  said   point   one   hundred 

and   thirty-two  of   the   east    curb   line   of   South   Canal 

si   approach  to  the  river  bridge  shall  descend   m    a   uni 
form    rati'   of   three  feel    in   <me   hundred    i  100)    feel    from   the   east 

k  in  the  floor  of  the  river  bridge  to  meet  the  presenl  surface  of  the 
li  to  the  north   in   Franklin  ■  end   at 

a  uniform  rate  of  thi  feel   in  one  hundred     I  to  an   intei 

on   with   the 
In  Mnthei  •!  at  a  uniform  rate  from  their 

city   datum   .-it    the   easl 

■urli    lin.       •    -     ith    Clin-  I    to   an    elevation    of  feet    above 

•ity  datum  at  the  west  line  of  South  Canal  s' 

the   curtis   shall    rise    to    the   east    from    their    present    elo 
■  ity    (latum    at    t  ho    6081    .urli    lin 
a      ( 'lint  i     an     ell  ami      li\  e  tenths 

curb    lii f    South     Canal 

at     a    unit'. ii  in     rate    <.t'    li\<- 

tent  •     ■  mi  ii.,-  presenl   elevation 

tum   at    the   (reel    break    in    the 
feet   above 
•ity   .latum.     [<    shall   extend   level  ..t'   twenty-six 

latum  t..  a  point  thirty  threi  «.t'  the  i 

-hall    descend    at    a    unit'.. i  111 
bove    citj     .latum    at     the 
url>   lit  -  h   <  'anal   st 

I    at    a    uniform    rate    from    their 
citj     .latum     at     the     east 
it  h    Clin'  an    ele\  ati..n    of  f(  '  t    al...\  .■ 

citj    "latum  at    tie 

■i.|   at   a    unit'.. nn    rate    from   their 
Citj     .latum     at     t  Ii  <•     .asl 
Ith    Clin'  •    to    an    elevation    ..t'    lil     (6)    feel    above 

it    tin-    v.  --..lit  I.    1  ' 

Iii  Taylor  to  the  easl    from   their  presenl 

ity    .latum    at    the    .ast    .nil,    line 

•    South  C  '    twenty-four  an. I   five-tenths 

ity     .latum     at     the     West     'urli     line    of     South     Canal 

in  an  elevation  of  twenty-fl  ■  feel 

alio  •    CUrb    lino   of   South    Canal    sti.-.t    to    an    ele- 

vation of  twenl  bove   city   .latum   at    a    point    eighty 

•  urli    1  in .  it  Ii    Can:.  IV. .in    this 

point   the   floor  of   the   viaduct   shall   extend    level   al    an   elevation    of 
twenl  27      feel  ■     .ity    datum    to    a    point    three    hundred 

•irli   line  of  South   Canal   sti 
where  it  shall  meet  the  ]  evation  of  tin-  viaduct. 


CORrOKATE    HISTORY  20.") 

In  De  Koven  street  the  northwest  curb  corner  at  the  intersection  of 
South  Canal  street  shall  be  at  an  elevation  of  nineteen  and  six-tenths 
(19.6)  feet  above  city  datum.  The  southwest  curb  corner  at  the  inter- 
section of  South  Canal  street  shall  be  at  an  elevation  of  eighteen  and 
eight-tenths  (18.8)  feet  above  city  datum.  The  curbs  shall  rise  at  a 
uniform  rate  from  their  present  elevation  of  thirteen  (13)  feet  above 
city  datum  at  the  east  curb  line  of  South  Clinton  street  to  connect  with 
the  grades  at  the  west  curl)  line  of  South  Canal  street  as  herein  estab- 
lished. 

In  Bunker  street   the   curbs   shall    rise   .-it    a    uniform    rate    from 
present    elevation    of    thirteen    and    three  tenths    (13.3)    feet    above    city 
datum  at   the  east    curb   line   of  South   Clinton   street    to  connect   with   the 
grades  at  the  west  curb  line  of  South  Canal  street  ,-is  herein  established. 

In  West  Twelfth  street  the  floor  of  the  river  bridge  shall  be  at  an  eleva- 
tion of  thirty    (30)    feet  above  city  datum  at  the  west    break   in  the  floor. 
From  this  point  the  grade  shall  run  level  at  an  elevation  of  thirty  i 
above  city  datum  to  a   point  four  hundred  ten   (410)   feet  east  of  the 
curb   line   of   South    Canal    street.      Thence    the    grade    shall    descend    at    a 
uniform  rate  of  three   (3)   feet  in  one  hundred  (100)   feet  to  an   elevation 
of   seventeen   and   seven-tenths    (17.7)    feet    above   city    datum    at    the 
curb  line  of  South  Canal  street.     From  the  west  curb  line  of  South  Canal 
street,  where  the  grade  is  seventeen  and  two  tenths   i  L7.2)    feet   above  city 
datum,  as  hereinbefore  established,  the  grade  shall  descend  at  a  uniform 
rate   of   three    (3)    feet   in    one    hundred    (100)    feet,    to    connect    with    the 
present   surface  of  the  street. 

Grades  on  North  Canal  street  from  West  Lain  street  to  West  A' 
street  and  grades  in  l\''*t  Kinzie  street  from  North  Canal  street  to  Orl 
street. 

The  grade  of  North  Canal  street  shall  rise  at  a  uniform  rate  of  three  (3) 
feet  in  one  hundred  (100)  feet  from  it -.  presenl  elevation  of  fifteen  and 
five-tenths  (15.5)  feet  above  City  datum  at  a  point  twenty  (20)  feet  north 
of  the  north  line  of  West  Lake  street  to  an  elevation  of  twenty-nine  (29 
fe.t  above  city  datum;  theme  it  shall  rise  at  a  uniform  rate  to  an  elevation 
of  thirty-four  (34.0)  feet  above  city  datum  at  the  south  line  of  Wesl 
Kinzie  street. 

The  grade  of  West  Kinzie  street  shall  extend  level  at  an  elevation  of 
thirty-four  (34.0)  feet  above  city  datum  from  the  west  curb  line  of  North 
Canal  street  to  the  east  break  in  the  floor  of  the  river  bridge  across  the 
North  Branch  of  the  Chicago  River.  Thence  it  shall  descend  at  a  uniform 
rate  of  two  and  six-tenths  (2.6)  feet  in  one  hundred  (100)  feet  to  an 
elevation  of  twenty-five  and  six  tenths  (25.6)  feet  above  city  datum  at  the 
east  line  of  Kingsbury  street.  Thence  it  shall  descend  at  a  uniform  rate  of 
three  and  two-tenths  (3.2)  feet  in  one  hundred  (100)  feet  to  an  elevation 
of  seventeen  and  nine  tenths  (17.9)  feet  above  city  datum  at  the 
line  of  Orleans  street.  Thence  it  shall  descend  at  a  uniform  rate  of  two 
(2)  feet  in  one  hundred  (100)  feet  to  an  elevation  of  sixteen  and  three- 
tenths  (16.3)  feet  above  city  datum  at  the  east  line  of  Orleans  stri 
thence  it   shall   descend  at  a  uniform   rate  of  three   and   two  tenths    (3.2) 


206       CHICAGO,    BURLINGTON    &    QUINOS    RAILROAD    COMPANY 

feel  in  one  hundred  (100)  feel  to  an  intersection  with  the  present  surface 
of  West  Kinzie  The  grade  of  Orleans  Btreet  shall  descend  from 

the  elevations  herein  Btated  at  the  intersection  of  West  Kinzie  street  al 
;i  oniform  rate  of  three  and  two  tenths  t   in  one  hundred  (100) 

to  .-in  intersection  with  the  presenl   surface  of  Orleans  street. 

There  shall  be  B   lower  roadway  on   North  Canal  street    from   Fulton  street 

to  Wesl   Kinzie  Btreet.     The  grade  of  this  lower  roadway  on  North  Canal 

.11   be  Beven  and  five-tenths  feet   above  city  datum  at   the 

intersectii.ii   of   Fulti  From   this  elevation   the  grade   of    Fulton 

il  a  oniform  rate  of  three  (3     feel   in  one  hundred  (100) 

toward  the  west  to  an  intersection  with  the  present  surface  of  Pulton 

t.      The  grade  of  the  lower  roadway  on   North  Canal  street  shall  descend 
at    a    uniform    rate   of    tin  fi         in    One    hundred    I  LOO)    feet    from    an 

•  a  and  five-tenths     "        feet  above  city  'latum  at   Fulton 

'    t>>    an    elevation    of    n<'t    less    than    five    and    v\ni  tenths     (5.7)     feet 
aho.  Latum    at    a    point  I    north    Of    the    north    line    of 

Pulton  Btreet.  Theme  it  shall  extend  approximately  level  to  a  point  three 
hundred  aorth  of  the  north  Line  of  Fulton  street.     Thence  it 

shall   rise  at  a  uniform  rate  of  two  ami  on.-  tenth    (2.1  I    feet    in  one  hundred 

an  intersection  with  th<  North  Canal  street 

at  an  elevation  of  approximately  eleven  ill-  feet  above  citj  datum.   Thence 

it     shall    extend    at    the    present    grade    to    an    elevation    of    twelve    ami    eij,rht- 

tenths    (12.8  citj   'latum  at   tlie  intersection  <<f  West    Km/ie 

et.      The    .  ■    the   haver   ro.olw.iy    m    Wesl    Km/ie  street    shall   extend 

level     from    the    vv.st    curh    li'  ith    Canal     street     at     an    elevation    of 

twelve  aioi  3)  feet  abovi    city   datum   to  a   point   one 

humlre.l  ami  th.  I   of  the  line  of  Kingsbury  Btn 

t   shall  d  t   a  uniform   rate  of  two   (2)    feet    In  one  hundred 

to  an  elevation  of  ten  aioi  i  (10.1     feel   above  citj 

.in  at  t !  .  hi'  of  B  treet.    The  gi  ade  of  t  he  int<  i 

tiuii  .  •    K  '  .  •  and  the  lo  dway  on   West    Kinzie  b1 

shall  be  ten  and  one-tenth   (10.1     feet   above  city  'latum.     Thence  the 

to    the    north    at    a    uniform    rate    of 
to    an     intersect  ion     w  it  h     t  he 

presenl  et.     The    grade    of    the    new    lower 

on   of  West    K  of   Kingsbury   Btreet   and   adjoining 

Bouth   Line  of   West    Kinzie  hall    use   from   the  cast 

Line  of  King  itreet  at  a  uniform  rate  of  two  and  five  tenths  (2.5) 

feet   in   one  hundred      l  feel    to  an   elevation   of  teen   and  one- 

tenth     l"i     feet  above  city  datum  at  the  center  line  of  Orleans  street. 

Grades  in  Nori     I  n  street  intuitu   West   E  Ireet  and  Fulton 

The  grade  of  North  Clinton  Btreel   shall  extend  Level  at  an  elevation  of 
a  and  eight-tenths     7s     feet  above  city  datum  across,  the  tracks  of  the 

railroad  companies  usinj,'  the  Union  Station  from  a  point  fifteen  (15)  feet 
north  of  the  center  line  of  the  north  track  t«>  a  point  fifteen  (IT.)  feet 
south  of  the  center  line  of  the  south  track.     Thence  the  grade  shall   rise  to 


CORPORATE    HISTORY  207 

the  north  and  to  the  south  at  a  uniform  rate  of  three  (3)  feet  in  one  hundred 
(100)  feet  to  intersect  the  present  surface  of  North  Clinton  street. 

For  greater  certainty,  a  drawing  is  on  file  in  the  Department  of  Public 
Works,  in  the  City  of  Chicago,  entitled  "Profiles,  Lake  Street  to  12th 
Street,"  and  marked  "Department  of  Public  Works,  Drawing  No.  621." 
This  drawing  shows  present  grades  in  dotted  lines  and  proposed  grades  in 
full  lines. 

Nothing  in  this  section  contained  shall  bo  held  or  considered  in  any  way 
to  limit  the  right  of  the  city  hereafter  to  pass  an  ordinance  or  ordinances 
changing  the  grades  or  curb  lines  herein  established:  provided,  however, 
that  in  any  such  ordinance  or  ordinances,  provision  shall  be  made  for  ade- 
quate head-room  for  the  railroad  tracks  or  any  of  them  herein  authorized. 

§  3.  If  in  the  construction  of  said  station,  and  the  rearrangement 
of  tracks  and  the  changes  of  grades  of  said  streets,  or  any  of  them,  above- 
mentioned,  or  in  the  prosecution  of  any  of  the  work  by  this  ordinance 
authorized,  it  shall  become  necessary  to  change,  alter,  reconstruct,  remove 
or  destroy  any  pipes,  wires,  conduits,  street  railway  tracks  and  property, 
or  other  property,  belonging  to  the  City  of  Chicago,  or  to  any  public  utility 
corporation  or  to  any  individual,  such  work  shall  be  done  solely  at  the 
cost  and  expense  of  The  Union  Station  Company,  and  all  damage  to  or  cost 
of  alteration  of  such  property  shall  be  borne,  assumed,  and  paid  by  The 
Union  Station  Company,  provided  that  the  City  of  Chicago  or  any  public 
utility  corporation  acting  under  a  permit  or  ordinance  granl  from  the  City 
of  Chicago  whose  utilities  are  so  affected,  shall  have  the  permission,  right 
and  privilege  to  perform  any  work  necessitated  by  any  such  rearrangement 
or  reconstruction  of  tracks  or  changes  in  grades  as  hereinabove  provided 
for,  the  cost  of  the  same  to  be  borne  by  The  Union  Station  Company  in  con- 
formity with  the  provisions  of  this  section. 

$  -1.  Upon  the  changes  of  grade  in  the  portions  of  streets  men- 
tioned in  Section  2  being  made,  The  Union  Station  Company  shall  at  its 
!iwn  sole  cost  and  expense  repave  and  curb  with  such  material  and  upon 
such  specifications  as  may  be  directed  by  the  Commissioner  of  Public  Works, 
said  portions  of  said  streets,  and  shall  reconstruct  and  repair  as  may  be 
lirected  by  said  Commissioner  of  Public  Works  the  sidewalks  upon  both 
sides  of  the  portions  of  said  streets  named  in  Section  2,  and  shall  maintain 
said  repaving,  curbing  and  sidewalks  in  good  order  and  repair,  satisfactory 
to  the  Commissioner  of  Public  Works  of  the  City  of  Chicago,  ordinary  wear 
excepted  for  a  period  of  ten  years  from  the  completion  of  said  work.  An\ 
street  railway  company  occupying  any  of  the  said  streets  within  the  terri- 
tory designated  in  Sections  1  and  2  of  this  ordinance  shall,  when,  and  as  the 
grade  of  said  streets  shall  be  changed,  as  in  this  ordinance  provided,  con- 
form the  grade  of  its  track  or  tracks  to  the  change  of  grade  of  said  sti 
as  in  Section  2  required,  and  reconstruct  and  restore  its  tracks  and  property, 
but  at  the  sole  cost  and  expense  of  The  Union  Station  Company  as  in  s,  , 
tion  3  of  this  ordinance  provided,  but  nothing  in  this  ordinance  shall  operate 
or  be  held  to  relieve  said  street  railway  companies  of  or  from  any  liability 
now   existing,   however   created,   at   their   own   expense,  after  the   changes, 


208        CHICAGO,    BURLINGTON    &    QUINCY    RAILROAD    COMPANY 

restoration  and  reconstruction  of  street  railway  tracks  and  property,  pro- 
vided for  or  necessitated  by  this  ordinance  shall  have  been  completed,  to 
pave  and  maintain  such  streets  between  or  on  either  side  of  their  said 
tracks  in  the  manner  now  or  hereafter  required  by  ordinance. 

$  .".  All  of  the  main,  outlying  and  branch  sewers  which  may  be 
disturbed  by  carrying  out  the  provisions  of  this  ordinance  shall  be  rear- 
ranged or  reconstructed,  in  such  manner  as  shall  be  prescribed  by  the  Com- 
missioner of  Public  Works  and  DO  change  shall  be  made  which  shall  affect 
the  city  drainage  or  thai   of  the   property  of  any   person  or  corporation, 

unless  The  Union  Station  Company  shall  tirst  make  a  satisfactory  agreement 

for  such  rearrangement  or  reconstruction  with  the  City  of  Chicago  and  with 
such  individuals  and  corporations  as  may  be  injured  thereby,  or  shall  obtain 
such  rights  as  against  individuals  and  corporations  by  condemnation  accord- 
ing to  law.  All  cost,  charge  and  expense  of  any  rearrangement  or  recon- 
struct.on  occasioned  by  the  work  done  under  the  provisions  of  this  section 

shall   be   paid  by  The   Onion   Station   Company. 

The  changes  in  streets,  in  street  grades,  in  viaducts  and  in  sewers,  within 

the  territory   described   in   Section    1    hereof,  are   to  be  shown    in   detail   upon 

plane  gnated  "Union   Passenger  station  Grade  and  Sewer   Plans") 

filed  with  and  approved  by  the  Commissioner  of  Public  Works. 

$  c».     (1)    The    Union    station    Company    is    hereby    authorized    and 

permitted    to    use    the    entire    width    of    South    Canal    street    underneath    the 

Burface  of  the  street  and  Bidewalks  between  the  present  south  curb  line  of 

West  Adams  street  and  the  present  north  curb  line  of  West  Jackson  boule- 
vard, and   to  us,,  the  Bpace  underneath  the  sidewalk   on   the  east   side  of  South 

Clinton  street,  between  the  present  north  curb  line  of  West  Jackson  boule- 
vard ami   the  present   south  curb  line  of   West    Adams  street;   and   underneath 

the   Bidewalks   on    the   north   side   of   West    .lackson    boulevard   and   on  the 
th    Bide   Of   West    Adam-   street    from   the   present    east    curl)   line  of  South 

Clinton  the   new   west    curb    lit f   South    Canal    street,  and    tinder 

the  east    for  :    North  and  South  Canal  streets  as  widened  as  provide.) 

in  Section  8  of  this  ordinance  from  the  present   south  line  of  West   Washing- 
ton street   to  the  alley  now  connecting  South  Canal  street   with  West    Harrison 
deluding  the  space  under  a  strip  equal  to  said  forty  feet  extended 
IBS   all    in'  reets   from   West   Washington   street   to   the  alley 

north  of  West  Harrison  Street  so  as  to  permit  the  use  of  said  space  as  a 
continuous  strip  of  ground  and  as  a  part  of  said  Union  Station  from  West 
Washington  street  to  the  alley  north  of  West  Harrison  street,  provided  The 
Union  station  Company  shall  at  its  own  cost  rearrange  and  properly  relocate, 
as  may  be  directed  bj  the  Commissioner  of  Public  Works,  any  water  pipes 
or  other  public  property  the  alteration  and  relocation  of  which  may  be 
necessary  by  reason  of  the  rights  granted  to  and  exercised  by  The  Union 
Station  Company  under  this  ordinance. 

(2)  The  Union  Station  Company  further  agrees  that  the  City  of  Chicago 
may  construct,  or  authorize  to  be  constructed,  subways  in  West  Lake  street, 
West  Kandolph  street.  West  Madison  street,  West  Monroe  street,  West 
Adams    street,    West    Jackson    boulevard,    West    Van    Buren    street,    West 


CORPORATE    HISTORY  209 

Congress  street  if  extended,  West  Harrison  street,  Polk  street,  Taylor  street, 
West  Twelfth  street,  West  Fourteenth  street,  West  Sixteenth  street,  North 
and  South  Canal  streets  and  North  and  South  Clinton  streets,  the  roofs  of 
such  subways  to  be  at  such  levels  not  above  fifteen  feet  below  Chicago  City 
datum  as  may  hereafter  be  determined  by  those  in  charge  of  subway  con- 
struction, when  approved  by  the  Commissioner  of  Public  Works,  and  that 
The  Union  Station  Company  will  construct  the  foundations  of  such  struc- 
tures as  it  or  its  associated  companies  may  erect  upon  or  in  said  streets, 
between  Canal  street  and  the  Chicago  River,  in  such  a  manner  as  to  allow 
the  construction  of  said  subways,  and  The  Union  Station  Company  shall  in 
no  event  use  or  permit  to  be  used  any  of  the  space  in  the  above  streets, 
between  Canal  street  and  the  Chicago  River,  or  other  space  in  this  section 
referred  to,  for  a  depth  lower  than  fifteen  feet  below  Chicago  City  datum 
(except  for  foundations),  and  The  Union  Station  Company  expressly  agrees, 
by  the  acceptance  of  this  ordinance,  that  if  the  City  of  Chicago  shall  at 
any  future  time  desire  to  construct  subways,  in  any  of  the  streets  or  in  or 
under  streets  vacated  by  this  ordinance,  in  this  ordinance  referred  to,  such 
subways  may  be  constructed  at  the  levels  in  this  paragraph  provided  for, 
beneath  the  space  occupied  by  The  Union  Station  Company,  and  any  rail- 
road company  then  using  the  passenger  station  and  facilities  herein  author- 
ized, and  The  Union  Station  Company  further  expressly  agrees  to  discharge 
and  release  the  said  City  of  Chicago  from  any  claim,  of  any  kind,  nature  or 
description,  on  the  part  of  The  Union  Station  Company  or  any  railroad 
company  using  the  passenger  station  and  facilities  herein  authorized,  for 
compensation  for  the  land  taken  for  such  subways,  or  damages  to  the  re- 
mainder of  the  land  of  The  Union  Station  Company  or  any  railroad  com- 
pany using  the  passenger  station  and  facilities  herein  authorized,  resulting 
from  the  taking  of  such  portion  for  the  construction  of  such  subways.  The 
Union  Station  Company  shall  remove  or  adjust  at  its  own  expense,  under 
the  supervision  and  direction  of  the  Commissioner  of  Public  Works,  any 
foundations  of  buildings  or  structures  interfering  with  the  construction  of 
such  subways. 

The  Union  Station  Company  agrees  that  in  case  subways  are  located  in 
any  of  the  streets  mentioned  in  this  paragraph,  or  in  other  streets  which, 
under  the  terms  of  this  ordinance,  The  Union  Station  Company  acquires 
the  right  to  use,  either  by  vacation  or  otherwise,  as  well  as  under  any 
property,  which  it  or  any  railrOad  company  now  or  hereafter  using  the 
passenger  station  and  facilities  herein  authorized  now  owns  or  hereafter 
acquires,  and  under  which  streets  or  alleys  or  property  the  City  of  Chicago 
shall  construct  or  authorize  to  be  constructed  subways,  The  Union  Station 
Company  or  such  other  railroad  company  shall  co-operate  with  the  City  of 
Chicago,  or  with  such  parties  as  may  be  authorized  to  construct  said  sub- 
ways, to  the  end  that  such  sections  of  such  subways  as  are  constructed  at 
the  time  that  the  buildings  or  structures  of  The  Union  Station  Company  are 
constructed,  may  be  jointly  designed  and  jointly  constructed,  so  as  to  most 
economically  construct  such  subways  and  buildings  and  structures,  and  to 
least  interfere  with  the  rights  of  both  parties. 


210        CHICAGO,    BURLINGTON    &   QUINCY   RAILROAD    COMPANY 

Tt  is  hereby  made  a  condition  of  this  ordinance  that  The  Union  Station 
Company  agrees  that  there  shall  be  reserved  to  the  City  of  Chicago  at  all 
times  the  necessary,  appropriate  and  convenient  rights  and  easements  (in 
addition  to  the  easements  and  rights  with  respect  to  viaducts  and  subways 
otherwise  in  this  ordinance  granted  to  the  city)  for  the  installation,  con- 
struction and  maintenance  of  all  sewer  pipes  and  water  mains  and  other 
like  utilities  in  all  streets  in  this  ordinance  mentioned  whether  vacated  or 
not  or  which  are  affected  in  any  way  by  the  railroad  improvements  herein 
provided  for  under  the  tracks  or  property  of  The  Union  Station  Company ; 
such  installation,  construction  and  maintenance  to  be  conducted,  however, 
in  such  a  manner  as  not  to  interfere  with  the  operation  of  said  railroad 
properties  and  facilities  herein  described,  except  for  such  temporary  inter- 
ference as  may  from  time  to  time  be  occasioned  by  the  installation,  con- 
struction, reconstruction,  re-location  and  repair  of  such  pipes,  mains  and 
utilities. 

(3)  The  Union  Station  Company  shall  at  all  times  support  and  maintain 
the  roadway  and  sidewalk  over  any  and  all  space  occupied  by  it  or  any 
railroad  company  now  or  hereafter  using  the  passenger  station  and  facil- 
ities herein  authorized  pursuanl  to  the  provisions  of  this  ordinance,  in  good 
condition  ami  repair,  all  t<>  the  satisfaction  of  the  Commissioner  of  Public 
Works  of  the  City  of  Chicago,  ami  in  accordance  with  plans  ami  specifica- 
tions whi.h  shall  be  submitted  to  ami  approved  by  him. 

(4)  The  Union  station  Company  is  hereby  permitted  ami  authorized,  as 

a  necessary  part  ami  for  the  use  of  its  said  passenger  station,  facilities  and 
appurtenances,  to  construct,  lay,  maintain  ami  operate  plants  for  the  genera 

tion  of  electricity,  heat,  light  ami  power,  ami  the  distribution  of  the  same, 
by  means  of  wires,  pipes,  conduits  ami  cables,  over,  along,  upon  or  under 
the    Btreets,    sidewalks    ami    viaducts,    within    the   limits   of   said   station    and 

facilities  .-is  hereinbefore  described,  subject,  however,  to  the  general  ordi- 
nances of  the  city  of  Chicago,  and  the  limitations  as  to  buildings  prescribed 
in  Sect  ion  l  of  this  ordinance. 

7.  (1)  Inasmuch  as  the  Chicago  &  Alton  Railroad  Company, 
the  Pittsburgh,  Fori  Wayne  &  Chicago  Railway  Company,  the  Chicago, 
I:-  riiington  &  Qi-ixcy  Railroad  Company,  tie'  Chicago.  Milwaukee  &  St. 

Paul  Railway  Company  and  the  Pittsburgh,  Cincinnati,  Chicago  &  St.  Louis 
Railway  Company  are  the  owners  of  or  interested  in  lands,  easements,  rail- 
way tracks  and  facilities  used  by  them  for  passenger  or  freight  purposes 
or  for  both  passenger  and  freight  purposes  between  West  Twelfth  street  and 
Carroll  avenue,  and  North  and  South  Canal  street  and  the  North  and  South 
Branches  of  the  Chicago  River,  which  will  in  whole  or  in  part  be  needed  and 
acquired  by  The  Union  Station  Company,  and  a  re-arrangement  of  said 
railway  tracks  and  facilities  is  necessary  in  order  to  construct,  maintain 
and  operate  said  Union  Passenger  Station,  facilities  and  appurtenances  and 
to  permit  any  of  said  railroad  companfes  to  retain  a  part  of  or  their  entire 
freight  tracks,  buildings  and  facilities,  therefore  permission  and  author- 
ity are  hereby  granted  to  The  Union  Station  Company  to  acquire,  and  to 
any  of  said  named  or  other  railroad  companies  to  lease  or  convey  to  The 


CORPORATE    HISTORY  211 

Union  Station  Company  and  to  interchange  with  each  other  on  terms  as 
they  may  mutually  agree  upon,  any  of  their  lands,  tracks  and  facilities 
and  easements,  rights,  estates  and  franchises,  which  any  railroad  company 
may  own  or  may  have  acquired  on,  under,  over  or  across  any  street  or  streets 
in  the  City  of  Chicago,  between  West  Twelfth  street  on  the  south  and 
Carroll  avenue  on  the  north,  South  Canal  street  and  North  Canal  street 
on  the  west  and  the  North  and  South  Branches  of  the  Chicago  River  on 
the  east,  and  after  such  acquisition,  interchange  and  conveyance  of  any  of 
such  lands,  tracks  or  facilities  or  any  of  such  easements,  rights,  estates 
and  franchises,  said  railroad  companies  and  The  Union  Station  Company 
respectively  shall  own,  hold  and  enjoy  the  same  as  fully  and  completely 
and  in  the  same  manner  as  they  were  formerly  owned  and  enjoyed  by  the 
company  owning  the  same  prior  to  such  acquirement,  interchange  or  con- 
veyance. 

(2)  The  Union  Station  Company  and  said  railroad  companies  or  any  of 
them  are  hereby  permitted  and  authorized,  subject  to  the  provisions  of  this 
ordinance,  to  relocate  and  change  the  grades  of  the  existing  railroad  tracks 
in  such  a  manner  as  not  to  interfere  with  the  grades  of  streets  or  viaducts 
as  in  this  ordinance  established  and  subject  to  the  approval  of  the  Com- 
missioner of  Public  "Works,  and  to  construct,  maintain  and  operate  such 
additional  passenger  and  freight  tracks  as  it  or  they  may  find  necessary 
or  convenient  in  any  street  or  alley  between  the  north  line  of  Carroll  avenue 
and  the  south  line  of  West  Twelfth  street,  the  west  line  of  North  Canal 
street  between  the  north  line  of  Carroll  avenue  and  the  north  line  of  West 
Lake  street,  the  north  line  of  West  Lake  street  between  the  west  line  and 
the  east  line  of  North  Canal  street,  the  east  line  of  North  Canal  street  south 
of  the  north  line  of  West  Lake  street  and  the  east  line  of  South  Canal  street, 
and  the  North  and  South  Branches  of  the  Chicago  River,  except  in  West 
Water  street  between  West  Lake  street  and  West  Washington  street,  the 
use  of  which  shall  be  limited  to  the  relocation  of  the  same  number  of  tracks 
that  are  now  located  in  said  street  between  said  points,  subject  to  existing 
ordinances;  and  to  construct,  maintain  and  operate  such  structures  and 
such  tracks  at  such  grades  not  interfering  with  the  grades  of  streets  or 
viaducts  as  in  this  ordinance  established  and  subject  to  the  approval  of 
the  Commissioner  of  Public  Works,  and  use  such  space  as  may  be  found 
necessary  or  convenient  by  it,  or  them  or  any  of  them,  under  the  viaducts 
now  existing  or  hereafter  to  be  constructed  under  this  ordinance  east  of 
the  east  line  of  North  and  South  Canal  street,  on  West  Lake  street,  West 
Randolph  street,  West  Washington  street,  West  Madison  street,  West  Monroe 
street,  West  Adams  street,  West  Jackson  boulevard,  West  Van  Buren  street, 
West  Congress  street,  if  extended,  West  Harrison  street,  Polk  street,  Taylor 
street,  and  West  Twelfth  street. 

§  8.  (1)  The  Union  Station  Company  is  hereby  permitted  and 
authorized  to  extend  the  viaducts  on  West  Madison  street,  West  Van  Buren 
street,  West  Harrison  street,  Polk  street,  Taylor  street  and  West  Twelfth 
street,  respectively,  to  the  east  line  of  South  Canal  street  as  widened,  as 
hereinafter  provided  in  this  section,  and  to  connect  the  same  with  the  bridges 


212       CHICAGO,    BURLINGTON    &    QUINCE    RAILROAD    COMPANY 

upon  Baid  streets,  respectively,  over  the  South  Branch  of  the  Chicago  River; 
and  The  Union  station  Company  and  said  railroad  companies,  or  any  of 
them,  arc  hereby  permitted  and  authorized  to  construct  Buch  structures  and 
to  maintain  and  operate  such  additional  passenger  and  freight  tracks  at 
such  changes  of  grade  aol  interfering  with  the  grades  of  streets  or  viaducts 
ordinance  established  and  subject  to  the  approval  of  the  Com- 
missioner of  Pul'l  «•  Works,  and  use  such  space  as  it  »r  thev  or  any  of 
them  may   find   i  ox  convenient   under  said   viaducts,  so  extended 

on  West  Madisoi  West  Van  Buren  street,  Wesl  Harrison  street,  Polls 

street.  Taylor  street,  and  West  Twelfth  street. 

Th«    Union  Station  Company  shall,  at   its  own  cost,  extend,  rebuild 
or  reconstruct,  to  the  full  width   of  the  streets,  at   the  time  of  such  exten- 
.  rebuilding  or   r<  iction  whenever  and  al   such  time  or  times  as 

required  by  the  Commissioner  of   Public  Works,  upon   plans  and  Bpeciftca 
tions  to  be  approved  by  him,  th<  ts  of  the  streets  and  viaducts,  in- 

cluding roadway  surfaces  and  sidewalks,  and  restore  street  railway  tracks 
and  property  therein,  if  any,  upon  West  Lake  street,  West  Randolph  street, 
Wesl    Madison   street,   West   Adams  Btreet,  West   Jackson   boulevard,  West 

Van    III.'  t,  and    West    Mar-  tiding   from   the   west    bank 

South   Branch  of  the  i  River  to  the  east   line  of  North  and 

■  h  Canal  Deluding  the  approaches  thereto,  on  the  west  sole  of 

the  South  Bi  •  the  Chicago  Biver.   The  Union  Station  Company  shall 

build    and    reconstruct    to    a    width    of    eighty     (80) 

those  portions  of  th<  and  viaducts,  including  roadway  surfaces 

and    sidewalks,    and    •  Street    railway    tracks    and    property    therein,    if 

any,   upon    Polk  od   Taylor  street   extending   from   the   "est    hank 

of  the  Smith  Branch  of  the  Chici  g     B  ver  to  the  east  line  of  South  ('anal 

t,    and    shall    construct    the    approaches    thereto    on    the    west    side    of    the 
River.      The    increase    in    the   width   of   said    Polk    and    Taylor   streets 

and  of  the  viaducts  thereon  shall  he  made  on  the  south  Bide  thereof,  between 

the  east    line  of  South  Canal  street   and   the  west    hank   of  the  South  Branch 

r.     Whenever,   in  the  opinion   of  the  Commissioner  of 

Public   Works  of  the  <'t\    of  Chicago,   the  condition   of   the    present    viaduct 
upon    West    W    shington    street    has    Income    such    as    to    make    it    necessary    to 
replace    or    reconstruct    the    same.    The    I'iiohi    Station    Company    shall    icon 
Struct    SUCh   viaduct,  to  the  full   width  of  s.aid    Wesl    Washington   street,   upon 

plans  and   sj ificationa  to   l,e  approved   by   said  Commissioner  of   Public 

Works.      If  and   whenever  an  upon   which   viaducts  are  con- 

structed    (except     I'"1!.     Btreet     and    Taylor    Street)     shall     he    widened    from 

Norl  S   at!     La  Sail*    street   to   the  east   line   of  the 

South  Branch  of  the  Chicago  River,  then  and  in  that  event  The  Union 
Station  Company  will,  at  its  own  cost,  widen  so  much  of  such  viaducts, 
or  any  of  them,  as  may  extend  over  any  property  which  may  he  owned, 
1.  controlled  or  used  by  The  Union  Station  Company,  or  any  rail- 
road company  then  using  tie  ger  station  and  facilities  (including 
freight  or  passenger  tracks)  herein  authorized,  and  the  approaches  there- 
to between  North  and  South  Canal  street  and  the  South  Branch  of  the 


CORPORATE    HISTORY  213 

Chicago  River,  to  conform  with  the  changed  conditions  of  such  streets 
or  any  of  them. 

(3)  The  Union  Station  Company  shall,  when  and  as  ordered  so  to  do 
by  the  City  Council  of  the  City  of  Chicago,  pay  such  proportion  of  the 
entire  cost  of  construction  of  a  new  viaduct  (together  with  its  approaches) 
not  exceeding  one  hundred  eighteen  (118)  feet  in  width,  extending  from 
South  Canal  street  to  the  west  Hire  of  the  South  Branch  of  the  Chicago 
River  upon  West  Twelfth  street,  as  is  represented  by  the  ratio  that  all  the 
railroad  tracks  (both  main  and  switch)  maintained  by  said  company  or  any 
railroad  company  or  companies  then  using  the  passenger  station  and  facil- 
ities herein  authorized,  bear  to  the  entire  number  of  tracks  of  all  kinds 
maintained  beneath  said  viaduct  so  to  be  constructed ;  provided  that  there 
shall  first  be  deducted  from  the  cost  of  the  construction  of  said  viaduct 
such  sum  of  money,  if  any,  as  any  street  railway  company  or  companies 
shall  be  required  to  pay  toward  the  cost  of  the  construction  of  said  viaduct, 
but  this  proviso  shall  not  be  deemed  or  taken  to  impose  any  obligation  on 
any  street  railway  company  to  contribute  to  the  cost  of  construction  of 
said  viaduct;  provided  further,  however,  that  should  all  parties  concerned 
in  the  construction  of  said  viaduct  agree  on  a  different  basis  of  prorating 
the  cost  of  the  construction  thereof,  then  The  Union  Station  Company 
shall  pay  its  pro  rata  share  of  the  cost  of  the  construction  of  said  viaduct 
in  accordance  with  such  agreement. 

(4)  The  Union  Station  Company,  by  the  acceptance  of  this  ordinance, 
agrees  that  whenever  the  City  of  Chicago  shall  extend  West  Congress  street 
from  Franklin  street  to  the  west  line  of  the  South  Branch  of  the  Chicago 
River,  said  company  shall  procure  a  grant  to  the  City  of  the  right  to  ex- 
tend said  street  upon  a  viaduct  across  the  property  then  owned,  leased, 
controlled  or  used  by  said  Company,  or  any  railroad  company  then  using 
the  passenger  station  and  facilities  herein  authorized  without  the  payment 
of  any  compensation  or  damages  on  account  of  such  extension  to  said  com- 
panies or  any  of  them,  and  The  Union  Station  Company  shall,  at  its  own 
cost,  construct,  upon  plans  and  specifications  to  be  approved  by  the  Com- 
missioner of  Public  Works,  a  viaduct  over  such  property  owned,  leased, 
controlled  or  used  by  The  Union  Station  Company,  or  any  railroad  com- 
pany then  using  the  passenger  station  and  facilities  (including  freight  or 
passenger  tracks)  herein  authorized,  including  the  approaches  thereto  on 
the  west  side  of  the  South  Branch  of  the  Chicago  River,  of  the  full  width 
of  such  street,  as  it  may  be  laid  out  east  of  the  east  approach  to  the  bridge 
upon  said  street  over  the  South  Branch  of  the  Chicago  River. 

(5)  The  Union  Station  Company,  by  the  acceptance  of  this  ordinance, 
agrees  that  it  will  procure  a  grant  to  the  city  of  the  right  to  extend  West 
Monroe  street  upon  a  viaduct  at  the  grade  hereinbefore  established  over 
and  across  the  property  then  owned,  leased,  controlled  or  used  by  said 
company  or  any  railroad  company  then  using  the  passenger  station  and 
facilities  (including  freight  or  passenger  tracks)  herein  authorized, 
without  the  payment  of  any  compensation  or  damages  on  account  of 
such  extension  to  said   companies,  or  any  of  them.     The   Union   Station 


LM4       CHICAGO,   BURLINGTON    &    QUINCY   RAILROAD   COMPANY 

Company  shall  construct  upon  plans  and  specifications  to  be  approved 
by  the  Commissioner  tit'  Public  Works,  a  bridge  with  the  abutments 
therefor  across  said  South  Branch  of  the  Chicago  River  from  the  west 
end  of  the  vast  approach  to  said  bridge  on  the  east  line  of  said  South 
Branch  of  the  Chicago  River  to  the  west  line  of  said  South  Branch  of 
said  river,  and  shall  receive  credit  for  the  cost  of  such  construction 
as  provided  in  Section  16  hereof  and  shall  at  its  own  expense  construct 
a  viaduct  connecting  with  said  bridge  and  extending  from  the  west  line 
thereof  to  the  east   line  of  South   Canal   Btreet. 

(6)  The  Onion  station  Company  by  the  acceptance  of  this  ordinance 
agrees  that  it  will  procure  within  adequate  time  to  secure  the  comple- 
tion of  the  work  in  this  paragraph  provided  for,  a  grant  to  the  City  of 
the    right    to    Construct    and    continue    the    improvement    hereafter    in    this 

paragraph  described  over  and  across  any  property  owned,  leased,  con- 
trolled  or  used   by   said   company   or  any    railroad   company   or   companies, 

without    the    payment    of   any    compensation    or    damages    by    the    City    on 

unl  of  such  construction  or  continuance,  to  said  companies,  or  any 

•hem.      The    nature,    character,    locality    and    description    of    said    im- 
..■m, ■nt    shall    be    as    follows:      Said    improvement    shall    be    located    in 

North  Canal  between   the  north   line  of  West    Lake  street   and  the 

north  line  of  West   Kinzie  Btreet,  and  in  West   Kin/ie  Btreel  between  the 

-   •  rt  h    Canal    street     and    a     point     approximately    sixty  six 
-t    line   of   Orleans    street;    an    approach    and    via- 
duct shall  be  constructed  in  North  Canal  street  commencing  at  approxi- 
mately the  north  line  of  West    Lake  Btreet  and  thence  extending  north 

ill    North    Canal    street    to    the    north    line    of    West     Kin/ir    street;    West 

Kinzie  Btreel  between  *  line  of  North  Canal  Btreet  and  the  east 

line  of  Orleans   street    shall   consist    of  a    two  level   street;    said    street    shall 

b.-  eighl        -  in  width  except  between  the  east  line  of  Kingsbury 

t    and    the    west    I  i  n  •       |    0     eana    street,    where    a    strip    of    land    fifty 

t     ill     width     adjoining    the     present     south     line     of     West     Kinzie 

shall  be  acquired  by  The   Union  station  Company  and  dedicated 

■t  purposes  and  added  to  said  street  between  s.-r,d  points;  the 
lower  level  of  said  West  Kinzie  street  between  said  west  line  of  North 
Canal    street    and    said    east     line    of    Orleans    street     shall     be    the    surface 

•    between    said   points  and  of  said   strip  fifty    (50)    feet  in 
width   between   said   east    line   of    Kingsbury   street    and    said    wist    line   of 

Orb  upper   level   of  said   portion   of   West    Kinzie   street 

shall   coi  a   continuation   of  said   viaduct    in    North   Canal    Btreet, 

tward    in    West    Kinzie   street,   of   tin-   width   of   eight]       30      feet,    de- 
ling  to  the  present   -  of  said  street  at  a  point  approximately 

sixty  six    (61  of    the    east    line    of   Orleans    street;    a    two-level 

bridge  shall  be  constructed  across  the  North  Branch  of  the  Chicago 
River  in  said  West  Kinzie  street,  the  upper  and  lower  levels  of  which 
shall  connect  -with  and  form  part  of  the  upper  and  lower  Levels  of  said 
stre.  lively. 

The  grades,  materials  and  mode  of  construction  of  said  entire  im- 
provement   shall    be    prescribed    by    the    Commissioner    of   Public    Works 


CORPORATE    HISTORY  215 

and  The  Union  Station  Company  shall  construct  the  same  in  its  entirety 
upon  such  plans  and  specifications  as  may  be  approved  by  said  Commis- 
sioner of  Public  Works  and  subject  to  his  supervision  and  approval; 
the  cost  thereof  shall  be  borne  as  provided  in  Section  16  hereof.  The 
Union  Station  Company  shall  also  indemnify  and  save  harmless  said 
City  of  Chicago  from  any  damages  to  property  abutting  upon  said  im- 
provement on  account  of  the  construction  and  maintenance   thereof. 

(7)  The  Union  Station  Company  shall  maintain  in  good  order  and 
condition  so  much  of  each  of  the  viaducts  and  approaches  in  this  section 
described,  including  roadway  surfaces  and  sidewalks  as  shall  be  over 
the  property  owned,  leased,  controlled  or  used  by  said  company,  or  any 
railroad  company  then  using  the  passenger  station  and  facilities  (includ- 
ing freight  or  passenger  facilities)  herein  authorized;  and  in  the  event 
that  it  shall  fail  so  to  do,  after  thirty  days'  written  notice  from  the 
Commissioner  of  Public  Works,  then  the  City  of  Chicago  may  do  or 
cause  to  be  done  the  work  necessary  to  maintain  said  viaduct  and 
approaches,  or  any  of  them,  and  on  demand  collect  from  The  Union 
Station  Company  the  cost  of  doing  said  work,  together  with  an  addi- 
tional ten  per  cent,  upon  the  total  of  such  cost,  for  superintendence  by 
the  City. 

(8)  It  is  hereby  provided  as  one  of  the  conditions  and  limita- 
tions of  this  ordinance  and  of  the  rights  granted  to  The  Union 
Station  Company  hereunder,  that  The  Union  Station  Company  shall  pro- 
cure a  grant  to  said  City  of  Chicago  of  a  perpetual  easement  for  street 
purposes  in  and  to  a  strip  of  land  east  of  and  adjacent  to  the  present 
east  line  of  North  and  South  Canal  street,  twenty  (20)  feet  in  width, 
extending  f-rom  the  north  line  of  West  Twelfth  street  to  the  south  line 
of  West  Washington  street,  except  across  street  intersections  between 
said  points,  and  shall  pay  all  cost  and  expense  of  widening  said  North 
and  South  Canal  street  as  hereinabove  provided,  including  the  cost  of 
changing,  restoring  and  reconstructing  any  street  railway  tracks  and 
property  in  said  part  of  said  street;  provided,  however,  that  The  Union 
Station  Company  or  any  railroad  company  or  companies  using  said  sta- 
tion, shall  be  entitled  to  use  the  space  underneath  said  twenty  (20) 
foot  strip  between  the  present  south  line  of  West  Washington  street 
and  the  alley  now  connecting  South  Canal  street  with  West  Harrison 
street,  including  the  space  under  a  strip  equal  to  said  twenty  (20)  feet 
extended  across  all  intersections  of  streets  from  West  Washington  street 
to  said  alley  (being  part  of  the  east  forty  (40)  feet  of  said  street,  re- 
ferred to  in  paragraph  1  of  Section  6  hereof)  and  all  the  space  under 
neath  South  Canal  street  between  the  south  line  of  West  Harrison 
street  and  the  north  line  of  Taylor  street,  including  the  space  under  all 
street  intersections  of  South  Canal  street  with  east  and  west  streets 
between  said  points  so  as  to  permit  the  use  of  said  space  as  a  continu- 
ous strip  of  ground,  upon  condition  that  The  Union  Station  Company 
shall  support  and  maintain  the  roadway  and  sidewalks  over  any  and 
all  such  space  so  used  and  occupied  by  it  or  any  railroad  company  or 
companies  using  said  station,  in  good  condition  and  repair,  to  the  satis- 


216       CHICAGO,    BURLINGTON    &    QOTNCY    RAILROAD   COMPANY 

faction   of  the   i  rioner  of  Public   Works  of  the  City   of  Chicago 

and  in  accordance  with  plans  and  specifications  which  shall  be  sub- 
mittal to  ancl  approved  by  him;  and  prior  to  the  acceptance  of  this 
ordinance  by  The  Union  station  Company,  it  shall  procure  and  file  with 
the  City  Clerk  of  said  city,  good  and  sufficient  conveyances  approved  by 
the  Corporation  of  said   city,  conveying  said   easement    in   and 

said  twenty  I  strip  to  the  said  City  of  Chicag 

The  Union  Station  Company  shall  also  Construct  and  maintain 
on    the   cast    line  South    Canal   street    as    herein    widened,    be- 

~>>ut h  line  of   West    Washing!        streel   and  the  north   line  of 
Wesl    i-,;>   -  ccept   a<  eel    intersections,  a  suitable  wall  or 

■  n   at    such    points   and   of   BUCh   height    and    material   and   in  accordance 
with  such  plans  and  specifications  as  may  be  approved  by  the  Commie 
-inner  ..r'  Public  Works.     Aj  utilized  by  The  Union  station  Com 

pany    or    BUCh    railroad    company,    or    companies    underneath    South    Canal 
nth   line  of   West    [larrison  street   and   the  north   line  of 

Taylor   -  acluding   thi  underneath   Btreet    intersections    be- 

-id  points,  shall  be  utilized  in  BUCh  a  manner  as  to  afford  con- 
venient 98  1  '  tiea  located  within  said  Bpace  for  the  receipt 
and  delivei  m  Mather  and  Porquer  Btreets  and  Gilpin 
place    [f  any  railroad  trad-  tended  to  lands  west   of  South  Canal 

me   shall    be  -        -tantial    buildings   adapted    to    the 

pur]  which    the    same    may    be    built    upon    any    lands    west    of    the 

The    Union   station   Company    herebj    agrees 

to   light    properly    to   the   satisfaction   of   the   Commissioner  of  Gas   and 

tricity  of  the  City   of  Chicago,  all  the  Bpace   underneath  South   Canal 

West    Ham-  t    and   Taylor   street,    including   the 

•  ■   under   all   street    i'  I     South    Canal    stieet    with    east    and 

d  points,      l  walks  in   Mathei  Gil- 

pin   place    and    Porqu  Ben    South    Clinton    and    South    Canal 

-    shall    1"'    connected    with    the    sidewalk    oh  si    Bide    of    South 

Canal   Btreet    maintained    by    The    Union    Station    Company    as    herein    pro 
and    hand    railin_  ich    dimensions    and    charade! 

shall  bi  lory   to  and  approved   by   the   Commissioner  of   Public 

Woi  ks. 

i  1'  Union   Station    Company   shall    pay   all    damages   if   any   shall 

•o   real   estate,   by   reason   of  the   change   of 

Bt,    and    the  -     of    the    east     and     west 

_  •herewith  lying  west  of  the  South  Branch  of  the 
Chicago  River,  in  accordance  with  the  provisions  of  this  ordinance,  and 
the  question  of  such  damages  and  the  amount  thereof,  shall,  if  the 
n.  firm  or  corporation  owning  property  alleged  to  be  so  damaged 
shall  so  elect,  be  settled  and  fixed  by  a  board  of  arbitration  to  be  ap- 
pointed  in   the   following   manner: 

The  Chairman  of  the  Finance  Committee  of  the  City  Council  shall, 
within  thirty  (30)  days  from  and  after  the  date  of  acceptance  of  this 
ordinance  by  the  Company,  nominate  and  appoint  one  competent  and 
impartial    person    to   serve   as   the   first    member   of   the   board    of   arbitra- 


CORPORATE    HISTORY  217 

tion,  and  shall  forthwith  give  the  Company  notice  in  writing  of  said 
selection,  whereupon  the  Company  shall,  within  thirty  (30)  days  from 
the  date  of  the  receipt  of  such  notice,  nominate  and  appoint  a  compe- 
tent and  impartial  person  to  serve  as  the  second  member  of  the  said 
board  of  arbitration,  and  shall  forthwith  give  the  Chairman  of  the 
Finance  Committee  notice  in  writing  of  the  selection  so  made  by  said 
Company  and  the  two  members  of  said  Board  of  Arbitration  so  nomi- 
nated and  appointed  shall,  within  thirty  (30)  days  after  the  notice 
given  by  the  Company  to  the  said  Chairman  of  the  Finance  Committer, 
nominate  and  appoint  some  competent  and  impartial  and  disinterested 
person  to  serve  as  the  third  member  of  the  said  board.  In  the  event 
that  the  first  two  members  of  the  said  board,  appointed  respectively  by 
the  Chairman  of  the  Finance  Committee  and  the  Company  shall  be 
unable  to  agree  within  thirty  (30)  days  upon  the  nomination  and  ap- 
pointment of  the  third  member  of  said  board,  then  and  in  such  case 
a  majority  of  the  persons  then  legally  elected  and  acting  as  judges 
of  the  Circuit  Court  of  Cook  County  shall,  within  five  (5)  days  after 
notice  in  writing  shall  have  been  served  upon  the  Chief  Justice  of  said 
court  by  either  of  the  first  two  members  of  said  board,  appointed  as 
aforesaid,  informing  him  of  their  inability  to  agree,  select  the  third 
member  of  said  board. 

The  board  of  arbitration  so  appointed  shall  thereupon  promptly  and 
as  soon  as  practicable,  proceed  to  consider  the  claim  or  claims  of  every 
person,  firm  or  corporation  owning  property  within  the  vicinity  of  the 
improvement  herein  authorized  and  claiming  damage  to  such  property 
by  reason  of  the  change  of  grade  on  South  Canal  street  and  the  por- 
tions of  the  east  and  west  streets  lying  west  of  the  South  Branch  of 
the  Chicago  Eiver,  in  accordance  with  the  provisions  of  this  ordinance, 
taking  into  account  in  considering  such  claim  or  claims  the  benefits  if 
any  to  the  property  involved  resulting  from  such  change  of  grade.  No 
such  claim  for  damages,  however,  shall  be  passed  upon  or  award  made 
in  favor  of  such  claimant  until  such  claimant  shall  have  formally  sub- 
mitted in  writing  his  or  its  claims  for  damages  to  be  passed  upon  by 
said  board  of  arbitration  and  shall  have  agreed  to  be  bound  by  the 
decision  of  said  board  of  arbitration  and  to  accept  as  final  and  con- 
elusive  its  decision  as  to  the  amount  of  damages  done  to  his  or  its 
property.  In  each  case  where  a  claim  is  so  submitted  to  the  board  of 
arbitration  by  any  claimant,  the  board  of  arbitration  may,  in  its  dis- 
cretion, where  its  award  is  accepted  and  a  release  and  discharge  of  all 
claims  against  the  Company  given  by  said  claimant,  upon  receipt  by 
him  or  it  of  the  amount  of  the  award  made  by  said  board,  allow  to  said 
claimant  such  sum  as  it  shall  deem  reasonable  and  proper,  not  to  exceed, 
how7ever,  five  (5)  per  cent,  of  the  amount  of  its  award,  as  an  attorney's 
fee,  whenever  said  claimant  shall  have  been  represented  by  an  attorney 
before  said  board  of  arbitration  in  his  or  its  behalf. 

The  board  of  arbitration,  when  it  shall  have  arrived  at  a  decision  as 
to  the  amount  of  damage,  if  any,  caused  to  the  property  of  any  person, 
firm   or    corporation,    submitting    his    or    its    claim    to    said    board,    shall 


218       CHICAGO,    BURLINGTON    &    QUINCY    RAILROAD   COMPANY 

give  aotice  in  writing  to  the  claimant  so  submitting  his  or  its  claim, 
setting  forth  in  such  notice  the  decision  of  the  s;iiil  board  in  regard 
to  such  claim  and.  if  it  has  decided  that  the  property  of  said  claimant 
lias  been  damaged,  sitting  forth  the  amount  which,  in  the  opinion  of 
said  board  should  be  paid  to  such  claimant  as  compensation  for  the 
damage  done  to  his  or  its  property. 

All  claims  for  damages  caused  or  alleged  to  In'  caused  by  reason  of 
the  change  "t'  grade  en  South  ('anal  streel  and  the  portions  of  the  east 
ami    wesl    streets   connecting   therewith,   lying   wesl    of   the  South    Branch 

of  the  Chicago  River,  in  accordance  with  the  provisions  of  this  ordinance, 
and  which  it  is  desired  by  the  |ierson,  firm  or  corporation  owning  such 
property  to  submil  to  the  board  of  arbitration  herein  provided  for,  for 
arbitration,  shall  be  submitted  within  two  years  from  and  after  the 
time  when  the  Company  first  begins  the  actual  use  and  operation  of  the 
said   improvement. 

All  ea  ssarily  incurred  in  the  arbitration  of  any  claim  sub- 

mitted under  the  provisions  of  this  ordinance  to  the  aaid  board  of  arbi- 

tion    shall     he    borne    by     the    Company,    including    the     reasonable    and 

proper  compensation  of  each  member  of  the  board  of  arbitration,  and 
sue!  -   shall   from   time   i"   time   I"-   promptly   paid   by   tin'   Com- 

pany upon  the  presentation  of  a  bill  or  voucher  therefor  made  by  the 
said  board.  Any  disputed  question  as  to  the  expenses  and  compensa- 
tion under  the  provisions  of  this  paragraph  shall  be  left  for  final  deter- 
mination by  the  Corporation  Counsel  of  the  city. 

Any    vacancy    Created    by    the    death    of   any    member   of    the    said    board, 

or  by  its  inability  or  refusal  to  serve  upon  Baid  board,  shall  be  tilled 
in  the  same  manner  a-  provided  for  the  original  appointmenl  of  said 
board,  and   by  either  the   Chairman   of  the    Finance  Committee,  or   the 

pany,    if    their    respective    appointees    shall    fail    for    any    SUCh    reason 

t,.  serve,  or  in  the  event  that  the  third  membei   of  tin-  said  board  shall 

fur    any    BUCh    reason    fail    to  'en    the    vacancy    so    created    shall    he 

tilled    as    hereinbefi  Lded    for    the    original    appointment    of    said 

third  member. 

The  Company  shall  within  thirty  (30)  'lays  after  the  rendition  of  an 
award  i  gee  by  tin-  said  board  of  arbitration,  pay  to  tin-  person, 

firm   01    corporation    in   whose   favor  such  award   of  damages  shall   have 
made   the  amount   declared   by   said   board   of  arbitration   to   be   a 
fair  and  ible  amount   to  compensate  such   person,   linn  or  corpora- 

tion   for   the  d    by   him   or   it. 

11  ,      it    is   hereby  expressly   provided   as  one  of  the  terms,  limitations 
and    conditions  ordinance,    that    by    the    acceptance    hereof   The 

Cm.  pany    and    the    companies    occupying    and    using    the 

Onion  station  terminal 'property,  agree  thai  if  the  City  of  Chicago  or 
any  other  governmental  agencj  at   the   requesl    of  said  city  and 

having   lawful   authority   therefor,   desires   and    makes    provision    and  is 
eeeding    to    Btraighten    the    Smith    Branch    of    the    Chicago    River    by 
ating    a    new    channel    for    said    river,    so    that    the    west    line    of    said 
river   shall    be   a    line    beginning    at    a    point    on    the    present    west    line   of 


CORPORATE    HISTORY  219 

said  South  Branch  of  the  Chicago  River  at  its  intersection  with  the 
present  south  line  of  Polk  street,  at  a  distance  of  nine  hundred  thirty- 
nine  and  eighty-nine  one-hundredths  (939.89)  feet  east  of  the  present 
east  line  of  South  Canal  street,  measuring  along  said  south  line  of 
Polk  street,  thence  by  a  straight  line  to  a  point  on  the  north  line  of 
West  Twelfth  street,  ten  hundred  eighty-six  and  eight-tenths  (1086.8) 
feet  east  of  the  present  east  line  of  South  Canal  street  measuring  along 
said  north  line  of  West  Twelfth  street,  thence  extending  south  parallel 
with  said  present  east  line  of  South  Canal  street  to  an  intersection 
with  the  present  west  bank  of  said  South  Branch  of  the  Chicago  River 
between  West  Sixteenth  street  and  West  Eighteenth  street;  or  if  said 
westerly  line  of  said  river  shall  be  established  with  the  consent  of  the 
City  Council  of  the  City  of  Chicago  on  any  line  east  of  said  line,  (but 
in  no  event  upon  a  line  farther  west  than  that  above  described);  and 
the  east  line  of  said  South  Branch  of  said  river  shall  be  a  line  parallel 
with  and  200  feet  distant  easterly  from  the  west  line  of  said  South  Branch 
of  said  river  as  above  described;  then  and  in  that  event  The  Union 
Station  Company,  through  its  officers  and  engineers,  will  endeavor  to 
secure  the  cooperation  of  any  other  railroad  corporation  owning  lands 
upon  the  route  of  said  proposed  new  channel  to  the  end  that  the  assist- 
ance of  any  such  other  railroad  corporations  may  be  secured  in  effecting 
said  improvement  by  means  of  the  straightening  of  said  channel  of  the 
Chicago  River. 

It  is  expressly  understood  and  agreed  that  any  change  in  the  channel 
of  the  Chicago  River  so  contemplated  and  proposed,  need  not  follow  the 
exact  route  hereinabove  described,  but  may  be  approximately  in  the 
general  line  and  within  the  general  limits  above  stated,  provided  that 
no  part  of  such  route  shall  in  any  event  be  west  of  the  west  line  de- 
scribed in  the  preceding  paragraph  hereof.  The  Union  Station  Company 
and  the  companies  occupying  The  Union  Station  Company  property 
under  the  terms  of  this  ordinance  hereby  further  agree  that,  if  and 
when  provision  is  made  by  law  for  the  straightening  of  the  river  as 
herein  provided,  and  the  other  property  necessary  therefor  is  acquired, 
it,  or  they,  or  any  or  either  of  them,  (the  lands  of  which  lie  or  may 
hereafter  be  situated  within  the  proposed  route  of  said  river  channel, 
if  straightened)  will  upon  payment  of  compensation  therefor  as  herein- 
after provided,  convey  to  the  City  of  Chicago,  or  such  governmental 
power  as  has  charge  and  control  of  straightening  said  river  channel, 
any  interest  in  and  to  lands  which  it.  they,  or  any  of  them,  may  own 
or  control,  necessary  or  convenient  for  the  purpose  of  the  straightening 
of  said  river  channel. 

And  it  is  hereby  expressly  agreed  that  compensation  for  or  damages  on 
account  of  any  such  interest  in  lands  so  to  be  conveyed  for  the  purpose  of 
straightening  said  river  channel  shall  be  ascertained  and  fixed  by  a  board 
or  boards  of  arbitration  which  shall  be  constituted  as  follows:  The  said 
city  shall  appoint  one  of  the  members  of  such  board  (which  appointment 
shall  be  made  by  the  Mayor  of  said  city  and  be  subject  to  the  approval  of 
the  City  Council)    and   shall  notify  the  railroad   company  the  property   of 


220       CHICAGO,    BURLINGTON    <fi    QUINCY    RAILROAD   COMPANY 

which  is  required  for  the  proposed  improvement,  in  writing,  of  the  name 
and  address  of  Mich  member,  and  within  30  days  after  such  notice  such 
railroad  company  shall  appoint  a  member  of  such  board  and  shall  notify 
the  Mayor  of  said  city,  in  writing,  of  the  name  and  address  of  such  mem- 
ber so  appointed  by  it.  [n  the  event  that  such  railroad  company  fails  to 
appoinl  such  member  within  the  time  specified  herein,  then  said  city  shall 
be  entitle. 1  to  appoinl  the  second  member  of  such  board  in  the  manner 
above  provided  for  the  appointmenl  of  the  first  member.  The  two  members 
appointed  in  either  of  the  ways  aforesaid  shall  select  the  third  member  of 
such   board.     In   the  event   thai    they   do  no!   agree  upon   the  selection  of 

such   third    member   within   thirty  days   from   the  appointmenl    of   the  second 

member  of  such  board  in  either  of  the'  ways  aforesaid,  then  a  majority  of 

the  persons  then  legallj   elected  and  acting  as  judges  of  the  Circuit  Court 

utv,  ma  '    the  third  member  of  such   board   upon  the 

application  of  said  city  or  of  such  company  after  the  giving  of  in  clays' 
written    notiCI  h   application    to   the    other    party.       In    the   event    of   the 

of  :ni)  of  the  members  of  such  board,  the  party 
ley  which  >uch  member  was  appointed  shall  have  the'  power  to  till  the  vacancy 
within  30  days  after  notice  to  the  other  party.  Any  vacancj  caused  by  the 
nation  or  refusal  to  Berve  of  the  third  member  of  such  hoard, 
may  !.!■  filled  by  agri  I  other  two  members  of  such  board  or  if 

they   fail  to  within  30  days  after  such   vacancj    shall   occur  then  a 

majority  of  the  persons  then  legally  elected  and  acting  .-is  the  judges  of 
the-  Circuit  Court  of  I  '    mnty,  may  till  such  vacancy,  upon  the  applica- 

tion of  said  citj  '   -  ell  company  after  giving   10  days'  written  notice. 

.cdi  application  to  the  other  party.  Such  board  of  arbitrators  shall  have 
(cower  to  fi\  the  times  .-1 1 1 •  1  places  for  the  presentation  of  evidence  by  the 

respective  parties  and  within  '■'■<>  days  after  the  conclusi >f  smh  evidence 

mail  make  its  finding  and  award  in  writing  in  reference  to  the  e|uestions  of 

compensation   or  dan  i    both,  .-^  above   provided,  u] the  evidence 

submitted.  Any  finding  or  award  bj  Buch  board  or  a  majority  of  the 
members  tie  ■  I  be  binding  u] the  parties  to  auch  arbitration  with 

any  appeal  and  in  consideration  ot'  the.  obligation  herein  imposed,  said 
-  and  undertakes  that  Buch  compensation  ami  damages, 

or   either    of   them.   :c-    ma J    be   awarded    Icy   any   such    hoard    shall    Ice    paid    to 

the  company  or  companies  concerned  within  one  year  from  the  making  of 
such  finding  <  >r  award. 

The.  obligation  herein  created  in  reference  to  the  straightening  of  said 
branch  of  the  Chicago  Bivei  shall  betaken  and  held,  for  a  period  of  fifteen 
years  from  the  of  this  ordinance  to  he  ;i   covenant    running  with 

the  land  now  or  hereafter  within  said  period  owned  or  held  by  The  Union 
Station  Company  or  any  railroad  company  or  companies  using  the-  station 
herein  authorized,  and  lying  within  the  area  which  may  he  selected  for  a 
channel  in  accordance  with  the  provisions  hereof  for  straightening  said 
South  Branch  of  the  < '  1 1 . . • .- . ^r ■ .  River  and  as  such  shall  he  binding  upon  the 
cessors  and  asigns  of,  and  purchasers  from  The  Onion  station  Company 
or  such  railroad   company   or  companies,  or  any   of  them,  for  said   period 


CORPORATE    HISTORY  221 

of  fifteen  years.  At  the  end  of  said  period  of  fifteen  years  the  obligation 
herein  imposed  in  reference  to  straightening  said  South  Branch  of  the 
Chicago  Kiver  shall  cease  and  determine,  unless  in  the  meantime  the  condi- 
tions herein  prescribed  for  the  performance  of  said  obligation  shall  have 
been  fulfilled.  In  the  event  that  the  line  adopted  for  the  straightening  of 
said  river  is  located  farther  west  than  said  west  line  hereinabove  described 
then  each  and  all  of  the  obligations  herein  assumed  in  reference  to  the 
straightening  of  the  South  Branch  of  the  Chicago  Kiver  shall  be  null 
and  void. 

§  9.  In  case  passenger  subways  shall  be  built  in  West  Madison 
street,  West  Monroe  street,  West  Adams  street,  West  Jackson  street,  West 
Van  Buren  street,  West  Congress  street,  if  extended,  West  Harrison  street, 
South  Clinton  street  or  South  Canal  street,  or  any  of  them,  or  at  any 
point  between  West  Harrison  street  on  the  south  and  West  Madison  street 
on  the  north,  South  Clinton  street  on  the  west  and  the  South  Branch  of  the 
Chicago  Biver  on  the  east,  permission  and  authority  are  hereby  granted 
The  Union  Station  Company  to  construct,  maintain,  use  and  operate  pedes- 
trian passageways  under  any  streets  or  alleys  within  the  limits  prescribed  in 
paragraph  (c)  of  Section  I  hereof,  to  provide  for  interchange  of  passenger 
traffic  between  said  subway  or  subways  and  said  passenger  station.  Said 
passageways  hereinabove  mentioned  shall  be  of  such  dimensions,  construc- 
tion and  general  detail  as  shall  be  prescribed  by  the  Commissioner  of  Pub- 
lic Works,  as  shown  upon  plans  and  specifications  to  be  placed  on  file  with 
him  and  the  route  of  such  passageways  shall  follow  as  closely  as  in  his 
judgment  shall  be  practicable  the  shortest  line  between  such  Union  Station 
and  such  subway  or  subways,  but  in  no  event  shall  said  passageways  be  so 
located  as  to  interfere  with  the  construction  or  operation  of  the  passenger 
subways  herein  referred  to. 

§  10.  Permission  and  authority  are  hereby  given  to  The  Union 
Station  Company,  whenever  the  same  shall  be  necessary  for  the  prosecution 
of  the  work  herein  authorized  to  obstruct  temporarily,  any  street,  avenue 
and  alley  to  such  an  extent  and  for  such  length  of  time  as  may  be  approved 
by  the  Commissioner  of  Public  Works ;  and  it  is  also  hereby  authorized 
whenever  the  same  shall  become  necessary,  to  erect  and  maintain  temporary 
structures  and  false  work  in  any  of  said  streets  and  alleys  during  the 
construction  of  said  station  and  facilities,  subject  to  like  approval  of  said 
Commissioner  of  Public  Works.  No  changes  of  any  kind  shall  be  made 
or  work  done  in  any  street  or  alley  as  herein  authorized,  by  The  Union 
Station  Company,  except  upon  plans  and  specifications  approved  by  and 
under  the  supervision  of  the  Commissioner  of  Public  Works,  and  upon  a 
permit  of  said  Commissioner  of  Public  Works  allowing  such  work  to  pro- 
ceed, provided,  however,  that  if  any  street  or  alley  so  obstructed  shall 
contain  street  railway  tracks  and  such  obstruction  shall  necessitate  the 
building  of  new  tracks  or  the  making  of  new  connections  with  existing 
tracks,  in  order  to  accommodate  street  railway  traffic,  the  cost  thereof  shall 
be  paid  by  The  Union  Station  Company;  reasonable  notice  of  making  all 
such  obstructions  shall  be  given  to  the  street  railway  companies. 


2'2'2       CHICAGO,    BURLINGTON    &    QUTNOS    RAILROAD   COMPANY 

In  nil  cases  when    in  complying  with  the  provisions  of  this  ordinance  it 
is   i  to  change  or  reconstrucl   street    railway  tracks  and  property, 

the  work  shall  l>e  done  by  the  Btreet   railway  companies  owning  the  Bame 
and  the  cost  thereof  shall  be  paid  by  The  Union  Station  Company. 

11.     The   permission    and   authority    hereby    granted   to   The   Union 

e  upon  the  express  condition  thai  it  shall  indemnify  the 

CJity  of  i  ml  hold  it  harmless  from  any  and  all  damage  and  expense 

luding  damages  to  private  property  i  to  which  it  may  be  subjected  by 

c  Union  Station  Company's  using  and  occupying  any  of  the 

ml  alleys  within  the  limits  hereinbefore  described  and  the  change 

of  the  grades  of  any  of  the  Btreets  and  alleys,  including  the  approaches  to 

the  viaducts,  and  relocation  •  provided,  and  The  Union 

on  Company  shall,  at  its  own  cost  and  charge,  defend  any  suits  in  law 

equity  which  may  be  brought  against  the  Citj  of  Chicago  and  The  Union 

station  Company,  or  against  cither  of  them  i>\   reason  of  any  acts  or  things 

done  under  the  permission  and  authority  in  this  ordinance  granted  to  The 

Company,  ami  The  Union  station  Company   shall  pay  all 

the  judgm<  ■  ts  w  inch  may  be  anally  rendered  against 

the  City  of  Chicago,  and  The  Union  Station  Company  or  either  of  them,  by 

son  of  the  change  of  grades  of  thi  and  alleys,  and  relocation  of 

conduits    or    other    Bimilar    utilities    herein    mentioned; 

if   the  change   of   gi  -    herein   authorized    shall    require   raising   the 

plane  of  any  of  the  existing  bridges  over  the  South  Branch  of  the  Chicago 
r,  The  Union  station  Company  shall  pay  the  cosl  of  Buch  raising;  pro- 
vided, further,  however,  that  in  the  event  of  suits  in  law  or  equity  brought 
the  City  of  Chicag     •■  g<  -  ■  :    foi   equitable  relict'  by  reason 

done  i'\  The  Union  Stal Company,  in  pursuance  of  the  per 

and  authority   hereby   granted,   wherein   The   Union   station   Com 

pany    shall    not     l>e    a     party    defendant     with    said    Citj     of    Chicago,    the    ' 

Chicago,  Bhall  at  least  five  days  before  the 

return    day    of    tl  SB    therein,    give    notice    in    writing    of    BUCh    suit    to 

rintendenl  of  The  Union  station  Company. 
$   12.     In     the    event     that     Th<     Union     St  Company    shall,     for 

a    period    of   thirty   days,   after   being  l    bj    said    Commissioner    of 

ilic   Works,   fail,  neglect  d    with   due  diligence   to 

any   work    with    respect    to   bridges,    viaducts,    paving,   curbing,   side- 
walks, or  other  public  impro  -.  in  and  by  this  ordinance-  required 

to    he   done    by    it.    then    said    Com  Public    Works   shall    he    ami 

he   is  hereby  author:  d    work   to   he  done;   and    The    Union 

station  Company  shall,  upon   demand   of  the  city   of  Chicago,  pay   the 

flit  I      •'      of     Chicago,     with     ten     per     cent,     added     to 

sin-  ■  iperintendence  by  the  city  of  Chicago. 

>J  13.     All     th   -  -     of     West     Water    street     lying    within     blocks 

twenty-two    (22)    and    fifty-one    I  •">  1  >  :    also   all    that    part    of    Fulton    street 
lying  north  of  and  adjoining  the  north  line  of  block   twi  (22) — 

all  in  Original  Town  of  Chicago  in  Section  nine    (9  .   Township  thirty- 
nine    (3(J  i    North.    I:      g      fourteen    (14),    Easl    of    the    Third    Principal 


CORPORATE    HISTORY  --'■'> 

Meridian;  also  all  those  parts  of  Stewart  avenue  lying  within  blocks 
sixty-one  (61)  to  sixty-four  (64),  both  inclusive,  and  seventy-three 
(73)  to  seventy-six  (76),  both  inclusive  [except  therefrom  the  north 
ten  (10)  feet  of  blocks  sixty-two  (62)  and  seventy-five  (75),  and  the 
south  ten  (10)  feet  of  said  blocks  sixty-three  (63)  and  seventy-four 
(74)];  also  that  part  of  Gilpin  place  lying  within  block  sixty-four  (64) 
(except  the  west  twenty  (20)  feet  thereof);  also  all  that  part  of  For- 
quer  street  lying  within  block  sixty-three  (63)  (except  the  west  twenty 
(20)  feet  thereof);  also  all  that  part  of  De  Koven  street  lying  within 
olocks  sixty-two  (62)  and  seventy-five  (75)  [except  therefrom  the  west 
twenty  (20)  feet  of  block  sixty-two  (62)];  also  all  that  part  of  Bunker 
street  lying  within  block  sixty-one  (61)  (except  the  west  twenty  (20) 
feet  thereof);  also  all  of  the  public  alleys  in  blocks  sixty-three  (63) 
and  sixty-seven  (67), —  all  in  School  Section  Addition  to  Chicago  in 
Section  sixteen  (16),  Township  thirty-nine  (39)  North,  Eange  four- 
teen (14),  east  of  the  Third  Principal  Meridian;  said  parts  of  said  streets 
being  further  described  as  all  that  part  of  Fulton  street  lying  between 
the  east  line  of  North  Canal  street  and  the  west  line  of  the  North  Branch 
of  the  Chicago  Eiver;  also  all  that  part  of  West  Water  street  lying  be- 
tween the  south  line  of  Fulton  street  and  the  north  line  of  West  Lake 
street  and  the  east  line  of  North  Canal  street,  and  between  the  south 
line  of  West  Washington  street  and  the  north  line  of  West  Madison 
street;  also  all  those  parts  of  Stewart  avenue  lying  between  the  south 
line  of  Polk  street  and  the  north  line  of  Taylor  street,  and  between 
the  south  line  of  Taylor  street  and  the  north  line  of  West  12th  street; 
also  all  that  part  of  Gilpin  place,  Forquer  street  and  Bunker  street  ly- 
ing between  the  west  line  of  Stewart  avenue  and  the  east  line  of  South 
Canal  street;  also  all  that  part  of  De  Koven  street  lying  east  of  the 
east  line  of  South  Canal  street;  also  all  of  the  public  alleys  in  the  block 
bounded  by  West  Van  Buren  street,  West  Harrison  street,  Stewart  ave- 
nue and  South  Caaal  streel  ;  also  all  of  the  public  alleys  in  the  two 
blocks  bounded  by  Gilpin  place,  Taylor  street,  Stewart  avenue  and  South 
Canal  street,  as  colored  in  red  ami  indicated  by  the  words  "To  be  Va- 
cated" on  the  plat  hereto  attached,  which  plat  for  greater  certainty 
is  hereby  made  a  part  of  this  ordinance;  be  and  the  same  are  hereby 
vacated  and  closed,  inasmuch  as  said  portions  of  said  streets  and  alleys 
are  no  longer  required  for  public  use  and  the  public  welfare,  convenience 
and  safety  will  be  best  conserved  by  their  vacation  and  discontinuance. 
The  vacation  herein  provided  for  is  made  on  the  express  condition  that 
upon  the  acceptance  of  this  ordinance  The  Union  Station  Company  shall 
within  thirty  (30)  days  thereafter  file  for  record  in  the  office  of  the 
Recorder  of  Deeds  of  Cook  County,  Illinois,  a  certified  copy  of  this  ordi- 
nance. 

It  is  expressly  understood  and  agreed  that  nothing  herein  contained 
shall  prejudice  the  rights  of  the  City  of  Chicago  in  and  to  an  casement 
in  a  strip  of  land  ten  (10)  feet  in  width,  next  to  and  adjoining  the  west 
bank  of  the  Chicago  River  between  the  north  line  of  West  Madison 
street  and  the  south  line  of  Fulton  street  which  said  easement  was  for- 


224       CHICAGO,   BURLINGTON   &   QUIM'Y    RAILROAD   COMPANY 

ever  reserved  to  the  public  as  an  open  wharf.  Cor  passengers  to  land  with 
ordinary   baggage   free   of  eharge,   under   the   ordinances   passed   by  the 
mon  Council  of  Baid  City  of  Chicago,  September  L2,  L853,  and  Decern 
ber  1",   L8  spectively,  pursuant  to  the  provisions  of  an  acl  entitled 

'•An   A.t    to  adjust   and   settle   the   title   to   the   wharfing  privileges  in 
Chicago  and  for  other  purposes,"  approved  February  -7,  1M7. 

$  14.  Inasmuch  as  The  Onion  station  Company  does  aol  now 
own  all  of  the  property  situated  in  Blocks  65  to  68,  both  inclusive,  in 
Baid  School  Section  Addition,  abutting  upon  the  streets  located  therein, 
all  that  pari  of  Stewarl   avenue  lying  within   Blocks  65  to  68,  both   in 

elusive;    also    all    that    part    •  Lying    within    Block    <ii'>;    also 

all  that  pari     •    I.    sworth  street   lying  within  Blocks  65  and  66  (ezcepl 
therefrom  the  south  all   in  School  Section   Addi- 

tion to  Chic   _  S  L6  ,  Township  thirty-nine  (39)   North, 

Range   Pourti  Principal   .Meridian,  said 

parte  .    further  described  as  all  that   pari     of  stew 

art  avenue  lying  between  the  south  line  ..t   Wesl    Van   Buren  street   and 
the  north   line  of  We-t    Harrison   streel   and   between   the  south   line  of 

\\  ■  st     Harris  -1    and    the    north    li I     Polk    Btreetj    also    all    that 

pari  .  mi-  between  the  west   line  of  Ellsworth  street  and 

the  e.-ist   lim  \  :i  it   a\enue:  also  all  that   pari   of   Ellsworth   streel 

lying  nth  line  of  Wesl   Harrison  streel  and  the  north  line 

,.t'   i'...,.  epl    therefrom   the  south   243   feet,   more  or   less;   as 

a  red  and  indicated  by  the  words  "To  Im-  Vacated"  on  the  plat 
bed,  which  plat  foi   g  tintj    ia  hereby  made  a   pari 

of  tin-  ordinance, — be  and  the  Bame  are  hereby  vacated  and  closed  inas 
much  as  said  portioi  re  no  Longer  required   for  public 

and   the  public   weli  venience  and   safetj    will    be   besl    con 

vacation  ami  discontinuance,  upon   (a)   The   Union  Sta 

.  itll     the     City     Clerk     of     the     City     of    Chicago     the 

written  the    Chicago    ami    Alton    Railroad    Company,    oi 

grant  other  owi  the  property    abutting  said   portions  of  said 

described;  (b)  the  payment  to  the  city  of  Chicago 
of  tin'  sum  of  six   hundi  ive  thousand   four   hundred   fifty-two 

and   04    100      I    -  ollars   toward   a    fund    for   tin-    paymenl    ami 

any  and   all  claims   for  damages   which   may    arise    from 

the   vaeatii f  said   portion-   of   Baid  The    i  nion    Station 

Company's   dep  surj    •  -!    the   Citj    of  Chicago   a 

sum  Bumcienl   to  defray  al  ''1   expenses   of  constructing  a   sole- 

walk  ami  curb  •  treets  herein  vacated  similar 

■  alk   ami   curb   in    West    Van    Buren    street,    Wesl    Harrison 
nd    Polk  m    South    Canal    streel    and    the    Chicago 

River;   ami    (d)    The    Union   station   Company's   filing   for   record   in   the 

■    tii.'    Ri ler   of    Deeds    of   Cook    County,    Ulinois,   a    certified 

copy  of  this  ordinance.     The   provisions  of  ami    (b)    of 

this  section  shall  not  be  available  to  or  inure  to  the  hem-tit  of  any  per- 
oration other  than  The   Union  station  Company  ami  the  City 
1  hie-ago. 


CORPORATE    HISTORY  225 

$  15.  All  the  -work  hereinbefore  required  or  authorized  to  be  done 
by  The  Union  Station  Company  upon  or  in  connection  with  the  public 
streets  of  the  city  shall  be  done  and  performed  under  the  superintend- 
ence and  subject  to  the  inspection  and  approval  of  the  Commissioner  of 
Public  Works  of  the  City  of  Chicago,  and  the  cost  of  all  work  authorized 
or  required  to  be  done  by  this  ordinance,  including  the  cost  of  inspection 
thereof,  shall  be  paid  by  The  Union  Station  Company. 

At  least  ten  (10)  days  prior  to  the  commencement  of  any  part  of  such 
work,  the  plans  and  specifications  therefor  shall  be  submitted  to  the 
Commissioner  of  Public  Works  for  his  examination,  and  if  found  to  be 
in  accordance  with  the  provisions  of  this  ordinance,  and  the  general  or- 
dinances of  the  City  of  Chicago,  insofar  as  this  ordinance  contains 
specific  provisions  and  if  they  shall  be  satisfactory  to  the  Commissioner 
of  Public  Works  in  regard  to  matters  and  details  which  by  this  ordi- 
nance or  the  general  ordinances  of  the  city  are  left  to  his  discretion  and 
judgment,  such  plans  shall  be  approved  by  him,  and  after  such  approval 
all  work  outlined  and  included  therein  shall  be  constructed  in  strict  con- 
formity therewith.  Said  plans  to  be  known  as  "filing  plans"  shall 
embody : 

1.  A  general  plan  or  exhibit  on  a  scale  of  one  inch  equaling  one 
hundred  feet  of  all  right  of  way,  tracks,  retaining  walls,  abutments  and 
appurtenances,  such  as  it  is  proposed  to  establish  in  compliance  with  the 
provisions  of  this  ordinance. 

2.  A  detail  drawing  or  exhibit  of  each  viaduct  provided  for  in  this 
ordinance,  the  outside  dimensions  of  which  shall  be  twenty  (20)  inches 
in  width  by  thirty-six  (36)  inches  in  length.  Said  detail  drawings 
shall  each  embody  the  following  features: 

(a)  A  plan  on  a  scale  of  one  inch  equaling  twenty  feet  of  the  via- 
duct, showing  the  number  of  tracks  to  be  constructed  across  the  street, 
the  abutments  and  columns,  the  limits  of  the  right  of  way  referring  to 
the  nearest  lot  or  street  line  (reference  to  the  nearest  lot  or  streel 
line  in  each  case  to  be  the  nearest  foot),  the  widths  of  roadway  and 
sidewalks  of  the  viaduct  and  the  approaches,  drainage  provisions,  all 
underground  revisions  and  improvements,  and  street  car  lines  where 
they  exist. 

(b)  A  cross  section  of  the  viaduct  showing  its  dimensions,  the  eleva- 
tion of  the  street  at  the  crown  of  the  same,  the  amount  of  crown  of  the 
roadway,  the  elevation  of  curbs,  the  rate  of  slope  of  the  sidewalks,  all 
underground  revisions  and  improvements. 

(c)  Each  drawing  to  bear  the  title  and  date  of  passage  of  this  ordi- 
nance. 

(d)  Blank  spaces  for  signatures  of  the  following  City  officers  in  the 
order   listed: 

Commissioner  of  Gas  and   Electricity. 
Kngineer  of  Track  Elevation. 
Commissioner  of  Track  Elevation. 


226       CHICAGO,    BURLINGTON    &    QUTNCTX    RAILROAD    COMPANZ 

Engineer  of  streets. 

Superintendent 

Eng  f  the  Board  of  Local  Emprovemei 

Superintendent      I    S 

:   of  Water  Pipe   Extension. 
-  tperintendent  of  Water  Pipe  Ext<  i  -ion. 

■  Engini 

Commissioner  of  Public  Works. 
1     rporatioi    I         sel. 

3.  Where  any  public   improvement   is  required  to  be  changed   on 
eoui  -    submitted   under   this   ordinance,    before    the    said    p] 

i  be  approved  by  any  officer  of  the  City  of  Chicago,  an  estimate 
shall  be  made  of  t!  g   -        mired  in  such  public  improvement,  and 

amOunt  -    -       si  mated   shall   l>e   placed   to   the   credit    or* 

the  proper  officer  of  the  City  of  CI  pay  for  such  changi  s. 

4.  Wherever  in  this  ordinance  it   is  provided  that  any  work   in   respect 

•Miction,    repair    or    main'  -hall    be    done    or    performed    by 

-     •         Con  pany,  it   is  underst 1  and  agreed  that  the  • 

thereof  shall  be  home  by  said  Company,  otherwise  specif- 

ically providi 

6   It;.     Inasmuch   as   by   a    certain    ordinance   entitled,    "An    Ordinance 

■  ompany,     operating     the     Pittsburgh, 
I'     •     Wayne    and     I  Iway,     its     -         ssora     and     assigns,     the 

.ii  and  maintain  two  additional  tracks  in  Stewart  ave 
nue  from  a  point  at  or  near  Archer  avenue,  to  a  point  immediately  north 
of  -       dditional  tracks  in  Stewart  avenue  from 

a  point   inim  th  of  V.  to  the  north  lin< 

Wesl  ':  and  the  right   to  construct,  maintain  and  operate 

railroad   tracks  and   faciliti  its    freight    terminal   station 

and   coach   yard    located  Fifteenth    place,    Polk    street,    the 

go  Stewart  avenui  granting 

certain    rights   to   ti      i  Burlington    &    Quincy    Railroad   Com- 

pan     "         tain    right-   and    pr''.      _  -  granted   to    the    Pennsylvania 

pany  and   to  th<    I  go,  B  _  &    Quincy    Railroad   Company, 

by  if  which  is  hereby  fixed  at   the  sum 

ine  hundred  thii  thousand  one  hundred  thirty-nine  and  45    100 

dol]     -  smuch  as    by    a    certain    other   ordina 

\n  Ordinance  granting  to  thi    I  go,  Milwaukei  Paul 

mpany,  and  The  Pittsburgh,  Cincinnati,  Chicago  &  St.   Louis 

Railway  Company,  and  theii       -  ad  assigns,  the  right 

\     maintain     and    0]  dditional     track-  Jain 

■  in  the  City  <  •  l  g  tain  rights  and  privileges  _    inted 
•he  Chicago,  Milwan              St.    Paul   Railway  Company,  and  the    I 

'  go  &  St.    Louis    Railway   ''-mpany,   the   value   of 

which    is   hereby   fixed   at    the   sum   of   two   hundred    ninety-two   thousand 
four  hundred  twenty  seven   and   82    loo   ,],,,       .  7.82 

much   as  by  this  ordinance  certain   rights  and  privileges  are  granted  to 


CORPORATE    HISTORY  227 

The  Union  Station  Company,  the  value  of  which  is  hereby  fixed  at  the 
sum  of  one  million  four  hundred  sixty-two  thousand  nine  hundred  ninety- 
one  and  65/100  dollars  ($1,462,991.65)  the  total  value  of  all  such  rights 
and  privileges  being  the  sum  of  two  million  six  hundred  and  eighty-six 
thousand  five  hundred  fifty-eight  and  92/100  dollars   ($2,686,558.92); 

And  inasmuch  as  all  of  said  grants  of  rights  and  privileges  in  all  said 
ordinances  are  essential  to  the  proper  construction  and  operation  of  the 
Union  Passenger  Station  Terminal  and  facilities  in  this  ordinance  au- 
thorized: 

And  inasmuch  as  the  following  items  of  credit  are  hereby  allowed 
to  The  Union  Station  Company: 

1.  For  the  grant  of  the  perpetual  easement  in  and  to 
the  strip  of  land  on  the  east  side  of  North  and  South 
Canal    street,    described    in   paragraph    8    of    Section 

VIII  of  this  ordinance .  .  $    760,753.88 

2.  For  the  construction  by  The  Union  Station  Com- 
pany of  a  bridge,  including  the  abutments  therefor, 
across  the  South  Branch  of  the  Chicago  Eiver  in 
West  Monroe  street,  extended,  in  accordance  with 
paragraph   5  of  Section  VIII  of  this   ordinance $    500,000.00 

3.  For  the  construction  of  that  part  of  the  improve- 
ment described  in  paragraph  6  of  Section  VIII  of 
this  ordinance,  consisting  of  a  two-level  bridge,  in- 
cluding the  abutments  therefor,  across  the  North 
Branch     of     the     Chicago     Biver     in     West     Kinzie 

street      $  600,000.00 


The  total  of  said  items  of  credit  being  the  sum  of  one 
million  eight  hundred  sixty  thousand  seven  hundred 

fifty-three    and    88/100    dollars $1,860,753.88 

It  is  therefore  made  a  condition  of  this  ordinance  and  of  the  grants 
ami  privileges  in  this  and  in  said  ordinances  contained,  that  The  Union 
Station  Company  shall,  within  the  time  limited  for  the  acceptance  of 
this  ordinance,  pay  to  the  City  of  Chicago  the  sum  of  eight  hundred 
twenty-five  thousand  eight  hundred  five  and  04/100  dollars  ($825,- 
805.04),  which  is  the  difference  between  the  total  value  of  said  rights 
and  privileges  granted  under  said  ordinances  and  this  ordinance  and 
the  total  of  said  credits  hereinabove  set  forth. 

In  the  event  that  the  actual  cost  of  the  construction  of  said  bridges 
mentioned  in  Items  2  and  3  hereinabove  set  forth  should  be  less  than 
said  sums  respectively  credited  to  The  Union  Station  Company,  on  ac- 
count thereof,  the  difference  between  such  actual  cost  of  said  bridges, 
including  the  abutments  therefor,  and  said  credits,  or  either  of  them, 
shall,  upon  demand  by  said  city,  after  the  construction  of  said  bridges, 
and  the  ascertainment  of  such  actual  cost,  be  paid  by  The  Union  Station 
Company  to  the  said  City,  in  addition  to  the  sum  hereinbefore  provided 
to  be  paid  by  said  Company.     For  the  purpose  of  ascertaining  the  actual 


228       CHICAGO,    BURLINGTON    &    QUINOT!    RAILROAD    COMPANY 

at  of  a  ges,  the  Company  hereby  agrees,  on  the  completion  of 

each  of  said  bridges,  to  furnish  to  the  Commissioner  of  Public  Works 
of  said  City  a  sworn  statement  showing  the  actual  cost  thereof. 

?17.  The  grants  made  and  privileg  -  oferred  under  this  ordi- 
nance may  be  revoked  and  forfeited  by  the  City  Council  of  the  City  of 
Chicago,  and  this  ordinance  and  all  of  the  privileges  hereby  granted 
shall  thereupon  become  null  and  void,  in  the  event  and  whenever  The 
Union  Station  Company  shall,  for  a  period  of  ninety  (90)  days  after 
notice   from   the   City   of  Ch  gleel  36  to   comply    with 

or   to   perform   any   i  il    of  the   requirements   and   conditions   herein 

imposed,  and  unless  within  -  ifter  the  acceptance  of  this 

ordinance  The  I'nioii  Station  Company  shall  begin  the  work  herein  au- 
thorized and   required,  including  the  acquisition   of  the  lands  and  i 

inents    therefor,    and    shall    perform    said    work    and    prosecute    any    pro- 

iv   to  acquire   such   lands   and   easements   with   all   due 

dilig  shall,   within    live  Cter   the   acceptance  of   this   ordi- 

nance,   complete    the     pat  on     and     facilities    herein     authorized, 

and  shall  within   the  same   period  of  t-  -  construct   the   improve- 

ments   in    North    and    South    Canal    streets.    Wist    Kinzic    street    and    Wesl 

struct    the  existing   viaducts  in   east   and 

•;'•!!     Y  I  I  I     of    this    ordinance,    unless    pre- 
vented  by  strik'  the  act    of  God   or  a   public   enemy,   or   restrained 

by  injunction  or  oth<  •   competent  juru 

tion  not   obtained  through  collusion  of  The   Union  Station   Company,   in 

which   event    tin-   time   that    The    Onion    station    Company    shall    be    bo 

prevented,  lid,   shall   be   added    to   the    time    :  g    \en    for   the 

pletion  of  so  much  of  said  work  as  may  be  so  prevented,  provided 
The  Union  station  Company  shall  gi  e  in  writing  to  the  Corpora- 

•he   City   of   Chicago   of   the    institution    of   said    legal   pro- 

i.    The  City  of  <  .11  thereupon  have  the  right 

to  intervene  in  any  suit   or  pro  gs   bronghl   by  any   person  or  per 

.n    or    in    any    manner    interfere    with    the 
aid   work,  and   n  solution  oi    BUCh    injunction 

or  restraining  order,  and  for  any  other  proper  order  in  Mich  suit.  Should, 
how<  impany  be  delayed  in  I  ntion  of  said  work  au- 

thorized  ■  under  the   ;  rdinance,   by   reason 

•    on   th<  the  (  Chicago  01    any   of   its  offil 

in   the   perform;.'  1    upon    the   city    an. I    its   offii 

by  this  ordinance  in  respect  to  the  work  herein  authorized  to  l.e  done 
by    The    !  -  Coi    ;  any,    then    and    in   that    case    the    time    which 

Union  Station  Company  shall  he  so  delayed  shall  he  added  to  the 
time  during  which  said  Company  is  required  by  the  terms  of  this  ordi- 
nance to  coi  i   much  of  said  work  be  so  delayed. 

Nothing    in    this  seel  -all    he   construed    to    or   shall    prevent    The 

Union  Station  Company  from  thereafter  constructing  and  operating 
such  additional  tracks  and  a  tes  as  said  Company  may   from   time 

to  time  find  y  or  convenient  for  the  operation  of  the  station  and 


CORPORATE    HISTORY  229 

facilities   herein   authorized,   only,   however,   within   the   limits   defied   in 
Section  I  hereof  and  subject  to  the  provisions  of  this  ordinance. 

The  permission  and  authority  hereby  granted  to  and  the  terms  and 
provisions  herein  imposed  upon  The  Union  Station  Company  shall  inure 
to  and  be  binding  upon  its  successors,  lessees  and  assigns. 

The  Union  Station  Company  shall  within  six  months  of  the  passage 
hereof  file  with  the  City  Clerk  its  acceptance  of  this  ordinance  and  its 
bond,  payable  to  the  City  of  Chicago,  in  form  to  be  approved  by  the 
Corporation  Counsel  of  the  City  of  Chicago,  in  the  penal  sum  of  two 
million  ($2,000,000)  dollars,  with  the  Chicago,  Burlington  &  Quincy 
Railroad  Company,  the  Chicago,  Milwaukee  &  St.  Paul  Railway  Company, 
The  Pittsburgh,  Cincinnati,  Chicago  &  St.  Louis  Railway  Company  and  the 
Pennsylvania  Company,  operating  the  Pittsburgh,  Fort  Wayne  &  Chicago 
Railway,  or  any  three  of  said  last  mentioned  companies,  as  sureties,  con- 
ditioned for  the  faithful  observance  and  performance  by  The  Union  Sta- 
tion Company  of  all  the  terms  and  conditions  of  this  ordinance  on  its 
part  to  be  kept  and  performed,  and  the  conveyances  of  easements  in  the 
twenty-foot  strip  in  Canal  street  in  Section  VIII  described;  said  Chicago, 
Burlington  &  Quincy  Railroad  Company,  Chicago,  Milwaukee  &  St.  Paul 
Railway  Company,  The  Pittsburgh,  Cincinnati,  Chicago  &  St.  Louis  Com- 
pany and  the  Pennsylvania  Company  shall  also  within  six  months  of  the 
passage  hereof,  file  with  the  City  Clerk  their  acceptance  of  this  ordinance, 
respectively,  whereupon  this  ordinance  shall  be  in  full  force  and  effect. 

ORDINANCE 

March  23,  1914 

Granting  to  the  Pennsylvania  Company,  operating  the  Pittsburgh, 
Fort  Wayne  and  Chicago  Railway,  its  successors  and  assigns,  the  right 
to  lay  down  and  maintain  two  additional  tracks  in  Stewart  avenue  from 
a  point  at  or  near  Archer  avenue,  to  a  point  immediately  north  of  West 
Fifteenth  place;  also  additional  tracks  in  Stewart  avenue  from  a  point 
immediately  north  of  West  Fifteenth  place  to  the  north  line  of  West 
Twelfth  street;  and  the  right  to  construct,  maintain  and  operate  rail- 
road tracks  and  facilities  necessary  to  its  freight  terminal  station  and 
coach  yard  located  between  West  Fifteenth  place,  Polk  street,  the  South 
Branch  of  the  Chicago  River,  and  Stewart  avenue;  also  granting  certain 
rights  to  the  Chicago,  Burlington  &  Quincy  Railroad  Company. 
Be  it  ordained  by  the  City  Council  of  the  City  of  Chicago: 

Section  1.  (1)  That  subject  to  the  provisions,  conditions  and  limita- 
tions in  this  ordinance  contained,  permission  and  authority  are  hereby 
granted  to  the  Pennsylvania  Company,  operating  the  Pittsburgh,  Fort 
Wayne  and  Chicago  Railway,  to  lay  down,  maintain  and  operate  two 
additional  tracks  at  about  the  level  of  its  present  tracks,  with  necessary 
switches,  connections,  crossovers  and  turnouts  in  Stewart  avenue,  and 
Stewart  avenue  projected,  in  the  City  of  Chicago,  from  a  point  fifty- 
three  (53)  feet  more  or  less  south  of  the  north  line  of  Archer  avenue, 
to  connect  with  the  easterly  two  of  the  present  four  main  tracks  as  the  same 


2^0        CHICAGO,    BURLINGTON    &    QUINCY    RAILROAD    COMPANY 

structed  and  operated,  thence  north  on  or  near  the  easterly  side 
of  Stewart  avenue  projected,  across  the  smith  Branch  of  the  Chicago 
River  to  a  point  immediately  north  of  Wesl  Fifteenth  place,  there  to 
connect  with  the  joint  tracks  of  the  Pittsburgh,  Fort  Wayne  and  Chicago 
Railway  and  the  Chicago  and  Alton  Railroad  Company. 

--ion    and    authority    are    further    granted    1"    said    Pennsj  1 
vania    Company  struct,    maintain,    renew    and    operate    at    about    the 

level  of  its  present  tracks  one  additional  track  in  Stewart  avenue  from 
West  Fifteenth  plate  to  a  point  at  or  near  West  Thirteenth  place  ami 
live  additional  tracks  in  Stewart  avenue  from  a  point  at  or  near  Wes1 
Thirteenth  place  to  the  north  line  of  West  Twelfth  street,  together 
with  all  necessary  connections,  switches,  era  and  turnouts. 

and  authority  are  further  granted  to  said  Pennsyl- 
vania Company  and  the  Chicago,  Burlington  &  Quincy  Railroad  Com- 
pany to  rearrange  their  present  tracks  and  construct,  maintain,  renew 
am!  railroad    tracks    and    freight    terminal    stations    with    coach 

yards    ami  appurtenancee  her    with    all    necessary    connections,    side 

tracks,   switi  turnouts,   statioi  ttt    elevators,   cranes, 

team  ti  -  and   buildings,  .- 1 ] > i ■  and 

other   facilities,   within   the   territory    bounded    on    the   south    by    the   smith 

line  of  West    Fifteenth  place  i"  twardly,  on  the  north  by  the 

I  Polk  street,  on  the  west   by  the  east   line  of  South  Canal 

ttd  i'ii  the  east  from  the  south  line  of  West  Fifteenth  place  to 
the  north  line  of  Wesl  Twelfth  street,  by  a  line  1,086.8  feet  east  of  ami 
parallel  with  the  east  lii-  I  S  Uth  Canal  Btreet,  and  from  the  north  line 
of  \\'e>t    Twelfth   street   to  the  south   line  of   Polk  by   the   west    line 

of  the  South  Branch  of  the  ('ho  g(  River.  Within  said  territory  said 
companies   shall   have   the-    right    to   construct,   maintain    and    operate   such 

numl  -  may  lie  necessary  and  convenient   for  the  construc- 

tion, maintenance,  use  and  operation  of  Baid  terminals  ami  facilities  as 
hereinbefore   provided.     The  tracks  and   facilities  in   this   paragraph   di 

acted,    maintained,    used    and    operated    in    aCCOrd- 

with   the   requiren  forth    and    the   general 

ordinances  of  the  city  of  Chicago;   provided,  however,  that  the  pern 

atol    authority    in    this    ordinance    conferred    shall     not     permit     the 

Pennsylvania   Company  or  the  Chicago,    Burlington   &   Quincy    Railroad 
Company  to  construct  any  buildings  on  or  over  West    Fourteenth  sti 
or  to  occupy  tie  :   by  tracks  as  herein  authorized,  unless  and 

until  a  viaduct  or  subway   is  construi  ir   under  the 

tracks  of  said  Comp  -  hereinaftei    provided.     In  the  evenl   of  the 

-•ruction  of  Mich  viaduct  no  building  or  structure  shall  be  construct- 
ed in  said  Btreet  above  the  level  thereof,  nor  in  any  event  shall  any 
building  !"■  constructed  on  any  street  within  the  limit-  described  in  tins 
paragraph  above  the  level  of  any  viaduct  now  constructed  or  hereafter 
to  be  constru  such  st  i 

(4)      Permission   and   authority  are       -      _        ted    for   thi  action. 

within  the  limits  described  in  the  proceeding  paragraph  hereof,  of  Buch 


CORPORATE    HISTORY  231 

narrow  gauge  tracks  in  addition  to  railroad  tracks  hereinbefore  men- 
tioned in  paragraph  3  of  this  section  as  may  be  necessary  for  the  accom- 
modation of  freight  trucks  using  the  subways  of  the  Illinois  Tunnel 
Company. 

(5)  The  grade  of  all  tracks  authorized  in  this  ordinance  shall  be  sat- 
isfactory to  and  approved  by  the  Commissioner  of  Public  Works. 

(6)  Permission  and  authority  are  also  granted  to  connect  all  drive- 
ways and  teamways  upon  the  property  of  said  companies  between  West 
Van  Buren  street  and  West  Twelfth  street,  both  inclusive,  with  all 
streets  and  viaducts. 

§  2.  Inasmuch  as  various  railroad  companies  are  the  owners  of  or  in- 
terested in  lands,  easements,  railway  tracks  and  facilities  used  by 
them  for  railroad  purposes  within  the  limits  defined  in  paragraph  3  of 
Section  1,  hereof,  which  will  in  whole  or  in  part  be  required  by  said 
Pennsylvania  Company  and  said  Chicago,  Burlington  &  Quincy  Railroad 
Company  and  other  railroad  companies,  and  a  rearrangement  of  said 
railway  tracks  and  facilities  is  necessary  in  order  to  construct,  main- 
tain and  operate  the  terminals,  facilities  and  appurtenances  herein  au- 
thorized, and  to  permit  any  of  said  railroad  companies  to  retain  or  con- 
vey a  part  of  their  tracks  and  facilities,  therefore  permission  and  au- 
thority are  hereby  granted  to  said  Pennsylvania  Company  and  said 
Chicago,  Burlington  &  Quincy  Railroad  Company,  and  to  any  other  rail- 
mad  companies  to  acquire,  lease  or  convey  and  to  interchange  with  each 
other  on  terms  as  they  may  mutually  agree  upon,  any  of  their  lands, 
tracks,  facilities  and  easements,  rights,  estates  and  franchises,  which 
any  railroad  company  may  own  or  may  have  acquired  on,  under,  over 
m  across  any  street  or  streets,  within  the  limits  defined  in  paragraph 
3  of  Section  1  hereof,  and  after  such  acquisition,  interchange  and  con- 
veyance of  any  of  such  lands,  tracks  or  facilities  or  any  of  such  ease- 
ments, rights,  estates  and  franchises  said  railroad  companies  respec- 
tively shall  own,  hold  and  enjoy  the  same  as  fully  and  completely  and  in 
the  same  manner  as  they  were  formerly  owned  and  enjoyed  by  the 
company  owning  the  same  prior  to  such  acquirement,  interchange  or  con- 
veyance. 

§  3.  The  two  additional  main  tracks  hereinbefore  authorized  in  or  near 
Stewart  avenue  shall  cross  the  South  Branch  of  the  Chicago  River  upon  a 
lift  bridge  of  such  material,  plan  and  design  as  shall  be  satisfactory  to 
the  authorities  of  the  Federal  Government,  the  Sanitary  District  and  the 
City  of  Chicago;  said  bridge  shall  be  constructed  at  or  near  the  location 
of  the  present  lift  bridge  of  the  Pennsylvania  Company  and  Chicago  and 
Alton  Railroad  Company  now  in  course  of  construction. 

§  4.  (1)  All  the  work  herein  required  to  be  done  upon  or  in  con- 
nection with  the  public  streets  of  the  city  shall  be  done  and  performed 
under  the  supervision  and  subject  to  the  approval  of  the  Commissioner  of 
Public  Works  of  the  City  of  Chicago,  and  the  cost  of  all  work,  authorized 
or  required  to  be  done  by  this  ordinance  in  or  upon  public  streets,  includ- 
ing the  cost  of  changing,  restoring  and  reconstructing  street  railway  tracks 


232       CHICAGO,    BURLINGTON    &    QIIXCY    RAILROAD    COMPANY 

and  property  therein,  if  any,  including  the  cost  of  inspection  thereof,  shall 
be  paid  by  the  Pennsylvania  Company. 

(2)  No  work  shall  be  begun  under  this  ordinance  unless  at  least 
ten  days  prior  thereto,  plans  and  specifications  thereof  shall  have  been 
submitted  to  the  Commissioner  of  Public  Works  for  his  examination, 
and  unless  the  same  shall  have  been  approved  by  him.  Such  approval 
shall  be  given  if  the  same  are  found  tu  lie  in  accordance  with  the  pro 
visions  of  this  ordinance  and  the  general  ordinances  of  the  city  in  so 

far    as    this    ordinance    contains    specific    provisions,    and    if    they    shall    be 

satisfactory  to  the  Commissioner  of  Public  Works  in  regard  to  the  mat- 

-    and    details    which    by    this    ordinance    and    the    general    Ordinances   of 

the  city  are  left  tu  his  decision  and  judgment.     After  such  approval  all 

Work    outlined    and    included    therein    shall    be    Constructed    in    strict    eon 
formity    therewith.      Said    plans,    to    be    known    as    "Filing    Plans,"    shall 

embody: 

\   g   aeral  plan  on  a  Bcale  of  1""  feel  to  < inch,  of  all  right  of 

way,  tracks,  and  appurtenances  proposed  tu  be  built   in  accordance  with 

the    i>  '    this   ordinance. 

Title  and  date  oi  ordinance. 

for  signatures  of  the  officers  of  the  various  departments 
of  thi    i  f  Chicago  authorized  to  approve  such  plans. 

Wherever  in  this  ordinance  it   Is  provided  that  any  work  in   re 
i  to  construction,  repair  or  maintenance  shall  be  done  or  performed 
by  thi'  Pennsylvania  Company,  it  is  understood  and  agreed  that  the  cost 

thereof   shall    be    borne    by    said    Coliipan.  where    otherwise    speei- 

fically   pr 

§  ."..     i  l  i      Permission     and     authority     are     hereby     given,     whenever 

the  dl    be    neiessary    fur    tin'    prosecution    of   the    wink    herein    au- 

thorize': porarily,  an;  avenue  ami  alley  to  Buch  an 

nt   and   for  such   length  of  time  a-   may   be  approved    by   the  Com 
missioner  of  Public  Works;  and  whi  the  same  shall  become  nei 

t  ami  maintain  temporary  structures  an. I  false  work  in  any 

ml   alleys  during   tie  tction    of   said    terminals   ami 

facilitii  -  •  to  like  appi  I  Commissioner  of  Public  Works. 

\n  chat  i  any   kind  shall   be  made  or  work   done   in   any   streel   or 

alley  as  herein  autho  iccept  upon  plans  ami  specifications  approved 

by  ami  under  thi  f  the  Cod  missioner  of  Public  Works,  ami 

upon  a  permit  of  said  Commissioner  of  Public  Works  allowing  such  work 

ed,  provided,  however,  that  if  any  street  or  alley  BO  obstructed 
shall  contain  street  railway  tracks  ami  such  obstruction  shall  necessitate 
the  building  of  new  tracks  or  the  making  of  new    connections  with  exist- 

g  tracks,  in  order  to  accommodate  lilway  traffic,  the  cost  tie 

of  shall  be  paid  by  the  Pennsylvania  Company. 

(2)  Where  any  public  improvement  i>  required  to  be  changed  on 
account  of  plans  submitted  under  this  ordinance,  before  the  said  plans 
shall  be  approved  by  any  officer  of  the  City  of  Chicago,  an  estimate 
shall  be  made  of  the  changes  required  in  such  public  improvement,  and 


CORPORATE    HISTORY  233 

the  amount  or  amounts  so  estimated  shall  be  placed  to  the  credit  of  the 
proper  officer  of  the  City  of  Chicago  to  pay  for  such  changes. 

(3)  If  the  construction  of  said  terminals  and  facilities,  and  the  re- 
arrangement of  tracks,  or  in  the  prosecution  of  any  of  the  work  by  this 
ordinance  authorized,  it  shall  become  necessary  to  change,  alter,  recon- 
struct, remove,  or  destroy  any  pipes,  wires  or  conduits,  street  railway 
tracks  and  property,  or  other  property,  belonging  to  the  City  of  Chicago, 
or  to  any  public  utility  corporation  or  to  any  individual,  such  work  shall 
be  done  solely  at  the  cost  and  expense  of  said  Pennsylvania  Company, 
and  all  damage  to  or  cost  of  alterations  of  such  property  shall  be  borne, 
assumed,  and  paid  by  said  Pennsylvania  Company,  provided,  that  the 
City  of  Chicago  or  any  public  utility  corporation  acting  under  a  permit 
or  ordinance  grant  from  the  City  of  Chicago  the  utilities  of  which  are 
so  affected,  shall  have  the  permission,  right  and  privilege  to  perform 
any  work  necessitated  by  any  such  rearrangement  or  reconstruction  of 
tracks  or  changes  in  grades  as  hereinabove  provided  for,  the  cost  of  the 
same  to  be  borne  by  said  Pennsylvania  Company  in  conformity  with  the 
provisions  of  this  section. 

§  6.  Said  Pennsylvania  Company  further  agrees  that  the  City  of 
Chicago  may  construct,  or  authorize  to  be  constructed,  subways  in 
Polk  street,  Taylor  street,  West  12th  street,  West  14th  street,  West 
16th  street  and  West  18th  street,  the  roofs  of  such  subways  to  be  at 
such  levels  not  above  15  feet  below  Chicago  City  datum  as  may  here- 
after be  determined  by  those  in  charge  of  subway  construction,  when 
approved  by  the  Commissioner  of  Public  Works,  and  that  the  founda- 
tions of  such  structures  as  said  Pennsylvania  Company  or  its  associated 
companies  may  erect  upon  or  in  said  Polk  street,  Taylor  street,  West 
12th  street,  West  14th  street  or  any  of  them,  shall  be  erected  in  such  a 
manner  as  to  allow  the  construction  of  said  subways,  and  the  said  Penn- 
sylvania Company  shall  in  no  event  use  or  permit  to  be  used  any  of  the 
space  in  the  above  streets,  for  a  depth  lower  than  15  feet  below  Chicago 
City  datum  (except  for  foundations),  and  said  Pennsylvania  Company 
expressly  agrees,  by  the  acceptance  of  this  ordinance,  that  if  the  City 
of  Chicago  shall  at  any  future  time  desire  to  construct  subways  in  any  of 
said  streets,  such  subways  may  be  constructed  beneath  the  space  in  said 
streets  or  any  of  them  occupied  by  said  Pennsylvania  Company,  or  any 
other  railroad  company  then  using  the  terminals  and  facilities  herein 
authorized,  and  the  said  Pennsylvania  Company  further  expressly  agrees 
to  discharge  and  release  the  said  City  of  Chicago  from  any  claim  of  any 
kind,  nature  or  description,  on  the  part  of  said  Pennsylvania  Company 
or  any  other  railroad  company  using  the  terminals  and  facilities  herein 
authorized,  for  compensation  for  the  land  taken  for  such  subways,  or 
damages  to  the  remainder  of  the  land  of  said  Pennsylvania  Company 
or  any  other  railroad  company  using  the  terminals  and  facilities  herein 
authorized,  resulting  from  the  taking  of  such  portion  for  the  construc- 
tion of  such  subways.  Said  Pennsylvania  Company  shall  remove  or 
adjust  at  its   own   expense,  under   the   supervision   and   direction   of   the 


2:>4       cilh   i.GO,    BDRLXNGTON    &    QUINOY    RAILROAD    COMPANY 

missionei  of  Public   Works,  any  foundations  of  buildings  01   struc- 
tures interfering  with   th<  s1    action   of  Buoh   suliv, 

The  said  Pennsylvania  Company  agrees  that  in  case  subways  are 
located  in  any  of  said  -  ts,  as  well  as  under  any  property  which  it 
or  any  railroad  company  now  or  hen  sing  the  terminals  and  facili- 

-  herein  authorized  now   owns  or  hereafter  acquires,  and   under   which 
•    property  the  City  of  Chicago,  shall  construct  or  authorizi 
lie   constructed   subways,  the   Pennsylvania   Company   or  such   other   rail- 
road company  shall  co-operate  with  the  City  of  Chicago,  or  with   such 
par  i   to  construct   said  subways,  to   the   end   that 

such    sectioi  -  b    Bubwi  tructed    at    the    time    that    the 

build     -  Pennsylvania   Company  are  construct- 

ed, may  lie  jointly  g         ami  jointly  constructed,  so  as  t<>  construct 

in..--  ideally   such   subways   and   buildings   and   structures,   and    to 

interfere   least    with   the    rights   of   both    part: 

E   id     Pennsylvania    Company    shall,    at     it-    own    cost,    rebuild 
and  net    to   a   width   of  eighty      v  thosi     portions   of   the 

ind    viaducts,   including   roadway   surfaces   and   sidewalks    upon 
Polk  and   Taj  which   extend   over  any    property    which 

may  1m-  owned,  leased,  controlled  or  used  by  said   Pennsylvania  Company 

i'   railroad   company   then   using   the   terminals   and    fa.il 
herein  authorized,  m  1  work  is  j  !  by  The   Union  station 

•    henin.  th.      The    in.  Q     the    width    of    -aid 

ad    via  11    lie    made    on    the    south    side    thereof. 

'      ■  Shall,    when    and   a-    ordered    so    to    do    by    the 

City  Council  of  thi    i  l  _  such   proportion  of  tin-  entire 

struction  of  a  new  viadui  I  her  with  it-  appi  not 

ne  hundred  and  eight  -  n  width  extending  from 

South  <  est  line  of  the  Si  Bt  inch  of  the  Chicago 

!•  upon  West  Twelft  ted  bj   the  ratio  thai   all 

the  railroad  tracks   (both  main  and  switch  i    maintained   bj    said   company 
and   also   thi    '  go,  But  ington    &   Quincy    Railroad    Company   and   any 

r  railroad  <■■  i  ir  comp:  □   u<in<:  the  terminals  and  facili- 

henin  authorized,   b(  I        entire  number   of  tracks   of  all   kinds 

maintain)  I    viaduct;    provided    that    there   shall    firsl    be   de 

ducted    from    the  of  said    viaducl    Buch    Bum    of 

money,  if  any.  ;  -  street    railway  company   or  companies   Bhall    be   re 

quiri  toward  ...  Ncj  viaduct,  but  this 

proviso    shall    m-  <md    or    taken    to    impose    any    obligation    on    any 

t    railway   company   to  contribute   to   the  ction    of    Baid 

viaduct;    provided    further,  1.  that    should   all    parties   concerned    in 

the  construction      f  e  -         on   a   different    basis   of   prorating 

the  cost  of  •  traction  thereof,  then  the  said    Pennsylvania  Company 

-hall   pay   its   pro  rat  of  the  cost   of  the  construction   of  said   via- 

duct in  accordance  with  such  agreement. 

Whenever  the  City  Council  of  the  City  of  Chicago  Bhall  pass  an  ordi- 
nance or  ordinances  providing  for  the  construction  of  viaducts  or  sub- 
ways  in    West    Eighteenth,    West    sixteenth   or    West    Fourteenth   streets,   or 


CORPORATE    HISTORY  235 

any  of  them,  as  the  said  streets  are  now  or  may  hereafter  be  laid  out  east 
of  South  Canal  street,  and  west  of  the  South  Branch  of  the  Chicago  Eiver, 
and  in  the  ease  of  West .  Fourteenth  street  and  West  Sixteenth  street  or 
either  of  them  provision  is  also  made  for  bridges  in  said  streets  respec- 
tively over  the  South  Branch  of  the  Chicago  River,  connecting  such  via- 
ducts on  said  last  mentioned  streets  or  either  of  them  with  the  east  bank 
of  said  South  Branch  of  said  river,  then  the  Pennsylvania  Company  ami 
the  Chicago,  Burlington  &  Quincy  Railroad  Company  and  any  other  rail- 
road company  then  using  any  part  of  the  terminals  or  facilities  authorized 
herein,  or  in  the  ordinance  granting  certain  rights  to  The  Union  Station 
Company,  to  which  reference  is  hereinafter  made,  shall  grant  to  the  city 
without  expense  to  the  city  the  necessary  easements  or  rights  for  the  con- 
struction of  such  viaducts  or  subways  respectively  in  any  property  then 
owned  or  used  by  or  held  for  the  said  companies  or  any  of  them;  and  the 
said  companies  and  each  of  them  will,  without  cost  to  the  City  of  Chicago, 
construct  the  portions  of  said  viaducts  or  subways  respectively  upon  and 
over  the  property  of  said  companies,  respectively,  or  in  the  streets  abutting 
upon  or  adjacent  to  such  property;  and  will  thereafter  widen  said  parts 
of  said  viaducts  respectively  as  and  when  the  streets  on  which  the  same 
are  built  are  thereafter  widened  by  said  city  immediately  east  or  west  of 
such  parts,  and  will  at  all  times  maintain  said  portions  of  said  viaducts 
and  subways  respectively,  including  the  roadway  and  sidewalks,  and  shall 
reconstruct  said  portions  of  the  same  respectively,  whenever  in  the  opinion 
of  the  Commissioner  of  Public  Works  the  condition  thereof  has  become 
such  as  to  necessitate  such  reconstruction. 

Said  Pennsylvania  Company  shall  maintain  so  much  of  each  of  the  via- 
ducts and  approaches  in  this  section  described,  including  roadway  surfaces 
and  sidewalks,  as  shall  be  over  the  property  owned,  leased,  controlled  or 
used  by  said  company,  or  any  railroad  company  then  using  the  terminals 
and  facilities  herein  authorized,  in  good  order  and  condition;  and  in  the 
event  that  it  shall  fail  so  to  do,  after  thirty  days'  written  notice  from  the 
Commissioner  of  Public  Works,  then  the  City  of  Chicago  may  do  or  cause 
to  lit'  done  the  work  necessary  to  maintain  said  viaducts  and  approaches, 
or  any  of  them,  and  on  demand  collect  from  said  Pennsylvania  Company 
the  cost  of  doing  said  work,  together  with  an  additional  ten  per  cent,  upon 
the  total  of  such  cost,  for  superintendence  by  the  city. 

Nothing  in  this  ordinance  shall  operate  or  be  held  to  relieve  any  rail- 
road company  or  any  street  railway  company  of  or  from  any  liability  now 
existing,  however  created,  at  its  or  their  expense,  after  the  changes,  res- 
toration and  reconstructon  of  street  railway  tracks  and  property,  pro- 
vided for  or  necessitated  by  this  ordinance,  shall  have  been  completed, 
to  construct  and  maintain  said  viaducts  or  subways  or  to  pave  and  main- 
tain their  proper  proportion  of  such  streets  in  the  manner  now  or  here- 
after required  by  law  or  ordinance,  provided,  however,  that  if  any  street 
or  alley  so  obstructed  shall  contain  street  railway  tracks  and  such  obstruc- 
tion shall  necessitate  the  building  of  new  tracks  or  the  making  of  new 
connections  with  existing  tracks,  in  order  to  accommodate  street  railway 
traffic,  the  cost  thereof  shall  be  paid  by  the    Pennsylvania   Company;    rea- 


236        CHICAGO,    BURLINGTON    &    QUINCY    RAILROAD   COMPANY 

sonable  notice  of  making  all  such  obstructions  shall  be  given  to  the  streel 
railway    companies. 

In  all  cases  where  in  complying  with  the  provisions  of  this  ordinance 
\  to  change  or  reconstruct  streel  railway  tracks  ami  property, 
the  work  shall  be  done  by  the  streel  railway  companies  owning  the  same 
ami   the  cosl   thereof  shall   lie   paid   by   the    Pennsylvania    Company. 

The  obligation  herein  expressed  in  reference  to  the  viaducts  in  I'olk 
•.  Taylor  streel  ami  West  Twelfth  street  is  included  in  the  obligation 
imposed  upon  the  Union  Station  Company  by  virtue  of  an  ordinance  en- 
titled, "An  Ordinance  granting  to  The  Union  Station  Company,  a  corpora- 
tion, its  SUCCI  jns,  tin'  righl  to  construct,  maintain  ami  oper- 
ate a  railroad  pas  station  in  the  Citj  of  Chicago,  ami  the  righl  also 
act,  maintain  ami  operate  certain  railroad  tracks  and  facilities 
in  connection  therewith  in  this  ordinance  described."  Nothing  in  this 
ordinance  contained  shall  l>e  construed  t<i  or  shall  alter  nr  ailed  the  obli- 
gation of  The  Union  Station  Company    in  reference  to  said  viaducts,  ami 

each    of    them,    under    said    ordinance,   and    in    the    event    that    said    ordinance 

ted  and  said  obligation   is  performed   bj    The  Union  Station  Com 
panj    in   accordance  therewith,  the  obligation   of  -aid    Pennsylvania   Com- 
pany  in  referenci  '■  viaducts  herein  expressed,  in  so  far  as  the  same 

is  included  in  said  obligation  of  The  Onion  station  Company,  shall  lie 
null  ami  void,  except    that    -aid    Pennsylvania   Company    Bhall   be  Liable  as 

of  -aid  obligation  by  The  Union  station 

(' panj    80    far   a-    the   same   affects   the    portions    of   said    viaducts   o\er    the 

property   of  said   Pennsylvania   Company   ami  anj    other   railroad  company 
ug  the  terminals  ami  facilities  herein  authorized.     Hut   if 
said  ordinance  imposing  said  old;.  n  reference  to  said  viaducts  upon 

Th.  Station  Company   -hall  not   be  passed  or  accepted  or  if  the  ob 

ligation  imposed  upon  The  Onion  Station  Company  in  reference  to  said 
viaducts  -hall  not  lie  performed  in  accordance  with  the  terms  of  said  ordi 

Dance,     then     the     entire     obligation     imposed     bj      this     ordinance     upon     .x.-iiil 

Pennsylvania  Company  in  reference  to  said  viaducts  shall  lie  in   full   force 

and    ell. 

$  8.     It    i-    herebj    expresslj     provided    as    one    of    the    terms,    limi- 
tations   and    Conditions    of    this    ordinance,    that     by    the    acceptance    hereof 
the    Pennsylvania    Company    and    the   companies   occupying   ami    using    the 
terminals  and   facilities  herein  authorized,  agree  that    if  the  City  of  Chi- 
any  oth      e         amenta!  agency   acting  at   the  request   of  said  city 

and    having   lawful   authority    therefor,    desires   and    makes    provision    and    is 

proceeding    to    straighten    the    South    Branch    of    the    Chicago    River    by 

creating  a  new  channel  for  -aid  river,  BO  that  the  west  line  of  said  river 
shall   lie  a   line   beginning  at    a    point    mi    tin     present    west    line   of   -aid    South 

!■  Mch  of  tin-  Chicago  River,  at  it-  intersection  with  the  present  south 
line  of   I'oll.  it  a   distance  of  nine  hundred  thirtj  nine  ami  eighty- 

nine    oin  hundredths  e.-,-i    of    the    present    line    of    South 

('anal  -Met.  measuring  along  -aid  -outh  line  of  Toil,  street,  thence  by  a 
straight  line  to  a  point  on  thi  north  line  of  West  Twelfth  street  ten  hun- 
dred eighty  six  and  eight  (1086.8)  feet  east  of  the  presenl   easl   line 


CORPORATE    HISTORY  237 

of  South  Canal  street  measuring  along  said  north  line  of  West  Twelfth 
street,  thence  extending  south  parallel  with  said  present  east  line  of  South 
Canal  street  to  an  intersection  with  the  present  west  bank  of  said  South 
Branch  of  the  Chicago  River  between  West  Sixteenth  street  and  West 
Eighteenth  street;  or  if  said  westerly  line  of  said  river  shall  be  estab- 
lished with  the  consent  of  the  City  Council  of  the  City  of  Chicago,  on  any 
line  east  of  said  line  (but  in  no  event  upon  a  line  farther  west  than 
that  above  described),  and  the  east  line  of  said  South  Branch  of  said  river 
shall  be  a  line  parallel  with  and  200  feet  distant  easterly  from  the  west 
line  of  said  South  Branch  of  said  river  as  above  described ;  then  and  in 
that  event  said  Pennsylvania  Company,  through  its  officers  and  engineers, 
will  endeavor  to  secure  the  co-operation  of  any  other  railroad  corporation 
owning  lands  upon  the  route  of  said  proposed  new  channel  to  the  end  that 
the  assistance  of  any  such  other  railroad  corporations  may  be  secured  in 
effecting  said  improvement  by  means  of  the  straightening  of  said  channel 
of  the  Chicago  Eiver. 

It  is  expressly  understood  and  agreed  that  any  change  in  the  channel  of 
the  Chicago  Biver  so  contemplated  and  proposed,  need  not  follow  the  exact 
route  hereinabove  described,  but  may  be  approximately  in  the  general  line 
and  within  the  general  limits  above  stated,  provided  that  no  part  of  such 
route  shall  in  any  event  be  west  of  the  west  line  described  in  the  preceding 
paragraph  hereof.  Said  Pennsylvania  Company  and  the  companies  occupy- 
ing the  terminals  and  facilities  under  the  terms  of  this  ordinance  hereby 
further  agree  that  if  and  when  provision  is  made  by  law  for  the  straighten- 
ing of  the  river  as  herein  provided,  and  the  other  property  necessary  there- 
for is  acquired,  it  or  they  or  any  or  either  of  them,  (the  lands  of  which  lie 
or  may  hereafter  be  situated  within  the  proposed  route  of  said  river  channel, 
if  straightened),  will,  upon  payment  of  compensation  therefor  as  herein- 
after provided  convey  to  the  City  of  Chicago,  or  such  governmental  power 
as  has  charge  and  control  of  straightening  said  river  channel,  any  interest 
in  and  to  lands  which  it,  they,  or  any  of  them,  may  own  or  control,  necessary 
or  convenient  for  the  purpose  of  the  straightening  of  said  river  channel. 

And  it  is  hereby  expressly  agreed  that  compensation  for  or  damages  on 
account  of  any  such  interest  in  lands  so  to  be  conveyed  for  the  purpose  of 
straightening  said  river  channel  shall  be  ascertained  and  fixed  by  a  board 
or  boards  of  arbitration,  which  shall  be  constituted  as  follows:  The  said 
city  shall  appoint  one  of  the  members  of  such  board  (which  appointment 
shall  be  made  by  the  Mayor  of  said  city  and  be  subject  to  the  approval  of 
the  City  Council)  and  shall  notify  the  railroad  company  the  property  of 
which  is  required  for  the  proposed  improvement,  in  writing,  of  the  name 
and  address  of  such  member,  and  within  30  days  after  such  notice  such 
railroad  company  shall  appoint  a  member  of  such  board  and  shall  notify 
the  Mayor  of  said  city,  in  writing,  of  the  name  and  address  of  such  mem- 
ber so  appointed  by  it.  In  the  event  that  such  railroad  company  fails  to 
appoint  such  member  within  the  time  specified  herein,  then  said  city  shall 
be  entitled  to  appoint  the  second  member  of  such  board  in  the  manner 
above  provided  for  the  appointment  of  the  first  member.  The  two  mem- 
bers appointed  in  either  of  the  ways  aforesaid  shall  select  the  third  mem- 


238       CHICAGO,    BURLINGTON    &    QUINCY    RAILROAD    COMPANY 

ber  of  such  board.  In  the  event  that  they  do  not  agree  upon  the  selection 
of  such  third  member  within  30  days  from  the  appointment  of  the  second 
member  of  such  board  in  either  of  the  ways  aforesaid,  thru  a  majority  of 
the  persons  then  legally  elected  and  acting  as  judges  of  the  Circuit  Court 
Cook  County  may  appoint  the  third  member  of  such  board  upon  the 
application  of  said  city  or  of  such  company  after  the  giving  of  in  days' 
written  notii  ■•  h  application  to  the  other  party.     Iii  the  event  of  the 

death  or  refusal  to  serve  of  any  of  the  members  of  such  board,  the  party 
by  which  such  member  was  appointed  shall  have  the  power  to  fill  the 
vacancy  within  30  days  after  notice  to  the  other  party.  Any  vacancy 
caused  by  the  death,  resignation  or  refusal  to  serve  of  the  third  member 
:d.  may  lie  tilled  by  agreement  of  the  other  two  members  of 
smh  board  or  if  they  fail  to  agree  within  30  days  after  such  vacancy  shall 

if.  then   a   majority   of  the   persons   then    legally   elected   and    acting  as 
judges    of   the   Circuit    Court    of   Cook    County    may    till    such    vacancy,    upon 

the  application  of  said  city  or  of  such   company  after  giving   in  days' 

written    notice    of    BUCD    application    to    the    other    party.      Such    board    of 

arbitrators  shall  have  power  to  fix  the  times  and  places  for  the  presenta- 
tion   of   evidence    by    the    respective   parties   and    within    30   'lays    after    the 

lusion  of  Buch  evidence  shall  make  its  finding  and  award  in  writing 
in  i.  to  the  questions  of  compensation  or  damages,  or  both,  as  above 

provided,  upon  the  evidence  submitted.  Any  finding  or  award  by  such 
hoard  or  a  majority  of  the  members  thereof,  shall  be  binding  upon  the 
par  ch  arbitration,  without  any  appeal,  ami  in  consideration  of  the 

obligation  herein  imposed,  Baid  city  of  Chicago  agrees  and  undertakes 
that    such    compensation    and    damages,    "i    either    of    them,    as    may    lie 

■  led    by    any    smh    board    shall    he    paid    to    the    company    or    companies 
■  I   within   one  year   from   the   making   of   such    finding  or  award. 

The  obligation  herein  created   in   reference  to  the  straightening  of  said 

branch  of  the  Chicago  River  --hall  be  taken  and  held  for  a  period  of  fifteen 

..in  the  i  of  this  ordinance,  to  lie  a   covenant    running  with 

the    land    now   or   hereafter    within    said    period    owned    or   held    by    said     I'ellll- 

ttia  Company  or  any  railroad  company  or  companies  using  the 
terminals  ami  facilities  herein  authorized,  and  lying  within  the  area  which 
may   be  I   channel   in  accordance  with   the   provisions  hereof   for 

B     ocb  of  the  Chicago   River,  ami  as  such  shall 

he  binding  upon  tin  if  ami   purchasers   from   said 

asylvania   Company  or  such   other  railroad   company  or  companies,  or 

any  of  them,  for  said  period  of  fifteen  years.     At   the  end  of  said   period 

a  years,  the  obligation  herein  imposed  in  reference  to  straightening 

said  South   Branch  oi  •   River  shall  cease  an. I  determine,  unless 

in    the    meantime    the   conditions    herein    prescribed    for    the    performance    of 

said  obligation  shall  have  Keen  fulfilled.     In  the  event  that  the  line  adopted 

fin-    the-    straightening   of    ^  .•  <  i « 1    river    is    located    farther    west    than    said    west 

line  hereinabove  described,  then  each  and  all  of  the  obligations  herein  as- 
■  e  to  the  straightening  of  the  South   Branch  of  the  Chi- 
cago   River   shall    he   null   and    void. 

v>  0.     The  permission  and  authority  hereby  granted  to  said   Pennsylvania 


CORPORATE    HISTORY  239 

Company  are  upon  the  express  condition  that  it  shall  indemnify  the 
City  of  Chicago  and  hold  it  harmless  from  any  and  all  damages  and  ex- 
pense (including  damages  to  private  property)  to  which  it  may  be  sub- 
jected by  reason  of  the  use  and  occupation  by  said  Pennsylvania  Company 
or  any  other  railroad  company  or  companies  using  the  terminals  and  facil- 
ities herein  authorized,  of  any  of  the  streets  and  alleys  within  the  limits 
hereinbefore  described,  and  relocation  of  sewers,  as  herein  provided,  and 
said  Pennsylvania  Company  shall,  at  its  own  cost  and  charge,  defend  any 
suit  in  law  or  equity  which  may  be  brought  against  the  City  of  Chicago  and 
said  Pennsylvania  Company  or  other  railroad  companies,  or  against  any 
of  them,  by  reason  of  any  acts  or  things  done  under  the  permission  and 
authority  in  this  ordinance  granted,  and  said  Pennsylvania  Company  shall 
pay  all  the  judgments,  interest  and  costs  which  may  be  finally  rendered 
against  the  City  of  Chicago,  and  said  Pennsylvania  Company  or  other 
railroad  companies,  or  any  of  them,  by  reason  of  the  relocation  of  sewers 
herein  mentioned;  provided,  however,  that  in  the  event  of  suits  in  law  or 
equity  brought  against  the  City  of  Chicago  for  damages  or  for  equitable 
relief  by  reason  of  any  acts  done  by  said  Pennsylvania  Company  or  other 
railroad  companies,  or  any  of  them,  in  pursuance  of  the  permission  and 
authority  hereby  granted,  wherein  the  Pennsylvania  Company  shall  not  be 
a  party  defendant  with  said  City  of  Chicago,  the  Corporation  Counsel  of 
said  City  of  Chicago  shall,  at  least  five  days  before  the  return  day  of  the 
process  therein,  mail  notice  in  writing  of  such  suit  to  the  Besident  Vice- 
President  of  said  Pennsylvania  Company. 

§  10.  All  that  part  of  Dodge  street  lying  northeasterly  of  the  north- 
easterly line  of  Block  two  (2)  and  west  of  the  east  line  of  said  Block 
two  (2)  produced  north  (except  therefrom  the  north  fifty-two  (52)  feet 
of  said  Block  two  (2));  also  all  that  part  of  Ellsworth  street  lying  west 
of  and  adjoining  the  west  line  of  Blocks  two  (2),  seven  (7)  and  ten  (10), 
except  therefrom  the  north  fifty-two  (52)  feet  of  said  Block  two  (2);  also 
all  that  part  of  Forsyth  avenue  lying  within  Blocks  one  (1),  eight  (8)  and 
nine  (9),  (except  therefrom  the  north  fifty-two  (52)  feet  of  said  Block 
one  (1)),  also  all  that  part  of  West  Twelfth  place  south  of  and  adjoining 
the  south  line  of  Blocks  one  (1)  and  two  (2),  and  the  south  line  of  said 
Block  one  (1)  produced  east  sixty-six  (66)  feet  and  produced  west  across 
Forsyth  avenue;  also  all  that  part  of  West  Thirteenth  place  south  of  and 
adjoining  the  south  line  of  Blocks  seven  (7)  and  eight  (8)  and  the  south 
line  of  said  Block  eight  (8)  produced  east  sixty-six  (66)  feet  and  west 
across  Forsyth  avenue;  also  all  that  part  of  the  south  thirty-four  (34) 
feet  of  West  Fourteenth  street  north  of  and  adjoining  the  north  line  of 
Block  fourteen  (14),  lying  west  of  the  west  line  of  Dodge  street  produced 
south;  also  all  of  the  north  and  south  public  alleys  in  Blocks  two  (2), 
seven  (7)  and  ten  (10),  (except  therefrom  the  north  fifty-two  (52)  feet  of 
said  Block  two  (2)), — all  in  Canal  Addition  to  Chicago  in  northeast  quarter 
(N.  E.  %),  Section  twenty-one  (21),  Township  thirty-nine  (39)  North, 
Range  fourteen  (14),  East  of  the  Third  Principal  Meridian;  also  all  that 
part  of  Stewart  avenue  east  of  and  adjoining  the  east  line  of  Blocks  one 


240        CHICAGO,    BURLINGTON    &    QUINOX    RAILROAD    COMPANY 

(1),  six  (6)  and  seven  (7),  and  the  east  line  of  said  Block  six  (6)  produced 
north  and  south  sixty  (GO)  feet,  and  the  east  line  of  said  Block  seven  (7) 
produced  south  sixty-six  (66)  feet,  (except  therefrom  the  north  fifty-two 
(52  feel  of  said  Block  one  (1));  also  all  that  part  of  West  Twelfth  place 
south  of  and  adjoining  the  south  line  of  Block  one  (1):  also  all  that  part 
of  West  Thirteenth  street  south  of  and  adjoining  the  south  line  of  Block 
■dx  (6);  also  all  that  part  of  West  Thirteenth  place  south  of  and  adjoin- 
ing the  south  line  of  Block  seven  (7)  ;  also  all  of  the  public  alleys  in  Blocks 
one  (1)  and  seven  (7). — all  in  Brainard  and  Evan's  Addition  to  Chicago 
in  northwest  quarter  (N.  W.  $4),  Section  twenty  one  (L'l),  Township 
thirty-nine    (39      North,    Range   fourteen    ill),    Easl    of   the   Third    Principal 

Meridian;  also  all  that  pari  of  Stewart  avenue  easl  of  and  adjoining  the 

easl    line   of    Bloi  >  one    (61),   sixty    (60),   fifty-one    (51)    and  fifty 

si  line  of  said  Block  fiftj  one  (51  >  produced  north  and  south 

66      feet;    al80  all   that    part    of    Liberty  street    lying  within   Block 

sixty  on.'  (61) ;  also  all  that  part  of  Barber  streel  lying  within  Block  sixty 
Iso  all  that  part  of  West  Fourteenth  place  lying  south  of  and  ad- 
joining the  south  lini  of  Block  sixty  (60);  also  all  that  part  of  Wes1 
Fifteenth  street  lying  within  Block  fifty-one  (51);  also  all  that  part  of 
Wesl  Fifteenth  place  lying  south  of  and  adjoining  the  south  line  of  Block 
fifty-ont  llBO  all    that    part    of    Depot    place    lying  within    Block   fifty 

II   of   the   public   alleys    in    Block    sixty    (60),      all    in   Canal    Trus- 

\ew   Subdivision  of  blocks  in  northwest  quarter  i  \.  W.   '  i  l,  Section 
twent  •_•  I    .  Township  thirty-nine    (39)    North.   Range  fourteen    (14), 

L   -<  of  the  Third  Principal  Meridii ixcepl    Blocks  fiftj  seven   (57)  and 

tifty  -       also  all  that  part  of  Stewart  avenue  easl  of  and  adjoining 

the  east  line  of  Block  forty-thre<  n  Canal  Trustees'  Subdivision  of 

west   half   (W.   '.  m  twenty-one   (21)   Township  thirty  nine  (39) 

North,  Range  fourteen  (14),  East  of  the  Third  Principal  Meridian,  and  so 
much  of  the  southeast  qt  :    E.  ',  i  as  lies  west  of  the  South  Branch 

of  the  Chicag  :  Baid  part-  of  said  streets  being  further  described  as 

all    that    part    of   the    triangulai     portion    of    Bodge    street    lying   south    of   a 

line  fifty-twi  south  of  the  Boutb  line  of  West  Twelfth  street  and 

west  of  the  west  line  of  Dodg  produced  north;  also  all  that  part  of 

-vorth  street,   Pors;  th  avenue  and  Stewart  avenue  lying  between  the 

th  line  of  W  ■  s1   I  th  street  and  a  line  fifty  two  (52)   feel  south 

of  and  parallel  to  the  south  line  of  West  Twelfth  street;  also  all  thai  pari 

Stewart  avenue  lying  between  the  south  line  of  West  Fourteenth  streel 

and  the  north  line  of  Wi  el  and  between  the  south  line  of 

W.  s1    -  it,  and  the  north  line  of  West   Eighteenth  street ;  also 

all   that   part   of   Wesl    Twelfth    place.    West    Thirteenth    street,    Liberty 

street.   Barber  street,   West  Fourteenth   place,   West  Fifteenth  street,   West 

Fifteenth    place  and    Depot    place,    lying   between   the  east  line  of    South 

Canal    street    and   the   west   line   of  Stewart    avenue;    also   all   that    part   of 

West  Twelfth  place  lying  between  the  east  line  of  Stewart  avenue  and 
the  west  line  of  Dodge  street;  also  all  that  part  of  West  Thirteenth 
place  lying  between  the  east  line  of  South  Canal  street  and  the  west 
line  of  Dodge  street;    also  all  that    part    of  the   south    thirty-four    (34)    feet 


CORPORATE    HISTORY  241 

of  West  Fourteenth  street  lying  beween  the  east  line  of  Stewart  avenue 
and  the  west  line  of  Dodge  street  produced  south ;  and  said  alleys  being 
further  described  as  all  of  the  north  and  south  public  alleys  in  the  three 
blocks  bounded  by  West  Twelfth  street,  West  Fourteenth  street,  Dodge 
street  and  Ellsworth  street ;  also  all  of  the  public  alleys  bounded  by  West 
Twelfth  street,  West  Thirteenth  place,  Stewart  avenue  and  South  Canal 
Street;  also  all  of  the  public  alleys  in  the  block  bounded  by  West  Fourteenth 
street,  West  Fourteenth  place,  Stewart  avenue  and  South  Canal  street,  as 
colored  in  red  and  indicated  by  the  words  "To  Be  Vacated"  on  the  plat 
hereto  attached,  which  plat,  for  greater  certainty,  is  hereby  made  a  part 
of  this  ordinance;  be  and  the  same  are  hereby  vacated  and  closed,  inasmuch 
as  said  streets  and  alleys  and  such  portions  of  said  streets  and  alleys  are 
no  longer  required  for  public  use,  and  the  public  welfare  will  be  best  con- 
served by  their  vacation  and  discontinuance.  The  vacation  herein  provided 
for  is  made  on  the  express  condition  that  upon  the  acceptance  of  this 
ordinance  by  the  Pennsylvania  Company,  said  Pennsylvania  Company  shall 
within  thirty  days  thereafter  file  for  record  in  the  office  of  the  Recorder 
of  Deeds  of  Cook  County,  Illinois,  a  certified  copy  of  this  ordinance. 

6  11.  (1)  The  grants  made  and  privileges  obtained  under  this 
ordinance  may  be  revoked  by  the  City  of  Chicago,  and  this  ordinance  shall 
become  null  and  void,  in  the  event,  and  whenever  the  grantee  shall  fail  for 
a  period  of  ninety  days  after  notice  from  the  City  of  Chicago  to  comply 
witli  any  or  all  of  the  requirements  and  conditions  herein  imposed,  and 
unless  the  work  of  constructing  said  railway  tracks,  terminals  and  facili- 
ties be  begun  within  one  year  and  completed  within  four  years  from  the 
passage  of  this  ordinance,  unless  prevented  by  strikes,  riots,  the  act  of 
God  or  a  public  enemy,  or  restrained  by  injunction  or  other  order  or  process 
of  a  court  of  competent  jurisdiction  not  obtained  through  collusion,  in 
which  event  the  time  that  such  completion  shall  be  so  prevented,  as  afore- 
said, shall  be  added  to  the  time  hereby  given  for  the  completion  of  said 
work,  provided  said  Pennsylvania  Company  shall  give  notice  in  writing 
to  the  Corporation  Counsel  of  the  City  of  Chicago  of  the  institution  of  said 
legal  proceedings.  The  City  of  Chicago  shall  thereupon  have  the  right  to 
intervene  in  any  suit  or  proceeding  brought  by  any  person  or  persons 
seeking  to  enjoin  or  restrain  or  in  any  manner  interfere  with  the  prosecu- 
tion of  said  work,  and  move  for  a  dissolution  of  such  injunction  or  re- 
straining order,  and  for  any  other  proper  order  in  such  suit.  Should,  how- 
ever, the  prosecution  of  said  work  authorized  to  be  done  under  the  pro-  ' 
visions  of  this  ordinance,  be  delayed  by  reason  of  any  delay  on  the  part 
of  the  City  of  Chicago  or  any  of  its  officers  in  the  performance  of  the 
duties  imposed  upon  the  city  and  its  officers,  by  this  ordinance  in  respect 
to  the  work  herein  authorized  to  be  done,  then  and  in  that  case  the  time 
during  which  such  completion  shall  be  so  delayed  shall  be  added  to  the  time 
during  which,  such  completion  is  required  by  the  terms  of  this  ordinance, 
as  to  the  part  or  parts  of  the  work  so  delayed. 

(2)  Nothing  in  this  section  shall  be  construed  to  preveut  the  Penn- 
sylvania Company  and  the  Chicago,  Burlington  &  Quincy  Railroad  Com- 
pany, or  either  of  them,  from  thereafter  constructing  and  operating  such 


242       CHICAGO,    BURLINGTON    &    QUINCE    RAILROAD   COMPANY 

additional  track-     -  ipany  may  from  time  to  time  find  necessary 

or  convenient  for  the  operation  of  the  said  terminals  and  facilities  herein 
authorized,  only,  however,  within  the  limits  denned  in  Section  One  hereof 
and  as  authorized  by  and  subject  to  the  provisions  of  this  ordinance. 

-  i  tion  12.  (1)  The  permission  and  authority  hereby  granted  to  and 
the  terms  and  provisions  herein  Imposed  upon  said  Pennsylvania  Com- 
pany and  said  Chicago,  Burlington  &  Quincy  Railroad  Company  shall  in- 
ure to  and  be  binding  upon  theii  ad  assigns. 

2)     The    ;  in    and    authority    herein    granted    are    upon    the    ex- 

idition  thai   within  the  time  limited  for  the  acceptance  of  this  ordi- 
nani  Sti  tion  Company  shall  pay  to  the  City  of  Chicago  the  sum 

ight  hundred  twenty-five  thousand  eight  hundred  five  and  04   LOO  dol- 
lars    --      •  as   provided    in   Section    it;   of  an   ordinance   en 
titled  "An  ordinance  granting  to  The  Union  Station  Company,  a  corpora- 
tion,  its   sue  iigns,   the   right    to  construct,   maintain   ami    oper- 
ate a  railroad  pass     _  I  ion  in  the  City  of  Chicago  and  the  right  also 

to  construct,  maintain  and  operate  certain  railroad  tracks  and  facilities  in 
connection  therewith  in  this  ordinanci  1  Bum  to  be  so  paid 

by  The  Union  station  Company  as  provided  in  Section  L6  of  said  ordinance. 
The  si   d   Pennsylvania  Company  shall  within  a  aonths  after 

the  passag  irdinance,  file  with  the  City  Clerk  its  acceptance  of  this 

ordinance  and  its  bond  payable  to  thi    i  :'  Chicago,  in  form  to  be  ap- 

ed by  the  Corpoi  i    unsel  of  the  Citj  of  Chicago,  in  the  penal  sum 

of  one  milli.  liars,  with  the  Chicago,  Burlington  &  Quincy 

Railroad  Company  a>  surety,  conditioned  upon  the  faithful  observance 
and  perform  all  and  singular  the  conditions  and  provisions  of  this 

ordinance;  whereupon  this  ordinance  shall  l>e  in  full  force  and  effect. 
Said  bond  and  the  Liability  of  the  surety  thereon  shall  be  kept  continually 
in  fi 

ghts  and   privileges  in  this  ordinance  granted  are  upon  the 
expi    -  [ition    that    a    certain    ordinance   entitled    "An    ordinance   grant- 

I  Station   Company,   a    corporation,    i>  -   and    as- 

ght  t,,  construct,  maintain  and  operate  a  railroad  passenger 
station  in  the  City  of  Chicago,  and  the  right  also  to  construct,  maintain 
and  tain   railroad   tracks  and   facilities   in   connection   therewith 

in  this  ordinate-      .-  I   and  accepted   in  accordance 

with   the   terms   then 

AGREEMENT  duly  2,  L915  between  Chicago  LTnion  Station  Company 
and  I  go,  _         &  Quincy  Railroad  Company  et.  al. 

This    Agreement,    ma  ad    day    of    July.    A.    1).    1915,    by    and 

between  Chicago  Union  Station  Company,  a   eo  on   organized  and 

-ting   under  and    by   virtue   of   the   laws   of   the  *    Illinois,   herein- 

after designated  the  Station  Compan;      I  lington  and  Quincy 

Railroad  Company,  Chicago,  Milwai  i  St.    Paul    Railway  Com- 

pany, Tiie  Pri  .   i  [ncinnati,   Chicago  and  St.   Loins   Railway 

Company   and    Pennsylvania    Company    (assignee    of    The    Pennsylvania 


CORPORATE    HISTORY  243 

Railroad  Company,  operating  the  Pittsburgh,  Fort  Wayne  and  Chicago 
Railway),  hereinafter  designated  the  Proprietary  Companies,  The  Penn- 
sylvania Railroad  Company  (lessee  of  the  Pittsburgh,  Fort  Wayne  and 
Chicago  Railway).  Pittsburgh,  Fort  Wayne  and  Chicago  Railway 
Company,  and  Illinois  Trust  and  Savings  Bank,  hereinafter  designated 
the  Trustee:   Witnesseth 

Whereas,  the  Station  Company  has  acquired  the  title,  including  the 
leasehold  interests  of  the  Proprietary  Companies,  of  the  property  in  the 
City  of  Chicago,  Illinois,  used  by  them  for  passenger  station  purposes 
under  an  agreement  dated  September  7,  1880,  and,  under  authority 
granted  by  an  ordinance  passed  by  City  Council  of  Chicago,  March  23, 
1914,  proposes  to  construct,  maintain  and  operate  a  union  passenger  sta- 
tion and  facilities  upon  premises  now  owned  or  to  be  acquired  as  shown 
by  plan  No.  213,  dated  April  12,  1915,  identified  by  the  signatures  of 
representatives  of  the  Station  Company  and  the  Proprietary  Companies, 
which  plan  is  hereto  attached,  made  a  part  hereof,  and  marked'  "Exhibit 
A";  and 

Whereas,  the  outstanding  capital  stock  of  the  Station  Company  is 
owned  by  the  Proprietary  Companies  in  the  following  proportions:  Chi- 
cago, Burlington  and  Quincy  Railroad  Company  twenty-five  per  cent. 
(25%);  Chicago,  Milwaukee  and  St.  Paul  Railway  Company  twenty -five 
per  cent.  (25%);  The  Pittsburgh,  Cincinnati,  Chicago  and  St.  Louis  Rail- 
way Company  twenty-five  per  cent.  (25%);  and  Pennsylvania  Company 
twenty-five  per  cent.  (25%);  and 

Whereas,  Pennsylvania  Company  is  in  possession  of  the  Pittsburgh,  Fort 
Wayne  and  Chicago  Railway,  and  is  operating  and  maintaining  the  same 
by  virtue  of  the  assignment  to  it  of  the  lease  from  Pittsburgh,  Fort 
Wayne  and  Chicago  Railway  Company  to  The  Pennsylvania  Railroad 
Company,  dated  June  7,  1869,  for  a  term  of  nine  hundred  and  ninety-nine 
(999)  years;  and 

Whereas,  each  of  the  Proprietary  Companies,  except  Pennsylvania  Com- 
pany, owns  and  each  operates  a  line  of  railway  into  the  City  of  Chicago; 
and  each  of  the  Proprietary  Companies  is  in  need  of  an  adequate  and  ap- 
propriate terminal  passenger  station  and  facilities  in  the  said  city;  and 

Whereas,  the  Proprietary  Companies  have  made  advances  to,  and  ex- 
pended money  for  the  benefit  of,  the  Station  Company,  and  by  the  issue 
of  mortgage  bonds  of  tlie  Station  Company,  guaranteed  by  the  Proprietary 
Companies  for  the  purpose  of  inducing  the  purchase  of  the  said  bonds  on 
the  faith  of  the  said  guaranty,  desire  to  reimburse  themselves  for  such 
advances  and  expenditures  and  desire  to  enable  the  Station  Company  to 
complete  the  construction  of  the  said  station  and  facilities; 

Now,  therefore,  in  consideration  of  the  premises  and  of  the  covenants 
and  agreements  hereinafter  set  forth  it  is  covenanted  and  agreed  between 
the  parties  hereto  as  follows: 

Section  I.  The  Station  Company  will,  with  reasonable  diligence, 
construct  and  thereafter  maintain  the  said  union  station  and  facilities, 
all  in  accordance  with  the  said  general  plan  No.  213,  dated  April  12,  1915, 


244       CHICAGO,    BURLINGTON    &    QUINCY    RAILROAD   COMPANY 

attached  hereto  as  Baid  "Exhibit  A,"  which  general  plan  may  be  modi- 
fied ia  detail  l>y  unanimous  vote  of  the  Board  of  Directors  of  the  station 
Company,  and  will  make  the  necessary  connections  with  the  tracks  of  the 
Proprietary  Companies  at  the  property  line  of  the  station  Company,  ac- 
cording to  ]  -  g  eed  upon  between  the  Station  Company  and  each  of 
the  Baid  Proprietary  Companies,  and  will  comply  with  all  other  conditions 
required  by  the  said  ordinance  "t  March  23,  L914.  The  said  station  and 
facilities  shall  at  all  times  be  Buch  as  may  be  reasonably  necessary  Cor 
handling  the  p.  mail  and  express  traffic  of  the  said  Proprietary 

Companies,  and  the  equivalent  of  any  additional  operating  facility  fur- 
nished tor  any  of  the  said  Proprietary  Companies  shall  be  furnished  upon 

demand  by  the  Station  Company  for  any  of  the  other  of  the  said 
l'i oprietary  Compan 

^i  -.  The  station  Company  hereby  grants  to  each  of  the  said  Proprie 
tary  Companies  the  equal   right   of  using   in   common,   for   handling  its 

g    P,    mail,    and    express    traffic,    the    said    station    and    facilities,    dur- 
ing,   and    for   the    full    period    from    the   effective    date    hereof   until   duly    ;i, 
I,  and    for   -mh    further  time  as   tl  m    and    facilities  may   lie    used 

or  the  term  of  corporate  existence  of  the  said  station  Company  may  bi 
tended  or  renewed  from  time  to  time;  provided,  that  the  said  facilities, 
the  common  use  of  which  is  hereby  granted,  shall  also  in. dude  the  property 
ami  appurtenances  which  the  station  Company  may  hereafter  acquire  and 
retain. 

$  3.     Bach    of   the    said    Proprietary    Companies   agrees   that the 

ad    conditions   of  this   agreement    and   during   the   entire   period 

ilied   in   Section  Two,   it    will    use   the  said   station   and   facilities   for  all 

of  its  trains  handling   |  r,  mail,  and   express   traffic   arriving  at, 

departing  from,  or  operating  within  the  limits  of  the  said  city  of  Chi- 

ovided  from  time  to  time  by  the  unanimous 
I  of  Din  Station  Company. 

The  use  hereby  grant*  ' di  of  the  Proprietary  Companies  is  for  its 

own  traffic  only,  and  the  said  Proprietary  Companies,  under  the  cover  of 

this      _  at,   shall    not    use.    or    permit    to   be    Used,   the   said    station    and 

facilities  for  the  purpose  of  providing  any  other  railroad  or  railroad  com 

pany  with  terminal  facilities  in  the  City  of  Chicago. 

6    4.      The    Station    Company    shall    operate    the    said    Btation    and    facili- 

rimination  shall   be  made  in   favor  of  or  against   any  com- 
pany using  the  ition  and   facilities. 

Any  employe,  not  an  officer  provided  for  in  the  By-Laws  of  the  station 
Company,  if  deemed  unsatisfactory  by  any  of  the  Proprietary  Companies, 

shall  lie   removed   upon   written   demand,  specifying  the  reason   therefor. 

§  .".  For  the  considerations  aforesaid,  it  is  hereby  agreed  between 
the  Station  Company,  the  Proprietary  Companies,  and  the  Trustee,  and 
for  the  benefit  of  each  and  all  of  the  present  and  future  holders  of  all 
of  the  bonds  issued  or  to  be  issued,  or  reissued  or  exchanged,  under  or  as 
provided  in  the  First  .Mortgage,  dated  July  1,  A.  D.  1915,  by  the  said  Sta- 
tion Company  to  Illinois  Trust  and  Savings  Bank,  Trustee,  as  follows: 


CORPORATE   HISTORY  245 

The  Proprietary  Companies  shall  and  will  jointly  and  severally  guaran- 
.  tee  the  payment  by  the  Station  Company  of  both  the  interest  and  princi- 
pal of  all  and  every  of  the  said  bonds,  whether  in  temporary  or  definitive 
form,  according  to  their  tenor,  by  causing  their  guaranty  to  be  placed  on 
each  of  the  said  bonds  issued  or  to  be  issued,  or  reissued  or  exchanged, 
under  or  as  provided  in  the  said  First  Mortgage,  substantially  in  the  form 
following: 

(Form  of  Guaranty.) 

Chicago,  Burlington  and  Quincy  Railroad  Company,  Chicago,  Milwaukee 
and  St.  Paul  Railway  Company,  The  Pittsburgh,  Cincinnati,  Chicago  and 
St.  Louis  Railway  Company,  and  Pennsylvania  Company,  for  value  re- 
ceived, do  hereby,  jointly  and  severally,  unconditionally  guarantee  to  the 
holder  of  the  within  bond  the  payment  of  the  principal  thereof  and  of  the 
indebtedness  represented  thereby,  and  of  the  interest  on  the  said  bond 
and  indebtedness,  as  such  principal  and  the  installments  of  the  said  in- 
terest shall  respectively  become  due;  and  in  case  of  the  failure  of  Chicago 
Union  Station  Company  punctually  to  make  payment  of  either  the  princi- 
pal or  the  interest  as  the  same  shall  become  due,  do  hereby  jointly  and 
severally  agree  punctually  to  make  such  payments. 

In  witness  whereof  the  said  guarantor  companies  have  caused  their 
respective  corporate  names  and  the  signatures  or  the  engraved  facsimile 
signatures  of  their  respective  presidents  or  vice  presidents  to  be  hereunto 
affixed  and  this  guaranty  to  be  countersigned  on  behalf  of  each  of  them 
by  Illinois  Trust  and  Savings  Bank,  their  agent  duly  appointed  for  that 
purpose. 

CHICAGO,  BURLINGTON  AND  QUINCY  RAILROAD 
COMPANY, 

By    

President. 

CHICAGO,  MILWAUKEE  AND  ST.  PAUL  RAILWAY 
COMPANY, 

BU    

President. 

THE   PITTSBURGH,    CINCINNATI,   CHICAGO   AND 
ST.  LOUIS  RAILWAY  COMPANY, 

By    

Vice  President. 

PENNSYLVANIA  COMPANY, 

By    

Vice  President. 
Countersigned  on  behalf  of  each  of  the  above  four  Companies  by 

ILLINOIS  TRUST  AND  SAVINGS  BANK, 

Agent, 
By    


246       CHICAGO,    BURLINGTON    &    QUINCE    RAILROAD    COMPANT 

The  respective  corporate  names  of  the  Proprietary  Companies  and  the 
-  gi  atures  or  the  engraved  facsimile  signatures  of  their  respective  Presi- 
dents <>r  Vice-Presidents  shall  be  affixed  to  the  said  guaranty.  The  en 
gra^  -  e  s  gnature  or'  any  person  who  shall  have  been  President 
or  Vice  President  of  any  .it'  the  Proprietary  Companies  may  be  used  for 
that  purpose  notwithstanding  the  fad  thai  he  may  have  ceased  to  be  such 
President  or  Vice-President  at  the  time  when  such  bonds  shall  be  guaran- 
The  Trustee  shall  countersign  such  guaranty  upon  bonds  issued 
from  time  to  time  under  the  said  First  Mortgage  to  an  aggregate  prin- 
cipal amount  not  to  exceed  $60,000,000.00  at  any  one  time  outstanding, 
ii|icn  receipt  from  time  to  time  by  the  Trustee  of  a  copy  of  a  resolution 
of  the  Board  of  Directors  or  th<  Executive  Committee  of  each  of  the 
•    iv  Compai               tified  by  -       etary  or  an  Assistant  Secre 

tary  under  i                             [,  approving  the  guaranty  of  such  bonds  to  a 
amounl  and  stating  the  interest   rate,  terms  of  redemption  and 
any  variations  from  the  forms  of  bonds  recited   iii  the   First    Mortgage. 
The  Trustee  shall  also  countersign  without  any  sue h  resolution  the  guaran- 
ty upon  bonds  issued  by  the  station  Company  ami  authenticated  by  the 
ith  the  provisions  of  the  said  mortgage  to  replace 
.s  mutilate. 1.  lost  or  ed,  or  to  effect  exchanges  of  coupon  and 

I  I. on. Is  or  trans  _         ed  bonds.    The  Proprietary  Com 

panics  adopl              lively  the  engraved  signatures  to  the  guaranty  upon 
the  First   .Ni  Gold  B I-  of  Chicago  Union  station  Company  to  be 

d   under  the  mortgage  dated  duly    1.    L915,  and   authorize   Illinois  Trust 

-ii  the  said  guaranty  on  behalf  of  each  of  the 
Proprietary  Companies;  and  its  countersignature  of  any  guaranty  shall  lie 
the  validity  and  due  execution  thereof  by  each  of 
!  'roprietary  <  tampan  i 

prietary  Companies  ami  each  of  them  assenl   to  all  the  terms 
mi. I  conditions  of  the  said   i.oiids.  and  oi  id    Firsl    Mortgage,  and 

hereby   waive  presentation  or  demand  of  any  of  the  said   bonds  and   of 

any    i n  1  •  .pons,    and    waivi  I    of    the    said    bonds    and    of    any 

interest    .-..up. .lis.   and    waive    notice    of    presentation,   demand    and    protest, 

and  of  any  sale  ..f  the  mortgaged  premises  or  other  trust  .state  in  pur 

:-■'.!  ge,  whether  by  the  Trustee  thi  reunder  or 

in  judicial  proceedings.     Tl  •  _  sot    the   Proprietary  Compai 

shall  not  he  affected  by  any  action  taken  under  the  said  First   Mortgage 

iii  i  f  any  right  or  power  thereb)  ed  or  by  any  failure 

-;.,n  on  the  part  of  the  T  inder  the  said  First  Mortgage  to 

enforce   any    rights   given    thereunder  or   conferred    thereby,   or   by   any 

failu  JSion    on    the    part    of   the   holder   of   any   of  the    said    bonds 

aforce  any  right  of  Buch  bondholdei     _         I   the  station  Company  or 

any    successor    corporation,    or    by    any    action    of    the    Trustee    under    the 

said   First  Mortgage,  or  of  any  bondholder  against  the  station  Company 

cessor   corporation    under   the    said    bonds    or    the    said    I 
-Mortgage,  or  by  any  action  of  tie    T  of  any  bondholder  in  grant- 


CORPORATE    HISTORY  247 

ing  indulgence  to  the  Station  Company  or  any  successor  corporation,  or  in 
waiving  defaults  on  the  part  of  the  Station  Company  or  any  successor 
corporation  under  the  said  bonds  or  the  said  First  Mortgage;  and  no  pro- 
ceedings taken  for  the  enforcement  of  the  said  First  Mortgage  or  for  the 
sale  thereunder  of  the  mortgaged  premises  or  trust  estate  shall  affect  the 
obligations  of  the  Proprietary  Companies  or  any  of  them. 

The  provisions  of  this  Section  Five  may  be  enforced  directly  by  the 
holders  of  the  said  bonds,  as  well  as  by  the  Trustee  and  its  respective  suc- 
cessors in  the  trust  under  the  said  First  Mortgage,  from  time  to  time  as 
often  as  occasion  may  arise,  and  shall  not  be  subject  to  modification  or 
change,  anything  in  this  agreement  to  the  contrary  notwithstanding. 
The  Trustee  is  made  a  party  to  and  has  executed  this  agreement  only  for 
the  purposes  of  this  Section  Five,  and  the  Trustee  shall  not  be  considered 
or  held  to  be  a  party  to  any  of  the  provisions  contained  in  the  other 
sections  of  this  agreement. 

§  6.  The  Proprietary  Companies  agree  that  the  gross  annual  rental 
to  be  paid  by  them  for  the  use  of  the  said  station  and  facilities  shall  be 
a  sum  of  money  sufficient  to  pay  interest  on  bonds  and  other  capital 
obligations  of  the  Station  Company,  all  taxes  and  special  assessments, 
and  a  dividend  of  not  less  than  five  per  cent.  (5%)  annually  on  the 
outstanding  capital  stock.  Before  apportioning  this  amount  among  the 
Proprietary  Companies,  there  shall  first  be  deducted  all  rentals  received 
from  any  railway  company,  other  than  the  parties  hereto,  that  may  use 
the  said  station  and  facilities,  and  the  net  amount  to  be  paid  shall  be 
divided  as  follows:  Chicago,  Burlington  and  Quincy  Railroad  Company 
twenty-five  per  cent.  (25%);  Chicago,  Milwaukee  and  St.  Paul  Railway 
Company  twenty-five  per  cent.  (25%);  The  Pittsburgh,  Cincinnati,  Chi- 
cago and  St.  Louis  Railway  Company  twenty-five  per  cent.  (25%);  and 
Pennsylvania  Company  twenty-five  per  cent.  (25%).  All  other  income 
received  from  the  use  and  occupation  by  the  Station  Company  of  any  part 
of  its  property  and  from  privileges  and  concessions  granted  by  the  Sta- 
tion Company  shall  be  divided  in  the  proportion  that  each  of  the  railway 
companies  using  the  station  pays  of  the  gross  rental,  each  company 's 
amount  to  be  credited  to  its  rental.  Each  of  the  Proprietary  Companies 
agrees  to  pay  its  net  rental,  so  determined,  upon  written  notice  from  the 
Station  Company  twenty  days  before  any  interest,  taxes,  special  assess- 
ments or  dividend  becomes  payable. 

§  7.  Each  month  the  expense  of  operating,  maintaining  and  renewing 
in  kind  the  said  station  and  facilities  shall  be  determined  so  far  as  is 
practicable.  Before  making  an  apportionment  among  the  Proprietary 
Companies  there  shall  first  be  deducted  the  payments  made  on  that  ac- 
count by  all  railway  companies,  other  than  the  parties  hereto,  using  the 
station  and  facilities,  and,  of  the  balance,  each  of  the  Proprietary  Com- 
panies agrees  to  pay  to  the  Station  Company  monthly,  upon  bills  rendered, 
that  proportion  which  the  number  of  its  locomotives  and  cars  using  or 
required  to  use  the  said  station  and  facilities  during  the  month  bears  to 
the  total  number  of  such  locomotives  and  cars  of  all  the  Proprietary  Com- 


248        CHICAGO,    BURLINGTON    &   QUINCY   RAILROAD    COMPANY 

panies,  each  locomotive  to  be  counted  as  two  (2)  cars.  In  suburban  or 
local  trains,  the  origin  and  destination  of  whoso  runs  are  between  Chicago 
and  points  within  fifty-two  miles  of  the  said  station,  the  cars  shall  be 

counted  as  four-fifths  of  a  ear.  The  locomotives  and  ears  in  trains  which 
arrive  by  one  and  depart  by  another  of  the  railways  using  the  station  and 
are,  therefore,  routed  through  the  station,  and  locomotives  and  cars  in  all 
Other  trains  arriving  at  the  said  station  or  departing  therefrom,  shall  be 
counted   respectively   on  entering  and  on  leaving  the   said  station;  but 

locomotives  and  cars  moving  between  the  station  and  yards,  engine  houses, 
an. I   -  _     tracks,  and  locomotives  engaged  in  switching  passenger,  mail 

or  express  trains,  shall  m>t  he  counted. 

The  station  Company  shall  render  monthly  to  each  of  the  Proprietary 
Companies  a  statement  of  all  expenses  incurred  in  the  maintenance,  re 

newal.  and  operation  of  the  said  station  and  facilities  apportioned  among 
the    Proprietary    Companies    in    the   manner   in    this   Section   si't    forth,   and 

for  this  purpose  each  of  the  Proprietary  Companies  agrees  to  furnish  to 

the  Station  Company  a  statement  of  all  locomotives  and  cars  not  using 
hut    required  to  Use   the   said   station   and    facilities  and   the   records  of  each 

Proprietary  Company  shall  he  ..[pen  for  inspection  by  an  authorized  agent 

of    the    Station    Company.      The    books    and    accounts   of    the    Station    Com 
pany   shall   1 pen    for   inspection   by   an   authorized   agent    of  any   of  the 

Proprietary  Compan 

$  8.  Any  expenditures  from  time  to  time  incurred  by  the  station 
Company  in   performance  of   its  obligations  under  Section    Pour  of  the 

Ordinance  of  March  23,  1914,  not  a  part  of  the  expenses  of  maintenance 
and  operation  of  the  station  and  facilities,  shall  he  home  hy  the  Proprie- 
tary Companies  in  proportion  to  their  Interests  in  the  capital  stock  of  the 

Station   Company   at    the   date  of  the  execution   of  this  agreement. 

At  the  eiol  of  each  fiscal  year  of  the  Station  Company,  adjust- 
no  ml  shall  he  made  in  order  that  the  rental  paid  by  each  of  the  Proprie- 
tary   Companies    shall    he    OH    the    hasis   stated    in    Section    »;,    ami    that    each 

Proprietary   Company's  part   of  the  expense  of  operation,  maintenance 

atol  renewal  shall  he  in  proportion  to  its  use  of  the  said  station  ami 
facilities,  during  that   entire   period, 

\)  10.  If  any  railway  company  using  the  said  station  and  facilities 
defaults  in  the  payment  of  any  sum  required  to  he  paid  for  rental  or 
for  •  of  maintenance,  renewal  or  operation,  the  deficiency  in  rental 

shall  he  home  hy  the  remaining  companies  in  the  proportion  that  each 
hears  of  the  total  rental  not  in  default,  and  the  deficiency  in  the  expense 
of  maintenance,  renewal  and  operation  shall  he  home  by  the  remaining 
companies  in  the  proportion  that  each  hears  of  the  total  expense  for 
maintenance,  renewal  and  operation  m.t  Ln  default,  for  the  period  respect- 
ing which  said  default  occurred.  If  and  when  such  amounts,  with  interest, 
are  paid  by  a  defaulting  company,  they  shall  he  credited  to  the  con- 
tributing companies  in   proportion  to  the  amounts  advanced  by  them. 

■J  11.     Each  of  •  prietary  Companies  agrees  to  pay  all  amounts 

due  by  it  under  Section  6  in  accordance  with  the  provision  therein  con- 


CORPORATE    HISTORY  249 

tained  and  all  other  sums  due  hereunder  within  thirty  days  after  bills 
have  been  rendered  by  the  Station  Company.  Payment  shall  not  be 
delayed  by  reason  of  any  dispute  as  to  the  correctness  of  the  bills 
and  it  is  agreed  that  any  errors  shall  be  subsequently  adjusted.  If  any 
of  the  said  Proprietary  Companies  shall  fail  to  pay  any  sum  due  here- 
under on  or  before  the  date  when  same  shall  become  due  and  such  default 
shall  continue  for  a  period  of  thirty  days,  the  Station  Company  may 
thereafter  bring  suit  against  such  defaulting  Company,  and  any  net  sum 
so  recovered  shall  be  divided  among  the  other  companies  in  the  proportion 
advanced  by  each  because  of  such  default.  The  obligation  of  each 
Proprietary  Company  to  make  all  of  the  payments  required  by  this  agree- 
ment is  absolute  and  unconditional.  No  termination  or  suspension  of  any 
rights  of  any  Proprietary  Company  shall  limit  or  affect  the  obligation  of 
the  Proprietary  Company  whose  rights  are  terminated  or  suspended  to 
pay  the  sums  under  this  agreement  required  to  be  paid  during  the  full 
term  of  this  agreement  and  extension  or  extensions  thereof. 

In  the  event  that  any  of  the  said  Proprietary  Companies  ceases  to  make 
use  of  the  said  station  and  facilities,  as  hereinbefore  provided,  for  any 
reason  whatsoever,  the  portion  of  the  expense  of  operation,  maintenance 
and  renewal  of  said  station  and  facilities  to  be  borne  by  the  Proprietary 
Company  whose  traffic  is  withdrawn  shall  be  determined  by  ascertaining 
from  the  records  of  that  Proprietary  Company,  or  its  successor  in  posses- 
sion for  operation,  using  the  basis  stated  in  Section  7,  the  locomotives 
and  cars  handling  such  traffic  into,  between  points  within,  or  out  of  said 
City  of  Chicago  and  counting  the  number  of  locomotives  and  cars  so  as- 
certained as  though  they  had  in  fact  made  use  of  said  station  and  facili- 
ties. Under  such  circumstances  and  for  the  purpose  mentioned  each 
Proprietary  Company,  for  itself  and  for  its  successor  in  possession  for 
operation,  hereby  grants  to  the  Station  Company  's  authorized  agent  the 
right  to  examine  its  books  and  records. 

If,  for  any  reason,  the  said  portion  of  the  expense  of  operation,  main- 
tenance and  renewal  to  be  borne  by  the  withdrawing  Proprietary  Com- 
pany cannot  be  determined  in  the  manner  provided  in  the  preceding  para- 
graph of  this  section,  then  the  portion  of  the  expense  of  operation,  main- 
tenance and  renewal  to  be  borne  by  the  withdrawing  Proprietary  Com- 
pany shall  be  determined  by  the  proportion  of  the  maximum  number  of 
its  locomotives  and  cars  using,  or  required  to  use,  the  said  station  and 
facilities  in  any  fiscal  year  of  the  five  years  immediately  preceding  its 
withdrawal  bears  to  the  total  number  of  locomotives  and  cars  of  all  rail- 
way companies  using  or  required  to  use  the  same  during  the  said  period. 

§  12.  If  any  Proprietary  Company  shall  fail  to  pay  any  sum  required 
aerein  within  thirty  days  after  bills  have  been  rendered,  or  shall 
fail  to  perform  or  to  comply  with  any  other  covenant  or  condition  by  it 
herein  stipulated  to  be  performed  or  complied  with,  and  if,  for  a  period  of 
ninety  days  after  a  written  demand  shall  have  been  made  by  the  Station 
Company,  such  default  in  payment  or  in  performance  or  compliance  shall 


250       CHICAGO,    BURLINGTON    &    QTJINCY    RAILROAD    COMPANY 

continue,  the  Station  Company  shall  have  the  right  to  exclude  such  de- 
faulting Proprietary  Company  from  the  use  of  the  said  station  and  facili- 
ties, and,  upon  giving  such  notice  in  writing  to  the  defaulting  company, 
the  rights  of  that   Proprietary  Company  shall  thereupon  be  terminated  and 

it  shall  be  excluded  from  the  use  of  the  said  station  and  facilities.  Any 
Proprietary  Company  so  excluded  under  this  section  shall  be  entitled  at 
any  time  within  a  period  of  one  year  after  such  exclusion,  but  no  longer, 
to  be  reinstated  to  the  use  and  enjoyment  of  all  the  rights  and  privileges 

granted    to   it    hereunder,   provided   that    it    shall    perform    and   comply   with 

covenants  and  conditions  of  this  agreement  and  shall  within  such  year  pay 

to  the  Station  Company  all  sums  for  which  it  is  in  default,  with  interest 
thereon  at  the  rate  of  seven  per  cent.  ("'',  i  per  annum  from  the  date  of 
Buch  default.  Any  dividend  payable  to  any  Proprietary  Company  in  de- 
fault shall  he  withheld  and  credited  upon   its  account. 

§  13.  The  station  Company  shall  hear  all  loss,  damage,  and  ex- 
pense  t"  persona  ami  property  arising  from  the  acts  or  omissions  of  the 
officers,  agents,  and  employes  of  the  station  Company  engaged  in  the 
administration,  operation,  maintenance,  and   renewal  of  the  station  ami 

facilities;  al80  1088  by  any  unlawful  ad  of  any  person  whomsoever,  and 
all  sums  so  paid  by  the  Station  Company  shall  he  charged  to  the  current 
expense    of   operation    and    maintenance    and    divided    in    accordance    with 

lion    7. 

All  loss,  damage  and  expense,  to  persons  or  property,  arising  from  an 

act   or  omission   of  a  sole  employe  of  any   of  the   Proprietary  Companies,  or 

[,,  defects  in  the  locomotives  or  cars  in  its  possession,  shall  he  home  by 
that  <  lompany. 

In  case  of  Iosb,  damage  and  expense  to  persons  or  property  due  to  the 

aits  or  omissions  of  the  s,,le  employes  of  more   than  one  of  the  railway 

companies  using  the  station  and  facilities  or  to  defects  in  locomotives  or 

-  in  their  possession,  each  company  so  participating  in  the  responsi- 

bility   shall   hear   the    Loss,   damage  and   expense   to   ami   on    its   own   trains, 

to  its  employes,  and  t..  persons  and  property  in  its  care  and  custody,  and 
they  shall  divide  equally  all  loss,  damage  and  expense  to  property  or  per- 
sons - 1 ;  - 1 :  i  i  1 1 1  ■ .  1  by  all  other  parti  B. 

Loss,    damage    or   injury    to  or    property    caused    by    the    joint 

aegligence  of  employes  of  the  station  Company  and  of  one  <<r  more  of  the 
railway  companies  using  the  station  and  facilities  shall  be  equally  divided 
between  the  companies  participating  in  the  responsibility. 

All  other  loss,  damage  and  expense  shall  he  charged  to  the  current  ex- 
!„  a8e  for  operation  ami  maintenance  ami  shall  be  divided  in  accordance 

with    Section    7. 

§  14.  The  station  Company  sh;dl  keep  the  station  and  facilities 
properly  insured  and  the  cost  shall  be  included  in  the  expense  of  opera- 
tion, maintenance  ami  renewal  mentioned  in  Section  7.  In  the  event 
of  the  total  or  partial  destruction  of  the  station  and  facilities  by  fire 
or    other    causes    not    covered    by    Section    13    the    same    or    the    equiva- 


CORPORATE    HISTORY  251 

lent  shall  be  rebuilt  or  replaced  by  the  Station  Company,  and  the  cost 
thereof,  less  the  amount  of  insurance  received,  shall  be  charged  to  the 
current  expense  for  maintenance,  renewal  and  operation. 

§  15.  It  is  agreed  that  other  railway  companies  may  be  admitted 
to  the  common  use  of  the  station  and  facilities  by  the  unanimous  consent 
of  the  parties  hereto  not  in  default. 

&  16.  In  case  of  any  difference  or  dispute  as  to  the  construction 
or  interpretation  of  this  agreement  upon  which  the  parties  are  unable  to 
agree,  the  matter  concerning  which  there  is  a  controversy  shall  be  sub- 
mitted to  three  competent  disinterested  arbitrators,  one  of  whom  shall  be 
appointed  by  the  party  or  parties  holding  to  one  contention,  and  the  other 
by  the  party  or  parties  holding  to  the  contrary  contention  involved  in 
such  difference  or  dispute,  and  the  two  so  appointed  shall  elect  a  third 
disinterested  and  competent  person,  and  the  decision  of  this  Board,  or  of 
a  majority,  shall  be  final  and  conclusive  between  the  parties. 

Should  one  of  the  parties  neglect  to  appoint  an  arbitrator  as  aforesaid 
for  the  period  of  twenty  days  after  written  notice  to  make  such  appoint- 
ment, then  and  in  that  event  the  other  party  or  parties  shall  select  another 
competent  disinterested  person,  and  these  shall  select  an  additional  com- 
petent disinterested  person  and  the  three  so  chosen  shall  hear  and  decide 
such  differences,  and  their  decision,  or  that  of  a  majority,  shall  be  final 
and  conclusive  between  the  parties. 

In  case  the  two  arbitrators,  chosen  in  either  of  said  ways,  fail  to  agree 
within  thirty  days  on  a  third  arbitrator,  then  the  third  arbitrator  shall 
be  appointed  by  the  United  States  District  Judge,  Northern  District,  Illi- 
nois, senior  in  service,  and  the  three  so  chosen  shall  hear  and  decide  such 
differences,  and  their  decision,  or  that  of  a  majority,  shall  be  final  and 
conclusive  between  the  parties. 

Each  company  involved  in  an  arbitration  proceeding  shall  assume  its 
individual  expense,  and  all  joint  expense  shall  be  divided  equally  among 
the  companies  taking  part  in  the  arbitration. 

This  section  shall  not  apply  to  any  matter  requiring  the  unanimous 
vote  of  the  Board  of  Directors  of  the  Station  Company,  or  to  any  matter 
arising  under  the  provisions  of  Sections  5  or  21  hereof. 

§  17.  The  Pennsylvania  Railroad  Company,  hereby  assents  to,  and 
affirms  the  execution  of,  this  agreement,  and  hereby  guarantees  the 
performance  by  Pennsylvania  Company  of  the  obligations  herein  assumed 
by  it. 

§  18.  In  the  event  of  the  termination  by  lapse  of  time,  or  other- 
wise, of  the  lease  of  Pittsburgh,  Fort  Wayne  and  Chicago  Railway  Com- 
pany to  The  Pennsylvania  Railroad  Company,  dated  June  7,  1869,  Pitts- 
burgh, Fort  Wayne  and  Chicago  Railway  Company,  or  its  lessee,  or  as- 
signee, for  a  period  of  one  year  thereafter,  and  conditional  upon  its  ex- 
ercising an  option  which  it  has  for  the  purchase  of  Station  Company  stock 
owned  by  Pennsylvania  Company,  shall  have  the  right  to  accept  the 
benefits  of  this  contract.  Pittsburgh,  Fort  Wayne  and  Chicago  Railway 
Company  agrees  that,  if  it  makes  use  of  the  said  station  and  facilities,  it 


252       CHICAGO,    BURLINGTON    A    QFINCY    RAILROAD    COMPANY 

will  assume  all  of  the  obligations  of  Pennsylvania  Company  and  The 
Pennsylvania  Railroad  Company  under  this  contract;  in  which  event  all 
of  the  partio  hereto  agree  that  Pittsburgh,  Fort  Wayne  and  Chicago 
Railway  Company  will  thereafter  he  substituted  for  Pennsylvania  Com- 
pany as  one  of  the  herein  designated  "Proprietary  Companies"  but 
Pennsylvania  Company  and  The  Pennsylvania  Railroad  Company  shall 
not  1m-  released  or  discharged  from  their  obligations  hereunder  except  by 
the  unanimous  vote  of  the  Board  of  Directors  of  the  station  Company. 
'.     The    station    Company    covenants    and    agrees    that    in    case 

the  corporate  existence  of  the  said  Station  Company  for  any  reason  is  not 

renewed  or  extended,  it  will  not  Bell,  tease,  or  transfer,  or  permit  to  be 
sold,  leased,  or  transferred,  the  said  station  and  facilities  and  property 
covered  by  this  agreement,  so  as  to  deprive  the  Proprietary  Companies  or 

any  of  them,  of  the  right  to  enter  upon  aiol  use  the  said  station  and 
facilities  .md   property,  in   the  in: r  and  upon   the  terms  provided   in   this 

agreement;  and  anj  excepl    in   the  enforcement   of  the  said   First 

Mortgage),  lease,  or  transfer  of  the  said  station  and  facilities  and  proper- 
ty made,  or  permitted,  by  the  said  Station  Company  or  by  its  stock- 
holders, shall  i>e  subject  to  the  terms  of  this  agreement,  which  shall  re 

main   in  full  force  and  effect,  notwithstanding  such  sale,  lease,  or  transfer; 

and   tins  covenant   shall   l>e  construed  as  a  covenant   imposed  upon   and 

running  with  the   lands,  property  and   rights  of  the  Station   Company. 

$  l''».     The     covenants     of     this     agreement     shall     he     binding     u| 

and  inure  to  the  benefit  of  the  respective  parties  hereto,  their  successors, 
less,-,  ^,  grantees  and  assigns.  No  assignment  by  any  of  the  Proprietary 
Companies  of  its  rights  under  this  agreement,  whether  in  connection  with 
the  sale  of  the  assigning  Proprietary   Company's  railway  and  other  prop 

erty.  or  otherwise,  shall  release  such  assigning  Proprietary  Company  from 

any  of  its  obligations  under  this  agreement.     If  any  of  the  Proprietary 

Companies   si  ail    Consolidate    with   any    railway   company,   the   consolidated 

company  shall  he  liable  to  make  all  payments  and  to  perform  all  obliga 
tiona  which  would  he  obligatory  upon  each  of  the  constituent  companies, 

if  such   consolidation   had   not    been   made,  atol   shall   likewise  succeed   to  all 

the  rights,  privileges  and  advantages  of  said  constituent  companies. 
A  21.     This    agreement    is    in    .-ill    respects    Bubject    and    subordinate 

to   the   Baid    First    Mo  'id    the   rights   of   the  Trustee   and   the   holders 

of  tin-  bonds  issued  or  to  he  issue, 1  thereunder;  and  shall  he  in  full  force 
and  effect   from  and  after  August    1.  A.   1).    1915. 

//,    witness   whereof,  The  parties  hereto  have  caused   this  agreement   to 

be  exc.-uted  by  their  proper  officers  duly  authorized  and  their  respective 
cor]  to  he  hereto  affixed  and  attested  by  their  respective  Secre- 

taries, the  day  and  year  first  above  written. 

[corporate  seal]  CHICAGO    UNION    STATION    COMPANY, 
st:  By    J.    J.    Turner, 

W.  G.  White,  President. 

S<  CTi  'dry. 


CORPORATE    HISTORY  253 

Approved : 

F.  J.  Loesch, 

General  Counsel. 
Thos.  Rodd, 

Chief  Engineer. 

[corporate  seal]        CHICAGO,   BURLINGTON   AND   QUINCY   RAIL- 
ROAD COMPANY, 
Attest:  By   Hale   Holden, 

H.  E.   Jarvis,  President. 

Assistant  Secretary. 

Approved : 

Chester  M.  Dawes, 
General  Counsel. 

[corporate  seal]         CHICAGO,  MILWAUKEE  AND  ST.  PAUL  RAIL- 
WAY COMPANY, 
Attest:  By   A.   J.    Earling, 

E.  W.  Adams,  President. 

Secretary. 

Approved: 

H.  H.  Field, 

General  Solicitor. 

E.  D.  Sewall, 

Vice  President. 

C.    F.    LOAVETH, 

Chief  Engineer. 

[corporate  seal]         THE     PITTSBURGH,     CINCINNATI,     CHICAGO 

AND    ST.    LOUIS    RAILWAY    COMPANY 
Attest:  By  Edw.  B.  Taylor, 

J.  L.  Mason,  Vice  President. 

Assistant  Secretary. 

Approved: 

C.  B.  Heiserman, 

General  Counsel. 
B.    McKeen, 

General  Manager. 
W.  C.  Cushing, 

Chief  Engineer,  M.  of  W. 
J.  W.  Orr, 

Comptroller. 

[corporate  seal]         PENNSYLVANIA  COMPANY, 

Attest:  By  D.  T.  McCabe, 

J.  L.  Mason,  Vice  President. 

Assistant  Secretary. 


254       CHICAGO,    BURLINGTON   &   QUINCY   RAILROAD   COMPANY 

Approved : 

C.  B.   Heiserman, 

General  Counsel. 
B.  McKeen, 

General  Manager. 
Robert  Trimble, 

Chief  Engineer,  M.  of  W. 
J.  W.  Orr, 

Comptroller. 

THE    PENNSYLVANIA   RAILROAD    COMPANY, 

By  Saml.  Rea, 

[corporate  ska i.]  President. 

Attest : 

J.  Taney  Willcox, 

Assistant  Secretary. 

PITTSBURGH,    FORT    WAYNE    AND    CHICAGO 
[corporate  seal]  RAILWAY  COMPANY, 

By  Charles  Lanier, 
Attest :  President. 

K.    M.  Cole  max, 
Secretary. 
Approved : 

YV.m.  S.  Opdyke, 

General  Counsel. 
Thos.  Rodd, 

Chief  Engineer. 

[corporate  seal]  ILLINOIS  TRUST  AND  SAVINGS  BANK, 

Trustee, 
Attesl  :  By   Jno.   J.   Mitchell, 

P.   P.  Taylor,  President. 

Assistant  Secretary. 
Approved : 

J.  C.  Hun  u ix s, 

General  Counsel. 

State  of  Illinois,  ) 

r  SS 

County  of  Cook.     \ 

I,  Abner  J.  Stilwell,  a  Notary  Public  in  and  for  the  said  County  in  the 
State  aforesaid,  do  hereby  certify  that  J.  J.  Turner,  personally  known  to 
me  to  be  the  President  of  Chicago  Union  Station  Company,  a  corporation, 
and  W.  G.  White,  personally  known  to  me  to  be  the  Secretary  of  the  said 
corporation,  whose  names  are  subscribed  to  the  foregoing  instrument,  ap- 
peared before  me  this  day  in  person  and  severally  acknowledged  that,  as 
such  President  and  Secretary,  they  signed  and  delivered  the  said  instru- 
ment of  writing  as  President  and  Secretary  of  the  said  corporation  and 


CORPORATE    HISTORY  255 

caused  the  Corporate  Seal  of  the  said  corporation  to  be  affixed  thereto, 
pursuant  to  authority  given  by  the  Board  of  Directors  of  the  said  corpora- 
tion, as  their  free  and  voluntary  act,  and  as  the  free  and  voluntary  act 
and  deed  of  the  said  corporation,  for  the  uses  and  purposes  therein  set 
forth. 

Given  under  my  hand  and  Notarial  Seal  this  ninth  day  of  July,  A.  D. 
1915. 

Abnek  J.  Stilwell, 
[Seal]  Notary  Public. 


State  of  Illinois,  , 
County  of  Cook. 


>is,  ) 


I,  W.  S.  Burley,  a  Notary  Public  in  and  for  the  said  County  in  the 
State  aforesaid,  do  hereby  certify  that  Hale  Holden,  personally  known  to 
me  to  be  the  President  of  Chicago,  Burlington  &  Quincy  Eailroad  Com- 
pany, a  corporation,  and  H.  E.  Jarvis,  personally  known  to  me  to  be  the 
Asst.  Secretary  of  the  said  corporation,  whose  names  are  subscribed  to 
the  foregoing  instrument,  appeared  before  me  this  day  in  person  and 
severally  acknowledged  that,  as  such  President  and  Asst.  Secretary,  they 
signed  and  delivered  the  said  instrument  of  writing  as  President  and  Asst. 
Secretary  of  said  corporation  and  caused  the  Corporate  Seal  of  the  said 
corporation  to  be  affixed  thereto,  pursuant  to  authority  given  by  the 
Board  of  Directors  of  the  said  corporation,  as  their  free  and  voluntary 
act,  and  as  the  free  and  voluntary  act  and  deed  of  the  said  corporation, 
for  the  uses  and  purposes  therein  set  forth. 

Given  under  my  hand  and  Notarial  Seal  this  20th  day  of  July,  A.  D. 
1915. 

W.  S.  Burley, 
[Seal]  Notary  Public. 


State  of  Illin< 

'  y  ss. 
County  of  Cook. 


nois,  ) 

30K.     ) 


I,  W.  D.  Millard,  a  Notary  Public  in  and  for  the  said  County  in  the 
State  aforesaid,  do  hereby  certify  that  A.  J.  Earling,  personally  known  to 
me  to  be  the  President  of  Chicago,  Milwaukee  &  St.  Paul  Railway  Com- 
pany, a  corporation,  whose  name  is  subscribed  to  the  foregoing  instru- 
ment, appeared  before  me  this  day  in  person  and  acknowledged  that,  as 
such  President  of  the  said  corporation,  he  signed  and  delivered  the  said 
instrument  of  writing,  pursuant  to  authority  given  by  the  Board  of 
Directors  of  the  said  corporation,  as  his  free  and  voluntary  act,  and  as  the 
free  and  voluntary  act  and  deed  of  the  said  corporation,  for  the  uses  and 
purposes  therein  set  forth. 

Given  under  my  hand  and  Notarial  Seal  this  21st  day  of  July,  A.  D. 
1915. 

W.  D.  Millard, 
[Seal]  Notary  Public. 


256       CHICAGO,    BURLINGTON    &    QUENCT    RAILROAD   COMPANY 

State  of  Illinois, 

ss 
County  of  Cook. 

I,  \V.  ]).  Millard,  a  Notary  Public  in  and  for  the  said  Count;  iu  the 

State  aforesaid,  <1<>  hereby  certify  that   E.  W.  Adams,  personally  known 

to  me  to  be  the  Secretary  of  Chicago,   Milwaukee  &   St.  Paul   Railway 

Company,    a    corporation,    whose    name    is    subscribed    to    the    foregoing 

instrument,  appeared   before   me   this  day  in   person,  and  acknowledged 

thai  cretary  of  the  s:i i< I  corporation,  he  signed  and  delivered 

the  said   instrument   of  writing,  and  caused   the  Corporate  Seal   of  the 

ition   to  be  affixed   thereto,   pursuant   to   authority  given   by 

the  Hear. I  of  Directors  of  the  said  corporation,  as  his  free  and  voluntary 

act,  and  as  the  free  and  voluntary  act  and  deed  of  the  said  corporation, 

•  and  purposes  therein  Bel   forth. 

G    ■      under  my  hand  and   Notarial  Seal   this  u l st   day  of  July,   A.    D. 

1915. 

W.    I>.    Mll.l.Aici), 
\lJ  \  otary  Public 

STATi 

County  oi  Alleghi  n       j 

I.  1'.    \.  llannan,  a  Notary  Public  in  and  for  the  said  County  in  the 
Stal  said,  do  hereby  certify  that  ESdw.  B.  Taylor,  personally  known 

tn  no-  tn  In-  Vice  President  of  The  Pittsburgh,  Cincinnati,  Chicago  &  St. 
-    Railway    Company,   a    corporation,    and   J.    I..    Mason,    personally 
known  to  m.-  to  I"-  the  Assl     -        tary  of  tin-  said  corporation,  whose 
iiair  subscribed  to  tin'   foregoing  instrument,  appeared   before  me 

this    day     in     person     :n  illy     acknowledged     that,     as    BUCh     Yu-r 

Pres  ienl    and   Assistant  ry,  they   signed  and   delivered  tin-  said 

in  st  rami  riting  as   v"ic<   President  ami  Assistant   Secretary  of  the 

corporation  and  caused  th<  ite  Seal  of  tin-  said  corporation 

tu    in-    affixed    thereto,    pursuant    to   authority    given    by    the    Board    of 

Direct     s  of  thi    -     I  corporation,  as  their  fur  and   voluntary  ait.  and 

intary  act  and  deed  of  tin-  said  corporation,  for  the 

-  ami  pn ■  ■  •   forth. 

i.   i  ')/i    under    my    hand    and    Notarial    Seal    this    14th    day    of    .Inly,    A.    D. 

1915. 

P.    A.    II  \NNAN, 

[seal]  Notary  Public. 

My  commission  expires  March  25,  1917. 

State  oe  Pi  N  usi  I  v  ■  •        , 
County  oe  Allegheny.    \ 

I,   P.   A.    Haniian.   a    Notary    Public    in    and    for   tin-   said    County   in    t lie 

state  aforesaid,  do  hereby  certify  that  D.  T.  McCabe,  personally  known 
to  me  to  be  Vice-President  of  Pennsylvania  Company,  .-i  corporation,  and 

J.  L.  Mason,  personally  known  to  me  to  be  the  Assistant  Secretary  of 


CORPORATE    HISTORY  257 

the  said  corporation,  whose  names  are  subscribed  to  the  foregoing 
instrument,  appeared  before  me  this  day  in  person  and  severally  acknowl- 
edged that,  as  such  Vice-President  and  Assistant  Secretary,  they  signed 
and  delivered  the  said  instrument  of  writing  as  Vice-President  and 
Assistant  Secretary  of  the  said  corporation  and  caused  the  Corporate 
Seal  of  the  said  corporation  to  be  affixed  thereto,  pursuant  to  authority 
given  by  the  Board  of  Directors  of  the  said  corporation,  as  their  free 
and  voluntary  act,  and  as  the  free  and  voluntary  act  and  deed  of  the 
said  corporation,  for  the  uses  and  purposes  therein  set  forth. 

Given  under  my  hand  and  Notarial  Seal  this  14th  day  of  July,  A.  D. 
1915. 

F.  A.  Hannan, 
[Seal]  Notary  Public. 

My  commission  expires  March  25,  1917. 

State  of  Pennsylvania,   ) 
County  of  Philadelphia.^ 

I,  Ernest  H.  Brown,  a  Notary  Public  in  and  for  the  said  County  in 
the  State  aforesaid,  do  hereby  certify  that  Samuel  Eea,  personally 
known  to  me  to  be  the  President  of  The  Pennsylvania  Kailroad  Company, 
a  corporation,  and  J.  Taney  Willcox,  personally  known  to  me  to  be  the 
Assistant  Secretary  of  the  said  corporation,  whose  names  are  subscribed 
to  the  foregoing  instrument,  appeared  before  me  this  day  in  person  and 
severally  acknowledged  that,  as  such  President  and  Assistant  Secretary, 
they  signed  and  delivered  the  said  instrument  of  writing  as  President 
and  Assistant  Secretary  of  the  said  corporation  and  caused  the  Corporate 
Seal  of  the  said  corporation  to  be  affixed  thereto,  pursuant  to  authority 
given  by  the  Board  of  Directors  of  the  said  corporation,  as  their  free 
and  voluntary  act,  and  as  the  free  and  voluntary  act  and  deed  of  the 
said  corporation,  for  the  uses  and  purposes  therein  set  forth. 

Given  under  my  hand  and  Notarial  Seal  this  16th  day  of  July,  A.  D. 
1915. 

Ernest  H.  Brown, 
[Seal]  Notary  Public. 

Commission  expires  21  February,  1919. 


State  of  New  York, 
County  of  New  York. 


[  ss. 


I,  John  W.  Truempy,  a  Notary  Public  in  and  for  the  said  County  in 
the  State  aforesaid,  do  hereby  certify  that  Charles  Lanier,  personally 
known  to  me  to  be  the  President  of  Pittsburgh,  Fort  Wayne  and  Chicago 
Railway  Company,  a  corporation,  and  R.  M.  Coleman,  personally  known 
to  me  to  be  the  Secretary  of  the  said  corporation,  whose  names  are 
subscribed  to  the  foregoing  instrument,  appeared  before  me  this  day  in 
person  and  severally  acknowledged  that,  as  such  President  and  Secretary, 


258        CHICAGO,    BURLINGTON    &    QUINCY    RAILROAD    COMPANY 

they  signed  and  delivered  the  said  instrument  of  writing  as  President 
and  Secretary  of  the  said  corporaiton  and  caused  the  Corporate  Seal  of 
the  said  corporation  to  be  affixed  thereto,  pursuant  to  authority  given 
by  the  Board  of  Directors  of  the  said  corporation,  as  their  free  and 
voluntary    act,   and    as    the    tree    and    voluntary    act    and   dvvd   of   the    said 

corporation,  for  the  uses  and  purposes  therein  set  forth. 

Given    under    my    hand    and    Notarial    Seal    this    Pith    day    of    duly,    A.    1). 
1915. 

John    YV.   TBTTEMPT, 
[Seal]  S  otary  Public. 

Notary     Public,     Kings    County,    No.    77 
Certificate      filed      in      New      York     County 
No.  2] 

New      York      County      Register's      No.      7045 

M  \     commission    expires    March    .'!0,    1917. 


.I.INo 

Cow      * 


OF  Il.I.I  ' 
(   oi    N  ]  \    OK 


I,    Aimer   .1.    Stilwell,    a    Notary    Public    in    and    for    the    said    County    in 

the  siatc  aforesaid,  do  hereby  certify  that  .lohn  .1.  Mitchell,  personally 
known  t..  no-  to  be  th.-  President  of  Illinois  Trusl  and  Savings  Bank,  a 

Corporation,  and    F.   F.  Taylor,   personally   known   to  me  to   he  the   Assistant 

etary  of  the  said   corporation,  whose   names  are  subscribed  to  the 

going  instrument,  appeared  before  me  this  day  in  person  and  severally 

acknowledged    that    as   such    President    and    Assistant    Secretary,    they 

signed  aiol  delivered  the  said  Instrument  Of  writing  as  President  and 
\„.  ,r\     of    the    -aid    corporation    ami    caused    the    Corporate 

Seal  ot"  the  said  corporation  to  he  affixed  thereto,  pursuant  t<>  authority 
given  by  the  P.oard  of  Directors  ot  the  said  corporation,  as  their  free 
and  voluntary  act,  and  as  the  free  and  voluntary  act  and  deed  of  the 
said  corporation,  for  the  uses  and  purposes  therein  set   forth. 

Given  under  my  hand  and  Notarial  Seal  this  fourth  da\  of  February,  A.  D. 

.1.    STII.WKLL, 

[Si  \i-]  Notary  Public. 


ST.  CHARLES  AIR  LINE 

The  following  is  a  description  of  this  property  : 

From  the  west  bank  of  the  south  branch  of  the  Chicago  River, 
near  Sixteenth  Street,  thence  easterly  and  northerly  to  a  con- 
nection with  the  Illinois  Central  Railroad  at  the  north  line  of 
Block  Twenty-one  (21)  in  the  North  West  fractional  quarter  of 
Section  Twenty-two  (22),  Township  Thirty-nine  (39)  North, 
Range  Fourteen  East,  near  Twelfth  (12th)  Street,  Chicago,  a 
distance  of  seventy-one  hundredths  (0.71)  miles. 

It  was  originally  authorized  to  be  built  in  Twelfth  Street, 
but  that  location  was  abandoned. 

Construction  was  commenced  in  May,  1855,  and  it  Avas  com- 
pleted and  opened  for  traffic  in  May,  1856 ;  the  tracks  were  ele- 
vated in  1899. 

The  St.  Charles  Air  Line  is  not  a  railroad  company  nor  a 
corporation  of  any  kind.  It  is  simply  a  tract  of  land  with  rail- 
road tracks  thereon  and  a  bridge  over  the  south  branch  of  the 
Chicago  .Kiver,  owned  in  fee  simple  jointly  and  as  tenants  in 
common  by  four  railroad  companies,  viz.,  the  Illinois  Central, 
the  Michigan  Central,  the  Chicago,  Burlington  &  Quincy,  and 
the  Chicago  &  North  Western.  The  property  is  operated  by  the 
Illinois  Central  through  a  Superintendent. 

It  was  originally  projected  in  1852  as  a  branch  of  the  Illinois 
Central  but,  by  the  year  1855,  its  importance  as  a  means  of  con- 
necting these  four  roads  for  interchange  of  traffic  became  so 
apparent  that  they  joined  together  in  its  construction,  each  com- 
pany paying  one-fourth  of  the  cost,  the  principal  motive  at  the 
time  being  to  enable  the  Burlington  Company  and  the  North 
Western  Company  to  secure  access  to  the  passenger  station  on 
the  Lake  front  at  the  corner  of  Lake  and  Randolph  Streets, 
which  was  being  built  by  the  Michigan  Central  and  the  Illinois 
Central  jointly  and  was  opened  for  business  June  12,  1856. 

This  station  was  used  by  the  North  Western  for  about  one 
year,  and  by  the  Burlington  for  twenty-five  years,  or  until  1881. 

Of  date  June  7,  1852,  the  City  Council  of  Chicago  passed  a 
resolution  reciting  the  fact  that  proceedings  were  then  pending 
before  it  for  location  of  the  Illinois  Central  Railroad  within  its 

259 


260       CHICAGO,    BURLINGTON   &   QUINCY    RAILROAD   COMPANY 

limits,  and  that  it  was  desirable  that  a  branch  from  said  railroad 
should  be  constructed  from  a  point  on  the  same  at  or  near 
Twelfth  Street,  to  the  south  branch  of  the  Chicago  River,  and 
to  such  Other  points  as  may  be  stipulated  between  the  City  of 

Chicago  and  said  Company:  but,  inasmuch  as  the  right  to  build 
and  operate  such  branch  is  not  clearly  conferred  upon  the  com- 
pany by  its  charter,  the  City  Council  united  with  the  Illinois 
Central  Railroad  Company  and  petitioned  the  Legislature  of 
Illinois  to  amend  the  charter  of  the  said  Railroad  Company  so 
as  to  confer   upon   it    the   power  to  construct    and   operate  such 

branch. 

Of  date  dune  14,  1852,  a  city  Ordinance  was  passed  which 
granted  the  Illinois  Central  Railroad  Company  permission  to 

construct  and  maintain  its  road  within  the  city  limits,  and  to 
locate  and  COnstrud  a  line  of  road  from  Twelfth  Street  to,  and 

across,  the  South  branch  of  the  Chicago  River,  and  thence  north 
to  Kin/ie  Street.  This  Ordinance  was  embraced  in,  and  became 
a  pari  of.  tip-  contract  or  stipulation  between  the  city  of  Chi- 
cago and  the  Illinois  Central  Railroad  Company,  dated  March 
28,  1853. 

<>f  date  dune  22,    1852,  the   L«"_risla  t  ure  amended   the  charter 

of  the  Illinois  Central  Railroad  Company  and  authorized  it  "to 

locate,  construct  and  operate  a  lateral  branch  or  track  from  its 
eastern  branch,  as  now  located  at  or  near  Twelfth  Street,  in  the 

City  of  Chicago,  to  the  south  branch  of  the  Chicago  River,  on 

such  terms  and  conditions  and  in  such  manner  as  may  he  stipu- 
lated between  the  Common  Council  of  said  City  of  Chicago  and 
the  said  Company 
Of  date  Augusi  23,  1855,  .Mr.  R.  B.  .Mason.  Engii r  of  the 

Illinois  Central  Railroad  Company,  petitioned  the  City  of  Chi- 
cago, reciting  that  by  Section  4  of  the  Ordinance  of  dune  14, 
1852,  pel-mission  was  given  to  the  Company  to  construct  and 
maintain  a  side  track  from  its  main  track,  etc,  reciting  further, 
that  tin-  Companj    desires  to  construct  such  side  track  from   its 

main   track   to   the   south    branch    without    pro< <  1  i 1 1 ^r   through 

Twelfth  Street  or  any  other  street,  hut  on  a  line  190  feet  north 
of  Sixteenth  formerly  North  Street  Street,  for  the  reason  that 
the  proposed  line  would  be  nearly  one-  half  mile  farther  from  the 
business  district  of  the  city  than  Twelfth  Street;  and  also,  by 
procuring  a  right  of  way  crossing  the  streets  at  right  angles, 


CORPORATE    HISTORY  261 

they  would,  as  far  as  possible,  obviate  the  objection  of  running 
through  the  streets  and  occupying  the  same  for  said  tracks. 

Of  date  August  27, 1855,  the  city  passed  a  resolution  prescrib- 
ing that  the  said  branch  line  should  commence  "at  the  south 
branch  of  the  Chicago  River,  about  190  feet  north  of  North 
Street,  and  proceeding  thence  easterly  upon  such  land  as  the 
company  may  procure  by  purchase  or  otherwise,  to,  and  inter- 
sect with,  its  main  track  upon  the  lake  shore." 

Of  date  February  16,  1865,  the  Legislature  of  Illinois  legalized 
the  ownership  of  the  four  railroads  interested  in  the  Air  Line. 
This  Act  made  it  lawful  for  the  four  above  named  railroad 
companies  "to  own  jointly  and  jointly  to  maintain  and  operate 
that  piece  of  railroad  situate  in  the  City  of  Chicago  and  County 
of  Cook,  now  constructed  and  used  by  them,  extending  from  a 
point  on  the  west  bank  of  the  south  branch  of  the  Chicago 
River,  north  and  near  Eighteenth  Street,  where  their  railroad 
bridge  now  crosses  said  branch,  eastward  to  the  junction  with 
the  Illinois  Central  Railroad  at  or  near  the  roundhouse  of  the 
latter  company,  with  authority  jointly  to  own  and  maintain  the 
said  bridge  across  the  said  south  branch  of  the  Chicago  River, 
and  the  right  of  way  and  land  upon  which  said  railroad  is  con- 
structed, together  with  such  side-tracks  and  other  tracks  form- 
ing connections  with  other  railroads  as  now  are,  or  may  here- 
after be,  constructed  and  used  by  them  in  connection  with  said 
piece  of  railroad." 

The  land  was  acquired  by  the  Illinois  Central  about  the  year 
1855,  the  titles  being  originally  taken  in  the  names  of  George 
Sedgwick  and  John  W.  Brooks,  for  convenience,  and  who  in 
turn  conveyed  them  to  the  four  railroad  companies  of  date 
March  1,  1864,  so  that  since  said  date  the  land,  tracks,  bridge 
and  appurtenances  have  been  held  by  each  of  the  several  owners 
as  tenants  in  common,  each  owning  an  undivided  one-fourth  in- 
terest in  the  said  property. 

ORDINANCE,  June  7,  1852 

AN  ORDINANCE  to  aid  the  Illinois  Central  Railroad  Company  to  obtain  an 
Amendment  to  their  charter. 
[Passed  June  7,  1862.] 
Be  it  ordained  by  the  Common  Council  of  the  city  of  Chicago  : 

1.  City  Joins  with  Company  to  Secure  Branch  Road.  Section  1.  That 
the  mayor  be  instructed  to  unite  with  the  Illinois  Central  Railroad  Company 


262        CHICAGO,    BURLINGTON    ft    QUINCY    RAILROAD    COMPANY 

in  an  application  to  the  legislature  of  Ehe  state  of  Illinois,  for  such  amend- 
ment or  addition  to  the  act  incorporating  said  company  as  will  confer  upon 
it  power  to  construct  and  operate  such  branch  as  may  be  stipulated  for  be- 
nimon  council  of  the  city  of  Chicago  and  the  said  company. 
2.  Bequest  1"  Bepresentatives  to  Act.  Sec.  2.  That  the  senators  and 
representatives  of  the  county  of  Cook,  in  the  legislature,  be  respectfully 
roqucsu-1  to  aid  in  carrying  out  the  object  of  the  foregoing  section. 

(Laws  and  Ordinances,  Chicago,  1S73,  page  2S4) 

ACT  OF  LEGISLATURE,  .lime  82,  1852 
AN  ACT  to  amend  the  charter  of  the  Illinois  Central  Railroad  company. 

SJection  1.  Bt    it  <  /  tin    /<  State  of  Illinois,  repre- 

>ly,  That  the  Illinois  Central  Railroad  company 

be     and     is     hereby     emp  ind     authorized     to     locate,    construct     and 

i    lateral    branch   or   track    from    itfi  Q    branch,   as    now   located 

at   or   in  ar  Twelfth  street   in  the  city  of  Chi  the  Boutb  branch  of 

the    i'         g      river,    on    Buch    terms    and    c  -    and    in    such    manner    as 

may  in-  stipulated  between  the  common  council  of  said  city  of  Chicago  and 

th.'    -  •npaiiy. 

Approved,  June   22,    1 S 

(Laws  nf  IV  -  -  .sg,     ISO) 

AGREEMENT  AND  ORDINANCE,  granting  righl  of  way  into  the  city  of 

.   t.i   Illinois  Central   Railroad  Co. 

(Or  '    !  1    .1  aic 

'.' 

-i  tween  the  Common  Council  of  the  <'it_\  of  Chicago  and  the 

Illinois  Central  Railroad  Company. 
7""  nil  to  whom   ti  |  tit/  : 

" ''"  •  go,    in    the    State    of 

Illinois,   under  and    by   authority    conferred   by   the    laws   of   said    State   and 

the  charter   of   said   city,   did.   on    the   fourteenth    day   of   dune,    in    the  year 

thousand    eight    hundred    and    lift;,    two.    pass    and    adopt    in 

due    and    legal    manner    and    form,    "an    ordinance    concerning    the    Illinois 

•ral  Railroad"   in   the  word-  and  figur.  b   hereinafter   Bel    forth   or   men 

■  d.  as   by   rei  to  c         ordinance  or  a   copy   thereof  hereinafter 

contained,  r<  I  being  had  tb.  retO,  will  more  fully  and  at  large  appear. 

And  whereas,  at  ai  tors  of  the  said  Illinois 

•ral    Railroad    Company,   held   at    the   office    of   said    Company    in    the   city 
New  York,  on   the  second  day  •         rmber,  in  the  year  of  our  Lord  one 

th"    -  ght   hundred    and    fifty-tWO,    in    accordance   with    tie-   several    pro- 

08    of   the   Charter   and    Bj    L  company,    the    following    pro 

ceedings  were  had.  ae  the  Records  of  said  Company 

kept  at   their  said  office,  that   is  to   sav: 


CORPORATE    HISTORY  263 

"The  President  submitted  a  certified  copy  of  the  Eesolution  of  the 
Common  Council  of  Chicago,  passed  on  the  14th  day  of  June,  1852,  granting 
permission  to  the  Illinois  Central  Eailroad  Company  to  lay  down,  construct 
and  maintain  within  the  limits  of  the  City  of  Chicago,  and  along  the  margin 
of  the  lake  within  and  adjacent  to  the  same,  a  railroad,  with  one  or  more 
tracks,  and  to  operate  the  same  with  locomotive  engines  and  cars,  under 
certain  rules  and  regulations,  as  follows: 


AN  ORDINANCE 

Concerning  the  Illinois  Central  Eailroad  Company. 

Be  it  ordained  by  the  Common  Council  of  the  City  of  Chicago : 

Section  1.  That  permission  is  hereby  granted  to  the  Illinois  Central  Rail- 
road Company,  to  lay  down,  construct  and  maintain  within  the  limits  of 
the  City  of  Chicago,  and  along  the  margin  of  the  lake  within  and  adjacent 
to  the  same,  a  railroad,  with  one  or  more  tracks,  and  to  operate  the  same 
with  locomotive  engines  and  cars,  under  such  rules  and  regulations,  with 
reference  to  speed  of  trains,  the  receipt,  safe-keeping  and  delivery  of  freight, 
and  arrangements  for  the  accommodation  and  conveyance  of  passengers, 
not  inconsistent  with  the  public  safety,  as  said  company  may  from  time  to 
time  establish,  and  to  have  the  right  of  way  and  all  powers  incident  to  and 
necessary  therefor,  in  the  manner  and  upon  the  terms  and  conditions 
following,  to  wit :  The  said  road  shall  enter  said  city  at  or  near  the  inter- 
section of  its  southern  boundary  with  Lake  Michigan,  and  following  the 
shore  on  or  near  the  margin  of  said  lake  northerly  to  the  southern  bounds 
of  the  open  space  known  as  Lake  Park,  in  front  of  canal  section  fifteen, 
and  continue  northerly  across  the  open  space  in  front  of  said  section  fifteen 
to  such  grounds  as  the  said  company  may  acquire  between  the  north  line  of 
Randolph  street  and  the  Chicago  river,  in  the  Fort  Dearborn  addition  to 
said  city,  upon  which  said  grounds  shall  be  located  the  depot  of  said  rail- 
road within  the  city,  and  such  other  buildings,  slips  or  apparatus  as  may 
be  necessary  and  convenient  for  the  business  of  said  company.  But  it  is 
expressly  understood  that  the  City  of  Chicago  does  not  undertake  to  obtain 
for  said  company  any  right  of  way,  or  other  right,  privilege  or  easement, 
not  now  in  the  power  of  said  city  to  grant  or  confer,  or  to  assume  any 
liability  or  responsibility  for  the  acts  of  said  company. 

Sec.  2.  The  said  company  may  enter  upon  and  use  in  perpetuity  for  its 
said  line  of  road,  and  other  works  necessary  to  protect  the  same  from  the 
lake,  a  width  of  three  hundred  feet,  from  the  southern  boundary  of  said 
public  ground,  near  Twelfth  street,  to  the  northern  line  of  Randolph  street; 
the  inner  or  west  line  of  the  ground  to  be  used  by  said  Company  to  be  not 
less  than  four  hundred  feet  east  from  the  west  line  of  Michigan  avenue, 
and  parallel  thereto. 

Sec.  3.  The  said  company  may  extend  their  works  and  fill- out  into  the 
lake  to  a  point  in  the  southern  pier  not  less  than  four  hundred  feet  west 
from  the  present  east  end  of  the  same,  thence  parallel  with  Michigan  avenue 
to  the  north  line  of  Randolph  street  extended,  but  it  is  expressly  understood 


264       CHICAGO.    BURLINGTON   &    QUINCY   RAILROAD    COMPANY 

that  the  Common  Council  does  not  grant  any  right  or  privilege  beyond  the 
limits  above  specified,  nor  beyond  the  line  thai  may  l>e  actually  occupied 
by  the  works  of  said  company.  It  is  further  expressly  understood  that, 
should  any  damage  or  obstruction  occur  to  the  harbor  of  Chicago,  clearly 
traceable  to  the  construction  of  said  works  contemplated  by  sections  two 
and  three  hereof,  tlun  the  said  company  sliall  l>c  held  responsible  for  the 
same. 

Sec.  4.  Permission  and  right  of  way  are  hereby  given  to  the  said  com- 
pany to  construct  and  maintain  a  side  track  from  us  main  track,  beginning 
at  or  south  of  Twelfth  street,  proceeding  through  Baid  Btreet,  or  such  line 
as  may  be  prescribed  by  the  Common  Council,  westerly  to  the  south  branch 
of  the  Chicago  river;  thence  crossing  the  Baid  south  branch  by  a  bridge, 
or  other  mode  to  be  approved  by  the  Common  Council  which  shall  not 
obstruct  navigation;  theme  proceeding  northerly  to  Kinzie  Btreet,  following 
•  tr  as  practicable  the  streets  nearest  to  said  branch,  on  such  Bides  of 
the  center  oi  the  Common   Council   may    prescribe;    said   track 

not  to  be  laid  west  of  the  west  line  of  Canal  street;  and  also  a  track 
leading  from  the  last  mentioned  track  at  or  near  its  intersection  with 
the  eastern  line  of  the  said  south  branch  of  the  Chicago  river,  along  the 
line  of  ^ ; i i ■  1  south  branch,  into  Market  Btreet,  following,  as  far  as  possible, 
tin    streets   nearest    the   river  and   on   such    aides  of   Buch   streets  as  the 

Common  Council  may  direct;  thence  along  the  west  line  of  Market  street 
northerly    to    Lai  ;    and    they   may   ;ils,i   exteml    the   track    of   Baid    road 

from  their  track  or  grounds  south  of  the  south  pier,  across  the  Chicago  river 
to     North     Water    Street     bj     0  a    drawbridge,    or    other     mode    which 

shall    not    obstrucl    OS  and    which   may   be  approved    by   the  Common 

( rouncil 

Aiel     the     said     tracks     shall     \<r    so    constructed,     furnished     and 

to  meet   the  demands  of  business  upon  the  streets  and   lines 

through    ami    along    which    they    shall    run.       The    saol    side    tracks,    stations, 

depots,  turn  out*,  switches,   turn-tables,   buildings  ami   bridges  along  said 

lim-.  a-  well  as  the  motive  power  to  be  usedand  the  rate  of  speed  thereon, 
to  be  Bubjecl  to  such  regulations  as  the  Common  Council  may  from  time 
to  tune  prescribe  for  the  government  of  Bide  tracks  of  railroads  within 
tin-  inhabited   portion-  of  the  city;   said  side  tracks  shall   i.e  open  to  the 

use  of  other  railroad  companies  and  railroads  connecting  therewith,  upon 
just   and   equitable   term-,   to   I.e  agreed    upon   by   the    parties    interested,   and 

in  case  [reement,  by  arbitration. 

.  ,;-  The  said  company  shall  erect  and  maintain  on  the  western  or 
inner  line  of  the  ground  pointed  out  for  its  main  track  on  the  lake  shore, 
as  tlie  same   is  hereinbefore  defined,  Buch   suitable   walls,   fences  or  other 

sufficient  works,  as  will  prevent  animals  from  straying  upon  or  obstructing 
its  tracks,  ami    BCCUre    persons  and    property    from   danger,   said    structure   to 

be  of  suitable  materials  and  sightly  appearance,  and  of  such   heights  as 

the    Common    Council     may     direct,    and     no    change    therein     shall     be    made 

except  by  mutual  consent:  Provided,  however,  that  the  company  -hall  con- 
struct sinh  BUitable  gates  at  proper  places  at  the  ends  of  the  streets,  which 
are  now  or  may  hereafter  be  laid  out.  as  may  be  required  by  the  Common 


CORPORATE    HISTORY  265 

Council,  to  afford  safe  access  to  the  lake:  And  provided,  also,  that  in  case 
of  the  construction  of  an  outside  harbor,  streets  may  be  laid  out  to 
approach  the  same,  in  the  manner  provided  by  law,  in  which  case  the 
Common  Council  may  regulate  the  speed  of  locomotives  and  trains  across 
them. 

Sec.  7.  The  said  company  shall  erect  and  complete  within  three  years 
after  they  shall  have  accepted  this  ordinance,  and  shall  forever  thereafter 
maintain  a  continuous  wall  or  structure  of  stone  masonry,  pier  work  or 
other  sufficient  material,  of  regular  and  sightly  appearance,  and  not  to 
exceed  in  height  the  general  level  of  Michigan  avenue,  opposite  thereto, 
from  the  north  side  of  Randolph  street  to  the  southern  bound  of  Lake  Park 
before  mentioned,  at  a  distance  of  not  more  than  three  hundred  feet  east 
from  and  parallel  with  the  western  or  inner  line,  pointed  out  for  said 
company,  as  specified  in  section  two  hereof,  and  shall  continue  said  works 
to  the  southern  boundary  of  the  city,  at  such  distance  outside  of  the  track 
of  said  road  as  may  be  expedient,  which  structure  and  works  shall  be  of 
sufficient  strength  and  magnitude  to  protect  the  entire  front  of  said  city 
between  the  north  line  of  Randolph  street  and  its  southern  boundary  from 
further  damage  or  injury  from  the  action  of  the  waters  of  Lake  Michigan, 
and  that  part  of  the  structure  south  of  Lake  Park  shall  be  commenced  and 
prosecuted  with  all  reasonable  dispatch,  after  the  acceptance  of  this  ordi- 
nance. 

Sec.  8.  The  said  company  shall  not  in  any  manner,  nor  for  any  purpose 
whatever,  occupy,  use  or  intrude  upon  the  open  ground  known  as  Lake 
Pake,  belonging  to  the  City  of  Chicago,  lying  between  Michigan  avenue 
and  the  western  or  inner  line  before  mentioned,  except  so  far  as  the  Com- 
mon Council  may  consent,  for  the  convenience  of  said  company,  while 
constructing  or  repairing  the  works  in  front  of  said  ground. 

Sec.  9.  The  said  company  shall  erect  no  buildings  between  the  north 
line  of  Randolph  street  and  the  south  line  of  the  said  Lake  Park,  nor 
occupy  nor  use  the  works  proposed  to  be  constructed  between  these  points, 
except  for  the  passage  of,  or  for  making  up  or  distributing  their  trains; 
nor  place  upon  any  part  of  their  works  between  said  points  any  obstruction 
to  the  view  of  the  lake  from  the  shore,  nor  suffer  their  locomotives,  cars 
or  other  articles  to  remain  upon  their  tracks,  but  only  erect  such  works 
as  are  proper  for  the  construction  of  their  necessary  tracks  and  protection 
of  the  same. 

Sec.  10.  The  said  company  in  constructing  their  said  line  of  works  in 
front  of  Lake  Park  and  the  public  grounds,  shall  make  and  keep  open, 
through  the  same,  such  culverts  or  ways  as  the  Common  Council  shall  pre- 
scribe, from  the  open  lake  to  the  space  inside  of  the  western  line  before 
mentioned,  as  will  afford  room  for  the  uninterrupted  flow  of  the  water 
through  the  same. 

Sec.  11.  The  said  company  shall  lay  down,  construct,  operate  and  main- 
tain a  track,  with  suitable  turn-outs,  switches  and  turn-tables  through 
Twelfth  street,  or  through  such  other  street  north  of  North  street  as  the 
Common  Council  may  designate,  from  their  main  track  on  the  lake  shore, 
to  connect  with  the  said  tracks  to  be  constructed  by  the  Chicago  and  Rock 


266       CHICAGO.    BURLINGTON    &    QUINCY    RAILROAD    COMPANY 

Island  R.-iilroad  Company,  or  procure  the  Bame  to  be  dune,  as  provided 
by  an  ordinance  of  the  City  of  Chicago,  passed  April  2,  1852,  so  soon  as 
the  said  track  on  the  east  side  of  the  smith  branch  of  the  river  shall  be 
completed:  Provided,  that  the  City  of  Chicago  shall  furnish  the  ri^ht  of 
way  to  the  Baid' company,  tree  of  cost,  before  requiring  said  track  to  be 
constructed. 

Bee.    12.      Upon    the    acceptance    Of    this    ordinance    by    the    said    company 

(which  shall  be  within  ninety  days  of  the  passing  of  the  Bame)  a  contract 
or  agreemenl   embodying  the  provisions  herein  contained,  and  stipulating 

that     the     permission,     rights    and     privileges    hereby    conferred     upon    said 

company  shall  depend  upon  the  performance  on  their  part  of  the  require- 
ments made  upon   them   by   this  ordinance   shall   be   executed,  sealed   and 

delivered  on  the  part  of  the  City  of  Chicago  by  the  Mayor  thereof,  and  on 
tin-  pari  of  the  Illinois  Central  Railroad  Company  bj  tin'  President  thereof, 
both  m  usual  Legal  form. 

1.  II.  \v.  Zimmerman,  clerk  of  tin   City  of  Chicago,  do  hereby  certify  that 

the  foregoing  i-  a  true  COpj  of  an  ordinance  passed  bj  tin'  Common  Council 
Of  Baid  City,  on  the   14th  day  of  dune.  A.   D.    L852. 

Witness    my    hand    and    th  Me    Seal    of    Baid    City,    tins    Mh    day    of 

duly,  lv-L\ 

[seal]  II.  W.  Zimmerman, 

Clerk. 

Iltions   win     read   to   the    Hoard    and   Beparatel]    considered,  where 

upon  it  h 

( )n   motion. 

Besolved,  That  the  Qlinois  Central   Railroad  Company  do  hereby  accept 

the  ordinance  of  the  Common  Council  of  the  city  of  Chicago,  passed  on 

the    14th    day     of    June,     Is"'-'.    and    the    officers    ,,f    the    company    are    hereby 

directed  and  empowered  to  prepare  and  duly  execute,  under  the  corporate 
seal  of  tins  corporation,  the  agreemenl  or  contracl  accessary   for  the  proper 

•  i  T  i  ■ .  1 1   of  the  pp.'.  :    the  ordinance  above  named,  and   of  the   plans 

of  this  company,  a-  authorised  on  the  pari   of  the  Citj   of  Chicago,  by  the 

12th  BOCtion  Of  tie   said  ordinance. 

on  motion, 

Resolved,   That   the  Chicago   location   substantially  as   described   in   the 

ordinance    of    the    Common    Council    of    Chicago,    be    adopted,    approved    ami 

continued,   ami    that    the    necessary    maps,    drawings   ami    descriptions   he 

prepare.!    by    tlo     '  Engineei    and    duly    certified    by    him    and    the   other 

officers  of  the  company,  in  order  to  tile  and  record  the  same  in  the  manner 
prescribed  by  law. 

Now  lcnom  >i>.  That  th  -  Agreement,  made  and  concluded  this  twenty- 
eighth  day  of  March,  in  the  year  of  our  Lord  one  thousand  eighl  hundred 
ami  fifty  three,  by  and  between  th,-  Common  Council  of  the  city  of  Chicago, 
in  the  State  of  Illinois,  of  the  first  part,  and  The  Illinois  Central  Railroad 
Company,  a  corporation  created  by  an  Act  of  the  Legislature  of  the  state 
of  Illinois,   of  the   second    part,    Witneaseth,  That    in   consideration   of  the 

acceptan< f  the  said  ordinance,  according  to  the  terms  ami  requirements 

thereof,  as  hereinbefore   recited   or  set    forth,  and   of  the  agreements  and 


CORPORATE    HISTORY  267 

matters  herein  contained,  all  and  singular  the  permission,  grants,  con- 
veyances, rights,  privileges,  easements,  immunities,  possession,  franchises, 
exemptions,  releases  and  benefits  given  and  granted,  or  intended  to  be 
given  and  granted,  by  virtue  of  and  according  to  the  true  intent  and  mean- 
ing of  the  said  ordinance,  hereinbefore  recited  and  set  forth,  and  made  part 
of  this  agreement,  are  hereby  confirmed  and  ratified  and  made  forever 
binding  upon  the  said  City  of  Chicago,  subject  to  the  conditions  and  pro- 
visions in  said  ordinance  contained  and  made  part  and  parcel  of  this 
agreement. 

And  this  Indenture  further  Witnesseth,  That  for  and  in  consideration 
of  the  consent,  grants,  covenants  and  agreements  on  the  part  of  the  said 
City  of  Chicago,  as  aforesaid,  made,  entered  into  and  concluded,  and  herein 
ratified  and  confirmed,  the .  said  Illinois  Central  Eailroad  Company  do 
hereby  covenant  and  agree  to  and  with  the  said  City  of  Chicago,  and  the 
Common  Council  thereof,  that  they  do  and  will  ratify  and  confirm  all  and 
singular  the  provisions,  stipulations,  covenants  and  agreements  in  said 
ordinance,  and  the  said  acceptance  thereof,  contained  or  provided  for,  and 
on  their  part  to  do  and  perform,  according  to  the  true  intent  and  meaning 
thereof,  all  the  things  required  to  be  done,  by  the  terms  of  said  ordinance, 
upon  the  acceptance  thereof,  in  manner  and  form,  and  at  the  times  and 
upon  the  conditions,  and  subject  to  the  reservations  and  forfeitures  therein 
contained,  it  being  stipulated  and  agreed  that  the  permission,  rights  and 
privileges  conferred  upon  said  party  of  the  second  part  by  said  ordinance, 
and  herein  confirmed,  shall  depend  upon  the  performance  on  the  part  of  the 
said  party  of  the  second  part,  of  the  requirements  made  upon  them  by  said 
ordinance  as  herein  recited,  set  forth,  ratified  and  confirmed. 

And  the  said  parties  do  hereby  mutually  and  severally  declare  and  affirm 
this  agreement  to  be  made  in  accordance  with  the  terms  of  said  ordinance, 
and  the  acceptance  thereof  as  above  recited  and  set  forth,  and  for  the 
purpose  of  confirming,  ratifying  and  establishing  the  same  as  of  binding 
and  perpetual  obligation  between  said  contracting  parties,  hereby  agreeing 
and  covenanting  each  with  the  other 'to  stand  to,  abide  by,  and  to  do  and 
perform  all  the  obligations  therein  contained  according  to  the  true  intent, 
meaning  and  interpretation  thereof,  forever,  subject  to  the  limitations, 
restrictions  and  forfeitures  therein  contained. 

In  Witness  Whereof,  the  Common  Council  of  the  City  of  Chicago  in 
behalf  of  said  City  of  Chicago,  party  of  the  first  part,  have  caused  their 
corporate  seal  to  be  hereto  affixed,  and  these  presents  to  be  signed  by  Charles 
M.  Gray,  the  Mayor  of  said  city,  and  the  Illinois  Central  Eailroad  Company, 
the  said  party  of  the  second  part,  have  caused  their  corporate  seal  to  be 
hereunto  affixed,  and  these  presents  to  be  signed  by  Eobert  Schuyler,  their 
President,  the  day  and  year  last  above  written. 

Sealed  and  delivered  in  the  presence  of 
[seal]  Charles  M.  Gray, 

Mayor  of  the  City  of  Chicago. 

Attest:  H.  W.  Zimmerman,  City  Clerk. 
[seal]  The  Illinois  Central  Eailroad  Company, 

S.  Alofsen.  By  Eobert  Schuyler, 

Moses  B.  Maclay.  President. 


268        CHICAGO,    BURLINGTON    A    QUINCY    RAILROAD    COMPANY 
State  of  New  York,  ) 

r  SS. 

City  and  Count?  of  New  York.\ 

I,  Moses  B.  Maclay,  of  said  City,  :i  Commissioner  of  the  State  of  Illinois 
in  the  City  and  State  of  New  Fork,  to  take  depositions,  acknowledgments 
of  (!■  ..  to  be  used  or  recorded  in  the  State  of  Illinois,  duly  com 

sioned  bj    His  Excellency  the  Governor  thereof  and  qualified,  do  hereby 

fy  that  on  this  twenty  eighth  day  of  March,  in  the  year  1853,  before 
me,  in  the  said  City  of  New  Fork,  came  Robert  Schuyler,  the  President  of 
the  Illinois  Central  Railroad  Company,  with  whom  I  am  personally  ac 
quainted,  and  who  being  by  me  duly  sworn,  deposes  and  Bays,  that  he 
resides  in  the  City  of  New  York,  that  he  is  the  President  of  the  Illinois 
Central  Railroad  Company,  that  the  seal  affixed  to  the  within  agreement  is 
the  corporate  seal  of  the  President,  Directors  and  Company  of  the  said 
Railroad  Company,  and  was  affixed  to  the  said  agreement  by  order  of  said 

■  tors    for    the    uses   therein    expressed,    and    that    he,   by    like    order,   did 
subscribe  his  name  thereto  :is   President  of  the  said   Illinois  Central  Rail- 

;  Company. 
In    H    tness    Whereof,    I    have    hereunto    subscribed    my    name    and    affixed 

my  -  ;i  Commissioner,  at  my  office  in  the  City  of  New 

York,  the  said  twenty-eighth  day  of  March,  A.  D.  1853. 

[seal]  Mosi  -   B.  M  u  LAY, 

"in  r  in  the  City  of  New  York. 

ORDINANCE,  December  15,  1862 
A X  ORDINANCE  concerning  The  Chicago,  Burlington  and  Quincy   Rail 

Road  Company. 

[Passi  d   Deo  mb<  i    15,   L8i 
1  1,1/  tin  Common  Council  of  tht  C  ty  of  Chicago: 
1.    Permission  to  Lay   I  voted.     Section   1.     That   permission  and 

authority  i.e.  and  is  hereby,  given  to  the  Chicago,  Burlington  and  Quincy 

railroad  eompany  to  lay  down,  maintain  and  operate  ■  or  more  railroad 

ther  with  all  such  turn-outs,  switches  and  turn  tables  as  may  be 
deemed  i  .  on  the  alley  next  north  of  North  street  in  said  city,  and 

such  lands  as  said  company  may  acquire  next   SOUtfa  of  and  adjoining  said 

alley,  and  in  continuation  of  the  same,  from  the  south  branch  of  the  Chicago 
river  to  and  across  May  street,  and  from  May  street,  on  such  lands  as  it  may 

acquire,   to   or    near    the    point    on    the    western    limits    of   the    city    at    which 
Evans    street    crosses    Baid    limits,    with    the    right    to    cross   all    intervening 

■l.    Additional  Tracks  Allowed,  also  Connections,  etc. — Conditions.    Sec.  2. 

mpany  is  also  hereby  authorized  to  lay  down,  maintain  and  operate 
one  or  more  railroad  tracks,  with  such  turn-outs  and  switches  as  they  shall 
leem  necessary,  on  any  ground  which  they  now  own  or  may  hereafter  acquire 
oy  purchase,  donation,  condemnation  or  otherwise,  from  its  depot  grounds  on 
North    street,   to   South   st  si    of  the   east   line  of  Stewart  avenue,  to 

Lumber  Btreet,  and  east  of  the  east   line  of  Lumber  street,  from   its  inter- 
section with  Stewart  avenue  to  South  street,  and  west  of  the  south  branch  of 


CORPORATE    HISTORY  269 

the  Chicago  river,  and  from  the  south  branch  of  the  Chicago  river  to  Stinson 
street,  on  any  lands  it  may  acquire  within  one  block  on  either  side  of  South 
street,  and  from  South  street  to  the  St.  Charles  and  Mississippi  Air-Line 
Railroad,  on  any  lands  it  may  acquire  between  Stinson  street  and  Lisle  or 
Reuben  street,  and  to  lay  down,  maintain  and  operate  any  such  track  or 
tracks  and  turn-outs  across  any  street  or  streets  and  alleys  within  the 
district  aforesaid,  and  also  all  such  as  may  be  necessary  to  the  convenient 
use  of  any  depot  grounds  the  said  company  may  now  own  or  hereafter 
acquire  in  the  vicinity  of  or  adjoining  said  line  of  road,  and  the  grounds 
of  the  Union  track  road  as  now  laid  between  the  said  south  branch  of  the 
Chicago  river  and  the  Illinois  Central  Railroad,  and  to  form  connections 
with  it  and  other  roads,  and  also  to  acquire  and  use  all  such  depot  grounds, 
and  to  erect  thereon  such  buildings  as  said  company  may  deem  necessary  for 
the  convenient  transaction  of  its  business:  Provided,  that  convenient  cross- 
ings shall  be  made  and  maintained  by  said  company,  where  such  track  or 
tracks  cross  any  such  street  or  alley,  and  proper  warning  tables  shall  be 
erected  in  conspicuous  places  at  or  near  such  crossings;  said  company  shall 
be  subject  to  all  laws  and  ordinances  that  are  now  in  force,  or  may  hereafter 
be  passed,  to  regulate  railroads  within  the  said  city. 

3.  Track  in  North  Street  Authorized.  Sec.  3.  Said  company  is  hereby 
authorized  to  lay  down,  maintain  and  operate  a  single  railroad  track  in 
North  street,  and  fifteen  feet  south  of  the  north  line  thereof,  from  a  point 
two  hundred  feet  west  of  the  west  end  of  the  freight  depot  of  said  company, 
on  block  forty-eight  (48)  in  canal  trustees'  subdivision  of  the  northwest 
quarter  of  section  twenty-one  (21)  in  township  thirty-nine  (39)  north  of 
range  fourteen  (14)  east  to  the  slip  constructed  in  North  street,  at  its 
intersection  with  the  south  branch  of  the  Chicago  river. 

4.  Steam  Power  Authorised.  Sec.  4.  Said  company  may  use  and  operate 
said  railroad  tracks  with  locomotive  engines  and  cars,  under  the  regulations 
and  rules  with  reference  to  speed,  motive  power  and  manner  of  running  the 
same,  as  the  common  council  of  said  city  may,  from  time  to  time,  impose 
and  make. 

5.  Company  to  Keep  North  street  in  Repair.  Sec.  5.  Said  company  shall 
be  required  to  keep  that  portion  of  North  street,  in  which  said  track  shall 
be  laid,  in  good  repair,  and  pay  all  damages  said  city  may  sustain  by  reason 
of  suits  or  otherwise  on  account  of  the  laying  down  and  using  said  track, 
on  said  part  of  North  street,  as  provided  for  by  section  three  of  this 
ordinance. 

(Laws  and  Ordinances,  Chicago,  1873,  page  263) 

ORDINANCE,  August  8,  1853. 

AN  ORDINANCE  to  amend  an  ordinance  in  relation  to  the  Chicago,  St. 
Charles  and  Mississippi  Air-line  Railroad. 
[Passed  August  8,  1853] 
Be  it  ordained  by  the  Common  Council  of  the  city  of  Chicago  : 

5.  Permission  to  Lay  Trades  Within  Limits.  Section  1.  That  permission 
be,  and  is  hereby,  granted  to  the  Chicago,  St.  Charles  and  Mississippi  Air-line 


270       CHICAGO,    BURLINGTON    &   QUINCY    RAILROAD   COMPANY 

Railroad  Company  to  construct,  maintain  and  operate  in  the  west  division 
of  said  city  one  or  more  railroad  tracks  upon  any  land  south  of  Madison 
street  or  north  of  Lake  street,  and  also  any  other  railroad  track  within  said 
city  west  of  the  west  line  of  sections  twenty  (20),  seventeen  (17)  and 
eight  (S)  which  said  company  may  procure  by  purchase  or  otherwise;  and 
to  lay  down  said  track  or  tracks  across  any  street  within  the  boundaries 
above  described,  wherever  any  such  street  crosses  their  intended  line  of 
railroad;  and  also  to  construct  and  use  all  depots  which  may  lie  necessary 
to  accommodate  the  business  of  said  company:    Provided,  that  convenient 

crossings    be   made    by    said    company    where   tt'ie   said    track    or    tracks   cross 
the   line   of   streets,   and    sullicient    warning   tables  be   erected    in    some   con 
spicuous  place  at  or  mar  said  crossings;  said  company  to  be  subject  to  all 
laws  and   ordinances   that    are   now    in    force   or  may   hereafter   be   passed   to 
regulate  railroads  within  said  city. 

6.  J.i nut  of  Speed  of  Looonwtin .•>.  Sec.  '2.  Said  company  may  run  their 
trains  by  Locomotives,  within  the  limits  herein  described,  at  a  speed  not 
exceeding  live  miles  per   hour,  subject   to  such  ordinances  as  may,  from  time 

to  tunc,  be  passed   by   the  common  council  of  said  city  establishing  and 

regulating   speed   and    motive   power   within   said  city. 

7.  Eight  t<>  Construct   Bridgt    Across  Smith  Branch  <>/'  Chicago  River 

"Proviso.  Sec.  .'>.  Said  company  may  construct,  maintain  and  use  a  railroad 
draw-bridge  across  the  south  branch  of  the  Chicago  river,  at  any  point 
soutli  of  Twelfth  Btreel  in  said  city,  for  the  purpose  of  connecting  their 
track  with  the  track  of  any  other  railroad  company,  which   may  be  approved 

by  th<-  common  eouncil:     Provided,  said  bridge  shall  he  so  constructed  as 

not  materially  to  interrupt  or  impede  the  navigation  of  said  south  branch. 
And  the  said  company  may  join  any  other  railroad  company  in  the  erection 
and  use  of  any  railroad  bridge  heretofore  authorized,  or  which  may  hereafter 

in-  authorized,   to   be   constructed   across  said   south   branch,  and  the   said 

company    and    any    other    railroad    company    may    jointly    use    each    other's 
track   or   tracks  and    bridge,    and   form   material   connection    within   said  city, 
Upon  terms  a>  may   he  agreed  upon  by  tli*-   parties   interested. 
(Laws  ami  Ordinances,  (hit-ago,  1873,  page  .'51) 

LETTEB    Fi;oM    i'ITV    ENGINEEB   OF   CHICAGO 

Of  date,  August  -'■'>.  L855,  Mr.  H.  B.  .Mason  then  City  Engineer  addressed 
the  following  communication  to  the  City  Council. 
••'/'•/  tin  Honorable,  Tin  Common  Council  of  tin  City  of  Chicago: 

The  Illinois  Central  Railroad  Company  respect  fully  represents  that  by 
the  fourth  section  of  an  ordinance  of  the  Common  Council  entitled: 
'An  Ordinance  concerning  the  Illinois  Central  Railroad,'  passed  June  14, 
1852,  permission  and  right  of  way  were  given  to  said  company  to  construct 

and  maintain  a  side  track  from  its  main  track,  beginning  at,  or  south  of 
lilth  street,  and  proceeding  through  said  street,  or  such  line  as  should  be 
prescribed  by  the  Common  Council,  westerly  to  the  South  branch  of  the 
Chicago  River;  thence  crossing  the  said  south  branch  by  a  bridge,  or  other 
mode  to  be  approved  by  the  Common  Council,  which  should  not  obstruct 
navigation. 


CORPORATE   HISTORY  271 

And  the  said  Company  further  represent  that  they  are  desirous  of  con- 
structing such  side  track  from  their  main  track  to  the  said  south  branch, 
without  proceeding  through  12th  street  or  any  other  street,  but  upon  a  line 
about  190  feet  north  of  North  street,  for  the  reasons,  first,  that  such  proposed 
line  will  be  nearly  one-half  mile  further  from  the  center  of  business  in  the 
City  of  Chicago  than  12th  street,  and  secondly,  that  by  procuring  the  right 
of  way,  and  crossing  the  streets  at  right  angles,  they  will  as  far  as  possible 
obviate  the  objection  to  running  through  the  streets  and  occupying  the  same 
for  their  said  track. 

The  said  Company  therefore  respectfully  requests  that  the  Common  Council 
will,  in  pursuance  of  said  ordinance,  prescribe  that  the  line  of  their  said 
track  shall  commence  at  the  south  branch  of  the  Chicago  River,  about  190 
feet  north  of  North  street,  and  running  thence  easterly  upon  such  land  as 
said  Company  may  procure  by  purchase  or  otherwise,  to,  and  intersect  with 
their  main  track  upon  the  lake  shore. 

And  the  said  Company  further  represent  that  they  desire  to  propose  to 
cross  the  said  south  branch  at  a  point  about  190  feet  north  of  North  street, 
by  a  swing  bridge,  which  shall  be  so  constructed  and  used  as  not  to  obstruct 
the  navigation  of  the  river,  and  they  respectfully  request  the  Common 
Council  to  approve  of  such  place  and  mode  of  crossing  the  river. 

R.  B.  Mason, 

Chicago,  August  23,  1855  Engineer." 

CHICAGO   CITY   ORDINANCE   OF   1855 

Of  date  August  27,  1855,  the  City  Council  passed  the  following  ordi- 
nance:— 

- ' '  Whereas,  by  the  fourth  section  of  an  ordinance  of  the  Common  Council, 
passed  June  14,  1852,  permission  and  right  of  way  were  given  to  the 
Illinois  Central  Railroad  Company  to  construct  and  maintain  a  sidetrack 
from  its  main  track,  beginning  at  or  south  of  Twelfth  street,  and  proceed- 
ing through  said  street,  on  such  line  as  might  be  prescribed  by  the  Common 
Council,  westerly  to  the  south  branch  of  the  Chicago  River;  thence  crossing 
the  said  south  branch  by  a  bridge  or  other  mode  to  be  approved  by  the 
Common  Council,  which  should  not  obstruct  navigation. 

And,  whereas,  the  said  Company  has  petitioned  that  the  Common  Council 
would  prescribe  the  line  of  such  side  track  and  approve  of  the  place  and 
mode  of  crossing  the  said  south  branch  by  a  swinging  bridge  which  shall 
not  obstruct  navigation,  as  proposed  by  said  Company. 

Therefore,  resolved,  that  the  following  be  and  hereby  is  designated  and 
prescribed  as  the  line  for  such  sidetrack:  Commencing  at  the  south  branch 
of  the  Chicago  River  about  one  hundred  and  ninety  feet  north  of  North 
street,  and  proceeding  thence  easterly  upon  such  land  as  the  Company  may 
procure,  by  purchase  or  otherwise,  to  and  intersect  with  its  main  track 
upon  the  lake  shore. 

Resolved,  further,  that  the  Common  Council  do  hereby  approve  of  the 
place  and  mode  proposed  by  said  Company  of  crossing  the  south  branch 
of  the  Chicago  Eiver,  at  a  point  about  one  hundred  and  ninety  feet  north 


272     Chicago,  burlington  &  quincy  railroad  company 

of  North  street  by  a  bridge  turning  upon  its  center  and  leaving  an  opening 
of  at  least  sixty  feet  in  the  clear  on  each  side  of  the  bridge  when  open, 
which  shall  be  so  constructed  and  used  as  not  to  obstruct  the  navigation 
of  t lie  river. 

Provided,  however,  and  it  is  expressly  understood,  that  the  City  of  Chicago 

does  not  assume  any  liability  or  responsibility  for  the  acts  of  said  Company 
iu  obtaining  the  right  of  way,  or  in  constructing  or  using  the  said  sidetrack 
or  bridge. 

Passed  August  27,  1855. 

Copies  of  the  land  deeds  and  leases  and  operating  agreements,  and  details 
of  the  track  elevation  which  was  completed  in  June  1899  at  a  cost  of  $365,- 
4M'>.7(i  are  set   forth  in  full  in  :i   pamphlet   issued  April  26,  1902. 

QUIT  CLAIM  DEED,  March  1,  L864  George  Sedgwick  et  ux  to  Michigan 

Central    Railroad    C pany,    Illinois   Central    Railroad   Company,  The  Chi- 

cago,  Burlington  ami  Quincy  bail  Road  Company  and  Galena  and  Chicago 
I " n i< .11  Railroad  Company 

II,  8    Indenture,   made  the   firal    day  of   March,   in  the  year  of  our  Lord   one 

thousand    eight    hundred    and    sixty  four,    between    George    Sedgwick    and 

Martha    1'.  Sedgwick,  his  wit'.',  df  Chicago,   iii  the  County  of  Cook  and  State 

of  1 1 1 1 1 1 < . i — .  parties  of  the  firal  part,  and  the  Michigan  Central  Railroad  Com- 
pany, the  Illinois  Central  Railroad  Company,  the  Chicago,  Burlington  and 
Quincy  Railroad  Company,  and  the  Galena  and  Chicago  Onion  Railroad 
( Jompanj  .  pari  ies  of  the  b<  cond  part. 

II  '  esseth,  That  the  Bald  parties  of  the  first  part,  for  and  in  considera- 
tion   of   tin-   sum    of   $40,000    in    hand    paid    by   the  said    parties   of    the   second 

part,  the  receipl  whereof  is  hereby  acknowledged,  and  the  said  parties  of 

the    second    pari    forever    released    and    discharged    therefrom,    have    remised, 

released,  sold,  conveyed  ami  quitclaimed,  ami  by  these  presents  do  remise, 

release,    sell,    convey    and    quitclaim    unto    the   said    party    of    the   second    part 

and  then-  assigns   forever,  all  the  right,  title,  interest,  claim  and  demand, 

Which    the    said    parti. -s    of    tin'    ii r -t     pari    have    in    and    to    the    following    de- 

Bcribed  '  i  of  land,  to  wit : 

The  North  thirty  feel  Of  block  thirty-five,  ami  lot  one,  in  block  thirty- 
six,  in  Assessor's  Subdivision  of  the  northeast  quarter  of  section  twenty-one, 
in  township  thirty  nine  north,  of  ran<,'e  14  east,  being  a  st  rip  of  land  thirty 
feet  wide  from  the  south  branch  of  the  Chicago  River,  extending  east  to 
lot  forty-two,  in  Wilder 's  South  Addition;  also  forty-twOj  nineteen  anil 
twelve,  in  Wild,  ir's  South  Addition;  also  lots  five  and  six,  in  block  twenty- 
six;  h.ts  live  and  six,  in  block  twenty -sown,  and  lot  six,  in  block  twenty-eight, 
in  Assessor's  Subdivision  of  the  northwest  fractional  quarter  of  section 
twenty  two,  in  township  thirty  nine  north,  of  range  fourteen  east;  also  all 
that  part  of  lots  three,  four  and  five,  in  block  twenty-eight;  lots  one,  two 
and  three,  in  block  twenty  nine,  and  lot  two,  in  block  twenty-one,  in  As- 
sessor'- Subdivision,  and  lot  seven,  in  Maine's  Subdivision  of  the  north- 
west fractional  quarter  of  section  twenty-two,  in  township  thirty-nine 
north,  of  range  fourteen  east,  which  is  described  as  follows,  to-wit:  A  strip 
of  land  ten  feet  wide  on  the  south  and  east  sides  and  thirty  feet  wide  on 


CORPORATE    HISTORY  273 

the  north  and  west  sides  of  the  center  line  of  the  main  track  of  the  St. 
Charles  Air  Line  Railroad  Extension  (so-called),  as  the  same  is  now  laid 
down  and  used  over  and  across  said  premises. 

To  have  and  to  hold  the  same,  together  with  all  and  singular,  the  ap- 
purtenances and  privileges  thereunto  belonging,  or  in  anywise  thereunto  ap- 
pertaining ;  and  all  the  estate,  right,  title,  interest  and  claim  whatever,  of 
the  said  parties  of  the  first  part,  either  in  law  or  equity,  to  the  only  proper 
use,  benefit  and  behoof  of  the  said  parties  of  the  second  part,  and  their 
assigns  forever. 

For  the  purposes  of  a  railroad — called  the  St.  Charles  Air  Line  Exten- 
sion— to  be  occupied,  used  and  operated  by  and  under  the  direction,  manage- 
ment and  control  of  the  said  parties  of  the  second  part.  But  this  instru- 
ment is  intended  and  declared  to  be  an  absolute  conveyance  of  the  premises, 
and  no  contingent  or  reversionary  interest  is  reserved  by  the  grantors  in 
case  the  premises  should  for  any  reason  cease  to  be  used  for  the  purpose 
of  a  railroad  as  contemplated  by  this  grant. 

In  witness  whereof,  the  said  party  of  the  first  part  hereunto  set  hand 

and  seal  the  day  and  year  first  above  written. 

Geo.  Sedgwick  [seal] 

Martha  P.  Sedgwick      [seal] 

Signed,  sealed  and  delivered  in  the  presence  of 

State  of  Illinois,  ) 

r  SS 

Cook  County.         \ 

I,  Lambert  C.  Hall,  in  the  City  of  Chicago,  in  said  County,  in  the  State 
aforesaid,  do  hereby  certify,  that  George  Sedgwick  personally  known  to 
me  to  be  the  same  person  whose  name  is  subscribed  to  the  foregoing  deed, 
appeared  before  me  this  day  in  person,  and  acknowledged  that  he  signed, 
sealed  and  delivered  the  said  instrument  of  writing,  as  his  free  and  voluntary 
act,  for  the  uses  and  purposes  therein  set  forth. 

And  the  said  Martha  P.  Sedgwick,  wife  of  the  said  George  Sedgwick, 
having  been  by  me  examined  separate  and  apart,  and  out  of  the  hearing  of 
her  husband,  and  the  contents  and  meaning  of  the  said  deed  having  been 
by  me  made  known  and  fully  explained  to  her,  acknowledged  that  she  had 
freely  and  voluntarily  executed  the  same,  and  relinquished  her  dower,  and 
all  right,  title  and  interest  to  the  lands  and  tenements  therein  mentioned, 
and  expressly  waived  and  released  all  right,  claim,  benefit,  privilege,  ad- 
ventage  and  exemption  under  any  and  all  homestead  exemption  laws,  so 
called,  without  the  compulsion  of  her  said  husband,  and  that  she  does  not 
wish  to  retract  the  same. 

Given  under  my  hand  and  notarial  seal  this  first  day  of  March,  A.  D.  1864. 
[seal]  L.  C.  Hall, 

Notary  Public. 

[U.  S.  Internal  Revenue  Stamps  for  $40  affixed  and  cancelled.] 

Recorded  as  follows: 

25  November,  1868,  book  486  of  deeds,  page  429. 

18  August,  1874,  book  426  of  records,  page  194. 

21  October,  1876,  book  725  of  records,  page  48. 


274         CHICAGO,   BURLINGTON   &   QUINCY   RAILROAD   COMPANY 

QUIT  CLAIM  DEED,  March  1,  1864,  John  W.  Brooks  et  ux  to  The  Chi- 
cago, Burlington  and  Quincy  Rail  Road  Company,  Illinois  Central  Railroad 
Company.   Galena   and  Chicago   Union   Railroad   Company   and   Michigan 
Central  Railroad  Company. 

This  Indenture,  made  the  first  day  of  March  in  the  year  of  our  Lord  one 
thousand  eight  hundred  and  sixty  four  between  John  W.  Brooks  of  Milton, 
County  of  Norfolk,  and  State  of  Massachusetts,  and  Charlotte  L.,  his  wife, 
party  of  the  first  part,  and  the  Chicago,  Burlington  and  Quincy  Railroad 
Company,  the  Illinois  Central  Kail  Road  Company, — the  Galena  and  Chicago 
Union  Rail  Road  Company,  and  the  Michigan  Central  Rail  Road  Company, 
parties  of  the  second  part. 

Witnesseth,  That  the  said  party  of  the  first  part,  in  consideration  of  the 
sum  of  six  thousand  dollars  in  hand  paid  by  the  said  parties  of  the  second 
part,   the   receipt    wh  •    hereby    acknowledged,    lias    bargained,    sold, 

remised,  released  and  quit  claimed,  and  by  these  presents  does  bargain,  sell, 

remise,    release   and   quitclaim    unto   the   said    parties   of   the   serond    part,  and 

to  their  assigns  forever,  all  the  following  described  trad   or  parcel  of  land 

situated  in  the  Citj    of  Chicago,  in  the  Count)    of  Cook,  ami   State  of   Illinois, 

known,   bounded  and   described   as   follows,   to-wit:    Being  a   strip  of   land 

,t     oii«'    hundred    and    -\1}     feel     long    and     forty    feet     wide;     that     is    to 

p    is    ten    feet    on    the    east     Bid(     and    thirty    feet    wide    on    the   West 

,si,|(.   of  the  renter   line   of   the   traek   id'   the  St.  Charles   Air   Line    Rail    Koad 

called)    as   the  same  is  now  laid   down  and   used   over  and  across  lots 
numbered  one,  two,  three,  four,  five  and  six,  in  block  aumbered  twenty-two, 

,h    A---  Ike    north    west    fractional    quarter   of   section 

tw.ntv  two,  in  township  thirtj  nine  north,  range  fourteen  east,  together 
with  tie1  appurtenances  thereunto  belonging. 

To  Ion'    "'"/   to  l<  tme  premises  Unto  the  said   parties  of  the  second 

part  and  their  assigns  to  the  sol,  and  oiih  proper  us.'  and  benefit  of  the  said 
parties  of  the  second  part  and  their  assigns  forever,  for  the  purposes  of 
tli.-    sa  d  St.  Chai      -    Air    Line    Railroad    to    be   used,    occupied   and    operated 

by  and  under  tin-  direction,  control  and  management  of  the  said  parties  of 
tie-  second  part. 

y„    ,.  ,,,/'    the    parties    if    the    first    part    ha\e    hereunto    set    their 

hands  and  seals  Oil  the  day  and  year  firs!   above  written. 

J.  W.  Brooks      |  si  w.  ] 
C.  L.  Brooks       [seal] 
In  presence  of 
John   P.  Skinner, 
Geo.  T.  Angell, 
to  both. 

state  oe  Massachusetts,^ 
County  of  Suffolk.  Lss. 

City  of  Boston. 

Be  it  remembered,  that  on  this  fifteenth  day  of  April,  A.  D.  one  thousand 
eight  hundred  and  sixty  four,  in  the  City  and  County  aforesaid,  before  me, 


CORPORATE    HISTORY  275 

Geo.  T.  Angell,  a  Commissioner,  residing  in  said  County,  duly  appointed 
and  commissioned  by  the  Governor  of  the  State  of  Illinois,  to  take  dep- 
ositions, affidavits,  and  the  acknowledgment  and  proof  of  the  execution  of 
deeds  and  other  instruments  in  writing  under  seal,  to  be  used  or  recorded 
in  said  State  of  Illinois,  also  a  Notary  Public  in  and  for  the  County  of 
Suffolk,  personally  appeared,  John  W.  Brooks  and  Charlotte  L.  Brooks,  his 
wife,  who  are  personally  known  to  me  to  be  the  persons  whose  names  are 
subscribed  to  the  foregoing  deed  as  having  executed  the  same,  and  acknowl- 
edged that  they  had  executed  the  same  for  uses  and  purposes  therein  ex- 
pressed. And  the  said  Charlotte  L.  Brooks,  wife  of  the  said  John  W. 
Brooks,  being  of  lawful  age  and  having  been  by  me  separate  and  apart  from 
her  said  husband,  examined  and  the  contents  of  said  deed  fully  made  known 
and  explained  to  her,  acknowledged  that  she  had  executed  the  same,  and 
relinquished  her  dower  to  the  lands  and  tenements  therein  mentioned,  volun- 
tarily and  without  compulsion  of  her  said  husband.  In  witness  whereof,  I 
have  hereunto  set  my  hand  and  official  seals  as  Commissioner  of  Illinois  and 
Notary  Public  in  said  Suffolk,  as  said  Boston,  this  April  15th,  A.  D.  1864. 
[seal]  Geo.  T.  Angell, 

Commissioner  of  Illinois  and  Notary  Public  in  Boston. 

Recorded  as  follows: 

18  April,  1865.    Book  305  of  deeds,  page  376. 

13   August,  1874.     Book  426  of  records,  page  196. 

21  October,  1876.     Book  571  of  records,  page  276. 

ACT  OF  LEGISLATURE 

Approved  February  16,  1865. 

The  St.  Charles  Air  Line. 

AN  ACT  to  enable  the  Illinois  Central  Railroad  Company,  the  Chicago, 
Burlington  and  Quincy  Railroad  Company,  the  Michigan  Central  Railroad 
Company,  and  the  Chicago  and  Northwestern  (late  the  Galena  and  Chicago 
Union)    Railroad  Company,  to  own,  jointly,  a  certain  piece  of  railroad  in 

the  city  of  Chicago. 

Section  1.  Be  it  enacted  by  the  People  of  the  State  of  Illinois,  repre- 
sented in  the  General  Assembly,  That  it  shall  be  competent  and  lawful  for 
the  Michigan  Central  Railroad  Company,  the  Chicago,  Burlington  and 
Quincy  Railroad  Company,  the  Chicago  and  Northwestern  (late  the  Galena 
and  Chicago  Union)  Railroad  Company,  and  the  Illinois  Central  Railroad 
Company,  and  their  respective  successors,  to  own  jointly,  and  jointly  to 
maintain  and  operate  that  piece  of  railroad,  situate  in  the  city  of  Chicago, 
and  county  of  Cook,  now  constructed  and  used  by  them,  extending  from  a 
point  on  the  west  bank  of  the  south  branch  of  the  Chicago  river,  north  and 
near  Eighteenth  street,  where  their  railroad  bridge  now  crosses  said  branch, 
eastward  to  the  junction  with  the  Illinois  Central  Railroad,  at  or  near  the 
round-house  of  the  latter  company,  with  authority  jointly  to  own  and 
maintain  the  said  bridge  across  the  said  south  branch  of  the  Chicago  river, 


276        CHICAGO,    BURLINGTON    &    QUINCY    RAILROAD    COMPANY 

and  the  right  of  way  and  land  upon  which  said  railroad  is  constructed, 
together  with  such  side  tracks  and  other  tracks  forming  connections  with 
other  railroads,  as  now  are  or  may  hereafter  be  constructed  and  used  by 
them  in  connection  with  said  piece  of  railroad. 

J   :!.     This  act  to  take  effect  and  be  in  force  from  and  after  its  passage. 

Approved  February  16,  1865. 

Private  Lairs  Illi)iois  lS6oy  Vol.  2,  Page  111. 

ELEVATION  ORDINANCE.      Passed  May   17,  1897.     Approved  May  22, 
L897.     An   ordinance  of  the   City  of  Chicago 

Requiring  the  elevation  of  the  tracks  of  the  St.  Charles  Air  Line  Rail- 
road within  certain  limits,  and  requiring  the  Chicago,  Madison  ami  Northern 
Railroad  Company,  the  Atchison,  Topeka  and  Santa  Fe  Railway  Company, 
the  Chicago  and  Western  [ndiana  Railroad  Company,  The  Lake  Shore  and 
Michigan  Southern  Railway  Company,  the  Chicago,  Rock  Island  and  Pacific 
Railway  Company,  the  Chicago,  Alton  and  St.  Louis  Railroad  Company, 
respectively,  to  change  certain  of  their  tracks  within  the  city  of  Chicago, 
in  order  to  eliminate  grade  crossings  of  the  Chicago  and  Western  [ndiana 
Railroad  and  Atchison,  Topeka  and  Santa  Pe  Railway  with  Lake  shore  and 
Michigan  Southern  Railway  and  the  Chicago,  Rock  Island  and  Pacific  Rail- 
way ( lompan 
/;,   .'  ordained  i>;/  '!"  City  Council  of  tht  Citii  of  Chicago : 

1.  That    the    Illinois   Central    Railroad  Company,   the  Michigan 
Central   Railroad  Company,  the  Chicago  and   North-Western   Railway  Com 
pany,  and  tie-  Chicago,  Burlington  ami  Quincy  Railroad  Company,  proprietors 
of  a  certain  railroad  in  the  city  of  Chicago,  commonly  called  the  St.  Charles 
Ail  Line,  wh  ds  from  its  connection  with  the  Illinois  Central  Railroad 

north    of   and    mar    1 « '•  t  h    Street    westerly    to   ami   across   the   South    I'.rnncli    of 

the  Chicago  River,  and  the  Chicago,  Madison  ami  Northern  Railroad  Com 
pany,  the  Atchison,  Topeka  and  Santa  Pe  Railway  Company,  the  Chicago 
ami  Western  Indiana  Railroad  Company,  the  Lake  shore  ami  Michigan 
Southern  Railwaj   Company,  the  Chicago,  Rock   [aland  ami   Pacific  Railway 

Company,  and   the  Chicago,   Alton   and   St.   Louis    Railroad   Company   are  all 

hereby  ordered  and  required  to  change  the  plane  of  certain  of  their  tracks; 
the  tracks  of  sr.  Charles  Air  Line  Railroad,  the  Chicago,  Madison  and 
Northern  Railroad  Company,  the  Lake  Shore  and  Michigan  Southern  Rail- 
way Company,  thi  go,  Rock  [sland  ami  Pacific  Railway  Company,  and 
the  Chicago  Alton  and  St.  Louis  Railroad  Company  are  to  be  elevated, 
while  the  tracks  of  the  Chicago  ami  Western  Indiana  Railroad  Company 
and  Atchison,  Topeka  and  Santa  Pe  Railway  Company  are  to  be  depressed, 
within  certain  limits,  in  manner  and  upon  the  same  conditions  hereinafter 
specified;    that    is   to   say: 

Paragraph  1.  The  proprietors  of  the  St.  Charles  Air  Line  Railroad  are 
required  to  begin  elevation  at  a  point  on  the  existing  tracks  of  the  Illinois 
Central  Railroad,  near  what  is  known  as  Lark  Row  Station  of  said  railroad; 
from  this  initial  point  said  elevated  roadbed   and  tracks   of   the  said  St. 


CORPORATE    HISTORY  277 

Charles  Air  Line  shall  rise  on  any  suitable  gradient  for  a  distance  of  about 
1,860  feet,  where  an  elevation  of  not  less  than  29.10  feet  above  city  datum 
shall  be  attained;  thence  shall  continue  at  the  same  elevation,  curving  to 
the  right  for  a  distance  of  800  feet,  more  or  less,  to  the  east  line  of  Indiana 
Avenue;  thence  said  elevated  roadbed  and  tracks  shall  continue  on  a  level 
grade  and  in  a  westerly  direction  to  a  point  about  on  the  west  line  of 
Wabash  Avenue,  where  an  elevation  of  not  less  than  120.10  feet  above  the 
city  datum  shall  be  attained ;  thence  said  elevated  roadbed  and  tracks  shall 
continue  on  a  descending  gradient  of  about  forty-four  hundredths  of  one 
per  centum  and  in  a  westerly  direction  for  a  distance  of  about  820  feet  to 
the  west  line  of  Dearborn  Street,  where  an  elevation  of  not  less  than  25.5 
feet  above  city  datum  shall  be  attained;  thence  by  deflecting  line  of  said 
St.  Charles  Air  Line  Railroad  to  the  south  by  a  reverse  curve  on  a  descend- 
ing gradient  of  about  forty-four  hundredths  of  one  per  centum  for  a  distance 
of  about  425  feet  to  the  west  line  of  South  Clark  Street,  where  an  elevation 
of  not  less  than  23.50  feet  shall  be  attained  and  crossing  said  South  Clark 
Street  at  a  distance  of  about  85  feet  south  of  its  present  crossing ;  thence 
said  elevated  roadbed  and  tracks  shall  continue  on  a  descending  gradient 
in  a  northwesterly  direction  for  a  distance  of  about  65  feet  to  the  most 
easterly  track  of  the  Lake  Shore  and  Michigan  Southern  Eailway,  where 
the  elevation  shall  be  23.1  feet  above  city  datum;  thence  said  elevated  road 
bed  and  tracks  shall  continue  curving  in  a  northwesterly  direction  on  a 
descending  gradient  for  a  distance  of  about  270  feet  to  a  point  about  10 
feet  west  of  the  most  westerly  track  of  the  Chicago  and  Western  Indiana 
Railroad,  where  the  elevation  of  said  St.  Charles  Air  Line  shall  not  be  less 
than  21.50  feet  above  city  datum,  as  it  shall  be  located  when  the  proposed 
change  of  line  and  depression  of  tracks  are  made  as  hereinafter  mentioned; 
said  last  mentioned  course  to  cross  at  a  grade  the  tracks  of  the  Lake  Shore 
and  Michigan  Southern  Railway  Company,  the  Chicago,  Rock  Island  and 
Pacific  Railway  Company,  and  the  Chicago,  Alton  and  St.  Louis  connection 
to  said  last  mentioned  railway  companies,  and  to  cross  over  the  proposed 
depressed  tracks  of  the  Atchison,  Topeka  and  Santa  Fe  Railway  Company 
and  the  Chicago  and  Western  Indiana  Railroad.  Thence  said  elevated  road- 
bed and  tracks  of  the  said  St.  Charles  Air  Line  Railroad  shall  proceed  in  a 
westerly  direction  and  shall  descend  on  the  most  suitable  gradient  to  permit 
the  connection  of  the  said  tracks  with  the  existing  tracks  of  the  Chicago  and 
Northwestern  Railway  Company,  and  the  Chicago,  Burlington  and  Quincy 
Railroad  Company,  east  of  the  tracks  of  the  Pittsburgh,  Fort  Wayne  and 
Chicago  Railway  in  Stewart  Avenue. 

Paragraph  2.  From  a  point  near  center  line  of  South  Clark  Street,  and 
on  the  proposed  elevated  roadbed  and  tracks  of  the  said  St.  Charles  Air 
Line  Railroad,  the  roadbed  and  tracks  of  the  Chicago,  Madison  and  Northern 
Railroad  Company  shall  be  elevated  and  diverge  to  the  south  from  said 
elevated  roadbed  and  tracks  of  the  said  St.  Charles  Air  Line,  the  said 
elevated  roadbed  and  tracks  of  the  said  Chicago,  Madison  and  Northern 
Railroad  Company  shall  continue  in  a  westerly  and  southern  direction  and 
on  a  descending  gradient  to  a  point  about  10  feet  west  of  the  most  westerly 
track  of  the  said  Atchison,  Topeka  and  Santa  Fe  Railway,  as  it  shall  be 


278        CHICAGO,    BURLINGTON    &    QUINCY    RAILROAD    COMPANY 

located  about  30  feet  north  of  its  present  Location,  when  the  proposed 
change  of  line  and  depression  of  the  Atchison,  Topeka  and  Santa  Fe  tracks 
will  have  been  made  as  hereinafter  provided;  the  elevation  of  the  said  ele- 
vated roadbed  ami  tracks  of  the  Chicago,  -Madison  and  Northern  Railroad 
Company  at  said  Las1  mentioned  point  shall  not  be  less  than  21.50  feet  above 
city  datum;  said  last  mentioned  course  to  cross  at  grade  the  main  tracks 
of  the  Lake  Shore  and  Michigan  Southern  Railway  Company  and  Chicago, 
Rock  Island  and  Pacific  Railway  Company,  the  switching  tracks  of  the  Lake 
Shore  and  Michigan  Southern  Railway  and  the  tracks  connecting  the  said  St. 
Charles  Air  Line  Railroad  with  the  Lake  Shore  ami  Michigan  Southern  rail- 
way and  the  Chicago,   Rock   [aland  and   Pacific    Railway   tracks;   and  to  cross 

over  the  proposed  depressed  tracks  of  the  Atchison,  Topeka  and  Santa  Fe 

Railway  as  hereinafter  provided;  theme  in  a  southerly  direction  from  said 
last  mentioned  point,  said  elevated  roadbed  and  tracks  of  the  said  Chicago, 
Madison  and  Northern  Railroad  Company  shall  descend  on  the  most  suit- 
aide  gradient  to  preinit  a  connection  with  the  existing  roadbed  and  tracks 
of  said  Company  at  tin  mosl  desirable  point  at  or  north  of  the  L8th  Street 
viaduct. 

Paragraph   3.      From    the   most    desirable    point    on    the   existing   tracks   of 

the  Lake  shun-  ami  Michigan  Southern  Railway  Company  ami  the  Chicago, 

Rock     Island    and    Pacific     Railway    Company,    the    tracks    of    said     Railway 

Companies  Bhall  rise  on  the  mosl   suitable  gradient  convenient  ami  practi 

cable  to  -aid  Companies  to  a  point  about  15  feet  north  of  the  northwesterly 
track  of  the  Baid  Chicago  ami  Western  Indiana  Railroad  Company,  as  it 
shall  be  located  about  ]■"•  feet  north  of  its  present  location  when  the  pro 
posed  change  of  line  ami  depression  of  -aid  Chicago  ami  Western  In 
diana  Railroad  tracks  will  have  been  made;  the  elevation  of  the  proposed 
elevated    roadbed   and    trad.-   of   the   Lake   shore   ami    Michigan   Southern 

Railway    Company   aiol   the  Chicago,    Rock    Island   and    Pacific    Railway    Com 

pany  at  said   last  mentioned  point  shall  not   be  h -s  than  21.50  feet  above 

city    datum;    thei  ated    roadbed    and    tracks    of    said    Rake    Shore 

ami  Michigan  Southern  Railway  Company  ami  Chicago,  Rock  Island  and 
Pacific  Railway  Company  shall  continue  in  a  southerly  direction  and  on  an 

idienl    for    a    distance   of   about    260    feet    to    a    point    where    the 
elevation    of   said    elevated    roadbed    and    tracks    shall    be    not    less    than    J.'LIO 

feel   above  city  datum,  which  point   is  at  the  crossing  of  said  tracks  with 

the  tracks  of  the  Said   St.  Charles   Air   Line   Railroad   and  Chicago,    Madison 

and  Northern  Railroad  a-  they  -hall  be  located  as  herein  provided;  thence 
said  elevated   roadbed  and   tracks   shall  continue   in   a   southerly  direction, 

and  they  shall  descend  on  a  gradient  of  about  two  tenths  of  one  percentum 

for   a    distance  of  about    940    feet    to  a    point    about    on   the  south   line  of   18th 
'ion  of  not    less  than  21.70   feet  above  city  datum  shall 

be  attained.     Thi  I   roadbed  and  tracks  shall  continue  in  a 

southerly  direction,  and  shall  descend  to  intersect  the  plane  of  the  now 
elevate. 1  roadbed  and  tracks  of  -aid  Companies  at  a  point  not  further  north 
thai!  I  •'  •  north  of  the  north  line  of  Archer  Avenue,  as  provided  in  an 
ordinance  dated  and  passed  July  9th,  A.  D.  1894. 


CORPORATE    HISTORY  279 

Paragraph  4.  From  a  point  about  400  feet  northeasterly  of  the  inter- 
section of  15th  and  Dearborn  Streets,  or  from  such  other  point  as  may  be 
most  convenient  for  said  Company,  on  the  plane  of  the  existing  tracks  of  the 
Atchison,  Topeka  and  Santa  Fe  Railway  Company,  the  tracks  of  said 
Railway  Company  shall  be  depressed  on  the  most  suitable  gradient  con- 
venient and  practicable  to  said  Company,  to  a  point  about  10  feet  east  of 
the  east  line  of  South  Clark  Street,  where  the  elevation  of  the  most  south- 
erly of  said  depressed  tracks  shall  not  be  more  than  3.0  feet  above  city  datum, 
as  they  shall  be  located  when  the  proposed  change  of  line  and  depression  of 
said  Atchison,  Topeka  and  Santa  Fe  Railway  tracks  will  have  been  made; 
thence  in  a  southwesterly  direction  from  said  last  mentioned  point  and  on  a 
level  gradient  across  South  Clark  Street  to  a  point  about  ten  feet  west  of 
Clark  Street;  thence  said  depressed  tracks  of  the  said  Atchison,  Topeka 
and  Santa  Fe  Railway  Company  shall  rise  on  an  ascending  gradient  to  a 
point  about  ten  feet  south  of  the  most  southerly  elevated  tracks  of  the 
Chicago,  Madison  and  Northern  Railroad  Company,  where  an  elevation 
not  exceeding  four  feet  above  city  datum  may  be  attained,  and  crossing 
in  the  last  two  mentioned  courses  under  South  Clark  Street  proposed  viaduct, 
and  under  the  proposed  elevated  tracks  of  the  Lake  Shore  and  Michigan 
Southern  Railway  Company  and  the  Chicago,  Rock  Island  and  Pacific  Rail- 
way Company,  the  St.  Charles  Air  Line,  the  Chicago,  Alton  and  St.  Louis 
connection,  and  the  tracks  of  the  Chicago,  Madison  and  Northern  Railroad 
Company,  as  hereinbefore  described;  thence  said  depressed  tracks  of  said 
Atchison,  Topeka  and  Santa  Fe  Railway  Company  shall  continue  in  a 
southerly  direction  and  shall  rise  on  the  most  suitable  gradient  convenient 
and  practicable  to  said  Company  to  a  connection  with  the  present  tracks 
of  the  said  Atchison,  Topeka  and  Santa  Fe  Railway  Company.  Provided, 
that  the  grade  of  Dearborn  Street  and  the  grade  of  15th  Street  shall  be 
changed  and  depressed  to  the  same  plane  as  said  Santa  Fe  tracks  shall  be 
changed  and  depressed  where  the  said  tracks  shall  cross  said  streets. 

Paragraph  5.  From  a  point  about  375  feet  north  of  the  north  line  of 
15th  Street,  or  from  such  other  point  as  may  be  most  convenient  for  said 
Company,  on  the  plane  of  the  existing  tracks  of  the  Chicago  and  Western 
Indiana  Railroad  Company,  the  tracks  of  said  Railroad  Company  shall  be 
depressed  on  the  most  suitable  gradient  convenient  and  practicable  to  said 
Company  to  a  point  about  10  feet  east  of  the  east  line  of  South  Clark 
Street,  where  the  elevation  of  the  north  main  track  of  said  depressed  tracks 
shall  not  be  more  than  4  feet  above  city  datum,  as  they  shall  be  located  about 
15  feet  north  of  and  parallel  with  their  present  location  when  the  proposed 
change  of  line  and  depression  of  said  Chicago  and  Western  Indiana  Rail- 
road tracks  shall  have  been  made;  thence  said  depressed  tracks  shall  con- 
tinue and  in  a  southwesterly  direction  from  said  last  mentioned  point  and 
on  a  level  grade  to  a  point  about  10  feet  south  of  the  most  southerly  pro- 
posed elevated  Y  tracks  connecting  the  St.  Charles  Air  Line  with  the  Lake 
Shore  and  Michigan  Southern  Railway  and  the  Chicago,  Rock  Island  and 
Pacific  Railway,  and  crossing  in  said  last  mentioned  course  under  South  Clark 
Street  proposed  viaduct  and  under  the  proposed  elevated  tracks  of  the  Lake 
Shore  and  Michigan  Southern  Railway  Company  and  Chicago,  Rock  Island 


280       CHICAGO,    BURLINGTON    &    QUINCY   RAILROAD    COMPANY 

and  Pacific  Railway  Company,  and  also  under  the  proposed  elevated  tracks 
of  the  St.  Charles  Air  Line  Railroad  and  said  Y  tracks;  thence  said  do- 
pressed  tracks  of  the  said  Chicago  and  Western  Indiana  Railroad  shall 
continue  in  a  southerly  direction,  and  they  shall  rise  on  the  must  suitable 
gradient  convenient  and  practicable  to  said  Company  to  a  connection  with 
the  present  tracks  of  the  said  Chicago  and  Western  Indiana  Railroad 
Company. 

Paragraph  6.  From  a  point  on  the  proposed  elevated  connecting  switch 
ing  track  of  the  Lake  Shore  and  Michigan  Southern  Railway  Company 
Immediately  wesl  of  the  main  track  of  the  Chicago,  Rock  Island  and  Pacific 
Bailwaj  Company,  and  aboul  10  feel  south  of  the  most  easterly  track  of  the 
Atchison,  Topeka  and  Santa  Fe  Railway  Company  where  the  same  crosses 
underneath  the  said  connecting  switching  track  of  said  Lake  shore  and 
Michigan  Southern  Railway  Company;  and  where  the  proposed  elevated 
roadbed  and  tracks  of  the  Chicago  Alton  and  St.  Louis  Railroad  Company 
diverges  to  the  wesl  from  said  last  mentioned  point,  the  Baid  elevated  road 
bed  and  tracks  of  said  railwaj  company  shall  continue  in  a  southwesterly 
dire. tii. n  on  a  descending  gradient  of  aboul  three-tenths  of  one  percentum 
for  a  distance  of  aboul  325  feel  to  a  point  where  the  elevation  of  the  pro 

posed    elevated    roadbed    and    tracks    shall    not     be    leBS    than    21.5    feet    above 

city   datum,   and   aboul    l"   feet    wesl    of   the    most    westerly   track   of  the 

Atchison.   Topeka   and   Santa    Pe    Railwav    Company,   as  they   shall    be   located 

ami  depressed  as  hereinbi  ribed;  and  crossing  In  said  last  mentioned 

course  at  grade  the  proposed  elevated  roadbed  and  tracks  of  the  said  St. 
diaries  Air  Lin<  Railroad,  and  crossing  over  and  above  the  said  depressed 
track-,  of  the  Atchison,  Topeka  and  Santa  Pe  Railway  Company;  thence 
said  elevated  roadbed  and  tracks  of  the  Chicago,  Alton  and  St.  Louis  Rail- 
road Company  shall  continue  in  a  southerly  direction,  and   they  shall  descend 

on  the  i  . •  1 1 1 <  1 1 t  and  practicable  gradient  to  said   Railway 

Company,  to  interest  the  present   plane  of  the  existing  tracks  of  said  Chi- 
cago, Alton  and  St.  Louis  Railroad  Companj  at  a  point  about  55  feet  south- 
of  the  •  -  ■  iaduct. 

Paragraph  7.  In  consideration  of  the  benefits  accruing  to  the  City  of 
Chicago  b\  the  performance  of  the  work  herein  specified  to  be  done  by  the 
Lake  Shore  and    Michigan   Southern    Railway   Company,  said   Company  is 

hereby   granted  the  tight   to   maintain   its   present    six   tracks   from    Hith   Street 

to  18th  street,  between  La  Salle  Street  and  Wentworth  Avenue,  and  to  ele- 
vate them  to  the  level  herein  specified  for  the  main  tracks  of  said  Company, 

betw.en  L6th  Street  and  L8th  Street.  Also  to  cross  the  L8th  Street  subway 
with  one  or  more  tracks  on  suitable  bridges  between  La  Salle  Street  and 
Wentworth  Avenue,  and  to  cross  19th  Street,  between  La  Salle  Street  and 
Wentworth  Avenue,  with  bu  tracks  at  such  elevation  above  the  present 
gTade  of  said  19th  street  as  said  Railway  Company  may  desire.  Also  to 
lay  and  maintain,  between  19th  and  20th  Streets,  a  track  from  its  main 
tracks  to  and  connecting  with  the  said  tracks  between  La  Salle  Street  and 
Wentworth  Avenue.  That  so  much  and  such  [.arts  of  16th  Street,  17th 
Street  and  19th  Street  as  lie  between  the  east  line  of  the  right  of  way  of 


CORPORATE    HISTORY  281 

the  Lake  Shore  and  Michigan  Southern  Eaihvay  Company  and  the  Chicago, 
Rock  Island  and  Pacific  Railway  Company  and  the  east  line  of  Wentworth 
Avenue,  be  and  the  same  are  hereby  vacated.  The  right  is  also  granted  to 
said  Railway  Company  to  make  such  changes  in  the  grade  of  La  Salle  Street, 
between  16th  and  20th  Streets,  as  may  be  necessary  to  afford  safe  and 
convenient  access  to  the  property  and  tracks  of  said  Company  after  the 
same  shall  have  been  elevated  as  herein  provided. 

Permission  is  also  hereby  granted  to  the  Lake  Shore  and  Michigan  South- 
ern Railway  Company  to  elevate  its  tracks  leading  to  its  yard,  lying  be- 
tween 16th  and  18th  Streets,  and  to  make  such  changes  in  the  location  of 
said  tracks  as  said  Company  may  deem  necessary. 

Permission  is  also  hereby  granted  to  the  Lake  Shore  and  Michigan  South- 
ern Railway  Company  and  to  the  Chicago,  Rock  Island  and  Pacific  Railway 
Company  to  elevate  the  two  "Y"  tracks  of  said  St.  Charles  Air  Line,  and 
to  make  such  changes  in  their  location  as  said  Companies  may  deem  nec- 
essary. 

Paragraph  8.  Permission  and  authority  are  hereby  granted  the  Chi- 
cago, Madison  and  Northern  Railroad  Company  to  change  the  easterly  con- 
nection of  that  railroad  with  the  St.  Charles  Air  Line  Railroad,  from  the 
location  hereinbefore  mentioned  in  Section  1,  Paragraph  2,  to  any  desirable 
point  west  of  State  Street  on  the  proposed  elevated  track  of  said  St.  Charles 
Air  Line,  and  to  have  the  privilege  of  using  and  maintaining  the  most 
convenient  and  practicable  gradient  to  enable  said  Chicago,  Madison  and 
Northern  Railroad  Company  to  cross  above  and  over  the  tracks  of  the  Lake 
Shore  and  Michigan  Southern  Railway  Company  and  Chicago,  Rock  Island 
and  Pacific  Railway  Company,  thereby  eliminating  the  grade  crossing  of 
these  railroads  as  provided  in  this  ordinance. 

Paragraph  9.  Nothing  in  this  ordinance  shall  prevent  the  various  com- 
panies owning  the  tracks  mentioned  herein  from  changing  the  location  of 
said  tracks  by  the  mutual  agreement  of  those  interested  as  they  may  deem 
necessary,  provided  that  no  change  of  location  shall  be  made  that  will  pre- 
vent the  separation  of  the  grades  of  said  tracks  as  contemplated  in  this 
ordinance. 

The  railway  companies  named  in  this  ordinance  are  hereby  authorized  to 
make  such  changes  in  the  position  and  alignment  of  their  respective  tracks 
and  switch  connections  as  may  be  desirable  to  carry  out  the  provisions  of 
this  ordinance. 

Paragraph  10.  All  elevations  of  railroad  tracks  mentioned  in  this 
ordinance  shall  refer  to  the  top  of  the  rail. 

Section  2.  The  elevated  or  depressed  road  beds  of  said  railways,  as 
provided  for  in  this  ordinance,  may  be  wide  enough  to  provide  for  two 
main  tracks  for  each  and  every  roadbed  herein  named,  together  with  such 
additional  main  tracks,  side  tracks  and  switches  as  shall  be  deemed  nec- 
essary by  the  proprietors  or  corporations  of  said  railroads,  provided  that 
at  no  time  shall  the  St.  Charles  Air  Line  and  the  proprietors  thereof,  and 
the  Chicago,  Madison  and  Northern  Railroad,  together,  construct  and  oper- 
ate more  than  four  tracks  east  of  Clark  Street,  and  where  the  said  tracks 


282       CHICAGO,    BURLINGTON    &    QUINCY   RAILROAD   COMPANY 

are  elevated  they  shall  be  supported  and  carried  (except  at  the  intersection 
lit'  such  public  streets,  avenues  and  alleys  as  are  by  the  terms  of  this  ordi- 
nance to  be  provided  with  subways,  upon  a  superstructure  of  steel,  or  iron 
trestle  work,  or  upon  a  solid  embankment  of  earth,  or  other  material,  as 
ina\  be  preferred  by  said  proprietors  or  corporations.  Such  unoccupied 
es,  or  areas,  outside  the  boundary  lines  of  the  intersecting  streets, 
avenues  and  alleys  as  may  be  lefl  beneath  said  elevated  structure,  may  be 
used  R\  the  owners  thereof  for  any  Lawful  purpose.  In  ease  said  Railroad 
Companies,  or  any  of  them,  required  by  this  ordinance  to  elevate  their 
track.-,  respectively,  shall  use  an  embankment  of  earth  or  stone,  or  other 
material,  instead  of  steel  or  iron  structural  work,  the  side  slopes  and  lateral 
dimensions  of  said  embankment  will  l>c  determined  by  the  natural  angle  of 
repose  of  the  embankment  material  used;  bul  whenever  it  may  become 
for  the  purpose  of  keeping  said  embankments  entirely  within 
the  lines  of  the  right  of  waj  Railway  Company,  such  embankments 

shall  be  confined  between  retaining  wall-  of  atone  or  brick  masonry  or  cm 
[f  such  i  walls  shall  be  less  than  five  (5  feel  high,  the  same 

shall  be  surmounted  by  a  substantial  iron   picket   fence  of  such  height  and 
ffectually   prevent   all   persons    from   trespassing  upon   the 
elevated    tracks   of   Baid    Companies,    respectively.      In    case   said    Railroad 
or  any  of  them,  b  red  by  this  ordinance  to  depress  their 

tracks,  then  said  track-  -hall  be  protected  i>\   retaining  walls  of  brick,  stone 
surmounted    bj    substantial   iron    picket    fence  of  Buch   height 
and  strength  a-  •  uallj   prevent  all  |  ^passing  upon  the 

depn — I  roadbed  and  tracks  of  Baid  Companies,  respectively. 

The    -aid    elevated    tracks    shall    In-    caii  i.d    across    all    inter 

nd  alleys,  which,  i>\   the  terms  of  this  ordinance, 
to  in-  provided  with  subways,  on  suitable  bridges  of  one,  two  or  three 
Bpa,  .  sial  of  iron  ..I  steel  main  girders,  with 

iron  or  steel  main  floor,  or  ordinary  I  ringers;   but  should  the  latter 

method  lie  adopted,  some  suitable  device  -hall  be  provided  to  prevent  storm 
iil  and  other  Bubstancea  from  dropping  from  such  elevated  struc 
ture  upon  the  Bubwi  tth.     Tin'  -aid    bridges  -hall   In-  supported  on 

abutments  of  .-.  -  or  brick  masonry,  or  mi  rows  of  iron  or  steel 

Columns,   bra  i    ther    laterally   and   elected    mi   and   anchored   to   masonry 

found.-. •■  thin    the    lines    Of    the    railroad    right    of   way    and 

in  the  mi  ii  lines  of  t!  ting  avenues  and 

ction  4.     Paragraph   1.  At  the  point   where  the  -aid  st.  Charles  Air 

Line    Railroad     -             ected  and   crossed    by    Indiana    Avenue,    Michigan 

Avenue,  Wabash    \             :  -    te  Street,  Dearborn  Street,  South  Clark 

,,,1   .-ill    inter'  .    BUbwayS    -hall    be   constructed    passing    l.e- 

aeath  -aid  elevated  tracks,  and  BUCh  BUbwayS  -hall  conform  to  the  descrip- 
tions, specifications,  dimensions  and  other  particulars  contained  in  schedules 
set   forth  and   embodied     I  m   4a   of  this  ordinance,   and   subways  shall 

be  constructed  beneath  the  -aid  elevated  tracks  of  the  Lake  Shore  and  Mich- 
igan Southern  Railway  Company  and  the  Chicago,  Rock  Island  and  Pacific 
Railway  Company,  where  said  elevated  tracks  are  crossed  by  1-th  Street; 
and  said  subways  shall  conform  to  the  description,  specifications,  dimensions 


CORPORATE   HISTORY  283 

and  other  particulars  contained  in  the  schedules  set  forth  and  embodied  in 
Section  4a  of  this  ordinance. 

Paragraph  2.  At  the  point  where  the  Atchison,  Topeka  and  Santa  Fe 
Railway  Company's  tracks  and  the  tracks  of  the  Chicago  and  Western 
Indiana  Railroad  Company  cross  South  Clark  Street,  a  viaduct  shall  be 
constructed,  passing  over  and  above  said  depressed  tracks,  and  such  viaduct 
shall  conform  to  the  descriptions,  specifications,  dimensions  and  other 
particulars  contained  in  the  schedules  set  forth  and  embodied  in  Section  4a 
of    this  ordinance. 

Section  4a.  The  several  subways,  viaducts  and  alley  openings  herein- 
before referred  to  in  Section  4  of  this  ordinance,  and  which  shall  be  con- 
structed in  accordance  with  the  elevation  upon  which  such  tracks  are  to  be 
placed,  shall,  as  to  their  size  and  dimensions,  locations  and  other  details,  be 
in  accordance  with  the  following  schedule: 

Subway  in  Indiana  Avenue,  66  Feet  Wide.     Under  the  St. 
Charles  Air  Line. 
There  shall  be  no  depression  of  street. 
Width  between  walls,  66  feet. 
Width  of  roadway,  38  feet. 
Width  of  sidewalks,  14  feet. 
Clear  headroom,  14  feet. 

Two  lines  of  posts  may  be  placed  in  said  subway  at  curb  lines  and  inside 
thereof  to  support  girders. 

Subway  in  Michigan  Avenue,  100  Feet  Wide.  Under  the  St.  Charles  Air 
Line.     According  to  South  Park  Commissioners'  Specifications. 

Clear  headroom,  14  feet. 

Said  subway  shall  be  constructed  of  such  dimensions  and  according  to 
such  plans  as  may  be  agreed  upon  between  the  South  Park  Commissioners 
and  the  St.  Charles  Air  Line.     There  shall  be  no  depression  of  street. 


Subway  in  Wabash  Avenue,   100  Feet  Wide.     Under  the  St. 
Charles  Air  Line. 
There  shall  be  no  depression  of  street. 
Width  between  walls,  100  feet. 
Width  of  roadway,  50  feet. 
Width  of  sidewalks,  25  feet. 
Clear  headroom,  14  feet. 

Two  lines  of  posts  may  be  placed  in  said  subway  at  curb  lines  and  inside 
thereof  to  support  girders. 


Subway  in  South  State  Street,  100  Feet  Wide.    Under  the 
St.  Charles  Air  Line. 
There  shall  be  no  depression  of  street. 
Width  between  walls,  100  feet. 
Width  of  roadway,  60  feet. 
Width  of  sidewalks,  20  feet. 


284         CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

Clear  headroom,  13  feet. 

Two  lines  of  posts  may  be  placed  in  said  subway  at  curb  lines  and  inside 
thereof  to  support  girders. 

Subway  in  Dearborn  Street,  66  Feet  Wide.    Under  the 
St.  Charles  Air  Line. 
There  shall  be  no  depression  of  street. 
Width  between  walls,  66  feet. 
Width  of  roadway,  38  feet. 
Width  of  sidewalk,  14  feet. 
Clear  headroom,  12  feet. 

Two  lines  of  posts  may  be  placed  in  said  subway  at  curb  lines  and  inside 
thereof  to  support  girders. 

Subways  at  each  of  the  four  alloys,  respectively,  running  north  and 
south  and  crossing  said  St.  Charles  Air  Line,  between  Indiana  avenue 
and    Dearborn   street. 

Width  of  subway  shall  be  clear  full  width  of  each  alley. 

Clear  headroom  shall  be  14  feet,  except  as  to  the  westernmost  alley, 
which  shall  have  12  feet  clear  headroom. 

There  shall  be  qo  depression  of  any  alley  below  present  grade. 


Subway  in  South  (Mark  Street,  80  Peel  Wide.   Under  the 
Charles  Air   Line. 

Depi  "   street  Bhall  not  exceed   L.6  feet  where  the  wagon  roadway 

is  to  be  depressed;  also  the  depression  of  Btreet  shall  not  exceed  3.1  feet 
where  th<  railway   tracks  are  to  be  depressed,  making  the  elevation 

of  Hour  of  madway  not  less  than  I".11  feel  above  city  datum,  and  the 
elevat  on  of  top  of  rails  of  streel  railway  not  less  than  B.5  feet  above 
city  datum;  the  level  of  floors  Bhall  extend  to  each  portal  of  subway;  and 
from  this  hvol  the  south  approach  of  wagon  roadway  shall  extend  on  an 
approaching  grade  of  not  to  exceed  2  feel  in  LOO  feet  to  intersect  the 
presenl  surface  of  Clark  Street,  and  the  south  approach  of  the  street  railway 
roadway  shall  extend  on  an  approaching  grade  of  not  to  exceed  4  feet  in 
100  feet.  The  north  approach  to  subway  shall  extend  on  a  grade  not  to 
exceed  5  feet  in  lOO  feet,  which  continued  northerly  will  form  the  south 
approach  to  the  viaduct  to  be  constructed  over  the  said  tracks  of  the 
Atchison,  Topeka  and  Santa  Pe  Railway  Company  and  the  Chicago  and 
Western    Indiana    Railroad  Company,  as  hereinafter  provided. 

Width  between  walls  of  Bubway,  V|»  feet. 

Width   of   roadway,    12    feet. 

Width  of  one  sidewalk,  12  feet. 

Width  of  street   railway   roadway,  20   feet. 

i    headroom,  wagon   roadway,  12  feet. 
Clear  headroom,  street  railway  roadway,   13%    feet. 

Depression  of  sidewalk  shall  be  uniform  with  roadway  and  about  1   foot 
above  level  of  same.     A  suitable  wall  or  fence  must  be  constructed,  about 


CORPORATE    HISTORY  285 

3  feet  high,  dividing  the  wagon  roadway  from  street  car  roadway,  and  a 
line  of  posts  may  be  placed  in  said  subway  at  curb  lines,  and  on  wall 
dividing  wagon  roadway  from  street  car  roadway  and  inside  thereof,  to 
support  girders. 


Viaduct  on  South  Clark  Street,  Over  the  Depressed  Tracks  of  the  Chicago 
and  Western  Indiana  Eailroad  Company  and  the  Atchison,  Topeka  and 
Santa  Fe  Eailway  Company. 

The  elevation  of  the  floor  of  viaduct  shall  not  exceed  21.25  feet  above 
city  datum,  making  it  9.75  feet  above  present  surface  of  street,  on  a  line 
immediately  over  the  north  rail  of  the  most  northwesterly  track  of  the 
Chicago  and  Western  Indiana  Eailroad  Company  as  it  shall  be  located 
and  depressed  as  provided  in  Section  1,  Paragraph  5 ;  from  this  point 
the  grade  of  the  floor  of  said  viaduct  shall  descend  in  a  southerly  direction 
to  a  point  where  an  elevation  of  not  more  than  20.25  feet  above  city  datum 
shall  be  attained,  which  point  shall  be  located  about  7  feet  south  of  the 
south  rail  of  the  most  southeasterly  track  of  the  Atchison,  Topeka  and 
Santa  Fe  Eailway  Company,  as  it  shall  be  located  and  depressed  as 
provided  in  Section  1,  Paragraph  4.  From  said  last  mentioned  point 
the  south  approach  shall  descend  on  a  grade  of  not  to  exceed  5.0  feet  in 
one  hundred  feet,  as  measured  along  a  line  parallel  with  and  20  feet  west 
of  the  east  line  of  South  Clark  Street  to  an  intersection  with  the  present 
surface  of  South  Clark  Street,  said  rate  of  grade  being  continued,  descend- 
ing southwardly,  to  an  intersection  with  the  subway  floor  as  provided  in 
Section  4a  in  specifications  for  subway  in  South  Clark  Street  under  the 
St.  Charles  Air  Line  tracks. 

The  north  approach  of  said  viaduct  shall  begin  about  7  feet  north  of  the 
north  rail  of  the  most  northwesterly  track  of  the  Chicago  and  Western 
Indiana  Eailroad  Company,  as  it  shall  be  located  and  depressed  as  pro- 
vided in  Section  1,  Paragraph  5.  From  said  last  mentioned  point  the 
north  approach  shall  descend  on  a  grade  of  not  to  exceed  4.5  feet  in  100 
feet  to  the  intersection  of  the  present  surface  of  South  Clark  Street. 

Width  of  viaduct,  south  end,  80  feet. 

Width  of  wagon  roadway,  42  feet. 

Width  of  street  car  roadway,  26  feet. 

Width  of  one  sidewalk,  12  feet. 

Width  of  viaduct,  north  end,   80   feet. 

Width  of  wagon  roadway,  42  feet. 

Width  of  street  car  roadway,  26  feet. 

Width  of  one   sidewalk,   12   feet. 

The  north  and  south  approaches  to  viaduct  shall  be  constructed  so  as 
to  retain  the  filling  or  embankment  entirely  within  lines  of  the  street 
by  substantial  retaining  walls  of  stone  masonry  or  concrete;  subject  to 
the  direction  and  approval  of  the  Commissioner  of  Public  Works. 

Substantial  and  ornamental  picket  fence  and  railings  shall  be  provided 
for  viaducts  and  approaches. 

The  sidewalk  shall  be  uniform  with  roadway  and  about  one  foot  above 
level  of  same  where  practicable. 


286        CHICAGO.    BURLINGTON    &    QUINCY    RAILROAD    COMPANY 

Said  viaduct  shall  be  constructed   of  wrought    iron  and   steel,  and   the 

roadway  shall  be  paved  with  granite  blocks,  and  the  design,  materials 
and  workmanship  subject  to  the  direction  and  approval  of  the  Commissioner 
of   Public  Works. 

Said  viaduct  and  approaches  shall  be  constructed  jointly  by  the  Atchison, 
Topeka  and  Santa  Fe  Railway  Company  and  the  Chicago  and  'Western 
Indiana  Railroad  Company. 

Cli  !■  headroom  over  the  Atchison,  Topeka  and  Santa  Fe  Railway  and 
the  Chicago  and  Western  Indiana  Railroad  at  the  above  viaduct  shall 
lot  be  less  than  16  f< 


.way  in  18th  Street,  66  Peel  Wide.  Under  the  Lake  Shore  and 
Michigan  Southern  Railway  and  the  Chicago,  Rock  Island  and  Pacific 
Railway. 

The  depi  BhaU  ool   exceed  4.2   feet   below  original  grade 

of   street,    making   the  elevation    of    8.001    of    subway    not    less   than    S.O    feet 

ibovi  i turn;  this  level  shall  extend  10  feet  beyond  each  portal  of  sub- 

way;  from  this  level  each  approach  shall  extend  on  a  grade  not  to  exceed 
»."  :'.  •  t   in   ;  t  the  present  surface  of  street. 

Width  between  wa 
Width  road* 

h  walks.    L2 
ar  headroom,  1-  '_■  f<  et. 

The    sidewalk    shall    b  SSed    uniform    with    roadway    and    about    one 

ibove  level  of  -aim  . 

Two  lines  placed   in  said  subway  at   curb  lines  and   inside 

pport  girders. 

ion  5.     All  such  excavations  shall  be  made  in  the  streets  as  may  be 

required   for  the  depression  of  such  subways  and   the  approaches  thereto, 

'nit  the  depressed   portion   of  th<  -   shall   be   restored   to  serviceable 

lition    for   tl  •  the    public   a8   BOOU    as   practicable,   and   all    water- 
pipes.  < In  id    other   similar   substructures    belonging   to   the 

city  that  may  be  disturbed  by  Buch  excavations,  or  required  to  be  moved 

Or    deflected    from    the    position    in    which    they    are    found,    shall    be    replaced, 

expedients  and  arrangements  shall  be  devised  and  provided  to 

ire  them  as  fully  as  may  be  to  tin-  r  former  Btate  of  usefulness;   but 
the    gradients    of    th<  shall    not    be    reduced    in    any    event;    all    such 

work    shall    be    done    by    the    respective    railroad    companies,    as    indicated    in 

■  ■ii  4a.  and  at  their  sole  expense,  and  under  the  immediate  supervision 
and  to  i  -taction  of  the  Commissioner  of  Public    Works  of  the  City 

g 
[TON  6.  The  grades  of  all  the  streets  and  alleys  in  which  any  subways 
are  to  be  built  in  accordance  with  the  provisions  of  this  ordinance,  or  where 
viaducts  shall  be  built  in  accordance  with  the  provisions  of  this  ordinance, 
or  where  streets  shall  be  depressed  or  raised  in  accordance  with  the  pro- 
visions of  this  ordinance,  along  the  line  of  the  several  subways,  viaducts  and 
their  approaches,  shall  be  and  the  same  are  hereby  changed  so  as  to  con- 


CORPORATE    HISTORY  287 

form  to  the  grades  of  such  subways,  viaducts  and  approaches,  as  they 
shall  be,  either  depressed  or  elevated,  and  constructed  pursuant  to  the 
provisions  of  this  ordinance. 

Section  7.  Provision  shall  be  made  for  the  drainage  of  the  several  de- 
pressed subways  provided  for  in  this  ordinance  by  the  construction  of 
receiving  basins,  properly  located  in  or  immediately  adjacent  to  said 
subways,  which  said  receiving  basins  shall  be  connected  with  and  discharge 
their  contents  into  the  adjacent  city  sewers.  In  case  the  lowest  point  of 
the  surface  of  any  of  said  subways  should  be  below  the  grade  of  the 
adjacent  sewer,  some  other  adequate  means  of  drainage,  satisfactory  to  the 
Commissioner  of  Public  Works,  must  be  devised  and  provided  for  by  said 
railroad  companies  at  their  expense. 

Section  8.  Paragraph  1.  The  subways  and  the  approaches  thereto,  so 
to  be  constructed  by  said  Companies  in  said  streets  and  avenues  aforesaid, 
shall  all  conform  to  the  following  structural  requirements,  namely.  The 
roadways  shall  be  paved  with  a  single  course  of  vitrified  brick  of  standard 
quality,  laid  at  right  angles  with  the  curb  lines,  and  set  on  a  solid  founda- 
tion of  hydraulic  cement  concrete,  not  less  than  six  inches  thick  or  deep 
when  solidly  tamped  in  place,  and  otherwise  finished  and  properly  crowned 
ready  for  the  brick  wearing  surface,  between  which  and  the  concrete  there 
shall  be  interposed  a  layer  of  screened  sand  not  less  than  half  an  inch 
thick.  The  curbs  shall  be  of  sound,  hard  limestone  of  standard  dimensions 
and  finish,  and  the  sidewalks  in  subways  shall  be  finished  and  paved  with 
Portland  cement  concrete,  of  standard  quality  and  workmanship,  and, 
with  the  curbing  and  roadway  paving,  shall  be  made,  finished  and  put 
in  permanent  place,  in  accordance  with  the  requirements  of  the  Depart- 
ment of  Public  Works  of  the  City  of  Chicago.  The  approaches  to  sub- 
ways shall  be  excavated  to  the  grades  established  by  this  ordinance  and 
shall  be  in  all  other  respects  restored  as  near  as  may  be  to  their  condition 
before  being  so  excavated. 

Paragraph  2.  As  to  streets  in  this  section  mentioned,  which  are  already 
paved  or  provided  with  sidewalks,  such  paving  and  sidewalks  shall  be  re- 
stored with  the  present  material,  when  the  same  is  in  good  condition,  by 
said  Railroad  Company  at  its  own  expense  in  such  portions  of  said  streets 
as  are  required  to  be  constructed  by  said  Company,  except  that  said  Railway 
Company  is  not  required  to  restore  any  part  of  the  paving  of  approaches 
or  subways  which  it  will  be  the  duty  of  any  street  railway  company  or 
other  corporation  itself  to  restore,  under  existing  laws  or  ordinances. 

Paragraph  3.  Said  Company  shall  pave  the  entire  length  and  width  of 
the  roadway  in  such  portions  of  the  subways  as  are  required  to  be  con- 
structed by  said  Company,  except  that  such  Company  shall  not  be  required 
to  pave  any  parts  of  the  subways  to  be  occupied  by  or  adjacent  to  street 
railway  tracks,  which,  by  reason  of  existing  laws  or  ordinances,  it  will  be 
the  duty  of  any  street  railway  company  or  other  corporation  itself  to 
pave. 

Paragraph  4.  Any  street  railway  company  occupying  any  of  the  streets 
in  the  City  of  Chicago  crossed  by  said  elevated  or  depressed  railway  shall, 
when  and  as  the  grade,  of  such  street  shall  be  changed,  as  in  this  ordinance 


288        CHICAGO,    BURLINGTON    A    QUINCV    RAILROAD    COMPANY 

provided,  at  its  own  expense,  without  claim  for  damages,  conform  the 
grade  of  its  said  track  or  tracks  to  the  said  change  of  grade  on  said 
streets;  and  nothing  in  this  ordinance  shall  operate  to  be  held  to  relieve 
such  street  railway  company  from  any  liability  now  existing,  however  cre- 
ated, to  pave  or  bear  the  expense  of  paving  such  streets  between  or  on 
either  siile  of  the  rails  of  its  said  tracks,  in  the  manner  and  form  as  now 
required. 

It    is   further  provided  that   the   Mayor   and  the   Commissioner  of  Public 
Works,  if  t1  fit,  may  grant  to  the  Chicago  City  Railroad  Company 

permission  to  operate  its  Clark  Street  ears    (temporarily  while  Clark  Street, 

at    16th    -  is  obstructed  and  traffic   interrupted   by  the  work   in  this 

ordinance  contemplated)    through  and   by   means  of  the  electric  overhead 

trolley    over    and    along    any    street    0]  north    of    22d    Street    having 

-  thereon,  and  owned  and  operated   by  said  Chicago  City 

Railway   Company,  and   upon   which   said  Company   has   a    right    to   run   and 

No    tra.-ks   of   any    other    company   shall    be    used    by    said 

Chii     _  .    Railway  Company  without  the  consent  of  BUCh  other  company. 

The  Mayor  and  the  Commissioner  of  Public   Works  shall  designate  where 

the    poles    for    the    overhead    construction    and    suspension    wires    shall    be 

placed,   and   all   such   temporary   work   to    be   used   as   aforesaid    shall   be 

moved  upon  the  order  and  direction  of  the  Mayor  of  the  City 

of   Chicago,   and    if   the   Company    fails    or  n  to    comply    with    such 

order,   the   Commissioner   of    Public    Works   shall   at    once   remove   said    poles 

and    overhead    construction    at     tl  and     expense     of    said    Company. 

The    understanding  g    that     the     rights    herein    to     operate    cars    shall 

only  lie   temporary,  and  while  the  obstruction  .  16th   St'  ssing 

-  ;id. 

Paragraph   .1.     Nothing  in  this  ordinance  contained   shall   be   so   construed 

i  Railway  Companies,  or  either  of  them,  to  assume  or 

pay   any   incidental   01  Lential   damages   to  adjacenl    property  or   busi- 

by  the  passage  "his  ordinance,  or  by  the 

ration,  elevation,  depression  or  change  of  grade  made  in  any   of  the 
ic  avenui  s,  -  or  to  defend  any  suit  or  suits  which  may 

be    bro  -Lrbt    against    any    party    or    parties    for    the    recovery    (if    any    such 

damages.      But    it    is   understood    that    all    such    dai  (    there   are    any, 

I   and   paid   by   I  of  Chicago,  ami   said   city   will 

me  tin-   defense   of   any   and    all    suits   brought    for   the   recovery    of   the 

.    intervening    therein    if    aecessary    for   such    purpose,    ami    will    wholly 

relieve  said  Railway  Companies  from  defending  the  same,  and  will  assume 

ami    pay   all  judgments    r<  I    therein.      The   above   stipulations    in    this 

graph    contained    are,    however,    upon    the    condition    precedent    that    in 

any  suit  be  br<    _   |      gainst   any  of  said   Companies,  said  Company 

will,  at  least  five  days  before  the  return  day  of  the  summons  therein,  give 

notice  in  writing   of  such  suit   and   of  such    -  to    the    Mayor   and    to 

the   Corporation    Counsel    of   said    city,    for    the    purpose   of   enabling   such 

defense  to  be  made  by  the  city. 

Section  9.     All  the  work  hereinbefore   in   this  ordinance  required   to  be 
done  by  said   Companies   upon   or  in   connection   with   the   public   avenues 


CORPORATE    HISTORY  289 

and  streets  of  the  city  shall  be  done  and  performed  under  the  superin- 
tendence and  subject  to  the  inspection  and  approval  of  the  Commissioner 
of  Public  Works  of  said  city.  At  least  ten  days  prior  to  the  commence- 
ment of  any  part  of  such  work,  the  plans  and  specifications  therefor  shall 
be  submitted  to  said  Commissioner  of  Public  Works  for  his  examination, 
and  if  found  to  be  in  accordance  with  the  provisions  of  this  ordinance, 
in  so  far  as  this  ordinance  contains  specific  provisions,  and  in  the  absence 
of  such  specific  provisions  if  they  shall  be  satisfactory  to  the  Commissioner 
of  Public  Works  in  regard  to  matters  and  details  which  by  this  ordinance 
are  left  to  his  discretion  and  judgment,  such  plans  shall  be  approved  by 
him;  and  after  such  approval  all  of  the  work  outlined  and  included  therein 
shall  be  constructed  in  strict  conformity  therewith. 

►Section  10.  Permission  and  authority  are  hereby  given  to  said  Companies, 
whenever  the  same  shall  be  necessary  in  the  prosecution  of  the  work  they 
are  herein  authorized  or  required  to  perform,  to  obstruct  temporarily  any 
public  street,  avenue  or  alley,  to  such  extent  and  for  such  length  of  time 
as  may  be  approved  by  the  Commissioner  of  Public  Works;  and  they  are 
also  hereby  authorized,  whenever  the  same  shall  become  necessary,  to  erect 
and  maintain  temporary  structures  and  false  work  in  any  of  the  said  streets 
and  avenues  during  the  construction  of  their  said  elevated  or  depressed 
railroad,  subject  to  the  like  approval  of  said  Commissioner  of  Public  Works. 

Section  11.  The  elevation  of  the  roadbed  and  tracks  of  the  said  St. 
Charles  Air  Line  Eailroad,  as  required  by  the  provisions  of  this  ordinance, 
and  the  use  and  operation  of  said  tracks  when  so  elevated,  being  imprac- 
ticable unless  and  until  the  roadbed  and  tracks  of  the  elevated  railroad 
built  by  the  Chicago  and  South  Side  Eapid  Transit  Eailroad  Company,  now 
owned  and  operated  by  the  South  Side  Elevated  Eailroad  Company,  which 
elevated  railroad  crosses  the  said  St.  Charles  Air  Line  Eailroad  between 
Wabash  Avenue  and  State  Street,  north  of  and  near  16th  Street,  shall  be 
raised  at  the  crossing  to  a  sufficient  height  above  the  elevated  tracks  of 
the  said  St.  Charles  Air  Line  Eailroad  to  prevent  any  obstruction  to,  or 
interference  with  the  construction,  maintenance,  use  and  operation  of  such 
elevated  tracks,  said  South  Side  Elevated  Eailroad  Company(  successor  to 
said  Chicago  and  South  Side  Eapid  Transit  Eailroad  Company)  is  hereby 
ordered  and  required  to  elevate  the  plane  of  the  roadbed  and  tracks  of 
its  said  elevated  road  at  the  crossing  aforesaid,  to  such  a  height  above  the 
roadbed  and  tracks  of  the  St.  Charles  Air  Line  Eailroad  when  raised  to 
the  elevation  herein  required,  that  there  shall  be  a  minimum  clearance  of 
headway  of  not  less  than  seventeen  (17)  feet  between  the  elevated  tracks 
of  the  St.  Charles  Air  Line  Eailroad  and  the  lowest  part  of  the  overhead 
structure  of  said  South  Side  Elevated  Eailroad  Company.  The  tracks  of 
said  elevated  railroad  company  on  each  side  of  said  crossing  to  be  adjusted 
to  connect  with  the  tracks  laid  upon  the  said  overhead  structure  at  the 
said  crossing  in  such  manner  and  at  such  gradients  as  said  elevated  rail- 
road company  shall  deem  proper.  And  upon  and  in  accordance  with  the 
petition  of  the  owners  of  the  land  representing  more  than  one-half  of  the 
frontage  of  Harrison  Street  between  Victoria  Alley,  sometimes  called 
Golden  Court,  and  Wabash  Avenue,  permission  and  authority  be,  and  the 


2lJ0       CHICAGO,   BURLINGTON    &    QUINCE    RAILROAD   COMPANY 

same  are,  hereby  granted  to  said  South  Side  Elevated  Railroad  Company 

(successor  to  said  Chicago  and  South  Side  Rapid  Transit  Railroad  Com- 
pany), its  successors  and  assigns,  to  construct  and  operate  for  the  period 
of  fifty  years  from  and  after  March  26,  A.  l>.  1888,  a  double  track  elevated 
railroad  on  Harrison  street,  in  Chicago,  Illinois,  from  Victoria  Alley,  some- 
times called  Golden  Court,  to  Wabash  Avenue,  to  connect  and  with  all  curves, 
columns  and  construction  necessary  or  proper  to  connect  the  present  elevated 

railroad    and    tracks    of    said    South    Side    Elevated    Railroad    Company    with 

the  elevated  road  and  tracks  of  the  Union   Elevated   Railroad  Company  on 
Wabash  Avenue.     The  elevated  road  hereby  authorized  shall  be  of  what  is 
known  as  lattice  work  construction,  with  the  columns  set  upon  or  immedi 
ately   within  the  curb  lines,  and  otherwise  Bhall  conform   to,  and   be  con 
and   operated    under   and    in   accordance    with    the    terms   of    the 
ordinances  heretofore  passed  granting  authority   to  said  Chicago  and  South 

Rapid  Transit  Eta  broad  Company  to  construct  and  operate  an  elevated 
railroad,  s.-iid  South  side  Elevated  Railroad  Company  shall  begin  the 
elevation  of  its  said  road  at  said  crossing  as  soon  as  reasonably  practicable 
after  all  other  railroad  companies  have  filed  with  the  Mayor  of  Chicago 
their  agreements  referred  to  in  Section  17  of  this  ordinance. 

work  of  Buch  elevation  shall  be  fully  and  finally  completed  within 
u 1 1 1 . •  i  \  days  after  such  acceptance  shall  be  filed  by  the  other  of  said  rail- 
road companies;  and  in  case  of  failure  or  default  on  the  part  of  said  South 

Elevated  Railroad  C pany,  its  successors  oi   assigns,  to  complete  the 

work  and  construction  of  such  elevation  within  the  period  of  ninety  days 

from    and    after    the    acceptance    of    this    ordinance    1 1 v    said    other     railroad 

companies,  said   Company   shall   pay   to   the  city   of  Chicago  as   assessed, 
ed   and   liquidated   damages,   the  sum   of   two   hundred    ($200)    dollars 

per  daj  for  each  and  every  day  that  such  ih  fault  shall  continue  and  such 
elevation    of   the   structure   and    tracks    of    the    South    Sole    Elevated    Uailro.nl 

Company  -hall  remain  unfinished  and  incomplete  it   being  agreed  that  the 

said    sum    of   two    hundred       (200)    dollars    per   day    is    not    a    penalty    hut   is 

tin'    actual    amount    of    damages    that    will    he    sustained    by    the    City    of   Chi- 

through    such    any    default    on    the    pari    of    said    South    Side    Elevated 

Company,  but  the  foregoing  provisions  in  relation  to  the  paymenl  of  said 

damages  shall  Dot  he  in  any  way  held  to  interfere  with  the  rights  to  he 
derived   by   the   city   under   the   provisions   contained    in    Section    thirteen    (13) 

of  this  ordinance,  hut  shall  be  deemed  and  construed  as  an  additional  ami 

further  remedy   in   behalf  of  the  city    in   case  of  default    on   the  part    of  said 

South    side  Railroad    Company.      The    time    of    delay,    if    any, 

-loned  h  i    unavoidable  accidents  shall  he  added  to  the 

ninel  -  above  provided  for  the  completion  of  Baid  work. 

B    CTION    12.      The    various    railway    companies    mentioned    in    Section     1    of 
this    ordinance,    and    who    are    required    to    elevate    or    depress    their    tracks, 

shall  commence  the  work  of  sucb  elevation  and  depression  at  once,  when 

the  South  Side   Elevated   Railroad  Company's  elevated    mad  shall  be 

I  at   the  crossing  of  that  road  by  the  8t.  Charles  Air  Line  Kailroad  to 

the  elevation   required  by  the    11th  section  of  this  ordinance;    provided   this 

ordinance  shall  have  been  accepted  by  the  said  several  railways  hereby  re- 


CORPORATE    HISTORY  291 

quired  to  elevate  their  tracks.  After  such  work  has  commenced  the  same 
shall  be  prosecuted  continuously  and  with  all  practical  diligence,  and  shall 
be  fully  and  finally  completed  within  two  years  after  the  elevation  of  the 
track  of  the  said  South  Side  Elevated  Kailroad  Company  at  said  crossing, 
unless  prevented  by  strike  or  restrained  by  injunction  or  other  order  or 
process  of  a  court  of  competent  jurisdiction.  The  time  during  which  said 
railway  companies  shall  be  prevented  by  strike,  or  strikes,  or  legal  proceed- 
ings, as  aforesaid,  shall  be  added  to  the  time  hereby  limited  for  the  com- 
pletion of  said  work;  provided  said  railway  companies  give  notice  to  the 
Corporation  Counsel  of  the  City  of  Chicago  of  the  institution  of  said  legal 
proceedings.  The  City  of  Chicago  shall  thereupon  have  the  right  to  inter- 
vene in  any  suit  or  proceedings  brought  by  any  person  or  persons  seeking 
to  enjoin  or  restrain,  or  in  any  manner  interfere  with  the  prosecution  of 
said  work,  and  move  for  a  dissolution  of  such  injunction  and  restraining 
order,  and  for  any  other  proper  order  in  such  suit. 

Section  13.  Each  and  every  one  of  the  companies  required  by  this 
ordinance  to  elevate  or  depress  its  tracks,  including  the  South  Side  Elevated 
Railroad  Company,  shall  do  its  portion  of  the  work  in  accordance  with  the 
terms  hereof  in  apt  and  proper  time  so  as  not  to  interfere  with  the  proper 
and  orderly  prosecution  of  such  work  as  a  whele.  Should  any  company  fail 
or  neglect  so  to  prosecute  its  work,  the  Commissioner  of  Public  Works  of  the 
City  of  Chicago  shall  have  and  is  hereby  given  the  right,  power  and  authority 
to  give  ten  days  notice  in  writing  to  such  delinquent  company  to  prosecute 
such  work.  If  such  company  shall  fail  or  neglect  to  comply  with  said 
notice,  the  Commissioner  of  Public  Works  may  take  charge  of  and  cause 
sucli  work  to  be  done,  and  the  expenses  thereof  shall  thereupon  be  paid  by 
such  delinquent  company. 

Section  14.  Permission  and  authority  are  hereby  granted  to  the  Illinois 
Central  Railroad  Company  to  connect  its  tracks  with  the  tracks  of  the  said 
St.  Charles  Air  Line  Railroad,  at  such  point  east  of  Indiana  Avenue  as  may 
be  agreed  upon  between  the  Illinois  Central  Railroad  Company  and  the 
proprietors  of  the  St.  Charles  Air  Line  Railroad,  by  means  of  an  ascent 
or  incline  to  be  constructed  on  land  owned  by  either,  and  to  maintain  such 
connection  in  perpetuity,  and  to  change  the  grade  or  vary  the  line  thereof 
from  time  to  time  as  it  may  deem  proper. 

Section  15.  When  the  work  of  elevating  the  St.  Charles  Air  Line  Rail- 
road, as  required  by  the  provisions  of  this  ordinance,  is  completed,  the 
proprietors  of  said  railroad,  their  successors  and  assigns,  shall  have  the 
right  to  maintain  and  operate  the  said  railroad  in  its  new  and  altered 
location  and  in  its  new  and  altered  and  elevated  condition  as  said  pro- 
prietors have  heretofore  had  to  maintain  and  operate  such  railroad  in  and 
along  the  route  and  upon  the  site  heretofore  occupied  by  it. 

Section  16.  When  the  said  several  railroads  in  Section  1  of  this  or- 
dinance mentioned  shall  have  elevated  or  depressed  their  respective  tracks 
in  accordance  with  this  ordinance,  so  that  the  same  shall  be  ready  for  use, 
then  and  thereupon  all  provisions  of  the  ordinances  of  the  City  of  Chicago 
relating  to  the  speed  of  railway  trains,  the  length  of  trains,  the  number 
of  cars  to  constitute  a  train,  and  the  maintenance  of  gates,  flagmen,  watch- 


292        CHICAGO,    BURLINGTON    &    QUINCY    RAILROAD    COMPANY 

men,  signals  and  signal  towers  shall  cease  to  be  applicable  to  said  rail- 
roads; provided,  however,  this  ordinance  is  not  to  be  construed  as  a  waiver 
or  surrender  by  the  City  of  Chicago  of  any  of  its  police  powers,  or  of  the 
right  at  any  time  hereafter  to  pass  necessary  and  reasonable  police  or- 
dinances in  relation  to  the  matters  last  above  enumerated.  After  such 
elevation  and  depression,  it  shall  be  unlawful  for  any  person  or  persons, 
save  employes  of  said  companies,  or  either  of  them,  in  the  discharge  of 
their  duties,  to  enter  or  be  upon,  or  to  walk  along  or  across  the  said 
elevated  structure  or  depressed  roadway  at  any  place.  If  any  person  shall 
wilfully  trespass  upon  the  said  elevated  or  depressed  roadway,  such  person 
and  all  others  aiding,  abetting  or  assisting  therein,  shall  be  liable  to  a 
tine  of  not  less  than  $5.00  nor  more  than  $100.00  for  each  and  every  such 
offense. 

DION  17.  This  ordinance  shall  take  effect  from  and  after  its  passage, 
approval  and  publication;  provided,  however,  this  ordinance  shall  be  null 
and  void,  except  as  to  the  grant  of  the  right  of  way  to  said  South  Side  Elevat- 
ed Railroad  Company,  contained  in  Section  11,  unless  each  and  every  one 
of  said  companies  which  are  by  this  ordinance  permitted  and  required  to 
elevate  it  depress  their  railroad  tracks,  except  Smith  side  Elevated  Rail- 
road C pany,  shall,  through  the  authorized  officers  of  said  several  com- 
panies, tile  with  the  Mayor  of  the  City  of  Chicago  within  thirty  days 
from  tin-  passage  ami  approval  by  the  Mayor  of  this  ordinance,  agreement 
or  agreements  duly  executed,  whereby  said  railway  company  shall  under- 
take to  do  and  perform  all  the  matters  and  things  required  of  them  re- 
spectively by  this  ordinance.  After  the  filing  of  said  agreement  or  agree- 
ments by  all  of  said  several  companies,  and  not  before,  this  ordinance  shall 
not  !»'  materially  modified  or  amended  without   the  consent   of  any  company 

affected  by  any  proposed  modification,  unless  such  company  or  companies 

shall    be   in   default    in    the    performance    of   the    several    matters   and    things 

ircd  by  this  ordinance  and  undertaken  to  lie  done  by  such  agreement. 

No  act  or  default  of  any  of  the  other  companies  shall  avoid  or  impair  any 
of  the  rights  hereunder  of  the  said  South  Side  Elevated  Railroad  Company 
so  long  as  it  shall  perform  the  matters  and  things  expressly  required  of  it 
by  this  ordinance,  Nothing  in  this  ordinance  contained  shall  be  a  waiver 
or  surrender  of  the  police  power  of  the  city,  or  deprive  the  city  of  the  right 
to  properly  exercise  such  power. 


State  of  Illinois, 
( 'orvi  v  of  ('ook. 


[  ss. 


I.  William  Loeffler,  City  Clerk  of  the  City  of  Chicago,  do  hereby  certify 
that  the  above  and  foregoing  is  a  true  and  correct  copy  of  an  ordinance 
for  the  elevation  of  the  tracks  of  the  St.  Charles  Air  Line  Railroad  and 
requiring  other  roads  to  change  the  plane  of  their  tracks,  passed  by  the 
City  Council  of  the  City  of  Chicago  on  the  17th  day  of  May,  A,  D.  1897, 
and  approved  by  his  Honor,  the  Mayor,  on  the  22d  day  of  May.  A.  D.  1897, 
original  of  which  ordinance  is  on  file  in  this  office,  and  that  I  am  the  law- 
ful custodian  of  the  same. 


CORPORATE    HISTORY  293 

Witness  my  hand  and  the  corporate   seal  of  said  City  of  Chicago  this 
29th  day  of  May,  A.  D.  1897. 
[seal]  Wm.  Loeffler, 

City  Clerk. 

Note. — On  the  19th  day  of  June,  1897,  written  acceptances  of  the  fore- 
going ordinance  were  filed  with  the  City  Clerk  of  the  City  of  Chicago  by 
the  following  railroad  companies: 

Illinois  Central  E.  E.  Co. 

Chicago,  Madison  and  Northern  E.  E.  Co. 

Chicago  and  North-Western  Ey.  Co. 

Chicago,  Burlington  and  Quincy  E.  E.  Co. 

Michigan  Central  E.  E.  Co. 
On  the  same  day  Hon.  Carter  H.  Harrison,  Mayor  of  the  City  of  Chicago, 
acknowledged    the    receipt    of    said    acceptances    by    the    several    railroad 
companies. 

TEN  PARTY  CONTRACT,  August  1,  1899. 
Agreement  relating  to  the  elevation,  depression,  relocation  and  reconstruc- 
tion of  railroad  tracks  in  the  vicinity  of  16th  and  Clark  Streets,  Chicago. 
This  Agreement,  made  this  first  day  of  August,  A.  D.  1899,  by  and  be- 
tween the  Lake  Shore  and  Michigan  Southern  Railway  Company,  party  of 
the  first  part,  hereinafter  called  the  Lake  Shore  Company,  the  Chicago, 
Rock  Island  and  Pacific  Eailway  Company,  party  of  the  second  part,  here- 
inafter called  the  Rock  Island  Company,  the  Chicago  and  Western  Indiana 
Railroad  Company,  party  of  the  third  part,  hereinafter  called  the  Western 
Indiana  Company,  the  Atchison,  Topeka  and  Santa  Fe  Railroad  Company 
in  Chicago,  party  of  the  fourth  part,  hereinafter  called  the  Santa  Fe 
Company,  the  Chicago,  Madison  and  Northern  Railroad  Company,  party  of 
the  fifth  part;  hereinafter  called  the  Madison  and  Northern  Company,  the 
Chicago  and  Alton  Railroad  Company,  party  of  the  sixth  part,  hereinafter 
called  the  Alton  Company,  the  Illinois  Central  Railroad  Company,  party  of 
the  seventh  part,  the  Michigan  Central  Railroad  Company,  party  of  the 
eighth  part,  the  Chicago  and  North-Western  Railway  Company,  party  of 
the  ninth  part,  and  the  Chicago,  Burlington  and  Quincy  Railroad  Company, 
party  of  the  tenth  part,  which  said  parties  of  the  seventh,  eighth,  ninth 
and  tenth  parts  are  the  proprietors  of  the  St.  Charles  Air  Line  Railroad. 

Witnesseth :  That  Whereas,  heretofore  on  the  17th  day  of  May,  A.  D.  1897, 
the  Council  of  the  City  of  Chicago  passed  an  ordinance  requiring  the 
several  railroad  companies  parties  to  this  agreement  to  elevate  or  depress 
the  tracks  of  their  railroads  at  and  near  Clark  Street  in  said  City,  which 
ordinance  was  afterward  duly  approved  by  the  Mayor  of  said  City  and  ac- 
cepted by  said  companies,  and 

Whereas,  it  was  provided  by  the  terms  of  said  ordinance  that  the  tracks 
of  the  railroads  of  the  Western  Indiana  Company  and  the  Santa  Fe  Company 
should  be  depressed  and  pass  in  a  subway  under  the  tracks  of  the  railroads 
of  the  Madison  and  Northern  Company,  the  Lake  Shore  Company,  the 
Rock  Island  Company,  and  the  St.  Charles  Air  Line  Railroad,  and  under 
Clark  Street,  and 


294        CHICAGO,    BURLINGTON   &   QUINCE   BAILROAD   COMPANS 

Whereas,  it  was  further  provided  by  the  terms  of  said  ordinance  that 
the  tracks  of  the  railroad  of  the  Western  Indiana  Company  should  be 
moved  north  about  fifteen  |  L5  i  feet  from  their  original  position,  and  that 
tlie  tracks  of  the  railroad  of  the  Santa  Fe  Company  should  be  moved  t<> 
the  north  about  twenty-three  (23)  feet,  that  those  of  the  St.  Charles  Air 
Line  Railroad  should  be  moved  south  about  eightj  five  l  s">  feet  from 
where  said  tracks  were  originally  laid  across  Clark  Street,  and  those  of  the 
Madison  and  Northern  Company  should  be  moved  south  so  as  to  join  the 
St.  Charles  Air  Line  Railroad  tracks  at  Clark  Street,  and 

Wliereas,  on  the  25th  day  of  January,  A.  l>.  L898,  all  of  the  parties 
hereto  agreed  upon  a  general  plan  of  the  tracks  of  the  railroads  of  said 
parties  as  they  should  be  finally  relocated  after  the  elevation,  depression 
and  reconstruction  of  the  same  in  the  niamier  provided  l>y  the  terms  of 
the  aforesaid  ordinance,  a  eopj  of  which  general  plan  is  hereto  attached, 
marked  Exhibit  A.  and 

Whereas,  the  railroad  companies  parties  hereto  have  constructed  the 
retaining  walls  accessary   for  the  said  subwaj  and  the  abutments,  pedestals 

and    steel    bl      S  ipporl    ami    carry    the   said    elevated    tracks 

ami  the  steel  viaduct  on  Clark  street,  ami  have  elevated  or  depressed,  re 

nstructed   the  tracks   of  their  several   railroads  in  the  manner 
provided     by    the    terms    Of    the    aforesaid     ordinance    and    as    shown    on     the 

aforesa id  Exhibit  A.  and 

Whereas,   the    relocation   and    reconstruction   of  the   tracks   of   the    railroads 

id'  the  Western  Indiana  Company,  the  Santa  Fe  Company,  the  Madison  ami 
Northern  Company,  the  Lake  shore  Company,  the  Alton  Company,  ami  of 
tin-  St.  Chai  I.  ■  ■    Railroad,  hi  thosi    companies  and   the 

proprietors  said   Air   Line   Railroad   of  the   us-  and   occupancj    of 

some  parts  of  the  lands,  rights  of  way  ami  easements  heretofore  acquired, 
occupied   ami   enjoyed   by   them,  ami    has   made   it    necessary    for   them   to 

occupy,    ami    thej     have    Occupied    with    the    tracks    of    their    railroads    as    re 
located   and    reconstructed,   Other    lands,    rights    of   way   and    easements,   and 
Whereas,    on    the    25th    day    of    January,    A.    I).     L898,    aforesaid,    the    pro 

prietors  of  the  St.  Charles  Aii  Line  Railroad  hail  a  riyht  of  way  for  said 

railroad  thirty  (30)  feet  in  width  along,  adjacent  to,  and  south  of  the 
north    line    of    block    thirty  live    (35)    in    Assessor's    Second    Division    of    the 

east   fractional   Northi    -:    Quarter  of  Section   Twenty  one   (21),  Township 

thirty  a  i  north.   Range   fourteen    ill:   east   of  the  Third   Principal 

Meridian  in  the  City  of  Chicago,  Count}  of  Cook,  ami  state  of  Illinois,  be- 
tween the  west  Inn-  of  Clark  Street  and  the  easl  bank  of  tin-  Chicago  River, 
ami 

Whereas,  the  Santa  Pe  Company,  on  the  said  25th  day  of  January,  A.  1). 
ls't.s,  l.y  virtue  of  an  agreement  with  tin-  Lock  Niand  Company  and  the 
Lake  shore  Company,  dated  the  23rd  day  of  January,  A.  I).  1889,  and 
an    agreement    with    the    proprietors    of    the    St.    Charles    Air    Lille    Railroad, 

dated  the  4th  day  of  January,  A.  D.  1895,  had  acquired  and  had  a  right 
of  way  for  its  two  main  tracks  and  connecting  tracks  across  Mocks  thirty- 
four    (34)    and  thirty  live    (35      in    the  Section,   Township   and    Range  afore- 


CORPORATE    HISTORY  295 

said,  between  the  west  line  of  Clark  Street  and  the  north  line  of  Sixteenth 
Street,  and 

Whereas,  the  Madison  and  Northern  Company,  on  the  said  25th  day  of 
January,  A.  D.  1898,  by  virtue  of  an  agreement  with  the  Lake  Shore 
Company  and  the  Eock  Island.  Company,  dated  the  1st  day  of  May,  A.  D. 
1889,  and  an  agreement  with  the  Santa  Fe  Company,  dated  the  23d  day 
/f  April,  A.  D.  1889,  had  acquired  and  had  a  right  of  way  for  the  tracks 
jf  its  railroad  across  the  aforesaid  block  thirty-five  (35)  between  the  west 
line  of  Clark  Street  and  the  north  line  of  16th  Street,  and 

Whereas,  the  Western  Indiana  Company,  on  the  said  25th  day  of  January, 
A.  D.  1898,  by  virtue  of  a  contract  with  the  Lake  Shore  Company  and  the 
Eock  Island  Company,  dated  {he  2nd  day  of  November,  A.  D.  1882,  and 
an  agreement  with  the  proprietors  of  the  St.  Charles  Air  Line  Railroad,  dated 
the  26th  day  of  June,  A.  D.  1891,  has  acquired  and  had  a  right  of  way 
for  the  four  main  tracks  of  its  railroad  across  blocks  thirty-four  (34)  and 
thirty-five  (35)  in  the  Section,  Township  and  Eange  aforesaid,  between  the 
west  line  of  Clark  Street  and  the  north  line  of  16th  Street,  and 

Whereas,  it  is  the  intention  and  purpose  of  all  of  the  parties  hereto  that 
the  said  companies  so  deprived  of  the  use  and  occupancy  of  a  part  or  all 
of  sucli  lands  and  easements  shall  be  protected  and  confirmed  in  the  per- 
manent use  and  occupancy  with  the  tracks  of  their  railroads  of  such  other 
'ands,  rights  of  way  and  easements  as  were  made  necessary  by  the  relocation 
)f  said  tracks  in  the  manner  provided  by  the  terms  of  the  said  ordinance 
and  as  the  said  tracks  are  now  relocated  and  reconstructed; 

Now,  therefore,  to  establish  and  confirm  each  of  the  several  railroad 
companies  parties  hereto,  their  successors  and  ass'gns,  in  the  right  to 
occupy  with  the  tracks  of  their  railroads  as  they  are  now  relocated  and 
reconstructed,  the  lands,  rights  of  way  and  easements  aforesaid,  and  for 
and  in  consideration  of  the  payment  by  each  of  the  parties  hereto  of  large 
sums  of  money  for  the  purpose  of  elevating,  depressing,  removing,  relocating 
and  reconstructing  the  tracks,  roadbeds  and  grounds  of  the  railroads  of  said 
parties  in  the  manner  provided  by  the  aforesaid  ordinance  and  as  shown  on 
the  plan  hereto  attached  and  marked  Exhibit  A,  which  sums  of  money  it 
is  hereby  acknowledged  have  been  expended  upon  the  work  of  Joint 
Track  Elevation  and  Depression  at  16th  and  Clark  Streets  in  the  City  of 
Chicago,  County  of  Cook,  and  State  of  Illinois,  embracing  the  elevating, 
depressing,  removing,  relocating  and  reconstructing  the  tracks,  roadbeds  and 
grounds  of  the  railroads  of  the  parties  hereto,  and  upon  other  work  con- 
nected therewith  for  the  benefit  of  the  said  parties,  it  is  hereby  understood 
and  agreed: 

That  all  of  the  parties  hereto,  their  successors  and  assigns,  shall  have  and 
enjoy  all  of  the  rights,  privileges  and  easements  hereinafter  specified,  to-wit: 

1.  That  the  Madison  and  Northern  Company  had  the  right  to  elevate, 
relocate  and  reconstruct,  and  has  elevated,  relocated  and  reconstructed,  and 
shall  have  the  right  to  permanently  maintain  and  operate  the  two  elevated 
main  tracks  of  its  railroad  as  they  are  now  located  and  constructed  over 
and  across  block  thirty-five  (35)  in  Assessor's  Second  Division  of  the  east 
fractional  northeast  quarter  of  section  twenty-one   (21),  Township  thirty- 


2!)G        CHICAGO,    BURLINGTON    &    QUINCY    RAILROAD    COMPANY 

nine  (39)  north,  Range  fourteen  (14)  east  of  the  Third  Principal  Meridian, 
between  16th  and  Clark  St  nets,  and  over  and  across  lots  one  (1),  two  (2), 
three  (3),  four  (4),  and  five  (5)  in  block  six  (G)  in  Canal  Trustees'  new 
Subdivision  of  blocks  in  the  southeast  fractional  quarter  of  Section  twenty 
one  (21),  Township  thirty  nine  (39)  north,  Range  fourteen  (14)  east  of 
the  Third  Principal  meridian,  between  L6th  street,  and  the  strip  of  land 
described  as  Gro  -  t,  all  in  the  City  of  Chicago,  County  of  Cook  and 
state  of  Illinois,  and  that  it,  the  said  Madison  and  Northern  Company,  has 

constructed    and    that    it    shall    have   the    right    to    permanently    maintain    the 
Bteel    bridges   and    the   metal    posts   supporting   them    which    carry    the   two 
main  tracks  of  its  railroad  over   the  two  depressed   main   tracks  of  the   rail 
road  of  the  Santa  Pe  Company  at   ami   mar  L6th  Street,  and  that   it,  the 
said   Madison  and  Northern  Company,  had  ami  shall  continue  to  have  the 

right   to  crOSE  le  with  the  two  elevated  main   tracks  of  its  railroad  the 

two   elevated   main   tracks  of   the   railroad   of   the   Lake   Shore   Company,   the 

two  elevated  main  tracks  of  the  railroad  of  the  Rock  [sland  Company,  and 
the  two  elevated  joint  Bouth  wye  switching  tracks  of  the  railroads  of  the 
Lake  Shore  and  Rock  Island  Companies,  ami  to  cross  at  grade  with  the 
north  main  track  of  its  railroad  the  Bouth  main  track  of  the  St.  Charles  Air 

Line   Railroad   near  Clark   Street,  and  to  connect   its  two  main   tracks  with   the 

main  tracks  ,,r'  the  said  St.  diaries  Air  Line  Railroad,  as  provided  by  the 
terms  ot'  the  aforesaid  ordinance,  and  as  Bhown  on  the  plan  hereto  attached, 
marked  Exhibit  A. 

'_'.    That     the     proprietors    of    the    St.    Charles     Air    Line     Railroad    had    the 

right  to  elevate,  relocate  and  'at,  ami  have  elevated,  relocated  ami 

instructed,  and  shall  have  the  right  to  permanently  maintain  and  operate 

the  two  elevated  main  tracks  of  the  said  St.  Charles  Air  Line  Railroad  with 
the    necessary    switch    Com  as    they    are    now    located    and    constructed 

ami  across  block  thirty  live  (.",.")   in  Assessor's  Second  Division  of  the 

fractional    northeast    quarter   ot'   Section    twenty  one    (21),   Township 

thirty  nine    (39)    north,  Range  fourteen   (14),  east  of  the  Third   Principal 

Meridian,    in    the    City    of    Chicago,    County    of    Cook    and    State    of    [Hinois, 

the  Chicago  River  ami  ciark  Street,  and  that  the  proprietors  of  the 

said  st.  Charles  Air   I.  m    Railroad  had  ami  ahall  continue  to  have  the  right 

to  .•  grade  with  the  two  elevated    main   tracks   of  said   Air   Line    Rail 

road    the    two    elevated    main    tracks    ,,f    the    Lake    Shore    Company    and    the 

.joint  elevated  switching  track  of  the  railroads  of  the  bake  shore  and  Rock 
[sland  Companies  a   the  bridge  of  said   Air   Line   Railroad  over  the 

Bubway  aforesaid  and  Clark  Street,  and  to  grade  with   the  southerly 

d   mam   tracks  the  northerly  of  the   ..aid   joint    south   wye  switching 

tra<  and  Rock  [sland  Companies,  and  with  the  northerly 

of  its  said  main  tracks  the  joint  north  wye  switching  track  of  the  railroads 
of   the    Lake    Shore    and    Rock    Island    Companies,    between    its    bridge    over 

the  said  subway  and  the  i  River;  also  to  cross  at  grade  with  the  two 

elevated   main  tracks  of  said  St.   Charles  Air  Line  Railroad  with  the  two 

elevated  main  tracks  of  the  railroad  of  the  Rock  Island  Company,  ami  to 
cross  at  grade  with  the  southerly  elevated  main  track  of  its  said  railroad 
the    northerly    elevated    main    track    of   the    railroad    of    the    Madison    and 


CORPORATE    HISTORY  297 

Northern  Company  near  Clark  Street;  also  that  the  proprietors  of  the  said 
Air  Line  Eailroad  had  the  right  to  construct  and  have  constructed,  and  shall 
have  the  right  to  permanently  maintain  the  steel  bridges  and  the  metal  posts 
supporting  them  which  carry  the  two  elevated  main  tracks  of  said  Air  Line 
Railroad  over  the  four  depressed  main  tracks  of  the  Western  Indiana 
Company  and  the  two  depressed  main  tracks  of  the  Santa  Fe  Company 
between  the  Chicago  River  and  Clark  Street,  as  provided  by  the  terms  of 
the  aforesaid  ordinance  and  as  shown  on  the  plan  hereto  attached,  marked 
Exhibit  A. 

3.  That  the  Lake  Shore  Company  had  the  right  to  elevate,  relocate  and 
reconstruct,  and  has  elevated,  relocated  and  reconstructed,  and  shall  have 
the  right  to  permanently  maintain  and  operate  the  two  elevated  main  tracks 
of  its  railroad  between  Fifteenth  and  Sixteenth  Streets  and,  jointly  with 
the  Rock  Island  Company,  the  two  elevated  joint  south  wye  switching 
tracks  and  the  elevated  joint  north  wye  switching  track  connecting  the  said 
main  tracks  with  the  tracks  of  the  St.  Charles  Air  Line  Railroad  near  the 
Chicago  River,  also  the  elevated  joint  switching  track  connecting  its  said 
main  tracks  with  the  tracks  of  the  railroads  of  the  Alton  and  Western 
Indiana  Companies  at  the  south  line  of  Sixteenth  Street  and  with  the 
tracks  of  the  St.  Charles  Air  Line  Railroad  near  Clark  Street  as  the  said 
tracks  are  now  located  and  constructed  over  and  across  blocks  thirty-four 
(34)  and  thirty-five  (35)  in  Assessor's  Second  Division  of  the  east  fractional 
northeast  quarter  of  Section  twenty-one  (21),  Township  thirty-nine  (39) 
north,  Range  fourteen  (14)  east  of  the  Third  Principal  Meridian  in  the 
City  of  Chicago,  County  of  Cook  and  State  of  Illinois,  and  that  it,  the  said 
Lake  Shore  Company,  had  and  shall  continue  to  have  the  right  to  cross  at 
grade  with  the  two  elevated  main  tracks  of  its  railroad  the  two  elevated 
main  tracks  of  the  railroad  of  the  Madison  and  Northern  Company  and 
the  two  elevated  main  tracks  of  the  S"t.  Charles  Air  Line  Railroad;  also  to 
cross  at  grade  with  the  two  elevated  joint  south  wye  switching  tracks  of 
the  Lake  Shore  and  Rock  Island  Companies  aforesaid  the  two  elevated 
main  tracks  of  the  railroads  of  the  Madison  and  Northern  Company  and 
the  elevated  joint  Alton  connecting  switching  track  of  the  Lake  Shore  and 
Rock  Island  Companies,  also  to  cross  at  grade  with  the  said  elevated  joint 
Alton  connecting  switching  track  the  two  elevated  main  tracks  of  the  St. 
Charles  Air  Line  Railroad  and  the  two  joint  south  wye  switching  tracks 
of  the  railroads  of  the  said  Lake  Shore  and  Rock  Island  Companies;  also  to 
cross  at  grade  with  the  most  northerly  of  the  said  elevated  joint  south  wye 
switching  tracks  the  most  southerly  of  the  elevated  main  tracks  of  the  St. 
Charles  Air  Line  Railroad,  and  with  the  elevated  joint  north  wye  switching 
track  the  most  northerly  of  the  said  main  tracks,  and  to  connect  the  said 
elevated  joint  wye  switching  tracks  with  the  main  tracks  of  the  St.  Charles 
Air  Line  Railroad  near  the  Chicago  River,  and  that  it,  the  said  Lake  Shore 
Company,  had  the  right  to  construct  and  has  constructed,  and  shall  have  the 
right  to  permanently  maintain  the  several  steel  bridges  and  the  metal  posts 
supporting  them  which  carry  the  said  main  and  switching  tracks  of  its 
railroad  over  the  four  depressed  main  tracks  of  the  railroad  of  the  Western 
Indiana  Company  and  over  the  two  depressed  main  tracks  of  the  railroad 


298       CHICAGO,    BURLINGTON    &    QTJINCY    RAILROAD   COMPANY 

of  the  Santa  Pe  Company  as  now  Located  and  constructed,  in  the  manner 
provided  by  the  terms  of  the  aforesaid  ordinance  and  as  shown  on  the  plan 

hereto  attached,  marked    Exhibil  A. 

4.  That  the  Rock  Island  Company  had  the  right  to  elevate,  relocate  and 
reconstruct,  and  has  elevated,  relocated  and  reconstructed,  and  shall  have 
the  right  to  permanently  maintain  and  operate  the  two  elevated  main  tracks 
of  its  railroad  between  Fifteenth  and  Sixteenth  Streets,  and,  jointly  with 
the  Lake  Shore  Company,  the  two  elevated  joint  south  wye  switching  tracks 
and  the  elevated  joint  north  wye  switching  track  connecting  the  said  main 

tracks    with    the    tracks    of    the    St.    I  \  i  r     lane     Railroad    near    the 

Chicago   River;  also  the  elevated  joint   switching  track  connecting  its  said 

main  lines  with  the  tracks  of  the  railroads  of  the  Alton  aiel   Western    hid  ana 

Companies  at  the  south  line  of  S  3tree1  and  with  the  track-  of  the 

St.   Charles   Air   Line    Railroad    near   Clark    Street    as   the   -aid   tracks  are   now 

located  ami  constructed  over  ami  across  blocks  thirtj  four  t  ."• !  i  ami  thirty 
S      md    D  vision   of   the  east    fractional   northeasl 
quarter  of  Section  twi  (2  l    .  Township  thirty  nine  (39)  north,  Range 

fourteen   (14  of  the  Third  Principal  Meridian,  in  the  Citj  of  Chicago, 

County  of  Cook  and  Si  I  of  Illinois,  and  that  it.  the  said  Ruck  Island 
Company,  had  and  shall  continue  to  have  the  righl  to  cross  at  grade  with 
the  two  elevated  main  tracks  of  its  railroad  the  two  elevated  mam  tracks 
of  the  railroad  of  the  \i:,.|  son  and  Northern  Company  and  the  two  elevated 
main  tracks  of  the  st.  Charles  Air  Lme  Railroad;  also  to  cms-  at  grade 
with  the  two  elevated  .]■■  wye  switching  tracks  of  the  Lake  shore 

and  Rock  [aland  Companies  aforesaid  the  two  elevated  main  tracks  of  the 
railroads  of  the  bfadison  ami  Northern  Company  and  the  elevated  joint 
Alton  connecting  switching  track  of  the  Lake  shore  ami  Rock  l-laml 
Companies,  also  to  cross  a'  grade  with  the  said  elevated  joint  Alton  con- 
necting _*  track  the  two  elevated  main  tracks  of  the  St.  Charles  Air 
Railroad  ami   the   two  elevated  joint   south   wye  switching  tracks  of 

tin     railroad-    of    the    said    Lake    Shore   ami    Rock    Mand    Companies;    also  to 
38   at    grade   with   the  most   northerly   of   the  -aid   elevated   joint    south   wye 

switching  the  most  southerly  of  the  .lev.-, to. I  main  tracks  of  the  St. 

Charles    BUI    Line   Railroad,  ami   with   the  elevated  joint   north   wye  switching 

track  the  mosl   northerly  of  the  said  main  tracks,  ami  to  connect  the  said 

elevated  joint  wye  switching  tracks  with  the  main  tracks  of  the  St.  Charles 
Air  Line  Railroad  near  the  Chicago  River,  and  to  conned  it-  elevated  north 
wyi  -witching  track  with  the  said  elevated  joint  north  wye  switching  track, 
and    that    it.    the    -aid     Rock     [gland    Company,    had     the    right    to    construct, 

ami  has  constructed,  and  -hall  have  the  right  to  permanently  maintain  the 
several  steel  bridge-  and  the  metal  posts  supporting  them  which  cany  the 
-aid  two  main  tracks  of  its  railroad  over  the  four  depressed  main  track-  of 
the  railroad  of  the  Western  Indiana  Company  and  over  the  two  depressed 
main  tracks  of  the  railroad  of  the  Santa  Pe  Company  as  now  located  and 
constructed,  in  the  manner  provided  by  the  terms  of  the  aforesaid  ordinance 
and  as  shown  on  the  plan  hereto  attached,  marked  Exhibit  A. 

5.  That    the    Alton    Company    had    the   right    to    elevate,    relocate    and    re 
construct,  and  hi  I  d.  relocated  and  reconstructed,  and  shall  have  the 


CORPORATE    HISTORY  299 

right  to  permanently  maintain  and  operate  the  tracks  of  its  railroad  on 
the  said  strip  of  land,  described  as  Grove  Street,  northerly  from  Eighteenth 
Street  to  a  connection  wiith  the  elevated  joint  switching  track  of  said 
Alton  Company  and  the  Western  Indiana  Company  (described  in  Section 
six  [6]  of  this  instrument)  at  or  near  the  east  line  of  said  so-called  Grove 
Street  as  now  located  and  constructed,  in  the  manner  provided  by  the  terms 
of  the  aforesaid  ordinance  and  as  shown  on  the  plan  hereto  attached  and 
marked  Exhibit  A ;  provided  that  the  Western  Indiana  Company  shall 
provide,  put  in  place  and  permanently  maintain  at  its  sole  cost  and  expense 
the  frog,  switch,  and  all  other  necessary  material  for  the  proper  operation  of 
such  connecting  switch  as  shall  be  necessary  thereto. 

6.  That  the  Western  Indiana  Company  had  the  right  to  depress,  relocate 
and  reconstruct,  and  has  depressed,  relocated  and  reconstructed,  and  shall 
have  the  right  to  permanently  maintain  and  operate  the  tracks  of  its  railroad 
extending  into  and  through  the  subway  aforesaid  between  Eighteenth  Street 
and  Fifteenth  Street  as  they  are  now  depressed,  relocated  and  reconstructed 
upon  and  across  blocks  six  (6),  seven  (7),  and  eight  (8)  in  Canal  Trustees' 
New  Subdivision  of  blocks  in  the  southeast  fractional  quarter  of  Section 
twenty-one  (21),  Township  thirty-nine  (39)  north,  Range  fourteen  (14) 
east  of  the  Third  Principal  Meridian,  and  upon  and  across  blocks  thirty 
(30),  thirty-one  (31),  thirty-two  (32),  thirty-three  (33),  thirty-four  (34), 
and  thirty-five  (35),  in  Assessor's  Second  Division  of  the  East  fractional 
northeast  quarter  of  Section  twenty-one  (21),  and  upon  and  across  lots 
thirty-four  (34),  thirty-five  (35),  and  thirty-six  (36)  in  Wilder's  South 
Addition  in  the  same  fractional  quarter-section,  township  and  range,  all  in 
the  City  of  Chicago,  County  of  Cook  and  State  of  Illinois,  as  provided  by  the 
terms  of  the  aforesaid  ordinance,  and  as  shown  on  the  plan  hereto  attached, 
marked  Exhibit  A;  and  that  the  said  Western  Indiana  Company  had  the 
right  to  construct  and  has  constructed,  and  shall  have  the  right  to  per- 
manently maintain  and  operate  as  now  located  and  constructed,  an  elevated 
switching  track  connecting  with  the  most  easterly  main  track  of  the  railroad 
of  the  said  Company  near  Eighteenth  Street  and  extending  northeastwardly 
to  and  along  said  so-called  Grove  Street  parallel  with  and  west  of  the  tracks 
of  the  railroad  of  the  said  Alton  Company  (described  in  Section  five  [5] 
of  this  instrument)  and  connecting  with  said  tracks  at  the  east  line  of  said 
so-called  Grove  Street,  as  shown  on  the  plan  hereto  attached  and  marked 
Exhibit  A,  and  shall  construct  and  maintain  the  connecting  switch  as  pro- 
vided in  Section  five  (5). 

7.  That  the  Western  Indiana  Company  and  the  Alton  Company  jointly 
had  the  right  to  construct,  and  have  constructed,  and  shall  have  the  right 
to  permanently  maintain  and  operate  an  elevated  railroad  switching  track 
connecting  with  their  said  switching  tracks  at  the  east  line  of  said  so- 
called  Grove  street,  as  described  in  Sections  five  (5)  and  six  (6)  of  this 
instrument  and  the  conditions  thereunder,  and  extending  northeasterly  as 
now  located  and  constructed  across  lots  one  (1)  and  two  (2),  in  block  six 
(6),  in  Canal  Trustees'  New  Subdivision  of  blocks  in  the  southeast  frac- 
tional quarter  of  Section  twenty-one  (21),  Township  thirty-nine  (39)  north, 
Range  fourteen   (14),  east  of  the  Third  Principal  Meridian,  in  the  City  of 


300       CHICAGO,    BURLINGTON    &    QFINCY    RAILROAD    COMPANY 

Chicago,  County  of  Cook  and  State  of  Illinois,  a  distance  of  one  hundred 
and  twenty-five  (125)  feet,  more  or  less,  to  a  connection  with  the  elevated 
joint  switching  track  of  the  Lake  Shore  Company  and  the  Book  Island 
Companj         scribed  in  Section  three  [3]  of  this  instrument)  at  the  south 

line  of  Sixteenth   St  shown   on   the  plan   hereto  attached   and  marked 

Exhibit  A. 

8.   That    the    Santa    Fe    Company    had    the    righl    to    depress,    relocate   and 
reconstruct,  and  ha>  depressed,  relocated  and  ucted,  and  shall  have 

the    righl    to    permanently    maintain    and    operate     the   tracks   of    it-    railroad 

ading  into  and  through  the  subway  aforesaid  between  Eighteenth  street 
and  Fifteenth  Si  they  are  now  depressed,  relocated  and  reconstructed 

ever  and  across  block  .  in  Canal  Trustei  s'  New  Subdivision  of  blocks 

in   the   southeast    fractional   quarter   of   Section    twenty-One    (I'll,    Township 

thirty  t,  north.   I.  M   ,  easl   of  the  Third   Principal 

Meridian,    and    over    and    acre--    blocks    thirtj   five     (35    ,    thirt\    four     (.'54), 

thirty  1 1  .  thirty-two  (32)  and  thirl  tl),  in  Assessor's  Second 

Addition  of  the  east  fractional  northeast  quarter  of  Section  twenty   one   |  2  I 
and  over  and  across   lots  thirty-four    (3  i   .   thirtj  five    (35)    and   thirty-six 
in  Will  tth  Addition  in  the  lasl  above  described  quarter-section, 

ship  and  range,  all  in  the  City  of  Chicago,  Countj  of  Cook  and  State  of 

Illii  :  rovided   by   the   terms   ,,f  the  aforesaid   ordinance  and   as  shown 

on  the  plan  hereto  attached  and  marked  Exhibil  A. 

9.  That   the   Western    Indiana  Company  and   the  Santa    Fe  Company   jointly 
had   the   right    to  coiistiuet    aiol   have  constructed,  and  shall   have  the   righl    to 

permanently  maintain  and  operate  a  pump-house  ami  pumping  plant  in  the 

northwesterly  retaining  wall  of  the  said  Bubway,  ami  under  the  ground  north- 
erly of  said  wall,  for  the  purpose  of  draining  said  Bubway,  including  three 
lim-  ion  pipes  laid  from  said  pump  house  to  the  Chicago  River  upon 

the  land  of  the  Lake  Shore  ami  Rock  Island  Companies,  and  that  said 
drain    pipes,    pump  house   ami    pumping    plant    as    they    are    now    located    and 

installed  are  now  and  shall  remain  the  property  of  the  said  Western  Indiana 
and  Sanl  mpanies  jointly;   ami  the  -aid  Companies  shall  have  the 

righl  :    Upon  the  land  above  ami  adjacent    to   said   east    iron    pipes,   ami 

and  make  repairs  to  said  pipes,  if  such  should   he  necessary, 

ided    that    such    work   shall   lie   done    in    such   a    manner    as   not    to   unrea 
ily  obstruct   or  interfere  with  the  traffic  on  the  railroad  track-   thereon; 

..r  to  unreasonably  obs  interfere  with  tin   use  by  the  said.  Lake  shore' 

and  Rock  Islam!  Companies  of  the  land  so  entered  upon;  provided  further 
that  the  cost  and  expense  of  Buch  repairs,  -hall  be  borne  ley  the  Western 
Indiana  Company  ami  the  Santa  Fe  Company  jointly  in  the  proportion  of 
thirds  by  the  Western  Indiana  Company  and  onethird  by  the  Santa 
Pi    Company. 

10.  That  the  Fake  S  hall  have  the  right  to  reconstruct  the 
elevated  switching  track  of  its  railroad  between  the  subway  aforesaid  and 

the  north  end  of  it-  freight  yard  south  of  Sixteenth  Street,  ami  to  CT088  at 
grade  with  its  said  elevated  switching  track  tin-  two  elevated  main  tracks 
of  tin    st.  Charles  Air  Lim-  Railroad  ami  the'  two  elevated  main  tracks  of 


CORPORATE    HISTORY  301 

the  railroad  of  the  Madison  and  Northern  Company,  in  the  manner  provided 
by  the  terms  of  the  aforesaid  ordinance  and  as  shown  on  said  plan  hereto 
attached,  marked  Exhibit  A ;  provided  that  the  crossing  frogs  for  the  cross- 
ing of  the  Madison  and  Northern  Company  as  above  shall  be,  provided, 
maintained  and  policed  by  that  Company,  and  the  crossing  frogs  for  the 
crossing  of  the  Air  Line  Eailroad  shall  be  provided,  maintained  and  policed 
by  the  Lake  Shore  Company. 

11.  That  the  right  of  way  established  for  and  confirmed  to  the  Madison 
and  Northern  Company,  as  described  in  Section  one  (1)  of  this  instrument, 
lying  between  Clark  Street  and  Sixteenth  Street,  in  the  City  of  Chicago, 
County  of  Cook  and  State  of  Illinois,  is  bounded  by  lines  described  as 
follows : 

Beginning  at  a  point  in  the  west  line  of  Clark  street  seventy  and  four- 
tenths  (70.4)  feet  north  from  the  north  line  of  Sixteenth  Street  and  running 
thence  southwesterly  on  a  straight  line  three  hundred  and  twenty  (320) 
feet  to  a  point  in  the  north  line  of  Sixteenth  Street  distant  three  hundred 
and  eleven  and  six-tenths  (311.6)  feet  west  from  the  west  line  of  Clark 
Street  measured  along  the  north  line  of  Sixteenth  Street ;  thence  west  along 
the  north  line  of  Sixteenth  Street  one  hundred  and  thirty-eight  and  nine- 
tenths  (138.9)  feet;  thence  northeasterly  on  a  curved  line  deflecting  to  the 
right  having  a  radius  of  four  hundred  and  sixty-seven  and  three-tenths 
(467.3)  feet  a  distance  of  sixty-eight  (68)  feet  to  a  point  distant  nineteen 
and  eight-tenths  (19.8)  feet  north  at  right  angles  from  the  north  line  of 
Sixteenth  Street ;  thence  northeasterly  on  a  straight  line  parallel  with  the 
line  first  above  described  and  thirty-five  and  six-tenths  (35.6)  feet  distant 
northerly  at  right  angles  therefrom  three  hundred  and  fifteen  (315)  feet  to 
the  south  boundary  line  of  the  right  of  way  of  the  St.  Charles  Air  Line 
Eailroad;  thence  southeasterly  on  a  curved  line  deflecting  to  the  left  having 
a  radius  of  three  hundred  and  ninety-one  (391)  feet  seventy-eight  and  five- 
tenths  (78.5)  feet  to  a  point  in  the  west  line  of  Clark  Street  distant  eighty- 
one  (81)  feet  north  from  the  north  line  of  Sixteenth  Street;  thence  south 
along  the  west  line  of  Clark  Street  ten  and  six-tenths  (10.6)  feet  to  the 
place  of  beginning,  as  shown  on  Exhibit  C  hereto  attached,  containing 
thirteen  thousand  and  seventy-six  (13,076)  square  feet. 

12.  That  the  right  of  way  established  for  and  confirmed  to  the  St.  Charles 
Air  Line  Railroad  as  described  in  Section  two  (2)  of  this  instrument,  lying 
between  the  Chicago  River  and  Clark  Street,  in  the  City  of  Chicago,  County 
of  Cook  and  State  of  Illinois,  is  bounded  by  lines  described  as  follows,  to  wit : 

Beginning  at  a  point  in  the  west  line  of  Clark  Street  eighty-one  (81)  feet 
north  of  the  north  line  of  Sixteenth  Street  and  running  thence  north  along 
the  west  line  of  Clark  Street  thirty-five  (35)  feet;  thence  northwesterly  on 
a  curved  line  deflecting  to  the  right  having  a  radius  of  three  hundred  and 
seventy-five  (375)  feet  a  distance  of  one  hundred  and  thirty-five  and  two- 
tenths  (135.2)  feet;  thence  northwesterly  on  a  straight  line,  said  line  being 
a  tangent  from  last  above  described  curved  line,  one  hundred  and  one  (101) 
feet  to  a  point  distant  two  hundred  and  twenty-seven  and  six-tenths  (227.6) 
feet  west  at  right  angles  from  the  west  line  of  Clark  Street  and  thirty  (30) 


302        CHICAGO,    BURLINGTON    &    QUINCY    RAILROAD    COMPANY 

feet  south  at  right  angles  from  the  north  line  of  block  thirty  live  (35) 
aforesaid;  thence  west  on  a  line  parallel  with  the  north  line  of  said  block 
thirty-five  (35),  and  thirty  (30)  feet  south  at  right  angles  therefrom  one 
hundred  and  forty-one  and  six-tenths  (141.6)  feet;  theme  southeasterly  on 
a  curved  line  deflecting  to  the  right  having  a  radius  of  three  hundred  and 
seventy-five  (375)  feet  a  distance  of  one  hundred  and  eight  and  two-tenths 
(108.2)  feet,  thence  southeasterly  on  a  straight  line  parallel  with  the  third 
above  described  line  and  thirty-two  and  four  tenths  (32.4)  feet  distant 
BOUthwesterlj  at  right  angles  therefrom  one  hundred  ami  thirty-six  and 
nine-tenths  (136.9)  feet;  thence  southeasterly  on  a  curved  line  deflecting  to 
the  lefl  having  a  radius  of  three  hundred  and  oinety-one  (391)  feet,  one 
hundred  and  thirty  eight  I  138)  feet  to  the  place  of  beginning,  as  shown  on 
Exhibit  C  hereto  attached,  containing  nine  thousand  seven  hundred  and 
fort  \  one     97  1 1  i    squa  re   feet. 

13.  That  the  right  of  waj   established  for  and  confirmed  to  the  Western 

Indiana  Company,  as  described  in  Section  Bis  (6)  Of  this  instrument,  be- 
tween Clark  Street  and  Sixteenth  Street  in  the  City  of  Chicago,  County  of 
Cook  and  state-  of  Illinois,  i>  bounded  by  lines  described  as  follows,  to-wit: 

Beginning  at    a    point    in    the   west    line   Of   Clark   Street    three   hundred    and 
twenty    and    ninety  one  one  hundred!  lis    (320.91  i    feet    north   of   the   north    line 

of  Sixteenth  street,  and  running  thence  southwesterly  on  a  straight  hue 
diverging  from  the  west  line  of  Clark  street  with  an  angle  of  fifty-seven 
degrees  and  seventeen  minutes   (57     17')   five  hundred  and  ninety-four  and 

fifty-tWO   one  hundredths  feet    to   a    point    in    the   north    line   of   Six 

teenth  Street  distant  five  hundred  and  sixteen  one-hundredths  (500.16)   feet 

w,si  0i  the  west  line  of  Clark  Street;  thence  wist  along  the  north  line  of 
Sixteenth      Street     hundred     and     six     and     -sixty   se\eii     one  hundredths 

(106.67)    feet;   thence  northeasterly    on  ■.<  straight   line  seven   hundred  and 

twentj   one  and   three  tenths   (721.3)    feet    to  a    point    in   the  west    line  of  Clark 

Street     tine     hundred     and     eighty    nine     and     thirty   seven     one     hundredths 

|    north   from   the  north   line  of  Sixteenth   Street    measured  along 

tin     west     line    of    Clark    Street;    thence    south    along    the    west    line    of    Clark 

Street  Bixty-eight  and  forty-si*  one  hundredths  ids.)*',,  feet  to  the  place 
of  beginning,  as  shown  on  Exhibil  C,  hereto  attached,  containing  thirty- 
seven    thousand   eight    hundred   and    ninety  six   (37,896)    square  feet. 

14.  That  the  right  of  way  established  for  and  confirmed  to  the  Santa   Fe 

Company,  as  described  in  Section  eight  (8)  of  this  instrument,  lying  be- 
tween  Clark    Street    and    Sixteenth    Street    in    the   City   of   Chicago.   County  of 

Cook,  ami  state  of  Illinois,  is  bounded  by  lines  described  as  follows,  to  wit : 
Beginning  at  a  point  in  the  west  line  of  Clark  Street  three  hundred  and 
twenty  and  oinety-one  one-hundredths,  (320.91)  feet  north  of  the  north 
line  of  Sixteenth  Streets  and  running  thence  southwesterly  on  a  straight 
line  diverging  from  the  west  line  of  Clark  Street  with  an  angle  of  fifty- 
en  degrees  and  seventeen  minutes  (57°  17')  and  along  the  southeasterly 
boundary  line  of  the  right  of  way  of  the  Western  Indiana  Company  two 
hundred   and   ninety    ti\e    (295)    feet;    thence   southwesterly   on   a    straight    line 

deflecting  to  the  left  from  the  last  above  described  line  with  an  angle  of 


CORPORATE    HISTORY  303 

twelve  degrees  and  two  minutes  (12°  2")  two  hundred  and  two  and  five- 
tenths  (202.5)  feet;  thence  southwesterly  on  a  straight  line  diverging  to 
the  right  from  a  prolongation  of  the  last  above  described  line  with  an  angle 
of  two  degrees  and  forty-seven  minutes  (2°  47')  twenty-eight  and  seven- 
tenths  (28.7)  feet  to  a  point  in  the  north  line  of  Sixteenth  Street  distant 
four  hundred  and  thirteen  (413)  feet  west  of  the  west  line  of  Clark  Street; 
thence  east  along  the  north  line  of  Sixteenth  Street  forty-eight  (48)  feet; 
thence  northeasterly  on  a  straight  line  parallel  with  the  second  above 
described  line  and  thirty-two  and  six-tenths  (32.6)  feet  distant  southeasterly 
at  right  angles  therefrom  one  hundred  and  seventy-four  (174)  feet;  thence 
northeasterly  on  a  curved  line  deflecting  to  the  right  having  a  radius  of  three 
hundred  and  seventy-five  (375)  feet,  to  which  line  the  last  above  described 
line  is  tangent,  seventy-eight  and  five-tenths  (78.5)  feet  to  a  point  twenty- 
eight  and  five-tenths  (28.5)  feet  distant  southeasterly  at  right  angles  from 
the  line  first  above  described;  thence  northeasterly  on  a  straight  line  parallel 
with  the  first  above  described  line  and  twenty-eight  and  five-tenths  (28.5) 
feet  distant  southeasterly  at  right  angles  therefrom  two  hundred  and  four- 
teen and  five-tenths  (214.5)  feet  to  the  west  line  of  Clark  Street;  thence 
north  along  the  west  line  of  Clark  Street  thirty-three  and  eighty-seven  one- 
hundredths  (33.87)  feet  to  the  place  of  beginning,  as  shown  on  Exhibit  C 
hereto  attached,  containing  fifteen  thousand  one  hundred  and  twenty-eight 
(15,  128)  square  feet. 

15.  That  all  of  the  lands,  rights  of  -way  and  easements,  west  of  Clark 
Street  vacated  by  the  removal,  relocation  and  reconstruction  of  the  tracks 
of  the  railroads  of  the  Companies  parties  of  the  third,  fourth,  fifth,  seventh 
eighth,  ninth  and  tenth  parts,  and  for  which  the  said  parties  have  been 
provided  with  other  and  equivalent  lands,  rights  of  way  and  easements,  as 
provided  in  Sections  one  (1),  two  (2),  six  (6)  and  eight  (8)  of  this  instru- 
ment, and  as  more  particularly  described  in  Sections  eleven  (11),  twelve 
(12),  thirteen  (13)  and  fourteen  (14)  herein,  being  no  longer  required  for 
the  use  of  the  railroads  of  said  parties,  are  hereby  conveyed  to  the  parties 
of  the  first  and  second  parts,  so  and  the  rights  of  said  parties  of  the  third, 
fourth,  fifth,  seventh,  eighth,  ninth  and  tenth  parts  to  the  lands,  rights  of 
way  and  easements  so  vacated  shall  cease,  and  the  parties  of  the  first  and 
second  parts  shall  have  full  control,  and  use  of  the  same  and  shall  have  the 
right,  jointly  or  severally,  to  construct  additional  tracks  thereon  and  within 
the  limits  thereof  extended,  over  and  across  said  subway,  provided  that  the 
lowest  point  of  the  girder  bridges  necessary  to  carry  the  additional  tracks 
above  specified  and  of  those  described  in  Sections  one  (1),  two  (2),  three 
(3)  and  four  (4)  herein  shall  be  maintained  at  an  elevation  of  not  less 
than  twenty  (20)  feet  above  City  datum.  Nothing  herein  contained  shall 
be  construed  to  give  or  grant  to  said  parties  of  the  third,  fourth  and  fifth 
parts,  or  to  either  of  them,  any  other  or  different  right,  title  or  interest  in 
or  easement  over  and  upon  the  lands  of  the  parties  of  the  first  and  second 
parts  now  occupied  by  the  railroads  and  tracks  of  said  parties  of  the  third, 
fourth  and  fifth  parts  as  so  relocated  and  reconstructed,  than  said  parties 
respectively  may  have  had  in,  over  and  upon  the  lands  of  the  parties  of  the 
first  and  second  parts  which  were  occupied  by  the  railroads  and  tracks  of 


304        CHICAGO,    BURLINGTON    &   QUINCY   RAILROAD   COMPANY 

said  parties  of  the  third,  fourth  and  fifth  parts,  prior  to  said  relocation  and 
reconstruction,  and  it  is  understood  and  agreed  that  nothing  in  this  instru- 
ment is  intended  to  or  shall  relieve  any  of  the  parties  hereto  from  obliga- 
tions heretofore  assumed  and  now  in  force  and  binding  upon  them  regard- 
ing interlocking  or  safety  appliances  at  grade  crossings  or  the  use  of  tracks 
at  such  crossings  wherever  there  are  grade  crossings  under  said  plan, 
Exhibit  "A". 

16.  That  the  said  proprietors  of  the  St.  Charles  Air  Line  Railroad  shall 
convey  to  the  Lake  Shore  Company  ami  the  Bock  Island  Company  by  a 
'good  and  sufficient  deed  of  conveyance  that  pari  of  the  land  and  right  of 
way  heretofore  acquired  for  the  tracks  of  the  said  St.  Charles  Air  Line 
Railroad  which  by  reason  of  the  relocation  ami  reconstruction  of  said  tracks 
has  been  vacated,  as  shown  on  Exhibit  B  hereto  attached;  and  contem- 
poraneously  therewith  the  bake  Shore  Company  ami  the  Rock  Island  Com- 
pany shall  convey  to  the  said  proprietors  of  the  St.  Charles  Air  Line  Rail- 
road,  by  a  good  ami  sufficient  deed  of  conveyance,  the  land  and  right  of 
way  for  the  tracks  "t'  the  said  st.  Charles  Air  Line  Railroad  as  they  are 
nuw  located  and  constructed,  as  shown  on  the  aforesaid  Exhibit  A,  and  as 
the  said  land  ami  righl  of  way  i-  shown  on  Exhibit  C  hereto  attached  and 
described  in  Section  twelve  (  12)  of  this  instrument,  reserving  to  themselves, 
the  Baid  Lake  Shore  Company  and  the  bock  Island  Company,  such  ease- 
ments ami  rights  of  way  across  the  lands  so  to  be  conveyed  as  have  been 
and  an-   now  enjoyed    by   them,   the  said    bake  Shore  Company   ami   said    Hock 

Island  Company,  since  the  elevation  and  reconstruction  of  their  railroads, 
and  also  reserving  to  themselves,  said  bake  Shore  Company  and  said  Rock 
[sland  Company,  all  the  easements,  rights  of  way  and  rights  and  privileges 

which  it  is  in  this  contract  provided  the  said  bake  Shore  Company  and  Rock 
[sland  Company  shall  have,  enjoy  and  maintain,  and  said  conveyances  shall 
be  made  subject  to  all  the  easements,  rights  of  way  and  privileges  so  reserved. 

17.  That    the    Western    Indiana    Company    shall    convey    to    the    Santa    Fe 

Company   l>\   a  good  and  sufficient  deed  of  conveyance  the  lands  and  right 

id'  wav  for  the  tracks  of  the  railroad  of  the  said  Santa  Fe  Company  as  they 
are  now  located  and  constructed  between  the  east  line  of  Clark  Street  and  the 
west  line  of  I  i.  .-Corn  Street,  the  northwesterly  boundary  line  of  the  lands 
ami  riylit  of  way  to  be  BO  conveyed  being  a  line  drawn  midway  between  the 
most  southerly  main  track  of  the  railroad  of  the  Western  Indiana  Com 
panv  and  the  most  northerly  main  track  of  the  railroad  of  the  Santa  Fe 
Company,  as  said  tracks  are  shown  on  said  Exhibit  A,  and  as  the  said  lands 
and  right  of  way  are  shown  on  Exhibit  C  hereto  attached. 

Is.  That  the  Santa  Fe  Company  shall  convey  to  the  Madison  and  North- 
ern Company  by  a  good  ami  sufficient  deed  of  conveyance  or  by  a  lease  for 
nine  hundred  and  ninety  nine  years  C.t'.c.i,  years  the  hml  and  right  of  way 
for  the  tra.-k-  of  the  railroad  of  the  said  Madison  and  Northern  Company 
as  they  are  now  located  and  constructed  south  of  Sixteenth  Street,  as  shown 
on  Kxhil.it  A,  and  as  the  said  lands  and  right  of  way  are  shown  on  Exhibit 
C  hereto  attached. 

19.  That  the  masonry  in  the  retaining  walls,  abutments  and  fences  em- 
braced  in  the  work  covered   by  this  agreement  shall  be  maintained  by  the 


CORPORATE   HISTORY  305 

several  parties  hereto  as  hereunder  in  this  section  provided,  that  is  to  say: 

(a)  The  Western  Indiana  Company  shall  maintain  the  retaining  walls 
designated  by  the  letters  B,  C,  D,  E,  I,  Q,  and  E  and  the  fences  thereon, 
and  abutments  numbered  I,  III,  VI,  XI  and  XII,  as  shown  on  Exhibit  A 
and  as  located  and  described  on  Exhibit  D  hereunto  attached. 

(b)  The  Santa  Fe  Company  shall  maintain  the  retaining  walls  designated 
by  the  letters  F,  G,  H,  J,  K,  L  and  P-2  and  the  fences  thereon,  and  the 
abutments  numbered  II,  IV,  V,  VII,  IX,  X,  XIII,  XIV,  XV  and  XVI,  as 
shown  on  Exhibit  A  and  as  located  and  described  on  Exhibit  D  hereto 
attached. 

(c)  The  Lake  Shore  Company  shall  maintain  the  retaining  wall  designated 
by  the  letter  A  and  the  fence  thereon,  as  shown  on  Exhibit  A  and  as  located 
and  described  on  Exhibit  D  hereto  attached. 

(d)  The  Lake  Shore  and  Rock  Island  Companies  shall  maintain  the  re- 
taining wall  designated  by  the  letter  M-2  and  the  fence  thereon,  as  shown 
on  Exhibit  A  and  as  located  and  described  on  Exhibit  D  hereto  attached. 

(e)  The  Madison  and  Northern  Company  shall  maintain  the  retaining 
walls  designated  by  the  letters  N,  S  and  T  and  the  fences  thereon,  and  that 
part  of  the  abutment  numbered  VIII,  situated  on  its  right  of  way,  as  shown 
on  Exhibit  A  and  as  located  and  described  on  Exhibit  D  hereto  attached. 

(f )  The  St.  Charles  Air  Line  Railroad  shall  maintain  the  retaining  walls 
designated  by  the  letters  O,  M-l  and  P-l  and  the  fences  thereon,  and  that 
part  of  the  abutment  numbered  VIII,  situated  on  its  right  of  way,  as  shown 
on  Exhibit  A  and  as  located  and  described  on  Exhibit  D  hereto  attached. 

And  the  parties  so  maintaining  said  retaining  walls,  abutments  and  fences, 
shall  render  bills  monthly  against  the  parties  hereto  for  such  proportion  of 
the  cost  and  expense  of  such  maintenance  as  each  of  them  has  contributed 
to  the  cost  of  construction  of  said  walls,  abutments  and  fences,  which  propor- 
tion is  shown  on  Exhibit  D  hereto  attached  and  made  a  part  of  this  agree- 
ment, and  the  parties  against  whom  such  bills  are  rendered  shall  promptly 
pay  the  same  to  the  parties  so  maintaining  such  walls,  abutments  and  fences. 

That  the  retaining  walls,  abutments  and  fences  referred  to  above  in  this 
section  are  located  and  described  on  said  Exhibit  D,  and  the  percentages  of 
the  cost  thereof  to  each  of  the  parties  hereto  are  also  shown  on  said  Exhibit. 

20.  The  Lake  Shore  and  Rock  Island  Companies  shall  maintain  at  their 
own  cost  and  expense  the  iron  or  steel  bridges,  including  the  posts  support- 
ing them,  which  carry  the  elevated  main  tracks  and  the  elevated  joint 
switching  tracks  of  said  Companies  over  the  depressed  main  tracks  of  the 
Western  Indiana  and  Santa  Fe  Companies. 

The  proprietors  of  the  St.  Charles  Air  Line  Railroad  shall  maintain  at 
their  own  cost  and  expense  the  iron  or  steel  bridges,  including  the  posts 
supporting  them  which  carry  the  elevated  main  tracks  of  said  Air  Line  Rail- 
road over  the  depressed  main  tracks  of  the  Western  Indiana  and  Santa  Fe 
Company. 

The  Madison  and  Northern  Company  shall  maintain  at  its  own  cost  and 
expense  the  iron  or  steel  bridges,  including  the  posts  supporting  them,  which 
carry  the  elevated  main  tracks  of  the  railroad  of  said  Company  over  the 
depressed  main  tracks  of  the  Santa  Fe  Company. 


306        CHICAGO,    BURLINGTON   &   QUINCY   RAILROAD    COMPANY 

That  the  post-  supporting  the  iron  or  steel  bridges  which  carry  the  ele- 
vated tracks  of  the  railroads  of  the  Lake  Shore  Company,  tin'  Rock  Island 
Company,  the  Madison  and  Northern  Company,  and  of  the  Air  Line  Rail- 
road and  the  Clark  Street  Viaduct  over  the  depressed  tracks  df  the  Western 

Indiana  c pany  and  tin'  Santa  I".  Company,  shall  be  protected  by  the  con- 

struction  of  walls  of  concrete  masonry  on  the  line  of  said  posts  Longitudinally 
with  the  depressed  tracks,  and  that  the  cosl  and  expense  lit'  the  construction 
and  maintenano  of  the  walls  so  provided  for  the  protection  of  the  posts 
supporting  the  bridges  carrying  the  tracks  of  the  elevated  railroads  shall 
lie  borne  jointly  by  the  companies  benefited  thereby,  thai  is  to  say: 

The  Western  Indiana  Company  and  the  Santa  Pe  Company  shall  pay  one 
half  tk<   i    3  •  Miction  and  maintenance  of  such  protection  walls  under 

;  railroad  bridges;  tli-  d  Bock  [aland  Companies  one  half 

of  the  cosl  of  construction  and  maintenance  of  such  protection  walls  under 
their  said  bi  the  Madison  and  Northern  Company,  one  half  the  cost 

of  construction  and  maintenance  of  Bueh  protection  trails  under  its  bridges; 
and  the  pro]  of  the  St.  Charles   Air  Line   Railroad  one  half  of  the 

of  construction  and  maintenance  of  such  protect  on  walls  under  their 
bridges;  the  Western  Indiana  Company  and  the  Santa  Pe  Company  shall 
hear  the  entire  cost  and  expenst  of  constructing  and  maintaining  the  said 
protection  walls  under  the  Clark  Street  Viaduct,  and  the  cost  and  expense 
aerebj   assumed  bj   the  I  l  Companies  shall  he  borne  two  thirds  by 

the  Western  Indiana  Company  and  one-third  by  the  Santa   Pe  Company. 

21.  That  Exhibit  "1;."  hereto  attached,  shows  the  boundary  hues  of  the 
lands,  rights  of  way  aiol  easements  of  the  Santa  Fe  Company,  the  Western 
Indiana  Company,  the  Madison  and  Northern  Companj   and  the  St.  Charles 

Lini  Railroad  as  they  were  located  prior  to  the  fust  day  of  March, 
A.  1'.   L8 

22.  That  Exhibit  ''''.''  i  tached  shows  the  boundary  lines  of  the 
Ian.:-  I  the  Companies  named  in  tin'  preced- 
ing section  as  thej  are  !  established  ami  confirmed  bj  the  terms  of 
this  instrument. 

:.'.'■.     And   whereas,   In   order   that   the  duties  and   oblig  of  all  the 

parties  hereto  regarding  the  providing,  maintaining  and  policing  the  several 

I    switches   mad'  and    now    in    lis.-    in    the   elevated 

tracks   of  gaid    parties  at   and   near   Sixteenth   and   <'lark   Streets   in   the  City 

•  k  and  State  of   Illinois,  shall  In'  clearly  understood 

and  defined,  the  said  gs  are  indicated  by  the  letters,  A,  I',,  C,  I'. 

E,  F.  <;.  H.  I.  .1.  K.  I.,  m.  ,\.  <>.  h.  Q,  i;.  8,  T,  r.  v.  w,  x,  v.  /  and  aa, 
and  the  said  indicated  by  the  figures  L,  2,  3,  4.  5,  <">.  7,  8,  9,  10 

and  11  on  the  plan  hereto  attached,  marked  Exhibit  A,  and  it  is  further  un- 
derstood  and 

That   the  several   •  _  -  and   switches  above   specified   shall   he    pro 

vided  and  maintained,  and  until  such  time  as  an  interlocking  plant  shall  he 
provided  shall  he  policed   in  the  manlier  as  follows: 

That    the    Lake    Shore    Company    .shall    provide,    maintain    and    police 
those  dee  a  by  the  letters  A,  I'..  <'•  ami  II.     The  Bock  Island  Company 

shall   provide,  maintain   and    police  those  designated    by   the  letters  C,  D,  E 


CORPORATE    HISTORY  307 

and  F.  And  the  Rock  Island  Company  and  the  Lake  Shore  Company  jointly 
shall  provide,  maintain  and  police  those  designated  by  the  letters  R,  S,  T 
and  U,  as  shown  on  said  Exhibit  A. 

(b)  That  the  Madison  and  Northern  Company  shall  provide,  maintain 
and  police  those  designated  by  the  letters  I,  J,  K,  L,  M,  N,  O,  P,  V,  W,  X 
and  Y,  as  shown  on  Exhibit  A. 

(c)  That  the  St.  Charles  Air  Line  Railroad  shall  provide,  maintain  and 
police  those  designated  by  the  letters  AA,  Q  and  Z,  as  shown  on  Exhibit  A. 

That  the  switches  hereinbefore  mentioned  shall  be  provided,  maintained 
and  policed  as  follows: 

(d)  The  Rock  Island  Company  shall  provide,  maintain  and  police  that 
one  numbered  11  on  said  Exhibit  A. 

(e)  The  Lake  Shore  and  Rock  Island  Companies  shall  jointly  provide, 
maintain  and  police  those  numbered  4  and  10  on  said  Exhibit  A. 

(f )  The  Air  Line  shall  provide,  maintain  and  police  those  numbered  1,  2, 
3,  5,  6,  7  and  8  on  said  Exhibit  A. 

(g)  The  Western  Indiana  Company  shall  provide,  maintain  and  police  that 
one  numbered  9  on  said  Exhibit  A. 

The  exhibits  hereinbefore  referred  to  are  hereto  attached,  authenticated 
by  the  signatures  of  the  Chief  Engineer  or  other  duly  authorized  officer  of 
each  of  the  parties  hereto  and  made  a  part  of  this  agreement. 

In  witness  whereof,  The  parties  hereto  have  severally  caused  these  presents 
to  be  subscribed  in  their  names  and  behalf  by  their  respective  Presidents 
or  Vice-Presidents,  and  their  respective  corporate  seals  duly  attested  to  be 
hereunto  affixed  on  the  day  and  year  first  above  written. 

[seal]  Lake  Shore  and  Michigan  Southern  Railway  Company 

By  W.  H.  Newman, 
Attest:  President. 

N.  Bartlett, 

Asst.  Secretary.    ' 

[seal]  Chicago,  Rock  Island  and  Pacific  Railway  Company 

By  H.  A.  Parker, 
attest:  Vice  Pres-ident. 

Geo.  H.  Crosby, 
Secretary. 

[seal]  Chicago  and  Western  Indiana  Railroad  Company 

By  B.  Thomas, 
Attest :  President. 

M.  J.  Clark, 
Secretary. 

Atchison,  Topeka  and  Santa  Fe  Railroad  Company  in  Chicago 
[seal]  By  E.  P.  Ripley, 

President. 
Attest : 

D.  L.  Gallup, 
Secretary. 


308        CHICAGO,   BURLINGTON    &   QUINCY   RAILROAD    COMPANY 

Chicago,  Madison  and  Northern  Railroad  Company 
[seal]  By  John  C.  Welling, 

Vice-President. 
Attest: 

\V.  G.  Bruen, 
Secretary. 

Chicago  and  Alton  Eailroad  Company 
[seal]  By  S.  M.  Felton, 

President. 
Attest: 

CH.   II.  Davis, 
Secretary. 

[seal]  Illinois  Central  Railroad  Company 

By  Stuyvesant  Fish, 
Attest :  President. 

w.  (i.  Bruen, 
Asst.  8<  crt  tin  )/. 

Michigan  Central  Railroad  Company 
[seal]  By  H.  B.  LiEYAKD, 

"President. 
Attest : 
E.  D.  Worcester, 
Seen  tary. 

Chicago  and  Northwestern  Railway  Company 
[seal]  By  Marvin  IIughitt, 

President. 
Attest : 

J.    B.    liKDKlELD, 

Asst.  Secretary. 

Chicago,  Burlington  and  Quincy  Railroad  Company 
[seal]  By  Geo  B.  Harris, 

President. 
Attest : 

H.  W.  Weiss, 
Asst.  Secretary. 


,} 


State  of  Ohio, 

y  ss. 
County  of  Cuyahoga 

On  this  eighteenth  day  of  March  in  the  year  of  our  Lord  one  thousand 
nine  hundred  and  one,  before  me,  a  Notary  Public  within  and  for  the 
County  and  State  aforesaid,  personally  appeared  W.  H.  Newman,  personally 
known  to  me  and  known  to  be  the  President  of  the  Lake  Shore  and  Michigan 
Southern    Railway    Company,   and   to   be   the   same   person   whose  name   is 


CORPORATE    HISTORY  309 

subscribed  to  the  foregoing  instrument  as  having  executed  the  same  as 
such  President,  and  acknowledged  to  me  that  such  foregoing  instrument 
was  signed,  sealed  and  delivered  by  him  as  such  President,  and  by  said 
Company,  as  the  free  and  voluntary  act  of  said  Company,  for  the  uses  and 
purposes  therein  set  forth. 

In   witness  whereof,  I  have  hereunto  set  my  hand  and  notarial  seal  the 
day  and  year  last  above  written. 
[seal]  Carl  E.  Apthorp, 

Notary  Public. 

State  of  Illinois,  ) 
County  of  Cook.     \ 

On  this  twenty-first  day  of  December,  in  the  year  of  our  Lord  one 
thousand  nine  hundred,  before  me,  a  Notary  Public  within  and  for  the 
County  and  State  aforesaid,  personally  appeared  H.  A.  Parker,  personally 
known  to  me  and  known  to  be  the  Vice-President  of  the  Chicago,  Bock 
Island  and  Pacific  Eailway  Company,  and  to  be  the  same  person  whose  name 
is  subscribed  to  the  foregoing  instrument  as  having  executed  the  same  as 
such  Vice-President,  and  acknowledged  to  me  that  such  foregoing  instrument 
was  signed,  sealed  and  delivered  by  him  as  such  Vice-President,  and  by 
said  Company,  as  the  free  and  voluntary  act  of  said  Company,  for  the  uses 
and  purposes  therein  set  forth. 

In  witness  whereof,  I  have  hereunto  set  my  hand  and  notarial  seal  the 
day  and  year  above  written. 
[seal]  Frank  Stewart, 

Notary  Public. 

State  of  Illinois.  ) 

r  SS 

County  of  Cook.     \ 

On  this  twelfth  day  of  October,  in  the  year  of  our  Lord  one  thousand 
nine  hundred,  before  me,  a  Notary  Public  within  and  for  the  County  and 
State  aforesaid,  personally  appeared  B.  Thomas,  personally  known  to  me 
and  known  to  be  the  President  of  the  Chicago  and  Western  Indiana  Eail- 
road  Company,  and  to  be  the  same  person  whose  name  is  subscribed  to  the 
foregoing  instrument  as  having  executed  the  same  as  such  President,  and 
acknowledged  to  me  that  such  foregoing  instrument  was  signed,  sealed  and 
delivered  by  him  as  such  President,  and  by  said  Company,  as  the  free  and 
voluntary  act  of  said  Company,  for  the  uses  and  purposes  therein  set  forth. 

In  witness  whereof,  I  have  hereunto  set  my  hand  and  notarial  seal  the 
day  and  year  last  above  written. 
Lseal]  Edgar  P.  H.  West, 

Notary  Public. 

State  of  Illinois,  / 

v  SS. 

County  of  Cook.     ) 

On  this  twentieth  day  of  November,  in  the  year  of  our  Lord  one  thousand 
nine  hundred,  before  me,  a  Notary  Public  within  and  for  the  County  and 
State  aforesaid,  personally  appeared  E.  P.  Eipley  personally  known  to  me 


310         CHICAGO,  BURLINGTON   &   Ql  DSTCY  RAILROAD  COMPANY 

and  known  to  be  the  President  of  the  Atchison,  Topeka  and  Santa  Fe 
Railroad  Company  in  Chicago,  and  to  be  the  same  person  whose  name  is 
subscribed  to  the  foregoing  instrument  as  having  executed  the  same  as 
such  President,  and  acknowledged  to  nie  that  such  foregoing  instrument 
was  signed,  sealed  and  delivered  by  him  as  such  President,  and  by  said 
Company,  as  the  free  and  voluntary  act  of  said  Company,  for  the  uses  and 
purposes   therein   set   forth. 

In  1    have  hereunto  set   my  hand  and   notarial  seal  the 

day  and  year  last  above  writto  a. 

\l]  A.  E.  Speiks, 

Notary  Public. 


State  of 

Cor: 


Illinois.  / 
) 


On  tin-  fifth  da       '   October,  in  the  year  of  one  Lord  one  thousand  nine 
hundred,  me,  8   Notary  Public  within  and  for  the  County  and  state 

aforesaid,  personally  appeared  John  0.  Welling,  personally  Known  to  me 
and  known  to  be  the  Vice  Presidenl  of  the  Chicago,  Madison  and  Northern 
Ra  Iroad  Company,  and  to  be  the  Bame  person  whose  name  is  subscribed  to 
the  '  rtrument  as  having  executed  the  same  as  such  Vice  President, 

and  acknowledged  to  me  that  bucd  foregoing  instrument  was  signed,  Bealed 
and  delivered  by  him  as  such  \  ici  President,  and  by  said  Company,  as  the 
free  and  voluntary  acl  of  said  Company,  for  the  uses  and  purposes  therein 

rth. 

/  .   I    have  ben  el   my  hand  and   notarial  seal  the 

day    and   year    la-t    almve   writ' 

\L]  D  w  id  W.  Boss, 

A  otary  Public. 


"OK 


- 


On  this  sixth  day  of  June,  in  the  year  of  oui  Lord  one  thousand  nine 
hundred  and  our,  before  me,  a  Notary  Public  within  and  for  the  County 
and   Stal  personally  appeared   3.   M.   Pelton,  personally  known 

to  me  and  known  to  be  the   !  '   of  the  Chicago  and  Alton   Railroad 

Company,  and  to  be  the  Bame  person  whose  name  i  bed  to  the  fore 

g  instrument  as  having  executed  the  same  as  such  President,  and  ac- 
knowledged  to  me  that  Buch  foregoing  instrument  was  signed,  sealed  and 
delivered  by  him  as  such  Pr<  id  Company,  as  the  free  and 

voluntary  act  of  said  Company,  for  the  uses  and  purposes  therein  set  forth. 

/  ritness  whereof,  I  have  hereunto  sot  my  hand  and  notarial  seal  the 
da\    and  year  last   above  written. 

[seal]  Frank  G.  Offenlock, 

Notary  Public. 


Hss. 


CORPORATE    HISTORY  311 

State  of  Illinois, 
County  of  Cook. 

On  this  fifth  day  of  October,  in  the  year  of  our  Lord  one  thousand  nine 
hundred,  before  me,  a  Notary  Public  within  and  for  the  County  and  State 
aforesaid,  personally  appeared  Stuyvesant  Fish,  personally  known  to  me 
and  known  to  be  the  President  of  the  Illinois  Central  Railroad  Company, 
and  to  be  the  same  person  whose  name  is  subscribed  to  the  foregoing 
instrument  as  having  executed  the  same  as  such  President,  and  acknowledged 
to  me  that  such  foregoing  instrument  was  signed,  sealed  and  delivered  by 
him  as  such  President,  and  by  said  Company,  as  the  free  and  voluntary 
act  of  said  Company,  for  the  uses  and  purposes  therein  set  forth. 

In  witness  whereof,  I  have  hereunto  set  my  hand  and  notarial  seal  the 
day  and  year  last  above  written. 
[seal]  David  W.  Ross, 

Notary  Public. 


State  of  Michigan,  ) 
County  of  Wayne.   )  ' 

On  this  seventh  day  of  December  in  the  year  of  our  Lord  one  thousand 
nine  hundred,  before  me,  a  Notary  Public  within  and  for  the  County  and 
State  aforesaid,  personally  appeared  H.  B.  Ledyard,  personally  known  to 
me  and  known  to  be  the  President  of  the  Michigan  Central  Railroad 
Company,  and  to  be  the  same  person  whose  name  is  subscribed  to  the  fore- 
going instrument  as  having  executed  the  same  as  such  President,  and  ac- 
knowledged to  me  that  such  foregoing  instrument  was  signed,  sealed  and 
delivered  by  him  as  such  President,  and  by  said  Company,  as  the  free  and 
voluntary  act  of  said  Company,  for  the  uses  and  purposes  therein  set  forth. 

In  witness  whereof,  I  have  hereunto  set  my  hand  and  notarial  seal  the 
day  and  year  last  above  written. 
[seal]  T.  W.  Wagstaff, 

Notary  Public. 


jLINOISJ 
UOOK.       \ 


State  of  Illinois,) 
County  of  C< 

On  this  eighth  day  of  October,  in  the  year  of  our  Lord  one  thousand  nine 
hundred,  before  me,  a  Notary  Public  within  and  for  the  County  and  State 
aforesaid,  personally  appeared  Marvin  Hughitt,  personally  known  to  me 
and  known  to  be  the  President  of  the  Chicago  and  Northwestern  Railway 
Company,  and  to  be  the  same  person  whose  name  is  subscribed  to  the 
foregoing  instrument  as  having  executed  the  same  as  such  President,  and 
acknowledged  to  me  that  such  foregoing  instrument  was  signed,  sealed 
and  delivered  by  him  as  such  President,  and  by  said  Company,  as  the  free 
and  voluntary  act  of  said  Company,  for  the  uses  and  purposes  therein  set 
forth. 

In  witness  whereof,  I  have  hereunto  set  my  hand  and  notarial  seal  the 
day  and  year  last  above  written. 

[SEAL]  J.    R.   GUILLIAMS, 

Notary  Public. 


312        CHICAGO,   BURLINGTON    &    QUINCY   RAILROAD    COMPANY 

STATE  ok  Illinois./ 

r  SS 

Coi  nty  of  Cook.     ) 

On  this  i.'tlii  fifth  day  of  November,  in  the  year  of  our  Lord  one  thou- 
sand nine  hundred,  before  me,  a  Notary  Public,  within  and  for  the  County 
and  State  aforesaid,  personally  appeared  Geo.  B.  Harris,  personally  known 
t<>  me  and  known  to  be  the  Vice-President  of  the  Chicago,  Burlington  and 
Quincy  Railroad  Company,  and  to  be  the  same  person  whose  came  is  sub- 
ied  to  the  foregoing  instrument  as  having  executed  the  same  as  such 
Vice-President,  and  acknowledged  to  me  thai  such  foregoing  instrument 
•  signed,  Bealed  and  delivered  by  him  as  such  Vice-President,  and  by 
said  Company,  as  the  tree  and  voluntary  ad  of  said  Company,  for  the  uses 
and  purposes  therein  Bet  forth. 

In  witness  whereof,  I  have  hereunto  set  my  hand  and  notarial  seal  the 
day  and  year  last  above  written. 

LsealJ  .  Herbert  11  a  ask, 

Notary  Public. 

EXHIBIT  D. 

Description  of  the  location  of  the  walls  and  abutments  hereinbefore  re- 
ferred to  and  the  percentages  of  the  cost   to  each  Company  of  the  con 

structioii  of  th<-  said  walls,  abutments  and  fences. 

.1    is  located   on  the  west   side  of  Clark  Street   and  extends  north  from 
the    north    end    of   Clark    Street     Viaduct    two    hundred    and    sixty  three    (263) 

Wall     />'     is     located     northwesterly    of    the    depressed    main    tracks    of    the 

Western   Indiana   Company   between   the  north  abutment   of  the  bridge  of 

the  Lake  shore  and  Bock  Island  Companies  over  the  main  subway  and  the 

Q0r1  abutment    of 'the    bridge    Of    the    Air    Line    Railroad    over    said 

main  subway. 

Wall  C  is  locate.)  northwesterly  of  the  depressed  main  tracks  of  the 
Western  Indiana  Company,  between  the  northwesterly  abutmenl  of  the 
bridge  of  the  Air  Line  Railroad  over  the  mam  subway  and  the  northwesterly 
abutmenl  of  the  bridge  of  the  Lake  shore  and  Bock  [eland  Companies  which 
carries  the  two  elevated  joint  south  wye  switching  tracks  of  said  companies 
over  the  said  Bubway. 

W'ull    1)    is    located    northwesterly    of    the    depressed    main    tracks    of    the 

Western   Indiana  Company  between  the  abutmenl   last  above  described  and 

the  north  line  of  Sixteenth  street. 

Hull  F.    1    is   located   southeast   of  the  d(  pressed   main   tracks  of  the  Western 

Indiana  Company  between  the  east  abutment  of  the  bridge  of  the  Lake  shore 

and  Rock  Island  Companies  which  carries  the  two  elevated  joint  south  wye 
switching  tracks  of  said  Companies  over  the  main  subway  and  the  south 
line  of  Sixteenth 

Wall  1'.  -  is  located  s..u<iie;,>t  of  the  depressed  main  tracks  of  the  Western 
Indiana  Company  between  the  BOUth  line  of  Sixteenth  Street  and  a  point 
opposite  the  head  I. lock  of  the  switch  joining  the  two  elevated  main  tracks 
of  the   Alton   Company. 


CORPORATE    HISTORY  313 

Wall  E-3  is  located  east  of  the  main  tracks  of  the  Western  Indiana  Com- 
pany between  the  last-mentioned  headblock  and  Eighteenth  Street. 

Wall  F  is  located  west  of  the  coach  yard  tracks  of  the  Santa  Fe  Company 
between  the  west  abutment  of  the  bridge  of  the  Madison  and  Northern  Com- 
pany over  the  depressed  main  tracks  of  the  Santa  Fe  Company  and  Eight- 
eenth  Street. 

Wall  G  is  located  east  of  the  coach  yard  tracks  of  the  Santa  Fe  Company 
between  the  east  abutment  of  the  bridge  of  the  Madison  and  Northern  Com- 
pany over  the  depressed  main  tracks  of  the  Santa  Fe  Company,  and  the 
west  line  of  Wentworth  Avenue. 

Wall  H  is  located  northwesterly  of  the  depressed  main  tracks  of  the  Santa 
Fe  Company  between  the  western  abutment  of  the  bridge  of  the  Madison  and 
Northern  Company  last  above  described  and  the  western  abutment  of  the 
bridge  of  the  Lake  Shore  and  Bock  Island  Companies  carrying  the  two  ele- 
vated joint  south  wye  switching  tracks  of  the  said  Companies  over  the  Santa 
Fe  tracks. 

Wall  I  is  located  southeasterly  of  the  depressed  main  tracks  of  the  West- 
ern Indiana  Company  and  extends  northeasterly  from  the  easterly  abutment 
of  the  bridge  of  the  Lake  Shore  and  Rock  Island  Companies,  carrying  the 
two  elevated  joint  south  wye  switching  tracks  of  the  said  Companies  over  the 
main  subway  to  the  northeasterly  end  of  said  wall.  • 

Wall  J  is  located  southeasterly  of  the  depressed  main  tracks  of  the  Santa 
Fe  Company  between  the  easterly  abutment  of  the  bridge  of  the  Madison 
and  Northern  Company  and  the  easterly  abutment  of  the  bridge  of  the  Lake 
Shore  and  Rock  Island  Companies  carrying  the  two  elevated  joint  south  wye 
switching  tracks  of  the  said  Companies  over  the  Santa  Fe  tracks. 

Wall  K  is  located  southeasterly  of  the  depressed  main  tracks  of  the  Santa 
Fe  Company  between  the  southeasterly  abutment  of  the  bridge  of  the  Air 
Line  Railroad  over  the  main  subway  and  the  southeasterly  abutment  of  the 
bridge  of  the  Lake  Shore  and  Rock  Island  Companies  carrying  the  ele- 
vated joint  switching  track  of  the  said  Companies  (known  as  the  Alton  con- 
necting track)  over  the  said  main  subway. 

Wall  L  is  located  southeasterly  of  the  depressed  main  tracks  of  the  Santa 
Fe  Company  between  the  south  abutment  of  the  bridge  carrying  the  ele- 
vated main  tracks  of  the  Lake  Shore  Company  and  the  west  side  of  Clark 
Street. 

Wall  M-l  is  located  along  the  west  side  of  Clark  Street  and  extends  north, 
from  the  north  end  of  the  west  abutment  of  the  bridge  of  the  Madison  and 
Northern  and  Air  Line  Railroads  over  Clark  Street  forty-three  (43)  feet. 

Wall  M-2  is  located  along  the  west  side  of  Clark  Street  and  extends  from 
a  point  forty-three  (43)  feet  north  of  the  west  abutment  of  the  bridge  of 
the  Madison  and  Northern  and  Air  Line  Railroads  over  Clark  Street  to  the 
south  end  of  Clark  Street  Viaduct. 

Wall  N  is  located  along  the  west  side  of  Clark  Street  between  the  west 
abutment  of  the  bridge  of  the  Madison  and  Northern  and  Air  Line  Rail- 
roads over  Clark  Street  and  the  brick  building  on  the  corner  of  Clark  and 
Sixteenth  Streets. 


314        CHICAGO,    BURLIXGTOX    &    QUIXCY    RAILROAD    COMPANY 

Watt  0  is  located  on  the  east  side  of  Clark  Street  between  the  east  abut- 
ment of  the  bridge  of  the  Madison  and  Northern  and  Air  Line  Railroads 
over  dark  Street  and  the  north  line  of  Sixteenth  Street. 

U'ull  P-\  is  located  along  the  east  line  of  Clark  street  between  the  east 
abutment  of  the  bridge  of  the  Madison  and  Northern  and  Air  Line  Kail- 
roads  over  Clark  Street  and  the  fire-proof  office  building  of  the  Air  Line 
Railroad. 

Watt  P-2  is  located  along  the  east  line  of  Clark  Street  between  the  said 
fire-proof  office  building  of  the  Air  Line  Railroad  and  the  South  end  of  the 

Clark  Street  Viaduct. 

U'dll  Q  is  located  along  the  east  side  of  Clark  Street  between  the  north 
end    of   the  Clark   Streel     Viaduct    and    the   south    line   of    Fifteenth    Street. 

Wall  I!  is  located  westerly  of  the  depressed  tracks  of  the  Western  Indiana 
Company  between  the  east   line  of  Clark  Street  and    Fifteenth   Street. 

Wall  S  is  located  along  the  south  boundary  line  id'  the  right  of  way  of 
the  Madison  and  Northern  Company  between  the  west  side  of  Clark  Street 
ami  the  main   track  of  the  Lake  Shore  Company. 

Wall  T  is  located  along  the  south  boundary  line  of  the  right  id*  way  of 
the  Madison  ami  Northern  Company  east  of  tin-  east  abutment  of  the  bridge 

of  the   Madison  and  Northern   Company  o\er  the  Santa    Fe  tracks. 

Wall  D  is  located  in  Clark  street  ami  separates  the  tracks  of  the  street 

railway    from   tin-   wagon-wa)    on   said   street    between    the  north   line   id'    Six- 
teenth Street   and  the  south   end   of  the  Clark  Street    Viaduct. 

I'Kia  KNTAiiKs  OK  COBT  OK   RETAINING   WALLS  AND   I'l  W(  BS 

Wall    A.  C.  &    W.    1..  -'.>',  j    Lake  Shore,  7  1',. 

Wall  L,  <•   &  w.  L.  383  :  L:ikr  Shore,  :il';  ;  Bock  [aland,  31%. 

Wall  C  C.  W.  A  L.  28%;  Lake  Shore,  is',;  bock  Island,  18%;  Air 
Lin.'.  36%. 

Wall   D.  C  &   W.   L,   luii',. 

Wall   L'l.  North  of  the  south   line  of  Sixteenth  Street. 

C.  &  W.  I.,  L'l';  ;    Lake  Shore,  39%%  j    Rock   Island,  39y2%. 

Wall  E  2,  smith  line  of  sixteenth  street  to  headblock  of  C.  &  A.  double 
track. 

C.  &  W.   I..  589J  :  Chicago  and  Alton,  41"',. 

Wall   E  ::.  Beadblock  of  C.  &  A.,  double  track  to  south  end  of  wall. 

C.  &  W.  L.  :::'',  ;  Chicago  and  Alton,  ill', . 

Wall    F,   A.   T.  &   8.    F.   l'l',  ;    C.    M.   &    .V.   76%. 
Wall  G,  A.  T.  &  S.  F.,  100%. 

Wall  11,  A.  T  .v  s.  F..  i".";  ;  Lake  Shore,  35%#  :  Rock  Island,  35*/2%. 
Wall  I.  C.  &  W.  I..  _■.<<;  :  i.;ike  Shore,  35y2%  ;  Rock  Island,  35%%. 
Wall  .1.  A.  T.  &  s.  F.,  2995  ;   Lake  shore,  35%%;  Rock  Island,  35%%. 
Wall  K,  A.  T.  &  s.  i\.  :;.',  ;  Lake  shore,  31%$  ;  Rock  Island,  31%%. 
Wall  L,  A.  T.  .V  s.  F.,  42%  ;  Lake  Shore,  29%;  Rock  Island,  29%. 
Wall  Ml,  Air  Line,  16%;  Lake  Shore,  42%;  Rock  Island,  42%. 
Wall  Ml'.  A.  T.  &  s.  F.,  36%;  Lake  Shore,  32%, ;  Rock  Island,  32%,. 
Wall  N,  C  M.  ,x  N.,  ."ii';  ;  Air  Line,  .",0%o. 


CORPORATE    HISTORY  315 

Wall  0,  Air  Line,  100%. 

Wall  P-l,  Air  Line,  100%. 

Wall  P-2,  A.  T.  &  S.  F.,  100%. 

Wall  Q,  C.  &  W.  I.,  100%. 

Wall  R,  C.  &  W.  L,  100%. 

Wall  S,  C.  M.  &  N.,  50%  Air  Line,  50%. 

Wall  T,  C.  M.  &  N.,  50% ;  Lake  Shore,  50%. 

Wall  U,  A.  T.  &  S.  P.,  63% ;  Air  Line,  37%. 

Pump  Rec.  A.  T.  &  S.  F.,  17%;  C.  &  W.  L,  51%;  Lake  Shore,  16%;  Rock 
Is.,  16%. 

Division  of  the  cost  of  the  fences  is  the  same  as  that  of  the  retaining  walls 
as  shown  above. 

Percentages  of  Cost  of  Abutments. 

Abutment  I.     C.  &  W.  I.,  100%. 

Abutment  II.     A.  T.  &  S  F.,  100%. 

Abutment  III.     C.  &  W.  I.,  87% ;  Lake  Shore,  6y2% ;  Rock  Island,  6y2%. 

Abutment  IV.     A.  T.  &  S.  F.,  84%;  Lake  Shore,  8%;  Rock  Island,  8%. 

Abutment  V.     A.  T.  &  S.  F.,  100%,. 

Abutment  VI.     C.  &  W.  I.,  100%. 

Abutment  VII.     A.  T.  &  S.  F.,  100%. 

Abutment  VIII.     C.  M  &  N.,  23%  ;  Air  Line,  77%. 

Abutment  IX.     A.  T.  &  S.  F.,  100%. 

Abutment  X.     A.  T.  &  S.  F.,  100%. 

Abutment  XL     C.  &  W.  I.,  100%. 

Abutment  XII.     C.  &  W.  I.,  100%. 

Abutment  XIII.     A.  T.  &  S.  F.,  100%. 

Abutment  XIV.     A.  T.  &  S.  F.,  100%. 

Abutment  XV.      A.  T.  &  S.  F.,  100%. 

Abutment  XVI.     A.  T.  &  S.  F.,  100%. 


TRUST  MORTGAGES 

TRUST  MORTGAGE,  January   1,  1858. 

THE  CHICAGO,  BURLINGTON  AND  QUINCE  BAIL  ROAD  COMPANY 

to 
Robert  B.  Forbes,  J.   X.   A.  Griswold,  and  Edward  L.  Baker, 

Trustees. 

This  mortgage  covers  the  Chicago,  Burlington  and  Quincy  Railroad  (con- 
sisting of  the  Chicago  and  Aurora  Railroad  and  the  Central  Military  Tract 
Railroad,  consolidated  .  subjecl  to  prior  mortgages  existing  upon  those 
roads,  and  secures  an  issue  of  bonds  amounting  to  $5,000,000,  These  bonds 
are  dated  Jan.  1.  1858,  have  twentj  five  years  to  run,  and  mature  Jan.  1, 
1883,  Entereel  al  the  rate  of  eight  per  cent,  payable  semi-annually. 
This  Indenture,  made  this  first  day  of  January,  A.  D.  1858,  between  the 
Chicago,  Burlington  and  Quincy  Railroad  Company,  a  corporation  duly  con- 
stitute.! as  such  under  the  law  of  the  State  of  Illinois,  party  of  the  first 
part,  and  Roberl  B.  Porbes,  of  the  city  of  Boston  and  State  of  Massachu- 
setts;    John   NT.   A.  GriSWOld,  Of  the  city  Of   New    York,  State  of  New   York; 

and  Edward  L.  Baker,  of  New   Bedford,  in  the  state  of  Massachusetts,  of 

the    second    part  :  — 

Whereas,  the  Baid  party  of  the  first  part,  under  the  arts  incorporating 
said  company,  have  constructed  and  are  operating  a  railroad  from  the 
junction  of  the  Galena  and  Chicago  Dnion  Railroad  (at  a  point  about  thirty 
miles  from  Chicago  to  Galesburg,  in  the  state  of  Illinois,  a  distance  of 
about  one  hundred  and  thirty  nine  miles  to  the  point  of  junction  with  the 
Peoria  and  Oquawka  Railroad,  and  have  equipped  the  same  with  locomotives, 
ten. let-,  passenger,  baggage,  and  freight  cars,  for  transaction  of  business 
between  Chicago  and  Burlington,  in  the  state  of  Iowa.  And  whereas,  by 
reason  of  the  large  equipment  required  for  said  road,  and  other  expenditures 
for  depot  grounds  and  other  purposes,  authorized  by  the  various  acts  of 
the  General  Assembly  of  the  state  of  Illinois,  there  exists  a  large  floating 
debt  which  it  is  important  to  liquidate  and  pay  off.  And  whereas,  there 
exists  a  funded  debt  against  the  Baid  company,  which  was  created  before 
the  consolidation  of  the  two  companies  which  now  compose  the  Chicago, 
Burlington  and  Quincy  Railroad  Company, — viz.,  the  Chicago  and  Aurora 
Railroad  Company  and  the  Central  Military  Tract  Railroad  Company, — 
which  said  debt  exists  in  the  following  form,  viz. :  six  hundred  and  forty 
bonds  of  one  thousand  dollars  each,  of  the  said  Chicago  and  Aurora  Rail- 
road Company,  dated  July  1,  A.  D.  1852,  and  payable  July  1,  A.  D.  1867, 
and  hearing  interest  at  the  rate  of  seven  per  cent  per  annum,  and  secured 
by  a  first  mortgage  on  that  part  of  the  road  of  this  company  formerly 
known  as  the  Chicago  and  Aurora  Railroad;  five  hundred  and  twenty-three 
bonds,  of  one  thousand  dollars  each,  dated  October  1,  A.  D.  1854,  and  pay- 
able October  1,  A.  D.  1869,  bearing  interest  at  the  same  rate,  which  said 

316 


CORPORATE    HISTORY  317 

bonds  are  secured  to  be  paid  by  a  second  mortgage  on  said  road;  eight 
hundred  bonds,  of  one  thousand  dollars  each,  of  the  said  Central  Military 
Tract  Eailroad  Company,  dated  July  1,  A.  D.  1852,  payable  July  1,  A.  D. 
1864,  bearing  interest  at  the  rate  of  seven  per  cent,  and  secured  by  a  first 
mortgage  on  that  part  of  the  road  of  the  Chicago,  Burlington  and  Quincy 
Eailroad  Company  known  formerly  as  the  Central  Military  Tract  Eailroad; 
four  hundred  and  fifty  bonds  of  the  Central  Military  Tract  Eailroad  Com- 
pany, of  one  thousand  dollars  each,  dated  May  1,  A.  D.  1854,  and  payable 
May  1,  A.  D.  1868,  bearing  interest  at  the  rate  of  eight  per  cent  per 
annum,  and  convertible  into  stock  until  May  1,  1864,  and  secured  by  a 
second  mortgage  upon  the  said  road;  seventeen  bonds  of  the  said  Central 
Military  Tract  Company,  dated  April  1,  A.  D.  1854,  and  payable  April  1, 
A.  D.  1868,  and  bearing  interest  at  eight  per  cent,  payable  semi-annually; 
and  eighty-eight  bonds  of  said  company,  dated  March  1,  A.  D.  1856,  and 
payable  March  1,  A.  D.  1876,  and  bearing  interest  at  the  rate  of  eight  per 
cent,  and  also  convertible  until  March  1,  1866.  And  whereas;  by  an  act  of 
the  General  Assembly  of  the  State  of  Illinois,  passed  February  8,  1854, 
the  company  is  authorized  to  construct  a  branch  from  its  main  line,  from 
the  village  of  Aurora  to  and  into  the  city  of  Chicago,  and  to  acquire  and 
hold  depot  and  station  grounds  and  such  other  lands  as  may  be  required  for 
the  business  of  the  company  in  said  city.  And  whereas,  depot  grounds  of 
great  value  have  been  there  acquired,  and  it  may  become  not  only  expedient 
but  of  the  highest  importance  to  construct  said  road  from  Aurora  into  the 
city  of  Chicago.  And  whereas,  it  is  desirable  to  consolidate  the  said  debt 
and  replace  the  bonds  now  out,  and  representing  it,  by  bonds  bearing  the 
name  and  style  of  "Bonds  of  the  Consolidated  Company,"  and  also  to  pro- 
vide means  of  paying  off  the  existing  floating  debt,  and  for  the  construc- 
tion, when  expedient,  of  said  road  into  Chicago,  and  for  other  purposes. 
And  whereas,  to  accomplish  these  things,  the  said  company  has  resolved,  at 
a  meeting  of  the  board  of  directors  thereof,  duly  held  for  that  purpose,  on 
the  twenty-third  day  of  December,  A.  D.  1857,  to  raise  money  by  loan  for 
the  payment  of  four  hundred  thousand  dollars  of  said  floating  debt,  and 
to  provide  for  an  issue  of  bonds  for  the  same  and  for  other  the  said  pur- 
poses: and  in  order  to  secure  the  payment  thereof,  and  also  to  provide  a 
means  by  which  the  holders  of  the  said  bonds  of  the  said  Chicago  and 
Aurora  and  the  Central  Military  Tract  Eailroad  Companies  may  substitute 
for  them,  at  their  option,  bonds  of  the  consolidated  company,  bearing  date 
the  first  day  of  January,  A.  D.  1858,  with  interest  at  the  rate  of  eight  per 
cent,  payable  semi-annually  in  New  York,  and  having  twenty-five  years  to 
run  to  maturity,  have  further  resolved  to  issue  its  bonds,  of  one  thousand 
dollars  each,  dated  January  1,  A.  D.  1858,  and  having  twenty-five  years  to 
run  to  maturity,  to  such  an  amount  as,  with  the  present  bonds  existing  and 
outstanding  and  above  described,  will  make  a  total  amount  of  (5)  five 
millions  of  dollars,  but  of  which  only  fourteen  hundred  and  eighty-two 
bonds  shall  be  offered  for  sale  until  the  construction  of  said  road  into  Chi- 
cago shall  be  undertaken;  and  twenty-five  hundred  and  eighteen,  say  Nos. 
1  to  2,518  inclusive,  to  be  issued  only  as  the  holders  of  the  bonds  of  the 
said  Chicago  and  Aurora  and  Central  Military  Tract  Eailroad  Companies 


318        CHICAGO,   BURLINGTON   &    QUINCY   RAILROAD    COMPANY 

may  desire  to  exchange  the  outstanding  bonds  of  those  companies  therefor, 
and  are  to  be  only  issued  and  used  and  exchanged  for  the  present  existing 
bonds  or'  those  companies,  or  sold  to  pay  the  same  as  hereinafter  provided; 
and  the  remaining  one  thousand  bonds  are  to  be  issued  for  the  construction 
of  said  road  into  Chicago  when  resolved  upon.  Provided,  however,  that  if 
said  road  into  Chicago  should  1"'  constructed  by  other  means,  or  it'  any  of 
said  outstanding  bonds,  which  are  convertible  into  stork,  should  be  so  con 
verted,  then  tin-  residue  of  such  bonds  herein  provided  to  lie  issued  may  lie 
issued  and  used  for  any  such  other  purposes  as  may  be  determined  by  said 
corporation  in  the  manner  hereinafter  provided.  And  said  corporation  has 
further  resolved  to  execute  a  mortgage  upon  the  road  of  the  company,  its 

depot  grounds  and  equipments,  of  everj    nature  and  kind,  to  secure  the  pay- 
made  and   issued  "i    1"  1"'  issued,  and  which  said  mort- 

>uld  he  the  only  lien  or  incumbrance  upon  the  property  so  mortgaged, 

cx.ept  only   the  mortgages  above  mentioned  ami  described,  and   which   should 

be  a  first  m<  ipon  said  road  from  Aurora  into  Chicago,  ami  on  the 

depot  ui  ounds  at  « !hi< 

Now,   '  .  this  indenture  witness, -th,  that    the  said  party  of  the   first 

part,  in  the  payment  of  the  said  bonds  and  interest,  and  in 

consideration  of  the  sum  of  one  dollar  to  them  at  the  sealing  ami  delivering 
of  this  instrument  in  hand  paid  by  the  said  parties  of  the  second  part,  the 
eipt    whereof    is    hereby    acknowledged,    have    granted,    bargained,   sold, 
transferred,  and  conveyed,  and   ly    these   presents  do  grant,   bargain,  sell, 

transfer,   and   convey    unto    the   -aid    parties   of   the   second    part    (who   hereby 

pt   the  trust   herein  contained),  and   to  the  survivor  or  Burvivors,  and 
essor  or  -  rs  in  the  -aid  trust  or  assigns,  the  following  present  ami 

future  to  he  acquired  property  "f  the  -aid   parties  of  the  first   part,  per- 
taining td  the  -aid   mad,  including  s;,i,l  ruad,  which   is  already  or  which   may 

after  he  constructed,  and  it-  appurtenances;  the  right  of  way  and 
land  occupied,  acquired,  and  to  he  acquired  thereby,  together  with  the  super- 
structure thereon,  or  to  he  constructed  thereon,  or  procured  therefor,  in- 
clusive of  the  iron  rails,  equipments,  ami  superstructure  purchased,  <>r  to 
he  purchased  therefor,  bridges,  viaducts,  feme-,  depot  grounds,  ami  build- 
,   including   the   depot    grounds   at    Chicago,   engines,   tenders, 

-.    tools,    machinery,    contracts,    and    all    other    persnual    property,    right 

thereto,  or  interest  therein,  together  with  the  tolls  ami  rents  to  be  levied 

.from,  and  all  the  franchises,  rights,  or  privileges  of  the  said  party  of 
the   lirst   part,  in   and   to  and   concerning  the  said    road   constructed   or  to  be 

•rueted,  ami  its  appurtenances,  and  said  depot  grounds;  but  nothing 
ined  shall  be  construed  to  prevent  the  party  of  the  lirst  part 
from  selling,  hypothecating,  or  disposing  of  securities  received  in  payment 
of  stock  or  otherwise,  or  of  lands  or  any  other  property  of  the  said  com- 
pany, not  necessary  to  be  retained  for  their  roadway  or  depot  grounds,  nor 
required  for  the  construction  or  convenient  use  of  said  road;  nor  from 
collecting  moneys  due  the  company  on  stock  subscription,  or  otherwise,  pro- 
vided they  shall  diligently  proceed  to  collect  and  faithfully  apply  all  such 
means  to  the  proper  construction  ami  equipment  of  their  said  road,  the 
fulfilment  of  their   contracts,  and   the  payment  of  the  obligations  hereby 


CORPORATE   HISTORY  319 

incurred;  and  provided  also,  that  no  default  shall  have  been  made  in  the 
payment  of  the  interest  of  any  of  the  above-described  bonds. 

To  have  and  to  hold  the  said  premises,  and  every  part  thereof,  with  the 
appurtenances,  unto  the  said  parties  of  the  second  part,  the  survivor  or 
survivors  of  them  and  assigns,  upon  the  following  trusts,  that  is  to  say: 
In  case  the  party  of  the  first  part  shall  fail  to  pay  the  principal,  or  any 
part  thereof,  or  any  of  the  interest  on  any  of  the  said  bonds  issued  or  to 
be  issued  under  this  indenture,  at  any  time  when  the  same  may  become  due 
and  payable  according  to  the  tenor  thereof,  when  demanded,  or  shall  neglect 
to  set  apart  and  apply  the  sinking  fund  as  is  hereinafter  mentioned  (pro- 
vided the  earnings  of  the  road  should  be  sufficient  to  pay  the  amount  neces- 
sary for  that  object),  then,  after  sixty  days  from  such  default,  upon  request 
of  the  holder  or  holders  of  any  of  such  bonds,  the  said  parties  of  the  second 
part,  the  survivor  or  survivors,  or  the  successor  or  successors  of  them  in  the 
said  trust,  or  their  assigns,  shall  have  power  to  enter  into  and  upon,  and  to 
take  possession  of  all  or  any  part  thereof  of  the  said  railroad,  and  all  and 
singular  the  property  and  effects  hereby  conveyed;  and  as  the  attorney  in 
fact,  or  agent  of  the  said  party  of  the  first  part,  by  themselves  or  agent, 
or  substitute  duly  appointed,  to  have,  use,  and  employ  the  same,  making 
from  time  to  time  all  needful  repairs,  alterations,  and  additions  thereto; 
and  after  deducting  the  expense  of  such  use,  repairs,  alterations,  and  addi- 
tions, and  indemnifying  themselves  from  all  loss,  damage,  or  liability  aris- 
ing in  their  management  of  said  road,  apply  the  proceeds  thereof  to  the 
payment  of  the  interest  and  principal  of  all  said  bonds  remaining  unpaid, 
whether  the  said  bonds  shall  have  fallen  due  or  otherwise. 

And  the  said  parties  of  the  second  part,  the  survivor  or  survivors,  suc- 
cessor or  successors  in  said  trust,  and  their  assigns,  in  case  of  such  default, 
at  their  or  his  discretion,  may,  or  on  the  written  request  of  the  holders  of 
at  least  one  half  of  the  bonds  then  unpaid,  shall  cause  either  the  whole  of 
said  premises,  or,  at  their  discretion,  so  much  thereof  as  shall  be  necessary 
to  pay  and  discharge  the  principal  and  interest  of  all  such  said  bonds  as  may 
then  be  unpaid  as  aforesaid,  and  whether  the  same  have  matured  or  other- 
wise, to  be  sold  at  public  auction,  in  the  city  of  New  York,  or  in  the  city 
of  Chicago  in  the  said  State  of  Illinois,  giving  at  least  sixty  days '  notice 
of  the  time,  place,  and  terms  of  said  sale  by  publishing  the  same  in  two 
daily  newspapers  in  each  of  the  cities  aforesaid,  and  shall  execute  to  the 
purchaser  or  purchasers  a  good  and  sufficient  deed  of  conveyance,  in  fee 
simple,  for  the  same,  which  shall  be  a  bar  against  the  party  of  the  first  part, 
their  successors  and  assigns,  and  all  persons  claiming  under  them,  of  all 
rights,  interests,  or  claims  in  or  to  said  premises  or  property  so  sold  and 
conveyed,  or  any  part  thereof.  And  it  is  further  agreed,  that  at  any  sale 
as  aforesaid  of  the  whole  or  any  part  of  the  premises  by  the  said  trustees, 
they  may,  if  they  think  it  for  the  interest  of  the  bondholders,  become 
bidders  and  purchasers  of  the  same,  provided  they  shall  not  bid  or  pay 
therefor  a  sum  that  shall  exceed  the  amount  due,  and  to  become  due,  to 
said  bondholders,  and  upon  such  purchase,  the  premises  which  shall  be  sold 
shall  be  thenceforth  held  in  trust  for  said  bondholders  in  proportion  to  their 
respective  debts  or  claims  against  said  corporation. 


320       CHICAGO,    BURLINGTON   &   QUINCY   RAILROAD    COMPANY 

And  the  said  trustee  or  trustees  shall,  in  case  they  do  not  buy  the  same 
for  account  of  the  bondholders  as  above  provided,  after  deducting  from  the 
proceeds  of  said  sale  the  cost  and  expenses  thereof  and  of  managing  such 
property,  apply  so  much  of  the  proceeds  as  may  be  uecessary  to  the  pay- 
ment, as  aforesaid,  of  the  said  principal,  and  of  the  interest  duo  or  unpaid 
cm  said  linn, is,  and  shall  restore  and  pay  the  residue  thereof,  if  any  there 
shall  be,  to  the  party  of  the  first  part;  it  being  hereby  expressly  under- 
stood, that  in  mi  ease  shall  any  claim  or  advantage  be  taken  of  any  valua- 
tion, appraisement,  or  extension  laws,  by  said  party  of  the  first  part,  nor 
any  injunction  or  staj  of  proceedings  to  be  applied  for  or  obtained  by 
them,  tn  prevent  such  entry  or  sale  a-  aforesaid. 

And    it   is   hereby   expressly   understood   and   declared,  that   in   case  the 

said    parties    of    the    second    part,    their    survivors   or    successors,    should    for 

any  reason  omit  to  avail  themselves  of  any  such  neglect  01  default  as 
aforesaid,  of  the  party  of  the  firsl  part,  that  such  omission  shall  not  in  any 
manner  prejudice  or  impair  the  rights  and  remedies  of  the  said  parties  of 

the  sec I  part,  the  survivor  or  survivors,  successor  or  successors,  or  as- 

-.  to  avail  themselves  of  anj   other  or  further  neglect  or  default  of  the 
said  party  of  the  first  part. 

And  the  said  party  of  the  first  part  hereby  covenants  and  agrees,  for  the 

sideration   aforesaid,  at    any   time   or   times   hereafter,   to   execute  and 

deliver  any  further  reasonable  and   accessary  conveyance  of  the  premises, 

or  anj  part  thereof,  to  the  parties  of  the  Becond  part,  or  to  their  survivors, 

rs,  or  assigns,   for  the  more  effectual   vesting  the  premises  hereby 

ted,  or  intended   to  be,  in   said   parties  of  tin'  second  part,  and   for  more 

fully  carrying  into  effect  the  object  hereof,  particularly  for  the  conveyance 

of  any  property  subsequently  to  the  date  hereof  acquired,  by  the  party  of 

the  first   part,  and  comprehended  in  the  description  contained  in  the  prem- 

as  i'\   the  said  partj  of  the  second  part,  the  survivor,  successor,  or  as- 

their  counsel  Learned  in   the  law,  shall   lie  reasonably  advised  or 

required. 

And  tie  -aid  party  of  the  first  part  hereby  covenant-  as  aforesaid,  that 

tin'  miiiiev  hollowed  for  the  purpose  aforesaid,  upon  the  security  of  the 
said   bonds,   shall    he   faithfully   applied   in   the   manner  and    for   the  purposes 

aforesaid. 

And  the  -aid  party  of  the  first  part  further  covenants  and  agrees,  for 
the  consideration  aforesaid,  that  for  the  further  security  of  said  bonds 
authorized    t"    he    issued    hereunder,   and    secured    hereby,   they    will    annually, 

on  the  first  day  of  January  in  every  year,  until  the  principal  of  said  bonds 
shall  he  fully  paid,  sel  apart  from  the  earnings  of  said  road  for  the  pre- 
ceding year,  after  first  paying  the  necessary  expenses  of  running  and  main- 
taining, said  road,  and  deposit  in  such  hank  or  other  safe  place  of  deposit 
a-  -hall  he  designated  by  the  parties  of  the  second  part,  a  sum  of  money 
that  shall  be  sufficient,  with  the  accumulation  thereon  at  an  interest  of 
seven  per  cent  annually,  to  pay  the  entire  principal  of  the  said  amount  of 
the  fourteen  hundred  and  eighty-two  bonds  to  he  issued  under  this  mort- 
gage for  sale,  on  or  before  the  maturity  of  said  bonds,  and  all  other  bonds 


CORPORATE    HISTORY  321 

issued  in  exchange  for  others  pursuant  hereto,  provided  the  same  shall  be 
so  exchanged  within  five  years  from  the  date  of  this  instrument,  and  on  all 
bonds  which  may  be  issued  for  the  construction  of  the  said  road  from 
Aurora  to  Chicago,  or  for  other  purposes,  as  is  provided  herein;  and  that 
the  said  sinking  fund  or  sum  so  set  apart,  as  soon  as  practicable  thereafter, 
shall  be  invested  by  the  company,  under  the  approval  of  said  trustees,  in 
the  purchase  of  the  bonds  issued  under  this  mortgage,  for  the  payment  of 
which  said  sinking  fund  shall  be  set  apart,  so  long  as  the  same  can  be 
purchased  at  or  under  ten  per  cent  above  par;  and  when  they  cannot  be 
purchased  at  or  under  that  price,  then  the  said  sum  shall  be  invested  in 
any  of  the  bonds  secured  by  mortgage,  on  any  part  of  the  property  which 
can  be  purchased  at  the  same  or  a  less  rate;  or  if  neither  can  be  purchased 
at  that  rate,  then,  at  the  discretion  of  said  second  parties  and  the  said 
company,  either  in  the  said  bonds  of  the  company  at  the  current  rate,  or 
in  other  securities;  but  such  other  securities  shall,  under  the  approval  of 
said  trustees,  be  resold  whenever  it  can  be  advantageously  done  for  the  pur- 
pose of  buying  the  said  bonds  of  the  company;  and  the  said  bonds  and 
coupons  of  the  company,  when  so  purchased  by  the  company,  for  the  use 
of  said  sinking  fund,  shall,  as  soon  as  purchased,  be  cut  and  cancelled,  and 
thereupon  returned  annually  to  said  trustees,  their  survivors,  successors,  or 
assigns,  to  be  retained  by  them. 

And  it  is  expressly  understood,  that  the  bonds  of  the  company  to  be  pur- 
chased for  said  sinking  fund  and  cancelled  shall  be,  upon  notice  published 
at  least  one  month,  inviting  proposals  from  holders,  for  sale  to  the  company 
for  that  purpose,  and  the  lowest  bid  shall  be  accepted;  said  notice  to  be 
published  both  in  Boston  and  New  York  newspapers. 

It  is  hereby  expressly  declared,  that  this  mortgage  is  made  subject  to  the 
prior  mortgages  above  described  and  stated,  executed  upon  the  Central 
Military  Tract  Railroad  and  the  Chicago  and  Aurora  Railroad,  except  as 
to  the  line  to  be  constructed  from  Aurora  to  Chicago  and  its  appendages, 
and  the  Chicago  depot  grounds  not  covered  by  said  mortgage,  and  as  to 
which  this  will  be  and  is  a  first  mortgage;  but  it  also  is  expressly  under- 
stood and  agreed,  that  the  holders  of  the  bonds  issued  under  those  mort- 
gages may  at  any  time  not  less  than  one  year  before  the  maturity  thereof, 
deliver  them  up  to  the  company  and  receive  in  exchange  therefor  the  bonds 
to  be  issued  under  this  mortgage,  which,  for  such  as  are  now  convertible 
into  stock,  shall  be  convertible  for  the  period  of  ten  years  from  the  date 
hereof,  in  the  same  manner  as  in  the  existing  bonds  is  prescribed  for  those 
which  are  convertible;  and  this  agreement  shall  also  apply  to  the  said 
bonds  of  the  companies  (late  so  known)  not  secured  by  those  mortgages, 
or  either  of  them. 

It  is  further  understood  and  expressly  agreed,  by  the  parties  hereto,  that 
if  all  of  the  bonds  secured  by  either  or  both  of  the  said  two  second  mort- 
gages shall  be  cancelled,  or  surrendered  up  and  exchanged,  then  either  or 
both  of  the  said  second  mortgages,  respectively,  shall  be  taken  and  deemed 
to  be  extinguished;  and  if  the  bonds,  both  of  the  first  and  second  mort- 
gages, shall  be  all  converted,  surrendered  up,  or  exchanged,  or  become  can- 
celled by  purchase  or  otherwise,  then  both  the  said  first  and  second  mort- 


322        CHICAGO,    BURLINGTON    &    QUIXCY    RAILROAD    COMPANY 

gages  shall  be  taken  to  be,  and  be  extinguished,  and  the  said  bonds  shall 
be  secured  to  be  paid  by  this  mortgage  alone,  but  in  no  other  case. 

It  is,  however,  further  in  like  manner  agreed,  that  unless  all  of  the  bonds 
secured  by  the  said  second  mortgages  shall  become  thus  extinguished,  all 
those  which  shall  be  surrendered  to  the  company,  in  exchange  for  bonds 
issued  under  this  indenture,  shall  be  held  by  the  said  trustees  as  collateral 
security  for  the  bonds  which  shall  be  issued  hereunder,  ami  the  said  trustees 
shall  be,  to  the  extent  of  the  bonds  so  exchanged,  bondholders  under  the 
said  Becond  mortgages,  but  always  in  trust  for  the  benefit  of  the  holders 
of  the  1  ned   by  this  indenture.     And  in  like  manner,  unless  all  the 

bonds,  both  of  the  said  first  and  second  mortgages,  shall  lie  extinguished  or 
exchanged,  then  all  the  bonds  under  the  said  first  mortgages  which  may  be 
exchanged,  a-  herein  provided,  fur  bonds  under  this  mortgage  shall  be  held 
by  said  trustees  a-  collateral  security,  and  they  shall  lie  the  holders  of  said 
bonds:  but  as  trustees  as  above  provided,  for  the  holders  of  bonds  issued 
hereunder  and  for  their  benefit. 

And  all  said  bonds,  both  of  the  first  and  second  mortgages,  when  so 
exchanged,  shall  be  specially  indorsed  by  the  company  before  delivery  to 
the  said  trusl  * i n tr  the  said  exchange  and  the  purposes  for  which  they 

are  to  lie  thenceforth  held,  and  in  such  a  way  and  manner  that  they  can 
never  thenceforth  be  negotiated  or  sold,  or  pa--  into  the  hands  of  any  other 
pari  g    <"1   faith  BO  a-  in  any  manner  to  endanger  their  safety;    it  being 

the  intention  that  the  said  first  and  second  mortgages  -hall  continue  and 
remain  valid  ami  effectual  securities  for  the  payment  of  the  money-  Becuaed 

to    lie    paid    thereby,  except    in    the   sole   cn-e   that   the   said    bonds   -hall   all,   in 

the  manner  above  mentioned,  be  surrendered  and  exchanged,  or  -hall  be  so 

surrendered    and   exchanged,    in    such    a    manner   and    to   BUCh    an   extent    that 

with   those   paid,  the  entire  amount   thereof  >hall   have   ceased  to  be  out- 

ding:     in    which    case   all    of    -aid    mortgages    -hall    be    .|eei 1    and    taken 

to  be  extinguished,  and  this  shall  constitute  tl uly    mortgage  upon  the 

property  herein  described.  And  it  is  further  agreed,  that  in  case  any  of 
said  outstanding  t,  by  the  holders  thereof,  be  exchanged  for 

the  new  bonds  hereby  pit  i  be  issued,  within  the  period  hereinbefore 

forth,  being  one  year  before  their  maturity,  that  thereupon  the  remain- 
ing boa, is.  intended  a-  aforesaid  for  the  purposes  of  said  exchange,  may  be 
ind  disposed  of  by  said  corporation,  to  enable  them  to  pay  such 
outstanding  bonds  at  maturity.  And  it  is  further  expressly  agreed  and 
understood,  that  none  of  the  bonds  to  be  issued  under  this  indenture  shall 
1„.  Bo  issued  and  countersigned  by  the  said  trustees,  until  and  unless  they 
shall  be  satisfied  that  the  same  are  required  to  be  issued,  according  to  the 
true  intent  of  the  provisions  hereof;  and  further,  that  no  part  of  said 
bom:-  •  those  provided  to  be  used  in  exchange  for  outstanding  bonds, 

and  for  raising  four  hundred  thousand  dollars  in  money  towards  paying 
the  floating  debt,  shall  be  issued  or  countersigned  by  said  trustees,  without 
the  consent  of  a  majority  of  the  stockholders  in  interest  at  any  annual 
meeting,  or  at  any  called  meeting  of  the  stockholders  for  the  purpose,  of 
which  meeting  at  least  six  weeks'  notice  has  been  given,  or  the  consent  in 
writing  of  a  majority  of  the  stockholders  in  interest,  after  a  circular  has 


CORPORATE    HISTORY  323 

been  sent  out  to  the  stockholders,  stating  the  necessity  for,  and  asking 
liberty  to  make  such  issue. 

And  it  is  expressly  understood  and  agreed,  that  the  bonds  to  the  amount 
of  one  million  of  dollars,  which  are  authorized  to  be  issued  under  this 
mortgage,  shall  be  applied  solely  and  only  to  the  construction  of  the  road 
from  Aurora  to  Chicago  and  its  appurtenances,  unless  said  road  shall  be 
built  by  other  means,  and  that  none  of  said  bonds  shall  be  issued  or  sold 
until  it  shall  be  deemed  expedient  to  undertake  said  construction,  and  then 
specially  for  that  purpose,  unless  said  road  shall  be  built  by  other  means; 
in  which  event  they  may  be  issued  and  disposed  of  as  hereinbefore  provided. 

And  it  is  hereby  mutually  agreed,  and  these  presents  are  upon  this  express 
condition,  that  on  payment  of  principal  and  interest  of  all  said  bonds,  the 
estate  hereby  granted  to  said  second  parties,  their  survivors,  successors  or 
assigns,  shall  be  void,  and  the  right  of  the  premises  hereby  conveyed  shall 
revert  and  revest  in  the  party  of  the  first  part,  without  any  acknowledgment 
of  satisfaction,  reconveyance,  or  any  other  act. 

And  it  is  mutually  agreed,  that  the  said  parties  of  the  second  part  shall 
only  be  accountable  for  gross  neglect  or  wilful  default  in  the  management 
hereof,  and  shall  not  be  responsible  for  the  acts  of  each  other,  or  of  agents 
employed  by  them,  when  such  agent  is  selected  with  reasonable  discretion ; 
that  when  bonds  are  exchanged,  as  herein  contemplated,  the  new  bond  shall 
be  countersigned  by  said  parties  of  the  second  part,  their  successors  or 
assigns,  or  a  majority  thereof,  and  that  the  parties  of  the  second  part  shall 
be  entitled  to  a  reasonable  compensation  for  any  labor  and  service  per- 
formed by  them  in  the  discharge  of  this  trust. 

And  it  is  further  agreed,  by  and  between  said  parties,  that  whenever  a 
vacancy  among  said  parties  of  the  second  part,  or  their  successors,  shall 
occur,  by  death  or  resignation,  or  inability  to  discharge  the  duties  of  said 
trust,  the  remaining  person  or  persons,  parties  of  the  second  part,  shall 
immediately  proceed  and  make  an  appointment  of  a  successor  or  successors 
from  among  the  holders  of  said  bonds  or  obligations,  by  indorsing  such 
appointment,  in  writing,  upon  one  part  of  this  indenture;  and  the  person 
or  persons  so  appointed  shall  indorse  his  acceptance  of  such  appointment 
upon  this  indenture,  and  thereupon  such  person  or  persons  shall  become  one 
of  the  party  or  parties  of  the  second  part,  with  the  same  powers  and  duties 
as  if  he  or  they  had  been  originally  such  parties  of  the  second  part;  and 
the  surviving  or  remaining  parties  of  the  second  part  shall,  by  appropriate 
instruments,  vest  in  the  party  or  parties  so  appointed  the  necessary  legal 
estate  and  interest,  to  enable  them  to  execute  said  trust.  And  in  case  said 
vacancy  shall  not  be  filled  within  sixty  days  from  the  occurrence  thereof, 
by  said  remaining  trustee  or  trustee,  as  aforesaid,  then  and  thereupon  such 
vacancy  may  be  filled  by  the  parties  of  the  first  part,  from  among  the 
holders  of  said  bonds,  in  the  manner  aforesaid,  such  bondholder  or  bond- 
holders, so  chosen  as  last  aforesaid  to  fill  such  vacancy,  to  be  the  bona  fide 
owner  of  not  less  than  twenty  thousand  dollars  ($20,000)  of  said  bonds 
at  par. 

All  such  resignations  so  made  as  aforesaid  shall  be  in  writing,  indorsed 
hereon,  or  on  a  duplicate  original  copy  hereof,  and  signed  by  the  party  so 


324        CHICAGO,    BURLINGTON    &    QUINCY   RAILROAD    COMPANY 

resigning;  and  any  such  disability  certified  hereon  by  the  remaining  trustee 
or  trustees,  and  confirmed  by  the  vote  of  the  directors  of  the  party  of  the 
first  part,  shall  be  taken  anil  deemed  to  be  conclusive  in  the  premises. 

And  it  is  further  mutually  agreed,  by  the  parties  of  these  presents,  that 
if  in  the  event  of  the  resignation  or  inability  of  either  of  said  trustees, 
ascertained  as  aforesaid,  and  before  the  appointment  and  acceptance  of  a 
successor  to  such  trustee,  there  shall  remain  two  trustees,  qualified  to  act, 
and  it  shall  become  necessary  or  expedient,  in  their  judgment,  that  any 
act  within  the  scope  of  the  duty  of  said  trustees  should  be  performed,  the 
same  shall  and  may  be  performed  by  said  two  remaining  trustees;  and 
further,  that  in  relation  to  all  the  duties  herein  provided  to  be  performed 
by  said  three  trustees,  the  same  may,  except  where  other  provision  is  ex- 
pressly made  herein,  be  executed  and  performed  by  a  majority  of  said 
trustees,   after   a    meeting  or   consultation   of  all   said   trustees. 

And  the  said  parties  of  the  second  part  do  hereby  severally  accept  the 
trust  herein  mentioned,  and  severally  covenant  faithfully  to  administer  and 
execute  the  same. 

/,<  witness  whereof,  the  said  parties  of  the  first  part  have  caused  the 
corporate  seal  of  said  company  to  be  hereto  affixed  and  to  seven  other 
original  indentures  of  the  same  tenor  in  all  respects,  and  the  same  to  be 
signed  by  Isaac  II.  Burch,  director,  &  one  of  the  executive  committee 
(John  Van  Nortwick,  their  president,  being  01),  and  Amos  T.  Hall,  their 
treasurer,  both  for  that  purpose  duly  authorized,  the  day  and  year  first 
above  written. 

And  the  said  parties  of  the  second  pari  have  affixed  their  seals  and  sig- 
natures hereto,  and  to  said  seven  other  original  indentures. 

Isaac  H.  Burcu, 
|  Seal  |  Director,  <)•  one  of  >!/<■  Executive  Committee 

of  tin   Chicago,  lluiiington  cjr-  Quincy  Rail- 
road Company. 

Amos   T.    Hall, 
Treasurer  Chicago,  Burlington  $•  Quincy  Rail- 
road Company. 

R.  B.  Forbes.  [l.  s.] 

J.  N.  A.  Griswold.  [l.  s.] 

Edwd.  L.  Baker.  [l.  s.l 

.1.  R.  Valentine, 

Witness  to  signature  of  Isaac  H.  Burch 
&  Amos  T.  Hall. 

Geo.  Sumner, 

Witness  to  signatures  of  R.  B.  Forbes 
&  E.  L.  Baker. 

E.  J.  Hale, 

Witness  to  signature  of  J.  X.  A.  Griswold. 


CORPORATE    HISTORY  325 

State  of  Illinois,") 
Cook  County,  Iss. 

City  of  Chicago.      J 

This  may  certify,  that  on  this  the  twelfth  day  of  January,  A.  D.  1858, 
before  me,  John  R.  Valentine,  notary  public,  personally  appeared  Isaac  H. 
Burch,  director,  and  Amos  T.  Hall,  treasurer  of  the  Chicago,  Burlington 
and  Quincy  Rail  Road  Company,  personally  known  to  me  to  be  the  director 
and  treasurer  of  said  company,  and  whose  signatures  are  attached  to  the 
foregoing  instrument  as  such  director  and  treasurer,  and  being  duly  sworn, 
do  depose  and  say,  that  they  were  director  and  treasurer  of  said  company, 
respectively,  at  the  date  of  the  execution  of  the  foregoing  instrument,  and 
are  still  such  director  and  treasurer,  respectively,  and  that  said  instrument 
was  executed  by  and  under  a  resolution  of  the  board  of  directors  of  the 
said  company,  and  that  under  and  by  virtue  of  said  resolution,  the  seal  of 
said  company  has  been  affixed  to  the  said  instrument  by  them,  and  that  the 
seal  thereto  attached  is  the  seal  of  said  company,  and  that  they  did  then 
and  there  acknowledge  that  the  said  seal  was  affixed  thereto,  and  that  the 
said  indenture  was  executed  and  was  delivered  by  the  said  company  as 
aforesaid,  acting  through  them  by  virtue  of  the  said  resolution,  as  the  free 
act  and  deed  of  the  said  company,  and  for  the  uses  and  purposes  therein 
expressed,  and  that  the  said  seal  is  the  seal  of  the  said  company,  and  that 
the  said  signatures  are  their  signatures,  as  said  director  and  treasurer, 
respectively,  and  that  said  instrument  is  the  deed  of  said  company. 

In  witness  whereof,  I  have  hereto  set  my  hand  and  official  seal. 
[Seal]  J.  R.  Valentine, 

Notary  Public. 

RECORDED  IN  ILLINOIS 
County  Date 

Kendall  January  13,  1858 

Bureau  January  15,  1858 

Knox  January  15,  1858 

Henry  January  16,  1858 

Kane  January  16,  1858 

DeKalb  January  19,  1858 

I  hereby  resign  my  position  as  a  Trustee  under  the  foregoing  mortgage. 
Boston,  10th  m.  14,  1864. 

Edwd  L.  Baker. 

We    the    undersigned,    the    remaining    Trustees    named    in    the    foregoing 
mortgage,   do   hereby  appoint   John   W.   Brooks  as   Trustee   for    the   Bond- 
holders under  the  within  mortgage,  in  place  of  Edward  L.  Baker  resigned. 
Boston,  Nov.  10,  1864. 

R.  B.  Forbes. 
J.  N.  A.  Griswold. 

I  hereby  accept  the  appointment  of  trustee  under  the  foregoing  mortgage. 
Boston,  Nov.  10,  1864. 

J.  W.  Brooks. 


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128 

11 

'  418 

326        CHICAGO,    BURLINGTON    &    QUINCY    RAILROAD    COMPANY 

I  hereby  resign  my  trusteeship  under  the  foregoing  mortgage. 
Milton,  April  21,  1880. 

R.  B.  Forbes. 

We  the  undersigned  remaining  trustees  under  the  foregoing  mortgage, 
hereby  appoint  William  J.  La-Id  Trustee  for  the  Bondholders,  in  the  plaec 
of  Robert  B.  Forbes  resigned. 

Boston,  August  28th,  1880. 

J.  W.  Brooks. 
J.  N.  A.  Griswold. 

I  hereby  accept  the  appointment  of  Trustee  under  the  foregoing  mort- 
gage. 

Boston,  Sept.  3,  1880. 

Wm.  J.  Ladd. 

I  hereby  resign  as  a  Trustee  under  the  foregoing  mortgage. 

Wilton,  May   16,  1881. 

J.  W.  Brooks. 

We,  the  undersigned,  remaining  Trustees  under  the  foregoing  mortgage 
hereby   appoint    Benry    Parkman    Trustee   thereunder,    in    place   of   J.   W. 
Brooks  resigned. 
Aug.  4,  1881. 

J.  N.  A.  Griswold. 
W.  J.  Ladd. 

I.  hereby  accept  the  appointment  of  Truster  under  the  foregoing  mortgage. 
Boston,  Aug.  4th,  L881. 

Henry  Parkman. 


RELEASE.  December  31,  1885,  John  X.  A.  Griswold,  W.  .1.  Ladd  and 
Henry    Parkman,    Trustees,    to    Chicago,    Burlington    &    Quincy    Kailroad 

<  lompany. 

77<i.s-  / mil  nt in  • .  Made  and  entered  into  this  thirty-first  day  of  December 
A.  D.  1885,  by  and  between  John  N..  A.  Griswold  of  the  city  of  Newport, 
.Mid  State  of  Rhode  Csland,  and  W.  .1.  Ladd  and  Henry  Parkman  of 
the  city  of  Boston  and  State  of  Massachusetts,  successors  in  trust  to 
Robert   B.  Forbes  and   Edward  L.  Baker,  respectively,  duly  appointed  such 

successors  under  and  in  accordance  with  the  terms  of  the  Ti  list  Mortgage 
hereinafter  mentioned,  parties  of  the  first  part;  and,  The  Chicago,  Bur- 
lington and  Quincy  Railroad  Company,  a  corporation  organized  and  existing 
under  the  Laws  of  the  State  of  Illinois,  party  of  the  second  part. 

Wit  hi ssi tli :  That  Whereas,  on  the  First  day  of  January,  1858,  the 
said  party  of  the  second  part  executed  to  the  said  Robert  B.  Forbes,  J.  N.  A. 
Griswold  and  Edward  L.  Laker.  Trustees  therein,  its  Trust  Mortgage  cov- 
ering all  the  property  of  said  Railroad  Company  in  the  state  of  Illinois, 
then  owned  or  thereafter  to  be  acquired  including  all  the  rights,  privileges 
and   franchises  of  said   railroad   Company,   in  and  to  the  same,  which  said 


CORPORATE   HISTORY  327 

Trust  Mortgage  secured  an  issue  of  Bonds  of  One  Thousand  Dollars  each, 
to  the  total  amount  of  Five  Millions  of  Dollars,  bearing  date  January 
First,  1858,  running  twenty-five  years  to  maturity,  bearing  interest  at 
eight  per  cent,  per  annum,  payable  semi-annually,  both  principal  and  interest 
payable  in  the  City  of  New  York,  and 

Whereas,  the  party  of  the  second  part,  has  purchased,  taken  up  and 
retired  the  entire  issue  of  said  five  millions  of  bonds  together  with  all  of 
the  coupons  originally  attached  to  the  same  and  the  entire  indebtedness 
secured  by  said  Trust  Mortgage  is  fully  paid  and  discharged,  and  the  said 
Company  has  in  all  other  respects  fully,  complied  with  the  provisions  of 
said  Trust  Mortgage. 

Now  Therefore,  the  said  parties  of  the  first  part  for  and  in  consid- 
eration of  the  sum  of  One  Dollar  to  them  in  hand  paid  by  the  said  party 
of  the  second  part,  the  receipt  of  which  is  hereby  acknowledged,  have 
remised,  released,  quit-claimed  and  conveyed,  and  by  these  presents  do 
remise,  release,  quit-claim  and  convey,  unto  the  party  of  the  second  part, 
its  successors  and  assigns,  all  the  railroad,  equipment,  appurtenances  and 
other  property  of  said  Railroad  Company,  situated,  lying  and  being  in  the 
State  of  Illinois,  which  were  conveyed  and  intended  to  be  conveyed  in  Trust 
to  said  Forbes,  Griswold  and  Baker  by  said  Trust  Mortgage,  including 
right  of  way  and  land  acquired  thereby,  together  with  the  superstructure 
thereon  and  subsequently  procured  therefor,  rails,  bridges,  viaducts,  fences, 
depot  grounds  and  buildings  thereon,  including  the  depot  grounds  at 
Chicago,  engines,  tenders,  cars,  tools,  machinery,  contracts  and  all  other 
personal  property,  right  thereto  or  interest  therein,  and  all  franchises, 
rights  and  privileges  pertaining  to  said  road  and  its  appurtenances  and 
said  depot  grounds  in  Chicago  aforesaid,  meaning  and  intending  to  release 
and  convey  hereby  unto  the  said  second  party,  its  successors  and  assigns, 
all  the  railroad,  premises,  property,  equipment,  appurtenances  and  all  other- 
property,  both  real  and  personal,  rights,  privileges  and  franchises  which 
were  conveyed  in  Trust  to  said  Forbes,  Griswold  and  Baker  by  the  Trust 
Mortgage  herein  above  mentioned. 

To  Have  and  To  Bold  the  same  premises  and  every  part  thereof  with  the 
appurtenances,  rights,  privileges  and  franchises  unto  the  said  party  of  the 
second  part,  its  successors  and  assigns,  forever. 

In  Witness  Whereof,  the  said  John  N.  A.  Griswold,  W.  J.  Ladd  and 
Henry  Parkman  as  such  trustees,  have  hereunto  set  their  hands  and  seals 
on  the  day  and  year  first  above  written. 

J.  N.  A.  Griswold  [seal] 

W.  J.  Ladd  [seal] 

Henry  Parkman  [seal] 

State  of  Massachusetts,  ) 

r  SS 

County  of  Suffolk.  \ 

I,  Woodward  Emery,  a  Notary  Public  in  and  for  the  county  of  Suffolk, 
in  the  state  aforesaid,  Do  Hereby  Certify,  that  John  N.  A.  Griswold,  W.  J. 
Ladd  and  Henry  Parkman,  trustees,  personally  known  to  me  to  be  the  same 
persons   whose  names   have   been   subscribed   to   the   foregoing   instrument 


328        CHICAGO,    BURLINGTON    &    QUINCY   RAILROAD    COMPANY 


and  to  be  such  trustees,  appeared  before  me  this  day  in  person  and  acknowl- 
edged that  they  signed,  sealed  and  delivered  the  said  Instrument  as  their 
free  and  voluntary  act  as  such  trustees  for  the  uses  and  purposes  therein  set 
forth. 

Given  under  my  hand  and  Notarial  Seal  this  first  day  of  July  A.  D.  18S6. 


[seal] 


County 

BlKEAU 

LaSalle 
Kendall 

DeK  LLB 
DuP 

K-.o\ 

\\'.\Ki:i  N 

HEK 

Hani 

Adams 

M(  DONOtJOH 

Fulton 

P]  UK  I  A 

SCH1  \  LEE 

M  I  Et( 

Whiteside 

Hi  • 
Stabs 
Pike 
Cook 


Woodward  Emery, 

Notary  Public. 


IlKOORDED  IX   ILLINOIS 

Dat> 

July  27,  1886 

August     3,  1886 

August    25,    issti 

August  31,   1886 

October   29.    lssf, 

November   12,   1S86 

November  17,  1886 

November  30,   is86 

December     9,   Is86 

December   11.   1886 

D<  cember  15,  1S86 

January     1,   L887 

January   L2,   L887 

January  20,   L887 

Januarj   27,   L887 

February     2,   L887 

February     9,   L887 

February   15,   L887 

Februarj   22,   L887 

r.  bruarj   26,   is>7 

Ma  reli      9,    1887 

March    L8,   1887 


Book 

Page 

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408 

G 

623 

230 

593 

50 

240 

28 

204 

45 

593 

27 

21 

33 

450 

C 

348 

L27 

Lis 

58 

445 

122 

637 

T.E. 

456 

E 

532 

32 

509 

Y 

359 

L09 

388 

L59 

2  a 

56 

475 

111 

448 

2037 

236 

TRUST  MORTGAGE,  Sept.  mher  1,  1860. 

THE  CHICAGO,  BTJELINGTON  AND  QTJENCT  RAIL  ROAD  COMPANY 

to 
Hans  Reimee  Clatjssen,  Sidney  it,  and  Charles  G.  Lorino, 

Trustt  cs. 

This  mortgage  covers  the  Chicago,  Burlington  and  Quincy  Railroad  (sub- 
jecl   to  the  mortgage  of  Jan.   1,  1858,  for  $5,000,000),  and  secures  an  issue 

of   bonds   amounting   to   $1,200, I.    These   bonds  are   dated    July  1,   1860, 

have  thirty  years  to  run,  bear  interest  at  the  rate  of  four  and  one  half  per 

cent   for  the  first  fifteen  years,  and  thereafter  at  the  rate  of  four  per  cent, 

payable  semi  annually,  and  mature  July  1,  1890. 

This  Indenture,  made  this   first  day  of  September,  A.  D.  1860,  between 

the  Chicago,  Burlington  and  Quincy  Railroad  Company,  a  corporation  duly 

-tituted  as  such  under   the  laws  of  the  State  of  Illinois,  party  of  the 


CORPORATE    HISTORY  329 

first  part,  and  Hans  Beimer  Claussen,  of  Davenport,  in  the  State  of  Iowa, 
Sidney  Bartlett  and  Charles  G.  Loring,  of  the  city  of  Boston,  State  of 
Massachusetts,  trustees  of  such  bondholders  of  the  first  mortgage  on  the 
Northern  Cross  Bailroad  Company,  who  have  entered  or  shall  hereafter  enter 
into  an  agreement  bearing  date  June  4,  1860,  hereinafter  stated,  parties  of 
the  second  part: — 

Whereas,  in  accordance  with  a  special  law,  passed  by  the  Legislature  of 
the  State  of  Illinois,  for  the  benefit  of  the  Chicago  and  Aurora,  the  Central 
Military  Tract,  and  Northern  Cross  Bailroad  Companies,  and  approved 
January  16,  1855,  and  also  agreeably  to  a  general  law  passed  by  the  Legis- 
lature of  the  State  of  Illinois,  and  approved  February  12,  1855,  for  the 
purpose  of  aiding  in  the  construction  and  operation  of  the  Northern  Cross 
road,  an  agreement  was  executed  bearing  date  January  1,  1855,  between 
the  Northern  Cross  Bailroad  Company,  of  the  first  part,  the  Central  Military 
Tract  Bailroad  Company,  of  the  second  part,  the  Chicago  and  Aurora  Bail- 
road Company,  of  the  third  part,  and  John  M.  Forbes,  John  Eliot  Thayer, 
and  Louis  A.  von  Hoffman,  as  trustees  of  the  bondholders  of  the  second 
mortgage  on  the  Northern  Cross  Bailroad,  of  the  fourth  part;  by  which 
agreement  it  was  covenanted  between  said  parties  of  the  second,  third,  and 
fourth  parts,  that  certain  bonds  issued  by  said  parties  of  the  first  part, 
amounting  to  one  million  of  dollars  capital,  and  secured  by  a  second  mort- 
gage on  said  Northern  Cross  Bailroad,  connecting  at  Galesburg  with  the 
two  other  roads  above  mentioned,  should  be  purchased  by  each  party  of 
the  second  and  third  parts,  from  and  after  the  first  day  of  January,  1857, 
to  the  amount  of  twenty-five  thousand  dollars  semi-annually,  so  long  as 
said  bonds  can  be  purchased  at  par,  upon  certain  terms  and  in  manner  as 
is  more  fully  stated  in  said  contract,  to  which  reference  is  hereby  made. 
And  whereas,  the  said  parties  of  the  second  and  third  parts,  now  legally 
consolidated  under  the  name  of  the  Chicago,  Burlington  and  Quincy  Bail- 
road Company,  have  bought,  in  assumed  compliance  with  said  contract  of 
January  1,  1855,  of  said  Northern  Cross  second  mortgage  bonds,  the 
amount  of  nearly  two  hundred  thousand  dollars.  And  whereas,  the  validity 
of  said  contract  has  been  controverted  by  said  company,  and  an  injunction 
has  been  issued  restraining  the  Chicago,  Burlington  and  Quincy  Bailroad 
Company  from  buying  any  more  bonds  in  accordance  with  said  contract  of 
January  1,  1855.  And  whereas,  a  compromise  has  been  made  with  certain 
of  the  holders  of  said  second  mortgage  Northern  Cross  Bailroad  Company's 
bonds,  by  which  compromise  the  Chicago,  Burlington  and  Quincy  Bailroad 
Company  agrees  to  buy  the  bonds  of  said  bondholders,  who  have  consented, 
or  will  consent,  to  said  compromise,  made  at  Frankfort-on-the-Main,  June  4, 
1860,  in  the  manner  therein  set  forth. 

Whereas,  by  such  purchases,  the  said  Chicago,  Burlington  and  Quincy 
Bailroad  Company  has  acquired  a  right  of  redeeming  the  first  mortgage 
created  on  said  Northern  Cross  Bailroad. 

And  whereas,  the  manner  of  purchasing  or  redeeming  said  first  mortgage, 
and  also  of  paying  for  the  said  second  mortgage  bonds  has  been  agreed 
upon  in  said  contract  of  June  4,  1860,  between  the  representatives  of  the 
owners  of  certain  of  said  bonds  of  the  one  part,  and  the  Hon.  Charles  H. 


330        CHICAGO,    BURLINGTON    &    QUINCY    RAILROAD    COMPANY 

Warren,  as  attorney  in  fact  for  the  Chicago,  Burlington  and  Quincy  Rail- 
road Company,  of  the  second  part,  which  said  contract  of  June  4,  1860, 
has  been  unanimously  approved  by  the  directors  of  said  company,  has  also 
been  ratified  by  a  majority  of  all  the  stockholders  of  the  same,  in  a  meeting 
duly  notified  and  held  at  Chicago,  August  24,  A.  D.  1860,  ami  is  conceived 
in  the  following  terms:  — 

"An  agreement  made  this  -1th  day  of  June,  1860,  between  such  holders 
of  the  first  and  such  holders  of  the  second  mortgage  bonds  of  the  Northern 
Cross  Wailmad  Company  as  become  parties  hereto,  of  the  first  part,  and 
the  Chicago,  Burlington  and  Quincy  Railroad  Company,  of  the  second  part. 

I.  NORTHERN  CROSS  FERST  MORTGAGE. 

$  1.  The  party  of  the  Becond  part  agrees  to  buy  all  the  Northern  Cross 
first  mortgage  bonds  which  are  held  by  the  bondholders  parties  hereto,  at 
par  of  tlic  principal,  and  to  pay  therefor  in  lion, is  of  the  Chicago,  Burling- 
ton and  Quincy  Railroad  Company,  which  bonds  are  to  be  payable  in  thirty 
years   from  the  first  July,   L860,  with  coupons  attached.     The  interest  on 

these   bonds  is   to   !"•   paid   hall'  yearly,  and   is  to  lie  as   follows:    for  the   first 

fifteen  years,  four  and  a  half  per  cenl  per  annum,  ami  for  the  second  fifteen 

years,    four   per   cent    per  annum. 

$  2.  These  bonds  are  to  be  secured  by  a  mortgage  upon  the  said  Chicago, 
Burlington  and  Quincy  road,  which  mortgage  is  to  be  for  the  sum  of 
$1,200,000,  the  parly  of  the  second  part  stipulating  that  no  bonds  are  to 
be  issued  under  said  mortgage  excepting  in  exchange  for  first  mortgage 
bonds  of  the  Northern  Cross  Railroad;  and  further  stipulating  that  the 
whole  amount  of  mortgage  debl  of  the  Chicago,  Burlington  and  Quincy 
road,  and  of  the  Central  Military  Trad  Railroad,  and  of  the  Chicago  and 
Aurora  Railroad,  united,  having  precedence  of  the  mortgage  hereinbefore 
agreed  to  be  given,  shall  nol  exceed  the  sum  of  $5, 000,000. 

$  3.     On  the  first  day  of  duly,  1876,  the  party  of  the  second  part  agree 

to  pay  the  sum  of  $25, ,  for  the  redemption  of  their  said  bonds  at  par, 

and  thereafterwards  at  least  the  Bame  sum  semi  annually,  for  the  like  pur- 
pose; I >ut  the  whole  loan  to  be  redeemed  on  or  before  the  first  -Lily,  1890, 
agreeably  to  §  1, — these  amount-,  as  well  as  the  coupons  of  the  new  bonds, 

to  be  paid  to  M< .  John  Goll  >s.  Son-,  in   Frankfort,  at   il.  iM'l  kr.  per 

dollar,  and  their  receipts  therefor  are  to  be  a  full  discharge  to  the  mort- 
gagors. 

$  4.  All  past  due  coupons  of  the  first  mortgage  bonds  on  the  Northern 
Cross  Railroad  are  to  be  given  up  and  delivered  to  the  Chicago,  Burlington 
and  Quincy  road,  except  that  they  are  to  1»'  held  as  collateral  security  with 
said  bonds  iii  the  manner  hereinafter  provided. 

§  5.  As  collateral  security  for  the  payment  of  said  bonds  hereby  agreed 
to  be  given,  the  present  first  bonds  now  holden  by  the  parties  hereto  of  the 
first  part  are  to  be  deposited  with  the  New  York  Life  and  Trust  Company; 
and  upon  the  failure  of  the  Chicago,  Burlington  ami  Quincy  road  to  comply 
with  any  of  the  conditions  of  this  contract,  said  bonds  are  to  be  at  the 
disposal  of  the  present  holders  thereof,  or  their  respective  assigns  or  suc- 
cessors. 


CORPORATE   HISTORY  331 

§  6.  As  the  coupons  of  the  new  bonds  are  paid,  the  depositary  is  to 
deliver  to  the  Chicago,  Burlington  and  Quincy  road  the  corresponding 
coupons  of  the  bonds  so  lodged  as  collateral. 

§  7.  The  present  trustees  of  the  Northern  Cross  bondholders  are  not 
in  any  manner  to  interfere  with  any  of  the  bonds  so  deposited,  until  a 
breach  of  this  contract  on  the  part  of  the  party  of  the  second  part;  and 
until  such  breach,  the  said  party  of  the  second  part  are  to  exercise  all  the 
rights  of  ownership  of  said  deposited  bonds,  for  the  purpose  of  taking 
possession  of  said  Northern  Cross  Railroad,  of  foreclosing  the  mortgage 
on  the  same  if  they  deem  it  expedient,  and  for  any  other  purpose  not 
inconsistent  with  the  security  intended  to  be  provided  for  by  this  contract. 

§  8.  If  the  parties  of  the  second  part  should,  by  any  means,  become  the 
owners  of  the  Northern  Cross  road,  then  they  will  issue  their  bonds,  bear- 
ing an  interest  of  8  per  cent,  corresponding  in  time  of  payment  with  the 
old  Northern  Cross  first  mortgage  bonds,  and  in  amount  with  the  new 
bonds  hereinbefore  provided  for,  then  not  redeemed, — which  8  per  cent 
bonds  are  to  be  secured  by  a  first  mortgage  on  the  Northern  Cross  road, 
and  to  be  deposited  as  collateral  security  as  aforesaid,  in  lieu  of  the  old 
Northern  Cross  8  per  cent  bonds.  This  first  mortgage  not  to  be  more  than 
required  for  this  special  purpose. 

§  9.  Should  the  Northern  Cross  road  be  purchased  by  parties  other  than 
the  Chicago,  Burlington  and  Quincy  road,  that  portion  of  the  purchase 
money  which  would  be  applicable  to  the  bonds  deposited  as  collateral 
security  as  aforesaid  shall  be  paid  to  the  trustees  under  the  mortgage 
provided  for  in  the  first  clause  hereof,  and  be  by  them  invested,  and  with 
its  accumulations  await  the  maturity  of  said  bonds. 

§  10.  If  this  purchase  money  should  be  less  than  thirty  per  cent  of  the 
new  bonds  mentioned  in  said  first  clause  then  unredeemed,  the  Chicago, 
Burlington  and  Quincy  road  will  make  up  that  amount  by  paying  the 
difference  to  the  trustees,  to  be  invested  as  aforesaid. 

§  11.  It  is  understood  and  hereby  expressly  agreed  that  any  change  of 
the  proprietors  of  the  Northern  Cross  road  shall  not  alter  or  diminish  any 
of  the  obligations  of  the  Chicago,  Burlington  and  Quincy  road  arising  out 
of  this  contract. 

§  12.  It  is  agreed  that  any  vacancy  occurring  among  the  present  trustees 
under  the  first  and  second  mortgage  of  the  Northern  Cross  road  shall  be 
filled  by  agreement  between  the  remaining  trustee  or  trustees  and  the 
Chicago,  Burlington  and  Quincy  road;  or  if  they  cannot  agree,  the  de- 
positary aforesaid  shall  fill  said  vacancy. 

§  13.  As  trustees  under  the  new  mortgage  provided  for  in  the  first 
clause  hereof,  the  bondholders  shall  appoint  one,  the  Chicago,  Burlington 
and  Quincy  road  shall  appoint  one,  and  the  two  shall  appoint  the  third; 
or  if  they  cannot  agree,  the  president  of  the  said  corporation  named  as 
depositary  shall  appoint  the  third. 

§  14.  The  validity  of  this  contract  is  not  to  be  affected  by  any  out- 
standing claims  against  said  Northern  Cross  road,  even  although  such 
claims  may  have  precedence  of  all  mortgages  thereon. 


332        CHICAGO,   BURLINGTON   &   QUINCY   RAILROAD    COMPANY 
II.     NORTHERN   QROSS   SECOND   MORTGAGE. 

$  15.  In  regard  to  the  holders  of  second  mortgage  bonds,  parties  hereto, 
the  Chicago,  Burlington  and  Quiney  road  stipulate  and  agree  as  follows: 
that  instead  of  the  $50,000  to  be  paid  semi-annually  to  said  second  bond- 
holders, according  to  the  terms  of  the  contract  of  January  1st,  1855,  they 
will  pay  $25,000  semi-annually;  the  first  payment  to  be  made  on  the  first 
of  January,  1861.  Said  payment,  and  all  subsequent  ones,  which  are  to 
lie  made  on  the  first  of  January  and  first  of  duly,  are  to  be  made  to 
Messrs.  John  Goll  &  Sons,  at  the  rate  of  exchange  before  named,  and  their 
receipt  is  to  !"■  in  full  discharge, — this  sum  of  $25,000  to  be  paid  if  all  the 
md  bondholders  become  parties  hereto,  and  pro  rata  to  those  who  do 
become  parties,  if  all  do  not;  ami  these  payments  are  to  be  made  until 
the  wdiole  of  the  par  of  the  second  mortgage  bonds  held  by  the  parties  of 
the   first    part    hereto  are   paid. 

§  16.     All   past  due  coupons  ever  attached  to  the  said  second  mortgage 
bonds  are   to   be   delivered   to   the   Chicago,   Burlington   and   Quiney   road. 
See  5   is. 

17.  If  for  any  reason  this  contract  should  be  defective,  or  for  any 
on  abrogated,  or  if  the  Chicago,  Burlington  and  Quiney  road  should 
tail  to  perform  their  part  of  it,  then  the  second  bondholders,  parties  hereto, 
are  I"  be  remitted  to  all  their  rights  under  the  contract  of  January  1, 
Is.").",  without  any  prejudice  to  surli  rights  from  anything  herein  contained; 
and    with    this    proviso,    the    said    second    bondholders,    parties    hereto,    agree 

ch  modification  of  said  contract  of  January,  L855. 

L8.  -V-  collateral  security  Cor  the  performance  of  this  contract,  the 
ond  mortgage  bonds  and  ad  theil  coupons  now  unpaid  are  to  be 
deposited  with  the  Bame  depositary,  and  to  be  kept  upon  the  same  terms 
and  conditions  as  those  hereinbefore  provided  for  in  regard  to  the  first; 
and  in  case  the  Chicago,  Burlington  ami  Quiney  road  become  the  owners 
of  tin-  Northern  Cross  road,  thej  are  to  give  a  new  second  mortgage  thereon, 
and  coupons  like  8)  t"  secure  -aid  bonds.  This  second  mortgage  is  not 
to  l.r  more  than   i-  necessary  for  this  special  object. 

$  19.  Should  any  bondholders  not  parties  to  this  contract  obtain, 
directly  or  indirectly,  by  reason  of  any  voluntary  agreement  or  bargain  to 
be  made  by  the  Chicago,  Burlington  and  Quiney  road,  any  better  condi- 
tions than  those  hereby  made  with  the  parties  hereto,  for  the  same  descrip- 
tion of  bonds,  then  the  -aid  mad  and  its  successors  shall  be  bound  in 
honor   and    in    law    to   keep    the    parties   hereto   not    worse   off    than    the   most 

favored  bondholder-  of  their  class  respectively. 

$  I'm.  The  Chicago,  Burlington  and  Quiney  road  shall  not  be  held  to  be 
in  default  in  regard  to  any  payment  provided  for  by  this  contract,  till  the 
expiration  of  thirty  days  from  the  time  named  for  such  payment;  but  if 
there  be  any  delay,  even  for  the  thirty  days,  interest  at  the  rate  of  six  per 
cent  per  annum  is  to  be  paid  by  them. 

§  21.  Should  the  said  depositary  resign  that  trust,  or  should  the  parties 
parties  hereto  desire  to  change  said  depositary,  or  should  the  trustees  of 
the  new  bonds  be  of  opinion  that  the  interest  of  either  party  requires 
such  change,  then  the  said  trustees  may  appoint  a  new  depositary. 


CORPORATE    HISTORY  333 

§  22.  In  case  of  the  dissolution  of  the  firm  of  John  Goll  &  Sons,  the 
bondholders  shall  name  some  other  person  in  Frankfort,  to  whom  the  pay- 
ments hereinbefore  provided  for  shall  be  made,  in  lieu  of  said  Goll  &  Sons. 

§  23.  As  the  Chicago,  Burlington  and  Quincy  road  makes  payments  of 
the  new  bonds  to  be  issued  as  herein  provided,  a  corresponding  amount  of 
the  first  bonds  lodged  as  collateral,  with  coupons,  is  to  be  delivered  to  them, 
and  until  they  are  so  delivered  the  said  road  shall  not  be  obliged  to  make 
further  payments.  And  as  to  the  second  mortgage  bonds,  before  they  shall 
be  redelivered  to  the  parties  hereto  in  consequence  of  a  failure  of  the  Chi- 
cago, Burlington  and  Quincy  road  to  fulfil  this  contract,  all  sums  that  shall 
have  been  paid   shall  be  credited  and  indorsed  on   the   bonds  accordingly. 

§  24.  The  Chicago,  Burlington  and  Quincy  road  agree  to  make  the  fol- 
lowing payments:  — 

a.  To  pay  the  balance  due  upon  the  former  drawings  of  $200,000  of  the 
second  mortgage  bonds,  which  is  now  in  arrear. 

b.  To  pay  to  John  Goll  &  Sons  $1,625  on  account  of  expenses  to  which 
the  sceond  mortgage  bondholders  are  subjected. 

c.  To  pay  the  fees  of  the  gentleman  of  the  law  who  shall  draw  out  a 
contract  upon  the  basis  hereby  established  (if  such  further  instruments 
shall  be  deemed  necessary  by  the  parties  of  the  first  part). 

§  25.  When  this  contract  is  finally  executed,  all  the  bonds  held  by  the 
parties  thereto  are  to  be  stamped  or  marked  as  follows:  'Subject  to  the 
contract  of  June  the  fourth,  1860. ' 

§  26.  The  new  bonds  and  coupons  of  the  Chicago,  Burlington  and 
Quincy  road  are  to  be  dated  July  first,  1860,  and  sent  to  John  Goll  &  Sons 
on  or  before  November  first,  1860 ;  whereupon  they  are  to  deliver  to  the 
depositary  the  present  bonds,  according  to  the  foregoing  agreement. 

§  27.  No  bondholders  to  be  allowed  to  become  a  party  to  this  agreement 
after  the  first  of  August  next,  except  by  the  consent  of  the  Chicago,  Bur- 
lington and  Quincy  road. 

§  28.  Whenever  in  this  contract  the  Northern  Cross  Railroad  is  men- 
tioned, the  road  now  called  the  Quincy  and  Chicago  road  is  intended. 

§  29.  The  first  bondholders,  parties  hereto,  hereby  nominate  and  ap- 
point Dr.  H.  R.  Claussen,  attorney  at  law,  notary  public  and  justice  of  the 
peace  at  Davenport,  Iowa,  as  the  trustee  under  the  new  bonds,  to  be  named 
by  them  as  provided  in  Article  13. 

§  30.  The  parties  of  the  first  part  will,  simultaneously  with  the  execu- 
tion hereof,  give  to  Charles  H.  Warren,  Esq.,  a  list  of  the  numbers  of  the 
bonds  they  represent. 

In  witness  whereof,  all  the  parties  aforesaid  have  interchangeably  set 
their  hands  to  this  German  and  English  version  hereof." 

Now,  therefore,  this  indenture  witnesseth  that  the  said  party  of  the  first 
part,  in  order  to  secure  the  payment  of  one  million  and  two  hundred  thou- 
sand dollars  principal,  and  interest  thereon,  or  such  part  thereof  as  may 
belong  to  persons  who  have  or  may  become  parties  to  said  contract  of 
June  4,  1860,  for  the  benefit  of  the  bondholders  of  the  first  mortgage  on 
the  Northern  Cross  Railroad,  and  in  consideration  of  the  sum  of  one  dollar 
paid  at  the  sealing  and  delivering  of  this  instrument  by  the  said  parties  of 


334        CHICAGO,    BURLINGTON    &    QULNCT    RAILROAD    COMPANY 

the  second  part,  the  receipt  whereof  is  hereby  acknowledged,  have  granted, 
bargained,  sold,  transferred,  and  conveyed  unto  the  said  parties  of  the 
second  part  (who  hereby  accept  the  trust  herein  contained),  and  to  the 
survivor  or  survivors,  and  successor  or  successors  in  the  said  trust  or  as- 
signs, their  railroad  now  in  operation  from  the  junction  of  the  Galena  and 
Chicago  Union  Railroad  (at  a  point  about  thirty  miles  from  Chicago),  to 
Galesburg,  in  the  state  of  Illinois,  a  distance  of  about  one  hundred  and 
thirty-nine  miles,  to  the  point  of  the  junction  with  the  Peoria  and  Oquawka 
Railroad,  with  all  the  appurtenances  now  thereto  belonging,  and  hereafter 
to  be  acquired,  including  the  right  of  way  and  land  occupied,  acquired  and 
to  be  acquired  thereby,  together  with  tin-  superstructure  thereon,  or  to  be 
-muted  thereon  or  procured  therefor,  inclusive  of  the  iron  rails,  equip- 
ment^, and  superstructure  purchased  or  to  lie  purchased  therefor,  bridges, 
viaducts,  fences,  depot  grounds  and  buildings  thereon,  including  the  depot 
nd-  at   Chicago,   engines,   tenders,   ears,   tools,   machinery,  and   all   other 

g is  and  chattel-,   right   thereto  or   interest   therein,  and   all   the   franchises, 

rights,  and  privileges  of  the  Baid  party  of  the  first  part  in  and  to  and 
concerning  the  -aid  railroad,  constructed  or  to  lie  constructed,  and  its 
appurtenances  and  said  depot  grounds:  but  nothing  herein  contained  shall 
be  construed  to  prevent  the  party  of  the  first  part  from  selling,  hypothecat- 
ing,  or   disposing    of    land   or   any    other    property    of   the   said   company,  not 

ssary  to  be  retained  for  their  roadway  or  depot  grounds,  nor  required 
for  the  construction  or  convenient  use  of  Baid  road;  nor  from  collecting 
moneys  due  the  company:  provided,  that  no  default  shall  have  been  made 
in  the  payment  of  the  intere-t  and  of  the  payment-  upon  the  principal  due 
to  the  bondholders  herein   mentioned. 

And  it  is  distinctly  agreed  and  understood  that  Baid  railroad,  property 
and  estate,  rights  and  franchises,  of  whatever  nature,  hereby  conveyed,  are 
subject   to  a   mo  heretofore  made   by   Baid   Chicago,   Burlington  and 

Quincy   Railroad  Company  to  B.  B.   Forbes,  .1.  X.  A.  Griswold,  and   EL  L. 

Baker,  by  indenture  bearing  date  January  1.  L858,  under  which  said  rail- 
d  com]. any  have  issued,  and  are  authorized  to  issue  hereafter,  bonds  or 
Other  obligations  to  the  extent  of  five  millions  of  dollars,  for  the  purpose, 
among  other  things,  of  extinguishing  prior  mortgages  upon  said  road  made 
by  the  Central  Military  Tract  and  Chicago  and  Aurora  Railroad  Companies, 
and  this  conveyance  i-  made  subject  to  the  right  of  said  Chicago,  Burling- 
ton ami  Quincy  Railroad  Company  to  issue  -aid  bonds  for  five  millions  of 
dollar-:  d,    that    the    amount    of   all    the    incumbrances    on    the    road 

prior  to  this  mortgage  -hall   in   no  event   BXC 1   live  millions  of  dollars,  and 

provided  also,  that  on  the  premises  aforesaid  no  new  incumbrance  shall  be 
created  giving  priority  to  this  mortgage. 

And  it  i-  onderst 1  and  agreed  that  the  bonds  issued  under  this  mort- 
gage shall  be  countersigned  by  the  trustees,  or  a  majority  of  them. 

To  havi  and  to  hold  the  said  premises,  and  every  part  thereof,  with  the 
appurtenances,  unto  the  said  parties  of  the  second  part,  the  survivor  or 
survivors  of  them  and  assigns,  upon  the  following  trusts,  that  is  to  say: 
In  case  the  party  of  the  first  part  shall  fail  to  pay  the  principal,  or  any 
part  thereof,  or  any  of  the  interest  on  any  of  the  said  bonds  issued  or  to 


CORPORATE    HISTORY  335 

be  issued  under  this  indenture,  at  any  time  when  the  same  may  become  due 
and  payable,  or  any  other  interest  due  according  to  the  said  contract  of 
June  4,  1860,  then,  after  thirty  days  from  such  default,  upon  request  of  the 
holder  or  holders  of  any  of  such  bonds,  the  said  parties  of  the  second  part, 
the  survivor  or  survivors,  or  the  successor  or  successors  of  them  in  the  said 
trust,  or  their  assigns,  shall  have  power  to  enter  into  and  upon,  and  to  take 
possession  of  all  or  any  part  thereof  of  the  said  railroad,  and  all  and  singu- 
lar the  property  and  effects  hereby  conveyed;  and  as  the  attorney  in  fact, 
or  agent  of  the  said  party  of  the  first  part,  by  themselves  or  agent,  or  sub- 
stitute duly  appointed,  to  have,  use,  and  employ  the  same,  making  from 
time  to  time  all  needful  repairs,  alterations,  and  additions  thereto;  and 
after  deducting  the  expense  of  such  use,  repairs,  alterations,  and  additions, 
and  indemnifying  themselves  from  all  loss,  damage,  or  liability  arising  in 
their  management  of  said  road,  and  their  own  reasonable  compensation, 
apply  the  proceeds  thereof  to  the  payment  of  the  interest  and  principal  of 
all  said  bonds  remaining  unpaid,  whether  the  said  bonds  shall  have  fallen 
due  or  otherwise. 

And  the  said  parties  of  the  second  part,  the  survivor  or  survivors,  suc- 
cessor or  successors  in  said  trust,  and  their  assigns,  in  case  of  such  default, 
at  their  or  his  discretion,  may,  or  on  the  written  request  of  the  holders  of 
at  lea^t  one  half  of  the  bonds  then  unpaid,  shall  cause  either  the  whole  of 
the  said  premises  subject  to  said  prior  mortgages,  or  at  their  discretion  so 
much  thereof  as  shall  be  necessary  to  pay  and  discharge  the  principal  and 
interest  of  all  such  said  bonds  as  may  then  be  unpaid  as  aforesaid,  and 
whether  the  same  have  matured  or  otherwise,  to  be  sold  at  public  auction, 
in  the  city  of  New  York,  or  in  the  city  of  Chicago,  in  the  said  State  of 
Illinois,  giving  at  least  sixty  days'  notice  of  the  time,  place,  and  terms  of 
said  sale,  by  publishing  the  same  in  two  daily  newspapers  in  each  of  the 
cities  aforesaid,  and  shall  execute  to  the  purchaser  or  purchasers  a  good 
and  sufficient  deed  of  conveyance,  in  fee  simple,  for  the  same,  which  shall 
be  a  bar  against  the  party  of  the  first  part,  their  successors  and  assigns, 
and  all  persons  claiming  under  them,  of  all  rights,  interests,  or  claims  in 
or  to  said  premises  or  property  so  sold  and  conveyed,  or  any  part  thereof. 
And  it  is  further  agreed  that  at  any  sale  as  aforesaid  of  the  whole  or  any 
part  of  the  premises  by  the  said  trustees,  they  may,  if  they  think  it  for 
the  interest  of  the  bondholders,  become  bidders  and  purchasers  of  the  same, 
provided  they  shall  not  bid  or  pay  therefor  a  sum  that  shall  exceed  the 
amount  due,  and  to  become  due,  to  said  bondholders;  and  upon  such  pur- 
chase, the  premises  which  shall  be  sold  shall  be  thenceforth  held  in  trust  for 
said  bondholders,  in  proportion  to  their  respective  debts  or  claims  against 
said  corporation,  but  subject  to  all  expenses  and  compensation  as  aforesaid. 

And  the  said  trustee  or  trustees  shall,  in  case  they  do  not  buy  the  same 
for  account  of  the  bondholders  as  above  provided,  after  deducting  from  the 
proceeds  of  said  sale  the  cost  and  expenses  thereof,  and  of  managing  such 
property,  and  their  own  reasonable  compensation,  apply  so  much  of  the 
proceeds  as  may  be  necessary  to  the  payment,  as  aforesaid,  of  the  said 
principal,  and.  of  the  interest  due  or  unpaid  on  said  bonds,  and  shall  restore 
and  pay  the  residue  thereof,  if  any  there  shall  be,  to  the  party  of  the  first 


336        CHICAGO,    BURLINGTON    &    QTHNOX    RAILROAD    COMPANY 

paxtj  it  being  hereby  expressly  understood  that  in  no  case  shall  any  claim 
-or  advantage  be  taken  of  any  valuation,  appraisement,  or  extension  laws, 
by  said  party  of  the  first  part,  nor  any  injunction  or  stay  of  proceedings  to 
be  applied  for  or  obtained  by  them,  to  prevent  such  entry  or  sale  as  afore- 
said. 

And  it  is  hereby  expressly  understood  and  declared  that  in  case  the  said 
parties  of  the  second  part,  their  survivors  or  successors,  should  for  any 
reason  omit  to  avail  themselves  of  any  BUCh  neglect  or  default  as  aforesaid, 
of  the  party  of  the  first  ['art,  that  such  omission  shall  not  in  any  manner 
impair  the  rights  ami  remedies  Of  the  said  parties  of  the  second 
part,  the  survivor  or  survivors,  successor  or  successors,  or  assigns,  to  avail 
themselves  of  any  other  or  further  neglect  or  default  of  the  said  party  of 
the  first   part. 

And  the  said  party  of  the  firsl  pari  hereby  covenants  and  agrees,  for  the 
consideration  aforesaid,  at  any  time  or  times  hereafter,  to  execute  and 
deliver  any  further  reasonable  and  necessary  conveyance  of  the  premises, 
or  any  part  thereof,  to  the  parties  of  the  second  part,  or  to  their  sur- 
vivors,  successors,  or  assigns,   for  the  more  effectual   vesting  the  premises 

hereby  granted,  or  intended  to  be,  in  said  parties  of  the  second  part,  and 
for   more    fully   carrying    into  effect    the   object    hereof,    particularly    for   the 

conveyance  of  any   property  subsequently  to  the  date  hereof  acquired,  by 

the   party   of   the   first    part,  ami   comprehended    in    the   description   contained 

in  the  premises,  as  by  the  -aid  party  of  the  second  part,  the  survivor,  suc- 
jor,  or  assigns,  or  their  counsel  learned  in  the  law,  shall  lie  reasonably 
advised  or  required. 

And  h  by  mutually  agreed,  and  these  presents  are  upon  this  express 

condition,   that    on    payment   of'   principal   and    interest   of  all   said    bonds,  the 

estate  herebj  granted  to  -aid  second  parties,  their  Burvivors,  successors,  or 
assigns,  -hall  be  void,  and  the  right  of  the  premises  hereby  conveyed  shall 

revert   and   revest   in   the  party  of  the  first    part,   without  any  acknowledgment 

of  satisfaction,  reconveyance,  or  any  other  act. 

And  it  is  mutually  agreed  that  the  said  parties  of  the  second  part  shall 
only  be  accountable  tor  gross  neglect  or  wilful  default  in  the  management 

hereof,  and  shall  not  be  responsible  for  the  ads  of  each  other,  or  of  agents 
employe. 1  by  them,  when  such  agent  IB  -elected  with  reasonable  discretion; 
and  that  the  parties  of  the  second  part  shall  be  entitled  to  a  reasonable 
compensation  for  any  labor  and  service  performed  by  them  in  the  discharge 
of   this   trust. 

And  it  is  further  agreed,  by  ami  between  said  parties,  that  whenever  a 
vacancy  among  .-aid  parties  of  the  second  part,  or  their  successors,  shall 
occur,  by  death  or  resignation  or  inability  to  discharge  the  duties  of  said 
trust,  the  remaining  person  or  persons,  parties  of  the  second  part,  shall 
immediately  proceed  ami  make  an  appointment  of  a  successor  or  successors, 
by  indorsing  such  appointment,  in  writing,  upon  one  part  of  this  indenture, 
and  the  person  or  persons  so  appointed  shall  indorse  his  acceptance  of  such 
appointment  upon  this  indenture,  and  thereupon  such  person  or  persons 
shall  become  one  of  the  party  or  parties  of  the  second  part,  with  the  same 
powers  and  duties  as  if  he  or  they  had  been  originally  such  parties  of  the 


CORPORATE   HISTORY  337 

Becond  part;  and  the  surviving  or  remaining  parties  of  the  second  part 
shall,  by  appropriate  instruments,  vest  in  the  party  or  parties  so  appointed 
the  necessary  legal  estate  and  interest,  to  enable  them  to  execute  said  trust. 
And  in  case  said  vacancy  shall  not  be  filled  within  sixty  days  from  the 
occurrence  thereof,  by  said  remaining  trustee  or  trustees,  as  aforesaid, 
then  and  thereupon  such  vacancy  may  be  filled  by  the  president  of  the 
Farmers'  Loan  and  Trust  Company,  or  the  depositary  of  said  bonds. 

All  such  resignations  so  made  as  aforesaid  shall  be  in  -writing,  indorsed 
hereon,  and  on  the  duplicate  original  copies  hereof,  and  signed  by  the  party 
so  resigning;  and  any  such  disability  certified  hereon  by  the  remaining 
trustee  or  trustees,  and  confirmed  by  the  vote  of  the  directors  of  the  party 
of  the  first  part,  shall  be  taken  and  deemed  to  be  conclusive  in  the  premises. 

And  it  is  further  mutually  agreed,  by  the  parties  of  these  presents,  that 
if  in  the  event  of  the  resignation  or  inability  of  either  of  said  trustees, 
ascertained  as  aforesaid,  and  before  the  appointment  and  acceptance  of  a 
successor  to  such  trustee,  there  shall  remain  two  trustees  qualified  to  act, 
and  it  shall  become  necessary  or  expedient,  in  their  judgment,  that  any  act 
within  the  scope  of  the  duty  of  said  trustees  should  be  performed,  the 
same  shall  and  may  be  performed  by  said  two  remaining  trustees;  and 
further,  that  in  relation  to  all  the  duties  herein  provided  to  be  performed 
by  said  three  trustees,  the  same  may,  except  where  other  provision  is  ex- 
pressly made  herein,  be  executed  and  performed  by  a  majority  of  said 
trustees,  after  a  meeting  or  consultation  of  all  said  trustees. 

And  the  said  parties  of  the  second  part  do  hereby  severally  accept  the 
trust  herein  mentioned,  and  severally  covenant  faithfully  to  administer  and 
execute  the  same. 

In  witness  whereof,  the  said  parties  of  the  first  part  have  caused  the 
corporate  seal  of  said  company  to  be  hereto  affixed,  and  to  seven  other 
original  indentures  of  the  same  tenor  in  all  respects,  and  the  same  to  be 
signed  by  John  Van  Nortwick,  their  president,  and  Amos  T.  Hall,  their 
treasurer,  both  for  that  purpose  duly  authorized,  the  day  and  year  first 
above  written. 

And  the  said  parties  of  the  second  part  have  affixed  their  seals  and  sig- 
natures hereto,  and  to  said  seven  other  original  indentures. 

John  Van  Nortwick, 
[Seal]  President. 

Amos  T.  Hall, 

Treasurer. 
Witnesses.  Hans  Beimer  Claussen.        [l.  s.] 

J.  N.  Dennison.  Sidney  Bartlett.  [l.  s.] 

William  B.  Fowle,  Jr.  Charles  G.  Loring.  [l.  s.] 

Commonwealth  of  Massachusetts 

County  of  Suffolk,  ss. 

Be  it  remembered,  that  on  this  the  twenty-fourth  of  September,  in  the 
year  one  thousand  eight  hundred  and  sixty,  before  me,  Benjamin  H. 
Currier,  a  commissioner  of  the  State  of  Illinois,  duly  appointed  to  take  the 
acknowledgment  and  proof  of  deeds  and  other  instruments  to  be  recorded  in 


338        CHICAGO,    BURLINGTON"    &    QTJINCY    RAILROAD    COMPANY 

said  State  of  Illinois,  and  also  to  administer  oaths,  dwelling  in  the  city  of 
Boston,  personally  appeared  John  Van  Nortwick,  president,  and  Amos  T. 
Hall,  treasurer  of  the  Chicago,  Burlington  and  Quincy  Railroad  Company; 
personally  known  to  me  to  be  the  president  and  treasurer  of  said  company, 
and  whose  signatures  are  attached  to  the  foregoing  instrument  as  Buch 
president  and  treasurer,  and  being  duly  sworn,  do  depose  and  Bay, 
that  they  were  president  and  treasurer  of  said  company,  respectively, 
at  the  date  of  the  execution  of  the  foregoing  instrument,  and  are 
still  such  president  and  treasurer,  respectively,  and  that  said  instrument 
was  executed  by  and  under  a   resolution  of  the  board  of  directors  of  the 

said    Company,    and    that    under    and    by    virtue    of    said    resoluti the    seal 

■  ■I  Bald  company  has  Keen  affixed  to  the  said  instrument  by  them,  and  that 
the  seal  thereto  attached  is  the  -eal  of  Bald  company,  and  that  they  did 
then  and  there  acknowledge  that   the  -aid  seal   was  allixed  thereto,  and   that 

the  said   indenture  v.;i-  executed  and   was  delivered   by  the  said   company 

a-   :.  .    acting   through    them    by    Virtue    Of    the    said    resolution,   as    the 

act    and    deed    Of    the    said    company,    and    for    the    use-    and    purposes 

therein    expressed,    and    that    the    said    seal    is    the   seal    of   the    said    company, 

and    that    the    -aid    si-natures    are    their    si-nature-,    a-    -aid    president    and 

ipectively,  and  that  -aid  instrument   i-  the  deed  of  said  company. 

/  [  have  hi    etO    set   my   hand   and   official   se.-il,   a-   such 

.  at   my   office,  in   Boston,  in   the  county  of  Suffolk  ami  Com- 
monwealth  of   (Massachusetts,  on   this   twentj  fourth   of   September,  A.    I). 

BJ  vi  \  mi\    II.   Cl  i:i:n  B, 

<  ,,,,  for  Illinois  m  Massachusetts. 


APPOINTMENT.   November  5,    is^*',  of   llemy    Parkman,  Successor  to 

( !has.  G.  I."'  Lng. 

Pursuant  lions   of   the   within    Trust    and    Mortgage    Deed, 

Chas.    <;.    Loring  of    the    Trustees    named    therein    having    deceased 

and  no  appointment  of  a  successor  having  been  hitherto  made 

by  the   Burviving   T<  ad    no   appointment    of  such    -  ir   having 

been  made  by  the  President  of  the  Farmers  Loan  &  Trusl  C pany,  or  the 

depositary  of  said  Bonds,  th<  rviving  Trustees  do  now  pro- 

.   to   till  such  vacancy,  and  do  hereby  appoint    Henry   I'arkinan   of   Boston 

ami    State    of    M  tts,       -    ,;       SUO Or,    in    -aid    Trust,    to    the    said 

('has.    <;.    Loring,    deceased,    ami    we    have    on    the    day    of    thi'    date    hereof, 
pursuant    to    the    terms    of   the    Trust    I'eed,   executed    and    delivered    to   the 
said  Henry  Parkman,  an  appropriate  instrument  to  vesl   in  h  in  the  Qi 
sary  legal,  estate,  to  enable  him  with  us  to  execute  -aid  Trust. 

/  i/   whereof,  we  have  hereunto  set   our  hand-   and    seals   this 

fifth  day  of  November,  1885. 

Sllr.  I    ,      I;  \  ,  I  LF.TT  |  SKA1.  ] 

H.\.\.-   1,'m.mm;  CLAUSSEN  [SKAl.j 


CORPORATE    HISTORY  339 

I,  Henry  Parkman,  who  have  been  appointed  Trustee  by  the  foregoing 
instrument  do  hereby  accept  such  appointment  and  agree  to  execute  the 
powers  and  duties  thereby  conferred  upon  me. 

Sealed  with  my  seal  this  fifth  day  of  November,  1885. 

Henry  Parkman  [seal] 

CONVEYANCE,  November  6,  1885,  by  Trustees  to  Henry  Parkman,  suc- 
cessor to  Charles  G.  Loring. 

Know  all  men  by  these  presents,  That,  whereas,  by  a  writing  endorsed  on 
a  trust  mortgage  between  the  Chicago,  Burlington  &  Quincy  Railroad 
Company  and  Hans  Reimer  Claussen,  Sidney  Bartlett  and  Charles  G.  Loring, 
Trustees,  bearing  date  the  first  day  of  September,  1860,  Henry  Parkman  of 
Boston,  was  on  the  fifth  day  of  November,  1885,  appointed  by  said  Claussen 
and  Bartlett,  surviving  trustees,  the  successor  in  said  trust  to  Charles  G. 
Loring,  one  of  said  trustees,  who  was  deceased,  and  said  Parkman  by  endorse- 
ment on  the  same  instrument  has  accepted  said  appointment  and  trust. 

Now  therefore,  in  order  to  vest  in  said  Parkman  the  necessary  legal  estate 
and  interest  to  enable  him  to  execute  said  trust,  we,  the  said  Claussen  and 
Bartlett  trustees  as  aforesaid,  do  hereby  remise  and  convey  to  said  Parkman 
as  such  trustee  such  legal  estate  in  the  premises  conveyed  by  said  mortgage 
deed  as  shall  vest  in  him  the  power,  jointly  with  us  or  our  survivors  to 
execute  the  powers  conferred  on  the  trustees  by  said  trust  deed. 

Sealed  with  our  seals  this  sixth  day  of  November,  1885. 

Sidney  Bartlett  [seal] 

Hans  Reimer  Claussen  [seal] 

State  of  Massachusetts,  ) 

y  ss 
County  of  Suffolk.  \ 

On  the  13th.  day  of  November,  A.  D.  1885,  before  me,  William  J.  Ladd, 
Notary  Public,  in  and  for  said  County  and  State,  personally  appeared  Sid- 
ney Bartlett,  to  me  personally  known  to  be  the  identical  person  whose  name 
is  affixed  to  the  foregoing  instrument  and  acknowledged  the  same  to  be  his 
free  act  and  deed. 

In  testimony  whereof  I  have  hereunto  set  my  hand  and  official  seal,  the 
day  and  year  last  above  written. 
[seal]  W.  J.  Ladd, 

Notary  Public. 

State  of  Iowa,  ) 

r  SS 

Scott  County.  ) 

On  this  17th  day  of  November,  A.  D.  1885,  personally  appeared  before 
me  the  undersigned,  a  Notary  Public  in  and  for  said  county,  Hans  Reimer 
Claussen,  to  me  personally  known  to  be  the  identical  person,  whose  name 
is  affixed  to  the  foregoing  Instrument,  as  one  of  the  grantors  &  acknowledged 
the  same  to  be  his  voluntary  act  &  deed. 

Witness  my  hand  &  Notarial  Seal  the  date  last  above  written. 
[seal]  Ernst  Claussen, 

Notary  Public,  Scott  Co.,  Iowa. 


Book 

Page 

124 

331 

148 

538 

83 

.  382 

240 

375 

45 

168 

28 

95 

1742 

483 

245 

616 

57 

621 

340        CHICAGO,    BURLINGTON    &    QUINCY    RAILROAD    COMPANY 

RECORDED  IN  ILLINOIS 

County  ■  Date 

Knox  November  30,  1885 

Henry  December  14,  1885 

Bureau  January  18,  1886 

LaSalle  January  21,  1886 

Kendall  February     9,  1886 

DuPage  February  23,  1886 

Cook  March     1,  1886 

Kane  June  20,  1889 

DeKalh  May    IS,  1895 

APPOINTMENT,   -May   1,  1889,  of  Edward   Bangs,  Successor  to  Sidney 

Bartlctt. 

Pursuant  to  the  provisions  of  the  within  Trust  and  mortgage-deed, 
Sidney  Bartlett,  one  of  the  Trustees  named  therein  having  deceased, 
March  6,  1889,  the  undersigned  surviving  Trustees  do  hereby  appoint 
Edward  Bangs  of  Boston,  state  of  Massachusetts  as  the  successor  in  said 
Trust  to  the  said  Sidney  Bartlctt,  deceased,  and  we  have  on  the  day  of 
the  date  hereof,  pursuant  to  the  terms  of  the  Trust  Deed  executed  and  de- 
livered to  the  said  Edward  Bangs,  an  appropriate  instrument  to  vest 
in  him  the  necessary  legal  estate,  to  enable  him  with  us  to  execute  said 
Trust. 

In  testimony  whereof,  we  have  hereunto  set  our  hands  and  seals  this  first 
day  of  .May,  1889. 

Hans  Reimer  Claussen  [seal] 

Henry  I'akkman  [seal] 

I,  Edward  Bangs,  who  have  been  appointed  Trustee  by  the  foregoing 
instrument  do  hereby  accept  such  appointment  and  agree  to  execute  the 
[>owers  and  duties  thereby  conferred   upon  me. 

Sealed  with  my  seal  this  eleventh  day  of  May,  1889. 

Edward  Bangs  [seal] 

CONVEYANCE,  .May  1,  1889,  by  Trustees  to  Edward  Bangs,  Successor  to 

Sidney    Bartlett. 

Know  ail  m< »  by  thest  presents,  That,  whereas,  by  a  writing  endorsed 
on  a  trust  mortgage  between  the  Chicago,  Burlington  &  Quincy  Railroad 
Company  and  Hans  Reimer  Claussen,  Sidney  Bartlett  and  Charles  G.  Loring, 
Trustees,  bearing  date  the  first  day  of  September,  1860,  Henry  I'arkman  of 
Boston,  was  on  the  fifth  day  of  November,  18S5,  appointed  by  said  Claussen 
and  Bartlett,  surviving  trustees,  the  successor  in  said  trust  to  Charles  G. 
Loring  one  of  said  trustees,  who  has  deceased,  and  said  I'arkman  by  endorse- 
ment on  the  same  instrument   has  accepted  said  appointment    and  trust,  and 

li'ln  reas,  by  a  writing  on  the  same  trust  mortgage,  Edward  Bangs  of 
Boston  was  on  the  first  day  of  May,  1889,  appointed  by  the  said  Claussen 
and    I'arkman,   surviving   trustees,  the  successor  in   said   trust   to   the   said 


CORPORATE    HISTORY  341 

Sidney  Bartlett,  deceased,  and  said  Bangs  by  endorsement  on  the  said  trust 
mortgage  has  accepted  said  appointment  and  trust. 

Now  therefore,  in  order  to  vest  in  said  Bangs  the  necessary  legal  estate 
and  interest  to  enable  him  to  execute  said  trust,  we,  the  said  Claussen  and 
Parkman  trustees  as  aforesaid,  do  hereby  remise  and  convey  to  said  Bangs 
as  such  trustee  such  legal  estate  in  the  premises  conveyed  by  said  mortgage 
deed  as  shall  vest  in  him  the  power,  jointly  with  us  or  our  survivor  to 
execute  the  powers  conferred  on  the  trustees  by  said  trust  deed. 
Sealed  with  our  seals  this  first  day  of  May,  1889. 

Hans  Reimer'  Claussen  [seal] 

Henry  Parkman  [seal] 


State  of  Massachusetts, 
County  of  Suffolk. 


[•  ss. 


On  this  2d  day  of  May  A.  D.  1889,  before  me,  A.  G.  Stanwood,  Notary 
Public,  in  and  for  said  county  and  state,  personally  appeared  Henry  Park- 
man,  to  me  personally  known  to  be  the  identical  person  whose  name  is 
affixed  to  the  foregoing  instrument  and  acknowledged  the  same  to  be  his 
free  act  and  deed. 

In  testimony  whereof  I  have  hereunto  set  my  hand  and  official  seal,  the 
day  and  year  last  above  written. 

A.  G.  Stanwood, 
Notary  Public,  [seal] 

State  of  Iowa,      / 

r  SS 

County  of  Scott.  ) 

On  this  7th  day  of  May,  A.  D.  1889,  before  me,  Ernst  Claussen,  Notary 
Public,  in  and  for  said  county  and  state,  personally  appeared  Hans  Reimer 
Claussen,  to  me  personally  known  to  be  the  identical  person  whose  name  is 
affixed  to  the  foregoing  instrument  and  acknowledged  the  same  to  be  his 
free  act  and  deed. 

In  testimony  whereof  I  have  hereunto  set  my  hand  and  official  seal,  the 
day  and  year  last  above  written. 

Ernst  Claussen, 
Notary  Public,  Scott  County,  Iowa,  [seal] 

RECORDED  IN  ILLINOIS 


County 

Date 

Booh 

Page 

Kane 

June  20,  1889 

245 

617 

Knox 

July     2,  1889 

133 

357 

Henry 

July  22,  1889 

165 

148 

Bureau 

July  25,  1889 

89 

595 

LaSalle 

July  29,  1889 

260 

214 

Kendall 

August  19,  1889 

M 

305 

DuPage 

October  18,  1889 

31 

369 

Cook 

November     6,  1889 

2732 

529 

DeKalb 

May  18,  1895 

57 

619 

342        CHICAGO,    BURLINGTON    &    QUINCY    RAILROAD    COMPANY 

APPOINTMENT,  May  29,  1894,  of  W.  W.  Baldwin,  successor  in  trust. 

Pursuant  to  the  provisions  of  the  within  Trust  and  Mortgage  deed, 
Hans  Reimer  Claussen  one  of  the  Trustees  named  therein  having  deceased 
March.  14.  1894,  and  Edward  Bangs  another  of  the  Trustees  under 
said  Trust  and  Mortgage,  having  deceased  February  16,  1894,  the  under- 
signed surviving  Trustee  hereby  appoints  YV.  \V.  Baldwin  of  Burlington, 
Iowa,  as  the  successor  in  said  Trust  to  the  said  Hans  Reimer  Claussen,  de 
ceased,  and  has  on  the  day  of  the  date  hereof,  pursuant  to  the  terms  of  the 
Trust  deed  executed  and  delivered  to  the  said  YV.  W.  Baldwin  an  appropriate 
instrument  to  vest  in  him  the  necessary  legal  estate  to  enable  him  with 
said  surviving  Trustee  to  execute  said  Trust. 

In  testimony  whereof  I  have  hereunto  set  my  hand  and  seal  this  29th 
day  of  May,  1894. 

IIknry   Park. man  [seal] 

I.  YV.  YV.  Baldwin,  who  have  been  appointed  Trustee  by  the  foregoing 
instrument  do  hereby  accept  such  appointment  and  agree  to  execute  the 
powers  and  duties  thereby  conferred  on  me. 

Scaled  with  my  seal  this   12th  day  of  May,  1894. 

W.  W.  Baldwin  [seal] 


County 

LaS  u.i.k 
i.  Salle 
l.  lSalle 
1m  Page 
DuP 
DuPage 
I  n  I  • 
1"  Page 
Kane 

K  \  N  E 
K  '.  N  E 
K  kNE 

K  i  MiAI.L 

Kendall 

Kl  NIIAI.I. 
Kl NDALL 

Kendall 

Ki  K  \i.h 

Dl  K  ALU 

DeKalb 

Bureau 
Bureau 

Henry 
IIknry 
Henry 


l.'K  CORDED 
Dati 

December  1 
July  18 
May   18 

I  >i . ■.  mber  I 
June   16 

Si  ptember  6 

September  6 
September     6 

December     1 

June    L'l 

August  -".l 

August  31 

I  »eci  mber  '■' 

July      5 

June  28 

Jul 

dune  28 
July  11 
June  24 
June  24 
July  27 
June  11 
December  3 
August  2 
July  29 


I\    II.l.IXOIS 

1860 
L894 

1895 

1860 

L894 

1895 

L895 

1895 

1860 

L894 

1895 

l  B95 

1860 

1894 

1  895 

1895 

1895 

L894 

1895 

1895 

1894 

1895 

1860 

1894 

1895 


Book 

76 

320 

320 

6 

37 

12 

42 

42 

66 

339 

::.-,  t 

354 

U 

P 

P 

P 

P 

57 

65 

65 

109 

109 

53 

165 

193 


Page 

12 

323 

564 

J7«; 

262 

54 

:,1 

55 

101 

241 

46 

46 

643 

44 

93 

93 

96 

439 

243 

244 

363 

543 

87 

526 

64 


CORPORATE    HISTORY  343 


Date 

Book 

Page 

July  29,  1895 

193 

65 

December  1,  1860 

12 

393 

August  7,  1894 

64 

83 

August  10,  1895 

61 

494 

September  4,  1894 

4884 

562 

September  10,  1895 

5242 

367 

County 

Henry 

Knox 

Knox 

Knox 

Cook 

Cook 


RELEASE,   April    18,   1895,   Henry   Parkman   and   William   W.   Baldwin, 
Trustees,  to  Chicago,  Burlington  &  Quincy  Eailroad  Company. 
Whereas,  all  the  bonds  issued  under  and  secured  by  a  Trust  Mortgage, 

dated  September  1st,  1860,  between  the  Chicago,  Burlington  and  Quincy 
Eailroad  Company,  and  Hans  Beimer  Claussen,  Sidney  Bartlett,  and  Charles 
G.  Loring,  Trustees,  which  bonds  became  due  July  1st,  1890,  have  been  fully 
paid,  and  all  the  agreements  in  said  Trust  Mortgage  carried  out  on  the  part 
of  the  Eailroad  Company;  and 

Whereas,  since  the  execution  of  said  mortgage,  vacancies  have  occurred 
in  the  matter  of  said  trusteeship ;  and  Henry  Parkman  and  Wm.  W.  Baldwin 
have  been  duly  appointed  Trustees,  in  accordance  with  law  and  the  provisions 
of  said  mortgage,  and  are  now  the  sole  surviving  Trustees  thereunder: 

Now,  Therefore,  We,  the  said  Henry  Parkman  and  Wm.  W.  Baldwin,  the 
present  Trustees  under  said  Indenture  of  Mortgage,  do  hereby  certify  that 
the  same  has  been  and  is  fully  paid  and  satisfied  in  all  respects;  and  we 
hereby,  as  such  Trustees,  release  and  discharge  the  property  covered  by 
said  mortgage  of  and  from  the  lien  thereof. 

In  Witness  Whereof,  We,  Henry  Parkman  and  Wm.  W.  Baldwin,  Trustees 
as  aforesaid,  have  hereunto  set  our  hands  and  seals  as  Trustees  this 
eighteenth  day  of  April,  A.  D.  1895. 

Henry  Parkman,  [seal] 

William  W.  Baldwin,  Trustees  [seal] 

Witness : 

D.  C.  Stanwood  to  H.  P. 
H.  E.  Jarvis  to  W.  W.  B. 


State  of  Massachusetts,  / 

y  ss. 
County  of  Suffolk.  ) 

I,  Daniel  C.  Stanwood,  a  Notary  Public  in  and  for  said  State,  do  hereby 
certify  that,  on  this  sixth  day  of  May  A.  D.  1895,  before  me,  personally 
appeared  Henry  Parkman,  to  me  personally  known  to  be  the  same  person 
who  executed  the  foregoing  instrument,  and  acknowledged  that  he  signed, 
sealed,  and  delivered  the  same  as  his  free  and  voluntary  act,  for  the  uses 
and  purposes  therein  set  forth. 

In  Witness  Whereof,  I   have  hereunto  set  my  hand  and  Notarial  Seal, 
the  day  and  year  aforesaid. 
[seal]  Daniel  C.  Stanwood, 

Notary  Public. 


:U4        CHICAGO,    BURLINGTON    &    QUINCY    RAILROAD    COMPANY 


state  of  Iowa. 
County  of  Des  Moines. 


ss. 


I.  II.  E.  Jarvis,  a  Notary  Public  ill  and  for  said  State,  do  hereby  certify 
that,  on  this  18th  day  of  April,  A.  D.  1895,  before  me,  personally  appeared 
Win.  \Y.  Baldwin,  to  me  personally  known  to  be  the  same  person  that 
executed  the  foregoing  instrument,  and  acknowledged  that  he  signed,  sealed, 
and  delivered  the  same  as  his  free  and  voluntary  act,  for  the  uses  and 
purposes  therein  set  forth. 

/      Witness  Mltereof,  I  have  hereunto  set  my  hand  and  Notarial  Seal,  the 
day  ami  year  aforesaid. 
[seal]  11.  E.  Jarvis, 

Notary  Public. 


County 

I.\SALLE 
lit  REATJ 

DeKalb 

Kkndalx, 
Hknuy 
K  NOX 

Kane 
DuP 


RECORDED    IX    ILLINOIS 
Vat, 
May     If,,      1895 

June  11,  1895 

June  24,  1895 

dune  28,  L895 

July  29,  L895 

August    in,  1895 

August   29,  1895 

ti  mber     6,  1 B95 


Book 

Page 

320 

563 

F. 

318 

65 

•J  4  4 

P. 

!»4 

193 

66 

.1. 

4  41 

352 

250 

42 

;,.-, 

TRUST  MORTGAGE,  November  1,  1864. 

CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

to 

Nathaniel  That:  Bartlett,  ami  John  \v.  Bbooes, 

Trustees. 

This  mortgage  covers  the   Peoria   and  Oquawka    Railroad,  and   secures  an 

..•  of  bond-  amounting   to  $1,500,000.     These  bonds  are  dated  Oct.   1, 

1864,  have  twentj  -i.\  years  to  run,  bear  interest  at  the  rate  of  seven  per 

Cent,   payable    -'■mi  annually,   ami    mature   Oct.   1,   1890. 

Whereas,  the  Chicago,  Burlington  and  Quincy  Railroad  Company  and 
the  Peoria  and  Burlington  Railroad  Company  have  in  accordance  with  the 
provisions  of  law  consolidated  their  stock,  property,  ami  effects,  and  be- 
come one  corporation  under  the  corporate  name  of  the  Chicago,  Burlington 
and  Quincy  Hailroad  Company.  And  whereas,  by  said  consolidation  the 
said  company  has  become  the  proprietor  and  owner  of  the  railroad  extend- 
ing from  tin'  westerly  hank  of  the  Illinois  River  at  Peoria,  in  the  State  of 
Illinois,  to  the  easterly  bank  of  the  Mississippi  River,  formerly  belonging 
to  the  Peoria  and  Oquawka  Railroad  Company,  and  known  as  the  Peoria 
and  Oquawka  Railroad. 

And  a!"  reas,  by  virtue  of  the  laws  of  the  State  of  Illinois,  and  especially 
by  virtue  of  the  act  authorizing  the  purchasers  of  the  Peoria  and  Oquawka 
road,  as  above  described,  under  the  decree  foreclosing  the  mortgage  upon 


CORPORATE   HISTORY  :!4") 

the  same,  to  form  a  new  corporation  for  the  management  of  the  same,  and 
to  consolidate  its  stock,  property,  and  effects  when  so  organized  with  any- 
road with  which  it  might  connect  or  intersect,  it  is  expressly  authorized  to 
issue  its  bonds  to  raise  money  for  the  payment  of  obligations  made  and 
entered  into  in  acquiring  the  title  of  and  to  the  same,  and  for  the  purpose 
of  repairing,  putting  in  order,  reconstructing  the  same  when  necessary, 
and  fully  equipping  the  same,  and  for  other  necessary  purposes. 

And  whereas,  for  all  these  purposes  it  may  become  requisite  to  issue 
bonds  to  an  amount  which  shall  not  exceed  in  all  the  sum  of  fifteen  hundred 
thousand  dollars.  And  whereas,  it  has  been  resolved  to  issue  presently  some 
portion  of  said  amount,  all  of  which  may  be  ultimately  issued.  And  whereas, 
it  has  been  resolved  that  the  said  bonds  shall  be  in  amount  one  thousand 
dollars  each,  and  shall  bear  interest  at  the  rate  of  seven  per  cent  per 
annum,  and  payable  both  principal  and  interest  in  the  city  of  New  York, 
and  coming  to  maturity  on  the  first  day  of  October,  A.  D.  1890,  and  bear 
date  the  first  day  of  October,  A.  D.  1864;  and  to  execute  a  mortgage  or 
deed  of  trust  to  secure  the  punctual  payment  of  the  principal  and  interest 
of  said  bonds  upon  the  said  railroad  from  the  Illinois  Eiver  to  the  Missis- 
sippi River,  as  above  described,  together  with  all  its  appurtenances  of  every 
nature  and  kind. 

Now,  therefore,  this  indenture,  made  and  entered  into  this  first  day  of 
November,  A.  D.  1864,  by  and  between  the  Chicago,  Burlington  and  Quincy 
Railroad  Company,  party  of  the  first  part,  and  Nathaniel  Thayer  and 
Sidney  Bartlett,  of  Boston,  and  John  W.  Brooks,  of  Milton,  all  in  the 
State  of  Massachusetts,  as  trustees  for  the  purposes  herein  stated, — 

Witnesseth,  that  the  said  Chicago,  Burlington  and  Quincy  Railroad  Com- 
pany, by  virtue  of  the  authority  aforesaid,  in  order  to  secure  the  punctual 
payment  of  the  said  bonds  and  interest,  and  in  consideration  of  the  sum 
of  one  dollar  to  it  paid  at  the  ensealing  and  delivery  of  these  presents,  the 
receipt  whereof  is  hereby  confessed,  has  granted,  bargained,  sold,  trans- 
ferred, and  conveyed,  and  by  these  presents  does  grant,  bargain,  sell, 
transfer,  and  convey  to  the  said  parties  of  the  second  part,  and  their  suc- 
cessors in  the  trust  hereby  created,  all  of  the  following-described  property 
of  the  said  party  of  the  first  part,  that  is  to  say:  all  of  that  part  of  its 
line  of  railroad  extending  from  the  westerly  bank  of  the  Illinois  River  at 
Peoria  to  the  easterly  bank  of  the  Mississippi  River  at  East  Burlington, 
including  the  right  of  way  and  the  land  occupied  thereby,  station  grounds, 
depot  grounds,  together  with  all  the  superstructures  and  tracks  thereon,  and 
all  bridges,  viaducts,  culverts,  fences,  and  all  other  appurtenances  thereto 
belonging,  of  every  nature  and  kind,  together  with  the  revenue,  earnings, 
and  proceeds  thereof,  and  all  the  franchises,  rights,  and  privileges  of  said 
party  of  the  first  part  appertaining  and  belonging  thereto.  But  nothing 
herein  contained  shall  be  construed  to  prevent  the  first  party  from  selling 
any  lands  or  other  property  not  necessary  to  be  retained  at  any  time  for 
its  roadway  or  depot  or  station  grounds,  nor  required  for  the  convenient 
use  of  the  said  road;  provided,  that  no  default  shall  be  made  or  shall  have 
been  made  in  the  payment  of  the  interest  or  principal  of  any  of  the  above- 
described  bonds. 


346        CHICAGO,    BURLINGTON    &    QUIXCY    RAILROAD    COMPANY 

To  have  and  to  hold  the  said  premises  and  every  part  thereof,  with  the 
appurtenances,  unto  the  said  parties  of  the  second  part,  their  successors  in 
the  said  trust  and  assigns,  but  upon  the  express  trust  following,  that  is  to 
say:  in  case  the  said  parties  of  the  first  part  shall  fail  to  pay  the  principal 
or  any  part  thereof,  or  the  interest  or  any  part  thereof,  of  any  of  the  said 
bo  ids  at  any  time  when  the  same  may  become  due  and  payable  according 
to  the  tenor  thereof,  when  the  same  shall  be  demanded,  then  after  sixty 
days  from  such  default,  the  parties  of  the  second  part  or  their  successors 
in  said  trust  may,  and  on  the  application  of  the  holders  of  one  fifth  of  such 
unpaid  bonds  it  shall  be  their  duty  to,  enter  into  and  take  possession  of  all 
or  any  part  of  said  premises,  and  as  the  attorneys  in  fact,  or  agent  of  said 
parties  of  the  first  part,  by  themselves  or  agents  or  substitutes  duly  con- 
ited,  have,  use,  and  employ  and  operate  the  same,  making  from  time  to 
time  all    needful    repairs,  altet  and   additions   thereto;     and   after   de 

ducting  the  expenses  of  such  use,  repairs,  alteration-,  and  additions,  apply 
the  proceeds  thereof  to  the  payment  of  the  principal  and  interest  of  all 
sai-i  emaining  unpaid.     Or  the  said  parties  of  the  second  part,  their 

I  trust,  at  their  discretion  may,  and  on  the  written  request 
of  the  holders  of  one  fifth  of  the  number  of  said  bonds  then  unpaid  shall 
cause  the  said  premises  to  be  sold  at  public  auction  in  the  city  of  New 
STork   oi    Boston   or  Chicago, — giving  notice  thereof,  and  of  the  time  and 

place    of    SUCh    sale,   and    the    terms    thereof,   and    the    Bpecific    property    to    be 

gold,  iii  one  of  the  principal  daily  newspapers  published  in  each  of  said 
•ities,  for  the  period  of  at  leasl  six  weeks  before  said  sale, — and  upon  such 

sale  to  execute  to  the  purchaser  or  purchasers  thereof  a  g I  and  sufficient 

leed  of  conveyance  in  fee  Bimple  for  I  .  which  shall  be  a  bar  against 

the  party  of  the  first  part  and  thi  ssors  and  assigns,  and  all  persons 

claiming    under    them,   of  all    right,   title,   interest,   and   claim    in   and   to   the 

part  thereof;  and  the  said  trustees  shall,  after 
Leducting  from  the  proceeds  of  the  said  sale  the  costs  and  expenses  thereof, 

and  of  managing  -aid  property,  apply  so  much  of  the  proceeds,  as  may  be 
the   payment   of  -aid   principal   and   interest   due  and   unpaid  on 

the  said  bonds,  and  shall  restore  the  residue  thereof  to  the  parties  of  the 
first  part:  it  being  expressly  understood  that  in  no  case  shall  any  claim 
be  made  for  the  benefit  of,  nor  any  advantage  be  taken  of,  any  valuation, 
appraisement,  oi  i  (tension  laws,  whether  now  existing  or  hereafter  to  be 
passed,  bj  the  party  of  the  first  part  to  prevent  such  entry  or  sale,  or  to 
prevent   a   sale   under   an;.  or   to   pi  event    anj    decree   being   made   by 

any  court  of  pro]  diction  for  the  absolute  sale  of  said  property  under 

and  by   virt  h  decree,  without  any   right  or  period  or  term  for  re- 

demption on  lie. 

And   the   pari  eby   covenant,   for   the   considerations  aforesaid,   to 

execute  and  deliver  any  further  reasonable  and  necessary  conveyance  of  the 
premises,  or  any  part  thereof,  to  the  parties  of  the  second  part,  their  suc- 
cessors and  assigns  in  the  said  trust,  for  the  more  fully  carrying  into  effect, 
particularly  for  the  conveyance  of  any  property  hereafter  acquired  in  con- 
nection with  the  said  road,  and  for  the  proper  accommodation  of  its  busi- 
-.  and  not  comprehended  in  the  description  contained  in  this  instrument. 


CORPORATE    HISTORY  347 

And  it  is  further  mutually  agreed  that  upon  the  full  payment  of  said 
bonds  and  interest,  the  estate  hereby  granted  shall  cease  and  become  void; 
the  said  granted  premises  shall  revert  and  revest  in  the  party  of  the  first 
part  in  law  and  in  fact,  without  any  acknowledgment  of  satisfaction,  re- 
conveyance, re-entry,  or  any  other  act. 

And  it  is  further  mutually  agreed  that  the  said  second  parties,  their  suc- 
cessors in  said  trust,  and  assigns,  shall  be  entitled  to  receive  proper  com- 
pensation for  every  labor  or  service  performed  by  them  in  the  discharge  of 
their  trust,  in  case  they  shall  be  compelled  to  take  possession  of  said  prem- 
ises or  any  part  thereof,  and  operate  and  manage  the  same. 

And  it  is  further  mutually  agreed  that  it  shall  not  be  required  that  all 
shall  act  together  in  the  discharge  of  their  trust,  but  that  at  any  time  a 
majority  of  their  number  shall  be  competent  to  do  any  act  or  discharge 
any  duty  connected  with  said  trust. 

And  it  is  further  agreed,  by  and  between  said  parties,  that  whenever  a 
vacancy  among  said  parties  of  the  second  part  or  their  successors  shall 
occur  by  death  or  resignation  or  inability  to  discharge  the  duties  of  said 
trust,  the  remaining  person  or  persons,  parties  of  the  second  part,  shall 
immediately  proceed  and  make  an  appointment  of  a  successor  or  successors 
from  among  the  holders  of  said  bonds  or  obligations,  by  indorsing  such 
appointments  in  writing  upon  one  part  of  this  indenture,  and  the  person  or 
persons  so  appointed  shall  indorse  his  acceptance  of  such  appointment  upon 
this  indenture,  and  thereupon  such  person  or  persons  shall  become  one  of 
the  party  or  parties  of  the  second  part,  with  the  same  powers  and  duties 
as  if  he  or  they  had  been  originally  such  parties  of  the  second  part,  and 
the  surviving  or  remaining  parties  of  the  second  part  shall  by  appropriate 
instruments  vest  in  the  party  or  parties  so  appointed  the  necessary  legal 
estate  and  interest  to  enable  them  to  execute  said  trust;  and  in  case  said 
vacancy  shall  not  be  filled  within  sixty  days  from  the  occurrence  thereof 
by  said  remaining  trustee  or  trustees,  as  aforesaid,  then  and  thereupon  such 
vacancy  may  be  filled  by  the  parties  of  the  first  part  from  among  the  holders 
of  said  bonds  in  the  manner  aforesaid:  such  bondholder  or  bondholders  so 
chosen  as  last  aforesaid  to  fill  such  vacancy  to  be  the  bona  fide  owner  of 
not  less  than  twenty  thousand  dollars  ($20,000)   of  said  bonds  at  par. 

And  it  is  further  agreed  that  the  bonds  to  be  issued  under  this  mortgage 
shall  be  executed  by  the  properly  authorized  officers  of  the  party  of  the 
first  part,  and  signed  also  and  countersigned  by  the  said  trustees,  or  a 
majority  of  them;  and  further,  inasmuch  as  all  may  not  be  issued  at  the 
same  time,  it  is  expressly  provided  and  agreed  that  all  the  bonds  which  may 
be  at  any  time  issued  under  this  mortgage  or  deed  of  trust  shall  be  equally 
secured  thereby,  none  having  preference  or  priority  over  others,  whatever 
may  be  the  priority  of  time  at  which  they  may  be  issued  or  made  and  de- 
livered or  sold. 

And  it  is  further  understood  and  agreed  that  the  said  trustees  and  their 
successors,  in  case  it  should  ever  become  necessary  to  enter  upon  and  take 
possession  of  the  property  herein  described  upon  the  trusts  hereby  created, 
inasmuch  as  they  must  appoint  agents  for  that  purpose,  shall  not  be  liable 
for  any  act  or  negligence  or  default  of  such  agent,  but  only  for  reasonable 


348        CHICAGO,    BURLINGTON    &    QUINCY    RAILROAD    COMPANY 

caic  and  caution  in  the  selection  and  appointment  of  a  suitable  and  proper 
person  for  the  management  and  care  of  said  property. 

J  a  witness  whereof,  the  said  parties  of  the  lirst  part  have  caused  the  cor- 
porate seal  of  said  company  to  be  hereto  affixed,  and  tin-  same  to  be  signed 
by  John  Van  Nortwick,  their  president,  and  Anios  T.  Hall,  their  treasurer, 
both  for  that  purpose  duly  authorized,  this  lirst  day  of  November,  A.  D. 
1864. 

And  said  parties  of  the  second  part  have  affixed  their  seals  and  signa- 
tures  hereto. 

John  V  \n   Noutwick, 

Preside  at. 
Amos    T.    Hall, 

Treasurt  r 

N.   Thayer,  [Seal] 

J.  W.  Brooks,  |  Seal] 

Siom.\    BABTLETT,  i  Seal  1 
Trustees. 

Atte-t  ; 

A.    II.    II  \u., 
Si  ■•;-,  tiiry. 
Witness   to    Trustees'   Signature: 
.1.    \.    l»i.\.\ 


[Seal] 


1 


State  or  Lllino 

(  lOOK    CO    '•  i  V. 

B«  U  remembered,  thai  on  this,  the  Fifth  daj  of  December,  A.  D,  L864, 
personally  appeared  before  me,  a1  my  office  in  the  said  County,  John  Van 
Nortwick,  President,  and  Amos  T.  1 1. all.  Secretarj  of  the  Chicago  Burlington 
and  Quincy  Railroad  Company,  who  are  personally  known  to  me  and  known 
t * >  be  smli  officers,  and  acknowledged  that  as  such  they  executed  the  fore 
going  Deed,  and  affixed  thereto  the  Corporate  Seal  of  the  said  Company, 
and  acknowledged  the  said  Deed  to  be  the  acl  and  deed  of  the  said  Company, 
and  that  they  were  duly  authorized  to  execute  the  same. 

In    Witness    Whereof,    I    have   hereto   affixed   my   signature   and   official 
Seal,  the  day  ami  Mar  above  written,  at  Chicago  in  Cook  County  aforesaid. 

\V.\I.  F.  Whitehouse, 
Mil  m.  seal]  A  otary  Public. 

(.">  cents  Revenue  stamp  i 

State  of  Illinois  J 

,  ss. 

PEOB        '    0      •  i'Y.         ) 

I.   Francis  G.  .Minor,  Clerk  of  the  Circuil   Court  and   Ex-Officio  Recorder, 

within    and    for    the    said    County,    and    State    aforesaid,    and    Keeper    of    the 

Records  of  said  Recorder's  Office,  Do  Bereby  Certify,  That  I  have  compared 
the  foregoing  copy  of  a  Trust  Deed,  Executed  by  the  Chicago,  Burlington 
and  Quincy  Railroad  Company  to  -V  Thayer,  J.  W.  Brooks  and  Sidney 
Bartlett,  on  the   Firsl   day  of  November,  A.  P.    1864,  and  filed  for  record 


CORPORATE   HISTORY  349 

in  this  Office  on  the  9th  day  of  December,  A.  D.  1864,  and  recorded  in  Vol. 
18,  of  Eeal  Estate  Mortgages  on  pages  13,  14,  15,  16  and  17  of  said  Volume, 
with  accompanying  Certificates,  with  the  original  record  in  my  office,  and 
have  found  the  same  to  be  a  true  and  correct  transcript  of  the  whole  of  such 
record. 

Witness  my  Hand  and  Official  Seal  at  Peoria,  this  First  day  of  August, 
A.D.  1890. 

Francis  G.  Minor, 
[seal]  Cleric  and  Recorder. 

Boston,  July  23,  1890. 

In  accordance  with  a  vote  passed  at  a  meeting  of  the  Board  of  Directors 
of  the  Chicago,  Burlington  and  Quincy  Bailroad  Company,  held  on  July  23rd, 
1890,  William  J.   Ladd   is  hereby  appointed  a   Trustee  under   the  within 
Mortgage. 
[seal]  Chicago,  Burlington  and  Quincy  B..  B.  Co., 

By  Charles  E.  Perkins, 
Attest:  President. 

T.  S.  Rowland,  Secretary. 


I  hereby  accept  the  above  appointment. 

EECOBDED  IN  ILLINOIS 
County  Date 

Knox  August  27,  1890 

Peoria  August  30,  1890 

Warren  September  24,  1890 

Henderson  September  24,  1890 

RELEASE,  April  12,  1895,  William  J.  Ladd,  Trustee  to  Chicago,  Burling- 
ton &  Quincy  Bailroad  Company. 

As  all  the  bonds  issued  under  and  secured  by  a  Trust  Mortgage  dated 
November  1st,  1864,  between  the  Chicago,  Burlington  and  Quincy  Bailroad 
Company,  and  Nathaniel  Thayer,  Sidney  Bartlett  and  John  W.  Brooks, 
Trustees,  which  bonds  became  due  October  1st,  1890,  have  been  fully  paid 
and  all  the  agreements  in  said  Trust  Mortgage  carried  out  on  the  part 
of  said  Bailroad  Company, 

Now  I,  William  J.  Ladd,  the  only  Trustee  under  said  Mortgage,  duly 
appointed  in  accordance  with  its  terms,  do  hereby  certify  that  the  same 
has  been  and  is  fully  paid  and  satisfied  in  all  respects,  and  I  hereby  re- 
lease and  discharge  the  property  covered  by  said  mortgage  of  and  from 
the  lien  thereof. 

In  Testimony  Whereof,  1,  William  J.  Ladd,  hereunto  set  my  hand  and 
seal  as  such  Trustee  this  12th  day  of  April,  A.  D.,  1895. 

William  J.  Ladd.     [seal] 
Witness : 

D.  C.  Stanwood. 


>ston, 

July 

23, 

1890. 

William  J. 

Ladd. 

Book 

Page 

49 

266 

79 

429 

83 

163 

39 

546 

350        CHICAGO,    BURLINGTON    A-    QUINCY    RAILROAD    COMPANY 

•  s&. 


State  of  Massachusetts, 
i'v  of  Suffolk. 


I,  Daniel  C.  Stanwood,  a  notary  public  in  and  for  said  state  do  hereby 
certify  that  on  this  I2tb  day  of  April,  A.  D.  1895,  before  me,  personally 
appear  William  J.  Ladd,  to  me  personally  known  to  be  the  same  person 
who  executed  thi  ag  instrument,  ami  acknowledged  that   he  Bigned, 

sealed  ami  delivered   the  same  as  his  free  ami  voluntary  act   for  the  uses 
ami  purposes  therein  set  forth. 

Iii  Witness  Whereof,  1  have  hereunto  set  my  hand  ami  notarial  seal,  the 
day  ami  year  aforesaid. 

Daniel  C.  Stanwood, 
|  seal  |  Notary  Public* 


RECORDED   IN    ILLINOIS 

Cm  nt  1/ 

I>,,li 

Book 

I'iii/i 

. 

April  23,    L895 

.1. 

40.-, 

Wake 

May   L6,   1895 

89 

141 

-OX 

Maj   30,   L895 

33 

;,)ii 

I  A 

June     •"■.    L895 

— UG— 

259 

TRUST   MORTGAGE,   .Inly    1,    L873. 
CHICAGO,  BURLINGTON  ,v  QUINCT2   RAILROAD  COMPANY 

to 
Sn  BaRTLETT,   John    W.    BSOOKS,    ami    11.    II.    BUNNEWELL, 

/     U8tt  •  8. 

This  in"  bject  to  certain  prior  mortgages)  the  main  line  of 

the  <  bicago,  Burlington  and  Quincj  Railroad,  ami  its  branches  in  Illinois, 
viz.:  the  Ottawa,  Oswego  and  Fos  River  Valley  Railroad,  the  Chicago  and 
Rock  River  Railroad,  the  Illi  ad  Trunk  Railway,  the  Dixon,  Peoria 

an. I   Hannibal   Railroad,  the   Peoria  and   Hannibal   Railroad,  the  American 
■  ai    Railway,    the    Quincy    ami    Warsaw    Railroad,    the    Carthage    and 
I:     lington  Railroad,  and  also  the  Keokuk  and  St.  Paul   Railroad  in  Iowa; 
ami  of  bonds  amounting  to  $30,000,000.     These  bonds  are 

dated    .Inly    1,    1^7.;,    ha\e   thiit\    years    to    run,    bear    interest    at    the    rate   of 

at  currency,  or  six  per  cent   gold,  payable  semi-annually,  ami 
mature  duly  1,  1903. 

■    issued    in    part   to    fund    the    indebtedness    secured    by    the 
prior    ii  on    the   main    line  and    branch    road-.  | 

This  Ina  "        age,  made  this  firsl  day  of  duly,  in  the  year  of 

our  Lord  one  thousand  eighl  hundred  and  seventy-three  (187.3),  by  and  be- 
tween the  Chicago,  Burlington  and  Quincy  Railroad  Company,  a  corporation 
created  and  organized  by  and  in  conformity  to  the  laws  of  the  State  of 
Illinois,  of  the  first  part,  and  Sidney  Bartlett,  John  W.  Brooks,  and  H.  H. 
Hunnewell,  of  Boston,  in  the  State  of  Massachusetts,  trustees,  for  the  uses 
and  purposes  and  upon  the  terms  and  conditions  hereinafter  stated,  of  the 
second  part,  witnesseth  : — 


CORPORATE    HISTORY  351 

That  whereas,  the  said  party  of  the  first  part  is  authorized,  by  its  charter 
and  amendments  thereto,  and  the  laws  aforesaid,  to  execute  trust  mortgages 
of  its  railroad  and  branches,  and  its  franchises  connected  therewith,  and  of 
its  other  property,  real,  personal,  and  mixed,  to  secure  the  payment  of  bonds 
issued  for  the  objects  and  purposes  hereinafter  set  forth. 

And  whereas,  said  first  party  has  outstanding  bonds  differing  in  dates, 
times  of  maturity  and  rate  of  interest,  and  secured  by  three  several  trust 
mortgages  on  different  parts  of  its  railroad,  that  is  to  say:  twenty-five 
hundred  and  ninety-two  (2,592)  eight  per  cent  inconvertible,  and  one 
hundred  and  fifty  (150)  eight  per  cent  convertible  sinking-fund  bonds,  each 
for  the  sum  of  $1,000,  maturing  January  first,  A.  D.  1883,  of  the  date  of 
January  first,  A.  D.  1858,  and  secured  by  a  trust  mortgage  executed  by  the 
company  on  that  part  of  its  railroad,  franchises,  and  appurtenances  con- 
nected therewith,  extending  from  its  junction  with  the  Galena  and  Chicago 
Union  (now  the  Chicago  and  Northwestern  Railroad),  to  Galesburg,  and 
from  Chicago  to  .Aurora,  in  all  one  hundred  and  seventy-seven  (177)  miles, 
and  amounting  in  all  to  two  million  seven  hundred  and  forty-two  thousand 
dollars    ($2,742,000). 

Also  five  hundred  and  ninety-three  (593)  bonds  of  one  thousand  dollars 
each,  and  six  hundred  and  ninety-six  bonds  of  five  hundred  dollars  each, 
all  of  the  date  of  July  first,  A.  D.  eighteen  hundred  and  sixty  (1860), 
payable  in  gold  in  thirty  (30)  years  from  their  date,  at  Frankfort-on-the- 
Main,  at  the  rate  of  four  and  one  half  (4a/2)  per  cent  interest  to  July  first, 
eighteen  hundred  and  seventy-five  (1875),  and  at  four  (4)  per  cent  from 
that  date  to  July  first,  A.  D.  eighteen  hundred  and  ninety  (1890),  payable 
semi-annually  at  Frankfort-on-the-Main,  in  all  amounting  to  nine  hundred 
and  forty-one  thousand  ($941,000)  dollars,  and  which'  bonds  are  secured  by 
the  second  mortgage  of  the  company  on  its  railroad,  franchises,  and  ap- 
purtenances, from  the  junction  aforesaid  to  Galesburg,  one  hundred  and 
thirty-nine  (139)  miles;  also  six  hundred  and  eighty  (680)  seven  per  cent 
bonds  of  one  thousand  dollars  ($1,000)  each,  of  the  date  of  October  first, 
A.  D.  eighteen  hundred  and  sixty-four  (1864),  maturing  October  first, 
A.  D.  eighteen  hundred  and  ninety  (1890),  secured  by  a  first  trust  mort- 
gage dated  November  first,  A.  D.  eighteen  hundred  and  sixty-four  (1864), 
executed  by  the  company  on  that  part  of  its  railroad,  franchises,  and  ap- 
purtenances therewith  connected,  extending  from  Peoria  to  Burlington,  a 
distance  of  ninety-six  (96)  miles,  and  amounting  to  six  hundred  and  eighty 
thousand   ($680,000)   dollars. 

Also  certain  bonds  not  secured  by  mortgage,  dated  January  first,  A.  D. 
eighteen  hundred  and  seventy-two  (1872),  maturing  January  first,  A.  D. 
eighteen  hundred  and  ninety-six  (1896),  with  interest  at  the  rate  of  seven 
(7)  per  cent,  interest  payable  semi-annually  at  the  office  of  the  company 
in  the  city  of  Boston,  Massachusetts,  and  amounting  to  seven  millions  and 
twenty-two  thousand  dollars   ($7,022,000). 

And  whereas,  aside  from  its  bonds  aforesaid,  the  said  first  party  is  in- 
debted for  the  balance  of  moneys  on  account  of  the  purchase  of  the 
Northern  Cross  Railroad  made  in  April,  A.  D.  eighteen  hundred  and  sixty- 
four   (1864),  of  which  there  are  six  semi-annual  instalments,  not  yet  ma- 


352        CHICAGO,    BURLINGTON*    &    QUINCY   RAILROAD    COMPANY 

tured,  of  twenty-one  thousand  seven  hundred  and  fifty  dollars  ($21,750) 
each,  amounting  to  one  hundred  and  thirty  thousand  five  hundred  dollars 
($130,500),  and  are  also  indebted  in  the  balance  to  be  paid  Northern  Cross 
bondholders  when  called  for,  two  hundred  lit'ty  six  thousand  two  hundred 
and  seven  dollars  ($256,207),  and  also  a  balance  due  on  account  of  con- 
struction and  equipment,  now  in  the  form  of  floating  indebtedness,  amount- 
ing to  one  million  five  hundred  thousand  dollars  ($  1,500,000),  in  all  one 
million  nine  hundred  sixteen  thousand  seven  hundred  and  seven  dollars 
916,707  ;  and  there  should  also  be  purchased  certain  bonds  to  keep 
good  the  sinking  fund  under  existing  mortgages. 

And  whereas,  said  first  party  is  also  by  contract  under  contingent  lia- 
bility annually  to  purchase,  at  the  lowest  price  at  which  they  may  be  had, 
at  not  above  par  and  accrued  interest,  bonds  issued  by  corporations,  by 
the  proceeds  of  which  its  several  brunch  roads  in  part  were  constructed,  to 
the   extent   of   the    fund   which    may    be   created    by    Setting   aside   about    forty 

per  cent  of  the  groBS  earnings  on  its  road  upon  the  business  to  and 
from   said   branch   road-. 

The  branch  bonds  now  outstanding  to  which  this  contingent  liability 
attached  are  in  amount  and  character  as  follows:  — 

Those  issued   by   the   American   Central    Railway   Company,   in  amount   seven 

hundred  and  thirty  six  thousand  dollars  ($736,000); 

B\  the  Dixon,  Peoria  and  Hannibal  Railroad  Company,  eight  hundred 
thousand   dollar-     $800,0 

l'.\  the  Illinois  drank  Trunk  Railway,  nine  hundred  and  sixty  thousand 
doll. 

Bj     the     Keokuk    and    St.     Paul     Railroad    Company,    one    million    dollars 

- 

By  the  Ottawa,  Oswego  and  Fox  River  Valley  Railroad  Company,  twelve 
hundred  and  sixty  thousand  dollars     $l,i2(ii),<Hio>  ; 

By  the  Peoria  and  Hannibal  Railroad  Company,  six  hundred  thousand 
dolls 

]\\  the  Quincy  and  Warsaw  Railroad  Company,  eight  hundred  thousand 
dollars 

By  the  Carthage  and  Burlington  Railroad  Company,  six  hundred  thousand 
dollar-  $600,000),-  making  in  the  aggregate  six  million  e-even  hundred  and 
fifty  -i.\  thousand  doll  n0). 

All    of    which    said    branch    bonds    bear    interest    at    the    lute    of   eight    (8) 

per  cent  per  annum,  payable  semi  annually,  and  are  secured  by  trust  mort- 
gag<  'ed   by  the  said  sewnil  companies  issuing  said  bonds  upon  the 

railroad,   franchises,  and    property   at   the   date   thereof  owned    by   said   com- 
panies   respectively. 

And  whereas,  the  rapid  increase  of  the  traffic  and  business  of  the  com- 
pany has  hitherto  demanded  and  will  in  the  future  require  from  time  to 
time  extensions  of  double  track,  the  substitution  of  steel  for  iron  rails, 
and  additional  equipment,  and  that  other  the  facilities  of  the  company  for 
the  transaction  of  its  business  should  be  enlarged  and  increased,  the  cost 
and  expense  of  all  which  it  is  deemed  important  to  anticipate  and  provide 
for. 


CORPORATE    HISTORY  353 

And  whereas,  it  is  desirable  to  fund  all  said  several  classes  of  absolute 
indebtedness  into  bonds  of  one  class  as  nearly  uniform  in  character  as  may 
be,  to  be  secured  by  a  single  mortgage,  and  also  with  bonds  of  the  same 
class  and  like  character  secured  by  the  same  mortgage  to  provide  for  such 
contingent  liability,  and  for  defraying  the  cost  of  construction  incurred, 
and  to  be  required  by  the  exigencies  of  the  company  and  the  increase  of  its 
business  as  hereinbefore  stated;  and  for  this  purpose  the  said  company 
accordingly  resolved  at  a  meeting  of  its  board  of  directors  duly  called 
and  held  at  Boston,  on  the  twenty-sixth  (26th)  day  of  June,  A.  D.  1873, 
to  issue  its  bonds  in  the  sum  of  one  thousand  dollars  ($1,000)  each,  not  to 
exceed  in  the  aggregate  thirty  millions  dollars  ($30,000,000),  dated  July 
first,  A.  D.  eighteen  hundred  and  seventy-three  (1873),  to  have  thirty  (30) 
years  to  run  to  maturity,  to  be  payable,  both  principal  and  interest,  at  the 
office  of  said  company  in  the  city  of  Boston,  Massachusetts,  to  bear  interest 
at  the  rate  of  seven  (7)  per  cent  per  annum,  payable  semi-annually,  both 
principal  and  interest,  in  currency,  or  at  the  rate  of  six  (6)  per  cent  per 
annum,  payable  semi-annually  in  gold,  both  principal  and  interest,  either 
or  both  kinds  of  which  said  bonds  to  be  issued  and  used  as  said  company 
may  from  time  to  time  determine  to  be  for  its  interest,  and  for  the  pur- 
poses aforesaid,  in  such  order  and  at  such  times  as  that  in  no  case  shall 
there  be  outstanding  at  any  time  hereafter,  of  such  bonds,  an  amount 
which,  together  with  the  then  existing  outstanding  bonds  shall  exceed  in 
amount  the  aforesaid  sum  of  thirty  millions  dollars  ($30,000,000)  ;  all  of 
which  said  bonds  are  to  be  of  the  same  date,  though  issued  at  different 
times,  and  are  to  stand  equally  secured  by  this  trust  mortgage,  and  are  as 
to  each  class  to  be  numbered  consecutively  from  No.  1  to  the  highest  num- 
ber which  may  be  issued,  inclusive;  each  of  which  said  bonds  is  to  be 
authenticated  by  a  certificate  thereon  signed  by  at  least  two  of  the  three 
trustees  in  this  trust  mortgage. 

Now,  therefore,  this  indenture  witnesseth:  That  the  said  Chicago,  Bur- 
lington and  Quincy  Kailroad  Company,  party  of  the  first  part,  in  order  to 
secure  the  payment  of  its  said  bonds  and  the  interest  thereon,  and  in  con- 
sideration of  the  sum  of  five  dollars  ($5)  to  it  in  hand  paid  by  said  parties 
of  the  second  part,  at  the  ensealing  and  delivery  of  these  presents,  the  re- 
ceipt of  which  is  hereby  acknowledged,  has  granted,  bargained,  sold,  trans- 
ferred, and  conveyed,  and  by  these  presents  does  grant,  bargain,  sell, 
transfer,  and  convey  to  the  said  parties  of  the  second  part,  their  survivors 
and  successors  in  said  trust  and  assigns,  all  the  following  described  prop- 
erty, to  wit:  all  the  present  and  in  future  to  be  acquired  property  of  said 
railroad  company,  party  of  the  first  part,  in  and  relating  to  its  said  rail- 
road, and  all  the  right,  title,  interest,  and  equity  of  redemption  therein, 
that  is  to  say:  all  the  main  line  of  railroad  of  said  first  party,  now  made 
and  to  be  made,  constructed  and  to  be  constructed,  extending  from  Chicago 
to  Quincy,  from  Peoria  to  Burlington,  from  Yates  City  to  Lewistown,  and 
from  Turner  Junction  to  Aurora,  in  all  four  hundred  (400)  miles;  and  also 
all  the  right,  title,  and  interest  of  said  party  of  the  first  part  in  and  to  its 
several  branch  roads  situated  within  the  State  of  Illinois  and  its  Keokuk 
branch  in  Iowa,  including  its  leasehold  interests  therein;    to  wit, — 


354         CHICAGO,  BURLINGTON   A:   QUINCY  RAILROAD  COMPANY 

Its  branch  road  known  as  the  Ottawa,  Oswego  and  Fox  River  Valley 
Railroad,  extending  from  Geneva  to  Streator; 

The  branch  known  as  the  Chicago  and  Rock  River  Railroad,  extending 
from  Shabona  Grove  to  Rock  Falls; 

The  branch  known  as  the  Illinois  Grand  Trunk  Railway,  extending  from 
Men. Iota  to  the  Mississippi  River  at  East  Clinton; 

The  branch  known  as  the  Dixon,  Peoria  and  Hannibal  Railroad,  extending 
from   Buda  to  Elmwood ; 

The  branch  known  as  the  Peoria  and  Eannibal  Railroad,  extending  from 
Lewistown  to  Rushville; 

The  branch  known  as  the  American  Central  Railway,  extending  from 
<ial\:i   to   New   Boston  and    Keithsburg  on  the   Mississippi   River; 

The  branch  known  as  the  Quincy  and  Warsaw  Railroad,  extending  from 
Quincy  to  Carthaj 

Tin'  branch  known  as  the  Carthage  ami  Burlington  Railroad,  extending 
from  Carthage  to  Eas1  Burlington,  all  situate. I  in  the  state  of  Illinois; 
and  also, 

The  branch  known  a-  the  Keokuk  ami  St.  Paul  Railroad,  extending  from 
Keokuk  to  Burlington  in  the  State  of  Iowa. 

Said  branch  roads  in  all  amounting  to  four  hundred  twenty  five  ami  one 
quarter  r_'."-  i  miles,  of  which  said  branch  roads  the  said  party  of  the 
firsl  pari  i-  the  lessee  for  ninety  nine  (99    years,  nine  hundred  and  ninety 

nine  999  years,  01  in  perpetuity,  and  i-  the  owner  of  the  whole  or  the 
large    majority    of    tin'    stork    in    the    companies    by    which    said    branch    roads 

were   respectively  icted,  including  herein   the   rights  of  way  of  said 

main  line  and  branches,  and  all  Becond  and  Bide  tracks,  of  which  there  are 
l!''.'  mile-,  the  road  beds,  superstructures,  iron  ties,  chairs,  splices,  bolts, 
nuts,  -pike-:  all  the  lands,  depol  grounds,  station  houses,  depots,  viaducts, 
feme-,  bridges,  timber,  and  materials,  property  purchased  or  to  be  pur- 
chased  for  the  construction  of  said  main  line  and  branches  and  each  of 
them:  all  the  engines,  ten. lei-,  cars,  and  machinery,  all  other  kinds  of  roll- 
ing Btock  of  -aid  party  of  the  firsl  part,  now  owned  or  that  may  hereafter 
be  acquired  by  it  for  or  to  be  used  on  -aid  main  line  or  branches;  all  the 
revenues   and    income    of   the    said    main    line   ami    branches;     all    the    rights, 

privileges,  ami  franchises  of  -aid  firsl  party  relating  to  said  main  line  of 
railroad  and  to  the  branches  thereof,  or  any  of  them,  and  property  acquired 
by  virtue  thereof,  now   in   possession  or  which  may  hereafter  be  acquired, 

including  all  machine  -hop-,  implements,  and  tools  contained  therein,  or 
alone;  the  line  of  -aid  railroads,  although  the  same  may  not  lie  herein  spe- 
cifically  mentioned. 

To  liar,  ,//»,/  tn  hold  the  -aid  main  line  of  railroad  and  branches,  and 
each  of  them,  and  other  the  property  above  mentioned,  or  intended  to  be, 
all  and  singular  the  -aid  premises  and  every  part  thereof,  with  the  appur- 
tenance-, unto  the  -aid  parties  of  the  second  part,  the  survivors  or  the  sur- 
vivor of  them,  and  their  successors  in  said  trust  and  assigns;  but  for  the 
following  purposes  and  upon  the  following  express  trust,  that  is  to  say:  — 

In  case  the  said  Chicago,  Burlington  and  Quincy  Railroad  Company  shall 
fail  to  pay  the  principal  or  any  part  thereof,  or  any  of  the  interest  on  any 


CORPORATE  HISTORY  355 

of  the  bonds  secured  or  intended  to  be  secured  hereby,  at  any  time  when 
and  where  the  same  may  become  due  and  payable  according  to  the  tenor 
thereof,  and  for  sixty  (60)  days  thereafter,  then  and  in  such  case,  at  the 
written  request  of  the  holders  of  one  sixth  (V8)  of  said  bonds,  the  said 
parties  of  the  second  part,  their  successors  in  said  trust  or  assigns,  may, 
upon  being  indemnified  by  said  parties,  enter  into  and  take  possession  of 
all  and  singular  the  main  line  of  said  railroad  and  branches,  and  all  other 
the  property  hereby  conveyed  or  intended  to  be  conveyed,  and  as  attorneys 
in  fact  or  agents  of  said  first  party,  by  themselves  or  their  agents  duly 
constituted,  have,  use,  and  employ  the  same,  making  from  time  to  time  all 
needful  repairs,  alterations,  and  additions  thereto,  and  indemnifying  them- 
selves from  loss,  damage,  or  liability  arising  from  the  management  of  said 
trust,  apply  the  proceeds  of  said  railroad,  branches,  and  other  the  property 
Hereby  conveyed,  to  the  payment  of  the  principal  and  interest  of  all  such 
of  said  bonds  as  may  at  that  time  remain  unpaid,  whether  the  same  have 
matured  or  otherwise;  or  said  second  parties,  their  survivors  or  successors 
in  said  trust  or  assigns,  at  their  discretion  may,  and  on  the  written  request 
of  the  holders  of  one  thirtieth  (V3o)  of  said  bonds  then  unpaid,  shall,  upon 
being  indemnified  by  the  said  parties,  cause  the  same  premises  to  be  sold 
at  i>ublic  auction  at  Chicago  in  the  State  of  Illinois,  after  giving  sixty 
(60)  days'  notice  of  the  time  and  place  and  terms  of  such  sale,  by  pub- 
lishing the  same  at  least  four  times  in  each  week  in  one  or  more  of  the 
principal  newspapers  for  the  time  being  published  in  each  of  the  cities  of 
New  York,  Chicago,  and  Boston,  and  upon  such  sale  to  execute  to  the  pur- 
chaser or  purchasers  thereof  a  good  and  sufficient  deed  or  deeds  of  convey- 
ance in  fee  simple  for  all  the  property  held  by  said  company  under  such 
title,  and  a  suitable  and  effective  conveyance  and  assignment  for  all  lease- 
holds and  other  the  property  held  by.  said  company  and  sold  by  said  second 
parties,  which  conveyances  shall  be  a  bar  against  the  said  Chicago,  Burling- 
ton and  Quincy  Eailroad  Company,  party  of  the  first  part,  its  successors 
and  assigns,  and  all  persons  claiming  under  it  or  them,  of  all  right,  title, 
interest,  or  claim  in  or  to  said  premises  or  any  part  thereof;  and  the  said 
trustees  shall,  after  deducting  from  the  proceeds  of  such  sale  the  cost  and 
expense  thereof  and  of  managing  said  property,  and  enough  to  indemnify 
and  save  themselves  harmless  from  and  against  all  liabilities  arising  from 
this  trust,  apply  and  appropriate  so  much  of  the  proceeds  of  said  property 
as  may  be  necessary  to  the  payment  of  the  principal  and  interest  of  said 
bonds  then  remaining  unpaid,  whether  the  same  may  be  then  due  and  pay- 
able or  otherwise,  and  shall  restore  the  residue  thereof  to  said  party  of  the 
first  part,  its  successors  and  assigns:  it  being  expressly  understood  and 
agreed  that  in  no  case  shall  any  claim  be  made  or  advantage  taken  of  valu- 
ation, appraisement,  redemption,  or  extension  laws  by  said  first  party,  its 
successors  or  assigns,  nor  any  injunction  or  stay  of  proceedings  be  prayed 
for  or  had,  or  any  process  be  obtained  or  applied  for  by  it  or  them  to  pre- 
vent such  entry,  sale,  and  conveyance  as  aforesaid. 

It  is  also  expressly  understood  and  declared  that  in  case  said  parties  of 
the  second  part,  their  survivors  or  successors  in  said  trust  or  assigns,  shall 
for  any  reason  omit  to  avail  themselves  of  any  such  default  as  aforesaid, 


356         CHICAGO,  BURLINGTON   &   QTJINCY  RAILROAD  COMPANY 

such  omission  shall  not  prejudice  or  impair  the  lights  or  remedies  of  said 
parties  of  the  second  part,  their  survivors  or  successors  in  said  trust  or 
to  avail  themselves  of  any  other  or  further  neglect  or  default  of 
said  first  party.  Nor  shall  the  above  remedies  for  default  exclude  the  parties 
of  the  second  part  from  any  other  legal  or  equitable  remedies  in  the  prem- 
ises. 

And  said  first  party,  for  itself  and  its  successors,  hereby  covenants  and 
agree*  to  execute  and  deliver  any  further  reasonable  and  necessary  con- 
veyance and  assignment  of  said  premise*,  or  any  part  thereof,  to  said 
parties  of  the  second  part,  their  survivors  or  successors  in  said  trust  or 
assigns,  which  counsel  of  the  trustees  of  the  second  part  at  any  time  may 
advise  for  the  more  effectual  vesting  the  title  to  the  property  hereby 
granted  or  intended  to  be  conveyed  to  -aid  parties  of  the  second  part,  their 
survivor*  or  successors  and   assigns,  and    for   more   fully   carrying  into  effect 

the  objects  ami  purposes  of  these  presents. 

-  hereby  expressly  underst I  and  declared  that  this  trust  mortgage 

i*  made  subject  to  prior  mortgages  hereinbefore  mentioned,  executed  by  said 

first    party   on   the   main    line   of   it*    road   a*   hereinbefore  stated,  and   is  also 

sul'  tgages  executed  by  said  several  branch  railroad 

companies  hereinbefore  also  mentioned,  and  the  said  several  liens  thereby 

created,  securing  the  bond*  respectively  i**ued  under  said  mortgages. 

It  i*  hereby  also  mutually  agreed  and  understood  that  it  shall  be  lawful 
for  said  party  of  the  first  part,  ite  sors  and  assigns,  to  dispose  of  the 

current  net  revenue*  of  *aid  railroad*  and  property  hereby  conveyed  as  it 
or   they    shall    deem    proper,   until    default    shall    be    made    in    the   payment  of 

tin'  principal  or  interest  of  the  bond*  hereby  secured  or  any  part  thereof; 

and  that  upon  the  full  and  final  payment  of  the  principal  and  interest  of 
Baid  bond-  issued  under  and  secured  by  this  instrument,  the  estate  hereby 
lid  parties  of  the  Becond  part  Bhall  be  void,  and  the  right  and 
title  to  tlu'  premises  and  property  hereby  conveyed  Bhall  revert  to  and  revest 
in  said  party  of  the  first  part,  it*  successors  and  assigns,  without  any  ac- 
knowledgment ction,  reconveyance,  reentry,  or  other  act. 

The  -aid  party  Of  tin-  first  part  hereby  covenants  that  all  the  bond*  issued 
under  this  trust  mortgage  an. I  the  proceeds  thereof  -hall  be  used  and  ap- 
propriated for  tin-  objects  and  purposes  herein  mentioned,  and  not  other- 
It  i*  expressly  understood  and  agreed  that  of  said  bond*  the  amount 
of  twenty  million*  of  dollars  thereof  shall  be  Bet  aside  ami  held  by 
the  parties  of  the  first  part,  and  they  and  the  proceeds  thereof  shall 
be  used  and  appropi  lusively  and  only  for  the   funding,  paying  off, 

and  discharging  the  bonded  and  other  indebtedness  of  the  said  first  party, 
it*  Baid  contingent  liabilities  hereinbefore  mentioned,  and  to  keep  good  said 
sinking  fund,  and  that  of  said  twenty  millions  of  such  bonds,  so  many 
thereof  as  may  be  required  for  that  purpose  may  be  exchanged  at  par  for 
said  seven  7  per  cent  bonds  of  said  first  party,  dated  January  first  (1st), 
A.  D.  eighteen  hundred  and  seventy-two  (1872  ,  and  payable  January  first 
(1st),  A.  D.  eighteen  hundred  and  ninety-six  (1896),  heretofore  issued  and 
now  outstanding,  ami  the  holders  thereof  shall  have  the  right  to  make  such 


CORPORATE  HISTORY  357 

exchange  at  the  office  of  said  first  party  in  the  city  of  Boston,  at  any  time 
after  the  execution  and  delivery  hereof;  all  of  which  said  outstanding  seven 
per  cent  bonds,  when  so  exchanged  and  taken  up  by  said  first  party,  .shall 
be  cancelled  by  said  first  party,  who  shall  cause  to  be  written  on  the  face 
of  the  same  the  date  of  such  exchange. 

It  is  also  hereby  mutually  agreed  and  understood  that  said  party  of  the 
first  part  may  use,  of  said  twenty  millions  of  dollars  of  bonds  or  the  pro- 
ceeds thereof,  so  many  or  so  much  thereof  as  may  be  required  from  time 
to  time  to  discharge  its  contract,  obligations,  and  liabilities  hereinbefore 
mentioned,  in  exchange  for  or  to  purchase  the  said  so-called  branch  bonds 
issued  and  secured  by  said  several  railroad  companies  under  and  by  whose 
corporate  names  the  said  several  branch  roads  were  constructed;  and  may 
also,  with  such  bonds  or  the  proceeds  thereof,  at  its  option  purchase  other 
of  said  branch  bonds  at  the  lowest  price  at  which  they  can  be  obtained,  at 
not  above  par  and  accrued  interest,  whenever  it  shall  deem  it  for  its  interest 
to  make  such  purchase;  or  it  may  exchange  said  bonds  for  said  branch 
bonds  at  its  discretion. 

It  is  hereby  expressly  understood  that  when  any  of  such  branch  bonds  are 
purchased  or  taken  up  by  exchange  by  said  first  party,  they  shall  not  be 
nor  shall  they  be  deemed  or  taken  to  be  cancelled  or  discharged,  and  such 
is  not  the  intention  of  either  of  the  parties  hereto;  but  that  all  of  said- 
branch  bonds,  whenever  and  so  fast  as  they  shall  be  purchased  or  ex- 
changed, shall  be  by  said  first  party  delivered  over  to  the  custody  of  said 
parties  of  the  second  part,  their  successors  in  said  trust  and  assigns,  to 
be  held  by  them: — 

First,  as  an  additional  security  for  the  payment  of  the  principal  and 
interest  of  the  bonds  issued  and  secured  under  this  trust  mortgage;    and 

Second,  for  the  benefit  and  security  of  the  party  of  the  first  part,  its 
successors  and  assigns. 

And  the  remainder  of  said  twenty  millions  of  bonds,  so  as  aforesaid  set 
apart,  shall  be  issued  from  time  to  time  by  said  parties  of  the  second  part, 
their  successors  in  said  trust  and  assigns,  as  they  or  the  proceeds  thereof 
shall  be  required  by  said  party  of  the  first  part  or  its  successors,  to  pay 
for,  take  up,  and  discharge  the  other  of  the  indebtedness  of  said  party  of 
the  first  part  hereinbefore  mentioned. 

It  is  hereby  expressly  understood  and  agreed  that  the  balance  of  said 
bonds,  amounting  to  ten  millions  of  dollars,  are  to  be  issued  and  used 
only  when  and  so  fast  as  the  same  or  the  proceeds  thereof  are  required  by 
said  first  party,  its  successors  and  assigns,  for  the  payment  of  the  cost  and 
expense  of  new  construction  and  equipment  on  its  main  line  or  branches, 
and  the  increase  of  the  facilities  rendered,  necessary  by  the  increase  in  the 
magnitude  of  its  business,  and  as  its  exigencies  shall  from  time  to  time 
demand,  as  hereinabove  mentioned;  and  in  no  case  shall  any  of  said  last- 
mentioned  bonds  be  certified  by  said  parties  of  the  second  part,  their  suc- 
cessors in  said  trust  and  assigns,  except  upon  the  written  application  of  the 
party  of  the  first  part,  expressed  through  a  resolution  of  its  board  of 
directors  adopted  at  a  regular  meeting  or  a  special  meeting  called  for  that 
purpose,  wherein  it  shall  be  stated  what  amount  of  bonds  are  required  at 


358         CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD   COMPANY 

that  time,  and  for  what  specific  object  or  purpose  the  same  or  the  proceeds 
thereof  are  to  be  used. 

It  is  hereby  also  expressly  understood  and  agreed  that  whenever  and  so 
fast  as  any  of  the  mortgage  bonds  issued  by  this  company  and  secured  by 
the  three  several  mortgages  hereinbefore  mentioned  shall  be  in  any  form 
paid  off  or  taken  up,  they  shall  immediately  thereupon  be  and  be  deemed 
to  be  discharged  and  cancelled;  and  the  said  lirst  party  shall  cause  the 
word  "cancelled"  to  be  written  upon  the  race  thereof,  and  shall  deliver  the 
same  to  -aid  second  parties,  their  survivors  and  successors  and  assigns; 
and  when  all  of  such  bonds  now  outstanding  secured  by  said  mortgages  re- 
tively  shall  be  paid  or  taken  up,  then  the  said  mortgage-  -hall  respec- 
■  med   and   taken   to   be  extinguished,  and   -aid   party   of  the   lirst 

the  same  to  be  discharged  of  record. 

It  is  hereby  mutually  agreed  that  -aid  parties  of  the  second  part,  their 
survivor-  ami  si,  □   -aid  trust  and  assigns,  -hall  only   he  accountable 

for   g  B     _•  ace  "i-   wilful  default  in  the  management   thereof,  and  shall 

not  lie  responsible  for  the  art-  of  each  other  to  which  they  do  cot  severally 
■it,  nor  for  the  act-  of  anj   agent  employed  by  them   when  such  agent 
shall  have  been  selected  with  reasonable  a;    and  that  -aid  parties 

of  1  I   part,  their  Burvivors  in  said  trust  or  assigns,  shall 

'l ntitled  '  compensation   for  their  labor  and  services  in  the 

mans  g  '1  trust. 

1'   i-  further  by  and  between  the  parties  hereto  that  whenever  a 

vacancy  g   the  parti'  ond  part,  their  survivors  or  bucccse 

ur  .■■-  eath,  resignation,  or  inability  to  discharge  the 

dutii  id    trust,    the    remaining    I  shall    immediately    proceed    to 

make  an   appointment  -  by  indorsing  such  appoint- 

ment iii  writing  on  one  pari  of  this  indenture,  and  the  person  or  persons  bo 
appointed  Bhall  indore  ceptance  of  Buch  appointment  upon  this  inden- 

ture; and  in  ;  vacancy  -hall  not  lie  tilled  within  sixty      60)    days  from 

the  •  of,  I'}   -aid  remaining  trustee  or  trustees  a-  aforesaid, 

then    the    ladders   of   one    thirtieth       ;  of   the    bonds   -cured    by    tlii-    mort 

and  t! .  nding  maj  apply  t"  anj  court  in  the  state  of  Illinois 

having    jurisdiction  of  the  premises  to  appoint   a   new   trustee  or  trustees  to 

[y    such    vacancy;     and   such    new   trustee   or   trustees   appointed    in    either 

manner  -hall   become  one  ..f  the  party   iii    parties  of  the  second  part,  and 

ted     foi     the     purpOf  id     with    all     right-,    interests,    and     powers 

requisite  to  enable  him  or  them  to  execute  with  the  others  this  trust,  with- 
out any  further  assurance  or  conveyance  of  the  same;  but  should  it  be 
de-irable  or  .  the  pa  i  '■>  -hall  execute  and  deliver,  or  cause 

tn  In-  executed  and  delivered.  Buch  releases  and  conveyances  as  counsel  shall 
advise  to  be  necessary:  it  being  further  expressly  understood  that  the  re- 
maining trustee  or  I  -hall  in  the  mean  time,  and  until  the  said 
vacancy  shall  be  so  filled,  be  fully  em]  owered  to  execute  all  the  purposes  of 
this   trus 

And  further,  that  in  relation  to  the  duties  herein  provided  to  be  per- 
formed by  the  said  three  trustees,  the  same  may  be  executed  and  performed 
by    a   majority    thereof,   all   of   said    trustees    who   shall   be   in   the   United 


CORPORATE  HISTORY 


359 


States  having  notice  of  and  right  to  join  in  every  and  all  acts  to  be  done 
or  performed;  and  that  each  and  every  of  the  stipulations  and  agreements 
herein  contained  shall  be  binding  upon  the  successor  or  successors,  sur- 
vivor or  survivors  and  assigns,  respectively,  of  the  parties  hereto. 

The  said  parties  of  the  second  part  do  hereby  severally  accept  the  trusts 
created  by  these  presents. 

In  witness  whereof,  the  said  Chicago,  Burlington  and  Quincy  Railroad 
Company,  party  of  the  first  part,  has  caused  its  corporate  name  to  be 
hereunto,  and  to  six  other  originals,  subscribed,  and  its  corporate  seal  to  be 
hereto  attached  by  its  president,  and  the  same  to  be  attested  by  its  secre- 
tary; and  the  said  parties  of  the  second  part  have  also  hereunto,  and  to 
six  other  originals,  set  their  hands  and  seals,  all  on  the  day  and  year  first 
above  written. 

Chicago,  Burlington  and  Quincy  Railroad  Company, 


[Seal] 

by  J.  M.  Walker, 

Attest : 

President. 

A.   T.   Hall, 

Secretary. 

Witness  to 

S.  Bartlett, 

[Seal] 

S.  Bartlett  &  J.  W.  Brooks 

signatures 

C.  D.  Smith. 

J.  W.  Brooks. 

[Seal] 

Witness  to 

H.  H.  Hunnewell  's  signature 

H.  H.  Hunnewell 

[Seal] 

F.  W.  Hunnewell. 

State  of  Illinois, 


llinois,  ) 
'  Cook,    \ 


ss. 


County  op 

Be  it  remembered  that  on  this  28  day  of  August  A.  D.  1873,  before  me, 
a  notary  public  residing  in  the  city  of  Chicago,  county  of  Cook  and  State 
of  Illinois,  duly  commissioned  by  the  governor  of  the  State  of  Illinois  to 
take  acknowledgments  and  proofs  of  deeds  and  other  instruments  in  writing, 
under  seal,  to  be  used  or  recorded  in  said  State  of  Illinois,  personally  came 
James  M.  Walker,  president  of  the  Chicago,  Burlington  and  Quincy  Rail- 
road Company,  who  is  known  to  me  to  be  the  person  whose  name  is  signed 
to  the  foregoing  deed  of  conveyance,  who,  being  by  me  duly  sworn,  deposes 
and  says  that  he  resides  in  Chicago,  in  the  county  of  Cook  and  State  of 
Illinois,  that  he  is  president  of  the  Chicago,  Burlington  and  Quincy  Rail- 
road Company,  that  he  knows  the  corporate  seal  of  said  company,  that  the 
seal  affixed  to  the  foregoing  conveyance  is  the  corporate  seal  of  said  com- 
pany, that  it  was  affixed  by  order  of  said  company,  and  that  he  signed  the 
corporate  name  of  said  company  to  said  conveyance  by  like  order  as  presi- 
dent of  said  company;  and  acknowledged  that  he  executed  and  delivered  the 
said  deed  on  behalf  of  said  company  as  his  free  and  voluntary  act,  and  that 
the  said  company  also  executed  said  conveyance  as  its  free  and  voluntary 
act,  for  the  uses  and  purposes  therein  set  forth. 


360         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

In    witness  whereof,  I  have  hereunto  set  my  hand  and  official  seal  this 
28th  day  of  August  A.  D.  187.:. 

Lester  O.  Goddard, 
[Seal]  Notary  Public. 

Recorded  en  Illinois: 

County Book Page. .  .  . 

Milton,  May  16,  1881. 
To    the    President    and    Directors    of    the    Chicago,    Burlington    &    Quincy 
R.  R.  Co. 

Gentlemen : — 

I   hereby  tender   my    resignation   as  a   Trustee   under   the   mortgage*   of 
your  Company,  dated  July  1,  ls7.;,  to  take  effect  at  once. 

Yours  truly, 

J.  W.  Brooks. 
"Commonly  known  as  "Consolidated  Mortgage." 

Boston,  August  8th,  1881. 
Mr.  .1.  W.  Brooks  having  resigned  his  position  of  Trustee  under  the  above 
Mortgage,  the  remaining  Tru  reby  appoint   Mr.   Henry   Parkman  to 

till  the  vacancy   thereby  created. 

S.  Bartlett. 

II.     11.     IllNNKWELL. 

Boston,  August  8th,   1881. 
I   hereby  accept  the  appointment  of  Trustee  under  the  above  Mortgage. 

lliMiv    Parkman. 

Boston,   Ma\    2,  1889. 
tion   held   by   Mr.   Sidney    Bartlett    as   Trustee   under  the  C,  B.  & 
Q.   i;.   i;.  Co.  in.  lated  duly   I,   1873,  having  become  vacant  by  lus 

death,  the  remaining  Trustees  hereby   appoint    Mr.    Edward    Bangs  to  fill 
the   vacancy. 

H.    H.     Ilr.WKWKI.L 

Him:v    Parkman. 

Boston,  May   11,  1889. 
I  hereby  accept  the  appointment  as  Trustee  as  above  made. 

Edward  Bangs. 

Boston,  April  5th,  1894. 
The  position  held  by  Mr.  Edward  Bangs  as  Trustee  under  the  C,  B.  & 
Q.  R.  R.  Company  mortgage,  dated  duly   1,   1873,  having  become  vacant  by 
his  death,  the  remaining  Trustees  hereby  appoint  Mr.  George  H.  Richards 
to   fill  the  vacancy. 

ii.  h.  hunnewell, 
Henry  Parkman, 

Trustees. 


CORPORATE  HISTORY 


361 


Boston,    April    7th,   1894. 
I  hereby  accept  the  above  appointment  as  Trustee. 

G.    H.    ElCHARDS. 

Boston,  July  22nd,  1902. 
The  position  held  by  Mr.  H.  H.  Hunnewell  as  Trustee  under  the  C,  B.  & 
Q.  R.  R.  Company  mortgage,  dated  July  1,  1873,  having  been  become  vacant 
by  his  death,  the  remaining  Trustees  hereby  appoint  Mr.  A.  G.  Stanwood 
to  fill  the  vacancy. 

Henry  Park  man, 
George  H.  Bichards, 

Trustees. 

Boston,  July  22,  1902. 
I  hereby  accept  the  above  appointment  as  Trustee. 

A.  G.  Stanwood. 


Co  until 
Warren 

Bureau 

Cook 

DeKalb 

DuPage 

Kane 

LaSalle 

Kendall 

Henry 

Knox 

Henderson 

Adams 

McDonough 

Fulton 


RECORDED  IX  ILLINOIS 
Date 


[July 

J  September 

[May 

( August 

)  June 

( August 

(April 

I  August 

1  June 

(August 

)  June 

( August 

(June 

( August 

(May 

I  August 

(May 

I  September 

I  June 

TSeptember 

I  April 

I  September 

1  June 

(September    22,  1873 

(May  31,  1905 

(September     22,  1873 

(April      27,  1905 

^September  25,  1873 

|  April      28,  1905 


9,  1873 

5,  1905 

29,  1873 

26,  1905 
29,  1873 
20,  1905 

29,  1873 

30,  1905 

29,  1873 

30,  1905 

29,  1873 

30,  1905 

29,  1873 
24,  1905 

30,  1873 
29,  1905 

9,  1873 

27,  1905 
9,  1873 

27,  1905 
16,  1873 

28,  1905 


Book 

13 

36 

2 

71 

205 

8991 

31 

78 

15 

4 

146 

452 

170 

456 

E 

23 

107 

245 

24 

93 

4 

13 

6 

91 

2 

27 

90 

261 


Page 

354 

604 

558 

319 

259 

191 

273 

302 

568 

19 

147 

213 

43 

75 

202 

1 

400 

9 

631 

369 
517 
618 
324 
100 
215 
117 
351 


362         CHICAGO,  BURLINGTON   &   QUINCY   RAILROAD  COMPANY 


County 

DaU 

Book 

Page 

Hancock 

i  September 
)  June 
\  September 
^  June 
f  October 

/June 

26,    L873 
3,   L905 

26 
69 

114 
498 

Sell  l   VI. EB 

29,   1873 
26,   L905 

D 

100 

(il 
374 

M  ;   ti 

7,   L873 
28,  1905 

L 

87 

4  ;•!.' 
48 

Peoria 

(October 

/June 

7.   1-;:: 
13,   1905 

30 

1  l  it 

3:24 
116 

i  October 
|  June 

9,  1873 

S 

568 

30,   1905 

52 

519 

Stake 

^  i ),  tober 
1  June 
^  i »,  tober 
)  June 
May 

11.   1873 
27,    L905 

34 
82 

474 
128 

Whiteside 

1  l.   1-::: 
24,  ] 

56 
L68 

582 
335 

Pike 

1^.   1905 

53 

L'llli 

RECORDED    IX    IOWA 

County 

Put, 

Book 

Page 

Mo 

1 1  li  tober 

1 .1  ane 

21,    L873 
6,   1905 

■s:. 
70 

295 
225 

rod 

1  November 
son,     July 

24,   L873 

D 

96 

B,    1-::: 

L3 

•J  7  7 

al    Ft.  Mad 

11,   L905 

M 

36 

RELEASE,  A.UgtiBi  :■■".  1905,  Henry  Parkman,  <;.  II.  Richards  and  A.  G. 

Standwood,  Trustees  to  <  Ihicago,  Burlington  &  Quincy  Railroad  Company. 

.1  '    |f(      by   Thest    Presents — That   We,  <;.    II.    Richards,    Henry, 

Parkman  and  A.  G.  Stanwood,  all  of  Boston,   Massachusetts,  successors  in 

trust,  by  appointmenl  in  writing,  duly  made  in  accordance  with  the  terms 

of  the  following  Trusl    Mortgage,  and  indorsed  thereon,  in  the  places  and 

tivclv  of  Sidney  Bartlett,  John  W.  Brooks  and   II.  II.  Hunne- 

well,  trustees,  .1"  hereby  grant,   bargain,  remise,  convey,  release  and  <| n i t - 

claim  unto  Chicago,  Burlington  &  Quincy  Railroad  Company,  ;i  corporation 

oized  and  existing  under  and  by  virtue  of  the  laws  of  the  State  of 

Illinois,  ,-ill  the  right,  title,   interest,  claim  or  demand,  whatsoever,  which 

we  or  any   of   us   have  acquired    in,  to   or   by   ;i   certain   Trust    Mortgage 

the  first  day  of  July,  1873,  and  recorded  .-is  follows:  — 
De  Kai.h  COUNTY,  Illinois, 

August  i".'.  1873,  Volume  31,  of  Mortgages,  page  273,  etc., 
June  30,  1905,  Book  78  of  Mortgages,  page  302,  etc., 

Pulto  i  v.  Tlli 

Sept. ml.,  r  i'.".  Is;.;,  Book  90  of  Land  Records,  page  117,  etc., 

April  28,  1905,  Book  261  of  Records,  page  351, 
Knox  County,  Illiv 

Volume  -t  of  M  631,  etc.,  September  9,  1873, 

April  27,  1905,  Book  93  of  Mortgages, 


CORPORATE  HISTORY  363 

Peoria  County,  Illinois, 

October  7,  1873,  on  page  324,  etc.,  in  Book  30, 
June  13,  1905,  Book  149  of  Mortgages,  page  116, 

McDonough  County,  Illinois, 

September  22,  1873,  Book  2  of  Mortgages,  page  100,  etc., 
April  27,  1905,  Book  27  of  Mortgages,  page  215, 

Stark  County,  Illinois, 

October  14,  1873,  Book  34,  page  474,  etc., 

June  27,  1905,  Book  82  of  Mortgages,  page  428, 

Cook  County,  Illinois, 

August  29,  1873,  Book  205  of  Becords,  page  259, 
April  20,  1905,  Book  8991  of  Eecords,  page  191, 

LaSalle  County,  Illinois, 

August  29,  1873,  Book  170,  page  43,  etc., 
May  24,  1905,  Book  456  of  Becords,  page  75, 

Hancock  County,  Illinois, 

September  26,  1873,  Book  26  of  Bonds  and  Mortgages,  page  114,  etc., 
June  3,  1905,  Book  69  of  Mortgages,  page  498, 

Mercer  County,  Illinois, 

October  7,  1873,  Book  L  of  Mortgages,  pages  492  to  502, 
June  28,  1905,  Book  87  of  Mortgages, 

Lee  County,  Illinois, 

October  9,  1873,  Book  S  of  Mortgages,  page  568,  etc., 
June  30,  1905,  Book  52  of  Mortgages,  page  519, 

Adams  County,  Illinois, 

September  22,  1873,  Book  6  of  Mortgages,  pages  618  to  626, 
May  31,  1905,  Book  91  of  Mortgages,  page  324,  etc. 

Warren  County,  Illinois, 

July  ) 

ge  t  [  9,  1873,  Volume  13  of  Mortgages,  page  354, 

May  5,  1905,  Book  36  of  Mortgages,  page  604. 

Henderson  County,  Illinois, 

September  16,  1873,  Book  4  of  Mortgages,  pages  369  to  375  incl., 
June  28,  1905,  Book  13  of  Mortgages,  page  517, 

Schuyler  County,  Illinois, 

September  29,  1873,  Book  D  of  Mortgages,  page  61  etc., 
June  26,  1905,  Book  100  of  Mortgages,  page  374, 

Whiteside  County,  Illinois, 

October  14,  1873,  Book  56,  pages  582  to  591,  botn  incl., 
June  24,   1905,   Book   168   of  Eecords,  page   335, 

Bureau  County,  Illinois, 

August  29,  1873,  Volume  2  of  Mortgages,  page  558, 
June  26,  1905,  Book  71  of  Mortgages,  page  319, 


364         CHICAGO,  BURLINGTON   &   QUINCE    RAILROAD   COMPANT 

Kane  County,  Illinois, 

Augusl   29,  1873,  Book   146,  page  147, 

June  30,  1905,  Book  452, 

DuPage  County,  Illinois, 

August  29,  L873,  Book  15,  of  Mortgages,  page  568, 
June  30,  1905,  Book  4  of  Miseh,  page  19, 

IIi.nkv  County,  Illp. 
September  9,  L873,  Volume  107,  page  400,  of  Henry  County  Eecords, 
June  27,  1905,  Book  245  of  Mortgages,  page  9, 

Kendall  County,  Illinois, 

August  30,  1873,  Book  E  of  Mortgages,  page  202, 

May  29,  L905,  Book  23  of  Mortgages,  page  L, 
Pike  County,  Illinois, 

May  L8,  1905,  in  Book  53,  page  206, 
l    •    sty.  Iowa, 

October  21,  1873,  Mortgage  Book  23,  page  295, 

June  6,  L905,  Book  7"  of  Mortgages,  page  225, 

Lek  I 

October  24,  L873,  Mortgagi    Record  D,  pages  96  to  L09  inch, 
July  11.  1905,  Book  M  of  L.  &  Mortgages,  page  36, 
November  B,  L873,  Mortgagi    Book  13,  page  277, 

t<>  tin'  pi  •  herein  described,  to  wit : 

All  the  present  and  in  the  future  to  !»<■  acquired  property  of  said  railroad 

company  of   the   first    part,    in   and    relating   to    its   said    railroad,   and 

all  the  right,  title,  interest  and  equity  of  redemption  therein;  that  is  to 
.  all  the  main  line  dt*  railroad  of  Baid  first  party  now  made  and  to  be 
made,  constructed  and  to  be  constructed,  extending  from  Chicago  to  Quincy, 
from  Peoria  to  Burlington,  from  Fates  < 'i'\  to  Lewistown,  and  from  Turner 
Junction   to   Aurora,   in   all    four  hundred    (400)    miles;    and   also  ,-iil   the 

t,  title  and   interest   of  Baid   party  of  the  first    part    in  and   to  its   several 

branch  roads  Bituated  within  the  State  of  Illinois  and   its   Keokuk  branch 
in    [owa,  inch  rts  therein;   to  wit, — 

[tfl  branch  road  known  as  the  Ottawa,  Oswego,  tV  Fox  River  Valley  Hail- 
road,  extending  from  Geneva  to  Streator; 

The  branch  known  as  the  Chicago  &  Rock  River  Railroad,  extending  from 
rove  to  Rock  Pa 

The  Branch  known  as  the  Illinois  Grand  Trunk  Railway,  extending  from 
Mendota  to  the  Mississippi  River  at  Hast  Clinton; 

The  branch  known  as  the  Dixon,  Peoria  &  Hannibal  Railroad,  extending 
from  Buda  to  Elmwood; 

The  branch  known  as  the  Peoria  &  Eannibal  Railroad,  extending  from 
Lewistown  to  Rushville; 

The  branch  known  as  the  American  Central  Railway,  extending  from 
Galva  to  New  Boston  and  Keithsburg  on  the  Mississippi  River; 


CORPORATE  HISTORY  365 

The  Branch  known  as  the  Quincy  &  Warsaw  Railroad,  extending  from 
Quincy  to  Carthage; 

The  branch  known  as  the  Carthage  &  Burlington  Railroad  extending 
from  Carthage  to  East  Burlington, — all  situated  in  the  State  of  Illinois; 
and  also, 

The  branch  known  as  the  Keokuk  &  St.  Paul  Railroad,  extending  from 
Keokuk  to  Burlington  in  the  State  of  Iowa.  Said  branch  roads  in  all 
amounting  to  four  hundred  twenty-five  and  one-quarter  (425  25/100)  miles, 
of  which  said  branch  roads  the  said  party  of  the  first  part  is  the  lessee 
for  ninety -nine  years  (99),  nine  hundred  and  ninety -nine  were  respectively 
constructed,  including  herein  the  rights-of-way  of  said  main  line  and  branches, 
and  all  second  and  side  tracks,  of  which  there  are  199  miles,  the  road-beds, 
superstructures,  iron  ties,  chairs,  splices,  bolts,  nuts,  spikes;  all  the  lands, 
depot  grounds,  station  houses,  depots,  viaducts,  fences,  bridges,  timber  and 
materials,  property  purchased  or  to  be  purchased  for  the  construction  of 
said  main  line  and  branches  and  each  of  them;  all  the  engines,  tenders, 
cars  and  machinery,  all  other  kinds  of  rolling  stock  of  said  party  of  the 
first  part,  now  owned  or  that  may  hereafter  be  acquired  by  it  for  or  to 
be  used  on  said  main  line  or  branches ;  all  the  revenues  and  income  of  the 
said  main  line  and  branches ;  all  the  rights,  privileges  and  franchises  of  said 
first  party  relating  to  said  main  line  of  railroad,  and  to  the  branches  there- 
of, or  any  of  them,  and  property  acquired  by  virtue  thereof,  now  in  pos- 
session or  which  may  hereafter  be  acquired,  including  all  machine  shops, 
implements  and  tools  contained  therein,  or  along  the  line  of  said  railroads, 
although  the  same  may  not  be  herein  specifically  mentioned, 
and  also  all  other  property  of  every  nature  and  description  conveyed  in  or 
by  the  said  Trust  Mortgage. 

In  Witness  Whereof,  we  have  hereunto  set  our  hands  and  seals  this  30th 
day  of  August,  1905. 

G.  H.  Richards,  [seal] 

Henry   Parkman,  [seal] 

A.   G.    Stanwood,  [seal] 

Successors  in  Trust. 


State  of  Massachusetts, 
County  of  Suffolk. 


[  ss. 


I,  William  R.  Curtis,  a  Notary  Public  in  and  for  said  County,  in  the 
State  aforesaid,  do  hereby  certify  that  G.  H.  Richards,  Henry  Parkman  and 
A.  G.  Stanwood,  Successors  in  Trust,  personally  known  to  me  to  be  the  same 
persons  whose  names  are  subscribed  to  the  foregoing  deed,  appeared  before 
me  this  day  in  person  and  acknowledged  that  they  signed,  sealed  and  de- 
livered the  said  instrument  of  writing  as  their  free  and  voluntary  act,  for 
the  uses  and  purposes  therein  set  forth. 

Given  under  my  hand  and  Notarial  Seal  this  30th  day  of  August,  A.  D. 
1905. 

William  R.  Curtis, 
[seal]  Notary  Public. 


366         CHICAGO.   BURLINGTON    &   QUINCY   RAILROAD   COMPANY 

EECOEDED  IX  ILLINOIS 


County 

Date 

Book 

Page 

Cook 

September  IS,  1905 

907  2 

428 

Whiteside 

September  19,  1905 

174 

143 

Dk  Kalb 

20,   I:"1" 

78 

3r,  3 

DuPage 

-     tember  20,   1905 

4 

64 

Kane 

Sept<  mber  20,  1905 

4.":2 

321 

Kendall 

-     •■  mb<  c  20,   1905 

23 

19 

VLER 

20,   1905 

77 

Hancock 

-      -ember  21,   1905 

G 

393 

Lee 

- 

52 

.-,.-,.; 

Mer. 

-     21,  1905 

87 

55 

Pike 

- 

140 

532 

-     I.LE 

32,    1905 

4.-.; 

149 

i;K 

-     tember  22,  1905 

82 

463 

Peoria 

b(  r  23,   1905 

si 

47,4 

HENDERSON 

-     tember  27,   1 

54 

389 

Ml  DONOUGH 

-     •■  mbei  28,   1 

L00 

36 

Warren 

-     tember  28,   1 

106 

67 

Knox 

10,    1905 

<) 

280 

Ada  - 

bei     ••'-.  1905 

91 

426 

Pulton 

October     4.   1905 

261 

564 

•:y 

■■■  r     '.'.   1905 

247 

408 

Bou 

>ber  31,  1 
RECORDED    IX    EOWA 

J 

115 

' 

Date 

Book 

Page 

Lee 

M 

64 

Des  Moin 

October  4.  1 

70 

261 

TRUST  MORTGAGE,   May  2d,  1887. 

CHICAGO,  BERLIN*. T<>\  &  QUINCY  RAILROAD  COMPANY 

to 
The  New  England  Trust  Company. 
Nebraska   Extension  Mortgage, 
Maturing  May  1st.  1927. 
/    denture,   made    and    entered    into    this    second    day    of   May,    one 
thousand   eight   hundred   and   eighty-seven,   by   and   between    the   Chicago, 
Burlington    and    Quincy   Railroad    Company,    a    corporation    organized    and 
-ting  under  the  laws  of  the  State  of  Illinois,  and  existing  in  Nebraska 
pursuant   to   the   laws   of   that    State,   party    of   the   first   part    (hereinafter 
referred  to  as  the  first  party   .  and   the   New  England   Trust  Company,  a 
corporation    organized    under    the    laws    of    the    State    of    Massachusetts, 
Trustee,   for    the    purposes   and   uses,   and   upon   the   terms   and    conditions 
herein    stated,    party    of   the    second   part    (hereinafter   referred    to    as   the 
Trusts 


CORPORATE  HISTORY  367 

Whereas,  the  first  party  is  the  owner  of  the  Eepublican  Valley  Eailroad, 
in  the  State  of  Nebraska,  upon  one  portion  or  section  of  which  railroad, 
to  wit,  that  portion  extending  from  the  town  of  Hastings,  in  Adams  County, 
to  the  town  of  Aurora,  in  Hamilton  County,  in  said  State,  a  distance  of 
about  twenty-seven  and  seventy-five  hundredths  (27.75)  miles,  there  is  no 
incumbrance ;    and 

Whereas,  the  following  named  corporations,  organized  and  existing  under 
the  laws  of  the  State  of  Nebraska,  have  built  and  now  own  the  following 
described  railroad  of  standard  gauge,  to  wit: — 

The  Nebraska  and  Colorado  Railroad  Company. 

From  the  town  of  DeWitt,  in  the  county  of  Saline,  in  a  westerly  direc- 
tion to  the  town  of  Curtis,  in  Frontier  County,  a  distance  of  two  hundred 
and  eight  and  eighty -three  hundredths   (208.83)   miles. 

From  the  town  of  Strang,  in  Fillmore  County,  in  a  northerly  direction  to 
the  town  of  Fairmount,  in  said  Fillmore  County,  a  distance  of  fifteen  and 
forty-three  hundredths   (15.43)   miles. 

From  the  said  town  of  Strang,  in  a  southerly  direction  to  the  town  of 
Chester,  in  Thayer  County,  a  distance  of  twenty-nine  and  seventy-six  hun- 
dredths  (29.76)   miles. 

From  the  town  of  Edgar,  in  Clay  County,  in  a  southerly  direction  to  the 
town  of  Superior,  in  Nuckolls  County,  a  distance  of  twenty-six  and  fifty- 
three  hundredths   (26.53)  miles. 

From  the  town  of  Holdrege,  in  Phelps  County,  in  a  northeasterly  direc- 
tion to  the  town  of  Kenesaw,  in  Adams  County,  a  distance  of  thirty-nine 
and  ninety  hundredths  (39.90)  miles. 

From  the  said  town  of  Holdrege,  in  a  southwesterly  direction  to  the  town 
of  Oxford,  in  Furnas  County,  a  distance  of  twenty  and  seventy-seven  hun- 
dredths (20.77)   miles. 

The  mileage  of  said  road  now  built  as  aforesaid  is  three  hundred  and 
forty-one  and  twenty-two  hundredths    (341.22)    miles. 

The  Grand  Island  and  Wyoming  Central  Eailroad  Company. 
From  the  town  of  Grand  Island,  in  Hamilton  County,  in  a  northwesterly 
direction  to  a  point  near  the  northwest  corner  of  section  twenty-six   (26), 
township  twenty-four    (24),  north  of  range  thirty-seven    (37)   west,  a  dis- 
tance of  about  two  hundred    (200)    miles. 

The  Omaha  and  North  Platte  Eailroad  Company. 

From  the  city  of  Omaha,  in  Douglas  County,  in  a  southwesterly  direction 
to  the  town  of  Ashland,  in  Saunders  County,  and  thence  in  a  northwesterly 
direction  to  the  town  of  Wahoo,  in  said  Saunders  County,  a  distance  of 
about  forty-eight   (48)   miles;  and 

Whereas,  the  aggregate  number  of  miles  of  single  main  track  of  the  said 
several  roads  above  named,  now  built  as  aforesaid,  including  the  said  sec- 
tion of  the  Eepublican  Valley  Eailroad,  is  about  six  hundred  and  seven- 
teen  (617)  miles;  and 

Whereas,  the  said  railroad  companies  are  duly  authorized  by  law  to  bor- 
row money  and   execute  bonds,  and   to  mortgage  their  property   to   secure 


368         CHICAGO,  BURLINGTON   &   QUINCE    RAILROAD   COMPANY 

the  }iayment  thereof;  and  in  order  to  provide  means  for  the  construction 
of  their  respective  roads  and  branches,  built  and  to  be  built,  have  placed 
thereon,  and  upon  the  properties  and  franchises  connected  therewith,  first 
mortgages  to  secure  bonds,  at  the  rate  of  twenty  thousand  dollars  ($20,000) 
per  mile  for  single  track  of  main  line  and  branches,  and  ten  thousand  dol- 
lars ($10,000)  per  mile  additional  for  Becond  track,  Baid  bonds  to  be  issued 
only  upon  constructed  road;  and 

Whi    ea8t    th(  ompanies    have    issued    their    bonds    under    said    mort- 

j    8,    amounting    in    tin  even    million    seven    hundred    and 

eighty-four  thousand  and  four  hundred  dollars    ($11,784,400),  to  wit:  — 

Nebraska   and  Colorado    Railroad   Company,   to   the  amount   of   six 

million    eight    hundred   and    twenty  four    thousand   and    four   hundred    dollars 

The    Grand     [aland     and     Wyoming    Central     Railroad     Company,    to    tht 

amount   of   four  million   dollars    i$4.(MMi, ;    and 

Omaha   and    North    Platte    Railroad   Company,   to   thfl  amount   of   nine 
hundred  and   -  .sand   dollars      (960,1 

All   of   said   bonds   being  dated    May    -.    lss7,   maturing   May   1,    1927,  and 
ing  interest  at  the  rate  of  -ix  per  centum    (6$  I    per  annum,  payable 

annually,  on   the  tirst   days  of   May   and    November   in  each   year,  at   the 

office  of   tlf  .    Burlington   and   Quincj    Railroad   Company,   in   the 

city  of  Boston,  Massachusetts,  where  the  principal  is  also  payable;  and 
Whereas,  the  first  party  is  the  owner  of  all  the  Baid  bonds;  and 

i  railroad-  above  described  conned  with  the  railroad  of 

the  tirst  party,  and  form  therewith  continuous  and  connected  lines  of  rail- 
ma. I.  and  the  tirst  party  is  m  possession  of  and  operating  the  constructed 
portions   thereof;    and 

.  the  tirst  party  contemplates  aiding,  by  purchase  of  their  bonds 

and   Oth(  'her   rail1  tions   DOfl    Organized   Or   hereafter   to  be 

oized  in  the  iska,  Kansas  and  I  olorado,  and  the  Ten  i 

•    Wyoming   and    Dakota,   in    the  construction   of   their   roads   and 

branches,  which  are  or  will  constitute  extensions  Of,  or  be  connected  with, 
the   general   s_\-tem    of   railroads   now    owned   and   operate. I    by    the   first    party, 

and  further  contemplates  becoming  the  owner  in  fee,  by  purchase  or  con- 
dlroads  and   branches,  built  and   to   be  built,  and  the 
and  franchises  of  the  said  Nebraska  and  Colorado  Railroad  Com- 
pany, the'  [aland  and  Wyoming  Central   Railroad  Company,  and  the 

ha  and  North  Platte  Railroad  Company,  and  in  like  manner  contem- 
plate ing  the  nwner  iii  fee  of  the  railmnd-  and  branches  and  prop- 
erty  of   othei  Ltions  of   the   above-named   States  and    Territories;    and 

ty  did,  at  a  meeting  of  its  Board  of  Directors,  duly 
called,  and  held  at  it-  office,  in  the  city  of  Boston,  Massachusetts,  on  the 
eleventh   (11th)  day  i  iary,  1887,  by  unanimous  vote,  resolve  to  issue 

a    Beries   of  coupon   and  I    bonds,   the  coupon    bonds   of   -aid    series 

t..  be  of  the  denomination  of  one  thousand  dollars  ($1,000),  numbered  con- 
secutively from  one  to  the  I  umber  that  may  be  issued,  dated  the 
second  day  of  May,  lss",  maturing  May  1,  1927,  bearing  interest  at  a 
rate  not  to  exceed  four  per  centum  (4%J  per  annum,  payable  semiannually, 


CORPORATE  HISTORY  369 

on  the  first  days  of  May  and  November  in  each  year,  at  its  office  in  the  city 
of  Boston,  Massachusetts,  or  at  its  agency  in  the  city  of  New  York,  N.  Y., 
or  at  such  other  place  or  places  as  its  Board  of  Directors  may  designate; 
the  registered  bonds  of  said  series  to  be  of  the  denomination  of  five 
thousand  dollars  ($5,000),  numbered  consecutively  from  one  to  the  highest 
number  that  may  be  issued,  dated  the  second  day  of  May,  1887,  maturing 
May  1,  1927,  bearing  interest  at  a  rate  not  to  exceed  four  per  centum  (4%) 
per  annum,  payable  semi-annually,  on  the  first  days  of  May  and  November 
in  each  year,  at  its  office  in  the  city  of  Boston,  Massachusetts,  where  the 
principal  of  both  coupon  and  registered  bonds  shall  be  payable. 

The  coupon  bonds  shall  be  in  the  following  form,  to  wit: — 

United  States  op  America. 
CHICAGO,  BURLINGTON  AND   QUINCY  RAILROAD   COMPANY. 

Nebraska  Extension  Mortgage  Sinking  Fund  Bond. 

$1,000.  No 

Know  all  Men  by  these  Presents, 

That  the  Chicago,  Burlington  and  Quincy  Railroad  Company,  a  corpora- 
tion duly  created  and  organized  under  the  laws  of  the  State  of  Illinois,  is 
indebted  to  the  New  England  Trust  Company  in  the  sum  of  one  thousand 
dollars  ($1,000)  in  the  lawful  money  of  the  United  States  of  America, 
which  the  said  railroad  company  promises  to  pay  at  its  office  in  Boston, 
Massachusetts,  to  the  bearer  hereof,  or  in  case  of  registration  to  the  regis- 
tered holder,  on  the  first  day  of  May,  A.  D.  1927,  together  with  interest 
thereon  from  and  after  the  first  day  of  May,  A.  D.  1887,  at  the  rate  of 
per  centum  per  annum,  payable  semi-annually,  at  the  office  of  the 
company,  in  Boston,  Massachusetts,  or  at  its  agency  in  the  city  of  New 
York,  N.  Y.,  or  at  such  other  place  or  places  as  the  directors  of  said  rail- 
road company  may  from  time  to  time  designate,  on  the  first  days  of  May 
and  November  in  each  year,  on  the  presentation  and  surrender  of  the  an- 
nexed coupons  as  they  severally  become  due,  in  accordance  with  their  pro- 
visions. Said  coupons  to  be  paid  to  the  bearer  thereof,  whether  the  bond 
is  registered  or  not;  and  the  company  may,  but  shall  not  be  obliged  to, 
require  proof  of  ownership  of  any  coupon  before  paying  the  same,  and 
payment  thereof  to  the  person  presenting  the  same  shall,  in  any  case,  dis- 
charge the  company. 

This  bond  shall  pass  by  delivery  unless  registered,  or,  if  registered,  by 
transfer  upon  the  books  of  the  company,  in  the  city  of  Boston,  or  at  such 
other  places  as  the  company  may  hereafter  appoint.  After  registration  of 
ownership,  certified  hereon  by  the  Treasurer  or  Transfer  Agent,  this  bond 
shall  not  pass  by  delivery  unless  the  last  transfer  on  the  books  of  the  com- 
pany shall  have  been  to  bearer;  the  bond  to  be  subject  to  successive  regis- 
trations and  transfers  to  bearer,  at  the  option  of  the  lawful  holder. 

This  bond  is  one  of  a  series  secured  in  the  manner  set  forth  in  a  mort- 
gage executed  by  said  Chicago,  Burlington  and  Quincy  Railroad  Company 
to  the  New  England  Trust  Company,  of  even  date  herewith,  upon  railroad 


370         CHICAGO,   BURLINGTON    &   QUINCY   RAILROAD  COMPANY 

of  the  mortgagor  and  first  mortgage  bonds  of  companies  whose  roads  form 
part  of  its  general  railroad  system. 

For    tin'    further   senility    of   this    bond,   the    Chicago,    Burlington    and 
Quincy  Railroad  Company  hi  I   to  devote  in  each  year  a  sum  equal 

roe  per  cent  i  l'i  i  of  the  par  value  of  the  bonds  issued  under  said 
mortgage,  i"  the  purchase  and  cancellation  of  such  bonds,  in  the  mode  and 
upon  the  term-  set  out  in  the  mortgage,  at  a  price  not  to  exceed  one  hun- 
i  ami  ten  (110)  and  accrue. I  interest.  Iu  oase  of  insufficient  offerings 
t"  absorb  said  sum,  the  amount  thereof  unexpended  i-,  each  year,  to  be 
returned  to  the  general  funds  of  the  company,  and  the  obligation  to  pur- 
chase  bonds  therewith   shall  cease. 

five  coupon  bonds  of  this  series  may,  at   the  option  of  the  (tuner, 
lie  exchs  "    a   registered  bond   (without  coupons)    for  $5,000,  at   the 

office  nf  the  railroad  company,  in  the  citj  of  Boston. 

This  bond  i-  to  be  valid  only  when  authenticated  by  a  certificate  hereon, 

.•.1  by  the  Trust 
In   wit n< as  whereof,  the  Baid   Chicago,   Burlington  and   Quincj    Railroad 
pany  lias  caused  its  cor]  d  to  be  affixed  to  this  bond,  and  the 

e  to  be  dulj  signed  under  the  date  of  Ma\   2,  A.  D.  lsy7. 

Cm<    <  <>.  B        mgton  ami  t^i  im'v  i;  Company, 

Bj 

Ti  ■  da  -hall   be  in  the  following  form,  to  wit:  — 

OF  A 

.  HI*  AGO,  BURLINGTON    AM'  QUINCY    RAILROAD  COMPANY. 

d  Bond. 

0.  No 

Know  t  these  P 

That  the  Chicj  go,  Burlington  and  Quincy   Railroad  Company,  a  corpora 
ganized  under  the  laws  of  the  State  of  [llinois,  is 
indebted  to  the  v  gland  Trusl  Company,  in  the  sum  of  five  thousand 

doll  in   the   lawful   monej    of  the    United   States  of   America, 

which  the  said  railroad  company  -   to   paj    al    it-  office  in    Boston, 

M.-i--  bolder   bereof,  on   the   first   day   of   May, 

A.   I'.  1927,  together  with  interest  then from  and  after  the  iii-t  day  of 

May,  A.  1'.  lv^7.  at  t;  i  I"  i  centum  per  annum,  payable 

semi-annually,  at  the  office  of  the  company   in    Boston,   Massachusetts,  on 
the  ■  -  of  Maj  and  November  in  cadi  ye; 

This  bond  may  he  I  ed  at  the  option  of  the  registered  holder  upon 

the  company,  in  the  city  of  Boston,  Massachusetts,  or  at  Buch 
other  place  or  place-  ,-i-  the  com]. any  may  hereafter  appoint. 

This  bond  is  one  of  a  red  in  the  manner  set   forth  in  a  mort- 

gage executed   by  -aid  Chicago,   Burlington  and  Quincy   Railroad  Company 
to   the   New    I  ompany,   of  even    date   herewith,   upon    railroad 

of  the  mortgagor  and  first  mo  bonds  of  companies  whose  roads  form 

part  of  its  general  railroad  system. 


CORPORATE  HISTORY  371 

For  the  further  security  of  this  bond,  the  Chicago,  Burlington  and 
Quincy  Eailroad  Company  has  agreed  to  devote  in  each  year  a  sum  equal 
to  one  per  cent  (1%)  of  the  par  value  of  the  bonds  issued  under  said 
mortgage,  to  the  purchase  and  cancellation  of  such  bonds,  in  the  mode  and 
upon  the  terms  set  out  in  the  mortgage,  at  a  price  not  to  exceed  one  hun- 
dred and  ten  (110)  and  accrued  interest.  In  case  of  insufficient  offerings 
to  absorb  said  sum,  the  amount  thereof  unexpended  is,  each  year,  to  be 
returned  to  the  general  funds  of  the  company,  and  the  obligation  to  pur- 
chase bonds  therewith  shall  cease. 

This  bond  is  to  be  valid  only  when  authenticated  by  a  certificate  hereon, 
signed  by  the  Trustee. 

In  witness  whereof,  the  said  Chicago,  Burlington  and  Quincy  Eailroad 
Company  has  caused  its  corporate  seal  to  be  affixed  to  this  bond,  and  the 
same  to  be  duly  signed  under  the  date  of  May  2,  A.  D.  1887. 

Chicago,  Burlington  and  Quincy  Eailroad  Company, 

By 

Now,  therefore,  the  first  party,  in  order  to  secure  the  payment  of  the 
said  bonds  and  of  the  interest  thereon,  when  and  as  the  same  become  due 
and  payable,  and  in  consideration  of  the  sum  of  one  dollar  ($1.00),  to  it  in 
hand  paid  by  the  Trustee,  before  the  execution  and  delivery  of  these 
presents,  the  receipt  whereof  is  hereby  acknowledged,  has  granted,  bar- 
gained, sold,  transferred  and  conveyed,  and  by  these  presents  does  grant, 
bargain,  sell,  transfer  and  convey  to  the  Trustee,  its  successor  or  suc- 
cessors in  said  trust,  for  the  purposes  hereinafter  set  forth,  all  of  the  fol- 
lowing described  property  of  the  first  party  now  owned  or  hereafter  to  be 
acquired,  and  all  of  its  right,  title,  interest  and  equity  of  redemption 
therein,    to    wit:  — 

All  of  the  said  section  of  said  Republican  Valley  Eailroad,  extending 
from  the  town  of  Hastings,  in  Adams  County,  to  the  town  of  Aurora,  in 
Hamilton   County,   Nebraska. 

Also,  all  standard  gauge  railroads  and  their  branches  in  either  of  the 
States  of  Nebraska,  Kansas  or  Colorado,  or  the  Territories  of  Wyoming 
or  Dakota,  and  the  property  and  franchises  appurtenant  to  and  connected 
therewith,  of  which  the  first  party  may  become  the  owner  in  fee,  and  which 
it  shall  specifically  convey  to  the  Trustee,  as  hereinafter  provided. 

Also,  the  said  hereinbefore  described  bonds  of  the  Nebraska  and  Colo- 
rado Eailroad  Company,  and  the  Grand  Island  and  Wyoming  Central  Eail- 
road Company,  and  the  Omaha  and  North  Platte  Eailroad  Company, 
amounting  in  the  aggregate  to  eleven  million  seven  hundred  and  eighty- 
four  thousand  four  hundred  dollars  ($11,784,400). 

And  also,  in  addition  to  the  bonds  specifically  mentioned  herein,  all  such 
other  bonds  owned  by  the  first  party,  and  secured  by  first  mortgages  upon 
standard  gauge  railroads  which  are  extensions  of  or  connected  with  its 
railroad  system,  in  the  States  of  Nebraska,  Kansas  or  Colorado,  or  the 
Territories  of  Wyoming  or  Dakota,  as  shall  hereafter  be  deposited  by  the 
first  party  with  the  Trustee,  in  the  manner  hereinafter  provided. 


372         CHICAGO,  BURLINGTON  &  QUIXc'V    RAILROAD   COMPANY 

To  have  and  to  hold  the  said  aforementioned  and  described  railroads  and 
railroad  bonds,  and  all  other  the  property,  rights,  Titles,  interests,  privi- 
leges and  franchises  above  mentioned  or  intended  to  be  included,  and  every 
part  thereof,  with  the  appurtenances,  unto  the  Trustee,  its  successor  or 
successors   in  said  trust,  but  upon  the  following  trusts;   that  is  to  say: — 

The  first  party  Bhall  have  the  right  to  deposit  with  the  Trustee,  in 
addition  to  tin-  bonds  hereinbefore  specifically  described  and  deposited, 
other  bonds  that  may  lie  issued  by  the  said  Nebraska  and  Colorado  Rail- 
rand  [aland  and  Wyoming  Oentral  Railroad  Com- 
pany, or  the  Omaha  and  North  Platte  Railroad  Company,  tor  finishing  the 
-traction  of  their  railroads  and  branches  which  they  are  or  may  be 
authorized    by    law    to    build,   and    may    elect    to   build,   and   also   other    bonds 

owned  by  the  firsl  party,  of  railroad  companies  of  said  states  of  Nebraska, 

Kansas   or   Colorado,   or   said    Territories   id'    Wyoming   or    Dakota,   whose 

railri  ill,  when  built,  be  extensions  of  ■"   connected  with  its  railroad 

em,  a-  security  for  bonds  to  be  issued  hereunder;   provided,  that  such 

deposited    bonds    Bhall    not    mature    before    May    I,    1927,    shall    draw    interest 
;it   the  'ate  of  not   le-s  than   live  per  centum    i  ')'",   |    per  annum,  payable  semi 

annually,  and  lie  secured  bj   first  mortgages* upon  the  railroads,  properties 

ami    franchises   of   the   respective   corporations   executing    and    issuinc    the 

same;    and  provided  further,  that  -mil  bonds  shall  not  exceed  twenty  thou- 

i  dollars  ($20, per  mile  for  Bingle-track  railroad,  and  ten  thousand 

dollars     -  litional  per  mile  for  second  track,  not   including  side 

and  spur  tiack-. 

The  first  party  shall  also  have  the  right  to  convey  to  the  Trustee,  in 
addition  to  the  section  of  the  Republican  Valley  Railroad  above  mentioned, 

any   other   railroad  or   railroad-  of  standard   gauge,  or  any   portions  or   parts 

,nd  their  branch.--  in  eithei  of  said  state-  or  Territories,  of  which 

it    i!  vie    the    owner    in    fee;    provided    that    -aid    load    or    road-,    when 

built,   shall    be   extensions   of    or   connected    with    the    general    railroad    system 

PSt    party,   aiol    shall,   at    the    time    of   BUCh    conveyance,    be    free    and 

dear  of  all  incumbrances;   and   provided   further,  that   the  mileage  of  the 
rail'  eeyed  by  tin-  instrument,  an. I  of  such   road-  a-  may  be  here- 

after conveyed  to  the    I  md  of  the   railroad-  mortgaged   to  secure 

bonds  deposited   and   to   be  deposited    with   the   Trustee,   shall   in    no   case 

,,|    in    tl  •  fifteen    hundred    (1,500      miles    of    single  track    rail 

and  an  equal  amount  or  Becond  track. 

I  hereunder  -hall   be  certified  and  deliver.'.!  by  the  'l'1 

at   the   rate   of   twentj    thousand   dollar-    ($20, per   mile   lor   -in-le  track 

railroad,     and     ten     thousand     dollars        $10,01  mile     additional     for 

md   track,   not    including   side  and   spur   track-,   for   each    mile   of   the   said 

Republican    Valley    Railroad    between    Eastings  and   Aurora,  and   for  each 

mile   of  other   railroad    that    may    be   conveyed    to   it,   in   accordance    with   the 
foregoin_  Ons    for    the    future    Conveyance    of    railroads,    and    also    to 

an  amount  equal  at  par  to  the  aggregate  amount  of  such  bond-  80  de 
posited  with  the  Trustee,  upon  the  written  application  of  the  first  party, 
expressed  through  a  resolution  of  its  Board  of  Directors,  adopted  at  a 
regular   meeting,   or  at   a   special  meeting  called   for  that   purpose,  stating 


CORPORATE  HISTORY  373 

the  amount  and  rate  of  interest  of  the  bonds  secured  hereunder  then  so 
to  be  issued,  and  accompanied  by  a  certificate  in  writing  from  the  Chief 
Engineer  of  the  first  party,  verified  by  his  affidavit,  showing  the  number 
of  miles  of  single  track  and  the  number  of  miles  of  second  track  then  com- 
pleted of  said  section  of  said  Eepublican  Valley  Railroad,  and  of  other 
railroad  or  railroads  owned  in  fee  by  the  first  party,  free  and  clear  of  all 
incumbrances,  that  have  been  conveyed  to  the  Trustee,  as  hereinbefore 
stipulated  and  provided,  and  the  number  of  miles  of  each  of  the  various 
railroads  whose  bonds  are  so  deposited  with  the  Trustee. 

Whenever  any  five  coupon  bonds  of  this  series  are  offered  for  exchange 
into  a  registered  bond  (without  coupons)  for  $5,000,  the  first  party  shall 
issue  and  the  Trustee  shall  certify  one  such  registered  bond  in  exchange 
therefor,  and  the  coupon  bonds,  so  exchanged,  shall  be  cancelled:  and  the 
Trustee  shall,  whenever  requested  so  to  do  by  the  first  party,  certify  new 
registered  bonds  in  exchange  for  a  like  amount  of  registered  bonds  pre- 
viously issued,  upon  the  cancellation  of  the  registered  bonds  so  offered 
for  exchange. 

In  case,  and  as  soon  as  the  first  party  shall  become  owner  in  fee  by  pur- 
chase, consolidation  or  otherwise  of  any  railroad  or  railroads  belonging  to 
any  of  the  railroad  companies  whose  bonds  are  deposited  with  the  Trustee 
as  security  for  the  bonds  issued  hereunder,  such  railroad  or  railroads,  and 
the  property  and  equipment  belonging  and  appurtenant  thereto,  shall  im- 
mediately inure  to  the  Trustee,  its  successor  or  successors  in  said  trust,  for 
the  objects  and  purposes  of  this  trust;  and  the  first  party  shall  thereupon 
make  apt  and  suitable  conveyances  thereof  to  the  Trustee  or  its  successors 
in  said  trust,  to  be  held  under  this  mortgage  for  the  security  of  the  bonds 
issued  hereunder;  and  thereupon,  or  at  any  time  thereafter,  at  the  option 
of  the  first  party,  it  shall  have  the  right  to  withdraw  such  bond  or  bonds 
as  are  secured  by  mortgage  thereon  from  the  operation  of  this  indenture; 
and  the  Trustee,  upon  request  of  the  first  party,  in  writing  therefor,  shall 
cancel  and  re-deliver  the  same  to  the  first  party,  and  it  shall  thereupon 
cause  such  mortgage  to  be  discharged  of  record.  But  no  bonds  shall  be 
issued  or  certified  by  the  Trustee  on  account  of  road,  the  mortgage  upon 
which  has  been  so  cancelled  and  the  deposited  bonds  withdrawn,  if  bonds 
secured  hereunder  have  already  been  issued  on  account  of  such  deposited 
bonds. 

The  first  party  agrees  that  all  locomotives,  cars  and  other  equipment,  at 
any  time  owned  by  it  and  set  apart  for  use  upon  its  railroads  in  the 
States  of  Nebraska,  Kansas  and  Colorado,  and  the  Territories  of  Wyoming 
and  Dakota,  shall  be  suitably  designated  and  marked,  and  as  additional 
security  for  the  bonds  issued  hereunder,  the  first  party  hereby  transfers 
and  conveys  to  the  Trustee  a  pro  rata  share  thereof  on  the  basis  of  mileage, 
that  is,  such  proportionate  share  of  said  equipment  as  the  mileage  of  the 
railroads  now  or  hereafter  covered  by  this  instrument,  or  by  mortgage  to 
secure  bonds  deposited  with  the  Trustee,  bears  to  the  total  mileage  of  all 
roads  owned  or  operated  by  the  first  party  in  said  States  and  Territories. 

The  Trustee  shall  collect  the  interest  on  all  of  the  deposited  bonds;  and 
vhen  so  collected,  shall  immediately  pay  over  the  same  to  the  first  party, 


374         CHICAGO,   BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

as  long  as  it  shall  not  be  in  default  in  the  payment  of  the  interest  or  prin- 
cipal of  the  bonds  secured  hereunder. 

All  bonds  of  the  first  party  issued  in  compliance  with  the  terms  of  this 
instrument  shall,  in  all  respects,  be  equally  secured  by  these  presents,  and 
upon  all  the  property  conveyed  without  preference,  priority  or  discrimina- 
tion, on  account  of  or  with  reference  to  the  actual  times  of  the  actual  issue 
«it'  said  bonds  or  any  of  them. 

The  first  party  hereby  covenants  and  agrees  to  and  with  the  Trustee  that 
all  taxes  and  assessments  that  may  be  lawfully  levied  <>r  assessed  upon  any 
railroad  or  railroads  now  or  hereafter  covered   by  this  mortgage,  or  upon 

any  of  the  railroads  belonging  to  the  companies  whose  lionds  are  so  de- 
posited with  the  Trustee,  shall  be  paid  as  they  respectively  become  dm'  and 
payable. 

in  case  of  any  default  in  the  payment  of  any  taxes  or  assessments,  for 
the  payment  of  which  the  first  party  i>  responsible,  as  hereinbefore  pro- 
vided, for  the  period  of  three  (3)  months  after  notice,  in  writing,  by  the 
Trustee,  to  the  first  party  requiring  payment  of  the  same,  or  in  case  the 
first    pait\    shall    fail    to    pay    the   principal    or   any    part    thereof,   or   any   of 

the  interest  on  any  of  its  bonds  secure. 1  or  intended  to  lie  >eeured  hereby, 

a!     anj     time    when    and    where    the    same    may     become    due    and    payable, 

ording  to  the  tenor  thereof,  and  for  three  (3)  months  thereafter,  then, 
ami  in  that  case,  the  Trustee  or  it  jsor  or  bi  in  said  trust,  at 

its  or  their  discretion,  may,  and  upon  the  written  request  of  the  holders  of 
niie  tent!  of  the  bonds  issued  hereunder  and  then  unpaid,  upon  being 

indemnified  by  the  parties  making  the  application,  shall,  either: 

3ell  at   public  auction,  at    Lincoln,   Nebraska,  at  such  time  or  times 
as   H    hi    they   may   appoint,   lir-t    giving   notice  of   the   time,   place  and   terms 

thereof  by  advertisement,  for  the  term  of  tour  |  i  weeks,  in  Mime  daily 
new-paper,  published  in  Boston,  Massachusetts,  Chicago,  Illinois,  and 
Lincoln,  Nebraska,  respectively,  and  wherever  else  required  by  law,  the 
lionds  then  held  by  them  a-  security;  and  also,  if  at  that  time  authorized 
or  permitted   by   law,  bj    -ale.   -aid   section   of  said    Republican 

Valley  Railroad  and  any  other  railroad  or  railroad-,  with  the  property  and 
equipment  belonging  or  appurtenant  thereto  that  may  have  become  Bubject 

to    this    indenture,    in    the    manner    hereinbefore    provided.     The    -ale    of    such 

bonds,  railroads,  property  and  equipment  -hall  lie  tor  cash,  hut  the  bonds 
by,  or  any  of  them  shall,  if  offered,  he  received  in  payment  of 
any  hid  which  shall  he  accepted  at  such  -ale,  at  the  value  of  each  bond, 
which  shall  In'  fixed  by  the  ratio  of  the  amount  of  the  bid  to  the  full 
amount  then  due  on  all  said  bonds.  The  proceeds  of  such  sale  shall  he 
applied:       First,    in    payment    of   the   expenses    connected    with    such    sale    and 

trust,  including  the  compensation  of  the  Trustee,  and  all  charges  incurred 
by  it  a-  such  Trustee;  ami  Second,  in  payment  of  the  unpaid  interest  and 
principal  of  the  bonds  secured  hereby,  then  unpaid,  whether  then  due  and 
payable  or  not,  ratably  and  without  discrimination  as  to  persons;   and  if, 

after  paying  in  full  said  expenses,  lionds  and  interest,  there  shall  be  any 
money  remaining  in  the  hands  of  the  Trustee,  it  shall  pay  the  same  to  the 
first  party,  its  successor  or  successors. 


CORPORATE  HISTORY  375 

The  Trustee  shall  have  power  to  adjourn  said  sale  from  time  to  time  at 
its  discretion ;  and  if  adjourned  to  another  date,  it  may  make  said  sale  at 
the  time  appointed,  without  further  notice  by  advertisement;  and  the 
Trustee  shall  have  power  to  make  and  deliver  to  the  purchasers  at  such 
sale,  good  and  sufficient  deeds  of  conveyance  of  the  property  sold,  which 
shall  be  a  perpetual  bar,  both  in  law  and  equity,  against  the  first  party  and 
all  other  persons  whomsoever  lawfully  claiming  the  railroads,  premises  and 
property  so  sold,  or  any  part  thereof,  by,  from,  through  or  under  it. 

And  it  is  further  declared  and  agreed  that  the  receipt  of  the  Trustee 
shall  be  a  sufficient  discharge  to  the  purchaser  or  purchasers  of  the  premises 
and  property  which  shall  be  sold  as  aforesaid  for  his  or  their  purchase 
money,  and  such  purchaser  shall  not,  after  the  payment  of  such  purchase 
money,  be  liable  to  see  to  its  application  upon  or  to  the  purposes  or  trusts 
of  these  presents,  or  in  any  manner  answerable  for  any  loss,  misapplication 
or  non-application  of  such  purchase  money,  or  any  part  thereof,  or  be 
obliged  to  inquire  into  the  necessity  or  expediency  of  or  for  any  such  sale; 
or 

Second — If  said  section  of  said  Republican  Valley  Railroad  and  such 
other  railroads,  property  and  equipment  as  may  have  become  subject  to  this 
indenture  in  the  manner  herein  provided,  cannot  at  the  time  be  lawfully  so 
foreclosed  by  sale  at  auction,  in  manner  aforesaid,  then  and  in  that  case, 
the  Trustee  shall  sell  such  deposited  bonds  by  public  auction  in  manner 
aforesaid,  and  shall  foreclose  the  equity  of  redemption  to  said  section  of 
said  Republican  Valley  Railroad,  and  such  other  railroad  or  railroads, 
property  and  equipment  by  appropriate  legal  proceedings,  and  use  and 
dispose  of  the  money  received  under  any  such  sale,  sales,  foreclosure  or 
foreclosures,  in  the  manner  hereinbefore  directed ;   or 

Third — If,  at  the  time  of  such  default  by  the  first  party,  the  obligors  in 
said  bonds  then  so  held  by  the  Trustee  shall  also  be  in  default,  then  the 
Trustee,  if  it  deem  it  best  for  the  security  of  the  bonds  issued  hereunder, 
or  is  so  advised  by  counsel,  shall,  instead  of  selling  the  deposited  bonds 
as  above  provided,  cause  proper  and  apt  proceedings  to  be  instituted  and 
prosecuted  in  some  court  of  competent  jurisdiction  to  foreclose  the  mort- 
gage or  mortgages  by  which  said  bonds  shall  be  secured,  and  also  to  fore- 
close this  mortgage  upon  said  section  of  said  Republican  Valley  Railroad, 
and  any  other  railroad  or  railroads,  and  the  property  and  equipment  belong- 
ing or  appurtenant  thereto  that  may  at  that  time  have  become  subject  to 
this  indenture  in  the  manner  hereinbefore  provided;  and  the  Trustee  shall 
appropriate  and  dispose  of  the  money  received  under  such  foreclosures  in 
the  manner  hereinbefore  directed;  provided,  however,  that  none  of  the 
remedies  herein  provided  shall  exclude  the  Trustee  or  its  successor  or  suc- 
cessors, if  it  shall  so  elect,  from  any  other  legal  or  equitable  remedy  it  may 
be  entitled  to  in  the  premises. 

But  so  long  as  the  first  party  shall  pay  the  interest  which  shall  accrue 
and  become  due  on  the  bonds  secured  hereby,  no  proceedings  for  the  fore- 
closure of  any  mortgage  executed  to  secure  bonds  deposited  with  the 
Trustee  shall  be  instituted  without  the  first  party's  request  for  the  same 
in    writing. 


,'570         CHICAGO,   BURLINGTON  &   QCIXCV   BAIIiROAD  COMPANY 

And  it  is  also  agreed  that  the  first  party  will  not  at  any  time,  nor  in 
any  manner,  take,  apply  for  or  avail  itself  of  any  injunction  or  stay  of 
proceedings,  or  plead,  use,  interpose  or  take  advantage  of  any  extension, 

stay,  valuation  or  redemption  law,  or  any  other  law  of  any  State  or  Terri- 
tory in  which  the  property  is  or  shall  lie  Located,  now  in  force,  or  which 
may    hereafter    he    in    force,   which    may    in    any    way   alter,   affect,    impair   or 

impede  the  rights  or  remedies  of  the  holders  of  the  bonds  issued  hereunder, 

or   of   the    Trustee,   or   <>t'    its   successors,   a-    herein    declared,   or   which    shall 

affect  or  change  the  time,  plate,  means  or  mode  of  perfecting,  enjoying  or 

enforcing    any    such    rights,    interests    or    remedies,    as    the    same    are    herein 

declared  and  Bel    forth. 

In    case    the    Trustee,    it >   successor    or    successors   in    said    trust,   shall,    for 

any  reason,  omil  t<>  avail  itself  of  any  such  default  as  aforesaid,  such  omis- 
sion shall  not  prejudice  or  impair  the  rights  or  remedies  of  the  Trustee,  or 
its  successors  in  said  trust,  to  avail  itself  of  any  other  or  further  neglect 
or  default  of  the  first  party. 

Until  default  shall  he  made  hereunder,  the  firsl  party  shall  receive  from 
tlie  Trustee  all  of  the  interest  collected  by  it  on  all  deposited  bonds,  and 
shall  dispose  of  the  Bami   as  it.  the  firsl  party,  shall  deem  proper,  and  shall 

also   retain    |  of  any    railroad   or   railroads   which    may   by  the   terms 

hereof  bi  ed  by  this  indenture,  and  shall  receive  and  dispose  of  the 

current    revenues  of  all   such    railroads,  and   of   the    property   and   equipment 

belonging  or  appurtenant  thereto,  as  it  shall  deem  proper. 

And  the  first  party,  for  itself  and  its  successors,  herebj  agrees  to  execute 
and  deliver  any  further  reasonable  and  necessary  conveyance  and  assign- 
ment of  -aid  premises,  or  any  part  thereof,  to  -aid  Trustee,  or  its  successors 

in    -aid    trust,   which   counsel    of   the   Trustee  at    any    time   may    advise    for   the 

more  effectually  vesting  the  title  to  the  property  hereby  granted  or  intended 
to  he  conveyed,  in  the  Trustee,  it-  oi  or  bu<  md  tor  the  more 

fully  carrying  into  effect  the  objects  and  purposes  of  these  presents. 

I;  the  first  party  shall  well  and  truh  pa  \  the  principal  of  the  lionds 
issued  under  and  -e.-uied  by  this  instrument,  and  all  interest  thereon,  when 
the  same  shall  become  payable,  according  to  the  true  meaning  and  intent  of 
these  presents,  then  all  the  estate,  light,  title  and  interest  (l|'  the  Trustee, 
and     its     SUCCeS80r     or     BUCCeBSOrS     in     the    trust     hereby     created,    shall     cease, 

determine  and  become  void,  and  the  right  and  title  to  the  premises  and 
property  conveyed  hereunder  -hall  revert  to  and  revest  in  the  first  party, 
its  -  -  and  assigns,  without  any  acknowledgment  of  satisfaction,  re- 

conveyance,   reentry   or   other   act,   and    all    bonds   then    held    by    the   Trustee 

shall  he  transferred  and  delivered  by  it  to  the  first  party,  or  it-  order. 

The  -hall   have   full   power   in    it-  discretion,  upon   the   written  re- 

uest   of  the  first    party,  to  convey   l>y   way  of  release  or  otherwise,  to  the 

rsons  designated  bj  the  first  party,  any  lauds  which  belong  to  said  section 
.:  -aid  Republican  Valley  Railroad,  or  to  any  other  railroad  or  railroads 
hich   shall   be  conveyed   to  the  Trustee,  or   become  BUbject   to  this  indenture, 

a  the  manlier  hereinbefore  provided,  if,  in  the  judgment  of  the  Trustee, 
ch  land  shall  not  be  necessary  or  material  for  present  or  future  use  in 

connection   with   the   said    railroads;     and  also   to   convey,  as  aforesaid,  on 


CORPORATE  HISTORY  377 

like  request,  any  lands  not  occupied  by  the  track,  which  may  become  dis- 
used by  reason  of  a  change  of  the  location  of  any  track,  station-house, 
depot,  shop  or  other  building,  and  which  the  first  party  may  deem  it  ex- 
pedient to  disuse  or  abandon  by  reason  of  such  change,  and  to  consent  to 
any  such  change,  and  to  such  other  changes  in  the  location  of  the  track,  or 
depot,  or  other  buildings,  as  in  its  judgment  shall  have  become  expedient, 
and  to  make  and  deliver  the  conveyances  necessary  to  carry  the  same  into 
effect;  but  any  lands  which  may  be  acquired  for  permanent  use  in  sub- 
stitution for  any  so  released  and  conveyed,  which,  in  the  judgment  of  the 
Trustee,  shall  be  essential  to  the  security  of  the  holders  of  bonds  issued 
hereunder,  shall  become  subject  to  the  operation  of  these  presents,  and  shall 
be  expressly  conveyed  to  the  Trustee. 

The  first  party  shall,  however,  have  power  to  sell  from  time  to  time  in 
its  discretion,  any  equipment,  machinery  and  materials  in  the  ordinary 
course  of  its  business,  to  be  replaced  by  new,  which  shall  immediately  vest 
in  the  Trustee,  without  any  further  conveyance. 

Schedules,  signed  by  the  Trustee,  shall  be  attached  to  two  originals  of 
this  mortgage,  one  such  original  to  be  held  by  the  Trustee  and  one  by  the 
first  party,  showing  what  railroads,  bonds  and  other  property  have  been 
from  time  to  time  conveyed  or  transferred  to  or  deposited  with  the  Trustee 
for  the  security  of  the  bonds  issued  hereunder. 

Sinking  Fund. 

The  first  party  further  covenants  and  agrees  that  it  will  set  aside,  on  the 
first  day  of  May,  in  each  year,  up  to  and  including  the  year  1926,  a  sum 
equal  to  one  per  cent  of  the  par  value  of  all  the  bonds  which  have  then 
been  issued  hereunder,  and  apply  the  same  to  the  purchase  of  such  bonds, 
at  a  price  of  not  to  exceed  one  hundred  and  ten  (110)  and  accrued  interest, 
in  the  manner  hereinafter  prescribed;  that  is  to  say: 

The  first  party  shall  give  notice  in  the  cities  of  Boston,  Massachusetts, 
and  New  York,  New  York,  by  public  advertisement,  three  times  a  week,  for 
two  successive  weeks,  in  one  daily  newspaper  published  in  each  of  the  said 
cities,  stating  the  amount  applicable  to  the  purchase  of  bonds,  and  the  day 
and  hour  (which  shall  not  be  later  than  the  fifth  day  of  June  in  each  year) 
when  tenders  will  be  opened,  to  sell  to  it,  on  the  lowest  terms,  bonds  issued 
hereunder;  such  tenders  to  be  addressed  to  and  opened  by  the  Trustee. 

In  the  event  that  no  bonds,  or  that  an  insufficient  amount  of  bonds  to 
absorb  said  sum,  are  obtained  by  the  above  method,  then  the  amount  thereof 
unexpended  shall  be  returned  to  the  general  funds  of  the  company,  and  the 
obligation  to  purchase  bonds  therewith  shall  cease. 

As  soon  as  bonds  are  purchased,  it  shall  be  the  duty  of  the  first  party  to 
cancel  the  same  and  the  interest  coupons  thereon. 

On  or  before  the  first  day  of  August,  in  each  year,  the  first  party  shall 
furnish  to  the  Trustee  a  statement  showing  the  amount  set  apart  in  that 
year  for  the  purchase  of  bonds,  the  amount  of  bonds  purchased  and  can- 
celled, and  the  cost  of  the  same ;  and  shall  submit  said  bonds  to  it  for 
examination,  and  said  Trustee  shall  thereupon  furnish  to  the  first  party,  a 
written   certificate   that   it  has   examined   the  cancelled  bonds  and  made  a 


■;is         CHICAGO,  BURLINGTON  «   QUINCY  RAILROAD  COMPANY 

record  thereof,  and  that  the  first  party  has  fulfilled  its  obligations  to  the 
sinking  fund  for  that  year. 

It  is  further  mutually  agreed  that  the  sai.l   Trustee,  its  successor  and 
-  in  Baid  trust,  shall  only  be  accountable  for  gross  negligence  or 

wilful  default  in  the  management  thereof,  and  shall  not  l sponsible  for 

the  acts  of  any  agent   employed   by   it,   when   such   agent  -hall   have  been 
selected  with  reasonable  discretion. 

And  thai  said  Trustee,  its  successor  <>r  successors  is  Baid  trust,  shall  !>.• 
entitled  I  -  ompensation  for  its  labor,  services  and  expenses  in 

the  management  of  the  same. 

In  the  event  of  the  resignation  or  inability  to  act,  of  said  Trustee,  or 

ts.   which    inability   shall    be   determined   and 

lution   of  the   Board   of   Directors  of  the   Oral    party,  the 

■  parly  shall,  by  a  voto  L  to  designate  a  Bucoessor 

-  in  said  trust  all  notify  the  bondholders  of  such  desig 

nation  by  an  advertisement  in  one  daily  newspaper  in  each  of  the  cities  of 

on  and   '  bliahed  three  times  a  week  for  three  sue 

-.  :ni. I  thereupon,  unless  the  holders  of  a   majority   in  amounl 

ihall,    in    writing,    within    thirty    days    from 

the  last  publication  <>f  such  notice,  notify  the  tirst  part}   of  their  dissenl 

from    such   appointment,   the   same   shall   stand,  and   shall    by   the   first    party 

be   u 

In  case  such  majority  of  the  bondholders  shall  dissenl  a-  aforesaid  from 
appointmenl  I   party,  and  no  agreemenl   i-  made 

m  an  appointmenl  to  till  such 
vacancy,  within  Bixty  (I  from  the  last  publication  of  said  notice  to 

the  bondholders,  then,  upon  the  application  of  anj   bondholder,  under  these 

party,  or  upon  the  application  of  the  first 
ty,  a  nev.  .    appointed   by  tin'  judge  of  any 

l    jurisdiction  of  the  premi 

Ther    the    first    party,    or    a    majority    in    interest    of    the    bondholders 

inder,  shall  presents, 

ami    Substitute    other  or    Trustees    in    it-    or    their    place,    they    -hall 

have  the  right   so  following,  to  wit:    Such   majority 

the    bond!  all    have   tin-    right,    in    a    written    communication    to   tin' 

lirst  party,  |  ir  such  change,  and  shall  designate  a 

sue.  ■  ■  take  the  place  of  the  Trustee  or  Trustees  they 

I;    and  if  such  change  and  Buch  new  appointment  shall 
ted  to  ty  a  tore  of  the  first  party,  Buch  new  ap- 

pointment shall  stand,  ami  it  shall  he,  by  the  first  party,  indorsed  hereon. 
In  like  manner  the  tii-t  party,  by  vote  of  it-  directors,  may  declare  its 

l      -•■■■  or  Trustees  hereunder,  ami  designate 

a     -  in     Baid     tru-t,    and     -hall     notify     the 

bondholi  eof  by  an  ad  ent  in  one  daily  newspaper  in  each  of 

the  cities  of   Boston   and    New    Vork,  to   he   published   three  times  a  week 
for  thre.  \e  weeks;    and  thereupon,  if  a  majority  in  interest  of  the 

holders   of  all   the  outstanding   1  il    in    writing,   within   thirty   days 


CORPORATE  HISTORY  379 

from  the  last  advertisement,  notify  the  first  party  of  their  dissent  from 
such  appointment  of  Trustee  or  Trustees,  such  appointment  shall  be  void, 
otherwise,  the  appointment  shall  stand,  and  be  by  the  first  party  endorsed 
hereon. 

The  person  or  persons,  or  corporation,  so  chosen  or  appointed  in  what- 
ever manner  as  Trustee,  or  named  in  such  judge's  appointment,  shall  there- 
upon be  and  become  the  Trustee  or  Trustees  for  the  time  being  of  these 
presents  as  fully  to  all  intents  and  purposes  as  if  these  presents  had  been 
in  the  first  place  executed  and  delivered  to  such  person,  persons  or  corpo- 
ration. 

But,  should  it  be  thought  desirable  or  necessary  by  the  counsel  of  the 
Trustee  or  Trustees,  the  parties  hereto  shall  execute  and  deliver,  or  cause 
to  be  executed  and  delivered,  such  releases  and  conveyances  as  counsel  shall 
advise  to  be  necessary. 

And  each  person  or  corporation  appointed  or  chosen  as  Trustee,  in  what- 
ever method,  shall  indorse  an  acceptance  of  such  appointment  upon  this 
indenture. 

It  is  further  understood  that  during  a  vacancy  for  any  cause,  the  re- 
maining Trustee  or  Trustees,  if  arjy,  shall,  until  such  vacancy  shall  be  filled, 
be  fully  empowered  to  execute  all  the  provisions  of  this  trust. 

And  that  each  and  every  of  the  stipulations  and  agreements  herein  con- 
tained shall  be  binding  upon  the  successor  or  successors,  survivor  or  sur- 
vivors, and  assigns,  respectively,  of  the  parties  hereto. 

The  said  Trustee  hereby  accepts  the  trust  created  by  these  presents. 

In  witness  whereof,  the  said  Chicago,  Burlington  and  Quincy  Kailroad 
Company,  party  of  the  first  part,  has  caused  its  corporate  name  to  be  here- 
unto, and  to  twenty -four  (24)  other  originals,  subscribed,  and  its  corpo- 
rate seal  to  be  hereto  attached  by  its  President,  and  the  same  to  be  at- 
tested by  its  Secretary,  and  the  said  Trustee  has  also  hereunto,  and  to  the 
twenty-four  (24)  other  originals,  caused  its  corporate  name  to  be  sub- 
scribed, and  its  corporate  seal  to  be  hereto  attached,  by  its  President,  and 
the  same  to  be  attested  by  its  Secretary,  all  on  the  day  and  year  first 
above  written. 

Chicago,  Burlington  &  Quincy  Kailroad  Company, 
[Seal]  By  Charles  E.  Perkins, 

President. 

Attest: 

T.    S.    HOWLAND, 

Secretary. 

The  New  England  Trust  Company, 
[Seal]  By  William  Endicott,  Jr., 

President. 

Attest: 

N.  H.  Henchman, 
Secretary. 


380         CHK  Ai.O,   ill  RIJN6T0N    A   QUINCY   RAILROAD   COMPANY 


ss. 


St.VJE  OK   MASSAI  ECUS] 
COIXTV    Of"    SfFKOLK,  j 

On  this  twentytii. -t  day  of  February,  A.  I).  1887,  before  me,  a  Notary 
Public  in  and  for  saiil  County  of  Suffolk,  duly  commissioned  to  take  ac- 
knowledg  ad  proo;  -  and  other  instruments  in  writing,  under 

Qy  came  C.  E.  Perkins,  President,  and  T.  S.  Eowland,  Secre- 
tary, of   the   Chicago,   Burlington   and   Quincy   Railroad   Company,   to   me 
known   to   be  such    President   and   Secretary,   and    to    be   the   persons   who 
ited  the  foregoing   instrument,  and   whose  names  are  thereto  BUbscribed 

nil  officers,  and  severally  duly  acknowledged  tin'  same  to  he  their  free 
and   voluntary  act  and   de<  -.dent  and   Secretary,  and   the   free 

and  voluntary   ac1  the  -aid  Chicago,   Burlington  and  Quincy 

Railroad  Company,  for  the  use.-  and  purposes  therein  expressed;  and  the 
sai>l  C.  E.  Perkins  and  T.  8.  Eowland,  being  l>y  me  first  duly  Bworn,  did 
depose   and   say:    that   tl  respectively    President   and   Secretary,   as 

hereinbefore   Btated,  railroad   company;     that   they   know   the  eor- 

31  al    of    the    said    company;      that    the    seal    atlixoil    to    the    foregoing 
instrument    is  -aid    railroad    company;     that    it    was 

affizi  said  company  duly  made,  anil  that  they  Bigned 

the:  tive  aames  thereto  as  Buch   President  and  Secretary    by  the  like 

/  [  hereunto  Bel  my  hand  and  official  seal,  this  twenty- 

.  A.   I>. 

W.  .1.  Ladd, 

Notary  Public. 


BECOBDED  IN" 

NEBRASK  \ 

1 

/'. 

/.■ 

I'n'i' 

'!!- 

26/1887 

.> 

Mortgages 

330 

Blai 

4/  9/1887 

A 

Moi 

100 

Bos   Kutte 

12    11    1888 

1" 

Mortgagi  s 

34 

Buffalo 

26    1—7 

Mortgag 

4  1.-. 

Butler 

2      988 

24 

Mortgag 

108 

1 

3/24   1891 

K 

Mortgages 

.174 

X 

2/  2/1888 

Q 

Mortgagee 

177 

Clay 

51     L887 

::i 

Mortgages 

47 

1      31 

26    L887 

n 

Mori 

is 

20   1—7 

11 

Moi 

121 

23    1S87 

55 

Mortgagi  - 

618 

Fillra 

25   1S87 

i 

Moi 

348 

Franklin 

JO/1887 

22 

Mortgages 

53 

Frontier 

28    L887 

6 

Mortgages 

L58 

Fill!       - 

3/25/1887 

A 

Misc.  Rec. 

517 

_ 

3/21/1891 

17 

Mortgages 

2/16/1888 

M2 

Mortgages 

4:;7 

Gosj 

3/28/1887 

4 

Mortgages 

334 

Grant 

12/12/1888 

1 

Mortgages 

57 

Gre< 

2/  3/1888 

10 

Mortgages 

182 

CORPORATE  HISTORY 


381 


County 

Bate 

Booh 

Page 

Hall 

3/26/1887 

9 

Mortgages 

248 

Hamilton 

3/25/1887 

8 

Mortgages 

334 

Harlan 

3/28/1887 

K 

Mortgages 

547 

Hayes 

2/  6/1888 

4 

Mortgages 

575 

Hitchcock 

3/26/1891 

14 

Mortgages 

442 

Howard 

2/  2/1888 

M 

Mortgages 

400 

Kearney 

3/26/1887 

16 

Mortgages 

55 

Keith 

2/  2/1888 

C 

Mortgages 

393 

Lincoln 

3/26/1887 

6 

Mortgages 

276 

Loup 

2/14/1888 

1 

Mortgages 

81 

Merrick 

2/  3/1888 

12 

Mortgages 

1 

Nance 

2/  1/1888 

7 

Mortgages 

597 

Nuckolls 

2/25/1887 

13 

Mortgages 

275 

Phelps 

3/26/1887 

N 

Mortgages 

376 

Bed  Willow 

3/11/1889 

17 

Mortgages 

144 

Saline 

3/25/1887 

32 

Mortgages 

322 

Sarpy 

3/25/1887 

H 

Mortgages 

351 

Saunders 

3/31/1887 

2 

Mortgages 

440 

Sherman 

3/26/1887 

7 

Mortgages 

546 

Sheridan 

12/11/1888 

r 

Mortgages 

1 

Thayer 

2/28/1887 

V 

Mortgages 

1 

Thomas 

12/  5/1888 

i 

Mortgages 

161 

Webster 

3/26/1887 

p 

Mortgages 

1 

Valley 

2/  3/1888 

10 

Mortgages 

492 

Wheeler 

2/17/1888 

c 

Mortgages 

599 

Unorganized    Territory 

lying  between  Thomas 

and  Grant  Counties. 

12/5/1888 

1 

Mortgages 

161 

RECORDED  IN  COLOEADC 

i 

County 

Date 

Boole 

Page 

Logan 

3/  8/1888 

28 

Misc.  Rec. 

378 

Washington 

3/  6/1888 

9 

Misc.  Rec. 

454 

Weld 

2/  3/1888 
RECORDED 

71 
IN  KANSAS 

Mortgages 

197 

County 

Bate 

Booh 

Page 

Cloud 

3/23/1891 

22 

Mortgages 

480 

Cheyenne 

3/11/1889 

10 

Mortgages 

289 

Cheyenne 

4/14/1891 

13 

Mortgages 

585 

Decatur 

3/12/1889 

0 

Mortgages 

609 

Norton 

3/23/1891 

25 

Mortgages 

548 

Phillips 

3/24/1891 

35 

Mortgages 

367 

Rawlins 

3/12/1889 

J 

Mortgages 

37 

Republic 

3/26/1891 

25 

Mortgages 

169 

Washington 

3/23/1891 

56 

Mortgages 

82 

382         CHICAGO,  BURLINGTON  &  QUINCE   RAILROAD  COMPANY 

IliiCORDED  IX  WYOMING 
Con  Date  Bool:  Page 

Laramie  2/16/1888  53     Mortgages  512 

TRUST  MORTGAGE,  July   1.   1899. 

CHICAGO,   BURLINGTON    &   QUINCY    RAILROAD   COMPANY, 

to 
The  New  England  Tsi  si  Company. 
Illinois   Division   Mortgage. 
Maturing  July  1,  1949;  redeemable  after  .Inly  l.  1929. 
Z»i  tna.lf  this  tirst  day  of  July,  one  thousand  eight  hundred  ami 

ninety-nine,   by  and    between   the  Chicago,    Burlington   &   Quincy   Railroad 
pany,  a  corporation  organized  ami  existing  under  the  laws  of  the  State 
of  Illinois,  party  of  the  first  part,  hereinafter  called  "the  Company,"  ami 
New    England    I  tnpany,  a   corporation   organized  an.!   existing 

under  the  laws  of  Massachusetts,  Trustee,  party  of  the  second  part,  here- 
inafter called  "  the  Trust*  i 

Wlu   ..is,   the   Company  certain   connected    railroads   and    railroad 

property,  hereinafter  to  !»■  specifically  described,  in  the  States  of  Illinois, 
Wisconsin,  Iowa,  ami  Minnesota,  ami  may  from  time  to  time  hereafter  wish 
to  build,  buy,  or  otherwise  acquire,  in  the  said  State-,  or  any  of  them,  or 
elsewhere,  other  railroads  an. I  property;   ami, 

li'         -.  certain  of  the  railroads  and  property  by  this  Indenture  to  be 

con vi  subject  to  prior  lien-  ..t'  former  mortgages  or  deeds  of  trust, 

dating  bonds,  issued  or  assumed  by  the  Company,  ami 

m>w  payable  or  outstanding  an. I  maturing  :>t  different  dates  hereafter;  an.) 

li  ht   eas,  in   Borne  cases   the  payment   of  said   existing   bonds  is   further 

red   bj    the   pledge  or   hypothecation   of   underlying    bonds   Becured  by 

in..;-.  upon  certain  of  Baid  railroads;  and, 

li  /' ■   eas,  the  ■  ompanj  holds  in  it-  treasury,  and  desires  present  payment 
n  other  ■  i  -•     _   bonds  not  pledged,  issued  pursuant  to  mortgages 
or  .lee. is  of  trust  rtain  of  Baid  railroads,  and  also  holds  certain  lin- 

ed oblig  tain  companies  formerly  owning  certain  of 

sai.l    railroads;    and, 

ll  1  the  i  ompany  desires  to  provide  means  for  retiring  the  sai.l  sev- 

eral ■  _   bonds,    -  assumed  by  it,  as  aforesaid,  either  at  or  Le- 

the maturity   th(  ind, 

li'-  eas,  th<  growing  business  of  its  railroads  will  make  it  necessary  for 
the  Company,  in  the  future,  ami  from  time  to  time,  to  make  improvements, 
additions,  an. I  betterments  thereto,  ami  to  procure  additional  equipment 
therefor,  for  all  of  which  it  desires  to  provide  the  mean-  of  payment;  ami, 
Whereas,  it  may  lecome  necessary  or  expedient  for  the  Company  to  buy, 
build,  or  otherwise  acquire,  for  the  purpose  of  connecting  its  various  rail- 
roads,  b  ross  the  Mississippi  River,  or  elsewhere;  and, 

Whereas,   the  Company    is   authorize.)   to   execute  mortgages  of  its  rail- 
roads, property,  and   franchises,  to  secure  the   payment  of  bomls   issued  to 
Lde  for  the  cost  of  the  construction  or  acquisition  and  equipment  of 


CORPORATE  HISTORY  383 

the  same,  and  of  any  improvements,  additions,  and  betterments  thereto; 
and  has  duly  resolved  to  issue,  from  time  to  time  hereafter,  coupon  and 
registered  bonds,  for  the  purposes  aforesaid,  not  exceeding  the  principal 
sum  of  Eighty-five  Million  Dollars  ($85,000,000)  ;  to  be  issued  in  the  manner 
hereinafter  set  forth;  to  be  equally  secured  by  a  mortgage  upon  the  rail- 
roads, property,  and  franchises  in  this  Indenture  described;  to  be  dated 
the  first  day  of  July,  1899;  to  mature  the  first  day  of  July,  1949;  to  bear 
such  rate  of  interest,  not  exceeding  five  (5)  per  cent,  per  annum,  payable 
semi-annually  on  the  first  days  of  January  and  July  in  each  year,  as  from 
time  to  time  shall  be  determined  by  its  Directors,  and  as  shall  be  designated 
in  the  bonds  when  issued;  to  be  payable,  at  maturity,  in  lawful  money  of 
the  United  States  of  America,  at  the  office  or  agency  of  the  Company  in 
the  City  of  Boston,  the  interest  to  be  payable,  in  like  lawful  money,  at 
said  office  or  agency  or  at  such  other  office  or  agency  in  the  City  of  New 
York  or  elsewhere  as  the  Company,  through  its  Directors,  may  from  time 
to  time  determine;  to  be  redeemable,  in  like  lawful  money,  at  the  office  or 
agency  in  said  Boston,  at  the  option  of  the  Company,  on  any  day  when 
interest  falls  due  after  July  1,  1929,  upon  six  months '  notice,  at  par  with 
accrued  interest,  for  all  bonds  issued  bearing  interest  at  a  less  rate  than 
three  and  one-half  (3y3)  per  cent,  per  annum,  and  at  one  hundred  and  five 
(105)  per  cent,  and  accrued  interest  for  all  bonds  issued  bearing  interest 
at  a  rate  of  not  less  than  three  and  one-half  (3%)  per  cent,  per  annum; 
to  be  certified  by  the  Trustee,  and  issued  under  and  in  accordance  with  the 
terms  of  this  Indenture,  and  not  otherwise;  the  coupon  bonds  to  be  of  one 
series,  of  such  denomination,  or  of  several  series  of  such  different  denomi- 
nations, as  the  Directors  may  from  time  to  time  prescribe;  if  of  one 
series,  to  be  numbered  consecutively  from  one  (1)  to  the  highest  number 
issued,  and  if  of  more  than  one  series,  each  series  to  be  appropriately  desig- 
nated and  numbered  consecutively  from  one  (1)  to  the  highest  number  issued; 
to  pass  by  delivery  unless  registered,  and  to  be  exchangeable  into  registered 
bonds  without  coupons,  upon  the  conditions  and  in  the  manner  in  said  bonds 
and  in  this  Indenture  set  forth ;  the  registered  bonds  without  coupons  to  be  of 
several  series,  of  the  denomination  of  Five  Thousand  Dollars  ($5,000)  or  any 
multiple  thereof  as  the  Directors  may  from  time  to  time  prescribe,  the 
several  respective  series  thereof  to  be  appropriately  designated  and  num- 
bered consecutively  from  one  (1)  to  the  highest  number  that  shall  be 
issued;  the  said  coupon  bonds  and  the  coupons  thereto  attached,  the  said 
registered  bonds  and  the  Trustee 's  certificate  attached  to  each  of  said 
bonds,  to  be  respectively  and  substantially  in  form  as  follows,  viz.: 

(Form  of  Coupon  Bond.) 
No $ 

United  States  of  America. 
CHICAGO,   BURLINGTON   &  QUINCY   RAILROAD   COMPANY. 

ILLINOIS   DIVISION   MORTGAGE  PER  CENT.   BOND. 

The  Chicago,  Burlington  &  Quincy  Railroad  Company,  hereinafter  called 
the  Company,  promises  to  pay  to  the  bearer,  or  if  registered,  to  the  regis- 
tered holder  of  this  bond  or  assigns  Dollars  ($  ), 


384         CHICAGO,  BURLINGTON   &   QUINCE    RAILROAD  COMPANY 

in  lawful  money  of  the  United  States  of  America,  on  the  first  day  of  July, 
1949,  at  the  office  or  agency  of  the  Company  in  the  city  of  Huston,  Massa- 
chusetts, an. I  tn  pay  interest  thereon  in  like  lawful  money  from  and  after 
the   first  'lay  of  .Inly.    L899,  at    the   rate  of  per  cent.   (  %)   per 

annum,  payable  semi-annually  on  the  first  days  of  .January  and  duly  in 
each  year,  at  said  office  or  agency  of  the  Company  in  Boston,  or  at  such 
office  or  agency  of  the  Company  in  the  city  of  New  York,  or  elsewhere 
as  its  Directors  may  from  time  tn  time  designate,  but  only  upon  presenta- 
tion and  surrender,  as  they  severally  mature,  of  the  coupons  therefor  an- 
nexed hereto.  The  Company  may.  but  shall  not  be  obliged  to,  require  proof 
of  ownership  of  any  coupon  before  paying  the  same;  and  payment  thereof 
to  the  person  presenting  the  same,  Bhall  in  any  case  discharge  the  Company. 

Upon  any  interest  dav  after  duly  1,  1929,  the  Company  may  redeem 
this   bond    upon   mx      6)    months'   notice  at  and   accrued   interest;    and 

if  the  Company,  in   the  of  the  option  aforesaid,  shall   decide  to 

redeem  this  bond,  and  shall  give  notice  as  iii  the  mortgage  hereinafter  re- 
ferred to  i-  more  particularly    provided,  then  and  in  SUCb  case,  interest   upon 

this  bond  shall  cease  upon  the  dav  fixed  in  said  notice  for  redemption. 
This  bond   is  one  of  a  series  of  Coupon   Bonds,  issued  and  to  be  issued 

under  and  in  pursuance  of,  and  all  equally  secure. I  by  an  Indenture  of 
Trust    and    M  dated   duly    1,    1899,   and    executed    liy    the   Company   to 

The  New    England  Trusl  Company,  of  Boston,  Trustee,  upon  the  property 
and  franchises  of  the  Company  mentioned  in  said  indenture,  to  which  refer- 
hereby  made  for  a  statement  of  the  property   and  franchises  mort- 
■  I,  the  nature  and  extent  of  the  security,  the  rights  of  the  holders  of 

said    Loads    under    the    -ame.   and    of    the    terms    and    conditions    upon    which 

said  bonds  are  issued  and  secured. 

This  bond  shall  pass  by  delivery,  unless  registered  in  the  owner's  name 
on  the  i  Pan3   at   its  office  or  agency  in  either  said  Boston 

aid  New  York,  such  registration  being  noted  on  the  bond  by  the  proper 
officer  of  the  Company.     After  such   registration  this  bond   shall   pass  only 
by  transfer  on  the   Company's  books  by  the  registered  owner,  or  his  at- 
torney, thereto  duly  authorized,  the  transfer  being  similarly  noted  on  the 
a  officer  of  the  Company,  unless  the  lasl   transfer  shall  have 
made  and  1  to  bearer,  in  whi.h  case,  the  bond  shall  again 

pass   by   delivery   until   again  I.      The   coupons  shall   in  all   cases  be 

payable  to  bearer,  whether  the  bond  itself  is  registered  or  not. 

Coupon  bonds  bearing  interest  at  the  same  rate,  and  amounting  at  par 
to  Five  Thousand  Dollars  $5, .  or  any  multiple  thereof,  may  be  ex- 
changed at  the  option  of  the  holder  for  a  registered  bond  or  bonds  without 
coupons,  bearing  interest  at  the  -ame  rate  and  of  the  same  aggregate 
amount,  at  the  office  or  agency  of  the  Company  in  said  Boston. 

No  recourse  shall  be  hail  for  the  payment  of  the  principal  or  interest  of 
this  bond,  to  any  stockholder,  officer,  or  director  of  the  Company,  either 
directly  or  through  the  Company,  by  virtue  of  any  statute,  or  by  the  en- 
forcement of  any  assessment  or  otherwise. 

This  bond  shall  not  become  obligatory  for  any  purpose  until  it  shall  have 
been  authenticated  by  the  certificate,  hereon  endorsed,  of  the  Trustee  under 


CORPORATE  HISTORY  385 

said  Indenture.     The  War  Revenue  tax  has  been  paid  by  stamps  on  the 
mortgage. 

In  witness  whereof,  the  said  Chicago,  Burlington  &  Quincy  Eailroad 
Company  has  caused  this  bond  to  be  signed  by  its  President,  or  one  of  its 
Vice-Presidents,  and  countersigned  by  its  Assistant  Treasurer,  and  its  cor- 
porate seal  to  be  hereunto  affixed,  and  coupons  for  said  interest  with  the 
engraved  signature  of  its  Assistant  Treasurer  to  be  hereunto  attached,  this 
first  day  of  July,  1899. 


Chicago,  Burlington  &  Quincy  Eailroad  Company, 

by 
[l.  s.]  Vice-President. 

Assistant  Treasurer. 


(Form  of  Coupon.) 
No 


On  the  first  day  of  ,  ,  the  Chicago,  Burlington  &  Quincy 

Railroad  Company  will  pay  to  bearer,  at  its  office  or  agency  in  the  City  of 
Boston,  Massachusetts,  or  at  such  office  or  agency  in  the  City  of  New  York, 
or  elsewhere,  as  its  Directors  may  from  time  to  time  designate, 
Dollars    ($  ),  in   lawful   money   of   the   United   States,   being   six    (6) 

months '   interest   on   its   Illinois   Division   Mortgage  per   cent.    bond. 

No. 

Assistant  Treasurer. 


(Form  of  Registered  Bond  without  Coupons.) 

No $ 

United  States  of  America. 
CHICAGO,  BURLINGTON   &   QUINCY  RAILROAD   COMPANY. 

ILLINOIS    DIVISION    MORTGAGE  PER   CENT.   BOND. 

The  Chicago,  Burlington  &  Quincy  Railroad  Company,  hereinafter  called 
the  Company,  promises  to  pay  to  the  registered  holder  hereof  or  assigns, 
Dollars    ($  )    in   lawful  money   of   the   United   States   of 

America,  on  the  first  day  of  July,  1949,  at  the  office  or  agency  of  the  Com- 
pany in  the  City  of  Boston,  Massachusetts,  and  to  pay  interest  thereon  in 
like  lawful  money  from  and  after  the  semi-annual  interest  day  next  pre- 
ceding the  date  of  the  first  registration  hereof,  or  from  the  date  of  such 
registration  if  made  upon  an  interest  day,  at  the  rate  of  per  cent. 

(  %)   Per  annum,  payable  semi-annually  on  the  first  days  of  January 

and  July  in  each  year,  at  said  office  or  agency  of  the  Company  in  Boston, 
or  at  such  office  or  agency  of  the  Company  in  the  City  of  New  York,  or 
elsewhere,  as  its  Directors  may  from  time  to  time  designate. 


386         CHICAGO,  BURLINGTON    &    QUTNC/X    RAILROAD   COMPANY 

Upon  any  interest  day  after  July  1,  1!»2!>,  the  Company  may  at  its  option 
redeem  this  bond,  after  Bis  (6)   months'  notice,  at  and  accrued  in- 

terest; and  if  the  Company,  in  the  exercise  of  the  option  aforesaid,  shall 
decide  to  redeem  this  bond,  and  shall  ^'wo  notice  as  in  the  mortgage  here- 
inafter  referred   to   is  more  particularly   provided,  then  and  in  such  case, 

interest  u] this  bond  shall  cease  upon  the  day  fixed  in  said  notice  for 

redemption. 

This  bond  is  one  of  a  series  of  registered  bonds,  without  coupons,  issued 

and  tn  be  issued  under  and  in  pursuance  Of,  and  all  equally  secured  by  an 
Indenture  of  Trusl  and  Mortgage  dated  .Inly  1,  lN!>!»,  and  executed  by  the 
Company  t"  The   New    England  Trust  Company,  of  Boston,  Trustee,  upon 

the   property   and    franchises   (if   the   Company    mentioned    in    -.aid    Indenture, 

tn  which  reference  is  hereby  made  for  a  statement  of  the  property  ami 
franchises  mortgaged,  the  nature  and  extent  of  the  security,  the  rights  of 
the  holders  of  -aid  bonds  under  the  same,  and  of  the  terms  and  conditions 

upon   which   said   bonds  are   issued   and   -ecincd. 

This  bond  is  transferable  by  the  registered  holder  hereof,  or  by  his  at- 
torney thereto  duly  authorized,  on  the  books  of  the  Company,  at  its  office 
or  agency  in  said  Boston  or  said  New  York,  such  transfer  being  noted  on 
the  bond  by  the  proper  officer  of  the  Company,  as  provided  in  said  Inden- 
ture. 

No  recourse  -hall  lie  had  for  the  payment  of  the  principal  or  interesl 
,,i'  this  bond,  to  anj   stockholder,  officer  or  director  of  the  Company,  either 

directly  or  through  the  Company,  by  virtue  of  any  statute,  or  by  ti u- 

menl  of  anj   assess at  or  otherwise. 

This   bond   shall    not    becon bligatory    for  any   purpose   until    it   shall 

have  been  authenticated  by  the  certificate,  henna  endorsed,  of  the  Trustee 

under   -aid    Indenture.      The    War    Revenue   tax   ha-    been    paid    by   stamps  on 

/  ,  the  said  Chicago,  Burlington  &  Quincy  Railroad  Com- 

pany  ha-  ca  ised   this   bond   to   be  signed   by   its    President,  or  our  of  its 
Presidents,  and  countersigned  bj   it-  Assistant   Treasurer,  and  its  coi 
porate  seal  to  be  hereunto  affixed,  this  first  day  of  July,  L899. 
Chicago,  Bi  ru  i  >i     i      Railroad  Company, 

by 
[i,.  -  Vict  I'n  sident. 

Assistant   Trtu.su 

|  I'm  in    of    Ti  UStee  '-   <  ertilicate.  I 

Tin-  New  England  Trust  Company  of  Boston.  Massachusetts,  hereby 
certifies  that  this  bond  is  our  of  a  series,  issued  under  and  described  in 
the  within   named    Indenture  of  trusl    and   mo  dated  July   1,   1899. 

\        England  Tri  st  Company, 

by 

Hi  gistrar. 

.  this  I  i"i'  nturt    witnessi  th  : 

That,  in  order  to  Becure  the  payment  of  the  principal  and  interest  of  all 

bonds  is-ued  under  this  Indenture,  according  to  their  tenor  and  effect,  and 


CORPORATE  HISTORY  387 

the  performance  of  the  covenants  and  obligations  hereinafter  contained, 
and  in  consideration  of  the  acceptance  by  the  Trustee  of  the  trusts  hereby 
created,  of  the  purchase  and  acceptance  of  said  bonds  by  the  said  holders 
thereof,  and  of  one  dollar  ($1)  by  the  Trustee  in  hand  paid  upon  the 
execution  and  delivery  of  this  Indenture,  the  receipt  whereof  is  hereby 
acknowledged,  the  Company  doth  hereby  grant,  bargain,  sell,  convey, 
transfer,  and  assign  unto  the  said  Trustee,  its  successors  and  assigns,  sub- 
ject, however,  to  the  priority  of  lien  of  existing  mortgages,  the  following 
described  railroads,  property,  franchises,  and  privileges,  viz.:  — 

Beginning  at  Chicago,  Illinois,  thence  extending  by  way  of  Aurora, 
Montgomery,  Earlville,  Mendota,  Buda,  Galva,  Galesburg,  Monmouth,  Glad- 
stone and  Carthage  Junction,  to  the  Mississippi  River,  and  across  said 
river  to  and  into  the  City  of  Burlington,  Iowa,  to  the  north  line  of  Locust 
Street  in  said  City,  a  distance  of  about  two  hundred  and  four  (204)  miles; 

Beginning  at  Galesburg  aforesaid,  thence  extending  by  way  of  Bushnell 
to  Quincy,  Illinois,  and  there  connecting  with  the  railroad  and  property 
of  the  Quincy  Railroad  Bridge  Company,  a  distance  of  about  one  hundred 
and  two    (102)    miles; 

Beginning  at  South  Aurora,  thence  extending  by  way  of  Shabbona,  Flag 
Center,  Oregon,  Savanna  and  East  Dubuque,  Illinois,  and  La  Crosse,  Wis- 
consin, to  St.  Paul,  Minnesota,  a  distance  of  about  three  hundred  and 
eighty   (880)   miles; 

Beginning  at  Rock  Island,  Illinois,  thence,  extending  by  way  of  Barstow, 
Monmouth  and  Bushnell,  to  East  Alton,  Illinois  (formerly  called  Wann), 
a  distance  of  about  two  hundred  and  twenty-seven   (227)   miles: 

Beginning  at  South  Aurora,  thence  extending  to  West  Chicago  (formerly 
called  Turner  Junction),  a  distance  of  about  twelve   (12)   miles; 

Beginning  at  Aurora  aforesaid,  thence  extending  to  Geneva,  a  distance 
of  about  ten  (10)  miles; 

Beginning  at  Montgomery  aforesaid,  thence  extending  by  way  of  Sheri- 
dan Junction  to  Streator,  a  distance  of  about  fifty-eight  (58)  miles; 

Beginning  at  Streator  aforesaid,  thence  extending  to  Walnut  Junction, 
a  distance  of  about  fifty-nine  (59)  miles; 

Beginning  at  Sheridan  Junction  aforesaid,  thence  extending  by  way  of 
Earlville  aforesaid,  to  Paw  Paw,  a  distance  of  about  twenty   (20)   miles; 

Beginning  at  Mendota  aforesaid,  thence  extending  by  way  of  Walnut, 
East  Clinton  and  Fulton,  to  Savanna  aforesaid,  a  distance  of  about  eighty- 
two   (82)   miles; 

Beginning  at  Buda  aforesaid,  thence  extending  to  Elmwood,  a  distance 
of  about  forty-four   (44)   miles; 

Beginning  at  Yates  City,  thence  extending  to  Rushville,  a  distance  of 
about  sixty-three   (63)   miles; 

Beginning  at  Galva  aforesaid,  thence  extending  by  way  of  Arpee,  to  New 
Boston,  a  distance  of  about  fifty-one  (51)  miles; 

Beginning  at  Galesburg  aforesaid,  thence  extending  by  way  of  Yates 
City  and  Elmwood,  to  Peoria,  a  distance  of  about  fifty-three   (53)   miles; 

Beginning  at  Galesburg  aforesaid,  thence  extending  to  Rio,  a  distance  of 
about  twelve   (12)   miles; 


388         CHICAGO,   BURLINGTON   .V   QCINCY   RAILROAD   COMPANY 

Beginning  at  Gladstone  aforesaid,   thence  extending   by   way   of   Keiths- 
burg  to  Arpee,  a  distance  of  about  twenty-three  (23)  niil< ;s ; 

Beginning  at  Carthage  Junction  aforesaid,   thence  extending  by  way  of 
Carthage  to  Quincy,  a  distance  of  about  seventy  (70)  miles; 

Beginning  at  Quincy  aforesaid,  theme  extending  to   East    Hannibal  and 

Louisiana,  a  distance  of  about  forty-sis   |  16)   mi 
Beginning  at    -  una   aforesaid,  thence  extending  by   way  of  Sterling 

to  I !  a  distance  of  about  eigh:  88)  miles; 

_    'enter    aforesaid,    theme    extending    to    Rockford,    a 
dista.  bout   twenty-three    (23)    miles; 

tO     _         foresaid,  thi      e  <  rtending  to  Forreston,  a  distance 
of  about  eight 

Junction,  the  iding  to  Galena,  a  distance  of 

lies; 

•her  with  all  the  road  beds,  right-  of  way,  station  grounds,  railroad 

.nd  other  lands  and  property  held  by  the  Company 

and    operation   of    its   said    railroads   or   appurtenant    thereto, 

lying  and   situate  in   Chi  .   and    East   St.    Louis,    Illinois,   in   Bur- 

the    north    line   of   Locust    Street    aforesaid,   Clinton 

and    Dubuque,    Iowa,    and    Winona,    St.    l'aul    and    Minneapolis,    Minnesota, 

and  elsewhei 

.   all    telegraph    ami    telephone   line-,   tools,   supplies,   and    material, 
buildings  1  all  other  real  ami  personal  property  of  whatso- 

jcription,  now   owned   or  hereafter  acquired    by   the   Company    for 
the    use   and  :    railroad-,   or   any    of   them,   and   appurtenant 

the'  :   all    f  ranch:-  .  and   privileges,  now  or  here- 

appurtenant    to    said    rail •  -  ither    property,    or    any    part 

■ 

•i  proportioi    I  all  locomol  -.  and  other  equip- 

•   at  any  time  owned   by   it  and  -et   apart    for   u-e   upon   it-   railroads  east 

the  railroads  conveyed,  pursuant 

total  mileage  of  all  railroad-  owned   by 

I 

.  all  rents  .  profits,  tolls,  and   income  of  the  railroad-  and  other 

at    any    I  ibject    to    the   lien   of 

this  Indentn 

■  all  and  singular  the  premises  and  property  above 

i,  with  their  appurtenances,  unto  the  -aid  True  successors  in 

said   trust  and  :  and  their  own  use  and  behoof  forever;    sub- 

r,  to  prior  liens  of  existing  mortgages  as  aforesaid,  and  also 

ect  to  a.  •ion-,  if  any,  contained  in  any  conveyance  under  which 

the  Company  has  acquired,  or  -hall  hereafter  acquire,  title  to  any  of  the 

railroads  or  property  conveyed  by  this  Indenture; 

In    trust,    nevertheless,    for    the    equal    and    proportionate    benefit    of   all 

holders    of    bonds  and    secured    by    this    Indenture,    without 

preference,  priority,  or  distinction,  as  to  lien  or  otherwise,  of  any  one  bond 

over    any    other    bond    by    reason    of   priority    in    the    issue    or    negotiation 

of; 


CORPORATE  HISTORY  389 

It  being  hereby  declared  and  covenanted  with  each  holder  of  said  bonds 
that  all  of  the  same  which  are  executed,  certified,  and  issued,  shall  be 
equally  secured  by  this  Indenture,  in  accordance  with,  and  subject  to,  the 
covenants  and  trusts  following,  that  is  to  say: 

Article  I. 

On  any  interest  day  after  July  1,  1929,  the  Company,  at  its  option,  may 
redeem  all  of  the  bonds  secured  by  this  Indenture  and  then  outstanding, 
upon  six  (6)  months'  notice,  at  par  and  accrued  interest  for  all  bonds 
issued  bearing  interest  at  a  less  rate  than  three  and  one-half  (3%)  per 
cent,  per  annum,  and  at  one  hundred  and  five  (105)  per  cent,  and  accrued 
interest  for  all  bonds  issued  bearing  interest  at  a  rate  of  not  less  than  three 
and  one-half  (3%)  per  cent,  per  annum;  and  if  the  Company,  in  the  exer- 
cise of  the  option  aforesaid,  shall  decide  to  redeem  the  said  bonds  and  shall 
fix  the  day  of  redemption,  and  shall  give  notice  -as  hereinafter  provided,  and 
shall  stand  ready  and  able  well  and  truly  to  redeem  all  said  bonds  pursuant 
to  the  terms  of  this  Indenture;  then  and  in  such  case  interest  upon  all  of 
the  bonds  aforesaid  shall  cease  upon  the  day  so  fixed  for  redemption. 

The  notice  shall  be  given  in  the  manner  following,  viz. :  Appropriate 
attested  resolutions  of  the  Directors  fixing  the  day  of  redemption  shall  be 
delivered  to  the  Trustee;  and  an  appropriate  notice,  fixing  the  day  of  re- 
demption and  stating  the  terms  thereof  and  the  place  at  which  bonds  will 
be  redeemed,  and  declaring  that  from  and  after  said  day  of  redemption 
the  interest  on  said  bonds  shall  cease,  shall  be  published  daily  in  a  news- 
paper of  each  of  the  cities  of  Boston  and  New  York  for  four  consecutive 
weeks,  the  last  publication  to  be  at  least  six  months  before  the  day  fixed 
for  redemption. 

The  Directors  may  also  give  additional  notice  if  circumstances  shall  in 
their  judgment  so   require. 

Article  II. 

Section  1.  Bonds  and  coupons  issued  pursuant  to  this  Indenture  shall 
be  of  the  tenor  and  form  hereinbefore  set  forth;  coupons  shall  be  authenti- 
cated by  the  engraved  signature  of  the  present  or  any  future  Treasurer  or 
Assistant  Treasurer  of  the  Company,  and  each  bond  shall  bear  a  certificate 
of  the  Trustee,  also  of  the  tenor  and  form  hereinbefore  set  forth,  which 
certificate  shall  be  conclusive  evidence  of  the  validity  of  the  issue  of  said 
bonds  under  this  Indenture. 

Bonds  executed  by  officers  of  the  Company,  at  the  time  duly  authorized 
to  execute  the  same  may  be  delivered,  certified,  and  issued,  notwithstanding 
such  officers,  at  the  time  of  such  delivery,  certification,  and  issue,  may 
have  ceased  to  be  officers  of  the  Company. 

Any  of  said  bonds  may  be  originally  issued  as  coupon  bonds,  with  or 
without  registration,  or  as  registered  bonds  without  coupons,  at  the  pleas- 
ure of  the  Company. 

Coupon  bonds  shall  be  of  one  series,  of  such  denomination,  or  of  several 
series  of  such  different  denominations,  as  the  Directors  may  from  time  to 
time  prescribe;  if  of  one  series,  to  be  numbered  consecutively  from  one  (1) 
to  the  highest  number  issued,  and  if  of  more  than  one  series,  each  series  to 


390        CHICAGO,  BURLINGTON   &   QUINCY  RAILROAD  COMPANY 

be  approximately  designated  and  numbered  consecutively  from  one  (1)   to 
tlic   highest    number    issued;    exchangeable    into    registered    bonds    without 
coupons,  upon  tin'  conditions  and  in  the  manner  in  s:i i.l  lion. is  and  in  this 
Indenture  set  forth;    the  registered  bonds  without  coupons  may  be  of  so\ 
era!  if  the  denomination  of  Five  Thousand  Dollars  ($5,000)  or  any 

multiple  thereof  as  the   Directors  maj    from   time  to  time  prescribe;    the 
several   respectivi  thereof  to   be  appropriately   designated  and   num- 

bered consecutively  from  one  (1)   to  the  highest  number  issued. 

$  2.     Of  the  authorized   issue   there   shall   be   reserved,   by   the   Trustee, 
bomls  to  th<  principal  sum  of   Fifty  five   Million   Dollars 

,  to  enable  the  Company  to  pay  and  discharge  the  following  bonds 

and   other   obligations,   whether   the   same   be   outstanding,  or   held   by   the 
Company,  or  in  sinking  funds  of  the  Company,  that  is  to  say: 

I, f   Chicago,    Burlington    &   Quincy    Railroad    Beven    (7)    per 

cent,  consolidated  mortgage  bonds  and  Bcrip,  maturing  .Inly  I,  1903; 

,320, if  Chicago,  Burlington  &  Quincy   Railroad  five   (5)    per  cent. 

bonds  of  the  Chicago  &  [owa  Division,  maturing  February  1,  1905; 

Burlington  &  Quincy   Railroad  five  (5)   per  cent. 
sinking  fund  bonds,  maturing  October   1.   L901; 

•  ,076, I  of  Ottawa,  Oswego  a    Foi   River   Valley   Railroad  eight   (8) 

per  cent,  morl  onds,  maturing  July  1,  L900; 

(8,053,500  of  <  Burlington   &    Northern    Railroad   ftrsl   mortgage 

five     5     per  cent,  bonds,  maturing  April   1,  1926. 

•  ,450, of  <  hicago,  Burlington  &  Northern  Railroad  second  mortgage 

-i\     6     per  cent,  bonds,  maturing  June  1,   1918. 

go,   Burlington   a.    Northern    Railroad  equipment   mort- 
per  rent,  bonds,  maturing  February   1.  1903; 

10, »  of  Ch  &   Northern   Railroad  six   (6)   per  cent. 

funding  notes,  maturing  April   1,   1926. 
$1,163,2  Illinois    \all.\    &    Northern    Railroad    six    (6)    per    cent, 

inds,  maturing  January   1,   1928. 
-  10  of  Galesburg  ..v.  Rio  Railroad  bu   (6)   per  cent,  mortgage  bonds, 
maturing  May  1,  1927, 

(84  Quincy,   Alton  «x   St.    Louis   Railroad   five    (5)    per  cent,   inort- 

maturing  February  1,  L902. 

§   3.      The   Trustor    shall    certify   and    deliver    bonds    for    the    purposes    pro 

vided  for  in  Bection  I  hereof,  in  the  manner  following,  \i/.  : 

Whenever  and  as  often  as  the  Company  shall  surrender  to  the  Trustee 
any  of  the  bonds  or  other  obligations  aforesaid,  whether  cancelled  or  un- 
cancelled, the  Trustee,  upon  the  demand  or  demands  of  the  Company  ei 
pressed  through  attested  resolutions  of  it-  Directors,  shall  certify  and  de- 
liver  to  the  Company,  bonds  secured  by  this  Indenture  for  an  amount 
equal,  at  par  of  each,  to  the  amount  of  existing  bonds  or  other  obligations 
surrendered,  and  for  such  additional  amount  as  shall  lie  equal  to  the  pre 
miuins,  if  any,  paid  by  the  Company  therefor,  and  so  shall  continue  from 
time  to  time  until  all  the  existing  bonds,  and  other  obligations,  aforesaid, 
nave  been  surrendered.     The  certificate  of  the  Treasurer  or  Assistant  Treas- 


CORPORATE  HISTORY  391 

urer  of  the  Company  setting  forth  the  premiums  paid  shall  be  conclusive 
on  the  Trustee  and  the  Company. 

And  if  any  issue  of  existing  bonds  so  surrendered  to  the  Trustee  has  been 
secured  by  the  pledge  or  hypothecation  of  underlying  bonds  issued  under 
any  mortgage  or  deed  of  trust  upon  any  railroad,  or  part  thereof,  con- 
veyed by  this  Indenture,  the  Company,  when  and  as  it  rightfully  may,  shall 
withdraw  such  underlying  bonds  from  the  pledgee  thereof,  and  shall  deposit 
them  with  the  Trustee,  whether  cancelled  or  uncancelled.  The  Trustee  shall 
hold  all  such  existing  bonds,  and  such  underlying  bonds,  so  surrendered  to 
it  as  aforesaid,  for  the  further  security  of  the  bonds  secured  by  this  In- 
denture, until  such  time  as  the  lien  or  liens  of  the  mortgages  or  deeds  of 
trust  securing  the  same  shall  have  been  fully  discharged  or  satisfied,  or 
adequate  provision  made  therefor,  and  shall  further  hold  said  existing 
bonds  and  underlying  bonds  for  the  better  security  of  the  title  of  the 
Company  until  the  Company  shall,  by  attested  resolution  of  its  Directors, 
demand  to  have  them  cancelled,  and  thereupon  the  Trustee  shall,  to  the  ex- 
tent that  they  have  not  been  cancelled,  cancel  the  same,  and  deliver  them 
to  the  Company;  provided,  however,  that  no  such  existing  bonds  shall  be 
no  cancelled  or  delivered  to  the  Company  unless  all  prior  liens  securing 
underlying  bonds,  deposited  as  aforesaid  for  the  further  security  of  such 
existing  bonds,  shall  have  been  fully  satisfied,  or  adequate  provision  made 
therefor.  The  report  of  Counsel  of  the  Trustee  to  it  on  the  question  whether 
the  lien  or  liens  of  the  mortgages  or  deeds  of  trust  securing  any  of  the 
existing  or  any  of  the  underlying  bonds  aforesaid  have  been  fully  dis- 
charged or  satisfied,  or  whether  adequate  provision  has  been  made  therefor, 
shall  be  conclusive  on  the  Trustee  and  the  Company. 

If,  after  the  surrender  to  the  Trustee  of  ninety-five  (95)  per  cent,  of  all 
the  existing  bonds  and  obligations  hereinbefore  enumerated,  and  after  the 
Trustee  shall  have  set  aside  an  amount  of  bonds  equal,  at  par  of  each,  to 
che  amount  of  said  existing  bonds  and  obligations  not  so  surrendered,  there 
be  unissued  any  residue  of  bonds  of  the  aforesaid  reserve  of  Fifty-five 
Million  Dollars  ($55,000,000),  then  the  Trustee,  without  any  other  or  further 
condition  precedent,  shall  certify  and  deliver  to  the  Company  such  residue 
of  the  bonds  reserved  as  aforesaid  and  then  remaining  unissued,  upon  the 
demand  or  demands  of  the  Company  expressed  through  attested  resolutions 
of  its  Directors. 

§  4.  The  Trustees  reserving  the  Fifty-five  million  dollars  ($55,000,000) 
of  bonds,  as  before  provided,  shall  certify  and  deliver  to  the  Company,  upon 
its  demand  or  demands,  expressed  from  time  to  time  through  attested  reso- 
lutions of  its  Directors,  and  without  any  other  or  further  conditions  prece- 
dent: 

First — Bonds  to  an  amount  not  exceeding  One  million  dollars  ($1,000,- 
000),  to  be  used  in  the  discretion  of  the  Directors,  for  facilitating  and  pro- 
moting the  discharge  of  the  debts  in  Section  II.  of  this  Article  enumerated; 
and 

Second — Bonds  to  the  amount  of  Fifteen  million  dollars  ($15,000,000), 
to  be  used  in  reimbursing  the  Treasury  of  the  Company  for  expenditures 
heretofore  made  in  the  acquisition  of  or  in  procuring  or  aiding  in  the  con- 


CHICAGO,  BURLINGTON  &   QUINCY   RAILROAD   COMPANY 

struetion  of  the  railroads  hereinbefore  convoyed,  and  of  the  terminals  and 
other  property  thereto  appurtenant. 

The  remainder  of  the  bonds  authorized  by  this  Indenture  shall  be, 
from  time  to  time,  certified  by  the  Trustee  and  issued  by  the  Company  only 
when  and  as  the  same,  or  the  proceeds  thereof,  Bhall  be  required  by  the 
Company  for  the  cost  of  additions,  improvements,  and  betterments,  of  and 
to  the  railroads  and  property  conveyed  by  this  Indenture,  or  of  additional 
equipment  therefor,  or  of  building,  buying,  or  otherwise  acquiring  additional 
railroads  or  other  property  in  the  States  of  Illinois.  Wisconsin,  Iowa  or 
Minnesota  aforesaid  or  elsewhere  and  of  additions,  improvements,  and  bet- 
eats  thereto  and  equipment  therefor,  or  of  buying,  building,  or  other- 

_.  :'nr  the  purpose  of  connecting  its  various  railroads,  brid 
38  the  Mississippi  River  or  elsewhere:  and  in  any  such  case,  the  Trustee 
.   certify  and   deliver   Loads,   upon   the  demand   or  demands  of  the  Com- 
p;u  through  attested  resolutions  of  its  Directors,  which  resolu- 

:11  state  the  cost  of  the  addition,  improvement,  betterment,  equip- 
,  in   the  08t  of  building,   buying,  or   otherwise 

;  litional  rail'  idges  or  other  property  as  aforesaid,  and 

the  amount  of   bonds   which   then   may   be   rightfully   certified   and   de- 
1  by  the  Company,  and  shall  !>«•  accompanied  by  the  affi- 
davit or  affidavits  of  the  Chief  Engii  wing  that  an  expenditure  for 

which  at  least  equals  the  amount  of  bonds  so 
tnanded. 

y.  and   deliver  to  the  Company,  bonds  right- 
fully  demanded   by    it.  as   is   provided   by  this   Indenture,  all   at   one   time,   or 

in   such   parts  and   at   such   time  or   times,  as   may   be   designated   by  its 
appropriate  resolutions  as  aforesaid. 
The  T  all   not  certifj    and  deliver  bonds   in  an  aggregate 

principal  bui  ghty-five   Million    Dolli  --    ,000,000)    at  any 

ling. 

■n  time  to  time,  and  at  any  time  hereafter,  require 

■  mpany    statement-.    Bhowing    the  at    of    bonds 

,,1  then  ling  and  secured  by  this  Indenture,  and  may,  for 

inatioii  in  this  behalf,  hi  lonable  access  to  the  books  of  the 

■ 

1    under    this    Indenture   shall    pass    by    delivery, 
unh  iwner  upon  the  hooks  of  the  Company 

:it  ;•  y  in  Boston,  or  in  New  York,  such  registration  being 

I  on  the  bond  by  the  proper  otlicer  of  the  Company.  After  such  regis- 
tration, -  shall  pass  only  by  transfer  on  the  books  of  the  Com- 
pany, by  th'  r,  or  his  attorney  thereto  duly  authorized,  and 
the  transfer  shall  he  in  like  manner  the  bond  by  such  officer  of 
the  Company,  unless  the  last  transfer  shall  have  been  made  and  registered 
to  hearer,  in  which  case  such  bonds  shall  again  pass  by  delivery  until  again 
registered.  The  coupons  shall  in  all  cases  be  payable  to  bearer,  whether  the 
bonds  themselves  be  registered  or  not. 

Whenever  coupon  bonds  issued  under  this   Indenture,  bearing  interest  at 
the  same  rate,  and  amounting  at  par  to  Five  Thousand  Dollars   ($5,000), 


CORPORATE  HISTORY  393 

or  any  multiple  thereof,  are  offered  in  exchange  for  a  registered  bond  or 
bonds  without  coupons,  the  Company  shall  issue,  and  the  Trustee  shall 
certify  in  exchange  therefor,  a  registered  bond  or  bonds  to  the  same  aggre- 
gate amount,  also  bearing  interest  at  the  same  rate. 

The  Company  shall  deliver  all  bonds  surrendered  as  aforesaid  to  the 
Trustee,  which  shall  cancel  the  same,  together  with  all  coupons  not  yet 
matured,  and  return  the  same  to  the  Company. 

Every  registered  bond  without  coupons  issued  under  this  Indenture  shall 
be  transferable  by  the  registered  holder  thereof,  or  by  his  attorney  thereto 
duly  authorized,  on  the  books  of  the  Company,  at  its  office  or  agency  in 
said  Boston,  or  said  New  York.  In  every  such  case  the  transfer  shall  be 
noted  on  the  bond  by  appropriate  entry,  signed  by  the  proper  officer  of 
the  Company. 

§  9.  In  case  any  bond  issued  under  this  Indenture  is  mutilated,  lost, 
or  destroyed,  the  Company,  if  its  Directors  shall  so  determine,  and  upon 
such  terms  as  they  may  prescribe,  may  issue  a  new  bond  of  like  tenor, 
kind,  and  date,  to  be  executed  on  behalf  of  the  Company,  by  its  officers 
for  the  time  being,  and  to  be  certified  by  the  Trustee  upon  demand  of  the 
Company. 

Article  III. 

The  Company  shall  maintain  the  properties  conveyed  by  this  Indenture 
in  good  condition  and  repair,  and  operate  the  same  according  to  law;  shall 
pay  the  principal  and  interest  of  all  bonds  issued  under  this  Indenture 
according  to  the  terms  thereof;  shall  pay  all  taxes  and  assessments,  fed- 
eral, state,  or  municipal,  upon  said  properties,  or  any  part  thereof;  shall 
maintain  an  office  or  agency  in  Boston,  and  in  New  York,  for  the  registra- 
tion of  bonds,  in  books  to  be  kept  for  the  purpose,  in  accordance  with  the 
provisions  of  said  bonds  and  of  Article  II.  hereof;  shall  dispose  of  said 
bonds  only  in  the  manner  provided  in  this  Indenture,  and  shall  apply  the 
proceeds  thereof  only  to  the  purposes  in  this  Indenture  prescribed;  shall 
at  all  times  hereafter  upon  request  in  writing,  execute  and  deliver  to  said 
Trustee  such  further  reasonable  or  necessary  conveyances  of  the  property 
and  franchises  intended  to  be  conveyed  by  this  Indenture,  whether  now 
owned  or  hereafter  to  be  acquired,  as  may  be  required  for  the  more  fully 
assuring  to  the  said  Trustee  said  property  and  franchises,  and  for  carrying 
into  effect  the  objects  and  purposes  of  this  Indenture;  and  covenants  that 
it  will  not  apply  for,  or  avail  itself  of  any  injunction  or  stay  of  proceedings, 
or  plead,  or  in  any  way  take  advantage  of,  any  extension  law,  stay  law,  valu- 
ation law,  redemption  law,  appraisement  law,  or  any  other  law  of  any  State 
or  Territory  in  which  any  property  conveyed  by  this  Indenture  is  or  shall 
be  located  or  found,  whether  now  in  force  or  which  may  hereafter  be  in 
force,  which  in  any  way  may  alter,  impair,  or  impede  the  rights  or  remedies 
of  the  holders  of  the  bonds  issued,  or  of  the  Trustee,  or  which  shall  effect  or 
change  the  time,  place,  means  or  mode  of  perfecting  or  enforcing  such  rights 
or  remedies. 

Article  IV. 

Upon  the  request  of  the  Company  from  time  to  time,  expressed  through 
attested    resolutions    of   its   Directors,    and    subject   to    the    conditions   and 


394         CHICAGO,   BURLINGTON    &   QUINCE   RAILROAD  COMPANY 

limitations  in  this  article  prescribed,  but  not  otherwise,  the  Trustee  shall 
release  from  the  lien  and  operation  of  this  [ndenture  any  part  of  the  mort- 
gaged premises  then  subject  thereto. 

[f  the  property  which  the  Company  desires  to  have  so  released  is  real 
estate,  track,  or  rights  of  way  which,  in  the  judgment  of  the  Company,  is 
no  longer  necessary  for  use  in  connection  with  its  railroad,  the  proceeds  of 
any  sale  thereof,  if  in  excess  of  one  thousand  dollars  ($1,000),  shall  be 
paid  to  the  Trustee  and  used  by  it  in  the  purchase  of  bonds  issued  under 
this  [ndenture;  or,  it  the  Company  so  elect,  shall  be  use. I  by  it,  with  the 
consent  of  the  Trustee,  in  making  additions  to  the  railroads  and  property 

conveyed   by  this   Indenture,   in   the  purchase  of  additional   real  estate,  or   in 

the  improvement  and  betterment  of  the  mortgaged  premises. 

Any  and  all  real  estate  acquired  by  the  Company  in  exchange  for  or  to 
take  the  place  of  anj  real  estate  released  or  withdrawn  from  the  lien  and 
operation  of  this  Indenture  shall  become  and  be  subject  to  the  lien  hereof 
as  full}  as  if  specifically  mortgaged  hereby;  but,  if  requested  by  the 
Trustee,  the  Company   -hall  convej   the  same  to  the  Trustee  by  appropriate 

deed,   upon    the   trusts  and    for   the   purposes  Of   this    Indenture. 

No  part  of  the  track,  or  of  the  rights  of  way  conveyed  by  this  Indenture, 
shall  be  released  therefrom  unless  the  same  shall  no  longer  be  nesessary  in 

the    use   and    operation    of    the   Company's    railroads,    nor    if    thereby    the    con 
tinuity    Of    any    line    Or    railroad    remaining    subject     to    this    Indenture    shall 
be    broken. 

Th(  attested  revolution  or  resolutions  of  the  Directors,  describing  the 
railroad  or  the  real  estate  which  the  Company  desires  to  have  released  from 

the  lien   of   this    Indenture,  and   the   price   to   I"'   paid   therefor,  and   certifying 

that  .-uch  railroad  or  real  estate,  as  the  case  may  be,  is  no  longer  needed  by 
the  Company  for  use  in  connection  with  the  properties  conveyed  by  this 
Indenture,  shall  be  conclusive  upon  the  Trustee',  which  shall  thereupon 
ite  and  deliver  any  and  all  instruments  necessary  and  proper  to  fully 
release  and  discharge  -uch  railroad  or  real  estate  from  the  lien  and  opera- 
tion  of  this    Indenture,   in   such   manner  and    form   as  counsel   may  ad\ise. 

The  Trustee  shall  caned  and  return  to  the  Company  all  bonds  that  it 
mil}   purchase,  in  accordance  with  the  provisions  of  this  article. 

The  Company  may  -ell,  exchange  or  otherwise  dispose  of  any  equipment 
or  other  personal  property  that  in  it-  judgment  -hall  have  become  unsuit- 
able or  is  not  needed  for  the  purposes  of  its  business,  substituting  therefor 
property  of  equal  value,  which  shall  at  once,  and  without  further  convey- 
ance, be  covered  by  and  Bubject  to  this  [ndenture. 

All  moneys  in  excess  of thousand  dollars   ($1,000)   received  as  com- 

pen-ation  for  property  taken  from  the  Company  by  exercise  of  the  power 
of  eminent  domain  shall  be  paid  to  the  Trustee,  and  used  by  it  in  the  pur- 
chase of  bond-  issued  under  this  Indenture;   or,  if  the  Company  so  elect, 

shall    be    used    by    it,    with    the    consent    of    the    Trustee,    in    making    additions 

to  the  railroad  and  property  conveyed  by  this  [ndenture,  in  the  purchase  of 
additional  real  estate,  or  in  the  improvement  and  betterment  of  the  mort- 
gaged premises. 


CORPORATE  HISTORY  .'!!).) 

Article  V. 
No  recourse  shall  be  had  for  the  payment  of  the  principal  or  interest  of 
any  bond  issued  under  this  Indenture,  to  any  stockholder,  officer,  or  director 
of  the  Company,  either  directly  or  through  the  Company,  by  virtue  of  any 
statute,  or  by  the  enforcement  of  any  assessment,  or  otherwise. 

Article  VI. 
Until  default,  continuing  as  hereinafter  provided,  in  the  payment  of  the 
principal  or  interest  of  the  bonds,  or  any  of  them,  secured  by  this  Inden- 
ture, or  in  some  other  undertaking  of  the  Company  in  this  Indenture  con- 
tained, the  Company  shall  possess,  manage,  operate,  use,  and  enjoy  the 
properties  herein  conveyed,  and  shall  receive  and  dispose  of  all  the  incomes, 
revenues,  profits,  and  tolls  thereof,  as  if  this  Indenture  had  not  been  made. 

Article  VII. 
*  Section  1.  If  the  Company  shall  fail  to  pay  the  principal,  or  any  part 
thereof,  or  the  interest,  or  any  part  thereof,  of  any  of  the  bonds  secured  by 
this  Indenture,  when  and  where  the  same  shall  become  due  and  payable, 
according  to  the  tenor  and  effect  thereof,  and  such  default  shall  continue 
for  sixty  (60)  days;  or  if  it  shall  fail  to  perform  any  other  covenant  or 
obligation  in  this  Indenture  undertaken  by  it,  and  if  such  default  shall 
continue  for  sixty  (60)  days  after  notice  thereof  given  to  it  in  writing 
by  the  Trustee,  then,  and  in  any  such  case: 

First — The  Trustee,  in  its  discretion,  may,  and,  upon  the  request  in 
writing  of  the  holders  of  a  majority  in  interest  of  said  bonds  then  out- 
standing, shall,  enter  upon  all  and  singular  the  mortgaged  premises,  and 
use,  operate,  and  enjoy  the  same,  making  from  time  to  time  all  needful  re- 
pairs, additions,  and  alterations,  and,  after  deducting  all  operating  ex- 
penses, including  taxes  and  its  own  reasonable  charges  and  compensation, 
together  with  the  cost  of  such  repairs,  additions,  and  alterations,  shall  apply 
the  net  income  to  the  payment,  pro  rata,  of  the  interest  due  and  unpaid 
upon  said  bonds,  in  the  order  in  which  said  interest  is  payable,  and  of  the 
principal  when  due,  either  by  the  terms  of  the  said  bonds  or  under  the 
provisions  of  this  Indenture,  and  may  retain  and  continue  such  possession 
and  use  until  the  whole  of  the  interest  and  principal  of  all  of  the  said 
bonds  shall  be  paid;  or, 

Second — The  Trustee,  in  its  discretion,  may,  and,  on  the  written  request 
of  the  holders  of  a  majority  in  interest  of  said  bonds  then  outstanding, 
shall,  cause  the  mortgaged  premises  to  be  sold  at  public  auction,  first  giving 
notice  of  the  time,  place,  and  terms  thereof  by  advertisement  published 
three  times  a  week  for  four  successive  weeks  in  a  newspaper  in  each  of  the 
cities  of  Boston,  New  York,  and  Chicago,  respectively,  the  last  publication 
to  be  at  least  ten  (10)  days  before  the  day  of  sale;  and,  upon  such  sale, 
shall  execute  and  deliver  to  the  purchaser  good  and  sufficient  conveyances, 
in  fee  simple,  which  shall  be  a  bar  against  the  Company,  and  all  persons 
claiming  under  it,  of  all  right,  title,  interest,  or  claim  in  or  to  said  mort- 
gaged premises,  or  any  part  thereof.  The  sale  of  said  mortgaged  premises 
shall  be  for  cash;    but  the  bonds  secured  hereby,  or  any  of  them,  shall,  if 


396  CHICAGO,   BURLINGTON    &    QUINCE   RAILROAD   COMPANY 

offered,  be  received  in  payment  of  any  bid  which  shall  be  accepted  at  such 
sale,  at  the  value  of  each  bond  and  the  interest  due  thereon  and  unpaid. 
which  value  shall  be  fixed  by  the  ratio  of  the  amount  of  the  bid,  after 
deducting  therefrom  all  expenses  of  the  trust  together  with  any  sums 
necessary  to  cancel  all  prior  liens,  to  the  full  amount  then  due  on  all  of 
the  said  bonds. 

In  case  of  such  sale,  the  Trustee  may,  on  request  in  writing  of  a  majority 
in  interest  of  the  holders  of  said  bonds  then  outstanding,  bid  off  the  mort- 
gaged premises  and  property,  at  a  price  not  exceeding  the  amount  due  on 
such  bonds,  and  the  interest  thereon  due  or  accrued  and  unpaid,  together 
with  such  amount  as  may  be  necessary  to  discharge  all  prior  liens  and  all 
costs  and  expenses  of  the  trust  added;  and,  in  case  of  any  sale  under  this 
Indenture,  no  purchaser,  other  than  said  Trustee,  shall  lie  responsible  for 
the  application  of  the  purchase  money. 

The   Trustee,   after   deducting   from    the   proceeds   of   such    sale  all   costs 

and  expenses  incurred  by  it,  in  ami  about  the  execution  of  its  trust,  to* 

er   with    such    further   sum,    if   any,    including   counsel   fees  and    its   own 

-onable  compensation,  as  shall  lie  necessary  to  discharge  all  prior  liens 

aiol   protect    it   against    all    liabilities   incurred,   or   to   be   thereafter   incurred 

by   it,  arising  out  of  or  in  consequence  oi'  said   trust,  shall  apply  said  net 

-    to    the    payment    of    the    principal    and    interest    of    the    B{dd    bonds 

remaining   unpaid,    whether   then    or   thereafter    payable,   and   Bhall    pay    0V6T 

the  residue  thereof,  it  any.  to  the  Baid  Company. 

The  Trustee  shall  have  power  to  adjourn  Baid  sale  from  time  to  time, 
at    i'  'ion,   ami    in    case   of  any   adjournment,   may   make   said  sale  at 

the  time  appointed,  without  further  notice;    or, 

Third — The  Trustee  may,  in  it-  discretion,  ami,  on  the  written  request 
of   the   holders    of    a    majority    in    interest    of   said    bonds    then    Outstanding, 

Bhall,   ins  ind  cany   on   appropriate   legal   proceedings   for   the   fore- 

closure ami  enforcement  of  this   Indenture,  ly  the  sale  of  the  mortgaged 

premises,  or  otherwise,  under   decree  or  judgment    Of  court. 

-•■   of   default    in    payment    of    interest    on   any   of   said   bonds, 

days,  the  -aid  Trustee  may,  in   its  discretion,  and, 

at   the   request   in    writing  of  the  holders  of  a  majority   in    interest   of  said 

bonds  then  outstanding,  shall,  declare  the  principal  of  all  of  the  said  bonds 

to  be  at  once  due  and  payable,  and  written  notice  of  such  declaration  being 

ed  upon  the  Company  within  ten  (10)  days  thereafter,  the  said  prin- 
cipal shall  be  held  and  deemed  to  be  due  and  payable,  a-  of  thl  date  of 
said  declaration,  for  all  purposes  whatever,  incidental  to  or  growing  out  of 
said  Indenture;  provided,  however,  that,  at  the  request  in  writing  of  the 
holders  of  a  majority  in  interest  of  said  bonds  then  outstanding,  the  Trustee 
may  thereafter  vacate  and  Bet  aside  -aid  declaration,  whereupon  said  prin- 
cipal shall  become  due  and  payable,  according  to  the  tenor  of  said  bonds, 
ami  as  if  said  original  declaration  had  never  been  made. 

§  3.  In  case  of  any  default  as  aforesaid,  the  Trustee  shall  at  all  times 
proceed  under  the  direction  of  the  holders  of  a  majority  in  interest  of  the 
bonds  hereby  secured,  then  outstanding,  whose  action  in  the  premises  shall 
bind  all  bondholders  as  effectually  as  if  directly  authorized  by  them. 


CORPORATE  HISTORY  397 

If,  after  any  default  as  aforesaid,  and  the  institution  of  foreclosure  pro- 
ceedings, the  Company  shall  make  all  payments,  and  do  all  other  acts  and 
things  necessary  to  cure  such  default,  and  to  make  the  estate  and  security 
of  the  bondholders  as  beneficial  and  effectual  as  if  such  default  had  not 
taken  place,  the  Trustee  may,  and  upon  the  request  in  writing  of  the  holders 
of  a  majority  in  interest  of  the  bonds  then  outstanding,  shall  discontinue 
such  foreclosure  proceedings,  and  shall  restore  the  possession  of  the  mort- 
gaged premises  to  the  Company;  provided,  however,  that  the  rights  of  the- 
Trustee,  or  of  bondholders,  as  respects  any  subsequent  or  future  default, 
shall  be  thereby  in  no  wise  prejudiced  or  affected. 

The  rights  of  entry  and  sale,  hereinbefore  granted,  shall  be  deemed  to  be 
cumulative  remedies,  and  shall  not  deprive  the  Trustee,  or  bondholders  act- 
ing through  the  Trustee,  of  any  legal  or  equitable  remedy  appropriate  to 
enforce  the  provisions  of  this  Indenture;  provided,  that  all  such  proceed- 
ings shall  be  taken  by  the  Trustee,  its  successor  or  successors  in  trust,  and 
not  by  bondholders,  either  individually  or  collectively,  except  as  hereinafter 
provided. 

§  4.  No  holder  of  any  bond  or  coupon,  hereby  secured,  shall  institute 
any  proceedings  under  this  Indenture,  or  institute  any  suit  or  action  at  law 
or  in  equity,  for  the  enforcement  of  the  trusts  thereof,  unless  such  holder 
shall  have  previously  given  to  the  Trustee  written  notice  of  the  occurrence 
of  some  default,  and  of  the  continuance  thereof,  as  hereinbefore  provided; 
nor  unless  the  holders  of  twenty-five  (25)  per  cent,  in  amount  of  the  bonds 
hereby  secured,  then  outstanding,  shall  have  made  written  request  upon  the 
Trustee,  and  shall  have  afforded  to  it  reasonable  opportunity  either  to  pro- 
ceed to  exercise  the  powers  hereby  granted,  or  to  institute  such  action,  suit, 
or  proceeding  in  its  own  name;  nor  unless  adequate  security  and  indem- 
nity shall  have  been  offered  to  the  Trustee  against  all  costs,  expenses,  and 
liabilities  to  be  incurred  therein  or  thereby;  it  being  understood  and  in- 
tended that  no  one  or  more  holders  of  bonds  and  coupons  shall  affect,  dis- 
turb, or  prejudice  the  lien  of  this  Indenture,  by  his  or  their  action,  or  shall 
enforce  any  right  given  by  this  Indenture,  except  in  the  manner  herein  pro- 
vided, and  that  all  proceedings  at  law  or  in  equity  and  all  acts  of  the 
Trustee  to  enforce  the  provisions  of  this  Indenture,  shall  be  instituted  and 
maintained  in  the  manner  herein  provided  and  for  the  equal  benefit  of  all 
holders,  of  such  outstanding  bonds  and  coupons. 

Article  VIII. 

Any  request  or  other  action  of  bondholders,  contemplated  or  provided  for 
by  this  Indenture,  may  be  manifested  by  one  instrument,  or  any  number  of 
concurrent  instruments  of  like  tenor,  signed  or  executed  by  such  bond- 
holders personally,  or  by  an  agent  having  written  authority.  Proof  of  the 
execution  of  any  such  instrument  or  instruments,  or  of  the  authority  in 
writing  of  any  agent  signing  the  same,  and  of  the  ownership  of  coupon 
bonds,  transferable  by  delivery,  shall  be  sufficient  for  the  purposes  of  this 
Indenture,  when  made  in  the  following  manner. 

The  fact  and  date  of  execution  of  any  such  instrument  may  be  proved 
by  the  certificate  of  any  notary  public,  that  the  signer  of  such  instrument, 


398         CHICAGO,  BURLINGTON   &   QUINCY  RAILROAD  COMPANY 

on  his  own  behalf,  or  on  behalf  of  some  other  person  or  party,  for  whom 
he  is  authorized  to  sign,  acknowledged  the  execution  thereof,  or  by  an 
affidavit  of  a  witness  of  such  execution. 

The  amount  of  coupon  bonds,  transferable  by  delivery,  held  by  any  per- 
son signing  such  instrument  personally,  or  by  attorney,  together  with  the 
denominations  and  issue  numbers  of  the  bonds  so  held,  and  the  date  of 
holding,  may  be  proved  by  a  writing,  executed  by  any  trust  company,  bank, 
bankers,  or  other  depositary,  wherever  situated,  certifying  that,  at  the  date 
therein  mentioned,  such  person  had  on  deposit  with  such  depositary  the 
bonds  described  in  such  certificate. 

Ownership  of  registered  bonds  without  coupons,  and  of  coupon  bonds 
that  have  been  registered,  shall  be  proved  by  a  copy  or  copies  from  the 
books  kept  for  the  purpose  of  such  registration,  attested  l>y  the  proper 
officer  of  the  Company. 

The  proof  of  ownership  of  bonds,  herein  provided  for,  shall  be  conclu- 
sive  in  favor  Of  the  Trustee,  as  regards  any  request  or  action  taken  by  the 
Trustee   under  any   instrument    or   instruments,   hereinbefore  described. 

The  bearei  of  coupon  bonds,  not  registered,  and  the  bearer  of  interest 
coupons,  may  be  treated  bj  the  Company  and  the  Trustee  as  the  absolute 
owner   of  such    bonds  or   coupons,    for   the   purpose  of  receiving  payment 

and    for   all    other    pui  poses. 

In  all  cases  of  instruction  or  request  by  bondholders  to  the  Trustee,  the 
Tn  stee  may  require  such  bondholders  to  deposit  their  bonds  with  it. 

Abticle  IX. 

1;  a1  or  a1  any  time  alter  the  maturity  of  the  bonds  secured  by  this 
[ndenture,  the  Company  shall  paj  both  principal  and  interest  of  all  the 
bonds  issued,  or  shall  deposit  with  the  Trustee,  for  the  purpose  of  paying 

all   such    I I-   outstanding,   a    sum    of   money   sufficient  to  pay   the   same, 

together  with  all  accrued  and  unpaid  interest  thereon;  or  if  the  Company 
shall  exercise  its  option  as  is  hereinbefore  provided  for  in  Article  I.  hereof 
:n  the  bonds  secured  by  this  [ndenture  after  July  1,  1929,  and  shall 
fully  redeem  all  the  same  pursuanl  to  the  provisions  of  this  Indenture  in 
this  behalf,  or  shall  deposit  with  the  Trustee  for  the  purpose  of  such  re- 
demption, a  sim,  of  money  sufficient  therefor-,  and  in  either  such  case  shall 
also  pay  all  other-  proper  expenses  and  charges  of  the  trust,  and  shall  also 
have  performed  all  of  the  other  things  required  of  it  by  this  Indenture, 
then  the  estate,  right,  title,  and  interest  of  the  Trustee  shall  cease  and 
determine,  and  all  the  railroads  and  other-  property,  and  all  estate,  right, 
title,  or   into  rein   conveyed    by   this    [ndenture,  shall  revert  to  and 

re\est  in  the  I  ompany;  yel  it  shall  be  the  duty  of  the  Trustee  to  discharge 
and  satisfy  the  lien  of  this  Indenture,  and  to  make  such  reasonable  deeds 
of  release  to  the  Company  as  by  counsel  of  the  Company  may  be  advised. 

Article  X. 

The  word  "Trustee,"  as  used  in  this  Indenture,  shall  be  construed  to  mean 
the  Trustee  or  Trustees  for  the  time  being;  and  substituted  or  new  Trustees 
shall  have  all  the  rights  and  powers  of  the  original  Trustee. 


CORPORATE  HISTORY  399 

The  Trustee  shall  have  the  right  to  employ  suitable  counsel  and  agents, 
whose  compensation,  together  with  all  reasonable  expenses  of  the  trust,  in- 
cluding a  reasonable  compensation  to  the  Trustee  for  its  services,  shall  be 
paid  by  the  Company,  as  the  same  are  incurred,  or  otherwise,  out  of  the 
trust  estate,  on  which  they  are  hereby  made  a  first  charge. 

In  no  case  shall  the  Trustee  be  required  to  act,  for  the  enforcement  of 
any  provisions  of  this  Indenture,  until  furnished  with  sufficient  funds  for 
the  purpose,  or  suitably  indemnified.  Nor  shall  it  prior  to  notice  to  it  in 
writing  of  any  default  on  the  part  of  the  Company  be  taken  to  have  notice 
thereof,  and  until  called  upon  in  writing  to  act  for  the  enforcement  of  tne 
provisions  hereof  the  duty  of  the  Trustee  shall  be  confined  to  such  matters 
as  are  specifically  mentioned  herein. 

The  Trustee  shall  not  be  liable  for  any  error  of  judgment,  or  mistake  of 
law  or  fact,  made  in  good  faith,  nor  except  for  its  own  wilful  neglect  or 
breach  of  trust,  nor  for  any  act  or  thing  done  or  omitted  by  its  counsel, 
agents,  or  attorneys,  selected  in  good  faith.  Nor  shall  the  Trustee,  in  any 
event,  be  liable  for  any  recital  of  fact  contained  herein,  or  in  the  bonds 
hereby  secured,  nor  have  any  duty  or  responsibility  as  to  the  validity 
hereof,  or  the  security  hereby  afforded,  nor  as  to  the  execution,  acknowledg- 
ment, or  recording  hereof. 

Article  XI. 

The  Trustee  may  be  notified  by  the  Company,  through  an  attested  reso- 
lution of  its  Directors,  or,  after  default  such  and  continuing  as  is  herein- 
before provided,  by  a  majority  in  interest  of  the  holders  of  bonds  issued 
under  this  Indenture  then  outstanding,  through  appropriate  instrument  in 
writing,  signed  by  them,  that  its  services  are  no  longer  required.  Thereupon, 
in  either  case,  at  the  expiration  of  ten  (10)  days  from  the  service  upon 
the  Trustee  of  such  resolution  or  written  instrument,  the  office  of  Trustee 
under  this  Indenture  shall  become  vacant. 

Any  Trustee  may  resign  the  trust  hereby  created,  by  notice  in  writing  to 
said  Company,  given  three  (3)  months  before  such  resignation  shall  take 
effect,  or  for  such  shorter  time  as  the  Company  may  accept  as  adequate 
notice. 

In  case  of  any  vacancy  in  the  office  of  Trustee,  from  any  cause  whatever, 
the  Company  through  its  Directors  shall,  by  appropriate  instrument  in 
writing,  appoint  a  successor  or  successors,  and  give  notice  thereof  by  ad- 
vertisement, published  at  least  once  a  week,  for  three  (3)  consecutive 
weeks,  in  a  newspaper,  in  each  of  said  cities  of  Boston,  New  York,  and 
Chicago;  and,  unless  a  majority  in  interest  of  the  holders  of  the  bonds 
then  outstanding  shall,  within  thirty  (30)  days  from  the  date  of  such  last 
publication,  make  objection,  by  instrument  in  writing,  signed  by  them  and 
delivered  to  the  Company,  said  appointment  or  appointments  shall,  at  the 
expiration  of  said  thirty  (30)  days,  be  considered  as  assented  to  and  con- 
firmed by  the  holders  of  said  bonds.  If,  however,  such  objection,  by  a 
majority  in  interest  of  said  bondholders,  shall  be  made,  as  aforesaid,  the 
Company  shall  thereupon  apply  to  a  court  of  competent  jurisdiction  for 
the  appointment  of  a  Trustee  or  Trustees. 


400         CHICAGO,  BUEUNGTON   &    QUINCY   RAILROAD  COMPANY 

In  ease  of  any  vacancy  in  the  office  of  Trustee,  all  the  power  and  estate 
of  the  outgoing  Trustee  shall  cease;  but  its  or  his  successors,  heirs,  execu- 
tors, or  administrators  shall,  on  demand,  execute  such  conveyance  or  con- 
veyances as  may  vest  in  the  Trustee  or  Trustees,  appointed  in  his  or  its 
place,  all  the  property  and  rights  theretofore  held  by  him  or  it. 

Article  XII. 

The  New  England  Trust  Company,  of  Boston,  Massachusetts,  Trustee, 
part;  of  the  second  part,  hereby  accepts  the  trusts  in  this  Indenture  de- 
clared and  provided,  and  covenants  to  perform  the  same  upon  the  terms 
and  conditions  hereinbefore  set  forth. 

J, i  witness  whereof,  the  parties  hereto  have  caused  their  corporate  names 
to  be  hereunto  subscribed  and  their  corporate  seals  to  lie  hereto  affixed  by 
their  respective  Presidents,  and  the  same  to  lie  attested  by  their  respective 
Secretari  day  and  year  first  above  written. 

[Seal]        Chicago,  Burlington  ..v.  Quincy  Railroad  Company, 

by  C.  E.  Perkins, 
Witnesses  to  C  E  1'  President. 

J  C  Baetlett 

E  M  Shelton 
Attest : 

T.    S.     I  low  LAND, 

Si  r:  ,   1,1,1/. 

Witnesses  to  T.  s.   H. 

W.    !;.   Ci  btis  U.  S.  Int.  Rev. 

E.    II  \ RVE1    S\mi  Stamps 

$8083. 
[Seal]  Tin  .ci. and  Trust  Company, 

by  William   Exdicott, 
Witnesses  to   W   E  President. 

I'm. m  kick   W   A: 

Edward  B.  Ladd 
Attest : 

Nath    11    HEN)  UMAX. 

>',  ,■  ,  t.irii. 
Witnesses  to  N  H  H 
Frederick  W   a 
l .       \i:i)  B  Ladd 

State  of  Wyoming  / 
•  \  of  Sheridan,  ) 
Be  it  remembered,  thai  on  this  13th  day  of  July,  A.  D.  1899,  before  me, 
a  Notary  Public,  in  and  for  said  County  and  State,  personally  appeared 
C.  E.  Perkins,  President  of  the  Chicago,  Burlington  &  Quincy  Railroad 
Company,  a  corporation  organized  and  existing  under  the  laws  of  the  State 
of  Illinois,  personally  known  to  me  and  to  be  the  same  person  whose  name 
is  subscribed  to,  and  who  executed  the  foregoing  instrument  as  such  Presi- 
dent, who,  being  by  me  duly  sworn,  says  that  he  is  President  of  the  said 
Chicago,  Burlington  &  Quincy  Railroad  Company;   that  he  knows  the  cor- 


CORPORATE  HISTORY  401 

porate  seal  of  said  Company;  that  the  seal  affixed  to  the  foregoing  instru- 
ment is  the  corporate  seal  of  said  Company ;  that  it  was  affixed  by  order  of 
che  board  of  Directors  of  said  Company;  that  said  instrument  was  signed 
and  sealed  in  behalf  of  said  corporation  by  like  order  as  President  of  said 
Company;  that  the  said  C.  E.  Perkins  acknowledged  said  instrument,  and 
that  it  was  the  voluntary  act  and  deed  of  said  corporation,  and  that  he  as 
such  President  signed,  sealed,  and  delivered,  said  instrument  as  the  free  and 
voluntary  act  and  deed  of  said  Company,  and  as  his  own  free  and  voluntary 
act  and  deed  as  such  President  for  the  uses  and  purposes  therein  set  forth. 
In  witness  whereof,  I  have  hereunto  set  my  hand  and  official  seal  this 
13th  day  of  July  A.  D.  1899. 

Herbert  W.  Tyler, 
[Seal]  Notary  Public  for  said  County  and  State. 

My  commission  expires  January  12th,  1901. 

State  of  Massachusetts, , 

'  ss 


I 


County  of  Suffolk, 

Be  it  remembered  that  on  this  Eighth  day  of  July  A.  D.  1899,  before  me, 
a  Notary  Public,  in  and  for  said  County  and  State,  personally  appeared 
William  Endicott,  President  of  The  New  England  Trust  Company,  a  cor- 
poration organized  and  existing  under  the  laws  of  the  State  of  Massachu- 
setts, personally  known  to  me  and  to  be  the  same  person  whose  name  is 
subscribed  to,  and  who  executed  the  foregoing  instrument  as  such  presi- 
dent, who,  being  by  me  duly  sworn,  says  that  he  is  President  of  said  The 
New  England  Trust  Company;  that  he  knows  the  corporate  seal  of  said 
Company;  that  the  seal  affixed  to  the  foregoing  instrument  is  the  corporate 
seal  of  said  Company ;  that  it  was  affixed  by  order  of  the  board  of  Directors 
of  said  Company;  that  said  instrument  was  signed  and  sealed  in  behalf  of 
said  corporation  by  like  order  as  President  of  said  Company;  and  the  said 
William  Endicott  acknowledged  said  instrument,  and  that  it  was  the  volun- 
tary act  and  deed  of  said  corporation,  and  that  he,  as  such  President, 
signed,  sealed,  and  delivered,  said  instrument  as  the  free  and  voluntary 
act  and  deed  of  said  Company,  and  as  his  own  free  and  voluntary  act  and 
deed  as  such  President  for  the  uses  and  purposes  therein  set  forth. 

In  witness  whereof,  I  have  hereunto  set  my  hand  and  official  seal  this 
Eighth  day  of  July  A.  D.  1899. 

Walter  J.  Jarvis, 
[Seal]  Notary  Public  for  said  County  and  State. 

My  commission  expires  June  27,  1906. 

EECOEDED  IN  ILLINOIS 

County                                                             Bate  Booh  Page 

Cook July   31,  1899  6677  379 

DuPage Aug.     1,     "  47  540 

Kane "        1,     "  382  394 

Kendall "        8,     "  P  513 

DeKalb "        2,     "  69 

LaSalle "        8,     "  390  326 


402         CHICAGO,  BURLIXGTOX  &   QTINVY    RAILROAD   COMPANY 


EECORDED    IX    ILLIXOIS— continued 


ty 

Bureau 

Henry 

Knox 

Warren 

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Clinton "        I.     " 

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RECORDED  IN  MINNESOTA 

Dati 

Washington Sept.    5,  1899 

Ramsey "       5,     " 

Winona "       6,    " 

State  of  Wisconsin 

[Recorded  Sept.  4,   1899,  in   Volume   12,  Page  328. 
irtment  of  state j 

State  of  Minnesota 

I  :• corded  Sept.  5,  1899,  in  Book  9,  Page  310. 
Department  of  StateJ 


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101 

CORPORATE  HISTORY  403 

GENERAL  MORTGAGE 

Dated  March  2,  1908 ;  Maturing  March  1,  1958. 

CHICAGO,   BURLINGTON   &   QUINCY   RAILROAD   COMPANY. 

to  the 

Central  Trust  Company  op  New  York, 

and 

Oliver  M.  Spencer, 

Trustees. 

This  Indenture,  made  this  second  day  of  March,  one  thousand  nine  hun- 
dred and  eight,  by  and  between  the  Chicago,  Burlington  &  Quincy  Rail- 
road Company,  a  corporation  created  and  existing  under  the  laws  of  the 
State  of  Illinois,  hereinafter  called  the  "Railroad  Company,"  party  of  the 
first  part,  and  the  Central  Trust  Company  of  New  York,  a  corporation 
created  and  existing  under  the  laws  of  the  State  of  New  York,  and  Oliver 
M.  Spencer,  a  citizen  of  the  State  of  Missouri,  parties  of  the  second  part, 
hereinafter  called  the  "Trustees,"  and  where  they  are  to  be  distinguished 
called  respectively  the  "Trust  Company"  and  the  "Individual  Trustee," 
Witnesseth : 

Whereas,  the  Railroad  Company  owns  certain  railroads  and  property, 
hereinafter  specifically  described,  situated  in  the'  States  of  Illinois,  Wis- 
consin, Minnesota,  Iowa,  Missouri,  Nebraska,  Kansas,  Colorado,  South 
Dakota,  Wyoming  and  Montana,  and  may  from  time  to  time  hereafter  find 
it  expedient  to  build,  buy,  or  otherwise  acquire  in  said  States,  or  elsewhere, 
additional  railroads  and  property;   and 

Whereas,  the  Railroad  Company  owns,  or  may  deem  it  desirable  here- 
after to  construct  or  acquire,  for  the  purpose  of  connecting  said  railroads 
with  its  railroads  in  adjoining  States,  railroad  bridges  across  the  Missis- 
sippi or  Missouri  Rivers,  or  elsewhere;   and 

Whereas,  the  Railroad  Company  desires  to  provide  for  the  refunding  of 
its  existing  obligations,  for  the  acquisition  of  additional  properties  and  for 
additional  equipment,  betterments  and  improvements;  and 

Whereas,  the  Railroad  Company  has  heretofore  made  expenditures  to 
build,  acquire  and  improve  certain  of  the  said  railroads,  terminals  and 
bridges  across  the  Mississippi  or  Missouri  Rivers,  which  have  been  properly 
charged  to  construction  account,  and  for  which  it  is  now  desired  to  re- 
imburse the  treasury ;  and 

Whereas,  the  Railroad  Company  is  duly  empowered  by  law  to  execute 
mortgages  of  its  railroads,  property  and  franchises  to  secure  the  payment 
of  bonds  issued  to  provide  for  the  purposes  aforesaid,  and  by  due  corporate 
action  first  taken  has  determined  to  issue,  from  time  to  time  hereafter, 
coupon  and  registered  bonds,  for  the  purposes  aforesaid,  not  exceeding  the 
principal  sum  of  Three  Hundred  Million  Dollars  ($300,000,000.00),  to  be 
issued  in  the  manner  hereinafter  set  forth;  to  be  equally  secured  by  a 
mortgage  upon  the  railroads,  property  and  franchises  in  this  indenture  de- 
scribed ;  to  be  dated  the  second  day  of  March,  1908 ;  to  mature  the  first 
day  of  March,  1958;  to  bear  such  rate  of  interest,  not  exceeding  five  (5) 
per  cent,  per  annum,  payable  semi-annually  on  the  first  day  of  March  and 


404         CHICAGO,  BURLINGTON   &   QUINCY  KAILKOAD   COMPANY 

September  in  each  year,  as  from  time  to  time  shall  be  determined  by  its 
Directors,  ami  as  shall  be  designated  in  the  bunds  when  issued;  to  be  pay- 
able, at  maturity,  in  lawful  money  of  the  United  States  of  America  at  the 
office  or  agency  of  the  Kailroad  Company,  in  the  city  of  New  York;  the 
interest  to  be  payable,  in  like  lawful  money,  at  said  office  or  agency,  or  at 
Mich  other  office  or  agency  in  the  City  of  Boston,  or  elsewhere,  as  the  Rail- 
road Company,  through  its  Directors,  may  from  time  to  time  designate;  to 
be  authenticated  by  a  certificate  of  the  Trust  Company,  and  issued  in 
accordance  with  the  terms  df  this  indenture,  and  not  otherwise;  both 
coupon  and  registered  bonds  to  be  respectively  of  one  series,  or  of  such 
several  series  and  of  such  denomination  or  denominations  as  the  Directors 
may  from  time  to  time  prescribe;  the  coupon  bonds  to  pass  by  delivery, 
u ti t< •->  registered,  and  to  be  exchangeable  into  registered  bonds  and  regis- 
tered bonds  into  coupon  bonds,  upon  the  conditions  and  in  the  manner  in 
.-aid  bonds  and  in  this  indenture  sel  forth;  provided,  however,  that  bonds 
issued  in  exchange  shall  be  of  the  same  aggregate  amount  and  bear  the 
same  rate  of  interesl  as  those  surrendered  for  exchange,  and  that  no  regis- 
tered  bonds  withoul  coupons  shall  be  issued  except  of  the  denominations  of 
five  thousand  do!  .000.00),  ten  thousand  dollars  ($10,000.00),  or  fifty 

thousand   dollars    ($50, .00),   each   series   of   bonds  to   be  appropriately 

designated   and   numbered    from   one   to   the   highest    number   issued.     The 

Baid    COUpOO     bonds    and    the    Coupons    thereto    attached,    the    said    registered 

bonds,  and  the  Trust  Company's  certificate  attached  to  each  of  said  bonds 
to  be  respectively  and  substantially  in  the  term  as  follows: 

I'mi  in  of  Coupon  Bond. ) 
No.  $ 

United  States  ok  America. 
CHICAGO,   BURLINGTON    &    QUINCY    RAILROAD   COMPANY. 

Ml.  PER    CENT.    BOND. 

The  Chicago,  Burlington  &  Quincy  Kailroad  Company,  hereinafter  called 
the  "Railroad  Company,"  promisee  to  pa\  to  the  bearer,  or  if  registered  to 
the  registered  holder  of  this  bond  or  assigns,  Dollars  ($  ), 

in   lawful  money  of  the  I'nited  State-  of  America,  on  the  first   day  of  March, 

L958,  at  the  office  or  agency  of  the  Railroad  Company  in  the  City  of  New 

Fork,  and  to  pay  interest  thereon  in  like  lawful  money  from  and  after  the 
lirst  day  of  March,  L908,  at  the  rate  of  per  cent.  (         %)    per  annum, 

payable  semi-annually  on  the  first  day  of  September  and  March  in  each 
\ear,  at  said  office  or  agency  of  the  Railroad  Company  in  New  York,  or  at 

such   offie ■  agency  of  the  Company   in   the  City  of   Boston,   Massachusetts, 

or  elsewhere,  as  the  Directors  may  from  time  to  time  designate,  but  only 
upon  presentation  and  surrender,  as  they  severally  mature,  of  the  coupons 
therefor  annexed  hereto.  The  Railroad  Com). any  may,  but  shall  not  be 
obliged  to,  require  proof  of  ownership  of  any  coupon  before  paying  the 
same,  and  payment  thereof  to  the  person  presenting  the  same  shall  in  any 
ease  discharge  the  Railroad  Company. 

This  bond  is  one  of  a  series  of  coupon  bonds,  issued  and  to  be  issued 
under   and    in    pursuance   of,   and   all   equally   secured    by,   an    indenture   of 


CORPORATE  HISTORY  405 

Trust  and  Mortgage,  dated  March  2,  1908,  and  executed  to  the  Central 
Trust  Company  of  New  York  and  Oliver  M.  Spencer,  Trustees,  by  the 
Railroad  Company,  upon  the  property  and  franchises  conveyed  by  said 
indenture,  to  which  reference  is  hereby  made  for  a  statement  of  the  prop- 
erty and  franchises  mortgaged  the  nature  and  extent  of  the  security,  the 
rights  of  the  holders  of  said  bonds  under  the  same,  and  of  the  terms  and 
conditions  upon  which  said  bonds  are  issued  and  secured. 

This  bond  shall  pass  by  delivery,  unless  registered  in  the  owner  's  name 
on  the  books  of  the  Eailroad  Company  at  its  office  or  agency  in  said  City 
of  New  York  or  at  its  office  or  agency  in  said  City  of  Boston,  such  regis- 
tration being  noted  on  the  bond  by  the  proper  officer  of  the  Eailroad  Com- 
pany. After  such  registration,  this  bond  shall  pass  only  by  transfer  on 
the  Eailroad  Company's  books  by  the  registered  owner,  or  his  attorney, 
thereto  duly  authorized,  the  transfer  being  similarly  noted  on  the  bond  by 
such  officer  of  the  Eailroad  Company,  unless  the  last  transfer  shall  have 
been  made  and  registered  to  bearer,  in  which  case  the  bond  shall  again  pass 
by  delivery  until  again  registered.  The  coupons  shall  in  all  cases  be  pay- 
able to  bearer,  whether  the  bond  itself  is  registered  or  not. 

Coupon  bonds  bearing  interest  at  the  same  rate,  and  amounting  at  par 
to  five  thousand  dollars  ($5,000.00),  ten  thousand  dollars  {$10,000.00)  or 
fifty  thousand  dollars  ($50,000.00)  may  be  exchanged  at  the  option  of  the 
holder  for  a  registered  bond  or  bonds  without  coupons,  bearing  interest  at 
the  same  rate  and  of  the  same  aggregate  amount,  at  the  office  or  agency 
of  the  Railroad  Company  in  the  City  of  Boston,  Massachusetts,  or  else- 
where, as  the  Directors  may  from  time  to  time  designate. 

No  recourse  shall  be  had  for  the  payment  of  the  principal  or  interest  of 
this  bond,  to  any  stockholder,  officer,  or  director  of  the  Eailroad  Company, 
either  directly  or  through  the  Railroad  Company,  by  virtue  of  any  statute, 
or  by  the  enforcement  of  any  assessment  or  otherwise. 

This  bond  shall  not  become  obligatory  for  any  purpose  until  it  shall  have 
been  authenticated  by  the  certificate,  hereon  endorsed,  of  the  Trust  Com- 
pany, Trustee  under  said  indenture. 

In  Witness  Whereof,  the  said  Chicago,  Burlington  &  Quincy  Railroad 
Company  has  caused  this  bond  to  be  signed  by  its  President,  or  one  of  its 
Vice-Presidents,  and  countersigned  by  its  Treasurer,  or  one  of  its  Assistant 
Treasurers,  and  its  corporate  seal  to  be  hereunto  affixed,  and  coupons  for 
said  interest  with  the  engraved  signature  of  its  Treasurer  to  be  thereunto 
attached,  this  second  day  of  March,  1908. 

Chicago,  Burlington  &  Quincy  Railroad  Company, 

by 

[l.  s.]  President. 

Treasurer. 


(Form  of  Coupon.) 
No.  $ 

On  the  first  day  of  ,  19       ,  the  Chicago,  Burlington  &  Quincy 

Railroad  Company  will  pay  to  bearer,  at  its  office  or  agency  in  the  City  of 


406         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD   COMPANY 

New  York,  or  at  such  office  or  agency  in  the  City  of  Boston,  or  elsewhere, 
as  the  Board  of  Directors  may  from  time  to  time  designate, 
Dollars   ($  ),  in  lawful  money  of  the  United  States,  being  six   (6) 

months'  interest  on  its  General   Mortgage  per  cent,  bond  No. 

subject  to  the  terms  of  said  bond  and  of  the  indenture  therein  mentioned. 

Treasun  r.  No. 

(Form  of  Registered  Bond  without  Coupons.) 
No.  $ 

United  States  op  America. 
CHICAGO,   BUELINGTON    &    QUINCY    RAILROAD   COMPANY. 

GENERAL    MORTGAGE  PER    CENT.    BOND. 

The  Chicago,  Burlington  &  Quincy  Railroad  Company,  hereinafter  called 
the  "Railroad  Company,"  promises  to  pay  to  the  registered  holder  hereof 
or  assigns,  Dollars  ($  i,  in  lawful  money  of  the 

United  States  .it"  America,  on  the  first  day  of  March,  L958,  at  the  office  or 
agency  of  the  Railroad  Company  in  the  City  of  New  York,  and  to  pay 
interest  in  like  lawful  money  from  and  after  the  scnii  annual  interest  day 
next  preceding  the  date  of  the  first  registration  hereof,  or  from  the  date 
of  such  registration  if  made  upon  an  interest  day,  at  the  rate  of 
per  cenl  %)   per  annum,  payable  semi-annually  on  the  first  day  of 

■d  March  in  each  year,  at  said  office  or  agency  of  the  Railroad 
Company  in  the  City  of  New  Fork,  or  at  such  office  or  agency  of  the  Com- 
pany in  the  City  of  Boston,  Massachusetts,  or  elsewhere,  as  its  Directors 
maj   from  time  to  time  designate. 

bond  is  one  of  a  series  of  registered  bonds,  without  coupons,  issued 

and  to  be  issued  under  and  in  pursuance  of  and  all  equally  secured  by  an 
indenture  of  Trust  and  Mortgage,  dated  March  L',  1!Mis,  and  executed  to 
the  Central  T  --  I  ompany  of  New  York  and  Oliver  M.  Spencer,  Trustees, 
by  the   Railroad  Company,  upon  the  property  and   franchises  conveyed  by 

said  indenture,  to  which  reference  is  hereby  made  for  a  statement  of  the 
property  and  franchises  mortgaged,  the  nature  and  extent  of  the  security, 
the  rights  of  the  holders  of  said  bonds  umler  the  same,  and  of  the  terms 
and   conditions   upon   which   said    bonds  are   issued   and   secured. 

Thi-  bond  is  transferable  by  the  registered  holder  hereof,  or  by  his  at- 
torney, thereto  duly  authorized,  on  the  hooks  of  the  Railroad  Company,  at 
its  office  or  agency   in   the  City  of   New    York  or  at  its  office  or  agency  in 

said   City  of   Host Massachusetts,  such   transfer  being  noted  on  the  bond 

by  the  proper  officer  of  the  Railroad  Company,  as  provided  in  this  indenture. 
This  bond  also,  in  the  manner  prescribed  in  said  indenture,  and  upon  the 
payment  of  the  charge  therein  provided,  is  exchangeable  for  coupon  bonds 
of  the  same  aggregate  principal  sum,  and  bearing  interest  at  the  same  rate 
as   this  bond. 

No  recourse  shall  be  had  for  the  payment  of  the  principal  or  interest  of 
this  bond,  to  any  stockholder,  officer  or  director  of  the  Railroad  Company, 
either  directly  or  through  the  Railroad  Company,  by  virtue  of  any  statute 
or  by  the  enforcement  of  any  assessment  or  otherwise. 


CORPORATE  HISTORY  407 

This  bond  shall  not  become  obligatory  for  any  purpose  until  it  shall  have 
been  authenticated  by  the  certificate,  hereon  endorsed,  of  the  Trust  Com- 
pany, Trustee  under  said  indenture. 

In  Witness  Whereof,  the  said  Chicago,  Burlington  &  Quincy  Railroad 
Company  has  caused  this  bond  to  be  signed  by  its  President,  or  one  of  its 
Vice-Presidents,  and  countersigned  by  its  Treasurer,  or  one  of  its  Assistant 
Treasurers,  and  its  corporate  seal  to  be  hereunto  affixed,  this  second  day  of 
March,  1908. 

Chicago,  Burlington  &  Quincy  Railroad  Company, 

by 

[l.  s.]  President. 

Treasurer 

(Form  of  Trustee's  Certificate.) 

The  CENTRAL  TRUST  COMPANY  OF  NEW  YORK  hereby  certifies 
that  this  bond  is  one  of  a  series,  issued  under  and  described  in  the  within 
named  indenture  of  Trust  and  Mortgage,  dated  March  2,  1908. 

Central  Trust  Company  of  New  York,  Trustee, 
by 

[l.  s.]  Vice-President. 

And,  Whereas,  by  appropriate  corporate  action  the  Railroad  Company, 
being  thereunto  fully  empowered  by  law,  has  duly  resolved  to  execute  and 
deliver  a  mortgage  of  its  railroads,  property  and  franchises  hereinafter 
conveyed,  to  secure  the  payment  of  bonds  issued  for  the  purposes  and  not 
exceeding  the  amount  aforesaid,  said  mortgage  to  be  in  the  form  in  this 
indenture  set  forth : 

Now,  Therefore,  in  order  to  secure  the  payment  of  the  principal  and 
interest  of  all  bonds  issued  under  this  indenture,  according  to  their  tenor 
and  effect,  and  the  terms  of  this  indenture,  and  the  performance  of  the 
covenants  and  obligations  hereinafter  contained,  and  in  consideration  of 
the  acceptance  by  the  Trustees  of  the  trusts  hereby  created,  of  the  purchase 
and  acceptance  of  said  bonds  by  the  holders  thereof,  and  of  one  dollar 
($1.00)  by  the  Trustees  in  hand  paid,  upon  the  execution  and  delivery  of 
this  indenture,  the  receipt  whereof  is  hereby  acknowledged,  the  Railroad 
Company  doth  hereby  grant,  bargain,  sell,  convey,  transfer  and  assign  unto 
the  said  Trustees,  their  successors  and  assigns,  subject,  however,  to  the 
priority  of  liens  of  existing  mortgages  and  to  the  terms  of  this  indenture, 
the  following  described  railroads,  property,  franchises  and  privileges,  to 
wit: 

(a)  Beginning  at  Chicago,  Illinois,  thence  extending  by  way  of  Aurora 
and  Galesburg,  Illinois;  Burlington  and  Pacific  Junction,  Iowa;  Platts- 
mouth,  Ashland,  Lincoln,  and  Oxford,  Nebraska,  to  Denver,  Colorado,  a 
distance  of  about  one  thousand  and  eighteen  (1,018)  miles; 

Beginning  at  South  Aurora,  Illinois,  thence  extending  by  way  of  Shab- 
bona,  Flag  Center,  Oregon,  Savanna  and  East  Dubuque,  Illinois,  and  La 
Crosse,   Wisconsin,   to   Saint   Paul,   Minnesota,   a   distance   of   about   three 


408         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

hundred  and  ninety-two  (392)  miles,  of  which  about  twelve  (12)  miles  are 
used  by  the  Railroad  Company  under  lease; 

Beginning  at  Rock  Island,  Illinois,  thence  extending  by  way  of  Barstow, 
Monmouth,  Bushnell  and  Concord  to  East  Alton,  Illinois  (formerly  called 
YVanni,  a  distance  of  about  two  hundred  and  twenty-seven   (227)  miles; 

Beginning  at  Burlington,  Iowa,  thence  extending  by  way  of  West  Quincy 
and  Hannibal  to  Saint  Louis,  Missouri,  a  distance  of  about  two  hundred 
and  twelve  (212)  miles; 

Beginning  at  Hannibal,  Missouri,  thence  extending  by  way  of  Palmyra 
and  Cameron  to  Saint  Joseph,  Missouri,  a  distance  of  about  two  hundred 
and  seven    i  L'n7  |   miles ; 

Beginning  at  Earlem,  Missouri,  thence  extending  by  way  of  Saint  Jo- 
seph, Missouri,  and  Pacific  Junction,  Iowa,  to  Council  Bluffs,  Iowa,  a  dis- 
tance of  about  one  hundred  and  ninety  one   (191  miles); 

Beginning  at  Napier,  Missouri,  thence  extending  by  way  of  Rulo,  Wy- 
mote ami  Red  Cloud  to  Oxford  Junction,  Nebraska,  a  distance  of  about 
two  hundred  and  fifty-eighl   (258)  mile-; 

Beginning  at  Lincoln,  Nebraska,  thence  extending  by  way  of  Malcolm, 
Seward,  Annua,  Grand  Island  ami  Alliance,  Nebraska;  Hdgemont,  South 
Dakota;  Sheridan,  Wyoming,  ami  Toluca,  Montana,  to  Huntley,  Montana, 
a  distance  of  aboui  eighl   hundred  and  twenty-five  (825)   miles; 

Beginning  at  Concord,   Illinois,  thence  extending  by  way  of  Jacksonville 

ami  Centralis  to  Berrin,  in  Baid  State,  a  distance  of  about  one  hundred 
ami    -e\ent_\    four     (174)     miles; 

aning  at  South  Aurora,  Illinois,  thence  extending  to  West  Chicago 
(formerly  called  Turner  Junction),  in  said  State,  a  distance  of  about 
twelve    (12)    mile- ; 

lli  -inning  at  Aurora,  Illinois,  thence  extending  to  West  Batavia,  in  said 
State,   a    distance   of   aboui    sewn    (7)    miles; 

Beginning  at  Montgomery,  Illinois,  thence  extending  by  way  of  Sheridan 
Junction  to  Streator,  in  Baid  state,  a  distance  of  about  fifty-eight  (58) 
miles  : 

Beginning  at  streator,  Illinois,  thence  extending  to  Walnut  Junction,  in 
eaid  State,  :i  distance  of  about  sixty   (60)    miles; 

Beginning  at  Sheridan  Junction,  Illinois,  thence  extending  by  way  of 
Earlville  to  I'aw  Paw,  in  said  state,  a  distam-e  of  about  twenty  (20)  miles; 

Beginning  at  Mendota,  Illinois,  thence  extending  by  way  of  Walnut,  East 
Clinton  and  Fulton  to  Savanna,  in  said  State,  a  distance  of  about  eighty- 
one  (81)  miles; 

Beginning  at  Buda,  Illinois,  thence  extending  to  Elmwood,  in  said  State, 
a  distance  of  about  forty-five      V5)    miles; 

Beginning  at  Yates  City,  Illinois,  thence  extending  to  Rushville,  in  said 
State,  a  distance  of  about  sixty-three   (63)  miles; 

Beginning  at  Galva,  Illinois,  thence  extending  by  way  of  Arpee  to  New 
Boston,  in  said  State,  a  distance  of  about  fifty-one  (51)  miles; 

Beginning  at  Galesburg,  Illinois,  thence  extending  by  way  of  Yates  City 
and  Elmwood  to  Peoria,  in  said  State,  a  distance  of  about  fifty-three  (53) 
miles; 


CORPORATE  HISTORY  409 

Beginning  at  Galesburg,  Illinois,  thence  extending  to  Eio,  in  said  State, 
a  distance  of  about  twelve  (12)  miles; 

Beginning  at  Galesburg,  Illinois,  thence  extending  by  way  of  Lewistown 
to  West  Havana,  in  said  State,  a  distance  of  about  fifty-seven  (57)  miles; 

Beginning  at  Galesburg,  Illinois,  thence  extending  to  Quincy,  in  said 
State,  a  distance  of  about  one  hundred  (100)  miles; 

Beginning  at  Gladstone,  Illinois,  thence  extending  by  way  of  Keithsburg 
to  Arpee,  in  said  State,  a  distance  of  about  twenty-three  (23)  miles; 

Beginning  at  Carthage  Junction,  Illinois,  thence  extending  by  way  of 
Carthage  to  Quincy,  in  said  State,  a  distance  of  about  seventy-one  (71) 
miles ; 

Beginning  at  Quincy,  Illinois,  thence  extending  to  East  Hannibal  and 
East  Louisiana,  in  said  State,  a  distance  of  about  forty-six   (46)   miles; 

Beginning  at  Shabbona,  Illinois,  thence  extending  by  way  of  Sterling  to 
Barstow,  in  said  State,  a  distance  of  about  eighty-eight  (88)  miles; 

Beginning  at  Flag  Center,  Illinois,  thence  extending  to  Rockford,  in 
said  State,  a  distance  of  about  twenty-four  (24)  miles; 

Beginning  at  Oregon,  Illinois,  thence  extending  to  Forreston,  in  said 
State,  a  distance  of  about  eighteen  (18)  miles; 

Beginning  at  Galena  Junction,  Illinois,  thence  extending  to  Galena,  in 
said  State,  a  distance  of  about  four  (4)  miles; 

Beginning  at  East  Winona,  Wisconsin,  thence  extending  to  Winona, 
Minnesota,  a  distance  of  about  two  (2)  miles,  of  which  about  one  (1) 
mile  is  used  by  the  Railroad  Company  under  lease; 

Beginning  at  Viele,  Iowa,  thence  extending  by  way  of  Laclede,  Missouri, 
to  Carroilton,  in  said  State,  a  distance  of  about  one  hundred  and  ninety- 
six  (196)  miles,  of  which  about  fifteen  (15)  miles  are  used  by  the  Railroad 
Company  under  lease; 

Beginning  at  Mt.  Pleasant,  Iowa,  thence  extending  to  Keokuk,  in  said 
State,  a  distance  of  about  forty -eight  (48)  miles; 

Beginning  at  West  Quincy,  Missouri,  thence  extending  to  Quincy, 
Illinois,  a  distance  of  about  three  (3)  miles; 

Beginning  at  Fort  Madison,  Iowa,  thence  extending  to  Batavia,  in  said 
State,  a  distance  of  about  fifty-six  (56)   miles; 

Beginning  at  Burlington,  Iowa,  thence  extending  by  way  of  Winfield 
and  Oskaloosa  to  Tracey,  in  said  State,  a  distance  of  about  one  hundred 
and  eighteen  (118)  miles,  of  which  about  fourteen  (14)  miles  are  used  by 
the  Railroad  Company  under  lease; 

Beginning  at  Winfield,  Iowa,  thence  extending  to  Washington,  in  said 
State,  a  distance  of  about  nineteen   (19)   miles; 

Beginning  at  Albia,  Iowa,  thence  extending  by  way  of  Tracey  to  Des 
Moines,  in  said  State,  a  distance  of  about  sixty-six  (66)   miles; 

Beginning  at  Chariton,  Iowa,  thence  extending  by  way  of  Togo,  Iowa, 
and  Bethany,  Missouri,  to  St.  Joseph,  in  said  State,  a  distance  of  about 
one  hundred   and   forty-three '  (143)    miles; 

Beginning  at  Chariton,  Iowa,  thence  extending  to  Indianola,  in  said 
State,  a  distance  of  about  thirty   (30)   miles; 


410         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

Beginning  at  Creston,  Iowa,  thence  extending  to  Amazonia,  Missouri,  a 
distance  of  about  ninety-five   (95)   miles; 

Beginning  at  Alexandria,  Missouri,  thence  extending  by  way  of  Sedan 
and  Humeston,  Iowa,  to  Shenandoah,  in  said  State,  a  distance  of  about 
two  hundred  and  thirty-eight  (238)   miles; 

Beginning  at  Des  Moines,  Iowa,  thence  extending  by  way  of  Osceola  to 
Cainsville,  Missouri,  a  distance  of  about  one  hundred  and  six  (106)  miles; 

Beginning  at  Sedan,  Iowa,  thence  extending  to  Elmer,  Missouri,  a  dis- 
tance of  about  fifty-two  (52)  miles; 

Beginning  at  Creston,  Iowa,  thence  extending  to  Cumberland,  in  said 
State,  a  distance  of  about  forty-eight  (48)   miles; 

Beginning  at  Villisca,  Iowa,  thence  extending  to  Bigelow,  Missouri,  a 
distance  of  about  sixty  seven    (67)   miles; 

Beginning  at  Clarinda,  [owa,  thence  extending  to  Corning,  Missouri,  a 
distance  of  about  forty-five  I  15)   miles; 

Beginning  at  Togo,  Iowa,  thence  extending  by  way  of  Grant  City,  Mis- 
Bouri,  to  Albany,  in   said   state,  a   distance  of  about  sixty-six   (66)   miles; 

Beginning  at  Red  Oak,  Iowa,  thence  extending  to  Griswold,  in  said 
State,  a  distance  of  aboul  eighteen  (18)  miles; 

Beginning  at  Bed  Oak.  [owa,  thence  extending  to  Hamburg,  in  said 
State,  a   distance   of   about   thirty  nine    (39)    miles; 

Beginning  at  Eastings,  [ova,  thence  extending  to  Sidney,  in  said  State, 
a  distance  of  about  twenty-one  (21)  miles; 

Beginning  at   Eastings,   [owa,  thence  extending  to  Carson,  in  said  State, 

a    distance   Of   about    sixteen    I  1'ii    miles; 

Beginning  at  Palmyra  Junction,  Missouri,  thence  extending  to  Moody, 
in  said  state,  a  distance  of  about  nine  (9)  miles; 

Beginning  at  Cameron  Junction,  Missouri,  thence  extending  to  Kansas 
City,  in  Baid  state,  a  distance  of  about  fifty-four  (54)  miles; 

Beginning  at  Old  Monroe,  Missouri,  thence  extending  to  Mexico,  in  said 
state,  a  distance  of  about  sixty-three  (63J  miles; 

Franklin  Avenue  track,  in  Saint  Louis,  Missouri,  about  one  (1)  mile  in 
length  ; 

Beginning  at  Armour,  Missouri,  thence  extending  to  Atchison,  Kansas, 
a  distance  of  about  four  (4)  miles,  of  which  about  one-half  (y2)  mile  is 
used  by  the  Railroad  Company  under  lease; 

Beginning  at  East  Leavenworth,  Missouri,  thence  extending  to  Leaven- 
worth, Kansas,  a  distance  of  about  three  (3)  miles,  of  which  about  two 
(2)  miles  are  used  by  the  Railroad  Company  under  lease; 

Beginning  at  Nebraska  City  Junction,  Iowa,  thence  extending  to  Lin- 
coln, Nebraska,  a   distance  of  about  sixty-three    (63)   miles; 

Beginning  at  Nebraska  City,  Nebraska,  thence  extending  by  way  of 
Nemaha  to  Salem,  in  said  State,  a  distance  of  about  forty-five  (45)   miles; 

Beginning  at  Atchison,  Kansas,  thence  extending  to  Rulo  Junction,  Ne- 
braska, a  distance  of  about  forty-five   (45)   miles; 

Beginning  at  Oreapolis,  Nebraska,  thence  extending  to  Omaha,  in  said 
State,  a  distance  of  about  seventeen   (17)   miles; 


CORPORATE  HISTORY  411 

Beginning  at  Omaha,  Nebraska,  thence  extending  by  way  of  Ashland  to 
Schuyler,  in  said  State,  a  distance  of  about  eighty-one  (81)  miles; 

Beginning  at  Ashland,  Nebraska,  thence  extending  by  way  of  Sioux  City 
&  Western  Junction,  in  said  State,  to  Sioux  City,  Iowa,  a  distance  of  about 
one  hundred  and  nine  (109)  miles,  of  which  about  five  (5)  miles  are  used  by 
the  Railroad  Company  under  lease; 

Beginning  at  O  'Neill,  Nebraska,  thence  extending  to  Sioux  City  & 
Western  Junction,  in  said  State,  a  distance  of  about  one  hundred  and 
twenty-five   (125)   miles; 

Beginning  at  South  Omaha,  Nebraska,  thence  extending  to  Pappio,  in 
said  State,  a  distance  of  about  nine  (9)  miles,  of  which  about  five  (5) 
miles  are  used  by  the  Railroad  Company  under  lease; 

Beginning  at  Nemaha,  Nebraska,  thence  extending  by  way  of  Tecumseh 
to  Beatrice,  in  said  State,  a  distance  of  about  sixty -five  (65)  miles; 

Beginning  at  Table  Rock,  Nebraska,  thence  extending  by  way  of  Tecum- 
seh to  Lancaster,  in  said  State,  a  distance  of  about  sixty-one   (61)   miles; 

Beginning  at  Lincoln,  Nebraska,  thence  extending  by  way  of  Milford  to 
Columbus,  in  said  State,  a  distance  of  about  seventy-three  (73)  miles; 

Beginning  at  Crete,  Nebraska,  thence  extending  by  way  of  De  Witt  and 
Beatrice,  to  Wyrnore,  in  said  State,  a  distance  of  about  forty-three  (43) 
miles ; 

Beginning  at  Odell,  Nebraska,  thence  extending  to  Concordia,  Kansas,  a 
distance  of  about  seventy-one  (71)  miles; 

Beginning  at  De  Witt,  Nebraska,  thence  extending  by  way  of  Edgar 
and  Holdrege,  in  said  State,  to  Cheyenne,  Wyoming,  a  distance  of  about 
four  hundred  and  seventy-two   (472)   miles; 

Beginning  at  Stromsburg,  Nebraska,  thence  extending  by  way  of  McCool 
Junction  to  Alma,  in  said  State,  a  distance  of  about  one  hundred  and 
fifty-two  (152)  miles,  of  which  about  three  (3)  miles  are  used  by  the  Rail- 
road Company  under  lease; 

Beginning  at  McCool  Junction,  Nebraska,  thence  extending  to  Endicott, 
in  said  State,  a  distance  of  about  fifty-six  (56)  miles,  of  which  about  twelve 
(12)   miles  are  used  by  the  Railroad  Company  under  lease; 

Beginning  at  Fairmont,  Nebraska,  thence  extending  by  way  of  Strang 
to  Chester,  in  said  State,  a  distance  of  about  forty-five  (45)  miles; 

Beginning  at  Edgar,  Nebraska,  thence  extending  to  Superior,  in  said 
State,  a  distance  of  about  twenty-seven   (27)  miles; 

Beginning  at  Aurora,  Nebraska,  thence  extending  by  way  of  Hastings 
to  Lester,  in  said  State,  a  distance  of  about  sixty-four  (64)  miles; 

Beginning  at  Aurora,  Nebraska,  thence  extending  by  way  of  Central  City, 
Palmer  and  Greeley  Center,  to  Ericson,  in  said  State,  a  distance  of  about 
eighty-three   (83)   miles; 

Beginning  at  Palmer,  Nebraska,  thence  extending  to  Sargent,  in  said 
State,  a  distance  of  about  seventy-three  (73)  miles; 

Beginning  at  Greeley  Center,  Nebraska,  thence  extending  to  Burwell,  in 
said  State,  a  distance  of  about  forty  (40)   miles; 

Beginning  at  Kenesaw,  Nebraska,  thence  extending  to  Kearney,  in  said 
State,  a  distance  of  about  twenty-four    (24)   miles; 


412         CHICAGO,   BURLINGTON   &   QUINCY  RAILROAD   COMPANY 

Beginning  at  Republican,  Nebraska,  thence  extending  to  Oberlin,  Kan- 
sas, a  distance  of  about  seventy  eight  (78)  miles; 

Beginning  at  Oilcans,  Nebraska,  theme  extending  to  Saint  Francis, 
Kansas,  a   distance  of  about  one  hundred  and   thirty  four    (134)    miles; 

Beginning  at  Culbertson,  Nebraska,  thence  extending  to  Imperial,  in 
said   State,  a   distance  of  about  forty-nine    |  19)    miles; 

Beginning  at  Denver,  Colorado,  thence  extending  to  Lyons  and  Tower, 
in  said  State,  a  distance  of  about  fcit\  seven  I  17  I  miles,  of  which  about 
eleven       11      miles  are  used  by  the   Railroad  Company  under  lease; 

Beginning  a1  Bdgemont,  South  Dakota,  thence  extending  by  way  of 
Minnekahta  to  Englewood,  in  said  State,  a  distance  of  about  one  hundred 
and    six       Lib'      miles ; 

Beginning  at  Minnekahta,  South  Dakota,  thence  extending  to  Hot 
Springs,  in  -aid  state,  a  distance  of  about  thirteen   i  L3)   miles; 

uing  at  Englewood,  South  Dakota,  thence  extending  to  Spearfish,  in 
said  state,  a  distance  of  about  thirty  two     32)   miles; 

ining  at   Newcastle,  Wyoming,  thence  extending  to  Cambria,  in  said 
state,  a  distance  of  about  seven    (7)    miles; 

'    Hill    City,   South    Dakota,   thence  extending    to    Keystone,    in 
said    State,  a    distance   Of   about    ten       1",    mile-; 

lining    at    Alliance,    Nebraska,    thence   extending    to    Brush,    Colorado, 

a  distance  of  about  one  hundred  and  fiftj  i  l"11'  miles,  of  which  about 
twentj  four     24     miles  are  used  bj   'he  Railroad  Company  under  lease; 

•    Northport,   Nebraska,   thence   extending   to   Guernsey   and 
[ronton,  Wyoming  itance  of  about  one  hundred  and  four  (104)  miles; 

•e  of  the  fori  ileage  being  about  eight  thousand  five 

hundred   and   ninety  nine      3,599      miles,  of   which   about    i hundred   and 

miles  arc  used  by  the  Railroad  Company   under  lease; 
\ll   the    locomotives,  ing    stock,    roadbeds,    rights   of 

way,  Bta1  lunds,  railroad  yards,  and  other  lands  and  property  owned 

by    the    Railroad   Company   a-   appurtenant    to   it-   -aid    railroads,   now   or 

hereafter    subject    to    the    lien    of    this    indenture,    or    any    of    them;    also    all 

terminals   lying  and   situate    in    Chicago,   Aurora,   Galesburg,    Peoria,   and 

Eas1    Bt.    Louis,  in  the  State  of   Illinois;   St.   I'awl,   Mi lapolia  and   Winona, 

in    the     State    of     M  in ne-ota  ;     St.     Louis,     Hannilial,     Kansas    City     and     St. 

Joseph,  in  the  state  df  Missouri;  Clinton,  Dubuque,  Burlington,  Ottumwa, 

Des  Moines  and  Council  Bluffs,  in  the  State  of  Iowa;  Omaha  and  Lincoln, 
ill  the  State  of  Nebraska,  Denver,  in  the  State  of  Colorado,  and  <  Is, •where; 
also  all  telegraph  and  telephone  lines,  ;i|]  tools,  supplies  and  material,  shops, 
building8,    works,    real    estate,    and    all    other    real    and    personal    property   of 

whatsoever  description   now    owned   or  hereafter  acquired   by  the  Railroad 

pany  as  appurtenant  to  the  s,-,i,|  railroads  now  or  hereafter  subject  to 
the  lien  of  this  indenture,  or  any  part  of  them;  and  all  leases,  trackage, 
cont  -s,   rights  and    privileges,   now    or   hen-after  ap- 

purtenant t<>  s:,i,|  railroads  and  property,  or  any  of  them;  also  all  rents, 
issues,  profits,  tolls  and  income  of  the  railroads  or  other  property  now  or 
hereafter  subject  to  the  lien  of  this  indenture. 

Such    additional    railroads,    additional    main    or    other    tracks,    build- 


CORPORATE  HISTORY  413 

bigs,  shops,  works,  yards  and  terminals,  bridges  across  the  Mississippi  or 
Missouri  Rivers,  or  elsewhere,  and  all  other  property  as  the  Railroad  Com- 
pany may  hereafter  build,  buy  or  otherwise  acquire  with  the  proceeds  of 
bonds  issued  under  the  provisions  of  Section  5  of  Article  I  of  this  indenture. 
But,  nevertheless,  all  other  railroads,  extensions,  branches,  property  and 
franchises  of  the  Railroad  Company,  by  it  hereafter  acquired,  other  than 
by  means  of  the  proceeds  of  bonds  issued'  hereunder,  together  with  the 
appurtenances  thereof  and  the  rolling  stock  and  equipment  for  use  thereon, 
and  the  terminals  connected  therewith,  and  the  property  acquired  for  use 
thereon  or  for  the  purposes  thereof,  shall  be  free  from  the  lien  of  this 
indenture,  and  nothing  herein  contained  shall  be  construed  as  creating  or 
imposing  thereon  any  lien  or  encumbrance;  and 

Saving  and  excepting  also  from  the  lien  of  this  indenture  any  lands  or 
real  property,  or  interest  therein,  not  hereinbefore  expressly  described,  and 
not  used  for,  or  not  appurtenant  or  incidental  to,  the  maintenance  or  oper- 
ation of  the  railroads  or  the  carrying  on  of  the  business  of  the  Railroad 
Company. 

To  have  and  to  hold  all  and  singular  the  railroads,  premises  and  property 
above  described,  unto  the  said  Trustees,  their  successors  in  said  trust  and 
assigns,  to  their  own  use  and  behoof  forever;  subject,  however,  to  the  prior 
lien  of  existing  mortgages,  as  aforesaid,  and  also  subject  to  all  reservations, 
if  any,  contained  in  any  conveyance  under  which  the  Railroad  Company 
has  acquired,  or  shall  hereafter  acquire,  title  to  any  of  the  railroads  or 
property  conveyed,  or  to  be  conveyed,  by  this  indenture. 

In  trust,  nevertheless,  for  the  equal  and  proportionate  benefit  of  all 
holders  of  bonds  issued  or  to  be  issued  under  and  secured  by  this  indenture, 
without  preference,  priority  or  distinction  as  to  lien  or  otherwise,  of  any 
bond  over  any  other  bond  by  reason  of  priority  in  the  issue  or  negotiation 
thereof ; 

It  being  hereby  declared  and  covenanted  with  each  holder  of  said  bonds 
that  all  of  the  same  which  are  executed,  authenticated  and  issued  shall  be 
equally  secured  by  this  indenture,  in  accordance  with,  and  subject  to,  the 
covenants,  uses  and  trusts  following,  that  is  to  say: 

Article  I. 

Section  1.  Bonds  and  coupons  issued  pursuant  to  this  indenture  shall  be 
of  the  tenor  and  form  hereinbefore  set  forth;  coupons  shall  be  authenti- 
cated by  the  engraved  signature  of  the  present  or  of  any  future  Treasurer 
or  Assistant  Treasurer  of  the  Railroad  Company,  and  each  bond  shall  be 
authenticated  by  a  certificate  of  the  Trust  Company,  also  of  the  tenor  and 
form  hereinbefore  set  forth,  which  certificate  shall  be  conclusive  evidence  of 
the  validity  of  the  issue  of  said  bonds  under  this  indenture. 

Bonds  executed  by  the  officers  of  the  Railroad  Company,  at  the  time  of 
such  execution  duly  authorized  to  execute  the  same,  may  be  authenticated, 
delivered  and  issued,  notwithstanding  such  officers,  at  the  time  of  such 
authentication,  delivery  and  issue,  may  have  ceased  to  be  officers  of  the 
Railroad  Company. 


414         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

Any  of  said  bonds  may  be  originally  authenticated  and  issued  as  coupon 
bonds,  with  or  without  registration,  or  as  registered  bonds  without  coupons, 
at  the  pleasure  of  the  Railroad  Company. 

Coupon  bonds  shall  be  respectively  of  one  series,  or  of  such  several  series 
and  of  such  denomination  or  denominations  as  the  Directors  may  from  time 
to  time  prescribe.  Registered  bonds  without  coupons  shall  be  issued  only 
of  the  denominations  of  five  thousand  dollars  ( $5,000.00),  ten  thousand 
dollars  ($10,000.00),  or  fifty  thousand  dollars  ($50,000.00);  coupon  bonds 
shall  pass  by  delivery,  unless  registered,  and  shall  be  exchangeable  into 
registered  bonds  and  registered  bonds  into  coupon  bonds,  upon  the  condi- 
tions and  in  the  manner  in  said  bonds  and  in  this  indenture  set  forth; 
each  series  of  bonds  shall  be  appropriately  designated,  and  numbered  con- 
secutively from  one  to  the  highest  number  issued. 

Un  request  of  the  Railroad  Company,  but  always  subject  to  and  within 
the  provisions  of  this  indenture,  bonds  shall  be  authenticated  and  delivered 
in  advance  of  the  recording  "I  this  indenture;  but  the  Railroad  Company 
shall  cause  this  indenture  to  lie  fully  recorded  as  required  by  law,  with  all 
convenient  speed. 

§  2.  Of  the  authorized  issue  there  shall  he  reserved,  to  be  executed  by 
the  Railroad  Company  and  to  be  authenticated  and  delivered,  as  hereinafter 
set  forth,  by  said  Trust  Company,  bonds  to  the  aggregate  principal  sum  of 
One    Hundred    and    Seventy  live    Million     Dollars     ($175,000,000.00),    to    en- 

the    Railroad   Company    to   pay   and    discharge   the    following   bonds, 
whether  the  same  he  outstanding  or  held  by  the  Railroad  Company  or  in 

sinking  funds  of  the  several  mortgages  securing  the  same;   subject,  however, 
as  to  tli.'  bonds  held  in  sinking  funds,  to  the  provisions  of  Section  3  of  this 

Ai  tick-,   that    is   to   sav  : 

335, of  Chicago,  Burlington  &  Quincy   Railroad,  Illinois  Division, 

per  cent,  bonds,  maturing  duly  l,  1949; 

$34,165, I  of  Chicago,  Burlington  &  Quincy   Railroad,  Illinois  Division, 

4  per  cent,  bonds,  maturing  July  1,  1949; 

39,000  of  Chicago,   Burlington  &  Quincy   Railroad,  Iowa   Division,  4 
■  lit.  bonds,  maturing  <  October  L,  L919; 

$2,287,000  'if  Chicago,  Burlington  &  Quincy  Railroad,  Iowa  Division,  5 
per  cent,  bonds,  maturing  October  1,  L919; 

$4,300, »f  I  bicago,  Burlington  &  Quincy  Railroad  sinking  fund  4  per 

cent,  bonds,  maturing  September   1,   L921; 

$9,000,000  of  Chicago,  Burlington  &  Quincy  Railroad  5  per  cent,  deben- 
ture boa. is,  maturing  May  1,  L913; 

$7,968,000  of  Chicago,  Burlington  &:  Quincy  Railroad,  Denver  Extension, 
4  per  cent,  bonds,  maturing   February    1,    1922; 

$24,505,000  of  Chicago,  Burlington  &  Quincy  Railroad,  Nebraska  Exten- 
sion, 4  per  cent,  bonds,  maturing  May  1,  10l'7; 

$13,751,oou  of  Burlington  &  Missouri  River  Railroad  in  Nebraska,  6  per 
cent,  bonds,  maturing  July  1,  1918; 

$3,347,000  of  Burlington  ..v.  Missouri  River  Railroad  in  Nebraska,  4  per 
cent,  bonds,  maturing  January  1,  1910; 


CORPORATE  HISTORY  415 

$1,078,000  of  Republican  Valley  Railroad  6  per  cent,  bonds,  maturing 
July  1,  1919; 

$8,000,000  of  Hannibal  &  St.  Joseph  Railroad  6  per  cent,  mortgage 
bonds,  maturing  April  30,  1911; 

$133,000  of  Tarkio  Valley  Railroad  7  per  cent,  mortgage  bonds,  maturing 
June  1,  1920; 

$118,000  of  Nodaway  Valley  Railroad  7  per  cent,  mortgage  bonds,  matur- 
ing June  1,  1920; 

$1,125,000  of  Atchison  &  Nebraska  Railroad  7  per  cent,  bonds,  maturing 
March  1,  1908; 

$600,000  of  Lincoln  &  Northwestern  Railroad  7  per  cent,  bonds,  maturing 
January   1,   1910. 

§  3.  The  said  Trust  Company  shall  authenticate  and  deliver  to  the 
Railroad  Company,  or  upon  its  order,  bonds  for  the  purposes  provided  for 
in  Section  2  hereof,  in  the  manner  following,  to  wit: 

Whenever  and  as  often  as  the  Railroad  Company  shall  surrender  to  the 
Trust  Company  any  of  the  bonds  aforesaid,  whether  canceled  or  uncanceled, 
together  with  all  unmatured  coupons  attached  or  belonging  to  the  same, 
the  Trust  Company,  upon  the  demand  or  demands  of  the  Railroad  Company, 
expressed  through  attested  resolutions  of  its  Directors,  shall  authenticate 
and  deliver  to  the  Railroad  Company,  or  upon  its  order,  bonds  secured  by 
this  indenture  for  an  amount  equal,  at  par  of  each,  to  the  amount  of  such 
bonds  or  other  obligations  surrendered,  and  for  such  additional  amount  as 
shall  at  par  be  equal  to  the  premiums,  if  any,  paid  by  the  Railroad  Com- 
pany therefor,  as  set  forth  in  said  resolution  or  resolutions,  and  so  shall 
continue  from  time  to  time  until  all  the  existing  bonds  and  other  obliga- 
tions aforesaid  shall  have  been  surrendered.  The  certificate  of  the  Treas- 
urer, or  Assistant  Treasurer,  of  the  Railroad  Company,  setting  forth  the 
premiums  paid,  shall  be  conclusive  upon  the  Trust  Company  and  the  Rail- 
road Company. 

In  case  any  of  the  existing  bonds  enumerated  in  Section  2  hereof  have 
been,  or  shall  hereafter  be  redeemed,  purchased  or  acquired,  pursuant  to 
sinking  fund  provisions  of  any  mortgage  or  deed  of  trust  securing  said 
bonds,  and  are  deposited  and  remain,  whether  canceled  or  uncanceled,  with 
the  trustee  or  trustees  of  said  existing  mortgage  or  deed  of  trust  for 
the  benefit  of  a  sinking  fund;  then,  from  time  to  time,  upon  the  pro- 
duction by  the  Railroad  Company  of  a  certificate  from  the  trustee  or 
trustees  of  such  existing  mortgage  or  deed  of  trust  to  the  effect  that 
bonds  in  the  amount  specified  in  such  certificate  have  been  redeemed, 
purchased  or  acquired  pursuant  to  the  sinking  fund  provisions  of  such 
existing  mortgage  or  deed  of  trust  and  that  such  bonds  have  been  deposited 
and  then  remain  with  said  trustee  or  trustees,  the  Trust  Company  shall 
authenticate  and  deliver  to  the  Railroad  Company,  or  upon  its  order,  bonds 
reserved  under  this  section,  in  the  same  way  and  to  the  same  amount  as 
would  be  done  if  such  existing  bonds,  instead  of  being  deposited  and  remain- 
ing in  the  sinking  fund  as  aforesaid,  had  been  surrendered  to  the  said 
Trust  Company  in  compliance  with  this  section. 


416         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

And  if  any  issue  of  existing  bonds,  so  surrendered  to  the  Trust  Com- 
pany, has  been  secured  by  the  pledge  or  hypothecation  of  underlying  bonds 
issued  under  any  mortgage  or  deed  of  trust  upon  any  railroad,  or  part 
thereof,  conveyed  by  this  indenture,  the  Railroad  Company,  when  and  as  it 
rightfully  may,  shall  withdraw  such  underlying  bonds  from  the  pledgee 
there"!',  and  shall  deposit  them  with  the  Trust  Company,  whether  canceled 
or  uncanceled.  The  Trust  Company  shall  hold  all  such  existing  bonds,  and 
such  underlying  bond-.  SO  mm  rendered  to  it  as  aforesaid,  for  the  further 
rity  of  the  bonds  secured  by  this  indenture,  until  such  time  as  the  lien 
or  lien-  of  the  mortgages  or  deed-  of  trust  securing  the  same  shall  have 
been  fully  discharged  or  satisfied,  or  adequate  provision  made  therefor;  and 

shall    further   hold   said   existing   bonds   and    underlying  honds   until   the   said 

Company  -hall,  by  attested  resolution  of  it-  Directors,  demand  to  have  them 
delivered  to  the  Railroad  Company,  and  thereupon  the  Trust  Company  shall 
deliver   them   to  the   Railroad   Company,   liist   canceling  those  not  already 

canceled;    provided,    however,    that    DO    such    existing    bonds   shall   be   so   can-' 

I    or    delivered    to    the    Railroad    Company     unless   all    prior    liens   securing 

underlying    bond-,    deposited    a-   aforesaid    Cor    the    further   security    of   such 

existing  bonds,  shall  have  been  fully  satisfied,  or  adequate  provision  made 
■  for.     The  TruBl  <  ompanj   maj  act  upon  the  certified  resolutions  of  the 
Directors,  oi   the  property  certified  opinion  of  counsel  for  the  Railroad  Com 
puny  that  the  lien  or  liens  of  the  mortgages  or  deed-  of  trust  securing  any 

Of    the    existing    Or    an)    Of    the    underlying    bond-    aforesaid    shall    have    been 

fully   discharged   or   satisfied,   or   that   adequate   provision    has   been    made 

therefor. 

If,  after  the  surrender  to  the  Trust  Company  of  ninety  five  (95)  per 
cent,  of  all  the  existing  bonds  hereinbefore  enumerated,  and  after  the  Trust 

Company    shall    have    set    aside    the   amount    of    bonds   equal,    at    par    of   each, 

to  the  amount  of  -aid  existing  bonds  and  obligations  not  so  surrendered, 
there   be   unissued   any   residue  of   bond-  of  the  aforesaid   reserve  of  one 

Hundred  and  Seventy  -live  Million   Dollars   ($175, ),000.00)  ;   then   the  Trust 

Company,   without   any   other  or   further  condition    precedent,   shall  authenti- 

and  deliver  to  the  Railroad  Company  Buch  residue  of  the  bonds  reserved 
a-  aforesaid,  and  then  remaining  unissued,  upon  the  demand  or  demands  of 
the  Railroad  <  ompany  expressed  through  attested  resolutions  of  its  J)i- 
ora. 
Whenever  anj  fond-,  which  it  is  provided  herein  shall  be  refunded,  have 
been  lost,  stolen  or  destroyed,  bo  that  they  cannot  be  presented  and  sur- 
rendered b\   the  rightful  owners  thereof  tor  payment  upon  their  maturity, 

but  shall  be  paid  by  the  Railroad  Company  upon  the  giving  of  indemnity 
satisfactory  to  the  Directors,  bond-  under  this  indenture  in  lieu  thereof  shall 

be  authenticated  by  the  Trust  <  ompanj  and  delivered  to  the  Railroad  Com- 
pany, upon  the  giving  (d'  proper  indemnity  to  the  Trust  Company. 

A  certificate  signed,  or  purporting  to  be  signed  by  the  President  or  other 
executive  officer,  and  by  the  General  Auditor  or  the  Treasurer,  of  the  Rail- 
road (.'ompany,  as  to  the  facts  pertb.jnt  to  the  right  to  authenticate  and 
deliver  refunding  and  extension  bonds  as  aforesaid,  shall,  as  regards  the 
Trust  Company,  be  conclusive  evidence  of  such  facts  and  be  full  authority 


CORPORATE  HISTORY  417 

for  action  of  the  Trust  Company  on  the  faith  thereof,  in  accordance  there- 
with. 

No  bond  held  in,  for,  or  on  account  of  any  sinking  fund,  for  which  a 
bond  secured  by  this  indenture  shall  be  issued  as  in  this  Article  provided 
shall  thereafter  be  reissued  in  any  manner  or  form. 

§  4.  The  said  Trust  Company,  reserving  the  One  Hundred  and  Seventy- 
five  Million  Dollars  ($175,000,000.00)  of  bonds,  as  before  provided,  shall 
authenticate  and  deliver  to  the  Eailroad  Company,  upon  its  demand  or  de- 
mands, expressed  from  time  to  time  through  attested  resolutions  of  its 
Directors,  stating  that  the  oonds  are  to  be  authenticated  and  issued  pursu- 
ant to  the  provisions  of  this  section,  and  without  any  other  or  further  con- 
dition precedent: 

First — Bonds  not  exceeding  in  amount  Two  Million  Dollars  ($2,000,- 
000.00),  to  be  used  in  the  discretion  of  the  Directors,  for  facilitating  and 
promoting  the  discharge  of  the  debts  in  Section  2  of  this  Article  enumer- 
ated ;  and 

Second — Bonds  to  the  amount  of  Forty-five  Million  Dollars  ($45,000,- 
000.00),  to  be  used  in  reimbursing  the  treasury  of  the  Eailroad  Company 
for  expenditures  heretofore  made  in  the  acquisition  of,  or  in  procuring  or 
aiding  in  the  construction  of  the  railroads  and  railroad  bridges  hereinbe- 
fore conveyed,  and  of  the  terminals  and  other  property  thereto  appurtenant, 
and  of  improvements  and  additions  thereto 

§  5.  The  remainder  of  the  bonds  authorized  by  this  indenture  shall  be, 
from  time  to  time,  authenticated  by  the  said  Trust  Company,  and  issued  by 
the  Eailroad  Company,  only  when  and  as  the  same,  or  the  proceeds  thereof, 
shall  be  required  by  the  Eailroad  Company  for  the  cost  of  additions,  im- 
provements and  betterments  of  and  to  the  railroads  and  property  conveyed 
by  this  indenture,  or  of  additional  equipment  therefor,  or  of  building,  buy- 
ing or  otherwise  acquiring  additional  railroads  and  terminals,  or  of  acquir- 
ing all  or  any  part  of  the  capital  stock,  bonds  or  other  evidence  of  indebted- 
ness representing  the  same,  additional  main,  side  or  other  tracks,  yards, 
buildings,  shops  or  works,  and  of  additions,  improvements  and  betterments 
thereto  and  equipment  therefor,  or  of  buying,  building  or  otherwise  acquir- 
ing, for  the  purpose  of  connecting  its  various  railroads,  bridges  across  the 
Mississippi  Eiver  or  the  Missouri  Bive±,  or  elsewhere. 

Before  authenticating  and  delivering  bonds  in  pursuance  of  this  section, 
there  shall  be  delivered  to  the  Trust  Company  a  copy  of  a  resolution  of  the 
Directors  of  the  Eailroad  Company  certified  by  its  Secretary  or  Assistant 
Secretary,  calling  for  the  authentication  and  delivery  of  such  bonds,  and 
also  a  certificate  or  certificates  signed  and  verified  by  the  President,  or  a 
Vice-President,  and  by  the  Chief  Engineer  and  the  chief  accounting  officer 
of  the  Eailroad  Company,  setting  forth : 

(a)  That  expenditures  have  been  made  for  one  or  more  of  the  purposes 
for  which  said  bonds  may  be  issued,  indicating  the  particular  property  con- 
structed or  acquired,  and  stating  the  amount  of  the  expenditures  made  or 
incurred  by  the  Eailroad  Company,  in  the  construction  or  acquisition 
thereof; 


418         CHICAGO,  BURLINGTON   &  QUINCY  RAILROAD  COMPANY 

(b)  That  Bueh  expenditures  are  not  in  excess  of  the  fair  value  of  such 
property  and  the  interest  therein  acquired  by  the  Railroad  Company,  and 
that  no  portion  of  such  expenditures  has  been  included  in  any  previous 
certificate  furnished  hereunder;  and  that  no  bonds  or  proceeds  of  bonds 
were  previously  received  in  respect  thereof,  under  this  indenture; 

(c)  Any  other  matters  upon  which  the  right  of  the  Trust  Company  to 
authenticate  and  deliver  bonds  may  depend,  in  whole  or  in  part. 

The  Trust  Company  may  accept  all  statements  in  said  resolutions  and 
certificates  contained  as  conclusive,  but  in  its  discretion  may  verify  the 
truth  of  the  statements  of  such  resolutions  or  certificates,  anil  may  require 
such   further  evidence  in   respect    thereto  as  may   seem  to  it  necessary. 

y  -ii, -h  certificate  furnished  tinder  this  section,  shall  lie  accompanied 
by  such  instruments  and  conveyances,  satisfactory  to  the  Trustees  hereunder, 
as  ma}  be  necessary  to  rest  in  the  Trustees  all  the  new  property  so  con- 
structed  or  acquired  in  respecl  of  which  bonds,  or  the  proceeds  of  bonds, 
are  applied  fo 

Thereupon  the  Trust  Company  shall  authenticate  and  deliver  to  the  Bail- 
road  Company,  bonds  reserved  hereunder,  to  an  amount  equal,  at  par,  to 
the  expenditure  so  certified  for  the  purposes  aforesaid. 

I'm    Trust   Company   shall   authenticate  and   deliver  to  the   Railroad 
Company    bonds  demanded  by   it.  a-  i-  provided   by  this  indenture,  all  at  one 

time,  01  in  such  parts  and  at  Mich  time  or  times,  as  may  lie  designated  by 
it-   Directors  in  appropriate  resolutions  as  aforesaid. 

re  authenticating  and   delivering   any   coupon    bond   hereby   secured 

the    Trust    Company    Bhall    detach    and    Bhall    cancel    all    coupons    thereof   then 

matured,  ami  deliver  the  same  to  the  Railroad  Company. 

$    7.      The    -aid    'I  npany    shall    nut    authenticate    and    deliver    bonds 

in  :,  gate  principal  amount  exceeding  Three  Hundred  Million  Dol- 
lar-    $300, >, at  any  one  time  outstanding. 

The  Trust  Company  may,  from  time  to  time,  and  at  any  time  hereafter, 
require  from  the  Railroad  Company  statements  Bhowing  the  abrogate 
amount  of  bond-  then  outstanding  and  secured  by  this  indenture,  and,  for 
their  information  in  this  behalf,  may  have  reasonable  access  to  the  books 
of  the  Railroad  <  lompany. 

§  8.  Coupon  bonds  issued  under  this  indenture  shall  pass  by  delivery, 
unh  -.led    in    the   owner'-    name   on    the   books   of   the    Railroad  Com- 

pany, at  its  office  or  agency  in  the  city  of  Boston,  Massachusetts,  or  at  its 
office  or  agency  in  the  City  of  New  York,  or  elsewhere  if  the  Directors  shall 
so  prescribe;  such  registration  being  noted  on  the  bond  by  the  proper  officer 
of  the  Railroad  Company.  After  auch  registration,  such  bonds  shall  pass 
only  by  transfer  on  the  books  of  the  Railroad  Company,  by  the  registered 
owner,  or  his  attorney  thereto  duly  authorized,  the  transfer  being  similarly 
noted  on  the  bond  by  such  officer  of  the  Railroad  Company,  unless  the  last 
transfer  -hall  have  been  made  and  registered  to  bearer,  in  which  case  such 
bonds  shall  again  pass  by  delivery  until  again  registered.  In  all  eases,  the 
coupons  shall  be  payable  to  bearer,  whether  the  bonds  themselves  be  regis- 
tered or  not. 


CORPORATE  HISTORY  419 

Whenever  coupon  bonds  issued  under  this  indenture,  bearing  interest  at 
the  same  rate,  and  amounting  at  par  to  five  thousand  dollars  ($5,000.00), 
ten  thousand  dollars  ($10,000.00),  or  fifty  thousand  dollars  ($50,000.00), 
are  offered  in  exchange  for  a  registered  bond  or  bonds  without  coupons, 
the  Kailroad  Company,  upon  the  payment  of  the  charges  therefor,  shall  issue, 
and  the  Trust  Company  shall  authenticate  in  exchange  therefor,  a  registered 
bond  or  bonds,  without  coupons,  for  the  same  aggregate  amount  of  prin- 
cipal, and  bearing  interest  at  the  same  rate;  and  whenever  a  registered 
bond  or  bonds,  without  coupons,  issued  under  this  indenture,  is  offered  in 
exchange  for  registered  bonds  of  other  denominations,  the  Kailroad  Com- 
pany, upon  payment  of  the  charges  therefor,  shall  issue,  and  the  Trust  Com- 
pany shall  authenticate  in  exchange  therefor,  other  registered  bonds  for 
the  same  aggregate  amount  of  principal  and  bearing  interest  at  the  same 
rate. 

Whenever  any  registered  bond  without  coupons,  issued  under  and  se- 
cured by  this  indenture,  shall  be  surrendered  for  exchange  for  coupon  bonds, 
the  Railroad  Company,  upon  payment  of  the  charges  therefor,  shall  issue, 
and  the  Trust  Company  shall  authenticate,  and  in  exchange  for  such  bonds 
shall  deliver  coupon  bonds  for  the  same  aggregate  principal  sum,  and  bear- 
ing interest  at  the  same  rate,  as  such  registered  bond,  with  the  coupons 
maturing  on  and  after  the  first  day  of  March  or  September  next  after  the 
date  of  such  exchange. 

The  Railroad  Company  shall  cancel  all  bonds  and  unmatured  coupons  sur- 
rendered, as  aforesaid,  and  deliver  the  same  to  the  Trust  Company,  which 
shall  cancel  its  certificate  thereon,  and  return  the  bonds  to  the  Railroad 
Company. 

Every  registered  bond,  without  coupons,  issued  under  this  indenture,  shall 
be  transferable  by  the  registered  holder  thereof,  or  by  his  attorney  thereunto 
duly  authorized,  on  the  books  of  the  Railroad  Company,  at  its  office  or 
agency  in  the  City  of  Boston,  Massachusetts,  or  at  its  office  or  agency  in 
the  City  of  New  York,  or  elsewhere,  if  the  Directors  shall  so  prescribe.  In 
every  such  case  the  transfer  shall  be  noted  on  the  bond  by  the  appropriate 
entry,  signed  by  the  proper  officer  of  the  Railroad  Company. 

The  Railroad  Company,  (1)  for  any  exchange  of  coupon  bonds  for  regis 
tered  bonds,  (2)  for  any  transfer  of  registered  bonds  without  coupons,  and 
(3)  for  any  exchange  of  registered  bonds  without  coupons  for  coupon  bonds, 
at  its  option,  may  require  the  payment  of  a  sum  sufficient  to  reimburse  it 
for  any  stamp  tax  or  governmental  charge,  and  in  addition  thereto  such 
further  sum  as  may  be  necessary  to  meet  other  expenses  connected  there- 
with, such  further  sum,  however,  not  to  exceed  one  dollar  for  each  new 
bond  issued  upon  such  exchange  or  transfer. 

§  9.  In  case  any  bond  issued  under  this  indenture  shall  be  mutilated, 
lost  or  destroyed,  the  Trust  Company,  upon  the  demand  of  the  Railroad 
Company,  shall  authenticate  and  deliver  a  new  bond  of  like  tenor  and 
date  (including  coupons  in  case  of  a  coupon  bond),  bearing  the  same  serial 
number,  in  exchange  and  substitution  for,  and  upon  cancellation  of,  the 
mutilated  coupon  bond  and  its  coupons,  or  the  mutilated  registered  bonds, 
or  in  lieu  of  and  substitution  for  the  coupon  bond  and  its  coupons,  or  the 


420  CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD   COMPANY 

registered  bond,  so  ■    -  i  or  lost.     The  applicant  for  such  substituted 

bond  shall  furnish  to  the  Railroad  Company  and  to  the  Trust  Company 
evidence  satisfactory  to  both  of  them  of  the  mutilation,  destruction  or  loss 
of  such  coupon  bond  and  its  coupons,  or  of  such  regisl  I  bond,  and  shall 
also  furnish  indemnity  satisfactory  to  both  of  them  in  their  discretion. 

A  1TICLE    II. 

The  Railroad  Company  covenants  that  it  will  maintain,  or  cause  to  be 
maintained,  the  properties  conveyed  by  this  indenture,  in  good  condition 
and  repair,  and  the  same  according  to  law;    that  it   will   pay  the 

principal  and  inl  -    ssued  under  this  indenture  according  to 

terms  thereof;   that  it  will  pay  or  can-  |  ;ii.l  all  taxe-  and  aSE 

ments.  federal,  state  or  municipal,  upon  said  properties,  or  any  part  thereof, 
or  upon  the  earnings  or  income  thereof;  provided,  nevertheless,  that  the 
Rab  ■     mpany  shall  not  be  deemed  or  held  to  be  in  default  in   respect 

to  its  _  ition  to  pay  any  such  tax,  ent,  or  other  charge  so  long 

as  the  Railroad  Company  in  good  faith  and  by  proper  legal  proceedings 
shall  contest  the  validity  thereof.     That  it  will  maintain  an  office  or  agency 

I  e,   for  the  registration  of  bonds, 

in  b       -  '     be  kept  for  the  purpose,  in  accordance  with  tin-  provisions  of 

X'ticle  I  hereof:   that  it  will  dispose  of  said  bonds  only 

in   the  manner  provided  in  this   indenture,  and  apply  the  proceeds  only  to 

the  purposes  in  this  indenture  bed;  that  it  will  at  all  time-  hereafter, 

upoi  -*  in  wri'  and  delr  such  further 

reasonable   and  the    property    and    franchises    in- 

:  by  this  indenture,  whether  now  owned  or  hereafter  to 

acquired,  as  may  be  reqn  the  more  fully  assuring  to  the  Baid 

True  1    property    and    franchise-,    and    fur    carrying    into    effect    the 

:nd   puij  that   it   will  not  apply    for  or  avail 

itself   of   any    injunction    or   stay   of    j  _-  :    or    in    any    way 

take  advantage  of  any  extension  law,  stay  law,  valuation  law,  redemption 

law,  ap]  '  law,  or  any  law  of  any  State  or  Territory,  in  which  any 

prop  i  by  this  indenture  is  or  shall  ted  or  found,  whether 

imu    .:.    force   or   which   hereafter   may    be   in    force,   which   in   any   way  may 

alter,  impair,  or   impede  the  rights  or  remedies  of  the  holders  of  the  bonds 

r  of  the  Tr  which  shall  affect  or   change  the  time,  place, 

means  or  mode  o:  ing  or  enfor.      _         h   rights  or  remedies. 

The  Railroad  Company,  from  time  to  time,  may  make  changes  or  altera- 
tions in,  or  substitutions  for,  any  leases  or  contracts  for  trackage  rights 
•o  this  indenture,  but  in  any  such  event,  any  such  modified,  altered 
or  substituted  leases  or  contracts  for  trackage  rights  forthwith  shall  be- 
come bound  by,  and  be  subject  to,  the  terms  of  this  indenture  in  the  same 
manner  as  those  previously  existing. 

AUTICLK   III. 

Section*  1.  Upon  the  request  of  the  Railroad  Company  from  time  to 
time,   ex  through   attested   resolutions   of  its  Directors,  and  subject 


CORPORATE  HISTORY  421 

to  the  conditions  and  limitations  in  this  Article  prescribed,  but  not  other- 
wise, the  Trustees  shall  release  from  the  lien  and  operation  of  this  indenture 
any  part  of  the  mortgaged  premises  then  subject  thereto.  If  the  property 
which  the  Eailroad  Company  desires  to  have  so  released  is  real  estate, 
track  or  rights  of  way,  which,  in  the  judgment  of  the  Eailroad  Company, 
is  no  longer  necessary  for  use  in  connection  with  its  railroad,  the  proceeds 
of  any  sale  thereof,  if  in  excess  of  one  thousand  dollars  ($1,000.00),  shall 
be  paid  to  the  Trust  Company  and  used  by  it  in  the  purchase  of  bonds 
issued  under  this  indenture;  or,  if  the  Eailroad  Company  so  elect,  shall  be 
used  by  it,  with  the  consent  of  the  Trust  Company  in  making  additions  to 
the  railroads  and  property  conveyed  by  this  indenture,  in  the  purchase  of 
additional  real  estate,  or  in  the  improvement  and  betterment  of  the  mort- 
gaged premises.  Any  and  all  of  the  real  estate  acquired  by  the  Eailroad 
Company  in  exchange  for,  or  to  take  the  place  of,  any  real  estate  released 
or  withdrawn  from  the  lien  and  operation  of  this  indenture,  shall  become 
and  be  subject  to  the  lien  hereof  as  fully  as  if  specifically  mortgaged 
hereby;  but,  if  requested  by  the  Trust  Company,  the  Eailroad  Company 
shall  convey  the  same  to  the  Trustees  by  appropriate  deed,  upon  the  trusts 
and  for  the  purposes  of  this  indenture.  No  part  of  the  track  or  of  the 
rights  of  way  conveyed  by  this  indenture  shall  be  released  therefrom,  unless 
the  same  shall  no  longer  be  necessary  in  the  use  and  operation  of  the  Com- 
pany 's  railroads,  nor  if  thereby  the  continuity  of  any  line  of  railroad  re- 
maining subject  to  this  indenture  shall  be  broken. 

§  2.  The  Eailroad  Company  may  sell,  exchange  or  otherwise  dispose  of 
any  equipment  or  other  jjersonal  property  that  in  its  judgment  shall  have 
become  unsuitable  or  is  not  needed  for  the  purposes  of  its  business,  sub- 
stituting therefor  property  of  equal  value,  which  shall  at  once  and  without 
further  conveyance  be  covered  by  and  become  subject  to  this  indenture. 

All  moneys  in  excess  of  one  thousand  dollars  ($1,000.00),  received  as 
compensation  for  property  taken  from  the  Eailroad  Company  by  the  exer- 
cise of  the  power  of  eminent  domain  shall  be  paid  to  the  Trust  Company 
and  used  by  it  in  the  purchase  of  bonds  issued  under  this  indenture,  or, 
if  the  Eailroad  Company  so  elect,  shall  be  used  by  it,  with  the  consent  of 
the  Trust  Company,  in  the  purchase  of  additional  real  estate,  or  in  the  im- 
provement and  betterment  of  the  mortgaged  premises. 

§  3.  In  no  event  shall  any  purchaser  or  purchasers  of  any  property, 
sold  or  disposed  of  under  any  provision  of  this  Article,  be  required  to  see 
to  the  application  of  the  purchase  money. 

§  4.  In  case  the  mortgaged  premises  shall  be  in  the  possession  of  a 
receiver  lawfully  appointed,  the  powers  in  and  by  this  Article  conferred 
upon  the  Eailroad  Company  may  be  exercised  by  such  receiver,  with  the 
approval  of  the  Trustees;  and,  if  the  Trustees  shall  be  in  possession  of  the 
mortgaged  premises  under  any  provision  of  this  indenture,  then  all  the 
powers  of  this  Article  conferred  upon  the  Eailroad  Company  may  be  exer- 
cised by  the  Trustees  in  their  discretion. 

§  5.  A  certificate  of  the  Eailroad  Company,  under  its  corporate  seal, 
signed  and  verified  by  the  affidavit  of  its  President  or  a  Vice-President, 
may   be   received   by   the    Trustees   as   conclusive   evidence   of   any   of   the 


422         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

statements  therein  set  forth,  and  shall  be  full  warrant  to  the  Trustees  for 
any  action  taken  or  suffered  by  them  under  the  provisions  of  this  Article 
on  the  faith  thereof;  but  in  their  discretion  the  Trustees  may  require  such 
further  or  additional  evidence  as  to  them  may  seem  reasonable.  If  the 
Trustees  shall  determine  to  make  any  further  inquiry,  or  require  further  or 
additional  evidence,  they  may  examine  the  hooks,  records  and  premises  of 
the  Railioad  Company  personally,  or  by  their  agents  or  attorneys.  The  ex- 
penses of  sir!)  examination  shall  be  paid  by  the  Railroad  Company  and 
until   paid   ^lii.  11  be  secured    by   this  indenture. 

Article   IV. 
SECTION  1.      Nothing   contained    in    this   indenture,   or   in   any   bond  hereby 

seemed,  shall  prevent  any  lawful  consolidation  or  merger  (if  the  Railroad 
Company  with  any  other  corporation,  or  any  conveyance  and  transfer,  sub- 
ject to  the  continuing  lien  of  this  indenture  and  to  all  the  provisions  thereof, 
Of   all    the   mortgaged    premises   as   an    entirety   to   a    railroad    corporation   at 

that  time  existing  under  and  by  virtue  of  the  laws  of  the  United  states  or 
of  any  state  thereof,  and  lawfully  entitled  to  acquire  the  same:  provided, 
however,  thai  such  consolidation,  merger  or  -;,|(.  shall  not  impair  the  lien 
and  security  of  this  indenture,  or  any  of  the  rights  or  powers  of  the 
Trustees,  or  of  the  bondholders  hereunder;  and  that,  upon  any  such  consoli- 
dation, merger  or  Bale,  the  due  and  punctual  payment  of  the  principal  and 

interest    of    all    of    -aid    bonds    according    to    their    tenor,    and    the    due    and 

punctual  performance  and  observance  of  all  the  covenants  and  conditions 
of  this  indenture,  shall  be  assumed  by  the  corporation  formed  by  such 
consolidation  or  merger  or  purchasing  as  aforesaid. 

In  case  the  Railroad  Company,  pursuant  to  Section  1  of  this 
Article,  -hall  he  consolidated  or  merged  with  anj  other  corporation,  or 
-hall  -ell,  convey  and  transfer,  subjeel  to  this  indenture,  all  the  mortgaged 
premises  a-  an  entirety  as  aforesaid;  the  successor  corporation  formed  by 
such  consolidation,  or  into  which  the  Railroad  Company  shall  have  been 
merged,  or  which  shall  have  purchased  and  received  a  conveyance  and 
transfer  a-  aforesaid,  upon  executing  and  causing  to  be  recorded  an  in- 
denture with  the  Trustees,  satisfactory  to  the  Trustees,  whereby  such  buc 
cessor  corporation  shall  assume  the  due  and  punctual  payment  of  the  prin- 
cipal and  interesl  of  said  bonds  and  the  performance  of  all  the  covenants 

and  conditions  of  this  indenture,  -hall  bucc I  to,  and  be  substituted    Cor, 

the  Railroad  Company,  party  of  the  first  part  hereto,  with  the  same  effect 
a-  if  it  had  been  named  herein  a-  BUCh  ['arty  of  the  first  part;  and  such 
cessor  corporation  thereupon  may  cause  to  he  signed  and  may  issue, 
either  in  its  own  name  or  in  the  name  of  the  Railroad  Company,  any  or 
all  of  such  bonds  which  shall  not  theretofore  have  been  Bigned  by  the 
Railroad  Company  and  delivered  to  the  Trust  Company;  and  upon  the 
order  of  -aid  successoi  corporation  and  subject  to  all  the  terms,  condi- 
tion- and  restrictions  herein  prescribed,  the  Trust  Company  shall  authenti- 
cate and  deliver  any  of  such  bonds  which  shall  have  been  previously  signed 
and  delivered  by  the  officers  of  the  Railroad  Company  to  the  Trust  Com- 
pany for  authentication,  and  any  of  such  bonds  which  such  successor  cor- 


CORPORATE  HISTORY  423 

poration  shall  thereafter  cause  to  be  signed  and  delivered  to  the  Trust 
Company  for  -that  purpose.  All  the  bonds  so  issued  shall  in  all  respects 
have  the  same  legal  rank  and  security  as  the  bonds  theretofore  or  there- 
after issued  in  accordance  with  the  terms  of  this  indenture,  as  though  all 
of  said  bonds  had  been  issued  at  the  date  of  the  execution  hereof. 

Article  V. 

No  recourse  under  or  upon  any  obligation,  covenant,  or  agreement  con- 
tained in  this  indenture,  or  in  any  bond  or  coupon,  hereby  secured,  or  be- 
cause of  the  creation  of  any  indebtedness  hereby  secured,  shall  be  had 
against  any  stockholder,  officer  or  director  of  the  Railroad  Company,  or  of 
any  successor  corporation,  either  directly  or  through  the  Railroad  Company, 
by  the  enforcement  of  any  assessment,  or  by  any  legal  or  equitable  pro- 
ceeding by  virtue  of  any  statute  or  otherwise;  it  being  expressly  agreed 
and  understood  that  this  indenture,  and  the  obligations  hereby  secured,  are 
solely  corporate  obligations,  and  that  no  personal  liability  whatever  shall 
attach  to,  or  be  incurred  by,  the  stockholders,  officers,  or  directors  of  the 
Railroad  Company,  because  of  the  incurring  of  the  indebtedness  hereby 
authorized,  or  under  or  by  reason  of  any  of  the  obligations,  covenants  or 
agreements  contained  in  this  indenture,  or  in  any  of  the  bonds  or  coupons 
hereby  secured,  or  implied  therefrom;  and  that  any  and  all  personal  lia- 
bility of  every  name  and  nature,  and  any  and  all  rights  and  claims  against 
every  such  stockholder,  officer  or  director,  whether  arising  at  common  law 
or  in  equity,  or  created  by  statute  or  constitution,  are  hereby  expressly 
released  and  waived,  as  a  condition  of,  and  as  part  of  the  consideration  for 
the  execution  of  this  indenture  and  the  issue  of  the  bond  and  interest  obli- 
gation secured  thereby. 

Nothing  in  this  indenture,  expressed  or  implied,  is  intended  or  shall 
be  construed  to  enlarge  the  security  of  the  holders  of  any  of  said  out- 
standing existing  bonds,  specified  in  Article  I  hereof,  or  to  create  any 
trust  in  their  favor,  or  to  give  to  any  person  or  corporation,  other 
than  the  parties  hereto,  and  the  holders  of  bonds,  issued  under  and 
secured  by  this  indenture,  any  legal  or  equitable  right,  remedy  or  claim 
under  or  in  respect  of  this  indenture,  or  any  covenant,  condition,  or  pro- 
vision herein  contained;  all  the  covenants,  conditions  and  provisions  of 
this  indenture  being  intended  to  be,  and  being,  for  the  sole  and  exclusive 
benefit  of  the  parties  hereto  and  of  the  holders  of  the  bonds  hereby 
secured. 

Article  VI. 

Until  default,  continuing  as  herein  provided,  in  the  payment  of  the  inter- 
est or  principal  of  the  bonds,  or  any  of  them,  secured  by  this  indenture  or 
in  some  other  undertaking  of  the  Railroad  Company  in  this  indenture  con- 
tained, the  said  Company  shall  have  all  such  right  to  possess,  manage,  op- 
erate, use  and  enjoy  the  property  herein  conveyed,  and  to  receive  and 
dispose  of  all  the  incomes,  revenues,  profits,  and  tolls  thereof,  as  if  this 
indenture  had  not  been  made. 


424         CHICAGO,   BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

Article  VII. 

Section  1.  If  the  Railroad  Company  shall  fail  to  pay  the  principal,  or 
any  part  thereof,  or  the  interest,  or  any  part  thereof,  of  any  of  the  bonds 
secured  by  this  indenture,  when  and  where  the  same  shall  become  due  and 
payable,  according  to  the  tenor  and  effect  thereof,  and  it'  such  default  shall 
continue  for  six  (6)  months,  or  if  it  shall  fail  to  perforin  any  other  covenant 
or  obligation  in  this  indenture  undertaken  by  it,  and  it'  BUCh  default  shall 
continue  for  six  (6)  months  after  notice  thereof,  given  to  it  in  writing 
;>y  the   Trust   Company;   then   and   in   any  such  ease; 

First— The  Trustees,  iii  their  discretion  may,  and  upon  the  request  in 
Writing  of  the  holders  of  twenty  five  25)  per  cent,  in  amount  of  said 
bonds  then  outstanding,  shall,  enter  upon  all  and  singular  the  mortgaged 
premises,  and  use,  operate  and  enjoy  the  same,  making  from  time  to  time 
all  needful  repairs,  additions  and  alterations,  and,  after  deducting  all  Oper- 
ating expenses,  including  taxes  and  their  own  reasonable  charges  and  com- 
pensation, together  with  the  cost  of  such  repairs,  additions  and  alterations, 

apply    the    net     i'  ■    the    payment    pro    rata    of    the    interest    due    and 

unpaid  upon  said  bonds  in  the  order  in  which  said  interesl  is  payable  and 
of  the  principal  when  due,  either  hy  the  terms  of  the  said  bonds  or  under 
the  provisions  "f  this  indenture,  and  may  retain  ami  continue  such  posses- 
and  Use  until  the  whole  of  the  interest  and  principal  of  all  of  the  said 
bonds   shall   be  paid  ; 

-    in     their    discretion     may,    and    on    the    written     re- 
Si    of    the    holders   ,,t'   twenty-live      25)    per  cent,    in    amount    of   said    lionds 

then  outstanding,  shall,  cause  the  mortgaged  premises  to  be  sold  at  public 
auction,  first  giving  notice  of  the  time,  place  and  terms  thereof  by  advei 
ment  published  three  times  a  week  for  four  consecutive  weeks  in  a  news- 
paper ill  each  of  the  cities  of  New  Yotk.  Boston,  Chicago  and  St.  Louis, 
and  all  such  other,  if  any,  places  as  may  l.e  required  by  law,  respectively, 
the  last  publication  to  In-  at  least  ten  1"  days  before  the  .lay  of  sale: 
ami,   upon    such    Bale,   shall   execute  and    deliver    to   the    purchaser   a   good   and 

sufficient  conveyance,  in  fee  simple,  which  shall  be  a  bar  against  the  Bail- 
road  Company,  and  all   persons  claiming  under  it,  of  all  right,  title,  interest, 

laim  in,  or  to,  said  mortgaged  premises,  or  any  part  thereof.     The  sale 
of   aaid  -hall   lie   tor   cash;    but    the   bonds  secured  by 

this  indenture,  or  anj  of  them,  shall,  if  offered,  be  received  in  payment 
of  any  bid  which  shall  be  accepted  at  such  Bale,  at  the  value  of  each  bond 
and   the   int.  thereon   and   unpaid,   which   value  shall   be   lixed   by  the 

ratio  of  the  amount  of  the  bid,  after  deducting  therefrom  all  expenses  of 
the  trust,  together  with  any  sums  necessary  to  cancel  all  prior  liens,  to  the 
full  extent   then   due  on   all  of   the  said    bonds. 

Iii  case  of  such  sale,  the  Trustees  may,  on  request  in  writing  of  a  ma- 
jority in  interest  of  the  holders  of  said  bonds  then  outstanding,  bid  off 
the  mortgaged  premises  and  property,  at  a  price  not  exceeding  the  amount 
due  on  such  bonds,  and  the  interest  thereon  due  or  accrued  and  unpaid, 
together  with  such  amount  as  may  be  necessary  to  discharge  all  the  prior 
liens  and  all  costs  and  expenses  of  the  trust;  and,  in  case  of  any  sale  under 


CORPORATE  HISTORY  425 

this  indenture,  no  purchaser,  other  than  said  Trustees,  shall  be  responsible 
for  the  application  of  the  purchase  money. 

The  Trustees,  after  deducting  from  the  proceeds  of  such  sale  all  costs 
and  expenses  incurred  by  them  in  and  about  the  execution  of  the  trust, 
together  with  such  further  sum,  if  any,  including  counsel  fees  and  their 
own  reasonable  compensation,  as  shall  be  necessary  to  discharge  all  prior 
liens  and  protect  them  against  all  liabilities  incurred,  or  to  be  thereafter 
incurred  by  them,  arising  out  of  or  in  consequence  of  said  trust,  shall  apply 
said  net  proceeds  to  the  payment  pro  rata  of  the  principal  and  interest  of 
the  said  bonds  remaining  unpaid,  whether  then  or  thereafter  payable,  and 
shall  pay  over  the  residue  thereof,  if  any,  to  the  said  Railroad  Company. 

The  Trustees  shall  have  power  to  adjourn  said  sale  from  time  to  time  at 
their  discretion,  and,  in  case  of  any  adjournment,  may  make  said  sale  at 
the  time  appointed  without  further  notice;   or, 

Third — The  Trustees  may,  in  their  discretion,  and,  on  the  written  request 
of  the  holders  of  twenty-five  (25)  per  cent,  in  amount  of  said  bonds  then 
outstanding,  shall,  institute  and  carry  on  appropriate  legal  proceedings  for 
the  foreclosure  and  enforcement  of  said  indenture,  by  the  sale  of  the 
mortgaged  premises,  or  otherwise,  under  decree  or  judgment  of  court. 

In  case  of  such  sale,  whether  made  under  the  power  of  sale  hereby 
granted  or  pursuant  to  judicial  proceedings,  the  whole  of  the  principal  sums 
of  the  bonds  hereby  secured,  if  not  previously  due,  shall  at  once  become  due 
and  payable,  anything  in  said  bonds  or  in  this  indenture  to  the  contrary 
notwithstanding. 

§  2.  In  case  of  default  in  payment  of  interest  on  any  of  said  bonds, 
containing  for  six  (6)  months,  the  said  Trustees  may,  in  their  discretion, 
and,  at  the  request  of  the  holders  of  a  majority  in  interest  of  said  bonds 
then  outstanding,  shall,  declare  the  principal  of  all  of  the  said  bonds  to 
be  at  once  due  and  payable;  and,  written  notice  of  such  declaration  being 
mailed  to  the  Railroad  Company  within  ten  (10)  days  thereafter,  the  said 
principal  shall  be  held  and  deemed,  to  be  due  and  payable,  as  of  the  date 
of  said  declaration,  for  all  purposes  whatever,  incidental  to  or  growing  out 
of  said  indenture:  provided,  however,  that,  at  the  request  in  writing  of 
the  holders  of  a  majority  in  interest  of  said  bonds  then  outstanding,  the 
Trustees  may  thereafter  vacate  and  set  aside  said  declaration,  whereupon 
said  principal  shall  become  due  and  payable,  according  to  the  tenor  of  said 
bonds,  and  as  if  said  original  declaration  had  never  been  made. 

§  3.  Anything  in  this  indenture  to  the  contrary  notwithstanding,  the 
holders  of  a  majority  in  interest  of  the  amount  of  bonds  hereby  secured 
and  then  outstanding,  from  time  to  time  shall  have  the  right  to  direct  and 
to  control  the  action  of  the  Trustees,  and  the  method  and  place  of  conduct- 
ing any  and  all  proceedings  for  any  sale  of  the  premises  hereby  conveyed, 
or  mortgaged,  or  for  the  foreclosure  of  this  indenture  after  the  same  shall 
have  been  begun  or  instituted. 

If,  after  any  default  as  aforesaid,  and  the  institution  of  foreclosure  pro- 
ceedings, the  Railroad  Company  shall  make  all  payments  and  do  all  other 
acts  and  things  necessary  to  cure  such  default,  and  shall  pay  all  expenses 
of  the  Trustees  incurred  in  respect  thereto,  and  shall  make  the  estate  and 


426         CHICAGO,  BURLINGTON   &    QUINCX   RAILROAD  COMPANY 

security  of  the  bondholders  as  beneficial  and  effectual  as  if  such  default 
had  nol  taken  place;  the  Trustees  may,  and,  upon  the  request  iu  writing 
of  a  majority  in  interest  of  the  bonds  then  outstanding,  shall,  discontinue 
such   foreclosure  proceedings,  and  shall   restore  the  possession  of  the  mort- 

_    d  premises  to  the  Railroad  Company  or  its  assigns;   provided,  however, 

that  the  rights  of  the  Trustees,  or  of  the  bondholders,  as  respects  any  sub- 

u>nt  or  future  default,  shall  be  thereby  in  no  wise  prejudiced  or  affected. 

$  4.  The  Railroad  Company,  after  any  default  hereunder,  may  waive 
any  period  of  grace  herein  reserved,  or  any  condition  precedent  to  the  right 
of  the  Trustees  to  enforce  their  lien  and  security  under  this  indenture  by 
reason  of  such  default;  and  at  any  time  thereafter,  before  full  payment  of 
the   bonds  secured   hereby,  and   whenever   it   shall  deem   expedient  for  the 

better   security   of   such    bonds,   although    there   lie    then    no   default   entitling 

the  Trustees  to  enter  into  possession,  the  Railroad  Company,  with  the  con- 
sent of  the  Truster-,  may  surrender  and  deliver  to  the  Trustees  full  posses- 
sion    nf     the    whole    iu-    any     pari     of    the    property,    premises    and     interests 

hereby  conveyed,  or  intended  bo  to  be,  for  any  period  fixed  or  indefinite. 
Upon   such  surrender  and  delivery  to  the  Trustees  with  their  consent,  the 

Trustees  -hall  enter  intu  and  upon  the  premises  so  surrendered  and  deliv- 
ered,   and    -hall    take    and    receive    possession    thereof,    for    such    period,    fixed 

or  indefinite,  a-  aforesaid,  without  prejudice,  however,  to  their  right  at  any 

time  subsequently,  when  entitled  thereto  by  any  provision  hereof,  to  insist 
upon  and   to  maintain   such   possession,  though   beyond   the  expiration   of  any 

prescribed  period.  Upon  anj  such  voluntary  surrender  and  delivery  of  said 
property  and  premises,  or  of  any  part  thereof,  the  Trustees,  from  the  time 

of  their  entry,  -hall  work,  maintain,  use,  manage,  control  and  employ  the 
Same    in    accordance    with    the.   provisions   of   this    indenture,   and   shall    receive 

ami  apply  the  income  and  revenues  a-  hereinbefore  provided,  rjpon  applica- 
tion of  the  Trustees,  and   with   the  con-ent   of  the    Railroad  Company,  if 

there  lie  then  no  subsisting  default  hereunder,  and  without  such  consent,  if 
there   shall    then     he    a    siili-i-t  in  ur    default    entitling    the    Trustees    to    enter    as 

inbefore  provided,  a   receiver  may  lie  appointed  to  take  possession  of, 

and    to   operate,   maintain    aiol    manage    the    whole   oi    anv    part    of   said    prop 

erty,  wheresoever  the  same  may  be  situated,  with  all  the  rights,  powers  and 
duties  by  this  section  conferred  upon  the  Tin-tees;  and  the  Railroad  Com- 
pany   shall   I  and   deliver   to  Buch    receiver  all   such   property   in   its 

possession  whi  i   the  same  may  lie  situated. 

§  5.  The  rights  of  surrender,  entry  and  sale,  hereinbefore  -ranted, 
-hall     lie    deemed    to     he    cumulative    remedies,    and    shall     not     deprive    the 

Trustees,  or  bondholder-  acting  through  the  Trustees,  of  any  legal  or 
equitable   remedy  ap]  '■>  enforce  the  provisions  of  this  indenture; 

provided  that  all  BUCh  proceedings  -hall  tie  taken  by  the  Trustees,  their 
successor  or  -  trust,  and  not  by  bondholders,  either  individually 

or  collectively,  excepl  a-  hereinafter  provided. 

Article  VIII. 

Any  request  or  other  action  of  bondholders,  contemplated  in  or  provided 
for  by  this  indenture,  may  be  manifested  by  one  instrument,  or  any  number 


CORPORATE  HISTORY  427 

of  concurrent  instruments  of  like  tenor,  signed  or  executed  by  such  bond- 
holders personally,  or  by  an  agent  having  -written  authority.  Proof  of  the 
execution  of  any  such  instrument  or  instruments,  or  of  the  authority  in 
writing  of  any  agent  signing  the  same,  or  of  the  ownership  of  coupon  bonds, 
transferable  by  delivery,  shall  be  sufficient  for  the  purpose  of  this  inden- 
ture, when  made  in  the  following  manner: 

The  fact  and  date  of  execution  of  any  such  instrument  may  be  proved  by 
the  certificate  of  any  notary  public,  that  the  signer  of  such  instrument,  on 
his  own  behalf,  or  on  behalf  of  some  other  person  or  party,  for  whom  he 
was  authorized  to  sign,  acknowledged  the  execution  thereof,  or  by  an  affi- 
davit of  a  witness  of  such  execution. 

The  amount  of  coupon  bonds,  transferable  by  delivery,  held  by  any  per- 
son signing  such  instrument  personally,  or  by  attorney,  together  with  the 
denominations  and  issue  numbers  of  the  bonds  so  held,  and  the  date  of 
holding,  may  be  proved  by  a  writing,  executed  by  any  trust  company,  bank, 
bankers,  or  other  depositary,  wherever  situated,  certifying  that,  at  the  date 
therein  mentioned,  such  person  had  on  deposit  with  such  depositary  the 
bonds  described  in  such  certificate. 

The  Eailroad  Company  and  the  Trustees  may  deem  and  treat  the  person 
in  whose  name  any  coupon  bond  shall  be  registered  as  the  absolute  owner 
thereof,  for  the  purpose  of  receiving  payment  of,  or  on  account  of,  the 
principal  thereof,  and  for  all  other  purposes  except  to  receive  payment  of 
interest  represented  by  outstanding  coupons;  and  all  such  payments  made 
to  any  such  registered  holder  for  the  time  being,  or  upon  his  order,  shall 
be  valid  and  effectual  to  satisfy  and  discharge  the  liability  upon  such 
bond  to  the  extent  of  the  sum  or  sums  so  paid. 

The  bearer  of  coupon  bonds,  not  registered,  and  the  bearer  of  interest 
coupons,  may  be  treated  by  the  Eailroad  Company  and  the  Trustees  as  the 
absolute  owner  of  such  bonds  or  coupons,  for  all  purposes.  Neither  any 
coupon  belonging  to  any  bond  hereby  secured,  nor  any  claim  for  interest  on 
any  registered  bond,  which  in  any  way,  at  or  after  maturity,  shall  have 
been  transferred  or  pledged  separate  and  apart  from  the  bond  to  which  it 
relates,  shall,  unless  accompanied  by  such  bond,  be  entitled,  in  case  of  a 
default  hereunder,  to  any  benefit  of,  or  from,  this  indenture,  except  after 
the  prior  payment  in  full  of  the  principal  of  the  bonds  issued  hereunder, 
and  of  all  coupons  and  interest  obligations  not  so  transferred  or  pledged. 

In  all  cases  of  instruction  or  request  by  bondholders  to  the  Trustees,  the 
Trustees  may  require  such  bondholders  to  deposit  their  bonds  with  the 
Trust  Company  and  to  indemnify  the  Trustees  from  and  against  all  ex- 
penses, charges,  costs  and  liabilities,  in  such  amounts  and  in  such  manner 
as  the  Trustees  may  require. 

Article  IX. 

If  at  the  maturity  of  the  bonds  secured  by  this  indenture,  or  at  any  time 
thereafter,  the  Eailroad  Company  shall  pay  both  principal  and  interest  of 
all  bonds  issued,  or  shall  deposit  with  the  Trust  Company,  for  the  purpose 
of  paying  all  such  bonds  outstanding,  a  sum  of  money  sufficient  to  pay 
the  same,  together  with  all  accrued  and  unpaid  interest  thereon,  and  shall 


•428         CHICAGO,  BURLINGTON    &   QUINCY   RAILROAD  COMPANY 

also  pay  all  other  proper  expenses  and  charges  of  the  trust,  and  shall  also 
have  performed  all  of  the  other  things  required  of  it  by  this  indenture;  then 
the  estate,  right,  title  and  interest  of  the  Trustees  shall  cease  and  deter- 
mine, and  all  the  railroads  and  other  property  and  all  estate,  right,  title 
and  interest  therein  conveyed  by  this  indenture  shall  revert  to  and  revest  in 
the  Railroad  Company;  yet  it  shall  be  the  duty  of  the  Trustees  to  discharge 
ami  satisfy  the  lien  of  this  indenture,  and  to  make  such  reasonable  deeds  of 
release  to  the  Railroad  Company  or  its  assigns,  a-  by  counsel  of  the  Rail- 
road Company  may  be  advised. 

Article  X. 

Section  1.    Unless  the  Railroad  Company  shall  be  in  default  in  payment 
of  the  i  r  the  principal  ft'  some  bond  or  bonds  hereby  secured;  or 

unless  the  Railroad  Company  shall  be  in  default  in  the  due  performance 
and  observance  of  some  covenant  or  condition  of  this  indenture,  and  such 
default  shall  have  continued  beyond  the  period  of  grace,  if  any,  herein  pro- 
vided  for  in  respect  of  BUCh  default;  ami  the  Trustees  shall  have  entered, 
shall   have  elected   to  enter,   int.  -ion,   under   the  power  of  entry  by 

this  indenture  conferred;  or  unless  the  Railroad  Company  voluntarily  shall 
have  surrendered  to  the    I  possession  of  the  mortgaged  premises  as 

by    this    indenture   authorized,    the   Trustees    (ezcepl    with    the   assent    of   the 

Railroad  Companj  -hall  nol  collect,  or  be  entitled  to  collect,  the  dividends 
on  an\  st'H-k,  nor  interesl  on  anj  bonds  or  other  claims  of  indebtedness 
now  or  hereafter  pledged  with  or  assigned  to  the  Trustees  under  this  in- 
denture, and  the  Railroad  Company  shall  be  entitled  to  receive  all  interest 
j. aid.  and  dividends  declared,  in  respeel  of  any  bund-  or  other  claims  of 
indebtedness  or  storks  transferred  to  or  pledged  with,  the  Trustees,  pursu- 
ant t..  a:  -.  of  tl  i-  provisions  of  this  indenture;  and  from  time  to  time  (sub- 
ject to  ■  enants  in  respeel  thereof  in  this  section  contained),  upon 
request  of  the  Railroad  Company,  the  Trustees  shall  deliver  to  it  the 
coupons  foi  sinh  interest,  in  order  that  the  Railroad  Company  maj  receive 
payment  thereof,  for  it-  own  use,  and  shall  deliver  to  the  Railroad  Com- 
pany suitable  order-  in  favor  of  the  Railroad  C pany,  or  its  nominee,  for 

the  payment  of  such  interest  or  dividends,  a-  the  ease  may  be;  and  the 
Rail  mpanj   maj   collect  such  interesl  and  dividend-,  but  not  by  any 

proci         _    which   the    l  all   deem   to   be  prejudicial    to  the   trusts 

hereunder;    and    the    Trustee-   -hall    at    once    pay    over   to   the    Railroad    Com 
pany  any  such   interest  ami  dividends  that   may   be  collected   or   received   by 
them. 

[f   any   such   coupon,  or   if  any   evidence   of  any   such   claim    for    int. 
delivered  to  the  Railroad   Company,  as  aforesaid,  shall  not,  upon  maturity, 
promptly   be  paid  and  canceled,  the  Railroad  Company  shall  return  the  same 
to  the  Trustees;   and  in  case  of  the  payment   of  any  such   interest,  the   Kail- 
road  Company  shall,  upon  demand  of  the  Trustees,  furnish  them  with   satis- 
factory evidence  of  the  cancellation  and  extinguishment  thereof. 
Except  a-  in  this  indenture  otherwise  expressl]    provided: 
(a)      The   Railroad   Company    shall    not   be   entitled    to    receive,    and    the 
Trustees  shall  not  pay  over  to  the  Railroad  Company,  any  part  of  the  pi  in- 


CORPORATE  HISTORY  429 

cipal  of  any  bond  or  of  any  other  claim  of  indebtedness  pledged  or  assigned 
to  the  Trustees  hereunder. 

(b)  The  Kailroad  Company  shall  not  be  entitled  to  receive,  and  the 
Trustees  shall  not  pay  over,  any  interest  on  any  bond,  or  on  any  other 
claim  of  indebtedness,  which  shall  have  been  collected  or  paid  out  of  the 
proceeds  of  any  sale  of  any  property  covered  by  a  mortgage  securing  such 
bond  or  claim  of  indebtedness,  or  out  of  the  proceeds  of  the  sale  of  any 
other  property  of  a  company  liable  upon  such  bond  or  claim  of  indebted- 
ness, in  case  of  dissolution  or  liquidation  of  such  debtor  company;  it  being 
the  intention  that  the  Kailroad  Company  shall  only  be  entitled  to  receive 
payment  made  out  of  the  rents,  revenues,  income,  or  proceeds  of  operation 
of  such  properties. 

(c)  The  Railroad  Company  shall  not  sell,  assign  or  transfer  any  such 
claim  to  interest  or  dividend  so  delivered  or  assigned  to  it  by  the  Trustees, 
except  subject  to  the  provisions  of  this  indenture. 

(d)  The  Railroad  Company  shall  not  collect  any  such  interest  or  divi- 
dends, by  legal  proceedings,  or  by  enforcement  of  any  security  therefor, 
except  with  assent  of  the  Trustees,  nor  in  any  manner  which  the  Trustees 
shall  deem  prejudicial  to  the  trusts  hereunder. 

(e)  Until  actually  paid  or  discharged,  every  such  coupon  or  right  to 
dividends,  and  other  claims  of  indebtedness,  shall  remain  subject  to  the 
lien  of  this  indenture. 

§  2.  Unless  the  Railroad  Company  shall  be  in  default  in  payment  of  the 
interest  or  the  principal  of  some  bond  or  bonds  hereby  secured;  or  unless 
the  Railroad  Company  shall  be  in  default  in  the  due  performance  and  ob- 
servance of  some  covenant  or  condition  of  this  indenture,  and  such  default 
shall  have  continued  beyond  the  period  of  grace,  if  any,  herein  provided, 
in  respect  of  such  default,  and  the  Trustees  shall  have  entered,  or  shall 
have  elected  to  enter,  into  possession,  under  the  power  of  entry  by  this 
indenture  conferred,  or  unless  the  Railroad  Company  voluntarily  shall  have 
surrendered  to  the  Trustees  possession  of  the  mortgaged  premises,  as  by 
tliis  indenture  authorized,  the  Railroad  Company  shall  have  the  right  to 
vote  upon  all  shares  of  stock  pledged  hereunder,  for  all  purposes  not  incon- 
sistent with  the  provisions  or  purposes  of  this  indenture,  and  with  the  same 
force  and  effect  as  though  such  pledge  had  not  been  made;  and  from  time 
to  time,  upon  demand  of  the  Railroad  Company,  the  Trustees  forthwith 
shall  execute  and  deliver  to  the  Railroad  Company,  or  its  nominees,  suitable 
powers  of  attorney  or  proxies  for  such  purposes. 

§  3.  The  Trustees  shall  be  empowered  to  cause  to  be  registered  in  their 
names,  as  Trustees,  any  and  all  coupon  bonds  pledged  with  them  hereunder, 
or  to  cause  the  same  to  be  exchanged  for  registered  bonds,  of  any  denomi- 
nation, without  coupons,  or  to  cause  the  same  to  be  stamped  "Non- 
negotiable.  Held  by  the  Central  Trust  Company  of  New  York  and  Oliver 
M.  Spencer,  Trustees,  under  General  Mortgage  of  the  Chicago,  Burlington 
and  Quincy  Railroad  Company,  dated  March  2,  1908."  The  Trustees  shall 
cause  to  be  transferred  into  their  names,  as  Trustees  hereunder,  all  regis- 
tered bonds  and  all  shares  of  stock  at  any  time  delivered  and  assigned  to 
them,  to  be  held  by  them  under  this  indenture.     The  Trustees  may  do  what 


430        CHICAGO,  BURLINGTON  &   QULNCX   RAILROAD  COMPANY 

ever  may  be  necessary  for  the  purpose  of  maintaining  or  preserving  the 
corporate  existence  of  any  and  all  companies,  any  of  whose  shares  shall,  at 
any  time,  be  pledged  hereunder,  and,  for  such  purposes,  from  time  to  time, 
it  may  sell,  assign,  transfer,  and  deliver  so  many  shares  of  the  stocks  of 
the  several  companies  as  may  be  necessary  to  qualify  persons  to  act  as 
directors  of,  or  in  any  other  official   relation  to,  said  companies. 

v}  4.  If  any  default  shall  occur  in  the  payment  of  the  principal  or  in- 
terest of  any  m<  bgage,  bond  or  other  claim  of  indebtedness  at  any  tinu 
pledged  hereunder,  or  of  any  other  bond  or  other  claim  of  indebtedness 
red  by  the  same  instrument  that  secures  a  bond  or  bonds  or  other 
claim  ut'  indebt*  i  id   by  the  Trustees  hereunder,  then,  in   any  such 

case,  the  Trustees,  upon  the  written  request  of  the  Railroad  Company,  and 
the  furnishing  to  the  Trustees  of  reasonable  indemnity  againsl  expense  or 
liability,  shall  cause  proper  proceedings  to  be  instituted  and  prosecuted,  in 
irt  of  competent  jurisdiction,  to  enforce  the  lien  by  which  such 
other  claims  of  indebtedness  are  Becured. 

The  Trustees,  however,  shall  not  be  liable  for  any  error  of  judgment  in 
espect  of  such   proceedings,  or  their  outcome. 

Ef  the  Railroad  Company  shall  be  in  default  in  payment  of  the  principal 
or  interest  of  any  of  the  bonds  berebj   Becured,  and  such  default  shall  have 

•ontinued   for  a   period  of  -  nths,  or   in   case  a    Receiver  of  the 

mortgaged  premises  shall  have  been  appointed,  or  in  case  the  Trustees  shall 
hav<  .  or  shall  have  elected  to  enter  into  possession  « > f  the  mortgaged 

-  under  the  power  herein  conferred,  or  bj  the  voluntary  action  of 
the  Railroad  Company,  then  the  Tin-tees,  ]l[  their  discretion  may  institute 
such  proceedings  without  such  written  request. 

In    case,    at    any    time,    any    company    whose    capital    stuck    in    whole   or    in 

pari   is  held   bj  -   under  this  indenture,  shall  be  dissolved  or 

liquidated,  or  in  case  all  or  any  of  the  property  of  such  company  shall  be 
sold  upon  the  insolvency  of  such  company,  at  any  judicial  or  other  sale, 
or  in  case  any  pi  ed  by  a  mortgage  securing  any  bonds  or  other 

claim  of  indebtedness  held   by   the  Trustee-   hereunder  shall  be  Bold   upon 
ich  mortgage,  then,  in  any  such  case,  if  by  the  Railroad 
ted  in  writing  thereto,  and  provided  with  the  necessary  funds 
efor,  the  Trustees  shall  purchase,  or  cause  to  be  purchased,  such  prop- 
either  in  the  name,  and  on  behalf,  of  the  Railroad  Company,  or  in 
their  own  name,  or  by  purchasii  |  ising,  as   Ear  a-  permissable, 

such  bonds,  claims  of  indebtedness  or  stock,  as  the  case  may  be,  to  make 
payment  for  such  property,  and,  in  case  of  any  such  purchase,  the  Trustees 
shall  cause  the  title  to  the  property  bo  purchased  to  be  vested  in  the  Rail- 
impany,  subject  to  the  lien  of  this  indenture. 
The  Trustees  may  also,  in  any  case,  take  such  steps  as  in  their  discretion 
shall  be  calculated  best  to  protect  their  interests  hereunder,  in  respect  of 
any  bonds  or  stock-  subject   to  the  lien   hereof,  and  for  that  purpose  may 
join  iu  any  plan  of  reorganization    in    respect   of  any   such    bonds  or   stock, 
and  may  accept  new  securities   issued    in   exchange   therefor   under   the  plan. 
On  demand,  the  Railroad  Company   will   forthwith   pay,  or   satisfactorily 
provide  for,  all  expenditures  incurred  by  the  Trustees  under  this  section. 


CORPORATE  HISTORY  431 

§  5.  The  assignment  or  pledge  hereunder  of  shares  of  stock  of  any  com- 
pany or  companies  shall  not  prevent  the  consolidation  or  merger  of  any 
one  or  more  of  such  companies  with,  or  the  sale,  conveyance  or  transfer  of 
the  property,  or  of  any  part  thereof,  to  the  Railroad  Company;  provided 
that  such  consolidation,  merger  or  sale,  shall  not  have  the  effect  of  im- 
pairing or  decreasing  the  aggregate  value  of  the  property  mortgaged  or 
pledged  by  this  indenture,  of  which  fact  the  Trustees  shall  be  judges,  whose 
decision  thereon  shall  be  conclusive  upon  all  parties  interested  hereunder. 

In  event  of  the  consolidation  or  merger  of  any  such  company  with,  or  the 
sale  of  its  property  to,  the  Railroad  Company,  this  indenture  immediately 
shall  become  and  be  a  lien  upon  the  property  of  the  company  so  consol- 
idated or  merged  with,  or  sold  to  the  Railroad  Company,  with  the  same 
force  and  effect  as  if  expressly  conveyed  by  this  indenture,  and  the  same 
shall  be  as  complete  a  lien  upon  such  property  as  that  herein  created  by 
the  pledge,  to  the  Trustees  hereunder,  of  the  stock  or  bonds,  as  the  case 
may  be,  of  such  constituent  companies. 

The  assignment  or  pledge  hereunder  of  any  shares  of  stock  of  any  com- 
pany or  companies,  shall  not  prevent  the  consolidation  or  merger  of  any 
such  companies  with  each  other;  nor  shall  it  prevent  the  sale  of  the  prop- 
erty of  any  such  company;  provided,  however,  that  any  such  consolidation, 
merger,  or  sale  shall  be  made  only  on  such  terms  as  that  the  same  shall  not 
have  the  effect  of  impairing  or  decreasing  the  aggregate  value  of  the  prop- 
erty mortgaged  or  pledged  by  this  indenture;  of  which  fact  the  Trustees 
shall  be  judges,  whose  decision  thereon  shall  be  conclusive  upon  all  parties 
interested  hereunder. 

Any  stock,  bonds,  or  other  securities,  issued  by  any  such  consolidated, 
merged,  or  purchasing  company  in  exchange  for  any  stock  theretofore  held 
by  the  Trustees,  shall  be  assigned  to  and  deposited  with  the  Trustees,  and 
shall  become  subject  to  the  lien  of  this  indenture,  with  the  same  force  and 
effect  as  if  expressly  pledged  by  this  indenture. 

The  Trustees  may  do  any  and  all  things  proper  for  carrying  into  effect 
the  purposes  of  this  section,  and,  in  order  to  facilitate  the  consolidation  or 
the  merger,  in  whole  or  in  part,  of  any  company,  the  Trustees  may  transfer 
into  the  name  of  the  Railroad  Company,  under  such  restrictions  as  they 
may  deem  sufficient  for  protection  of  the  holders  of  the  bonds  secured 
hereby,  the  shares  of  any  company  about  to  be  so  merged;  but  the  cer- 
tificates in  the  name  of  the  Railroad  Company  forthwith  shall  be  delivered 
to  and  held  by  the  Trustees  hereunder,  and  simultaneously  the  Railroad 
Company  shall  execute  such  instruments  as  the  Trustees  shall  require,  in 
order  to  enable  them  to  transfer  such  shares  back  into  their  own  names, 
if  at  any  time  they  shall  deem  such  a  course  expedient  for  the  protection 
of  the  holders  of  the  bonds  hereby  secured. 

§  6.  The  Trustees,  in  their  discretion,  may,  and  if  requested  in  writing 
by  the  Railroad  Company,  shall,  consent  to  the  extension  or  renewal  of  any 
bond  or  other  claim  of  indebtedness,  that  may  be  pledged  hereunder,  and 
of  the  mortgages  securing  the  same;  and,  in  case  of  the  renewal  of  any 
such  bond,  or  other  claim  of  indebtedness,  the  Trustees  may  surrender  the 
same  to  the  issuer  thereof,  or  its  successor,  and,  in  lieu  thereof  may  receive 


432         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

renewal  bonds,  or  other  claims  of  indebtedness,  bearing  such  rates  of  in- 
terest, and  maturing  at  such  time  as  the  Trustees  may  deem  reasonable; 
provided  that  such  extended  or  renewal  bonds,  or  other  claims  of  indebted- 
ness shall  be  secured  by  a  lien  and  charge  upon  the  same  property  equal  or 
superior  to  that  of  the  bonds,  or  other  claim  of  indebtedness,  renewed  or 
extended;  of  which  fact  the  Trustees  shall  be  judges,  whose  decision  thereon 
shall  be  conclusive  upon  all  parties  interested  hereunder.  All  bonds  or 
other  claims  of  indebtedness,  received  in  exchange  for,  or  in  renewal  of 
bonds  or  other  claims  of  indebtedness,  previously  pledged  hereunder,  shall 
by  the  Trustees  be  held  subject  to  all  the  terms  and  provisions  of  this 
indenture,  in  the  same  manner,  and  to  the  same  extent,  as  those  in  exchange 
for  which,  or  in   renewal  of  which,  the  same  shall  have  been   received. 

7  Any  moneys  at  any  time  received  by  the  Trustees,  or  demandable 
by  them,  on  account  of  the  principal  of  any  bond  or  other  claim  of  indebted- 
ness pledged  hereunder,  and  also  any  moneys  at  any  time  received  by  the 
Trustees,   or  demandable   by   them,   as  a   distributive  proportion,  accruing 

from  distribution  of  capital,  upon  any  stuck  pledged  hereunder,  shall  be 
used  by  the  Trustees  in  the  purchase  of  bonds  secured  by  this  indenture; 
or,  it'  the  Railroad  Company,  not  being  in  default  upon  any  condition  of 
this  indenture,  shall  bo  elect,  and  so  require  in   writing,  may,  in  whole  or 

in  part,  be  used  under  direction  of  the  Railroad  C pany,  in  the  acquisition 

of  other  unincumbered  property,  stocks,  bonds,  or  other  claims  of  indebted 
nesB  of  one  or  mine  of  the  kinds  mentioned  in  Section  live  (5)  of  Article 
I,  of  this  indenture,  having  a  value  at  least  equal  to  the  amount  of  such 

monej     BO    expended    therefor;    Of    which     freedom    from    prior    incumbrances 

and  value  the  Trustees  shall  be  judges,  whose  decision  thereon  shall  be  con 
»ve  upon  all   parties  in   interesl   under  this  indenture. 

All  such  new  property,  Btocks,  l is,  or  other  claims  of  indebtedness  so 

acquired,  BhaH,  forthwith  upon  acquisiti be  transferred  to  the  Trustees, 

in  manner  and  form  satisfactory  to  them,  to  be  by  them  held  under  the 
trust-  of  this  indentv 

B.  At  any  time  when  the  Railroad  Company  shall  not  be  iii  default 
nude:  some  provision  of  this  indenture,  the  Trustees,  in  their  discretion, 
release  to  the  Railroad  Company,  or  to  its  assigns,  any  shares  of 
stock,  or  anj  bonds  or  other  claims  of  indebtedness,  pledged  hereunder, 
upon  receiving  in  substitution  therefor  the  transfer  of  other  unincumbered 
properly,  stocks,  bonds,  or  other  claims  for  indebtedness,  of  one  or  more  of 
the  kinds  mentioned  in  Section  five  (5)  of  Article  t  of  this  indenture, 
having  a  value  at  least  equal  to  that  of  the  stock,  bonds,  or  other  claims 
of  indebtedness  so  released;  the  same  to  be  held  by  the  Trustees  under  the 
trust-  of  this  indenturi  ;  of  which  freedom  from  incumbrance  and  value 
the  Trustees  shall  be  judges,  whose  decision  shall  be  conclusive  upon  all 
parties  interested  under  this  indenture. 

Purchases,  if  anj  there  -hall  be,  of  bonds  secured  by  this  indenture, 
made  by  the  Trustees  under  tin'  provisions  of  Section  7  of  this  Article,  or 
under  the  provisions  of  Sections  1  and  2  of  Article  III,  of  this  indenture, 
shall   be  made  in   such    manner   as   the    Trustees,   in   their   discretion,   shall 


CORPORATE  HISTORY  4:;:", 

deem  most  advantageous  for  the  trusts  hereby  created.     All  bonds  so  pur- 
chased forthwith  shall  be  retired  and  canceled. 

Article  XI. 

Section  1.  The  words  "Trust  Company,"  wherever  used  in  this  inden- 
ture, shall  be  taken  to  mean  the  Central  Trust  Company  of  New  York, 
Trustee,  as  aforesaid,  or  such  other  Trust  Company  as  may  succeed  it  in 
trust  except  when  the  contrary  intention  clearly  appears.  The  words  "Indi- 
vidual Trustee"  or  "Trustees"  shall  further  be  held  to  relate  to  those  at 
the  time  being,  whether  original  or  successors,  and  substituted  or  new 
Trustees  shall  have  all  the  rights  and  powers  of  the  original  Trustee  or 
Trustees. 

The  word  "Directors,"  wherever  used  in  this  indenture,  shall  be  taken 
to  refer  to  the  Directors  of  the  Railroad  Company,  or  its  successors. 

§  2.  The  Trustees  shall  not  be  answerable  for  the  default  or  misconduct 
of  any  agent  or  attorney  appointed  by  them  in  pursuance  hereof,  if  such 
agent  or  attorney  shall  have  been  selected  with  reasonable  care,  or  for  any- 
thing whatever,  in  connection  with  this  trust,  except  wilful  misconduct  or 
gross  negligence.  The  Trustees  shall  not  be  personally  liable  for  any  debts 
contracted  by  them,  or  for  damages  to  persons  or  property  carried  or  in- 
jured, or  for  salaries  or  non-fulfilment  of  contracts,  during  any  period 
wherein  the  Trustees  shall  manage  the  trust  property  or  premises  upon 
entry  or  voluntary  surrender  as  aforesaid.  The  Trustees  shall  not  be  under 
any  obligation  to  take  any  action  towards  the  execution  or  enforcement  of 
the  trust  hereby  created,  which  in  their  opinion  will  be  likely  to  involve 
them  in  expense  or  liability,  unless  one  or  more  of  the  owners  of  the  bonds 
hereby  secured  shall,  as  often  as  required  by  the  Trustees,  furnish  them 
reasonable  indemnity  against  expense  or  liability;  nor  shall  the  Trustees 
be  required  to  take  notice  of  any  default  hereunder,  and  they  may  con- 
clusively assume  that  the  Railroad  Company  has  not  made  default  here- 
under, unless  and  until  notified  in  writing  of  a  default  by  the  owners  of  at 
least  twenty-five  (25)  per  cent,  of  the  bonds  hereby  secured  then  out- 
standing, distinctly  specifying  the  default  desired  to  be  brought  to  the 
attention  of  the  Trustees,  or  to  take  any  action  in  respect  of  any  default 
unless  requested  in  writing  to  take  action  in  respect  thereof  by  the  owners 
of  not  less  than  twenty-five  (25)  per  cent,  of  the  bonds  hereby  secured  then 
outstanding,  and  tendered  reasonable  indemnity  as  aforesaid,  anything 
herein  contained  to  the  contrary  notwithstanding;  but  neither  any  such 
notice  or  request,  nor  this  provision  therefor,  shall  affect  any  discretion 
herein  given  to  the  Trustees  to  determine  whether  or  not  they  shall  take 
action  in  respect  of  such  default,  or  to  take  action  without  such  request. 
The  Trustees  shall  be  protected  in  any  action  taken  or  suffered  by  them  on 
the  faith  of  any  certificate,  document  or  paper  believed  by  them  to  be 
genuine.  The  Trustees  shall  not  be  responsible  for  the  recording  of  this 
indenture  or  for  the  filing  of  the  same  as  a  chattel  mortgage.  The  Trustees 
are  not  responsible  for  the  truth  or  accuracy  of  the  recitals  herein  con- 
tained, which  are  made  solely  by  the  Railroad  Company. 


•±34         CHICAGO,  BURLINGTON   &   QUINCY   RAILROAD  COMPANY 

The  Trustees  shall  be  entitled  to  reasonable  compensation  for  all  services 
rendered  in  the  execution  of  the  trusts  hereby  treated  and  which  shall  be 
payable  by  the  Railroad  Company,  and  until  paid,  such  compensation  of 
the  Trustees  and  their  expenses  and  liabilities  in  connection  with  the  trust 
hereby  created  shall  be  secured  by  the  lien  of  this  indenture,  and  shall  be 
paid  from  and  out  of  the  mortgaged  premises  and  property  prior  to  any 
payment  therefrom  of,  or  on  account  of  the  bonds  hereby  secured  or  the 
coupons  or  claims  for  interest  thereto  appertaining.  The  Trustees  may  con- 
sult with  counsel  and  shall  not  be  liable  for  any  action  taken  or  suffered 
by   them   in   good   faith    in   accordance   with   the  opinion   of  counsel. 

The  Trustees,  or  any  trustee  hereafter  appointed,  may  resign  and 
be  discharged  of  the  trusts  created  by  this  indenture  by  giving  notice 
thereof  to  the  Railroad  Company  and  to  the  bondholders,  by  publication,  at 

■    twice   a    week,    for    lour   BUCCessive   weeks,    in    a    new  spapor    at   that   time 

published  in  each  of  the  cities  of  New  Fork,  X.  Y.;  Boston,  Massachusetts; 
Chicago.  Illinois:  and  St.  Louis,  Missouri. 

The    Trustees   may    be    removed   at    any    time   by   an    instrument    in   writing 
under   the    hands   of   three-quarters    in    amount    of   the   owners   of    the   bonds 
hereby   and  then   outstanding,  an  original  of   which   shall   be  filed 
with    the   Tj  iisteea. 

£    4.      In   case  at  any   time  the  said   Trustees,  or  any   trustee  hereafter  ap- 
pointed, shall   resign  or  be  removed  or  otherwise  become  incapable  of  act- 
ing, a  Buccessoi  o    -  m i : i \  be  appointed  by  the  owners  of  a  majority 
in  amount  of  the  bonds  hereby  secured  and  then  outstanding,  by  an  instru- 
ment  or   concurrent   instruments,   Bigned   by   such   bondholders  or  their  at- 
in    fad   duly   authorized;    provided,  nevertheless,  and  it   is  hereby 
iid  declared,  that,  in  case  at  any  time  there  shall  be  a  vacancy  in 
the  office  of  trustee  hereunder,  the   Railroad   Company,   by  an   instrument 
.ted  by  order  of  it-  Board  of  Directors,  may  appoint  a  trustee  to  fill 

such    vacancy   until   a   new   trustee   shall    be  appointed    by   the   bondholders  or 

as  hereinafter  authorized.     The  Railroad  I  ompany  shall  thereupon  publish 

notice  of  BUCh  appointment  once  a  week  for  six  successive  weeks  in  a  news- 
paper published  in  each  of  the  cities  of  New  York,  N.  Y.;  Boston,  Massa- 
chusetts; Chicago,  Illinois;  and  St.  Louis,  Missouri;  but  any  new  trustee 
BO    appointed     by     the     Kailroad     Company    shall     imi liately    and     without 

further  act  be  -  I  by  a  trustee  appointed  in  the  manner  above  pro- 

vided by  the  bondholders  prior  to  the  expiration  of  six  months  after  such 
publication  of  notice.  In  case  no  Buch  appointment  shall  be  made  by  the 
bondholders  prior  to  the  expiration  of  such  six  months,  a  new  trustee,  to 
supersede  the  trustee  appointed  by  the  Railroad  Company,  may  nevertheless 
be  appointed  by  any  judge  of  the  Tinted  States  Circuit  Court  for  the 
_,th  Circuit  or  by  any  court  of  competent  jurisdiction  in  the  premises, 
upon  the  application  of  the  owners  of  one-quarter  in  amount  of  the  bonds 
issued  hereunder,  then  outstanding.  Every  such  trustee,  appointed  in  place 
of  the  Central  Trust  Company  of  New  York,  or  its  successor  in  the  trust, 
shall  always  be  a  trust  company  in  good  standing,  doing  business  in  the 
City  of  New  York,  and  having  a  capital  and  surplus  and  undivided  profits 
aggregating  at  least  Two  Million  Dollars  ($2,000,000.00),  if  there  be  such 


CORPORATE  HISTORY  435 

a  trust  company,  willing  and  able  to  accept  the  trust  upon  reasonable  or 
customary  terms. 

Any  new  trustee  appointed  hereunder  shall  execute,  acknowledge  and  de- 
liver to  the  trustee  last  in  office  and  also  to  the  Eailroad  Company,  an  in- 
strument, accepting  such  appointment  hereunder;  and  thereupon  such  new 
trustee  shall  become  vested  with  all  the  estates,  properties,  rights,  powers 
and  trusts  of  its  (or  his)  predecessor  in  the  trust  hereunder  with  like  effect 
as  if  originally  named  as  trustee  herein,  without  any  further  act,  deed  or 
conveyance;  but  the  trustee  ceasing  to  act  shall,  nevertheless,  on  the  written 
request  of  the  new  trustee,  and  at  the  cost  of  the  Railroad  Company, 
execute  and  deliver  an  instrument  transferring  to  such  new  trustee,  upon 
the  trusts  herein  expressed,  all  the  estates,  properties,  rights,  powers  and 
trusts  of  the  trustee  so  resigning  or  removed,  and  shall  duly  assign,  transfer 
and  deliver  any  stocks,  bonds,  or  other  property  and  moneys  held  by  such 
trustee  to  the  new  trustee  so  appointed  in  its  (or  his)  place,  provided  that 
all  sums  payable  to  such  trustee  under  any  of  the  provisions  of  this  inden- 
ture shall  first  be  paid  in  full. 

Should  any  deed,  conveyance,  or  instrument  in  writing  from  the  Railroad 
Company  be  required  by  any  new  trustee,  for  more  fully  and  certainly  vest- 
ing in  and  confirming  to  such  new  trustee  such  estates,  rights,  powers  and 
trusts;  any  and  all  such  deeds,  conveyances  and  instruments  in  writing 
shall,  upon  request,  be  made,  executed,  acknowledged  and  delivered  by  the 
Railroad  Company. 

The  said  Oliver  M.  Spencer,  Trustee,  and  his  successor  or  successors  in 
trust,  shall  from  time  to  time  make,  execute  and  deliver  to  the  Trust  Com- 
pany, aforesaid,  and  to  any  successor  or  successors  in  trust  thereof,  such 
letters  of  attorney  and  other  powers  as  may  be  advised  by  counsel  for  the 
Railroad  Company,  as  appropriate  or  expedient  to  give  effect  to  the  pro- 
visions of  this  indenture  or  any  of  them. 

Any  request  in  writing  by  the  Trust  Company  or  by  any  trust  company 
appointed  in  succession  to  it,  to  the  Individual  Trustee  herein,  or  to  any 
individual  trustee  appointed  in  succession  to  him,  shall  be  sufficient  warrant 
for  the  Individual  Trustee  or  his  successor  to  take  such  action  as  may  be 
so  requested. 

Any  certificate  which  it  is  herein  provided  may  be  accepted  by  the  Trust 
Company  as  conclusive  evidence  of  the  facts  therein  stated,  shall  be  full 
warrant  and  protection  to  the  Individual  Trustee  for  any  action  on  the 
faith   thereof. 

Article  XII. 

The  Central  Trust  Company  of  New  York  and  Oliver  M.  Spencer,  Indi- 
vidual Trustee,  parties  of  the  second  part,  hereby  accept  the  trusts  in  this 
indenture  declared  and  provided,  and  covenant  to  perform  the  same  upon 
the  terms  and  conditions  hereinbefore  set  forth. 

In  Witness  Whereof,  the  corporations  parties  hereto  have  caused  their 
corporate  names  to  be  hereunto,  and  to  twenty-four  (24)  other  originals, 
subscribed  by  their  respective  Presidents  or  Vice-Presidents,  and  their  cor- 
porate seals  to  be  affixed  and  attested  by  their  respective  Secretaries  or 


436         CHICAGO,   BURLINGTON   &   QUINCY  RAILROAD   COMPANY 

Assistant  Secretaries;   and  the  said  Oliver  M.  Spencer  has  to  each  thereof 
set  his  hand  and  seal,  all  upon  the  day  and  year  first  above  written. 

Chicago,  Burlington  &  Quincy  Kailboad  Company, 
[Seal]  by  Geo.  B.  Harris, 

President. 
Attest : 

T.  S.  Rowland, 
Secretary. 

TRAii  Trust  Company  of  New  York, 
[Seal]  by  J.  N.  Wallace, 

l'r<  sidt  nl. 
Attest : 
M.  Ferguson, 

Assistant  Secretary. 

Olivek  M.  Spencek,  [l.  S.] 

Individual  Trustee. 


J 


ui    Nl  u    EORK, 

y   gg 

>  and  County  of  New  Your 

Bi    it  remembered,  thai  on  this  l'lM  day  of  May,  A.  D.  1908,  before  me, 

a   Notary    Public,  in  and   for  said  County  and  state,  personally  appeared 

George  1!.  Hani-.  President  of  the  Chicago,  Burlington  &  Quincy  Railroad 

Company,  a  corporation  organized  and  existing  under  the  laws  of  the  State 

of  Illinois,  personally  known  to  me  and  to  be  the  same  person  whose  name 
ibscribed  to,  and  who  executed,  the  foregoing  instrument  as  such  Presi- 
dent; who.  being  by  me  duly  sworn,  did  say  that  he  is  President  of  the  said 
Chicago,  Burlington  &  Quincy  Railroad  Company;  thai  he  knows  the  cor- 
porate -eal  of  said  Company;  that  the  seal  affixed  to  the  foregoing  instru- 
ment is  the  corporate  seal  of  said  Company;  thai  it  was  affixed  by  order 
of  the    Hoard   of   Directors   of   said   Company;    that   said   instrument  was 

signed  and  Bealed  in  behalf  Of  said  corporation  by  like  order  as  President 
Of  said  Company;  that  the  said  Ceorge  H.  Harris  acknowledged  said  instru- 
ment, and  that  it  was  the  voluntary  act  and  deed  of  said  corporation,  and 
that  he,  as  such  President,  signed,  sealed  and  delivered  said  instrument  as 
the  tree  and  voluntary  acl  and  deed  of  said  Company,  and  as  his  own  free 
and  voluntary  acl  and  deed  as  Buch  President,  for  the  uses  and  purposes 
therein  set   forth. 

/     Witness  Whereof,  I   have  hereunto  set  my  hand  and  official  seal  this 
22d   day   of   May,   A.    D.    1908. 

My  commission  expires  March  30,  1910. 

M.  E.  Hellstern, 
Notary  Public  in  and  for  said  County  and  State. 
[Seal]  Notary  Public,  King's  Co.,  N.  Y. 

Certificate  Filed  in  N.  Y.  Co. 


r  ss 


State  of  New  York, 

>  ss 

City  and  County  of  New  \  oi;k. 

Be  it  remembered,  that,  on  this  22d  day  of  May,  A.  D.  1908,  before  me, 
a  Notary  Public,  in  and  for  said  County  and   State,  personally  appeared 


CORPORATE  HISTORY  437 

James  N.  Wallace,  President  of  the  Central  Trust  Company  of  New  York, 
a  corporation  organized  and  existing  under  the  laws  of  the  State  of  New 
York,  personally  known  to  me  and  to  be  the  same  person  whose  name  is 
subscribed  to,  and  who  executed,  the  foregoing  instrument  as  such  Presi- 
dent; who,  being  by  me  duly  sworn,  did  say  that  he  is  President  of  the  said 
Central  Trust  Company  of  New  York;  that  he  knows  the  corporate  seal  of 
said  Company;  that  the  seal  affixed  to  the  foregoing  instrument  is  the  cor- 
porate seal  of  said  Company;  that  it  was  affixed  by  order  of  the  Board  of 
Trustees  of  said  Company;  that  said  instrument,  was  signed  and  sealed  in 
behalf  of  said  corporation  by  like  order  as  President  of  said  Company; 
that  the  said  James  N.  Wallace  acknowledged  said  instrument,  and  that 
it  was  the  voluntary  act  and  deed  of  said  corporation,  and  that  he,  as  such 
President,  signed,  sealed  and  delivered  said  instrument  as  the  free  and 
voluntary  act  and  deed  of  said  Company,  and  as  his  own  free  and  voluntary 
act  and  deed  as  such  President,  for  the  uses  and  purposes  therein  set  forth. 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  official  seal,  this 
22d  day  of  May,  A.  D.  1908. 

My  commission  expires  March  30,  1910. 

M.  E.  Hellstern, 
Notary  Public  in  and  for  said  County  and  State. 
[Seal]  Notary  Public,  King's  Co.,  N.   Y. 

Certificate  Filed  in  N.  Y.  Co. 


,\ 


State  of  New  York, 

y  ss 
City  and  County  of  New  York, 

On  this   22d  day  of  May,  A.   D.   1908,  before  me  personally  appeared 

Oliver  M.  Spencer,  to  me  personally  known  to  be  the  person  named  in  and 

who  executed  the  foregoing  instrument,  and  acknowledged  that  he  signed, 

sealed,  executed  and  delivered  the  same  as  his  free  and  voluntary  act  and 

deed. 

My  commission  expires  March  30,  1910. 

M.  E.  Hellstern, 

Notary  Public  in  and  far  said  County  and  State. 

[Seal]  Notary  Public,  King's   Co.,  N.   Y. 

Certificate  Filed  in  N.  Y.  Co. 

RECORDED  IN  ILLINOIS 

County  Date  Hour      Min. 

Adams June    6,  1908  10       20  AM 

Bond "      15,  "  10       45 

Bureau "       3,  "  8 

Carroll "      16,  "  8 

Cass "       2,  "  4      30  PM 

Clinton "      11,  "  9  AM 

Cook "     13,  "  10 

DeKalb "      17,  "  1       10  PM 

DuPage May  28,  "  2 

Franklin June  12,  "  1 

Fulton "       1,  "  8      05  AM  277  450 


Book 

Page 

101 

318 

42 

240 

53 

498 

68 

475 

30 

345 

4 

1 

10193 

551 

85 

230 

5 

124 

6 

86 

438         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

County                                Date  Hour  Min.  Bool: 

Greene June    5,  1908  8  BB 

Hancock "       9,  "  1  PM             74 

Eenderson "     12,  "  8  AM             19 

IIinhv "       3,  "  6  I'M           245 

Jeffebson "     12,  "  8  AM            53 

Jersey "      5,  "  2  15  PM          113 

Jo  Daviess "     12,  "  11  AM            42 

Kane May  29,  "  11  488 

Kendall June    1,  "  1  PM             25 

Knox "       4,  ■  4  30                   96 

La  Salle ■        2,  "  5  455 

Lei "     17,  ■  10  15  AM             O 

MACOUPIN "        8.  ■  8  239 

Madison "        8,  "  3  PM            346 

Marion "      11,  ■  10  45  AM             40 

M<  Donotjgh "       5,  "  1  I'M             27 

Merceb "      13.  "  9  AM             87 

Montgomery ■     16,  "11  C 

Morgan "       2,  -  2  45  PM            17 

Ogle "     16,  ■  2  20                  03 

Peoria May  29,  "  12  10                 160 

Pike June    8,  "  8  AM            59 

Rock  Island ■     15,  8  30  102 

Sangamon "     17,  "  9  50                192 

Schuyler "       L  ■  1  I'M          104 

Scott "       ».  "  8  AM            10 

m   Clair "     10,  "  8  361 

Stark "       l.  "  10  87 

Warren "        I,  "  2  25  PM            40 

Win  1 1  3ID1 "      15,  "  3  30                  139 

Williamson "     13,  "  8  AM             7 

Winnebago "     18,  *  11  30                 171 

Recorded  in  Wisconsin        .  „  „. 

Department  of  State          June  16,  1908  2  I'M  14 

Recorded  in  Minnesota       .  „  „ 

Department  of  State          June  10,  1908  11  10  AM  12 

Hi.NNiiiN "      11.  •  4  30  I'M           630 

Ramsey "       2,  "  9  AM          385 

Ramsei "     10,  "  11  40                 385 

Washington "     10,  "  3  30  I'M            23 

Winona «      11,  "  8  AM              66 

RECORDED  IN  IOWA 

County                               Date  Hour  Min.          Booh 

Adair June  11,  1908  5  PM  73 

Adams  "  10,  "  9  30  AM     39 


Page 

144 
211 

50 
143 
360 

39 
340 

85 
176 
428 
156 
117 
371 
1 
545 
338 
500 
178 
549 
179 
179 

59 
211 
285 
329 
188 
1 

36 
439 
568 
335 

37 

522 

246 

597 
331 
331 
613 
245 


Page 

64 
112 


CORPORATE  HISTORY 

County                               Date  Hour  Min. 

A.ppanoose June    3,  1908  10 

Cass "       9,  "  8 

Clarke "       5,  "  4  30  PM 

Clinton   "      15,  "  1  50 

Davis "       2,  "  1 

Decatur "       5,  "  9           AM 

Des  Moines May  29,  "  3  30  PM 

Dubuque June  12,  "  8  55  AM 

Fremont Aug.    5,  "  11 

Henry June  18,  "  9  40 

Jefferson "      18,  "  8 

Keokuk "      10,  "  11  30 

Lee  at  Ft.  Madison May  29,  "  3            PM 

Lee  at  Keokuk June    1,  "  9  30  AM 

Louisa "      11,  "  10  30  AM 

Lucas "      11,  "  8  35 

Madison "      13,  "  1  30  PM 

Mahaska "      16,  "  4  35 

Marion "      16,  "  9  30  AM 

Mills "       6,  "  8  50 

Monroe "      17,  "  3  15  PM 

Montgomery "       8,  "  3 

Page "       9,  "  1  30 

Polk "      15.  "  10  20  AM 

Pottawattamie "       6,  "  11  20 

Ringgold "       4,  "  8  30 

Scott "      15,  "  9  20 

Taylor "      10,  "  4  30  PM 

Union "      11,  "  11  45  AM 

Van  Buren "       1,  "  4  30  PM 

Wapello "      17,  "  11  50  AM 

Warren "      13,  "  8  40 

Washington "     10,  "  8 

Wayne "       3,  "  2  30  PM 

Woodbury "       1,  "  9           AM 

RECORDED  IN  MLSSOURI 

Adair June  10,  1908  9            AM 

Andrew "      19,  "  9  45 

Atchison "      19,  "  5  55  PM 

Audrain "       6,  "  9  30  AM 

Buchanan "      19,  "  1  35  PM 

Caldwell "      12,  "  12  40 

Carroll "       5,  "  9  10  AM 

Chariton "       5,  "  2        1  PM 

Clark "       9,  "  7  30  AM 

Clay, , "     23,  "  8 

Clinton "     23,  "        .       1  50  PM 


439 


Book 

Page 

32 

351 

214 

142 

37 

598 

100 

77 

A.F. 

559 

168 

457 

73 

11 

91 

397 

33 

166 

106 

129 

30 

600 

45 

324 

L 

63 

43 

570 

102 

596 

13 

90 

49 

321 

42 

701 

29 

466 

43 

544 

78 

727 

34 

11 

174 

564 

517 

504 

493 

1 

86 

18 

32 

532 

50 

370 

174 

332 

G-I 

227 

6 

182 

22 

342 

24 

198 

44 

119 

179 

338 

54 

582 

108 

60 

57 

370 

33 

163 

374 

1 

26 

485 

185 

154 

34 

1 

29 

47 

152 

156 

86 

558 

440         CHICAGO,  BURLIXGTON  &  QUINCY  RAILROAD  COMPANY 

County                                Bate                  Hour  Min.  Book  Page 

De  Kalb June  25,  1908  8  20  AM             51  84 

( Ientry "25,  ■  5  50  PM             48  430 

Harrison "     27,  "  11  15  AM            150  1 

Holt July  30.  "  9  40                  112  69 

Jackson June  22,  "  9  30            B-1155  499 

Lewis "      16,  "95  93  467 

Lincoln "   2,  "  1  25  PM     60  350 

Linn "  11,  "  3  45       153  472 

Li\  ingston "      13,  "  9  AM            139  391 

Macon "     13,  "  3  PM           155  304 

Mahion "      15,  "  8  AM            197  149 

Mercer "     27,  ■  6  PM            23  125 

Monroe "      17,  "  5  40                     41  430 

Montgomery "       4,  "  1  25                   67  317 

Nodaway "      19,  "  7  AM           100  528 

1'iKi '•      17,  "  7  45                   142  496 

Platte "      24,  "  9  50                     62  488 

Putnam "     10,  "  3  PM            28  321 

Ralls "     17,  "  1  79  84 

St  <  !harles May  29,  "  5  95  236 

St  I... i  re  (Citj     "     29,  "  12  19                2117  88 

St  Louis   Countj     June    1,1908  9  20  AM  216  11 

Schuyler ■       9,  "  3  45  PM            32  187 

Scotland "       9,  "  11  AM             7  1  362 

Shelby "     15,  "  11  30               36-A  181 

Sullivan "     10,  "  12  M           52  184 

Warren "      4,  ■  8  15  AM           27  514 

Worth "     26,  "  11  55  173 

RECORDED  IN  NEBRASKA 

Adam- June  12,  1908  10  50  AM  94  15 

Amklope "       5,  "  11  55                    62  1 

Blaine "       2,  "  5  I'M             E  319 

Box  Butte "       2,  "  6  24  91 

Buffalo "      12,  "  3  84  434 

Bcrt 8,  "  5  12  450 

Butler "    .    1,  "  8  AM             58  1 

Cass "      13,  7  45  4  509 

Cedar "       9,  "  11  30                    46  143 

Chase "      10,  "11  T  458 

Cheyenne "       5,  "  1  PM            19  215 

Clay «     12,  "  8  55  AM             98  186 

Colfax "     10,  "  7  45  PM             30  48 

Custer "       2,  "  1  78  195 

Dakota "       9,  "  5  30                     V  553 

Dawes "        4,  "  8  AM             35  346 

Dawson "     17,  "  8  45                   49  271 

Dixon "      .  9,  "  7  45  PM             36  62 


CORPORATE  HISTORY 


441 


County  Bate 

Dodge June    6, 

Douglas "  8, 

Dundy "  6, 

Fillmore "  9, 

Franklin "  8, 

Frontier "  6, 

Furnas "  8, 

•Gage "  11, 

Garfield "  1, 

Gosper "  6, 

Grant "  3, 

Greeley "  1, 

Hall "  2, 

Hamilton "  1, 

Harlan "  8, 

Hayes "  9, 

Hitchcock "  6, 

Holt "  5, 

Hooker "  2, 

Howard "  2, 

Jefferson "  9, 

Johnson "  11, 

Kearney "  12, 

Lancaster "  13, 

Lincoln "  17, 

Merrick "  1, 

Nemaha "  11, 

Nuckolls "  9, 

Otoe "  10, 

Pawnee .' "  10, 

Perkins "  5, 

Phelps "  6, 

Pierce "  6, 

Platte "  1, 

Polk "  16, 

Red  Willow "  6, 

Richardson "  10, 

Saline "  11, 

Sarpy "  11, 

Saunders "  10, 

Scotts  Bluff "  5, 

Seward "  1, 

Sheridan "  4, 

Sherman "  2, 

Sioux "  3, 

Thayer "  9, 

Thomas "  2, 


1908 


Hour 

Min. 

Boole 

Page 

3 

55 

22 

7 

1 

20 

338 

510 

12 

M 

M 

607 

2 

PM 

68 

85 

7 

50 

316 

9 

AM 

39 

596 

10 

18 

391 

1 

PM 

48 

326 

4 

45 

9 

295 

7 

AM 

18 

576 

11 

10 

2 

43 

3 

15  PM 

38 

241 

10 

AM 

37 

19 

12 

15  PM 

51 

34 

11 

30  AM 

16 

57 

12 

M 

20 

596 

11 

AM 

24 

84 

8 

30 

92 

340 

4 

PM 

1 

504 

8 

AM 

1 

279 

5 

20  PM 

47 

568 

10 

40  AM 

21 

97 

12 

M 

46 

624 

2 

PM 

154 

345 

5 

PM 

36 

265 

1 

30 

35 

369 

9 

30  AM 

31 

390 

10 

33 

97 

9 

10  PM 

44 

470 

4 

32 

407 

6 

P 

75 

9 

AM 

34 

184 

8 

28 

1 

8 

25 

55 

413 

5 

PM 

56 

348 

11 

AM 

43 

364 

5 

30  PM 

35 

365 

2 

15 

73 

93 

8 

30  AM 

Z 

377 

5 

PM 

33 

598 

9 

AM 

8 

442 

10 

20 

72 

245 

10 

55 

10 

256 

8 

40 

141 

11 

30 

7 

305 

12 

30  PM 

S 

142 

3 

10 

2 

266 

442         CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

Count)/                               Date                 Hour  Min.  Book  Page 

Thurston June  10,  1908  8  30  AM  6  192 

Valley ■        1,      "                 4  10  I'M  39  62 

Websteb "   8,  "  8  10  AM  U  17 

York l,  "  11  15  91  149 

RECORDED  IN  KANSAS 

Atchison June  12,  1908  2  30  PM  123  1 

Cheyenne "       8,  "  8           AM  17  160 

Cloud "      10,      "  9  30  36  428 

Decatur "       8,  "  3           PM  C  182 

Doniphan "     12,  "  9           AM  57  446 

Leavenworth July  29,  "  2  15  PM  194  426 

Norton June    8,  "                1  40  36  468 

Phillips "     15,  "  8           AM  56  135 

Rawlins "       8,  "  7  20  12  620 

Republic "      15,  ■  11  50  AM  79  73 

Washington "     10,  "               1            I'M  84  353 

Wyandotte July  31,  "  9  50  AM  418  1 

Recorded  in  South  1  )akota 


Department  of  Stat.                June  23,  1908       10            AM  3  516 

RECORDED  IN  COLORADO 

Adams   June  18,  1908            4           PM  33  297 

Boi  LDi  R "      1!'.     "                9            AM  268  512 

Hi  nveb July    15,      '•                3       15  I'M  L977  9 

Jefferson June  19,     "               1       30  134  387 

I \\      "       ."),     "                1       50  82  47 

Morgan "       6,     "               4      30  62  500 

Phillips "       5,     "               4      55  67  104 

Sedgwick "     18,     "               9           AM  29  66 

Washington "       6,     "               3      10  PM  97  233 

Weld "     19,     "             10           AM  281  174 

Yi  ma 6,     "                1       15  PM  46  95 

RKCORDED  IN  WYOMING 

Big  Horn June    4,1908            8            AM  6  502 

Crook "       4,     "                4            I'M  25  143 

Laramie "     20,     "               1       25  132  291 

Sheridan 3,     "               1       40  L  351 

Weston 3,     "              8           AM  4  311 

Recorded  in  Montana                                                                  .  n 

Department  of  State  )       J^e  16,  1908          10      30  AM  O  407 

CHICAGO,  BURLINGTON   &   QUINCY   RAILROAD  COMPANY. 

Indenture 

Supplemental  to  the 

General  Mortgage 

of   the  Chicago,  Burlington  &  Quincy  Railroad  Company,   To  the  Central 

Trust    Company    of    New    Y'ork    and    Oliver    M.    Spencer,  Trustees,    Dated 

March  Second,  1908. 
Whereas,  In  the  said  General  Mortgage  between  the  parties  hereto,  the 


CORPORATE  HISTORY  443 

following  amounts  of  existing  bonds  are  enumerated,  for  the  refunding  of 
which  provision  is  made  in   said  Mortgage: 

$50,835,000  of  Chicago,  Burlington  &  Quincy  Eailroad,  Illinois  Division, 
3y3  per  cent,  bonds,  maturing  July  1,  1949; 

$34,165,000  of  Chicago,  Burlington  &  Quincy  Eailroad,  Illinois  Division, 
4  per  cent,  bonds,  maturing  July  1,  1949; 

$7,289,000  of  Chicago,  Burlington  &  Quincy  Railroad,  Iowa  Division,  4 
per  cent,  bonds,  maturing  October  1,  1919 ; 

$2,287,000  of  Chicago,  Burlington  &  Quincy  Eailroad,  Iowa  Division,  5 
per  cent,  bonds,  maturing  October  1,  1919 ; 

$4,300,000  of  Chicago,  Burlington  &  Quincy  Railroad  sinking  fund  4 
per  cent,  bonds,  maturing  September  1,  1921; 

$9,000,000  of  Chicago,  Burlington  &  Quincy  Eailroad  5  per  cent,  deben- 
ture bonds,  maturing  May  1,  1913; 

$7,968,000  of  Chicago,  Burlington  &  Quincy  Eailroad,  Denver  Extension, 
4  per  cent,  bonds,  maturing  February  1,  1922; 

$24,505,000  of  Chicago,  Burlington  &  Quincy  Eailroad,  Nebraska  Exten- 
sion, 4  per  cent,  bonds,  maturing  May  1,  1927; 

$13,751,000  of  Burlington  &  Missouri  Eiver  Eailroad  in  Nebraska,  6  per 
cent,   bonds,  maturing  July    1,   1918; 

$3,347,000  of  Burlington  &  Missouri  Eiver  Eailroad  in  Nebraska,  4  per 
cent,  bonds,  maturing  January  1,  1910; 

$1,078,000  of  Republican  Valley  Eailroad  6  per  cent,  bonds,  maturing 
July  1,  1919; 

$8,000,000  of  Hannibal  &  St.  Joseph  Eailroad  6  per  cent,  mortgage  bonds, 
maturing  April  30,  1911 ; 

$133,000  of  Tarkio  Valley  Eailroad  7  per  cent,  mortgage  bonds,  maturing 
June  1,  1920; 

$118,000  of  Nodaway  Valley  Eailroad  7  per  cent,  mortgage  bonds,  matur- 
ing June  1,  1920; 

$1,125,000  of  Atchison  &  Nebraska  Eailroad  7  per  cent,  bonds,  maturing 
March   1,    1908; 

$600,000  of  Lincoln  &  Northwestern  Eailroad  7  per  cent,  bonds,  maturing 
January  1,  1910. 

And  Whereas,  In  some  of  the  Mortgages  or  Deeds  of  Trust,  securing  said 
existing  bonds  the  Chicago,  Burlington  &  Quincy  Eailroad  Company,  or  its 
predecessors,  to  the  rights  of  which  it  has  succeeded,  were  and  are  author- 
ized to  issue  for  certain  purposes  and  upon  certain  contingencies,  bonds  in 
excess  of  the  said  amounts  now  outstanding; 

And  Whereas,  It  has  now  been  agreed  to  limit  the  respective  issues  of 
said  enumerated  existing  bonds  to  the  amounts  above  specified,  and  by  ap- 
propriate corporate  action  of  the  corporations  parties  hereto  this  Supple- 
mental Agreement  has  been  duly  approved  and  authorized  to  be  executed, 

THIS    SUPPLEMENTAL    INDENTURE    WITNESSETH: 

That  in  consideration  of  the  premises  and  the  receipt  of  one  dollar 
($1.00)  by  the  Trustees,  in  hand  paid,  said  Chicago,  Burlington  &  Quincy 
Eailroad  Company  does  hereby  agree  and  covenant  with  the  said  Trustees 
and  their  successors,  that  it  will  not  request,  cause  to  be  certified,  issue  or 


444         CHICAGO,  BURLINGTON   &   QUINCT  RAILROAD  COMPANY 

accept  bonds  issued  under  any  of  said  mortgages  or  deeds  of  trust,  which 
would  have  the  effect  of  increasing  the  total  amount  of  the  bonds  secured 
by  such  mortgage  or  deed  of  trust,  at  any  one  time  outstanding,  beyond 
that  expressed  in  the  said  General  Mortgage,  as  outstanding  at  the  date 
thereof. 

This  Supplemental  Indenture  shall  have  the  same  tour  and  effect  as  if 
its  provisions  had  been  incorporated  in  the  said  General  -Mortgage  in  the 
same  instrument. 

In  Witness  Whereat',  The  corporations  parties  hereto  have  caused  their 
corporate  names  to  be  hereunto  and  to  twenty-four  (24)  other  originals, 
subscribed  by  their  respective  Presidents  or  Vice  Presidents,  and  their  cor- 
porate seals  to  be  affixed  and  attested  by  their  respective  Secretaries  or 
Assistant  Secretaries,  and  the  said  Oliver  M.  Spencer  has  to  each  thereof 
his  hand  and  seal,  upon  the  day  and  year   firsl   above  written. 

Chicago,   Burlington  &  Quincs   Railroad  Company, 
[Seal]  by  Geo.  B.   Harris, 

Atti  s  Presidt  nt. 

T.   S.  HOWLAND, 

Secrt  tary. 

PEAL  TRUST  Company  of  Xku    XORK, 
Si  al]  by  J.   X.  Wallace, 

Att.  President. 

M.     FERGl  BON, 

Assisti 

Oliver  M.  Spencer,   [l.s.] 

Individual   Trustee 


;  E  OP   1 1. 1. 1  NO         / 

.tv  of  Cook,    ) 

B(  il  remembered,  that,  on  this  25th  day  of  September,  A.  D.  1908,  be- 
fore me,  a  Notary  Public,  in  and  Cor  said  County  and  State,  personally 
appeared  George  B.  Hani-,  President  of  the  Chicago,  Burlington  A  Quincy 
Bail  mpany,  a  corporation  organized   and  existing   under  the  laws 

of  the  State  of  Illinois,  personally  known  to  me  and  to  be  the  same  person 
whose  nam--  is  subscribed  to,  and  who  executed,  the  foregoing  instrument 
as  SU(  b  President;  who,  being  by  me  duly  sworn,  did  say  that  he  is  Presi- 
dent of  the  said  Chicago,  Burlington  ..v.  Quincy  Railroad  Company;  that  he 
knows  the  corporate  seal  of  said  Company;  that  the  seal  affixed  to  the  fore- 
going instrument  is  the  corporate  seal  of  said  Company;  that  it  was  affixed 
by  order  of  the  Board  oi  1  Company;  that  -aid  instrument 

was  signed  and  sealed  in  behalf  of  said  corporation  by  like  order  as  Presi- 
dent of  said  Company;  that  the  said  George  B.  Harris  acknowledged  said 
instrument,  and  that  it  was  the  voluntary  act  and  deed  of  said  corporation, 
and  that  he,  as  such  President,  signed,  sealed  and  delivered  said  instru- 
ment as  the  free  and  voluntary  act  and  deed  of  said  Company,  and  as  Id- 
own  free  and  voluntary  act  and  deed  as  such  President,  for  the  uses  and 
purposes  therein  set  forth. 


CORPORATE  HISTORY  445 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  official  seal  this 
25th  day  of  September,  A.  D.  1908. 

My   commission   expires   March   12th,   1910. 

J.  H.  Pettibone, 
[Seal]  Notary  Public  in  and  for  said  County  and  State. 


State  of  New  York, 

City  and  CO'Unty  of  New  York 


Jss. 


Be  it  remembered,  that,  on  this  15th  day  of  October,  A.  D.  1908,  before 
me,  a  Notary  Public,  in  and  for  said  County  and  State,  personally  appeared 
J.  N.  Wallace,  President  of  the  Central  Trust  Company  of  New  York,  a 
corporation  organized  and  existing  under  the  laws  of  the  State  of  New 
York,  personally  known  to  me  and  to  be  the  same  person  whose  name  is 
subscribed  to,  and  who  executed,  the  foregoing  instrument  as  such  Presi- 
dent; who,  being  by  me  duly  sworn,  did  say  that  he  is  President  of  the  said 
Central  Trust  Company  of  New  York;  that  he  knows  the  corporate  seal 
of  said  Company;  that  the  seal  affixed  to  the  foregoing  instrument  is  the 
corporate  seal  of  said  Company;  that  it  was  affixed  by  order  of  the  Board 
of  Trustees  of  said  Company;  that  said  instrument  was  signed  and  sealed 
in  behalf  of  said  corporation  by  like  order  as  President  of  said  Company; 
that  the  said  J.  N.  Wallace,  acknowledged  said  instrument,  and  that  it  was 
the  voluntary  act  and  deed  of  said  corporation,  and  that  he,  as  such  Presi- 
dent, signed,  sealed  and  delivered  said  instrument  as  the  free  and  voluntary 
act  and  deed  of  said  Company,  and  as  his  own  free  and  voluntary  act  and 
deed  as  such  President,  for  the  uses  and  purposes  therein  set  forth. 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  official  seal,  this 
15th  day  of  October,  A.  D.  1908. 

My   commission  expires  March   30th,  1909. 

W.  H.  Smidt, 
[Seal]  Notary  Public,  BocMand  Co., 

Certificate  filed  in  New  York  Co. 
My  commission  expires  March  30th,  1909. 
Notary  Public  in  and  for  said  County  and  State. 


State  of  Ilein( 

y  ss 
County  of  Cook 


NO'IS    ) 

ok,     \ 


On  this  first  day  of  October,  A.  D.  1908,  before  me  personally  appeared 
Oliver  M.  Spencer,  to  me  personally  known  to  be  the  person  named  in  and 
who  executed  the  foregoing  instrument,  and  acknowledged  that  he  signed, 
sealed,  executed  and  delivered  the  same  as  his  free  and  voluntary  act  and 
deed. 

My  commission  expires  March   12th,  1910. 

J.  H.  Pettibone, 
[Seal]  Notary  Public  in  and  for  said  County  and  State. 


■146         CHICAGO,  BURLINGTON  &   QUIXCY  RAILROAD  COMPANY 
FIRST  AND  REFUNDING  MORTGAGE,  February  1,  1921. 

CHICAGO,  BURLINGTON    &    QTJINCY   RAILROAD   COMPANY 

to 
The  First  National  Bank  of  the  City  of  New  Yoke, 

and 
Frazier  L.  Ford,  Trustees. 

An  Indenture,  dated  the  rirst  day  of  February,  1921,  by  and  between 
Chicago,   Burlington   &   Quincy    Railroad   Company,  a   corporation   created 

and  existing  under  the  laws  of  the  State  of  Illinois,  hereinafter  called  the 
"Railroad  Company,"  party  of  the  tirst  part,  and  The  First  National  Bank 
of  the  City  of  New  Y'ork,  a  corporation,  created  and  existing  under  the 
laws  of  the  United  States  of  America,  hereinafter  called  the  "Corporate 
Trustee,"  and  Frazier  L.  Ford,  a  citizen  of  the  State  of  Missouri,  herein- 
after called  the  "Individual  Trustee,"  the  Corporate  Trustee  and  the  Indi- 
vidual Trustee,  collectively,  being  hereinafter  called  the  "Trustees,"  parties 
of  the  second  part. 

Whereas,  the  Railroad  Company  owns  certain  railroads,  and  properties, 
hereinafter  more  specifically  described,  located  in  the  States  of  Illinois, 
Wisconsin,  Minnesota,  Iowa,  Missouri,  Nebraska,  Kansas,  Colorado,  South 
Dakota,  Wyoming  and  Montana,  and  also  the  shares  of  capital  stock  of 
certain  railroad,  bridge,  depot,  and  terminal  companies  owning  railroads 
or  facilities  connected  or  used  with  the  said  railroads  so  owned  by  the 
Railroad  Company:  and 

Whereas,  the  Railroad  Company  may  from  time  to  time  hereafter,  pur- 
chase or  otherwise  acquire  tin-  railroads  and  properties  of  the  said  rail- 
road, bridge,  depot  and  terminal  companies,  of  which  it  now  owns  the 
whole  or  a  portion  of  the  capital  stock,  or  may  acquire  additional  shares 
of  the  capital  stock,  bonds  or  other  securities  thereof,  and  may  purchase 
or  acquire  other  railroads  and  properties,  or  the  stocks,  bonds  or  other 
Llities  of  the  companies  owning  such  other  railroads  and   properties;   and 

Whereas,   the   Railroad   Company   has  heretofore  execute. i  and  delivered 

tain    mortg     !  collateral    trust    indentures   to   secure    bonds    issued    or 

to  be  issued  under  said  mortgages  or  collateral  trust  indentures,  and  certain 
portions  of  the  railroads  owned  by  the  Railroad  Company  and  hereinafter 
conveyed  to  the  ]  are  now  subject  to  the  lien  of  the  said  mortgages, 

or  mortgages  securing  bonds  deposited  under  said  collateral  trust  inden- 
tures, and  the  railroads  and  properties  of  other  companies,  of  which  the 
ownership  or  control  may  be  acquired,  or  with  which  the  Railroad  Company 
may  be  consolidated  or  merged,  may  lie  subject  at  the  time  of  such  acqui- 
sition, consolidation  or  merger  to  the  lien  of  mortgages  securing  other 
bonded  indebtedness,  or  which  companies  may  have  bonded  or  other  indebt- 
edness not  secured  by  mortgage;  and 

Win  reus,  the  Railroad  Company  desires  to  provide  for  the  retirement  or 
refunding,  before,  at  or  after  maturity,  of  the  bonded  indebtedness  secured 
by  any  or  all  of  such  indentures  of  mortgage  or  deeds  of  trust,  and  for  the 
payment  or  refunding  of  other  indebtedness  of  itself  and  of  the  companies 
mentioned  in  the  preceding  paragraph,  and  also  to  provide  for  the  enlarge- 


CORPORATE  HISTORY  447 

ment,  improvement  and  betterment  of  the  railroads  and  property  owned  by 
it  or  leased  to  it,  and  for  the  acquisition  of  stocks  and  bonds  of  other  com- 
panies, and  for  other  expenditures  for  its  corporate  purposes  hereinafter 
specified,  and  intends  to  make  such  provision  by  the  execution  and  delivery 
of  this  indenture  of  mortgage  or  deed  of  trust  upon  the  railroads,  proper- 
ties and  franchises  of  the  Eailroad  Company,  and  by  the  issuance  of  bonds 
hereunder ;   and 

Whereas,  the  Eailroad  Company  has  heretofore  made  expenditures  for 
the  purpose  of  constructing,  enlarging  and  improving  certain  of  its  exist- 
ing railroads  and  properties  hereinafter  conveyed  to  the  Trustees,  acquiring 
equipment,  or  purchasing  the  shares  of  capital  stock  or  bonds  of  railroad, 
bridge,  depot,  terminal  or  other  companies,  or  retiring  or  discharging  the 
bonded  indebtedness  of  the  Eailroad  Company,  all  of  which  expenditures 
were  at  the  time  when  made  and  are  now  properly  chargeable  to  capital 
account,  but  which  have  not  been  heretofore  capitalized  and  for  which  it 
now  desires  to  reimburse  its  treasury  by  the  issuance  of  bonds  hereunder; 
and 

Whereas,  at  a  meeting  of  the  Board  of  Directors  of  the  Eailroad  Com- 
pany, duly  held  pursuant  to  notice  at  the  office  of  the  Eailroad  Company  in 
the  City  of  Chicago,  State  of  Illinois,  on  the'  1st  day  of  December,  1921, 
a  quorum  being  present,  the  execution  and  delivery  of  this  mortgage  or 
deed  of  trust  and  the  creation  of  a  bonded  indebtedness  secured  by  said 
mortgage  as  in  this  indenture  of  mortgage  provided,  was  duly  authorized; 
and 

Whereas,  at  a  special  meeting  of  the  stockholders  of  the  Eailroad  Com- 
pany, duly  called  and  held  at  its  principal  office  in  the  City  of  Chicago, 
Illinois,  on  the  18th  day  of  January,  1922,  the  consent,  concurrence  and 
approval  of  stockholders  owning  more  than  two-thirds  in  amount  of  all  the 
capital  stock  of  the  Eailroad  Company  issued  and  outstanding  were  duly 
given  in  the  manner  and  form  required  by  law  to  the  execution  and  delivery 
of  this  indenture  of  mortgage,  to  the  parties  hereto  of  the  second  part  and 
their  respective  successors  as  Trustees,  and  of  the  bonds  from  time  to  time 
hereunder  to  be  issued  and  hereby  to  be  secured,  for  the  purposes  and  up 
to  the  limit  of  the  amount  herein  stated  and  in  conformity  with  the  pro- 
visions hereof;  and 

Whereas,  the  bonds  of  each  particular  series  issued  after  February  1, 
1921,  are  to  bear  date  the  first  day  of  February  or  the  first  day  of  August 
next  preceding  the  date  on  which  such  series  is  authorized,  to  mature  on 
such  date  subsequent  to  the  date  of  issue,  and  on  or  prior  to  February  1, 
2121,  to  bear  such  rate  of  interest,  to  be  payable  semi-annually,  to  be  sub- 
ject or  not  subject  to  redemption,  to  be  exempt  or  not  exempt  from  taxes, 
to  be  convertible  or  not  convertible  into  shares  of  the  capital  stock  of  the 
Eailroad  Company,  and  to  be  subject  or  not  subject  to  sinking  fund  pro- 
visions, all  as  may  be  determined  by  the  Board  of  Directors  of  the  Eailroad 
Company  at  the  time  of  issue,  and  as  shall  be  expressed  in  the  bonds  of  each 
particular  series;  and 

Whereas,  any  of  the  coupon  bonds  of  any  particular  series  as  may  be 
deemed  expedient  by  the  Board  of  Directors  of  the  Eailroad  Company  shall 


448         CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD   COMPANY 

be  issued  in  the  denomination  of  $1,000,  and  may  also  at  the  election  of 
the  Board  of  Directors  be  issued  in  the  denominations  of  $500  or  $100, 
payable  as  to  principal  and  interest  in  the  Borough  of  Manhattan,  City  of 
New  York,  in  gold  coin  of  the  United  States,  and 

Whereas,  registered  bonds  without  coupons  payable  in  gold  coin  of  the 
United  States  of  America  shall  be  of  the  denomination  of  $1,000,  and  may 
be  also  of  such  other  denominations  as  from  time  to  time  may  be  author- 
ized by  the  Board  of  Directors  of  the  Railroad  Company,  and 

Whereas,  the  forms  of  the  coupon  bonds  and  of  the  coupons  to  be  at- 
tached thereunto,  and  of  the  registered  bonds  which  are  to  be  secured  1  >>• 
this  indenture,  and  of  the  certificates  for  the  authentication  of  said  bonds 
(subject  to  such  appropriate  insertions,  omissions  or  variations  as  may  be 
permitted  by  the  terms  hereof  and  as  may  be  necessary  and/or  convenient 
with  respect  to  bonds  of  different  series)  are  to  be  severally  and  respec- 
tively  substantially  as  follows,  to  wit: 

Form  of  Coupon  Bond.  | 
No Series $ 


United  states  of  America. 
I  MM 'AGO,  BURLINGTON    &    QUINCY   RAILROAD  COMPANY. 

First  and  Refunding  Mortgage  Gold  Coupon Per  Cent  Bond. 

Chicago,  Burlington  &  Quincy  Railroad  Company  (hereinafter  called  the 
"Railroad  Company"),  a  corporation  <d'  the  State  of  Illinois,  for  value  re- 
ceived,  hereby   promises  to  pay  to  bearer,  or,  if  this  bond  be  registered, 

then  to  the  registered  bolder  hereof,  on  the  firsl  day  of , 

at  the  office  or  agency  of  the  Railroad  Company  in  the  Borough  of  Man- 
hattan, City  of  New   York,  state  of  New  York,  the  sum  of 

dollars,  in  gold  coin  of  the  United  States  of  America  of  the  standard  of 
weight  and  fineness  as  it  existed  on  the  firsl  day  of  February,  1921,  and  to 

pay  interest  thereon  from  ,  at  the  rate  of per  cent  per 

annum,  such  intrust  to  be  payable  at  such  office  or  agency,  in  like  gold 
coin,  semi-annually  on  the  firsl  day  of  February  and  the  first  day  of  August 
in  each  year  until  the  payment  of  said  principal  sum,  but  only  upon  pre- 
sentation and  surrender  of  the  coupons  therefor  hereto  attached  as  they 
severally  mature. 

This  bond  is  one  of  the  First  and  Refunding  Mortgage  Bonds  (coupon 
or  registered)  of  the  Railroad  Company,  issued  and  to  be  issued,  in  one  or 
more  series,  under  and  pursuant  to,  and  all  equally  secured  by,  an  indenture 
of  mortgage  or  deed  of  trust  dated  February  1,  1921,  duly  executed  by  the 
Railroad  Company  to  The  First  National  Bank  of  the  City  of  New  York, 
a  corporation  of  the  United  States  of  America  and  Frazier  L.  Ford,  as 
Trustees,  to  which  indenture  and  any  and  all  supplements  thereto,  refer- 
ence is  hereby  made  for  a  description  of  the  railroads,  properties  and 
franchises  mortgaged  or  pledged  to  said  Trustees,  or  their  successors,  the 
nature  and  extent  of  the  security,  and  the  rights  of  the  holders  of  said 
bonds  and  of  the  Trustees  in  respect  of  such  security. 


CORPORATE  HISTORY  449 

At  any  time  the  authorized  issue  of  bonds  under  said  indenture  is  limited 
to  an  amount  which,  together  with  all  then  outstanding  prior  debt  of  the 
Eailroad  Company  or  of  a  successor  corporation  (as  such  prior  debt  is 
defined  in  the  indenture  aforesaid)  after  deducting  therefrom  the  bonds 
then  reserved  under  the  provisions  of  said  indenture  to  retire  prior  debt 
before,  at  or  after  maturity,  shall  be  equal  to  three  times  the  par  value  of 
the  then  outstanding,  fully  paid  capital  stock  of  the  Eailroad  Company  or 
of  a  successor  corporation. 

In  case  of  certain  defaults  specified  in  said  indenture,  the  principal  of 
all  such  bonds  may  be  declared  and  may  become  due  and  payable  in  the 
manner  and  with  the  effect  provided  in  said  indenture. 

Unless  registered  as  herein  provided  this  bond  shall  pass  by  delivery. 
Any  coupon  bond  may  be  registered  as  to  principal  in  the  owner 's  name  at 
the  office  or  agency  of  the  Eailroad  Company  in  the  Borough  of  Manhattan, 
City  of  New  York,  such  registry  being  noted  on  the  bond,  after  which  no 
transfer  shall  be  valid  unless  made  by  the  registered  owner,  in  person  or  by 
attorney,  and  similarly  noted  on  the  bond;  but  the  same  may  be  discharged 
from  registry  by  like  transfer  to  bearer  noted  on  the  bond;  whereupon 
transferability  by  delivery  shall  be  restored.  Such  registration,  however, 
shall  not  affect  the  negotiability  of  the  coupons  for  the  interest  on  the 
bond,  and  such  coupons  shall  continue  to  be  payable  to  bearer  and  to  be 
transferable  by  delivery  merely,  and  payment  thereof  shall  fully  discharge 
the  Eailroad  Company  in  respect  of  the  interest  therein  mentioned,  whether 
or  not  the  bond  be  registered.  In  the  manner  prescribed  in  said  indenture 
and  upon  payment  of  the  charges  therein  provided,  the  holder  of  any  coupon 
bond  or  bonds  for  $1,000  (or  $500  or  $100  if  issued)  at  his  option,  may 
surrender  for  cancelation  such  bond  or  bonds  in  the  principal  amount  of 
$1,000,  or  multiples  thereof,  with  all  unmatured  coupons,  in  exchange  for 
a  registered  bond  or  bonds  without  coupons  of  the  same  series  for  the  same 
aggregate  principal  amount.  Any  such  registered  bond,  in  like  manner, 
and  upon  payment  of  the  charges  provided  in  said  indenture,  may  in  turn 
be  exchanged  for  a  coupon  bond  or  coupon  bonds  of  the  same  series  for  the 
same  aggregate  principal  amount  and  bearing  all  unmatured  coupons. 

No  recourse  shall  be  had  for  the  payment  of  the  principal  of  or  the  in- 
terest upon  this  bond,  or  for  any  claim  based  hereon,  or  otherwise  in  re- 
spect hereof  or  of  said  indenture  under  which  this  bond  is  issued,  against 
any  incorporator,  stockholder,  officer  or  director,  past,  present  or  future,  of 
the  Eailroad  Company  or  of  any  successor  corporation,  whether  by  virtue 
of  any  constitution,  statute  or  rule  of  law  or  by  the  enforcement  of  any 
assessment  or  penalty  or  otherwise,  all  such  liability  being,  by  the  accep- 
tance hereof  and  as  part  of  the  consideration  of  the  issue  hereof,  expressly 
released  as  provided  in  said  indenture. 

This  bond  shall  not  be  entitled  to  any  security  or  benefit  under  said  in- 
denture, and  shall  not  become  valid  or  obligatory  for  any  purpose,  until  it 
has  been  authenticated  by  the  execution  of  the  certificate,  hereon  endorsed, 
by  The  First  National  Bank  of  the  City  of  New  York,  as  Corporate  Trus- 
tee, or  its  successor  in  trust  under  said  indenture. 

In  witness  whereof  the  Eailroad   Company  has  caused  this  bond  to  be 


450         CHICAGO,   BURLINGTON   &   QUIXCY  RAILROAD   COMPANY 

signed  by  its  President  or  a  Vice  President,  and  its  corporate  seal  to  be 
hereunto  affixed  and  attested  by  its  Secretary  or  an  Assistant  Secretary,  and 
coupons  for  said  interest,  bearing  the  engraved  facsimile  signature  of  its 

Treasurer,  to  be  attached  hereto.     Dated  the day  of  

Chicago,  Burlington  &  Quincy  Railroad  Company, 

I  -S.)  By , 

Attest:  President. 


Secretary. 

(Form  of  Interest  Coupon.) 

No $ 

On  the  first  day  of ,  Chicago,  Burlington  &  Quincy  Rail- 
road Company  will  pay  to  bearer,  at  its  office  or  agency  in  the  Borough  of 

Manhattan,  City  of  New  York dollars,  in  gold  coin  of  the 

United  states  of  America,  being  -i.\  mouths'  interest  then  due  on  its  First 

and   Refunding  Mortgage  Bond,  Series ,  No ,  unless  said 

bond     if   redeemable)    shall  have  been  called  for  previous  redemption. 


Treasurer. 

Form  hi'   Registered   Bond   Without  Coupons.) 

No Series $ 

United  States  o  jca. 

-  IIH  AGO,  BURLINGTON    &    QUINCY    RAILROAD  COMPANY. 

First  ami  Refunding  Mortgage  Gold  Registered  Per  Cent  Bond. 

Chicago,  Burlington  &  Quincj  Railroad  Company  (hereinafter  called  the 
"Railroad   Company,"),  a   corporation    of   the   state  of   Illinois,   for   value 

.  ived,  hereby  promises  to  pay  to or  registered  assigns, 

on  tin-  first  day  of at  the  office  or  agency  of  the  Rail- 

mpany  in  the  Borough  of  Manhattan,  City  of  New  York,  State  of 

New  Yin  k.  the  sum  of dollars,  in  gold  coin  of  the  United 

State-  (if  America  of  the  standard  weight  ami  fineness  ;i-  it  existed  on  the 
first    day    of    February,    liC'l,    ami    to    pay    interest    thereon    at   the    rate    of 

per  >.   it    per  annum  from   the   first  day  of   ,  such 

interest  to  be  payable  to  the  registered  liolder  hereof  at  such  office  or  agency, 
in  like  gold  coin,  semi-annually,  on  the  first  day  of  February  and  the  first 
day  of  August  in  each  year  until  the  payment  of  said  principal  sum. 

This  bond  is  one  of  the  First  and  Refunding  Mortgage  Bonds  (coupon 
ami  registered  of  the  Railroad  Company,  issued  and  to  be  issued,  in  one 
or  more  series,  under  and  pursuant  to,  and  all  equally  secured  by,  an  in- 
denture of  mortgage  or  deed  of  trust  dated  February  1,  1921,  duly  executed 
by  the  Railroad  Company  to  The  First  National  Bank  of  the  City  of  New 
York,  a  corporation  of  tin-  United  stab-  of  America  and  Frazier  L.  Ford, 
as  Trustees,  to  which  indenture  and  any  and  all  supplements  thereto  refer- 
ence i-  hereby  made  for  a  description  of  the  railroads,  properties  and 
franchises  mortgaged  or  pledged  to  said  Trustees  or  their  successors,  the 


CORPORATE    HISTORY  451 

nature  and  extent  of  the   security,  and  the  rights  of  the  holders   of  said 
bonds  and  of  the  Trustees  in  respect  of  such  security. 

At  any  time  the  authorized  issue  of  bonds  under  said  indenture  is  limited 
to  an  amount  which,  together  with  all  then  outstanding  prior  debt  of  the 
Railroad  Company  or  of  a  successor  corporation  (as  such  prior  debt  is  de- 
fined in  the  indenture  aforesaid)  after  deducting  therefrom  the  bonds  then 
reserved  under  the  provisions  of  said  indenture  to  retire  prior  debt  before, 
at  or  after  maturity,  shall  be  equal  to  three  times  the  par  value  of  the  then 
outstanding  fully  paid  capital  stock  of  the  Railroad  Company  or  of  a  suc- 
cessor corporation. 

In  case  of  certain  defaults  specified  in  said  indenture,  the  principal  of 
all  such  bonds  may  be  declared  and  may  become  due  and  payable  in  the 
manner  and   with   the   effect  provided   in   said   indenture. 

This  bond  is  transferable  only  in  the  manner  prescribed  in  said  inden- 
ture at  the  office  or  agency  of  the  Railroad  Company  in  the  Borough  of 
Manhattan,  City  of  New  York,  upon  surrender  and  cancelation  of  this 
bond;  and  upon  any  such  transfer  a  new  registered  bond  without  coupons 
of  the  same  series  will  be  issued  to  the  transferee,  in  exchange  therefor. 
This  bond  also,  in  the  manner  prescribed  in  said  indenture,  is  exchangeable 
for  coupon  bonds  of  the  same  series  for  the  same  aggregate  principal 
amount  and  bearing  all  unmatured  coupons.  Any  such  coupon  bonds,  bear- 
ing all  unmatured  coupons,  in  like  manner  may  in  turn  be  exchanged  for  a 
registered  bond  or  bonds  without  coupons  of  the  same  series  for  the  same 
aggregate  principal  amount.  For  such  transfer  or  exchange  a  charge  may 
be  made  as  provided  in  said  indenture. 

No  recourse  shall  be  had  for  the  payment  of  the  principal  of  or  the 
interest  upon  this  bond,  or  for  any  claim  based  hereon,  or  otherwise  in  re- 
spect hereof  or  of  said  indenture  under  which  this  bond  is  issued,  against 
any  incorporator,  stockholder,  officer  or  director,  past,  present  or  future,  of 
the  Railroad  Company  or  of  any  successor  corporation,  whether  by  virtue 
of  any  constitution,  statute  or  rule  of  law  or  by  the  enforcement  of  any 
assessment  or  penalty  or  otherwise,  all  such  liability  being,  by  the  accep- 
tance hereof  and  as  part  of  the  consideration  of  the  issue  hereof,  ex- 
pressly released,  as  provided  in  said  indenture. 

This  bond  shall  not  be  entitled  to  any  security  or  benefit  under  said 
indenture,  and  shall  not  become  valid  or  obligatory  for  any  purpose,  until 
it  has  been  authenticated  by  the  execution  of  the  certificate,  hereon  en- 
dorsed, by  The  First  National  Bank  of  the  City  of  New  York,  as  Corporate 
Trustee,  or  its  successor  in  trust  under  said  indenture. 

In  witness  whereof,  the  Railroad  Company  has  caused  this  bond  to  be 
signed  by  its  President  or  a  Vice  President,  and  its  corporate  seal  to  be 
hereunto  affixed  and  attested  by  its  Secretary  or  an  Assistant  Secretary. 

Dated  the day  of 

Chicago,  Burlington  &  Quincy  Railroad  Company, 

(L.S.)  By , 

President. 
Attest: 

Secretary. 


452  CHICAGO,  BURLINGTON   &   QUINCY  RAILROAD   COMPANY 

(Form  of  Corporate  Trustee's  Certificate.) 

This  bond  is  one  of  the  issue  of  bonds,  of  the  series  designated  therein, 
described  in  the  within-mentioned  indenture. 

The  First  National  Bank  op  the  City  of  New  York, 

Corporate  Trustee, 

By 

and 

Whereas,  the  Interstate  Commission  by  its  supplemental  order,  dated 
January  17,  1922,  as  amended  by  order,  dated  January  25,  1922,  in 
"Finance  Docket  No.  1069,"  has  duly  authorized  the  issue  forthwith  of  not 
exceeding  $.'!<>, ihhi,(m.hi  principal  amount  of  bonds  under  and  pursuant  to, 
and  secured  by  this  indenture,  for  the  purpose  of  reimbursing  in  part  the 
treasury  for  moneys  expended  for  capital  purposes  prior  to  February  1, 
1921,  and  not  heretofore  capitalized,  as  provided  in  Section  5  of  Article 
Three  of  this  indenture;  and  all  other  acts  and  things  prescribed  by  law 
or  the  bylaws  nt'  the  Railroad  Company,  have  been  duly  performed  and 
complied  with,  and  the  Railroad  Company,  in  the  exercise  of  each  and  every 
Legal  right,  power  and  authority  in  it  vested,  lias  executed  this  indenture 
and  proposes  to  make  and  execute,  and  from  time  to  time  hereafter,  to 
issue  and  deliver  bonds  hereby  secured: 

Now,  il><  a  nture  witiu  sst  Hi  : 

That,  in  order  to  secure  the  payment  of  the  principal  and  interest  of  all 
bonds  at  an  isued  and  outstanding  under  this  indenture,  according 

to  their  tenor  and  effect,  and  the  performance  of  all  the  covenants  and  con- 
dition- herein  contained,  the  Railroad  Company,  party  of  the  first  part,  in 
consideration  of  the  premises,  and  of  the  purchase  and  acceptance  of  such 
bonds  by  the  holders  thereof,  and  of  the  sum  of  one  dollar  to  it  duly  paid 
by  the  Trustees  at  or  before  the  ensealing  and  delivery  of  these  presents, 
the  receipt  whereof  is  hereby  acknowledged  and  confessed,  has  executed  and 
delivered  these  presents,  and  has  mortgaged,  granted,  bargained,  sold,  re- 
leased, conveyed,  assigned,  transferred,  pledged,  and  set  over,  and  by  these 
pre-  ge,  grant,  bargain,  sell,  release,  convey,  assign,  transfer, 

pledge  and  set  over,  unto  the  Trustees,  parties  of  the  second  part,  and  to 
their    successors   and    assigns  forever: 

First — The  following  described  lines  of  railroad  owned  by  the  Railroad 
( 'ompany  : 

1.    Main  lines  of  railroad  extending: 

(1)  From  Chicago,  Illinois,  via  Aurora  and  Galesburg,  Illinois;  Bur- 
lington and  Pacific  Junction,  Iowa;  Plattsmouth,  Ashland,  Lincoln 
(including  freight  line  between  Lincoln  and  Cobb),  and  Oxford  Junc- 
tion, Nebraska;  and  Brush,  Colorado  to  Denver,  Colorado,  a  distance 

of   about    1,029.64   miles, 

of  which  about  1.24  miles  are  used  by  the  Railroad  Company  under 
lease. 

(2)  From  Aurora,  Illinois,  via  Oregon,  Savanna  and  East  Dubuque, 
Illinois,  and  La  Crosse,  Wisconsin   (including  freight  line  at  said  La 


CORPORATE  HISTORY  4")'i 

Crosse),  to  St.  Paul,  Minnesota,  a  distance  of  about.  ..  .397.51  miles, 
of  which  about  12.39  miles  are  used  by  the  Eailroad  Company  under 
lease. 

(3)  From  Eock  Island,  Illinois,  via  Barstow,  Monmouth,  Bushnell, 
Vermont,  and  Concord  to  East  St.  Louis,  Illinois,  a  distance  of  about 
244.81  miles,  of  which  about  19.05  miles  are  used  by  the  Eailroad 
Company  under  lease. 

(4)  From  Barstow,  Illinois,  via  Denrock,  Fenton  Junction  and  Ebner 
(including  freight  line  from  Fenton  Junction  via  East  Clinton  to 
Ebner),  to  Savanna,  Illinois,  a  distance  of  about 70.98  miles. 

(5)  From  Galesburg,  Illinois,  to  Eio,  Illinois,  a  distance  of  about 
12.18    miles. 

(6)  From   Concord,  Illinois,   via   Centralia  and  Herrin   to  Metropolis, 

Illinois,  a  distance  of  about 227.79  miles 

of  which  about  16.31  miles  are  used  by  the  Eailroad  Company  under 
lease. 

(7)  From  Galesburg,  Illinois,  via  Bushnell  to  West  Quincy,  Missouri 
(including  additional  line  between  Quincy,  Illinois,  and  West  Quincy, 
Missouri),  a  distance  of  about 102.39  miles. 

(8)  From  Galesburg,  Illinois,  to  Peoria,  Illinois,  a  distance  of  about 
52.87    miles. 

(9)  From  Burlington,  Iowa,  via  West  Quincy  and  Hannibal  to  St. 
Louis,   Missouri,   a    distance   of   about 213.04    miles. 

(10)  From  Old  Monroe,  Missouri,  to  Francis,  Missouri,  a  distance 
of    about 63.26    miles. 

(11)  From  Hannibal,  Missouri,  via  Palmyra  and  Cameron  to  St. 
Joseph,   Missouri,   a   distance   of   about    205.75   miles. 

(12)  From  Mark,  Missouri,  to  Palmyra  Junction,  Missouri,  a  distance 
of  about 8.73  miles. 

(13)  From  Cameron,  Missouri,  to  Kansas  City,  Missouri,  a  distance 
of    about    53.68    miles. 

(14)  From  Harlem  Tower,  Missouri,  via  St.  Joseph  and  Napier, 
Missouri,  and  Pacific  Junction,  Iowa,  to  Union  Pacific  Transfer, 
in  Council  Bluffs,  Iowa,  a  distance  of  about 192.86  miles. 

(15)  From  Oreapolis,  Nebraska,  to  Omaha,  Nebraska,  a  distance 
of  about 16.76   miles. 

(16)  From  Omaha,  Nebraska,  to  Ashland,  Nebraska,  a  distance  of 
about 30.34   miles. 

(17)  From    Sioux    City,    Iowa,    via    Laketon,    Nebraska,    to    Ashland, 

Nebraska,    a    distance    of    about    108.95    miles, 

of  which  about  4.59  miles  are  used  by  the  Eailroad  Company  under 
lease. 

(18)  From  Napier,  Missouri,  via  Eulo,  Wymore  and  Bed,  Cloud,  to 
Oxford    Junction,    Nebraska,    a    distance    of   about 257.87   miles. 

(19)  From  Table  Eock,  Nebraska,  via  Lincoln,  Milford,  Seward, 
Aurora,  Grand  Island  and  Alliance,  Nebraska;  Edgemont,  South 
Dakota;  Sheridan,  Wyoming,  and  Huntley,  Montana,  to  Billings, 
Montana,  a  distance   of  about    904.99   miles. 


■454         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

of  which  about  12.18  miles  are  used  by  the  Railroad  Company 
under  lease. 

(20)  From    Alliance,    Nebraska,    via      Northport,      Nebraska,      and 

Sterling,  Colorado,  to  Brush,  Colorado,  a   distance  of  about 

149.8(5    miles. 

of  which  about  23.67  miles  are  used  by  the  Railroad  Company 
under   lease. 

(21)  From    Fromberg,    Montana,    via    Prannie,    Casper,    Orin,    Wend- 
over   and    Guernsey,   Wyoming,   to   Northport,    Nebraska,   a    distance 

of   about 494.46   miles, 

of  which  about  29.64  miles  are  used  by  the  Railroad  Company 
under  lease. 

The    aforesaid    main     lines    of     railroad     now     owned     by     the     Railroad 
Company    having   an    aggregate    Length    of   about 4, 719. (if)   miles. 

2.     Branch  lines  of   railroad   extending: 

(I)  From    Aurora,    Illinois,    to    West    Chicago,      Illinois      (formerly 
called  Turner  Junction),  a  distance  of  about  12.46  miles. 

Prom    Aurora,    Illinois,    to    West    Batavia,    Illinois,    a    distance    of 
about    7.86    miles 

(3)  From    Montgomery,    Illinois,   via    Sheridan   Junction   to   Streator, 
Illinois,  a  distance  of  aboul    57.59  miles. 

(4)  From   Streator,   Illinois,   to    Walnut   Junction,    Illinois,  a   distance 
of    about 59.52    miles. 

(5)  From    Sheridan    .Junction,    Illinois,    via    Earlville    to    Paw    Paw, 
Illinois,   a    distance   of   about    19.55   miles. 

(6)  From     .Mem lota,     Illinois,     \  ia     Walnut    to     Dcnrock,     Illinois,    a 
distance    of   about    48.53    miles. 

7        Prom    Shabbona,     Illinois,    via    sterling    to    Dcnrock,    Illinois,    a 

distance   of   about    63.68    miles, 

of  which   about   5   miles  are   used    by    the    Railroad   Company    ander 

h-ase. 

(8)  Prom    Flag   Center,    Illinois,   to   Rockford,    Illinois,   a    distance   of 
a  I  .out 23.50   miles. 

(9)  Prom  Oregon,  Illinois,  to   Porresl Illinois,  a  distance  of  about 

17.98    miles. 

(10)  From    Galena    Junction,    Illinois,    to    Galena,    Illinois,    a    distance 
of    about 3.82    miles. 

(II)  From    East    Dubuque,   Illinois,  to    Dubuque,  Iowa,  a   distance  of 

about 1.63   miles, 

of  which  about  1.12  miles  are  used  by  the  Railroad  Company  under 
lease. 

-  12  '       From   Fast   Winona.  Wisconsin,  to   Winona,  .Minnesota,  a   distance 

of   about    2.17   miles, 

of  which  about  0.99  mile  is  used  by  the  Railroad  Company  under 
lease. 

(13)      From  Buda,   Illinois,   to   Elmwood,    Illinois,  a    distance  of  about 

.  .44.62    miles. 


CORPORATE  HISTORY  455 

(14)  From  Yates  City,  Illinois,  to  Eushville,  Illinois,  a  distance  of 
about 62.91   miles. 

(15)  From  West  Frankfort  Junction,  Illinois,  to  West  Frankfort, 
Illinois,    a    distance    of    about    3.66    miles. 

(16)  From    Galva,    Illinois,    via    Arpee    to    New    Boston,    Illinois,    a 
distance  of  about 50.82  miles. 

(17)  From  Galesburg,  Illinois,  via  Lewistown  to  West  Havana, 
Illinois,  except  mileage  through  Lewistown,  Illinois,  included  in 
branch  line  item    (14),  a  distance  of  about   57.02  miles. 

(18)  From  Gladstone,  Illinois,  via  Keithsburg  to  Arpee,  Illinois,  a 
distance   of  about 23.71   miles. 

(19)  From  Carthage  Junction,  Illinois,  via  Carthage  to  Quincy, 
Illinois,   a   distance   of   about    70.18   miles. 

(20)  From  Quincy,  Illinois,  to  East  Hannibal  and  East  Louisiana, 
Illinois,    a   distance    of    about    47.03    miles. 

(21)  From  Alexandria,  Missouri,  via  Sedan  and  Humeston,  Iowa,  to 
Shenandoah,  Iowa,  a  distance  of  about 238.29  miles. 

(22)  From  Sedan,  Iowa,  to  Elmer,  Missouri,  a  distance  of  about 
52.05    miles. 

(23)  From     Viele,     Iowa,     via     Laclede,     Missouri,      to     Carrollton, 

Missouri,    a    distance    of   about    195.52    miles, 

of  which  about  14.62  miles  are  used  by  the  Railroad  Company  under 
lease. 

(24)  From  Ft.  Madison,  Iowa,  to  Batavia,  Iowa,  a  distance  of  about 
56.24    miles. 

(25)  From  Burlington,  Iowa,  via  Winfield  and  Oskaloosa  to  Tracey, 

Iowa,    a    distance    of    about 117.70    miles, 

of  which  about  13.77  miles  are  used  by  the  Railroad  Company  under 
lease. 

(26)  From  Winfield,  Iowa,  to  Washington,  Iowa,  a  distance  of  about 
18.58    miles. 

(27)  From  Mt.  Pleasant,  Iowa,  to  Keokuk,  Iowa,  a  distance  of  about 
48.00    miles. 

(28)  From  Albia,  Iowa,  via  Tracey  to  Des  Moines,  Iowa,  a  distance 
of  about 68.62  miles 

(29)  From  Chariton,  Iowa,  via  Togo,  Iowa  and  Bethany,  Missouri, 
to   St.  Joseph,  Missouri,  a  distance   of  about    143.07   miles. 

(30)  From  Togo,  Iowa,  via  Grant  City,  Missouri,  to  Albany  Junc- 
tion,   Missouri,   a    distance    of   about    65.54   miles. 

(31)  From  Indianola  Junction,  Iowa,  to  Indianola,  Iowa,  a  distance 
of  about 30.52   miles. 

(32)  From  Des  Moines,  Iowa,  via  Osceola  to  Cainsville,  Missouri, 
except  mileage  at  Van  Wert,  Iowa,  included  in  branch  line  item  (21) 
and  between  Leon  and  Koyle,  Iowa,  included  in  branch  line  item 
(29) ,  a  distance  of  about 106.24  miles. 

(33)  From  Creston,  Iowa,  to  Cumberland,  Iowa,  a  distance  of  about 
.  .46.93    miles. 


456         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

(34)  From  Creston,  Iowa,  to  Amazonia,  Missouri,  a  distance  of  about 
95.63    miles 

(35)  From  Villisea,  Iowa,  to  Bigelow,  Missouri,  a  distance  of  about 
68.41    miles. 

(36)  From  Clarinda,  Iowa,  to  Corning,  Missouri,  a  distance  of  about 
45.44    miles. 

(37)  From   Red   Oak,  Iowa,   to   Griswold,  Iowa,   a   distance  of  about 
18.43    miles. 

(38)  From  Eed  Oak,  Iowa,  to  Hamburg,  Iowa,  a   distance  of  about 
40.05    miles. 

(39)  From    Hastings,    Iowa,    to    Sidney,    Iowa,   a    distance    of   about 
21.34    miles. 

(40)  From     Hastings,  Iowa,     to   Carson,  Iowa,  a   distance  of   about 
15.91    miles. 

(41)  From    Armour,    Missouri,    to    Atchison,    Kansas,    a    distance    of 

about 4.10   miles, 

of  which   about  0.48   mile  is  used  by   the  Eailroad   Company  under 
lease. 

ii'        From    Fast    Leavenworth,   Missouri,   to   Leavenworth,   Kansas,   a 

distance    of   about 3.60    miles, 

of  which  about   1.73   miles  are  used  by  the   Railroad  Company  under 
lease. 

(43)  From  Payne,  Iowa,  to  Lancaster,  Nebraska,  a  distance  of  about 
59.96    miles. 

(44)  From  Nebraska  City,  Nebraska,  via  Nemaha  to  Salem,  Nebraska, 
a  distance  of  about 47.28  miles. 

15        From  Atchison,   Kansas,  to  Rulo  Junction,  Nebraska,  a  distance 

of  about 46.11  miles. 

16)      From   Nemaha,  Nebraska,   via   Tecumseh   to  Beatrice,  Nebraska, 
except   mileage   through   Tecumseh,   Nebraska,   included   in  main   line 

item  (19),  a  distance  of  about 65.01  miles. 

17        From   South   Omaha  to   Pappio,  Nebraska,  a   distance  of  about 

9.01    miles, 

of  which  about  4.54  miles  are  used  by  the  Railroad  Company  under 
lease. 

(48)  From    Chalco,    Nebraska,    to    Yutan,    Nebraska,    a    distance    of 
about 12.75   miles. 

(49)  From   O'Neill,   Nebraska,   to   Laketon,   Nebraska,   a   distance  of 
about    124.76   miles. 

(50)  From    Ashland,    Nebraska,    via    Wahoo,    to    Schuyler,    Nebraska, 
a    distance    of    about 50.15    miles. 

(51)  From   Lincoln,   Nebraska,   via   Malcolm   to   Columbus,   Nebraska, 
a   distance   of   about    69.74   miles. 

(52)  From   Crete,   Nebraska,  via  De  Witt  and  Beatrice  to   Wymore, 
Nebraska,  a  distance  of  about   42.80  miles. 

(53)  From    Odell,    Nebraska,    to    Concordia,    Kansas,    a    distance    of 
about    72.27  miles. 


CORPORATE  HISTORY  457 

(54)  From  De  Witt,  Nebraska,  via  Edgar  and  Holdredge,  Nebraska, 
to  Cheyenne,  Wyoming,  except  mileage  at  Blue  Hill,  Nebraska,  in- 
cluded in  branch  line  item  (59)  and  through  Holdredge,  Nebraska, 
included  in  main  line  item   (1),  a  distance  of  about.  ..  .472.79  miles. 

(55)  From  Stromsburg,  Nebraska,  via  McCool  Junction  to  Alma, 
Nebraska,    except    mileage    through    Sutton,    Nebraska,    included    in 

main   line   item    (1),   a   distance   of   about    152.13   miles, 

of    which    about    2.65    miles    are    used    by    the    Railroad    Company 
under  lease. 

(56)  From    McCool    Junction,    Nebraska,    to    Endicott,    Nebraska,    a 

distance  of  about 56.05  miles, 

of    which    about    12.00    miles    are    used    by    the    Railroad    Company 
under  lease. 

(57)  From  Fairmont,  Nebraska,  via  Strang  to  Chester,  Nebraska, 
except  mileage  between  Strang  and  Strang  Junction,  Nebraska,  in- 
eluded  in  branch  line  item  (54),  a  distance  of  about 45.87  miles. 

(58)  From  Edgar,  Nebraska,  to  Superior,  Nebraska,  a  distance  of 
about 26.54   miles. 

(59)  From  Aurora,  Nebraska,  via  Hastings  to  Lester,  Nebraska,  a 
distance  of  about 64.28  miles. 

(60)  From  Aurora,  Nebraska,  via  Central  City,  Palmer  and  Greeley 
Center  to  Ericson,  Nebraska,  a  distance  of  about 82.25  miles. 

(61)  From  Palmer,  Nebraska,  to  Sargent,  Nebraska,  a  distance  of 
about 73.39    miles. 

(62)  From  Greeley  Center,  Nebraska,  to  Burwell,  Nebraska,  a  distance 
of   about 40.45   miles. 

(63)  From  Kenesaw,  Nebraska,  to  Kearney,  Nebraska,  a  distance 
of    about 24.24    miles. 

(64)  From  Republican,  Nebraska,  to  Oberlin,  Kansas,  a  distance 
of  about 78.21   miles. 

(65)  From  Orleans,  Nebraska,  to  Saint  Francis,  Kansas,  a  distance 
of  about 134.39   miles. 

(66)  From  Culbertson,  Nebraska,  to  Imperial,  Nebraska,  a  distance 
of   about 49.13  miles. 

(67)  From    Denver,    Colorado,    to    Lyons,    Colorado,    a    distance    of 

about 49.60    miles, 

of    which    about    11.30    miles    are    used    by    the    Railroad    Company 
under  lease. 

(68)  From  Edgemont,  South  Dakota,  via  Minnekahta  and  Engle- 
wood,  to  Deadwood,  South  Dakota,  a  distance  of  about.  .106.56  miles. 

(69)  From  Minnekahta,  South  Dakota,  to  Hot  Springs,  South 
Dakota,    a    distance    of    about    12.50    miles. 

(70)  From  Hill  City,  South  Dakota,  to  Keystone,  South  Dakota, 
a   distance   of   about 9.73    miles. 

(71)  From  Englewood,  South  Dakota,  to  Spearfish,  South  Dakota, 
a    distance    of    about    31.73    miles. 

(72)  From  Newcastle,  Wyoming,  to  Cambria,  Wyoming,  a  distance 
of    about    7.17    miles. 


458         CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD   COMPANY 

(73)  From    Frannie,    Wyoming,    to    Cody,    Wyoming,    a    distance    of 
about    41.97   miles. 

(74)  From  Guernsey,  Wyoming,  to  Ironton,  Wyoming,  a  distance  of 
about 9.74   miles. 

The  aforesaid  branch  lines  of  railroad  now  owned  by  the  Railroad 
Company  having  an   aggregate  length   of  about 4,278.85   miles. 

Total  mileage  of  main  and  branch  lines  now  owned  by  the  Railroad 
Company  having  an  aggregate  length  of  about 8,998.50  miles. 

Of  the  aforesaid  main  lines  of  railroad:  those  portions  of  main  line 
extending  from  Chicago,  Illinois,  via  Plattsmouth,  etc.,  to  Denver, 
Colorado  (main  line  item  (1)  ),  between  Lincoln  and  Cobb,  Nebraska, 
used  as  freight  line,  a  distance  of  about  7.32  miles,  and  between 
Graham  and  Portal,  near  Galesbnrg,  Illinois,  used  as  freight  line,  a  distance 
of  about  3.85  miles;  that  portion  of  main  line  extending  from  Aurora, 
Illinois,  via  Savanna,  etc.,  t"  St.  Paul,  Minnesota  (main  line  item  (2)  >. 
between  Soutli  Junction  and  North  Junction,  near  La  Crosse,  Wisconsin, 
a  distance  of  about  6.67  miles;  that  portion  of  main  line  extending 
from  Rarstow  to  Savanna,  Illinois  (main  line  item  (4)  ),  between  Fenton 
Junction,  and  Ebner,  Illinois  (known  as  Fenton-Thompson  cut-off),  a 
distance  of  about  12.81  miles;  that  portion  of  main  line  extending  from 
Concord  via  Gentralia,  etc.,  to  Metropolis,  Illinois  (main  line  item  (6)  ), 
between  Herrin  ami  Metropolis,  Illinois,  a  distance  of  about  .".s.44  miles, 
and  those  portions  of  main  line  extending  from  Fromberg,  Montana,  via 
Gasper,  etc.,  to  Northport,  Nebraska  (main  line  item  (21)),  between 
Fromberg,  Montana,  ami  Orin,  Wyoming,  a  distance  of  about  360.78 
miles,  and  between  Wendover  ami  Guernsey,  Wyoming,  a  distance  of  about 
s.Oit  miles;  and  of  the  aforesaid  branch  lines  of  railroad:  branch  line 
item  (15)  extending  from  West  Frankfort  Junction  to  West  FVank- 
fort,  Illinois,  a  distance  of  about  3.66  miles;  branch  line  item  (48)  ex- 
tending from  Chalco  to  Yutan,  Nebraska,  a  distance  of  about  12.75  miles 
and  branch  line  item  (73)  extending  from  Frannie  to  Cody,  Wyoming, 
a  distance  of  about  41.97  miles,  a  total  of  main  and  branch  lines  of 
about  496.34  miles,  are  free  from  the  lien  of  any  mortgage  except  this 
indenture. 

About  5,384.62  miles  of  the  aforesaid  main  and  branch  lines  of  rail- 
mad  located  in  the  States  of  Iowa  and  Missouri,  Nebraska,  South 
Dakota,  Colorado  and  Wyoming  and  Montana  are,  in  addition  to  the  lien 
of  this  indenture,  subject  only  to  the  lien  of  the  General  Mortgage  of 
the  Chicago,  Rurlington  &  Quincy  Railroad  Company  to  Central  Trust 
Company  of  New  York  (now  Central  Union  Trust  Company  of  New- 
York),  and  Oliver  M.  Spencer,  Trustees,  dated  March  2,  1908,  maturing 
March  1,  1958,  and  securing  $75,120,000  of  4  per  cent  bonds,  certified 
by  the  trustees,  of  which  $65,247,000  have  been  issued  and  sold  and  are 
now  outstanding  in  the  hands  of  the  public,  and  $9,873,000  are  in  the 
Railroad  Company 's  treasury,  of  a  total  authorized  issue  of  $300,000,000, 
of  which  the  remainder  in  excess  of  said  $75,120,000  or  any  thereof,  here- 
after   may    not    be    issued    (except    as    provided    in    Section    4    of    Article 


CORPORATE  HISTORY  459 

Three  of  this  indenture)  as  expressly  covenanted  by  the  Eailroad  Com- 
pany in   Section   5   of  Article  Five  hereof. 

About  1,646.13  miles  of  the  aforesaid  main  and  branch  lines  of  rail- 
road located  in  the  States  of  Illinois,  Wisconsin,  Minnesota  and  Iowa  are, 
in  addition  to  the  lien  of  this  indenture,  subject  only  to  the  liens  of 
said  General  Mortgage  and  of  the  Illinois  Division  Mortgage  of  the 
Chicago,  Burlington  &  Quincy  Eailroad  Company  to  The  New 
England  Trust  Company,  dated  July  1,  1899,  maturing  July 
1,  1949,  and  redeemable  after  July  1,  1929,  securing  $85,000,000  of 
bonds  authorized,  of  which  all  have  been  certified  by  the  trustees  and 
all  but  $573,000,  now  in  the  treasury  of  the  Eailroad  Company,  have  been 
issued  and  sold  and  are  now  in  the  hands  of  the  public.  $50,451,000  of 
the  outstanding  bonds  bear  3%  per  cent  interest,  and  $33,976,000  bear 
4  per  cent  interest  per  annum. 

About  1,471.41  miles  of  the  aforesaid  main  and  branch  lines  of  rail- 
road located  in  the  States  of  Nebraska,  Kansas  and  Wyoming  are  in 
addition  to  the  lien  of  this  indenture,  subject  only  to  the  liens  of  said 
General  Mortgage  and  of  the  Nebraska  Extension  Mortgage  of  the 
Chicago,  Burlington  &  Quincy  Eailroad  Company  to  The  New  England 
Trust  Company,  Trustee  (Note  1),  dated  May  2,  1887,  maturing  May  1, 
1927,  securing  an  authorized  issue  of  $29,441,000  4  per  cent  bonds  of 
which  $18,294,000  are  now  outstanding  in  the  hands  of  the  public,  and 
$1,730,000  are  in  the  treasury  of  the  Eailroad  Company.  No  further 
bonds  under  this  mortgage  may  be  issued  as  expressly  covenanted  by 
the  Eailroad  Company  in  Section  5  of  Article  Five  hereof. 

3.  Also  any  and  all  other  lines  of  railroad,  wherever  located,  and  any 
interest  therein  owned  by  the  Eailroad  Company  at  thjs  date  of  the  ex- 
ecution  and   delivery   of   this  indenture. 

4.  All  and  singular,  the  main  tracks,  additional  to  first  main  track, 
now  owned  by  the  Eailroad  Company,  and  used  as  part  of  and  in  connec- 
tion with,  any  of  the  said  main  or  branch  or  other  lines  of  railroad,  the 

same  having  at  the  date  hereof,  an  aggregate  length  of  about 

1,030.80     miles. 

5.  All  and  singular  the  spur  tracks,  industry  tracks,  yard  tracks,  side 
tracks,  turnouts,  passing  tracks  and  shop  tracks,  now  owned  by  the  Eail- 
road Company,  and  used,  or  provided  for  use,  in  connection  with  any  of 
the  said  main  or  branch  or  other  lines,  the  same  having,  at  the  date 
hereof,   an   aggregate   length    of   about 3,260.63    miles. 

Together  with  all  and  singular  the  franchises,  rights  and  privileges 
now  or  hereafter  appurtenant  to  or  used  in  connection  with  the  lines  of 
railroad  above  mentioned,  or  any  branch  thereof. 

Second.  Appurtenances  of  the  above  described  lines  of  railroad,  sub- 
ject as  to  the  portions  thereof  embraced  therein  respectively,  to  the  above 
mentioned  mortgages : 


NOTE  1.  The  Nebraska  Extension  Mortgage  is  a  direct  lien  on,  about  296.91 
miles  only,  but  is  secured  by  deposit  of  $23,494,000  first  mortgage  bonds  of  under- 
lying companies,  which  have  conveyed  their  roads  to  the  Chicago,  Burlington  & 
Quincy  Railroad  Company.  The  balance  of  the  mileage,  or  about  1,174.50  miles, 
is   subject   to   the    liens   of   those   underlying  mortgages. 


460         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD   COMPANY 

All  telegraph  and  telephone  lines,  and  rights  to  use  the  same,  now  ex- 
isting or  as  the  same  may  hereafter  exist,  including  all  poles,  wires  and 
instruments,  all  rights  of  way,  station  and  depot  grounds,  all  tunnels, 
roadbeds,  spurs,  double  tracks,  turnouts,  switches,  sidings  and  turntables, 
all  superstructures,  bridges,  stringers,  ties,  rails,  frogs,  chairs,  bolts, 
splices,  and  other  railroad  appurtenances,  all  terminals  and  terminal 
properties,  docks,  wharves,  ferries,  landings  and  boats,  all  station  houses, 
warehouses,  freight  houses,  engine  houses,  car  houses,  water  stations,  water 
tanks,  water  supply,  water  treating  plants,  coaling  stations,  timber  treat- 
ing plants,  machine  shops  and  other  structures,  all  furniture,  machinery, 
tools,  implements,  materials,  and  supplies,  now  or  hereafter  owned  by  the 
Eailroad  Company,  appurtenant  to  any  of  said  main  and  other  lines  of 
railroad  and  branches  above  described  (except  the  former  general  office 
building  of  the  Railroad  Company  and  premises  adjacent  thereto,  located 
at  tin'  northeast  corner  of  South  Franklin  and  West  Adams  streets,  in 
the  City  of  Chicago,  Illinois  (Note  1)  and  all  tolls,  revenues,  earnings, 
income,  rents,  issues  and  profits  thereof,  and  also  all  the  estate,  right, 
title,  interest,  property,  possession,  claim  and  demand  whatsoever  as 
well  in  law  a-  in  equity,  of  the  Railroad  Company  of,  in  and  to  the  said 
railroads,  branches,  premises  ami  property,  ami  every  part  and  parcel 
thereof,  with  the  appurtenances  and  the  franchises  appertaining  or  here- 
after to  appertain  thereto. 

Third.  Any  and  all  lines  of  railroad,  extensions  and  branches,  telegraph 
and  telephone  lines  and  lines  of  water  transportation,  including  the 
franchises  appurtenant  thereto,  and  any  ami  all  terminal  properties, 
depots,  shops,  machinery,  tools,  docks,  wharves,  ferries,  landings,  boats, 
rolling  stock  and  other  equipment,  and  any  and  all  bonds,  stocks  and  other 
property  of  every  kind  or  description  (notwithstanding  that  the  same  are 
not  uow  particularly  set  forth  in  this  indenture)  which,  from  time  to 
time,  in  the  manner  hereinafter  provided,  shall  be  purchased,  acquired  or 
constructed  by  the  use  of  deposited  moneys  paid  out  as  in  this  indenture 
hereinafter  provided  or  by  the  use  of  any  bonds  secured  by  this  indenture 
except  bonds,  (  1  )  issued  or  to  be  issued  under  the  provisions  of  Section 
5  of  Article  Three  of  this  indenture,  and   (2)   issued  or  to  be  issued 


NOTE   1.     The   premi  •  i  'I    are   more   particularly   described   as   follows: 

Sub-lot    One    (1)    and    the    private   alley    Twentj     (20)    Keel    in    width    adjoining 

said   lot   on   th  I  'l'"    i'"11    length    of   said    lot    north    and    south; 

Sub-lot  Two  (2)  and  the  private  allej  or  courl  approximately  Twentj  (20) 
Peel  in  width  adjoining  said  lot  on  the  north  and  extending  the  tull  width  of 
said  lot  all  in  Field  and  Perkins  Subdivision  of  Lots  Five  (5),  Six  (6),  Seven 
(7)  and  that  part  of  Lot  Bight  (8)  lying  east  of  the  east  hue  of  Pranklm  Street 
in    Block    Ninety-three     (98)     of    School    Section    Addition    to    the    City    ot     (  lncago, 

"a/so    all    that    part    of    original     Lot     Six     (6),    Block     Nmet>   three     (93)     School 
Section   Addition   to  the   City  of  Chicago,    [llinois,   described  as   follows: 

Bi  inning  at  a  point  on  the  east  line  of  original  Lot  Seven  (7),  Block  Ninety- 
three     (93),     School    Section    Addition    to    Chicago.    Forty     (40)     Feet     north    of    the 

north   line  of   Adams   Street;    tl ea    I    along  a   line  parallel   with   the   north    line 

,,,-  \,i:ini-  Street  Ten  (10)  Peet ;  thence  north  along  a  line  parallel  with  said  east 
line  of  said  original  Lot  Seven  (7)  Eighty  (80)  Feet;  thence  west  along  a  line 
parallel  with  the  north  line  of  Adams  Street  Ten  (10)  feet  to  the  said  east  line 
of  said  original  Lot  Seven  (7);  thence  south  along  said  east  line  of  said  original 
Lot    Seven    (7)    Eighty    (80^    feet   to   the   place   of   beginning. 


CORPORATE  HISTORY  461 

under  the  provisions  of  Section  6  of  Article  Three  of  this  indenture,  to 
reimburse  the  Eailroad  Company  for  and  on  account  of  moneys  expended 
for  the  acquisition  of  property  that  shall  have  been  subjected  to  the  lien 
of  this  indenture  or  upon  property  that  shall  be  subject  thereto;  together 
with  all  and  singular  the  franchises,  rights  and  privileges  appurtenant 
to  or  used  in  connection  with  such  lines  of  railroad,  extensions,  branches, 
telegraph  and  telephone  lines  and  lines  of  water  transportation,  and  any 
and  all  the  rents,  issues,  profits,  tolls  and  other  income  thereof. 

Fourth.  Subject  to  the  right  of  the  Railroad  Company  to  be  reimbursed 
for,  and  on  account  of,  the  cost  or  value  thereof,  as  provided  in  Section 
6  of  Article  Three  of  this  indenture,  any  and  all  additions,  improvements 
and  betterments  now  or  hereafter  acquired  or  constructed  to  or  upon  or  in 
connection  with  any  and  all  lines  of  railroad,  extensions,  branches,  tele- 
graph and  telephone  lines  and  lines  of  water  transportation  now  or  at 
any  time  hereafter  subject  to  this  indenture,  any  and  all  property,  real 
or  personal,  of  every  kind  and  description,  acquired  for  use  upon,  or  in 
connection  with,  or  for  the  purpose  of,  such  lines  of  railroad,  extensions 
or  branches,  telegraph  and  telephone  lines  and  lines  of  water  transporta- 
tion; and  any  and  all  corporate  rights,  privileges  and  franchises  which 
the  Eailroad  Company  now  has,  or  hereafter  may  or  shall  acquire, 
possess  or  exercise  or  be  entitled  to  exercise  in,  to,  upon  or  in  respect  of 
such  lines  of  railroad,  extensions  or  branches,  telegraph  and  telephone 
lines  and  lines  of  water  transportation  or  any  part  thereof,  necessary  for, 
or  appertaining  to,  the  construction,  maintenance  or  operation  of  such 
lines  of  railroad  or  any  such  extension  or  branch,  telegraph  and  telephone 
lines  and  lines  of  water  transportation  or  any  part  thereof;  and  any 
and  all  the  rents,  issues,  profits,  tolls  and  other  income  of  such  lines  of 
railroad,  and  of  any  and  all  such  extensions,  branches,  telegraph  and 
telephone  lines  and  lines  of  water  transportation ;  and  also  any  and  all 
the  rights,  privileges,  franchises,  properties,  real  or  personal,  rights  and 
things,  which  the  Railroad  Company  may  or  shall  hereafter  possess,  or 
become  entitled  to  possess,  for  the  purposes  of,  or  in  connection  with, 
such  lines  of  railroad  or  any  such  extension,  branch,  telegraph  and  tele- 
phone  lines    or    lines    of   water   transportation. 

Fifth,  (a)  All  engines,  tenders,  cars  and  other  rolling  stock  and 
equipment  now  appurtenant  to  any  of  said  lines  of  railroad  or  acquired 
for  use  thereon,  including  1912  locomotives,  665  passenger  coaches  and 
chair  cars,  9  parlor  (lounging)  cars,  44  dining  cars,  5  combination  dining 
and  parlor  (cafe)  cars,  32  business  cars,  48  postal  cars,  250  combination 
cars,  245  baggage  cars,  28  express  refrigerator  cars  (cream  and  milk 
cars),  7  horse  express  cars,  3  electric  motor  cars,  28,071  box  cars,  71 
furniture  cars,  2,564  refrigerator  cars,  6,551  stock  cars,  1,711  automobile 
cars,  1,443  flat  cars,  26,295  coal  cars,  333  tank  cars,  15  barrel  cars,  74 
wooden  ore  cars,  1,570  ballast  cars,  791  caboose  cars,  278  cinder  cars, 
1,486  boarding  cars,  15  derricks,  19  steam  derricks,  48  steam  cranes,  18 
steam  shovels,  19  steam  pile  drivers,  4  rotary  snow  plows,  24  snow  plows, 
1  snow  flanger,  17  Lidgerwood  unloaders,  4  ballast  plows,  27  ballast 
spreaders,    48    water    cars    (tank    cars),    14   water    cars    (auxiliary   tanks), 


462         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

1,075  supply  and  tool  cars,  3  scale  inspection  cars,  45  ditching  flat  cars, 
150  automatic  air  dump  cars,  2  air  brake  instruction  cars,  and  16  valua- 
tion department  cars. 

The  above  rolling  stock  and  equipment  are  now  subject  to  the  prior 
liens  of  the  mortgages,  or  some  of  them,  heretofore  mentioned  in  these 
granting  clauses,  but  when  the  bonds  outstanding  under  said  mortgages 
have  been  discharged  or  refunded,  and  the  mortgages  released  of  record, 
this  mortgage  will  become  a  first  lien  thereon ;  subject  further  as  to 
500  box  ears,  1,000  gondola  cars  and  45  locomotives  to  the  terms  of  an 
Equipment  Trust  Agreement  between  Walker  D.  Hines,  Director  General 
of  Eailroads,  Chicago,  Burlington  &  Quincy  Eailroad  Company  and 
Guaranty  Trust  Company  of  New  York,  as  Trustee,  dated  January  15, 
1920. 

(b)  Boiling  stock  and  equipment  (subject  only  to  the  liens  thereof, 
in  so  far  as  the  same  attach,  of  the  aforesaid  mortgages  in  these  granting 
clauses  described)  hereafter  acquired  and  owned  by  the  Eailroad  Com- 
pany for  the  purpose  of  replacing,  restoring  or  retiring  (as  required  by 
Section  7  of  Article  Five  of  this  indenture)  any  of  the  said  rolling  stock 
and  equipment  in  the  last  foregoing  clause   (a)    described;   and 

(c)  Boiling  stock  and  equipment  which  from  time  to  time  in  the 
manner  herein  provided  shall  be  purchased,  acquired  or  constructed  by 
the  use  of  deposited  moneys  paid  out  as  in  this  indenture  hereinafter 
provided  or  by  the  use  of  any  bonds  secured  by  this  indenture,  except 
bonds  (1)  issued  or  to  be  issued  under  the  provisions  of  Section  5  of 
Article  Three  of  this  indenture,  and  (2)  issued  or  to  be  issued  under  the 
provisions  of  Section  6  of  Article  Three  of  this  indenture,  to  reimburse 
the  Eailroad  Company  for  and  on  account  of  moneys  expended  for  the 
acquisition  of  property  that  shall  have  been  subjected  to  the  lien  of  this 
indenture  or  upon    property   that  shall  be  subject  thereto. 

Sixth.  All  the  right,  title  and  interest  of  the  Eailroad  Company  arising 
out  of  leases  or  contracts  for  the  use  of  the  railroads  mentioned  below, 
together  with  all  stations,  depots,  yards  and  other  facilities  appurtenant 
thereto,  which  by  such  leases  and  contracts  the  Eailroad  Company  is 
permitted  to  use,  to  wit : 

(1)  The  tracks,  union  passenger  station  and  facilities  of  the  Chicago 
Union  Station  Company,  at  Chicago,  Illinois,  the  tracks  of  said  company 
used  by  the  Eailroad  Company  with  other  tenants,  having  a  mileage  of 
about  0.84  miles. 

(2)  The  railroad  of  the  Pennsylvania  Eailroad  Company,  between  a 
point  near  Sixteenth  Street  and  a  point  near  Twelfth  Street,  in  Chicago, 
Illinois,  a  distance  of  about  0.40  miles,  in  order  to  effect  a  connection 
with  the  tracks  of  the  Chicago  Union  Station  Company,  whose  passenger 
station   and  facilities  are  used  by  the  Eailroad  Company  under  contract. 

(3)  The  tracks,  union  passenger  station  and  facilities  of  the  Peoria 
and  Pekin  Union  Eailway  Company,  at  Peoria,  Illinois,  the  tracks  of 
said  company  used  by  the  Eailroad  Company  with  other  tenants,  having 
a  mileage  of  about  1.27  miles. 


CORPORATE  HISTORY  4<j:> 

(4)  The  railroad  of  the  Chicago,  Peoria  and  St.  Louis  Eailroad  Com- 
pany, at  Jacksonville,  Illinois,  a   distance  of  about  0.52  miles. 

(5)  The  railroad  of  the  Chicago  and  Eastern  Illinois  Eailroad  Com- 
pany, between  Neilson  and  West  Vienna,  Illinois,  a  distance  of  about 
15.79  miles. 

(6)  The  railroad  of  the  Baltimore  and  Ohio  Southwestern  Eailroad 
Company,  between  East  St.  Louis  and  Shattuc,  Illinois,  a  distance  of 
about   54.50   miles. 

(7)  The  railroad  of  the  Terminal  Eailroad  Association  of  St.  Louis, 
between  St.  Louis,  Missouri  and  East  St.  Louis,  Illinois,  a  distance  of 
about   3.20   miles. 

(8)  The  tracks,  union  passenger  station  and  facilities  of  the  Terminal 
Eailroad  Association  of  St.  Louis,  at  St.  Louis,  Missouri,  the  tracks  of 
said  corporation  used  by  the  Eailroad  Company  with  other  tenants,  hav- 
ing a  mileage  of  about  3.83  miles. 

(9)  The  railroad  of  the  Cleveland,  Cincinnati,  Chicago  &  St.  Louis 
Eailway  Company,  between  East  Alton  and  East  St.  Louis,  Illinois,  a 
distance  of  about  19.05  miles. 

(10)  The  railroad  of  the  Illinois  Terminal  Eailroad  Company,  between 
Alton   and  Wood   Eiver,  Illinois,  a   distance  of  about  4.75  miles. 

(11)  The  railroad  bridge  across  the  Mississippi  Eiver,  with  connecting 
tracks  of  the  Missouri  and  Illinois  Bridge  and  Belt  Eailroad  Company, 
between  Alton,  Illinois,  and  West  Alton,  Missouri,  a  distance  of  about 
2.51  miles. 

(12)  The  railroad  bridge  across  the  Mississippi  Eiver,  with  connecting 
tracks,  of  the  Chicago  and  Alton  Eailroad  Company,  between  East 
Louisiana,  Illinois,  and  Louisiana,  Missouri,  a  distance  of  about  2.07 
miles. 

(13)  The  tracks,  union  passenger  station,  and  facilities  of  the 
Hannibal  Union  Depot  Company,  at  Hannibal,  Missouri,  the  tracks  of 
said  company  used  by  the  Eailroad  Company  with  other  tenants,  having 
a   mileage   of   about   0.96   miles. 

(14)  The  tracks,  union  passenger  station  and  facilities  of  the  Keokuk 
Union  Depot  Company,  at  Keokuk,  Iowa,  the  tracks  of  said  company 
used  by  the  Eailroad  Company  with  other  tenants,  having  a  mileage  of 
about  1.21  miles. 

(15)  The  railroad  of  the  Chicago,  Eock  Island  and  Pacific  Eailway 
Company,  between  Burlington  and  Mediapolis,  Iowa,  a  distance  of  about 
13.77   miles. 

(16)  The  railroad  of  the  Davenport,  Eock  Island  and  North  Western 
Eailway  Company,  between  Eock  Island,  Illinois  and  Clinton,  Iowa,  a 
distance  of  about  37.49   miles. 

(17)  The  railroad  bridge  across  the  Mississippi  Eiver,  with  connect- 
ing tracks,  of  the  Chicago  and  Northwestern  Eailway  Company,  between 
East  Clinton,  Illinois,  and  Clinton,  Iowa,  a  distance  of  about  0.98  miles. 

(18)  The  railroad  of  the  Chicago  and  North  Western  Eailway  Com- 
pany, between  Sterling  and  Agnew,  Illinois,  a  distance  of  about  5  miles. 


464         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

(19)  The  railroad  of  the  Illinois  Central  Eailroad  Company,  between 
Portage  Curve  and  East  Dubuque,  Illinois,  a  distance  of  about  12.39 
miles. 

(20)  The  railroad  of  the  Illinois  Central  Railroad  Company,  at  East 
Dubuque,  Illinois,  a   distance  of  about  0.46  miles. 

(21)  The  railroad  bridge  across  the  Mississippi  Eiver,  with  connect- 
ing tracks,  of  the  Dunleith  and  Dubuque  Bridge  Company,  between  East 
Dubuque,  Illinois  and  Dubuque,  Iowa,  a  distance  of  about  .66  miles. 

(22)  The  railroad  bridge  across  the  Mississippi  River,  with  connecting 
tracks,  of  the  Winona  Bridge  Railway  Company,  between  East  Winona, 
Wisconsin,  and  Winona,  Minnesota,  a  distance  of  about  0.99  miles. 

(23)  The  railroad  of  the  Chicago,  Milwaukee  and  St.  Paul  Railway 
Company,  between  St.  Croix  Crossing  and  St.  Paul,  Minnesota,  a  distance 
of  about  19.36  miles. 

(2-4)  The  tracks,  union  passenger  station  and  facilities  of  the  St. 
Paul  Union  Depot  Company,  at  St.  Paul,  Minnesota,  the  tracks  of  said 
company  used  by  the  Railroad  Company  with  other  tenants,  having  a 
mileage   of  about  0.53  miles. 

(25)  The  railroad  of  the  Great  Northern  Railway  Company,  between 
St.  Paul  and  Minneapolis,  Minnesota,  a  distance  of  about  13.86  miles,  used 
for  passenger  service,  and  the  railroad  of  the  Northern  Pacific  Railway  Com- 
pany, between  Third  street,  St.  Paul,  and  Como  avenue,  Minneapolis, 
Minnesota,  a  distance  of  about  8.80  miles,  used  for  freight  service. 

(26)  The  tracks,  union  passenger  station,  and  facilities  of  the  Des 
Moines  Union  Railway  Company,  at  Des  Moines,  Iowa,  the  tracks  of 
said  company  used  by  the  Railroad  Company  with  other  tenants  having 
a  mileage   of   about   2.89   miles. 

(27)  The  railroad  of  the  Wabash  Railroad  Company,  between  Bloom- 
field  and  Moulton,  Iowa,  a  distance  of  about  14.11  miles. 

(28)  The  railroad  of  the  Wabash  Railway  Company,  between  Birming- 
ham  and   Harlem,  Missouri,   a   distance   of   about  8.22   miles. 

(29)  The  tracks,  union  passenger  station,  and  facilities  of  the  Kansas 
City  Terminal  Railroad  Company,  at  Kansas  City,  Missouri,  the  tracks 
of  said  company  used  by  the  Railroad  Company  with  other  tenants,  having 
a  mileage  of  about  2.50  miles. 

(30)  The  railroad  bridge  across  the  Missouri  River,  with  connecting 
tracks,  of  the  Leavenworth  Bridge  and  Terminal  Company,  between 
Stillings,  Missouri,  and  Leavenworth,  Kansas,  a  distance  of  about  1.73 
miles. 

(31)  The  railroad  bridge  across  the  Missouri  River,  with  connecting 
tracks  of  the  Atchison  &  Eastern  Bridge  Company,  between  Winthrop, 
Missouri,  and  Atchison,  Kansas,  a  distance  of  about  0.48  miles. 

(32)  The  tracks,  union  passenger  station  and  facilities  of  the  Atchison 
Union  Depot  and  Railroad,  at  Atchison,  Kansas,  the  tracks  of  said  corpora- 
tion used  by  the  Railroad  Company  with  other  tenants,  having  a  mileage  of 
about   0.86  miles. 

(33)  The  tracks,  union  passenger  station  and  facilities  of  the  St. 
Joseph  Union  Depot  Company,  at  St.  Joseph,  Missouri,  the  tracks  of  said 


CORPORATE  HISTORY  465 

company  used  by  the  Railroad  Company  with  other  tenants,  having  a  mile- 
age of  about  2.23  miles. 

(34)  The  railroad  of  the  Union  Pacific  Railroad  Company,  between 
Union  Pacific  Transfer,  Iowa,  and  Omaha,  Nebraska,  a  distance  of  about 
2.79  miles,  including  the  railroad  bridge  across  the  Missouri  River. 

(35)  The  railroad  of  the  last  named  company,  between  Gilmore  Junction 
and  South  Omaha,  Nebraska,  a  distance  of  about  4.54  miles. 

(36)  The  railroad  bridge  across  the  Missouri  River,  with  connecting 
tracks,  of  the  Sioux  City  Bridge  Company,  near  Sioux  City,  Iowa,  having 
a  mileage  of  about  3.73  miles. 

(37)  The  tracks,  passenger  station  and  facilities  of  the  Great  Northern 
Railway  Company,  at  Sioux  City,  Iowa,  having  a  mileage  of  about  28.44 
miles. 

(38)  The  railroad  of  the  St.  Joseph  &  Grand  Island  Railroad  Company, 
between  K.  C.  &  O.  Junction  and  Endicott,  Nebraska,  a  distance  of  about 
12.00  miles. 

(39)  The  railroad  of  the  St.  Joseph  and  Grand  Island  Railway  Com- 
pany, between  Fairfield  and  Alma  Junction,  Nebraska,  a  distance  of  about 
2.65  miles. 

(40)  The  railroad  of  the  Union  Pacific  Railroad  Company,  between 
Sterling  and  Union,  Colorado,  a  distance  of  about  23.67  miles. 

(41)  The  tracks,  union  passenger  station  and  facilities  of  the  Denver 
Union  Terminal  Railway  Company,  at  Denver,  Colorado,  the  tracks  of  said 
Company  used  by  the  Railroad  Company  with  other  tenants,  having  a  mile- 
age of  about  5.90  miles. 

(42)  The  railroad  of  The  Colorado  and  Southern  Railway  Company,  be- 
tween Utah  Junction  and  Burns,  Colorado,  a  distance  of  about  11.30  miles. 

(43)  The  railroad  of  The  Colorado  and  Southern  Railway  Company,  be- 
tween Orin  and  Wendover,  Wyoming,  a  distance  of  about  29.64  miles. 

(44)  The  railroad  of  the  Northern  Pacific  Railway  Company,  between 
Fromberg  and  Billings  and  Huntley  and  Billings,  Montana,  a  distance  of 
about  49.45  miles. 

Seventh — All  present  or  future  leases  of  railroads  and  trackage  rights, 
and  all  renewals  and  extensions  of  any  and  all  present  or  future  leases  and 
trackage  rights  and  contracts  whatever,  relating  to  the  ownership,  use  or 
operation  of  any  of  the  aforesaid  lines  of  railroad,  extensions,  branches, 
terminals,  union  stations  or  any  part  thereof,  or  to  any  other  railroad 
track  or  property  at  any  time  subject  to  the  lien  of  this  indenture. 

Eighth — All  and  singular  the  right,  title  and  interest  of  the  Railroad 
Company  in  and  to  the  following  shares  of  capital  stock,  which  hereby  are 
pledged  to  and  (except  as  hereinafter  specified)  delivered  to  the  Corporate 
Trustee  hereunder: 

(1)  11,300  shares  of  the  first  preferred  stock,  60,787  shares  of  the  sec- 
ond preferred  stock,  and  236,675  shares  of  the  common  stock  of  The  Colo- 
rado and  Southern  Railway  Company  (except  100  shares  of  common  stock 
held  by  directors),  being  64.3  per  cent  of  the  entire  amount  of  capital 
stock  of  said  company  issued  and  outstanding.  Of  the  capital  stock  of 
said  company  owned  by  the  Railroad  Company  9,300  shares  of  the  first  pre- 


466         CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

ferred  Btoek,  .39, 387  shares  of  the  second  preferred,  and  236,575  shares  of 
the  common  stock  are  deposited  with  and  held  by  Central  Union  Trust 
Company  of  New  York,  Corporate  Trustee,  under  the  General  Mortgage  of 
the  Railroad  Company,  dated  March  2,  1908.  The  Colorado  and  Southern 
Railway  Company  owns  or  controls  a  system  of  railroads  in  Colorado,  Wyo- 
ming, New  Mexico  and  Texas,  having  an  operated  mileage  of  about  1,810 
miles,  subject  to  various  mortgages  and  equipment  trusts. 

-  15,000  shares  of  the  capital  stock  of  the  Davenport,  Rock  Island 
and  North  Western  Railway  Company  (except  4  shares  held  by  directors), 
of  a  total  amount  of  30,000  shares  now  issued  and  outstanding,  the  other 
one  half  of  said  total  issue  of  stock  being  owned  and  held  by  the  Chicago, 
Milwaukee  and  St.  Paul  Railway  Company.  The  Davenport,  Rock  Island 
and  North  Western  Railway  Company  owns  a  railroad,  free  from  mortgage 
or  outstanding  bunds,  extending  from  Rock  Island,  Illinois,  via  Davenport, 
Iowa,  to  Clinton.  Iowa,  a  distance  of  about  50.04  miles,  and  having  a  total 
track  mileage  of  90.83  miles.  The  said  shares  of  capital  stock  owned  by 
the  Railroad  Company  are  subject  to  no  pledge  except  that  of  this  indenture. 
(3)  33%  shares  of  the  common  stock  of  the  1'aducah  and  Illinois  Rail- 
road Company  (except  B  shares  held  by  directors),  being  one-third  of  the 
total  amount  of  common  Btock  of  said  company  issued  and  outstanding, 
the  other  two-thirds  of  said  common  stock  being  owned  and  held  by  other 
railroad  companies.  This  company  owns  a  railroad  bridge  across  the  Ohio 
River  at  Metropolis,  Illinois,  and  a  connecting  railroad  into  Paducah,  Ken- 
tucky, the  total  mileage  of  said  railroad  being  about  15.94  miles.  The 
property  of  this  company  i-  subject  to  a  mortgage  to  the  Union  Trust 
Company  of  Chicago,  Trustee,  dated  July   1,   1915,  and  the  said  common 

k  is  in  the  possession  of  said  trustee  under  a  stock  trust  agreement  of 
the    same    date. 

t  2,667  -hare-  of  the  capital  stock  of  the  Winona  Bridge  Railway 
Companj  (except  5  Bhares  held  by  directors),  being  (Hi. 7  per  cent  of  the 
entire  amount  of  capital  stock  of  said  company  issued  and  outstanding  and 
not  subj.-.-t  to  any  pledge  except  that  of  this  indenture.  The  said  company 
owns  a  railroad  bridge  across  the  Mississippi  River,  with  connecting  tracks, 
between  East  Winona,  Wisconsin,  and  Winona,  Minnesota,  which  the  Rail- 
road Company  uses  under  lease,  having  a  total  track  mileage  of  about  L.03 
miles.  The  property  of  this  company  is  subject  to  a  mortgage  to  The 
Farmers'  Loan  and  Trust  Company,  Trustee,  dated  September  1,  1890,  and 
supplement  thereto,  elated  September  1,  1915. 

(5)  2,400  shares  of  capital  stock  of  The  Belt  Railway  Company  of 
Chicago  (except  1  share  held  by  a  director),  being  8%  per  cent  of  the 
total  amount  of  capital  stock  issued  and  outstanding,  and  not  subject  to 
any  pledge  except  that  of  this  indenture.  The  said  company  holds  under 
long  term  leases  a  system  of  trackage  in  Chicago,  Illinois,  providing  inter- 
change facilities  between  the  railroads  entering  Chicago  from  the  east  and 
those  extending  westward  from  Chicago,  as  well  as  affording  access  to 
industries  at  South  Chicago,  and  having  a  -total  track  mileage  of  about 
344.53  miles.  The  leaseholds  and  property  of  this  company  are  not  subject 
to  any  mortgage. 


CORPORATE  HISTORY  467 

(6)  7,000  shares  of  the  capital  stock  of  the  Chicago  Union  Station 
Company,  being  25  per  cent  of  the  total  amount  of  capital  stock  now 
issued  and  outstanding.  The  said  station  company  owns  a  union  passenger 
station,  tracks  and  facilities  at  Chicago,  Illinois,  with  a  total  track  mile- 
age of  about  15.67  miles,  which  the  Railroad  Company  has  the  right  to  use 
under  an  operating  agreement,  together  with  the  Chicago,  Milwaukee  and 
St.  Paul  Railway  Company,  Pennsylvania  Company,  and  The  Pittsburgh, 
Cincinnati,  Chicago  and  St.  Louis  Railroad  Company,  each  of  which  rail- 
road companies  owns  one-fourth  of  the  capital  stock  of  the  said  station 
company.  Said  stock  owned  by  the  Railroad  Company  is  deposited  with 
the  New  England  Trust  Company,  Trustee,  under  the  Illinois  Division 
Mortgage  of  the  Railroad  Company.  The  property  of  the  station  company 
is  subject  to  a  mortgage  to  Illinois  Trust  and  Savings  Bank,  of  Chicago, 
Illinois,   Trustee,  dated  July   1,   1915. 

(7)  50  shares  of  the  capital  stock  of  The  Denver  Union  Terminal  Rail- 
way Company  (except  2  shares  held  by  directors),  being  16^  per  cent  of 
the  entire  amount  of  capital  stock  of  said  company  issued  and  outstanding. 
The  said  company  owns  a  union  passenger  station,  tracks  and  facilities  at 
Denver,  Colorado,  with  a  total  track  mileage  of  about  5.90  miles,  subject 
to  a  mortgage  to  the  Continental  and  Commercial  Trust  and  Savings  Bank, 
of  Chicago,  Illinois,  Trustee,  dated  March  2,  1914;  said  capital  stock  owned 
by  the  Railroad  Company  is  deposited  with  the  said  Continental  and  Com- 
mercial Trust  and  Savings  Bank,  of  Chicago,  Illinois,  Trustee,  under  a 
stock  trust  agreement,  dated  March  2,  1914. 

(8)  234  shares  of  the  capital  stock  of  the  Hannibal  Union  Depot  Com- 
pany, being  58.5  per  cent  of  the  entire  amount  of  issued  and  outstanding 
capital  stock  of  the  said  company ;  the  said  depot  company  owning  a  union 
passenger  station,  tracks  and  facilities  at  Hannibal,  Missouri,  free  of  mort- 
gage or  outstanding  bonds,  with  a  total  track  mileage  of  about  0.96  miles; 
said  capital  stock  owned  by  the  Railroad  Company  not  being  subject  to 
any  pledge  except  that  of  this  indenture. 

(9)  1,833%  shares  of  the  capital  stock  of  the  Kansas  City  Terminal 
Railway  Company  (except  5  shares  held  by  directors),  being  8%  per  cent 
of  the  entire  amount  of  issued  and  outstanding  capital  stock  of  the  said 
company.  The  said  company  owns,  subject  to  a  mortgage  to  Illinois  Trust 
and  Savings  Bank,  of  Chicago,  Illinois,  and  Samuel  W.  Moore,  Trustees, 
dated  January  3,  1910,  a  union  passenger  station,  tracks  and  facilities  at 
Kansas  City,  Missouri,  with  a  total  track  mileage  of  about  143.60  miles, 
which  the  Railroad  Company  has  a  right  to  use  under  contract,  and  said 
capital  stock  owned  by  the  Railroad  Company  is  deposited  with  the  Pioneer 
Trust  Company,  Trustee,  under  a  stock  trust  agreement,  dated  June  12, 
1909. 

(10)  400  shares  of  the  capital  stock  of  the  Keokuk  Union  Depot  Com- 
pany (except  2  shares  held  by  directors),  being  40  per  cent  of  the  entire 
amount  of  issued  and  outstanding  capital  stock  of  the  said  depot  company. 
The  said  company  owns,  subject  to  a  mortgage  to  Union  Trust  Company, 
of  St.  Louis,  Missouri,  Trustee,  dated  July  1,  1890,  a  union  passenger  sta- 
tion, tracks  and  facilities  at  Keokuk,  Iowa,  with  a  total  track  mileage  of 


468  CHICAGO.   BURLINGTON   &   QUIXCY   RAILROAD   COMPANY 

about  1.21  miles,  which  the  Railroad  Company  ha-  a  right  to  use  under 
contract;  said  capital  stock  owned  by  the  Bailroad  Company  not  being  sub- 
ject to  any  pledge  except  that  of  this  indenture. 

(11)  70  shares  of  the  capital  stock  of  The  Minnesota  Transfer  Railway 
Company,  being  11-1/9  per  cent  of  the  entire  amount  of  the  issued  and  out- 
standing capital  stock  of  the  said  company.  The  said  company  owns,  sub- 
ject to  a  mortgage  to  the  Northwestern  Trust  Company,  of  St.  Paul,  Min- 
nesota, Trustee,  dated  August  1,  1916,  a  system  of  trackage  between  St. 
Paul  and  Minneapolis,  Minnesota,  providing  facilities  for  the  interchange 
of  cars  at  that  point,  with  a  total  track  mileage  of  about  103.16  miles; 
Baid  capital  stock  owned  by  the  Bailroad  Company  not  being  subject  to 
any  pledge  except  that  of  this  indenture. 

12  4"  shares  of  the  capital  stock  of  the  St.  Joseph  Union  Depot  Com- 
pany (except  4  shares  held  by  directors),  beinur  40  per  cent  of  the  entire 
amount  of  issued  and  outstanding  capital  stock  of  the  said  depot  company. 
The  Baid  depot  company  owns,  free  of  mortgage  or  outstanding  bonds,  a 
union  passenger  station,  tracks  and  facilities  at  St.  Joseph,  -Missouri,  with 
a  total  track  mileage  of  about  2.23  mile-,  which  the  Railroad  Company  has 
the  right  to  use  under  contract:  Baid  capital  stock  owned  by  the  Bailroad 
Company  not  being  subject  to  any  pledge  except  that  of  this  indenture. 

1,036  shares  of  the  capital  stock  of  The  St.  Paul  Union  Depot 
Company,  being  11-1  9  per  cent  of  the  entire  amount  of  issued  and  out- 
_  capital  stock  of  the  Baid  depot  company.  The  said  depot  company 
owns,  subject  to  a  mortgage  to  the  Central  Trust  Company  of  New  Fork 
(now  Central  Onion  Trust  Company  of  New  Jerk*),  Trustee,  dated  .May  l, 
1880;  a  mortgage  to  the  Northwestern  Trust  Company,  of  St.  Paul,  Minne- 
sota, Trustee,  dated  -May   1,  1894,  and  a  mortgage  to  the  same  trustee,  dated 

January  1,  1917,  a  union  passenger  Btation,  tracks  and  facilities  at  St. 
Paul,  Minnesota,  with  a  total  track  mileage  of  about  9.54  miles,  which  the 
Kailroad  Company  has  the  right  to  use  under  contract;  said  capital  stock 
owned  by  the  Railroad  Company  not  being  subject  to  any  pledge  except 
that  of  this  indenture. 

1  i  2,058  shares  of  the  capital  stock  of  the  Terminal  Railroad  Asso- 
ciation of  St.  Louis  (except  2  shares  held  by  directors),  being  6%  per  cent 
of  the  entire  amount  of  issued  and  outstanding  capital  stock  of  the  said 
terminal  association.  The  said  terminal  association  owns  or  controls,  sub- 
ject to  various  mortgages,  a  union  passenger  station  at  St.  Louis,  Missouri, 
railroad  bridges,  across  the  Mississippi  River  between  St.  Louis  and  East 
St.  Louis,  Illinois,  and  tracks  and  facilities,  with  a  total  track  mileage  of 
about  17S.69  miles,  which  the  Railroad  Company  has  a  right  to  use  under 
contract;  said  capital  stock  owned  by  the  Railroad  Company  not  being  sub- 
ject to  any  pledge  except  that  of  this  indenture. 

(15)  27  shares  of  the  capital  stock  of  a  par  value  of  $1,000  each  (ex- 
cept 3  shares  held  by  directors  i,  of  the  Atchison  Union  Depot  and  Railroad, 
being  37%  per  cent  of  the  entire  amount  of  issued  and  outstanding  capital 
stock  of  said  depot  and  railroad  corporation.  The  said  corporation  own-, 
free  from  mortgage  or  outstanding  bonds,  a  union  passenger  station,  tracks 
and   facilities   at  Atchison,   Kansas,   with   a   total   track   mileage   of   about 


CORPORATE  HISTORY  469 

0.86  miles;   said  capital  stock  owned  by  the  Eailroad  Company  not  being 
subject  to  any  pledge  except  that  of  this  indenture. 

(16)  81  shares  of  the  capital  stock  of  The  Iowa  Transfer  Eailway  Com- 
pany (except  one  share  held  by  director),  being  20  per  cent  of  the  entire 
amount  of  issued  and  outstanding  capital  stock  of  the  said  company.  The 
said  company  owns  a  system  of  trackage  at  Des  Moines,  Iowa,  providing 
facilities  for  the  interchange  of  cars  at  that  point,  with  a  total  track 
mileage  of  about  3.39  miles;  said  capital  stock  owned  by  the  Eailroad  Com- 
pany not  being  subject  to  any  pledge  except  that  of  this  indenture. 

Ninth — All  shares  and  capital  stock  of  the  aforesaid  railroad,  bridge, 
depot  and  terminal  companies  and  of  any  companies  successors  thereto 
which  the  Eailroad  Company  now  owns,  except  qualifying  shares  held  by 
directors,  or  to  which  it  is  now  entitled,  or  which  (subject  to  Section  6  of 
Article  Three  of  this  indenture)  it  may  acquire  or  to  which  it  may  here- 
after become  entitled. 

Tenth — Any  and  all  property  of  every  name  and  nature,  including  stocks, 
bonds  or  other  securities,  from  time  to  time  hereafter  by  delivery  or  by 
writing  of  any  kind  for  the  purposes  hereof  conveyed,  mortgaged,  pledged, 
assigned  or  transferred  by  the  Eailroad  Company,  or  by  anyone  in  its  be- 
half, to  the  Trustees,  who  hereby  are  authorized  to  receive  any  property  at 
any  and  all  times,  as  and  for  additional  security,  and,  also,  when  and  as 
hereinafter  provided,  as  substituted  security,  for  the  payment  of  the  bonds 
issued  or  to  be  issued  hereunder,  and  to  hold  and  apply  any  and  all  such 
property  subject  to  the  terms  hereof. 

To  have  and  to  hold  the  premises,  railroads,  properties,  real  or  personal, 
rights,  franchises,  estates,  appurtenances  and  stocks,  bonds  or  other  securi- 
ties, hereby  conveyed  and  assigned,  or  intended  to  be  conveyed  or  assigned, 
or  which  may  be  hereafter  conveyed  or  assigned  by  indentures  supplemental 
hereto,  unto  the  Trustees,  their  successors  and  assigns  forever; 

Subject,  however,  as  to  the  properties  severally  embraced  therein,  or  sub- 
ject thereto,  to  the  several  prior  liens,  mortgages,  pledges  and  excepted 
property  and  rights  mentioned,  and  as  to  the  properties  covered  thereby,  to 
be  mentioned  in  any  indenture  supplemental  hereto,  and  to  all  other  exist- 
ing rights,  liens,  charges  and  claims  of  record  upon  and  against  the  rail- 
roads, properties  and  franchises  hereby  conveyed  and  mortgaged,  or  pledged 
or  so  intended  to  be; 

Subject,  also,  to  the  condition  that  nothing  in  this  indenture  is  intended 
or  shall  be  construed  to  limit  the  right  or  power  of  the  Eailroad  Company, 
which  hereby  is  expressly  reserved,  to  own  and  hold  or  in  any  manner  ac- 
quire free  from  the  lien  of  this  indenture  lines  of  railway,  branches,  exten- 
sions, rolling  stock  and  equipment,  stocks  or  bonds  or  any  other  property 
whatsoever  or  interest  therein  not  specified  or  included  in  the  granting 
clauses  hereof; 

But  in  trust,  nevertheless,  for  the  equal,  proper  and  proportionate  benefit 
and  security,  severally  and  respectively,  of  all  and  every  the  present  and 
future  holders  of  any  and  every  bond  issued  under  and  secured  by  this  in- 
denture (which  hereinafter  are  termed  the  First  and  Eefunding  bonds), 
as  well  all  those  presently  issued  as  all  hereafter  issued  in  addition  thereto 
or  by  way  of  substitution  or  exchange,  in  accordance  with  the  terms  of  this 
indenture,   and  for   enforcing  the  payment  thereof,  when   payable,  in  ac- 


470         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

cordance  with  the  true  intent  and  meaning  of  the  stipulations  of  this  in- 
denture, and  of  the  said  bonds  and  interest  obligations  respectively,  with- 
out preference,  priority  or  distinction,  as  to  lien  or  otherwise,  of  any  one 
bond  over  any  other  bond,  by  reason  of  priority  in  the  execution,  delivery 
or  negotiation  thereof,  and  so  that  each  and  every  bond,  issued  and  to  be 
issued  as  aforesaid,  shall  have  under  and  by  this  indenture,  the  same  right, 
lien  and  privilege  as  every  other  bond  of  the  issue;  and  so  that  the  prin- 
cipal and  interest  of  every  such  bond  shall,  subject  to  the  terms  hereof,  be 
secured  hereby  equally  and  proportionately  with  every  other  such  bond,  as 
though  all  had  been  made,  executed,  delivered  and  negotiated  simultaneously 
with  the  execution  and  delivery  of  this  indenture;  it  being  intended  that 
the  lien  and  security  of  all  such  bonds  shall  take  effect  from  the  day  of  the 
date  of  this  indenture,  without  regard  to  the  date  of  actual  issue,  sale  or 
disposition  thereof;  and  so  that  the  lien  and  security  of  this  indenture, 
and  of  all  bonds  issued  hereunder,  shall  take  effect  from  the  day  of  the 
date  hereof,  as  though  upon  such  day  all  such  bonds  actually  had  been 
issued,  sold,  and  delivered  to,  and  were  then  in  the  hands  of,  innocent 
holders  for  value. 

And  hereby  it  is  expressly  covenanted  that  all  such  bonds,  and  the 
coupons  tor  interest  thereon,  are  to  be  issued,  authenticated,  delivered,  re- 
ceived  ami  negotiated,  and  that  the  mortgaged  and  pledged  properties  and 
franchises  are  to  be  held  by  the  Trustees,  subject  to  the  following  further 
covenants,  conditions  and  provisions,  viz: 

Article  One. 
limitation  in  amount  and  issue  op  bonds. 

Section  1.  The  authorized  issue  of  bonds  under  this  indenture  is  lim- 
ited so  that  the  amount  thereof  at  any  one  time  outstanding,  together  with 
all  Outstanding  prior  debt  of  the  Railroad  Company  after  deducting  there- 
from the  amount  of  all  bonds  reserved  under  the  provisions  of  this  inden- 
ture to  retire  prior  debt  before,  at  or  after  maturity,  shall  never  exceed  three 
time-  the  par  value  of  the  then  outstanding,  fully  paid  capital  stock  of 
the   Railroad  <  'ompany. 

Whenever  hereafter  the  amount  of  such  capital  stock  outstanding  shall 
be  increased,  thereupon  the  limit  of  the  authorized  issue  of  bonds  hereunder 
shall  lie  im  leased  to  an  amount  which,  together  with  all  then  outstanding 
prior  debt  of  the  Railroad  Company  after  deducting  therefrom  the  amount 
of  all  bonds  then  reserved  under  the  provisions  of  this  indenture  to  retire 
prior  debt  before,  at  or  after  maturity,  shall  be  equal  to  three  times  the 
amount  of  such  outstanding,  fully  paid  capital  stock  as  increased. 

In  determining  at  any  time  and  from  time  to  time  the  limit  of  the  author- 
ized issue  of  bonds  hereunder,  the  prior  debt  to  be  added  is  that  which  at 
the  time  may  remain  unpaid  of  the  principal  of  the  bonds  specified  in 
Section  1  of  Article  Three  of  this  indenture  and  of  the  bonds  which  here- 
after shall  be  included  in  prior  debt  under  Sections  2  and  3  of  said  Article 
Three  (but  not  including  any  such  bonds  deposited  with  and  held  by  the 
Corporate  Trustee  as  provided  in  Section  4  of  said  Article  Three),  and  the 
reserved  bonds  to  be  deducted  are  the  bonds  issuable  under  this  indenture 


CORPORATE  HISTORY  471 

and  as  provided  in  said  Article  Three  reserved  for  the  purpose  of  refunding 
such  prior  debt.  If,  however,  there  is  or  at  any  time  there  shall  be  any- 
prior  debt  of  the  Eailroad  Company  which  is  not  specified  in  Section  1  of 
said  Article  Three  or  which  shall  not  be  specified  as  provided  in  Sections  2 
and  3  of  said  Article  Three,  the  prior  debt  not  so  specified  shall  nevertheless 
be  included  in  and  form  a  part  of  the  prior  debt  to  be  added  as  aforesaid 
in  determining  the  limit  of  the  authorized  issue  of  bonds  hereunder. 

By  "prior  debt"  as  used  in  this  Article  One  is  meant  that  mortgage  lien 
bonded  indebtedness  of  the  Eailroad  Company,  or  of  a  successor  corporation, 
or  of  a  corporation  whose  properties  are  acquired  by  the  Eailroad  Company 
by  purchase  or  merger  or  consolidation,  which  is  entitled  to  a  lien  and  rank 
prior  and  superior  to  the  lien  and  rank  of  this  indenture  and  the  bonds 
issued  hereunder;  together  with  any  bonded  indebtedness  whether  secured 
or  unsecured,  for  which  bonds  shall  have  been  reserved  to  be  issued  under 
Section  3  of  Article  Three  of  this  indenture. 

§  2.  Bonds  shall  not  be  issued  hereunder,  or  deposited  cash  be  paid  (as 
hereinafter  in  Section  6  of  Article  Three  defined),  in  respect  of  the  acqui- 
sition of  property  subject  to  a  prior  mortgage  or  other  lien,  nor  shall  rail- 
roads or  real  property  subject  to  a  prior  mortgage  or  other  lien  be  acquired 
and  subjected  to  the  lien  of  this  indenture,  unless  in  either  case  sufficient 
bonds  hereunder  shall  be  available,  within  the  limitations  provided  in  this 
article,  to  be  reserved,  and  shall  be  reserved,  to  retire  such  prior  debts  at 
maturity. 

§  3.  Bonds  shall  not  be  issued  hereunder  in  respect  of  the  acquisition 
of  the  shares  of  the  capital  stock  of  any  company  or  companies,  or  un- 
secured bonds  or  obligations  of  any  company  or  companies,  to  a  face  amount 
which,  when  added  to  the  total  amount,  if  any,  of  "deposited  cash"  (as 
hereinafter  defined)  paid  by  the  Corporate  Trustee  in  respect  of  such  ac- 
quisition, shall  exceed  one-third  of  the  total  face  amount  of  bonds  out- 
standing hereunder  following  such  acquisition. 

Article  Two. 
form,  execution,  delivery,  registry  and  exchange  of  bonds. 
Section  1.  From  time  to  time  the  bonds  issuable  under  this  indenture 
shall  be  executed  on  behalf  of  the  Eailroad  Company  by  its  President  or 
any  one  of  its  Vice  Presidents,  under  its  corporate  seal  attested  by  its 
Secretary  or  an  Assistant  Secretary,  and  shall  be  delivered  to  the  Corporate 
Trustee  for  authentication  by  it;  and  thereupon,  as  provided  in  this  in- 
denture and  not  otherwise,  the  Corporate  Trustee  shall  authenticate  the 
said  bonds  and  shall  deliver  the  same  to  the  Eailroad  Company  on  its  written 
order.  Only  such  bonds  as  shall  bear  thereon  endorsed  a  certificate  of 
authentication  substantially  in  the  form  hereinbefore  recited,  executed  by 
the  Corporate  Trustee,  shall  be  secured  by  this  indenture  or  be  entitled  to 
any  right  or  benefit  hereunder.  No  bond  and  no  coupon  thereunto  apper- 
taining shall  be  valid  or  obligatory  for  any  purpose  until  such  certificate 
shall  have  been  duly  endorsed  on  such  bond;  and  such  authentication  by 
the  Corporate  Trustee  upon  any  such  bond  shall  be  conclusive  evidence  that 
the  bond  so  authenticated  has  been  duly  issued  hereunder  and  that  the 
holder  is  entitled  to  the  benefit  of  the  trust  hereby  created. 


472         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

On  request  of  the  Railroad  Company  bonds  shall  be  authenticated  and 
shall  lie  delivered  hereunder  in  advance  of  the  registration  or  recording  of 
this  indenture,  or  of  the  delivery  to  the  Corporate  Trustee  of  any  of  the 
stock-,  pledged  under  this  indenture;  but  the  Railroad  Company  with  all 
convenient  Bpeed  shall  cause  this  indenture  to  be  recorded  as  a  mortgage 
upon  railroads  and  real  property,  and  shall  deliver  to  the  Corporate  Trustee 
all  such  stocks  upon  which  this  indenture  is  a  first  lien,  and  which  are  not 
required  otherwise  to  be  held  under  agreements  heretofore  made. 

In  ease  any  of  the  officers  of  the  Railroad  Company  who  shall  have  signed 
and   sealed   any  of  the  bonds  issuable  under  this  indenture  shall   cease  to  be 

such  officers  of  the  Railroad  Company  before  the  bonds  so  signed  and 
sealed  shall  have  been  actually  authenticated  and  delivered  by  the  Corporate 
Trust'',',  -mil  bonds,  aevertheless,  may  be  authenicated  and  delivered  and 
issued  as  though  the  persons  who  signed  and  sealed  such  bonds  had  not 
ceased  to  be  officers  of  the  Railroad  Company;  and  also  any  such  bond 
ina,\  be  Bigned  and  sealed  in  behalf  of  the  Railroad  Company  by  such  per- 
sons as  at  the  actual  date  of  the  execution  of  such  bond  shall  be  the  proper 
officers  of  the  Railroad  Company,  although  at  the  date  of  such  bond  any 
-ucli  person  shall  not  have  been  an  officer  of  the  Railroad  Company.  The 
coupons  to  be  attached  to  coupon  bonds  shall  he  atte-ted  by  the  engraved 
facsimile  signature  of  the  present  Treasurer  or  of  any  future  Treasurer  of 
the  Railroad  Company,  and  the  Railroad  Company  may  adopt  and  use  for 
that  purpose  the  engraved  facsimile  signature  of  any  person  who  shall  have 
been  Buch  Treasurer,  notwithstanding  the  fact  that   he  may  have  ceased  to 

he  BUCh  Treasure!  at  tie'  time  when  such  bonds  shall  be  actually  authenti- 
cated and  delivered. 

Bonds  may  he  issued  originally  either  a-  coupon  bonds  or  registered 
bond-. 

The  Corporate  Trustee  -hall  not  authenticate  or  deliver  any  coupon  hond 
Unless  all  coupon-  thereon  then  matured  shall  have  been  detached  and 
caie  .-led. 

In   every    registered    bond    without    coupons,   either   issued   originally  as 
such,  or  delivered  a-  hereinafter  provided  in  exchange  for  a  coupon  bond 
on] bonds  or  in  subdivision  of  a  registered   hond  of  larger  denomi- 
nation, the  date  specified  in  the  hom I,  from  which  the  same  shall  bear  in- 
terest, -hall   be  the  semi-annual  interest   date  next   preceding  the  date  of 

authentication  unle--  Mich  date  of  authentication  he  the  first  day  of  Feb- 
ruary, or  the  tii-t  day  of  Au-u-t,  in  which  ca-e  the  bond  shall  hear  interest 
from    such    date   of  authentication. 

The   hond-  to   he   secured   by   this  indenture  shall   l-e  issued   in   series  as  from 

time  to  time  shall  he  authorized  by  the  Board  of  Directors  of  the  Railroad 
Company. 

The  bonds  of  each  such  series  shall  be  distinctively  designated  by  a 
serial  letter  or  otherwise,  and  shall  hear  date  either  the  first  day  of  Febru- 
arv,  or  the  first  day  of  August,  as  the  case  may  be,  next  preceding  the 
date  on  which  such  series  shall  have  been  authorized. 

In  authorizing  the  issue  of  any  series,  the  Board  of  Directors  of  the 
Railroad  Company  shall  determine  (1)  the  date  of  maturity  of  such  series, 


CORPORATE  HISTORY  473 

which  date  shall  be  not  later  than  February  1,  2121,  (2)  the  rate  of  in- 
terest (which  shall  be  the  same  for  all  bonds  of  the  same  series  and  shall 
be  payable  semi-annually  on  the  first  day  of  February  and  the  first  day 
of  August  in  each  year)  to  be  borne  by  the  bonds  of  such  series,  (3) 
whether  or  not  the  bonds  of  such  series  at  the  election  of  the  Railroad 
Company  shall  be  redeemable,  in  whole  or  in  part,  before  maturity,  and  if 
redeemable,  the  time  within  which,  and  the  terms  and  conditions  upon 
which,  such  series,  or  any  part  thereof,  may  be  redeemed,  (4)  whether  (and 
if  so  to  what  extent)  or  not  the  bonds  and  interest  thereon  of  such 
series  shall  be  payable  without  deduction  for  any  tax  or  taxes  which  the 
Railroad  Company  may  be  required  to  pay  thereon,  or  to  retain  therefrom, 
under  any  law  of  the  United  States  of  America,  or  of  any  state,  or  of  any 
county  or  municipality  therein,  (5)  whether  or  not  the  bonds  of  such  series 
shall  be  convertible  into  shares  of  the  capital  stock  of  the  Railroad  Com- 
pany, and  if  convertible,  the  extent  to,  the  terms  and  conditions  upon,  and 
the  character  of  the  stock  into,  which  the  same  are  convertible,  and  (6) 
whether  or  not  the  Railroad  Company  will  provide  a  sinking  fund  for  the 
redemption  or  payment  of  said  series  of  bonds,  or  any  part  thereof;  all 
and  singular  of  which  time,  terms  and  conditions  shall  be  appropriately 
expressed  in  such  bonds. 

In  authorizing  the  issue  of  any  series,  the  Board  of  Directors  of  the 
Railroad  Company  may  determine  that  such  bonds  shall  contain  such  other 
or  different  provisions  as  are  authorized  in  this  indenture. 

Except  as  in  this  indenture  otherwise  expressly  authorized,  and  except 
as  to  appropriate  variations  in  the  form  of  coupon  bonds  and  the  form  of 
registered  bonds  without  coupons  as  in  this  indenture  provided,  all  bonds 
of  the  same  series  shall  be  identical  in  tenor. 

Coupon  bonds  having  a  maturity  of  over  fifty  (50)  years  may  have 
attached  thereto  at  the  time  of  original  issue  interest  coupons  for  the  first 
fifty  (50)  years  only,  and  the  Railroad  Company  agrees  that  it  will  cause 
to  be  attached  thereto  thereafter,  upon  application  of  the  bondholder,  in- 
terest coupons  as  required  for  each  successive  period  of  fifty  (50)  years, 
or  in  case  of  any  period  to  maturity  of  less  than  fifty  (50)  years,  for  such 
lesser  period. 

The  coupon  bonds  shall  be  issued  in  the  denomination  of  $1,000,  and  may 
also  at  the  election  of  the  Railroad  Company,  to  be  expressed  by  action  of 
its  Board  of  Directors,  be  issued  in  the  denomination  of  $500  or  $100.  The 
registered  bonds  without  coupons  shall  be  issued  in  the  denomination  of 
$1,000,  and  may  also,  at  the  election  of  the  Railroad  Company,  expressed 
as  above  provided,  be  issued  in  other  denominations.  Coupon  bonds  of  one 
denomination  may,  at  the  election  of  the  Railroad  Company,  be  made  in- 
terchangeable for  a  like  principal  amount  of  coupon  bonds  of  other  denom- 
inations, of  the  same  series,  authorized  by  this  indenture. 

§  2.  The  Railroad  Company  shall  keep  at  an  office  or  agency  to  be 
maintained  by  it  in  the  Borough  of  Manhattan,  City  of  New  York,  or  at 
some  bank  or  trust  company  in  said  Borough,  a  sufficient  registry  of  bonds 
issued  hereunder,  which  at  all  reasonable  times  shall  be  open  for  inspection 
by  the  Corporate  Trustee;   and  the  Railroad  Company,  under  such  reason- 


474         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

able  regulations  as  it  may  prescribe,  will  register  therein  all  bonds  with- 
out coupons  and,  upon  presentation  for  such  purpose,  coupon  bonds.  The 
holder  of  any  coupon  bond  secured  hereby  may  have  the  ownership  there- 
of as  to  principal  only  registered  on  such  register  at  the  said  office  or 
agency  and  such  registration  noted  on  the  bond  by  the  Railroad  Company. 
After  such  registration  no  transfer  shall  be  valid  unless  made  on  such 
register  by  the  registered  owner  in  person  or  by  his  duly  authorized  attor- 
ney, and  similarly  noted  on  the  bond  by  the  Railroad  Company.  Upon 
presentation  to  the  Railroad  Company,  at  such  office  or  agency,  of  any 
such  coupon  bond  registered  as  to  principal,  accompanied  by  delivery  of  a 
written  instrument  of  transfer  in  a  form  approved  by  the  Railroad  Corn- 
pans,  executed  by  the  registered  holder,  such  bond  shall  be  transferred 
upon  such  bond  register.  The  registered  holder  of  any  such  coupon  bond 
registered  as  to  principal,  shall  also  have  the  right  to  cause  the  same  to 
be  I  as  payable  to  bearer,  in  which  case  transferability  by  delivery 

shall  be  restored,  and  thereafter  the  principal  of  such  bond  when  due  shall 
be  payable  to  the  person  presenting  the  bond;  but  any  such  bond  regis- 
tered as  payable  t < »  bearer  may  be  registered  again  in  the  name  of  the  holder 
with  the  same  effect  as  a  first  registration  thereof.  Successive  registra- 
tions and  transfers  as  aforesaid  may  be  made  from  time  to  time  as  desired. 
Bach  registration  and  transfer  of  a  coupon  bond  shall  be  noted  thereon  by 
the  bond  registrar  of  the  Railroad  Company,  Registration  of  any  of  the 
coupon  bonds  as  to  principal,  however,  shall  not  affect  the  negotiability  of 
the  coupons  belonging  to  such  bond,  bul  every  such  coupon  shall  continue 
to  pass  by  delivery  merely  and  shall  remain  payable  to  the  bearer. 

A  r> ■_  bond  without  coupons  of  a  denomination  larger  than  $1,000, 

if  such  denomination  is  issued  hereunder,  may  be  subdivided  into  a  like 
principal  amount  of  registered  bonds  without  coupons  of  the  denomination 
of  $1,000,  or  of  any  other  denominations  higher  than  $1,000  if  authorized 
hereunder,  into  which  the  same  is  divisible,  of  the  same  series,  and  like- 
wise registered  bonds  without  coupons  of  the  denomination  of  $1,000,  or 
high.'!-  denominations,  if  authorized,  may  be  consolidated  into  a  registered 
bond  without  coupons  of  any  authorized  higher  denomination,  of  the  same 
series   and    like  principal    amount. 

$  3.  Whenever  any  coupon  bond  secured  by  this  indenture,  together 
with  all  unmatured  coupons  thereto  appertaining,  shall  be  surrendered  for 
exchange  for  a  registered  bond,  the  Railroad  Company  shall  issue,  and  the 
said  Corporate  Trustee  shall  authenticate  and  deliver,  in  exchange  for  such 
coupon  bond,  a  like  amount  of  the  principal  thereof  in  said  registered 
loads  without  coupons  of  the  same  series,  bearing  the  same  rate  of  in- 
terest, which  shall  have  endorsed  thereon  the  serial  letter  or  letters  borne 
by  the  coupon  bond  or  bonds  so  surrendered  for  exchange.  Whenever  any 
registered  bond  without  coupons  hereby  secured,  together  with  a  written  in- 
strument of  transfer  in  a  form  approved  by  the  Railroad  Company,  ex- 
ecuted by  the  registered  holder,  shall  be  surrendered  for  exchange  for  a 
coupon  bond  or  bonds,  the  Railroad  Company  shall  issue  and  the  said 
Corporate  Trustee  shall  authenticate  and  deliver  in  exchange  for  such 
registered   bond   a    like    amount   of    the    principal    thereof    in   said    coupon 


CORPORATE  HISTORY  475 

bonds  of  the  same  series,  bearing  the  same  rate  of  interest,  each  respec- 
tively bearing  one  of  the  serial  letters  endorsed  upon  the  registered  bond  so 
surrendered,  and  with  coupons  for  interest  thereto  attached,  maturing  on 
and  after  the  next  ensuing  interest  due  date  on  such  surrendered  registered 
bond.  Whenever  any  such  registered  bond  shall  be  surrendered  for  trans- 
fer, together  with  a  written  instrument  of  transfer  in  a  form  approved  by 
the  Railroad  Company,  executed  by  the  registered  holder,  the  Railroad 
Company  shall  issue,  and  the  said  Corporate  Trustee  shall  authenticate 
and  deliver  to  the  transferee  a  like  amount  of  the  principal  thereof  in  new 
registered  bonds,  without  coupons,  of  the  same  series,  bearing  the  same  rate 
of  interest,  which  shall  have  endorsed  thereon  the  same  serial  letter  or 
letters  of  coupon  bonds  which  were  endorsed  upon  the  registered  bond  so 
surrendered.  In  every  case  of  any  such  exchange  or  transfer  the  said 
Corporate  Trustee  forthwith  shall  cancel  the  surrendered  bond,  and,  if  a 
coupon  bond,  the  coupons  appertaining  thereto,  and  shall  deliver  the  same 
to  the  Railroad  Company. 

All  such  transfers  or  exchanges,  unless  otherwise  covenanted  in  the  bond, 
shall  be  made  only  at  the  office  or  agency  of  the  Railroad  Company  in  the 
Borough  of  Manhattan,  City  of  New  York. 

Whenever  any  bond  shall  be  issued  as  a  registered  bond  there  shall  be 
reserved  by  the  Railroad  Company  unissued  an  aggregate  amount  of  coupon 
bonds  equal  to  the  amount  of  the  registered  bond  so  issued,  and  an  appro- 
priate statement  with  respect  to  such  reservation  and  the  serial  letter  or 
letters  of  the  coupon  bonds  so  reserved  unissued  shall  by  the  Railroad  Com- 
pany be  endorsed  on  the  registered  bond  issued  in  lieu  thereof  or  in  ex- 
change   therefor. 

Any  bond  issued  hereunder  whether  in  registered  or  in  coupon  form  may, 
notwithstanding  the  provisions  of  this  section  or  in  addition  to  the  require- 
ments thereof,  bear  such  numbers,  letters  or  other  marks  of  identification 
or  designation,  and  may  be  endorsed  with  such  legends  or  recitals  in  re- 
spect of  the  bond  or  bonds  for  which  it  is  exchangeable,  as  may  be  deter- 
mined by  the  Board  of  Directors  of  the  Railroad  Company  and  approved 
by  the  Corporate  Trustee,  and  as  may  be  required  to  comply  with  the  rules 
and  regulations  of  any  stock  exchange  or  to  conform  with  usage  in  respect 
thereof;  and  like  provision  may  be  made  in  connection  with  the  issue  of 
coupon  bonds  of  the  denomination  of  $100  or  of  $500  or  of  registered 
bonds  without  coupons,  for  the  reservation  of  appropriate  numbers  or  other 
designating  marks  of  the  coupon  bonds  exchangeable  in  place  thereof  as 
required  by  such  stock  exchange  rules  and  regulations  or  usage. 

For  any  exchange  of  a  coupon  bond  for  a  registered  bond,  or  of  a  regis- 
tered bond  for  a  coupon  bond,  and  for  any  transfer  of  a  registered  bond, 
or  for  any  exchange  of  coupon  bonds  for  coupon  bonds  of  another  denomi- 
nation, or  for  any  subdivision  or  consolidation  of  registered  bonds  without 
coupons,  the  Railroad  Company,  at  its  option,  may  require  the  payment  of 
a  sum  sufficient  to  reimburse  it  for  any  stamp  tax  or  other  governmental 
charge  or  other  expense  connected  therewith,  and  also  the  further  sum  of 
not  exceeding  two  dollars  for  each  new  bond  issued  upon  such  transfer  or 
exchange. 


476         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

In  case  the  Railroad  Company  shall  determine  to  issue  coupon  bonds  of 
the  denominations  of  $500  or  $100,  the  holders  thereof  shall  have  no  right 
to  exchange  the  same  for  registered  bonds  without  coupons  unless  such 
right  is  stated  in  the  bonds,  and  appropriate  omissions  may  be  made  in  the 
form  of  bond  hereinabove  recited  to  that  end. 

$  4.  In  case  any  bond  issued  under  this  indenture  shall  become  mutilated 
or  be  destroyed  or  lost,  the  Railroad  Company  in  its  discretion  may  execute, 
and  thereupon  the  Corporate  Trustee  shall  authenticate  and  deliver,  a  new 
bond  of  like  tenor  and  date,  bearing  in  the  ease  of  a  coupon  bond  the  same 
serial  letter  and  the  same  coupons  as  the  one  mutilated,  destroyed  or  lost, 
and  in  the  case  of  a  registered  bond  without  coupons,  having  endorsed 
thereon  the  same  serial  letter  or  letters  of  coupon  bonds  as  were  endorsed 
upon  the  bond  so  mutilated,  destroyed  or  lost,  in  exchange  and  substitution 

for  and  upon  cancellation  of  the  mutilated  bond  and  its  coupons  or  the 
mutilated  registered  bond  without  coupons,  or  in  lieu  of  or  substitution  for 
the  bond  and  its  coupons,  or  the  registered  bond  without  coupons,  so  lost 
or  destroyed.  The  applicant  for  such  substitute  bond  shall  furnish  to  the 
Railroad  Company  and  to  the  Corporate  Trustee  evidence  to  their  satis- 
faction, respectively,  of  the  destruction  or  loss  of  such  bond,  and  said 
applicant  shall  also  furnish  such  indemnity  to  both  the  Railroad  Company 
and  the  Corporate  Trustee,  respectively,  as  in  their  discretion  they  may 
require.  The  Railroad  Company  may  require  the  payment  of  a  sum  not 
exceeding  two  dollars  for  each  new  bond  issued  under  this  section,  and  the 
payment  of  any  stamp  tax  or  other  governmental  charge  or  other  expense 

connected   therewith. 

$    5.      The   Railroad   Company   and   the   Trustees   may   deem   and   may  treat 

the  bearer  of  any  coupon  bond  hereby  secured  which  shall  not  at  the  time 
be  registered  as  hereinbefore  authorized,  and  the  bearer  of  any  coupon  for 

interest  On  any  bond  whether  or  mil  such  bond  shall  be  registered,  as  the 
absolute  owner  of  such  bond  or  coupon,  as  the  case  may  lie,  for  the  pur- 
pose of  receiving  payment  thereof,  and  £or  all  other  purposes,  and  neither 
the  Railroad  Company  nor  either  of  the  Trustees  shall  be  affected  by  any 
notice  to  the  contrary. 

The  Railroad  Companj  and  the  Trustees  may  deem  and  treat  the  person 
in  whose  name  any  registered  bond  without  coupons  issued  hereunder,  shall 
be  i  I  upon  the  books  of  the  Railroad  Company  as  hereinbefore  pro- 

vided, as  the  absolute  owner  of  such  bond  for  the  purpose  of  receiving  pay- 
ment of,  or  on  account  of,  the  principal  and  interest  of  such  bond  and  for 
all  other  purposes;  and  may  deem  and  treat  the  person  in  whose  name  any 
coupon  bond  shall  be  so  registered  as  the  absolute  owner  thereof,  for  the 
purpose  of  receiving  payment  of,  or  on  account  of,  the  principal  thereof, 
and  for  all  other  purposes,  except  to  receive  payment  of  interest  represented 
by  outstanding  coupons. 

§  6.  Without  unreasonable  delay,  the  Railroad  Company  will  cause  en- 
graved bonds  to  be  prepared  and  executed.  Until  the  engraved  bonds  shall 
be  prepared,  the  Railroad  Company  may  execute,  and,  upon  the  request  of 
the  Railroad  Company,  the  Corporate  Trustee  shall  authenticate  and  de- 
liver, in  lieu  of  such  engraved  bonds  and  subject  to  the  same  provisions, 


CORPORATE  HISTORY  477 

limitations  and  conditions,  temporary  printed  bonds  of  any  denomination, 
substantially  of  the  tenor  of  the  bonds  hereinbefore  recited,  with  or  without 
coupons,  and  with  appropriate  omissions,  insertions  and  variations  as  may 
be  required.  Pending  the  preparation  of  the  engraved  bonds,  such  tempo- 
rary bonds  shall  be  exchangeable  for  other  temporary  bonds  of  like  aggre- 
gate principal  amount,  whether  of  the  same  or  different  denominations,  in 
accordance  with  the  provisions  of  this  article.  Such  temporary  bonds  shall 
be  exchangeable,  without  expense  to  the  holder,  for  the  engraved  bonds  in 
lieu  of  which  they  are  issued,  and  upon  preparation  of  such  engraved  bonds, 
the  Railroad  Company  shall  prepare  and  execute,  and,  upon  cancelation  of 
such  surrendered  bonds,  the  Corporate  Trustee  shall  authenticate  and  shall 
deliver,  in  exchange  therefor,  engraved  bonds  for  the  same  aggregate  prin- 
cipal amount  as  the  temporary  bonds  surrendered  and  otherwise  in  ac- 
cordance with  said  temporary  bonds.  Until  so  exchanged,  the  temporary 
bonds  in  all  respects  shall  be  entitled  to  the  same  lien  and  security  of  this 
indenture  as  the  engraved  bonds  issued  and  authenticated  hereunder.  In- 
terest on  such  of  said  temporary  bonds  as  may  be  registered  shall  be  paid 
to  the  registered  holder  thereof,  and  on  such  of  said  temporary  bonds  as 
may  not  be  registered  shall  be  paid  to  the  bearer  thereof  and  such  payment 
noted  thereon  if  such  temporary  bonds  shall  have  been  issued  without 
coupons,  or,  if  such  temporary  bonds  shall  have  been  issued  with  coupons, 
shall  be  paid  on  presentation  and  surrender  of  such  coupons  as  they  mature. 
On  request  of  the  Railroad  Company,  such  bonds  may  be  authenticated  and 
delivered  hereunder  in  advance  of  the  recording  of  this  indenture,  or  of 
the  delivery  to  the  Corporate  Trustee  of  any  of  the  stocks  pledged  under 
this  indenture. 

§  7.  Whenever  requesting  the  authentication  of  any  bonds  hereunder, 
the  Railroad  Company  shall  cause  to  be  delivered  to  the  Corporate  Trustee 
a  certified  copy  of  a  resolution,  duly  adopted  by  the  Board  of  Directors  of 
the  Railroad  Company,  calling  for  the  authentication  and  delivery  of  a 
specified  amount  of  such  bonds  and  specifying  the  character  of  registra- 
tion (if  any),  the  denominations,  terms  and  dates  of  maturity  and  of 
optional  redemption  (if  redeemable),  the  rate  of  interest,  convertibility  into 
capital  stock  (if  convertible),  exemption  from  taxes  (if  exempt),  and  other 
particular  provisions  of  the  bonds  the  authentication  of  which  is  requested, 
and  the  bonds  authenticated  shall  conform  to  such  specifications;  and  in 
every  case  the  Railroad  Company  shall  deliver  to  the  Corporate  Trustee  a 
writing  setting  forth  a  copy  of  such  resolution,  having  appended  thereto  a 
certificate  signed  by  the  Secretary  or  an  Assistant  Secretary  of  the  Rail- 
road Company  under  its  corporate  seal,  setting  forth  that  such  resolution 
was  duly  adopted  by  said  Board  of  Directors. 

Every  order  of  the  Railroad  Company  required  to  be  delivered  to  either 
of  the  Trustees  preliminary  to  any  action  authorized  to  be  taken  by  such 
Trustee  upon  such  order,  shall  be  in  writing  and  shall  be  signed  by  the 
President  or  any  Vice  President  or  the  Treasurer  of  the  Railroad  Company. 

Except  in  exchange  for  like  principal  amounts  at  the  time  outstanding 
under  this  indenture,  the  Corporate  Trustee  shall  not  in  any  case  authenti- 
cate any  bonds  hereunder  unless  there  shall  have  been  filed  with  it  (1)   an 


478         CHICAGO,   BURLINGTON   &    QUIXCY   RAILROAD   COMPANY 

opinion  of  counsel  (who  may  be  of  counsel  for  the  Railroad  Company)  to 
the  effect  that,  except  as  therein  shall  be  specified,  no  authorization  of  the 
issue  of  such  bonds  at  the  time  is  required  by  law  to  be  given  by  any  pub- 
lic service  commission,  railroad  commission  or  other  governmental  body,  and 
(2)  a  copy,  authenticated  in  such  manner  as  may  be  satisfactory  to  the 
Corporate  Trustee,  of  any  order  or  certificate  specified  in  such  opinion, 
authorizing  such  issue  of  bonds  and  made  or  given  by  any  governmental 
authority  so  specified. 

The  Railroad  Company  whenever  requesting  the  authentication  of  any 
bonds  under  Section  6  of  Article  Three  hereof,  and  whenever  taking  any 
action  requiring  the  reservation  of  any  bonds  under  said  article,  besides 
complying  with  the  other  requirements  of  this  indenture,  shall  cause  to  be 
delivered  to  the  Corporate  Trustee  a  certificate  signed  by  the  President  or 
a  Vice  President  and  by  the  Comptroller  or  some  other  officer  having  general 
supervision  of  accounts  of  the  Railroad  Company,  setting  forth:  (a)  the 
aggregate  amount  of  bonds  issued  hereunder  at  the  time  outstanding;  (b) 
the  amount  of  prior  debt  of  the  Railroad  Company  as  defined  in  Article 
One  hereof  thru  outstanding;  (c)  the  amount  of  bonds  thou  reserved  under 
this  indenture  to  retire  such  prior  debt,  and  id)  the  aggregate  par  amount 
of  the  fully  paid  capital  stock  of  the  Railroad  Company  then  outstanding. 

Article  Thb 
issue  ok  bonds. 

First  and  Refunding  bonds  shall  be  executed  by  the  Railroad  Company, 
and  authenticated  and  delivered  by  the  Corporate  Trustee  as  in  this  in- 
denture provided,  to  the  amount  and  for  one  or  more  of  the  purposes  speci- 
fied  in  this  article. 

ION   1.     Bonds  issuable  hereunder  in  the  principal  amount  of  $178,- 

41  1, shall  be  and  are  hereby  reserved  for  issue,  from  time  to  time,  for 

the  purpose  of  exchanging,  redeeming,  purchasing,  retiring,  refunding  or 
paying,  before,  at,  or  alter  maturity,  or  reimbursing  the  Railroad  Com- 
pany for  the  payment  of,  prior  debt  of  the  Railroad  Company,  evidenced 
by  the  following  bonds,  all  of  which  are  the  direct  obligation  of  the  Rail- 
road Company,  whether  the  said  bonds  be  outstanding  in  the  hands  of  the 
public,  or  held  by  the  Railroad  Company,  viz.: 

(1)  Bonds  in  the  principal  amount  of  $75,120,000,  issued  and  outstand- 
ing or  certified  by  the  trustee  and  in  the  treasury  of  the  Railroad  Company 
under  the  provisions  of  the  General  Mortgage  of  the  Railroad  Company, 
dated  March  2,  1908,  maturing  March  1,  1958,  to  Central  Trust  Company 
of  New  York  (now  Central  Union  Trust  Company  of  New  York),  and 
Oliver  M.  Spencer,  Trustees,  securing  a  total  authorized  issue  of  $300,- 
000,000  of  bonds  hereinbefore  more  specifically  described  in  the  granting 
clauses  hereof. 

(2)  Bonds  in  the  principal  amount  of  $85,000,000  issued  and  outstand- 
ing, or  certified  by  the  trustee  and  in  the  treasury  of  the  Railroad  Com- 
pany, under  the  provisions  of  the  Illinois  Division  Mortgage  of  the  Rail- 
road Company,  dated  July  1,  1899,  maturing  July  1,  1949,  redeemable  after 
July  1,  1929,  to  The  New  England  Trust  Company,  Trustee,  securing  a  total 


CORPORATE  HISTORY  479 

authorized  issue  of  $85,000,000  bonds,  all  of  which  are  issued  or  certified 
as  hereinbefore  more  specifically  described  in  the  granting  clauses  hereof. 

(3)  Bonds  in  the  principal  amount  of  $18,294,000  issued  and  outstand- 
ing or  in  the  treasury  of  the  Railroad  Company,  under  the  provisions  of  the 
Nebraska  Extension  Mortgage  of  the  Railroad  Company  to  The  New 
England  Trust  Company,  Trustee,  dated  May  2,  1887,  maturing  May  1, 
1927,  and  securing  a  total  authorized  issue  of  $29,441,000  bonds,  herein- 
before more  specifically  described  in  the  granting  clauses  hereof. 

It  is  expressly  covenanted  in  Section  5  of  Article  Five  hereof  that  (ex- 
cept as  provided  in  Section  4  of  this  Article  Three)  bonds  shall  not  be 
issued  under  any  of  the  said  several  mortgages  or  deeds  of  trust  mentioned 
above  in  this  section,  which  shall  have  the  effect  to  increase  the  amount  of 
the  principal  of  the  bonds  at  any  time  outstanding  under  any  of  such 
mortgages  or  deeds  of  trust;  provided,  however,  any  such  bonds  now  certi- 
fied by  the  trustees  under  the  mortgage  or  deed  of  trust  in  respect  to  such 
bonds,  which  remain  unsold  in  the  treasury  of  the  Railroad  Company  shall 
be  included  in  the  said  principal  amount  of  bonds  above  specified,  and  shall 
be  considered  as  outstanding  for  the  purposes  of  this  section. 

§  2.  First  and  Refunding  bonds  from  time  to  time  shall  be  reserved 
hereunder  for  issue,  from  time  to  time,  as  provided  in  this  article,  for  the 
purpose  of  refunding,  purchasing,  paying  or  retiring,  before,  at  or  after 
maturity,  or  reimbursing  the  Railroad  Company  for  the  payment  of,  the 
bonds  secured  by  mortgage  prior  to  the  lien  of  this  indenture  upon  rail- 
roads or  real  property  hereafter  conveyed  by  the  Railroad  Company  to  the 
Trustees  by  indenture  or  indentures  supplemental  hereto,  executed  as  pro- 
vided in  Article  Eleven  hereof.  The  amount  of  bonds  so  to  be  reserved 
shall  be  a  principal  amount  equal  to  the  principal  amount  remaining  un- 
paid of  the  prior  debt  enumerated  in  such  supplemental  indenture  or  in- 
dentures. Mortgages  which  are  such  liens  upon  any  property  which  may 
hereafter  be  acquired  by  the  Railroad  Company  and  be  conveyed  to  the 
Trustees  by  indenture  or  indentures  supplemental  hereto,  as  aforesaid,  shall 
be  specified  and  described  in  such  supplemental  indenture  or  indentures,  and 
the  principal  amount  of  the  bonds  secured  thereby  shall  be  stated  therein 
and  thereafter  shall  be  regarded  as  forming  a  part  of  the  prior  debt  of 
the  Railroad  Company  whenever  prior  debt  is  mentioned  in  this  indenture 
or  in  any  indenture  supplemental  hereto.  Prior  debt  of  the  Railroad  Com- 
pany shall  also  include  the  indebtedness  secured  by  lien  prior  to  the  lien 
hereof  against  which  bonds  are  required  to  be  reserved  by  the  Corporate 
Trustee  under  paragraph  (2)  of  Section  6  of  this  article. 

§  3.  First  and  Refunding  bonds  may,  subject  to  the  provisions  of  Ar- 
ticle One,  at  the  election  of  the  Railroad  Company,  to  be  expressed  by  reso- 
lution of  its  Board  of  Directors,  a  duly  certified  copy  of  which  shall  be 
delivered  to  the  Corporate  Trustee,  be  from  time  to  time  reserved  hereunder 
for  issue,  from  time  to  time,  as  provided  in  this  article,  for  the  purpose 
of  refunding,  purchasing,  paying  or  retiring,  before,  at  or  after  maturity, 
or  reimbursing  the  Railroad  Company  for  the  payment  of,  a  like  principal 
amount  of  the  bonded  indebtedness  of  any  company,  including  debenture 
bonds,  and  evidenced  by  an  issue  of  bonds,  which  hereafter  shall  be  eon- 


480         CHICAGO,  BURLINGTON   &    QCINCY   RAILROAD   COMPANY 

solidated  with  or  merged  into,  or  whose  railroad  property  hereafter  shall  be 
acquired  by  the  Railroad  Company,  although  such  bonded  indebtedness  may 
not  be  secured  by  mortgage;  provided,  however,  that  the  railroad  property 
acquired  through  consolidation,  merger  or  purchase  shall  be  conveyed  by 
the  Railroad  Company  to  the  Trustees  by,  and  that  such  bonded  indebted- 
ness shall  be  specified  and  the  amount  thereof  stated  in,  an  indenture  or 
indentures  supplemental  to  this  indenture,  executed  as  provided  in  Article 
Eleven  hereof. 

The  bonded  indebtedness  against  which  the  Railroad  Company  shall  so 
elect  to  reserve  First  and  Refunding  bonds,  and  which  shall  be  so  specified 
and  the  amount  thereof  stated  in  any  supplemental  indenture,  shall  be  re- 
garded as  forming  a  part  of  the  prior  debt  of  the  Railroad  Company, 
whenever  prior  debt  is  mentioned  in  this  indenture  or  in  any  indenture  sup- 
plemental hereto. 

$  4.  Whenever  the  Railroad  Company  shall  tender  or  shall  cause  to  be 
tendered  to  the  Corporate  Trustee  any  of  the  obligations,  canceled  or  un- 
canceled, constituting  part  of  the  prior  debt,  to  retire  which  bonds  are 
the:.  I   under  this  article,  either  in    bearer  form  or  accompanied  by 

proper  instniine:  ent  and  transfer,  with  all  unmatured  coupons 

thereunto  belonging,  whether  before,  at  or  a  iter  maturity  thereof,  the  Cor- 
porate Trusl  |  therefor,  shall  authenticate  and  deliver  to  the 
Railroad  Company,  or  upon  it>  order,  First  and  Refunding  bonds  in  an 
te  principal  sum  equal  to  the  face  amount  of  the  obligations  so 
tendered  to  the  Corporate  Trustee.  All  Bueh  obligations  delivered  to  the 
Corporate  Trustee  shall   be  held  by   it   without   impairment   of  the  lien  of 

such    obligations   and    as   additional    security    under    this    indenture.      Bonds 

mi  held  by  the  Corporate  Trustee  shall  be  Btamped,  "Not  negotiable,  held 
in  trust  for  the  purposes  declared  in  the  First  and  Refunding  Mortgage  of 
the  Chicago,  Burlington  &  Quincy  Railroad  Company,  dated  February  I, 
L921." 

If  any  issue  of  bonds  constituting  a  part  of  the  prior  debt  which  are 
surrendered  to  the  Corporate  Trustee  a-  herein  provided,  has  been  secured 
by  the  pledge  or  hypothecation  of  underlying  bond-  issued   under  a  mort- 

;  of  trust  upon  any  railroad,  or  part  thereof,  conveyed  by  this 
enture,  the  Railroad  Company,  when  and  as  it  rightfully  may,  shall 
withdraw  such  underlying  bond-  from  the  pledge  thereof,  and  shall  deposit 
them  with  the  Corporate  Trustee,  whether  canceled  or  uncanceled,  to  be 
held  by  such  Trustee  for  the  further  security  of  the  bonds  secured  by  this 
indenture,  until  such  time  as  the  lien  or  liens  of  the  mortgages  or  deeds  of 
trust  securing  the  same  shall  have  been  fully  discharged  or  satisfied,  or 
[uate  provision  made  therefor,  whereupon,  provided,  there  shall  not  be 
outstanding  any  bonds  of  any  other  issue  constituting  part  of  the  prior 
debt  secured  by  mortgage,  the  lien  of  which  is  junior  to  the  lien  of  the 
mortgage  securing  such  deposited  bonds,  and  prior  to  the  lien  of  this  in- 
denture upon  any  part  of  the  property  and  premises  covered  by  the  mort- 
gage securing  such  deposited  bonds,  such  underlying  bonds  shall  be  canceled 
by  the  Corporate  Trustee,  if  not  already  canceled,  and  delivered  to  the 
Railroad  Company,  upon   delivery  to   the   Corporate   Trustee   of  a   certified 


CORPORATE  HISTORY  481 

copy  of  a  resolution  of  the  Board  of  Directors  of  the  Railroad  Company 
requesting  such  action. 

At  any  time  or  times  at  or  after  the  maturity,  or  within  twelve  months 
before  such  maturity,  of  any  obligations  constituting  part  of  the  prior 
debt,  to  retire  which  bonds  are  then  reserved  under  this  article,  the  Railroad 
Company  may  sell  First  and  Refunding  bonds  reserved  for  such  purpose, 
in  order  to  provide  the  means  to  purchase  or  pay  such  of  the  obligations 
constituting  part  of  the  prior  debt  as  shall  not  theretofore  have  been  de- 
livered to  the  Corporate  Trustee  under  this  indenture,  and  which  have 
matured  or  are  to  mature  within  twelve  months;  and  the  Corporate  Trustee 
shall  authenticate  and  shall  deliver  to  the  Railroad  Company,  or  upon  its 
order,  First  and  Refunding  bonds  in  an  aggregate  principal  sum  equal  to 
the  face  amount  of  such  obligations  constituting  part  of  the  prior  debt  as 
have  matured,  or  are  to  mature  within  twelve  months;  provided,  that  cash 
(other  than  cash  receivable  by  the  Corporate  Trustee  pursuant  to  the  pro- 
visions of  Section  6  of  Article  Nine  of  this  indenture)  equal  to  the  prin- 
cipal amount  of  the  First  and  Refunding  bonds  so  authenticated  and  de- 
livered shall  simultaneously  be  deposited  with  the  Corporate  Trustee  in 
exchange  therefor.  Out  of  the  money  so  received  by  the  Corporate  Trustee, 
it  shall,  on  demand  of  the  Railroad  Company,  and  upon  delivery  to  the 
Corporate  Trustee  of  the  obligations,  canceled  or  uncanceled,  either  in 
bearer  form  or  accompanied  by  proper  instrument  of  assignment  and  trans- 
fer, so  purchased  by  the  Railroad  Company,  pay  to  the  Railroad  Company, 
or  upon  its  order,  a  sum  equal  to  the  face  amount  of  such  obligations  so 
purchased. 

Whenever  all  bonds  of  a  particular  issue  constituting  part  of  the  prior 
debt,  shall  have  been  deposited  with  the  Corporate  Trustee  or  provision 
shall  have  been  made  satisfactory  to  the  Corporate  Trustee  for  the  pay- 
ment or  retirement  of  any  bonds  not  so  deposited,  and  if  there  shall  not 
be  outstanding  any  bonds  of  any  other  issue  constituting  part  of  the  prior 
debt  secured  by  mortgage  the  lien  of  which  is  junior  to  the  lien  of  the 
mortgage  securing  such  deposited  bonds  and  prior  to  the  lien  of  this  inden- 
ture upon  any  part  of  the  property  and  premises  covered  by  the  mortgage 
securing  such  deposited  bonds,  then,  upon  delivery  to  the  Corporate  Trustee 
of  a  certified  copy  of  a  resolution  of  the  Board  of  Directors  of  the  Railroad 
Company  requesting  such  action,  all  the  deposited  bonds  of  such  issue  con- 
stituting part  of  the  prior  debt  shall  be  canceled  by  the  Corporate  Trustee 
and  surrendered  to  the  Railroad  Company,  and  the  Railroad  Company  shall 
procure  the  mortgage  or  other  instrument  securing  the  same  to  be  canceled, 
released  and  discharged  of  record,  and  all  bonds  and  other  obligations  or 
securities  mortgaged  or  pledged  thereunder  shall  thereupon  be  delivered  to 
the  Corporate  Trustee  as  further  security  here.under,  subject  as  to  under- 
lying bonds  to  the  prior  provisions  of  this  section. 

In  case  any  of  the  prior  debt,  to  acquire,  retire  or  refund  which,  First 
and  Refunding  bonds  are  or  shall  be  reserved  pursuant  to  this  article,  shall 
be  paid  or  retired  without  the  issue  of  the  bonds  so  reserved  for  that  pur- 
pose, the  amount  pf  the  bonds  then  reserved  shall  be  reduced  by  an  amount 
equal  to  the  principal  of  such  prior  debt  so  paid  or  retired ;  provided,  that 


482         CHICAGO,  BURLINGTON  &   QTJINCY   RAILROAD   COMPANY 

in  the  case  of  the  purchase  or  the  retirement  of  any  obligations  constituting 
part  of  the  prior  debt,  from  the  general  funds  of  the  Eailroad  Company, 
the  Eailroad  Company  may  afterwards,  within  a  period  of  five  (5)  years 
reimburse  itself  by  the  exchange  of  such  obligations  for  First  and  Ee- 
funding  bonds  pursuant  to  this  article;  provided,  further,  if  at  the  respec- 
tive maturities  of  any  of  the  following  specified  issues  of  prior  debt  bonds, 
viz.:  Illinois  Division  Mortgage  bonds  and  Nebraska  Extension  Mortgage 
bonds,  it  shall  be  obligatory  upon  the  Railroad  Company,  in  observance  of 
its  covenants  in  the  premises  contained  in  its  aforesaid  C.eneral  Mortgage, 
to  deliver  to  the  trustee  under  said  mortgage  any  of  such  matured  prior 
debt  bonds  which  shall  have  been  acquired  and  shall  be  held  by  the  Cor- 
porate Trustee  under  the  provisions  of  tliis  indenture,  then  upon  the  written 
order  of  the  Eailroad  Company  the  Corporate  Trustee  shall  deliver  all  of 
such  matured  prior  debt  bonds  then  held  by  it  to  the  trustee  under  said 
General  Mortgage;  provided,  however,  that  in  exchange  therefor,  the  Cor- 
porate Trustee  shall  receive,  to  be  held  by  it  under  this  indenture  as  part 
of  the  trust  estate,  General  Mortgage  bunds  for  a  principal  amount  equal 
to  the  principal  amount  of  the  prior  debt  bonds  delivered  to  the  said 
General  Mortgage  trustee.  In  case  the  Eailroad  Company  should  determine 
so  to  proceed,  it  may  cause  such  General  Mortgage  bonds  to  be  issued  in  the 
first  in-tame  to  refund  maturing  prior  debt  bonds  of  any  of  the  two  issues 
above  specified,  provided,  that  such  General  Mortgage  bonds  so  issued 
forthwith  shall  be  pledged  under  this  indenture;  and  in  any  such  case,  upon 
such  pledge  of  such  General  Mortgage  bonds,  the  Corporate  Trustee  under 
this     indenture    shall    authenticate    and     deliver    to    the     Railroad    Company 

1 i-   reserved   under   this   Article   Three   for  a    principal  amount  not  ex- 

ceeding  either  the  principal  amounl  of  such  General  Mortgage  bonds  so 
pledged  under  this  indenture  or  the  principal  amount  of  prior  debt  bonds 
refunded  thereby. 

A  certificate  signed  by  the  President  or  any  Vice  President,  and  the  Sec- 
retins   or   Assistant   Secretary  of  the   Railroad   Company,  as  to  any  facts 

pertinent  to  the  right  under  Sections  1,  2,  3  and  )  of  this  article  to 
authenticate  and  deliver  First  and  Refunding  bonds,  may  be  received  by 
the  Corporate  Trustee  as  conclusive  evidence  of  such  facts  and  shall  con- 
stitute full  authority  for  the  action  of  the  Corporate  Trustee  in  accordance 

therewith. 

The  First  and  Refunding  bonds  hereunder  in  the  principal  amount 
of  $7.-i,000,000,  shall  after  the  execution  and  delivery  hereof  and  without 
Other  condition  precedent  than  the  demand  or  demands  of  the  Railroad 
Company,  expressed  through  duly  certified  copies  of  resolutions  of  the 
Board  of  Directors  of  the  Railroad  Company,  and  duly  certified  copies  of 
orders  of  the  Interstate  Commerce  Commission  authorizing  the  issuance  of 
said  bonds  or  the  portion  thereof  from  time  to  time  demanded  by  the 
Railroad  Company,  to  be  delivered  to  the  Corporate  Trustee,  be  authenti- 
cated and  delivered  by  the  Corporate  Trustee  to  the  Eailroad  Com- 
pany for  the  purpose  of  reimbursing  the  Eailroad  Company  for  moneys 
expended  during  the  five  (5)  year  period  ended  February  1,  1921, 
in  constructing,  purchasing,  enlarging  and   improving  and  making  additions 


CORPORATE  HISTORY  483 

and  betterments  to  the  lines  of  railroad  and  properties  hereinbefore  con- 
veyed to  the  Trustees,  purchasing  equipment,  acquiring  the  shares  of  capital 
stock  or  bonds  of  railroad,  bridge,  depot,  terminal  and  other  companies,  or 
retiring  or  discharging  the  bonded  indebtedness  of  the  Railroad  Company, 
none  of  which  expenditures  have  been  made  or  reimbursed  out  of  any 
moneys  received  by  the  Railroad  Company  from  bonds  issued  under  any 
prior  mortgage  of  the  Railroad  Company  or  from  the  issue  and  sale  of  its 
capital  stock,  and  all  of  which  expenditures  were  when  made  and  are  now 
properly  chargeable  to  capital  account  under  the  rules  and  regulations  of 
the  Interstate  Commerce  Commission.  The  bonds  so  delivered  to  the  Rail- 
road Company,  or  their  proceeds,  shall  be  held  and  may  be  used  by  it  for 
its  general  corporate  purposes,  freed  and  discharged  from  any  and  all  re- 
strictions other  than  such  as  may  be  expressed  in  any  order  or  orders  of 
the  Interstate  Commerce  Commission. 

§  6.  From  time  to  time,  First  and  Refunding  bonds  may  be  executed  by 
the  Railroad  Company,  and  authenticated  and  delivered,  or  deposited  cash 
(as  the  term  "deposited  cash,"  is  hereinafter  in  this  section  defined)  may 
be  paid  out,  by  the  Corporate  Trustee,  to  pay  for  or  in  reimbursement  of 
expenditures  made  after  February  1,  1921,  for  some  one  or  more  of  the 
following  purposes : 

I.  The  construction,  completion  or  acquisition  by  the  Railroad  Company 
of  (1)  any  line  or  lines  of  railroad,  or  any  part  thereof,  or  any  interest  or 
right  therein,  now  or  at  any  time  hereafter  subject  to  the  lien  of  this  inden- 
ture, or  (2)  any  extensions  or  branches,  or  any  part  thereof,  or  any  interest 
or  right  therein,  of  any  line  of  railroad,  extension  or  branch,  now  or  at  any 
time  hereafter  subject  to  the  lien  of  this  indenture. 

II.  (a)  The  construction,  completion  or  acquisition  by  the  Railroad 
Company  of  additional  main  or  other  tracks,  terminal  properties,  telegraph 
or  telephone  lines,  elevators,  warehouses,  depots,  shops,  machinery,  tools, 
docks,  wharves,  piers,  landings;  coal,  oil,  lumber  or  other  lands,  or  inter- 
ests therein,  required  to  furnish  supplies  for  the  operation  of  the  railroads 
of  the  Railroad  Company;  waterpower  sites,  generating  stations,  transmis- 
sion lines,  and  other  structures,  appliances  and  property  necessary  or  useful 
for  the  operation  of  its  railroads  by  electric  or  other  power;  and  all  other 
additions,  betterments  and  improvements  (except  rolling  stock,  floating, 
and  other  equipment  for  which  provision  is  hereinafter  made)  upon,  along 
or  pertaining  to,  or  for  use  in  connection  with,  or  in  extension  of,  any  line 
of  railroad  or  other  property  of  the  Railroad  Company  then  subject  to  this 
indenture;  (b)  the  construction  or  acquisition  of  any  of  the  said  additions 
and  betterments  or  other  property  mentioned  in  paragraph  (a)  hereof, 
upon  or  in  connection  with  any  line  of  railroad,  extension,  or  branch  thereof 
or  other  property,  owned  by  any  company,  not  less  than  90  per  centum  of 
the  capital  stock  (including  not  less  than  90  per  centum  of  the  number  of 
outstanding  shares  having  voting  rights)  of  which  is,  at  the  time  of  such 
construction  or  acquisition,  subject  to  the  lien  of  this  indenture;  and  any 
line  of  railroad,  extension,  or  branch  thereof,  or  other  property,  now  or  at 
any  time  hereafter  leased  to  the  Railroad  Company,  and  the  leasehold  in- 
terest of  the  Railroad  Company  wherein  is  subject  to  the  lien  of  this  in- 


484         CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

denture;  but  no  bonds  shall  be  issued  under  this  subparagraph  (b)  in 
respect  of  additions  to  or  betterments  on  leased  lines,  unless  at  or  prior 
to  the  authentication  and  delivery  of  such  bonds  the  Railroad  Company 
shall,  by  appropriate  supplemental  indenture  delivered  to  the  Trustees, 
agree  to  create  a  sinking  fund,  payable  in  annual  installments,  sufficient  to 
provide  for  the  retirement,  within  the  period  of  the  lease  of  such  line  to 
the  Railroad  Company,  of  all  First  and  Refunding  bonds  issued  in  respect 
of  additions  to  and  betterments  on  such  leased  line,  or  unless  the  Railroad 
Company  shall,  by  appropriate  supplemental  indenture  delivered  to  the 
Trustees,  agree  to  pay  to  the  Corporate  Trustee,  at  or  before  the  date  of 
termination  of  such  lease  to  the  Railroad  Company,  an  amount  in  cash 
sufficient  to  cover  the  aggregate  cost  of  the  additions  to  or  betterments  on 
such  leased  line  made  by  the  use  of  First  and  Refunding  bonds,  and  in  such 
event  the  Railroad  Company  shall  upon  the  renewal  <>t'  such  lease  (provided 
such  an  amount  of  cash  shall  so  have  been  paid  to  the  Corporate  Trustee), 
be  entitled  to  the  authentication  and  delivery  of  First  and  Refunding  bonds 
to  an  aggregate  face  amount  equal  to  the  aggregate  cost  of  such  additions 
to  or  betterments  on  such  leased  line;  provided,  that  at  or  prior  to  the 
authentication  and  delivery  of  such  Pirsl  and  Refunding  bonds  upon  such 
renewal  the  Railroad  Company  shall,  by  appropriate  supplemental  indenture 
delivered  to  the  Trustees,  agree  to  create  a  sinking  fund,  payable  in  annual 

installments,  sufficient  to  provide  for  the  retirement,  within  the  period  of 
such  lease  :i^  SO  renewed,  of  all  First  anil  Refunding  bonds  issued  upon  such 
renewal  in  respect  of  the  cost  of  such  additions  and  betterments.  If  the 
Railroad  Company  shall  acquire  the  fee  in  and  to  any  such  leased  line  of 
railroad,  extension,  or  branch  thereof,  or  other  property,  in  respect  of  which 
a  sinking  fund  has  lien  created  or  payment  of  cash  has  been  made  or 
agreed  to  be  made  by  the  Railroad  Company  by  such  supplemental  inden- 
ture to  cover  the  cost  of  additions  and  betterments  thereto,  and  such  leased 
lines  or  property  shall  become  subject  to  the  lien  of  this  indenture,  there- 
upon nil  further  obligation  of  the  Railroad  Company  under  such  supple- 
mental indenture  shall  cease,  and  the  Railroad  Company  shall  be  entitled 
(a)  to  withdraw  from  any  deposited  cash  in  the  hands  of  the  Corporate 
Trustee  an  amount  equal  to  the  sinking  fund  payments  so  made,  or  (b)  to 
have  authenticated  and  delivered  to  it  a  principal  amount  of  bonds  here- 
under equal  to  said  sinking  fund   payments  so  made. 

III.  The  construction  or  acquisition  by  the  Railroad  Company  of  rolling 
stock,  cars,  steam  or  electric  engines,  motors,  motive  power,  vessels,  ferries, 
tugs,  lighters,  or  other  equipment  for  use  upon  or  in  connection  with  any 
of  the  lines  of  railroad  referred  to  in  the  preceding  paragraphs  I  and  II, 
provided,  that  no  bonds  shall  be  authenticated  and  delivered  or  deposited 
cash  paid  in  respect  of  rolling  stock  or  equipment  which  is  subject  to  any 
equipment  trust  or  other  lien  securing  the  purchase  price  thereof,  either 
pending  or  after  the  payment  of  such  purchase  price. 

IV.  The  payment  or  refunding  of  any  indebtedness  secured  by  lien  prior 
to  this  indenture  on  any  lines  of  railroad  or  other  real  property  that  shall 
at  any  time  become  subject  to  this  indenture  and  for  which  bonds  shall 
have  been  reserved  under  this  section  as  hereinafter  required. 


CORPORATE  HISTORY  485 

V.  The  payment  or  refunding  of  any  indebtedness  contracted  for  any 
of  the  purposes  for  which  bonds  are  authorized  to  be  issued  under  this 
Section  6. 

VI.  The  purchase  or  acquisition  by  the  Eailroad  Company  of  bonds  or 
other  evidences  of  indebtedness  of  railroad  companies  whose  lines  connect 
at  one  or  more  points  with  the  lines  of  the  Eailroad  Company,  bridge,  ter- 
minal, union  depot,  land,  improvement,  coal,  oil,  electric  or  other  companies 
furnishing  or  necessary  to  furnish,  facilities  or  supplies  to  the  Eailroad 
Company,  or  the  shares  of  capital  stock  of  any  such  corporation,  provided, 
that  (1)  such  acquisition  of  shares  shall  be  permitted  by  law,  (2)  all  the 
shares  so  acquired  shall  be  pledged  under  this  indenture  as  a  first  lien, 
and  (3)  a  majority  of  the  stock  of  any  such  corporation  (except  that  the 
amount  may  be  less  than  a  majority  of  the  stock  of  a  bridge,  union  terminal 
or  depot  company  but  in  such  case  shall  include  the  entire  number  of  shares 
owned  by  the  Eailroad  Company)  shall  have  been  previously  or  shall  thereby 
be  acquired  and  owned  by  the  Eailroad  Company  and  shall  have  been  or 
shall  be  pledged  subject  to  the  lien  of  this  indenture  or  to  the  lien  of  any 
prior  mortgage  enumerated  in  this  indenture. 

In  case  the  authentication  and  delivery  of  bonds  under  this  section  are 
called  for  to  reimburse  the  Eailroad  Company  for  expenditures  previously 
made  for  purposes  specified  in  this  section,  such  bonds  shall  be  authenticated 
and  delivered  to  the  Eailroad  Company  or  upon  its  written  order,  upon  de- 
livery to  the  Corporate  Trustee  of  a  certified  copy  of  the  resolution  of  the 
Board  of  Directors  of  the  Eailroad  Company,  as  provided  in  Section  7  of 
Article  Two  hereof,  and  certificates,  opinions  and  copies  of  orders,  as  in 
said  Section  7  and  hereinafter  in  this  section  provided. 

Unless  the  authentication  and  delivery  of  bonds  under  this  section  are 
called  for  to  reimburse  the  Eailroad  Company  for  expenditures  as  aforesaid, 
the  Eailroad  Company  shall,  in  addition  to  complying  with  the  requirements 
of  Section  7  of  Article  Two  hereof,  deposit  with  the  Corporate  Trustee  a 
sum  in  cash  (other  than  cash  receivable  by  the  Corporate  Trustee  pursuant 
to  the  provisions  of  Section  6  of  Article  Nine  of  this  indenture)  equal  to 
the  principal  amount  of  the  bonds  to  be  so  authenticated  and  delivered,  and 
thereupon  the  Corporate  Trustee  shall  authenticate  and  deliver  to  or  upon 
the  order  of  the  Eailroad  Company,  an  amount  of  bonds  secured  by  this 
indenture  equal  at  the  par  or  face  value  thereof  to  the  amount  of  cash  de- 
posited. The  term  "deposited  cash"  as  used  in  this  indenture  shall  be 
ieemed  to  signify  the  cash  so  deposited  with  the  Corporate  Trustee,  to- 
gether with  any  moneys  which  pursuant  to  any  other  provision  of  this  in- 
denture are  subject  to  the  provisions  of  this  section  and  any  other  cash 
received  by  the  Corporate  Trustee  for  the  disposition  of  which  no  other  pro- 
vision is  made  under  this  indenture.  The  deposited  cash  shall  be  held  by 
the  Corporate  Trustee  as  a  part  of  the  trust  estate  until  paid  to  or  upon 
the  written  order  of  the  Eailroad  Company  calling  for  the  payment  of  a 
specified  amount,  accompanied  by  certificates  and  opinions  as  hereinafter 
specified. 

The  certificate  or  certificates  to  be  delivered  by  the  Eailroad  Company  to 
the   Corporate   Trustee   preliminary   to  the   authentication  and   delivery   of 


486         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

bonds  for  reimbursement  of  the  Eailroad  Company  as  aforesaid,  or  to  the 
payment  of  deposited  cash  as  aforesaid,  in  respect  of  any  of  the  purposes 
specified  in  the  foregoing  paragraphs  I,  II,  III,  IV,  V  or  VI  shall  be  as 
follows : 

(1)  A  certificate  of  the  President  or  any  Vice  President,  and  the  Sec- 
retary or  Comptroller  or  Chief  Engineer  of  the  Railroad  Company  stating 
—  (a)  that  expenditures  have  been  made  by  the  Railroad  Company  subse- 
quent to  February  1,  1921,  or  as  an  alternative,  in  case  the  payment  of 
deposited  cash  is  requested,  that  money  liabilities  to  an  amount  specified 
are  payable  or  forthwith  to  become  payable,  for  one  or  more  of  the  purposes 
specified  in  this  section,  and  describing  briefly  each  particular  purpose  and 
specifying  the  amount  of  money  actually  expended,  and  the  specific  liability 
actually  incurred  for  each  of  said  stated  purposes;  (b)  that  the  expenditures 
so  made  or  the  liability  actually  incurred  for  the  purposes  indicated  in  the 
certificate  were  not  in  excess  of  either  the  reasonable  cost  or  the  fair  value 
of  the  work  done  or  the  property  constructed  or  of  the  acquisition  of  the 
bonds,  evidences  of  indebtedness  or  shares  of  capital  stock  or  other  property 
acquired;  (c)  that  no  part  of  such  expenditures  or  liabilities  was  included 
in  any  previous  certificate  furnished  hereunder,  and  that  no  bonds  have 
been  issued  or  called  for  under  this  indenture  or  any  prior  mortgage  on 
account  of  such  expenditures  and  that  no  part  of  such  expenditures  was 
made  or  reimbursed  out  of  any  bonds  (except  bonds  issued  under  Section  5 
of  this  Article  Three)  or  moneys  received  by  the  Railroad  Company  from 
the  Corporate  Trustee  under  any  of  the  provisions  of  this  indenture  or  from 
the  trustee  of  any  prior  mortgage;  and  (d)  that  such  expenditures  are 
properly  chargeable  to  capital  account  for  the  cost  of  road,  property  in- 
vestment, or  equipment,  under  the  rules  and  regulations,  then  in  force,  of 
the  Interstate  Commerce  Commission  or  other  governmental  body  having 
jurisdiction  of  the  subject  matter. 

(2)  In  case  of  the  acquisition  of  or  contract  for  the  acquisition  of  addi- 
tional lines  of  railroad,  branches,  extensions  or  other  real  property,  such 
certificate  shall  state  whether  such  property  is  or  upon  its  acquisition  will 
be  subject  to  any  lien  prior  to  this  indenture  other  than  the  prior  debt 
specified  in  Section  1  of  this  article,  or  in  an  indenture  supplemental  hereto, 
executed  as  provided  in  Article  Eleven  hereof,  for  which  bonds  are  then 
reserved  hereunder  and  other  than  ordinary  charges  incident  to  construction 
or  operation,  and,  if  any  such  exists,  such  certificate  shall  specify  the 
amount  and  maturity  thereof  and  that  such  acquisition  will  not  result  in 
a  violation  of  Section  1  of  Article  One,  and  the  Corporate  Trustee  shall  set 
aside  and  reserve  bonds  issuable  under  this  Section  6  to  the  amount  of 
such  lien  until  such  lien  shall  be  refunded  hereunder  or  paid  and  released. 

(3)  In  case  any  of  the  purposes  specified  as  aforesaid  be  the  payment 
or  refunding  of  any  indebtedness  to  pay  or  to  refund  which  bonds  are 
issuable  under  this  Section  6  of  Article  Three,  such  certificate  or  certificates 
shall  state  the  amount  of  the  indebtedness  to  be  paid  or  refunded,  the  date 
when,  and  generally  the  purposes  for  which,  the  such  indebtedness  was 
contracted,  and  that  the  same  constitutes  indebtedness  of  the  character  de- 
scribed in  paragraphs  IV  and  V  of  this  Section  6  of  Article   Three  and 


CORPORATE  HISTORY  487 

that  such  indebtedness  was  not  in  excess  of  the  cost  or  fair  value  of  the 
property  constructed  or  acquired  or  work  done  for  which  such  indebtedness 
was  contracted. 

(4)  In  case  any  of  the  purposes  specified  as  aforesaid  be  the  acquisi- 
tion of  the  shares  of  the  capital  stock  of  any  company  or  companies  or 
unsecured  bonds  or  obligations  of  any  company  or  companies,  or  to  pay  or 
refund  any  indebtedness  contracted  for  any  such  purpose,  such  certificate 
or  certificates  shall  state  that  the  issue  of  bonds  will  not  result  in  a  viola- 
tion of  Section  3  of  Article  One. 

(5)  Any  such  certificate  under  this  section  may  state  any  other  facts 
pertaining  to  the  right  to  authenticate  and  deliver  bonds  hereunder,  and 
the  different  officers  of  the  Eailroad  Company  may  respectively  certify  to 
separate  facts. 

Whenever  the  Eailroad  Company  shall  acquire  and  shall  subject  to  the 
lien  hereof  any  property  subject  to  any  prior  lien  specified  in  such  certificate 
as  aforesaid,  and  thereafter  any  such  prior  lien  shall  be  paid  or  be  satis- 
fied, or  shall  be  acquired  and  be  subjected  to  the  lien  hereof,  then  the  ex- 
penditure made  by  the  Eailroad  Company  for  the  payment,  satisfaction  or 
acquisition  of  such  prior  lien  (not  exceeding  the  principal  amount  of  such 
prior  lien)  shall  be  deemed  additional  expenditures  for  the  acquisition  of 
such  property,  and  bonds  issuable  under  this  section  shall  be  authenticated 
and  delivered  to  the  Eailroad  Company,  or  deposited  cash  paid  out,  on 
account  of  such  expenditures,  under  the  authority  of  the  foregoing  para- 
graphs IV  and  V  of  this  section,  and  upon  delivery  by  the  Eailroad  Com- 
pany to  the  Corporate  Trustee  of  a  certificate  containing  the  statements 
required  in  the  foregoing  certificate  described  in  paragraph  (3)  above  so 
far  as  applicable  and  upon  compliance  by  the  Eailroad  Company  with  the 
other  requirements  of  this  section.  The  prior  lien  so  acquired  and  subjected 
to  the  lien  hereof  shall  be  held  by  the  Corporate  Trustee  on  the  same  terms 
as  prior  debt  refunded  under  Section  4  of  this  article. 

Upon  receipt  of  such  certificate  and  a  certified  copy  of  the  resolutions 
and  other  instruments  as  hereinbefore  provided  and  upon  compliance  with 
the  further  requirements  of  this  section,  the  Corporate  Trustee  shall  authen- 
ticate and  deliver  to  the  Eailroad  Company,  or  on  its  written  order,  an 
amount  of  its  First  and  Eefunding  bonds,  of  the  description  called  for  in 
such  resolutions,  in  the  principal  amount  or  pay  to  the  Eailroad  Company, 
or  on  its  written  order,  deposited  cash  to  an  amount,  equal  to  the  ex- 
penditures made  or  liabilities  incurred  by  the  Eailroad  Company  as  set  forth 
in  such  certificate;  provided,  (1)  that  the  payment  to  the  Eailroad  Com- 
pany of  deposited  cash  received  by  the  Corporate  Trustee  upon  the  authenti- 
cation and  delivery  of  bonds,  or  the  authentication  and  delivery  to  the 
Eailroad  Company  of  bonds,  for  and  on  account  of  the  construction  or 
acquisition  of  properties  described  in  paragraph  III  of  this  Section  6  of 
this  Article  Three,  shall  be  limited  to  an  amount  of  such  deposited  cash  or 
to  a  principal  amount  of  such  bonds,  as  the  case  may  be,  not  exceeding 
eighty  per  centum  (80%)  of  the  expenditures  or  liabilities,  as  the  case  may 
be,  certified  to  the  Corporate  Trustee,  as  aforesaid,  as  having  been  made  or 
incurred   under    said   paragraph   III   of   this    Section    6    of   Article   Three; 


488         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

provided,  (2)  that  whenever  at  any  time  the  aggregate  amount  of  bonds 
then  outstanding  and  secured,  after  subtracting  from  the  total  amount  of 
bonds  outstanding  the  amount  of  bonds  theretofore  issued  to  refund  prior 
debt  specified  in  Section  1  of  Article  Three  hereof,  shall  be  twice  the  par 
value  of  the  then  outstanding  and  fully  paid  capital  stock  of  the  Eailroad 
Company,  then  the  payment  to  the  Eailroad  Company  of  deposited  cash 
received  by  the  Corporate  Trustee  upon  the  authentication  and  delivery  of 
bonds  in  excess  of  such  amount  of  twice  the  outstanding  and  fully  paid 
capital  stock,  and  the  authentication  and  delivery  to  the  Eailroad  Company 
of  any  bonds  in  excess  of  the  said  amount  of  twice  the  outstanding  and 
fully  paid  capital  stock  for  any  of  the  purposes  for  which  bonds  might  be 
issued  under  the  provisions  of  this  Section  6  of  Article  Three  (other  than 
the  purposes  expressed  in  paragraph  I  and  other  than  in  payment  for 
stocks,  bonds  or  other  securities  of  connecting  railroad  companies,  issued 
on  account  of  the  construction  or  acquisition  of  railroad  mileage,  the  cost 
of  which  is  not  less  than  the  cost  of  such  stocks,  bonds  and  other  securities, 
and  other  than  stocks,  bonds  and  other  securities  of  any  depot,  bridge,  ter- 
minal or  transfer  company,  or  other  company  having  the  right  to  furnish 
station,  terminal  or  transfer  facilities  in  connection  with  the  operation  of 
the  railroads  subject  to  this  indenture),  shall  be  limited  to  an  amount  of 
such  deposited  cash  or  to  a  principal  amount  of  such  bonds  as  the  case  may 
be,  not  exceeding  eighty  per  centum  (80%)  of  the  expenditures  or  liabili- 
ties, as  the  case  may  be,  certified  to  the  Corporate  Trustee,  as  aforesaid, 
as  having  been  made  or  incurred;  provided,  (3)  that  the  aggregate  amount 
of  bonds  at  any  one  time  issued  and  outstanding  under  this  indenture  for 
and  on  account  of  the  construction  and  acquisition  of  properties  of  the 
character  described  in  paragraph  II,  except  so  far  as  such  paragraph  author- 
izes tin'  construction,  completion  or  acquisition  of  additional  main  or  other 
tracks  or  terminal  properties;  or,  under  paragraph  VI  of  Section  6,  except 
in  so  far  as  said  paragraph  authorizes  the  purchase  of  stocks,  bonds  or 
other  evidences  of  indebtedness  of  connecting  railroad  companies,  or  bridge, 
terminal  or  union  depot  companies  (subject  to  the  limitation  of  Section  3 
of  Article  One  of  this  indenture),  shall  never  exceed  twenty-five  per  centum 
25%)  of  the  aggregate  amount  of  all  bonds  then  issued  and  outstanding 
under  this  indenture,  including  the  bonds  then  proposed  to  be  issued.  In 
ease  the  Eailroad  Company  shall  request  the  payment  of  deposited  cash  or 
the  authentication  and  delivery  of  bonds  in  payment  of  indebtedness  con- 
tracted for  the  purposes  specified  in  paragraphs  I,  II,  III  and  VI  of  this 
Section  6,  such  deposited  cash  shall  be  released  and  paid,  and  bonds  authen- 
ticated and  delivered  to  the  Eailroad  Company  only  to  the  extent  that  the 
Eailroad  Company  would  have  been  entitled  to  receive  such  cash  or  bonds 
in  reimbursement  for  payments  made  out  of  its  general  funds  for  the  pur- 
poses specified  in  said  paragraphs  I,  II,  III  and  VI.  The  certificate  and 
resolutions  and  other  instruments  required  to  be  submitted  to  the  Corporate 
Trustee  hereunder  may  be  received  by  it  as  conclusive  evidence  of  any  state- 
ment therein  contained  pertaining  to  its  right  to  authenticate  and  deliver 
bonds  or  pay  out  deposited  cash  under  this  section  and  shall  be  full  protec- 
tion to  the  Corporate  Trustee  for  its  action  on  the  faith  thereof. 


CORPORATE  HISTORY  489 

All  property,  indebtedness  and  rights,  and  all  additions,  betterments  and 
improvements,  in  respect  of  which  deposited  moneys  shall  be  paid,  or  bonds 
shall  be  issued  hereunder,  or  the  proceeds  of  bonds  shall  be  used,  shall  be 
included,  without  further  conveyance  or  transfer,  in  the  granting  clauses 
of  this  indenture  and  shall  be  subject  to  the  lien  hereof;  but  the  lien  of 
this  indenture  thereon,  however,  shall  be  subordinate  to  the  liens  securing 
prior  debt  specified  and  to  be  specified  in  and  pursuant  to  the  provisions  of 
this  Article  Three  to  the  extent  that  the  liens  of  such  prior  debt  shall  attach 
thereto. 

When  any  certificates  for  shares  of  stock,  or  any  bonds  or  other  indebted- 
ness, shall  have  been  acquired  under  the  provisions  of  the  foregoing  para- 
graph VI  of  this  section,  there  shall  be  delivered  to  the  Corporate  Trustee 
the  written  opinion  of  counsel  for  the  Railroad  Company  that  the  Railroad 
Company  is  authorized  by  law  to  acquire  and  to  hold  such  stock,  bonds  or 
indebtedness;  and  such  certificates  of  stock,  endorsed  in  blank  for  transfer, 
or  accompanied  by  appropriate  instruments  of  assignment  in  blank  for 
transfer,  and  such  bonds,  and  the  assignments  of  such  other  indebtedness, 
shall  be  delivered  to  the  Corporate  Trustee  hereunder,  or  to  a  trustee  having 
prior  right  to  the  pledge  thereof  under  some  indenture  securing  prior  debt 
specified  in  or  pursuant  to  this  Article  Three;  and  in  case  there  shall  be 
such  another  trustee  having  such  prior  right,  then  the  right  of  the  Corporate 
Trustee  and  the  Trustees  in  and  to  such  stock,  bonds  and  indebtedness  shall 
be  subordinate  to  that  of  such  other  trustee. 

The  Railroad  Company  shall  execute  and  acknowledge  or  shall  cause  to 
be  executed  and  acknowledged  any  conveyances  or  instruments  of  further 
assurance  that  may  be  necessary  for  the  purpose  of  subjecting  to  the  lien 
and  operation  of  this  indenture  any  property  so  acquired  by  the  Railroad 
Company,  and,  unless  satisfied  and  discharged,  any  indebtedness,  liens  or 
charges  so  taken  up  or  acquired;  and,  also,  shall  furnish  the  written  opinion 
of  counsel  for  the  Railroad  Company  to.  the  effect  that  such  conveyances  or 
other  instruments  are  sufficient  for  that  purpose,  or,  in  lieu  of  such  instru- 
ments of  further  assurance,  the  Railroad  Company  shall  furnish  a  written 
opinion  of  such  counsel  that  no  conveyance  or  instrument  of  further  assur- 
ance is  necessary  for  the  purpose  aforesaid. 

§  7  Whenever  and  as  often  as  the  Railroad  Company  shall  have  called 
for  redemption  all  or  any  part  of  any  particular  series  of  bonds  issued  here- 
under subject  to  such  redemption,  it  may  tender  or  cause  to  be  tendered  to 
the  Corporate  Trustee,  before,  at  or  after  redemption  or  payment,  either  in 
bearer  form  or  accompanied  by  proper  instruments  of  assignment  and  trans- 
fer, and  either  canceled  or  uncanceled,  any  of  such  bonds  with  all  unmatured 
coupons,  if  any,  thereto  belonging;  and,  in  exchange  for  such  bonds  re- 
ceived by  the  Corporate  Trustee  upon  such  tender,  upon  receipt  of  a  copy 
of  the  resolution  calling  for  redemption  the  said  series  of  bonds  or  part 
thereof  and  of  a  resolution  requesting  the  Corporate  Trustee  to  authen- 
ticate hereunder  and  to  deliver  to  the  Railroad  Company  bonds  for  the 
purpose,  and  specifying  the  provisions  of  said  bonds  in  conformity  with 
Section  7  of  Article  Two  of  this  indenture,  the  Corporate  Trustee  shall 
authenticate   and   deliver   to   the   Railroad   Company   on    its  written    order, 


490         CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

bonds  hereunder  for  a  principal  amount  equal  to  the  principal  amount  of 
such  bonds  so  received  by  the  Corporate  Trustee. 

At  any  time  or  times,  upon  delivery  to  the  Corporate  Trustee  of  a  copy 
of  the  resolution  calling  for  redemption  any  particular  series  of  bonds  or 
part  thereof  issued  hereunder  and  subject  to  redemption,  and  of  a  resolu- 
tion requesting  the  Corporate  Trustee  to  authenticate  hereunder  and  to  de- 
liver to  the  Railroad  Company  bonds  for  the  purpose,  the  Corporate  Trustee 
shall  authenticate  and  deliver  to  the  Railroad  Company,  on  its  written  order, 
bonds  issued  under  this  indenture  for  a  principal  amount  not  exceeding  the 
principal  amount  of  the  bonds  called  for  redemption,  provided,  that  cash 
(other  than  cash  receivable  by  the  Corporate  Trustee  pursuant  to  the  provi- 
sions of  Section  b"  of  Article  Nine  of  this  indenture)  equal  to  the  principal 
amount  of  the  bonds  so  authenticated  and  delivered  shall  simultaneously 
be  deposited  with  the  Corporate  Trustee  in  exchange  therefor.  On  the 
written  order  of  the  Railroad  Company,  and  upon  delivery  to  the  Corpo- 
rate Trustee  from  time  to  time,  before,  at  or  after  redemption  and  pay- 
ment, in  bearer  form  or  accompanied  by  proper  instruments  of  assignment 
and  transfer,  and  whether  canceled  or  uncanceled,  of  bonds  of  the  series  or 
part  thereof  called  tor  redemption  (other  than  bonds  in  exchange  for  which 
the   Corporate    Trustee   shall   have   authenticated   and   delivered   bonds  under 

the  first  paragraph  of  this  Becti ,  together  with  all  unmatured  coupons, 

if  any,  appertaining  to  Mich  bonds,  the  Corporate  Trustee,  out  of  the  cash 
so  deposited  with  it,  or  out  of  any  cash  held  by  the  Corporate  Trustee 
pursuant  to  the  provisions  of  Section  6  of  Article  Nine  of  this  indenture 
and  directed  by  the  Railroad  Company  to  be  applied  to  such  purpose,  shall 
pay  to  the  Railroad  Company  a  sum  equal  to  the  principal  amount  of  such 
bonds  so  delivered  to  the  Corporate  Trustee. 

In  case  any  such  bond  Bhall  have  been  canceled  before  tender  thereof  to 
the  Corporate  Trustee  under  the  provisions  of  this  Section  7,  said  Trustee 
shall  not  accept  the  Mime  !  1  |  if  any  bond  in  lieu  thereof  or  in  exchange 
therefor  has  been  issued  and  is  outstanding,  other  than  a  bond  issued  here- 
under against  the  deposit  of  cash  as  provided  in  this  Section  7,  or  (2)  if 
Mich  canceled  bond  shall  have  been  redeemed  or  paid  by  the  use  of  property 
or  proceeds  of  property  subject  to  the  lien  of  this  indenture. 

If  any  bond  tendered  to  the  Corporate  Trustee  under  the  provisions  of 
this  Section  7  be  a  bond  purchased  or  acquired  by  means  of  a  sinking  fund 
provided  for  in  respect  to  such  series,  the  Corporate  Trustee  shall  not  ac- 
cept the  same,  unless  and  until  all  the  bonds  of  such  series  shall  be  tendered 
to  it. 

No  bond  shall  be  issued  by  the  Railroad  Company  and  authenticated  and 
delivered  by  the  Corporate  Trustee  under  the  provisions  of  this  Section  7 
in  refunding  bonds  originally  issued  in  respect  of  additions  to  or  better- 
ments on  leased  lines,  unless  the  Railroad  Company  shall  have  acquired  the 
fee  in  and  to  any  such  leased  lines  or  unless  the  Railroad  Company  shall 
comply,  with  respect  to  such  new  issue,  with  all  the  requirements  of  para- 
graph II  of  Section  6  of  this  Article  Three  in  connection  with  the  issuance 
Df  bonds  in  respect  of  additions  to  or  betterments  on  leased  lines. 

All  bonds  and  coupons  delivered  to  the  Corporate  Trustee  under  the  pro- 


CORPORATE  HISTORY  491 

visions  of  this  section  unless  previously  canceled,  shall  be  canceled  by  the 
Corporate  Trustee  upon  such  delivery,  and  after  the  Corporate  Trustee  shall 
have  stamped  on  such  bonds  a  notation  that  the  same  have  been  refunded 
ander  this  indenture,  shall  be  returned  to  the  Eailroad  Company. 

§8.  (a)  Whenever,  from  time  to  time,  the  Eailroad  Company  shall 
tender  or  cause  to  be  tendered  to  and  shall  deposit  or  cause  to  be  deposited 
with,  the  Corporate  Trustee,  either  in  bearer  form  or  accompanied  by  proper 
instruments  of  assignment  and  transfer  duly  executed  in  blank,  and  whether 
before,  at  or  after  the  maturity  thereof,  and  whether  canceled  or  uncanceled, 
any  bonds  of  a  series  theretofore  issued  under  this  indenture  (hereinafter 
in  this  Section  termed  "early  maturing  series")  together  with  all  unmatured 
coupons,  if  any,  thereto  belonging,  together  with  a  copy  of  a  resolution, 
authorizing  or  ratifying  the  purchase  or  payment  or  other  acquisition  of 
the  bonds  so  tendered,  or  reciting  or  certifying  that  such  bonds  are  tendered 
or  are  to  be  tendered  to  the  Corporate  Trustee  pursuant  to  arrangement 
with  the  Eailroad  Company,  and  requesting  the  said  Trustee  to  authenticate 
and  to  deliver  other  bonds  issuable  under  this  indenture  in  exchange  there- 
for, the  said  Trustee,  in  exchange  for  bonds  received  by  the  said  Trustee 
upon  such  tender,  shall  authenticate  and  deliver  to  the  Eailroad  Company, 
on  its  written  order,  bonds  issued  under  and  secured  by  this  indenture  for 
a  principal  amount  equal  to  the  principal  amount  of  such  bonds  so  re- 
ceived by  the  said  Trustee;  provided,  however,  that  no  bonds  shall  be  issued 
by  the  Eailroad  Company  or  authenticated  and  delivered  by  the  Corporate 
Trustee  in  refunding  of  bonds  originally  issued  in  respect  of  additions  to 
or  betterments  on  leased  lines,  unless  the  Eailroad  Company  shall  have  ac- 
quired the  fee  in  and  to  any  such  leased  line  or  unless  the  Eailroad  Com- 
pany shall  comply,  with  respect  to  such  new  issue,  with  all  requirements  of 
paragraph  II  of  Section  6  of  this  Article  Three  in  connection  with  the 
issuance  of  bonds  in  respect  of  additions  to  or  betterments  on  leased  lines. 

(b)  At  any  time  or  times,  at  or  after  the  maturity,  or  within  twelve 
months  before  such  maturity,  of  any  such  early  maturing  series,  the  Eail- 
road Company  may  sell  or  otherwise  dispose  of  bonds  issued  under  and 
secured  by  this  indenture  for  a  principal  amount  not  exceeding  the  principal 
amount  of  such  early  maturing  series;  provided,  however,  that  no  bonds 
shall  be  issued  by  the  Eailroad  Company  or  authenticated  and  delivered  by 
the  Corporate  Trustee  in  refunding  of  bonds  originally  issued  in  respect  of 
additions  to  or  betterments  on  leased  lines,  unless  the  Eailroad  Company 
shall  have  acquired  the  fee  in  and  to  any  such  leased  line  or  unless  the 
Eailroad  Company  shall  comply,  with  respect  to  such  new  issue,  with  all 
requirements  of  paragraph  II  of  Section  6  of  this  Article  Three  in  connec- 
tion with  the  issuance  of  bonds  in  respect  of  additions  to  or  betterments  on 
leased  lines.  Upon  delivery  to  the  Corporate  Trustee  of  a  copy  of  a  reso- 
lution requesting  the  said  Trustee  to  authenticate  and  to  deliver  to  the 
Eailroad  Company  such  bonds  to  be  sold  or  disposed  of  for  or  in  respect 
of  the  payment  or  purchase  of  the  bonds  of  any  such  early  maturing  series, 
and  specifying  such  bonds  so  to  be  paid  or  purchased,  the  said  Trustee 
shall  authenticate  and  deliver  to  the  Eailroad  Company,  on  its  written  order, 
bonds  issued  under  and  secured  by  this  indenture  for  a  principal  amount 


492         CHICAGO,  BURUNGTOX  &   QUINCY  RAILROAD  COMPANY 

not  exceeding  the  principal  amount  of  the  matured  or  maturing  bonds  to 
be  paid  or  purchased  as  aforesaid:  provided,  that  cash  (other  than  that  held 
or  receivable  by  the  said  Trustee  pursuant  to  the  provisions  of  Section  6 
of  Article  Nine  of  this  indenture)  equal  to  the  principal  amount  of  the 
bonds  so  authenticated  and  delivered  shall  simultaneously  be  deposited  with 
the  said  Trustee  in  exchange  therefor.  On  the  written  order  of  the  Railroad 
Company,  and  upon  delivery  to  the  said  Trustee  from  time  to  time  of  bonds 
of  such  early  maturing  series  specified  in  the  resolution  aforesaid  (other 
than  bonds  in  exchange  for  which  the  said  Trustee  shall  have  authenticated 
and  delivered  bonds  under  the  foregoing  subdivision  (a)  of  this  Section  (8), 
either  in  bearer  form  or  accompanied  by  proper  instruments  of  assignment 
and  transfer,  duly  executed  in  blank,  and  either  canceled  or  uncanceled, 
together  with  all  unmatured  coupons,  if  any,  thereto  belonging,  the  said 
Trustee,  out  of  the  cash  so  deposited  with  it,  or  out  of  any  cash  held  by 
the  said  Trustee  pursuant  to  the  provisions  of  Section  (i  of  Article  Nine 
of  tins  indenture  and  directed  by  the  Railroad  Company  to  be  applied  to 
such  purpose,  shall  pay  to  the  Railroad  Company  or  upon  its  written  order 
a  sum  equal  to  the  principal  amount  of  such  bonds  so  delivered  to  the  said 
tee. 

In  ca>e  any  such  bond  shall  have  been  canceled  before  tender  thereof  to 
tin  Corporate  Trustee  under  the  provisions  of  this  Section  8,  said  Trustee 
shall   not    accept    the   same       1  I    if  any    bond    in    lieu    thereof   or    in   exchange 

therefor  has  been  issued  and  is  outstanding,  other  than  a  bond  issued  here- 
under against  the  deposit  of  cash  as  provided  in  this  Section  8,  or  (2)  if 
i  bond  shall  have  been  redeemed  or  paid  by  the  use  of  property 
or  j  of  properly  Bubject  to  the  lien  of  this  indenture. 

[f  anj  bond  tendered  to  the  Corporate  Trustee  under  the  provisions  of 
this  Section  8  be  a  bond  purchased  or  acquired  by  means  of  a  sinking  fund 
provided  for  in  respi  series,  the  Corporate  Trustee  shall  not  ac- 

cept the  same,  unless  and  until  all  the  bonds  of  such  series  shall  be  tendered 
to  it. 

Any  bonds  and  coupons  delivered  to  the  Corporate  Trustee  under  the 
provisions  of  this  Section  S,  unless  previously  cameled,  shall  be  canceled 
by  the  said   Trustee  upon  such  delivery,  and  after  the  said  Trustee  shall 

have  stamped  On  such  bonds  a  notation  that  the  same  have  been  refunded 
under  this  indenture,  shall  be  returned  to  the  Railroad  Company. 

$  9.  The  Corporate  Trustee  shall  be  entitled  to  receive  the  resolutions, 
certificates,  orders,  opinions  of  counsel,  and  other  writings,  in  Section  7 
of  Article  Two  and  in  this  Article  Three  provided  for,  as  conclusive  evi- 
dence of  the  truth  of  the  statements  therein  contained,  respectively,  and  as 
full  authority  for  the  taking  of  any  action  in  accordance  therewith  under 
this  Article  Three,  and  they  shall  constitute  full  authority  and  protection 
to  the  Corporate  Trustee  for  its  authentication  and  delivery  of  bonds  and 
the  payment  of  deposited  moneys  under  the  provisions  of  this  Article  Three. 

The  same  officer  or  officers  of  the  Railroad  Company  need  not  certify  to 
all  the  facts  required  to  be  certified  under  the  provisions  of  this  Article 
Three,  but  different  officers  may  certify  to  separate  facts  respectively. 

§   10.     Anything  in  this   indenture   to  the  contrary  notwithstanding,  the 


CORPORATE  HISTORY  493 

Corporate  Trustee  may,,  but  shall  not  be  required  to,  authenticate  bonds  or 
pay  deposited  cash  to  the  Eailroad  Company,  or  upon  order  of  a  court  of 
competent  jurisdiction,  to  a  receiver  of  the  Eailroad  Company,  if  an  event 
of  default  as  hereinafter  defined  in  Section  2  of  Article  Seven  shall  have 
happened  and  be  continuing. 

Article  Four, 
redemption  of  bonds  on  or  before  maturity. 

Section  1.  In  the  issue  of  any  particular  series  of  bonds  hereunder  the 
Eailroad  Company  may  reserve  the  right  to  redeem,  before  maturity,  all 
or  any  part  of  the  bonds  of  that  series,  at  such  time  or  times  and  on  such 
terms  as  the  Board  of  Directors  of  the  Eailroad  Company,  may  determine 
and  as  shall  be  appropriately  expressed  in  each  of  the  bonds  of  that  series, 
the  day  of  redemption  being  in  every  case  either  the  first  day  of  February 
or  the  first  day  of  August. 

In  case  the  Eailroad  Company  shall  desire  to  exercise  such  right  to  re- 
deem and  to  pay  off  all  or  any  part  of  the  bonds  of  a  particular  series  on 
any  first  day  of  February  or  August,  in  accordance  with  the  right  reserved 
so  to  do,  it  shall  advertise,  in  a  newspaper  of  general  circulation  in  the 
Borough  of  Manhattan,  City  and  State  of  New  York,  at  least  once  in  each 
week  for  nine  (9)  successive  weeks  next  preceding  such  first  day  of  Febru- 
ary or  August,  the  first  publication  to  be  not  less  than  sixty  (60)  days 
prior  to  the  date  of  redemption,  a  notice  that  the  Eailroad  Company  has 
elected  to  redeem  and  pay  off  all  or  part  (and  if  a  part,  the  serial  numbers 
thereof  shall  be  given)  of  the  bonds  of  such  particular  series  on  such  first 
day  of  February  or  August,  and  that  on  such  first  day  of  February  or 
August  there  will  become  and  be  due  and  payable  upon  each  of  the  bonds 
so  to  be  redeemed,  at  the  office  or  agency  of  the  Eailroad  Company  in  the 
Borough  of  Manhattan,  City  and  State  of  New  York,  the  principal  thereof, 
with  such  premium,  if  any,  as  is  specified  in  such  bonds,  together  with  the 
accrued  interest  to  such  first  day  of  February  or  August.  Upon  advertise- 
ment of  such  notice  by  the  Eailroad  Company,  the  bonds  so  called  for  re- 
demption shall  become  and  shall  be  due  and  payable  on  the  first  day  of 
February  or  August,  specified  in  such  notice,  at  par,  or  with  such  premium, 
if  any,  as  is  specified  in  such  bonds,  together  with  the  interest  accrued  from 
the  last-matured  interest  installment. 

The  sum  so  due  for  principal  and  premium,  if  any,  of  each  coupon  bond 
shall  be  payable  to  the  bearer  of  such  coupon  bond  unless  it  shall  have 
been  registered,  and,  if  it  shall  have  been  registered,  then  such  payment 
shall  be  made  to  the  registered  holder  of  such  registered  coupon  bond,  but 
in  no  case  shall  the  Eailroad  Company  be  required  to  make  such  payment 
except  upon  surrender  of  such  bond  and  of  all  unmatured  coupons  for  in- 
terest thereon.  All  coupons  for  interest  which  shall  have  matured  on  or 
prior  to  the  date  of  redemption  designated  in  such  notice  shall  continue  to 
be  payable,  but  without  interest  thereon,  to  the  respective  bearers  of  such 
coupons.  The  sum  so  payable  upon  registered  bonds  without  coupons  for 
principal  and  for  premium,  if  any,  and  for  unpaid  interest  which  shall 
have  matured  on  or  prior   to  the   date  of  redemption   designated  in  such 


494        CHICAGO,    BURLINGTON    A-    QUINCY    RAILROAD    COMPANY 

notice,  shall  continue  to  be  payable,  but  without  interest  thereon,  to  the 
holders  of  such  bonds  or  their  assigns  under  duly  executed  instruments  of 
assignment  but  only  upon   surrender   of  the   bonds. 

From  and  after  the  date  of  redemption  designated  in  such  notice  so 
advertised  (unless  the  Railroad  Company  shall  make  default  in  payment  as 
herein  provided  upon  demand)  no  further  interest  shall  accrue  upon  any  of 
the  bonds  so  called  for  redemption;  and  anything  in  such  bonds  or  in  such 
coupons  or  in  this  indenture  to  the  contrary  notwithstanding  any  coupon  for 
interest  appertaining  to  any  such  bond  and  maturing  after  such  date  shall 
become  and  be  null  and  void. 

$  L'.  If  the  Railroad  Company  shall  elect  to  redeem  a  part  only  of  any 
series  of  First  and  Refunding  bonds  then  outstanding,  the  bonds  of  said 
series  so  to  be  redeemed  shall  lie  selected  by  lot  by  the  Corporate  Trustee 
in  such  manner  as  it  shall  deem  proper,  and,  if  the  Eailroad  Company  shall 
so  desire  and  shall  seasonably  designate  a  representative  for  that  purpose, 
in  the  presence  of  the  representative  so  designated. 

Whenever   exercising    the   right   of   redemption   as    provided   for   in   this 
Article  Four,  the  Railroad  Company,  if  requested  by  the  Corporate  Trustee 
so  to  do,  shall  furnish  the  Baid  Trustee  with  a  duly  certified  copy  of  a  reso 
lution   of  its  Board  of  Directors,  electing  to  redeem,  and   properly  desig- 
nating,  the  bonds  called  for  redemption. 

$  ','>.  On  the  deposit  with  the  Corporate  Trustee  of  the  amount  necessary 
so  to  redeem  all  the  outstanding  bonds  issued  under  this  indenture  (if  they 
shall  all  be  redeemable  and  shall  all  have  been  called  for  redemption), 
together  with  proof  of  the  giving  of  said  notice  or  notices  of  redemption 
of  all  of  said  bonds  as  hereinbefore  provided,  and  on  payment  to  the 
Trustees  of  all  their  costs,  charges  and  expenses  in  relation  thereto,  the 
Trustee*-  shall  cancel  and  satisfy  tins  indenture  and  assign  and  deliver  to 
the  Railroad  Company  all  securities  then  held  by  the  Trustees  or  either  of 
them  under  the  provisions  hereof.  The  Corporate  Trustee  shall  apply  the 
moneys  so  deposited  with  it  to  the  payment  of  the  bonds  issued  under  this 
indenture  at   the   rate  aforesaid   with  accrued   interest  to  the  interest  day 

ated    for   redemption. 

o  4.  All  bonds  redeemed  and  paid  under  this  Article  Pour  shall  be  can- 
celed, and  no  bonds  of  any  series  of  bonds  so  redeemed  shall  be  reissued. 

Article  Five. 
pakticular  covenants  ok  the  railroad  company. 

The  Eailroad  Company  covenants  as  follows: 

Section  1.  It  will  duly  and  punctually  pay,  or  cause  to  be  paid,  to  every 
holder  of  any  bond  issued  and  secured  hereunder,  the  principal  and  interest 
accruing  thereon,  at  the  dates  and  place  and  in  the  manner  promised  in 
such  bond,  or  in  the  coupons  thereto  belonging,  according  to  the  true  intent 
and  meaning  thereof.  The  interest  on  coupon  bonds  shall  be  payable  only 
upon  presentation  and  surrender  of  the  several  coupons  annexed  to  said 
coupon  bonds  as  such  coupons  respectively  mature;  and  when  and  as  paid 
all  coupons  shall  forthwith  be  canceled  by  the  Railroad  Company.  The 
interest  on  registered  bonds  without  coupons  shall  be  payable  only  to  the 


CORPORATE  HISTORY  495 

registered  owners  thereof.  At  all  times  until  the  payment  of  the  principal 
of  such  bonds  the  Railroad  Company  will  maintain  an  office  or  agency  in 
the  Borough  of  Manhattan,  City  and  State  of  New  York,  where  said  bonds 
and  coupons  may  be  presented  for  payment,  and  where  notices  or  demands 
in  respect  of  all  of  said  bonds  and  coupons  may  be  served. 

At  such  office  or  agency  the  Railroad  Company  will  register,  transfer  and 
exchange  any  of  the  bonds  issued  under  this  indenture,  which  by  their 
terms   may   be    registered,   transferred   or   exchanged   thereat   respectively. 

As  a  condition  precedent  to  the  payment  of  any  installment  of  interest 
on  a  registered  bond  or  of  any  coupon  for  interest  on  a  coupon  bond,  the 
Railroad  Company  may  require  the  registered  holder  of  such  registered 
bond  or  the  bearer  of  such  coupon  to  furnish  such  evidence  as  will  enable 
the  Railroad  Company  to  determine  whether  it  is  required  by  law  to  deduct 
or  to  retain  any  tax  or  taxes  from  the  interest  so  payable. 

From  time  to  time,  the  Railroad  Company  will  give  notice  to  the  Cor- 
porate Trustee  of  the  location  of  any  such  office  or  agency  or  agencies  and 
of  any  change  of  location  thereof,  and  in  case  the  Railroad  Company  shall 
fail  to  maintain  any  such  office  or  agency  or  fail  to  give  such  notice  of  any 
change  thereof,  presentation  and  demand  may  be  made  and  notices  may  be 
served  at  the  office  of  the  Corporate  Trustee,  but,  except  where  otherwise 
expressly  provided  by  this  indenture,  the  Corporate  Trustee  shall  not  be 
under  any  duty  to  the  Railroad  Company  or  any  other  corporation  or  per- 
son to  take  any  action  in  respect  of  any  such  demand  or  notice. 

§  2.  At  any  and  all  times  the  Railroad  Company  will  do,  execute,  ac- 
knowledge and  deliver,  or  will  cause  to  be  done,  executed,  acknowledged 
and  delivered  by  any  other  corporation  or  person  obligated  to  the  Railroad 
Company  so  to  do,  all  and  every  such  further  acts,  deeds,  conveyances, 
mortgages  and  transfers  and  assurances  in  the  law,  as  the  Corporate  Trustee 
or  the  Trustees  shall  reasonably  require,  for  the  better  assuring,  conveying, 
mortgaging,  assigning  and  confirming  unto  the  Trustees,  all  and  singular 
the  hereditaments  and  premises,  estates  and  property  hereby  conveyed  or 
assigned,  or  intended  so  to  be  or  which  the  Railroad  Company  hereafter 
may  become  bound  to  convey  or  assign  to  the  Trustees. 

§  3.  The  Railroad  Company,_from  time  to  time,  will  pay  and  discharge 
all  taxes,  assessments  and  governmental  charges  lawfully  imposed  upon  the 
railroads  and  other  premises  hereby  mortgaged,  or  the  property  hereby 
pledged,  or  upon  any  part  thereof,  or  upon  the  income  and  profits  thereof, 
or  upon  the  interest  of  the  Trustees  therein,  the  lien  of  which  would  be 
prior  to  the  lien  hereof,  so  that  the  priority  of  this  indenture  shall  be  fully 
preserved  in  respect  of  such  properties  and  premises  at  the  cost  of  the 
Railroad  Company  without  expense  to  the  Trustees  or  the  bondholders; 
provided,  however,  that  nothing  contained  in  this  section  shall  require  the 
Railroad  Company  to  pay  any  such  tax,  assessment  or  charge,  so  long  as 
the  Railroad  Company  in  good  faith  and  by  appropriate  legal  proceedings 
shall  contest  the  validity  thereof,  and  that  nothing  in  said  bonds  or  in  this 
indenture  contained  shall  obligate  or  be  deemed  to  obligate  the  Railroad 
Company  to  pay  any  tax,  assessment,  or  other  governmental  charge,  the 
agreement  to  pay  which  or  the  payment  of  which  would  be  contrary  to  law 


496         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

or  would  result  iu  the  forfeiture  of  any  rights  or  interest  secured  to  any 
of  said  bondholders  by  the  terms  of  said  bonds  or  of  this  indenture. 

§  4.  The  Railroad  Company  covenants  that  the  railroads  and  appur- 
tenances hereby  mortgaged  are  subject  to  no  mortgage  or  trust  deed  except 
those  securing  the  bonds  described  in  Section  1  of  Article  Three,  and  that 
it  will  not  (subject  to  the  provisions  of  Sections  5,  6  and  13  of  this  Article 
Five  and  of  Section  7  of  Article  Six  of  this  indenture),  create  or  suffer 
to  be  created  any  lien  or  charge  having  priority  to,  or  preference  over,  the 
lien  of  tins  indenture  upon  the  mortgaged  premises,  or  any  part  thereof, 
or  upon  the  income  thereof,  and,  within  six  months  after  the  same  shall 
accrue,  it  will  pay,  or  cause  to  be  discharged,  or  will  make  adequate  pro- 
vision for  the  satisfaction  or  discharge  of,  all  lawful  claims  and  demands 
of  mechanics,  laborers  and  others,  which,  if  unpaid,  might  by  law  be  given 
precedence  to  this  indenture  as  a  lien  or  charge  upon  the  mortgaged  prem- 
ises or  any  part  thereof,  or  the  income  thereof;  provuhd,  however,  that 
nothing  contained  in  this  section  shall  require  the  Railroad  Company  to 
pay  any  such  claim  or  demand  so  long  as  the  Railroad  Company  in  good 
faith  shall  contest  the  validity  thereof  or  its  enforcement  as  a  lien  or  charge 
superior  to  this  indenture. 

§  5.     The  Railroad  Company  covenants   (except  as  provided  in  Section  4 

of  Article  Three  of  this  indenture)    that   I Is  shall  not  hereafter  be  issued 

under  any  of  the  several  mortgages  br  trust  agreements  described  in  Section 
1  of  Article  Three  hereof,  which  shall  have  the  effect  to  increase  the  amount 
of  the  principal  of  the  bonds  at  any  lime  issued  or  outstanding  under  any 
of  said  mortgages  or  deeds  Of  trust;  provided,  however,  bonds  now  certified 
by  the  trustee,  which  remain  unsold  in  the  treasury  of  the  Railroad  Com- 
pany as  specified  in  part  First  of  the  granting  clauses  of  this  indenture, 
shall  be  included  in  the  said  principal  amounts  of  bonds  specified  in  said 
Section  1  of  Article  Three  hereof,  and  shall  be  considered  as  issued  or  out- 
standing for  the  purposes  of  said  Section  1. 

§  6.  The  Railroad  Company  will  pay  or  cause  to  be  paid  the  interest 
on  the  bonds  described  in  Section  1  of  Article  Three  hereof,  as  well  as  on 
all  other  obligation-  that  shall  or  may  be  secured  by  liens  upon  any  part 
of  the  mortgaged  property  prior  in  lien  hereto,  and  not  pledged  with  and 
held  by  the  Trustees  hereunder,  as  and  when  such  interest  shall  become  pay- 
able, and  will  pay  the  principal  of  every  such  bond  or  obligation  when  d\w, 
and  will  not  extend  or  renew  the  same,  or  will  cause  the  same  to  be  taken 
up  and  pledged  under  this  indenture;  provided,  however,  the  Railroad  Com- 
pany hereby  expressly  reserves  the  right  at  its  option  to  extend,  by  one  or 
moie  extensions  or  renewals,  the  time  of  payment  of  the  principal  of  any 
or  all  of  the  bonds  constituting  prior  debt,  described  in  Section  1  of  Article 
Three  of  this  indenture,  to  a  date  not  later  than  February  1,  2100;  and 
further,  the  Railroad  Company  hereby  expressly  reserves  the  right  to  cause 
to  be  issued,  refunded,  renewed  or  extended,  bonds  of  other  companies,  as 
provided  in  Section  13  of  this  Article  Five,  and  in  Section  7  of  Article 
Six  of  this  indenture. 

$  7.  The  Railroad  Company  will  not  voluntarily  suffer  or  permit  to  be 
terminated  or  revoked  the  franchises  to  it  granted  and  upon  it  conferred 


CORPORATE  HISTORY  497 

and  subject  to  the  lien  hereof,  and  will  at  all  times  maintain,  preserve  and 
keep  the  mortgaged  property,  including  all  extensions  thereof  and  additions 
thereto,  and  every  part  thereof,  in  thorough  repair,  working  order  and  con- 
dition, and  supplied  with  rolling  stock,  equipment,  apparatus,  appliances, 
tools  and  motive  power  of  capacity  adequate  to  the  proper  conduct  and  the 
natural  increase  of  its  business.  The  Eailroad  Company  will  keep  and  main- 
tain in  good  order  and  condition,  all  equipment  at  any  time  subject  to  the 
lien  of  this  indenture.  The  Eailroad  Company  will  replace  with  equipment 
of  equal  value  or  capacity,  when  worn  out,  abandoned  or  otherwise  disposed 
of,  all  equipment  owned  or  possessed  by  the  Eailroad  Company  at  the  date 
of  this  indenture,  and  all  equipment  which  shall  be  acquired  or  shall  come 
into  the  possession  of  the  Eailroad  Company  after  the  date  of  this  indenture 
and  in  respect  of  which  bonds  or  deposited  cash  shall  be  used  pursuant  to 
the  provisions  of  Section  6  of  Article  Three  of  the  indenture.  For  the  pur- 
pose of  such  replacement,  (a)  the  value  or  capacity  of  equipment  owned  or 
possessed  by  the  Eailroad  Company  at  the  date  of  this  indenture  shall  be 
deemed  to  be  the  value  or  capacity  of  such  equipment  at  such  date,  and  (b) 
the  value  or  capacity  of  all  equipment  which  shall  be  acquired  or  shall 
come  into  the  possession  of  the  Eailroad  Company,  after  the  date  of  this 
indenture  and  in  respect  of  which  bonds  or  deposited  cash  shall  be  used, 
shall  be  deemed  to  be  the  value  or  capacity  of  such  equipment  at  the  date 
the  Eailroad  Company  shall  have  acquired  the  ownership  or  possession 
thereof. 

Upon  request  of  the  Corporate  Trustee,  the  Eailroad  Company  will  fur- 
nish to  the  Corporate  Trustee,  at  reasonable  intervals,  a  statement  of  the 
amount,  description  and  condition  of  the  equipment  subject  to  this  inden- 
ture, and  will  permit  said  Trustee,  through  its  agents,  to  inspect  said  equip- 
ment, and  upon  request  of  said  Trustee  will  give  to  it  such  information  as 
the  Eailroad  Company  may  have  of  the  then  location  of  said  equipment. 
The  Eailroad  Company  will  also  diligently  observe  all  of  the  conditions,  so 
as  to  prevent  the  forfeiture  thereof,  by  reason  of  any  act  or  omission  of 
the  Eailroad  Company,  of  all  and  every  of  the  franchises  and  other  rights 
to  it  granted  and.  upon  it  conferred  that  shall  be  necessary  or  desirable 
for  the  maintenance,  operation  or  enjoyment  of  the  property  of  the  Eailroad 
Company  or  any  part  thereof. 

§  8.  The  Eailroad  Company,  from  time  to  time,  will  punctually  observe 
and  perform  all  of  its  obligations,  and  will  pay  and  discharge  all  amounts 
payable,  under  and  by  virtue  of  any  lease  of  property  or  trackage  contract 
held  by  it  at  any  time  subject  to  the  lien  of  this  indenture,  and  will  not 
suffer  or  permit  any  default  for  which  any  such  lease  or  trackage  contract 
might  be  terminated,  so  that  the  interest  of  the  Eailroad  Company  in  such 
leasehold  estates  or  trackage  contracts  may  be  at  all  times  preserved  un- 
impaired as  security  for  the  bonds  hereby  secured;  provided,  however,  that 
nothing  contained  in  this  section  shall  require  the  Eailroad  Company  to 
make  any  such  payments  or  to  observe  any  such  obligations,  so  long  as  it 
shall  in  good  faith  contest  its  liability  therefor. 

In  case  and  whenever  default  shall  be  made  in  paying  any  sum  stipu- 
lated to  be  paid  in  any  lease  or  trackage  contract  subject  to  the  lien  of  this 


498         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

indenture,  or  any  sum  which  in  Sections  3,  4  or  6  of  this  article  the  Kail- 
road  Company  has  covenanted  to  pay  or  discharge,  or  cause  to  be  dis- 
charged, or  to  provide  for  satisfying  and  discharging,  the  Corporate  Trustee, 
without  affecting  any  of  its  rights  hereunder,  from  time  to  time,  in  its 
discretion,  may  itself  pay  any  sum  so  in  default,  and  thereupon  shall 
have,  and  forthwith  may  assert  a  lien  for  such  advances  and  interest  thereon 
upon  the  trust  estate  and  the  proceeds  thereof,  which  lien  shall  be  entitled 
to  priority  in  rank  and  to  priority  in  payment  from  the  income  and  profits 
of  the  trust  estate  over  the  bonds  issued  hereunder. 

§  9.  The  Railroad  Company  will  not  issue,  negotiate,  sell  or  dispose  of 
any  bonds  hereby  secured,  in  any  manner  other  than  in  accordance  with  the 
provisions  of  this  indenture,  and  the  agreements  in  that  behalf  herein  con- 
tained, and  in  issuing,  selling,  negotiating  or  otherwise  disposing  of  such 
bonds,  from  time  to  time,  it  will  well  and  truly  apply  or  cause  to  be  applied, 
the  same  or  the  proceeds  thereof  to  and  for  the  purposes  herein  prescribed, 
and  to  and  for  no  other  or  different  purpose. 

^i  10.  The  Railroad  Company,  in  every  indenture  supplemental  hereto 
which  hereafter  may  be  executed,  will  enumerate  all  mortgages  which  are 
liens  upon  the  railroads  or  parts  thereof  thereby  conveyed  under  which 
bonds  constituting  prior  debt  shall  have  been  issued,  and  will  describe  such 
mortgages  and  state  the  principal  amount  and  date  of  maturity  of,  and 
the  interest  borne  by,  all  bonds  outstanding  thereunder. 

§  11.  The  Railroad  Company  will  duly  record  this  indenture  and  every 
indenture  supplemental  hereto  which  hereafter  may  be  executed,  and  will 
pay  any  mortgage  recording  tax  legally  due  upon  the  recording  of  this  in- 
denture or  any  indenture  supplemental  hereto,  and  will  pay  any  tax  or  fee 
legally  due  at  any  time  upon  the  issuing  of  bonds  secured  hereby  as  and 
when  such  bonds  shall  be  issued,  and  also  will  make  such  statements  and 
do  such  acts  now  and  hereafter  as  are  or  shall  be  required  by  it  to  be  made 
or  done  under  any  law  affecting  the  recording  hereof  or  of  any  supplemental 
indenture  or  the  payment  of  any  such  tax  or  fee. 

§  12.  In  case  the  Railroad  Company  shall  hereafter  create  any  mortgage 
upon  the  railroads  and  property  subject  to  the  lien  of  this  indenture  or  any 
part  thereof,  such  mortgage  shall  be  and  shall  be  expressed  to  be  subject  to 
the  prior  lien  of  this  indenture  for  the  security  of  all  bonds  then  issued  or 
thereafter  to  be  issued  hereunder  within  any  limitation  of  amount  then  or 
thereafter  to   be  fixed  as  in  this  indenture  provided. 

§  13.  The  Railroad  Company  will  not  sanction  or  permit  any  issue  of 
additional  shares  of  capital  stock  of  any  company,  of  whose  capital  stock 
the  greater  part  shall  be  pledged  or  assigned  hereunder,  or  (except  as  in 
this  section  or  in  this  indenture  otherwise  provided)  the  issue  of  any  bonds 
of  any  such  company,  or  the  creation  of  any  mortgage  or  other  lien  upon 
the  railroad  or  property  of  any  such  company,  unless  simultaneously  there 
shall  be  made  effective  provision  that  such  indebtedness  and  the  evidences 
thereof,  and  such  bonds  issued  and  such  mortgage  or  other  lien,  and  all 
such  additional  stock  (or  such  part  of  such  additional  stock  as  shall  be 
proportionate  to  the  part  of  such  entire  issued  capital  stock  previously 
subject  to   this  indenture),  forthwith,  upon  the  issue  or  creation   thereof, 


CORPORATE  HISTORY  499 

shall  be  pledged  with  or  assigned  to  the  Corporate  Trustee  hereunder;  and 
all  such  additional  stock  shall  be  fully  paid  and  nonassessable;  provided, 
however,  that  the  provisions  of  this  section  shall  not  apply  to  the  issue  of 
bonds  or  other  indebtedness  by  The  Colorado  and  Southern  Railway  Com- 
pany, or  any  bridge,  depot  or  terminal  company,  the  greater  portion  of 
whose  capital  stink  may  at  any  time  be  subject  to  the  lien  of  this  indenture; 
provided,  further,  that  the  provisions  of  this  section  shall  not  apply  to  the 
issue  by  any  company,  of  whose  capital  stock  the  greater  part  shall  be 
pledged  or  assigned  hereunder,  of 

(a)  any  bond  issued  or  guaranteed,  or  to  be  issued  or  guaranteed,  pur- 
suant to  the  provisions  of  any  mortgage  or  deed  of  trust  executed  by  any 
such  company  prior  to  the  date  of  this  indenture; 

(b)  any  bonds  issued  or  guaranteed,  or  to  be  issued  or  guaranteed,  in 
substitution  or  exchange  for,  or  to  refund  or  renew,  a  like  amount  of  bonded 
debt  of  any  such  company; 

(c)  any  extension  of  the  time  of  payment  of  the  bonded  debt  of  any 
such  company; 

(d)  any  promissory  obligations  or  other  evidences  of  indebtedness  which 
may  be  issued  in  the  current  operation  of  its  property  by  any  such  com- 
pany,   if   it    is   an    operating  company; 

(e)  any  bonds  or  other  evidences  of  indebtedness  issued  or  guaranteed, 
or  to  be  issued  or  guaranteed,  by  any  such  company  which,  or  the  proceeds 
of  which,  are  to  be  used  by  such  company  for  the  construction  or  acquisi- 
tion of  betterments,  additions,  improvements  or  extensions  of  and  to  prop- 
erty owned  by  it,  or  additional  property  or  bonds  or  stock  of  other  com- 
panies, or  equipment  for  railroads  which  it  may  own; 

(f)  a  purchase-money  mortgage  or  purchase-money  lien  upon  any  prop- 
erty which  may  hereafter  be  acquired  by  any  such  company,  and  which 
purchase-money  mortgage  or  lien  shall  apply  to,  and  be  a  charge  upon, 
only  such  property  so  acquired; 

(g)  capital  stock  issued  in  exchange  for  the  debts  of  any  such  company, 
provided,  that  a  majority  of  all  the  capital  stock  of  such  company  shall 
remain  subject  to  the  lien  of  this  indenture; 

(h)  the  issue  by  any  such  company  of  registered  bonds  without  coupons 
in  exchange  for  coupon  bonds,  or  of  coupon  bonds  in  exchange  for  regis- 
tered bonds  without  coupons,  or  of  registered  bonds  without  coupons  or 
coupon  bonds  in  exchange  or  substitution  for  such  bonds  mutilated  or  de- 
stroyed or  lost;  provided,  however,  that  the  aggregate  principal  amount  of 
such  bonds  outstanding  shall  not  thereby  be  increased. 

Except  as  herein  otherwise  expressly  provided,  the  Railroad  Company, 
unless  with  the  consent  of  the  Corporate  Trustee,  will  not  sanction  or  permit 
any  company,  of  whose  capital  stock  the  greater  part  shall  be  pledged  or 
assigned  hereunder,  to  sell  or  otherwise  dispose  of  its  railroad  or  property 
or  any  part  thereof,  except  to  the  Eailroad  Company  or  to  some  other  com- 
pany of  whose  capital  stock  not  less  than  the  same  proportionate  part  then 
shall  lie  owned  by  the  Eailroad  Company  and  be  pledged  hereunder.  Any 
such  railroad  or  property  so  acquired  by  the  Railroad  Company  forthwith 
and   ipso  facto  shall  become  subject  to  the  lien  of  this  indenture,  and  by 


500         CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD   COMPANY 

proper  instruments  shall  be  conveyed  to  the  Trustees  subject  to  any  liens 
then  existing  thereon  or,  upon  such  conveyance,  to  attach  thereto;  provided, 
Imin  n  r.  that  any  company,  of  whose  capital  stock  the  greater  part  shall 
be  pledged  hereunder,  from  time  to  time,  may  sell  any  of  its  property, 
which,  at  the  time  of  such  sale,  by  resolution  of  its  board  of  directors,  shall 
be  found  no  longer  to  be  necessary  or  advantageous  to  be  retained  for  the 
purposes  of  its  business  and  the  sale  of  which  shall  be  authorized  by  a 
resolution  of  its  board  of  directors  directing  that  the  proceeds  thereof  shall 
be  held  apart  from  all  other  funds  of  such  company  until  applied  to  the 
acquisition  or  construction  of  other  property. 

Except  as  herein  otherwise  expressly  provided,  the  Railroad  Company, 
unless  with  the  consent  of  the  Corporate  Trustee,  will  not  sanction  or  permit 
any  company,  of  whose  capital  stock  the  greater  part  shall  be  pledged  or 
assigned  hereunder,  to  lease  its  railroad  or  property,  or  any  part  thereof, 
except  to  the  Railroad  Company  or  to  some  other  company  of  whose  capital 
It  not  less  than  the  same  ] proportionate  part  then  shall  be  owned  by  the 
Railroad  Company  and  be  pledged  hereunder,  nor  unless  such  lease  be  upon 

the  condition  that  it  shall  terminate  at  the  election  of  the  Trustees,  by  entry 
or  otherwise,  in  case  default  shall  be  made  and  shall  continue  as  provided 
in  Section  2  of  Article  Seven  hereof,  ami  at  the  election  of  the  purchaser, 
in  case  of  a  sale  of  the  property  subject  to  this  indenture;  provided,  that 
customary  leases  (if  tracks,  rights  of  way  and  terminals  for  industrial  or 
commercial  purposes,  or  of  properly  not  required  tor  railroad  use,  under 
leases  terminable  upon  not  more  than  one  year's  notice,  shall  not  be  con- 
sidered as  being  within  this  paragraph. 

Article  Six. 
control  ok  stocks  and  bonds  pledged. 

Section  1.  So  long  as  any  stocks,  bonds  or  other  property  now  or  at 
any  time  hereafter  subject  to  the  lien  of  this  indenture  shall  be  subject 
to  the  prior  lien  of  any  other  indenture,  the  lien  and  all  provisions  of  such 
other  indenture  in  regard  thereto  shall  in  all  tilings  be  respected  and  ob- 
served, ami  until  released  pursuant  to  such  indenture,  the  stocks,  bonds 
and  other  property  covered  thereby  shall  be  and  shall  remain  subject  to 
the  prior  and  superior  lien  thereof  and  shall  l>e  held  as  provided  in  such 
indenture,  with  all  the  powers,  rights  and  discretions  and  subject  to  all  the 
provisions  set  forth  in  such  indenture;  and  neither  the  execution  of  this 
indenture  nor  any  action  hereunder  shall  in  any  manner  affect  such  other 
indenture  or  any  rights  of  the  holders  of  the  bonds  thereby  secured  or  any 
rights  or  duties  of  the  trustee  thereunder. 

Whenever  any  indenture  which  shall  be  a  prior  lien  upon  any  stocks, 
bonds  or  other  property  which  are  or  may  be  subject  to  the  lien  of  this 
indenture,  shall  have  been  satisfied  or  released,  the  Corporate  Trustee  (if 
there  shall  then  be  no  other  prior  lien  thereon  requiring  the  same  to  be 
otherwise  held)  shall  be  entitled  to  receive  and  to  take  possession  of  and 
to  hold,  as  trustee  under  this  indenture,  the  certificates  for  shares  of  stock, 
and  the  bonds  and  other  property  subject  to  this  indenture  so  released  from 
such  prior  lien;   and  the  Railroad  Company  covenants  that  it  will  execute 


CORPORATE  HISTORY  501 

and  will  deliver  to  the  Trustees  such  assignments,  transfers,  powers  of 
attorney  and  other  instruments  as  the  Corporate  Trustee  may  reasonably 
require  in  order  to  vest  in  the  Trustees,  or  in  order  to  enable  the  Trustees 
to  acquire  the  title,  and  the  Corporate  Trustee  to  acquire  the  possession,  of 
such  shares  of  stock,  certificates  therefor,  bonds  and  other  property;  and 
the  Corporate  Trustee  shall  thereupon  hold  under  this  indenture  such  shares 
of  stock,  bonds  and  other  property. 

The  Eailroad  Company  covenants  that  forthwith  upon  the  execution  of 
this  indenture,  and  from  time  to  time  as  further  pledges  or  assignments 
hereunder  are  made,  it  will  cause  due  notice  of  the  execution  of  this  in- 
denture and  of  any  supplemental  indenture  relating  to  any  such  pledge  or 
assignment  respectively,  together  with  a  copy  thereof,  to  be  given  to  the 
corporation  which  issued  any  of  the  shares  of  stock  or  bonds  so  pledged 
or  assigned. 

The  Corporate  Trustee  shall  be  authorized  (1)  to  cause  to  be  registered 
in  its  name  as  Corporate  Trustee,  any  and  all  coupon  bonds  which  at  any 
time  hereafter  may  be  received  by  it  under  any  of  the  provisions  of  this 
indenture,  or  (2)  to  cause  any  such  bonds  to  be  exchanged  for  registered 
bonds  without  coupons  of  any  denomination,  or  (3)  to  cause  any  such 
bonds  to  be  stamped:  "Not  negotiable.  Held  by  The  First  National  Bank 
of  the  City  of  New  York,  as  Corporate  Trustee  under  First  and  Refunding 
Mortgage  of  Chicago,  Burlington  &  Quincy  Eailroad  Company,  dated  Feb- 
ruary 1,  1921."  The  Corporate  Trustee  shall  cause  to  be  transferred  into 
its  name,  as  Corporate  Trustee  hereunder,  all  registered  bonds  which  shall 
be  delivered  and  assigned  to  it  hereunder. 

The  Corporate  Trustee  at  any  time  may  transfer  into  its  name,  as  Cor- 
porate Trustee  hereunder,  any  or  all  shares  of  stock,  the  certificates  for 
which  shall  have  been  pledged  with  and  delivered  to  it  hereunder.  In  its 
discretion  it  may  hold  such  certificates  in  the  name  of  the  registered  holder 
thereof  at  the  time  of  such  pledge,  or  it  may  transfer  the  same  into  the 
name  of  its  nominee  or  nominees,  provided  in  either  case  that  the  same, 
with  proper  instruments  of  assignment  and  powers  of  transfer  in  blank, 
be  held  by  the  Corporate  Trustee. 

The  Trustees,  and  each  of  them,  at  the  request  of  the  Eailroad  Company, 
may  do  whatever  may  be  necessary  for  the  purpose  of  maintaining,  pre- 
serving, renewing  or  extending  the  corporate  existence  of  any  company  the 
greater  part  of  whose  shares  shall  then  be  held  by  the  Corporate  Trustee 
hereunder,  and  for  such  purposes,  from  time  to  time,  the  Corporate  Trustee, 
in  behalf  of  the  Trustees,  may  sell,  assign,  transfer  and  deliver  so  many 
shares  of  the  stock  of  the  several  companies  as  may  be  necessary  to  qualify 
persons  to  act  as  directors  of,  or  in  any  other  official  relation  to,  such  com- 
panies. Whenever  requested  in  writing  by  the  Railroad  Company,  the  Cor- 
porate Trustee,  in  behalf  of  the  Trustees,  shall  assign  and  transfer  to  per- 
sons designated  by  the  Eailroad  Company  a  sufficient  number  of  any  shares 
that  then  shall  be  held  by  the  Corporate  Trustee  hereunder,  to  qualify  such 
persons  to  act  as  directors  of,  or  in  any  official  relation  to,  the  several  com- 
panies which  shall  have  issued  such  shares;  provided,  however,  that  under 
this  provision  no  transfer  shall  be  made  which  shall  reduce  the  amount  of 


502         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

stock  in  any  company  held  by  the  Corporate  Trustee  to  less  than  the  greater 
part  thereof,  unless  the  Corporate  Trustee  shall  deem  it  to  be  necessary  for 
the  protection  of  its  interest  in  the  stock  of  such  company;  and  in  every 
case  the  Corporate  Trustee  may  make  such  arrangements  as  it  shall  deem 
necessary  for  the  protection  of  the  trusts  hereunder. 

§  2.  Unless  and  until  (1)  a  receiver  shall  have  entered  into  possession 
of  the  mortgaged  premises  or  part  thereof;  or  unless  and  until  (2)  the 
Trustees,  or  either  of  them,  shall  have  entered  into  the  possession  of  the 
mortgaged  premises  or  part  thereof  under  the  power  herein  granted;  or 
unless  and  until  (3)  some  one  of  the  events  of  default  enumerated  in  Sec- 
tion 2  of  Article  Seven  of  this  indenture  shall  have  happened  and  be  con- 
tinuing,— (a)  neither  of  the  Trustees  (except  with  the  assent  of  the  Kail- 
road  Company)  shall  collect,  or  shall  be  entitled  to  collect,  the  principal 
of  or  interest  upon  any  bonds,  obligations  or  indebtedness  now  or  here- 
after subject  to  this  indenture,  whether  before  or  at  or  after  maturity,  or 
shall  enforce  any  provisions  of  the  mortgages,  trust  deeds  or  other  instru- 
ments under  which  such  bonds,  obligations  or  indebtedness  were  issued, 
or  by  which  the  same  are  secured;  (b)  the  Railroad  Company  shall  be  en- 
titled lo  receive  all  interest  paid  in  respect  of  any  such  bonds,  obligations 
or  indebtedness,  and  the  dividends  on  all  shares  of  stock  which  shall  be 
subject  to  this  indenture,  although  the  same  may  have  been  transferred  to 
the  Corporate  Trustee;  (c)  from  time  to  time  (subject  to  the  covenants  in 
respect  thereof  in  this  section  contained),  upon  the  request  of  the  Railroad 
Company,  the  Corporate  Truster  shall  deliver  to  it  any  coupons  for  such 
interest  then  in  the  possession  of  the  Corporate  Trustee,  in  order  that  the 
Railroad  Company  may  receive  payment  thereof  for  its  own  use  or  may 
cause  the  same  to  be  canceled,  and  the  Corporate  Trustee  shall  deliver  to 
tin'  Railroad  Company  suitable  orders  in  favor  of  the  Railroad  Company,  or 
its  nominee,  for  the  payment  of  such  interest  and  dividends,  and  the  Rail- 
road Company  may  collect  such  coupons,  interest  and  dividends  (but  not 
by  any  proceeding  which  the  Corporate  Trustee  shall  deem  to  be  prejudicial 
to  the  trusts  hereunder),  and  the  Corporate  Trustee  at  once  shall  pay  over 
to  the  Railroad  Company  any  such  interest  and  dividends  which  may  have 
been  collected  or  received  by  it. 

Proiiihtl.  however,  and  hereby  it  is  declared  and  agreed,  except  as  in  this 
indenture  otherwise  expressly  provided,  that  (1)  the  Railroad  Company 
shall  not  be  entitled  to  receive,  and  the  Corporate  Trustee  shall  not  pay 
over  to  the  Railroad  Company,  the  principal  of  any  bond  subject  to  this 
indenture;  (2)  the  Railroad  Company  shall  not  be  entitled  to  receive,  and 
the  Corporate  Trustee  shall  not  pay  over  to  the  Railroad  Company,  any 
interest  on  any  such  bond,  or  the  principal  of  or  any  interest  on  any  such 
obligations,  claims  or  indebtedness,  which  shall  have  been  collected  or  paid 
out  of  the  proceeds  of  any  sale  or  condemnation  of  the  property  covered 
by  a  mortgage  securing  such  bonds,  or  out  of  the  proceeds  of  the  sale  or 
condemnation  of  any  other  property  of  the  company  liable  upon  such  bonds, 
obligations,  claims  or  indebtedness,  in  case  of  the  dissolution  or  a  liquida- 
tion of  such  company,  or  of  any  condemnation  of  any  of  its  property,  it 
being  the  intention  that  the  Railroad  Company  shall  be  entitled  to  receive 


CORPORATE  HISTORY  503 

only  payments  made  in  money  out  of  the  rents,  revenues,  income  or  proceeds 
of  operation  of  such  properties;  (3)  the  Railroad  Company  shall  not  sell, 
assign  or  transfer  any  coupon,  or  right  to  interest  or  dividends,  delivered  or 
assigned  to  it,  or  any  other  such  claim  or  indebtedness,  except  subject  to 
this  indenture;  (4)  the  Railroad  Company  shall  not  collect  any  such  coupon 
or  interest,  or  any  such  other  claim  or  indebtedness,  by  legal  proceedings  or 
by  enforcement  of  any  security  therefor,  except  with  the  assent  of  the 
Corporate  Trustee,  nor  in  any  manner  which  the  Corporate  Trustee  shall 
deem  prejudicial  to  the  trusts  hereunder;  (5)  the  Railroad  Company  shall 
not  be  entitled  to  collect  any  stock  dividends  that  may  be  declared  on  any 
shares  of  the  capital  stock  of  other  corporations  that  are  or  shall  have 
become  subject  to  this  indenture,  or  any  cash  dividends  on  any  such  shares 
that  may  become  payable  upon  or  in  the  course  of  the  dissolution,  liquida- 
tion or  winding  up  of  any  such  company,  or  in  any  way  shall  be  chargeable 
to  or  be  payable  out  of  capital;  and  (6)  until  actually  paid,  released  or 
discharged,  every  coupon,  or  right  to  interest  or  dividends,  and  all  such 
other  claims  and  indebtedness,  shall  remain  subject  to  this  indenture. 

If  any  such  coupon,  or  if  any  evidence  of  any  such  claim  or  indebtedness, 
delivered  to  the  Railroad  Company  hereunder,  shall  not  forthwith  be  paid 
or  canceled  as  aforesaid,  the  Railroad  Company  shall  return  the  same  to  the 
Corporate  Trustee,  and,  in  case  of  the  payment  of  any  such  coupon,  claim 
or  indebtedness,  shall  furnish,  upon  the  demand  of  the  Corporate  Trustee, 
satisfactory  evidence  of  the  cancelation  and  extinguishment  thereof. 

§  3.  In  case  (1)  any  sum  shall  be  paid  on  account  of  the  principal  of 
any  bonds  or  (except  as  herein  otherwise  expressly  provided)  of  any  other 
obligations  or  indebtedness  subject  to  this  indenture,  or  in  case  (2)  any 
sum  on  account  of  the  interest  on  any  such  bonds  or  obligations  shall  be 
paid  out  of  the  proceeds  of  property  covered  by  a  mortgage  or  trust  deed 
securing  such  bonds,  obligations,  or  indebtedness,  or  in  case  (3)  upon  the 
dissolution  or  liquidation  of  any  company,  any  sum  shall  be  paid  upon  any 
bonds  or  any  shares  of  stock  or  any  claims  against  or  indebtedness  of  such 
company,  subject  to  this  indenture, — then,  in  any  such  case,  any  such  sum, 
unless  received  by  a  trustee  under  some  indenture,  which  is  a  prior  lien 
thereon  upon  the  trusts  of  such  indenture,  or  unless  applied  on  account  of 
the  purchase  price  of  property  purchased  pursuant  to  Section  5  of  this 
Article  Six,  shall  be  paid  over  to  the  Corporate  Trustee  and  by  it  shall  be 
held  to  be  disposed  of  as  provided  in  Section  6  of  Article  Nine  of  this 
indenture. 

In  case  any  stock  dividends  are  declared  on  any  shares  of  the  capital 
stock  of  other  corporations  that  are  or  shall  have  become  subject  to  this 
indenture,  the  x  certificates  for  such  stock  dividends  shall  by  the  Railroad 
Company  be  assigned  and  delivered  to  the  Corporate  Trustee  or  to  the 
trustee  under  some  indenture  having  prior  right  thereto,  in  which  last  men- 
tioned case  the  right  of  the  Corporate  Trustee  in  and  to  such  stock  divi- 
dends shall  be  subordinate  to  that  of  such  other  trustee. 

§  4.  Unless  and  until  (1)  a  receiver  shall  have  entered  into  possession 
of  the  mortgaged  premises  or  part  thereof;  or  unless  and  until  (2)  the 
Trustees,  or  either  of  them,  shall  have  entered  into  possession  of  the  mort- 


504         CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD   COMPANY 

gaged  premises  or  part  thereof  under  the  power  herein  granted;  or  unless 
and  until  (3)  some  one  of  the  events  of  default  enumerated  in  Section  2 
of  Article  Seven  of  this  indenture  shall  have  happened  and  be  continuing, 
— the  Bailroad  Company  shall  have  the  right  to  vote  upon,  or  to  give  any 
consent  in  respect  of,  all  shares  of  stock  subject  to  this  indenture,  for  all 
purposes  not  inconsistent  with  the  provisions  or  purposes  of  this  indenture 
and  with  the  same  force  and  effect  as  though  such  shares  were  not  subject 
to  this  indenture;  and  from  time  to  time,  upon  demand  of  the  Railroad 
Company,  the  Corporate  Trustee  forthwith  shall  execute  and  deliver,  or 
shall  cause  to  be  executed  and  delivered,  to  the  Railroad  Company  or  to 
it-  nominees,  suitable  powers  of  attorney  or  proxies  to  vote  upon,  or  to 
give  any  consent  in  respect  of,  any  shares  of  stock  which  shall  have  been 
transferred  to  the  Corporate  Trustee.  Every  such  instrument  shall  bear  on 
its  face  the  following  statement:  "The  powers  hereby  conferred  shall  not 
be  exercised  for  any  purpose  inconsistent  with  the  provisions  or  purposes 
of  the  First  and  Refunding  Mortgage  of  Chicago,  Burlington  &  Quincy 
Railroad  Company,  dated  February  1,  1921." 

$  .j.  In  case  default  shall  be  made  in  the  payment  of  the  principal  or 
interest  of  any  of  the  bonds  or  obligations  which  shall  have  been  delivered 
to  and  shall  be  held  by  the  Corporate  Trustee  hereunder,  or  of  any  other 
bonds  then  secure. 1  by  the  same  mortgage  or  deed  of  trust  as  such  bonds 
held  by  the  Corporate  Trustee,  then  and  in  any  such  case,  if  the  Corporate 
Trustee  shall  hold  more  than  eighty  live  per  cent  in  amount  of  the  entire 
e  of  such  bonds  or  obligations  in  default,  it  shall  upon  the  written  re- 
quest of  the  Railroad  Company,  and  in  other  cases  upon  such  written 
request  it  may  in  its  discretion,  cause  proper  proceedings  to  be  instituted 
and  prosecuted  in  some  court  of  competent  jurisdiction  to  foreclose  or  to 
enforce  the  mortgage  or  trust  or  charge  by  which  such  bonds  or  obligations 
in  default  are  secured;  provided,  however,  that  the  Corporate  Trustee  shall 
not  be  required  to  take  any  such  action  without  being  first  indemnified  to 
its  satisfaction  against  anj  expense  or  liability.  In  case  (1)  a  receiver 
shall  have  entered  into  possession  of  the  mortgaged  premises  or  part  thereof, 
or  (2  i  the  Trustees,  or  either  of  them,  shall  have  entered  into  possession  of 
the  mortgaged  premises  or  part  thereof  under  the  powers  herein  granted,  or 
(3)  one  or  more  of  the  events  of  default  enumerated  in  Section  2  of  Article 
Seven  hereof  shall  have  occurred  and  shall  be  subsisting,  the  Corporate 
Trustee,  in  its  discretion,  may  institute  or  cause  to  be  instituted  such  pro- 
ceedings without  such  written  request. 

In  case  (1)  any  company  all  or  part  of  whose  capital  stock  shall  be  sub- 
ject to  this  indenture,  shall  be  dissolved  or  be  liquidated,  or  in  case  (2) 
all  or  any  of  the  property  of  any  such  company  shall  be  sold  upon  the 
insolvency  of  such  company  at  any  judicial  or  other  sale,  or  in  case  (3) 
any  property  covered  by  a  mortgage  securing  any  bonds,  or  subject  to  any 
charge  or  trust  for  the  payment  of  any  other  obligations,  subject  to  this 
indenture,  shall  be  sold  upon  foreclosure  of  such  mortgage,  or  by  enforce- 
ment of  such  charge  or  trust, —  then,  in  any  such  event,  if  the  property 
of  such  dissolved  or  liquidated  company,  or  the  property  sold,  can  be 
acquired   by   crediting   on   the   bonds,   obligations,  claims,   indebtedness   or 


CORPORATE  HISTORY  505 

stock,  held  by  the  Corporate  Trustee  hereunder,  any  sum  accruing  or  to  be 
received  thereon  out  of  the  proceeds  of  such  property,  and  by  paying  not 
more  than  fifteen  per  cent  of  the  price  of  such  property  in  cash  (or  more 
than  fifteen  per  cent  if  the  Eailroad  Company  or  the  holders  of  a  majority 
in  amount  of  the  bonds  hereby  secured  shall  so  request),  the  Corporate 
Trustee  in  its  discretion  may,  but  if  requested  in  writing  by  the  Railroad 
Company  or  by  the  holders  of  a  majority  in  principal  amount  of  the  bonds 
hereby  secured  and  provided  with  the  amount  of  cash  necessary  therefor 
(whether  such  amount  be  more  or  less  than  fifteen  per  cent  of  the  price 
of  such  property)  the  Corporate  Trustee  in  such  case  shall,  purchase  or 
cause  to  be  purchased  or  permit  the  Railroad  Company  to  purchase  such 
property,  either  in  the  name  or  on  behalf  of  the  Trustees  or  of  the  Cor- 
porate Trustee,  or  of  the  Railroad  Company,  or  by  purchasing  trustees,  and 
use  or  permit  the  Railroad  Company  to  use  such  bonds,  obligations,  claims, 
indebtedness  and  stock,  so  far  as  may  be,  to  make  payment  for  such  prop- 
erty; and  in  case  of  any  such  purchase  the  Trustees  or  the  Corporate 
Trustee  shall  take  such  steps  as  they  or  it  may  deem  proper  to  cause  such 
property  to  be  vested  either  in  the  Railroad  Company,  subject  to  this  in- 
denture, or  in  some  other  corporation  organized  or  to  be  organized  with 
power  to  acquire  and  manage  such  property,  provided,  that  all  the  bonds 
and  other  indebtedness  (except  such,  if  any,  as  the  property  was  acquired 
subject  to)  and  all  capital  stock  thereof  (excepting  the  number  of  shares 
required  to  qualify  directors),  shall  be  received  by  the  Corporate  Trustee, 
and  shall  be  held  for  the  benefit  of  the  Railroad  Company  or  its  assigns, 
subject  to  the  lien  of  this  indenture. 

With  the  written  consent  of  the  Railroad  Company,  the  Corporate  Trustee 
it  any  time  may  vote  upon  any  shares  of  stock  that  then  shall  be  held  by 
it  hereunder,  and  may  take  such  other  action  in  furtherance  of  the  pro- 
visions of  this  Section  5  of  Article  Six  as  in  its  discretion  it  shall  deem 
advisable  to  protect  its  interests  and  the  interests  of  the  bondholders  here- 
mder  in  respect  of  any  bonds,  obligations  or  stock  subject  to  the  lien  of 
this  indenture;  and  with  such  consent  of  the  Railroad  Company,  the  Cor- 
porate Trustee,  in  behalf  of  the  Trustees,  may  join  in  any  plan  of  reor- 
ganization or  readjustment  in  respect  of  any  such  bonds  or  other  obliga- 
tions or  stocks,  and  may  accept  new  securities  issued  in  exchange  there- 
for under  such  plan.  In  case  (1)  a  receiver  shall  have  entered  into  posses- 
sion of  the  mortgaged  premises  or  part  thereof,  or  (2)  the  Trustees  or 
either  of  them  shall  have  entered  into  possession  of  the  mortgaged  prem- 
ises or  part  thereof  under  the  powers  herein  granted,  or  (3)  one  or  more 
of  the  events  of  default  enumerated  in  Section  2  of  Article  Seven  hereof 
shall  have  occurred  and  shall  be  continuing,  the  Trustees  or  the  Corporate 
Trustee,  as  the  case  may  be,  shall  be  entitled  to  take  such  steps  without 
the  consent  of  the  Railroad  Company. 

The  Railroad  Company  covenants  that,  on  demand  of  the  Corporate 
Trustee,  it,  the  Railroad  Company,  forthwith  will  pay,  or  will  satisfactorily 
provide  for,  all  expenditures  incurred  by  the  Trustees  or  either  of  them 
under  any  of  the  provisions  of  this  Section  5  of  Article  Six,  including  all 
sums  required  to  obtain  and  perfect  the  ownership  and  title  to  any  prop- 


506         CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

erty  which  the  Trustees  or  either  of  them  shall  purchase  or  shall  cause 
to  be  purchased  pursuant  to  the  provisions  of  this  Section;  and  in  case 
the  Eailroad  Company  shall  fail  so  to  do,  then  without  impairment  of,  or 
prejudice  to,  any  of  their  rights  hereunder  by  reason  of  the  default  of  the 
Railroad  Company,  the  Trustees  or  either  of  them  at  discretion  may  ad- 
vance moneys  to  meet  all  such  expenses  and  any  other  moneys  required,  or 
may  procure  such  advances  to  be  made  by  others,  and  for  such  advances 
made  by  the  Trustees  or  either  of  them  or  by  others  at  their  or  its  re- 
quest, with  interest  thereon,  the  Trustee  making  such  advances  shall  have 
a  lien  prior  to  the  lieu  of  these  presents  upon  the  mortgaged  premises. 

In  case  the  Trustees  or  either  of  them  shall  not  purchase  or  cause  to  be 
purchased  the  property  sold  at  any  such  sale,  and  shall  not  join  in  a  plan 
of  reorganization  as  aforesaid  in  respect  of  such  bonds  or  other  obliga- 
tions or  stocks,  then  the  Corporate  Trustee  shall  receive  any  portion  of 
the  proceeds  of  the  sale  accruing  or  receivable  in  respect  of  the  bonds  or 
other  obligations  or  stocks  by  it  held  hereunder,  and  such  proceeds,  from 
time  to  time,  shall  lie  paid  over  to  the  Corporate  Trustee  and  be  held  to 
be  disposed  of  as  provided  in  Section  6  of  Article  Nine  of  this  indenture. 

§  6.  Any  company,  all  or  the  greater  part  of  whose  capital  stock  shall 
be  subject  to  this  indenture,  may  be  merged  into  or  consolidated  with,  or 
all  or  any  of  its  property  may  be  sold  or  conveyed  to,  any  other  company, 
all  or  the  greater  part  of  whose  capital  stock  shall  be  subject  to  this  in- 
denture; proritlnl,  however,  that  in  case  of  any  such  merger  or  consolida- 
tion or  purchase  there  shall  continue  to  be  or  shall  be  made  subject  to  the 
lien  of  this  indenture  not  less  than  the  same  proportionate  part  of  the 
capital  stock  of  the  merging  or  consolidated  or  purchasing  company,  which 
i  unless  required  otherwise  to  be  held  by  the  provisions  of  any  prior  in- 
denture) shall  be  held  by  the  Corporate  Trustee  hereunder  pursuant  to  the 
provisions  hereof. 

Any  company,  all  or  part  of  whose  capital  stock  shall  be  subject  to  this 
indenture,  may  be  consolidated  with  any  other  company  upon  such  terms 
as  may  be  approved  by  the  Corporate  Trustee;  provided,  hoircrcr,  that  there 
shall  be  subjected  to  the  lien  of  this  indenture  a  majority  of  the  capital 
stock  of  the  consolidated  company  if  previous  to  such  consolidation  a 
majority  of  the  capital  stock  of  one  of  the  consolidating  companies  was 
so  subject. 

Any  company,  all  or  part  of  whose  capital  stock  shall  be  subject  to  this 
indenture,  may  merge  into  itself,  or  take  a  conveyance  of  the  property  and 
franchises  belonging  to,  any  other  company,  if  in  so  doing  the  amount  of 
the  capital  stock  of  such  merging  or  purchasing  company  not  subject  to 
this  indenture  be  not  increased. 

$  7.  Unless  some  one  or  more  of  the  events  of  default  enumerated  in 
Section  2  of  Article  Seven  of  this  indenture  shall  have  occurred  and  be 
continuing,  the  Railroad  Company  at  any  time  and  from  time  to  time  may 
consent  to  the  refunding,  renewal  or  extension  by  any  other  company  of 
any  issue  of  its  bonds  or  obligations  the  whole  or  part  of  which  shall  be 
subject  to  this  indenture.  If  the  bonds  or  obligations  so  to  be  refunded 
shall  be  secured  by  mortgage   or  pledge,   the  bonds  or   obligations  to   be 


CORPORATE  HISTORY  507 

issued  in  place  of  and  in  substitution  for  them  shall  be  secured  by  a 
mortgage  or  pledge  (of  equal  rank  to  the  mortgage  or  pledge  securing 
the  bonds  so  refunded)  upon  or  of  the  same  property,  or  the  same  and  ad- 
ditional property,  and  such  mortgage  or  instrument  of  pledge  may  author- 
ize the  issuance  of  bonds  to  an  amount  greater  than  that  of  the  issue  to 
which  the  bonds  so  held  by  the  Corporate  Trustee  belong,  if  such  ad- 
ditional issue  is  for  the  purpose  of  refunding  prior  debt  of  such  company 
not  theretofore  subordinate  in  lien  to  the  bonds  subject  to  this  indenture 
so  refunded.  In  case  any  bonds  or  obligations  subject  to  this  indenture 
shall  be  refunded,  an  equal  amount  of  the  refunding  bonds  or  obligations 
shall  ipso  facto  forthwith  become  subject  to  this  indenture,  and  shall  be 
lodged  and  be  held  in  the  same  manner  as  those  for  which  they  are  sub- 
stituted. In  case  any  bonds  or  obligations  subject  to  this  indenture  shall 
be  so  renewed  or  extended,  such  bonds  or  obligations  as  so  renewed  or  ex- 
tended shall  continue  to  be  secured  as  before  and  shall  remain  subject  to 
this  indenture  in  the  same  manner  as  theretofore. 

Unless  some  one  or  more  of  the  events  of  default  enumerated  in  Section 
2  of  Article  Seven  of  this  indenture  shall  have  occurred  and  be  continuing, 
the  Corporate  Trustee  in  behalf  of  the  Trustees,  if  requested  in  writing 
by  the  Railroad  Company,  shall  consent  to  any  such  refunding,  renewal, 
extension  or  substitution,  provided,  that  the  Corporate  Trustee  shall  have 
received  the  opinion  of  any  counsel  approved  by  it  (who  may  be  of  counsel 
for  the  Railroad  Company)  that  any  such  renewal,  extension  or  substitu- 
tion is  in  compliance  with  the  provisions  of  this  Section  7  of  Article  Six, 
which  opinion  shall  be  conclusive  evidence  in  the  premises.  In  case  such  a 
default  shall  have  occurred  and  shall  be  continuing,  the  Corporate  Trustee 
in  behalf  of  the  Trustees,  on  receiving  the  opinion  of  counsel  as  aforesaid, 
may,  in  its  discretion,  consent  to  such  refunding,  renewal  or  extension  as 
above  provided,  without  the  consent  or  request  of  the  Railroad  Company. 

§  8.  The  Trustee  holding  the  same  may  make  any  exchange,  substitu- 
tion, cancelation  or  surrender  of  bonds  or  obligations  or  stocks  required 
for  the  accomplishment  of  the  purposes  of  this  Article  Six  and  may  re- 
ceive the  opinion  of  any  counsel  approved  by  it  (who  may  be  of  counsel 
for  the  Railroad  Company)  as  to  the  legal  effect  of  any  action  taken  or 
to  be  taken  hereunder,  and  as  to  the  steps  necessary  to  be  taken  to  con- 
summate the  same,  and  as  to  any  other  matter  under  this  Article  Six;  and 
such  opinion  shall  be  full  protection  to  each  of  the  Trustees  for  any  action 
by  either  of  the  Trustees  taken  pursuant  thereto. 

Article  Seven 
remedies  of  trustees  and  bondholders. 

Section  1.  In  case  any  coupon  or  claim  for  interest  on  any  of  the  bonds 
hereby  secured  shall  have  been  funded  or  extended  by  or  with  the  consent 
of  the  Railroad  Company,  such  coupon  or  claim  for  interest  so  funded  or 
extended  shall  not  be  entitled,  in  case  of  default  hereunder,  to  the  benefit 
or  security  of  this  indenture,  except  subject  to  the  prior  payment  in  full 
of  the  principal  of  all  said  bonds  that  shall  be  outstanding  and  of  all 
coupons  and  claims  for  interest  thereon  that  shall  not  have  been  so  funded 


508         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

or  extended.  If  any  coupons  or  claims  for  interest  on  any  of  said  bonds 
at  or  after  maturity  shall  be  owned  by  the  Railroad  Company,  then  such 
matured  coupons  or  claims  for  interest  shall  not  be  entitled  to  the  benefit 
or  security  of  this  indenture;  and  the  Railroad  Company  covenants  that  all 
such  coupons  and  claims  for  interest  so  owned  by  it  or  after  their  maturity 
shall  promptly  be  canceled. 

§  2.  In  case  of  the  happening  of  one  or  more  of  the  following  events — 
elsewhere  in  this  indenture  sometimes  termed  "events  of  default" — that 
is  to  say: 

(1)  Default  in  the  due  and  punctual  payment  of  the  principal  of  any 
of  the  bonds  hereby  secured,  when  the  same  shall  have  become  due  and 
payable,  whether  at  maturity  or  by  declaration  or  otherwise; 

(2)  Default  in  the  payment  of  any  installment  of  interest  on  any  of 
the  bonds  hereby  secured,  when  and  as  the  same  shall  have  become  pay- 
able as  therein  and  herein  expressed,  and  such  default  shall  have  con- 
tinued for  the  period  of  six  months; 

(3)  Default  in  the  payment  of  the  principal  of  any  of  the  bonds 
secured  by  the  General  Mortgage  of  the  Railroad  Company  dated  March 
2,  19(18,  or  of  the  principal  of  any  of  the  bonds  secured  by  the  Illinois 
Division  Mortgage  of  the  Railroad  Company  dated  July  1,  1899,  or  of  the 
principal  of  any  of  the  bonds  secured  by  the  Nebraska  Extension  Mortgage 
of  the  Railroad  Company  dated  May  2,  1887,  when  such  principal  of  any 
of  such  bonds  shall  have  become  due  and  payable  under  the  provisions  of 
the  bond  or  of  the  mortgage  securing  the  same  (subject,  however,  to  tho 
right  to  extend  the  payment  thereof  as  provided  in  Section  6  of  Article 
Five  of  this   indenture)  ;    or 

(4)  Default  in  the  due  observance  or  performance  of  any  other  covenant 
or  condition  herein  required  to  be  kept  or  performed  by  the  Railroad  Com- 
pany, and  any  BUCh  default  shall  have  continued  for  the  period  of  six  months 
after  written  notice  thereof  shall  have  been  given  to  the  Railroad  Company 
by  the  Corporate  Trustee  or  by  the  holders  of  ten  per  cent  in  principal 
amount  of  the  bonds  hereby  secured  then   outstanding: 

Then,  and  in  each  and  every  such  case  of  default,  and  during  the  con- 
tinuance thereof,  the  Trustees  personally  or  by  their  agents  or  attorneys, 
or  (if  by  written  notice  to  the  Railroad  Company  and  to  the  Individual 
Trustee  the  Corporate  Trustee  shall  declare  that  it  deems  it  advisable)  the 
Individual  Trustee  only,  personally  or  by  his  agents  or  attorneys,  may 
enter  upon  the  mortgaged  premises,  and  may  exclude  the  Railroad  Com- 
pany, its  agents  and  servants,  wholly  therefrom;  and  having  and  holding 
the  same,  either  personally  or  by  receivers,  agents,  servants  or  attorneys, 
may  use,  operate,  manage  and  control  said  premises,  regulate  the  tolls  for 
the  transportation  of  passengers  and  freight  thereon  and  conduct  the  busi- 
ness thereof  to  the  best  advantage  of  the  holders  of  the  bonds  and  other 
indebtedness  hereby  secured;  and  upon  every  such  entry,  at  the  expense 
of  the  trust  estate,  from  time  to  time  may  make  all  such  necessary  or 
proper  repairs,  renewals,  replacements  and  useful  alterations,  additions, 
betterments  and  improvements  to  said  premises  as  to  the  Trustees  or 
Trustee  in  possession  may  seem  judicious,  and  may  purchase  or  otherwise 


CORPORATE  HISTORY  .")(»!) 

secure  the  use  of  additional  engines,  rolling  stock,  tools  and  machinery  for 
use  thereon,  and  either  in  the  name  of  the  Railroad  Company  or  other- 
wise, as  the  Trustees  or  Trustee  in  possession  shall  deem  best,  may  manage 
and  operate  the  mortgaged  premises  and  exercise  all  rights  and  powers  of 
the  Railroad  Company  in  respect  thereof,  and  the  Trustees  or  Trustee  in 
possession  shall  be  entitled  to  collect  and  receive  all  tolls,  earnings,  in- 
come, rents,  issues  and  profits  thereof;  and  after  deducting  all  expenses 
incurred  hereunder  and  all  payments  which  may  be  made  for  taxes,  as- 
sessments, insurance  and  prior  or  other  proper  charges  upon  said  premises 
or  any  part  thereof,  as  well  as  just  and  reasonable  compensation  for  the 
services  of  the  Trustees  and  for  all  agents,  clerks,  servants  and  other  em- 
ployees by  them  or  either  of  them  properly  engaged,  the  Trustees  or 
Trustee  in  possession  shall  apply  the  moneys  arising  as  aforesaid  as 
follows: 

In  case  the  principal  of  the  bonds  hereby  secured  shall  not  have  become 
due,  to  the  payment  of  the  interest  in  default  in  the  order  of  the  maturity 
of  the  installments  of  such  interest,  with  interest  thereon  at  the  same  rates, 
respectively,  as  were  borne  by  the  respective  bonds  on  which  such  interest 
shall  be  in  default;  such  payments  to  be  made  ratably  to  the  persons  en- 
titled  thereto,   without   discrimination   or   preference. 

In  case  the  principal  of  the  bonds  hereby  secured  shall  have  become  due 
by  declaration  or  otherwise,  to  the  payment  of  the  amounts  due  for  the  in- 
terest and  principal  on  said  bonds,  ratably  to  the  persons  entitled  to  such 
payment  without  any   discrimination   or   preference. 

These  provisions,  however,  are  not  intended  in  anywise  to  modify  the 
provisions  of  Section  1  of  this  Article  Seven,  but  are  subject  thereto. 

In  case  the  Trustees  or  either  of  them  shall  have  entered  or  shall  have 
elected  to  enter  as  aforesaid,  or  in  case  a  receiver  of  the  property  of  the 
Railroad  Company  shall  have  been  appointed,  or  in  case  default  shall  be 
made  and  shall  continue  as  specified  in  this  Section  2  of  Article  Seven,  the 
Corporate  Trustee  shall  be  entitled  to  vote  on  all  shares  of  stock  then  sub- 
ject to  this  indenture,  and,  for  the  benefit  of  the  holders  of  the  bonds  and 
other  indebtedness  hereby  secured,  shall  be  entitled  to  collect  and  receive 
all  dividends  on  the  shares  of  stock  that  then  shall  be  subject  to  this  in- 
denture, and  all  sums  payable  for  principal,  interest  or  otherwise  upon 
any  bonds  or  obligations  that  then  shall  be  subject  to  this  indenture,  and 
to  apply  as  hereinbefore  provided  the  net  moneys  received;  and,  as  holder 
of  any  such  shares  of  stock  and  of  any  such  bonds,  to  perform  any  and  all 
acts,  or  to  make  or  execute  any  and  all  transfers,  requests,  requisitions  or 
other  instruments,  for  the  purpose  of  carrying  out  the  provisions  of  this 
Section  2  of  Article  Seven;  but  in  the  event  that  a  receiver  of  any  rail- 
road upon  which  this  indenture  is  a  direct  lien  shall  have  been  appointed 
and  shall  be  in  possession  thereof,  the  Corporate  Trustee  from  time  to  time 
in  its  discretion  may,  and  if  requested  by  the  holders  of  a  majority  in 
amount  of  the  bonds  hereby  secured  it  shall,  turn  over  to  such  receiver 
any  part  or  all  of  the  interest  moneys  and  cash  dividends  declared  and 
paid  out  of  current  earnings,  so  collected  by  it,  and  may  co-operate  with 
such   receiver   in   managing   and   operating   the   entire   system   of   the  Rail- 


510         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

road  Company  in  such  manner  as  the  Corporate  Trustee  shall  deem  for  the 
best  interest  of  the  holders  of  the  bonds  hereby  secured. 

§  3.  In  case  of  the  happening  of  any  of  the  events  of  default  enum- 
erated in  Section  2  of  this  Article  Seven,  then  and  in  each  and  every  such 
case  of  default,  during  the  continuance  of  such  default,  either  (a)  the 
Trustees  (or,  if  the  Trustees  deem  it  to  be  advisable,  the  Individual 
Trustee  alone)  personally  or  by  agent  or  attorney,  with  or  without  entry, 
in  their  or  his  discretion  may  sell  subject  to  the  liens  thereon  which  then 
shall  be  prior  and  superior  to  the  lien  of  this  indenture,  to  the  highest  and 
best  bidder,  all  and  singular  the  mortgaged  premises — including  stocks, 
bonds,  franchises,  interests,  appurtenances,  and  other  real  and  personal 
property  of  every  kind — and  all  right,  title  and  interest  therein  and  right 
of  redemption  thereof,  which  sale  shall  be  made  at  public  action  at  such 
place  and  at  such  time  and  upon  such  terms  as  the  Trustees  or  the  In- 
dividual Trustee,  acting  therein,  may  fix  and  briefly  specify  in  the  notice  of 
sale  to  be  given  as  herein  provided,  or  as  may  lie  required  by  law;  or  (b) 
the  Trustees,  or  either  of  them,  may  proceed  to  protect  and  to  enforce  the 
rights  of  the  Trustees  and  of  the  holders  of  the  bonds  secured  by  this  in- 
denture, by  a  suit  or  suits  in  equity  or  at  law,  whether  for  the  specific 
performance  of  any  covenant  or  agreement  contained  herein,  or  in  aid  of 
the  execution  of  any  power  herein  granted,  or  for  the  foreclosure  of  this 
indenture,  or  for  the  enforcement  <>f  any  other  appropriate  legal  or 
equitable  remedy,  as  the  Trustees  or  either  of  them  acting  therein,  being 

advised  by  counsel,  may  deem  most  effectual  to  protect  and  enforce  any  of 
their  rights  or  duties  hereunder. 

$  4.  In  case  (1)  default  shall  be  made  in  the  payment  of  any  install- 
ment of  interest  <m  any  bond  hereby  secured,  and  any  such  default  shall 
have  continued  for  the  period  of  sis  months,  or  in  case  (2)  default  shall 
be  made  in  the  payment  "f  the  principal  of  any  of  the  bonds  secured  by 
the  said  General  Mortgage  of  the  Railroad  Company,  or  of  the  principal 
of  any   of  the   bo  red   by  the  said    Illinois  Division   Mortgage  of  the 

Railroad  Company,  or  of  the  principal  of  any  of  the  bonds  secured  by  the 
said  Nebraska  Extension  Mortgage  of  the  Railroad  Company,  when  such 
principal  of  any  of  such  bonds  shall  have  become  due  and  payable  under 
the  provisions  of  the  bonds  or  of  the  mortgage  securing  the  same  (subject 
to  the  provisions  of  Section  6  of  Article  Five  of  this  indenture), — then 
at  any  time,  during  the  continuance  of  such  default,  upon  the  written  re- 
quest of  the  holders  of  twenty  live  per  cent,  in  principal  amount  of  the 
bonds  hereby  secured  then  outstanding,  the  Corporate  Trustee,  by  notice 
in  writing  delivered  to  the  Railroad  Company,  shall  declare  the  principal 
of  all  bonds  hereby  secured  then  outstanding  to  be  due  and  payable  im- 
mediately, and  upon  any  such  declaration,  the  same  shall  become  and  be 
immediately  due  and  payable,  anything  in  this  indenture  or  in  said  bonds 
contained  to  the  contrary  notwithstanding.  This  provision,  however,  is 
subject  to  the  condition  that  if  at  any  time  after  the  principal  of  said 
bonds  shall  have  been  so  declared  due  and  payable  and  before  any  sale  of 
the  property  subject  to  the  lien  of  this  indenture  shall  have  been  made 
pursuant  to  the  provisions  of  said  General  Mortgage,  or  of  said  Illinois 


CORPORATE  HISTORY  511 

Division  Mortgage,  or  of  said  Nebraska  Extension  Mortgage,  or  pursuant 
to  the  provisions  of  this  Article  Seven,  all  arrears  of  interest  upon  all  of 
said  bonds,  with  interest  upon  overdue  installments  of  interest  at  the  same 
rates  respectively  as  were  borne  by  the  respective  bonds  of  which  install- 
ments of  interest  may  be  overdue,  shall  either  be  paid  by  the  Railroad 
Company  or  be  collected  out  of  the  mortgaged  premises,  and  all  defaults 
under  this  indenture  and  under  such  other  mortgages  shall  have  been 
remedied, — then  and  in  every  such  case  the  holders  of  a  majority  in  prin- 
cipal amount  of  the  bonds  hereby  secured,  then  outstanding,  by  written 
notice  to  the  Railroad  Company  and  to  the  Corporate  Trustee,  may  waive 
such  default  and  its  consequences;  but  no  such  waiver  shall  extend  to  or 
affect  any  subsequent  default,  or  impair  any  right  consequent  thereon. 

In  case  the  Trustees  or  either  of  them  shall  have  proceeded  to  enforce 
any  right  under  this  indenture  by  foreclosure,  entry  or  otherwise,  and  such 
proceeding  shall  have  been  discontinued  or  abandoned  because  of  such 
waiver,  or  for  any  other  reason,  or  shall  have  been  determined  adversely 
to  the  Trustees,  then  and  in  every  such  case  the  Railroad  Company  and  the 
Trustees  shall  be  restored  to  their  former  position  and  rights  hereunder  in 
respect  of  the  mortgaged  premises;  and  all  rights,  remedies  and  powers 
of  the  Trustees  shall  continue  as  though  no  such  proceeding  had  been  taken. 

§  5.  Upon  the  written  request  of  the  holders  of  twenty-five  per  cent, 
in  principal  amount  of  the  bonds  hereby  secured,  in  case  of  any  con- 
tinuing default  as  mentioned  in  Section  2  of  this  Article  Seven,  it  shall 
be  the  duty  of  the  Trustees,  upon  being  indemnified  as  hereinafter  pro- 
vided, to  take  all  steps  needful  for  the  protection  and  enforcement  of  their 
rights  and  the  rights  of  the  holders  of  the  bonds  hereby  secured,  and  to 
exercise  the  powers  of  entry  or  sale  herein  conferred,  or  both,  or  to  take 
appropriate  judicial  proceedings  by  action,  suit  or  otherwise,  as  the  Trustees, 
being  advised  by  counsel,  shall  deem  most  expedient  in  the  interest  of  the 
holders  of  the  bonds  secured;  but  anything  in  this  indenture  to  the  con- 
trary notwithstanding,  the  holders  of  seventy-six  per  cent,  in  interest  of 
the  bonds  hereby  secured  then  outstanding,  from  time  to  time  shall  have 
the  right  to  direct  and  control  the  action  of  the  Trustees  in  any  proceed- 
ings under  this  Article  Seven  of  this  indenture;  provided,  however,  that 
nothing  in  this  Section  5  shall  be  deemed  to  require  the  Corporate  Trustee 
to  perform  in  any  jurisdiction  any  act  which  by  the  law  of  such  jurisdic- 
tion the  Corporate  Trustee  is  forbidden  or   disabled  to  perform. 

§  6.  In  the  event  of  any  sale,  whether  made  under  the  power  of  sale 
herein  granted,  or  under  or  by  virtue  of  judicial  proceedings,  or  of  some 
judgment  or  decree  of  foreclosure  and  sale,  the  whole  of  the  mortgaged 
premises,  including  stocks,  bonds  and  indebtedness,  shall  be  sold  in  one 
parcel  and  as  an  entirety,  unless  such  sale  as  an  entirety  be  impracticable 
by  reason  of  some  statute  or  other  cause,  or  unless  the  holders  of  a  majority 
in  principal  amount  of  the  bonds  hereby  secured,  then  outstanding,  shall 
in  writing  request  the  Trustees  to  cause  said  premises  to  be  sold  in  parcels, 
in  which  case  the  sale  shall  be  made  in  such  parcels  as  shall  be  specified 
in  such  request. 


512         CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

§  7.  Notice  of  any  such  sale  pursuant  to  any  provision  of  this  indenture 
shall  state  the  time  when  and  the  place  where  the  same  is  to  be  made,  and 
shall  contain  a  brief  general  description  of  the  property  to  be  sold,  and 
shall  be  sufficiently  given  it'  published  once  in  each  week  for  four  successive 
calendar  weeks  prior  to  such  sale  in  two  newspapers  published  in  the 
Borough  of  Manhattan  in  the  City  of  New  York,  State  of  New  York,  and 
in  one  newspaper  published  in  the  City  of  Chicago,  State  of  Illinois,  and 
otherwise  as   may   be   required   by   law. 

§  8.  From  time  to  time  the  Trustees  or  Trustee,  or  other  person,  acting 
therein,  may  adjourn  any  sale  to  be  made  under  the  provisions  of  this  in- 
denture, by  announcement  at  the  time  and  place  appointed  for  such  sale 
or  for  such  adjourned  sale  or  sales;  and  without  further  notice  or  publica- 
tion, such  sale  may  be  made  at  the  time  and  place  to  which  the  same  shall 
be  so  adjourned, 

?  !'.  Upon  the  completion  of  any  sale  or  sales  under  or  by  virtue  of 
this  indenture,  the  Trustees  shall  execute  and  shall  deliver  to  the  accepted 

purchaser  a  good  and  sufficient  deed  or  other  instrument  conveying,  assign- 
ing and  transferring  the  property  and  franchises  sold.  The  Trustees  and 
their  successors  are  hereby  appointed  the  attorneys  irrevocable  of  the  Rail- 
road Company,  in  its  name  and  stead,  to  make  all  necessary  conveyances 
and  assignments  of  property,  and  all  accessary  transfers,  of  shares  of  stock 
and  bonds  Or  other  obligations  sold,  and  for  that  purpose  they  may  execute 
all  necessary  dee. Is  and  instruments  of  assignment  and  transfer,  and  may 
substitute   one   or   more    persons   with    like   power,   the    Railroad   Company 

hereby  ratifying  and  confirming  all  that  its  said  attorneys,  or  such  sub- 
stitute or  substitutes,  shall  lawfully  do  by  virtue  hereof.  Nevertheless,  the 
Railroad  Company,  if  so  requested  by  the  Trustees,  shall  join  in  the  execu- 
tion   and    delivery    of    such    conveyances,    assignments   and    transfers. 

Any  such  sale  made  under  or  by  virtue  of  this  indenture,  whether  under 
the  power  of  >ale  herein  granted  or  pursuant  to  judicial  proceedings,  shall 
operate  to  divest  all  right,  title,  interest,  claim  and  demand,  either  at  law 
or  in  equity,  of  the  Railroad  Company,  in  and  to  the  premises  sold,  and 
shall  be  a  perpetual  bar,  both  at  law  and  in  equity,  against  the  Railroad 
Company,  it-  ors  and  ;i-m-ii>,  and  against  any  and  all  persons  claim- 

ing or  to  claim  the  premises  sold  or  any  part  thereof,  from,  through  or 
under   the   Railroad   Company  or  its  successors  or  assigns. 

The  personal  property  and  chattel-  conveyed  or  intended  to  be  conveyed 
by  this  indenture,  other  than  stock,  bonds  and  other  securities  and  claims, 
shall  be  held  and  taken  to  be  fixtures  and  appurtenances  of  the  mortgaged 
railroads. 

§  10.  The  receipt  of  the  Corporate  Trustee  or  other  person  authorized 
to  receive  the  same,  for  the  purchase  mony,  shall  be  a  sufficient  discharge 
therefor  to  any  purchaser  of  the  property  or  any  part  thereof  sold  as 
aforesaid;  and  no  such  purchaser,  or  his  representatives,  grantees  or  assigns, 
after  paying  such  purchase  money  and  receiving  such  receipt,  shall  be 
bound  to  see  to  the  application  of  such  purchase  money  upon  or  for  any 
trust  or  purpose  of  this  indenture,  or  in  any  manner  whatsoever  be  answer- 
able for  any  loss,  misapplication   or  uouapplieatiou  of  auy  such  purchase 


CORPORATE  HISTORY  513 

money,  or  be  bound  to  inquire  as  to  the  authorization,  necessity,  expediency 
or  regularity  of  any  such  sale. 

§  11.  In  case  of  any  sale  under  the  provisions  of  this  Article  Seven, 
whether  made  under  the  power  of  sale  herein  granted  or  pursuant  to 
judicial  proceedings,  or  in  case  of  any  sale  in  foreclosure  of  the  said 
General  Mortgage  of  the  Eailroad  Company,  or  of  said  Illinois  Division 
Mortgage  of  the  Railroad  Company,  or  of  said  Nebraska  Extension  Mort- 
gage of  the  Eailroad  Company,  the  whole  of  the  principal  sums  of  the 
bonds  hereby  secured,  if  not  previously  due,  shall  at  once  become  due  and 
payable,  anything  in  said  bonds  or  in  this  indenture  to  the  contrary  not- 
withstanding. 

§  12.  The  purchase  money,  or  the  proceeds  or  avails  of  any  such  sale, 
whether  made  under  the  power  of  sale  herein  granted  or  pursuant  to 
judicial  proceedings,  together  with  any  other  sums  which  then  may  be 
held  by  the  Trustees  or  either  of  them  under  any  of  the  provisions  of  this 
indenture  as  part  of  the  trust  estate,  shall  be  applied  as  follows: 

First.  To  the  payment  of  the  costs  and  expenses  of  such  sale,  including 
a  reasonable  compensation  to  the  Trustees,  their  agents,  attorneys  and 
counsel,  and  of  all  expenses,  liabilities  or  advances  made  or  incurred  by  the 
Trustees  or  either  of  them  under  this  indenture,  and  to  the  payment  of 
all  taxes,  assessments  or  liens  prior  to  the  lien  of  this  indenture,  except 
any  taxes,  assessments  or  other  superior  liens  subject  to  which  such  sale 
shall  have  been  made. 

Second.  To  the  payment  equally  and  ratably  of  the  whole  amount  then 
owing  or  unpaid  for  principal  and  interest,  upon  the  bonds  and  coupons 
hereby  secured  with  interest  on  the  principal  and  the  overdue  installments 
of  interest  at  the  same  rates  respectively  as  were  borne  by  the  respective 
bonds  whereof  the  principal  or  installments  of  interest  may  be  overdue, 
and  in  case  such  proceeds  shall  be  insufficient  to  pay  in  full  the  whole 
amount  so  due  and  unpaid,  then  to  the  payment  of  such  principal  and  in- 
terest, without  preference  or  priority  of  principal  over  interest,  or  of  in- 
terest over  principal,  or  of  any  installment  of  interest  over  any  other  in- 
stallment of  interest,  ratably  to  the  aggregate  of  such  principal  and  accrued 
and  unpaid  interest,  except  as  otherwise  provided  in  Section  1  of  this 
Article  Seven. 

Third.  To  the  payment  of  the  surplus,  if  any,  to  the  Eailroad  Company, 
its  successors  or  assigns,  or  to  whomsoever  may  be  lawfully  entitled  to  re- 
ceive the  same. 

§  13.  Upon  any  sale  as  aforesaid,  any  purchaser,  for  the  purpose  of 
making  settlement  or  payment  for  the  property  purchased,  shall  be  en- 
titled to  use  and  apply  any  bonds  and  any  matured  and  unpaid  interest 
obligations  secured  by  this  indenture  (except  as  otherwise  provided  in  Sec- 
tion 1  of  this  Article  Seven),  by  presenting  the  bonds  or  other  evidences 
of  any  of  such  indebtedness  hereby  secured  so  that  there  may  be  credited 
as  paid  thereon  the  sums  applicable  to  such  payment  pursuant  to  the  pro- 
visions of  Section  12  of  this  Article  Seven ;  and  such  purchaser  shall  be 
credited  on  account  of  the  purchase  price  of  the  property  purchased,  with 
the  sums  payable  out  of  such  net  proceeds  on  the  bonds  and  coupons  so 


514         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

presented;  and  at  any  such  sale  any  bondholder  or  any  other  person  may 
bid  for  and  purchase  such  property,  and  may  make  payment  therefor  as 
aforesaid,  and  upon  compliance  with  the  terms  of  sale,  may  hold,  retain 
and   dispose  of  such   property  without  further   accountability   therefor. 

$  14.  The  Railroad  Company  will  not  at  any  time  insist  upon  or  plead, 
or  in  any  manner  whatever  claim  or  take  the  benefit  or  advantage  of,  any 
stay  or  extension  law  now  or  at  any  time  hereafter  in  force;  nor  will  it 
claim,  take  or  insist  on  any  benefit  or  advantage  from  any  law  now  or 
hereafter  in  force  providing  for  the  valuation  or  appraisement  of  the 
mortgaged  premises,  or  any  part  thereof,  prior  to  any  sale  or  sales  there- 
of to  be  made  pursuant  to  any  provision  contained  in  this  indenture  or 
to  the  decree  of  any  court  of  competent  jurisdiction;  nor  after  any  such 
sale  or  sales  will  it  claim  or  exercise  any  right  conferred  by  any  statute 
enacted  by  any  state,  or  otherwise,  to  redeem  the  property  so  sold,  or  any 
part  thereof;  and  it  hereby  expressly  waives  all  benefit  and  advantage  of 
any  such  law  or  laws  and  covenants  that  it  will  not  hinder,  delay  or  impede 
the  execution  of  any  power  herein  granted  and  delegated  to  the  Trustees 
or  either  of  them,  but  that  it  will  suffer  and  permit  the  execution  of  every 
such    power   as   though   no  such   law  or  laws  had   been   made  or  enacted. 

$  1.").  rpon  filing  a  bill  in  equity,  or  upon  commencement  of  any  other 
judicial  proc I i i i u -  1"  enforce  any  right  of  the  Trustees  or  of  the  bond- 
holder under  tin-  indenture,  the  Trustees  shall  be  entitled  to  exercise  the 
right  of  entry  herein  conferred  ami  provided  to  be  exercised  by  the  Trustees 
upon  the  occurrence  and  continuance  of  default,  a-  hereinbefore  provided; 

and  a-  matter  of  right  the  Trustee-  shall  be  entitled  to  the  appointment 
of  a  receiver  of  the  mortgaged  premises,  and  of  the  earnings,  income, 
revenue,  rent-,  issues  and  profits  thereof,  with  such  powers  as  the  court 
making  such  appointment  shall  confer;  but  notwithstanding  the  appoint- 
ment of  any  receiver,  the  Corporate  Trustee  shall  lie  entitled  to  continue 
to  retain  possession  and  control  of  any  stocks,  bonds,  cash  and  indebted- 
ness  pledged  or  to  be  pledged  with  the  Trustees  under  this  indenture. 

§  16.  Xo  holder  of  any  bond  or  coupon  hereby  seemed  shall  have  any 
right  to  institute  any  suit,  action  or  proceeding  in  equity  or  at  law  for 
the  foreclosure  of  this  indenture  or  for  the  execution  of  any  trust  hereof 
or  for  the  appointment  of  a  receiver,  or  for  any  other  remedy  hereunder, 
unless  the  holders  of  twenty-five  per  cent,  in  principal  amount  of  the  bonds 
hereby  secured  then  outstanding,  shall  have  requested  the  Trustees  in  writ- 
ing to  take  action  in  respect  of  the  matter  complained  of,  and  shall  have 
afforded  to  them  a  reasonable  opportunity  either  to  proceed  to  exercise  the 
powers  hereinbefore  granted,  or  to  institute  such  action,  suit  or  proceeding 
in  their  own  name;  nor  unless  also  such  bondholders  shall  have  offered 
to  the  Trustees  security  and  indemnity  satisfactory  to  them  against  the 
costs,  expenses  and  liabilities  to  be  incurred  therein  or  thereby,  nor  unless 
the  Trustees  shall  have  refused  or  neglected  to  act  on  such  notice,  request 
and  indemnity;  and  such  notification,  request  and  offer  of  indemnity  are 
hereby  declared,  in  every  such  case,  at  the  option  of  the  Trustees,  to  be 
conditions  precedent  to  the  execution  of  the  powers  and  trusts  of  this  in- 
denture and  to   any  action  or  cause  of  action   for  foreclosure   or  for  the 


CORPORATE  HISTORY  515 

appointment  of  a  receiver  or  for  any  other  remedy  hereunder ;  it  being 
understood  and  intended  that  no  one  or  more  holders  of  bonds  and  coupons 
shall  have  any  right  in  any  manner  whatever  to  affect,  disturb  or  prejudice 
the  lien  of  this  indenture  by  his  or  their  action,  or  to  enforce  any  right 
hereunder,  except  in  the  manner  herein  provided,  and  that  all  proceed- 
ings at  law  or  in  equity  shall  be  instituted,  had  and  maintained  in  the 
manner  herein  provided  and  for  the  equal  benefit  of  all  holders  of  such 
outstanding  bonds  and  coupons. 

All  rights  of  action  under  this  indenture  may  be  enforced  by  the  Trustees 
without  the  possession  of  any  of  the  bonds  or  coupons  hereby  secured  or 
the  production  thereof  on  the  trial  or  other  proceedings  relative  thereto, 
and  any  such  suit  or  proceedings  instituted  by  the  Trustees,  or  either  of 
them,  shall  be  brought,  as  the  case  may  be,  in  their  or  its  or  his  own  name, 
and  any  recovery  of  judgment  shall  be  for  the  ratable  benefit  of  the 
holders    of    said    bonds    and    coupons    and    the    other    indebtedness    hereby 

§  17.  Except  as  herein  expsessly  provided  to  the  contrary,  no  remedy 
herein  conferred  upon  or  reserved  to  the  Trustees,  or  to  the  holders  of 
bonds  hereby  secured,  is  intended  to  be  exclusive  of  any  other  remedy,  but 
each  and  every  such  remedy  shall  be  cumulative,  and  shall  be  in  addition 
to  every  other  remedy  given  hereunder  or  now  or  hereafter  existing  at  law 
or  in  equity  or  by  statute. 

§  18.  No  delay  or  omission  of  the  Trustees,  or  either  of  them,  or  of  any 
holder  of  bonds  or  other  indebtedness  secured  by  this  indenture,  to  exercise 
any  right  or  power  arising  from  any  default  continuing  as  aforesaid  shall 
impair  any  such  right  or  power,  or  shall  be  construed  to  be  a  waiver  of 
any  such   default  or  an  acquiescence  therein. 

§  19.  The  Eailroad  Company  covenants  that  (1)  in  case  default  shall 
be  made  in  the  payment  of  any  interest  or  any  bond  or  bonds  at  any  time 
outstanding  and  secured  by  this  indenture,  and  such  default  shall  have 
continued  for  the  period  of  six  months,  or  (2)  in  ease  default  shall  be 
made  in  the  payment  of  the  principal  of  any  of  such  bonds  when  the 
same  shall  have  become  payable,  whether  upon  the  maturity  of  said  bonds, 
or  upon  a  declaration  as  authorized  by  this  indenture,  or  upon  a  sale  as 
set  forth  in  Section  11  of  this  Article  Seven, — then,  upon  demand  of  the 
Corporate  Trustee,  the  Eailroad  Company  will  pay  to  the  Corporate  Trus- 
tee, for  the  benefit  of  the  holders  of  the  bonds  and  coupons  hereby  secured, 
then  outstanding,  the  whole  amount  that  then  shall  have  become  due  and 
payable  on  all  such  bonds  and  coupons  then  outstanding,  for  interest  or 
principal,  or  both,  as  the  case  may  be,  with  interest  upon  the  overdue  prin- 
cipal and  installments  of  interest  at  the  same  rates  respectively  as  were 
borne  by  the  respective  bonds  whereof  the  principal  or  installments  of  in- 
terest shall  be  overdue;  and  in  case  the  Railroad  Company  shall  fail  to 
pay  the  same  forthwith  upon  such  demand,  the  Trustees,  or  either  of  them 
(the  other  having  in  writing  given  assent  thereto),  in  their,  his  or  its  own 
names  or  name,  and  as  the  trustees  or  trustee  of  an  express  trust,  shall  be 
entitled  to  recover  judgment  against  the  Railroad  Company  for  the  whole 
amount  so  due  and  unpaid. 


516         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

The  Trustees  or  either  of  them  shall  be  entitled  to  recover  judgment 
as  aforesaid,  either  before  or  after  or  during  the  pendency  of  any  pro- 
ceedings for  the  enforcement  of  the  lien  of  this  indenture,  and  the  rigid 
of  the  Trustees  to  recover  such  judgment  shall  not  be  affected  by  any 
entry  or  sale  hereunder,  or  by  the  exercise  of  any  other  right,  power  or 
remedy  for  the  enforcement  of  the  provisions  of  this  indenture  or  the  fore- 
closure of  the  lien  hereof;  and  in  case  of  a  sale  of  Hie  property  subject  to 
this  indenture,  and  of  the  application  of  the  proceeds  of  sale  to  the  pay- 
ment of  the  debt  secured  by  this  indenture,  the  Trustees,  or  either  of  them 
(the  other  having  in  writing  given  assenl  thereto)  in  their,  his  or  its 
own  names  or  name,  and  as  trustees  or  trustee  of  an  express  trust,  shall 
be  entitled  to  enforce  payment  of  and  to  receive  all  amounts  then  remain- 
ing due  and  unpaid  upon  any  and  all  of  the  bonds  issued  under  this  inden- 
ture and  then  Outstanding  for  the  benefit  of  the  holders  thereof,  and  shall 
be  entitled  to  recover  judgment  for  any  portion  of  the  debt  remaining 
unpaid,  with  interest.  No  recovery  of  any  such  judgment  by  the  Trustees, 
or  either  of  them,  and  UO  levy  of  any  execution  upon  any  such  judgment 
upon  property  subject  to  this  indenture,  or  upon  any  other  property,  shall 

in   any   manner   or   to   any   extent   affect    the   lien   of   this   indenture   upon   the 

property  or  any  part  of  the  property  Bubject  to  this  indenture,  or  any 
rights,  powers  or  remedies  of  the  Trustees  hereunder,  or  any  lien,  rights, 
powers  or  remedies  of  the  holders  of  the  bonds  hereby  secured,  but   such 

lien,    rights,    powers    ami    remedies    of    the    Trustees    and    id'    the    bondholders 

shall  continue  unimpaired  as  before. 

Any  moneys  thus  collected  by  the  Trustees,  or  either  of  them,  under  this 

Section  l!»  of  Article  Seven  shall  be  applied  by  the  Trustees  towards  pay- 
ment of  the  amounts  then   due  and   unpaid   upon   such   hoods  and  coupons  in 

respect  of  which  such  moneys  >hall  have  I n  collected,  ratably  ami  with- 
out any  prefi  I  priority  of  any  kind  (except  as  provided  in  Section 
1  of  this  Article  3  .  according  to  the  amounts  due  and  payable  upon 
such  bunds  and  coupons,   respectively,  at   the  date  fixed  by  the  Corporate 

Trustee   for   the   distribution   of   such    i teys,    upon    presentation   of   the 

ral  bonds  and  coupons  and  stamping  such   payment  thereon,  if  partly 
paid,    and    upon    surrender   thereof,   if    fully    paid. 

.  the  foregoing  provisions  of  this  Section  19  of  Article 
,  and  the  powers  hereby  granted  to  the  Trustees  are  strictly  subject 
to  the  limitation  that,  if  by  the  commencement  of  any  action  at  law  to 
recover  judgment  for  any  amount  due  and  unpaid  upon  said  bonds  or 
coupons  hereunder,  or  by  the  exercise  of  any  other  remedy  prior  to  or  con- 
currently with  proceedings  to  enforce  the  lien  of  this  indenture  upon  the 
mortgaged  premises,  the  lien  of  this  indenture  upon  any  of  the  mortgaged 
premises  or  the  security  hereby  provided  for  would  be  surrendered,  waived 
or  lost,  despite  the  foregoing  provisions  of  this  Section  19  of  Article  Seven, 
neither  the  Trustees  nor  either  of  them  shall  have  power  to  commence  such 
action  at  law  or  to  exercise  such  prior  or  concurrent  remedy. 

In  case  any  statute  now  in  force  which  provides  that  the  commence- 
ment of  an  action  to  recover  a  debt  secured  by  mortgage  shall  be  deemed 
a   waiver  of  the  security  thereof,  or   which   prohibits  the  exercise  of  any 


CORPORATE  HISTORY  517 

other  remedy  prior  to  or  concurrently  with  proceedings  to  enforce  the 
lien  of  a  mortgage  upon  the  premises  mortgaged,  or  impedes  or  suspends 
the  virtue  of  any  of  the  foregoing  provisions  of  this  Section  19  of  Article 
Seven,  of  which  statute  the  Eailroad  Company  might  take  advantage 
despite  said  provisions,  shall  hereafter  be  repealed  or  cease  to  be  in  force, 
such  statute  shall  not  be  deemed  to  have  become  or  be  a  part  of  the  con- 
tract contained  in  this  indenture. 

Nothing  in  this  Section  19  of  Article  Seven  or  elsewhere  in  this  indenture 
or  in  the  bonds  or  in  the  coupons  attached  to  coupon  bonds  shall  affect  or 
impair  the  obligation  of  the  Eailroad  Company,  which  is  unconditional 
and  absolute,  to  pay  the  principal  and  interest  of  the  bonds  to  the  respective 
holders  of  the  bonds  and  to  the  respective  holders  of  the  coupons  attached 
to  coupon  bonds,  at  the  times  and  places  in  such  bonds  and  coupons  stated, 
nor  affect  or  impair  the  right  of  action,' which  is  also  absolute  and  un- 
conditional, of  such  holders  to  enforce  such  payment. 

§  20.  At  any  time  hereafter  before  full  payment  of  the  indebtedness 
secured  hereby,  and  whenever  it  shall  deem  expedient  for  the  better  pro- 
tection or  security  of  such  indebtedness  (although  then  there  shall  be  no 
default  entitling  the  Trustees  to  exercise  the  rights  and  powers  conferred 
by  Section  2  or  Section  3  of  this  Article  Seven),  the  Eailroad  Company, 
with  the  consent  of  the  Corporate  Trustee,  may  surrender  and  may  deliver 
to  the  Trustees,  or  either  of  them,  full  possession  of  the  whole,  or  of  any 
part  of  the  mortgaged  premises,  and  may  authorize  the  Corporate  Trustee 
to  collect  the  dividends  and  interest  on  all  shares  of  stock,  bonds  and  other 
obligations  subject  to  this  indenture,  and  to  vote  upon  all  such  shares  of 
stock,  for  any  period,  fixed  or  indefinite.  In  such  event  the  Trustees,  or 
(if  the  Corporate  Trustee  shall  deem  it  advisable)  the  Individual  Trustee, 
shall  enter  into  and  upon  the  mortgaged  premises  so  surrendered  and  de- 
livered, and  shall  take  and  receive  possession  thereof,  for  such  period,  fixed 
or  indefinite,  as  aforesaid,  without  prejudice,  however,  to  the  right  of  the 
Trustees,  or  either  of  them,  at  any  time  subsequently,  when  entitled  there- 
to by  any  provision  hereof,  to  insist  upon  maintaining  and  to  maintain 
such  possession  though  beyond  the  expiration  of  any  such  prescribed  period; 
and  the  Trustee  entering  upon  such  possession  from  the  time  of  entry, 
shall  work,  maintain,  use,  manage,  control  and  employ  the  mortgaged  prem- 
ises in  accordance  with  the  provisions  of  this  indenture,  and  shall  receive 
and  apply  the  income  and  revenues  thereof  as  provided  in  Section  2  of 
this  Article  Seven.  Upon  application  of  the  Trustees,  and  with  the  con- 
sent of  the  Eailroad  Company  if  then  there  be  no  continuing  default  such 
as  is  specified  in  said  Section  2  of  this  Article  Seven,  and  without  such 
consent  if  then  there  shall  be  such  a  continuing  default,  a  receiver  may 
be  appointed  to  take  possession  of,  and  to  operate,  maintain  and  manage, 
the  whole  or  any  part  of  the  mortgaged  premises,  and  the  Eailroad  Com- 
pany shall  transfer  and  deliver  to  such  receiver  all  such  property,  whereso- 
ever the  same  may  be  situated;  and  in  every  case,  when  a  receiver  of  the 
whole  or  of  any  part  of  said  mortgaged  premises  shall  be  appointed  under 
this  Section  20  of  Article  Seven,  or  otherwise,  the  net  income  and  profits 
of  such  property  shall  be  paid  over  to,  and  shall  be  received  by,  the  Cor- 


518         CHICAGO,  BURLINGTON   cV   QTJINCT  RAILROAD  COMPANY 

porate  Trustee  for  the  benefit  of  the  holders  of  the  bonds  and  the  other 
indebtedness  secured  by   this  indenture. 

The  provisions  of  this  Section  20,  however,  are  subject  to  the  exclusive 
right  of  the  Corporate  Trustee  to  retain  possession  and  control  of  any 
stocks,  bonds,  cash  and  indebtedness  pledged  or  to  be  pledged  with  the 
Trustees  hereunder. 

$21.  The  Trustees  shall  have  power  to  institute  and  to  maintain  such 
suits  and  proceedings  as  they  may  be  advised  shall  be  necessary  or  ex- 
pedient to  prevent  any  impairment  of  the  security  hereunder  by  any  acts 
of  the  Railroad  Company,  or  of  others,  in  violation  of  this  indenture  or 
unlawful,  or  as  the  Trustees  may  be  advised  shall  be  necessary  or  ex- 
pedient  to  preserve  and  to  protect  its  interests  and  the  security  and  in- 
terests of  the  holders  of  the  indebtedness  hereby  secured,  in  respect  of  the 
property  subject  to  this  indenture,  or  in  respect  of  the  income,  earnings, 
rent-,  issues  and  profits  thereof,  including  power  to  institute  and  to  main- 
tain suit-  or  proceedings  to  restrain  the  enforcement  of,  or  compliance 
with,  or  the  observance  of,  any  legislative  or  other  governmental  enact- 
ment, rule  or  order  that  may  be  unconstitutional  or  otherwise  invalid,  if  the 
enforcement  of,  or  compliance  with,  or  observance  of,  such  enactment,  rule 
or  order  would  impair  the  security  hereunder  or  be  prejudicial  to  the 
interests  of  the  holders  of  the  indebtedness  hereby  secured  or  of  the 
Trusl 

v>  22.  Nothing  in  this  indenture,  or  in  the  bonds  issued  hereunder,  ex- 
■  >r  implied,  is  intended,  or  shall  be  construed,  to  giye  to  any  per- 
son  or  corporation,  other  than  the  parties  hereto  and  the  holders  of  bonds 
by  tins  indenture,  any  legal  or  equitable  right,  remedy,  or  claim 
under  or  in  respect  of  this  indent  lire,  or  under  any  covenant,  condition  or 
provision  herein  contained;  all  it-  covenants,  conditions  and  provisions 
being  intended  to  be  and  being  for  the  sole  and  exclusive  benefit  of  the 
parti  ■  and   of  the  holders  of  the  bonds   hereby   secure. 1. 

§  23.  Anything  in  this  indenture  to  the  contrary  notwithstanding,  in 
ral  series  of  bonds  be  outstanding  under  this  indenture  and  de- 
fault shall  be  made  in  the  principal  or  interest  of  the  bonds  of  any  one 
or  more  of  said  series  and  not  in  reaped  of  the  bonds  of  one  or  more 
others,  then  whatever  action  in  this  Article  Seven  it  is  provided  may 
or  shall  be  taken  upon  such  default  (continuing  as  in  this  indenture 
provided  ,  by  or  upon  thi  j1   of  the  holders  of  a  specified  percentage 

of  bonds  outstanding,  may  or  shall  be  taken,  in  respect  of  the  bonds  of 
the  series  in  respect  of  which  such  default  shall  have  been  made,  by  or 
upon  the  request  of  the  holders  of  a  majority  in  amount  of  the  outstand- 
ing bonds  of  such  series  upon  winch  such  default  shall  have  occurred. 

Article  Eight 
bondholders'  acts,  holdings  and  apparent  authority 

Any  request  or  other  instrument  required  by  this  indenture  to  be  signed 
and  executed  by  bondholders,  may  be  in  any  number  of  concurrent  in- 
struments of  similar  tenor,  and  may  be  signed  or  executed  by  such  bond- 
holders in  person  or  by  agent  appointed   in   writing.     Proof  of  the  execu- 


CORPORATE  HISTORY  519 

tion  of  any  such  request  or  other  instrument,  or  of  a  writing  appointing 
any  such  agent,  and  of  the  holding  by  any  person  of  coupon  bonds  trans- 
ferable by  delivery,  shall  be  sufficient  for  any  purpose  of  this  indenture, 
and  may  be  received  as  conclusive,  by  the  Trustees  and  each  of  them,  if 
made  in  accordance  with  the  provisions  of  this  Article  Eight. 

The  fact  and  date  of  the  execution  by  any  person  of  any  such  request 
or  other  instrument  in  writing,  may  be  proved  by  the  certificate  of  any 
notary  public  or  other  officer  authorized  to  take  acknowledgments  of 
deeds  to  be  recorded  in  the  State  of  New  York,  that  the  person  signing 
such  request  or  other  instrument  acknowledged  to  him  the  execution  there- 
of, or  by  an  affidavit  of  a  witness  to  such  execution. 

The  aggregate  amount  of  coupon  bonds  transferable  by  delivery,  held 
by  any  person  executing  any  such  request  or  other  instrument  as  a  bond- 
holder, and  the  distinctive  numbers  of  such  bonds,  and  the  date  of  his 
holding  the  same  (which  holding  the  Trustees  may  deem  to  continue  until 
the  Corporate  Trustee  shall  have  received  notice  in  writing  to  the  con- 
trary), may  be  proved  by  a  certificate  executed  by  any  trust  company, 
bank,  bankers  or  other  depositary,  wherever  situated,  setting  forth  that  at 
the  date  therein  mentioned  such  person  had  on  deposit  with  such  depositary 
the  bonds  described  in  such  certificate,  or  such  facts  may  be  proved  by  the 
certificate  or  affidavit  of  the  person  executing  such  request  or  other  in- 
strument as  a  bondholder,  if  any  such  certificate  or  affidavit  shall  be 
deemed  by  the  Corporate   Trustee   to   be  satisfactory. 

The  fact  and  date  of  execution  of  any  request  or  other  instrument,  and 
the  amount  and  numbers  of  coupon  bonds  held  by  the  person  so  executing 
such  request  or  other  instrument,  may  also  be  proved  in  any  other  manner 
which  the  Corporate  Trustee  may  deem  sufficient. 

The  ownership  of  registered  coupon  bonds  or  of  registered  bonds  with- 
out coupons  shall  be  proved  by  the  registers  of  such  bonds. 

Any  request,  consent  or  vote  of  the  owner  of  any  bond  shall  bind  all 
future  owners  of  the  same  bond,  and  of  bonds  issued  in  exchange  there- 
for or  in  place  thereof,  in  respect  of  anything  done  or  suffered  by  the 
Trustees,  in  pursuance  of  such  request,  consent  or  vote. 

Article  Nine 
releases  of  mortgaged  and  pledged  property 

Section  1.  From  time  to  time,  subject  to  the  conditions  and  limitations 
in  this  Article  Nine  prescribed  and  not  otherwise,  and  upon  delivery  to  the 
Corporate  Trustee  of  (1)  the  written  request  of  the  Railroad  Company, 
(2)  a  certified  copy  of  a  resolution  of  its  Board  of  Directors  authorizing 
such  request,  and  (3)  the  certificate  of  its  President  or  one  of  its  Vice 
Presidents  and  its  Chief  Engineer  or  Treasurer  or  Comptroller  or  other 
chief  accounting  officer,  which  certificate  shall  conform  to  the  provisions 
hereinafter  in  this  section  set  forth, — the  Trustees  shall  release  from  the 
lien  of  this  indenture  any  part  of  the  right  of  ways,  lands,  leaseholds  and 
other  property  (other  than  stocks,  bonds  or  securities)  then  subject  to  this 
indenture  and  specified  in   such  resolution  and  certificate. 


520         CHICAGO,  BURLIXGTOX  &   QUIXCY  RAILROAD   COMPANY 

Such  certificate  shall  set  forth  (o)  a  description  of  the  property  a  re- 
lease of  which  is  requested,  and  that  such  property  is  not  necessary  or  ad- 
vantageous for  the  operation,  maintenance  or  use  of  any  of  the  lines  of 
railroad  which  or  the  leases  of  which  are  then  subject  to  the  lien  of  this 
indenture  or  for  use  in  connection  with  the  business  of  the  Eailroad  Com- 
pany, or  that  the  release  thereof  is  required  as  an  incident  to  changes  or 
modification  in  the  purpose,  route  or  location  of  a  line  of  railroad  or  a 
terminal;  (b)  that  the  general  integrity  and  continuity  of  the  system  of 
lines  of  railroad  of  the  Railroad  Company  will  not  be  impaired  by  the 
execution  of  the  release  requested;  (c)  that  the  release  requested  is  required 
for  the  purpose  of  carrying  out  an  agreement  for  the  sale  of  the  property 
to  be  released  or  for  the  exchange  thereof  for  other  property,  or  as  an 
incident  to  some  change  or  modification  in  the  purpose,  location  or  route 
of  a  line  of  railroad  subject  to  the  lien  of  this  indenture,  or  as  an  incident 
to  some  change  or  modification  in  some  terminal  subject  to  this  indenture; 
(d)  the  selling  price  of  the  property  a  release  of  which  is  requested, 
if  such  property  is  to  be  sold,  and  a  description  of  the  property,  if 
any,  to  be  received  in  exchange  therefor;  and  (e)  that  the  fair  value 
of  the  property  a  release  of  which  is  requested  is  not  greater  than  the 
price  at  which  the  same  is  to  be  sold,  or  the  fair  value  of  the  property  to 
be  received  in  exchange,  as  the  case  may  be;  but  such  statement  of  value 
shall  not  be  required  in  a  case  where  the  property  is  not  to  be  sold  or  ex- 
changed but  the  release  thereof  shall  be  requested  as  incident  to  some 
change  or  modification  in  the  purpose,  location  or  route  of  a  line  of  rail 
road  or   terminal. 

\>  2.  From  time  to  time  the  Trustees  shall  release  from  the  lien  of  this 
indenture  any  franchise  or  portion  thereof  which  is  to  be  or  shall  have 
been  surrendered  by  the  Railroad  Company,  and  any  tracks  and  structures 
which  are  to  be  or  shall  have  been  removed  or  abandoned  by  it,  provided, 
that  such  surrender  of  franchise  or  such  removal  or  abandonment  of 
tracks  or  structures  shall  be  made  or  shall  have  been  made  pursuant  to 
authority  of  law,  and  pn  urthi      that  the  general  integrity  and  con- 

tinuity  of  t;  '  i    of  lines  of  railroad  of  the  Railroad  Company  shall 

not  be  thereby  unpaired.  Such  release  shall  be  executed  by  the  Trustees 
upon  delivery  to  the  Corporate  Trustee  of  (1)  the  written  request  there- 
for of  the  Railroad  Company,  (2)  a  certified  copy  of  a  resolution  of  its 
Board  of  Directors  authorizing  such  request,  (3)  the  certificate  of  the 
President  or  a  Vice  President  and  the  Chief  Engineer  or  Treasurer  or 
Comptroller  or  other  chief  accounting  officer  of  the  Railroad  Company 
setting  forth  the  facts  relating  to  such  surrender,  removal  or  abandonment, 
and  that  the  general  integrity  and  continuity  of  the  system  of  lines  of 
railroad  of  the  Railroad  Company  will  not  be  thereby  impaired,  (4)  a 
copy  of  any  authority  of  any  public  agency,  if  such  there  be  authorizing 
the  surrender,  removal  or  abandonment,  or  a  copy  of  the  agreement  or  a 
statement  of  the  legal  requirement  to  comply  with  which  such  release  is 
requested,  and  (5)  the  written  opinion  of  counsel  for  the  Railroad  Com- 
pany that  the  release  requested  is  in  accordance  with  or  pursuant  to 
clause  (4)   of  this  Section  2. 


CORPORATE  HISTORY  521 

§  3.  If,  by  a  final  decree  of  any  competent  court  having  jurisdiction 
in  the  premises,  in  an  action  or  proceeding  to  which  the  Trustees  are 
parties,  the  Railroad  Company  shall  be  required  to  part  with  the  owner- 
ship, possession  or  operation  of  any  portion  or  portions  of  the  mortgaged 
premises,  then  and  in  any  such  event  such  portion  as  it  may  be  so  re- 
quired to  part  with  shall  be  released  from  the  lien  of  this  indenture  upon 
such  terms  and  conditions  as  in  such  decree  may  be  prescribed. 

§  4.  Any  property  acquired  by  the  Railroad  Company  in  exchange  for 
or  to  take  the  place  of  any  property  released  hereunder,  or  as  incident  to 
a  change  or  modification  in  right  of  way  or  terminals,  ipso  facto  shall  be- 
come and  shall  be  subject  to  the  lien-  of  this  indenture  as  fully  as  if 
specifically  mortgaged  hereby;  but,  if  requested  by  the  Trustees,  the  Rail- 
road Company  will  convey  the  same  to  them  by  appropriate  deeds  and  as- 
signments upon  the  trusts  and  for  the  purposes  of  this  indenture.  The 
Railroad  Company  shall  deliver  to  the  Corporate  Trustee  the  written 
opinion  of  counsel  for  the  Railroad  Company  to  the  effect  either  that  such 
deeds  or  other  instruments  are  sufficient  for  that  purpose,  or  that  any  such 
deeds  or  other  instruments  are  not  necessary  to  subject  any  such  property 
to  the  lien  of  this  indenture  as  aforesaid. 

§  5.  The  Railroad  Company  may  sell  and  dispose  of  any  stocks,  bonds 
or  other  securities  which  at  any  time  may  be  subject  to  the  lien  of  this 
indenture;  provided,  that  the  same  shall  be  sold  for  not  less  than  the  full 
and  fair  value  thereof. 

Upon  the  request  of  the  Railroad  Company,  evidenced  by  resolution 
adopted  by  vote  of  not  less  than  two-thirds  of  the  whole  number  of  its 
Board  of  Directors,  and  upon  the  certificate  of  its  President  or  one  of 
its  Vice  Presidents  and  of  its  Chief  Engineer  or  Treasurer  or  Comptroller 
or  other  chief  accounting  officer,  stating  the  price  at  which  such  stock, 
bonds  or  other  securities  are  to  be  sold  or  shall  have  been  sold,  and  that 
such  price  is  the  full  and  fair  value  thereof,  and  any  other  facts  which  the 
Corporate  Trustee  may  require  to  be  stated  concerning  the  same,  the 
Trustees  shall  release  such  stocks,  bonds  or  other  securities  so  sold  from  the 
lien  of  this  indenture,  and  shall  deliver  the  same,  if  in  the  possession  of 
either  of  the  Trustees,  to  the  purchaser  thereof  pursuant  to  the  provisions  of 
the  resolutions  aforesaid;  provided,  however,  that  the  consideration  there- 
for shall  be  simultaneously  paid  over  to  the  Corporate  Trustee  unless  applied 
in  accordance  with  the  terms  of  a  prior  pledge  or  assignment,  and  provided, 
further,  that  if  the  Corporate  Trustee  shall  so  request,  the  full  and  fair 
value  of  such  stocks,  bonds  or  other  securities  so  to  be  released  shall  be 
appraised  by  an  appraiser  or  appraisers  appointed  by  the  Railroad  Com- 
pany and  satisfactory  to  the  Corporate  Trustee. 

The  Trustees  may  also,  anything  in  this  section  notwithstanding,  upon 
like  request  of  the  Railroad  Company,  release  any  stocks,  bonds  or  other 
securities  from  the  lien  of  this  indenture  upon  the  delivery  or  assignment 
to  the  Corporate  Trustee,  to  be  held  hereunder,  of  other  stocks,  bonds  or 
securities  equal  in  value  to  those  released,  the  value  of  the  released  and 
substituted  stocks,  bonds  or  other  securities  to  be  appraised,  if  requested 
by   the   Corporate    Trustee,   in    the   manner   hereinbefore   provided   in   this 


522         CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD   COMPANY 

section  in  the  case  of  a  sale  thereof;  provided,  that  (except  in  the  case  of 
any  bridge,  depot  or  terminal  company),  it  shall  not  sell  or  dispose  of 
Less  than  the  entire  amount  of  stock  (except  for  the  purpose  of  qualify- 
ing officers  or  directors)  or  the  entire  amount  of  bonds  or  other  securities 
of  any  one  corporation  held  subject  to  the  lien  hereof;  and  provided, 
further,  that  the  Trustees  shall,  upon  request  of  the  Railroad  Company, 
without  the  substitution  of  other  stocks,  bonds  or  securities  equal  in  value, 
release  from  the  lien  of  this  indenture  such  number  of  the  shares  of  capital 
stock  of  any  bridge,  depot  or  terminal  company  at  any  time  pledged  here- 
under, as  may  W>  required  to  be  transferred  by  the  Railroad  Company  in 
the  pro  rata  reduction  in  the  number  of  shares  held  by  all  the  tenant  or 
proprietary  companies,  including  the  Railroad  Company,  upon  the  admission 
i  new  tenant  or  proprietary  company  into  the  use  of  the  facilities  of 
such  bridge,  depot  or  terminal  company. 

vn  (i.  All  moneys  receivable  for  property  released  as  provided  in  Sec- 
tion- I,  _.  3  or  5  of  tlii-  Article  Nine,  and  all  moneys  receivable  as  com- 
pensation for  an\  property  subjeel  to  this  indenture  taken  by  exercise  of 
the  power  of  eminent  domain,  and,  except  as  in  this  indenture  otherwise 
provided,  any  and  all  othi  ys  at  any  time  receivable  by  the  Trustees 

or  either  of  them,  unless  applied  in  accordance  with  the  requirements  of 
gee  oi  pledges  constituting  prior  liens  thereon  or  on  pari  thereof, 
shall  be  received  and  be  held  by  the  Corporate  Trustee  as  part  of  the 
trust  estate,  and,  at  the  requesl  of  the  Railroad  Company  and  under  its 
direction  -hall  be  paid  over  to  the  Railroad  Company  from  time  to  time 
for  any  of  the  purposes  specified  in  Sections  1,  o'  and  7  of  Article  Three  of 
this  indenture,  or  for  payment  of  bonds  issued  hereunder  and  not  refunded 
by  the  issue  of  other  bonds  hereunder,  upon  compliance  with  requirements 
applicable  to  the  paymenl  to  the  Railroad  Company  of  deposited  moneys 
under   said    Section   G  of  Article   Three. 

Any  of  the  said  moneys  may  also  be  used  by  the  Railroad  Company  for 
the  purchase  of  bond-   previously  under   the   provisions  of  this  in- 

denture, at  a  price  or  at  prices  not  exceeding  the  fair  market  value  there- 
of at  the  time  of  purchase  at  not  more  than  their  principal  amount  and  in- 
teresl  accrued  thereon;  which  bonds,  when  purchased,  shall  be  deposited 
with  the  Corporate  Trustee,  to  be  held  by  it  uncanceled,  and  subject  to  sale 
;it  r  Railroad  Company,  unless  the  Railroad  Company,  act- 

ing through  resolution  of  it-  Board  of  Directors,  shall  request  the  Cancela- 
tion thereof;  in  which  latter  event,  the  Corporate  Trustee,  upon  receipt 
from  the  Railroad  Company  of  a  duly  authenticated  copy  of  such  resolu- 
tion, shall  forthwith  cancel  the  bonds  specified  in  such  resolution.  Any 
bond  or  bonds  so  held  by  the  Corporate  Trustee  may  at  any  time  be  sold 
by  the  Railroad  Company  at  a  price  or  at  prices  not  less  than  the  fair 
market  value  thereof  at  the  time  of  sale.  When  any  such  sale  shall  be 
made  by  the  Railroad  Company,  the  Corporate  Trustee,  upon  receipt  of  the 
juice  of  the  bond  or  bonds  sold,  and  upon  request  of  the  Railroad  Company 
acting  through  resolution  of  the  Board  of  Directors,  shall  deliver  the  bonds 
so  sold  either  to  the  Railroad  Company  or  to  the  purchaser  thereof,  and 
the  proceeds  thereof  shall  form  part  of  the  moneys  available  for  use  by  the 


CORPORATE  HISTORY  523 

Railroad   Company   for   the   purposes   and  in   the   manner   in   this   Section 
specified. 

§  7.  In  case  there  shall  be  conveyed  to  the  Railroad  Company  any  line 
of  railroad  which  is  leased  to  it  under  a  lease  assigned  to  the  Trustees 
hereunder,  the  stock  of  the  lessor  company,  if  any  thereof  shall  have  been 
deposited  hereunder,  shall  be  released  from  the  lien  of  this  indenture  and 
canceled,  unless  the  lessor  company  shall  own  property  other  than  that  so 
conveyed,  in  which  latter  case  the  whole  of  the  stock  of  the  lessor  com- 
pany owned  by  the  Railroad  Company  and  held  by  the  Trustees  or  either 
of  them  hereunder,  or  such  part  thereof  as  may  be  required  for  the  pur- 
pose, may  by  the  Railroad  Company  be  sold,  applied  or  disposed  of  in 
consummating  the  purchase  of  such  leased  railroad  or  in  connection  with 
such  purchase,  or  in  connection  with  the  disposition  of  assets  remaining 
in  such  lessor  company  after  such  conveyance  of  its  railway,  and  for  such 
purpose  shall  be  released  by  the  Trustees  from  the  lien  of  this  indenture. 

In  the  event  that  the  Railroad  Company  shall  have  acquired  the  title  in 
fee  to  any  railroad  or  terminal  property  on  which  mortgage  debt  shall  be 
outstanding,  the  whole  of  which  shall  previously  have  been  pledged  here- 
under, the  Trustees,  at  the  request  of  the  Railroad  Company  contained  in  a 
resolution  of  its  Board  of  Directors,  may  cancel  and  discharge  all  such 
mortgage  debt,  so  as  to  release  such  railroad  from  the  lien  thereof. 

§  8.  From  time  to  time,  while  in  possession  of  the  mortgaged  premises, 
the  Railroad  Company  shall  have  full  power,  in  its  discretion,  and  without 
any  action  by  or  notice  to  the  Trustees,  to  dispose  of  any  portion  of  the 
fixtures,  machinery,  implements,  motive  power,  rolling  stock,  marine  equip- 
ment, or  other  chattels,  at  any  time  held  subject  to  the  lien  hereof,  which 
may  have  become  unserviceable  or  which  it  may  not  be  necessary  or  ad- 
vantageous longer  to  retain  for  use  in  connection  with  the  mortgaged  prem- 
ises, replacing  the  same  (subject  to  the  provisions  of  Section  7  of  Article 
Five)  by  new  fixtures,  machinery  or  other  property,  or  substituting  property 
of  equal  value  thereto,  which  shall  become  subject  to  the  lien  of  this  in- 
denture. 

§  9.  In  no  event  shall  any  purchaser  or  purchasers  of  any  property  sold 
or  disposed  of  under  any  provision  of  this  Article  Nine  be  required  to  see 
to  the  application  of  the  purchase  price. 

§  10.  Except  as  otherwise  in  this  indenture  provided,  the  Railroad  Com- 
pany from  time  to  time  may  terminate,  release  or  make  changes  or  altera- 
tions in,  or  substitutions  of,  any  leases,  trackage  rights,  agreements  or 
contracts  that  are  subject  to  this  indenture,  and  in  any  such  event  any 
modified,  altered  or  substituted  leases,  trackage  rights,  agreements  or  con- 
tracts forthwith  shall  become  bound  by  and  be  subject  to  the  terms  of 
this  indenture,  in  the  same  manner  as  those  previously  existing;  but  nothing 
in  this  Section  10  of  Article  Nine  contained  shall  be  construed  as  giving  to 
the  Railroad  Company  power  to  make  any  lease  of,  or  to  grant  trackage 
rights  upon,  the  mortgaged  premises,  or  to  enter  into  any  contract  affect- 
ing the  same,  except  subject  to  the  prior  lien  of  this  indenture. 

§  11.  In  case  one  or  more  of  the  events  of  default  enumerated  in  Sec- 
tion 2  of  Article  Seven  hereof  shall  have  occurred  and  shall  be  continuing, 


524         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

the  Trustees  shall  not  execute,  on  the  request  of  the  Eailroad  Company,  a 
release  of  any  of  the  property  subject  to  this  indenture.  If  such  an  event 
of  default  shall  have  occurred  and  shall  be  continuing,  then,  in  case  any 
of  the  property  subject  to  this  indenture  shall  be  in  the  possession  of  a  re- 
ceiver lawfully  appointed,  the  powers  in  and  by  this  Article  Nine  conferred 
upon  the  Eailroad  Company  and  which  it  might  exercise  but  for  the  default, 
may  be  exercised  by  such  receiver  with  the  approval  of  the  Corporate 
Trustee,  and  if  the  Trustees  or  either  of  them  shall  be  in  possession  of  any 
of  the  mortgaged  railroad  under  any  provision  of  this  indenture,  then  all 
the  powers  in  this  Article  Nine  conferred  upon  the  Eailroad  Company  may 
be  exercised  by  the  Trustees  as  deemed  best  by  the  Corporate  Trustee  in 
its  discretion. 

§  12.  A  certificate  signed  by  the  President  or  any  Vice  President  and 
by  the  Chief  Engineer  or  Treasurer  or  Comptroller  or  other  chief  accounting 
officer  of  the  Eailroad  Company  and  the  opinion  of  counsel,  as  hereinbefore 
provided,  may  be  received  by  the  Trustees  as  conclusive  evidence  of  any  of 
the  facts  mentioned  in  this  Article  Nine,  and  shall  be  full  warrant  and  pro- 
tection to  the  Trustees  and  each  of  them  for  any  action  taken  by  them  or 
either  of  them  on  the  faith  thereof. 

Article  Tex. 
i.m.mumtv  ok  officers.  directors  and  stockholders. 
No  recourse  shall  be  had  for  the  payment  of  the  principal  of  or  the  in- 
terest upon  any  bond  issued  under  this  indenture,  or  for  any  claim  based 
thereon,  or  otherwise  in  respect  thereof  or  of  this  indenture,  against  any 
incorporator,  stockholder,  officer  or  director,  past,  present  or  future,  of  the 
Eailroad  Company,  whether  by  virtue  of  any  constitution,  statute  or  rule 
of  law  or  by  the  enforcement  of  any  assessment  or  penalty  or  otherwise; 
it  being  expressly  agreed  and  understood  that  this  indenture  and  all  the 
bonds  and  coupons  hereby  secured  are  solely  corporate  obligations,  and  that 
no  personal  liability  whatever  shall  attach  to  or  is  incurred  by  any  incor- 
porator, stockholder,  officer  or  director,  past,  present  or  future,  of  the  Eail- 
road Company  because  of  the  incurring  of  the  indebtedness  hereby  author- 
ized or  under  or  by  reason  of  any  of  the  obligations,  covenants,  promises  or 
agreements  contained  in  this  indenture  or  in  any  of  the  bonds  or  coupons 
issued  hereunder  or  to  be  implied  herefrom;  and  any  and  all  personal  lia- 
bility of  every  name  and  nature  of,  and  any  and  all  rights  and  claims 
against,  every  such  incorporator,  stockholder,  officer  or  director,  whether 
arising  at  common  law  or  in  equity,  or  created  by  statute  or  constitution, 
are  hereby  expressly  released  and  waived  as  a  condition  of,  and  as  part  of 
the  consideration  for,  the  execution  of  this  indenture  and  the  issue  of  the 
bonds  and  interest  obligations  hereby  secured. 

Article  Eleven. 

supplemental  indentures. 

Section  1.     The  Eailroad  Company,  when  authorized  by  resolution  of  its 

Board  of  Directors,  and  the  Trustees,  or  either  of  them,  from  time  to  time 

and  at  any  time,  may  enter  into  an  indenture  or  indentures  supplemental 


CORPORATE  HISTORY  525 

hereto  and  which  thereafter  shall  form  a  part  hereof,  for  any  one  or  more 
of  the  following  purposes: 

(a)  To  convey,  transfer  and  assign  to  the  Trustees  and  to  subject  to 
the  lien  of  this  indenture,  with  the  same  force  and  effect  as  though  included 
in  the  granting  clauses  hereof,  additional  railroads  or  leases  thereof,  bonds, 
shares  of  capital  stock,  equipment  and  any  other  property  then  owned  by 
the  Kailroad  Company,  acquired  by  it  through  consolidation  or  merger  or 
by  purchase,  or  otherwise.  The  prior  debt  secured  by  mortgage  to  which 
any  lines  of  railroad  so  conveyed  shall  be  subject,  shall  be  specified  and 
described  and  the  amount  thereof  stated  in  such  supplemental  indenture; 
and  the  prior  debt  so  specified  and  described  shall  thereupon  and  thereafter 
be  deemed  and  taken  to  be  included  in  Section  2  of  Article  Three  hereof. 

(b)  To  specify  and  state  the  bonded  indebtedness,  and  the  amount 
thereof,  of  any  company  which  hereafter  shall  be  consolidated  with  or 
merged  into,  or  whose  railroad  property  hereafter  shall  be  acquired  by, 
the  Railroad  Company,  although  such  bonded  indebtedness  may  not  be 
secured  by  mortgage,  which  bonded  indebtedness  is  to  be  regarded  as  form- 
ing a  part  of  the  prior  debt  of  the  Railroad  Company,  and  to  retire  which, 
at  or  before  maturity,  bonds  are  to  be  reserved  as  provided  in  Section  3 
of  Article  Three  hereof. 

(c)  To  evidence  the  succession  of  another  corporation  to  the  Railroad 
Company,  or  successive  successions,  and  the  assumption  by  a  successor  cor- 
poration of  the  covenants,  and  obligations  of  the  Railroad  Company  under 
this  indenture. 

(d)  To  add  to  the  limitations  on  the  authorized  amount,  issue  and  pur- 
poses of  issue  of  bonds  specified  in  Articles  One  and  Three  hereof,  other 
limitations  to  be  thereafter  observed. 

(e)  To  make  provision  in  regard  to  matters  or  questions  arising  under 
this  indenture  as  may  be  necessary  or  desirable  and  not  inconsistent  with 
this  indenture. 

§  2.  The  Corporate  Trustee  and  the  Individual  Trustee,  or  either  of 
them,  are  hereby  authorized  to  join  with  the  Railroad  Company  in  the 
execution  of  any  such  supplemental  indenture  to  make  the  further  agree- 
ments and  stipulations  which  may  be  therein  contained,  and  to  accept  the 
conveyance,  transfer  and  assignment  of  any  property  thereunder. 

Article  Twelve. 
consolidations  and  mergers. 

Section  1.  Nothing  contained  in  this  indenture  or  in  any  bond  hereby 
secured  shall  prevent  any  consolidation  or  merger  of  the  Railroad  Company 
with  any  other  corporation  or  corporations,  or  a  series  of  consolidations  or 
mergers  or  successive  consolidations  or  mergers  to  which  the  Railroad  Com- 
pany or  its  successor  or  successors  shall  be  a  party  or  parties;  or  any  con- 
veyance and  transfer  pursuant  to  sale  under  a  judicial  decree  or  pursuant 
to  voluntary  contract  of  sale  or  otherwise  (subject  to  the  continuing  lien 
of  this  indenture  and  to  all  the  provisions  hereof  and  of  any  and  all  sup- 
plements hereto)  of  all  the  property  subject  to  this  indenture  as  an  entirety, 


526         CHICAGO,   BURLINGTON  &   QUIXCY  RAILROAD   COMPANY 

to  any  other  corporation  at  that  time  existing  under  and  by  virtue  of  the 
laws  of  any  State  or  States  or  of  the  United  States  and  empowered  to 
acquire  the  same;  provided,  however,  that  no  such  consolidation,  merger  or 
sale  shall  impair  the  lien  and  security  of  this  indenture  or  any  of  the  rights 
or  powers  hereunder  of  the  Trustees  or  either  of  them  or  of  the  holders  of 
the  indebtedness  hereby  secured,  and  that,  upon  any  such  consolidation, 
merger  or  sale,  the  due  and  punctual  payment  of  the  principal  and  interest 
of  all  of  the  bonds  hereby  secured,  according  to  their  tenor,  and  the  due 
and  punctual  performance  and  observance  of  all  of  the  covenants  and  con- 
ditions of  this  indenture  and  of  any  and  all  supplements  hereto,  shall  be 
expressly  assumed  by  the  corporation  formed  by  any  such  consolidation  or 
merger  or  purchasing  as  aforesaid. 

$  2.  In  case  of  any  such  consolidation  or  merger  or  series  of  consolida- 
tions or  mergers  or  successive  consolidations  or  mergers,  or  in  case  of  any 
such  conveyance  and  transfer,  and  in  case  the  successor  corporation  shall 
have  assumed  the  due  and  punctual  payment  of  the  principal  and  interest 
of  the  bonds  hereby  secured  and  the  performance  of  all  the  covenants  and 
conditions  of  this  indenture  and  any  and  all  supplements  hereto,  such  suc- 
-<>r  corporation  shall  succeed  to  and  be  substituted  for  the  Railroad 
Company,  party  <>t'  the  lirst  part  hereto,  with  the  same  effect  as  if  it  had 
been  named  herein  as  such  party  of  the  first  part;  and,  upon  the  order  of 
such  successor  corporation,  instead  of  the  Railroad  Company,  and  subject 
to  all  terms,  conditions  and  limitations  in  this  indenture  and  in  any  and  all 
supplements  hereto  prescribed,  the  Corporate  Trustee  shall  authenticate  and 
shall  deliver  any  of  such  bonds  which  previously  shall  have  been  signed  and 
delivered  by  the  Railroad  Company  to  the  Corporate  Trustee  for  authenti- 
cation and  any  of  such  bonds  which  thereafter  shall  lie  signed  and  delivered 
to  the  Corporate  Trustee  for  that  purpose.  And  such  successor  corporation 
may  cause  to  he  signed  and  issued,  either  in  its  own  name  or  in  the  name 
of  the  Railroad  Company,  and  under  the  corporate  seal  of  either  company, 
any  and  all  bonds  thereafter  t<>  he  issued  hereunder  which  theretofore  shall 
not  have  been  signed  by  the  Railroad  Company  ami  delivered  to  the  Corpo- 
rate Trustee.  All  of  the  bomls  issued  in  all  respects  shall  have  the  same 
legal  rank  and  security  as  the  bonds  theretofore  or  thereafter  issued  in 
accordance  with  the  terms  of  this  indenture,  as  though  all  of  said  bonds 
had  been  issued  at  the  date  of  the  execution  hereof.  In  case  of  such  con- 
solidation or  merger,  or  conveyance  and  transfer,  such  changes  in  phraseol- 
ogy and  form  (but  not  in  substance)  may  be  made  in  the  bonds  hereby 
ired,  thereafter  to  be  issued,  as  consequent  upon  such  consolidation  or 
merger  or  conveyance  ami  transfer,  may  be  appropriate.  Neither  of  the 
Trustee-  shall  he  under  any  duty  to  see  that  any  such  successor  corpora- 
tion shall  assume  the  payment  of  the  bonds  issued  hereunder  or  the  per- 
formance of  the  covenants  or  conditions  hereof,  except  as  a  condition 
precedent  to  the  vesting  in  such  successor  corporation  of  the  rights  and 
powers  conferred  by  this  Section  2  of  Article  Twelve. 

In  case  of  the  consolidation  of  the  Railroad  Company  witli  or  the  merger 
into  it  of  a  corporation  any  of  the  capital  stock  of  which  shall  be  pledged 
'inder  this  indenture,  the  lien  of  tins  indenture  thereon  shall  terminate  upon 


CORPORATE  niSTORT  527 

such  consolidation  or  merger  becoming  effective,  and  such  capital  stock,  if 
then  in  the  possession  of  either  of  the  Trustees,  shall  be  surrendered  to  the 
Railroad  Company  or  to  the  successor  corporation. 

In  case  of  the  consolidation  of  the  Railroad  Company  with  or  the  merger 
into  it  of  a  corporation  any  of  the  bonds  or  other  evidences  of  indebtedness 
of  which  shall  be  pledged  under  this  indenture,  the  lien  of  this  indenture 
thereon  shall  terminate  upon  such  consolidation  or  merger  becoming  effec- 
tive, and  such  bonds  or  other  evidences  of  indebtedness,  if  then  in  the 
possession  of  either  of  the  Trustees,  shall  be  surrendered  to  the  Railroad 
Company  or  to  the  successor  corporation;  provided,  however,  that  such  lien 
shall  not  terminate  and  such  bonds  or  other  evidences  of  indebtedness  shall 
not  be  surrendered  unless  or  until  the  railroad  of  the  company  so  consoli- 
dated with  or  merged  into  the  Railroad  Company  shall  have  been  subjected 
to  the  lien  of  this  indenture  as  in  this  Section  2  of  Article  Twelve  herein- 
after provided,  nor  unless  or  until  there  are  no  outstanding  bonds  or  other 
evidences  of  indebtedness  secured  by  lien  upon  said  railroad,  which  lien  is 
junior  to  the  lien  securing  such  bonds  or  other  evidences  of  indebtedness 
held  by  either  of  the  Trustees  and  prior  to  the  lien  of  this  indenture. 

The  Railroad  Company  covenants  that,  in  the  event  of  any  such  consolida- 
tion or  merger,  the  railroad  theretofore  owned  by  the  company  whose  capital 
stock  or  whose  bonds  or  other  evidences  of  indebtedness  were  so  pledged 
shall  be  subjected  to  the  lien  of  this  indenture  by  supplement  executed  as 
provided  in  Article  Eleven  hereof;  but  such  supplement  may  provide  that 
the  lien  of  this  indenture  on  such  railroad  shall  be  subordinate  to  the  liens 
which  then  there  may  be  thereon  and  to  the  lien  of  other  indentures  or 
supplemental  indentures,  executed  or  to  be  executed,  under  which  any  or 
all  of  the  prior  debt  of  the  Railroad  Company  may  be  secured. 

§  3.  Nevertheless,  before  the  exercise  of  the  powers  conferred  by  this 
Article  Twelve,  the  Railroad  Company,  by  instrument  in  writing  executed 
by  authority  of  its  Board  of  Directors,  by  the  affirmative  vote  of  two- 
thirds  of  the  whole  number  of  directors,  and  delivered  to  the  Trustees,  may 
surrender  any  of  the  powers  reserved  to  it,  or  to  its  successors,  as  aforesaid; 
and  thereupon  such  power  so  surrendered  shall  terminate. 

Article  Thirteen, 
concerning  the  trustees. 

Section  1.  Neither  of  the  Trustees  shall  be  answerable  for  the  default 
or  misconduct  of  the  other,  or  of  any  agent  or  attorney  appointed  in  pur- 
suance hereof,  if  such  agent  or  attorney  shall  have  been  selected  with  reason- 
able care;  or  for  the  exercise  of  any  discretion  or  power  hereunder,  or  for 
anything  whatever  in  connection  with  this  trust,  except  its  or  his  own  will- 
ful misconduct  or  gross  negligence;  nor  shall  either  of  the  Trustees  be  ac- 
countable for  the  use  of  any  bonds  authenticated  or  delivered  by  the  Cor- 
porate Trustee  hereunder  or  of  the  proceeds  thereof.  The  Trustees  shall 
not  be  under  any  obligation  to  take  any  action  towards  the  execution  or 
enforcement  of  the  trusts  hereby  created,  which,  in  their  opinion  or  in  the 
opinion  of  the  Corporate  Trustee  shall  be  likely  to  involve  expense  or  lia- 
bility, unless  as  often  as  required  by  the  Corporate  Trustee  one  or  more  of 


528         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

the  holders  of  the  bonds  hereby  secured  shall  furnish  indemnity  satisfactory 
to  the  Corporate  Trustee  against  such  expense  or  liability.  The  Trustees 
shall  not  be  required  to  take  notice  of  any  default  under  this  indenture, 
and  for  all  purposes  they  conclusively  may  assume  that  there  has  been  no 
default  under  this  indenture,  unless  and  until  notified  in  writing  of  such 
default  by  the  holders  of  at  least  ten  per  cent,  in  amount  of  the  bonds 
hereby  secured  then  outstanding;  nor  shall  the  Trustees  or  either  of  them 
be  required  to  take  any  action  in  respect  of  any  default,  unless  requested 
to  take  such  action  in  respect  thereof  by  a  writing  signed  by  the  holders  of 
not  less  than  twenty  five  per  cent,  in  amount  of  the  bonds  hereby  secured, 
then  outstanding,  or  in  case  several  series  of  bonds  are  outstanding  and  de- 
fault shall  be  made  in  the  principal  or  interest  of  any  of  the  bonds  of  any 
one  or  more  of  said  series  and  not  in  respect  of  the  bonds  of  one  or  more 
others,  unless  requested  to  take  such  action  by  the  holders  of  not  less  than 
twenty  five  per  cent,  in  amount  of  the  bonds  in  respect  to  which  default 
shall  have  been  made,  and  in  every  such  case  tendered  indemnity  satis- 
factory to  them  as  aforesaid.  The  foregoing  provisions  of  this  Section  1  of 
Article  Thirteen  are  intended  only  for  the  protection  of  the  Trustees  and 
shall  not  affect  any  discretion  or  power  by  any  provision  of  this  indenture 
given  to  the  Trustees  or  to  the  Corporate  Trustee  to  determine  whether  or 
not  they  or  it  shall  take  action  in  respect  of  any  default,  or  any  other  discre- 
tion or  power  given   to  the  Trustees  without  such  notice  or  request. 

The  Trustees  shall  be  entitled  to  reasonable  compensation  for  all  services 
rendered  by  them  in  the  execution  of  the  trusts  hereby  created,  and  the 
Railroad  Company  agrees  to  pay  such  compensation,  as  well  as  all  expenses 
necessarily  incurred  or  disbursed  by  the  Trustees  hereunder,  and  to  in- 
demnify the  Trustees  against  any  liability  or  damages  incurred  or  sustained 

by  them  under  tins  indenture;  and  the  Trustees  shall  have  a  lien  for  such 
compensation,  expenses  and  indemnity  on  the  mortgaged  premises  prior  to 
the   lien   of   the    bonds  and   other  indebtedness   secured   by   this   indenture. 

The  Trustees  shall  incur  no  liability  to  anybody  in  acting  upon  any 
notice,  request,  consent,  certificate,  note,  bond,  document  or  paper  believed 
by  them  or  either  of  them  to-be  genuine  and  to  have  been  signed  by  the 
proper  person. 

When  reasonably  necessary,  the  Trustees  may  advise  with  legal  counsel 
to  be  selected  ami  employed  by  them  and  the  reasonable  expenses  therefor 
Shall  be  paid  by  the  Railroad  Company,  and  the  Trustees  shall  not  be  liable 
for  anything  done  or  suffered  in  good  faith  by  them  in  accordance  with 
the  opinion  of  counsel. 

The  recitals  and  statements  in  this  indenture  and  in  said  bonds  and 
coupons  contained  shall  be  taken  as  statements  by  the  Railroad  Company 
alone,  and  shall  not  be  considered  as  made  by  or  as  imposing  any  obliga- 
tion or  liability  upon  the  Trustees,  nor  shall  the  Trustees  be  held  respon- 
sible for  the  legality  or  validity  of  this  indenture  or  of  said  bonds  or 
coupons  or  of  any  supplemental  indenture  or  any  instrument  of  further 
assurance. 

In  executing  this  indenture  the  Trustees  make  no  covenant  or  representa- 
tion respecting  the  rights  of  the  holders  of  any  of  the  bonds  or  other  in- 


CORPORATE  HISTORY  529 

debtedness  secured  by  this  indenture,  or  the  title  or  interest  of  the  Bail- 
road  Company  in  or  to  the  mortgaged  premises  or  respecting  the  validity 
of  any  assignment  under  which  any  securities  held  hereunder  were  acquired 
by  the  Railroad  Company  or  assigned  to  the  Trustees,  or  the  sufficiency  of 
the  security  afforded  by  the  mortgaged  premises. 

The  Trustees  shall  not  be  responsible  for  the  recording,  registration, 
filing  or  refiling  of  this  indenture  or  of  any  supplemental  indenture  or  of 
any  instrument  of  further  assurance  or  of  any  deed  or  mortgage  which  they 
may  hereafter  receive  as  hereinabove  provided,  as  a  mortgage  of  real  estate 
or  as  a  chattel  mortgage,  or  for  the  renewing  of  the  lien  hereof  or  thereof 
or  for  the  affixing  or  cancelation  of  any  revenue  stamps,  nor  shall  the 
Trustees  be  under  any  duty  to  give  notice  to  anybody  of  this  or  of  any 
such  other  indenture  or  instrument,  or  of  any  instrument  of  assignment 
or  pledge  supplementing  this  indenture,  and  the  Trustees  may  authenticate 
and  deliver  the  bonds  in  accordance  with  the  provisions  hereof  notwithstand- 
ing that  this  indenture  shall  not  have  been  recorded  or  filed. 

It  is  expressly  understood  that  the  Trustees,  shall  be  under  no  duty  or 
liability  in  respect  to  any  tax  which  may  be  assessed  against  either  the 
Railroad  Company  or  the  Trustees  or  against  the  owners  of  the  bonds  or 
other  indebtedness  hereby  secured  in  respect  to  their  interest  in  the  mort- 
gaged premises  hereunder  or  under  any  future  mortgage  or  supplemental 
indenture  which  may  be  executed  to  the  Trustees  under  the  provisions  of 
this  indenture,  or  against  the  mortgaged  premises  hereunder  or  under  any 
such  future  mortgage  or  supplemental  indenture,  nor  shall  the  Trustees  be 
under  any  duty  to  pay  or  see  to  the  payment  of  such  tax,  or  to  take  any 
notice  of  the  assessment  therefor  or  to  give  any  notice  thereof  to  the  holders 
of  the  bonds  or  other  indebtedness  secured  hereby  or  any  other  person;  nor 
shall  the  Trustees  be  under  any  duty  to  accept  any  mortgage  or  assignment 
or  pledge  to  be  given  under  any  of  the  provisions  of  this  indenture  or  to 
do  any  act  which  shall  necessitate  the  acceptance  by  them  of  such  mort- 
gage or  assignment  or  pledge,  if  the  acceptance  thereof  shall  impose  any 
liability  upon  them  to  see  to  the  payment  of  any  such  tax;  and  for  any 
expense  or  liability  which  the  Trustees  may  incur  by  reason  of  or  growing 
out  of  any  such  tax  the  Railroad  Company  shall  reimburse  the  Trustees 
and  the  Trustees  shall  have  a  lien  therefor  on  the  mortgaged  premises  prior 
to  the  lien  of  the  bonds  and  other  indebtedness  hereby  secured. 

It  shall  be  no  part  of  the  duty  of  the  Trustees  to  see  to  the  insurance  of 
any  part  of  the  property  hereby  mortgaged,  or  of  any  property  on  which 
the  Trustees  may  hereafter  acquire  a  lien  as  above  provided,  or  to  effect 
such  insurance. 

The  trust  estate,  property  and  funds  shall  be  primarily  liable  to  third 
persons  for  all  debts  contracted  by  the  Trustees  and  for  all  damages  to 
persons  or  property  injured  and  for  salaries  and  for  nonperformance  of 
contract,  and  for  all  other  torts,  obligations  and  liabilities  arising  during 
any  period  wherein  the  Trustees  or  either  of  them  shall  manage  the  trust 
property  or  any  of  it,  upon  entry  or  voluntary  surrender  as  aforesaid  or 
otherwise;  and  the  Trustees  shall  not  be  personally  liable  in  respect  of  any 
such  matters. 


530         CHICAGO,   BURLINGTON    &   QUINCY  RAILROAD   COMPANY 

Any  moneys  received  by  the  Corporate  Trustee  under  any  provision  of 
this  indenture  may  be  treated  by  it,  until  it  is  required  to  pay  out  the  same 
conformably  herewith,  as  a  deposit,  without  any  liability  for  interest  save 
such  as  it  shall  agree  with  the  Railroad  Company  to  pay  thereon. 

So  long  as  there  shall  exist  none  of  the  events  of  default  enumerated 
in  Section  2  of  Article  Seven  of  this  indenture,  all  interest  allowed  by  the 
Corporate  Trustee  as  aforesaid  shall  be  paid  from  time  to  time  to  the 
Railroad  Company  or  upon  its  order  signed  by  its  President  or  any  Vice 
President  or  Treasurer. 

Either  of  the  Trustees  may  become  the  owner  of  bonds  and  coupons  se- 
cured hereby  with  the  same  rights  which  it  or  he  would  have  if  not  Trustee. 

Whenever  in  this  indenture  the  existence  of  any  situation,  matter,  con- 
clusion of  fact  of  any  character,  or  the  sufficiency  or  validity  of  any  in- 
strument,  paper   or  proceeding,  or  of  any  proof  or  evidence  of  any  fact 

shall  be  prescribed  as  a  c lition  of  or  in  any  manner  with  respect  to  any 

action  or  proceeding  on  the  pari  of  the  Trustees  or  either  of  them  or  shall 
be  deemed  necessary  or  convenient  to  lie  ascertained  by  either  of  the 
Trustees,  a  certificate  signed  by  the  President  or  any  Vice  President  and 
also  by  the  i  hi,  i  Enginei  I  or  Treasurer  or  Comptroller  or  other  chief  ac- 
counting officer  of  the  Railroad  Company  shall,  in  the  discretion  of  such 
Trustee,  be  sufficient  evidence  of  any  such  tact,  situation,  matter  or  con- 
clusion; and  for  the  purposes  of  this  indenture  the  fact  of  the  adoption  of 
a  resolution  by  the  Board  of  Directors  of  the  Railroad  Company,  or  of  the 
stockholders,  Bhall  lie  sufficiently  evidenced  to  the  Trustees  by  the  certificate 
of  i  etarj  or  an  Assistant  Secretary  of  the  Railroad  Company  under 

it-  corporate  seal.  Any  such  certificate  shall  he  complete  protection  to  the 
Trustees  for  any  act  done  or  suffered  by  them  or  either  of  them  upon  the 
faith  thereof,  except  where  other  e\idence  is  hereinabove  specifically  pre- 
scribed, but  the  Trustees  in  their  reasonable  discretion,  may  require  other 
e\  idence. 

§  2.     The  Corporate  Trustee,  or  any  such   trustee  hereafter  appointed, 

may  resign  and  may  lie  discharged  of  the  trusts  created  by  this  indenture, 
by  giving  notice,  specifying  the  date  when  such  resignation  shall  take  effect, 
to  the  Railroad  Company  and  to  the  bondholders,  by  publication,  at  least 
twice  a  week  for  four  successive  weeks,  in  two  newspapers  published  in  the 
Borough  of  Manhattan,  city  of  New  York.  Such  resignation  shall  take 
effect  on  the  day  specified  in  such  notice — being  not  less  than  forty  days 
alter  the  first  publication  of  such  notice — unless  previously  a  successor 
urate  Trustee  -hall  have  been  appointed  as  hereinafter  provided,  in 
which  event  such  resignation  shall  take  effect  immediately  upon  the  ap- 
pointment of  such   successor. 

The  Individual  Trustee  may  at  any  time  resign  by  giving  notice  thereof 
to  the  Corporate  Trustee  and  to  the  Railroad  Company,  specifying  the  date 
on  which   such   resignation   shall  take  effect. 

Any  Trustee  may  he  removed  at  any  time  by  an  instrument  in  writing 
under  the  hands  of  three-quarters  in  interest  of  the  holders  of  the  bonds 
nereby  secured,  then  outstanding. 


CORPORATE  HISTORY  531 

Any  Trustee  so  removed  shall  be  entitled  to  reasonable  compensation, 
then  accrued  and  unpaid,  and  the  reimbursement  of  proper  expenses  there- 
tofore incurred  and  not  previously  reimbursed. 

§  3.  In  case  at  any  time  the  Corporate  Trustee  shall  resign  or  be  re- 
moved or  otherwise  become  incapable  of  acting,  or  in  case  the  Corporate 
Trustee  shall  be  taken  under  the  control  of  any  public  officer  or  officers  or 
of  a  receiver  appointed  by  a  court,  then  (except  as  hereinafter  provided) 
a  successor  or  successors  may  be  appointed  by  the  holders  of  a  majority 
in  principal  amount  of  the  bonds  hereby  secured,  then  outstanding,  by  an 
instrument  or  concurrent  instruments  signed  by  such  bondholders  or  their 
attorneys  in  fact  duly  authorized,  provided,  nevertheless,  that  in  any  such 
case  the  Railroad  Company,  by  an  instrument  executed  by  order  of  its 
Board  of  Directors,  may  appoint  a  successor  Corporate  Trustee  which  shall 
act  until  a  successor  Corporate  Trustee  shall  be  appointed  by  the  bond- 
holders as  herein  authorized.  After  any  such  appointment  by  the  Railroad 
Company,  it  shall  publish  notice  of  such  appointment  once  a  week  for  six 
successive  weeks  in  a  newspaper  published  in  the  Borough  of  Manhattan, 
City  of  New  York;  but  any  new  Corporate  Trustee  so  appointed  by  the 
Railroad  Company  shall  immediately  and  without  further  act  be  superseded 
by  a  Corporate  Trustee  appointed  in  the  manner  above  provided  by  the 
holders  of  a  majority  in  principal  amount  of  the  outstanding  bonds  hereby 
secured,  if  such  appointment  by  such  bondholders  be  made  prior  to  the 
expiration  of  one  year  after  the  completion  of  such  publication  of  notice. 
Every  trustee  appointed  in  succession  to  the  Corporate  Trustee  named  as 
one  of  the  parties  of  the  second  part  to  this  indenture,  or  its  successor  in 
the  trust,  shall  be  a  trust  company  having  an  office  in  the  Borough  of  Man- 
hattan, City  of  New  York,  in  good  standing  and  having  a  capital  and  sur- 
plus aggregating  at  least  $2,000,000,  if  there  be  such  a  trust  company  quali- 
fied, able  and  willing  to  accept  the  trusts  upon  reasonable  or  customary 
terms. 

In  case  at  any  time  the  Individual  Trustee  shall  resign  or  be  removed  or 
otherwise  become  incapable  of  acting,  a  successor  to  such  Individual  Trus- 
tee may  be  appointed  by  the  Corporate  Trustee  by  an  instrument  in  writing. 

Any  new  trustee  appointed  hereunder  shall  execute,  acknowledge  and  de- 
liver to  its  or  his  co-trustee  or  co-trustees,  if  any,  and  to  the  Railroad  Com- 
pany, an  instrument  accepting  such  appointment  hereunder,  and  thereupon 
such  new  trustee,  without  any  further  act,  deed  or  conveyance  shall  become 
vested  with  all  the  estates,  properties,  rights,  powers  and  trusts  of  its  or  his 
predecessor  in  the  trusts  hereunder  with  like  effect  as  if  originally  named 
as  trustee  herein ;  but  nevertheless  on  the  written  request  of  the  Railroad 
Company  or  of  the  successor  trustee,  the  trustee  ceasing  to  act  shall  execute 
and  deliver  an  instrument  transferring  to  such  successor  trustee,  upon  the 
trusts  herein  expressed,  all  the  estates,  properties,  rights,  powers  and  trusts 
of  the  trustee  so  resigning  or  removed,  and  shall  duly  assign,  transfer  and 
deliver  any  other  property  and  moneys  held  by  such  trustee  to  the  successor 
trustee  so  appointed  in  its  or  his  place. 

Should  any  deed,  conveyance  or  instrument  in  writing  from  the  Railroad 
Company  be  required  by  any  successor  trustee  for  more  fully  and  certainly 


532         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

vesting  in  and  confirming  to  such  new  trustee  such  estates,  rights,  powers 
and  duties,  then  on  request  any  and  all  such  deeds,  conveyances  and  instru- 
ments in  writing  shall  be  made,  executed,  acknowledged  and  delivered  by 
the  Railroad  Company. 

Any  trust  company  into  which  the  Corporate  Trustee,  or  any  successor 
to  it  in  the  trusts  created  by  this  indenture,  may  be  merged  or  with  which 
it  or  any  successor  to  it  may  be  consolidated,  or  any  trust  company  result- 
ing from  any  merger  or  consolidation  to  which  the  Corporate  Trustee  or  any 
successor  to  it  shall  be  a  party,  provided,  such  company  shall  be  a  corpora- 
tion organized  under  the  laws  of  the  United  States  of  America  or  of  the 
State  of  New  York,  having  a  capital  and  surplus  of  at  least  $2,000,000, 
and  shall  do  business  in  the  Borough  of  Manhattan  in  the  City  of  New 
Ynik,  shall  be  the  successor  to  the  Corporate  Trustee  under  this  indenture 
without  the  execution  or  Sling  of  any  paper  or  any  further  act  on  the  part 
of  either  of  the  parties  hereto,  anything  herein  to  the  contrary  notwith- 
standing. In  case  any  of  the  bonds  issuable  under  this  indenture  shall  have 
been  authenticated,  bul  not  delivered,  any  such  successor  Corporate  Trustee 
may  adopt  the  certificate  Of  authentication  of  the  Corporate  Trustee  here- 
inabove named  ;i>  one  of  the  parties  of  the  second  part,  or  of  any  suc- 
cessor to  it,  as  Corporate  Trustee  hereunder,  and  deliver  the  bonds  so 
authenticated;  and,  in  case  any  of  the  bonds  issuable  hereunder  shall  not 
have  been  authenticated,  any  successor  Corporate  Trustee  may  authenticate 
such  bonds  in  its  own  name,  and  in  all  such  cases  such  authentication  shall 
have  the  full  force  and  effect  which  anywhere  in  said  bonds  or  in  this  in- 
denture it  is  provided  that  the  authentication  of  the  Corporate  Trustee 
shall  have. 

$  4.  The  grant  in  this  indenture  to  the  Trustees  is  subject  to  the  fol- 
lowing terms  and  conditions  in  respect  of  the  rights  and  powers  of  the 
Corporate  Trustee  and  the  Individual  Trustee,  respectively,  and  every  suc- 
cessor trustee  and  every  additional  trustee  hereunder  shall  be  appointed 
Subject  to  BUCh   terms  and   conditions,   viz.: 

(1)  That  the  bonds  secured  hereby  shall  be  authenticated  and  delivered, 
and  all  powers  conferred  upon  the  Corporate  Trustee  under  this  indenture 
shall  be  exercised,  solely  by  the  Corporate  Trustee  named  as  one  of  the 
parties  hereto  of  the  second  part  or  a  trust  company  constituted  and  acting 
as  it-  successor  in   the  trust   hereunder; 

(2)  That  the  custody  of  all  stocks,  bonds  and  other  property  and  cash 
held  by  the  Corporate  Trustee  under  this  indenture,  and  all  rights,  powers 
and  duties  with  respect  to  the  administration,  management  and  disposition 
thereof  including  the  rights,  powers,  and  duties  vested  in  the  Corporate 
Trustee  under  this  indenture,  shall,  unless  required  by  law,  not  vest  in  the 
Individual  Trustee  or  his  successor,  or  in  any  such  additional  trustee,  but 
shall  remain  vested  in  the  Corporate  Trustee  or  any  trust  company  which 
may  have  been  constituted  and  be  acting  as  its  successor  in  the  trusts 
hereunder; 

(3)  That  no  powers  shall,  unless  required  by  law,  be  exercised  here- 
under by  such  Individual  Trustee  or  his  successor,  or  any  such  additional 
trustee,  except  jointly  with  or  with  the  consent  in  writing  of  the  Corporate 


CORPORATE  HISTORY  533 

Trustee,   or  any   trust  company  which  may  have   been   constituted   and  be 
acting  as  its  successor  in  the  trust; 

(4)  That  the  Railroad  Company,  and  the  Corporate  Trustee  or  its  suc- 
cessor in  the  trust,  at  any  time,  by  an  instrument  in  writing  executed  by 
them  jointly,  may  remove  the  Individual  Trustee  or  any  other  trustee  or 
trustees,  and  by  an  instrument  in  writing  executed  by  them  jointly  may 
appoint  a  successor  or  successors  to  such  Individual  Trustee  or  any  such 
other  trustees; 

(5)  That  in  case  of  the  happening  of  any  of  the  events  of  default  speci- 
fied in  Section  2  of  Article  Seven  hereof,  the  Corporate  Trustee  or  its  suc- 
cessor in  the  trust,  by  an  instrument  in  writing  executed  by  it  without  the 
concurrence  of  the  Railroad  Company,  may  remove  any  such  Individual 
Trustee  or  any  such  other  trustees  and  may  appoint  a  successor  or  suc- 
cessors ; 

(6)  That  any  notice,  request  or  other  writing  by  or  in  behalf  of  the 
bondholders,  delivered  solely  to  the  Corporate  Trustee  or  its  successor  in 
the  trust,  shall  be  deemed  delivered  to  any  and  all  the  trustees  hereunder 
as  effectually  as  if  delivered  to  each  of  them; 

(7)  That  until  the  indebtedness  secured  by  this  indenture,  or  some  part 
thereof,  shall  become  payable  under  the  provisions  therein  or  herein  con- 
tained, or  until  under  the  provisions  hereof  the  Trustees  shall  become  en- 
titled to  enter  upon  the  mortgaged  premises,  any  action  or  exercise  of 
rights,  powers  or  duties  of  the  Trustees  hereunder,  and  at  any  time  in  any 
case  where  power  so  to  do  is  expressly  granted  in  this  indenture,  including 
the  power  to  declare  due  the  principal  of  the  bonds  secured  hereby,  if  taken 
by  the  Corporate  Trustee,  or  any  trust  company  appointed  trustee  hereunder 
as  its  successor,  alone,  and  without  any  action  on  the  part  of  any  other 
trustee,  shall  be  sufficient  for  the  purposes  of  this  indenture;  and, 

(8)  That  any  request  in  writing  by  the  Corporate  Trustee,  or  by  any 
trust  company  appointed  as  its  successor,  to  the  Individual  Trustee  here- 
under or  to  his  successor,  or  to  any  additional  trustee,  shall  be  sufficient 
warrant  to  such  Individual  Trustee  or  his  successor,  or  any  additional  trus- 
tee, to  take  such  action  as  may  be  so  requested. 

The  said  Individual  Trustee  herein  named  has  been  joined  as  trustee  in 
order  to  comply  with  statutory  requirements  now  or  hereafter  in  force  re- 
specting trustees  under  deeds  of  trust  of  property  in  localities  in  which  the 
mortgaged  premises  or  part  thereof,  are  or  may  be  situated,  and  as  such 
trustee  shall  possess  such  powers  and  such  powers  only  as  may  be  necessary 
to  comply  with  such  requirements.  In  case,  by  reason  of  the  repeal  or  re- 
moval of  such  requirements  or  for  any  other  reason,  it  shall  not  be  neces- 
sary that  one  of  the  Trustees  shall  be  a  natural  person,  then  on  the  demand 
of  the  Corporate  Trustee,  or  of  any  corporation  appointed  as  its  successor 
hereunder,  the  said  Individual  Trustee,  or  any  successor  to  him  in  the  trust, 
theretofore  appointed,  shall  resign  as  such  trustee,  by  writing  duly  acknowl- 
edged for  record  and  delivered  to  said  Corporate  Trustee  or  its  successor, 
and  thereupon  all  powers  of  said  Individual  Trustee,  or  his  successor,  shall 
terminate,  as  shall  his  or  his  successor 's  right,  title  and  interest  in  and  to 
the  mortgaged  premises. 


534         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

Every  instrument  appointing  a  successor  to  the  Individual  Trustee  or  any 
individual  trustee  or  trustees  shall  refer  to  this  indenture,  and  the  condi- 
tions in  this  article  expressed  and  upon  the  acceptance  in  writing  by  such 
successor  or  additional  trustee  or  trustees,  he,  they  or  it  shall  be  vested  with 
the  estates  and  property  specified  in  such  instrument,  either  jointly  with 
the  Corporate  Trustee  or  its  successors,  or  separately,  as  may  be  provided, 
subject  to  all  the  trusts,  conditions  and  covenants  of  this  indenture. 

The  Individual  Trustee  herein  named,  and  any  of  his  successors  in  the 
trust,  and  any  additional  trustee,  at  any  time  by  an  instrument  in  writing, 
may  constitute  the  Corporate  Trustee  and  its  successors  in  the  trust  here- 
under, his  or  its  agent  and  attorney  in  -fact,  with  full  authority  and  power 
to  do  all  aits  and  things  and  exercise  all  discretions  hereunder  for  and  in 
behalf  and  in  the  name  of  the  trustee  or  trustees  executing  such  instrument. 

In  case  the  said  Individual  Trustee  herein  named,  or  any  additional 
trustee,  or  a  successor  to  either  of  them,  shall  die,  resign,  or  be  removed, 
all  the  estates,  properties,  rights,  powers,  trusts,  duties  and  obligations  of 
the  Trustees  hereunder,  so  far  as  permitted  by  law,  shall  vest  in  and  be 
exercised  by  the  Corporate  Trustee  or  its  successor  in  the  trust,  without 
the  appointment  of  any  trustee  or  successor  to  said  Individual  Trustee,  or 
to  such  additional  trustee;  and  no  successor  to  said  Individual  Trustee,  or 
to  any  additional  trustee,  shall  be  appointed  unless  such  appointment  shall 
be  necessary  or  prudent  for  the  protection  of  the  bondholders  hereunder, 
or  unless  the  Corporate  Trustee  or  the  holders  of  a  majority  in  principal 
amount  of  the  bonds  hereby  secured  shall  deem  such  appointment  expedient 
for    any    cause. 

§  .").  If  at  any  time  or  times,  in  order  to  conform  to  any  law  of  any 
locality  in  which  the  Kailroad  Company  now  or  at  any  time  hereafter  shall 
hold  any  property  Bubject  to  the  lien  of  this  indenture,  or  if  the  Corporate 
Trustee  shall  lie  advised  bj  counsel  satisfactory  to  it  that  it  is  necessary 
or  prudent  in  the  interest  of  the  bondholders  so  to  do,  or  if  the  holders  of 
a  majority  in  principal  amount  of  bonds  outstanding  under  tins  indenture 
-hall  in  writing  request  the  Corporate  Trustee  and  the  Railroad  Company 
so  to  do,  the  Trustees  and  the  Railroad  Company  shall  unite  in  the  execu- 
tion, delivery  and  performance  of  all  instruments  and  agreements  necessaiy 
or  proper  to  appoint  a  trust  company  or  one  or  more  persons  approved  by 
the  Corporate  Trustee,  cither  to  act  as  co-trustee  or  as  co-trustees,  for  the 
purpose  of  this  indenture,  of  all  or  any  of  the  property  subject  to  this  in- 
denture jointly  with  the  Trustees  originally  named  herein  or  their  successors, 
or  to  act  as  separate  trustee  or  trustees  of  any  of  such  property;  and  the 
trust  company — ami  its  successors  through  consolidation,  merger  or  other- 
W;M — or  the  person  or  persons,  so  appointed,  shall  be  such  co-trustee  or 
co-trustees,  or  separate  trustee  or  separate  trustees,  with  such  powers  and 
duties  as  shall  he  specified  hi  such  instruments  and  agreements  to  be  exe- 
cuted as  aforesaid. 

Article.  Fourteen 
possession  until  default — defeasance  clause. 

Section  1.  Until  the  happening  of  one  of  the  events  of  default  enumer- 
ated in   Section  2  of  Article  Seven  of  this  indenture,  the  Railroad  Com- 


CORPORATE  HISTORY  535 

pany,  its  successors  and  assigns,  shall  be  suffered  and  permitted  to  retain 
actual  possession  of  all  the  mortgaged  premises  (other  than  certificates  of 
stock,  bonds  and  other  indebtedness  pledged  or  to  be  pledged  hereunder 
with  the  Trustees),  and  to  manage,  operate  and  use  the  same  and  every 
part  thereof,  with  the  rights  and  franchises  appertaining  thereto,  and  to 
collect,  receive,  take,  use  and  enjoy  the  rents,  earnings,  income,  issues  and 
profits  thereof. 

§  2.  If,  when  the  bonds  hereby  secured  shall  have  become  due  and  pay- 
able, the  Railroad  Company  shall  well  and  truly  pay  or  cause  to  be  paid 
the  whole  amount  of  the  principal  moneys  and  interest  due  and  payable 
upon  all  of  the  said  bonds  and  the  coupons  for  interest  thereon,  or  shall 
provide  for  such  payment  by  depositing  with  the  Corporate  Trustee  here- 
under for  the  payment  of  such  bonds  and  coupons  the  amount  due  and 
payable  thereon  for  principal  and  interest,  and  shall  also  pay  or  cause  to 
be  paid  all  other  sums  payable  hereunder  by  the  Railroad  Company,  and 
shall  well  and  truly  keep  and  perform  all  things  herein  required  to  be  kept 
and  performed  by  it  according  to  the  true  intent  and  meaning  of  this  in- 
denture, then  and  in  that  case  all  property,  rights  and  interests  hereby  con- 
veyed, assigned  or  pledged  shall  revert  to  the  Railroad  Company,  its  suc- 
cessors or  assigns,  and  the  estate,  right,  title  and  interest  of  the  Trustees 
shall  thereupon  cease,  determine  and  become  void;  and  the  Trustees  in  such 
case,  on  demand  of  the  Railroad  Company,  its  successors  or  assigns,  and  at 
its  or  their  cost  and  expense,  shall  enter  satisfaction  of  this  indenture  upon 
the  records,  and  shall  assign  and  transfer,  or  cause  to  be  assigned  and 
transferred,  and  shall  deliver  or  cause  to  be  delivered  to  the  Railroad  Com- 
pany, all  personal  property  then  held  by  the  Trustees  or  either  of  them 
hereunder;  otherwise  the  same  shall  be,  continue  and  remain  in  full  force 
and  virtue. 

Article  Fifteen. 
sundry  provisions 

Section  1.  All  the  covenants,  stipulations  and  agreements  in  this  in- 
denture contained  by  or  in  behalf  of  the  Railroad  Company,  shall  bind  its 
successors,  and  assigns  whether  so  expressed  or  not. 

§  2.  Any  act  or  proceeding  by  any  provision  of  this  indenture  author- 
ized or  required  to  be  done  or  performed  by  the  Board  of  Directors  of  the 
Railroad  Company  (except  as  provided  in  Section  5  of  Article  Nine  and 
Section  3  of  Article  Twelve),  may  be  done  or  performed  by  the  Executive 
Committee  of  such  Board  of  Directors,  with  the  same  effect  as  if  done  or 
performed  by  the  Board  of  Directors  itself  and  for  every  purpose  of  this 
indenture,  including  the  execution,  issue  and  use  of  any  and  all  bonds 
hereby  secured,  the  term  "Railroad  Company"  includes  and  means  not  only 
the  party  of  the  first  part,  but  also  any  successor  or  purchasing  corporation. 

§  3.  As  used  in  this  indenture,  except  when  otherwise  indicated,  the 
words  "Corporate  Trustee,"  or  any  other  equivalent  term,  shall  be  held  and 
construed  to  mean  The  First  National  Bank  of  the  City  of  New  York,  or 
its  successor  for  the  time  being  in  the  trusts  hereby  accepted  by  the  said 
corporation;  and  the  words  "Individual  Trustee,"  or  any  other  equivalent 
term,  shall  be  held  and  construed  to  mean  Frazier  L.  Ford,  or  his  successor 


536         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

for  the  time  being  in  the  trusts  hereby  accepted  by  him;  and  the  word 
"Trustees"  or  any  other  equivalent  term,  shall  be  held  and  construed  to 
mean  collectively,  the  parties  hereto  of  the  second  part  and  any  additional 
trustee,  and  their  respective  successors  for  the  time  being  in  the  respective 
trusts  respectively  accepted  by  them;  the  words  "trust  company,"  shall  be 
held  and  construed  to  include  a  banking  association  formed  under  the  laws 
of  the  United  States  and  duly  qualified  to  accept  trusts  of  the  nature  of 
this  indenture;  the  words  "bond,"  and  "bondholder,"  shall  include  the 
plural  as  well  as  the  singular  number;  the  words  "coupon"  and  "coupons" 
refer  to  the  interest  coupon  or  coupons  attached  to  the  bonds  issued  here- 
under; and  the  word  "person"  used  with  reference  to  a  bondholder  shall 
include  associations,  corporations  or  partnerships  owning  any  of  said  bonds. 

The  words  "mortgaged  premises,"  "mortgaged  property"  or  similar 
phrases  where  used  in  this  indenture  shall  be  taken  to  include  for  all  pur- 
poses all  railroads,  leasehold  interests,  equipment,  stocks,  bonds  or  other 
properties  conveyed  or  pledged  by  the  granting  clauses  of  this  indenture  or 
otherwise  becoming  subject  thereto,  and  any  and  all  moneys  held  hereunder 
as  part  of  the  trust  estate;  the  words  "capital  stock,"  or  "stock,"  shall  be 
taken  to  include  voting  trust  certificates  representing  the  same. 

§  4.  This  indenture  shall  become  operative  and  effectual  for  all  purposes 
Immediately  upon  Its  execution  by  the  Railroad  Company,  party  of  the  first 
part,  without  more;  and,  if  either  or  both  of  the  designated  parties  of  the 
second  part  shall  fail  to  execute  this  indenture  and  accept  the  trusts  here- 
under, a  new  trustee  or  trustees  may  he  appointed  instead  of  the  party  or 
parties  of  the  second  part  so  failing  to  execute  and  accept  this  indenture 
and  the  trusts  hereunder;  and  in  all  respects  the  effect  of  such  failure  of 
execution  and  acceptance  shall  lie  only  the  same  as  if  such  party  or  parties 
of  th<'  second  part  had  resigned  or  been  removed  from  trusteeship  here- 
under. 

$  5.  In  order  to  facilitate  the  record  of  this  indenture,  the  same  may 
be  simultaneously  executed  in  several  counterparts,  each  of  which  so  exe- 
cuted shall  be  deemed  to  be  an  original;  and  such  counterparts  shall  to- 
gether  constitute   but   one  and   the  same   instrument. 

v>  <i.  The  First  National  Hank  of  the  City  of  New  York,  and  Frazier  L. 
Ford,  parlies  hereto  of  the  second  part,  hereby  severally  accept  the  trusts 
in  this  indenture  declared  and  provided,  and  agree  to  perform  the  same 
upon  the  terms  and  conditions  hereinbefore  set  forth. 

The  post  office  address  of  The  First  National  Bank  of  the  City  of  New 
York  is  No.  2  Wall  street,  New  York,  N.  Y.,  and  the  post  office  address  of 
Frazier  L.  Ford  is  Fourth  and  Felix  streets,  St.  Joseph,  Missouri. 

In  witness  wihereof,  Chicago,  Burlington  &  Quincy  Railroad  Company, 
the  party  hereto  of  the  first  part,  has  caused  these  presents  to  be  signed 
in  its  name  and  behalf  by  its  President,  and  its  corporate  seal  to  be  here- 
unto affixed,  and  the  same  to  be  attested  by  the  signature  of  its  Secretary; 
and  The  First  National  Bank  of  the  City  of  New  York,  one  of  the  parties 
of  the  second  part,  has  caused  these  presents  to  be  signed  in  its  name  and 
behalf  by  its  Vice  President  and  its  corporate  seal  to  be  hereunto  affixed 
and  attested  by  its  Cashier,  and  Frazier  L.   Ford,  the  other  of  the  parties 


CORPORATE  HISTORY  537 

of  the  second  part,  has  hereunto  set  his  hand  and  seal,  all  as  of  the  day 
and  year  first  above  written. 

Chicago,  Burlington  &  Quincy  Eailroad  Company, 

By  Hale  Holden, 
(corporate  seal)  President. 

Attested  and  countersigned: 
By  Charles  I.  Sturgis, 
Secretary. 

Signed,  sealed  and  delivered  in  behalf  of  Chicago,  Burlington  &  Quincy 
Railroad  Company  in  the  presence  of 
J.  B.  Reeve. 
Edw.  F.  Cotter. 

The  First  National  Bank  of  the  City  of  New  York, 

By  Francis  D.  Bartow, 
(corporate  seal)  Vice  President. 

Attested  and  countersigned : 
By  Samuel  A.  Welldon, 
Cashier. 

Signed,  sealed  and  delivered  in  behalf  of  The  First  National  Bank  of  the 
City  of  New  York,  in  the  presence  of 
J.  B.  Reeve. 
G.  T.  Vought,  Jr. 

Frazier  L.  Ford.  (l.  s.) 

Signed,  sealed  and  delivered  by  Frazier  L.  Ford  in  the  presence  of 
L.  Koenig. 
H.  F.  Smith. 


,1 


State  of  New  York, 
County  of  New  York, 

I,  James  J.  McDermott,  a  Notary  Public  in  and  for  the  State  and  County 
aforesaid,  residing  therein,  duly  commissioned,  sworn  and  qualified  as  such, 
and  duly  authorized  to  take  and  certify  acknowledgments  and  proofs  of 
deeds  and  conveyances  of  lands,  tenements  and  hereditaments  in  said 
County,  do  hereby  certify  that  on  this  3rd  day  of  February,  A.  D.  1922, 
personally  appeared  before  me  within  said  County,  and  in  the  presence  of 
Uie  two  witnesses  whose  names  are  subscribed  as  such  to  the  within  and 
foregoing  instrument,  Hale  Holden  and  Charles  I.  Sturgis,  each  to  me  per- 
sonally known  and  known  to  me  to  be  respectively  the  President  and  the 
Secretary  of  Chicago,  Burlington  &  Quincy  Railroad  Company,  one  of  the 
corporations  described  in  and  which  executed  the  within  and  foregoing  in- 
strument in  writing,  and  known  to  me  to  be  the  identical  persons  who 
subscribed  their  names  to  and  who  executed  said  instrument  as  such  Presi- 
dent and  Secretary  respectively  in  my  presence  and  in  the  presence  of  the 
two  witnesses  whose  names  are  thereunto  subscribed  as  such,  and  the  said 
Hale  Holden  and  Charles  I.  Sturgis,  being  by  me  severally  duly  sworn, 
did  on  oath,  each  for  himself  and  not  one  for  the  other,  severally  depose 


538         CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD   COMPANY 

and  say  and  acknowledge  in  the  presence  of  said  witnesses  that  the  said 
Hale  Holden  and  Charles  I.  Sturgis  reside  in  the  City  of  Chicago  in  the 
State  of  Illinois,  that  said  Hale  Holden  is  the  President  and  said  Charles 
I.  Sturgis  is  the  Secretary  of  Chicago,  Burlington  &  Quincy  Railroad  Com- 
pany, one  of  the  corporations  described  in  and  which  executed  the  within 
and  foregoing  instrument  in  writing;  that  they,  the  said  Hale  Holden  and 
Charles  I.  Sturgis,  know  the  corporate  seal  of  said  corporation;  that  the 
seal  affixed  to  said  instrument  as  the  seal  of  said  corporation  is  such  cor- 
porate seal;  that  it  was  so  affixed  thereto  and  that  said  instrument  was 
signed  and  sealed  and  executed  in  behalf  of  said  corporation  by  order  and 
authority  of  the  Board  of  Directors  of  said  corporation,  and  that  they  and 
each  of  them  signed  their  names  to  the  foregoing  instrument  in  their 
respective  capacities  as  President  and  Secretary  in  behalf  of  said  corpora- 
tion by  like  order  and  authority,  and  were  authorized  to  execute  said  instru- 
ment;  that  they  signed,  sealed,  executed  and  delivered  the  said  instrument 
as  their  own  free  and  voluntary  act  and  deed  and  as  the  free  and  voluntary 
act  and  deed  of  said  corporation  for  the  consideration,  objects,  uses  and 
purposes  therein  stated  and  set  forth;  and  they  severally  duly  acknowledged 
to  me  said  instrument  to  be  the  free  act  and  deed  of  said  corporation  and 
thai  such  corporation  executed  the  same. 

///  testimony  whereof,  I  have  hereunto  set  my  hand,  subscribed  my  name 
and  affixed  my  official  seal  as  such  notary  public,  in  the  said  County  of  New 
York,  State  of  New  York,  this  the  day  ami  year  in  this  my  certificate  first 
above  written. 

My  commission  as  such  Notary  Public  expires  March  30,  1923. 

(NOTARIAL  SEAL) 

James  J.  McDermott, 
Votary  Public,  Bronx  Co:  No:  1-i  Reg:  No: 
New  York  Co.  No.  55  Reg.  No.  3059 
Kings  County  No.  ■',  Reg.  So.  8081 
My  Commission  Expires  March  30,  1923. 


State  ok  New  York, 

y  ss 
County  of  New  York 


,s 

No Series  B  Form  2 

I,  James  A.  Donegan,  Clerk  of  the  County  of  New  York,  and  also  Clerk 
of  the  Supreme  Court  in  and  for  said  County,  do  hereby  certify,  That  said 
Court  is  a  Court  of  Record,  having  by  law  a  seal;  that  James  J.  McDermott, 
whose  name  is  subscribed  to  the  annexed  certificate  of  proof  of  acknowl- 
edgment of  the  annexed  instrument  was  at  the  time  of  taking  the  same  a 
Xotarv  Public  acting  in  and  for  said  county,  duly  commissioned  and 
sworn,  and  qualified  to  act  as  such;  that  he  has  filed  in  the  Clerk's  Office 
of  the  County  of  New  York  a  certified  copy  of  his  appointment  and  quali- 
fication as  Notary  Public  for  the  County  of  Bronx,  with  his  autograph 
signature;  that  as  such  Notary  Public,  he  was  duly  authorized  by  the  laws 
of  the  State  of  New  Y'ork  to  protest  notes;  to  take  and  certify  depositions; 
to  administer  oaths  and  affirmations;  to  take  affidavits  and  certify  the 
acknowledgment    and    proof    of    deeds    and    other    written    instruments    for 


CORPORATE  HISTORY  539 

lands,  tenements  and  hereditaments,  to  be  read  in  evidence  or  recorded  in 
this  state;  and  further,  that  I  am  well  acquainted  with  the  handwriting  of 
such  Notary  Public  and  verily  believe  that  his  signature  to  such  proof  or 
acknowledgment  is  genuine. 

In  testimony  whereof,  I  have  hereunto  set  my  hand  and  affixed  the  seal 
of  said  Court  at  the  City  of  New  York,  in  the  County  of  New  York,  this 
4  day  of  Feb.  1922. 

James  A.  Donegan, 
(seal)  Cleric. 


,\ 


State  of  New  York, 

V    gg 

County  of  New  York, 

I,  James  J.  McDermott,  a  Notary  Public  in  and  for  the  State  and  County 
aforesaid,  residing  therein,  duly  commissioned,  sworn  and  qualified  as  such, 
and  duly  authorized  to  take  and  certify  acknowledgments  and  proofs  of 
deeds  and  conveyances  of  lands,  tenements  and  hereditaments  in  said  County, 
do  hereby  certify  that  on  this  3rd  day  of  February,  1922,  personally  ap- 
peared before  me  within  said  County,  and  in  the  presence  of  the  two  wit- 
nesses whose  names  are  subscribed  as  such  to  the  within  and  foregoing 
instrument,  Francis  D.  Bartow  and  Samuel  A.  Welldon,  each  to  me  per- 
sonally known  and  known  to  me  to  be  respectively  Vice  President  and 
Cashier  of  The  First  National  Bank  of  the  City  of  New  York,  one  of  the 
corporations  described  in  and  which  executed  the  within  and  foregoing  in- 
strument in  writing,  and  known  to  me  to  be  the  identical  persons  who 
subscribed  their  names  to  and  who  executed  said  instrument  as  such  Vice 
President  and  Cashier,  respectively,  in  my  presence  and  in  the  presence  of 
the  two  witnesses  whose  names  are  hereunto  subscribed  as  such,  and  the 
said  Francis  D.  Bartow  and  Samuel  A.  Welldon,  being  by  me  severally 
duly  sworn,  did  on  oath,  each  for  himself  and  not  one  for  the  other,  sev- 
erally depose  and  say  and  acknowledge  in  the  presence  of  said  witnesses 
that  the  said  Francis  D.  Bartow  resides  in  South  Orange  in  the  State  of 
New  Jersey,  and  that  the  said  Samuel  A.  Welldon  resides  in  New  York 
City  in  the  State  of  New  York;  that  said  Francis  D.  Bartow  is  Vice  Presi- 
dent and  said  Samuel  A.  Welldon  is  the  Cashier  of  The  First  National 
Bank  of  the  City  of  New  York,  one  of  the  corporations  described  in  and 
which  executed  the  within  and  foregoing  instrument  in  writing;  that  they 
the  said  Francis  D.  Bartow  and  Samuel  A.  Welldon  know  the  corporate 
seal  of  said  corporation ;  that  the  seal  affixed  to  said  instrument  as  the  seal 
of  said  corporation  is  such  corporate  seal;  that  it  was  so  affixed  thereto 
and  that  said  instrument  was  signed  and  sealed  and  executed  in  behalf  of 
said  corporation  by  order  and  authority  of  the  Board  of  Directors  of  said 
corporation,  and  that  they  and  each  of  them  signed  their  names  to  the 
foregoing  instrument  in  their  respective  capacities  as  Vice  President  and 
Cashier  in  behalf  of  said  corporation  by  like  order  and  authority,  and 
were  authorized  to  execute  said  instrument;  that  they  signed,  sealed,  exe- 
cuted and  delivered  the  said  instrument  as  their  own  free  and  voluntary 
act  and  deed  and  as  the  free  and  voluntary  act  and  deed  of  said  corpora- 
tion for  the  consideration,  objects,  uses  and  purposes  therein  stated  and  set 


540         CHICAGO,  BURLINGTON   &   Ql'IXCY   RAILROAD   COMPANY 

forth;  and  they  severally  duly  acknowledged  to  me  said  instrument  to  be 
the  free  act  and  deed  of  said  corporation,  and  that  such  corporation  executed 
the  same. 

In  testimony  whereof,  I  have  hereunto  set  my  hand,  subscribed  my  name 
and  affixed  my  official  seal  as  such  notary  public,  in  the  said  County  of 
New  York,  State  of  New  York,  this  the  day  and  year  in  this  my  certificate 
first  above  written. 

My  commission  as  such  Notary  Public  expires  March  30,  1923. 

(NOTARIAL  SEAL) 

James   J.    McDermott 
Notary  Public,  Bronx  Go:  No:   1-1  Reg:  No: 

New  York  Co.  No.  ■'>■'<  Reg.  No.  S059 
Kings  County  No.  5  Reg.  No.  30S1 
.My  Commission  Expires  March  30,  10i'3. 


State  of  New  York,      / 

y  ss  ■ 

County  of  New  York,  ) 

No Series  B     Form  2. 

I,  James  A.  Donegan,  Clerk  of  the  County  of  New  Y'ork,  and  also  Clerk 
of  the  Supreme  Court  in  and  for  said  County,  do  tun  by  certify,  That  said 
Court  is  a  Court  of  Record,  having  by  law  a  seal;  that  James  J.  McDermott, 
whose  name  i>  subscribed  to  the  annexe. 1  certificate  or  proof  of  acknowl- 
gment  of  the  annexed  instrument  was  at  the  time  of  taking  the  same  a 
iry  1 'ul. lie  acting  in  ami  for  said  county,  'Inly  commissioned  ami  sworn, 
and  qualified  to  act  as  such;   that  he  has  tiled  in  the  Clerk's  Office  of  the 
County  of  New  York  a  certified  copy  of  his  appointment  and  qualification 
Notary  Public  for  the  County  of  Bronx,  with   his  autograph  signature; 
that   as    such    Notary    Public,    lie    was    duly    authorized    by    the   laws   of   the 
State   oi    New  York   to  protest   notes;   to  take  and   certify   depositions;    to 
administer    oaths   and    affirmations;    to    take   affidavits    and    certify    the   ac- 
knowledgment and  proof  of  deeds  and  other  written  instruments  for  lands, 
-     ind  hereditaments,   to  be   read   in   evidence   or   recorded   in   this 
state;    and    further,    that   I   am   well   acquainted    with    the   handwriting   of 
such  Notary  Public  and  verily  believe  that  his  signature  to  such  proof  or 
acknowledgment  is  genuine. 

In  testimony  whereof,  I  have  hereunto  set  my  hand  and  affixed  the  seal 
of  said  Court  at  the  City  of  New  Y'ork,  in  the  County  of  New  York,  this 
4  day  of  Feb.  1922. 

James  A.  Donegan, 
(seal)  Clerk. 


,\ 


State  of  New  York, 

y  ss 
County  of  New  York, 

Be  it  remembered,  and  I,  James  J.  McDermott,  a  Notary  Public  in  and 
for  the  State  and  County  aforesaid,  residing  therein,  duly  commissioned, 
sworn  and  qualified  as  such,  and  duly  authorized  to  take  and  certify  ac- 
knowledgments and  proofs  of  deeds  and  conveyances  of  lands,  tenements 
ami  hereditaments  in  said  County,  do  hereby  certify  that  on  this  3rd  day 


CORPORATE  HISTORY  541 

of  February,  1922,  personally  appeared  before  me  within  the  said  County 
and  in  the  presence  of  the  two  witnesses  whose  names  are  subscribed  as  such 
to  the  within  and  foregoing  instrument,  Frazier  L.  Ford,  to  me  personally 
known  and  known  to  me  to  be  the  individual  and  the  identical  person  who 
is  described  in  and  who  subscribed  his  name  to  and  who  executed  the 
within  and  foregoing  instrument  in  writing  in  my  presence  and  in  the 
presence  of  the  two  witnesses  whose  names  are  thereunto  subscribed  as  such, 
and  the  said  Frazier  L.  Ford  duly  acknowledged  to  me  in  the  presence  of 
said  witnesses  that  he  signed,  sealed,  executed  and  delivered  the  said  in- 
strument freely  and  voluntarily  and  as  his  free  and  voluntary  act  and  deed 
for  the  consideration,  objects,  uses  and  purposes  therein  stated  and  set 
?orth. 

In  testimony  whereof,  I  have  hereunto  set  my  hand,  subscribed  my  name 
and  affixed  my  official  seal  as  such  notary  public  in  said  County  of  New 
york,  State  of  New  York,  this  the  day  and  year  in  this  my  certificate  first 
above  written. 

My  commission  as  such  Notary  Public  expires  March  30,  1923. 

(NOTARIAL  SEAL)  JAMES   J.   McDERMOTT, 

Notary  Public,  Bronx  Co:  No:  13  Reg:  No: 
New  York  Co.  No.  55  Reg.  No.  3059 
Kings  County  No.  5  Reg.  No.  3031 

My  Commission  Expires  March  30,  1923. 


,f 


State  op  New  York, 

y  ss 
County  of  New  York,  ) 

No Series  B     Form  2 

I,  James  A.  Donegan,  Clerk  of  the  County  of  New  York,  and  also  Clerk 
of  the  Supreme  Court  in  and  for  said  County,  do  hereby  certify,  That  said 
Court  is  a  Court  of  Record,  having  by  law  a  seal ;  that  James  J.  McDermott, 
whose  name  is  subscribed  to  the  annexed  certificate  or  proof  of  acknowl- 
edgment of  the  annexed  instrument  was  at  the  time  of  taking  the  same  a 
Notary  Public  acting  in  and  for  said  county,  duly  commissioned  and 
sworn,  and  qualified  to  act  as  such ;  that  he  has  filed  in  the  Clerk 's  Office 
of  the  County  of  New  York  a  certified  copy  of  his  appointment  and  quali- 
fication as  Notary  Public  for  the  County  of  Bronx,  with  his  autograph 
signature;  that  as  such  Notary  Public,  he  was  duly  authorized  by  the  laws 
of  the  State  of  New  York  to  protest  notes;  to  take  and  certify  depositions; 
to  administer  oaths  and  affirmations;  to  take  affidavits  and  certify  the 
acknowledgment  and  proof  of  deeds  and  other  written  instruments  for 
lands,  tenements  and  hereditaments,  to  be  read  in  evidence  or  recorded  in 
this  state ;  and  further,  that  I  am  well  acquainted  with  the  handwriting 
of  such  Notary  Public  and  verily  believe  that  his  signature  to  such  proof 
or  acknowledgment  is  genuine. 

In  testimony  whereof,  I  have  hereunto  set  my  hand  and  affixed  the  seal 
of  said  Court  at  the  City  of  New  York,  in  the  County  of  New  York,  this 
4  day  of  Feb.  1922. 

James  A.  Donegan, 
(seal)  Cleric. 


542         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 
State  of  New  York, 


tK.  \ 


County  of  New  York 

I,  James  J.  McDermott,  a  Notary  Public  in  and  for  the  State  and  County 
aforesaid,  residing  therein,  duly  commissioned,  sworn  and  qualified  as  such, 
and  duly  authorized  to  administer  oaths  and  affirmations  in  said  County, 
do  hereby  certify  that  on  this  3rd  day  of  February,  1922,  Hale  Holden  and 
Charles  I.  Sturgis,  President  and  Secretary  respectively,  of  Chicago,  Bur- 
lington &  Quincy  Railroad  Company,  the  mortgagor  in  the  foregoing  mort- 
gage, to  me  personally  known  and  known  to  me  to  be  such  President  and 
Secretary,  personally  appeared  before  me  within  said  County,  and  being 
severally  duly  sworn,  each  for  himself  and  not  one  for  the  other,  on  oath 
deposes  and  says:  that  they,  the  said  Hale  Holden  and  Charles  I.  Sturgis 
arc.  respectively,  President  and  Secretary  of  Chicago,  Burlington  &  Quincy 
Railroad  Company,  the  mortgagor  in  the  foregoing  mortgage,  and  that  this 
affidavit  is  made  by  them  as  agents  of  and  in  behalf  of  the  said  Chicago, 
Burlington  &  Quincy  Railroad  Company;  that  the  foregoing  mortgage  is 
made  in  good  faith  to  secure  according  to  the  terms  of  the  said  mortgage, 
the  First  and  Refunding  .Mortgage  bonds  of  the  mortgage,  to  the  aggregate 
principal  amount  as  therein  set  forth  and  interest  thereon  at  the  rate  therein 
prescribed,  and  is  made  without  any  design  to  hinder,  delay  or  defraud 
creditor-. 

Hale   Holden 
Charles  I.  Sturgis 

Subscribed  and  sworn  to  before  me  this  3rd  day  of  February,  1922. 
(NOTARIAL  SEAL) 

James  J.  McDermott, 
Notary  Public,  Bronx  Co:  No:  IS  Keg:  No: 
New  Fork  Co.  No.  55  Reg.  No.  3059 
Kings  fount;,  No.  5  Beg.  No.  -W.U 
My  Commission  Expires  March  30,  1923. 


e\y  York,      / 

. .         "         }  ss. : 

New  \  okk.  \ 


State  of  New  York, 
County  of 

No Series  B     Form  2 

I,  James  A.  Donegan,  Clerk  of  the  County  of  New  York,  and  also  Clerk 
of  the  Supreme  Court  in  and  for  said  County,  do  hereby  certify,  That  said 
Court  is  a  Court  of  Record,  having  by  law  a  seal;  that  James  J.  McDermott, 
whose  name  is  subscribed  to  the  annexed  certificate  or  proof  of  acknowl- 
edgment of  the  annexed  instrument  was  at  the  time  of  taking  the  same  a 
Notary  Public  acting  in  and  for  said  county,  duly  commissioned  and  sworn, 
and  qualified  to  act  as  such ;  that  he  has  filed  in  the  Clerk 's  Office  of  the 
County  of  New  York  a  certified  copy  of  his  appointment  and  qualification 
as  Notary  Public  for  the  County  of  Bronx,  with  his  autograph  signature; 
that  as  such  Notary  Public,  he  was  duly  authorized  by  the  laws  of  the  State 
of  New  York  to  protest  notes;  to  take  and  certify  depositions;  to  admin- 
ister oaths  and  affirmations;  to  take  affidavits  and  certify  the  acknowledg- 
ment and  proof  of  deeds  and  other  written  instruments  for  lands,  tenements 


CORPORATE  HISTORY  543 

and  hereditaments,  to  be  read  in  evidence  or  recorded  in  this  state;  and 
further,  that  I  am  well  acquainted  with  the  handwriting  of  such  Notary- 
Public  and  verily  believe  that  his  signature  to  such  proof  or  acknowledg- 
ment is  genuine. 

In  testimony  whereof,  I  have  hereunto  set  my  hand  and  affixed  the  seal 
of  said  Court  at  the  City  of  New  York,  in  the  County  of  New  York,  this 
4  day  of  Feb.  1922. 

James  A.  Donegan, 
(seal)  Cleric. 

In  testimony  whereof,  I  have  hereunto  set  my  hand,  subscribed  my  name 
and  affixed  my  official  seal  as  such  Notary  Public,  in  the  said  County  of 
New  York,  State  of  New  York,  this  the  day  and  year  in  this  my  certificate 
first  above  written. 

My  commission  as  such  Notary  Public  expires  March  30,  1923. 

( NOTARIAL   SEAL) 

James  J.  McDermott, 
Notary  Public,  Bronx  Co:  No:  13  Reg:  No: 
New  York  Co.  No.  55  Reg.  No.  3059 
Kings  County  No.  5  Reg.  No.  3031 
My  Commission  Expires  March  30,  1923. 


i  ss. 


State  of  New  York, 
County  op  New  York 

No Series  B     Form  2 

I,  James  A.  Donegan,  Clerk  of  the  County  of  New  York,  and  also  Clerk 
of  the  Supreme  Court  in  and  for  said  County,  do  hereby  certify,  That  said 
Court  is  a  Court  of  Eecord,  having  by  law  a  seal ;  that  James  J.  McDermott, 
whose  name  is  subscribed  to  the  annexed  certificate  or  proof  of  acknowledg- 
ment of  the  annexed  instrument  was  at  the  time  of  taking  the  same  a 
Notary  Public  acting  in  and  for  said  county,  duly  commissioned  and  sworn, 
and  qualified  to  act  as  such;  that  he  has  filed  in  the  Clerk's  Office  of  the 
County  of  New  York  a  certified  copy  of  his  appointment  and  qualification 
as  Notary  Public  for  the  County  of  Bronx,  with  his  autograph  signature; 
that  as  such  Notary  Public,  he  was  duly  authorized  by  the  laws  of  the 
State  of  New  York  to  protest  notes;  to  take  and  certify  depositions;  to 
administer  oaths  and  affirmations;  to  take  affidavits  and  certify  the  ac- 
knowledgment and  proof  of  deeds  and  other  written  instruments  for  lands, 
tenements  and  hereditaments,  to  be  read  in  evidence  or  recorded  in  this 
state;  and  further,  that  I  am  well  acquainted  with  the  handwriting  of 
such  Notary  Public  and  verily  believe  that  his  signature  to  such  proof  or 
acknowledgment  is  genuine. 

In  testimony  whereof,  I  have  hereunto  set  my  hand  and  affixed  the  seal 
of  said  Court  at  the  City  of  New  York,  in  the  County  of  New  York,  this 
4  day  of  Feb.  1922. 

James  A.  Donegan, 
(seal)  Cleric. 


544         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 
State  of  New  York,      / 

r  SS   ' 

County  of  New  York,  ) 

I,  James  J.  McDermott,  a  Notary  Public  in  and  for  the  State  and  County 
aforesaid,  residing  therein,  duly  commissioned,  sworn  and  qualified  as  such, 
and  duly  authorized  to  administer  oaths  and  affirmations  in  said  County, 
do  hereby  certify  that  on  this  3rd  day  of  February,  1922,  Francis  D. 
Bartow  and  Samuel  A.  Welldon,  Vice  President  and  Cashier,  respectively, 
of  The  First  National  Bank  of  the  City  of  New  York,  one  of  the  mort- 
gagees and  trustees  under  the  foregoing  mortgage,  to  me  personally  known 
and  known  to  me  to  be  such  Vice  President  and  Cashier,  and  Frazier  L. 
Ford,  the  other  of  said  mortgagees  and  trustees  under  the  foregoing  mort- 
gage, to  me  personally  known  and  known  to  me  to  be  the  identical  person 
who  is  described  as  one  of  the  said  mortgagees  and  trustees,  personally  ap- 
pear*'.I  before  me  and  being  severally  duly  sworn,  each  for  himself  and  not 
One  for  the  other.  Oil  oath  deposes  and  says:  that  they,  the  said  Francis  D. 
Bartow  and  Samuel  A.  Welldon  arc  respectively  Vice  President  and  Cashier 
of  The  First  National  Bank  of  N<w  York,  one  of  the  mortgagees  and 
trustees  under  the  foregoing  mortgage,  and  that  this  affidavit  is  made  by 
them  as  agents  of  and  in  behalf  of  said  The  First  National  Rank  of  the 
City  of  New  Fork;  that  he,  the  said  Frazier  L.  Ford,  is  the  other  of  the 
said  mortgagees  and  trustees  under  the  foregoing  mortgage;  that  the  fore- 
going mortgage  is  made  in  good  faith  to  secure,  according  to  the  terms 
of  the  said  mortgage,  the  First  and  Refunding  Mortgage  Bonds  of  the 
mortgagor  to  the  aggregate  principal  amount  as  therein  stated  and  interest 
thereon  at  the  rate  therein  prescribed,  and  is  made  without  any  design  to 
binder,  delay  or  defraud  creditors. 

Francis  D.  Bartow 
Samuel  A.  Welldon 
Frazier  L.  Ford 
Subscribed  and  swurn  to  before  me  this  3rd  day  of  February,  1922. 

(NOTARIAL  SEAL) 

James  J.  McDermott, 
Notary  Public,  Bronx  Co:  .V<<:  l-i  Beg:  No: 
New  )  ork  Co.  \«.  .;.-;  Reg.  No.  S059 
Kings  County  No.  /;  Beg.  No.  S0S1 

My  Commission  Expires  March  30,  1923. 


of  New  Fork, 

y  ss 
County  of  New  York 


,1 

No Series  B  Form  2 

I,  James  A.  Donegan,  Clerk  of  the  County  of  New  York,  and  also  Clerk 
of  the  Supreme  Court  in  and  for  said  County,  do  hereby  certify,  That  said 
Court  is  a  Court  of  Record,  having  by  a  law  a  seal;  that  James  J.  McDer- 
mott, whose  name  is  subscribed  to  the  annexed  certificate  or  proof  of 
acknowledgment  of  the  annexed  instrument  was  at  the  time  of  taking 
the  same  a  Notary  Public  acting  in  and  for  said  county,  duly  commis- 
sioned and  sworn,  and  qualified  to  act  as  such;  that  he  has  filed  in  the 
Clerk's  Office  of  the  County  of  New  York  a  certified  copy  of  his  appoint- 


CORPORATE  HISTORY  545 

ment  and  qualification  as  Notary  Public  for  the  County  of  Bronx,  with  his 
autograph  signature;  that  as  such  Notary  Public,  he  was  duly  authorized 
by  the  laws  of  the  State  of  New  York  to  protest  notes;  to  take  and  certify 
depositions;  to  administer  oaths  and  affirmations;  to  take  affidavits  and  cer- 
tify the  acknowledgment  and  proof  of  deeds  and  other  written  instruments 
for  lands,  tenements  and  hereditaments,  to  be  read  in  evidence  or  recorded 
in  this  state;  and  further,  that  I  am  well  acquainted  with  the  handwriting 
of  such  Notary  Public  and  verily  believe  that  his  signature  to  such  proof  or 
acknowledgment  is  genuine. 

In  testimony  whereof,  I  have  hereunto  set  my  hand  and  affixed  the  seal  of 
said  Court  at  the  City  of  New  York,  in  the  County  of  New  York,  this  4  day 
of  Feb.  1922. 

James  A.  Donegan, 
(seal)  Cleric. 

In  Testimony  Whereof,  I  have  hereunto  set  my  hand,  subscribed  my  name 
and  affixed  my  official  seal  as  such  Notary  Public,  in  the  said  County  of 
New  York,  State  of  New  York,  this  the  day  and  year  in  this  my  certificate 
first  above  written. 

My  commission  as  such  Notary  Public  expires  March  30,  1923. 
(notarial  seal) 

James  J.  McDermott, 
Notary  Public,  Bronx  Co:  No:  13  Reg:  No: 
New  York  Co.  No.  55  Reg.  No.  3059 
Kings  County  No.  5  Reg.  No.  3031 
My  Commission  Expires  March  30,  1923. 


State  of  New  York, 
County  of  New  York 


J 


No Series  B    Form  2 

I,  James  A.  Donegan,  Clerk  of  the  County  of  New  York,  and  also  Clerk 
of  the  Supreme  Court  in  and  for  said  County,  do  hereby  certify,  That  said 
Court  is  a  Court  of  Record,  having  by  law  a  seal ;  that  James  J.  McDermott, 
whose  name  is  subscribed  to  the  annexed  certificate  or  proof  of  acknowl- 
edgment of  the  annexed  instrument  was  at  the  time  of  taking  the  same  a 
Notary  Public  acting  in  and  for  said  County,  duly  commissioned  and  sworn, 
and  qualified  to  act  as  such;  that  he  has  filed  in  the  Clerk's  Office  of  the 
County  of  New  York  a  certified  copy  of  his  appointment  and  qualification 
as  Notary  Public  for  the  County  of  Bronx,  with  his  autograph  signature; 
that  as  such  Notary  Public,  he  was  duly  authorized  by  the  laws  of  the 
State  of  New  York  to  protest  notes;  to  take  and  certify  depositions;  to 
administer  oaths  and  affirmations;  to  take  affidavits  and  certify  the  ac- 
knowledgment and  proof  of  deeds  and  other  written  instruments  for  lands, 
tenements  and  hereditaments,  to  be  read  in  evidence  or  recorded  in  this 
state;  and  further,  that  I  am  well  acquainted  with  the  handwriting  of 
such  Notary  Public  and  verily  believe  that  his  signature  to  such  proof  or 
acknowledgment  is  genuine. 


546         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

In  testimony  whereof,  I  have  hereunto  set  my  hand  and  affixed  the  seal 
of  said  Court  at  the  City  of  New  York,  in  the  County  of  New  York,  this 
4  day  of  Feb.  1922. 

James  A.  Donegan, 
(seal)  Cleric. 


CERTIFICATE  OF  RECORDATION 

I,  Charles  I.  Sturgis,  do  hereby  certify  that  I  am  Secretary  of  Chicago, 
Burlington  &  Quincy  Railroad  Company,  and  as  such  officer,  had  charge  and 
personal  supervision  of  the  filing  fur  record  of  the  First  and  Refunding  Mort- 
gage of  said  Company  to  The  first  National  Bank  of  the  City  of  New  York, 
and  Frazier  L.  Ford,  as  Trustees,  dated  February  1,  1921,  and  that  an  original 
counterpart  of  said  Mortgage  has  been  duly  tiled  and  recorded  in  state  and 
county  offices  as  follows: 


County  < 

Adams Recorder  of  Deeds, 

Bond 

Bureau " 

Carroll " 

Cass 

Clinton " 

Cook 

DeKalb 

DdPage ■ 

Franklin " 

I  i  LTON " 

Greene " 

Hancock " 

Henderson " 

Henry 

Jefferson " 

Jersey " 

Jo  Daviess " 

Johnson " 

Kane 

Kendall " 

Knox " 

La  Salle " 

Lee 

Macoupin " 

Madison " 

Marion " 

Massac " 


ILLINOIS 

Date 

Recorded  as 

Received 

/,'-  <// 

Estate 

for 

Mortgage 

e  of 

"Record 

Book 

Page 

of  Deeds, 

Mar, 

15, 

1922 

144 

1 

it        it 

u 

30, 

a 

62 

119 

(I              u 

Feb. 

27, 

It 

90 

1 

u           u 

it 

23, 

u 

100 

1 

u           u 

Mar, 

24, 

It 

59 

1 

u            a 

« 

29, 

(I 

23 

123 

«            « 

Feb. 

16, 

a 

17482 

172 

u           u 

a 

20, 

u 

95 

325 

«           (i 

It 

20, 

u 

94 

101 

«           a 

Mar. 

27, 

a 

46 

1 

u           u 

u 

10, 

a 

376 

1 

u           u 

a 

22, 

u 

HHA 

155 

u           a 

a 

15, 

u 

106 

1 

a           « 

a 

8, 

u 

27 

1 

u           u 

a 

6, 

a 

326 

1 

u             « 

ii 

28, 

u 

82 

115 

u           u 

a 

22, 

u 

130 

304 

a        a 

« 

29, 

a 

54 

283 

u           u 

a 

27, 

« 

41 

1 

a           u 

a 

17, 

<( 

689 

308 

«           u 

u 

25, 

a 

32 

300 

u           u 

Mar. 

7, 

a 

125 

57 

a           u 

Feb. 

27, 

u 

608 

1 

u           a 

a 

21, 

a 

86 

1 

(i           (i 

Mar. 

23, 

a 

321 

1 

K           (i 

(i 

23, 

a 

458 

306 

«           « 

u 

29, 

u 

76 

93 

«           u 

a 

27, 

u 

20 

328 

CORPORATE    HISTORY 


547 


County  Office  of 

McDonough Recorder  of  Deeds, 

Mercer 

Montgomery "  " 

Morgan 

Ogle "  "        " 

Peoria 

Pike 

Rock  Island "  "        " 

Sangamon 

Schuyler 

Scott 

Stark 

St  Clair 

Warren 

Whiteside '...        "  "        " 

Williamson 

Winnebago 

Secretary  of  State, 

IOWA 

Adair County  Recorder, 

Adams "  " 

Appanoose "  " 

Cass " 

Clarke " 

Clinton "  " 

Davis " 

Decatur "  " 

Des  Moines "  " 

Dubuque "  " 

Fremont "  " 

Henry 

Jefferson "  " 

Keokuk "  " 

Lee  (Keokuk) "  " 

Lee  (Ft.  Madison) "  " 

Louisa "  " 

Lucas 

Madison "  " 

Mahaska "  " 

Marion "  " 

Mills 

Monroe "  " 

Montgomery "  " 


Bate 

Received 

for 

Record 

Mar.  14,  1922 

(1  n  u 

"     31,  " 

a       17j  a 

24,  " 

9,  « 

16,  " 

6,  " 

29,  " 
14,  " 
22,  " 

9,  " 

30,  " 

7,  " 
24,  " 
27,  " 
21,  " 
29,  " 


Recorded  as 
Real    EMate 

Mortgage 
Book     Page 


Feb. 

Mar 
a 

Mar 


Feb. 
Mar 
Feb. 
Mar, 


Feb. 

a 

Mar. 

Feb. 
u 

Mar. 

a 

Feb. 


Mar. 


Feb. 
Mar, 


Feb. 


21,  1922 ; 

22,  " 
6,  " 
9,  " 

20,  " 
28,  " 

2,  « 
6,  « 

25,  " 

27,  " 

23,  " 
17,  " 
17,  " 

24,  " 

3,  - 
13,  u 

13,  " 

21,  " 

14,  " 
10,  " 
10,  " 
23,  " 
17,  " 

22,  " 


63 
131 

84 

43 

78 
217 

74 
169 
297 
123 

16 
105 
590 

62 
247 

45 
252 


136A 
50 
24 

281 
4 

130 

AX 

194 

96 

1 

33 

145 
44 
61 
63 
1A 

144 
25 
76 

104 
42 
55 
96 
48 


1 

599 

1 

1 

1 

13 

1 

309 

87 

1 

66 

1 

250 

6 

29 

247 

1 


1 
449 
132 

1 

475 

23 

1 
639 
211 

503 

301 

633 

51 

1 

1 

183 

1 

1 

573 

1 

1 

212 

1 


548         CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 


Count  ii  Office  of 

Page County  Recorder, 

Polk 

Pottawattamie "  " 

Rincjgold "  " 

Scott 

Taylor 

Union "  " 

Van   Buren 

Wapello "  " 

Warren 

Washington "  " 

\\  aini 

woodbi  kv "  " 

MINNESOTA 

Hi  \\i  pin Register  of  I  >eeds, 

Ramsei 

Washing  ton "        "      " 

Winona "  "        " 

Secretary  of  State, 

MISSOURI 

Adair Recorder  of  Deeds, 

Andrew 

All. LAIN 

Atchison " 

Buchanan 

Caldweli 

Carroli 

Chariton 

Clark 

C]  \Y 

Clinton 

DeKalb 

Gentrt 

Harrison 

Holt 

Jackson "        "        " 

Lewis 

Lincoln 

Linn 

Livingston "        "        " 

Macon 

Marion 


Date 

!!<  tcived 

for 

Record 

Mar.    7,  1922 

"       9,     " 

"     u,  " 

Feb.  28,  " 

Mar.  14,  " 

Feb.  21,  " 

Mar.    2,  " 

Feb.   18,  " 

"      20,  ■ 

"      24,  " 

Mar.     6,  " 


Mar.  28,  1922 
"      27,      " 
"      27,      " 

■      29,      " 

u      27j      « 


Recorded  as 

Beal    Estate 

Mortgagt 

Booh     Page 


Feb. 
Mar. 

Feb. 

Mar. 


Feb. 
Mar. 


Feb. 

Mar. 


22,  1922 

8,  " 

28,  " 

6,  " 

14,  ■ 
3,  " 

1,  " 
L  " 

20,  " 

3,  - 

4,  " 

10,  " 

7,  " 
7,  - 
6,  - 

15,  " 
17,  " 

3,  " 

24,  " 

2,  " 
14,  " 

11,  - 


272 

848 

666 

116 

62 

67 

249 

22 

20 

83-A 

34 

62 

282 


1141 

603 

41 

7!) 
15 


83 

133 

48 

80 

530 

43 

258 

55 

39 

217 

139 

86 

70 

237 

151 

2271 

158 

111 

228 

194 

239 

275 


1 

99 

1 

309 

385 

453 

493 

1 

1 

1 

563 

3 

53 


381 

32 

63 

169 

383 


1 

42 

544 

1 

160 

1 

I 

20 

100 

1 

250 

302 

1 

1 

1 

167 

150 

453 

174 

161 

1 

1 


CORPORATE  HISTORY 


549 


Date 

Becorded  as 

Beceived 

Seal 

EsUatef 

for 

Mortgage 

County 

Offi 

ce 

of 

Becord 

Book 

Page 

Mercer 

.  .  .  .Recorder  of  Deeds 

Mar.  11, 

1922 

50 

344 

Monroe 

u 

a 

a 

"      11, 

"  Tr.Dd.57 

14 

Montgomery 

tt 

it 
a 

a 

u 
u 

a 

Feb.  27, 

Mar.    9, 

"      10, 

u 
a 

93 
154 
184 

71 

Nodaway 

tt 

1 

a 

33 

u 

a 

u 

"      16, 

a 

94 

1 

Putnam 

a 

a 

tt 

Feb.  24, 

a 

65 

490 

Ralls 

tt 

tt 

tt 

Mar.  10, 

ti 

112 

1 

St.  Charles 

a 

it 

u 

Feb.   18, 

it 

138 

179 

a 

it 

u 

"     21, 

tt 

542 

1 

St.  Louis  City.  .  . 

a 

u 

u 

"     28, 

a 

3625 

118 

Schuyler 

a 

a 

it 

"      21, 

a 

41 

413 

u 

a 

a 

"      21, 

tt 

143 

231 

Shelby 

it 

a 

u 

Mar.  15, 

it 

51a 

1 

Sullivan 

a 

u 

u 

Feb.  23, 

a 

78 

103 

Warren 

u 

tt 

u 

"     23, 

tt 

50 

89 

Worth 

a 

it 

u 

Mar.    8, 

tt 

77 

1 

WISCONSIN 
Secretary  of  State,        Apr.     1,  1922 


22 


127 


NEBRASKA 

Adams Register  of  Deeds, 

Antelope Clk.&  Reg.of  Deeds 

Blaine "    "     "    " 

Box  Butte "    "     "    " 

Buffalo Register  of  Deeds, 

Burt Clk.&  Reg.of  Deeds 

Butler "    "     "    " 

Cass Register  of  Deeds, 

Cedar Clk.&  Reg.of  Deeds 

Chase "    "     "    " 

Cheyenne Clk.&  Reg.of  Deeds 

Clay "    "     "    " 

Colfax "    "     "    " 

Custer Register  of  Deeds, 

Dakota Clk.&  Reg.of  Deeds 

Dawes "    "     "    " 

Dawson Register  of  Deeds, 

Dixon Clk.&  Reg.of  Deeds 

Dodge Register  of  Deeds, 

Douglas 

Dundy Clk.&  Reg.of  Deeds 

Fillmore 


Feb. 


Mar. 
Feb. 
Mar, 
Feb. 

Mar, 
Feb. 


Mar, 

Feb. 

Mar. 
a 

Feb. 


tt         It  ((         !< 


16,  1922 
24,  " 

24,  " 

28,  " 

17,  " 
21,  " 
21,  " 

3,  " 

23,  " 

1,  " 

27,  " 
16,  " 

3,  " 

23,  " 

21,  " 

25,  " 
3,  « 

23,  " 

3,  " 

1,  " 

28,  " 
15,  " 


111 
80 
K 
38 

104 
27 
67 
48 
69 
Z 
40 

111 
54 

112 

5 

49 

69A 

60 

36 

527 
U 
71 


539 
262 
185 
50 
378 
351 
13 
431 

1 
462 
314 
334 
203 
71 

1 
219 

1 

1 
647 

1 
287 
416 


550         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 


County  Office  of 

Franklin Clk.&lleg.of  Deeds 

Frontier ..."""" 

FUBNAS "     "      "     " 

Gage Register  of  Deeds, 

Garfield ClkA-  Reg.of  Deeds 

GOSPEB «««.... 

Chant "    " ' 

Greeley "    "     "    " 

Hall Register  of  Deeds, 

Hamilton Clk.A  Reg.of  Deeds 

Harlan "    "    "   ■ 

Hates "    "    "   " 

Hitchcock "    "    "   " 

Hol.T "       "        "      " 

Hooker "    "     "    " 

Howard "    "     "    ■ 

Jefferson Register  of  Deeds, 

Johnson Clk.A:  Keg. of  Deeds 

Kkaknkv "     ■     -    " 

Lancaster Register  of  Deeds, 

Lincoln 

Merrick Clk.A  Reg.of  Deeds 

MoRRILI "      "       "     " 

Nemaha "    *    "  " 

NtJCKOLLS u     u     u    a 

Otoe Register  of   Deeds, 

Pawnee Clk.A  Reg.of  Deeds 

Perkins «     "     ■■    " 

Phelps "    "    "   ■ 

Pierce "    "    "   " 

« 

Platte Register  of  Deeds, 

Polk Clk.A  Reg.of  Deeds 

Red  Willow ■     "     ••    ■ 

Richardson Register  of  Deeds, 

Saline "    "     "    " 

Sarpy Clk.<fc  Reg.of  Deeds 

Sai  nders Register  of  Deeds, 

Scotts  Bluff "        " 

Seward Clk.&  Reg.of  Deeds 

Sheridan "    ' 

Sherman "    ■     "    " 

SlOTXX "     "      "     " 

Thayer "    "    "   " 

Thomas "    "     "    " 


Date 

Record)  d   as 

Received 

Real 

Estate 

for 

Mortgage 

Record 

Book 

Page 

Mar.  3,  ] 

L922 

63 

545 

Feb.  25, 

« 

45 

534 

Mar.  1, 

-  a 

25 

565 

Feb.  18, 

a 

74 

250 

"  27, 

a 

16 

189 

"  25, 

u 

23 

362 

»  25, 

a 

4 

145 

"  24, 

a 

53 

125 

"   17, 

a 

50 

615 

"  20, 

u 

72 

427 

Mar.  2, 

a 

25 

115 

1, 

a 

21 

310 

Feb.  28, 

a 

31 

371 

"  23, 

u 

130 

583 

"  25, 

u 

5 

512 

"  28, 

u 

24 

635 

"  21, 

u 

61 

537 

"   16, 

(1 

31 

378 

"  27, 

(( 

55 

223 

"   15, 

u 

259 

93 

Mar.  3, 

It 

61 

33 

Feb.  20, 

a 

45 

101 

"  27, 

u 

18 

101 

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u 

44 

370 

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41 

329 

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Mar.  2, 

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Feb.  27, 

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325 

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56 

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6 

600 

CORPORATE  HISTORY 


551 


u  a 
a  ft 
it      ft 


u  u 
u  u 
u      ft 


County  Office  of 

Thurston Clk.&Reg.of  Deeds, 

Valley 

Webster 

Wheeler 

York Register  of  Deeds, 

KANSAS 

Atchison Recorder  of  Deeds, 

Cheyenne 

Cloud 

Decatur 

Doniphan 

Leavenworth 

Norton 

Phillips 

Rawlins 

Republic 

Washington 

Wyandotte 

COLORADO 

Adams Recorder  of  Deeds, 

Boulder Clk.&  Rec.of  Deeds 

Denver " 

Jefferson " 

Logan " 

Morgan " 

Phillips " 

Sedgwick " 

Washington " 

Weld " 

Yuma " 


a  a 

«  u 

ft  u 

ft  ft 

ft  ft 

ft  « 

ft  ft 

ft  ft 

ft  ft 


Date 

Received 

for 

Record 

Feb.  21,  1922 

"      28,     " 

Mar.    3,     " 

Feb.  23,     " 

"      18,      " 


Feb.  25,  1922 

«  17)  « 

"  23,  " 

"  18,  " 

"  25,  " 

»  27,  " 

"  20,  " 

■  20,  " 

"  16,  " 

"  22  " 

"  23,  " 

«  97  « 


Mar.    9,  1922 

Feb.   18,  " 

«      1?)  « 

Mar.  10,  " 

Feb.  23,  " 

"      16,  " 

«     21,  " 

"      23,  " 

"      16,  " 

"      20,  " 

"      16,  " 


SOUTH  DAKOTA 

Secretary  of  State,        Mar.    7,  1922 


Recorded  as 
Real    Esttata 

Mortgage 
Book     Page 
19         131 


MONTANA 
Secretary  of  State, 

WYOMING 

Big  Horn County  Clerk, 

Campbell "  " 

Converse "  " 

Crook 

Fremont "  " 


52 

43 

Q 

108 


119 
26 
M 
34 
84 

259 
48 
69 
4 
89 
64 

518 


113 
464 
3421 
231 
214 
201 
108 
60 
189 
672 
161 


59 
1 
1 

29 


9 
600 
495 
145 
242 
200 
87 
497 
250 
447 
386 
426 


528 

256 

302 

450 

329 

1 

1 

183 

109 

154 

1 


Feb. 

23,  1922 

M3 

194 

Feb. 

24,  1922 

39 

1 

a 

20,      " 

13 

1 

Mar 

1,      " 

89 

29 

Feb. 

17,     " 

55 

1 

U 

28,     " 

41 

1 

552         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 


Count ij  Office  of 

Goshen County  Clerk, 

Hot  Springs "  " 

Laramie "  " 

Natrona "  " 

Park " 

Platte "  " 

Sheridan "  " 

Wasiiakik "  " 

Weston 


Bate 

/,'<  corded  as 

Received 

Real 

Estate 

for 

Mortgage 

Record 

Boole 

Page 

Mar.    3, 

1922 

67 

1 

Feb.  27, 

(i 

12 

1 

Mar.    2, 

it 

238 

12 

"        1, 

a 

27 

1 

Feb.  23, 

u 

53 

85 

Mar.     1, 

u 

36 

1 

Feb.  20, 

a 

15 

379 

"     25, 

u 

7 

1 

"      16, 

U 

15 

492 

In  witness  whereof,  I  have  hereunto  set  my  hand  and  affixed  and  attested 
the  corporate  seal  of  said  Chicago,  Burlington  &  Quiney  Railroad  Company 
this  24th  day  of  April,  L922. 

Charles  I.  Sturgis, 
(corporate  seal)  Secretary 

Attesl : 

Charles  I.  Sturgis, 
Secretary. 


PROPRIETARY  COMPANIES  EAST 
OF  THE  MISSISSIPPI  RIVER 

The  Quincy  and  Chicago  Eailroad  Company. 

Northern  Cross  Railroad  Company. 
Ottawa,  Oswego  and  Fox  River  Valley  Railroad  Company. 
The  Illinois  Grand  Trunk  Railway. 

Camanche,  Albany  &  Mendota  Rail  Road  Company. 

The  Joilet  and  Terre  Haute  Railroad  Company. 

Illinois  Grand  Trunk  Railway  Company. 
American  Central  Railway. 

Western  Air  Line  Railroad  Company. 
The  Dixon  and  Quincy  Railroad  Company. 
Dixon,  Peoria  and  Hannibal  Railroad  Company. 
The  Carthage  and  Burlington  Railroad  Company. 
The  Quincy  and  Warsaw  Railroad  Company. 
The  Quincy,  Alton  and  St.  Louis  Railway  Company. 
The  Chicago  and  Iowa  Railroad  Company. 

The  Ogle  and  Carroll  County  Railroad  Company. 

The  Chicago,  Rockford  and  Northern  Railroad  Company. 
The  Chicago  and  Rock  River  Railroad  Company. 
Illinois  Valley  and  Northern  Eailroad  Company. 
Joliet,  Rockford  &  Northern  Railroad  Company. 
Galesburg  &  Rio  Railroad  Company. 
Fulton  County  Narrow  Gauge  Railway  Company. 

Fulton  County  Extension  Railway  Company. 
St.  Louis,  Rock  Island  and  Chicago  Railroad  Company. 

The  Rock  Island  and  Alton  Railroad  Company. 

The  St.  Louis,  Alton  and  Rock  Island  Railroad  Company. 

The  Rockford,  Rock  Island  and  St.  Louis  Railroad  Company. 

The  Orion  and  Minersville  Railroad  Company. 
Davenport,  Rock  Island  and  North  Western  Railway  Company. 
The  Jacksonville  and  Saint  Louis  Railway  Company. 

The  Illinois  Farmers'  Railroad  Company. 

The  Jacksonville,  North  Western  and  South  Eastern  Railway  Company. 

The  Jacksonville  Southeastern  Railway  Company. 

The  Jacksonville,  Louisville  &  St.  Louis  Railway  Company. 

Jacksonville  &  Concord  Railway  Company. 
Fenton  and  Thomson  Railroad  Company. 
Northern  and  Southern  Illinois  Railroad  Company. 
Herrin  &  Southern  Railroad  Company. 
Franklin  &  Wtaverly  Railway  Company. 
Centralia  &  Sandoval  Railroad  Company. 

Chicago  Burlington  and  Northern  Railroad  Company.   (Illinois) 
Chicago,  Burlington  &  Northern  Railroad  Company.  (Consolidated) 
Paducah  &  Illinois  Railroad  Company. 

553 


THE  QUINCY  AND  CHICAGO 
RAILROAD  COMPANY 

NORTHERN  CROSS  RAILROAD  COMPANY, 
THE  QUINCY  AND  CHICAGO  RAILROAD  COMPANY 

The  road  between  Quiney  and  Galesburg  was  originally  built 
in  the  name  of  the  "Northern  Cross  Railroad  Company."  That 
was  in  name  the  first  railroad  in  the  State  of  Illinois,  for  the 
Stat--  built  tlic  first  railroad  in  its  name. 

The  first  movement  for  building  railroads  in  this  State  was  by 
the  State  itself,  and  not  through  private  corporations. 

The  movement  originated  in  February,  1837,  when  the  Legis- 
lature passed  what  was  called  the  "Internal  Improvement 
Act,"  which  contemplated  the  State  building  several  railroads, 
to  be  paid  for  by  issues  of  State  Bonds. 

The  first  reference  to  the  Northern  Cross  Railroad  appears  in 
Division  9  of  Section  18  of  the  aforesaid  act,  in  which  the  Board 
of  Commissioners  of  Public  Works  was  authorized  and  required 
to  adopl  such  measures  as  may  be  necessary  to  commence,  con- 
struct and  complete  within  a  reasonable  length  of  time  the 
Northern  Cross  Railroad  from  Quiney  on  the  Mississippi  River 
via  Clayton,  Mt.  Sterling,  Meredosia,  Jacksonville  and  Spring- 
field.  To  carry  into  effect  the  provisions  of  this  part  of  the 
section  of  the  Act,  the  sum  of  ;rl.s.">(),()00  was  appropriated  ex- 
clusive of  the  necessary  .sum  for  constructing  a  bridge  over  the 
Illinois  River. 

The  name  of  the  first  and  only  road  built  by  the  State  under 
this  Act  was  '•Northern  Cross,"  projected  from  Springfield 
west,  via  Meredosia  on  the  Illinois  River,  thence  to  Quiney,  via 
Mt.  Sterling.  Eight  miles  of  this  road  were  built  in  1838,  the 
first  locomotive  in  Illinois  having  been  shipped  by  steamer  up 
the  Illinois  River  to  Meredosia  and  put  in  service  on  the  road, 
November  8,  1838,  with  appropriate  ceremonies. 

By  January  1,  1840,  the  road  had  been  finished  east  to  Jack- 
sonville, and  by  May  30,  1842,  it  was  finished  to  Springfield,  a 
distance  of  fifty-eight  miles  from  Meredosia.    It  was  a  financial 

55  J 


CORPORATE  HISTORY  555 

failure,  and  in  an  Act  approved  February  16,  1847,  the  Legis- 
lature authorized  the  Governor  to  sell  the  fifty-eight  miles  at 
public  auction,  which  he  did  the  same  year,  and  it  was  bid  in 
for  New  York  parties  by  Bidgley  and  Mather  of  Springfield  for 
$21,000,  and  after  various  changes  it  finally  became,  and  remains 
to  this  day,  a  part  of  the  Wabash  Railroad.  West  of  Meredosia 
and  between  there  and  Quincy,  much  right  of  way  had  been 
secured  and  considerable  grading  been  done,  and  the  Legisla- 
ture passed  an  Act  declaring  such  of  this  work  as  was  in  Adams 
County  to  be  a  "State  Road"  or  highway. 

Of  date  February  10,  1849,  the  Legislature  passed  an  Act,  to 
incorporate  the  "Northern  Cross  Railroad  Co."  granting  to 
certain  citizens  of  Quincy  the  right  to  incorporate  with  that 
name,  and  authorized  such  Company  to  build  a  road  from 
Meredosia  to  Quincy,  and  to  adopt  and  use  the  line  of  the 
abandoned  Northern  Cross  between  those  points,  giving  them 
the  old  State  right  of  way  when  it  should  be  sold  by  the  Gover- 
nor, and  conferring  upon  this  Company  all  the  rights  and 
powers  conferred  upon  the  Alton  &  Sangamon  Railroad  Com- 
pany by  an  Act  approved  February  27,  1847. 

This  new  Northern  Cross  Railroad  Company  was  organized 
at  a  meeting  of  the  "Proprietors"  held  in  Quincy  in  November, 
1849.  Bonds  were  voted  and  considerable  work  was  done  on  the 
line  east  of  Quincy  towards  Meredosia  prior  to  1851. 

The  Act  of  Illinois  Legislature  approved  February  1,  1851, 
called  a  "Supplement"  to  the  Act  of  February  10,  1849,  was  the 
first  legislation  in  which  the  C.  B.  &  Q.  is  directly  interested. 
This  Act  authorized  the  Northern  Cross  Railroad  Company  "to 
locate  and  construct  a  lateral  branch  of  said  Northern  Cross 
Railroad,  commencing  at  any  convenient  point  on  said  road  in 
Adams  County  and  running  thence  through  the  Military  Bounty 
Tract."  The  point  of  departure  selected  was  what  is  now 
known  as  Camp  Point.  Of  date  June  21,  1852,  the  Legislature 
passed  a  Special  Act  which  authorized  the  Northern  Cross  Rail- 
road Company  "to  terminate  the  lateral  branch  of  said  road  at 
any  point  where  the  said  railroad  may  connect  with  any  other 
railroad  extending  northward  to  the  City  of  Chicago." 

By  January  1855,  twenty  miles  of  the  road  had  been  built 
northeasterly  from  Quincy,  and  the  line  was  completed  and  put 
in  operation  to  Galesburg  (99.91  miles)  by  January  31,  1856. 


556         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

Prior  to  1855,  the  company  had  become  embarrassed  and  ap- 
plied for  financial  assistance  to  John  M.  Forbes  and  others  who 
were  interested  in  the  Chicago  and  Aurora,  and  Central  Military 
Tract  companies,  with  whose  roads  the  Northern  Cross  would 
connect  at  Galesburg.  Of  dates  January  1,  1855,  July  22,  1856, 
June  1").  1858;  and  September  8,  1859  various  contracts  were 
entered  into  and  an  Award  made  regarding  advances  and  inter- 
change of  business  through  which  the  CB&Q  eventually  acquired 
substantial  control  and  final  ownership  of  the  Northern  Cross. 

Of  date  July  1,  1853,  the  company  executed  a  mortgage  to 
J.  M.  Forbes  et  al.,  Trustees.  Because  of  default  in  payment  of 
the  interest  upon  the  bonds  issued  under  this  mortgage,  fore- 
closure proceedings  were  instituted,  and  the  road  was  turned 
over  to  the  Trustees  May  27,  1857. 

The  Quincy  and  Chicago  Railroad  Company  was  created 
under  provisions  of  a  Special  Act  of  the  Illinois  Legislature  in 
force  February  10,  1857,  by  change  of  name  from  the  Northern 
Cross  Railroad  Company.  It  was  organized  at  Quincy,  May  15, 
1857.  It  did  not  build  any  railroad.  It  operated  the  road  be- 
tween Quincy  and  Galesburg  built  by  the  Northern  Cross  Rail- 
road Company  from  February  10,  1857.  until  April  1.  1857,  on 
which  date  this  company  made  with  the  C.  B.  &  Q.  Company  an 
operative  agreement  for  a  through  line  between  Quincy  and 
Chicago.  This  operative  agreement  was  continued  in  force  by 
the  Trustees  after  they  took  possession  May  27,  1858,  and  until 
April  28,  1864,  when  the  property  was  purchased  at  foreclosure 
sale  by  the  Burlington  Company. 

A  decree  of  foreclosure  was  entered  September  28,  1863,  in 
the  Circuit  Court  of  Knox  County,  Illinois,  under  which  the 
road  was  sold  at  auction  April  28,  1864.  The  Chicago,  Burling- 
ton &  Quincy  Railroad  Company  was  the  only  bidder  at  the 
sale  and  purchased  the  road,  subject  to  the  right  of  redemption 
within  a  year. 

Of  date  July  30,  1865,  at  the  expiration  of  the  period  of  re- 
demption, Edward  P.  "Williams,  Master  in  Chancery,  executed  a 
deed  for  the  property  to  the  Chicago  Burlington  &  Quincy  Rail- 
road Company. 


CORPORATE  HISTORY  557 

MEETING    OF    PROPRIETORS,    November        ,    1849.      Northern    Cross 

Railroad  Company. 

At  a  meeting  of  the  proprietors  of  the  Northern  Cross  Rail  Road  held 

at  the  office   of  Maj.  John  H.  Holton  in  the  city  of  Quincy   on   this  the 

day  of  November,  1849,  for  the  purpose  of  a  temporary  organization, 

Isaac  N.  Morris  Esq.  was  elected  President,  James  M.  Pittman  Treasurer, 

and  Saml.  Holmes,  Secretary. 

The  President  was  authorized  and  directed  to  contract  with  competent 
engineers,  and  make  all  suitable  arrangements  for  the  survey  and  estimate 
of  the  present  value  of  said  road. 
Meeting  adjourned. 

Saml.  Holmes, 

Secretary. 
"Northern  Cross  Railroad  Company's  Record  Book."     Page  1. 

MEETING    OF    PROPRIETORS,    December        ,    1849.      Northern    Cross 

Railroad  Company. 

Quincy,  December  — ,  1849. 

The  proprietors  met  this  evening  at  the  office  of  Messrs.  Warren  & 
Skinner,  the  President  I.  N.  Morris,  Esq.  in  the  chair. 

The  President  reported  that  he  had  contracted  with  William  Whittle 
Esq.  as  acting  engineer,  at  the  rate  of  $5  per  day  while  employed,  also 
with  Col.  I.  I.  Shipman  for  the  sum  of  $500  to  examine  the  Northern 
Cross  Rail  Road  from  Quincy  to  Meredosia,  to  superintend  the  survey, 
examine  and  endorse  the  report  of  Mr.  Whittle — also  that  he  had  con- 
tracted for  suitable  chain  man,  ax  men,  rod  men,  &c,  and  otherwise 
made  complete  arrangements  for  the  survey  of  said  Rail  Road,  all  of  which 
was  approved  by  the  unanimous  vote  of  the  proprietors  of  said  Road. 

On  motion  of  Gen.  Singleton  it  was  unanimously  resolved,  that  each 
proprietor  be  required  forthwith  to  pay  to  the  Treasurer  in  money,  an 
amount  equal  to  50  per  cent  of  the  first  cost  of  the  several  shares  or 
interests  by  them  held.     On  motion  adjourned. 

Saml.  Holmes, 

Secretary. 

"Northern  Cross  Railroad  Company's  Record  Book."   Page  1. 

ACT   OF  LEGISLATURE,  February   28,   1845,   Northern  Cross   Railroad 

Company. 
AN  ACT  concerning  certain  State  roads  therein  named. 

Section  1.  Be  it  enacted  by  the  People  of  the  State  of  Illinois,  repre- 
sented in  the  General  Assembly,  That  the  lateral  branch  of  the  Northern 
Cross  railroad  from  the  depot  in  the  town  of  Naples,  Scott  county,  to  where 
it  intersects  the  Northern  Cross  railroad  is  hereby  declared  a  State  road, 
and  the  county  commissioners'  court  of  Scott  county,  are  required  to  keep 
the  same  in  repair,  as  other  State  roads  in  this  State  are. 

§  2.  Be  it  further  enacted,  That  so  much  of  the  Mount  Carniel  and  Alton 
railroad  as  lies  between  the  Wabash  river  at  the  town  of  Mount  Carniel,  in 
Wabash  county,  and  the  town  of  Albion,  in  the  county  of  Edwards,  be,  and 


558         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

the  same  is  hereby  declared  a  State  road,  and  the  county  commissioners' 
courts  of  the  counties  of  Wabash  and  Edwards  are  required  to  keep  the 
same  in  repair,  as  other  State  roads  arc. 

§  3.  And  be  it  further  enacted,  That  the  above  grants  are  upon  these 
express  conditions,  that  if  at  any  time  the  State  or  any  company  or  persons 
authorized  by  the  Legislature,  should  at  any  time  wish  to  use  or  occupy  said 
branches,  or  parts  of  railroads,  they  are  hereby  authorized  to  take  possession 
of,  and  use  the  same,  any  thing  in  this  act  to  the  contrary  notwithstanding. 

§  4.  That  the  location  of  a  state  road  by  N.  W.  Manville,  George  Hun 
sacker  and  George  Dougherty,  from  a  certain  point  fixed  by  them  on  the 
i  leading  from  Unity  to  Jonesboro,  south  of  Manville 's  mills  to  Western 
Saratoga,  be,  and  the  same  is  hereby  declared  valid,  and  the  county  com- 
missioners of  Union  county  shall  issue  orders  for  the  time  they  were  em- 
ployed in  making  such  location,  and  shall  cause  said  road  to  be  opened  and 
kept   in  repair,  as  other  State  roads  in   the  county  of   Tnion  ;   and  the  county 

commissioners  of  Alexander  county  shall  cause  all  that  part  of  said  road, 

within  the  county  of  Alexander  to  be  opened  and  kept   in  repair. 
APPROVED,  February  28,  L845. 

ACT  OF  LEGISLATURE,  Manh   1,   1845,  to  Incorporate  the  Sangamon 
and    Morgan    Hail-road    Company. 

AN  ACT  to  incorporate  the  Sangamon  and   Morgan  rail  road  company. 

I.     /■'-    it  enacted  by  thi    Peopli   of  tht   StaU   of  Illinois,  repre 

s,  nt,  ,1  in  tin  tii  n<  nil  Ass,  ml, lit.  That  the  subscribers  for  the  stock  herein- 
after  created   and    provided    for.   are    hereby    constituted    a    body    politic    and 

corporate,  by  the  name  of  the  Sanga d  and  Morgan  Rail-road  Company, 

and  by  BUCh  name  may  sue  and  lie  sued,  plead  and  be  impleaded,  contract 
and    I"-   contracted   with,  as   a    natural    person;    may    have  and    use   a   common 

seal,  and  alter  the  Bame  at  pleasure,  receive  and  hold  by  purchase  or  other- 
wise, property,  real,  personal  and  mixed,  and  sell  and  convey  the  same,  and 
have;    and   exercise   such    other    powers    and    privileges    as    are    herein    or   may 

hereafter  be  granted. 

The  capital  stock  of  the  said  corporation  shall  he  one  million  of  dol- 
lars,  which   shall   lie  divided    into  shares   of   one  hundred    dollars   each,    which 
shares  shall  he  held  as  personal   property;  shall   he  liable  to  be  sold   on   execu 
tion  againsl  the  owner,  and  shall  he  assignable  in  such  manner  as  the  hoard 
of  directors  shall  prescribe. 

§  3.  The  powers  of  the  said  corporation  shall  be  vested  in,  and  the 
business  thereof  conducted  by  a  board  of  directors,  to  consist  of  five  stock- 
holders, each  one  of  whom  shall  own  in  his  own  right,  in  order  to  be  eligible 
to  the  office  of  director,  at  least  ten  shares  of  said  stock;  said  directors 
shall  be  elected  annually  by  the  stockholders.  Each  share  of  stock  shall  en- 
title the  owner  thereof  to  one  vote;  and  a  majority  of  all  the  votes  given  at 
an  election,  shall  be  necessary  to  a  choice. 

$  4.  The  directors,  when  elected,  shall  choose  one  of  their  number  as 
President,  who  shall  preside  at  all  the  meetings  of  the  board,  execute  all 
contracts  in  behalf  of  the  corporation,  and  personally  attend  to  the  manag- 


CORPORATE  HISTORY  559 

ing  and  conducting  of  the  business  of  the  corporation,  and  superintend  the 
keeping  of  the  books  and  accounts  thereof.  He  shall  be  the  general  agent 
of  the  corporation,  subject  to  the  control  and  direction  of  the  board  of  di- 
rectors. 

§  5.  The  said  board  of  directors  shall  have  power  to  appoint  a  treasurer 
and  clerk,  and  such  other  officers  and  agents  as  may  be  found  requisite  to 
the  execution  of  the  powers  and  duties  of  the  corporation;  and  to  require 
bonds  with  security  from  each  and  every  officer  or  agent  appointed,  condi- 
tioned for  the  faithful  discharge  of  their  respective  duties. 

§  6.  The  said  board  shall  cause  a  regular  record  or  journal  to  be  kept, 
of  all  the  proceedings,  and  also  regular  accounts  of  stock,  of  money  received 
and  paid  out,  and  of  all  their  financial  transactions,  so  that  it  may  be  known 
from  the  books  of  the  corporation  what  money  has  been  received  from  stock- 
holders, what  has  been  expended,  and  for  what  purpose,  and  what  has  been 
received  from  other  sources,  and  the  disposition  thereof. 

§  7.  The  accounts  and  transactions  of  the  corporation  shall  be  settled 
upon  the  books  at  the  end  of  every  year,  and  the  profits  divided  among  the 
stockholders  in  proportion  to  the  amount  paid  upon  each  share  of  stock,  but 
dividends  shall  only  be  made  of  profits  remaining  after  the  payment  of  all 
charges  and  expenses,  payable  out  of  the  proceeds  of  the  business  of  the 
year. 

§  8.  When  the  said  purchasers  shall  have  paid  over  to  the  Governor  in 
State  indebtedness,  a  sum  not  less  than  the  amount  for  which  the  said  road 
is  now  or  may  hereafter  be  authorized  to  be  sold  for,  the  said  corporation 
may  be  organized,  and  be  invested  with  all  the  right  and  title  of  the  State  of 
Illinois,  to  that  part  of  the  northern  cross  rail-road,  lying  between  Spring- 
field and  the  Illinois  river,  including  the  right  of  way  which  has  been  in  use 
by  the  State,  together  with  such  lands  and  buildings,  along  the  line  or  in 
the  vicinity  of  said  road,  and  such  locomotives,  engines,  cars  and  other  arti- 
cles, as  shall  be  sold  by  the  Governor,  under  the  authority  which  has  been, 
or  may  be  conferred  upon  him,  by  law  :■ — Provided,  No  portion  of  the  amount 
of  State  indebtedness  for  which  said  road  may  be  sold,  shall  be  received  in 
bonds  known  as  McAllister  and  Stebbins'  bonds. 

§  9.  The  said  corporation,  by  its  officers  or  agents,  after  having  made 
payment  in  full  to  the  Governor,  as  is  above  provided,  shall  have  the  right 
to  enter  upon  and  take  possession  of  the  said  rail-road,  lands,  buildings, 
and  other  articles,  and  to  have  control,  and  use  the  same  for  the  purposes 
herein  named,  as  fully  and  completely  as  the  State  of  Illinois  may  now  do ; 
and  the  laws  of  the  State  now  in  force,  or  which  may  hereafter  be  in  force, 
providing  for  the  protection  of  said  road  against  the  acts  or  omissions  of 
wrong  doers,  and  for  the  punishment  of  offenders  in  respect  to  said  road, 
and  the  appurtenances  thereof,  shall  be  and  remain  applicable  to  the  same, 
notwithstanding  the  transfer  and  sale  herein  provided  for. 

§  10.  The  said  corporation  shall  repair  the  said  road  so  that  the  same 
can  be  used  safely  for  the  transportation  of  persons  and  property  upon  said 
road,  by  the  power  and  force  of  steam,  of  animals,  or  any  mechanical  power, 
or  any  combination  of  two  or  more  of  such  powers. 

§  11.  The  board  of  directors  shall  have  power  to  fix  and  regulate  the  rate 


560         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

of  pay  for  transportation  or  conveyance  upon  said  road;  they  shall  also  have 
the  right  to  adopt  by-laws  for  the  government  of  the  officers  and  agents, 
and  regulating  the  manner  of  transacting  the  business  of  the  corporation, 
and  also  to  provide  for  the  preservation  of  the  road,  and  prevent  accidents 
thereon. 

$  12.  Whenever  the  Governor  shall  make  sale  of  that  portion  of  the 
northern  cross  rail-road,  and  the  appurtenances  thereof  herein  described,  he 
shall  sell  with  said  road  the  rights  and  privileges  granted  by  this  act,  and 
the  purchaser  or  purchasers  of  said  road,  shall  be  invested  with  all  the 
rights  herein  granted,  and  become  to  all  intents  and  purposes,  the  corpora- 
tion and  the  body  politic  hereby  created;  and  the  Governor  shall  cause  books 
to  be  opened  at  Jacksonville  and  Springfield  to  receive  subscriptions  to  the 
capital  stock  of  the  corporation,  giving  previous  notice  thereof  in  one  news 
paper,  published  in  each  [dace,  for  twenty  days;   and  said  books  shall  be 

kept  open  ten  days  at  each  place,  during  which  time  any  person  may  sub- 
be  for  as  many  shares  as  he  or  she  may  desire,  upon  paying  to  the  per- 
son having  charge  of  the  books,  the  sum  of  twenty  five  dollars  upon  each 
share  subscribed,  in  Illinois  State  bonds,  in  scrip  or  other  legal  evidence  of 
State   indebtedness.     When   the  books  are   (dosed,   the   persons  having  charge 

thereof,  shall,  without  delay,  deliver  them  to  the  Governor,  with  the  evidence 

of  State  indebtedness  received  from  the  subscribers;  ami  if  the  amount  re- 
ceived shall   be   equal    to   the   amount    bid    for   the   road    lands,    a  ppurtennnces, 

ami  rights  and  privileges  herein  granted,  the  Governor  shall  cause  a  notice  to 
be  published   in  one  newspaper  printed  in  Jacksonville,  ami  one  in  Springfield, 

appointing  a  time  and  place  not  more  than  twenty,  nor  less  than  ten  days 
from  the  time  of  publication,  when  and  where  the  subscribers  to  said  stock 
shall  meet  for  the  purpose  of  electing  the  live  directors  herein  provided  for; 
and  at   the  time  and    place  so  appointed,  the  said  subscribers  shall  meet  and 

make  the  election  of  directors ;  said  election  shall  be  conducted  under  the  di- 
rection of  the  Governor,  and  when  made,  a  certificate  thereof ,  under  the  seal 
of  state,  shall   be   granted   by   the   Governor ;  the  Governor  shall  then  deliver 

Over  to  -aid  directors  the  subscription  books,  to  be  kept  and  preserved  by 
them  as  belonging  to  the  corporation.  He  shall  retain  the  evidences  of  State 
indebtedness,  and  cause  the  same  to  lie  cancelled  and  filed  as  is  now  pro- 
vided by   law;   and  if  a   greater  amount   shall   have  been  paid  upon  the  stock 

subscribed  than  is  required  to  pay  the  state,  the  excess  shall  be  delivered 
over  by  the  Governor  to  the  said  directors,  to  be  by  them  returned  to  the 
owners:  Provided,  however,  that  in  case  the  subscription  to  the  stock  shall 
exceed  the  amount  of  the  capital,  the  excess  shall  be  taken  from  the  sub- 
scription for  more  than  ten  shares,  until  tin'  whole  shall  be  reduced  to  that 
number;  and  any  excess  remaining  shall  be  taken  equally  from  all  the  sub- 
scribers, and  tin'  Governor  shall  apportion  the  stock  according  to  this  proviso, 
before  the  election  of  directors:  Provided  further,  That  if  the  amount  paid 
by  subscribers  shall  not  be  sufficient  to  pay  the  State,  the  sale  shall  be  void 
and  of  no  effect,  and  the  evidences  of  state  indebtedness  shall  be  returned 
to  the  subscribers. 

§   13.     When  the  directors  receive  their  certificate  of  election,  they  shall, 
without  delay,  enter  upon  the  execution  of  the  duties  required  by  this  act, 


CORPORATE  HISTORY  561 

and  shall  continue  to  act  until  successors  are  elected  under  the  provisions 
thereof. 

§  14.  In  case  the  amount  paid  by  subscribers  to  the  stock  hereby  created, 
shall  not  be  sufficient  to  pay  the  State  for  the  said  road,  lands,  buildings, 
and  appurtenances,  the  Governor  is  authorized  to  make  the  sale  herein  pro- 
vided for,  at  any  subsequent  period,  and  to  cause  the  provisions  hereof  to  be 
carried  into  effect  as  fully  as  he  is  authorized  to  do  in  the  first  instance. 

§  15.  The  said  corporation  shall  be  bound  to  keep  the  said  rail-road  in 
repair,  and  use,  during  the  term  of  its  existence,  and  to  transport  persons 
and  all  property,  thereon,  whenever  required,  with  reasonable  expedition, 
and  for  a  reasonable  compensation. 

§  16.  The  said  corporation  shall  have  the  exclusive  right  for  the  period 
of  three  years,  to  construct  a  lateral  railroad  from  the  vicinity  of  Berlin  to 
Alton ;  and  to  this  end,  the  capital  stock  of  this  corporation  may  be  increased 
by  the  board  of  directors  to  two  millions  of  dollars;  and  the  corporation 
shall  have,  exercise,  and  enjoy  all  the  rights,  privileges  and  powers,  in  re- 
spect to  such  lateral  road,  and  the  use  thereof,  which  are  herein  granted,  in 
respect  to  the  road  and  the  use  thereof,  from  Springfield  to  the  Illinois 
river. 

§  17.  The  subscribers  to  the  stock  of  said  corporation  shall  pay  the 
amount  subscribed  by  them,  in  instalments,  as  the  same  may  be  required  by 
the  directors,  for  the  purposes  herein  provided;  and  in  case  any  subscriber 
shall  fail  to  pay  any  instalment  which  may  be  required,  for  a  period  of  sixty 
days,  after  being  notified  of  such  requisition,  he  shall  forfeit  his  stock  to  the 
corporation,  and  all  previous  payments  thereon. 

§  18.  The  State  of  Illinois  hereby  retains  the  right  to  resume  the  owner- 
ship of  said  road,  from  Springfield  to  the  Illinois  river,  at  any  time  after 
the  expiration  of  twenty-five  years  from  the  passage  of  this  act,  upon  paying 
to  the  corporation  the  cost  of  said  road  and  appurtenances,  and  the  cost  of 
putting  the  same  in  good  repair,  with  six  per  cent,  interest  thereon  per 
annum,  from  the  dates  of  expenditure,  until  paid;  and  the  State  may  also 
become  the  owner  of  the  lateral  road  to  Alton,  after  the  expiration  of  twen- 
ty-five years  from  the  completion  thereof,  upon  paying  the  cost  of  said  road, 
with  the  appurtenances  thereof,  with  interest  thereon,  after  the  rate  of  six 
per  cent,  per  annum,  from  the  dates  of  expenditure  to  the  time  of  payment ; 
and  whenever  the  State  shall  become  the  owner  of  said  roads,  the  said  cor- 
poration shall  cease  to  exist. 

Approved,  March  1,  1845. 

Public  and  Private  Laws  of  Illinois,  1845-1846,  page  150. 

ACT   OF  LEGISLATURE 

Approved  February   16,   1847. 
AN  ACT  to  provide  for  the  sale  of  a  part  of  the  Northern  Cross 

Railroad. 
Section  1.     Be  it  enacted  by  the  People  of  the  State  of  Illinois,  repre- 
sented in  the  General  Assembly,  That  the  Governor  is  authorized  and  re- 
quired to  sell  at  public  auction,  to  the  highest  bidder,  for  legal  evidences 


562         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

of  State  indebtedness  (payable  in  three  equal  annual  instalments,  the 
first  instalment  to  "be  paid  on  the  day  of  sale),  all  of  that  part  of  the 
Northern  Cross  Railroad  lying  between  Springfield  and  the  Illinois  river, 
and  the  right  and  title  of  the  State  to  the  land  on  which  said  road  was  con- 
structed, together  with  the  right  of  way  acquired  or  possessed  by  the 
State,  including  the  depot,  engine  house,  shop  and  lots  on  which  they 
are  situated,  in  Springfield;  the  depot  and  lots  on  which  it  stands,  in 
Berlin;  the  frame  house  erected  in  Jacksonville,  for  offices,  and  the  lots 
on  which  it  stands;  the  engine  house  and  turn  table  near  .Jacksonville, 
and  the  lot  on  which  they  are  situated;  the  depot  in  Morgan  city,  and 
the  lots  on  which  it  stands;  the  engine  house,  turn  table  and  depot  at 
Meredosia,  and  the  lots  on  which  they  are  situated;  the  ground  on  which 
the  said  road  was  located,  north  of  the  public  square,  in  Jacksonville; 
the  lateral  road  to  Naples;  the  depot  in  Naples,  and  lots  on  which  it 
stands;  with  all  the  appurtenances  to  the  lots,  road,  buildings  and  offices 
above  enumerated,  together  with  all  the  locomotives,  engines,  cars  and 
other  implements  used  upon  said  road;  the  purchaser  to  have,  hold,  use 
and  enjoy  the  same,  as  hereinafter  provided. 

§    2.      The    said    sale    shall    he    made    at    the    State    house,    in    Springfield, 

an<!  of  the  time,  place  and   terms  of  the  sale  shall  be  published 

for  six  weeks  in  succession  before  the  day  of  sale,  in  two  aewspapers 
published  in  Springfield,  one  in  the  city  of  Chicago,  one  in  Jacksonville, 

one  in  the  city  of  St.  I. ..wis.  Missouri,  and  in  such  other  papers  out  of  the 
State,  and  for  such   length   of  time  .as  the  Governor  may  direct.     The  sale 

shall  be  opened  by  one  o'clock  p.  m.,  ami  closed  at  four  o'clock  p.  m.; 
and  if  one  third  of  the  purchase  money  shall  not  be  paid  on  the  day  of 
.  and  bonds  with  sufficient  security  to  satisfy  the  Governor  be  given 
for  the  other  annual  instalments,  the  sale  shall  hi'  void,  and  the  Governor 
shall,  on  the  next  and  every  succeeding  day  (Sabbath  excepted),  offer 
the  said  property  for  -ale  in  the  manner,  upon  the  terms  and  at  the  time 
of  day  above  required,  until  the  juice  bid  shall  be  paid  or  secured  as 
provided  for  in  this  act:  Provided,  however,  that  the  Governor  may, 
in  order  to  avoid  unlawful  combinations  and  prevenl  frauds,  postpone 
the  sale  to  a  subsequent  day,  he  giving  reasonable  notice  of  the  sale  on 
such  subsequent  day. 

§  3.  Upon  the  payment  (or  giving  security  for  the  payment  as  pro- 
vided for  in  this  act;  of  the  purchase  money  for  the  aforesaid  property, 
the  purchaser  shall  be  invested  with  all  the  right  and  title  of  the  State 
of  Illinois  in  and  to  the  same,  and  tin'  Governor  shall  execute  a  deed 
under  the  great  seal  of  State  therefor,  which  deed,  or  a  copy  thereof, 
certified  by  the  Secretary  of  State,  shall  be  evidence  of  the  sale  and 
conveyance  of  said  property.  The  property  conveyed  shall  be  described 
in  the  deed  as  it  is  described  in  the  title  papers  of  the  State:  Provided, 
always,  that  the  bonds  called  and  known  as  the  Macalister  and  Stebbins 
bonds,  shall  not  be  received  in  any  part  payment  for  said  road  and  ap- 
purtenances. 

§   4.     The  purchaser  of  the  aforesaid  property  shall  be  substituted  for 


CORPORATE  HISTORY  563 

and  stand  in  the  place  of  the  subscribers  for  the  stock  created  by  the 
act  entitled  "An  Act  to  incorporate  the  Sangamon  and  Morgan  Railroad 
Company, ' '  approved  on  the  first  day  of  March,  one  thousand  eight  hun- 
dred and  forty-five,  and  all  the  rights,  powers,  privileges  and  immuni- 
ties granted  to  or  conferred  upon  the  said  subscribers  by  said  act  are 
hereby  granted  to  and  conferred  upon  the  said  purchaser,  subject  to  the 
limitations  and  provisions  contained  in  this  act.  The  purchaser  shall 
be  deemed  and  held  to  be  the  subscriber  for  the  whole  of  the  capital 
stock  authorized  to  be  subscribed  for  by  the  second  section  of  said  act, 
and  the  sum  paid  for  the  property  purchased  shall  be  divided  among  all 
the  shares  of  said  stock,  and  applied  equally  upon  each  share. 

§  5.  When  the  said  property  shall  have  been  paid  for  (or  the  pay- 
ment secured  to  this  State,  as  in  this  act  provided),  as  aforesaid,  the  pur- 
chaser shall  nominate  to  the  Governor  five  persons,  whom  the  Governor 
shall  appoint  as  directors  of  the  corporation,  to  continue  in  office  until 
the  next  annual  election,  under  the  provisions  of  the  aforesaid  act;  and 
the  directors  so  appointed  shall  have  and  exercise  all  the  rights  and 
powers  conferred  upon  the  directors  provided  for  in  the  act  aforesaid. 
The  said  directors  shall  not  be  required  to  be  owners  of  any  portion  of 
the  stock.     Said  directors  shall  not  be  paid  by  the  State. 

§  6.  The  directors  first  appointed  shall  fix  the  time  for  the  annual 
election  of  successors,  and  successors  shall  be  elected  as  provided  for  in 
the  act  of  incorporation  to  which  this  is  an  amendment. 

§  7.  The  said  corporation,  when  organized,  shall,  without  delay,  pro- 
ceed to  repair  the  road  from  Springfield  to  the  Illinois  river,  and  to  place 
the  same  in  a  condition  to  be  safely  used  for  the  transportation  of  per- 
sons and  property  upon  the  same.  The  location  of  the  road  shall  be 
changed  through  the  town  of  Jacksonville,  so  as  to  pass  upon  the  line 
originally  located,  north  of  the  public  square. 

§  8.  If  the  corporation  shall  not,  within  three  years  from  the  pas- 
sage of  this  act,  repair  the  road  to  the  Illinois  river,  so  that  the  same 
may  be  safely  used  for  the  transportation  of  persons  and  property  there- 
on by  the  force  of  steam,  the  sale  authorized  by  this  act  shall  be  void, 
the  purchaser  shall  forfeit  all  rights  by  virtue  of  the  purchase,  and  the 
whole  property,  as  it  may  then  be  situated,  shall  revert  to  the  State,  and 
all  the  rights  of  the  corporation  shall  vest  in  the  Governor  for  the  use 
of  the  State. 

§  9.  The  eighth,  twelfth  and  sixteenth  sections  of  the  act  entitled  "An 
Act  to  incorporate  the  Sangamon  and  Morgan  Eailroad  Company,"  ap- 
proved on  the  first  of  March,  one  thousand  eight  hundred  and  forty-five,  are 
hereby  repealed. 

§  10.  The  profits  arising  from  the  use  of  the  road  and  appurtenances 
shall  be  applied,  first,  to  the  payment  of  dividends  upon  the  capital  in- 
vested in  the  purchase  and  repair  of  said  road,  until  said  profits  shall  be 
equal  to  six  per  cent,  per  annum  upon  the  said  capital,  and  the  excess  shall 
be  applied  to  the  payment  of  interest  on  the  uncanceled  canal  bonds  used 
to  pay  for  the  completion  of  said  road,  in  the  year  one  thousand  eight 


564         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

hundred  and  forty-one,  until  said  excess  shall  amount  to  six  per  cent,  per 
annum  upon  the  canal  bonds  aforesaid ;  after  which  said  excess  shall  be 
divided  among  the  stockholders  of  this  corporation. 

$11.  The  forfeiture  provided  for  in  the  eighth  section  of  this  act 
shall  not  operate  or  take  effect  until  the  question  of  fact,  upon  the  exist- 
ence of  which  said  forfeiture  is  to  accrue,  shall  be  ascertained  by  a  legal 
proceeding  before  the  circuit  court  of  Morgan  or  Sangamon  county. 

§  12.  The  time  after  which  the  State  may  become  the  owner  of  the  road 
and  property  sold  under  the  provisions  of  this  act,  provided  for  by  the 
eighteenth  section  of  the  act  of  incorporation  to  which  this  is  an  amend- 
ment, shall  be  forty  years  from  the  first  of  January,  one  thousand  eight 
hundred  and   forty-eight. 

§  13.  The  said  corporation  shall  not  have  the  right  to  sell  any  iron, 
engine,  car  or  other  property  connected  with  said  road  without  the  con- 
sent  of   the   Governor. 

§  1-4.  The  provision  herein  with  reference  to  the  uncanceled  canal 
bonds,  is  substituted  for  and  made  in  lieu  of  the  provisions  heretofore 
made,  creating  a  lien  upon  the  said  road  for  the  payment  of  said  bonds, 
and  the  provisions  creating  or  acknowledging  the  said  lien  are  hereby 
changed  so  that  the  provision  herein  shall  stand  as  the  only  security  for 
the  payment  of  said  bonds,  as  against  the  said  road  or  the  appurtenances 
thereof;  but  in  other  respects  the  said  bonds  shall  stand  upon  the  same 
footing  as  they  would  if  they  had  been  used  for  any  other  purpose. 

Approved  February  16,  1847. 

Laws  Illinois  1847,  Page  109 

ACT  OF  LEGISLATURE 

Approved  February  26,  1847. 
AN  ACT  concerning  a  portion  of  the  Northern  Cross  Eailroad. 

Section  I.  Be  it  enacted  by  the  People  of  the  State  of  Illinois,  repre- 
sented in  the  General  Assembly,  That  so  much  of  the  Northern  Cross  Eail- 
road as  lies  within  the  county  of  Adams,  be  and  the  same  is  hereby  declared 
a  State  road,  and  the  county  commissioners'  court  of  said  county  of 
Adams  is  required  to  keep  the  same  in  repair  as  other  state  roads  are. 

§  2.  And  be  it  further  enacted,  That  the  above  grant  is  upon  this  ex- 
press condition,  that  if  at  any  time  the  State  or  any  company  or  persons 
authorized  by  the  legislature,  should  at  any  time  wish  to  use  or  occupy 
said  railroad,  they  are  hereby  authorized  to  take  possession  of  and  use  the 
same,  anything  in  this  act  to  the  contrary  notwithstanding. 

§  3.     This  law  to  be  in  force  from  and  after  the  passage  thereof. 

Approved  February  26,  1847. 

Laws  Illinois  1847,  Page  103 


CORPORATE  HISTORY  565 

ACT   OF  LEGISLATURE,  February  27,  1847. 

AN  ACT  to  construct  a  railroad  from  Alton  in  Madison  county,  to  Spring- 
field, in  Sangamon  county. 

Section  1.  Be  it  enacted  by  the  People  of  the  State  of  Illinois,  represented 
in  the  General  Assembly,  That  Robert  Ferguson,  Simeon  Ryder,  Benjamin 
Godfrey,  Thomas  Clifford,  Robert  Dunlap,  and  William  Martin,  and  their 
associates,  successors  and  assigns,  are  hereby  created  a  body  corporate  and 
politic,  under  the  name  and  style  of  "The  Alton  and  Sangamon  Railroad 
Company,"  for  the  term  of  thirty  years,  and  by  that  name  be,  and  they 
are  hereby  made  capable  in  law  and  in  equity  to  sue  and  be  sued,  plead 
and  be  impleaded,  defend  and  be  defended,  in  any  court  of  law  and  equity 
in  this  State,  or  in  any  other  place;  to  make,  have  and  use  a  common  seal, 
and  the  same  to  renew  and  alter  at  pleasure,  and  shall  be,  and  are  hereby, 
vested  with  all  the  powers,  privileges  and  immunities  which  are  or  may  be 
necessary  to  earry  into  effect  the  purposes  and  objects  of  this  act  as  here- 
inafter set  forth,  and  the  said  company  are  hereby  authorized  and  em- 
powered to  locate,  construct,  and  finally  complete  a  railroad  from  the  city 
of  Alton,  on  the  Mississippi  river,  in  Madison  county,  by  the  way  of  Carlin- 
ville,  in  Macoupin  county,  New  Berlin,  in  Sangamon  county,  to  the  city 
of  Springfield,  in  the  county  of  Sangamon,  and  for  this  purpose  said 
company  are  authorized,  upon  the  most  eligible  and  proper  route,  to  lay 
out  their  said  railroad,  wide  enough  for  a  single  or  double  track  through 
the  whole  length  and  for  the  purpose  of  cutting  embankments,  stone  and 
gravel,  may  take  as  much  more  land  as  may  be  necessary  for  the  proper 
construction  of  and  security  of  said  railroad. 

Sec.  2.  The  capital  stock  of  said  company  shall  consist  of  five  hundred 
thousand  dollars,  and  may  be  increased  to  one  million  of  dollars,  to  be 
divided  into  shares  of  one  hundred,  dollars  each. 

The  immediate  government  and  direction  of  said  company  shall  be 
vested  in  five  directors,  who  shall  be  chosen  by  the  stockholders  of  said 
company  in  the  manner  hereinafter  provided,  who  shall  hold  their  offices 
for  one  year  after  their  election,  and  until  others  shall  be  duly  elected 
and  qualified  to  take  their  places  as  directors,  and  the  said  directors,  (a 
majority  of  whom  shall  form  a  quorum  for  the  transaction  of  business,) 
shall  elect  one  of  their  number  to  be  the  president  of  the  company.  That 
.said  board  of  directors  shall  have  power  to  appoint  all  necessary  clerks, 
secretary,  and  other  officers  necessary  in  the  transaction  of  the  business  of 
said  corporation. 

Sec.  3.  The  said  corporation  is  hereby  authorized,  by  their  agents, 
surveyors  and  engineers,  to  cause  such  examination  and  surveys  to  be  made 
of  the  ground  and  country  between  said  city  of  Alton  and  Springfield 
as  shall  be  necessary  to  determine  the  most  advantageous  route  for  the 
proper  line  or  course  whereon  to  construct  their  said  railroad,  and  it  shall 
be  lawful  for  said  company  to  enter  upon,  and  take  possession  of,  and 
use  all  such  lands  and  real  estate  as  may  be  necessary  for  the  construction 
and  maintenance  of  their  said  railroad:  Provided,  that  all  lands  or  real 
estate  entered  upon  and  taken  possession  of,  and  used  by  said  corporation 


566         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

for  the  purposes  and  accommodations  of  said  railroad,  or  upon  which  the 
site  for  said  railroad  shall  have  been  located  or  determined  by  the  said  corp- 
oration, shall  be  paid  for  by  said  company  in  damages,  if  any  be  sustained 
by  the  owner  or  owners  thereof  by  the  use  of  the  same  for  the  purpose  of 
said  railroad,  and  all  lands  entered  upon  and  taken  for  the  use  of  said 
corporation,  which  are  not  donated  to  said  company,  shall  be  paid  for  by 
said  corporation  at  such  price  as  may  be  mutually  agreed  upon  by  the 
said  corporation  and  the  owner  or  owners  of  such  land,  and  in  case  of 
disagreement,  the  price  shall  be  estimated,  fixed  and  recorded  in  the  manner 
provided  for  taking  lands  for  the  construction  of  public  roads,  canals  or 
other  public  works,  as  prescribed  by  the  act  concerning  right-of-way,  ap- 
proved March  3,  1845. 

Sec.  4.  If  any  person  shall  wilfully,  maliciously,  or  wantonly  and  con- 
trary to  law,  obstruct  the  passage  of  any  car  on  said  railroad,  or  any  part 
thereof,  or  anything  belonging  thereto,  or  shall  damage,  break,  or  destroy 
any  part  of  the  said  railroad,  or  implements  or  buildings,  he,  she,  or  they, 
or  any  person  assisting,  shall  forfeit  and  pay  to  said  company  for  every 
such  offence,  treble  the  amount  of  damages  that  shall  be  proved  before  any 
competent  court  has  been  sustained,  and  be  sued  for  in  the  name  and  behalf 
of  said  company,  and  such  offender  or  offenders  shall  be  deemed  guilty 
of  a  misdemeanor,  and  shall  be  liable  to  an  indictment,  in  the  same  manner 
as  other  indictments  are  found  in  any  county  or  counties  where  such 
offence  shall  have  been  committed,  and  upon  conviction,  every  such  offender 
shall  be  liable  to  a  fine  not  exceeding  five  thousand,  for  the  use  of  the 
county  where  such  indictments  may  be  found. 

Sec.  5.  The  time  of  holding  the  annual  meeting  of  said  company,  for 
the  election  of  directors,  shall  be  fixed  and  determined  by  the  by-laws  of 
said  company;  and  at  all  meetings  each  stockholder  shall  be  entitled  to 
a  vnte  in  person  or  lawful  proxy;  one  vote  for  each  share  of  stock  he,  she 
or  they  may  hold  bona  fide  iii  said  company. 

Sec.  6.  The  persons  named  in  the  first  section  of  this  act  are  hereby 
appointed  commissioners,  who,  or  a  majority  of  whom,  are  hereby  author- 
ized to  open  subscription  books  for  said  stock,  at  such  places  as  they  may 
deem  proper,  ami  shall  give  at  least  thirty  days'  notice  of  the  time  and 
place  when  and  where  such  books  will  be  opened,  in  some  newspaper  printed 
in  the  city  of  Springfield,  Alton  and  Saint  Louis,  and  shall  keep  said  books 
open  until  the  whole  of  said  capital  stock  shall  be  taken.  Said  commis- 
sioners shall  require  each  subscriber  to  pay  five  dollars  on  each  share  sub- 
scribed at  the  time  of  subscribing.  The  said  commissioners  shall  call 
a  meeting  of  the  stockholders,  by  giving  thirty  days'  notice  in  some  news- 
paper printed  in  the  county  of  Madison,  and  at  such  meeting  it  shall  be 
lawful  to  elect  the  directors  of  said  company,  and  when  the  directors  of 
said  company  are  chosen,  the  said  commissioners  shall  deliver  said  sub- 
scription books,  with  all  sums  of  money  received  by  them  as  commissioners, 
to  said  directors.  No  person  shall  be  a  director  in  said  company  unless 
he  shall  own  at  least  ten  shares  of  the  capital  stock. 

Sec.  7.  That  the  right  of  way  and  the  real  estate  purchased  for  the 
right   of  way  by  said  company,  whether  by  mutual   agreement   or  other- 


CORPORATE  HISTORY  567 

wise,  or  which  shall  become  the  property  of  the  company  by  operation  of 
law,  as  in  this  act  provided,  shall,  upon  the  payment  of  the  amount  of 
money  belonging  to  the  owner  or  owners  of  said  lands,  as  a  compensation 
for  the  same,  become  the  property  of  said  company  in  fee  simple. 

Sec.  8.  The  said  corporation  may  take  and  transport,  upon  said  railroad, 
any  person  or  persons,  merchandize,  or  other  property,  by  the  force  and 
power  of  steam  or  animals,  or  any  combination  of  them,  and  may  fix,  es- 
tablish, take  and  receive  such  rates  of  toll  for  all  passengers  and  property, 
transported  upon  the  same,  as  the  said  directors  shall,  from  time  to  time, 
establish;  and  the  directors  are  hereby  authorized  and  empowered  to  make 
all  necessary  rules,  by-laws,  regulations  and  ordinances  that  they  may  deem 
necessary  and  expedient  to  accomplish  the  designs  and  purposes,  and  to 
carry  into  effect  the  provisions  of  this  act,  and  for  the*  transfer  and  assign- 
ment of  its  stock,  which  is  hereby  declared  personal  property,  and  trans- 
ferable in  such  manner  as  shall  be  provided  by  the  by-laws  and  ordinances 
of  said  corporation. 

Sec.  9.  The  directors  of  said  company,  after  the  same  is  organized, 
shall  have  power  to  open  books,  in  the  manner  prescribed  in  the  sixth 
section  of  this  act,  to  fill  up  the  additional  five  hundred  thousand  dollars 
of  stock,  or  any  part  thereof,  at  such  times  as  they  may  deem  it  for  the 
interest  of  said  company,  and  all  the  installments  required  to  be  paid 
on  the  stock  originally  to  be  taken,  and  what  may  be  taken  to  increase  said 
capital,  shall  be  paid  at  such  times  and  in  such  sums  as  said  directors  may 
prescribe. 

Sec.  10.  In  case  of  the  death,  resignation  or  removal  of  the  president, 
vice-president,  or  any  director  at  any  time  between  the  annual  elections, 
such  vacancy  may  be  filled,  for  the  remainder  of  the  year,  whenever  they 
may  happen,  by  the  board  of  directors;  and  in  case  of  absence  of  the 
president  and  vice  president,  the  board  of  directors  shall  have  power  to 
appoint  a  president  pro  tempore,  who  shall  have  and  exercise  such  powers 
and  functions  as  the  by-laws  of  the  said  corporation  may  provide.  In 
case  it  should  at  any  time  happen  that  an  election  shall  not  be  made  on 
any  day  on  which,  in  pursuance  of  this  act,  it  ought  to  be  made,  the  said 
corporation  shall  not  for  that  cause  be  deemed  dissolved,  but  such  election 
shall  be  held  at  any  other  time  directed  by  the  by-laws  of  said  corporation. 

Sec.  11.  That  when  the  lands  of  any  femes  covert,  persons  under  age, 
non  compos  mentis,  or  out  of  this  State,  shall  be  taken  in  the  construction 
of  said  railroad,  as  is  provided  by  this  act,  the  said  corporation  shall  pay 
the  amount  that  shall  be  awarded  as  due  to  the  said  last  mentioned  owners, 
respectively,  whenever  the  same  shall  be  lawfully  demanded,  together 
with  six  per  cent,  per  annum.  That  to  ascertain  the  amount  to  be  paid 
to  the  persons  named  in  this  section  for  lands  taken  for  the  use  of  said 
corporation,  it  shall  be  the  duty  of  the  Governor  of  this  State,  upon  notice 
given  to  him  by  the  said  corporation,  to  appoint  three  commissioners,  to 
be  persons  not  interested  in  the  matter,  to  be  determined  by  them,  to 
determine  the  damages  which  the  owner  or  owners  of  the  land  or  real 
(state,  so  entered  upon  by  the  said  corporation,  has  or  have  sustained  by 
the  occupation  of  the  same,  and  it  shall  be  the  duty  of  said  commissioners, 


568         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

or  a  majority  of  them,  to  deliver  to  said  corporation  a  written  statement 
of  the  award  or  awards  they  shall  make,  with  a  description  of  the  land 
or  real  estate  appraised,  to  be  recorded  by  the  said  corporation,  in  the 
clerk's  office  of  the  county  in  which  the  land  or  real  estate  so  appraised  shall 
be,  and  then  the  said  corporation  shall  be  deemed  to  be  seized  and  possessed 
of  the  fee  simple  of  all  such  lands  or  real  estate  as  shall  have  been  approved 
by  the  said  commissioners. 

Sec.  12.  That  whenever  it  shall  be  necessary  for  the  const  met  ion  of 
said  railroad  to  intersect  or  cress  any  water  course,  or  any  road  or  high- 
way, lying  between  the  points  aforesaid,  it  shall  be  lawful  for  the  cor- 
poration  to  construct  their  railroad  across  or  upon  the  same:  Providt  <l , 
that  the  corporation  shall  restore  the  water  course,  <>r  road,  or  highway, 
thus  intersected  to  its  former  st;ite,  or  in  sufficient  manner  not  to  have 
impaired  its  usefulness. 

13.      That   the  capital   stock  of  said  company  may  lie   increased   from 

five  hundred  thousand  dollars  to  one  million  of  dollars,  from  time  to  time 
by  new  subscriptions,  if  such  increase  shall  be  found  necessary  to  fulfill  the 

intention  of  this  act,  upon  the  directors  for  the  time  being  giving  the 
notice  as  herein  required,  previous  to  opening  the  subscription  books  for 
the  original  stock  herein,  and  that  all  stock  of  said  corporation  shall  be 
deemed  personal  property,  ami  transferable  in  such  manner  as  the  said 
corporation  shall,  by  its  bylaws,  prescribe. 

L4.     That   it   shall  be  lawful   for  the  directors  to  require  payment 

of    the    sums    subscribed    to    the    capital    stock    at     such    times,    and    in    such 

proportions,  ami  on  such  conditions  as  they  shall  deem  fit,  under  the  penalty 

of  tie-  for  bit  me  of  all  previous  payments  thereon,  ami  shall  give  notice  of 
the  payments  thus  required,  and  of  the  plan-  ami  turn,  when  ami  where 
the   same   are    to    be    paid,   at    least    ninety    days    previous   to    the    payment   of 

the  same,  in  some  public  newspaper  of  this  State,  published  in  some  one  of 
the  cities  where  the  notice  for  the  opening  of  the  books  for  subscription  to 

the  capital    stmk   may   have   ben   published. 

15.  The  width  of  said  railroad  is  to  be  determined  by  the  saiil 
corporation,  within  the  limits  prescribed  by  the  first  section  id'  this  act. 

bi.  That  said  corporation  shall  be,  ami  they  are  hereby  authorized, 
if  they  should  deem  it  proper,  to  take  and  appropriate  in  the  construction 
of  said  railroad,  the  work  and  materials,  or  so  much  of  the  western  division 

of  the  Alton  ami  Mt.  Carmel  railroad  as  extends  from  the  public  landing, 

in  the  city  of  Alton,  to  the  junction  of  said  railroad  with  the  Alton  and 
Shelbyville  railroad,  and  so  much  of  the  work  and  labor  as  has  been  done 
by  the  State  upon  the  said  Alton  ami  Shelbyville  railroad,  as  extends  from 
the  junction  aforesaid,  towards  its  contemplated  intersection  with  the 
Central  railroad,  so  far  as  they  may  deem  proper,  and  also  to  use  the  right 
of  way  now  owned  by  the  State  on  the  lines  of  the  said  Alton  and  -Mt. 
Carmel.  and  the  Alton  and  Shelbyville  railroads,  so  far  as  said  company 
may  deem  it  advisable  to  use  said  right  of  way.  That  if  said  right  of 
way,  and  said  labor  and  materials,  shall  be  used  by  said  corporation,  the 
same. shall  be  valued  by  two  persons,  one  to  be  selected  by  the  Governor, 
and  the  other  by  the  said   corporation,  and  the  price  thereof  paid  to  the 


CORPORATE  HISTORY  569 

State  in  State  indebtedness.  Upon  said  payment  being  made  in  State 
indebtedness,  the  said  right  of  way,  and  the  said  work  and  labor,  shall  be 
vested  in  said  corporation  as  fully  and  completely  as  said  right  of  way, 
and  said  work  and  labor  is  now  vested  in  the  State. 

Sec.  17.  The  said  corporation  may  also  connect  the  said  railroad,  con- 
templated by  this  charter,  with  the  Northern  Cross  railroad,  at  New  Berlin, 
in  Sangamon  county,  and  use  so  much  of  said  Cross  railroad,  between 
Jacksonville  and  Springfield,  as  they  shall  deem  necessary.  Said  corpora- 
tion paying  to  the  State,  or  any  company  that  may  purchase  said  Cross 
railroad,  such  sum  for  the  use  of  said  Cross  railroad  as  may  be  used, 
such  sum  as  the  parties  in  interest,  for  the  time  being,  may  agree  upon; 
the  corporation  and  the  said  company  who  may  purchase  said  Cross  rail- 
road, paying  a  proportional  amount  for  repairs  on  said  Cross  railroad,  and 
in  case  of  disagreement  as  to  price  to  be  paid  by  this  company  for  the 
use  of  said  Cross  railroad,  or  for  the  repairs  thereon  the  judge  of  the  circuit 
court  of  Sangamon  county,  sitting  as  chancellor,  shall  decide  upon  the 
amount  to  be  paid,  on  petition  to  be  filed  by  either  party  in  interest, 
which  petition  shall  be  proceeded  in  according  to  the  rules  and  practice  that 
govern  chancery  proceedings. 

Sec.  18.  That  in  using  the  west  end  of  said  Alton  and  Mount  Carmel 
railroad  by  this  corporation,  it  shall  not  be  so  used  by  said  corporation  as 
to  deprive  the  proprietors  of  the  Alton  and  Mount  Carmel  railroad,  in  the 
event  of  the  State  relinquishing  said  Alton  and  Mount  Carmel  railroad  to 
the  original  company,  from  the  free  use  thereof,  by  paying  to  this  corpora- 
tion such  sum  therefor  as  may  be  agreed  upon,  and  in  case  of  disagree- 
ment as  to  price,  the  matter  shall  be  referred  to  the  judge  of  the  Madison 
circuit  court,  in  the  same  manner  as  is  provided  for  referring  a  similar 
matter  to  the  judge  of  the  Sangamon  circuit  court,  as  provided  for  in  sec- 
tion seventeen  of  this  act. 

Sec.  19.  That  the  State  of  Illinois,  when  it  may  hereafter  wish  to  use 
any  part  of  the  State  works  that  may  be  appropriated  to  this  corporation 
by  this  act,  it  may  do  by  allowing  said  corporation  a  fair  compensation 
for  the  use  of  said  public  works,  and  in  case  of  disagreement,  the  matter 
shall  be  referred  to  the  judge  of  the  Sangamon  circuit  court,  to  be  proceed- 
ed in  the  same  manner  as  provided  in  section  seventeen  of  this  act. 

Sec.  20.  This  act  shall  be  in  force  for  the  period  of  forty  years,  and 
said  company  shall  commence  said  work  within  three  years,  and  complete 
the  same  within  ten  years  from  the  passage  of  this  act. 

Approved,  February  27,  1847. 

(Public  and  Special  Laws  of  Illinois,  1847,  page  144) 

Department  of  State,  Illinois. 

I,  Horace  S.  Cooley,  Secretary  of  State  of  the  State  of  Illinois,  do 
hereby  certify  the  foregoing  laws  and  memorial  to  be  true  and  perfect 
copies  of  the  enrolled  laws  and  Memorial  on  file  in  my  office;  the  words 
printed  in  brackets,  thus  [  ]  in  the  several  laws  in  which  they  occur, 
not  being  in  the  enrolled  laws,  but  are  introduced  in  the  printed  laws  for 
the  purpose  of  correcting  and  explaining  the  same.     In  testimony  whereof, 


570         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

I  have  hereunto  subscribed  my  name,  at  Springfield,  this  15th  day  of  May, 
1847. 

H.    S.    COOLET, 

Secretary  of  State. 

ACT  OF  LEGISLATURE 

Approved  January  29,  1849. 

AX  ACT  to  adjust  the  lease  and  claims  of  S.  M.  Tinsley  &  Co.,  on  the 
Northern  Cross  Eailroad. 

Section  I.  Be  it  enacted  by  the  People  of  the  State  of  Illinois,  repre- 
S(  nil 'I  in  the  General  Assembly,  That  the  auditor  of  public  accounts  be  and 
he  is  hereby  authorized  and  required  to  issue  his  warrant  on  the  treasurer 
in  favor  of  S.  Tinsley  &  Co.,  for  the  sum  of  three  thousand  dollars,  with 
interest  thereon  at  the  rate  of  six  per  cent,  per  annum,  from  the  first  day 
of  January,  1845,  in  full  for  all  claims  said  company  may  have  against 
the  State  of  Illinois  on  account  of  the  Northern  Cross  Eailroad:  Pro- 
vided,  said  company  shall  first  file  with  the  auditor  a  receipt  in  full  of  all 
claims,  with  six  per  cent,  interesl  per  annum  thereon  from  the  first  day  of 
January,  184.">,  which  Watson  &  Morse  (the  original  lessees  of  said  road) 
may  have  against  said  company. 

Approved  January  29,  1849. 

Private  Laws  Illinois  1849,  1st  Session,  Page 

ACT  OF  LEGISLATURE 

Approved  February   10,   1849.     In  force  April   13,   1849. 

AN  ACT  to  incorporate  the  Northern  Cross  Railroad  Company. 

Section  I.  Be  it  enacted  by  the  People  of  the  State  of  Illinois,  repre- 
sented  in  the  General  Assembly,  That  James  M.  Pitman,  Samuel  Holmes, 
John  Wood,  Calvin  A.  Warren,  Gresham  B.  Dimock,  Hiram  Boyle,  and  Isaac 
X.  Morris,  of  the  county  of  Adams,  and  James  Brockman  and  James  W. 
Singleton,  of  the  county  of  Brown,  and  their  associates,  successors  and 
assigns,  are  hereby  created  a  body  politic  and  corporate,  under  the  name 
and  style  of  the  "Northern  Cross  Railroad  Company,"  and  by  that  name 
and  style  shall  have  perpetual  succession;  and  said  company  are  hereby 
made  capable  of  suing  and  being  sued,  of  pleading  and  being  impleaded, 
of  defending  and  being  defended,  in  all  courts  in  law  and  equity  and  other 
places;  of  contracting  and  being  contracted  with;  and  said  company  shall 
have  authority  to  make,  have,  and  use  a  common  seal,  and  the  same  to 
renew  and  alter  at  pleasure;  and  said  company  are  hereby  vested  with  all 
powers,  privileges  and  immunities  which  are  or  may  be  necessary  to  carry 
into  effect  the  objects  and  purposes  of  this  act,  hereinafter  mentioned,  set 
forth,  or  referred  to,  and  to  exercise  and  enjoy,  for  the  purposes  of  said 
company,  the  rights  and  privileges  of  natural  persons. 

v^  2.  Said  company  are  hereby  authorized  and  empowered  to  locate,  con- 
struct, establish,  and  finally  complete  and  hereafter  use  a  railroad  com- 
mencing at  any  convenient  point  on  the  west  bank  of  the  Illinois  river, 


CORPORATE  HISTORY  571 

opposite  the  town  of  Meredosia,  and  running  from  thence  on  the  most 
eligible,  beneficial,  expedient  and  practicable  route,  to  the  Mississippi 
river  at  the  city  of  Quiney,  in  the  county  of  Adams.  And  the  said  company 
are  hereby  empowered  in  the  construction  of  said  railroad,  to  lay  out  said 
railroad  wide  enough  for  a  single  or  double  track  throughout  the  whole 
length;  'and  for  the  purpose  of  constructing  the  same,  and  for  materials, 
stone,  earth  and  gravel,  may  take  and  use  as  much  more  land  on  the  sides 
of  the  same  as  may  be  necessary  for  the  proper  construction  and  security 
of  said  railroad.  Said  company,  in  the  construction  of  said  railroad  shall 
adopt  the  route  of  that  portion  of  the  Northern  Cross  Eailroad  between  the 
Illinois  and  Mississippi  rivers,  as  laid  out  and  surveyed  by  this  State, 
but  shall  have  the  right  to  depart  from  said  route  at  such  points  as  may  be 
necessary  or  advisable  for  better  ground,  shorter  distance,  or  cheapness  of 
construction:  Provided,  that  said  company  in  the  construction  of  said 
railroad  shall  terminate  the  same  at  a  point  opposite  Meredosia. 

§  3.  Said  company,  in  the  construction,  completion  and  use  of  said 
railroad,  shall  have  the  right  to  use,  enjoy  and  have  all  right  of  way  in  any 
manner  held,  owned,  obtained,  or  secured  by  this  State  for  or  in  the  con- 
struction of  that  portion  of  the  Northern  Cross  Eailroad  which  lies  be- 
tween the  Illinois  and  Mississippi  rivers,  and  also  all  materials,  stone,  em- 
bankments, excavation,  or  other  valuable  thing  secured,  made,  obtained, 
owned  or  held  by  this  State,  and  of  or  belonging  to  said  portion  of  said 
Northern  Cross  Eailroad,  should  they  become  the  purchaser  thereof.  And 
it  shall  be  the  duty  of  the  Governor  of  this  State,  on  request  of  said  com- 
pany in  writing,  to  sell  at  public  sale  to  the  highest  bidder  for  any  State 
indebtedness,  payable  in  ninety  days  after  the  day  of  sale,  all  interest, 
right  of  way,  excavation,  embankment,  or  other  valuable  thing  owned, 
secured,  or  held  by  this  State,  as  aforesaid,  in,  of,  or  in  any  manner  be- 
longing to  that  portion  of  the  Northern  Cross  Eailroad  aforesaid,  after 
giving  sixty  days'  notice  of  the  time  and  place  of  such  sale,  in  some  pub- 
lic newspaper  published  in  the  county  of  Adams  or  Brown,  and  to  exe- 
cute a  certificate  of  purchase  therefor  to  the  purchaser  thereof;  which 
said  sale  and  certificate  of  purchase  shall  vest  in  such  purchaser  all  and 
every  right  aforesaid  of  this  State  thereto  and  therein,  for  the  purposes 
of  a  railroad,  and  none  other.  All  laws  and  parts  of  laws  heretofore 
passed  appropriating  said  portion  of  said  Northern  Cross  Eailroad,  or  any 
part  thereof,  to  any  other  purposes  than  for  a  railroad,  are  hereby  repealed. 

§  4.  The  capital  stock  of  said  company  shall  be  one  million  of  dollars, 
and  may  be  increased  to  two  millions  of  dollars,  to  be  divided  into  shares 
of  one  hundred  dollars  each  share.  The  immediate  government,  control, 
and  direction  of  the  affairs  and  organization  of  said  company  and  com-, 
pany  franchises,  shall  be  vested  in  the  persons  named  in  the  first  section 
of  this  act,  and  a  majority  of  them  shall  form  a  quorum,  with  power  and 
authority  to  adopt  such  rules  and  by-laws,  and  other  things  to  do  and  per- 
form, necessary  to  the  complete  organization  of  said  company,  and  to  con- 
ducting the  same;  and  to  provide  for  opening  books  and  obtaining  sub- 
scriptions to  the  capital  stock  of  said  company,  and  for  the  calling  of  meet- 


572         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

ings  of  said  company;  and  when  one  hundred  sliares  of  the  capital  stock 
of  said  company  shall  be  taken  and  subscribed  for,  the  said  company  may 
fully  organize  and  go  into  operation  in  the  construction  and  completion  of 
said  railroad. 

§  5.  When  said  one  hundred  shares  shall  be  subscribed  as  aforesaid, 
the  persons  named  in  the  first  section  of  this  act,  or  some  of  them,  may  call 
a  meeting  of  the  stockholders  of  said  company,  on  giving  public  notice  of 
the  time  and  place  of  meeting,  which  shall  be  held  at  some  place  in  the 
county  of  Adams  or  Brown,  in  this  State,  and  shall  fully  organize  said 
company,  by  the  election  of  five  directors  for  said  company,  who  shall  hold 
their  offices  for  one  year  and  until  their  successors  shall  be  elected  and 
qualified.  Said  directors  shall  have  the  same  powers  and  authority,  and 
perform  the  same  duties,  and  be  governed  by  the  same  rules  conferred 
upon  and  required  of  the  directors  of  the  Alton  and  Sangamon  Railroad 
Company,  by  an  act  entitled  "An  Act  to  construct  a  railroad  from  Alton, 
in  Madison  county,  to  Springfield,  in  Sangamon  county,"  approved  Febru- 
ary 27th,  A.  D.  1847.  Said  directors  so  elected  shall  elect  from  their  num- 
ber one  president,  who  shall  hold  his  office  for  one  year  and  until  his 
successor  is  elected  and  qualified,  and  who  shall  have  the  same  powers  and 
be  governed  by  the  same  rules  as  is  conferred  upon  and  required  of  the 
president  id'  the  Alton  and  Sangamon  Railroad  Company,  by  the  act  afore- 
said,  and  all  rides  and  provisions  for  elections  provided  by  the  said  act  shall 
apply  to  the  company  Incorporated  by  this  act.  A  majority  of  said  direc- 
tor-. Including  said   president,  shall  constitute  a  quorum. 

§  6.  The  said  company  hereby  incorporated  shall  have,  enjoy,  and  ex- 
ercise all  and  singular  the  powers,  rights,  authorities,  privileges  and  im- 
munities conferred  upon  the  Alton  and  Sangamon  Railroad  Company,  by 
the  act  incorporating  the  same,  described  in  the  fifth  section  of  this  act 
a-  ''An  Act  to  construct  a  railroad  from  Alton,  in  Madison  county,  to 
Springfield,  in  Sangamon  county,"  approved  February  27th,  1847,  and  not 
contrary  to  the  provisions  of  this  act,  and  all  privleges,  powers,  and  im- 
munities, in  any  manner  conferred  upon  the  Alton  and  Sangamon  Rail- 
road Company  by  the  said  act  incorporating  the  same,  and  beneficial  to 
the  corporation  hereby  created,  shall  apply  to  the  Northern  Cross  Rail- 
road Company,  the  same  as  if  herein  specially  recited  and  granted  to  said 
last  named  company,  to  all  intents  and  purposes,  and  in  every  manner  of 
tiling,   [lowers,   privilege,  or  authority   whatever. 

§  7.  The  last  section  of  this  act  shall  be  so  construed  as  in  no  way  to 
affect  the  rights,  powers,  and  immunities  of  the  Alton  and  Sangamon 
Railroad  Company,  but  shall  be  so  construed  as  to  confer  upon  and  apply 
to  the  corporation  hereby  created,  in  the  construction,  completion,  enjoy- 
ment, security  and  use  of  the  railroad  contemplated  by  this  act,  all  rights, 
powers,  privileges  and  immunities  in  the  said  act  incorporating  the  Alton 
and  Sangamon  Railroad  Company,  mentioned  and  conferred,  the  same  as 
if   specially   herein   named. 

§  8.  The  company  hereby  incorporated  shall  have  power  to  procure 
a  loan  or  loans  of  money,  as  shall  be  deemed  necessary  for  the  construc- 
tion of  the  said  railroad,  and  may  pledge  the  said  road  for  the  payment 


CORPORATE  HISTORY  573 

thereof.  Said  company  may  receive  in  payment  of  stock  subscribed  for, 
bonds  and  mortgages,  and  also  any  securities,  or  evidence  of  debt,  stock 
in  other  companies,  or  other  valuable  things;  and  may  dispose  of  or  pledge 
the  same  for  the  purposes  of  said  company  in  the  construction  of  said  rail- 
road; but  said  company  shall  not  exercise  banking  powers. 

§  9.  This  act  shall  be  deemed  and  taken  a  public  act,  and  be  construed 
liberally  for  the  benefit  of  said  company. 

§  10.  The  company  hereby  created  are  authorized  and  empowered,  under 
and  by  virtue  of  this  act,  to  construct  a  lateral  branch  of  this  railroad  con- 
templated by  this  act,  commencing  on  the  Illinois  river  at  any  convenient 
point  opposite  the  town  of  Naples,  and  from  these  running  to  and  unit- 
ing with  the  said  railroad  which  is  to  commence  opposite  to  the  town  of 
Meredosia,  and  to  terminate  at  Quincy,  at  the  most  eligible  and  convenient 
point. 

Approved  February  10,  1849. 

Private   Laws  Illinois  1849,   1st   Session,  Page   82 

ACT  OF  LEGISLATURE 

Approved  February   1,   1851. 
AN  ACT  supplemental  to  an  act  entitled  "An  Act  to  incorporate  the 

Northern   Cross   Railroad   Company,"   approved  February   10,    1849. 

Section  i.  Be  it  enacted  by  the  People  of  the  State  of  Illinois,  represented 
in  the  General  Assembly,  That  the  company  organized  under  the  act  to 
which  this  is  a  supplement,  is  hereby  authorized  and  empowered  to 
locate,  construct,  establish  and  finally  complete  and  hereafter  use  a 
lateral  branch  of  said  Northern  Cross  Railroad,  commencing  at  any  con- 
venient point  on  said  Northern  Cross  Railroad,  in  the  county  of  Adams, 
and  running  thence,  on  the  most  eligible,  beneficial,  expedient  and 
practicable  route,  through  the  Military  Bounty  Tract,  and  terminating 
at  the  most  convenient  and  eligible  point,  at  or  near  the  southern 
termination  of  the  Illinois  and  Michigan  canal :  Provided,  the  said 
company  shall  not  locate  or  construct  the  said  branch  upon  any  line 
east  of  the  town  of  Knoxville,  in  Knox  county.  The  said  company  are 
hereby  empowered,  in  the  construction  of  said  branch  railroad,  to  lay 
out  said  road  wide  enough  for  a  single  or  double  track,  throughout  the 
whole  length  thereof,  and  for  the  purpose  of  constructing  the  same,  and 
for  materials,  stone,  earth  and  gravel,  may  take  and  use  as  much  more 
land  on  the  sides  of  the  same  as"  may  be  necessary  for  the  proper  con- 
struction and  security  of  said  road. 

§  2.  The  capital  stock  of  said  company,  in  addition  to  the  capital 
stock  provided  for  in  said  original  bill,  shall  be  two  millions  of  dol- 
lars, and  may  be  increased  to  three  millions  of  dollars,  to  be  divided 
into  shares  of  one  hundred  dollars  each;  and  the  directors  of  said  com- 
pany are  hereby  vested  with  power  and  authority  to  provide  for  open- 
ing books  and  obtaining  subscriptions  to  the  said  additional  capital 
stock,  in  such  manner  and  under  such  rules  and  regulations  as  they  may 
prescribe  for  obtaining  subscriptions  to  the  capital  stock  provided  for  in 
said  original  bill. 


574         CHICAGO,   BURLINGTON   &   QFIXCY   RAILROAD   COMPANY 

§  3.  The  provisions  of  the  act  to  which  this  act  is  supplemental,  relat- 
ing to  the  power,  authority  and  duties  of  the  directors,  and  to  the  elec- 
tion and  powers  of  the  president  of  said  company,  and  to  the  powers, 
rights,  authorities,  privileges  and  immunities  pertaining  to  the  Northern 
Cross  Railroad,  granted  to  said  company  by  the  said  original  act,  with 
the  power  to  procure  such  loan  or  loans  of  money  as  may  be  deemed 
accessary  for  the  construction  of  said  branch  railroad,  and  to  pledge 
the  said  road  for  the  payment  thereof,  and  to  receive  in  payment  of 
stock  subscribed  for,  bonds  and  mortgages,  and  also  any  securities  or 
evidences  of  debt,  stock  in  other  companies,  or  other  valuable  things, 
and  to  dispose  of  or  pledge  the  same  for  the  purposes  of  said  company 
in  the  construction  of  said  branch  railroad,  and  all  and  singular  the  pro- 
visions of  the  said  original  act  and  of  the  act  therein  mentioned,  and 
beneficial  to  said  company,  shall  apply  to  the  said  Northern  Cross  Rail- 
road Company,  to  all  intents  and  purposes,  and  in  every  manner  of 
things,  powers,  rights,  privileges  or  authority  whatever,  in  reference  to 
the  said  branch  railroads,  as  fully  and  completely  as  if  the  location  and 
construction  of  the  said  branch  railroad  had  been  authorized  and  pro- 
vided fur   in  and  by  the  said  original   bill. 

$  4.  This  .ict  shall  lie  deemed  and  taken  to  be  a  public  act,  and  be 
construed   liberally   for  the  benefit   of  said  company. 

Approved  February  l,  1851. 

Private  Laus  Illinois  1851,  Page  42 

ACT  OF  LEGISLATURE 

Approved   February   1."),  1851. 

AX    ACT    changing    the    eastern    termination    of    the    Northern    Cross 

Railroad. 
Section  1.  Be  it  enacted  by  tht  People  of  the  State  of  Illinois,  repre- 
sented in  tin  General  Assembly,  That  no  forfeiture  shall  accrue  against  or 
in  respect  to  the  Sangamon  and  Morgan  Railroad  Company,  or  in  re- 
spect to  any  grant  made  to  said  company  by  the  act  supplementary  to 
the  acl  incorporating  said  company,  by  reason  of  a  failure  to  expend 
fifty  thousand  dollars  in  the  construction  of  the  road  east  of  Springfield 
during  the  present  or  next  year:  Provided,  that  by  the  first  of  February, 
eighteen  hundred  and  fifty  three,  the  said  company  shall  have  expended 
one  hundred  thousand  dollars  in  the  construction  of  said  road,  and  that 
in  one  year  after  said  date  last  mentioned,  they  shall  have  finished  the 
road  to  the  line  of  the  main  track  on  the  Central  railroad,  so  that  the 
same  may  be  safely  used  for  the  transportation  of  persons  and  prop- 
erty thereon,  but  if  the  company  shall  not  have  expended  the  said  sum 
of  one  hundred  thousand  dollars  by  the  said  first  day  of  February,  one 
thousand  eight  hundred  and  fifty-three,  or  shall  not  have  complied  with 
the  conditions  prescribed  in  the  supplemental  act  aforesaid,  then  the 
General  Assembly  may  repeal  the  said  supplemental  act,  and  the  prop- 
erty granted  and  conveyed  by  the  same  shall  revert  to  and  become  the 
property  of  the  State. 


CORPORATE  HISTORY  575 

§  2.  The  said  company  may  change  the  direction  of  the  road  at  Dan- 
ville so  as  to  run  from  that  point  to  the  State  line  at  the  nearest  prac- 
ticable point  in  the  direction  of  Lafayette:  Provided,  said  company  shall 
not  extend  their  said  road  more  than  fifteen  miles  from  Danville. 

§  3.  The  said  company  may  locate  and  construct  the  road  on  the  most 
eligible  route,  within  two  miles  of  Urbana,  from  Decatur  to  Danville, 
any  thing  in  previous  acts  to  the  contrary  notwithstanding. 

This  act  to  take  effect  from  and  after  its  passage. 

Approved  February  15th,  1851. 

Private  Laws  1851,  Page  243 

ACT  OF  LEGISLATURE 

Approved  June  11,  1852. 
AN  ACT  supplemental  to  an  act  entitled  "An  Act  to  incorporate  the 

Northern   Cross   Eailroad   Company,"   approved   February    10,    1849. 

Section  1.  Be  it  enacted  by  the  People  of  the  State  of  Illinois,  repre- 
sented in  the  General  Assembly,  That  the  Northern  Cross  Eailroad  Company 
shall  have  power  to  borrow  money  on  the  credit  of  the  corporation,  not 
exceeding  its  authorized  capital  stock,  at  a  rate  of  interest  not  exceed- 
ing ten  per  cent,  per  annum,  payable  semi-annually,  and  may  execute 
bonds  therefor,  with  interest  coupons  thereto  annexed,  and  secure  the 
payment  of  the  same  by  mortgage  or  deed  of  trust  on  the  whole  or  any 
part  of  the  road,  property  and  income  of  the  company  then  existing 
or  thereafter  to  be  acquired,  and  may  annex  to  such  mortgage  bonds 
the  privilege  of  converting  the  same  into  the  capital  stock  of  the  com- 
pany, at  par,  at  the  option  of  such  holders,  if  such  election  be  signi- 
fied, in  writing,  to  the  company  three  years  before  the  maturity  of  said 
bonds. 

§  2.  That  the  directors  of  said  company  be  and  they  are  hereby 
authorized  to  negotiate  and  sell  the  bonds  of  said  company  at  such 
times  and  at  such  places,  either  within  or  without  this  State,  and  at  such 
rates  and  for  such  prices  as  in  their  opinion  will  best  advance  the  in- 
terests of  the  company.  And  if  such  bonds  are  thus  negotiated  or  sold 
at  a  discount  below  their  par  value,  such  sale  and  disposition  thereof 
shall  be  as  valid  and  binding  on  the  company  in  every  respect  as  if 
they  were  sold  or  disposed  of  at  their  par  value. 

§  3.  That  the  said  company,  in  securing  the  payment  of  the  said, 
bonds  by  a  mortgage  or  deed  of  trust  on  the  road,  property  and  income 
of  the  company,  shall  have  power  to  execute  a  mortgage  or  deed  of 
trust  aforesaid,  to  secure  the  payment  of  the  full  amount  of  bonds 
which  the  company  may,  at  the  time  said  deed  of  trust  or  mortgage 
bears  date,  or  at  any  time  thereafter,  desire  to  sell  and  dispose  of,  and 
may  execute  and  sell,  from  time  to  time,  such  amounts  of  said  bonds, 
and  of  such  dates,  and  payable  to  such  person  or  persons  as  to  the  direc- 
tors of  said  company  may  seem  advisable,  till  the  whole  amount  of  bonds 
mentioned  in  such  mortgage  or  deed  of  trust  is  executed  and  sold;  and 
the   said  mortgage   or  deed  of  trust   shall   be   as  valid  and  effectual  to 


576         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

secure  the  payment  of  the  bonds  so  executed  and  sold,  and  of  every  part 
thereof,   as  if  the   same   and   every   part   thereof  had  been   executed  of 
even  date  with  the  said  deed  of  trust  or  mortgage. 
Approved  June  11,  1852. 

Laws  Illinois  1852,  2nd  Session,  Page  3 

ACT  OF  LEGISLATURE 
Approved  June  21,  1852. 
AN  ACT  to  amend  the  first  section  of  an  act  supplemental  to  "An  Act 
to   incorporate   the   Northern   Cross   Railroad   Company,   and   to   in- 
crease the  number  of  directors  of  said  company." 
Section  1.     Be  it  enacted  by  Hn    People  of  the  State  of  Illinois,  repre- 
sents! in   tin    General  Assembly,  That  the  first  section  of  an  act  entitled 
"An  Act  supplemeutal  to   an   act   entitled  'An   Act   to  incorporate  the 
Northern    Cross     Railroad    Company,'    approved    February    tenth,    one 
thousand  eight   hundred  and  forty-nine,"  be  so  amended  as  to  authorize 
the    said    Northern    Cross    Railroad    Company    to    terminate    the    lateral 
branch  of  said   road  al   any  poinl   where  the  said   railroad  may  connect 
with  any  other  railroad  extending  northward  to  the  city  of  Chicago,  any- 
thing in  the  art  to  whieh  this  is  an  amendment  to  the  contrary  notwith- 
standing. 

$   2.     That  the  directors  of  the  said  Northern  Cross  Railroad  Company 
may  lie  increased  so  that  the  number  thereof  shall  nut   exceed  nine. 
Approved  June  21,  1852. 

Laws  Illnmis  1852,  2nd  Session,  Page  108 

ACT  OF  LEGISLATURE 

Approved   January    26,    1853. 

AN  ACT  to  authorize  the  city  of  Quincy  to  subscribe  to  the  stock  of 

the   Northern   Cross  Railroad   Company. 

Section  1.  Be  it  enacted  by  tin-  People  of  the  State  of  Illinois,  repre- 
sentnl  in  tin-  General  Assembly,  That  the  city  of  Quincy  is  hereby  authorized 
to  subscribe  for  shares  of  stock  in  the  Northern  Cross  Railroad  Com- 
pany, in  any  sum  not  exceeding  one  hundred  thousand  dollars,  in  addi- 
tion to  the  subscription  made  by  the  city  to  the  stock  of  said  company 
under  tlic  provisions  of  an  act  entitled  "An  Act  supplemental  to  an  act 
entitled  'An  Act  to  provide  for  a  general  system  of  railroad  incorpora- 
tions,' "  approved  November  sixth,  eighteen  hundred  and  forty-nine; 
and  which  stock  so  subscribed  for  shall  be  under  the  control  of  the  com- 
mon council  of  said  city,  in  all  respects,  as  stock  subscribed  by  indi- 
viduals. 

§  2.  That  for  the  payment  of  the  stock  so  subscribed  the  common 
council  of  the  city  is  hereby  authorized  to  issue  to  said  company  the 
bonds  of  said  city  at  par,  bearing  interest  not  exceeding  eight  per  cent, 
per  annum,  payable  semi-annually,  with  interest  coupons  annexed,  and 
executed  by  the  mayor  of  the  city,  under  the  seal  thereof,  and  counter- 


CORPORATE  HISTORY  577 

signed  by  the  city  clerk,  to  an  amount  equal  to  the  par  value  of  the 
shares  of  stock  subscribed,  and  to  pledge  the  faith  of  the  city  for  the 
semi-annual  payment  of  the  interest  and  the  ultimate  redemption  of  the 
principal. 

§  3.  That  before  the  additional  stock  aforesaid  shall  be  subscribed 
an  election  shall  be  held  to  ascertain  whether  the  citizens  of  said  city 
are  desirous  that  such  subscription  be  made;  and  which  said  election 
shall  be  called  by  the  common  council  of  the  city,  and  held  and  con- 
ducted and  returns  thereof  made  in  the  manner  required  by  the  fourth 
section  of  the  act  mentioned  in  the  first  section  of  this  act.  In  case  a 
majority  of  the  voters  voting  at  said  election  shall  be  in  favor  of  the  sub- 
scription, such  authorized  subscription  shall  then  be  made  by  the  com- 
mon council  of  said  city.  The  bonds  which  shall  be  issued  under  the 
provisions  of  this  act  shall  be  issued  for  the  amount  of,  and  at  the  time 
the  assessments  upon  the  other  stockholders  of  said  company  shall  be 
regularly  assessed  and  made  payable:  Provided,  that  the  common  council 
of  the  city  may  at  any  time  issue  to  the  said  company  the  full  amount  of  the 
bonds  to  be  issued  in  payment  of  such  subscription  whenever  in  their 
discretion   they  may   deem  it   advisable. 

§  4.  That  the  city  council  of  said  city  is  hereby  authorized  to  levy 
and  collect  a  special  annual  tax  on  all  real  and  personal  property  situ- 
ated in  said  city,  for  the  payment  of  the  interest  on  said  bonds,  in  the 
same  manner  as  is  provided  by  an  act  entitled  "An  Act  to  authorize 
the  city  of  Quincy  to  collect  a  special  tax  for  the  purposes  therein 
named,"  approved  February  the  seventeenth,  eighteen  hundred  and 
fifty-one;  and  the  provisions  of  the  act  aforesaid  in  relation  to  the  levy, 
collection  and  appropriation  of  the  tax  therein  mentioned  shall  in  every 
respect  apply  to  the  tax  to  be  levied  by  virtue  of  this  act. 

This  act  shall  take  effect  and  be  in  force  from  and  after  its  passage. 

Approved  January  26,  1853. 

Private  Laws  1853,  Page  471. 

ACT  OF  LEGISLATURE 

Approved  February  10,  1853. 
AN  ACT  to  facilitate  the  construction  of  the  Northern  Cross  Eailroad 
and  its  Northern  Branch. 
Section  1.  Be  it  enacted  by  the  People  of  the  State  of  Illinois,  repre- 
sented in  the  General  Assembly,  That  the  Northern  Cross  Eailroad  Com- 
pany shall  have  power  and  authority  to  issue  bonds  or  other  evidences  of 
debt  for  the  purposes  of  raising  money  for  the  construction  and  equip- 
ment of  the  road  of  said  company,  and  bearing  such  rate  of  in- 
terest, not  exceeding  ten  per  cent.,  as  the  company  may  deem  advis- 
able, and  such  evidences  of  debt  may  be  sold  or  otherwise  disposed  of, 
either  within  or  without  this  State,  in  raising  money  or  procuring  labor 
and  materials  in  the  prosecution  of  said  work,  upon  such  terms  and  rates 
as  may  be  agreed  upon  by  the  parties,  and  if  such  sale  or  other  disposi- 
tion of  such  bonds  or  evidences  of  debt  shall  be  at  a  discount,  the  same 


578         CHICAGO,  BURLINGTON  &   QUIXCY  RAILROAD  COMPANY 

shall  remain  as  valid  and  binding,  in  every  respect,  as  if  sold  at  par 
value. 

{  2.  It  shall  be  lawful  for  the  Chicago  and  Aurora  Eailroad  Company 
and  the  Central  Military  Tract  Eailroad  Company  to  subscribe  and  hold 
stock  in  the  said  Northern  Cross  Eailroad  Company,  to  an  amount  not 
exceeding  ten  per  cent,  of  the  capital  stock  of  each  of  the  said  com- 
panies so  subscribing. 

$  3.  This  act  shall  take  effect  and  be  in  force  from  and  after  its 
passage. 

Approved  February  10,  1853. 

Private  Laws  Illinois,  1853  Page  93 

ACT  OF  LEGISLATURE 

Approved  February  28,  1854. 

AX   ACT  to  confirm  the  relocation  of  a  portion  of  the  Northern  Cross 

Eailroad. 
Preamble. — Whereas,  the  board  of  directors  of  the  Northern  Cross  Eail- 
road Company,  in  selecting  a  route  for  the  construction  of  the  North- 
ern Cross  Railroad  from  Quincy  to  Meredoaia,  by  various  resolutions 
passed  during  the  years  1851  and  1852,  resolved  that  that  portion  of 
the  said  railroad  extending  from  the  Mississippi  river  to  a  point  near 
Mount  sterling,  in  Brown  county,  be  located  and  constructed  on  a  line 
and  route  in  the  said  resolutions  mentioned;  and  whereas,  the  board  of 
directors  of  said  company,  in  ord<  t  to  secure  a  shorter,  more  prac- 
ticable  and  beneficial  route,  did  on  the  26th  day  of  December,  A.  1>. 
1853,  l>y  their  resolutions  of  that  date,  relocate  a  portion  of  their  said 
railroad  extending  from  the  Mississippi  river,  and  uniting  with  the 
said  road  previously  located,  at  a  distance  of  about  seven  miles  from 
said  river,  on  the  line  and  route  in  the  said  resolution  mentioned,  and 
are  now  engaged  in  the  construction  of  that  portion  of  said  road  as 
relocated;   now  therefore — 

pion  1.  Be  it  enacted  by  tii>  /'<  <<]>h  of  the  Stat,  of  Illinois,  repre- 
sented in  the  General  Assembly,  That  the  route  and  line  of  that  portion  of 
the  Northern  Cross  Eailroad  as  relocated  by  the  board  of  directors  of 
1  company,  on  the  26th  day  of  December,  A.  D.  1853,  by  their  reso- 
lution of  that  date,  be  and  the  same  is  hereby  confirmed  and  estab- 
lished as  the  route  and  line  of  that  portion  of  said  road  and  said  reso- 
lution mentioned,  in  place  of  the  route  as  previously  located,  and  that 
all  the  rights,  powers,  privileges  and  immunities  conferred  upon  the  said 
company  by  their  charter  and  subsequent  laws,  in  the  location,  con- 
struction and  use  of  the  railroads  therein  mentioned,  shall  equally,  and 
to  all  intent  and  purposes,  apply  to  and  be  exercised  and  enjoyed  by  the 
said  company,  in  the  location,  construction  and  use  of  that  portion  of  the 
said  road  as  relocated  as  aforesaid. 

6  2.  This  act  shall  take  effect  and  be  in  force  from  and  after  its 
passage. 

Approved  February  28,  1854. 

Private  Laics  Illinois  1854,  Page  212 


CORPORATE  HISTORY 


579 


ACT  OF  LEGISLATURE 

Approved  March  4,  1854. 

AN  ACT  relating  to  certain  highways  therein  named. 
Section  1.  Be  it  enacted  by  the  People  of  the  State  of  Illinois,  repre- 
sented in  the  General  Assembly,  That  so  much  of  the  Northern  Cross  Railroad 
as  lies  between  the  city  of  Quincy  and  the  south  line  of  the  southeast 
quarter  of  section  twenty-one,  in  township  one  north,  of  range  eight 
west,  in  the  county  of  Adams,  and  State  of  Illinois,  be  and  the  same  is 
hereby  appropriated  to  the  purpose  of  a  travelled  way,  until  the  same 
is  wanted  for  railroad  purposes. 

§  2.  When  any  State  road,  in  Adams  county,  shall  have  heretofore 
been  laid  out  and  established,  and  the  location  and  establishment  there- 
of has  been  twice  decided  upon  by  persons  appointed  by  law,  the  same 
shall  not  thereafter  be  altered  or  changed,  except  by  authority  of  the 
legislature. 

§  3.  That  a  State  road  corresponding  in  width  with  Fifth  street, 
in  the  city  of  Quincy,  in  the  county  of  Adams,  is  hereby  declared  open 
ind  established  from  the  south  end  or  termination  of  said  Fifth  street, 
running  thence  south  until  it  intersects  the  road  leading  from  S.  &  W.  B. 
Thayer's  distillery,  in  an  easterly  direction,  up  the  branch  or  creek 
on  which  said  distillery  is  erected.  Said  road  shall  be  worked  and  kept 
in  repair  as  other  State  roads,  and  should  any  damage  be  claimed  by 
iny  person  or  persons  by  reason  of  the  location  of  said  road,  the  same 
shall  be  assessed  and  paid  in  the  manner  now  provided  by  law. 

§  4.     This  act  shall  take   effect  and   be  in   force  from  and  after  its 
passage. 
Approved  March  4,  1854. 

Private  Laws  Illinois  1854,  2nd  Session,  Page  213 

ACT  OF  LEGISLATURE 

Approved  January   16,   1855. 

AN  ACT  for  the  benefit  of  the  Chicago  and  Aurora,  the  Central  Military 
tary  Tract  and  the  Northern  Cross  Railroad  Companies. 

Section  1.  Be  it  enacted  ~by  the  People  of  the  State  of  Illinois,  repre- 
sented in  the  General  Assembly,  That  it  shall  be  competent  and  lawful  for 
said  companies  to  enter  into  such  operating  contract  or  contracts,  by 
which  either  or  any  two  of  them  may  or  shall  undertake  to  supply 
machinery  or  rolling  stock,  upon  fair  and  just  terms,  for  the  other  or 
others,  and  for  the  interchange  of  cars  and  machinery,  and  for  such 
other  business  arrangements  as  may  be  deemed  for  their  mutual  inter- 
est and  facilitate  the  transaction  of  their  business;  and  for  the  pur- 
pose of  hastening  the  completion  of  the  said  line  of  roads  and  its 
full  equipment  the  said  companies  and  each  of  them  may,  for  such  con- 
sideration and  on  such  terms  as  may  be  agreed  upon,  contract  with  each 
other  and  with  any  other  party  or  parties  by  which  either  of  said  com- 
panies or  any  two  of  them  may  obligate  themselves,  respectively,  to  aid 


580         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

the  other  by  a  loan  of  their  or  either  of  their  credit,  or  by  an  under- 
taking to  guarantee  its  bonds  or  to  purchase  the  same,  to  such  an 
amount  as  may  be  deemed  expedient,  or  by  any  other  mode;  and  all 
such  contracts  which  have  been  or  may  hereafter  be  made  are  hereby 
confirmed  and  made  valid  and  binding  on  the  parties  to  the  same,  and 
in  ease  of  a  breach  thereof  may  be  sued  upon,  at  law  or  in  equity,  as  in 
other  cases  of  contract. 

$  -.  This  act  shall  take  effect  and  be  in  force  from  and  after  its 
passage. 

Approved  January  16,  1855. 

Private  Law.s  Illinois  1855,  Page  288 

AGREEMENT,  January  1,  1855,  Northern  Cross  Railroad  Company, 
Central  Military  Tract  Railroad  Company  and  Chicago  and  Aurora 
Railroad  Company  and  John  M.  Forbes,  John  Elliott  Thayer  and  Louis 
A.  Yon   Hoffman. 

Agra  mi  a/,  made  this  first  day  of  January,  in  the  year  one  thousand 
eight  hundred  and  fifty-five,  between  the  Northern  Cross  Rail  Road 
Company  of  the  first  part,  The  Central  Military  Tract  Rail  Road  Com- 
pany of  the  second  part,  The  Chicago  &  Aurora  Rail  Road  Company  of 
the  third  part,  (each  ot'  said  Companies  being  a  corporation  created  by 
the  laws  of  the  State  of  Illinois,)  and  John  M.  Forbes  and  John  Elliott 
Thayer,  of  the  city  of  Boston,  and  Louis  A.  Yon  Hoffman,  of  the  city 
id'  New  York,  of  the  fourth  part. 

Whereas,  the  said  parties  of  the  first  part,  for  the  purpose  of  borrowing 
money  to  be  applied  to  the  construction  and  equipment  of  their  Rail 
Road,  have  issued,  or  authorized  the  issue  of,  their  bonds,  dated  on 
the  firs!  day  of  January,  one  thousand  eight  hundred  and  fifty-five, 
numbered  consecutively  from  number  one,  (1,)  payable  on  the  first  day 
of  January,  one  thousand  eight  hundred  and  seventy-five,  and  in  the 
aggregate  amounting  to  one  million  of  dollars,  for  the  payment  of  which 
bonds  it  has  lieen  agreed  by  the  said  parties  of  the  first  part,  that  they 
will  create  and  keep  up  a  Sinking  Fund,  l>y  paying  to  the  said  parties  of 
the  fourth  pari  hereto,  as  Trustees,  or  to  their  survivors  or  successors  in 
such  trust,  the  sum  of  fifteen  thousand  dollars,  on  the  first  day  of 
January,  A.  D.  one  thousand  eight  hundred  and  fifty-seven,  and  there- 
after semi-annually  on  the  first  days  of  July  and  January  in  each 
year,  until  the  maturity  or  payment  of  said  bonds  for  the  redemption 
thereof,  in  the  manner  stated  in  an  agreement  made  and  executed  by 
and  between  the  said  parties  hereto  of  the  first  and  fourth  parties, 
bearing  even  date  herewith; 

And,  whereas,  the  said  three  Rail  Road  Companies,  the  parties  of  the 
first,  second  and  third  parts  hereto,  have  entered  into  contracts  for  a 
business  connection,  and  for  the  transportation  of  through  freight  and 
passengers  over  the  whole  length  of  their  several  Rail  Roads,  from 
Quincy  to  Chicago,  whereby  it  has  become  greatly  to  the  interest  of  the 
said  parties  of  the  second  and  third  parts  hereto  that  the  completion  of 


CORPORATE  HISTORY  581 

the  Kail  Koad  of  the   said  parties   of  the  first  part   should  be   secured 
beyond    all    doubt    or    contingency; 

And,  whereas,  the  said  parties  of  the  second  and  third  parts  hereto, 
for  the  considerations  herein  expressed,  and  for  the  purpose  of  securing 
the  completion  of  the  said  Kail  Road  of  the  said  parties  of  the  first 
part  hereto,  by  aiding  in  and  facilitating  the  negotiation  and  sale  of 
their  said  bonds,  and  also  in  pursuance  of  lawful  authority,  granted  to 
or  conferred  upon  them  respectively  by  the  Legislature  of  the  State  of 
Illinois,  have  severally  agreed  with  the  said  parties  of  the  first  and 
fourth  parts  hereto,  and  with  each  of  them,  in  the  manner  stated  herein: 

Now,  it  is  hereby  witnessed,  by  and  between  the  said  several  parties 
hereto,  and  in  consideration  of  the  aforesaid  premises,  of  the  several 
covenants  and  agreements  made  and  entered  into  by  each  of  said 
parties,  as  herein  contained,  and  of  the  sum  of  one  dollar  each,  to  the 
other  in  hand  paid,  at  or  before  the  ensealing  and  delivery  hereof,  the 
receipt  of  which  is  hereby  acknowledged,  it  is  also  hereby  covenanted  and 
agreed,  by  and  between  said  parties  hereto  respectively,  in  manner 
and  form  following,  that  is  to   say: 

The  said  parties  of  the  second  and  third  parts  hereto,  do  hereby 
severally,  and  not  jointly,  respectively  covenant  and  agree  with  the 
said  parties  of  the  first  and  fourth  parts  hereto,  and  with  each  of  them, 
and  with  their  several  successors,  that  they,  the  said  parties  of  the  second 
and  third  parts  shall  and  will  purchase  the  aforesaid  bonds  of  the  said 
parties  of  the  first  part,  to  the  amount  of  twenty-five  thousand  dollars 
each,  semi-annually,  from  after  the  first  day  of  January,  one  thousand 
eight  hundred  and  fifty-seven,  so  long  as  the  bonds  can  be  purchased 
at  par,  as  is  hereinafter  provided;  and  that  they,  the  said  parties  of  the 
second  and  third  parts  hereto,  shall  and  will  respectively  deposit  with 
the  said' parties  of  the  fourth  part  hereto,  their  survivors  and  successors, 
the  sum  of  twenty-five  thousand  dollars  each,  on  the  first  day  of  January, 
A.  D.  1857,  or  between  that  date  and  the  first  day  of  April  in  that  year, 
and  also  the  like  sum  semi-annually  thereafter,  on  the  first  days  of 
July  and  January,  in  each  year,  or  between  those  days  and  the  first 
days  of  April  and  October  respectively,  in  each  year,  to  be  applied  by 
the  said  parties  of  the  fourth  part  to  the  purchase  at  par,  for  the  said 
parties  of  the  second  and  third  parts  respectively,  of  such  of  said  bonds 
as  shall  be  specified  in  the  notice  hereinafter  mentioned,  as  entitled  to 
be  sold  to  or  purchased  for  said  parties  of  the  second  and  third  parts 
respectively. 

And  it  is  hereby  further  expressly  declared  and  agreed,  by  and  between 
all  the  said  parties  hereto,  that  on  the  first  day  of  April,  in  the  year  one 
thousand  eight  hundred  and  fifty-seven,  and  thereafter  on  the  first  days 
of  April  and  October  in  each  year,  until  all  of  said  bonds,  which  have  not 
in  the  meantime  been  redeemed  by  the  said  Sinking  Fund  created  by  the 
said  parties  of  the  first  part  hereto,  have  been  once  purchased  by  the 
said  parties  of  the  second  and  third  parts  hereto,  provided  the  moneys, 
for  the  purchase  of  the  said  bonds  have,  prior  to  that  time,  been 
deposited  with  or  paid  to   the  said   parties  of  the  fourth  part  by   the 


582         CHICAGO,.  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

said  parties  of  the  second  and  third  parts,  or  either  of  them,  they, 
the  said  parties  of  the  fourth  part  hereto,  their  survivors  or  successors, 
shall  and  will  ascertain  and  determine  by  lot,  the  number  of  said 
outstanding  bonds  as  shall,  from  time  to  time,  be  entitled  to  be  pur- 
chased at  par  by  the  said  parties  of  the  second  and  third  parts;  and 
that  the  said  parties  of  the  fourth  part,  their  survivors  and  successors 
in  this  trust,  will,  in  the  months  of  April  and  October  in  each  year, 
give  public  notice  by  advertisement,  twice  in  each  week,  for  four 
successive  weeks,  in  a  public  newspaper,  published  in  each  of  the 
cities  of  New  York,  Paris,  and  Frankfort  on  the-Maine,  of  the  numbers 
of  said  bonds,  which  shall  at  the  time  of  such  publication  be  entitled 
td  lie  purchased  at  par  with  the  moneys  so  deposited  by  the  said  parties 
of  the  second  and  third  parts,  respectively,  with  the  said  parties  of 
the  fourth  part,  and  that  the  bonds  to  which  the  moneys  deposited  by 
the  said  parties  of  the  second  and  third  parts  hereto  are  applicable, 
will  be  purchased  at  their  par  value  at  the  city  of  New  York,  or  iu 
Paris,  or  in  Frankfort-on-the  .Maine,  as  the  case  may  be,  at  the  time 
specified  in  the  said  notice,  which  shall  not  be  less  than  sixty  nor 
more  than  ninety  days  after  the  last  publication  of  such  notice;  and 
that  the  said  parties  of  the  fourth  part,  their  survivors,  or  successors, 
at  the  time  and  place  specified  in  the  said  notice,  in  case  the  said 
bonds  are  then  produced  for  such  sale,  will  purchase  the  same  at  par, 
ami  deliver  the  same  with  the  unpaid  interest  coupons  to  the  said 
parties  of  the  second  and  third  parts,  according  to  their  several  pur- 
chases, or  in  case  the  said  bonds  shall  not  be  then  produced  for  such 
sale,  that  then  the  said  parties  of  the  fourth  part,  their  survivors  or 
successors,  will  repay  the  money  so  deposited  with  them  to  the  said 
parties  of  the  second   and  third   parts,   respectively. 

And  it  is  hereby  further  understood  and  agreed,  that  the  bonds  which 
shall  be  paid  and  redeemed  by  the  Sinking  Fund,  created  by  the  said 
parties  of  the  first  part,  together  with  the  unpaid  interest  coupons, 
shall  be.  by  the  said  parties  of  the  fourth  part,  surrendered  up  to  the 
said  parties  of  the  first  part  to  be  canceled;  and  that  the  bonds  which 
have  been  once  purchased  by  the  said  parties  of  the  second  and  third 
parts  hereto,  are  not  to  be  again  purchased  by  them,  but  are  to  be 
excluded   from  all   future   drawing. 

And  it  is  further  agreed  that  the  parties  of  the  fourth  part  hereto, 
their  survivors  and  successors,  shall  and  will  allow  interest  to  the 
parties  of  the  first,  second  and  third  parts  hereto,  at  seven  per  cent, 
per  annum,  on  all  sums  by  said  parties  respectively  deposited  with  them 
from  the  time  of  such  deposit  till  the  time  specified  in  such  notice  for 
the  redemption  or  purchase  of  said  bonds  has  expired,  or  in  case  the 
bonds  entitled  to  be  purchased  by  the  parties  of  the  second  part,  at 
par,  shall  not  be  procured  in  pursuance  of  such  notice  for  that  purpose, 
then  the  said  interest  to  be  paid  to  the  said  parties  of  the  second  and 
third  parts  in  the  moneys  deposited  by  them,  till  the  same  is  repaid  as 
herein  provided. 

And  the   parties  of  the  first  part  hereby  covenant  and  agree  to  and 


CORPORATE  HISTORY  583 

with  the  parties  of  the  second,  third  and  fourth  parts  hereto,  and  with 
each  of  them,  that  they,  the  said  parties  of  the  first  part  hereto,  will 
create  and  keep  up  a  Sinking  Fund  by  paying  to  the  parties  of  the 
fourth  part  hereto,  as  Trustees,  or  to  their  survivors  or  successors  in 
such  trust,  the  sum  of  fifteen  thousand  dollars  on  the  first  day  of 
January,  in  the  year  of  our  Lord  one  thousand  eight  hundred  and  fifty- 
seven,  and  thereafter  semi-annually,  on  the  first  days  of  July  and 
January  in  each  year,  until  the  maturity  or  payment  of  all  of  the 
bonds  herein  mentioned,  to  be  held  by  the  said  parties  of  the  second 
part  in  trust  and  applied  to  the  payment  of  said  bonds,  for  the  re- 
demption thereof  in  the  manner  stated  in  the  agreement  between  the 
said  parties  of  the  first  and  fourth  parts  hereto,  of  even  date  herewith 
and  herinbefore  mentioned. 

//)•  witness  whereof,  the  said  Northern  Cross  Kail  Road  Company,  the 
Central  Military  Tract  Bail  Eoad  Company,  the  Chicago  &  Aurora  Rail 
Road  Company  have  caused  their  respective  seals  to  be  hereunto  affixed, 
ind  the  same  to  be  subscribed  by  their  respective  Presidents,  and  the 
said  parties  of  the  fourth  part  have  affixed  their  hands  and  seals 
hereto,  the  day  and  year  first  above  written. 

N.  BUSHNELL, 

[company  seal.]  President  of  the  Northern  Cross  Railroad  Co. 

J.  W.  Brooks, 
[company  seal.]  President  of  the  Central  Military  Tract  B.  B.  Co. 

J.  F.  Joy, 
[company  seal.]  President  of  the  Chicago  cjr  Aurora  B.  B.  Co. 

J.  M.  Forbes, 

Trustee.  [seal.] 

John  Eliot  Thayer, 

Trustee.  [seal.] 

Louis  A.  Van  Hoffman, 

Trustee.  [seal.] 

Signed,  sealed  and  delivered  in  presence  of 
O.  H.  Peabody, 
H.  P.  Kidder, 
J.  M.  F.  to  N.  B. 
J.  E.  T.  &  J.  W.  B. 

AGREEMENT,  January  1,  1855,  Northern  Cross  Railroad  Company,  Chi- 
cago and  Aurora  Railroad  Company  and  Central  Military  Tract  Railroad 
Company. 

This  Agreement,  made  this  first  day  of  January,  in  the  year  one  thou- 
sand eight  hundred  and  fifty-five,  by  and  between  the  Northern  Cross  Rail 
Road  Company  of  the  first  part,  and  the  Chicago  &  Aurora  Rail  Road 
Company  of  the  second  part,  and  the  Central   Military   Tract  Rail  Road 


584         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

Company  of  the  third  part — all  of  the  said  parties  being  corporations  duly 
created  by  the  laws  of  Illinois — 

Witnesseth, — Whereas,  the  said  parties  of  the  first  part,  for  the  pur- 
pose of  borrowing  money  to  be  applied  to  the  construction  and  equipment 
of  their  Rail  Road  from  Quincy  to  Galesburg,  have  issued  or  agreed  to 
issue  their  bonds  bearing  date  the  first  day  of  January,  A.D.  1855,  and 
payable  (with  interest  at  the  rate  of  eight  per  cent.,  per  annum,  payable 
semi  annually)  on  the  first  day  of  January,  A.D.  1875,  in  the  aggregate 
sum  of  one  million  of  dollars,  unto  the  Trustees  hereinafter  named,  and  to 
secure  the  payment  of  which  said  bonds,  the  said  parties  of  the  first  part 
have  executed  their  second  mortgage  on  their  said  Hail  Road,  franchises 
and  income,  and  upon  their  property,  real  and  personal,  now  existing  and 
hereafter  to  be  acquired,  unto  John  M.  Forbes,  John  Eliot  Thayer,  and 
Louis  A.  Van  Hoffman,  their  survivors  and  assigns,  as  Trustees,  for  the 
benefit  of  the  holders  of  the  said  bonds;  and  have  also  created  a  Sinking 
Fund  of  thirty  thousand  dollars  per  annum,  payable  unto  the  said  named 
Trustees  in  the  sum  of  fifteen  thousand  dollars  on  the  first  day  of  January, 
A.D.  18">7,  and  thereafter  semiannually  in  the  sum  of  fifteen  thousand 
dollars,  on  the  first  days  of  July  and  January  in  each  year,  for  the  re- 
demption of  the  said  bonds,  until  the  maturity  or  payment  thereof; 

And  whereas,  in  ami  by  a  certain  agreement,  mutually  executed  by  and 
between  the  said  parties  of  the  first,  second,  and  third  parts  hereto,  and 
the  said  named  Trustees,  bearing  even  date  herewith,  the  said   parties  of 

the    second    and    third     parts    hereto,    severally    ami     not    jointly,    have    re- 

Bpectivaly  covenanted  ami  agreed  to  and  with  the  said  parties  of  the  first 
pari  hereto,  and  with  the  Baid  named  Trustees,  that  they  will  respectively 
purchase  the  aforesaid   bonds  of  the  said   party  of  the  first   part,  to  the 

amount    of    twenty  live    thousand    dollars    each,    semiannually,    the    first    of 

said  purchases  to  be  made  r  near  the  first  day  of  January,  A.D.  1857, 

long  :is  the  said   bonds  can  lie  purchased  at    par,  until  the  said  bonds 

have   i an-   purchased   by   them,  or  have  been  redeemed   by  the  said 

Sinking  Fund,  said  purchase  to  In-  made  in  the  manner  stated  in  the  said 
agreement. 

Now.  therefore,  in  consideration  of  the  premises,  the  said  parties  of  the 

first  part  hereto,  doth  hereby,  for  themselves,  their  successors  and  assigns, 
covenant  and  agree  to  ami  with  the  said  parties  of  the  second  and  third 
parts  hereto,  respectively,  their  successors  and  assigns,  hereby  covenanting 
to  and  with  the  said  parties  of  the  second  and  third  parts  severally,  and 
respectively,  and  not  jointly,  that  in  case  the  said  parties  of  the  second  and 
third  parts,  or  either  of  them,  on  a  resale  of  the  said  bonds  of  the  said 
party  of  the  first  part,  so  purchased  by  them,  at  the  first  two  semi  annual 
purchases  thereof,  made  in  pursuance  of  the  agreement  hereinbefore  re- 
ferred to,  shall  sell  and  dispose  of  the  said  bonds,  or  of  any  of  them,  at 
a  rate  and  price  below  that  which  they  respectively  paid  therefor;  that  in 
such  case,  the  parties  of  the  first  part  shall  and  will  immediately,  on  notice 
thereof,  re-pay  unto  the  said  parties  of  the  second  and  third  parts,  re- 
spectively,  the   difference   between  the   price   and   the   sum  at   which   they 


CORPORATE  HISTORY  .">S.> 

severally  purchased  and  sold  the  said  bonds,  or  any  of  them,  and  will  in 
every  respect  fully  indemnify  and  save  harmless  the  said  parties  of  the 
second  and  third  parts,  and  each  of  them,  and  their  respective  successors 
and  assigns  from  any  and  all  loss  arising  from  such  purchase  and  re-sale 
of  the  said  bonds,  or  of  any  of  them;  and  that,  in  respect  to  such  of  the 
said  bonds,  as  by  the  terms  of  the  said  agreement  herein  referred  to,  the 
said  parties  of  the  second  and  third  parts  hereto,  would  be  required  to 
purchase  on  and  subsequent  to  the  first  day  of  January,  A.D.  1858;  they, 
the  said  parties  of  the  first  part,  their  successors  and  assigns,  will  provide 
and  pay  unto  the  Trustees,  in  the  said  agreement  named,  their  successors 
and  assigns  in  the  place  and  stead  of  the  said  parties  of  the  second  and 
third  parts  hereto,  all  the  funds  and  moneys  required  for  the  making  of 
such  future  purchases  of  said  bonds,  so  that  all  of  the  said  bonds,  which 
by  the  said  agreement  are  required  to  be  purchased  on  and  subsequent  to 
the  first  day  of  January,  A.D.  1858,  shall  be  so  purchased  with  the  moneys 
and  for  the  sole  account  of  the  said  parties  of  the  first  part,  and  not  with 
the  moneys  or  for  the  account  of  the  said  parties  of  the  second  and  third 
parts  hereto,  or  either  of  them. 

And  the  said  parties  of  the  first  part  hereto,  for  the  consideration  afore- 
said, do  hereby  fully  acquit,  release  and  discharge  the  said  parties  of  the 
second  and  third  parts  hereto,  and  each  of  them,  and  their  respective  heirs 
and  assigns  from  all  obligation,  legal  or  otherwise,  to  the  said  parties  of 
the  first  part,  their  successors  and  assigns,  by  reason  of  anything  in  their 
said  respective  covenants  and  agreement  herein  mentioned,  contained,  re- 
quiring them,  or  either  of  them,  to  provide  or  pay  unto  the  said  Trustees, 
therein  named,  or  otherwise,  the  moneys  with  which  to  purchase  the  said 
bonds,  or  any  of  them,  to  be  purchased  on  and  subsequent  to  the  first  day 
of  January,  A.D.  1858,  so  far  as  the  obligation  of  the  said  covenants  and 
agreement  is  in  favor  of  and  for  the  benefit  of  the  said  parties  of  the  first 
part,  but,  reserving  to  the  Trustees  named  in  the  said  agreement,  all  their 
rights  arising  under  and  reserved  to  them,  their  successors  and  assigns, 
under  and  by  virtue  of  the  said  agreement,  which  are  to  be  in  no  respect 
affected  or  impaired  hereby. 
Executed  in 
Duplicate. 

[seal]  In  witness  whereof,  we,  the  said  Northern  Cross  Eail 

Road  Company,  have  caused  our  President  to  subscribe 

his  name  and  to  affix  the  corporate  seal  of  the  Company 

hereto,  the  day  and  year  first  above  written. 

N.  BUSHNELL, 

President  of  the  Northern  Cross  Railroad  Company. 

AGREEMENT,  July  22,  1856,  Northern  Cross  Railroad  Company  and 
James  W.  Singleton. 

ARTICLES  OF  AGREEMENT,  Made  and  entered  into  by  and  between 
the  Northern  Cross  Rail  Road  Company,  of  the  first  part,  and  James  W. 
Singleton,  of  the  second  part. 


586         CHICAGO,   BURLINGTON   &   QUINCY  RAILROAD   COMPANY 

Witnesseth:  The  said  party  of  the  first  part  hereby  covenants  and 
agrees,  in  consideration  of  the  sum  of  one  dollar,  to  them  paid  by  the 
party  of  the  second  part,  and  the  further  consideration  that  the  said  party 
of  the  second  part,  or  his  heirs  or  assigns,  will  construct,  operate,  and 
maintain  that  pari  of  the  Northern  Cross  Hail  Road  from  Camp  Point,  in 
the  County  of  Adams,  and  State  of  Illinois,  to  the  Illinois  River,  that  they, 
the  said  party  of  the  first  part,  will  convey  by  perpetual  lease  or  deed,  at 
the  option  of  the  said  party  of  the  second  part  or  his  assigns,  all  that 
portion  of  the  line  of  said  Northern  Cross  Rail  Road  embraced  in  the 
Charter    of    the    party    of    the    first    part    which    extends    from    the    east    end 

of  the  Depol  Ground  of  said  party  of  the  firsl  pari  at  Camp  Point,  in 
said  county  of  Adams,  to  the  Illinois  River,  together  with  all  the  work  and 
material  done  or  furnished  by  said  party  of  the  first  part,  or  by  the 
State  of  Illinois.  Also,  all  the  right  of  way  now  held  by  the  party  of 
the  first  part  between  said  Depol  Ground  and  the  Illinois  River;  and  the 
said  party  of  tin-  first  part  hereby  covenant  and  agree,  for  the  consideration 
aforesaid,   that    they   will    relinquish   to   the  said   party   of   the   second    part,   or 

his  assigns,  all  their  rights,  powers,  authority,  franchises  and  immunities 
of  every  kind,  held  or  enjoyed  by  them  under  their  original  charter  of  in- 
corporation, or  the  amendments  thereto,  or  under  any  general  or  special 
law   of   the   State   of    Illinois,   so   far   as   the   same    relate   to   that    portion    of 

the  Northern  Cross  Rail  Road  between  the  east  end  of  the  Depot  Grounds 
of  the  party  of  the  first  part,  at  Camp  Point  and  the  Illinois  River,  and 
that    the    said    party    of    the    firsl     part    "ill    do    and    perform    every    act    and 

thing  which  may  lie  necessary  to  enable  the  said  party  of  the  second  part, 

or  his  assigns,  to  construct,  maintain  ami  operate  said  Rail  Road,  and 
to   take,   use  and   enjoy   all   the   profits,   benefits  and    advantages   of   the   same, 

forever,  consistent  with  avoiding  pecuniary  liability,  ami  to  procure  sub- 
scriptions,   public    ami    private,    individual    and    corporate,    and    to    use    the 

same    in   the   construction   of   the   Baid    road. 

Until    legislation   can    lie   had,   organizing   an    independent    company    or 
ailing  the  charter  of  Bome  existing  Company  to  Camp  Point,  tin-  said 
party  of  the  t i r > t  part  agrees  to  permit   tin-  party  of  the  second   part,  or 
his  assigns,  to  use  the  corporate  name,   powers,  authority,  privileges,  fran- 
chises and  immunities   for   the   survey   and   extension   of   the   said    road    from 

Camp  Point  to  the  Illinois  River,  ami  to  procure  and  collect  subscriptions, 
and  use  them  in  the  construction  of  the  same,  or  to  acquire,  by  purchase 
or  condemnation,  lands,  right  of  way,  or  property  or  materials  therefor, 
the  said  party  of  the  first  part  being  properly  indemnified  against  pecuniary 
loss  or  liability,  and  all  costs  or  expenses  in  the  premises. 

It  is  also  mutually  agreed  and  understood  that  the  party  of  the 
md  part,  or  his  assigns,  shall  have  the  same  power  and  privilege  of 
making  running  connections  and  arrangements  for  carrying  of  freight  and 
passengers  for  the  joint  business  hereinafter  mentioned,  with  any  Company 
or  Companies,  as  the  party  of  the  first  part  have;  and  that  contracts  of 
that  nature,  made  by  either,  shall  inure  to  the  benefit  of  both  parties  to  this 
eontract,  or  their  assigns. 


CORPORATE  HISTORY  .">S7 

The  said  party  of  the  second  part,  upon  his  part,  agrees  in  consideration 
of  the  covenants  and  agreements  of  the  said  party  of  the  first  part  herein 
made,  that  he  will,  within  two  years  from  the  date  hereof,  build  and  put 
in  complete  operation,  a  Kail  Eoad  from  the  east  end  of  the  Depot  Ground 
of  the  party  of  the  first  part  at  Camp  Point  to  the  Illinois  Eiver,  so  as  to 
connect  at  Camp  Point  with  the  main  track  of  the  Northern  Cross  Eail 
Eoad,  to  be  by  the  party  of  the  first  part  extended  to  the  east  end  of  said 
Depot  Grounds,  on  the  line  as  located  in  the  direction  of  the  Illinois  Eiver, 
as  soon  as  the  party  of  the  second  part  is  ready  to  connect  the  two  roads 
at  that  point.  » 

It  is  mutually  agreed  that  if  said  road  is  not  completed  and  in  operation 
witnm  two  years  from  the  date  hereof,  for  the  transportation,  over  the 
same,  of  persons  and  property,  by  steam,  that  this  contract  shall  be  null 
and  void,  anything  herein  to  the  contrary  notwithstanding. 

That,  to  promote  the  greater  convenience  of  the  public,  and  to  facilitate 
the  dispatch  of  the  joint  business  of  the  parties  hereto,  or  their  assigns, 
when  said  Eail  Eoad  to  the  Illinois  Eiver  is  put  in  operation,  meaning 
by  "joint  business"  any  business  participated  in  by  them,  which  shall  pass 
over  the  whole,  or  any  portion  of  the  road  of  the  first  party,  between  the 
Mississippi  Eiver  and  the  City  of  Quincy,  and  the  junction  of  the  two  roads 
and  over  any  portion,  or  the  whole  of  the  road  of  the  second  party, 
whether  relating  to  the  transportation  of  passengers  or  freight,  as  well  as 
for  the  purpose  of  defining  their  separate  relations  to  each  other  in  the 
transaction  of  said  joint  business,  the  said  parties  hereby  further  mutually 
agree  with  each  other  as  follows : 

First.  The  taking  of  goods  or  passengers  upon  one  of  these  roads,  to 
pass  upon  the  other,  shall  not,  by  reason  of  this  instrument,  (except  when 
it  is  specifically  provided,)  affect  the  remedy  of  eithelr  against  the  other, 
nor  give  the  public  any  rights  of  action  against  both,  or  either,  separately, 
which  they  would  not  otherwise  have. 

Second.  Each  party  upon  its  respective  road,  shall  furnish  for  the  joint 
business  which  may  originate,  or  be  left  upon  it,  as  suitable  and  proper 
depot  accommodations  as  it  may  have  and  use  for  its  own  separate  business, 
and  each  will  exercise  the  same  care  and  vigilance,  as  well  in  selling  tickets 
to  passengers  and  giving  them  proper  information  as  in  receiving  and  de- 
livering all  freight  offered  for  transportation,  including  the  loading  and 
unloading,  for  the  joint  business,  as  for  its  separate  business. 

Third.  Each  party  will  also  collect  and  be  answerable  to  the  other  for 
the  dues  and  receipts  on  joint  account  accruing  on  its  separate  road,  and 
as  soon  as  practicable,  and  not  longer  than  thirty  working  days  after  the 
close  of  each  month,  render  and  settle  an  account  of  the  same,  and  pay 
over  to  the  other  party  its  proportion  thereof.  Each  party  shall  have  the 
right  to  draw  for  back  charges  upon  the  proper  office  of  the  other  party, 
payable  at  three  day's  sight,  in  currency,  whenever  the  balance  due  such 
party  for  back  charges,  shall  be  one  thousand  dollars  and  upwards. 

Fourth.  The  party  of  the  second  part,  will  furnish,  repair  and  operate 
all   necessary  and  suitable  motive  power   to   transport   the   trains   for  the 


588         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

joint  business  upon  the  road  of  the  first  party  between  the  junction  of  the 
two  roads  and  the  -Mississippi  River  at  the  city  of  Quincy,  as  well  as  upon 
their  own  road,  and  will  transport  the  trains  used  therefor,  promptly  and 
without  unnecessary  delay;  and  will  furnish  the  men  to  manage  such 
motive  power  and  trains,  and  the  fuel  and  oil  for  the  same.  Such  trains 
to  be  run  under  the  direction  of  the  Agent  of  the  first  party,  under  printed 
rules  and  regulations,  as  fully  as  are  the  trains  of  the  separate  business  of 
the  first  party;  and  the  men  upon,  or  in  the  management  of  such  motive 
power,  shall  be  as  fully  under  the  direction  of  the  agent  of  the  first  party, 
under  the  rules  and  regulations  aforesaid,  as  if  they  were  in  the  service 
of  that  party,  and  subject  to  he  suspended  upon  like  grounds.  In  arrang- 
ing the  time  at.  ami  in  which  the  trains  of  the  joint  business  shall  pass 
over  the  road  of  the  first  party,  the  first  party  shall  be  as  liberal  and  fair 
with  them  as  with  their  own  trains,  showing  no  partiality  or  favor  to  their 
own  trains  over  those  operated  by  the  second  party  for  the  joint  business. 
The  time  of  starting  the  trains  of  the  joint  business  upon  the  road  of  the 
first  party,  may  be  named  from  time  to  time  by  the  second  party,  who 
Shall  give  two  weeks'  notice  to  the  firsl  party,  of  any  change  they  desire; 
and  the  first  party  shall  only  modify  or  change  such  time  of  starting  suffi- 
ciently not  unnecessarily  to  interfere  with  the  previously  established  time 
of  their  own  trains. 

The  first  party  will  furnish  the  water  to  the  locomotives  of  the 
second  party  when  upon  the  road,  ami  at  their  stations,  and  generally  upon 
their  road  render  the  saim  ;hM-!;iinr  and  service  to  the  trains  of  the  joint 
business  (excepting  that  the  second  parts  shall  oil  them)  as  they  do  to  the 
trains  of  their  separate  business,  so  that  it  shall  not  be  necessary  for  the 
Becond  party  to  have  any  men  upon  the  road  of  the  first  party,  in  addition 
to  the  usual  number  the]  send  with  their  trains.  The  first  party  shall  sus- 
pend or  discharge  any  of  their  men  for  the  same  faults  with  reference  to 
the  trains  for  the  joint  busim  s~,  as  would  result  in  a  suspension  or  discharge, 
had  it   referred  to  their  own  trains. 

The  party  of  the  second  part  shall  furnish  all  necessary  and 
suitable  passenger,  freight  and  other  cars  for  the  joint  business,  and  shall 
sufficiently  equip  them  with  conductors,  brakemen,  baggage-men,  and  other 
necessary  agents  ami  Bervants,  to  take  charge  thereof;  also  furnish  oil  and 
fuel  necessary  for  the  same — it  being  agreed  by  the  party  of  the  second 
part,  that  such  conductors  and  other  servants  of  theirs,  while  upon  the  road 
of  the  party  of  the  first  part,  shall  be  as  fully  under  the  direction  of  the 
agent  of  that  road,  under  printed  rules  and  regulations,  as  if  they  were 
in  the  service  of  that  road,  and  subject  to  be  suspended  on  like  grounds. 
Said  party  of  the  second  part  shall  also  take  all  risk  and  liability,  and 
indemnify  from  all  costs  and  expenses,  the  other  party,  for  injury,  damage, 
or  loss  which  may  happen  to  such  cars,  or  to  their  servants  employed  in 
managing  them,  or  to  the  passengers  or  freight  carried  on  joint  account, 
while  they  are  upon,  or  passing  over  the  road  of  the  first  party,  as  fully  as 
if  such  cars  and  servants,  passengers  and  freight  were  upon  or  passing  over 
their  own  road;    such   risk   and   liability   to   extend   to   any   such   servants, 


CORPORATE  HISTORY  589 

passengers  or  freight,  which  may  happen  to  be  in  or  upon  the  cars  of  the 
party  of  the  first  part,  or  of  any  other  connected  rail  road  company  whose 
business  passes  over  the  whole,  or  any  portion  of  the  road  of  the  second 
party,  to  or  from  the  road  of  the  first  party,  as  well  as  to  passengers, 
servants  or  freight  in  and  upon  their  own  cars  as  aforesaid.  It  is,  how- 
ever, understood  in  regard  to  the  said  second  party's  liability  for  the  safe 
care  and  custody  of  joint  freight,  while  upon  the  road  of  the  first  party, 
that  such  liability  shall  not  commence  upon  freight  to  go  from  the  road 
of  the  first  party,  until  it  is  delivered  upon  the  cars  and  to  the  train  of 
the  second  party,  and  snail  terminate  upon  freight  coming  from  the  road 
of  the  party  of  the  second  part,  when  it  is  delivered  to  the  servants  of  the 
first  party  at  the  station  of  its  destination,  who  shall  receive  it  upon  its 
arrival. 

Seventh.  The  party  of  the  second  part  shall  have  the  right  to  fix  upon, 
and  to  alter  and  adjust  the  tariff  for  the  passengers  and  freight  of  the 
joint  business,  and  also  for  their  business  in  case  they  build  a  double  track, 
as  hereinafter  provided,  but  said  party  shall  not  fix  the  said  tariff  from 
any  point  upon  the  road  of  the  first  party  to  any  point  upon  the  road  of  the 
second  party  within  ten  miles  of  the  junction  of  the  two  roads,  at  any 
less  rate  per  mile  than  the  same  is  fixed  by  the  first  party  from,  the  same 
points  respectively,  to  points  the  same  distance  beyond  the  junction  upon 
the  road  of  the  first  party,  to  the  prejudice  or  injury  of  the  first  party,  as 
to  its  share  of  the  earnings  or  revenue  from  the  passengers  or  freight  in 
question. 

Eighth.  The  mode  of  division  of  the  revenue  from  the  joint  business, 
shall  be  as  follows :  The  whole  money  earned  upon  the  two  roads,  in  the 
transportation  of  any  property  or  passengers  in  the  joint  business,  shall 
be  presumed  to  have  been  earned  upon  each  road  in  proportion  to  the 
distance  it  has  passed  over  each  road,  allowing  to  every  mile  it  may  be 
carried,  a  uniform  rate  of  compensation,  or  dividing  the  whole  money 
earned  by  the  number  of  miles  the  passenger  or  freight  has  been  carried, 
to  get  the  earnings  of  each  mile,  and  this  multiplied  by  the  miles;  carried 
upon  each  road,  will  give  the  revenue  earned  upon  each  road.  The  whole 
of  the  revenue  accrued  or  earned  upon  the  road  of  the  second  party,  shall 
belong  to  it.  Of  the  whole  moneys  earned  or  accrued  upon  the  road  of  the 
first  party,  forty  dollars  out  of  every  one  hundred,  shall  belong  to  it,  and 
the  balance,  being  sixty  dollars  out  of  every  one  hundred  dollars,  shall 
belong  to  the  party  of  the  second  part,  and  after  this  rate  shall  all  money 
thus  earned  upon  the  joint  freight  and  passenger  business  upon  the  road 
of  the  first  party  be  divided. 

The  money  earned  in  joint  business  by  the  transportation  of  Expresses, 
shall  be  divided  in  the  same  manner  as  above  specified  for  the  division  of 
the  revenues  from  the  passenger  and  freight  business. 

Ninth.  Should  any  passenger  or  freight  get  into  or  upon  the  ears  or 
trains  of  the  joint  business,  in  their  passage  over  the  road  of  the  first 
party,  such  passenger  or  freight  passing  over  any  portion  of  the  road  of  the 
second  party,  the  money  collected  for  the  transportation  of  such  freight  or 


590         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

passenger,  shall  all  of  it  be  immediately  paid  over  to  the  party  of  the  first 
part,  it  not  being  intended  by  this  instrument  to  interfere  in  any  manner 
■with  the  separate  business  of  the  first  party;  and  this  section  shall  equally 
apply  to  the  trains  of  the  party  of  the  second  part,  in  case  they  build  a 
second  track,  as  hereinafter  provided. 

Tenth.  In  case  a  double  track  shall  hereafter  be  constructed  by  the 
party  of  the  first  part,  at  their  own  cost  and  expense,  from  the  Mississippi 
river,  at  the  city  of  Quincy,  to  the  junction  of  the  two  roads,  then,  and  in 
that  case,  the  division  of  the  revenue  from  the  joint  business,  shall  be  the 
same  as  upon  the  single  track. 

Jili  r,  nth.  The  money  earned  for  the  transportation  of  the  United  States 
mails  upon  the  road  of  each  party,  shall  belong  to  each  respectively,  provided 
only,  that  it'  the  post  office  department  pay  an  extra  compensation  to  the 
party  of  the  first  part,  by  reason  of  the  mails  which  pass  to  and  from  Quincy, 
and  over  the  road  of  the  party  of  the  second  part,  then,  in  that  case,  the 
said  extra  compensation  only,  shall  he  divided  in  the  same  manner  as  the 
revenues  from  the  passenger  ami  freight  business.  The  foregoing  provision 
shall  apply  as  well  to  the  double  as  to  the  single  track;  but  should  the  party 
of  the  second  part  lie  allowed  a  compensation  tor  carrying  mails  over  and 
upon  the  road  of  tin'  first  party,  such  compensation  shall  be  divided  in  the 
manner  specified  herein  for  freight,  passenger  and  express  business. 

fth.  Should  the  party  of  the  second  part,  or  his  heirs  or  assigns, 
desire  to  construct  at  his  or  their  own  cost  and  expense,  a  second  track  from 
the  east  end  of  the  depot  grounds  at  Cam]*  Point,  there  to  connect  witli  the 
main  track  of  said  party,  to  the  Mississippi  river,  at  Quincy,  north  of,  and 
not  within  the  depot  gounds  of  the  party  id'  the  first  part,  before  a  second 
track  is  constructed  by  the  party  of  tin'  firsl  part,  the  right  and  privilege 
of  constructing  and  using  said  second  track,  to  lie  in  all  respects  as  well 
built  as  the  present  track  of  the  first  party,  is  hereby  granted  to  the  said 
party  of  the  second  part,  his  heirs  and  assigns,  on  the  payment  to  the  party 
of  the  first  part,  the  annual  interest  of  ton  per  cent,  upon  one  half  of  the 
cost  of  the  right  of  way,  grading,  masonry,  engineering,  and  any  other  cost 
and  expense  of  the  road  bed  for  the  single  track  of  the  road  of  the  first 
party,  as  located  from  the  east  end  of  the  depot  grounds  at  Camp  Point,  to 
the  point  to  which  the  party  of  the  second  part  may  construct  such  second 
track. 

When  the  said  second  track  shall  be  completed,  the  said  track,  together 
with  the  main  track  of  the  party  of  the  first  part,  between  the  same  points, 
shall  be  used  as  common  tracks  for  the  business  of  both  parties,  under  joint 
rules  and  regulations  to  be  mutually  agreed  upon  between  the  parties,  on 
each  party  paying  one  half  of  the  cost  of  repairing  and  maintaining  said 
tracks  between  the  points  to  which  said  second  track  extends.  This  twelfth 
article  of  this  agreement  relates  exclusively  to  the  construction  of  a  second 
track  by  the  party  of  the  second  part,  and  to  the  use  of  the  two  tracks  in 
the  manner,  and  on  the  consideration  herein  named;  but  does  not  give  the 
party  of  the  second  part  the  right  to,  in  any  manner,  enjoy  or  use  any 
other  tracks  of  the  party  of  the  first  part,  or  any  station  depot  or  other  con- 


CORPORATE  HISTORY  591 

veuiences  or  accommodations  of  the  first  party,  at  their  terminal  or  other 
stations,  or  elsewhere  along  the  line  of  their  road,  which,  in  case  any  use  or 
privileges  relating  thereto,  are  hereafter  desired  by  the  second  party,  his 
heirs  or  assigns,  is  to  be  left  to  the  mutual  agreement  of  the  parties  at  the 
time. 

And  it  is  hereby  further,  and  as  a  part  of  this  twelfth  article,  and  as  a 
part  of  the  consideration  on  which  the  agreements  in  this  twelfth  article  are 
entered  into  on  the  part  of  the  party  of  the  first  part,  that  all  depot,  or 
other  business  conveniences  and  accommodations  which  may  be  provided  at 
Quiney,  in  connection  with  the  said  second  track,  for  the  use  and  accom- 
modation of  the  business  passing  the  river,  whether  by  ferry,  bridge,  or  oth- 
erwise, to  and  from  any  rail  road  constructed  in  the  State  of  Missouri,  shall, 
together  with  any  tracks  connected  therewith,  be  used  and  enjoyed  by  both 
parties  for  their  respective  business  arising  from,  and  connected  with  the 
said  rail  roads  in  Missouri,  and  the  government  and  use  thereof,  shall  be 
determined  by  joint  rules  and  regulations,  mutually  agreed  upon  by  the 
parties,  and  as  compensation  for  the  use  thereof,  by  the  party  of  the  first 
part,  the  said  party  shall  pay  an  annual  rent  equal  to  ten  per  cent,  on  the 
cost  of  said  portion  thereof,  as  may  be  appropriated  to,  and  used  by  said 
party;  and,  also,  that  in  case  either  party  shall  desire  and  undertake  to  ar- 
range for  the  establishment  or  use  of  any  ferry  across  the  Mississippi  river, 
for  rail  road  use,  or  for  the  construction  or  use  of  any  bridge  for  rail  road 
use,  at  or  near  Quincy,  the  other  party  shall  have  the  right,  at  the  option  of 
said  other  party,  to  join  in  such  undertaking;  and  in  that  ease,  the  same 
shall  be  entered  into  and  carried  out  jointly,  as  an  undertaking  to  inure  to 
the  mutual  and  equal  benefit  of  both  parties,  on  the  terms  to  be  agreed  up- 
on by  the  parties  at  the  time,  and  shall  be  occupied  and  used  under  joint 
rules  and  regulations  established  by  the  common  consent  of  the  parties. 

It  is  also  further  agreed  and  understood  that,  should  any  difference  or 
difficulty  arise  in  the  common  use  of  the  said  two  tracks,  as  provided  in  this 
twelfth  article,  which  cannot  be  amicably  adjusted  by  said  parties,  the  party 
of  the  second  part,  or  his  assigns,  shall  have  the  right  and  power  to  take 
up  and  remove  their  track  from  the  premises  of  the  party  of  the  first  part, 
without  any  obstruction  or  hindrance,  or  detriment  from  the  party  of  the 
first  part,  their  successors,  or  parties  claiming  under  them. 

It  is  hereby  further  agreed  and  understood,  that  in  case  the  party  of  the 
second  part  construct  a  second  track,  as  provided  in  this  article,  then,  and 
in  that  case,  and  from  and  after  that  time,  all  the  articles  and  provisions 
in  this  agreement  contained,  relating  to  a  "joint  business"  between  the 
parties,  shall  cease  and  be  void,  and  be  of  no  further  force  and  effect. 

Thirteenth.  The  party  of  the  first  part  hereby  covenants  and  agrees  to 
lease  and  grant  to  the  second  party,  the  use  of  such  land  as  may  be  neces- 
sary for  the  extension  and  construction  of  an  addition  to  the  engine  house 
of  the  first  party,  sufficient  for  the  storage  and  keeping  of  at  least  four 
engines,  and  including  the  use  of  their  turn  table  and  tracks  to  the  same, 
for  the  sum  of  two  hundred  dollars,  paid  annually  during  the  period  that 


592         CHICAGO,  BURLIXGTOX   &   QCIXCY  RAILROAD   COMPANY 

it  may  be  required  by  the  party  of  the  second  part,  if  not  required  for  the 
use  of  the  party  of  the  first  part. 

It  is  expressly  agreed  and  understood  that  the  party  of  the  second  part 
are  to  pay  the  cost  of  constructing  the  said  extension  of  the  said  engine 
house,  and  it  is  to  correspond  in  style,  plan,  and  manner  of  construct  ion,  to 
the  portion  now  built  and  owned  by  the  party  of  the  first  part.  When  it 
shall  become  necessary  that  the  party  of  the  first  pari  shall  occupy,  for  their 
own  use,  all  the  ground  and  room  designed  to  lie  used  in  the  extension  of 
their  engine  house,  now  partly  built,  the  party  of  the  second  part  shall  then 
vacate  the  extension  built  by  him  or  them,  ami  cease  to  occupy  or  use  the 
same,  upon  the  payment  by  the  first  party  to  the  second  party,  the  amount 
expended  fur  such  extension  and  appurtenances,  deducting  a  proper  sum  for 
the  deterioration  of  such  premises. 

'( >  nth.  If  in  the  execution  and  performance  of  the  contract,  questions 
of  difference  shall  arise  between  the  parties  hereto,  in  relation  to  the  manage- 
ment of  said  road,  between  the  junction  and  the  Mississippi  river,  at  the 
city  of  Quincy,  or,  in  relation  to  agents  and  employees,  and  adjustment  of 

the  tariff  under  this  contract,  or  as  to  the  meaning  of  this  contract,  or  any 
pari  thereof,  or  if  in  practice  or  from  the  change  of  circumstances  by  reason 
of  the  building  of  the  double  track  by  either  party,  or  from  any  cause  what- 
ever, it  shall  be  found  that  some  other  provisions  should  have  been  inserted 
herein,  or  some  contained  herein  should  be  modified  or  changed  in  order  to 
secure  the  objects  designed  by  this  contract,  or  if  in  practice  it  shall  lie 
found  by  either  party,  that  any  provision  or  stipulation  herein  operates  in- 
juriously or  unjustly  to  the  interests  of  -aid  party,  it  is  mutually  agreed  by 
the  parties  hereto,  that  in  every  such  case,  in  order  to  carry  out  the  general 
scope  and  intent  of  this  contract,  if  the  parties  in  interest  cannot  agree,  the 
matter  which  may  lie  the  subject  of  controversy  at  any  time  or  times,  shall 
be  referred  to  three  umpire-.,  two  of  whom  shall  lie  presidents  or  superin- 
tendents of  rail  roads  not  connected  with  the  road  of  either  party,  disin- 
terested, and  practically  acquainted  with  the  operation  thereof;  and  the 
third  shall  b(  I    person.     Due  to  be  chosen   by  each   party  to  this  con- 

tract, and  the  third  by  tin-  persons  so  chosen,  whose  decision  of  the  matter 
to  them  referred,  shall  be  final  and  conclusive;  provided,  that  when  any  one 
one  of  the  contingencies  happens  contemplated  by  this  article,  either  party 
shall  notify  the  other,  in  writing,  thereof,  stating  the  umpire  that  has  been 
selected  on  their  part,  and  if  within  sixty  days  the  other  party  shall  not 
select  the  umpire  on  their  part,  and  give  notice  in  writing  to  the  other  party, 
it  shall  be  optional  with  the  party  that  has  chosen  such  umpire,  to  select 
the  other,  which  two  shall  have  the  right  to  appoint  the  third,  and  their 
decision  shall  be  final  and  conclusive  between  the  parties.  Provided,  that 
the  first  reference  on  the  subject  of  the  division  of  the  revenue  from  the 
joint  business,  provided  for  in  the  eighth,  tenth  and  eleventh  sections  of 
this  agreement,  shall  not  take  place  within  a  less  period  than  two  years 
from  the  date  of  the  execution  hereof. 

This  agreement,  and  every  part  thereof,  shall  take  effect  and  be  in  force 


CORPORATE  HISTORY  593 

from  the  date  of  the  execution  thereof,  and  for  and  during  the  corporate 
existence  of  the  said  party  of  the  first  part. 

Provided,  however,  that  in  case  the  party  of  the  second  part,  or  his  assigns, 
or  any  person  or  persons,  bodies  politic  or  corporate,  controling  the  road 
from  the  junction  of  the  two  roads  to  the  Illinois  river,  shall  hereafter 
construct  or  use  a  line  of  rail  road  from,  or  east  of  the  junction  at  Camp 
Point,  to  the  city  of  Quincy,  for  the  transportation  of  freight  and  passengers 
as  an  independent  line  of  rail  road  between  Quincy  and  the  Illinois  river, 
except  as  herein  provided,  then,  on  the  completion  of  such  road,  the  relations 
by  this  contract  established  between  the  parties  from  the  junction  to  the 
city  of  Quincy,  shall  be  forever  dissolved,  and  all  the  rights  and  privileges 
hereby  granted  to  the  party  of  the  second  part,  from  the  junction  of  the 
two  roads  at  the  east  end  of  the  depot  grounds  at  Camp  Point,  to  Quincy, 
shall  cease  and  determine,  anything  herein  to  the  contrary  nothwithstanding. 

In  witness  whereof,  the  said  parties  have  hereunto  respectively  set  their 
hands  and  seals.  The  Northern  Cross  Eail  Eoad  Company  acting  by  their 
President,  this,  22nd  day  of  July,  A.  D.  1856. 

N.    BUSHNELL, 

President  of  the  Northern  Cross  B.  B.  Co. 
James  W.  Singleton. 

AGREEMENT,  June  15,  1858,  The  Quincy  and  Chicago  Eailroad  Com- 
pany and  the  Quincy  and  Toledo  Railroad  Company.    ■ 

Memorandum  of  an  Agreement  made  between  the  Quincy  and  Chicago, 
late  the  Northern  Cross  Railroad  Company,  of  the  first  part,  and  the 
Quincy  and  Toledo  Railroad  Company  of  the  second  part,  this  fifteenth 
day  of  June  A.  D.  1858,  Witnesseth: 

Whereas,  a  certain  agreement  was  made  and  entered  into  between  the 
party  of  the  first  part  and  James  W.  Singleton,  bearing  date  the  22d 
day  of  July,  A.  D.  1856,  to  facilitate  the  construction  of  a  railroad  be- 
tween Camp  Point  and  the  Illinois  River,  by  the  said  James  W.  Single- 
ton or  his  assigns,  and  which  contract  has  been  assigned  to  the  party 
of  the  second  part  hereto,  who  is  now  engaged  in  the  construction  of 
said  road; 

Now,  therefore,  in  order  to  adapt  the  provisions  of  said  agreement  to 
the  new  relations  established  by  a  change  of  parties,  and  to  correct, 
change  and  modify  certain  of  the  provisions  therein  in  a  manner  deemed 
just  and  equitable  between  the  parties,  under  existing  circumstances,  it 
is,  by  the  parties  hereto,  mutually  agreed  and  understood: 

First.  That  so  much  of  said  agreement  as  relates  to  the  time  for  the 
completion  of  the  road,  in  said  agreement  described,  from  Camp  Point 
to  the  Illinois  River,  be,  and  the  same  is  hereby  so  modified  and  changed 
as  to  extend  the  time  for  the  completion  thereof  to  the  22d  of  March, 
A.  D.  1859,  and  the  said  contract,  as  corrected,  changed  and  modified 
by  this  instrument,  shall  have  the  same  construction,  force  and  effect 
as  if  it  had,  by  its  original  tenor,  provided  for  the  completion  of  said 
road  at  the  time  herein  mentioned. 


594         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

Second.  That  the  articles  in  said  agreement  numbered  Eight,  Ten  and 
Eleven,  be,  and  the  same  are  hereby  so  modified  and  changed  as  to  give 
to  the  said  party  of  the  firsl  part  forty-five  dollars  out  of  every  one 
hundred  dollars,  instead  of  forty  dollars  out  of  every  one  hundred  dol- 
lars, and  to  the  second  party  fifty-five  dollars  out  of  every  one  hundred 
dollars,  instead  of  sixty  dollars  out  of  every  one  hundred  dollars,  in  the 
division  of  the  revenues  from  the  joint  business,  provided  for  in  said 
agreement. 

Third.  This  agreement  is  hereby  declared  to  be  made  by  way  of 
sup]. lenient  to  the  said  agreement  of  the  22d  of  July,  A.  D.  185*),  which 
remains  in  full  force  and  effect  in  all  its  separate  parts,  except  so  far 
as  the  same  i--  corrected,  changed  or  modified  by  this  instrument,  which 
is  to  he  taken  and  construed  in  connection  with  tin'  said  original  agree- 
ment in  all  cases  affecting  the  rights  of  the  parties  acquired  under  said 
contract,  ami   this  supplement    thereto,   subsequent   to  the  date  hereof. 

In  Witness  Whereof,  the  parties  hereto  have  caused  these  presents  to  lie 
subscribed  and  their  corporate  seals  to  be  affixed  by  their  proper  officers, 

the    day   and   year    firsl    above    written. 

[seal]  N.    BlSIIXKLL, 

President  of  tin    Qv  ncy  and  Chicago  Bail  Road  Company. 

[seal]  Jas.  W.  Singleton, 

President  of  tht   Quincy  ami  Tolalo  Hail  i:<>a<l  Company. 


AWARD  OF  ARBITRATORS  September  \  IW.i.  In  controversy  be- 
tween the  Quincy  and  Toledo  Railroad  Company  and  The  Quincy  and 
Chicago  Railroad  Company,  concerning  contract  dated  July  22,  1856. 

We,  the  undersigned,  Louis  V.  Bogy,  Presidenl  of  the  iron  .Mountain 
Railroad;    Thomas    McKissock,   Superintendent    of   the    Pacific    Railroad; 

and  I1im;v  B.  McCluke,  Attorney  at  Law;  arbitrators,  selected  and  duly 
sworn  to  hear  and  determine  the  matters  in  controversy  between  the 
Quincy  and  Toledo  Railroad  Company  and  the  Quincy  and  Chicago  Rail 
Road  Company,  and  contained  in  the  annexed  specifications,  have  care- 
fully examined  the  contracl  between  the  Northern  Cross  Rail  Road  Com- 
pany, now  the  Quincy  and  Chicago  Rail  Road  Company,  and  .lames  W. 
Singleton,  -!2d  of  July,  A.  D.  1856,  and  now  existing  between  the  said 
Quincy  and  Chicago  Bail  Road  Company  and  the  said  Quincy  and  Toledo 
Rail  Road  Company,  the  latter  company  being  the  assignee  of  said  James 
\V.  singleton,  as  regards  said  contract;  and  having  heard  the  evidence 
duly  adduced  under  oath,  do  determine  and  award  in  the  premises  that 
the  Quincy  ami  Toledo  Rail  Road  Company,  as  the  assignee  of  said 
Singleton,  have  the  right  to  sell  tickets  at  Quincy  and  Camp  Point  for 
the  busiuess  of  said  railroad  and  its  connections,  excepting  for  the  local 
business  between  Camp  Point  and  Quincy.  This  right  belongs  to  all 
railroads  unless  surrendered  by  express   agreement. 

And  we  do  award  and  determine  to  said  Quincy  and  Toledo  Rail  Road 
Company  the  right: 


CORPORATE  HISTORY  595 

1st.  To  have  their  offices  or  places  for  selling  tickets  at  said  city 
of  Quincy  and  Camp  Point,  provided  by  said  Quincy  and  Toledo  Eail 
Koad  Company  for  that  purpose,  not,  however,  to  affect  or  embrace  the 
local  business  of  the  Quincy  and  Chicago  Eail  Eoad  Company  on  the  line 
of  their  road  between  Camp  Point  and  Quincy. 

2d.  We  do,  under  the  powers  contained  in  the  fourteenth  section  of 
said  contract,  award  and  determine  to  the  Quincy  and  Toledo  Eail  Eoad 
Company,  the  right  to  build  and  use  proper  depots,  ware  houses,  freight 
buildings,  turnouts,  switches  and  needful  appendages  as  common  carriers 
at  said  Quincy  and  Camp  Point,  upon  grounds  to  be  procured  by  them,  and 
the  same  to  connect  with  the  track  or  tracks  of  the  Quincy  and  Chicago 
Eail  Eoad,  and  the  same  to  use  in  the  transaction  of  their  business  of  carry- 
ing, as  is  usual  with  independent  rail  road  companies,  or  needful  to  them 
in  conducting  their  business  as  such  common  carriers. 

And  we  do  award  and  determine  that  said  Quincy  and  Toledo  Eail  Eoad 
Company  have  and  exercise  the  rights  and  privileges  at  Quincy  and  at  Camp 
Point,  generally,  of  common  carriers  upon  an  equal  footing  with  said  Quincy 
and  Chicago  Eail  Eoad  Company,  except  expressly,  the  carrying  between 
Quincy  and  Camp  Point,  which,  being  the  local  business  of  the  Quincy  and 
Chicago  Eail  Eoad  Company,  belongs  exclusively  to  said  last  named  company, 
under  the  terms  of  said  contract. 

And  we  do  award  to  said  Quincy  and  Toledo  Eail  Eoad  Company,  at  said 
Quincy,  and  also  at  Camp  Point,  the  right  to  transact,  regulate  and  control 
the  carrying  business  both  of  passengers  and  freight  of  their  road  and  con- 
nections, as  independent  rail  road  companies  may  do,  excepting  expressly, 
the  local  business  of  the  Quincy  and  Chicago  Eail  Eoad  Company,  between 
Camp  Point  and  Quincy. 

Nothing  in  this  award  shall,  in  any  way,  change  the  obligations  contained 
in  said  contract,  of  said  Quincy  and  Toledo  Eail  Eoad  Company,  to  account 
for  and  settle  with  said  Quincy  and  Chicago  Eail  Eoad  Company  for  the 
proportion  due  said  last  named  company,  under  said  contract,  for  joint 
earnings  for  freight  and  passengers. 

And  we  do  further  award  and  determine  that  said  Quincy  and  Toledo 
Eail  Eoad  Company  shall,  at  all  times,  permit  said  Quincy  and  Chicago  Eail 
Eoad  Company  to  inspect  their  books  for  the  purpose  of  ascertaining  the 
amount  of  their  proportion  of  joint  earnings  for  freight  and  passengers. 

We  do  further  award  and  determine  that  any  power  given  by  said  con- 
tract to  the  said  Quincy  and  Chicago  Eail  Eoad  Company  to  make  rules  and 
regulations,  relates  only  to  the  police  of  the  track  for  the  government  of  the 
trains  and  operatives  of  the  two  companies  while  upon  the  road  between 
Quincy  and  Camp  Point,  or  at  the  stations  or  depots  of  the  Quincy  and 
Chicago  road,  and  does  not  give  said  Quincy  and  Chicago  Eail  Eoad  Com- 
pany power,  in  any  way,  to  change  said  contract. 

Dated  at  the  Dunlap  House,  at  Jacksonville,  Illinois,  this  8th  day  of 
September,  A.  D.  1859.  Louis  V.  Bogy, 

T.  McKissock, 
H.  B.  McClttre. 


596         CHICAGO,  BURLINGTON  &   QUINCY   RAILROAD   COMPANY 

Specification  of  points  in  controversy  now  submitted  to  arbitrament  between 
the  Quincy  and  Toledo  Bail  Road  Company,  and  the  Qwincy  and  Chicago 
Bail  Road  Company,  under  contract  data!  8Sd  of  July,  1S56  ;  amend- 
no  wts  tlo  r<  to,  anil  tin  /»/•-  st  nt  n  lations  of  said  Compan  u  s. 

1st.  The  Quincy  and  Toledo  Bail  Bond  Company  claiins  the  right  of 
general  terminus  of  their  road  at  Quincy  for  all  purposes  of  accommodation, 
as  common  carriers,  including  the  right  to  sell  tickets,  receive  and  discharge 
freight,  aud  transact  such  other  business  at  said  point  as  pertains  to  rail- 
roads aud  railroad  carrying,  and  to  make  running  connections  or  arrange- 
ments with  other  roads,  at  Quincy  and  Camp  Point,  and  including  the  right 
to  construct,  on  grounds  1>\  them  for  such  purpose  obtained,  or  to  be  ob- 
tained, and  to  use  their  own  depots,  turnouts,  and  all  suitable  terminus  and 
railroad  accommodations,  and  the  same  suitably  to  connect  with  the  track 
or  tracks  of  the  Quincj  and  Chicago  Rail  Road  Company  at  said  Quincy. 
Said  Company  also  claims  the  righl  at  Camp  Point  to  sell  tickets,  receive 
and  discharge  freight,  and  transact  such  other  business  at  said  point,  as 
pertains  to  railroads  and  railroad  carrying,  upon  their  own  grounds  and  in 
their  own  buildings,  or  on  grounds  and  buildings  to  be  furnished  or  procured 
by  them:   and  the  same  property   to  connect    with  the  track   or  tracks  of  the 

Quincy  and  Chicago  railroad.  The  Quincy  and  Toledo  Railroad  Company 
do  not  claim  the  righl  to  interfere  with,  or  to  cany  on  the  local  freight  and 
passenger  business  between  Camp  Point  and  Quincy. 

I'd.  The  said  company  claims,  that  the  right  given  to  the  Quincy  and 
Chicago  Rail  Road  Company,  under  the  said  contract,  to  control  the  run- 
ning of  the  trains  of  the  Quincy  and  Toledo  Rail  Road  Company  between 
Camp  Point  and  Quincy,  "under  printed  rules  and  regulations,"  relates 
only  to  the  police  of  the  road,  and  should  apply  equally  to  both  roads,  regu- 
lating only  the  running  of  the  trains  and  the  conduct  of  those  connected 
therewith  in  operating  the  same;  and  does  not  embrace  the  right,  in  any 
manner,  to  control  the  business  or  carrying  operations  of  the  Quincy  and 
Toledo  Rail  Road,  nor  preclude  said  company  from  transacting  their  busi- 
ness themselves,  and  in  their  own  way,  at  Quincy  and  Camp  Point,  and  there 
fore,  so  much  of  the  printed  rules  and  regulations,  signed  by  C.  G.  Hammond, 
Superintendent,  and  entitled,  "Rules,"  as  inconsistent  with  the  specifica- 
tions aforesaid,   are   inoperative   and    void. 

3d.  The  Quincy  and  Toledo  Rail  Road  Company  claims,  that  if  the 
rights  indicated  by  the  foregoing  specifications,  do  not  exist  under  the 
relations  of  the  said  two  companies,  by  force  of  the  contract  aforesaid, 
suitable  provisions,  duly  securing  the  same  to  the  Quincy  and  Toledo  Eail 
Eoad  Company,  should  he  awarded  and  become  a  part  of  said  contract,  and 
that  the  arbitrators  should  so  award  in  the  premises,  as  to  secure  to  the 
Quincy  and  Toledo  Rail  Eoad  Company  all  rights  and  powers,  ncccessary 
and  proper  to  place  the  said  company,  for  all  practical  purposes  of  carrying 
and  competition  in  business  on  an  equal  footing  at  Quincy  and  Camp  Point, 
for  the  use  of  their  road  and  its  connections  with  the  Quincy  and  Chicago 
Eail  Eoad  Company. 


CORPORATE  HISTORY  597 

The  foregoing  are  the  specifications  referred  to  in  the  foregoing  award. 

Louis  V.  Bogy, 

H.  B.  McCltjee, 

T.  McKissock. 


I- 


State  of  Illinois,  j 

>•  ss. 
Morgan  County. 

I,  Stephen  Sutton,  a  Justice  of  the  Peace  in  and  for  the  county  of  Mor- 
gan, and  state  aforesaid,  do  hereby  certify  that  on  the  8th  day  of  Septem- 
ber, A.  D.  1859,  at  Jacksonville  in  said  county,  Louis  V.  Bogy,  Thomas 
McKissock  and  Henry  B.  McClure,  were  by  me  duly  sworn,  faithfully 
and  fairly  to  hear,  examine,  and  determine  the  matters  in  controversy  be- 
tween the  Quincy  and  Chicago  Bail  Eoad  Company,  and  the  Quincy  and 
Toledo  Bail  Road  Company,  according  to  the  principles  of  equity  and  justice; 
and  to  make  a  just  and  true  award  according  to  the  best  of  their  understand- 
ing. 

Dated  at  Jacksonville,  in  the  county  aforesaid,  this  8th  day  of  Septem- 
ber, A.  D.  1859. 

STEPHEN  SUTTON,  J.  P.  [seal.] 

ACT  OF  LEGISLATURE 

Approved  January  31,  1857. 

AN    ACT    to    incorporate    the    Quincy    and    Toledo    Railroad    Company; 
to  legalize  the  subscription  of  the  city  of  Quincy  and  the  county  of 
Brown    to    the    capital    stock    of    the    Northern    Cross    Railroad    Com- 
pany, and  the  bonds  issued  or  to  be  issued  by  said  city  and  county  in 
payment   for   said   stock;    to   amend   the   charter   of   the   Great   West- 
ern Railroad  Company  of  the  State  of  Illinois,  and  legalize  and  con- 
firm the  contract  of  said  company  with  James  W.  Singleton. 
Section  1.     Be  it  enacted  by  the  People  of  the  State  of  Illinois,  repre- 
sented in  the  General  Assembly,  That  James  W.  Singleton,  his  associates, 
successors  and  assigns,  are  hereby  created  a  body  corporate  and  politic, 
under  and  by  the  name  and  style  of  "The  Quincy  and  Toledo  Railroad 
Company,"  with  perpetual  succession;   and  by  that  name,  shall  be  and 
are  hereby  made   capable,  in   law   and   equity,   to   sue   and  be   sued,   to 
plead  and  be  impleaded,  defend  and  be   defended  in  all  courts   of  law 
and  equity  in  this  State  and  elsewhere;  to  make,  have  and  use  a  com- 
mon seal,  and  the  same  to  renew  and  alter  at  pleasure;  and  shall  be  and 
are  hereby  vested  with  all  the  powers,  privileges  and  immunities,  which 
are  or  may  be  necessary  to  carry  into   effect   the  purposes  and  objects 
of  this  act.     And  the  said  corporation  hereby  created  is  authorized  and 
empowered  to  locate,  construct  and  finally  complete,  and  put  in  opera- 
tion, a  railroad,  from  the  east  end  of  the  depot  ground  of  the  Northern 
Cross  Railroad  Company,  at  Camp  Point,  in  the  county  of  Adams,  to  the 
east  side  of  the  Illinois  river,  at  or  near  Naples  or  Meredosia,  and  so  as 
to  connect  the  same  with  the  track  of  the  Great  Western  Railroad  of 


598         CHICAGO,   BURLINGTON   &  QUINCY   RAILROAD  COMPANY 

Illinois:     Provided,    that    the    construction    of    the    contemplated    bridge 
shall  not  obstruct  the  navigation  of  the  Illinois  river. 

§  2.  And  for  the  purpose  of  constructing,  maintaining,  equipping 
and  operating  said  railroad,  the  corporation  hereby  created  shall  have 
and  may  use,  exercise  and  enjoy  all  the  rights,  powers,  privileges, 
franchises  and  immunities  which  by  the  several  acts  of  the  legislature 
of  Illinois  are  conferred  on  the  Northern  Cross  Railroad  Company,  to- 
gether with  the  power  to  mortgage,  lease  or  sell  said  road  to  any  other 
company  or  corporation. 

§  3.  The  Great  Western  Railroad  Company,  of  the  State  of  Illinois, 
be  and  they  are  hereby  authorized  and  empowered  by  the  president,  to 
indorse  the  bonds  of  the  corporation  hereby  created,  and  to  guarantee 
and  secure  the  payment  of  the  principal  and  interest  of  said  bonds,  and 
at  the  place  of  payment  thereof,  as  the  same  may  become  due  and  pay- 
aide.  The  words  ''guaranteed  by  the  Great  Western  Railroad  Company, 
of  the  State  of  Illinois,"  written  or  printed  upon  the  said  bond  or 
bonds,  and  signed  by  Hie  president  of  said  company,  shall  be  and  is 
hereby  declared  to  be  a  covenant  of  said  Great  Western  Railroad  Com- 
pany, to  and  witli  the  holder  or  holders  of  said  bonds  or  bond,  to  pay 
to  sucli  holder  or  holders  the  principal  and  interest  thereof,  as  the  same 
may  become  due  and  payable.  And  the  contract  between  the  said  Great 
Western  Railroad  Company  and  .lames  W.  Singleton,  dated  the  twelfth 
day  of  September,  1856,  is  hereby  declared  to  be  valid  and  binding  up- 
on the  parties  thereto,  in  all  courts  of  law  and  equity  in  this  State  and 
elsewhere,  as  to  their  respective  undertakings  therein — the  power  and 
authority  to  execute  the  same  being  hereby  granted  to  the  parties  respec- 
tively. 

§  4.  That  the  act  of  John  Wood,  mayor  of  the  city  of  Quincy,  dated 
the  (6th)  sixth  .lay  of  August,  1856,  whereby  the  said  John  Wood,  on  be- 
half of  the  said  city,  subscribed  to  the  capital  stock  of  the  Northern  Cross 
Railroad  pursuant  to  an  ordinance  of  the  city  council  of  said  city,  dated 
the  fourth  day  of  August,  1856,  authorizing,  empowering  and  directing 
the  said  John  Wood,  mayor  as  aforesaid,  to  subscribe  two  hundred 
thousand  dollars  to  the  capital  stock  of  said  Northern  Cross  Railroad 
Company,  together  with  the  acts,  doings  and  agreements  of  the  city 
council  of  the  said  city  of  Quincy,  and  the  same  are  hereby  legalized, 
ratified  and  confirmed.  And  all  bonds  of  the  said  city  of  Quincy,  issued 
or  to  be  issued  in  payment  of  said  subscription  of  two  hundred  thousand 
dollars,  shall,  in  all  respects,  be  and  are  hereby  made  a  debt  of  said 
city  of  Quincy,  due  to  the  holder  or  holders  of  such  bonds,  contracted 
by  said  city  of  Quincy,  under  authority  of  law:  Provided,  that  said 
bonds  shall  be  and  remain  in  the  hands  of  Isaac  O.  Woodruff,  of  said 
city  of  Quincy,  until  said  road  is  graded  from  Camp  Point,  in  the  county 
of  Adams,  to  Mount  Sterling,  in  Brown  county.  Thereupon,  the  said 
Isaac  O.  Woodruff  shall  deliver  one  hundred  thousand  dollars  of  said 
bonds  and  retain  the  remainder  thereof  in  his  hands  until  said  road  is 
graded  to  the  Illinois  river:  Provided,  nothing  in  this  act  shall  be  so 
construed  as  to  prevent  the  city  council  of  said  city  from  authorizing 


CORPORATE  HISTORY  599 

an  earlier  delivery  of  said  bonds,  if,  in  their  judgment,  the  interest  of 
the  city  requires  it;  and  the  said  city  council  are  hereby  authorized 
and  empowered  to  levy  and  collect  a  special  tax,  for  the  payment  of  the 
interest  of  said  bonds. 

§  5.  The  subscription  of  Jacob  Vandeventer,  county  judge  of  the 
county  of  Brown,  made  for  and  on  behalf  of  said  county,  of  one  hun- 
dred thousand  dollars,  to  the  capital  stock  of  the  Northern  Cross  Kail- 
road  Company,  be  and  the  act  of  said  county  judge  is  hereby  legalized, 
ratified  and  confirmed.  And  the  said  county  judge  of  the  county  of 
Brown,  is  hereby  authorized,  empowered  and  directed  to  make,  execute 
and  deliver  to  the  person  or  persons,  company  or  corporation  entitled 
to  receive  the  same,  one  hundred  bonds  of  the  county  of  Brown,  for  one 
thousand  dollars  each,  bearing  a  rate  of  interest  not  greater  than  eight 
per  cent,  per  annum,  and  said  interest  payable  semi-annually  in  the  city 
of  New  York,  at  the  Metropolitan  Bank,  on  the  first  days  of  January 
and  July  of  each  year;  and  the  principal  of  said  bonds  payable  in  ten 
years,  at  the  same  place,  in  the  city  of  New  York,  upon  receiving  an 
equal  amount  of  the  stock  of  the  Great  Western  Railroad  Company  of  the 
State  of  Illinois;  and  the  said  bonds,  so  to  be  issued  as  aforesaid,  shall, 
to  all  intents  and  purposes,  be  and  remain,  until  the  interest  and  prin- 
cipal thereof  is  fully  paid,  a  debt  of  the  said  county  of  Brown,  due  to  the 
holder  or  holders  of  said  bonds,  contracted  by  the  said  county  of  Brown, 
under  authority  of  law. 

§  6.  And  it  shall  be  lawful  for  said  city  or  said  county  to  make  their 
bonds  payable  at  any  banking  house,  in  the  city  of  New  York  or  Boston, 
which  may  be  agreed  upon  by  the  parties  interested. 

§   7.     This  act  to  be  in  force  from  and  after  its  passage. 

Approved  January  31,  1857. 

Private  Laws  Illinois,  1857,  Page  229. 

ACT  OF  LEGISLATURE 

Approved  February  10,  1857. 

AN  ACT  to  change  the  name  and  amend  the  charter  of  the  Northern 
Cross  Railroad  Company. 
Section  1.  Be  it  enacted  by  the  People  of  the  State  of  Illinois,  repre- 
sented in  the  General  Assembly,  That  the  corporate  name  of  said  company 
shall  be  and  is  hereby  changed  to  "The  Quincy  and  Chicago  Railroad 
Company,"  by  which  name  and  designation  it  shall  be  authorized  to 
contract  and  carry  on  its  corporate  business,  and  also  to  complete  and 
carry  out  and  execute,  and  avail  itself  of  all  existing  contracts  and  the 
benefits  thereof,  and  of  all  public  and  private  acts  of  the  General  As- 
sembly, as  if  the  name  of  said  company  had  not  been  changed:  Pro- 
vided, that  in  all  actions,  suits  and  proceedings  commenced  or  judg- 
ments rendered  in  favor  of  or  against  the  said  company,  the  former 
name  of  the  said  company  shall  be  used  in  prosecuting  and  defending 
the  same,  and  in  all  process  issued  therein,  until  the  final  determination 


600         CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

and  execution  thereof,  in  the  same  manner  as  before  the  passage  of  this 
act. 

$  -2.  That  the  board  of  directors  of  said  company  shall  have  power 
and  arc  hereby  authorized  to  declare  forfeited  any  stock  subscribed  for 
in  said  road,  with  all  the  prior  payments  thereon,  on  which  full  pay- 
ment has  not  been  made  in  the  manner  required  by  the  board,  on  first 
giving  four  weeks'  notice,  by  publication  thereof  in  some  public  news- 
paper published  in  the  city  of  Quincy,  for  four  weeks  in  succession,  once 
in  each  week,  that  all  stock  subscribed  for  and  not  paid  up  in  full  by 
a  day  to  be  named  in  said  notice,  will,  at  the  option  of  the  board  of 
directors  of  said  company,  lie  declared  forfeited. 

§  3.  That  the  said  company  and  any  city  or  incorporated  town 
through  or  into  which  said  mad  or  branches  passes,  are  hereby  author- 
ized and  empowered,  On  such  terms  and  for  such  consideration  as  the 
parties  may  agree  upon,  to  make,  execute  and  perform  any  contract  or 
agreement  for  the  establishing,  opening  or  abolishing  any  parts  of  any 
lane,  avenue  or  alley  within  the  limits  of  such  city  or  town,  along  or 
across  which  the  said  road  passes  or  which  may  separate  or  adjoin  any 
property  held  by  the  company  for  the  purposes  of  its  corporate  business 

at   such   town  or  city;  or  such   town  or  city  may   lease  or  convey  the  same 

to  the  said  company,  in  fee,  or  otherwise  secure  to  said  company  the 
sole  occupation  or  use  thereof,  in  such  manner  and  for  such  uses  and 
purposes  as  may  lie  agreed  upon. 

$   4.      This   act    shall    be   a    public    act,   and    take   effect   anil    be   in   force 
DO   and  after  its   passage. 

Approved  February  10,  1857. 

/•    vat(    Lairs  Illinois  1S57 ,  Page  378. 

TRUST  MORTGAGE,  July  1,  1853,  Northern  Cross  Railroad  Company  to 

John  M.  Forbes,  et   al. 

No.  1950.     Filed   September  10th,  1853. 

This  I mh  ntiii-i  made  this  tirst  day  of  July  in  the  year  One  Thousand 
Eight  hundred  ami  titty  three  Between  the  Northern  Cross  Rail  Road 
Company,  a  corporation,  duly  constituted  as  such  by  the  laws  of  the 
State  nt'  Illinois,  of  the  first  part,  and  John  M.  Forlies  and  John  Eliot 
Thayer  of  the  City  of  Boston  and  Louis  Ferdinand  Yon  Hoffman  of  the 
City  of  New  York  of  the  second  part,  whereas  the  said  Northern  Cross 
Rail  Road  Company  pursuant  to  the  terms  of  the  Statute  of  said  State 
incorporating  them  and  other  Statutes  affecting  them  are  engaged  in 
constructing  a  line  of  Railroad  from  the  City  of  Quincy  on  the  Missis- 
sippi River  to  the  Town  of  Galesburg  in  the  State  of  Illinois,  a  distance 
of  about  one  hundred  miles  and  for  that  purpose  need  and  have  re- 
solved to  purchase  and  transport  Iron  Rails,  Chairs  and  other  Iron  and 
Equipment  necessary  therefor  ami  also  to  borrow  money  for  such  pur- 
pose and  transportation  and  for  the  construction  of  said  road  to  an 
amount  not  exceeding  One  Million  Two  hundred  thousand  dollars  and  in 
order    to    secure    payment    therefor    or    repayment    therefor    to    execute 


CORPORATE  HISTORY  601 

bonds  of  said  Company  as  hereinafter  described  to  the  persons  or  parties 
lending  such   money   or   furnishing  such   rails   Iron   or   equipments   each 
of   said   bonds   bearing   even    date   herewith    and   payable   to    the   holder 
thereof  at  the  office  of  Mess.  Duncan,  Sherman  &  Co.,  in  the  City  of  New 
York  on  the  first  day  of  July  one  thousand  eight  hundred  and  seventy- 
three  with  interest  at  the  rate  of  eight  per  cent  per  annum  payable  semi- 
annually on  the  first  days  of  January  and  July  ensuing  the  date  thereof, 
said  bonds  being  of  the  number  and  for  the  sums  or  amounts  following, 
that  is  to  say  Seven  hundred  of  said  bonds  numbered  from  number   (1) 
one  to  number   (700)   seven  hundred  inclusive  for  the  sum  of  Five  hun- 
dred  dollars   each,   Six   hundred   of    said   bonds   numbered   from    number 
(701)  seven  hundred  and  one  to  number   (1300)   thirteen  hundred  inclusive 
for  the  sum  of  One  thousand  dollars  each  and  ten  of  said  bonds  num- 
bered from  number   (1301)   thirteen  hundred  and  one  to  number   (1310) 
thirteen  hundred  and  ten  inclusive  for  the  sum  of  Twenty-five  thousand 
dollars    each    which    bonds   shall    be    on    an    equality    so    far    as    regards 
security  for  the  payment  thereof  by  these  presents  notwithstanding  the 
same  may  be  issued  at  different  times  each  of  said  bonds  being  authenti- 
cated by  a  certificate  thereon  signed  by  the  parties  of  the  second  part 
hereto    and    containing   a    clause    permitting    the    holder    thereof    to    ex- 
change the   same  at  par  for  shares  of   stock   in   said  railroad   Company 
it  being  however  understood  and  agreed  in   case  the  holder   or   holders 
of  the  aforesaid  bonds  numbered  from  number   (1301)   thirteen  hundred 
and  one  to  number  (1310)  thirteen  hundred  and  ten  inclusive  or  of  any 
or  either  of  them  shall  at  any  time  hereafter  before  the  maturity  thereof 
surrender  them  or  any  or  either  of  them  to  the  said  parties  of  the  sec- 
ond part  or  their  successors  in  the  trust  and  cancel  the  same  or  cause 
the  same  to  be  cancelled  that  the   said  railroad  company   shall  have  the 
right  and  power  of  issuing  to  such  holder  or  holders  of  said  surrendered 
and  cancelled  bonds  and  in  lieu  and  in  the  place  and  stead  thereof  other 
bonds  of  said  Company  of  One  thousand  dollars  each  to  an  amount  not 
exceeding  in  the  aggregate  the  amount  of  the  bond  or  bonds  surrendered 
and  cancelled  which  bonds  shall  be  numbered  consecutively  from  number 
(1311)   thirteen  hundred  and  eleven  to  a  number  not  exceeding    (1560) 
fifteen  hundred  and  sixty  inclusive  to  be  of  the  same  date  payable  with 
the  same  rate  of  interest  at  the  same  time   and  place  and  to   contain 
the  same  right  of  conversion  into  the  stock  of  the  said  Rail  Road  Com- 
pany and  to  be  authenticated  by  a  similar  certificate  as  the  said  bonds 
surrendered   and   cancelled   also   by   a    further   certificate   indicating  the 
number  of  the  cancelled  bond  or  bonds  in  lieu  of  which   such   bond  or 
bonds  have  been  issued  which  bonds  numbered  consecutively  from  (1311) 
thirteen  hundred  and   eleven  when  issued   shall  be   on  an  equality  so  far 
as  regards  security  for  the  payment  thereof  by  these  presents  with  the 
bonds  first  herein  described  and  intended  to  be  secured  hereby. 

Now  therefore  this  Indenture  Witnesseth  that  the  said  Northern  Cross 
Rail  Road  Company  in  order  to  secure  the  payment  of  the  said  bonds 
and  interest  and  in  consideration  of  the  sum  of  One  dollar  to  them  at 
the   ensealing  and  delivery  hereof  in  hand  paid  by  the   said  parties   of 


602         CHICAGO,  BURLINGTON  &  QUINCE   RAILROAD  COMPANY 

the  second  part,  the  receipt  whereof  is  hereby  acknowledged,  Have 
granted,  bargained,  sold,  transferred  and  conveyed  and  by  these  presents 

Do  grant,  bargain,  sell,  transfer  and  convey  1"  the  said  parties  of  the 
ad  part  and  to  their  successors  in  the  trust  hereby  created  and  as- 
signs. All  the  following  present  and  in  future  to  be  acquired  property 
of  the  said  Rail  Road  Company  that  is  to  say  their  said  Road  from  the 
city  of  Quincy  on  the  Mississippi  River  to  the  Town  of  Galesburg  in  the 
state  of  Illinois  made  or  to  be  made  including  the  right  of  way 
and  land  occupied  thereby  together  with  the  superstructure  and  track 
thereon  and  all  the  rails  and  other  materials  used  therein  procured 
then  for   including   all    the    iron    rails   aiol   other   materials   purchased   or  to 

be  purchased  or  paid  for  with  the  above  described  bonds  or  the  money 
obtained  therefor,  bridges,  viaducts,  culverts,  fences,  depot  grounds  ami 
buildings  thereon,  engines,  tenders,  cars,  tools,  materials,  machinery, 
contracts  and  all  other  property,  real  or  personal,  pertaining  to  said 
Road  or  the  using  thereof  now  owned  or  hereafter  to  be  acquired  ami 
owned    by    said   Company    together   with    the   tools,    rents   or   income   to    lie 

bad,  levied  or  derived  therefrom,  all  franchises,  rights  and  privileges 
of  the  Rail  Road  Company  of,  in  and  to  or  concerning  the  same  and  also 

all    bonds    and    mortgages,    securities,    evidences    of    debt,    stock    in    other 

companies  and  all  other  valuable  things  received  or  hereafter  to  be 
received   by   said    Rail    Road   Company   in   payment   of   their   stock   sub- 

bed    or    to    be    subscribed    for    in    said    Road,    hut    nothing    herein    con- 
tained shall  bo  construed  to  prevent   the  said    Rail    Road  Company  from 

hypothecating    or    otherwise    disposing    of    any     surplus    lands    of 
the   company    not    necessary    to    he    retained    for   their   said    roadway,   depot 

grounds  and  quired   for  the  construction  or  convenient  use 

of  tloir  road  nor  for  collecting  monies  due  the  Company  on  stocks  sui>- 

ptions  or  otherwise.    Provided   they   shall   diligently   proceed   to  collect 

and  faithfully  apply  all  such  means  to  the  construction  and  equipment 
of  their  said  Road  and  Provided  also  that  no  default  shall  have  been 
made  in  the  payment  of  the  interest  or  principal  of  any  of  the  above 
ribed  Bonds  to  have  and  to  bold  the  said  premises  and  every  part 
thereof  with  the  appurtenances  unto  the  said  parties  of  the  second  part, 
their  successors  in  said  trust  ami  assigns  upon  the  following  trusts  that 
is  !,,  -,.,\ — That  if  the  said  Northern  Cross  Rail  Road. Company  shall  fail 
to  pay  the  principal  or  any  part  thereof  or  any  of  the  interest  on  any 
of  the  said  bonds  at  any  time  when  the  same  may  become  due  and 
payable  according  to  the  tenor  thereof  when  demanded  then  after  sixty 
days  from  siuh  d. 'fault  upon  the  request  of  the  holder  of  such  bond  the 
said  parties  of  the  second  part,  their  successors  in  said  trust  or  assigns 
may  enter  and  take  possession  of  all  or  any  part  of  said  premises  and  as 
the  attorneys  in  fact  or  agents  of  said  Northern  Cross  Rail  Road  Com- 
pany by  themselves  or  agents  or  substitutes  duly  constituted  have  use 
and  employ  the  same  making  from  time  to  time  all  needful  repairs,  altera- 
tions and  additions  thereto  and  after  deducting  the  expenses  of  such 
use,  repairs,  alterations  and  additions  apply  the  proceeds  thereof  to  the 
payment  of  the  principal  and  interest  of  all  said  bonds  remaining  unpaid 
or  the  said  parties  of  the  second  part,  their  successors  in  said  trust  and 


CORPORATE  HISTORY  603 

assigns  at  their  discretion  May  or  on  the  written  request  of  the  holders 
of  at  least  ten  per  cent  of  the  bonds  then  unpaid  and  unconverted  into 
stock  shall  cause  the  said  premises  or  so  much  thereof  as  shall  be  neces- 
sary to  pay  the  principal  and  interest  of  all  such  of  said  bonds  as  may 
then  be  unpaid  and  unconverted  into  stock  to  be  sold  at  public  auction 
in  the  City  of  Boston  in  the  State  of  Massachusetts  or  iii  the  City  of 
New  York  giving  at  least  ninety  .days  notice  of  the  time  and  place  and 
terms  of  such  sale  and  of  the  specific  property  to  be  sold  by  publishing 
the  same  in  two  newspapers  in  good  circulation  in  each  of  said  cities 
and  also  in  the  City  of  Chicago  and  also  in  three  newspapers  (if  there 
be  so  many)  in  good  circulation  published  in  said  City  of  Quincy  and 
execute  to  the  purchaser  or  purchasers  thereof  a  good  and  sufficient 
deed  of  conveyance  in  fee  simple  for  the  same  which  shall  be  a  bar 
against  the  said  Northern  Cross  Rail  Road  Company,  their  successors 
and  assigns  and  all  persons  claiming  under  them  of  all  right,  interest  or 
claim  in  or  to  the  said  premises  or  any  part  thereof  and  said  trustees 
shall  after  deducting  from  the  proceeds  of  said  sale  costs  and  expenses 
thereof  and  of  managing  such  property  apply  so  much  of  the  proceeds 
as  may  be  necessary  to  the  payment  of  said  principal  and  interest  due 
and  unpaid  on  said  bonds  and  shall  restore  the  residue  thereof  to  the 
said  Northern  Cross  Rail  Road  Company.  It  being  hereby  expressly 
understood  that  in  no  case  shall  any  claim  or  advantage  be  taken  of  any 
valuation,  appraisement  or  extension  laws  by  the  said  Rail  Road  Com- 
pany nor  any  injunction  or  stay  of  proceedings  or  any  process  be  ap- 
plied for  or  obtained  by  them  to  prevent  such  entry  or  sale  as  aforesaid. 

And  the  said  Northern  Cross  Rail  Road  Company  hereby  covenant  for 
the  consideration  aforesaid  to  execute  and  deliver  any  further  reason- 
able and  necessary  conveyance  of  the  premises  or  any  part  thereof  to  the 
said  parties  of  the  second  part,  their  successor  or  successors  in  the  trust 
and  assigns  for  more  fully  carrying  into  effect  the  objects  hereof  par- 
ticularly for  the  conveyance  of  any  property  acquired  by  the  said  rail- 
road company  subsequently  to  the  date  hereof  and  comprehended  in  the 
description  of  the  premises  contained  herein  and  the  said  Northern  Cross 
Rail  Road  Company  hereby  further  covenant  as  aforesaid  that  the  money 
borrowed  for  the  purposes  aforesaid  upon  the  security  of  the  said  bonds 
shall  be  faithfully  applied  to  the  purchase  and  transportation  of  iron 
and  equipments  for  said  road  and  the  expenses  attending  such  loan,  pur- 
chase and  transportation  and  laying  down  the  superstructure  of  said  road 
and  constructing  and  equipping  the  same  and  that  said  iron  and  equip- 
ments so  purchased  shall  be  transported  and  used  with  due  diligence  in 
the  construction,  finishing  and  use  of  said  Rail  Road  and  it  is  hereby 
mutually  agreed  and  these  presents  are  upon  this  express  condition  that 
on  payment  of  the  principal  and  interest  of  said  bonds  or  the  conversion 
thereof  into  stock  in  manner  aforesaid  the  estate  hereby  granted  to  said 
parties  of  the  second  part  shall  be  void  and  the  right  to  the  premises 
hereby  conveyed  shall  revert  to  and  revest  in  the  said  Northern  Cross  Rail 
Road  Company  without  any  acknowledgment  of  satisfaction,  reconvey- 
ance, re-entry  or  other  act. 

And  it  is   also   mutually   agreed   that   the   said   parties   of   the    second 


604         CHICAGO,   BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

part,  successors  in  the  trust  and  assigns,  shall  only  be  accountable  for 
reasonable  diligence  in  the  management  thereof  and  shall  not  be  re- 
sponsible foT  the  acts  of  any  agent  employed  by  them  when  such  agent 
shall   be  employed    with    reas  discretion   and   thai    said   parties  of 

the  second  part,  their  sn      -       -   in  said  trusl  shall  be  entitled 

to  receive  proper  compensation  for  every  labor  or  service  performed 
by  them  in  discharge  of  their  trust  in  case  they  shall  be  compelled  to 
take  possession  of  said  premises  or  any  part  thereof  or  manage  the 
same  and  it  is  also  further  mutually  agreed  that  the  several  Trustees 
shall  uot  in  any   manner   be   liable   o  or   any   arts  of   each 

other  To  which  they  do  not  severally  assent  and  that  in  case  of  the 
death,  mental  incapacity  or  resignation  Of  anj  one  of  said  Trustees  to 
act    the    matter    of    said    trusts,    all    his    right,    estate,    interest,    power    and 

control  in  the  premises  shall  be  divested,  cease  and  determine  and  the 
said  Kail  Road  Company  and  the  surviving  Trustees  may  mutually 
agree  upon  a  new  Trustee  to  supply  the  said  vacancy  or  failing  so  to  do 
the  said  railroad  company  shall  or  in  case  of  then-  defaull  to  take  pro- 
ceedings therefore  for  thirty  days  the  iiolders  of  a  majority  of  said  bonds 
may  apply  to  any  Court  of  the  state  of  Illinois  having  jurisdiction  in 
the  premises  to  appoint  a  new  Trustee  being  a  resident  of  the  City  of 
New  Yoik  or  Boston  to  supply  said  vacanej  and  thereupon  such  new 
Trustee  shall  become  vested  for  the  purposes  aforesaid  with  all  the  rights 
ami    mi'  |uisite   to   enable   the   Trustee   thus   designated    to   execute 

With    the    others    th.'    purposes    Of    this    Trust     without    :iii\     further    assurance 

or  conveyance  of  the  Bame  bul   if  the  same  shall   be  necessary   both  or 

either  of  the  parties  hereto  shall  execute  :md  deliver  any  and  all  neces- 
sary releases  oi  conveyances  foi  thai  purpose  it  being  further  expressly 
understood  that  the  surviving  Trustee  or  Trustees  shall  be  fully  em- 
powered i"  •  secute  all  the  purposes  of  tins  trusl  until  said  vacancy  shall 
be  so  supplied. 

In  Witness  whereof  the  said  Northern  Cross  Rail  Road  Company  have 
caus,-d  their  corporate  seal  to  be  hereto  affixed  and  the  same  to  be  sub- 
scribed by  their  President  and  Treasurer  and  the  said  parties  of  the  second 

pari  have  hereunto  s.t  their  hands  and  se.-ils  the  day  and  year  first  ahove 
written. 

Nl  ill  Ml  \l!    BtTSB  NELL, 

President. 

en  mm.!  s   A.   S  w  \ok. 
[seal]  Treasurer 

Signed,  sealed  and  delivered  in 
presence  of 

The  words  in  said  road  being 
interlined  on  the  second  page 

before  execution.  J.    M.    Fori  [Seal] 

John  Eliot  Thayeb  [Seal] 

M.  W.  Newell.  L.  F.  Yon  Hoffman  [Seal] 

John  Field. 


CORPORATE  HISTORY  GO.") 

Witnesses  to  signatures: 

J.  M.  Forbes   &  John  Eliot  Thayer. 
H.  P.  Kidder. 
F.  H.  Peabody. 

Witness  to  signature  of  L.  F.  Von  Hoffman. 
John  T.  Hoffman. 

State  of  Illinois,  ) 

>  ss 
Adams  County.      ) 

Be  it  remembered  that  on  this  first  day  of  July  in  the  year  One  thousand 
eight  hundred  and  fifty-three  personally  appeared  before  me  Carlo  M.  Woods, 
Clerk  of  the  Circuit  Court  in  and  for  the  County  of  Adams  and  State  of 
Illinois,  Nehemiah  Bushnell,  President  of  the  Northern  Cross  Rail  Road 
Company  to  me  known  who  being  by  me  duly  sworn  did  depose  and  say  that 
he  resided  in  the  City  of  Quincy  in  the  said  County  of  Adams,  that  he  was  the 
President  of  the  Northern  Cross  Rail  Road  Company,  that  he  knew  the 
corporate  seal  of  the  said  Company,  that  the  seal  affixed  to  the  foregoing 
conveyance  was  such  corporate  seal  and  that  it  was  so  affixed  by  the  order 
of  the  Board  of  Directors  of  said  Company  and  that  he  signed  his  name 
thereto  by  the  like  order  as  President  of  said  Company  and  he  the  said 
Nehemiah  Bushnell  further  said  that  he  also  knew  Charles  A.  Savage,  the 
Treasurer  of  said  Company  and  that  the  signature  of  the  said  Charles  A. 
Savage  subscribed  to  the  said  conveyance  was  in  the  genuine  hand  writing 
of  the  said  Charles  A.  Savage  and  was  thereto  subscribed  in  the  presence 
of  him  the  said  Nehemiah  Bushnell  by  the  like  order  of  the  said  Board  of 
Directors. 

And  I  do  hereby  further  certify  that  the  said  Nehemiah  Bushnell  and 
Charles  A.  Savage  who  are  both  personally  known  to  me  to  be  the  same 
persons  who  executed  the  within  and  foregoing  deed  of  conveyance  and 
whose  names  are  thereto  subscribed  as  having  executed  the  same  did  at  the 
time  and  place  aforesaid  acknowledge  that  as  the  President  and  Treasurer 
of  the  said  Northern  Cross  Rail  Road  Company  they  executed  the  said  deed 
for  and  on  behalf  of  the  company  and  as  the  act  and  deed  of  the  said  Com- 
pany and  for  the  uses  and  purposes  therein  expressed. 

In  Witness  whereof  I,  Carlo  M.  Woods,  Clerk  of  the  said  Circuit  Court 
have  hereunto  set  my  hand  and  affixed  the  seal  of  said  Court  at  my  office 
in  the  said  County  of  Adams  the    day  and  year  first  above  written. 

C.  M.  Woods,  Clerk. 
[Seal]  By  Geo.  W.  Leich,  Deputy. 

(Circuit  Court,  Adams  County,  Illinois.) 

I  hereby  certify  that  I  have  been  President  of  the  Northern  Cross  Rail 
Road  Company  ever  since  the  24th  day  of  March,  A.  D.  1851,  and  as  such 
I  am  well  acquainted  with  the  acts  and  transactions  of  the  company  from 
the  time  of  its  organization  and  that  the  foregoing  deed  of  Trust  or  Mort- 


606         CHICAGO,  BURLINGTON   &    QOTNCTE   RAILROAD   COMPANY 

gage  executed  by  me  as  President  and  by  Charles  A.  Savage  as  Treasurer 
of  the  Company  to  secure  the  payment  of  certain  bonds  therein  described 
constitute  the  first  and  only  lien  ever  created  by  the  Company  or  existing 
on  the  road  property  and  income  of  the  Company  therein  mentioned  or  on 
any  part  thereof. 

Quincy  July  1st,  1853.  Nehemiah   Rishnkll. 

Commonwealth  or  Massachi 


1 


Sl'KKOLK. 

Be  it  remembered  that  on  this  the  second  day  of  August  in  the  year  one 
thousand  eight  hundred  and  fifty  three  in  the  City  of  Boston  in  the  County 
Suffolk  and  Commonwealth  of  Massachusetts  before  me  Joseph  II.  Buck- 
ingham, a  Commissioner  residing  in  said  City,  duly  appointed  a  commis- 

•  r  by  the  Governor  of  the  state  of  Illinois  to  take  the  acknowledgment 

and  proof  of  the  execution  of   Deeds  and  other  instruments  in  writing  under 

seal  to  lie  used  or  recorded  in  said  state  id'  Illinois,  personally  appeared  J.  -M. 
Forbes  and  John  E.  Thayer,  who  are  personally  known  to  me  to  be  the  per- 

•  who  subscribed  ami  executed  the  within  instrument  and  they  severally 
acknowledge  to  me  that  they  had  executed  the  Bame  for  the  uses  ami  purposes 
therein  expr<  at 

I      II     Iness    whereof    1    have  hereunto  set    my  hand   and   official   seal   at    my 

office  in  Boston  in  the  County  id'  Suffolk  ami  Commonwealth  of  Massachu- 
tliis  the  Becond   day  of   August    in   the  year   one  thousand   eight 

hundred  and   fifty  t  li  •  ■ 

J.  II.  Buckingham. 
.1  Commissioner  <>/'  the  Stati  of  Illinois. 


i  ( lommissioner  's  Seal ) 

STA  .  YnliK, 

City  &  County  ok  Mi  • 


10KK.  ) 


I,  John  T.  Hoffman,  a  Notary  Public  in  ami  for  the  said  County  and 
State    duly    commissioned    and    sworn    dwelling    in    the    said    City    of    New 

:  do  hereby  certify  that  Louis  Ferdinand  Von  Eoffman  who  is  per- 
sonally known  to  me  as  one  of  the  persons  whose,  names  are  subscribed  to 
the  foregoing  instrument  appeared  before  me  this  day  in  person  and  acknowl- 
edged that  he  signed,  sealed  and  delivered  the  said  instrument  of  writing 
his  free  and  voluntary  act  and  deed  for  the  uses  and  purposes  therein 
set  forth. 

Given  under  my  hand  and  Notarial  seal  at  the  said  City  of  New  York 
this  tenth  day  of  August  in  the  year  one  thousand  eight  hundred  and  fifty 
three. 

JOHX   T.   HOFKMAN', 

Notary  Public. 
63  Wall  St. 

[Seal] 


CORPORATE  HISTORY  607 

State  of  Illinois, 


!'h 


Knox  County. 

I,  Charles  H.  Westerberg,  Clerk  of  the  Circuit  Court  and  ex-officio  Recorder 
in  and  for  said  County  in  the  State  aforesaid,  do  hereby  certify  that  the 
annexed  is  a  true  and  correct  copy  of  the  record  of  a  certain  Trust  Deed 
filed  in  my  office  on  the  10th  day  of  September,  A.  D.  1853,  as  Document 
No.  1950,  and  recorded  in  Volume  4  of  Mortgages,  at  page  404. 

In  Testimony  Whereof,  I  have  hereunto  set  my  hand  and  affixed  my  of- 
ficial Seal  at  Galesburg,  this  5th  day  of  May,  A.  D.  1923. 

Charles  H.  Westerberg 

Becorder. 
[Seal] 

CONTRACT,  Dated,  April  1st,  1857, 
The  Chicago,  Burlington  and  Quincy  Rail  Road  Company, 

and 
The   Quincy  and   Chicago   Railroad   Company. 

Articles  of  agreement  made  and  entered  into  this  first  day  of  April  A.  D. 
1857  by  and  between  the  Chicago,  Burlington  and  Quincy  Rail  Road  Com- 
pany and  the  Quincy  and  Chicago  (late  Northern  Corp.)  Rail  Road  Com- 
pany. 

Witnesseth: 

1.  That  the  said  Companies  hereby  agree  to  unite  their  respective  Roads 
in  a  common  operative  management  to  be  placed  in  charge  of  one  General 
Superintendent  to  be  appointed  by  the  concurrence  of  the  two  Companies, 
and  to  go  into  effect  on  the  10th  day  of  this  present  month.  The  line  formed 
by  this  union  shall  be  called  ' '  The  Chicago,  Burlington  and  Quincy  Rail 
Road  Line"  and  the  General  Superintendent  of  the  same,  exercising  the 
powers  and  performing  the  duties  usual  in  such  cases,  shall  in  whatever 
pertains  to  the  common  business  of  the  line  act  under  the  joint  directions 
of  an  executive  committee  of  the  two  Companies  consisting  of  their 
respective  Presidents  and  in  whatever  respect  the  local  business  of  each 
Company  under  the  direction  of  the  authorized  officers  of  the  respective 
Companies.  The  Road  of  the  Chicago,  Burlington  &  Quincy  Rail  Road 
Company  extends  within  the  meaning  of  this  agreement  from  Chicago  to 
Burlington  and  the  Road  of  the  Quincy  and  Chicago  Rail  Road  Company 
from  Quincy  to  Galesburg  where  it  joins  with  the  other  Road. 

2.  This  instrument  is  not  intended  nor  shall  it  be  understood  to  give 
to  either  Company  any  interest  in  the  business  or  earnings  of  the  other, 
nor,  except  as  herein  provided,  shall  it  affect  the  remedy  of  either  against 
the  other,  nor  give  the  Public  any  rights  of  action  against  both  or  either 
separately  which  they  would  not  otherwise  have. 

3.  Each  Company  shall  retain  the  exclusive  management  of  its  own  con- 
struction and  equipment  accounts,  works  and  expenditures  entirely  discon- 
nected from  the  common  operative  management  hereby  adopted  for  busi- 
ness purposes. 


608         CHICAGO,   BURLINGTON   &   QUINCY   RAILROAD  COMPANY 

4.  The  earnings  of  each  Road  will  consist  1st  of  the  earnings  from  its 
local  business,  or  that  which  passes  in  whole  or  in  part  over  it  and  over 
no  portion  of  the  other.  The  local  business  of  each  Road  shall  in  the  com- 
mon management  be  equally  accommodated,  cultivated  and  encouraged,  and 
the  earnings  from  it  belong  wholly  to  the  Road  Oil  which  it  passes.  2nd 
The  earnings  from  business  which  passes  over  the  whole  or  some  portion 
of  each  Road  forming  the  line,  such  earnings  from  whatever  source  derived 
shall  be  divided  pro-rata  between  the  Companies  in  proportion  to  the  miles 
it  passes  on  each  road. 

5.  The  property  of  either  Company  carried  on  the  road  of  the  other  .shall 
be  charged  with  and  pay  to  the  Company  on  whose  road  it  passes  the  same 
Tariff  rates  as  is  charged  to  other  parties  in  similar  cases. 

6.  The  operating  expenses  of  each  road  shall  be  paid  out  of  its  earnings 
or  the  revenue-  derived  from  the  business  passing  over  it,  it  being  understood 
that  the  expenses  of  the  Galesburg  Station  are  to  be  borne  wholly  by  the 
Chicago,  Burlington  and  Quincy    Bail    Road   Company;    Provided   however 

that    expenditures    for    line    operations    (for    which    reference    may    lie    had   to 

the  Instruction-  to  Agents  relative  to  earnings  issued  by  Amos  T.  Hall 
Esq.,  Treasurer  of  this  date)  shall  be  borne  by  each  Company  in  propor- 
tion to   its  earn'i!  ; 

7.  The    charge    or    monies    levied    for    the    transportation    of    property    to 

Chicago  and  to  Quincy  from  other  stations  on  the   h'oads  forming  the  line 

shall    be    the    -nine    for    similar    distance-,    without     reference    to    the   direction 

in  which  such  property  is  to  lie  transported,  so  that  the  movements  of  prop- 
erty on  the  line  outside  of  Chicago  or  Quincy  to  those  points  respectively 
shall  be  left  to  the  course  of  trade  unalTectcd  by  tariff  rates. 

8.  There   shall    lie   a    mutual    interchange  of   the    Freight    cars   of   the  Com- 

panies  for  freighl  transportation  which  may  lie  used  indiscriminately 
whenever  the  business  requires;  and  of  which  use  a  regular  and  correct  ac- 
count   shall    l.e    kepi    from    the   way    bill-   of   freights   and   each   Company   shall 

i.e  allowed  one  and  one  half  cents  per  mile  of  car  run  Loaded  on  the  Roads 

of    the    other,    every    car    being   considered    loaded    when    it    has   on    hoard    any 

gh\  however  -mall.     In  case  of  the  interchange  of  passenger  and  bag- 
gage cars,  each  Company  shall  he  allowed  three  cent-  per  mile  for  each  first 

Class  PaSSi  Ug<  I  Car,  and  two  cents  per  mile  for  each  second  class  Passenger 
Car.  and  baggage  car,  hauled    in    train   on   the   Road   of   the  other. 

9.  The  Engines  of  each  Company  with  their  Tenders  shall  be  kept  and 
used  on  their  own  roads,  but  in  case  of  their  being  at  any  time  used  on 
the  road  of  the  other,  a  proper  compensation  shall  be  made  for  the  particular 
service. 

10.  In  no  case  shall  the  Cars  of  one  Company  be  used  on  the  Wood,  Ditch- 
ing or  Construction  Trains  of  the  other  and  no  compensation  for  car  service 
is  therefore  provided  for  such  a  case,  and  particular  care  shall  be  taken  to 
enforce  the  observance  of  this  rule. 

11.  Either  Company  in  furnishing  repairs  to  the  cars  or  machinery  of  the 
other,  shall  charge  for  the  labor  and  materials  furnished  on  the  principle  of 
cost,  and  only  to  the  extent  of  a  fair  and  full  reimbursement  of  the  actual 


CORPORATE  HISTORY  609 

cost  of  such  repairs  and  not  with  a  view  of  profit  beyond  such  just  equiv- 
alent. 

12.  All  loss  and  damage  happening  in  the  course  of  business  from  stolen, 
lost  or  damaged  goods,  when  it  is  known  on  which  Eoad  the  same  are  stolen, 
lost  or  damaged  and  every  other  loss,  damage  or  injury  to  persons  or 
property  happening  on  either  Eoad  from  detention,  accident  or  other  causes, 
when  the  fact  that  such  loss,  injury  or  damage  happened  on  such  road  is 
known,  shall  be  borne  by  the  Company  on  whose  Eoad  the  same  occurs; 
but  in  all  cases  in  which  it  is  not  known  on  whose  Eoad  the  loss,  damage 
or  injury  occurs,  it  shall  be  assumed  that  the  same  occurred  pro-rata  on 
the  two  Eoads,  and  shall  be  borne  by  each  Company  in  proportion  to  the 
earnings  derived  to  each  from  the  property  or  business  in  respect  to  which 
the  same  occurs. 

13.  All  injuries  to  the  cars  and  machinery  of  each  Company  while  on  the 
Eoad  of  the  other  from  negligence  or  casualty  and  the  cost  of  the  repara- 
tion thereof  shall  be  borne  by  the  Company  on  whose  Eoad  the  injury  oc- 
curs. But  for  reparations  rendered  necessary  by  ordinary  wear  and  tear 
exclusive  of  negligence  and  casualty,  as  the  cars  are  to  be  used  inter- 
changeably and  compensation  in  car  service  is  allowed  for  such  use,  it  will 
be  assumed  that  each  car  will  be  used  and  the  ordinary  wear  and  tear  there- 
of be  the  same  as  for  every  other  and  the  cost  of  such  reparation  will  there- 
fore be  charged  to  and  borne  by  the  Company  owning  the  car  undergoing 
the  repairs. 

14.  The  Chicago,  Burlington  and  Quincy  Eail  Eoad  Company  shall  col- 
lect and  reserve  the  earnings  of  the  Quincy  and  Chicago  Eail  Eoad  Com- 
pany and  apply  a  sufficient  amount  thereof  from  time  to  time  to  pay  the 
operative  expenses  of  the  latter  Eoad,  and  shall  pay  over  the  balance  of 
the  earnings  from  time  to  time  as  may  be  required  to  the  Treasurer  of  the 
Quincy  and  Chicago  Eoad,  a  full  settlement  on  account  of  such  earnings 
and  expenditures  and  full  payment  of  the  final  balance  for  each  month  to 
be  made  at  the  close  thereof  or  as  soon  thereafter  as  the  business  and  ac- 
counts of  the  month  can  be  brought  up  and  adjusted  so  as  to  determine  the 
true  balance  or  its  proximate. 

15.  The  funds  collected  on  the  local  business  of  the  Quincy  and  Chicago 
Eail  Eoad  whether  in  specie  funds  or  in  currency  and  the  relative  portions 
of  specie  funds  and  currency  derived  from  the  common  business  of  the 
line  belong  to  the  Quincy  and  Chicago  Eail  Eoad  Company  and  are  to  be 
accouuted  for  in  kind,  that  is  in  the  respective  amounts  of  specie  funds  and 
currency  in  all  remittances  and  settlements. 

16.  The  Treasurer  of  the  Chicago,  Burlington  and  Quincy  Eail  Eoad 
Company  shall  keep  a  separate  account  of  the  earnings,  receipts  and  ex- 
penditures of  the  Quincy  and  Chicago  Eail  Eoad  and  of  the  business  and 
statistics  thereof  in  the  same  manner  as  such  accounts  for  the  former  Com- 
pany are  kept,  and  all  books  and  papers  having  reference  to  the  business  of 
the  Quincy  and  Chicago  Eail  Eoad,  and  are  proper  for  information  on  any 
of  the  matters  in  which  such  Company  is  interested  shall  be  at  all  times 
open  for  the  examination  of  the  authorized  officers  of  the  Company;   and 


610         CHICAGO,   BURLINGTON   &   QIINCV   RAILROAD   COMPANY 

such  Treasurer  shall  also  from  time  to  time  as  may  be  required  furnish 
to  the  Treasurer  of  the  Quincy  and  Chicago  Hail  Road  Company,  daily, 
weekly  and  monthly  reports  of  the  earnings  and  expenditures  with  copies 

of  all  vouchers  paid  therefor  with  whatever  else  may  lie  necessary  to  a  full 
understanding   of    the   operative   business,   receipts,   expenditures   and   statis- 

if  the  Road. 

Either  party  may  terminate  this  arrangement   at  any  time  on  thirty  days 
notice,  communicated  through  their   respective   Presidents. 

In     !'•  thl     -.in.     Companies    have    caused    their    respective 

Presidents  t"  subscribe  their  names  hereto  in  duplicate  the  day  and  year 
first    above  written. 

N.    BUSHNELL 

Presdt.  of  The  Quincy  &  Chicago  Rail  R.  Co. 
I.  F.  Jot 
Presdt.  of  Tl  _r".  Burlington  &  Quincy  Bail  Road  Co. 

Boston,  June  2,  1857. 
-  T.   Ball   1  s 
Treasurer  of  the  Chicago,  Burlington  ..v  Quincy  RR. 

Sir: 

This  is  to  ad  tl    '    the  Quincy  &   Chicago   Rail    Road   Company 

have,  in  due  form,  transferred  to  John  M.  Forbes,  John  Eliott  Thayer, 
and  Louis    \     Von   Hoffmann,  Trustees  in  tin    Company,  second  mortgage, 

and    placed   them    in    :  D   of  the  said    Rail    Road,  and  all    the   property 

b<  longing  to  or  appertaining  to  said  road  to  be  by  them  possessed  and 
operated,  and  tl  tolls  and  income  derived  therefi to  be  received 

by    them,   their  agents,  attorney,  and    substitute,  and    applied    in   accordance 

with  the  deed  of  possession.     In  pursuanci  I  deed,  the  said  Trustees 

have  appointed  me  their  genera]  agent,  attorney  in  fact,  and  substitute,  to 
take  charge  of  and  manage  said  property,  and  operate  the  road,  and  apply 
the  income  as  provided. 

I  have  to  inform  yon  that   Mr.  John  C.  Cox,  of  Quincy,  has  been  appointed 

the  Receiver  for  -aid  Trustees,  t"  whom  all  mi  lbI  be  paid,  and  with 

whom  all  accounts,  under  my  direction,  be  adjusted  and  settled. 

All    operating  other    business    managements    existing    between    the 

Quincy   &    Chicago    Had    Road    Company,   and    the   Chicago,    Burlington   & 

Quiiey    Rail   Road   Company,  are  hereby  confirmed   by  and   on   behalf  of 

-.   and    BO    far   as    it    depends    "ii    them,    or    on    me    as    their    fully 

authorizi  g  t,  attorney  and  substitute,  the  relations  of  the  entire  line, 
and  the  manner  of  conducting,  operating  and  adjusting  of  its  business, 
and  accounts  will  continue  in  the  same  manner  as  heretofore,  under  the 
operative  arrangement  of  the  first  of  April  last. 

m  the  preceding,  it  follows  that  a  monies  received  by  you  will  be  re- 
ceived for  and  on  account  of  the  Trustees,  and  all  remittances  and  settle- 
ments to  and  witli  Mr.  Cox,  will  be  made  with  him  as  the  Receiver  of  the 
Trustees,  acting  under  my  directions,  as  authorized  to  act  in  their  stead, 
and  the  possession  of  all  property  of  the  Company  will  be  for  and  on  ac- 


CORPORATE  HISTORY  611 

count  of  the  Trustees,  and  subject  to  my  direction  and  control,  by  virtue  of 
the  general  power  to  me  already  mentioned — Please  acknowledge  the  receipt 
of  this  letter  at  once,  directing  your  reply  to  me  at  Quincy. 

Yours  respectfully, 

N.  Bushnell. 

DEED  AND  AGREEMENT,  May  27,  1857.  The  Quincy  and  Chicago 
Railroad  Company  to  John  M.  Forbes,  et  al  Trustees. 

Whereas,  on  the  first  day  of  July,  A.  D.  1853  the  Northern  Cross  Bail 
Boad  Company  of  the  first  part  and  John  M.  Forbes,  John  Eliot  Thayer 
and  Louis  Ferdinand  Von  Hoffman,  of  the  second  part,  entered  into  an 
Indenture  bearing  date  on  the  said  first  day  of  July,  1853,  whereby  the 
»said  party  of  the  first  part,  to  secure  to  the  said  party  of  the  second 
part  the  payment  of  certain  Bonds  in  the  said  Indenture  mentioned,  at  the 
times  and  places,  and  in  the  manner  and  upon  the  terms  and  conditions 
in  said  indenture  mentioned,  mortgaged  to  the  said  party  of  the  second  part 
the  Northern  Cross  Rail  Road  running  from  the  city  of  Quincy  on  the 
Mississippi  River  to  the  town  of  Galesburg  Illinois,  together  with  all  their 
property  of  every  kind  and  character,  real  and  personal  then  existing  or 
thereafter  to  be  acquired,  in  any  way  pertaining  to  or  connected  with  said 
Road,  all  of  which  will  more  fully  and  at  large  appear  reference  being  had 
to  said  Indenture,  which  is  duly  recorded  in  all  the  counties  through  which 
said  Rail  Road  runs. 

And  Whereas,  on  the  first  day  of  December,  1854,  the  said  Northern  Cross 
Rail  Road  Company,  of  the  first  part,  and  John  M.  Forbes,  John  Eliot 
Thayer  and  Louis  A.  Von  Hoffman  of  the  second  part  entered  into  an 
Indenture,  bearing  date  on  the  said  first  day  of  December,  1854  whereby 
the  said  party  of  the  first  part,  to  secure  to  the  said  parties  of  the  second 
part,  the  payment  of  certain  bonds  in  the  said  Indenture  mentioned,  at 
the  times  and  places  and  in  the  manner  and  upon  the  terms  and  conditions 
in  said  Indenture  mentioned,  mortgaged  to  the  said  parties  of  the  second 
part  the  Northern  Cross  Rail  Road  running  from  the  city  of  Quincy  on  the 
Mississippi  River  to  the  town  of  Galesburg,  Illinois,  together  with  all  their 
property  of  every  kind  and  character,  real  and  personal  then  existing  or 
thereafter  to  be  acquired,  in  any  way  pertaining  to  or  connected  with 
said  Road,  all  of  which  will  more  fully  and  at  large  appear,  reference  being 
had  to  said  Indenture  which  is  duly  recorded  in  all  the  Counties  through 
which  the  said  Rail  Road  runs. 

And  Whereas,  said  party  of  the  first  part  has  made  default  in  conditions 
of  both  of  said  mortgages  in  this,  to  wit,  that  on  the  first  of  said  mortgages 
there  is  now  due  and  unpaid  for  interest  which  became  due  and  payable 
on  the  first  day  of  January  last  on  the  bonds  mentioned  in  said  mortgage, 
coupons  to  the  amount  of  about  Eight  thousand  Dollars;  and  on  the 
second  of  said  mortgages  there  remains  due  and  unpaid  coupons  for  the 
whole  of  the  interest  which  became  due  and  payable  on  the  first  day  of 
January  last  on  all  of  the  bonds  mentioned  and  described  in  said  second 
mortgage. 


612         CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD   COMPANY 

And  Whereas,  the  Baid  party  of  the  first  part  is  unable  to  provide  and  pay 
the  semi-annual  interest  which  will  become  due  and  payable  on  the  bonds 
mentioned  and  described  in  said  mortgages  on  the  first  day  of  July  next. 
And  Whereas,  John  M.  Forbes,  John  Eliot  Thayer  and  Louis  A.  Von 
Hoffman,  mortgagees  in  the  second  of  said  above  mentioned  mortgages, 
have  demanded  that  the  possession  of  said  Road  and  property  covered  by 
and  included  in  said  mortgage  shall  be  delivered  to  them,  and  the  said 
Louis  A.  Von  Huffman  one  id'  the  said  mortgagees,  being  here  present  in 
person,  to  receive  the  possession  of  said  property  for  himself  and  his 
Co-mortgagees. 

Now  Therefore,  This  Indenture  made  this  H7th  day  of  May  L857  between 
the  Quincy  and  Chicago  (late  Northern  Cross)  Rail  Komi  Company  of  the 
first  part  and  the  s.iid  John  M .  Forbes,  John  Eliot  Thayer  and  Louis  A. 
Vim  Hoffman  mortgagees  and  trustees  in  the  second  of  the  Mortgages 
hereinbefore  mentioned  and  described,  of  the  second  part. 

/I     •    ■  fSeth:    That  the  said   party  of  the  first   pari   for  and  in  consideration 

of  the  premises  aforesaid,  and  in  order  to  carry  out  the  purposes  and 
intentions  of  the  said   mortgages  and   to  provide  for  the  payment  of  the 

ral    sums   of    money    intended    to    be    secured    by    the   said    mortgage   and 

especially  to  provide  for  the  paymenl   of  the  interest   now  due,  and  which 

will  accrue  dm the  bonds  mentioned   in   said  mortgages  on  the  tirst  day  of 

July   next,  have   transferred   and   delivered   and   by  these   presents  do  transfer 

and  deliver  to  the  said  parties  of  the  Becond  part,  and  authorize  and  em- 
power the  Baid  parties  of  the  second  part  to  enter  upon  and  take  possession 
of  the  said  Quincy  and  Chicago  Rail  Road  which  runs  from  the  city  of 
Quincy  on  the   M  >i   River  to  the  town  of  Galesburg  in   Knox  County 

Illinois,  including  the  right  of  way  and  land  occupied  thereby  together 
with  tructures  and   truck   thereon,  and   all   the   rails   and   other 

1 1 1 .- < i ■  sed   therein    or   procured   therefor   Bridges,    Viaducts,   Culverts, 

Fences,  -  ad   Buildings  thereon,  engines,  tenders,  cars,  tools, 

materials,  machinery,  and  all  other  property,  real  or  personal  pertaining 
to  said  Road,  or  the  running  and  using  thereof.  Together  with  the  tolls, 
rents  or  income  to  be  had,  Levied  or  derived  therefrom,  and  all  franchises, 
rights  and  privileges  of  the  said  Rail  Road  Company  of,  in,  to,  or  concerning 
the  same.  To  have  and  to  hold  the  same  to  the  said  parties  of  the  second  part 
and  to  the  survivors  or  Burvivor  of  them  and  assigns  to  and  for  the  uses  and 
purposes  contemplated  and  intended  in  and  by  the  two  mortgages  herein- 
before  mentioned  and  described. 

And  the  said  parties  of  the  second  part,  for  themselves  and  for  the  sur- 
vivor or  survivors  of  them  covenant  to  and  with  the  said  party  of  the  first  part 
that  they  will  as  the  attornies  in  fact  or  agents  of  the  said  parties  of  the 
first  part,  by  themselves  or  agents  or  substitutes  duly  constituted  and 
appointed  and  in  the  name  of  the  said  party  of  the  first  part  continue 
to  use  the  said  Road  for  the  transportation  of  persons  and  property,  and 
to  use  and  apply  all  the  property  the  possession  of  which  is  herein  and  hereby 
transferred  to  them,  in  its  appropriate  manner  for  running  and  operating 
said  road  according  to  the  intention  and  purpose  of  its  construction,  and  that 


CORPORATE  HISTORY  613 

they  will  collect  the  tolls,  rents  or  income  to  be  had  and  derived  from 
said  Koad  and  apply  said  tolls,  rents  or  income. 

First.  To  the  expenses  of  this  trust,  and  to  keeping  said  Eoad  in  operation 
and  repair. 

Second.  To  the  payment  of  all  taxes  and  assessments  upon  and  against 
said  Eoad,  and  the  property  pertaining  and  belonging  thereto,  and  which 
is  by  this  Instrument  transferred  into  the  possession  and  placed  under  the 
control  of  the  said  parties  of  the  second  part  and  to  the  payment  and 
discharge  of  the  local  and  operating  indebtedness  of  said  Eoad,  and  which 
said  indebtedness  is  more  particularly  mentioned  and  described  in  a  schedule 
this  day  delivered  by  the  said  party  of  the  first  part  to  the  said  parties 
of  the  second  part,  and  amounting  to  about  the  sum  of  Forty  thousand 
dollars. 

Third.  To  the  making  of  such  alterations  in,  and  additions  to  said 
Road  as  may,  by  the  said  parties  of  the  second  part,  be  deemed  needful 
md  expedient  for  the  more  convenient  enjoyment  and  profitable  use  and 
Dccupation  thereof. 

Fourth.  To  the  payment  of  all  the  coupons  for  interest,  which  now 
remain  due  and  unpaid  on  the  bonds  mentioned  and  described  in  the  said 
first  mortgage,  and  all  the  interest  which  shall  become  due  and  payable 
on  said  bonds  on  the  first  day  of  July  next. 

And  Whereas  on  the  first  day  of  November  1856  the  Northern  Cross 
Eail  Eoad  Company  of  the  first  part,  and  John  Eliot  Thayer  and  Louis 
A.  Von  Hoffman  of  the  second  part  entered  into  an  Indenture  bearing 
date  on  the  said  first  day  of  November  1856  whereby  the  said  party  of  the 
first  part,  to  secure  to  the  said  parties  of  the  second  part,  the  payment 
of  certain  bonds  in  said  Indenture  mentioned  at  the  times  and  places,  and 
in  the  manner  and  upon  the  terms  and  conditions  in  the  said  Indenture 
mentioned,  mortgaged  to  the  said  parties  of  the  second  part,  the  Northern 
Cross  Eail  Eoad  running  from  the  City  of  Quincy  on  the  Mississippi  Eiver 
to  the  Town  of  Galesburg  in  the  State  of  Illinois,  together  with  all  their 
property  of  every  kind  and  character  real  and  personal,  then  existing  or 
thereafter  to  be  acquired  in  any  way  pertaining  to,  or  connected  with  said 
Eoad  all  which  will  more  fully  and  at  large  appear  reference  being  had 
to  said  Indenture  which  is  duly  recorded  in  all  the  Counties  through  which 
the  said  Eail  Eoad  runs. 

The  said  John  M.  Forbes,  John  Eliot  Thayer  and  Louis  A.  Von  Hoffman 
parties  of  the  second  part  to  this  Indenture,  do,  therefore  further  covenant 
and  agree  to  and  with  the  said  party  of  the  first  part,  that  if  the  said  party 
of  the  first  part  shall  at  any  time,  become  and  be  in  default  in  the  payment 
of  interest  which  may  become  due  and  payable  upon  the  bonds  mentioned 
and  described  in  the  said  third  mortgage  herein  last  mentioned,  that  then 
upon  the  request  of  the  said  John  Eliot  Thayer  and  Louis  A.  Von  Hoffman 
mortgagees  in  the  said  third  mortgage,  they  the  said  parties  of  the  second 
part  will  deliver  over  to  the  said  John  Eliot  Thayer  and  Louis  A.  Von 
Hoffman  mortgagees  in  the  said  third  mortgage  or  the  survivor  of  them 


614         CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD   COMPANY 

the  possession  and  control  of  the  said  Eoad,  and  of  all  the  property  herein- 
before mentioned  and  described  and  which  is  hereby  delivered  over  and 
transferred  to  the  possession  and  control  of  the  said  parties  of  the  second 
part,  to  be  held  and  possessed  by  the  said  John  Eliot  Thayer  and  Louis  A. 
Vein  Hoffman  or  the  survivor  of  them  upon  the  same  terms  and  conditions, 
and  with  the  same  responsibilities,  and  for  the  same  uses,  and  upon  the 
same  trusts,  that  the  said  Road  and  property  hereby  transferred  and  deliverd 
over  to  and  held  by  the  said  parties  of  the  second  part,  and  upon  the  further 
conditions  that  they  the  said  John  Eliot  Thayer  and  Louis  A.  Von  Hoffman 
will  apply  the  tolls,  rents,  or  income  of  said  Road. 

Fifth.  To  the  paymenl  of  all  the  Coupons  for  interest  which  are  now  due 
and  unpaid  on  the  Bonds  mentioned  and  described  in  the  said  second 
mortgage,  and  all  interest  which  shall  become  due  and  payable  on  said 
Bonds  on  the  first  day  of  July  next. 

Sixth.  To  this  payment  of  all  interest  which  may  accrue  and  become 
due  on  the  bonds  mentioned  and  described  in  the  said  third  mortgage  the 
object  and  intention  being  that  all  that  portion  of  the  earnings  and  proceeds 
of  said  Road  which  can  be  applied  to  the  mortgage  aforesaid  shall  be 
applied  upon  said  first,  second,  and  third  mortgages  according  to  the 
priority   of   their   rights. 

And  it  is  further  agreed  by  and  between  the  parties  hereto  that  if  at 
any  time  after  the  payment  of  the  second  class  of  indebtedness  herein 
provided  for  it  shall  happen  that  all  interest  which  shall  have  become  payable 
upon  said  mortgages  shall  be  fully  paid  up  and  discharged  so  that  no 
interest  remains  due  and  unpaid  on  said  mortgages  or  any  of  them,  and 
so  that  no  default  shall  exist  on  the  pari  of  the  said  party  of  the  first  pari 
in  regard  to  interest   upon  any  of  said  mortgages,  then  and  in  that  event, 

the  parties  who  may  at  that  time  have  the  possession  of  said  Road  and 
property,  franchises  ami  income,  and  be  managing  and  COntroling  said 
Road  ami  administering  its  affairs,  shall  re-deliver  the  said  Road  and  the 
property  hereinbefore  mentioned  ami  described,  and  all  the  appurtenances 
of  the  said  Road,  and  all  the  property  of  every  kind  and  character  which 
may  ;it  the  time  belong  to,  or  in  any  way  be  connected  with  the  said  Road, 
together  with  the  franchises  and  income  thereof  to  the  said  party  of  the 
tir-f  part  to  be  held,  used  and  administered  by  the  party  of  the  first  part 
subject  to  all  the  rights  which  may  exist  in  favor  of  any  and  all  persons, 
under  and  by  virtue  of  the  provisions  of  the  mortgages  aforesaid  or  any 
of  them. 

And  it  is  further  agreed  by  and  between  the  parties  hereto  that  nothing 
herein  contained  shall  be  so  construed  as  to  suspend,  or  in  any  way  interfere 
with  the  rights  of  any  person  or  persons  to  proceed  to  a  foreclosure  of  any 
or  all  of  the  said  mortgages  hereinbefore  mentioned. 

In  testimony  whereof  the  Quincy  and  Chicago  Rail  Road  Company  have 
caused  their  President  to  subscribe  his  name  and  to  affix  the  corporate  seal 
of  the  Company  hereto. 

And  the  said  parties  of  the  second  part  in  evidence  of  the  acceptance 


CORPORATE  HISTORY  615 

of  the  trust  by  the  said  Deed  created,  have  also  hereunto  subscribed  their 

names  and  affixed  their  seals. 

[seal]  N.  Bushnell 

President  of  the  Quincy  &  Chicago  B.  E.  Co. 

Witnesses. 

H.  P.  Kidder 

E.  M.  Pratt 

J.  M.  Forbes  [seal] 

John  Eliot  Thayer  [seal] 

Louis  A.  Von  Hoffman        [seal] 
Trustees 

State  of  Illinois,  / 

v  SS 

County  of  Adams.  \ 

Be  it  remembered  that  on  this  27th  day  of  May  in  the  year  A.  D.  1857 
Nehemiah  Bushnell,  the  President  of  the  Quincy  and  Chicago  Eail  Eoad 
Company  who  is  personally  known  to  one  the  undersigned  Clerk  of  County 
Court  in  and  for  the  said  County  and  State  to  be  the  same  person  whose 
name  is  subscribed  to  the  foregoing  Instrument  under  seal  as  the  President 
of  said  Eail  Eoad  Company  came  before  me  and  then  and  there  acknowledged 
that  he  executed  the  same  as  the  act  and  deed  of  the  said  Eail  Eoad 
Company  duly  authorized  thereto  by  the  Board  of  Directors  thereof  and 
for  the  uses  and  purposes  therein  expressed.  In  Witness  whereof  I  have 
hereunto  set  my  hand  and  the  seal  of  the  said  Court  at  the  city  of  Quincy 
this  27th  day  of  May  A.  D.  1857. 

John  Field, 
[seal]  Clerk. 

Whereas  the  Quincy  and  Chicago  Eail  Eoad  Company  have  this  27th  day 
of  May  A.  D.  1857  executed  to  John  M.  Forbes,  John  Eliot  Thayer  and 
Louis  A.  Von  Hoffman  as  Trustees  in  the  second  Mortgage  of  the  Com- 
pany a  deed  placing  them  as  such  Trustees  in  the  possession  of  the  Eoad 
and  its  property  and  use  in  which  it  is  provided  that  certain  local  and 
operative  debts  of  the  Company  therein  referred  to  are  to  be  paid  out  of 
the  net  earnings  of  the  Eoad  in  the  manner  therein  provided,  the  following 
contains  a  more  specific  statement  of  said  debts  to  be  thus  paid — to  wit. 

P.  W.  Gates  &  Co 

William  Kidd  &  Co 

Manhattan  Oil  Co 

Higgins  &  Armstrong 

M.  G.  Moeis  &  Co. 

Vouchers  due  in  St.  Louis  &  Chicago 

Myron  Gould  Note  due  May  17th  1856 

John  Bowles  Balance  of  Note  due  Oct.  17,  1856 

Eobert  McComb  Note  due  Feby.  21st,  1857 

L.  &  C.  H.  Bull  Acceptance  due  June  9th  1857 

Howland  &  Jones  Note  due  May  30th  1857 


Open  Account 

$1082.45 

it          it 

492.00 

tt          tt 

103.63 

it          1 1 

489.23 

tt          1 1 

141.30 

510.83 

700.00 

56 

850.00 

379.00 

S57 

3500.00 

400.00 

616         CHICAGO,  BURLINGTON   &   QUINCY  RAILROAD   COMPANY 

Holland  &  Joxes  Note  due  June  29th  1857  $     434.26 

BANK  or  Quixiy  Note  due  June  2nd  1857  1004.66 

Moore  Holloavbush  &  Co.  12431.15 

L.  &  C.  H.  Bull  Open  Account               1604.44 

Company  Subscription  Notes  20.00 

Unpaid  Vouchers   (in  Treasurer's  Office  approved)  4607.03 

Vouchers  not  approved  and  unascertained 

Accounts  yet  to  come  in  Estimates  at  3000.00 

Taxes  due  and  unpaid  6395.69 
City  op  QUINCY.  taxes  of  1857  amount  not  known  but  to  be  paid 
when  ascertained 

I.  E.  Thayer  &  Brother  11058.87 
L.  Von  How-man  &  Co  460.34 

Interest  also  accrued  on  any  of  the  above  Notes  or  Accounts 
to  be  paid,  and  also  all  adjustments  and  allowances  made  on 
final  settlement  to  make  the   settlements  correct. 

49,664.88 

The  debts  herein  mentioned  are  to  be  paid  by  the  agent  of  the  Trustees 
out  of  the  oel  earnings  of  the  Road  in  the  manner  provided  in  the  Deed 
of  possession  referred  to  in  the  tir>t  part  hereof  and  no  other  existing  debts 
of  the  Quincy  and  Chicago  (late  Northern  Cross)  Hail  Road  Company 
except  as  provided  for  in  the  said  Deed  of  Trust  are  to  be  paid  by  the 
>;iid  Trustees  or  their  agents  without  special  consent  from  the  Trustees 
or  one  of  them  unless  by  the  advice  and  concurrence  of  the  legal  advisers 
of,   the  Trusl  lent  at  Quincy  whose  approval   in  a  ease  not   herein 

specially  mentioned  shall  be  a  sufficient  authority  to  the  agent  to  pay, 
compound,  compromise,  and  settle  debts  and  claims  not  enumerated  herein. 

The  Baid  debts  to  be  paid  In  the  order  our  agent  at  Quincy  may  choose. 

Witness   our    hands   and    seals   this   27th    day    of    May    A.    D.    1857. 

X.    BtTSHNELL  [seal] 

Wit   ■  ist  8. 

II.  P.  Kidder 
R.  M.  Pratt 

J.  M.  Forbes  [seal] 

John  Eliot  Thayer  [seal] 

Louis  A.  Vox  Eofpman  [seal] 
Trust, ,  $ 

Whereas  the  Quincy  and  Chicago  Bail  Road  Company,  (late  the  Northern 
Cross   Rail  Road  Company)   a  corporation  created  and  existing  under  and 

by  virtue  of  the  laws  of  the  State  of  Illinois,  by  reason  of  their  default  in 
the  non-payment  of  the  interest  which  became  due  on  the  first  day  of  Jan- 
uary last  on  their  first  and  second  mortgage  bonds  and  their  inability  to 
provide  for  the  interest  to  become  due  and  payable  on  said  bonds  on  the 
first  day  of  July  next,  have  at  the  request  of  the  undersigned  Trustees 
named  in  the  said  second  mortgage  and  in  pursuance  of  the  provision  there- 
in contained  transferred  and  delivered  into  the  said  Trustees  as  per  their 


CORPORATE  HISTORY  617 

Deed  bearing  date  the  27th  day  of  May  A.  D.  1857  the  possession  of  the 
said  Quiney  and  Chicago  Kail  Eoad  which  runs  from  the  city  of  Quincy  on 
the  Mississippi  River  to  the  town  of  Galesburg,  Knoso  County,  Illinois  in- 
cluding the  right  of  way  and  land  occupied  thereby,  together  with  the 
superstructure  and  track  thereon  and  all  the  rails  and  other  materials  used 
therein  or  procured  therefor,  bridges,  viaducts,  culverts,  fences,  depot 
grounds  and  buildings  thereon,  engines,  tenders,  cars,  tools,  materials, 
machinery,  and  all  other  property  real  and  personal  pertaining  to  said  Road 
on  the  running  and  using  thereof  together  with  the  tolls,  rents  or  income 
to  be  had,  levied  or  derived  therefrom  and  all  franchises,  rights  and  privi- 
leges of  the  said  Rail  Road  Company  of,  in,  to,  or  concerning  the  same,  to 
have  and  to  hold  and  use  the  same  for  the  uses  and  purposes  the  said  Deed 
mentioned. 

Now  Therefore  know  all  men  by  these  presents  that  we  John  M.  Forbes 
and  John  Eliot  Thayer  of  the  city  of  Boston  and  Louis  A.  Von  Hoffman 
of  the  city  of  New  York,  the  Trustees  named  in  the  second  mortgage 
in  and  by  virtue  of  the  power  in  and  by  the  said  mortgage  and  deed  con- 
ferred upon  us  do  hereby  nominate,  constitute  and  appoint  Nehemiah  Bush- 
nell  of  the  city  of  Quincy  in  the  State  of  Illinois  our  true  and  lawful  attor- 
ney in  fact,  and  agent,  and  do  also  hereby  substitute  and  depute  the  said 
Nehemiah  Bushnell  to  be  the  lawful  agent  and  sufficient  attorney  of  the 
said  Rail  Road  Company,  with  all  and  every  power  and  authority  in  our 
and  in  each  of  our  names  and  stead  as  our  lawful  agent  and  attorney  in 
fact  and  substitute  and  in  the  name  and  stead  of  the  said  Rail  Road  Com- 
pany as  the  lawful  agent  and  attorney  of  the  said  Company,  of  acting  in 
the  same  stead,  and  in  the  same  manner  and  with  the  same  extent  of  power, 
discretion  and  authority  and  for  the  same  uses,  and  purposes  granted  to 
us  in  and  by  the  said  Deed  of  the  27th  day  of  May  A.  D.  1857  and  which 
we  can  lawfully  exercise  and  delegate  and  with  full  power  and  authority  as 
our  general  agent,  attorney  in  fact  and  substitute  to  enter  upon  and  have 
the  charge,  supervision  and  management  of  all  the  property  and  business 
of  said  Road  committed  to  our  possession  and  management  in  and  by  the 
said  Deed,  and  the  receipt,  collection  and  disbursement  of  the  rents,  tolls, 
revenue  and  income  to  be  had,  levied  or  derived  therefrom  in  the  execution 
of  the  duties  and  trusts  provided  for  in  said  Deed,  and  for  that  purpose  to 
employ  such  officers,  clerks,  agents  and  others  as  he  may  deem  needful  and 
proper  to  in  the  transaction  and  carrying  on  of  the  business  of  said  road 
and  the  accomplishment  of  the  objects  intended  to  be  provided  for  by  the 
said  Deed  and  specified  therein;  and  for  that  purpose  our  said  agent,  at- 
torney in  fact  and  substitute,  is  hereby  authorized  and  empowered,  in  our 
names  and  in  the  name  of  each  of  us,  and  in  the  name,  and  as  the  agent 
and  attorney  of  the  said  Rail  Road  Company  as  may  be  lawful,  to  execute 
and  deliver  any  and  all  contracts,  agreements,  bonds  and  other  instruments 
in  writing  with  or  without  seal  which  may  in  his  discretion  be  useful  or 
proper  in  the  execution  of  the  powers,  duties  and  business  hereby  confer- 
red and  delegated  to  him.  Our  said  agent,  attorney  in  fact  and  substitute 
to  be  accountable  only  for  reasonable  diligence  in  the  management  of  the 
affairs  hereby  committed  to  him  and  not  to  be  responsible  for  the  acts  of 


1)1  S  CHICAGO,  BURLINGTON  &   QU1NCY   RAILROAD   COMPANY 

any  officer,  agent,  clerk  or  other  person  employed  by  him  when  such  officer, 
agent,  clerk  or  other  person  shall  be  employed  with  reasonable  discretion, 
hereby  ratifying  and  confirming  whatever  our  said  attorney  may  lawfully 
do  by  virtue  thereof  and  restricting  the  power  hereby  granted  to  such  acts 
as  we  are  legally  authorized  to  perform  by  virtue  of  the  said  Deed. 

In  Witness  whereof  we  have  hereunto  subscribed  our  names  and  affixed 
our  Seals  this  2nd  day  of  June  A.  D.  1857. 

I.  M.  Fokbfs    Trustee.  [SEAL] 

John  Eliot  Thayer.  [seal] 

Louis  A.  Von  Hoffman  Trustee.  [seal] 

State  of  Illinois,  ) 

r  SS 

County  or  Adams.  ) 

The    foregoing    Deed    was    acknowledged    before    me    the    undersigned    a 

Justice  of  the    Peace   in   and    for   the  County   of    Adams   and    State  of  Illinois 

dwelling  in  the  city  of  Quincy  in  tin  said  County  in  which  is  located  the 
office  of  the  Quincy  ami  Chicago  Rail  Road  Company  by  X.  Bushnell  Esq. 
the  President  of  said  Company  in  his  official  capacity  as  Mich  President 
this  the  27th  day  of  -May   A.   D.    L857. 

\Ym.   II.  Cather,  J.   I'.  [SEAL] 

SUPPLEMENTAL  AGREEMENT.  .Inn,'  l.i.  1858  The  Quincy  and  Chicago 
Railroad  Company  ami  Quincy  and  Toledo  Railroad  Company. 

Memorandum  of  an  Agreement  made  between  the  Quincy  and  Chicago 
late   the   Northern   Cross   Bail    Boad  Company,  of   the   firsl    part    ami   the 

ey  ami  Toledo  Bail  Boad  <'<>inii<iini  of  the  second  part  this  fifteenth 
day  of  June  A.  D.  1858. 

Witnesseth  Whereas  a  certain  agreement  was  made  ami  entered  into  be- 
tween tin'  party  of  the  first  part  and  .lames  \v.  Singleton  bearing  date  the 
22nd  day  of  July  A.  I).  1856  to  facilitate  the  construction  of  a  Kail  Road 
between  Camp  Point  and  the  Illinois  River  by  the  said  James  W.  Singleton 
or   his   .-.-     E  ad    which    contract    has    been    assigned    to    the    party    of   the 

second  part  hereto  who  is  now  engaged  in  the  construction  of  said  Road. 
Now  Therefori  in  order  to  adapt  the  provisions  of  said  agreement  to  the 
new  relations  established  by  a  change  of  parties  and  to  correct,  change  and 
modify  certain  of  the  provisions  therein  in  a  manner  deemed  just  and 
equitable  between  the  parties  under  existing  circumstances  it  is  by  the 
parties  hereto  mutually  agreed   and   understood. 

First.  That  so  much  of  said  agreement  as  relates  to  the  time  for  the 
completion  of  the  Road  in  said  agreement  described  from  Camp  Point  to 
the  Illinois  River  be  ami  the  same  is  hereby  modified  and  changed  as  to 
extend  the  time  for  the  completion  thereof  to  the  22nd  day  of  March  A.  D. 
1895  and  the  said  contract  as  corrected,  change*]  and  modified  by  this 
Instrument  shall  have  the  same  construction,  force  and  effect  as  if  it  had 
by  its  original  tenor  provided  for  the  completion  of  said  Road  at  the  time 
herein  mentioned. 


CORPORATE  HISTORY  619 

Second.  That  the  articles  in  the  said  agreement  numbered  Eight, 
Ten  and  Eleven  be  and  the  same  are  hereby  so  modified  and  changed  as  to 
give  to  the  said  party  of  the  first  part  forty-five  dollars  out  of  every  one 
hundred  dollars  instead  of  forty  dollars  out  every  one  hundred  dollars  and 
to  the  second  party  fifty-five  dollars  out  of  every  one  hundred  dollars  in- 
stead of  Sixty  dollars  out  of  every  one  hundred  dollars  in  the  division  of 
the  revenues  from  the  joint  business  provided  for  in  said  agreement. 

Third.  This  agreement  is  hereby  declared  to  be  made  by  way  of  Sup- 
plement to  the  said  agreement  of  the  22nd  of  July  A.  D.  1856,  which  remains 
in  full  force  and  effect  in  all  its  separate  parts  except  so  far  as  the  same 
is  corrected,  changed  or  modified  by  this  Instrument  which  is  to  be  taken 
and  construed  in  connection  with  the  said  original  agreement  in  all  eases 
affecting  the  right  of  the  parties  acquired  under  said  contract  and  this 
Supplement  thereto  subsequent  to  the  date  hereof. 

In  Witness  whereof  the  parties  hereto  have  caused  these  presents  to  be 
subscribed  and  their  Corporate  Seals  to  be  affixed  by  their  proper  officers 
the  day  and  year  first  above  written.  N.  Bushnell 

President  of  the  Quincy  &  Chicago  Eail  Eoad  Co. 
Jas.  W.  Singleton 
President  Quincy  &  Toledo  Eail  Eoad  Co. 

DECREE  OF  FORECLOSURE,  September  29,  1863,  Circuit  Court, 
Knox  County,  Illinois. 

September  Term  A.  D.  1863 
State  of  Illinois,! 


1 


ss 
Knox  County. 

Proceedings  in  Chancery  before  Hon.  Chas.  B.  Lawrence,  Judge  of  the 
Tenth  Judicial  Circuit  of  the  State  of  Illinois  in  which  is  the  said  County 
of  Knox,  at  a  court  begun  and  held  at  the  Court  House  in  the  City  of  Knox- 
ville  in  said  County  and  State,  on  the  fourth  Monday  of  September,  in  the 
year  of  our  Lord,  One  thousand,  eight  hundred  and  sixty-three,  said  Mon- 
day being  the  28th  day  of  said  month  of  said  year. 

Present,  Honorable  Charles  B.  Lawrence,  Judge. 

J.  Calvin  Cover,  Sheriff. 
Jno.  H.  Lewis,  Cleric. 
Patrick  H.  Sanford,  Master  in  Chancery. 
Court  opened  by  proclamation. 

Be  it  Remembered  that  afterwards,  towit,  on  the  29th  day  of  September 
A.  D.  1863,  being  one  of  the  Judicial  days  of  said  term  the  following  among 
other  proceedings  were  had  and  entered  of  Eecord : 
Chicago,  Burlington  and  Quincy  Eailroad  Company. 

vs. 

The  Quincy  and  Chicago  Eailroad  Co.,  the  Quincy  and  Toledo 
Eail  Eoad  Co.,  John  M.  Forbes,  Louis  A.  Von  Hoffman,  Henry  P. 
Kidder,  Nathaniel  Thayer,  Morris  Ketchum,  Jno.  J.  Knapp,  Bow- 
land  G.  Howland,  Wm.  C.  Jones,  Jno.  Van  Nortwick  and  the 
Schenectady  Locomotive  Works. 


620         CHICAGO,  BURLINGTON   &   QUINCY   RAILROAD  COMPANY 

This  day  came  the  complainants  by  their  Attorneys,  and  also  came  de- 
fendants.    The  Quincy  and  Chicago   Railroad  Company,  John  M.  Forbes, 

Louis  A.  Von  Hoffman,  Henry  I'.  Kidder.  .Nathaniel  Thayer,  Morris  Ketch- 
um,  John  J.  Knapp,  Rowland  Q.  Howland,  Wm.  C.  Jones,  John  Van  Nort- 
wick  and  the  Schenectady  Locomotive  Works,  by  their  Attorneys  and  by 
agreement,  judgment  is  entered  againBt  each  and  all  of  said  Defendants,  and 
the  complainants  :iri'  to  have  donee  of  sale  against  the  mortgaged  premises 
by  the  complainants,  in  their  Bill  of  complaint  mentioned  and  described  for 
the  amount  of  their  mortgage  and  interest.  And  also  came  the  Quincy  and 
Toledo  Railroad  Company  by  their  Attorneys,  and  this  cause,  coming  on 
for  hearing  on  Bill,  answer,  replication  and  proof's  and  the  Court  having 
heard  the  evidence  and  being  advised  in  the  premises,  the  Court  entered 
the  following  decree  herein  for  the  sale  of  said  mortgaged   premises. 


St\TE  of  Illin 

'  ,  ss 
County  of  Ki 


IXOIS.    / 
-XOX.     ) 


In  the   KnOX  County   Circuit   Court.     Sitting  in  Chancery. 

The  Chicago  Burlington  &  Quincy  Railroad  Company. 

\  s. 

The  Quincy  &  Chicago  Railroad  Company,  the  Quincy  and  Toledo 
Railroad  Company,  John  M.  Follies,  Louis  A.  Von  Hoffman,  Henry 
1'.  Kidder,  Nathaniel  Thayer,  Morris  Ketchum,  John  J.  Knapp, 
Rowland  G.  Howland,  Win.  c.  Jones,  John  Van  Nortwick  and  the 
Schenectady   Locomotive  Works. 

The  above  entitled  cause  having  this  daj   been  called  for  a  final  hearing 

upon  the  Hill  of  complaint,  ami  the  testimony  taken  aiul  filed  therein  upon 
the  stipulation  of  the  complainant  and  the  Quincy  ami  Toledo  Railroad 
Company,  also  tiled  in  said  cause,  and  upon  the  default  of  the  other  de- 
fendants, duly  taken  and  entered  therein,  and  it  appearing  to  the  satisfac- 
tion of  this  Court,  that  the  said  Defendant,  the  Quincy  and  Toledo  Rail- 
road Companj  Mate  the  Northern  Cr088  Railroad  Company)  did  make  and 
execute  on  the  first  day  of  July  in  the  year  of  our  Lord  One  Thousand, 
eight     hundred    and     fiftj   three,    and    deliver    to    John     Elliotl     Thayer    and 

Louis  P.  Von  Hoffman,  both  since  deceased,  and  the  defendant  John  M. 
Forbes,  as  trustees  for  the  holders  of  Bonds  which  mighl  be  issued  there- 
under,   its    certain    indenture   ami    d I    id'    Trust    or    Mortgage    bearing    date 

the  day  and  \  ea  r  last  aforesaid,  wherein  it  was  witnessed:  That  the  said 
Northern  Cross  Railroad  Company  as  it  was  then  styled  but  now  the  Quincy 
and  Chicago  Railroad  Company  in  order  to  secure  the  payment  of  certain 
Bonds  of  the  Northern  Cross  Railroad  Company,  then  about  to  be  issued  by 
it  to  an  amount  in  the  aggregate  of  One  .Million,  Two  Hundred  Thousand 
Dollars,  of  which  Seven  Hundred  of  the  same  were  numbered  from  one  to 
seven  hundred,  inclusive,  and  were  for  the  sum  of  Five  Hundred  Dollars 
e.nh,  those  numbered  Seven  Hundred  and  One  to  Thirteen  Hundred,  in- 
clusive, were  for  the  sum  of  One  Thousand  Dollars  each,  and  those  num- 
bered from  Thirteen   Hundied  and  one  to  Thirteen  Hundred  and  Ten   in- 


CORPORATE  HISTORY  621 

elusive,  were  for  the  sum  of  Twenty-five  Thousand  Dollars  each,  and  were 
each  of  even  date  with  said  Indenture  and  payable,  both  principal  and  in- 
terest, at  the  Office  of  Duncan  Sherman  and  Co.,  in  the  City  of  New  York 
and  the  principal  becoming  due  the  first  day  of  July  in  the  year  Eighteen 
Hundred  and  Seventy-three,  and  bearing  interest  at  the  rate  of  eight  per 
cent  per  annum,  payable  semi-annually  on  the  first  day  of  January  and 
July  in  each  year,  until  the  principal  should  be  paid,  and  in  consideration 
of  one  dollar  to  it  in  hand  paid,  the  receipt  whereof  was  thereby  acknowl- 
edged, have  granted,  bargained,  sold,  transferred  and  conveyed,  and  by 
the  said  Indenture  did  grant,  bargain,  sell,  transfer  and  convey  to  the 
Trustees,  and  to  their  successors  in  the  trust  thereby  created,  and  assigns 
all  the  following  present  and  future  to  be  acquired  property  of  said  North- 
ern Cross  Railroad  Company,  that  is  to  say: 

Their  said  road  from  Quincy  on  the  Mississippi  river  to  the  town  of 
Galesburg  in  the  said  State  of  Illinois  made  or  to  be  made,  including  the 
right  of  way  and  land  occupied  thereby,  together  with  the.  super-structure 
and  track  thereon,  and  all  the  rails  and  other  materials  used  thereon  or 
procured  therefor,  including  all  the  iron,  rails  and  other  materials  pur- 
chased or  to  be  purchased  or  paid  for  with  the  above  described  bonds  or  the 
money  obtained  therefor,  bridges,  viaducts,  culverts,  fences,  depot  grounds 
and  buildings  thereon,  engines,  tenders,  cars,  tools,  materials,  machinery, 
contracts  and  other  property,  real  and  personal,  pertaining  to  said  road 
or  to  the  using  thereof,  then  owned  or  thereafter  to  be  acquired  and  owned 
by  said  company  together  with  the  tolls,  rents  or  income  to  be  levied  or 
derived  therefrom,  all  franchises,  rights  and  privileges  of  said  Railroad 
Company,  of,  in,  to  or  concerning  the  same,  and  also  all  bonds  and  mort- 
gages, securities,  evidences  of  debt,  stock  in  other  companies  and  all  other 
valuable  things  received  or  thereafter  to  be  received  by  said  Railroad  Com- 
pany in  payment  of  its  stock. 

To  have  and  to  hold  the  said  premises  and  every  part  thereof  with  the 
appurtenances,  to  the  said  John  M.  Forbes,  Louis  Ferdinand  Von  Hoffman 
and  John  Elliott  Thayer,  trustees  as  aforesaid  and  to  their  successors  in 
said  trust  and  assigns  upon  the  following  trusts,  that  is  to  say :  That  if 
the  said  Northern  Cross  Railroad  Company  should  fail  to  pay  the  principal 
or  any  part  thereof,  or  any  of  the  interest  on  any  of  said  bonds,  at  any 
time  when  the  same  should  become  due  and  payable  according  to  the  tenor 
thereof,  when  demanded,  then  after  sixty  days  from  such  default  upon  the 
request  of  the  holder  of  said  bond,  the  Trustees  aforesaid,  their  successors 
in  said  trust  and  assigns,  might  enter  and  take  possession  of  all  or  any  part 
of  said  premises  and  as  the  attorneys  in  fact  or  agents  of  said  Northern 
Cross  Railroad  Company,  by  themselves  or  agents  or  substitutes  duly  con- 
stituted, have,  use  and  employ  the  same  as  the  said  Trustees,  their  successors 
in  the  said  trust  and  assigns,  at  their  discretion,  might,  or  on  the  written 
request  of  the  holders  of  at  least  ten  per  cent  of  the  bonds  then  unpaid, 
shall  cause  the  said  premises  or  so  much  thereof  as  should  be  necessary  to 
pay  the  principal  and  interest  of  all  such  of  said  bonds  as  might  then  be 
unpaid,  to  be  sold  at  public  Auction  in  the  City  of  Boston,  in  the  State  of 


622  CHICAGO,  BURLINGTON   &   QUINCY   RAILROAD   COMPANY 

Massachusetts,  or  in  the  City  of  New  York,  giving  at  least  Ninety  days 
notice  of  the  time  and  place  and  terms  of  such  sale,  and  of  the  specific 
property  to  be  sold,  by  publishing  the  same  in  two  Newspapers  in  good 
circulation  in  each  of  said  Cities,  and  also  in  the  City  of  Chicago,  and  also 
in  three  newspapers  if  there  be  so  many  in  good  circulation  in  the  City  of 
Quincy,  and  to  execute  to  the  purchaser  or  purchasers  thereof  a  good  and 
sufficient  deed  of  conveyance  in  fee  simple  for  the  same,  which  should  be 
a  bar  against  the  said  Northern  Cross  Railroad  Company,  their  successors 
and  assigns,  and  all  persons  claiming  under  them  of  all  right,  interest  or 
claim  in  and  to  said   premises  or  any   part   thereof. 

And  it  further  appearing  to  the  satisfaction  of  this  Court,  that  said 
bonds.  to  the  amount  of  Twelve   Hundred  Thousand   Dollars,  were  made  and 

issued  by  the  said  Northern  Cross  Railroad  Company,  under  the  security  of 

the  said  Indenture  of  Mortgage  or  Deed  of  Trust  to  the  said  Louis  Ferdi- 
nand Yon  Hoffman,  John  Elliott  Thayer  and  John  M.  Forbes,  and  are 
now  outstanding  and  unpaid,  ami  that  no  interest  on  said  bonds  has  been 
paid  since  the  first  daj  of  duly.  Eighteen  Hundred  and  Fifty-seven,  and 
that  the  amount  now  due  therefor,  principal  and  interest,  is  the  sum  of 
One  Million  Eight  Hundred  ami  Seventy  Nine  Thousand,  One  Hundred  and 
Eight   Hollars  and  twenty  six  cei 

And  it  further  appearing  from  the  account  taken  of  the  receipts  and  dis- 
bursements of  the  Trustees  in  poss  of  the  property  described  in  said 
deed  of  trust,  that  there  is  remaining  in  their  hands  a  balance  of  Twenty- 
four    Thousand,    Five    Hundred   and    S,\,nt\   one    Dollars   ami    Seventy-three 

cents  to  the  credit  of  C  mpany,  as  of  September  1st,  1863,  ami  ap- 

plicable to  tin'  payment  of  interest  on  said  Bonds,  which  amount,  it  appears 

from    said   accounts,   and   the  testimony   in   this   case  has   been   deducted    from 

the  i  ggreg  ••■  amount  of  principal  and  interesl  stated  to  be  due  upon  said 
Bi  ads,  ami  leaving  the  amount  as  above  stated,  of  Eighteen  Hundred  and 

■i  i  in-  Thousand,  One  Hundred  and  Eight  Dollars  and  Twenty  six 
cents,  due  and  unpaid.  And  it  further  appearing  to  the  court  that  the 
said  Northei  road  Company  on  the  Twenty-ninth  day  of  Nov- 

ember, Eighteen  Hundred  and  fifty-four,  did  in  due  form  execute,  acknowl- 

and  deliver  to  the  said  trustees,  bonis  Ferdinand  Von  Hoffman,  John 
Elliott  Thayer  ami  John  M.  Forbes,  as  such  Trustees,  as  aforesaid,  and  to 
their  successors  in  said  trust  and  a^-iu'iis.  a  deed  of  confirmation  of  the 
aforesaid  [ndenture,  thereby  further  assuring  to  them,  the  said  Trustees, 
their  successors  in  said  trust  and  assigns,  the  above  described  property,  and 
all  property  by  said  Company  subsequently  acquired  for  the  uses  and  pur- 
poses, and  upon  the  trusts  in  the  aforesaid  deed  of  trust  or  mortgage 
created,  specified  and  declared.  And  it  further  appearing  to  the  satisfaction 
of  this  Court,  that  the  said  John  Elliott  Thayer,  and  the  said  Louis 
Ferdinand  Yon  Hoffman,  after  the  execution  and  delivery  to  them  of 
the  aforesaid  indenture  and  before  the  commencement  of  this  suit,  departed 
this  life,  leaving  the  said  John  M.  Forbes  the  sole  surviving  Trustee  in  the 
said  mortgage  and  deed  of  trust,  and  that  the  said  defendants  Louis  A.  Yon 
Hoffman   and    Nathaniel    Thayer,   before   the    institution    of    this   suit    had 


CORPORATE  HISTORY  bZd 

been  appointed  and  continued  trustees  respectively  in  the  vacancies  created 
by  the  decease  of  the  said  Louis  Ferdinand  Von  Hoffman  and  John  Elliott 
Thayer,  by  the  said  Northern  Cross  Eailroad  Company,  and  the  said  John 
M.  Forbes  as  survivor,  in  accordance  with  the  provisions  for  that  purpose 
in  the  said  Trust  Deed  or  Mortgage  contained. 

And  it  also  appearing  that  it  was  stipulated  and  agreed  in  the  said 
trust  deed  or  indenture  of  mortgage  that  it  was  expressly  agreed  by  the 
said  Northern  Cross  Eailroad  Company,  that  in  no  case  should  any  claim 
or  advantage  be  taken  of  any  valuation,  appraisement  or  extension  laws 
by  said  company,  and  it  further  appearing  that  the  authority  of  the 
Legislature  of  the  State  of  Illinois,  the  name  of  the  said  Northern  Cross 
Eailroad  Company  has  been  changed  to  that  of  the  Quincy  and  Chicago 
Eailroad  Company,  and  that  the  said  Quincy  and  Chicago  Eailroad  Com- 
pany is  now  and  has  long  been  wholly  insolvent  and  unable  to  pay  its 
debts. 

Now  therefore,  this  cause  having  been  fully  heard  upon  the  agreement 
of  counsel  for  the  said  complainants,  and  also  on  behalf  of  the  said  de- 
fendant, the  Quincy  and  Toledo  Eailroad  Company  all  the  other  de- 
fendants having  made  default  and  not  being  heard,  it  is  ordered,  adjudged 
and  decreed,  and  this  court  by  the  power  in  it  vested,  doth  order,  adjudge 
and  decree  that  all  and  singular,  the  said  mortgaged  premises  mentioned 
and  described  in  the  said  Bill  of  complaint  and  hereinafter  particularly 
set  forth  and  described,  be  sold  at  public  Auction  to  the  highest  bidder 
for  cash  under  the  direction  of  one  of  the  Masters  in  this  Court,  unless 
previous  to  such  sale  the  defendants  or  some  of  them  pay  to  the  Solicitors 
of  the  said  complainant  or  to  the  said  Master  the  said  sum  of  One  Million 
Eight  Hundred  and  Seventy-nine  Thousand,  One  Hundred  and  Eight  Dol- 
lars and  Twenty-six  cents,  that  being  the  amount  which  this  court  doth 
adjudge  and  decree  to  be  due  and  unpaid  upon  the  said  Twelve  Hundred 
Thousand  Dollars  of  Bonds  issued  under  and  secured  by  the  said  Mort- 
gage or  Deed  of  Trust  for  principal  and  interest  together,  with  the 
interest  thereon  from  the  date  of  September  30th,  1863.  And  it  is  further 
ordered,  adjudged  and  decreed  that  the  said  sale  be  made  in  the  County 
of  Knox  and  State  of  Illinois,  at  any  time  after  thirty  days  from  the 
date  of  this  decree,  and  that  the  Master  give  four  weeks  previous  notice 
of  the  time  and  place  of  said  sale  by  a  publication  of  said  notice  in  a 
Newspaper  printed  at  Knoxville  aforesaid;  that  the  complamant  or  any 
of  the  Bondholders  or  any  of  the  parties  to  this  suit  may  become  the 
purchaser  or  purchasers  at  such  sale;  that  the  Master  execute  and  deliver 
to  the  purchaser  or  purchasers  at  such  sale  the  usual  certificate  of  sale 
and  at  the  expiration  of  the  time  for  the  redemption  of  said  premises  pro- 
vided for  by  the  statute  the  Masters  Deed  for  said  premises  in  accordance 
with  the  rules  and  practice  of  this  court  and  of  the  provisions  of  the 
statute  in  such  case  made  and  provided,  unless  said  premises  shall  have 
been  previously  redeemed  according  to  law,  and  that  the  said  Master  out 
of  the  proceeds  of  such  sale  retain  his  fees,  disbursements  and  commissions 
on  said  sale,  and  pay  the  complainant  or  its  solicitor,  first,  the  costs  of 


624         CHICAGO,   BURLINGTON  &   QUINCY  RAILROAD   COMPANY 

suit,  secondly,  that  he  pay  to  the  said  complainant  or  its  solicitor,  and 
the  other  holders  of  the  bonds  issued  under  and  secured  by  said  indenture 
of  mortgage  or  deed  of  trust,  the  amount  due  them  respectively,  for  prin- 
cipal and  interest,  upon  the  bonds  held  by  them,  if  the  said  proceeds  shall 
be  sufficient  to  pay  the  same  in  full,  and  if  not,  then  pro  rata,  according 
to  the  number  and  amount  of  said  bonds  held  by  them  respectively,  and 
thai  the  Master  take  receipt  for  the  amounts  so  paid,  and  tile  the  same 
with  his  report,  and  that  he  bring  the  surplus  moneys  arising  from  said 
sale,  if  any  there  should  be  into  this  court  without  delay,  to  abide  tha 
further  eider  of  this  court. 

And  it  is  further  ordered,  adjudged  and  decreed  that  the  said  defendants, 
and  each  of  them,  and  all  persons  claiming  under  them  or  any  of  them, 
and  all  persons  having  a  lien  or  incumbrance  of  any  form  subsequent  to 

the   date   of   the    said    mortgage    OT   deed    of    trust,   by   contract,   judgment, 

decree    or    otherwise,    upon    the    premises    and     property    described    in    and 

icd   by  the  said  mortgage  or  deed  of  trust    hereby  foreclosed,  and  his 

or  their  heirs  and  successors  and  personal  representatives  and  all  persons 

claiming  under  them  or  any  of  them  be  forever  barred  and  foreclosed  of 
all   and    from   all    equity    of    redemption    and    claims   of,    in    and    to    the   said 

mortgaged  and  deeded  premises  and  every  part  and  parcel  thereof. 

And  it   is  further  ordered,  adjudged  and  decreed  that  the  purchaser  Or 

purchasers  at  BUCh  sale  and  those  Claiming  under  such  purchaser  or  pur- 
chasers at   the  expiration  of  the  time  for   redemption  of  said   premises, 

and  Upon  the  production  of  the  Master's  deed  for  said  premises  and  a 
Certificate    from    the    Clerk    of    this    court,    after    the    report    of    said    sale 

shall  have  been  confirmed,  that  the  Bame  has  been  confirmed  according  to 

the  course  and  practice  of  this  court,  lie  let  into  the  possession  of  said 
mortgaged  premises  and  that  any  and  every  of  the  parties  to  this  suit  who 
may    lie    in    |  D    of    tlie    same    or    of    any    part    thereof   and    all    persons 

and   parties   who,   since   tiie   commencement    of   this  suit,   have   come   into 

possession    of   the   same   or   any    part    thereof,   deliver   possession   thereof  to 

such  purchaser  or  purchae 

The  description  and  particular  boundaries  of  the  property  and  premises 

authorized  and  required  to  be  sold  under  this  decree  as  set  forth  in  the 
said  mortgage  or  deed  of  trust  and  described  in  the  said  bill  of  com- 
plaint  are  as  follows,  towit; 

The  Road  of  the  said  Quincy  and  Chicago  Railroad  Company  (late  the 
Northern  Cross  Railroad  Company  i  from  the  City  of  Quincy  on  the  .Missi- 
ssippi River  to  the  Town  of  Galesburg  in  the  State  of  Illinois,  made  or 
to  be  made,  including  the  right  of  way  and  land  occupied  thereby,  to- 
gether with  the  superstructure  and  tracks  thereon,  and  all  the  rails  and 
other  materials  used  therein  or  procured  therefor,  including  all  the  iron 
rails  and  other  materials  purchased  or  to  be  purchased  or  paid  for  with 
the  above  described  Bonds  or  the  money  obtained  therefor,  bridges,  via- 
ducts, culverts,  fences,  depot  grounds  and  buildings  thereon,  engines, 
tenders,  cars,  tools,  materials,  machinery  contracts  and  all  other  property, 
real  or  personal,  pertaining  to  said  Road,  or  the  using  thereof,  now  owned 


CORPORATE  HISTORY  625 

or  hereafter  to  be  acquired  and  owned  by  said  Company,  together  with 
the  tolls,  rents  or  income  to  be  had,  levied,  or  derived  therefrom,  all 
franchises,  rights  and  privileges  of  the  said  Railroad  Company  of,  in,  to 
or  concerning  the  same,  and  also  all  bonds  and  mortgages,  securities, 
evidence  of  debt,  stock  in  other  companies  and  all  other  valuable  things 
received  or  hereafter  to  be  received  by  said  Railroad  Company  in  pay- 
ment of  their  stock,  being,  as  described  in  said  mortgage,  the  entire 
property  of  said  corporation. 

It  is  further  ordered,  adjudged  and  decreed  that  the  said  trustees  in 
possession  of  said  mortgaged  property  do  on  or  before  the  time  of  said 
sale  pay  to  the  Master,  or  to  the  solicitor  of  said  complainant;  the  said 
sum  of  Twenty-four  Thousand,  Five  Hundred  and  Seventy-one  Dollars 
and  Seventy-three  cents  to  be  distributed  among  the  holders  of  said  bonds 
secured  by  said  mortgage  or  deed  of  trust  in  the  manner  provided  for  in 
this  decree  for  the  distribution  of  the  proceeds  of  the  said  Master's  sale 
of  the  mortgaged  property. 

It  is  further  ordered,  adjudged  and  decreed  that  said  Master  after  the 
making  of  said  sale  do  ascertain  the  holders  of  said  bonds  and  the  num- 
bers and  amounts  held  by  them  respectively  and  in  case  any  of  said  bond- 
holders fail  to  appear  and  make  their  claim  for  their  share  of  the  pro- 
ceeds of  said  sale  and  of  the  moneys  ordered  to  be  paid  to  the  said  Master 
or  to  the  complainant 's  solicitor  under  this  decree,  that  then  the  said 
Master  will  report  such  fact  to  this  court,  and  bring  into  this  court  such 
unclaimed  share  or  shares,  without  delay,  to  abide  the  further  order  of 
this  court. 

C.  B.  Lawrence. 


State  of  Illinois,  ) 
Knox  County.  \ 

I,  George  L.  Hannaman,  Clerk  of  the  Circuit  Court  in  and  for  said 
County  in  the  State  aforesaid,  do  hereby  certify  the  above  and  foregoing 
to  be  a  true,  perfect  and  complete  copy  of  Decree  of  Sale  rendered  in  a 
certain  cause  heretofore  pending  in  said  Court  on  the  Chancery  side  there- 
of, wherein  the  Chicago,  Burlington  and  Quincy  Railroad  Company  was 
Complainant  and  the  Quincy  and  Chicago  Railroad  Company  and  others 
were  Defendants,  as  the  same  appears  of  record  in  my  office  in  Vol.  7,  at 
Page  373,  Chancery  Records. 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  affixed  the  seal 
of  said  Court  at  Galesburg,  this  ninth  day  of  March  A.D.  1874. 
[seal]  Geo.  L.  Hannaman,  Cleric. 


626         CHICAGO,  BCRLIXGTON   &   QUIXCY  RAILROAD  COMPANY 

MASTER'S    REPORT   OF    SALE    AND   ORDER   OF   CONFIRMATION, 
June  7,  1864. 

State  of  Illinois,  / 

y  ss 

Knox  County.         ) 

KNOX   CIRCUIT    COURT 
June  Term  A.  D.  1864. 

The  Chicago,  Burlington  &  Quincy  Hail  Road  Company 

Complainant, 
vs. 
The  Quincy  .v  Chicago  Bail  Road  Co. 
The  Quincy  &  Toledo  B.  B.  Co.  Foreclosure. 

John  ML  Forbes,  Louis  A.  You  Boffman,  Benry  1'.  Kidder,   f  In  Chancery. 
Nathaniel  Thayer,  Morris  Ketchum,  John  J.  Knapp,  Bow- 
land  J.  Bowland,  Wm.  ('.  Jones,  John  Van  Nortwick,  and 
the  Schenectady  Locomotive  Works. 

Defendants 

To  the  Hon.  c.  B;  Lawrence,  Judge  of  said  Court: 

I.    Patrick    II.   Sauford,    Master   in   Chancery   in    and   for   said   County   re- 

jiort  to  your  honor  that  under  >.V  li\  virtue  of  and  in  pursuance 

of  the  Decree  of  said   Court  filed   In   said  cause  on   the   29th   day   of  Sep- 

tember  A.  D.  1863,  I  did  on  the  30th  day  of  March  A.  D.  18G4  give  notice 

-    follows  :    to  wit  : 

'•NOT  I' 

"Masl      -  "--de  of  Quincy  &  Chicago  Railroad 

"In  Chancery 
"Notice  is  hereby  given,  that  by  virtue  of  and  in  pursuance  of  a  decree 

of  the  -aid  Tin-nit  Court  of  Knox  County  made  on  the  29th  day  of  September 

Last,   in   a   cause    in   chancery   pending   therein   the   Chicago   Burlington   & 
Quincy  Bailroad  Company;  The  Quincy  &  Toledo  Railroad  Company;  John 

M.   Follies;    Louis   A.    Vmi    IlolTman;    Benry   P.    Kidder;    Nathaniel    Thayer; 

Morris  Ketchum;  John  J.  Knapp;  Bowland  G.  Bowland;  William  c.  Jones; 
John  Van  Nortwick  and  the  Schenectady  Locomotive  works,  were  defendants, 
the  undersigned  Patrick  II.  Stanford,  .Master  in  Chancery  of  said  Court 
will  sell  at  public  auction  to  the  highest  bidder  for  cash  at  the  south  door 
of  the  Court  House  in  Knoxville  in  -aid  County  of  Knox  and  State  of 
Illinois  on  Thursday  the  28th  day  of  April  A.  D.  180-t  at  9  OCloek  in  the 
forenoon  of  that  day  the  premises  and  property  described  in  the  Mortgage 
Deed  of  the  Northern  Cross  Railroad  Company  to  John  M.  Forbes,  John 
Elliott  Thayer  and  Louis  Ferdinand  Yon  Hoffman  Trustees,  of  the  date  of 
July  1st  1853.  the  description  of  which  in  said  Mortgage  is  as  follows:  to-wit: 
'"The  railroad  of  the  Northern  Cross  Railroad  Company'  (Now  the 
Quincy  <k  Chicago  Railroad  Company),  'from  the  City  of  Quincy  on  the 
Mississippi  River  to  the  Town  of  Galesburg  in  the  said  State  of  Illinois 
made  or  to  be  made  including  the  right  of  way  and  land  occupied  thereby 


CORPORATE    HISTORY  627 

together  with  the  superstructure  and  tracks  thereon  and  all  the  rails  and 
other  materials  used  thereon  or  procured  therefor  including  all  the  iron, 
rails  and  other  materials  purchased  or  to  be  purchased  or  paid  for  with 
the  above  described  bonds  or  the  money  obtained  therefor,  bridges,  viaducts, 
culverts,  fences,  depot  grounds  and  buildings  thereon,  Engines,  Tenders, 
Cars,  Tools,  Materials,  Machinery,  Contracts,  and  all  other  property  real 
or  personal  pertaining  to  said  Eoad  or  the  using  therefor,  now  owned  or 
hereafter  to  be  acquired  and  owned  by  said  Company.  Together  with  the 
Tolls,  rents  or  income  to  be  had,  levied  or  derived  therefrom,  all  franchises, 
rights  and  privileges  of  the  said  Railroad  Company  of,  in,  to  or  concerning 
the  same;  and  also,  all  bonds  and  mortgages,  securities,  evidences  of  debt, 
stock  in  other  Companies,  and  all  the  valuable  things  received  or  hereafter 
to  be  received  by  said  Railroad  Company  in  payment  of  their  said  stock 
being  as  described  in  said  Mortgage  the  entire  property  of  said  Corporation,' 
and  that  the  suit  in  which  the  said  decree  was  made  was  brought  to  foreclose 
the  first  Mortgage  on  the  Quincy  and  Chicago  (late  the  Northern  Cross) 
Railroad,  that  at  said  sale  the  said  Complainant  or  any  other  of  the 
bondholders  secured  by  said  Mortgage  or  any  of  the  parties  to  said  suit, 
will  in  virtue  of  the  provisions  of  said  decree  be  entitled  to  bid. 

"Notice  is  also  hereby  given  that  it  is  provided  in  said  decree  that  at 
said  sale  the  Master  shall  deliver  to  the  purchaser  or  purchasers  of  said 
premises  the  usual  certificate  of  sale  and  at  the  expiration  of  the  time  for 
the  redemption  of  said  premises  provided  for  by  law,  the  Master 's  deed  for 
the  said  premises  unless  the  same  shall  have  been  before  that  time  redeemed 
according  to  law,  and  that  the  purchaser  or  purchasers  at  such  sale  and  those 
claiming  under  such  purchaser  or  purchasers  at  the  expiration  of  the  time 
for  the  redemption  of  said  premises  provided  by  law,  on  production  of  the 
Master's  Deed  and  a  certificate  from  the  clerk  of  said  court  that  the 
Master's  report  of  said  sale  has  been  confirmed  according  to  the  rules 
and  practice  of  said  Court,  shall  be  let  into  the  possession  of  said  Mortgaged 
premises  and  that  any  and  every  of  the  parties  to  said  suit  who  may  be 
in  the  possession  of  the  same  or  any  part  thereof,  and  all  persons,  who 
subsequent  to  the  commencement  of  said  suit  have  come  into  the  possession 
of  the  same  or  any  part  thereof,  deliver  possession  thereof  to  such  purchaser 
or  purchasers. 

"It  is  also  in  said  decree  provided  that  the  defendants  and  each  of  them 
and  all  persons  claiming  under  them  or  any  of  them  and  all  persons 
having  a  lien  or  incumbrance  in  any  form  subsequent  to  the  date  of  said 
Mortgage  by  Contract,  Judgment  decree  or  otherwise  upon  the  premises 
or  property  described  in  and  covered  by  said  mortgage  should  be  thereby 
foreclosed  and  his  or  their  heirs  successors  and  personal  representatives 
and  all  persons  claiming  under  them  or  any  of  them  should  be  forever 
barred  and  foreclosed  of  and  from  all  equity  of  redemption  and  claims  of, 
in  and  to  the  said  Mortgaged  premises  and  every  part  and  parcel  thereof, 

' '  Knoxville  March  26th  1864. 

"Patrick  H.  Santord 

"Master  in  Chancery" 


628         CHICAGO,  BURLINGTON   &   QUINCY  RAILROAD   COMPANY 

which  said  notice  was  thou  so  given  by  publishing  the  same  iii  the  Knox 
Republican  a  Newspaper  published  in  said  County  for  four  successive 
weeks  before  said  day  of  sale  as  will  now  fully  appeal  by  the  printers  and 
publishers  certificate  of  publication  hereto  attached. 

Thai  1  did  on  the  28th  day  of  April  A.  D.  1S64  at  the  hour  of  Nine 
o'clock  in  the  forenoon  at  the  front  door  to-wit,  the  South  door  of  the 
Court  House  in  the  City  of  Knoxville  in  said  Knox  County  by  virtue  of  said 
I1  and  in  pursuance  of  said  notice,  sell  at  public  vendee  together  and  as 

an  entirety  the  following  described  land  and  property  to-wil : 

The  premises  and  property  described  in   the   Mortgage  of  the  Northern 
as    Railroad    Company    to    John    M.    Forbes,    .John    Elliott    Thayer    and 
Louis    Ferdinand    Von    Hoffman,    Trustees   of    the   date   of   July    1,    Is:.").'}   the 
description    of    which    in    said    Mortgage    is    as    follows    to-wit: 

"The  Railroad  of  the  Northern  Cross  Railroad  Company  (now  the  Quincy 
v  • " h : . - .- 1 <_: . p  Railroad  Company)  from  the  c.t\  of  Quincy  on  the  Mississippi 
River  to  the  Town  of  Galesburg  in  the  Baid  State  of  Illinois  made  or  to  he 
made  including  the  right  of  way  ami  land  occupied  thereby,  together  with 

the  superstructures  and  tracks  thereon  and  all  tin'  rails  ami  other  materials 
i    therein   and    procured    therefor   including  all   the    iron,    rails   and   other 

materials  purchased  or  to  he  purchased  or  paid  for  with  the  above  described 
■Is  or  the  money  obtained  therefor  bridges,  viaducts,  culverts,  fences, 

depot     grounds    and    buildings    thereon,     Engines,    Tenders,    Cars,    Tools, 

Materials,   Machinery,   Contracts  and   all   other   property   real   or   personal 

pertaining    to   said    Road    or   the   usin^'    thereof,    now    owned    or   hereafter   to 

be  acquired  and  owned  by  -aid  Company,  together  with  the  tolls,  rent-  or 

income    to    be    had    levied    or    derived    therefrom,    all    franchises,    lights    and 

priveleges  of  the  said  Railroad  Company  of,  in.  to  or  concerning  the  same, 
and  also  -  *  1 1  bonds  and  mortgages,  securities,  evidences  of  debt,  stork  in  other 

Companies  and  all  the  valuable  things  received  or  hereafter  to  in-  received 
by  -.i;d  Railroad  Company  in  payment  of  their  stock  being  as  described 
in  said  Mortgage  the  entire  stock  of  said  Corporation"  to  said  Chicago, 
Burlington  &  Quincy  R.  R.  Company  said  complainant,  for  the  sum  of 
Eight   Hundred  and   fifty  thousand   Dollars  which   was   the  highest   and  best 

bid  made  for  said   premises. 

That  I  then  I   ami   delivered  to   said  Complainant   The  Chicago 

Burlington  &  Quincy   Railroad  Company  a  certificate  of  purchase  for  the 

premises  so  purchased  by  it.  which  in  the  usual  form  of  Certificates  of 
purchase  made  by  me  a-  Master  in  chancery. 

That  out  of  the  proceeds  of  said  sale  I  first  paid  to  J.  M.  Walker 
Complainant-  Solicitor  the  costs  of  this  suit  amounting  to  the  sum  of  $90.20. 
That  I  retained  for  my  fees  and  Commission  in  this  suit  as  Master  in 
Chancery  the  sum  of  $400.  That  I  paid  to  Beatty  &  Robinson,  publisl 
for  advertisiir,'  Notices  of  Sale  in  this  Case,  the  sum  of  $109.00  making 
in  all  the  sum  of  $599.20  which  being  deducted  fr^m  the  sum  of  Eight 
hundred  and  fifty-thousand  dollars  leaves  the  sum  of  Eight  Hundred  and 
forty  nine  thousand  and  four  hundred  dollars  and  eighty  cents,  to  be 
distributed  among  the  bondholders  of  said  Bonds,  That  said  complainant, 
The    Chicago    Burlington    &    Quincy    Rail    Road    Company    own    and    hold 


CORPORATE  HISTORY  629 

all  of  the  bonds  mentioned  in  said  Decree  of  sale  except  Eight  of  said 
Bonds  of  $1,000,  owned  by  parties  unknown  to  me  as  appears  of  the 
affidavit  of  J.  F.  Joy  herewith  filed.  The  Trustees  of  the  Bondholders  have 
paid  to  me  $169.54  the  amount  of  the  $24,571.73  and  interest  on  same 
which  the  owners  of  the  eight  outstanding  Bonds  are  entitled  to  draw 
under  said  Decree. 

Complainant  has  also  paid  to  me  the  sum  of  $5,670.67  the  amount  of 
the  purchase  money,  less  the  costs,  belonging  to  the  owners  of  said  Eight 
outstanding  bonds,  which  said  sums  of  money  so  paid  to  me,  I  herewith 
bring  into  Court  subject  to  the  further  order  of  this  Court. 

Patrick  H.  Sanford, 

Master  in  Chancery 

State  of  Illinois,  ) 
Knox  County.         \ 

KNOX   CIRCUIT   COURT 
June  Term  A.  D.  1864. 
The    Chicago,    Burlington    &    Quincy    Railroad    Company, 

Complainant. 
vs. 
The  Quincy  &  Chicago  Railroad  Company,  John  M.  Forbes, 
Louis  A.  Von  Hoffman,  Henry  P.  Kidder,  Nathaniel  Thayer, 
Morris  Ketchum,  John  J.  Knapp,  Rowland  G.  HowLand, 
Wm.  C.  Jones,  John  Van  Nortwick  and  The  Schenectady 
Locomotive    Works, 

Defendants 

And  now  comes  Patrick  H.  Sanford  Master  in  Chancery  in  and  for  said 
County  files  in  said  Court,  his  report  of  sale  in  said  cause  made  and  the 
Court  being  sufficiently  advised  of  and  concerning  the  same  it  is  ordered 
adjudged  and  decreed  by  this  Court  that  said  report  of  sale  be  in  all 
things  confirmed  and  approved  and  this  cause  continued. 
June  7th,  A.  D.  1864. 

C.  B.  Lawrence 

MASTER'S  DEED— July  30,  1865  to  Chicago,  Burlington  &  Quincy  Rail- 
road  Company. 

No.  44684. 

Filed  for  Record  November  9th  A.D.  1865  at  10  A.M. 

This  Indenture,  made  this  thirtieth  day  of  July  in  the  year  of  our  Lord 
One  Thousand,  Eight  Hundred  and  Sixty-five,  between  Edward  P.  Williams 
of  Galesburg,  in  the  County  of  Knox,  and  State  of  Illinois,  Master  in 
Chancery  of  the  Knox  County  Circuit  Court  in  and  for  said  County  of 
Knox  and  State  of  Illinois,  successor  in  said  office  of  Patrick  H.  Sanford, 
former  Master  in  Chancery  of  said  Court,  who  made  sale  of  the  premises 
hereinafter  described  and  conveyed,  on  the  28th  day  of  April  A.D.  1864, 


Foreclosure 
in  Chancery. 


630         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

party  of  the  first  part  and  the  Chicago,  Burlington  and  Quincy  Railroad 
Company,  a  corporation  duly  incorporated  and  organized  under  and  by 
virtue  of  the  Laws  of  the  State  of  Illinois,  party  of  the  second  part. 

Wh<  reas,  at  a  session  of  the  Circuit  Court  of  Knox  County  held  in  the 
Court  House  at  Knoxville  in  the  said  County  of  Knox  and  State  of  Illinois, 
at  the  September  Term  of  said  Court,  towit: — on  the  twenty-ninth  day 
of  September  in  the  year  of  our  Lord,  one  thousand  eight  hundred  and 
sixty-three,  it  was  among  other  things  ordered,  adjudged  and  decreed  by 
said  Court  in  a  certain  cause  then  pending  in  said  Court  on  the  Chancery 
side  thereof,  between  the  Chicago,  Burlington  and  Quincy  Railroad  Com- 
pany, Complainant,  and  against  the  Quincy  and  Chicago  Railroad  Com- 
pany, The  Quincy  and  Toledo  Railroad  Company,  John  M.  Forbes,  Louis  A. 
Von  Hoffman,  Henry  P.  Kidder,  Nathaniel  Thayer,  Morris  Ketehum,  John 
J.  Knapp,  Rowland  G.  Howland,  William  C.  Jones,  John  Van  Nortwick 
and  the  Schenectady  Locomotive  Works,  Defendants,  thai  the  said  De- 
fendants or  some  of  them  pay  to  said  Complainant  or  to  its  solicitors  the 
sum  of  one  million,  eight  hundred  and  seventy  nine  thousand  one  hundred 
and  eighl  26/100, — that  living  the  amount  adjudged  to  be  due  upon  and 
secured  by  the  mortgage,  to  foreclose  which  said  suit  was  instituted,  with- 
in thirty  days  from  the  date  of  said  decree,  and  that  in  default  of  such 
payment  thai  said  mortgaged  premises  or  so  much  of  them  as  might  be 
necessary  be  sold  at  public  vendue  at  the  front  door  of  the  Court  House 
in  the  City  of  Knoxville  in  said  County  of  Knox  by  and  under  the  direction 

of  the    Master   of  said   Court,   the   said    Master    firsl    having   given    notice  of 

the  time  and  place  and  terms  of  said  sale  as  required  by  law. 

And  ll'li' nns  the  said  Patrick  II.  Sanford,  the  then  Master  in  Chancery 
of  said  Court,  in  pursuance  of  said  order  and  decree  of  the  said  Court 
of  Chancery  did,  on  the  twenty-eighth  day  of  April  A.D.  1864  sell  at 
public  Auction  at  the  front  door  of  the  Court  House  in  the  City  of  Knox- 
ville in  said  County  of  Kno\  the  said  mortgaged  premises  hereinafter 
particularly  described,  having  lirst  given  previous  notice  of  the  time,  place 
and  terms  of  Sale,  as  required  by  Law,  at  which  Sale  the  said  premises 
were  struck  off  to  the  said  Chicago,  Burlington  and  Quincy  Railroad  Com- 
pany,  the  said  party  of  the  second  part  to  these  presents,  for  the  sum  of 
Eight  Hundred  and  Fifty  Thousand  Dollars  ($850,000.),  that  being  the 
highest  sum  bid  for  the  same. 

And  Whereas  more  than  fifteen  months  have  elapsed  since  the  said  Sale 
was  made  and  the  said  premises  have  not  nor  any  part  thereof  been  re- 
deemed, and  the  time  for  such  redemption  having  now  expired  and  the 
said  second  party  in  virtue  of  said  decree  and  under  the  laws  of  the  said 
State  of  Illinois  being  entitled  to  a  Deed  of  said  premises  hereinafter 
more  particularly  described: 

Now  Therefore,  this  indenture  witnesseth,  That  the  said  Edward  P. 
Williams,  Master  in  Chancery  as  aforesaid,  and  party  of  the  first  part  to 
these  presents,  in  order  to  carry  into  effect  the  said  sale  so  made  as 
aforesaid  in  pursuance  of  the  said  decree  and  also  by  virtue  of  the  statute 
in  such  case  made  and  provided,  and  in  consideration  of  the  premises  and 


CORPORATE  HISTORY  631 

of  the  said  sum  of  Eight  Hundred  and  Fifty  Thousand  Dollars  paid  by 
the  said  party  of  the  second  part  to  the  said  Patrick  H.  Sanford,  former 
Master  in  Chancery  of  said  Court,  the  receipt  whereof  is  hereby  confessed 
and  acknowledged,  hath  granted,  bargained  and  sold,  aliened,  released, 
conveyed  and  confirmed,  and  by  these  presents  doth  grant,  bargain  and 
sell  alien,  release,  convey  and  confirm  unto  the  said  party  of  the  second 
part  and  to  its  successors  and  assigns  forever  all  and  singular  those 
certain  premises,  railroad  and  property  situated  in  the  State  of  Illinois 
and  described  as  follows,  towit : 

The  Railroad  of  the  Northern  Cross  Railroad  Company  (now  the  Quincy 
and  Chicago  Railroad  Company)  from  the  City  of  Quincy  on  the  Mis- 
sissippi River  to  the  Town  of  Galesburg  in  the  State  of  Illinois,  made  or 
to  be  made,  including  the  right  of  way  and  land  occupied  thereby,  together 
with  the  superstructure  and  tracks  thereon  and  all  the  rails  and  other 
materials  used  therein  or  procured  therefor,  including  all  the  iron  rails  and 
other  materials  purchased  or  to  be  purchased  or  paid  for  with  the  above 
described  bonds  or  the  money  obtained  therefor,  bridges,  viaducts,  cul- 
verts, fences,  depot-grounds  and  buildings  thereon,  engines,  tenders,  cars, 
tools,  materials,  machinery,  contracts  and  all  other  property,  real  or  per- 
sonal, pertaining  to  said  road  or  the  using  thereof,  now  owned  or  here- 
after to  be  acquired  and  owned  by  said  Company,  together  with  the  tolls, 
rents  or  income  to  be  had,  levied  or  derived  therefrom,  all  franchises,  rights 
and  privileges  of  said  Railroad  Company  of,  in,  to  or  concerning  the 
same,  and  also  all  bonds  and  mortgages,  securities,  evidences  of  debt, 
stock  in  other  companies,  and  all  other  valuable  things  received  or  here- 
after to  be  received  by  said  Railroad  Company  in  payment  of  their  stock, 
being,  as  described  in  said  mortgage,  the  entire  property  of  said  corpo- 
ration. Together  with  all  and  singular  the  rights,  titles,  franchises,  pri- 
vileges, hereditaments  and  appurtenances  to  the  same  belonging  or  in  any- 
wise appertaining. 

To  Have  And  To  Hold  the  said  premises  above  described  and  hereby 
intended  to  be  granted  and  conveyed  unto  the  said  party  of  the  second 
part,  its  successors  and  assigns,  to  its  and  their  proper  use  and  benefit 
forever. 

In  Witness  Whereof,  the  said  party  of  the  first  part,  Master  in  Chancery, 
as  aforesaid  has  hereunto  set  his  hand  and  seal  the  day  and  year  first  above 
written. 

E.  P.  Williams  [Seal] 

U.  S.  Rev.  Master  in  Chancery  in  and  for  Knox  County  and 

Stamps  State  of  Illinois. 

$850 

State  of  Illinois,  "] 
Knox  County  Lss. 

City  of  Galesburg.  J 

I,  J.  B.  Boggs,  a  Notary  Public  in  and  for  said  County,  do  hereby 
certify  that  on  this  day  personally  appeared  before  me  Edward  P.  Williams, 


632         CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD   COMPANY 

Master  in  Chancery  in  and  for  said  County  who  is  personally  known  to 
me  to  be  the  same  person  whose  name  is  subscribed  as  such  Master  in 
Chancery  to  the  foregoing  Deed  of  Conveyance,  and  acknowledged  that  he 
did  as  such  Master  in  Chancery  execute  said  Deed  of  Conveyance  for  the 
uses  and  purposes  therein  expressed. 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  affixed  my  official 
seal  at  Galesburg,  in  said  County,  this  8th   day  of  November  A.D.   1865. 

J.  B.  Boggs 
[seal]  Notary  Public 


State  of  Illinois, 
Knox  County. 


[  ss. 


I,  George  L.  Kannaman,  Clerk  of  the  Circuit  Court,  and  ex-officio  Ee- 
corder  in  and  for  said  County,  in  the  State  aforesaid,  do  hereby  certify 
that  the  annexed  is  a  true  copy  of  the  record  of  a  certain  Master's  Deed 
and  certificate  thereto  attached,  filed  in  my  office  on  the  9th  day  of  Novem- 
ber A.D.  1865,  as  Document  No.  44684,  and  recorded  in  Volume  65  of 
Deeds  at  page  157. 

In  Testimony  Whereof,  I  have  hereunto  set  my  hand  and  affixed  my 
official  seal,  at  Galesburg,  this  14th  day  of  April  A.D.  1874. 

Geo.  L.  Hannaman,  Clk. 
[Seal]  per  J.  H.  Eewes,  Dep. 


THE  QUINCY  RAIL  ROAD  BRIDGE 

COMPANY 

The  Railroad  Bridge  at  Quincy  was  originally  built  by  a 
private  corporation.  The  first  movement  in  that  direction  was 
in  1853,  by  citizens  of  Quincy  who,  of  date  February  10,  1853, 
secured  a  Special  Act  of  the  Illinois  Legislature  authorizing 
Nehemiah  Bushnell  and  others  to  incorporate  by  the  name  of 
"The  Railroad  Bridge  Company,"  and  to  build  a  railroad 
bridge  at  Quincy,  with  power  to  unite  and  consolidate  its 
franchise  and  property  with  any  railroad  company  or  bridge 
company  in  Illinois  or  Missouri,  and  to  sell  or  lease  the  bridge, 
which  was  to  be  completed  within  six  years. 

Of  date  February  15,  1865,  the  Act  of  1853  was  "revived 
and  re-enacted,"  and  the  time  limit  for  completing  the  bridge 
was  extended  five  years. 

In  1866,  the  Chicago,  Burlington  &  Quincy  Company,  having 
acquired  the  Northern  Cross  Road  from  Galesburg  to  Quincy, 
and  desiring  to  connect  with  the  Hannibal  &  St.  Joseph  Road, 
which  was  then  being  completed  to  Kansas  City,  authorized 
James  F.  Joy  to  acquire  from  Bushnell  and  others  the  franchise 
for  a  bridge  which  had  been  granted  to  them  by  the  Illinois 
Legislature. 

The  assignment  of  this  franchise  was  of  date  November  18, 
1866,  to  James  F.  Joy  and  Warren  Colburn,  as  individuals. 

Meantime,  legislation  was  necessary  in  the  State  of  Missouri. 

By  an  Act  of  the  Missouri  Legislature  approved  March  19, 
1866,  the  powers  and  duties  of  corporations  were  prescribed, 
and  by  another  Act  approved  on  the  same  date,  corporations 
for  the  purpose  of  constructing  bridges  over  streams  or  any 
part  of  streams  within  the  State,  were  authorized,  with  power 
to  issue  bonds  and  to  consolidate  with  any  other  Bridge 
Company. 

Following  this,  a  Bridge  Company  was  formed  by  citizens  of 
Marion  County,  Missouri,  under  Articles  of  Incorporation  dated 
March  28,  1866,  with  the  name  "The  Quincy  Bridge  Company." 

633 


634         CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

The  Company  in  Illinois  and  that  in  Missouri  both  having 
power  to  consolidate,  proceeded  at  once  to  adopt  Articles  of 
Consolidation  between  The  Railroad  Bridge  Company  of  Illinois 
and  The  Quincy  Bridge  Company  of  Missouri.  These  Articles 
were  dated  November  20,  1866,  being  signed  on  behalf  of  the 
Illinois  Company  by  James  P.  Joy  and  Warren  Colburn,  As- 
signees of  the  Franchise  of  that  Company.  The  name  adopted 
for  the  consolidated  Company  was  "The  Quincy  Rail  Road 
Bridge  Company."' 

Meantime,  of  date  July  25,  1866,  an  Act  of  Congress  was 
passed  which  provided  as  follows: 

"It   shall  be  lawful  for   any   person   or  persons, 
company  or  corporation,  having  authority  from  the 
States  of  Illinois   and  Missouri  for  such   purposes, 
to   build  a   bridge  across  the  Mississippi  River   at 
Quincy,  Illinois,  and  to  lay  on  and  over  said  bridge, 
railway  tracks,  for  the  more  perfect  connection  of 
any   railroads   that   are  or   shall   be   constructed   to 
the  said  river  at  or  opposite  said  point." 
Of  date  June  15,  1866,  Congress  also  passed  an  Act  that  all 
railroads  and   bridges  operated  between  two  states  were  de- 
clared to  be  post  roads. 

Work  was  begun  on  the  Bridge  in  January,  1867,  and  it  was 
opened  for  traffic  November  9,  1868. 

Doubt  having  arisen  regarding  the  legality  of  the  acts  of  Joy 
and  Colburn,  the  Legislature  of  Illinois,  by  an  Act  approved 
February  8,  1867,  legalized  and  confirmed  the  consolidation. 

Of  date  November  20,  1866,  The  Quincy  Rail  Road  Bridge 
Company  made  a  joint  Lease  of  its  bridge  to  the  Chicago,  Bur- 
lington &  Quincy,  the  Toledo.  Wabash  and  Western,  and  the 
Hannibal  and  St.  Joseph  Companies,  giving  to  said  railroad  com 
panies  full  charge  of  the  construction  and  operation  of  the 
bridge. 

Of  date  January  1,  1869,  a  Lease  of  the  Bridge,  in  perpetuity, 
was  made  to  the  same  three  Railroad  Companies  for  an  annual 
rental  of  $175,000,  and  of  date  July  1,  1873,  a  Supplemental 
Agreement  was  made  between  the  same  parties. 

The  Bridge  was  operated  from  the  date  of  its  completion  in 
1868,  until  February  1,  1875,  by  the  three  railroad  companies 


CORPORATE  HISTORY  635 

named,  as  joint  lessees,  at  which  time  the  Wabash  Company 
dropped  out,  and  from  that  time  until  July  1,  1900,  it  was 
operated  by  the  Chicago,  Burlington  &  Quincy  and  the  Hanni- 
bal &  St.  Joseph,  as  joint  tenants.  From  July  1,  1900  to  Decem- 
ber 1,  1903,  it  was  operated  by  the  Chicago,  Burlington  &  Quin- 
cy as  sole  lessee,  and  since  that  time  by  that  Company  as  owner, 
conveyance  having  been  made  to  it  by  deed  in  fee  simple  of  that 
date. 

Pursuant  to  a  resolution  of  the  directors,  of  date  October  7, 

1897,  the  work  of  rebuilding  the  Quincy  Bridge  was  undertaken 
by  the  lessors.  Work  was  commenced  in  July,  1897,  and  the 
new  bridge  was  completed  (except  the  draw-span)  on  June  18, 

1898.  Work  was  discontinued  in  1898  and  resumed  late  in  1901 
and  work  entirely  completed  in  the  fall  of  1902. 

Under  authority  and  permission  of  the  War  Department, 
seven  of  the  spans  at  the  east  end  of  the  bridge  were  filled  and 
not  rebuilt.  A  highway  attachment  was  included  in  the  recon- 
struction of  the  bridge,  this  being  opened  September  10,  1899. 
In  connection  with  the  reconstruction  of  the  bridge,  the  Bur- 
lington Company  changed  the  approach  on  the  east  by  building 
an  additional  track,  1.78  miles  in  length,  commencing  at  the 
east  end  of  the  main  bridge  and  extending  thence  in  a  southerly 
direction  across  Bay  and  Tow  Head  Islands,  and  crossing  Quin- 
cy Bay  on  a  new  bridge  at  the  south  end  of  the  last  named 
island,  thence  to  a  connection  with  the  former  lines  in  the  city 
of  Quincy.  This  line  was  constructed  under  a  contract  and 
agreement  with  the  city  of  Quincy. 

ACT  OF  LEGISLATURE 

Approved  February  10,  1853. 
AN  ACT  to  incorporate  the  Quincy  Bridge  Company. 

Section  1.  Be  it  enacted  by  the  People  of  the  State  of  Illinois,  repre- 
sented in  the  General  Assembly,  That  Nehemiah  Bushnell,  Samuel  Holmes, 
John  Wood  and  James  M.  Pitman,  their  associates,  successors,  heirs  and 
assigns,  be  and  they  are  hereby  created  a  body  corporate,  by  the  name 
and  style  of  "The  Bailroad  Bridge  Company",  with  power  to  build, 
maintain  and  use  a  railroad  bridge  over  the  Mississippi  river,  or  that 
portion  within  the  jurisdiction  of  the  State  of  Illinois  at  or  near  Quincy, 
in  such  manner  as  shall  not  materially  obstruct  or  interfere  with  the 
free  navigation  of  said  river,  and  to  connect  by  railroad  or  otherwise 
such  bridge  with  any  railroad,  either  in  the  State  of  Illinois  or  Missouri. 


636         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

terminating  at  or  near  said  point,  to  unite  and  consolidate  its  franchises 
and  property  with  any  and  all  bridge  or  railroad  companies,  in  either 
of  said  States;  to  fix  the  amount  of  capital  stock;  to  divide,  transfer 
and  increase  the  same;  to  borrow  money  and  pledge  or  mortgage  its 
property  and  franchises;  to  condemn,  according  to  law,  property  for  the 
uses  and  purposes  of  said  company;  to  contract  bargain  and  agree  with 
any  such  railroad  companies  for  and  in  the  construction  and  maintenance 
of  such  bridge;  to  sell  or  lease  said  bridge  or  the  use  of  the  same,  or  the 
franchises  of  said  company,  to  any  companies  or  corporations:  Provided, 
that  said  company  shall  commence  said  bridge  within  three  years,  and 
shall  complete  the  same  within   six  years  from   the  passage  of  this  act. 

§  2.  This  act  to  take  effect  and  he  in  force  from  and  after  its  pas- 
sage. 

Approved  February  10,  1853. 

Privatt   Laws  Illinois  1853,  Pagt  576. 

ACT  OF  LEGISLATURE 
Approved  February  15,  1865. 

AN    ACT   to   revive  an   act    entitled   "An    Act    to    incorporate   the   Quincy 
Bridge    Company,"    approved    February    10,    1853. 

Section  1.  Be  it  enacted  by  tin  People  of  the  State  of  Illinois,  repre- 
sented  in  tin  General  Assembly,  Thai  the  ad  in  the  title  hereof  mentioned 
is  hereby  revived  and  re  enacted,  and  the  time  limited  for  the  commence- 
ment of  the  construction  of  said  bridge  is  hereby  extended  five  years 
from  the  passage  of  this  act. 

2.  The  said  corporation  hereby  revived,  together  with  all  incorpora- 
tions with  which  it  may  hereafter  consolidate  or  connect,  shall  be  sub- 
ject to  such  regulations  in  regard  to  the  tariff  on  passengers  and  freight, 
as  may  be  prescribed  by  any  law  of  the  General  Assembly  of  this  State. 

§  3.  This  act  shall  be  deemed  a  public  act,  and  shall  take  effect  from 
and    after    its    passage. 

Approved  February   L5,   lv>-. 

Primate  Laws  Illinois  1865,  Vol.  1,  Page  194. 

ACT   OF   GENERAL   ASSEMBLY   OF   MISSOURI 

Approved  March  19th,  1866. 

THE  LAWS  OF  MISSOURI. 

An  Act  Concerning  Private  Corporations. 

chapter  69. 

OF  THEIR  GENERAL  POWERS  AND  LIABILITIES. 

Be  it  enacted  brj  the  General  Assembly  of  the  State  of  Missouri,  as 
follows : 

Section  1.  Every  corporation,  as  such,  has  power:  first,  to  have  suc- 
cession by  its  corporate  name,  for  the  period  limited  in  its  charter,  and 


CORPORATE  HISTORY  637 

when  no  period  is  limited,  for  twenty  years;  second,  to  sue  and  be  sued, 
complain  and  defend,  in  any  court  of  law  or  equity;  third,  to  make  and 
use  a  common  seal,  and  alter  the  same  at  pleasure;  fourth,  to  hold,  pur- 
chase, mortgage  or  otherwise  convey  such  real  and  personal  estate  as  the 
purposes  of  the  corporation  shall  require,  not  exceeding  the  amount 
limited  in  its  charter,  or  the  law  creating  it,  and  also  to  take,  hold  and 
convey  such  other  property,  real,  personal,  or  mixed,  as  shall  be  neces- 
sary or  requisite  for  such  corporation  to  acquire  in  order  to  obtain  or 
secure  the  payment  of  any  indebtedness  or  liability  belonging  to  the 
corporation;  fifth,  to  appoint  such  subordinate  officers  and  agents  as  the 
business  of  the  corporation  shall  require,  and  to  allow  them  a  suitable 
compensation;  sixth,  to  make  by-laws,  not  inconsistent  with  existing 
law,  for  the  management  of  its  property,  the  regulation  of  its  affairs, 
and  for  the  transfer  of  its  stock;  seventh,  to  increase  or  diminish,  (by  a 
vote  of  its  stockholders,  cast  as  its  by-laws  may  direct)  the  number  of 
its  directors  or  trustees  to  not  less  than  three  nor  more  than  thirteen,  and 
may  in  like  manner  change  its  corporate  name  without  anywise  affecting 
its  rights,  privileges  or  liabilities;  such  changes  of  name  or  number  of 
directors  or  trustees  shall  take  effect  and  be  in  force  from  the  date  at 
which  the  president  or  secretary  of  such  corporation  shall  file  with  the 
Secretary  of  State  an  affidavit  setting  forth  the  name  adopted  or  the 
number  of  directors  or  trustees  fixed,  together  with  the  date  at  which 
such  change  in  name  or  number  of  directors  or  trustees  was  voted  by 
the  stockholders  of  such   corporation. 

§  2.  Whenever  any  corporation  shall  be  organized  under  the  laws 
of  this  State,  it  shall  be  the  duty  of  the  officers  of  said  corporation  to 
file  with  the  Secretary  of  State  a  copy  of  the  articles  of  association 
or  incorporation,  and  a  corporate  existence  of  such  corporation  shall 
date  from  the  time  of  filing  such  copy  of  such  articles,  and  a  certificate 
of  the  Secretary  of  State,  under  the  seal  of  the  State,  that  said  corpora- 
tion has  become  duly  organized,  shall  be  taken  by  all  courts  of  this 
State  as  evidence  of  a  corporate  existence  of  such  corporation.  Any 
private  or  public  corporation  may  increase  its  capital  stock  to  any 
amount,  not  exceeding  double  the  amount  of  their  authorized  capital,  by 
holding  an  election  of  the  stockholders  in  conformity  with  the  by-laws 
thereof,  and  if  at  such  election  a  majority  of  the  stockholders  shall 
vote  for  the  increase  of  stock,  the  same  may  be  increased  by  a  vote  of 
the  board  of  directors,  trustees  or  other  business  managers  of  such  cor- 
poration, and  upon  such  increase  of  stock  being  made  in  accordance  with 
the  by-laws,  the  date,  amount  and  subscription  for  such  new  stock  shall 
be  returned  to  the  office  of  Secretary  of  State,  and  from  the  time  the 
same  is  filed  the  increase  of  stock  shall  become  a  part  of  the  capital 
thereof. 

$  3.  The  powers  enumerated  in  the  preceding  section  shall  vest  in 
every  corporation  that  shall  hereafter  be  created  or  organized. 

§  4.  In  addition  to  the  powers  enumerated  in  the  first  section  of 
this  chapter,  and  to  those  expressly  given  in  its  charter,  or  in  the  act 
under  which   it   is  incorporated,  no  corporation  shall  possess   or  exercise 


638         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

any  corporate  powers,  except  such  as  shall  be  necessary  to  the  exercise 
of  the  powers  enumerated  or  given. 

§  5.  When  the  corporate  powers  of  any  corporation  are  directed,  by 
its  charter,  or  the  provisions  of  this  law,  to  be  exercised  by  any  particu- 
lar body  or  number  of  persons,  a  majority  of  such  body  or  persons,  if 
it  he  not  otherwise  provided  in  the  charter  or  law  creating  it,  shall  be 
a  sufficient  number  to  form  a  board  for  the  transaction  of  business,  and 
every  decision  of  a  majority  of  the  persons  duly  assembled  as  a  board, 
shall  l>e  valid  as  a  corporate  act. 

$  6.  Parol  contracts  may  In'  binding  upon  aggregate  corporations, 
if  made  by  an  agent,  duly  authorized  by  a  corporate  vote,  or  under  the 
general  regulations  of  the  corporation,  and  contracts  may  be  implied, 
on  the  part  of  such  corporations,  from  their  corporate  acts,  or  those  of  an 
agent  whose  powers  are  of  a  general  character. 

7.  The  first  meeting  of  all  corporations  shall,  unless  otherwise  pro- 
vided for  in  their  acts  of  incorporation,  be  called  by  a  notice,  signed 
by  some  one  or  more  of  the  persona  named  as  corporators  in  the  act  of 
incorporation,  and  setting  forth  the  time,  plan'  and  purposes  of  the 
meeting;  and  such  notice  shall,  seven  days  at  least  before  the  meeting, 
be  delivered  to  each  member,  or  published  in  some  newspaper  of  the 
county  where  tin'  corporation  may  he  established,  or  if  there  be  no  such 
newspaper,  then   in   the   nearest    newspaper. 

§  8.  Whenever,  for  want  of  sufficient  by-laws  for  the  purpose,  or  of 
officers  duly  authorized,  pr  from  the  neglect  or  refusal  of  such  officers, 
or  from  other  legal  impediments,  a  legal  meeting  of  any  corporation  can- 
not otherwise  be  called,  any  justice  of  the  peace  in  the  county  where  it 
Lesirable  to  hold  such  meeting,  or  where  such  corporation  is  estab- 
lished, if  it  he  local,  may,  on  a  written  application  of  two  or  more  mem- 
hers  thereof,  i^sue  a  warrant  to  either  of  said  members,  directing  him 
to  rail  a  meeting  of  such  corporation,  by  giving  such  notice  as  is  required 
in  the  preceding  section. 

§  9.  Whenever  any  meeting  of  any  corporation  shall  he  called,  by 
warrant  from  a  justice  of  the  peace,  the  person  to  whom  such  warrant 
is  directed  may  call  the  meeting  to  order,  and  preside  therein,  until  a 
presiding  officer  is  chosen  and  qualified,  if  there  he  no  officer  present 
whose  duty  it  may  be  to  preside. 

$  10.  When  all  the  members  of  a  corporation  shall  lie  present  at  any 
meeting,  however  called  or  notified,  and  shall  sign  a  written  consent 
thereto  on  the  record  of  such  meeting,  the  acts  of  such  meeting  shall  he 
as  valid  as  if  legally  called  and  notified. 

$  11.  If  any  execution  shall  have  been  issued  against  the  property 
or  effects  of  a  corporation,  and  if  there  cannot  be  found  whereon  to  levy 
such  execution,  then  such  execution  may  lie  issued  against  any  of  the 
stockholders  to  an  extent  equal  in  amount  to  the  amount  of  stock  by 
him  or  her  owned,  together  with  any  amount  unpaid  thereon;  Provided 
always,  that  no  execution  shall  issue  against  any  stockholder  except 
upon  an  order  of  the  court  in  which  the  action,  suit  or  other  proceeding 
shall  have  been  brought  or  instituted,  made  upon  motion  in  open  court 


CORPORATE  HISTORY 


639 


after  sufficient  notice  in  writing  to  the  persons  sought  to  be  charged; 
and  upon  such  motion,  such  court  may  order  execution  to  issue  accord- 
ingly. 

§  12.  The  clerk  or  other  officer  having  charge  of  the  books  of  any 
corporation,  on  demand  of  any  officer  holding  any  execution  against  the 
same,  shall  furnish  the  officer  with  the  names,  places  of  residence,  (so 
far  as  to  him  known,)  and  the  amount  of  liability  of  every  person  liable 
as  aforesaid. 

§  13.  The  board  of  directors,  trustees  or  other  body  of  persons  law- 
fully exercising  the  corporate  powers  of  any  corporation,  may  require 
the  subscribers  to  the  capital  stock  of  the  company  to  pay  the  amount 
by  them  respectively  subscribed  in  such  manner,  and  in  such  install- 
ments as  may  be  required  by  the  by-laws.  If  any  stockholder  shall 
neglect  to  pay  any  installment,  as  required  by  a  resolution  of  the  board 
of  directors,  or  persons  exercising  the  corporate  powers  of  such  corpora- 
tion, the  directors  or  other  persons  exercising  such  corporate  powers,  may 
declare  his  stock  and  all  previous  payments  forfeited  to  the  use  of  the 
company;  but  no  stock  shall  be  forfeited  until  they  shall  have  caused 
a  notice  in  writing  to  be  served  on  him  personally,  or  by  depositing  the 
same  in  the  postoffice,  (properly  directed  to  him,  at  the  postoffice  nearest 
his  usual  place  of  residence,)  stating  that  he  is  required  to  make  such 
payment,  at  the  time  and  place  specified  in  said  notice,  and  that,  if  he 
fails  to  make  the  same,  his  stock,  and  all  previous  payments  thereon,  will 
be  forfeited  for  the  use  of  the  company,  which  notice  may  be  served 
as  aforesaid,  at  least  sixty  days  previous  to  the  day  on  which  such  pay- 
ment is  required  to  be  made. 

§  14.  The  stock  of  every  company  formed  under  this  act,  shall  be 
deemed  personal  estate,  and  shall  be  transferable  in  the  manner  pre- 
scribed by  the  laws  of  the  company;  but  no  shares  shall  be  transferred 
until  all  previous  calls  thereon  shall  have  been  fully  paid  in. 

§  15.  That  all  bodies  corporate,  by  any  suit  at  law,  in  any  court 
in  this  State,  may  sue  for,  recover  and  receive,  from  their  respective 
members,  all  arrears  or  other  debts,  dues  and  other  demands  which  now 
are,  or  hereafter  may  be  owing  to  them,  in  the  like  mode,  manner  and 
form,  as  they  might  sue  for,  recover  and  receive  the  same  from  any 
person  who  might  not  be  one  of  their  body,  any  law,  usage  or  custom 
to  the  contrary  thereof  notwithstanding. 

§  16.  If  the  directors  of  any  corporation  shall  knowingly  declare  and 
pay  any  dividend  when  the  corporation  is  insolvent,  or  any  dividend,  the 
payment  of  which  would  render  it  insolvent,  they  shall  be  jointly  and 
severally  liable  for  all  the  debts  of  the  corporation  then  existing,  and 
for  all  that  shall  be  thereafter  contracted,  as  long  as  they  shall  respec- 
tively continue  in  office;  Provided,  that  the  amount  for  which  they  shall 
all  be  so  liable,  shall  not  exceed  the  amount  of  such  dividend;  and  that 
if  any  of  the  directors  shall  be  absent  at  the  time  of  making  the  divi- 
dend, or  shall  object  thereto,  and  shall  file  their  objection,  in  writing, 
with  the  clerk,  or  other  officer  of  the  corporation  having  charge  of  the 
books,  they  shall  be  exempted  from  the  said  liability. 


640         CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

v>  17.  Any  corporation  incorporated  by  any  other  State  or  country, 
and  having  property  in  this  .state,  shall  be  liable  to  be  sued,  and  the 
property  of  the  same  shall  be  subject  to  attachment  in  the  same  manner 
as  individuals,  residents  of  other  States  or  countries,  and  having  prop- 
erty, are  now  liable  to  be  sued  and  their  property  subject  to  be  attached; 
Provided,  that  all  railroad  companies  who  own  and  operate  roads  termi- 
nating opposite  to  the  city  of  St.  Louis,  and  -whose  chief  office  or  place 
of  business  is  in  the  city  of  St.  Louis,  shall  lie  sued  in  the  same  manner, 
and  no  other,  that  railroad  companies  chartered  by  the  laws  of  this  Slate 

are    QOW    sued. 

§  18.  That  it  shall  be  lawful  for  any  corporation  to  convey  lands  by 
deed,  sealed  with  the  common  seal  of  said  corporation,  and  signed  by 
the  president  or  presiding  member  or  trustee  of  said  corporation;  and 
Mich  deed,  when  acknowledged  by  such  officer  to  be  the  act  of  the  cor- 
poration, or  proved  in  the  usual  form  prescribed  for  other  conveyances 
for  lands,  shall  lie  recorded  in  the  recorder's  office  of  the  county  where 

the    land    lies,    in    like    manner    with    other   deeds. 

19.      Upon    the    dissolution    of    any    corporation,    already    created,    or 
Which   may   hereafter   be   created,   by   the   laws  of   this   State,   the    president 

and  directors,  or  managers  of  the  affairs  of  said  corporation,  at  the 
time  of  its  dissolution,  by  whatever  name  they  may  he  known  in  law, 
shall  lie  trustees  of  Mich  corporation,  with  full  powers  to  settle  the  af- 
fairs, colled  the  outstanding  debts,  and  divide  the  moneys  and  other 
property  among  the  stockholders,  after  paying  the  debts  due  and  owing 
by  BUCh  corporation,  at  the  time  of  its  dissolution,  as  far  as  such  money 
and   property  will  enable  them;  to  sue  for  and   recover  such  debts  and 

property,  by  the  name  of  the  trustees  of  such  corporation,  describing 
it  by  its  corporate  name;  and  may  be  sued  by  the  same;  and  such  trus- 
tees shall  lie  jointly  and  severally  responsible  to  the  creditors  and  stock- 
holders of  such  corporation  to  the  extent  of  its  property  and  effects  that 
shall  have  come  in   their  hands. 

$  20.  If  any  company  formed  under  this  act  dissolve,  leaving  debts 
unpaid,  suits  may  lie  brought  against  any  person  or  persons  who  were 
stockholders  at  the  tino  of  such  dissolution,  without  joining  the  com- 
pany in  Mich  suit;  and  if  judgment  be  rendered  and  execution  satisfied, 
the  defendant  or  defendants  may  sue  ail  who  were  stockholders  at  the 
time  of  dissolution,  for  the  recovery  of  the  portion  of  such  debt  for 
which  they  were  liable,  and  the  execution  upon  the  judgment  shall 
direct  the  collection  to  be  made  from  property  of  each  stockholder  re- 
spectively; and  if  any  number  of  stockholders  (defendants  in  the  case) 
shall  not  have  property  enough  to  satisfy  his  or  their  portion  of  the  exe- 
cution, then  the  amount  of  deficiency  shall  be  divided  equally  amongst 
all  the  remaining  stockholders,  and  collections  made  accordingly,  de- 
ducting from  the  amount  a  sum  in  proportion  fo  the  amount  of  stock 
owned  by  the  plaintiff  at  the  time  the  company  dissolved. 

o  I'l.  Xo  charter  of  any  corporation,  granted  by  the  Legislature  of 
this  State,  shall  be  altered,  suspended  or  repealed  by  such  Legislature, 
unless  proof  be  made  satisfactory  to  the  Legislature  that  notice  of  such 


CORPORATE  HISTORY 

proposed  alteration,  suspension  or  repeal  has  been  given  to  the  presi- 
dent and  secretary  of  such  corporation,  for  at  least  one  month  before 
the  time  at  which  such  alteration,  suspension  or  repeal  will  be  proposed. 
§  22.  A  failure  to  elect  directors  on  the  day  designated  in  the  by- 
hius  of  any  company  incorporated  under  the  laws  of  this  State,  shall 
not  have  the  effect  of  dissolving  such  incorporated  company. 

§  23.  In  all  actions  which  may  be  instituted  against  any  corporation 
or  incorporated  company,  it  shall  be  sufficient  to  issue  a  summons,  com- 
manding the  corporation  by  their  corporate  name,  to  appear  and  an- 
swer the  action;  which  summons  shall  be  directed  as  provided  by  this 
chapter,  and  returnable  in  like  manner,  and  subject  to  the  same  rules 
and  regulations  as  the  like  process  in  the  case  of  individuals. 

§  24.  When  any  such  summons  shall  be  issued  against  any  banking 
or  other  incorporated  company,  service  on  the  president  or  other  chief 
officer  of  such  company,  or  in  his  absence,  by  leaving  a  copy  thereof  at 
any  business  office  of  said  company  with  the  person  having  charge  there- 
of, shall  be  deemed  a  sufficient  service;  and  if  the  corporation  have  no 
business  office  in  the  county  where  suit  is  brought,  or  if  no  person  shall 
be  found  in  charge  thereof,  and  the  president  and  chief  officer  cannot 
be  found  in  such  county,  a  summons  shall  be  issued  directed  to  the 
sheriff  of  any  county  in  this  State  where  the  president  or  chief  officer 
of  such  company  may  reside  or  be  found,  or  where  any  office  or  place 
of  business  may  be  kept  of  such  company,  and  the  service  thereof  shall 
be  the  same  as  above. 

§  25.  On  the  return  of  such  summons,  served  as  aforesaid,  the  officer 
serving  the  same  shall  express  in  his  return  on  whom,  how  and  when  the 
same  had  been  executed;  and  if  not  on  the  chief  officer,  he  shall  express 
the  absence  of  such  officer,  or  that  he  cannot  be  found. 

§  26.  Suits  against  corporations  shall  be  commenced  either  in  the 
county  where  the  cause  of  action  accrued,  or  in  any  county  where  such 
corporation  shall  have  or  usually  keep  an  office  or  agent  for  the  transac- 
tion of  their  usual  and  customary  business. 

§  27.  All  notices,  orders  and  rules  required  to  be  served  in  the  prog- 
ress of  any  cause,  shall  be  served  in  like  manner,  as  in  other  civil  cases. 
§  28.  In  case  the  sheriff  or  other  officer  shall  return  any  summons 
not  served,  and  it  shall  be  made  to  appear  to  the  court  that  process 
cannot  be  served,  the  court  or  clerk  thereof,  in  vacation,  shall  make  an 
order  directing  the  defendant  to  be  notified  of  the  commencement  of  the 
suit,  by  publication,  in  the  same  manner  as  is  provided  by  law  for  the 
notifying  of  non-resident  defendants  in  civil  actions. 

§  29.  The  process  upon  a  judgment  against  any  corporation,  shall  be 
fieri  facias,  which  the  sheriff  or  other  officer  shall  levy  on  the  moneys, 
goods  and  chattels,  lands  and  tenements  of  such  corporation,  and  proceed 
thereon  as  in  civil  cases. 

§  30.  Proceedings  against  garnishees,  under  the  provisions  of  this  act, 
shall  be  the  same  as  against  the  garnishee  summoned  in  the  case  of  an 
original  attachment;  but  no  judgment  shall  be  rendered  against  him  for 


642         CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD   COMPANY 

any  debt  to  become  due  at  a  future  day,  until  after  the  same  shall  be- 
come due. 

§  31.  For  all  moneys  paid  by  any  garnishee  under  this  act  he  shall 
have  credit  against  the  corporation  to  whom  it  was  due. 

§  32.  If  a  sufficient  sum  be  not  made  to  satisfy  such  judgment  and 
costs,  other  writs  of  execution  may  be  issued  as  aforesaid,  from  time  to 
time,  until  the  whole  is  satisfied. 

§  33.  If  any  moneys  remain  in  the  hands  of  the  officer  after  satis- 
fying the  judgment  and  all  costs,  he  shall  pay  the  same  to  the  corpora- 
tion or  its  order. 

$  34.  Nothing  contained  in  this  chapter  shall  be  construed  to  extend 
to  any  county  or  township,  or  to  any  public  university,  academy,  semi- 
nary or  school  incorporated  by  the  laws  of  this  State. 

§  35.  The  records  of  any  company,  incorporated  under  the  provi- 
sions of  this  law,  or  copies  thereof,  duly  authenticated  by  the  signature 
of  the  president  and  secretary  of  such  company,  under  the  corporate  seal 
thereof,  shall  be  competent  evidence  in  any  suit  to  which  such  company 
may    be    a    party. 

CHAPTER   76. 
OF  BRIDGE  COMPANIES. 

§    16.      Any    [lumber    of  not     less    than     ten    may    form    a     com- 

pany for  the  purpose  of  constructing  and  maintaining  a  bridge  (over 
any  of  the  streams  of  water  or  any  part  of  such  streams  which  may  be 
within  this  State)  for  public  use,  for  the  crossing  of  persons  or  property, 
and  for  that  purpose  may  make  and  sign  articles  of  association,  in  which 
shall  be  stated  the  name  of  the  company,  the  number  of  years  the  same 
is  to  continue,  the  place  at  which  said  luiilge  is  to  be  constructed,  the 
name  of  the  county  or  counties  in  which  it  is  intended  to  be  made,  the 
purposes  for  which  it  is  to  lie  used,  whether  for  railroads  or  ordinary 
travel,  or  both,  the  amount  of  the  capital  stock  of  the  company,  the 
number  of  shares  of  said  stock,  the  names  and  places  of  residence  of  the 
directors  of  said  company,  not  less  than  five  nor  more  than  thirteen  in 
number,  who  shall  manage  its  affairs  for  the  first  year,  and  until  others 
are  chosen  in  their  places.  Each  subscriber  to  such  articles  of  associa- 
tion shall  subscribe  thereto  his  name,  place  of  residence,  and  the  num- 
ber of  shares  of  stock  he  has  agreed  to  take  in  said  company.  Such 
articles  of  association  shall  be  filed  in  the  office  of  the  Secretary  of 
State,  who  shall  indorse  thereon  the  day  they  are  filed,  and  record  the 
same  in  a  book  to  be  provided  by  him  for  that  purpose;  and  thereupon 
the  persons  who  have  so  subscribed  such  articles  of  association,  and  all 
persons  who  shall  become  stockholders  in  such  company,  shall  be  a  cor- 
poration by  the  name  specific, 1  in  such  articles  of  association,  and  shall 
possess  the  powers  and  privileges  granted  to  private  corporations. 

?  17.  In  case  it  may  become  necessary  to  appropriate  any  lands  be- 
longing to  private  persons  or  to  corporations,  to  the  uses  of  said  com- 
pany, and  the   owners  of   said   property   cannot  agree  with  the  said  com- 


CORPORATE  HISTORY  643 

pany  upon  the  proper  compensation  to  be  paid,  or  in  case  the  owner  is 
incapable  of  contracting,  unknown,  or  a  non-resident  of  the  State,  said 
property  shall  be  taken  by  said  company  in  the  same  manner  as  pro- 
vided for  in  chapter  73  of  private  corporations,  relating  to  appropriations 
and  valuation  of  lands  taken  for  telegraph,  macadamized,  graded,  plank 
and  railroad  purposes. 

§  18.  Any  company  organized  under  this  act  shall  have  the  right  to 
issue  bonds  or  other  evidences  of  indebtedness,  negotiate  loans  for  the 
construction  of  said  bridge,  secure  such  indebtedness  by  deed  of  trust 
or  mortgage  on  the  property  of  said  company,  and  may  have  the  power 
to  consolidate  its  franchise  and  property  with  that  of  any  bridge  com- 
pany within  this  State,  or  any  other  to  be  connected  by  said  bridge,  and 
shall  have  authority  to  have  and  exercise  any  other  rights  and  powers 
granted  by  general  laws  to  private  corporations,  which  may  be  found 
necessary  to  carry  out  the  objects  contemplated  in  such  organization. 

chapter  77. 

Section  10.  This  act  to  take  effect  and  be  in  force  from  and  after  its 
passage. 

Approved  March  19th,  1866. 


ARTICLES  OF  ASSOCIATION 

March  28,  1866  The  Quincy  Bridge  Company. 

These  articles  of  association  made  and  entered  into  this  Twenty- 
eighth  day  of  March  in  the  year  of  our  Lord  Eighteen  hundred  and 
Sixty-six.  Witnesseth,  That  we  whose  names  are  hereunto  subscribed, 
have  made  and  formed  and  do  hereby  on  this  twenty-eighth  day  of 
March,  Eighteen  hundred  and  sixty-six,  under  and  by  virtue  and  in 
pursuance  of  Chapter  sixty-nine  and  sections  Sixteen,  Seventeen,  and 
Eighteen  of  Chapter  Seventy-six  of  an  act  passed  by  the  General  As- 
sembly of  the  State  of  Missouri  entitled  "An  Act  concerning  private 
Corporations"  approved  the  Nineteenth  day  of  March  A.D.  Eighteen 
hundred  and  sixty  six,  make  constitute  and  form  ourselves  into  a  com- 
pany for  the  purpose  of  constructing  and  maintaining  a  Bridge  for  pub- 
lic use  with  its  necessary  appurtenances,  for  the  crossing  of  persons  and 
property,  over  the  Mississippi  River  at  the  most  eligible,  practicable  and 
beneficial  point,  opposite  the  City  of  Quincy  in  the  State  of  Illinois,  and 
within  the  limits  of  Marion  County  in  the  State  of  Missouri.  Said  bridge 
to  be  constructed  and  to  extend  from  said  point  to  the  Illinois  shore  at 
said  City  of  Quincy  in  the  County  of  Adams  and  State  aforesaid.  The 
name  and  style  of  the  said  company  hereby  formed  shall  be  and  is 
"The  Quincy  Bridge  Company"  and  under  that  name  and  style  shall 
continue  to  exist  for  the  term  of  one  hundred  years  from  date.  The 
capital  stock  of  said  company  is  hereby  fixed  at  the  sum  of  one  million 
dollars  and  is  divided  into  ten  thousand  shares  of  one  hundred  dollars 
each,  said  bridge  is  to  be  used  for  the  crossing  of  Railroad  trains  or  in 


6-i-i         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

other  words  is  to  be  a  Railroad  Bridge,  and  is  also  to  be  used  for  the 
passage  of  carriages,  teams,  footmen  and  other  ordinary  travel.  The 
following  named  persons  being  a  portion  of  those  whose  names  are  here- 
unto subscribed,  to-wit:  Presley  C.  Lane  of  Marion  County,  Missouri, 
Charlton  H.  Howe  of  Lewis  County,  Missouri,  and  Charles  A.  Savage, 
Edward  Wells,  William  .Marsh,  Anms  Green  and  James  M.  Pitmau  of 
Adams  County,  Illinois,  are  hereby  named  and  appointed  to  be  the  di- 
rectors of  the  Company  and  do  in  that  capacity  consent  to  take  upon 
themselves  the  responsibility  to  manage  the  affairs  of  the  Company  for 
the  first  year  and  until  other  directors  are  chosen  in  their  places  in 
pursuance    of    the    acts    hereinbefore    mentioned. 

In  Witness  Whereof  and  under  the  authority  of  said  acts  and  for  the 
purposes  hereinbefore  stated,  we,  the  undersigned,  have  hereunto  sub- 
scribed  our  respective  names  and  places  of  residence  and  have  set  oppo- 
site our  respective  names  the  number  of  shares  of  one  hundred  dollars 
each  we  do  hereby  subscribe  to  the  capital  stock  of  the  Company. 

Number  of 
Signi  d)  /.'<  sidt  na  Shares 

Charles  A.  Savage,  Quincy,  Illinois  Ten  shares 

William   Marsh,  Quincy,    [llinois  Ten  share's 

James   M.   Pitman,  Quincy,  [llinois  Ten  shares 

Amos  Green,  Quincy,   [llinois  Ten  shares 

Edward  Wells,  Quincy,   Illinois  Ten  shares 

A.  E.  Savage,  Quincy,  Illinois  Ten  shares 

Samuel    Holmes,  Quincy,  Illinois  Ten  shares 

John   Wo.  Quincy,   Illinois  Ten  shares 

P.  C.  Lane,  Palmyra,   Mo.  Ten  shares 

Charlton   II.  Howe,  LaGrange,  Lewis  Co.,  Mo.  Ten  shares 


Office  of  Secretary  of  State, 
<'ity   of  Jefferson,   Missouri. 

I,  Francis  Hodman.  Secretary  of  the  State  of  Missouri,  hereby  certify, 
that  the  annexed  pages  contain  a  true,  complete  and  full  copy  of  "Arti- 
cles of  Association  to  construct  a  Bridge  across  the  Mississippi  River 
opposite  the  City  of  Quincy  in  the  State  of  Illinois  and  within  the  limits 
of  the  County  of  Marion  of  the  State  of  Missouri,"  filed  in  this  office 
March  28th,  1866,  as  appeals  by  comparing  the  same  with  the  original 
roll  of  said  Articles  now  on  file,  as  the  law  directs,  in  this  office. 

In  Testimony  Whereof,  I  have  hereunto  set  my  hand  and  affixed  my 
official  seal:  Done  at  office,  this  twenty-eighth  day  March,  A.  D.  Eighteen 
Hundred  and  sixty-six. 

Francis  Rodman, 
[Seal]  Secretary    of    State*. 

(Endorsed)  Filed  March  28,  1866 

Francis  Rodman  Secretary  of  State 


CORPORATE  HISTORY  645 

ACT  OF  CONGRESS 

Approved  June  15,  1866 

AN    ACT   to   facilitate   commercial,  postal   and   military   communication 
among  the  several  States. 

Whereas,  the  constitution  of  the  United  States  confers  upon  Congress, 
in  express  terms,  the  power  to  regulate  commerce  among  the  several 
States,  to  establish  post  roads,  and  to  raise  and  support  armies:  there- 
fore, 

Be  it  enacted  by  the  Senate  and  House  of  Representatives  of  the 
United  States  of  America  in  Congress  assembled,  That  every  railroad 
company  in  the  United  States,  whose  road  is  operated  by  steam,  its 
successors  and  assigns,  be  and  is  hereby  authorized  to  carry  upon  and 
over  its  road,  boats,  bridges  and  ferries,  all  passengers,  troops,  govern- 
ment supplies,  mails,  freight  and  property,  on  their  way  from  any  State 
to  another  State,  and  to  receive  compensation  therefor,  and  to  connect 
with  roads  of  other  States  so  as  to  form  continuous  lines  for  the  trans- 
portation of  the  same  to  the  place  of  destination:  Provided,  that  this 
act  shall  not  affect  any  stipulation  between  the  government  of  the 
United  States  and  any  railroad  company  for  transportation  or  fares 
without  compensation,  nor  impair  or  change  the  conditions  imposed  by 
the  terms  of  any  act  granting  lands  to  any  such  company  to  aid  in  the 
construction  of  its  road,  nor  shall  it  be  construed  to  authorize  any  rail- 
road company  to  build  any  new  road  or  connection  with  any  other  road, 
without  authority  from  the  State  in  which  said  railroad  or  connection 
may  be  proposed. 

§  2.  And  be  it  further  enacted,  That  Congress  may  at  any  time  alter, 
amend,  or  repeal  this  act. 

Approved  June  15,  1866. 

U.  S.  Statute  at  Large.  Vol.  XIV.  Page  66. 

ASSIGNMENT,  November  18,  1866  by  The  Railroad  Bridge  Company— 
A  Corporation  Created  and  Existing  by  Virtue  of  the  Laws  of  Illinois,  of 
its  Charter  and  Franchises, — 

to 

James  F.  Joy  and  "Warren  Colburn. 

Whereas,  by  an  act  of  the  Legislature  of  the  State  of  Illinois,  entitled 
"An  Act  to  incorporate  the  Quincy  Bridge  Company,"  approved  Febru- 
ary 10th,  1853,  Nehemiah  Bushnell,  Samuel  Holmes,  John  "Wood,  and 
James  M.  Pitman,  their  associates,  successors,  heirs  and  assigns,  were 
created  a  body  corporate  by  the  name  and  style  of  "The  Railroad 
Bridge  Company,"  with  power,  amongst  other  things,  to  build,  maintain 
and  use  a  Railroad  bridge  over  the  Mississippi  river,  at  or  near  Quincy, 
Illinois,  and  which  said  act,  having  expired  by  its  own  limitation,  was 
revived  and  is  now  in  force  under  and  by  virtue  of  an  act  of  the  Legisla- 
ture of  Illinois,  entitled  "An  act  to  revive  an  act  entitled  'An  act  to 


646         CHICAGO,  BURLINGTON   &   QUINCY  RAILROAD  COMPANY 

incorporate  the  Quincy  Bridge  Company,'  approved  February  10th, 
1853,"  and  which  last  named  act  was  approved  February  15th,  1865; 

Now,  Therefore,  Know  all  men  by  these  Presents,  that  we,  Nehemiah 
Bushnell,  Samuel  Holmes,  John  Wood  and  James  M.  Pitman,  corporators 
named  in  the  above  recited  act  of  February  10th,  A.  D.  1853,  for  and  in 
consideration  of  the  sum  of  five  dollars,  to  us  in  hand  paid  by  James  F. 
Joy  and  Warren  Colburn,  the  receipt  whereof  we  do  hereby  acknowl- 
edge, do  by  these  presents  grant,  sell,  assign,  transfer,  convey  and  de- 
liver unto  the  said  James  F.  .Joy  and  Warren  Colburn,  their  associates, 
successors,  heirs  and  assigns,  the  said  several  charters  and  acts  of  in- 
corporation hereinbefore  referred  to,  and  all  the  rights,  powers,  fran- 
chises, privileges  and  immunities  granted  to  and  conferred  upon  and 
vested  in  us  and  each  of  us,  under  and  by  virtue  of  the  said  several 
acts;  To  have  and  to  hold,  and  to  excercise  use  and  enjoy,  all  and  singular 
all  the  rights,  powers,  franchises,  privileges  and  immunities  hereby 
assigned,  granted  and  delivered  unto  the  said  James  F.  Joy  and  Warren 
Colburn,  their  associates,  successors,  heirs  and  assigns,  but  subject  and 
in  subordination  to  such  of  the  provisions  of  an  act  of  the  Congress  of  the 
United  States,  entitled  "An  act  to  authorize  the  construction  of  certain 
bridges  and  to  establish  them  as  Post  Roads,"  approved  July  25th,  1X00, 
as  relates  to  the  construction  and  use  of  a  bridge  for  railroad  purposes 
across  the  Mississippi  river,  at  the  said  city  of  Quincy,  and  especially 
subject  to  so  much  of  the  first  section  of  the  said  act  of  Congress  as  pro- 
vides that,  for  the   nunc   perfecl    cm ction    of  any   railroads  that    are  or 

shall  be  constructed  to  the  said  river,  at  or  opposite  said  city,  when  said 
bridge  is  constructed,  all  trains  of  all  roads  terminating  at  or  opposite 
said  city  shall  be  allowed  to  cross  said  bridge  for  reasonable  compensa- 
tion to  be  made  to  the  owners  of  said  bridge: 

And  the  said  James  F.  Joy  and  Warren  Colburn,  for  themselves,  their 
associates,  successors,  heirs  and  assigns,  covenant  to  and  with  the  said 
Xehemiah  Bushnell,  Samuel  Holmes,  John  Wood  and  James  M.  Pitman, 
their  personal  representatives,  heirs  anil  assigns,  that  they,  the  said 
James  F.  Joy  and  Warren  Colburn,  their  associates,  successors,  heirs 
and  assigns,  will  commence  the  construction  of  the  bridge  mentioned 
in  and  authorized  by  the  hereinbefore  mentioned  acts  of  the  Legislature 
of  the  State  of  Illinois,  within  thirty  days  after  the  time  when  the 
second  section  of  the  said  act  of  February  15th,  1805,  is  repealed,  or  is 
so  modified  or  changed  by  the  Legislature  of  said  State,  as  to  obviate 
the  objections  growing  out  of  said  section,  on  the  part  of  any  other 
corporations  which  may  desire  to  consolidate  or  connect  with  said  bridge 
corporation,  and  will  complete  the  construction  of  said  bridge  and  put 
a  rail  road  over  it  in  full  operation,  within  two  years  from  and  after  the 
time  when  the  construction  thereof  is  to  be  commenced,  as  hereinbefore 
provided;  and  that,  when  the  said  bridge  and  railroad  over  it  is  com- 
pleted and  put  in  operation,  and  from  thenceforth  so  long  as  the  said 
bridge  shall  continue,  all  trains  of  all  railroads  terminating  at  the 
Mississippi  river,  at  or  opposite  to  the  said  city  of  Quincy,  now  con- 
structed or  hereafter   to  be   constructed,   shall   be   allowed   to   cross   the 


CORPORATE  HISTORY  647 

said  bridge  on  and  over  the  railroad  thereon,  at  corresponding  tariff 
rates  for  the  persons  and  property  transported,  so  that  no  discrimina- 
tion in  tariff  rates  for  such  transportation  shall  ever  be  made  in  favor 
of,  or  against  any  railroad,  whose  trains  or  business  passes  over  said 
bridge;  and  that  unless  the  said  bridge  and  railroad  thereon  shall  be 
constructed  and  put  in  full  operation  by  the  time  limited  by  this  in- 
strument, then  and  in  such  case,  the  said  James  F.  Joy  and  Warren 
Colburn,  their  associates,  successors,  heirs  and  assigns,  shall  and  will 
immediately  re-assign,  transfer  and  deliver  to  the  said  Nehemiah  Bush- 
nell,  Samuel  Holmes,  John  Wood  and  James  M.  Pitman,  their  associates, 
successors,  heirs  and  assigns,  the  said  charters  and  acts  of  incorporation 
hereinbefore  mentioned,  and  all  the  rights,  powers,  franchises,  privileges 
and  immunities  thereby  created  and  hereby  assigned,  transferred  and 
conveyed. 

In  witness  whereof,  all  the  said  parties  herein  named,  have  hereunto 
set  our  hands  and  seals  this  18th  day  of  November,  A.  D.  1866,  in 
duplicate. 

N.  Bushnell  [seal] 

Samuel  Holmes  [seal] 

John  Wood  [seal] 

James  M.  Pitman  [seal] 

Warren  Colburn  [seal] 

J.  F.  Joy  [seal] 

As  a  part  of  the  foregoing  agreement,  and  as  further  covenants  there- 
in on  the  part  of  the  said  James  F.  Joy  and  Warren  Colburn,  they,  the 
said  James  F.  Joy  and  Warren  Colburn,  do  hereby  on  their  part,  for 
themselves,  their  associates,  successors,  heirs  and  assigns,  covenant  to 
and  with  the  said  Nehemiah  Bushnell,  Samuel  Holmes,  John  Wood  and 
James  M.  Pitman,  their  associates,  successors,  heirs  and  assigns,  that,  in 
case  the  said  bridge  is  built  at  any  point  north  of  State  street,  in  the 
city  of  Quincy,  it  shall  be  so  constructed  as  not  to  create  any  material 
obstruction  to  the  navigation  of  the  Mississippi  river,  or  of  the  Quincy 
Bay,  so  called,  and  that  in  connection  with  said  bridge,  such  construc- 
tions of  Kip  Bap  or  other  artificial  constructions,  shall  be  made  as  shall 
prevent  the  channel  of  the  said  river  from  being,  by  means  of  said 
bridge,  diverted  further  west  than  it  now  is,  or  from  materially  changing 
its  present  direction  along  said  city. 

Witness  our  hands  and  seals  this  18th  day  of  November,  A.  D.  1866. 

J.  F.  Joy  [seal] 

W.  Colburn  [seal] 

Office  of  the  Bailroad  Bridge  Company, 

Quincy,  111.,  November  18th,  1866. 

I,  Nehemiah  Bushnell,  one  of  the  original  corporators  named  in  the 
act  of  the  Legislature  of  the  State  of  Illinois,  creating  the  Eailroad 
Bridge    Company    mentioned    in    the    foregoing    instrument,    do    hereby 


648         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

certify  that  my  name  and  seal  was  subscribed  and  affixed  to  the  said 
instrument  by  mo  in  my  own  genuine  hand  writing,  on  the  eighteenth 
day  of  November,  A.  D.  1866;  and  that  on  the  same  day,  Samuel  Holmes, 
John  Wood  and  James  M.  Pitman,  being  all  the  other  corporators  named 
in  the  said  act,  whose  names  appear  subscribed  to  said  intrument,  sev- 
erally subscribed  their  respective  names  and  affixed  their  respective  seals 
thereto,  in  their  own  genuine  hand  writing,  in  my  presence. 

Witness  my  hand  and  seal  this  18th  day  of  November,  A.  D.  1866. 

N.    BUSHNELL,  [SEAL] 

ARTICLES   OF   CONSOLIDATION 

November  120,  1866 

Articles  of  consolidation  by  and  between  the  Rail  Road  Bridge  Com- 
pany a  corporation  created  and  existing  under  and  by  virtue  of  the 
laws  of  the  State  of  Illinois,  and  The  Quincy  Bridge  Company  a  cor- 
poration created  and  existing  under,  and  by  virtue  of  the  laws  of  the 
State  of  Missouri. 

Witnesseth:  Thai  whereas  the  said  Rail  Road  Bridge  company  is 
created  a  corporation  and  exists  as  such  under  and  by  virtue  of  an  act 
of  the  Legislature  of  the  State  of  Illinois  entitled  "an  act  to  incor- 
porate the  Quincy  Bridge  Company"  approved  February  10th,  1853  and 
also  by  virtue  of  an  ad  of  the  Legislature  of  the  State  of  Illinois  ap- 
proved February  1.1th,  1865  entitled  "an  act  to  revive  an  act  entitled 
an  act  to  incorporate  the  Quincy  Bridge  Company,  approved  February 
10th,  1853  with  power  amongst  other  things  as  is  in  and  by  the  said 
aits  provided  to  build  maintain  ami  use  a  Rail  Road  Bridge  over  the 
Mississippi  River  or  that  portion  within  the  jurisdiction  of  the  State  o'f 
Illinois  at  or  near  Quincy  and  to  unite  and  consolidate  its  franchises 
j  in  I  property  with  any  ami  all  Bridge  companies  in  the  State  of  Missouri 
jinl  Win  nns  the  said  Quincy  Bridge  Company  is  duly  created  and  or- 
_miu/ii|  ami  exists  as  a  corporation  in  the  State  of  Missouri  under  and 
by  virtue  and  in  pursuance  of  chapter  sixty  nine  and  sections  sixteen, 
seventeen  and  eighteen  of  chapter  seventy  six  of  an  act  passed  by  the 
General  Assembly  of  the  State  of  Missouri  entitled  "an  act  concerning 
private  corporations"  Approved  March  19th,  1866  with  power  amongst 
other  things  to  const  nut  and  maintain  a  Rail  Road  Bridge  over  the 
Mississippi  River  opposite  the  city  of  Quincy  in  the  State  of  Illinois  and 
within  the  limits  of  Marion  County  in  the  State  of  Missouri  and  to  con- 
solidate its  franchises  and  property  with  that  of  any  Bridge  company 
to  be  connected  with   said  Bridge. 

And  Win  mis  the  said  Bridge  companies  connect  with  each  other  at 
the  center  of  the  main  channel  of  the  Mississippi  River  which  forms  the 
boundary  line  of  the  jurisdiction  between  the  said  States  of  Illinois  and 
Missouri  and  the  parts  of  the  said  Bridge  which  the  said  companies  are 
respectively  empowered  to  construct  will,  when  constructed,  connect  with 
each  other  and  form  a  continuous  and  connecting  Bridge  between  said 
States  across  the   said  Mississippi   River. 


CORPORATE  HISTORY  649 

And  Whereas  for  the  mutual  benefit  of  the  said  corporations  and  the 
greater  convenience  of  the  public  it  is  by  said  corporations  proposed  to 
unite  and  consolidate  the  said  two  Bridge  Companies  and  to  become  one 
corporation. 

Now  therefore  James  F.  Joy  and  Warren  Colbum  by  assignment  all 
the  corporators  of  the  said  Rail  Road  Bridge  Company  of  the  State  of 
Illinois  in  proper  person  and  the  said  Quincy  Bridge  Company  of  the 
State  of  .Missouri  by  the  Directors  thereof  do  hereby  respectively 
agree  to  consolidate  and  do  consolidate  the  said  companies  and  the  said 
Bridges  or  parts  of  bridges  which  they  are  so  respectively  empowered 
+o  construct  and  their  property,  capital  stock  and  franchises  into  one 
company  upon  the  basis  and  conditions  hereinafter  specified  by  the  name 
and  style  of  "The  Quincy  Bail  Road  Bridge  Company."  The  consolidated 
company  hereby  created  is  to  assume,  pay  and  discharge  all  the  just 
debts,  claims  and  liabilities  now  outstanding  against  the  said  consoli- 
dating companies  or  either  of  them  and  shall  also  fulfill,  observe  and 
perform  all  contracts  or  obligations  undertaken  by  the  said  companies 
or  either  of  them. 

The  present  Shareholders  in  either  of  the  consolidating  companies 
shall  be  severally  entitled  to  have  issued  to  them  in  full  payment  there- 
for a  number  of  shares  of  stock  in  the  consolidated  company  which 
shall  be  equal  in  amount  to  the  stock  held  by  them  in  either  of  said 
companies  or  may  at  their  option  transfer  their  said  shares  to  James 
F.  Joy  and  Warren  Colbum  or  either  of  them  and  be  relieved  from 
further  payment  thereon. 

The  Rail  Road  Bridge  of  the  consolidated  company  will  extend  con- 
tinuously across  the  Mississippi  River  from  a  point  at  or  near  the  city 
of  Quincy  in  the  State  of  Illinois  to  a  point  opposite  the  said  city  within 
the  limits  of  Marion  County  in  the  State  of  Missouri. 

All  and  singular,  the  rights,  franchises,  property,  real  or  personal  or 
mixed,  privileges  and  appurtenances  of  every  name  and  nature  in  which 
the  said  consolidating  companies  or  either  of  them  may  possess  any 
right  shall  from  the  day  of  the  making  of  this  agreement  be  and  become 
vested  in  the  said  consolidated  company  without  any  other  or  further 
deed,  transfer,  or  conveyance  in  that  behalf. 

The  capital  stock  of  the  consolidated  company  shall  be  seven  hundred 
and  fifty  thousand  dollars  to  be  divided  into  seven  thousand  five  hun- 
dred shares  of  one  hundred  dollars  each.  And  the  directors  of  the  said 
new  company  may  increase  the  capital  stock  thereof  when  necessary  to 
any  sum  not  exceeding  the  sum  of  one  Million  of  Dollars. 

All  the  books,  records  and  other  documents  and  papers  pertaining  to 
the  business  or  property  of  said  companies  parties  hereto,  shall  be  de- 
livered to  the  said  consolidated  company  and  shall  be  deemed  and  taken 
as  the  records  and  books  of  the  consolidated  company. 

The  first  Board  of  Directors  of  the  consolidated  company  shall  con- 
sist of  the  following  persons,  viz:  James  F.  Joy,  Warren  Colburn,  John 
L.  Lathrop,  Ephraim  A.  Chapin  and  Nehemiah  Bushnell  who  shall  hold 
their  offices  until   the   first   regular  meeting   of   the   stockholders   of   the 


650         CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD   COMPANY 

consolidated  company  and  until  their  successors  are  regularly  elected. 

The  officers  of  the  consolidated  company  shall  consist  of  five  Directors 
and  such  other  officers  to  be  appointed  by  the  Directors  as  may  be  re- 
quired by  law  or  deemed  proper  for  the  transaction  of  the  business  of 
the  eompany  who  shall  hold  their  offices  at  the  pleasure  of  the  Directors. 

The  first  regular  meeting  for  the  election  of  directors  of  the  consoli- 
dated company  shall  be  held  in  the  city  of  Quincy  in  the  State  of  Illi- 
nois on  the  second  Wednesday  of  February  A.  D.  1868  and  an  annual 
meeting  for  the  election  of  Directors  shall  be  held  at  the  same  time 
and  place  .in  each  year  thereafter  and  a  majority  of  the  votes  cast  at 
any  such  election  shall  eleel  and  any  person  entitled  to  vote  at  such 
election  or  at  any  meeting  of  the  stockholders  may  vote  in  person  or 
by  proxy. 

This  article  of  consolidation  shall  be  executed  by  the  said  Rail  Road 
Bridge  Company  of  the  State  of  Illinois  by  the  individual  corporators 
thereof  under  their  hands  and  private  seals,  the  said  corporation  having 
no  common  seal  provided  and  by  and  on  behalf  of  the  said  Quincy 
Bridge  Company  of  the  State  of  Missouri  by  Edward  Wells,  their  Presi- 
dent pro  tern  in  the  absence  of  their  President  under  his  hand  and  priv- 
ate seal,  the  said  company  having  no  common  seal  provided,  and  the 
consolidation  hereby  made  shall  exist  during  the  life  time  of  the  char- 
ters of  the  said  consolidating  companies. 

In  Witness  When  of  we  James  F.  Joy  and  Warren  Colburn  being  by 
assignment  all  the  corporators  of  the  said  Rail  Road  Bridge  Company  of 
the  State  of  Illinois  and  for  and  on  behalf  of  said  company  and  as  its 
act  and  deed  have  hereunto  subscribed  our  names  and  affixed  our  priv- 
ate seals,  the  said  corporation  having  no  common  seal  provided;  and 
the  said  Quincy  Bridge  Company  of  the  state  of  Missouri  by  virtue  of  a 
Resolution  of  their  Board  of  Directors  adopted  on  the  twentieth  day  of 
November  A.  D.  1866  duly  authorizing  the  same,  have  caused  Edward 
Wells,  their  President  pro  tern  in  the  absence  of  their  President  and  as 
the  act  and  deed  of  said  company  to  subscribe  his  name  and  affix  his 
private  seal  hereto,  the  said  corporation  having  no  common  seal  pro- 
vided.    All  done  this  20th  day  of  November  A.  D.  1866. 

James   F.   Joy  [seal] 

Warren   Colburn  [seal] 

Corporators  of  the 
Mail  Road  Bridge  Company 
of  Illinois. 

Edward    Wells  [seal] 

President  pro  tern 

of  the  Quincy  Bridge 
Company  of  Illinois. 

U.  S.  Rev. 
Stamps 
25  cents 


CORPORATE  HISTORY  651 

Office  of  the  Quincy  Bridge  Company. 

Quincy  Ills.  November  20th,  1866. 

I,  Charles  A.  Savage,  Secretary  of  the  Quincy  Bridge  Company,  a  cor- 
poration organized  and  existing  under  and  by  virtue  of  the  laws  of  the 
State  of  Missouri,  do  hereby  certify,  that  on  the  twentieth  day  of 
November  A.  D.  1866,  at  a  meeting  of  the  Board  of  Directors  of  said 
company  at  which  six  of  its  seven  directors  were  present,  and  which  was 
called  in  pursuance  of  a  previous  order  of  the  Board  of  Directors  to 
take  into  consideration  the  foregoing  contract  for  consolidation  with 
the  Bail  Boad  Bridge  company,  a  corporation  created  and  existing  under 
and  by  virtue  of  the  laws  of  the  State  of  Illinois,  the  said  contract  for 
the  consolidation  of  the  two  Companies  was  by  the  unanimous  vote  of 
the  Directors  present  adopted,  and  Edward  Wells,  the  President  of  the 
Company  pro  tem  in  the  absence  of  its  President,  was  authorized  and 
directed  to  execute  the  same  for  and  on  behalf  of  this  company,  and  as  its 
act  and  deed,  by  subscribing  his  name  and  affixing  his  private  seal  there- 
to, the  Company  having  no  common  seal  provided,  and  that  the  said 
President  of  the  company  pro  tem  thereupon  in  the  presence  and  with 
the  approval  of  the  Board  of  Directors,  executed  the  said  contract  in 
the  manner  directed  by  the  said  Besolution. 

In  Witness  Whereof  I  have  hereunto  set  my  hand  and  affixed  my  priv- 
ate seal,  the  company  having  no  common  seal  provided,  the  day  and  year 
above  written. 

Charles   A.    Savage        [seal] 
Secretary  of  the  Quincy 
Bridge   Company. 

Office  of  the  Bail  Boad  Bridge  Company. 
Quincy,  Ills.,  November  20th,  A.  D.  1866. 

I,  Nehemiah  Bushnell,  one  of  the  corporators  named  in  the  act  of  the 
Legislature  of  the  State  of  Illinois  creating  said  corporation,  and  also 
one  of  the  Directors  named  in  the  foregoing  contract  for  consolidation 
with  the  Quincy  Bridge  company,  a  corporation  organized  and  existing 
under  and  by  virtue  of  the  laws  of  the  State  of  Missouri,  do  hereby 
certify  that  James  F.  Joy  and  Warren  Colburn,  by  assignment  sole  cor- 
porators of  the  said  Bail  Boad  Bridge  Company,  whose  names  appear 
subscribed  to  the  said  contract  for  consolidation,  severally  subscribed 
their  respective  names  and  affixed  their  respective  seals  to  the  said  con- 
tract in  their  own  genuine  handwriting  on  this  twentieth  day  of  Novem- 
ber A.  D.  1866,  and  in  my  presence. 

In  Witness  whereof  I  have  hereunto  subscribed  my  name  and  affixed 
my  seal  the  day  and  year  first  above  written. 
[Seal]  N.   Bushnell. 

U.  S.  Eev. 
Stamp 
5  cents 


652         CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

state  of  Illinois") 
Adams  Counts        Lss. 
City  of  Quincy 

Charles  A.  Savage  oil  this  twentieth  day  of  November  A.  I).  lSGti  per- 
sonally  appeared  before  the  undersigned  a  Notary  Public  in  and  for  the 
city  of  Quincy  in  the  County  of  A. lams  and  state  of  Illinois  and  being 
first  duly  sworn,  deposes  and  says,  that  he  is  the  secretary  of  the  Quincy 
Bridge  Company  a  corporation  duly  organized  under  the  laws  of  the 
state  of  Missouri  and  that  the  said  company  did  by  a  vote  of  its  Di- 
rectors on  this  twentieth  day  of  November  A.  D.  1866  ami  in  and  by 
the  foregoing  consolidation  of  its  property  and  franchises  with  the  prop- 
erty and  franchises  of  the  Rail  Road  Bridge  Company  a  corporation 
ted  by  the  laws  of  the  Stair  of  Illinois,  change  its  name  to  that  of 
"The  Quincy  Rail  Road  Bridge  company"  which  has  by  the  said  con- 
solidation been  taken  and  assumed  as  the  name  of  the  said  consolidated 
company,  and  that  by  the  like  vote  of  its  Directors  on  the  same  day 
adopting  said  consolidation  the  said  Quincy  Bridge  company  did  also 
change  the  number  of  it-    I1  I  to   that    of  live  directors  for  the  said 

consolidated   company   in   the   manner  and  as   is  expressed    in   and   by   the 
g    articles    of    consolidation    ami    that    this    affiant     is    also    the 
etary  of  the  said  consolidated  company    and   farther  this  affiant   saith 

Subscribed  and  sworn  to  by  the  said  Charles 
A.  Savage  before  me,  this  20th  day  of  Novem- 
ber A.   D.   1S66. 

Charles  A.   8 

In   Testimony   whereof,   I,  Peter  C.    K.  Her  a   Notary    Public    in    and  for 
the    city    of    Quincy    in    the    County    of    Adams    and    State    of    Illinois    have 
her, unto   set    my    hand    and    affixed    my    notar.al    seal    at    my    office    in    the 
said  .ity  of  Quincy  this  20th  day  of  November  A.  D.   1866. 
[Seal]  I'.  C.Keller. 

.Notary  Public  for  the  city  of  Quincy  Adams  County,  Illinois. 
tJ.  s.  Rev. 

!llp 

5   cents 

Office  of  Secretary   of  State, 

City   of   Jefferson,    .Missouri. 
I.  Francis  Rodman,  Secretary  of  the  state  of  .Missouri,  hereby  certify, 
that   the   annexed   pages   contain   a    true,   complete   and   full   copy   of  the 
Articles  of  consolidation  of  the  Quincy  Rail  Road  Bridge  Company 

PiL  d   Dec.  4th.  1866 
as  appears  by  comparing  the  same  with  the  original  Articles  now  on  tile 
as  the  law  directs,  in  this  office. 

In  Testimoney  Whereof,  I  have  hereunto  set  my  hand  and  affixed  un- 
official seal:  Done  at  office,  this  sixth  day  of  December  A.  D.  Eighte  n 
Hundred  and  sixty-six. 

rSealJ  Francis  Rodman. 

Secretary   of   State. 


CORPORATE  HISTORY  653 

United  States  of  America 


A'|ss 


.  ss. 
State  of  Illinois 

I,  Sharon  Tyndalc,  Secretary  of  State  of  the  State  of  Illinois,  do 
hereby  certify  that  the  foregoing  is  a  true  copy  of  the  Articles  of  Con- 
solidation of  The  Quincy  Kail  Koad  Bridge  Company,  recorded  on  page 
"238  Off.  Record  of  1866"  and  filed  December  3,  1866  and  now  on  file 
in  my  office.  In  witness  whereof  I  have  hereunto  set  my  hand,  and 
affixed  the  Great  Seal  of  State,  at  the  City  of  Springfield,  this  third 
day  of  December  A.  D.  1866. 
[Seal] 

Sharon  Tyndale  Secretary  of  State. 
U.  S.  Eev. 

Stamp 

5  cents 

AGREEMENT,  November  20,  1866,  Chicago,  Burlington  &  Quincy  Rail- 
road Company,  the  Toledo,  Wabash  and  Western  Rail  Way  Company,  the 
Hannibal  and  St.  Joseph  Railroad  Company,  and  The  Quincy  Rail  Road 
Bridge  Company. 

This  Agreement,  made  this  twentieth  day  of  November,  A.  D.  1866, 
by  and  between  the  Chicago,  Burlington  and  Quincy  Railroad  Company, 
the  Toledo,  Wabash  and  Western  Rail  Way  Company  and  the  Hannibal 
and  Saint  Joseph  Rail  Road  Company,  parties  of  the  first  part,  and  The 
Quincy  Rail  Road  Bridge  Company,  by  consolidation  a  corporation  of 
Illinois  and  Missouri,  party  of  the  second  part, 

Witnesseth, 

That  the  parties  of  the  first  part  hereby  agree  to  and  with  the  party 
of  the  second  part,  that  they  will  enter  into  a  lease  with  the  party  of 
the  second  part  whereby  they  will  jointly  and  severally  lease  of  said 
second  party  the  Rail  Road  Bridge  which  the  said  second  party  may 
build  across  the  Mississippi  River  at  or  near  the  City  of  Quincy,  Illinois, 
and  which  lease  shall.be  perpetual  during  the  corporate  existence  of  the 
said  second  party,  and  shall  contain  amongst  other  things  the  following 
provisions,  viz: 

1.  That  the  parties  of  the  first  part  will  pay  to  the  said  party  of  the 
second  part  in  the  City  of  New  York,  in  semi-annual  payments,  an 
annual  rent'  which  shall  be  equal  to  ten  per  cent  on  the  cost  of  said 
Bridge  above  all  costs  of  superintendance,  insurance,  repairs,  renewals 
and  government  tax,  said  rent  to  commence  on  the  completion  of  said 
bridge  ready  for  use;  and  the  cost  of  the  bridge  to  include  interest  on 
all  installments  paid  in  for  its  construction  from  the  time  such  install- 
ments are  paid  till  the  completion  of  said  bridge  at  the  rate  of  ten  per 
cent  per  annum,  and  that  the  parties  of  the  first  part  will  enter  into 
said  lease  as  soon  as  practicable  after  the  party  of  the  second  part  is 
organized  and  its  stock  subscribed  for. 

2.  That  as  the  said  parties  of  the  first  part  are  to  have  full  charge 
of  the  construction  and  operation  of  the  said  bridge,  it  is  hereby   dis- 


654         CHICAGO,   BURLINGTON   &   QUINCY   RAILROAD   COMPANY 

tinctly  understood  and  mutually  agreed  that  all  moneys  called  from  and 
paid  by  the  stock  holders  in  the  corporation  which  is  the  party  of  the 
second  part  for  the  construction  of  said  Bridge  shall  be  considered  as 
the  cost  of  the  said  bridge,  whether  the  same  be  more  or  less  than  the 
sum  that  may  be  estimated  as  the  amount  of  capital  required  for  the 
construction  of  the  said  bridge. 

In  "Witness  Whereof  the  said  Chicago,  Burlington  and  Quincy  Bail 
Boad  Company  have  caused  James  P.  Joy,  their  Bresident,  to  subscribe 
his  name  hereto,  for  and  on  behalf  of  said  Company, — and  the  said 
Toledo,  Wabash  and  Western  Bail  Way  Company  have  caused  Warren 
Colburn,  their  Vice  Bresident,  to  subscribe  his  name  hereto  for  and  on 
behalf  of  said  Company, — and  the  Hannibal  and  St.  Joseph  Hail  Road 
Company  have  caused  James  F.  Joy,  their  Managing  Director,  to  sub- 
scribe his  name  hereto  for  and  on  behalf  of  said  Company. 
All  done  this  20th  day  of  November,  A.  D.,  1866. 

Warren*  Colburx, 
Vice  Presd't,  I..  W.  #  W.  E'y  Co. 

J.  F.  Joy, 

President  of  C,  B.  4-  Q.  F.  B,  Co. 

J.  F.  Joy, 

Managing  Director  of  H.  4'  St.  Jo.  R.  B.  Co. 

Approved  on  the  part  of  the  Quincy    Bail   Boad  Bridge  Company  by 

the  authority  of  the  Board  of  Directors  this  20th  November,  A.  D.,  1866. 

N.    BUSHNELL, 

President,  Quincy  B.  B.  Bridge  Co. 
U.  S.  Eev. 

Stamp 
10  cents 


ACT  OF  LEGISLATURE 
Approved  February  8,  1867 

AX  ACT  to  legalize  "The  Quincy  Bailroad  Bridge  Company,"  and  to 
facilitate  and  encourage  the  construction  of  a  railroad  bridge  over 
the  Mississippi  Eiver  at  Quincy. 

Section  I.  Be  it  enacted  by  the  People  of  the  State  of  Illinois,  repre- 
sented in  the  General  Assembly  That  the  consolidation  of  the  "Quincy 
Bridge  Company,"  organized  under  the  laws  of  the  State  of  Missouri, 
and  of  the  "Bailroad  Bridge  Company,"  organized  under  the  laws  of 
this  State,  for  the  construction  of  a  railroad  bridge  across  the  Mississippi 
Biver  at  Quincy,  made  by  and  between  said  companies  by  their  articles 
of  consolidation,  bearing  date  the  twentieth  day  of  November,  A.  D. 
1866,  and  filed  and  recorded  in  the  office  of  the  Secretary  of  State  of 
this  State,  on  the  third  day  of  December,  A.  D.  1866,  and  adopting  for 
the  said  consolidated  company  the  name  and  style  of  "The  Quincy  Bail- 
road Bridge  Company,"  be,  and  the  same  is  hereby  legalized,  ratified 
and   confirmed,    and   the    said   consolidated    company,    by    the    name    and 


CORPORATE  HISTORY 


i  ;.-,:> 


style  aforesaid,  shall  have,  exercise  and  enjoy  all  the  rights,  powers, 
privileges  and  immunities,  which  were  granted  to  "The  Eailroad  Bridge 
Company"  aforesaid,  by  the  original  act  incorporating  the  same,  en- 
titled "An  Act  to  incorporate  the  Quincy  Bridge  Company,"  approved 
February  10th,  1853,  and  by  the  act  reviving  the  same,  approved 
February  15th,  1865;  and  copies  of  the  said  articles  of  consolidation, 
certified  by  the  Secretary  of  State,  under  his  seal  of  office,  shall  be.  evi- 
dence of  the  legal  existence  and  organization  of  the  said  consolidated 
company  in  all  courts  and  places  in  this  State. 

§  2.  That  the  said  corporation  shall  have  power  to  connect  any  bridge 
built  under  the  provisions  of  the  act  aforesaid,  and  of  this  act,  by  the 
necessary  railroad  tracks  and  side  tracks  with  any  railroad  now  con- 
structed, or  hereafter  to  be  constructed  to  the  city  of  Quincy;  and  the 
second  section  of  an  act  approved  February  15th,  1865,  entitled  "An 
act  to  revive  An  Act  entitled  An  Act  to  incorporate  the  Quincy  Bridge 
Company,"  approved  February  10th,  1853,  is  hereby  repealed. 

§  3.  That  the  part  of  the  said  railroad  bridge  which  may  be  built 
over  the  Quincy  Bay,  so  called,  shall  have  a  draw  over  the  main  channel 
of  said  bay,  with  a  span  for  the  draw  of  not  less  than  eighty  feet  in 
length  clear  of  the  abutments,  and  said  draw  shall  be  opened  upon  rea- 
sonable signal  for  the  passage  of  boats  whose  construction  shall  not  be 
such  as  to  admit  of  their  passage  under  the  permanent  spans  of  the 
bridge,  except  when  trains  are  passing  over  said  bridge. 

§  4.  This  act  shall  be  deemed  a  public  act,  and  shall  take  effect  from 
and  after  its  passage. 

Approved  February  8th,  1867. 

Private  Laws  Illinois  1867.  Vol.  1.  Page  165. 


LEASE  January  1,  1869  The  Quincy  Rail  Road  Bridge  Company  to  Chicago, 
Burlington  &  Quincy  Railroad  Company,  the  Toledo,  Wabash,  and  West- 
ern Railway   Company,  and  Hannibal  and   St.   Joseph   Railroad   Company. 

This  Indenture  and  Lease,  Made  and  entered  into  this  first  day  of 
January,  in  the  year  of  our  Lord  One  Thousand  Eight  Hundred  and 
Sixty-nine,  by  and  between  the  QUINCY  RAILROAD  BRIDGE  COM- 
PANY, a  consolidated  Corporation,  existing  by  virtue  of  the  laws  of 
Illinois  and  Missouri,  party  of  the  first  part;  and  the  CHICAGO, 
BURLINGTON,  AND  QUINCY  RAILROAD  COMPANY,  and  the 
TOLEDO,  WABASH,  AND  WESTERN  RAILROAD  COMPANIES,  Cor- 
porations existing  by  virtue  of  the  laws  of  the  State  of  Illinois;  and 
the  HANNIBAL  AND  ST.  JOSEPH  RAILROAD  COMPANY,  a  Cor- 
poration existing  by  virtue  of  the  laws  of  the  State  of  Missouri,  parties 
of  the  second  part, — 

Witnesseth,  First — That  said  party  of  the  first  part,  for  and  in  con- 
sideration of  the  rents,  covenants  and  agreements  hereinafter  mentioned, 
.and  to  be  by  the  said  parties  of  the  scond  part,  fully  paid,  kept  and 
performed,   do   hereby   demise,  rent   and  lease  unto   the   said  parties   of 


656         CHICAGO,  BURLINGTON  &   QTJINCY  RAILROAD  COMPANY 

the  second  part,  all  and  singular,  the  Iron  Railroad  Bridge,  and  the 
Eailroad  of  the  said  party  of  the  first  part,  on  and  over  the  Quiney 
Bay,  so  called,  and  on  and  over  the  Mississippi  River,  and  on  and  over 
the  Island  separating  the  said  Quiney  Bay  from  the  said  Mississippi  River, 
as  the  said  Bridge  and  Eailroad  exist,  and  extend  from  the  east  bank 
of  the  said  Quiney  Bay,  at  and  from  the  city  of  Quiney  in  the  State 
of  Illinois,  across  said  Bay,  Island  and  River  to  the  town  or  village 
of  West  Quiney,  on  the  west  bank  of  the  Mississippi  River  in  the 
State  cf  Missouri,  including  all  the  Foundations,  Masonry,  Abutments, 
Piers,  Draws,  Iron  and  other  materials  composing  said  Bridge,  and  also 
including  the  railroad  track  on  and  over  the  said  Bridge  and  Island, 
witli  the  Embankments,  Culverts,  Structures,  Superstructures,  Iron  and 
Steel  Rails,  and  other  materials  composing  the  same;  and  also  all  the 
Railroad  or  Roads  of  the  said  party  of  the  first  part,  which  extend  from 
tin-  cast  and  wist  abutments  of  said  Bridge,  and  connect  the  said  Bridge 
ami  the  tracks  thereon,  witli  the  Eailroad  tracks  and  Eailroad  of  the 
said  Chicago,  Burlington  and  Quiney  Eailroad  Company  in  the  State  of 
Illinois,  and  with  the  Railroad  tracks  and  Eailroad  of  the  said  Hanni- 
l..il  and  St.  Joseph  Railroad  Company  in  the  State  of  Missouri,  with 
all  the  Embankments,  Superstructure,  Iron,  Rails,  and  other  materials 
or  things  composing  said  connecting  Roads,  together  with  all  the  fixtures 
ami  appurtenances  to  said  Railroads  ami  Bridge  belonging,  and  all  the 
Tolls,  Bents  ami  Income  to  lie  had,  levied  or  derived  from  the  said 
described  and  demised  premises  and  the  using  thereof,  and  all  the 
rights  powers,  franchises  ami  privileges  of  the  party  of  the  first  part 
therein  or  pertaining  thereto.  To  Havt  and  to  Bold  the  said  described 
ami  demised  premises,  with  all  the  privileges  ami  appurtenances  thereto, 
unto  the  said  parties  of  the  second  part,  for  and  during  the  whole  time, 
term  and  period  of  the  Corporate  existence  of  the  said  party  of  the  first 
part,  at  and  tor  the  annual  rent  of  One  Hundred  and  Seventy-five  Thou- 
sand Dollars,  to  l.e  paid  by  the  said  parties  of  the  second  part  to  the 
said  party  of  the  first  part,  in  equal  semi-annual  payments,  at  the  time 
and  in   the  manner  hereinafter  provided  for. 

iid. — And  t lie  said  party  of  the  first  part  hereby  covenants  and 
agrees  to  and  with  the  parties  of  the  second  part  that  the  said  first 
party  will,  during  all  the  period  for  which  said  first  party  is  by  law- 
created  a  Corporation,  from  time  to  time  continue  to  elect  the  proper 
officers,  and  to  do  and  perform  in  court,  ami  out  of  court,  whatever 
may  lie  required  to  keep  its  corporate  organization  complete  and  perfect, 
and  to  preserve,  protect,  and  defend  its  Corporate  powers,  immunities, 
rights  and  franchises. 

Third. — And  the  said  parties  of  the  second  part,  hereby  jointly  and 
severally  agree  to  and  with  the  said  party  of  the  first  part,  that  they 
will  pay  unto  the  said  party  of  the  first  part,  as  annual  rent  for  the  said 
demised  premises,  the  sum  of  One  Hundred  and  Seventy-five  Thousand 
Dollars,  in  each  and  every  year  during  the  term  hereby  created;  and  that 
they   will  pay  the  same  in  equal  semi-annual  payments  of  Eighty-seven 


CORPORATE  HISTORY  657 

Thousand,  Five  Hundred  Dollars  each,  at  the  office  of  the  Treasurer  of 
said  party  of  the  first  part,  in  the  city  of  Boston  in  the  State  of  Massachu- 
setts, on  the  first  days  of  the  months  of  January  and  July,  occurring  from 
and  after  the  day  of  the  date  of  these  presents;  and  that  they  will  also 
pay  unto  the  said  party  of  the  first  part  all  the  necessary  and  proper  costs 
ami  expenses  of  keeping  up  and  maintaining  the  Corporate  organization 
of  the  said  first  party  hereto;  and  of  retaining  and  having  the  necessary 
officers  and  employees  to  do  and  perform  the  things  required  to  be 
done;  to  maintain  such  organization,  and  to  defend,  preserve,  and  main- 
tain the  Corporate  rights  and  interests  of  the  said  party  of  the  first 
part  in  court  and  out  of  court,  as  well  as  the  proper  cost  and  expense 
of  transacting  the  business  of  said  first  party,  with  its  shareholders, 
and  with  the  parties  of  the  second  part,  and  all  the  other  needful  busi- 
ness of  the  said  first  party;  and  that  the  said  parties  of  the  second  part 
will  pay  to  the  said  party  of  the  first  part  all  of  the  said  further  sums 
of  money  semi-annually  hereafter,  at  the  office  of  the  Treasurer  of  the 
said  first  party  in  the  said  city  of  Boston,  at  the  several  times  herein 
provided  for  the  payments  of  the  said  semi-annual  instalments  of  rent. 

Fourth. — And  the  said  parties  of  the  second  part,  also  hereby  further 
covenant  and  agree  to  and  with  the  said  party  of  the  first  part,  that 
they  will,  during  the  continuance  of  this  lease,  use  and  operate  the  said 
Bridge,  Eailroad,  and  demised  premises  and  appurtenances  for  the  busi- 
ness and  purpose  for  which  the  same  were  authorized  to  be  constructed, 
and  in  such  efficient  manner  as  to  satisfy  the  reasonable  and  lawful 
demands  of  the  public;  and  that  they  will  also  fulfill  and  perform  all  the 
requirements  which  now  are  or  may  be  hereafter  imposed  upon  the  said 
party  of  the  first  part  in  respect  to  the  said  demised  premises,  and  the 
using  thereof  by  the  laws  of  the  United  States,  or  of  the  States  of 
Illinois  and  Missouri,  or  either  of  them  now  existing  or  hereafter  estab- 
lished; and  that  they  will  pay  all  the  cost  and  expense  of  the  superin- 
tendence of  the  said  demised  premises,  and  of  using  and  operating  the 
same,  and  of  the  business  thereof;  and  all  losses  and  damages  for  injuries 
or  losses  caused,  suffered  or  occasioned  through  or  by  means  of  the  said 
parties  of  the  second  part,  or  any  of  them  in,  the  course  of  said  business, 
and  also  all  taxes  and  assessments,  including  any  Income  or  Government 
Tax  which  may  be  lawfully  levied  or  assessed  upon  said  party  of  the 
first  part  or  its  shareholders,  on  account  of  the  said  demised  premises, 
or  upon  the  business,  or  the  gross  or  net  earnings  thereof,  or  upon  the 
moneys  hereby  made  payable  as  rent  for  said  demised  premises,  or  upon 
the  dividends  thereof  distributed  to  said  shareholders  or  otherwise, 
by  virtue  of  the  laws  of  the  States  of  Missouri  and  Illinois,  or  of  the 
United  States,  now  existing  or  hereafter  enacted. 

Fifth. — And  in  order  to  securely  anticipate  and  provide  for  the  prompt 
payment  to  the  said  party  of  the  first  part  of  the  said  semi-annual 
payments  of  rent,  and  other  sums  of  money  hereinbefore  provided  for, 
the  said  parties  of  the  second  part  hereby  further  jointly  and  severally 
covenant  and  agree   to  and  with   the   said  party  of  the  first  part,   that 


658         CHICAGO,  BURLIXGTOX  &   QUINCY  RAILROAD  COMPAXY 

they  will  cause  the  General  Superintendents  of  the  said  respective  Rail- 
roads to,  from  time  to  time,  agree  upon,  regulate  and  establish  such 
reasonable  tariff  rates  for  the  transportation  of  persons  and  property  on 
and  over  the  said  Eailroad  Bridge,  and  Railroads  hereby  demised,  as 
will  provide  as  near  as  can  be  practicably  done,  a  sufficient,  clear,  net 
earnings  or  income  from  the  business  of  the  same,  for  each  current 
period  of  six  months  during  the  term  hereby  created,  over  and  above 
all  deductions  from  the  gross  earnings  of  such  business  during  such 
respective  periods,  to  fully  pay  and  satisfy  the  amount  of  rent,  and 
other  sums  of  money  so  to  be  paid  to  the  said  party  of  the  first  part  for 
such  periods  respectively,  as  hereinbefore  provided;  and  that  as  soon 
after  the  close  of  each  month  as  in  the  usual  course  of  business  can  be 
done,  the  said  parties  of  the  second  part  will  cause  an  accurate  Monthly 
General  Statement  of  all  expenses  incurred  and  payments  made  by  the 
parties  of  the  second  part,  on  account  of  the  business  of  the  said  de- 
mised premises  for  said  mouth,  and  on  what  account  the  same  was  in- 
curred or  paid,  and  also  of  the  amount  of  the  gross  and  net  earnings 
from  said  business  for  said  month,  to  be  rendered  to  the  Treasurer  of  the 
said  party  of  the  first  part  in  the  said  city  of  Boston;  and  that  they  will 
at  the  end  of  each  month  pay  over  to  the  said  Treasurer,  at  his  office 
in  said  city,  the  whole  amount  of  the  said  monthly  net  earnings,  until 
the  sum  of  sudi  payments  in  each  of  the  said  periods  of  six  months 
shall  be  equal  to  the  whole  amount  to  It  paid  by  the  said  parties  of  the 
second  part,  to  the  said  party  of  the  first  part,  for  the  rent  and  other 
purposes  hereinbefore  mentioned  for  such  period;  and  in  case  at  the 
end  of  any  such  current  period  of  six  months,  the  sum  of  such  pay- 
ments shall  not  be  sufficient  to  pay  and  satisfy  the  whole  amount  of 
the  sums  of  money  to  be  then  paid  to  the  said  party  of  the  first  part  as 
hereinbefore  provided;  then  and  in  that  case  the  said  parties  of  the 
second  part  hereby  jointly  and  severally  agree  to  and  witli  the  said 
party  of  the  first  part,  that  they  will  thereupon,  on  the  said  first  days 
of  January  and  July  in  each  year,  pay  unto  the  said  party  of  the  first 
part,  at  the  office  of  the  Treasurer  of  said  first  party  in  said  city  of 
Boston,  the  full  amount  of  such  deficiencies;  it  being  hereby  mutually 
agreed  and  understood  by  and  between  the  said  parties  of  the  second 
part,  that  as  among  themselves,  in  paying  any  such  deficiency,  each  of 
the  said  parties  of  the  second  part  shall  pay  such  portion  thereof  as 
the  number  of  passengers  and  the  number  of  tons  of  freight  transported 
by  cars  of  the  said  parties  over  their  respective  Roads  to  and  from  the 
said  Railroad  Bridge  in  the  transit  thereof  over  the  same,  during  the 
said  six  months;  taking  also  into  account  the  distances  such  transporta- 
tion on  each  Road,  bear  to  each  other,  in  the  making  of  such  computa- 
tion. Two  passengers  carried  one  mile  shall  be  taken  as  the  equivalent  of 
three  tons  of  freight  carried  one  mile;  and  for  the  purpose  of  estimat- 
ing distances  in  such  computation,  it  is  hereby  mutually  agreed  that  the 
Depot  of  the  said  Chicago,  Burlington,  and  Quincy  Railroad  Company, 
at  the  said  City  of  Quincy,  shall  be  taken  and  considered  as  one  of  the 


CORPORATE  HISTORY 


659 


termini  of  each  of  the  Eoads  of  the  said  parties  of  the  second  part,  and 
that  no  distance  on  the  said  Toledo,  Wabash  and  Western  Eailway  shall 
be  counted  as  over  two  hundred  and  sixty-four  miles.  And  it  is  also 
hereby  further  mutually  understood  and  agreed  by  and  between  the 
said  parties  of  the  second  part,  that  in  the  event  that  during  any  of 
the  said  current  periods  of  six  months,  the  said  net  earnings  from  the 
said  demised  premises  shall  exceed  the  amount  of  the  money  so  herein 
provided  to  be  paid  to  the  said  party  of  the  first  part  for  said  period, 
then  and  in  that  event  the  said  surplus  net  earnings  shall  be  divided 
between  the  said  parties  of  the  second  part,  in  the  same  proportion  and 
by  the  same  method  of  computation  as  is  above  provided  for  ascertaining 
the  proportions  in  which  the  deficiency  in  net  earnings  are  to  be  paid 
by  the  said  second  parties  respectively. 

Sixth. — And  it  being  mutually  agreed  and  understood,  by  and  between 
the  parties  hereto,  that  the  said  Hannibal  and  Saint  Joseph  Eailroad 
Company  is  to  have  the  actual  possession  and  use  of  the  said  demised 
premises  in  connection  with  and  for  business  purposes  as  a  part  of  and 
as  an  extension  of  their  said  Eailroad  to  the  extent  of  one  and  one-half 
miles,  at  an  annual  rent  of  Six  Thousand  Dollars,  to  be  paid  semi- 
annually by  the  said  last  named  Company  to  the  said  parties  of  the 
second  part  during  the  term  hereby  created, — it  is  therefore  hereby 
further  mutually  understood  and  agreed  by  and  between  the  parties 
hereto,  that  the  said  Hannibal  and  St.  Joseph  Eailroad  Company  shall, 
during  the  continuation  of  the  term  hereby  created,  pay  unto  the  said 
party  of  the  first  part  the  said  sum  of  Six  Thousand  Dollars  annually, 
in  equal  semi-annual  payments  of  Three  Thousand  Dollars  each,  on  the 
first  days  of  January  and  July  in  each  year,  from  and  after  the  day  of 
the  date  of  these  presents,  at  the  office  of  the  Treasurer  of  the  said 
party  of  the  first  part  in  the  said  city  of  Boston;  and  that  the  said  pay- 
ments when  so  made,  shall  be  by  the  said  party  of  the  first  part  applied 
to  the  credit  and  in  part  payment  of  the  said  rent  and  other  moneys  so 
hereinbefore  provided,  to  be  paid  to  the  said  party  of  the  first  part,  by  the 
said  parties  of  the  second  part,  on  the  said  respective  days. 

Seventh. — And  the  said  parties  of  the  second  part  hereby  further 
agree  to  and  with  the  said  party  of  the  first  part,  that  they  will  at  their 
own  proper  cost  and  charge  make  all  such  additions  to  and  changes  in 
the  said  Eailroad  Bridge  and  Eailroads,  and  premises  and  appurtenances 
hereby  demised,  as  may  become  necessary  or  proper  to  fortify,  strengthen, 
and  maintain  the  same,  or  any  part  or  parcel  thereof,  or  to  fulfill  any 
legal  requirements  which  may  be  hereafter  adopted  touching  or  affecting 
the  same  demised  premises,  or  the  using  thereof;  and  that  they,  the  said 
parties  of  the  second  part,  shall  and  will,  also  from  time  to  time,  and  at 
all  times  hereafter,  during  the  term  hereby  created,  at  their  own  proper 
cost  and  charges,  fully,  diligently  and  thoroughly  repair,  support,  amend, 
replace,  renew  and  rebuild  the  said  Eailroad  Bridge  and  Eailroad  and 
premises  and  appurtenances  hereby  demised,  together  with  any  addi- 
tions thereto  or  changes  therein,  made  as  aforesaid;  and  every  part  and 


660         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD   COMPANY 

parcel  thereof,  in  such  manner  and  with  such  materials,  and  at  such 
times,  and  by  such  effective  and  sufficient  methods,  as  will  effectually 
have,  keep,  sustain,  and  maintain  the  said  demised  premises  and  ap- 
purtenances, with  the  additions  to  or  changes  made  therein,  as  aforesaid, 
and  every  part  and  parcel  thereof,  from  time  to  time,  and  at  all  times 
during  said  term,  in  complete  and  perfect  order,  repair,  existence,  and 
condition,  for  the  most  efficient,  continuous  use,  with  only  such  possible 
interruptions  or  delays  as  may  at  any  time  or  times  lie  necessarily  re- 
quired to  make  such  additions  to  or  changes  therein,  as  aforesaid;  or  to 
repair,  support,  amend,  replace,  renew  or  rebuild  the  said  demised  premises 
and  appurtenances,  either  in  whole  or  in  part,  as  the  need  or  occasion 
may    require;    anil    whether    the    necessity    or   occasions    for    such    additions, 

changes,  repairs,  supporting,  amendments,  replacements,  renewals  or  re- 
building, in  whole  or  in  part,  of  all  or  any  of  them,  shall  or  may  arise 
from  or  he  caused  by  ordinary  or  extraordinary  wear  and  use;  or  by 
natural  decay,  or  by  any  act  of  omission  or  commission,  or  by  accidents 
of  any  kind  or  nature;  or  by  the  power  of  the  elements,  domestic  in- 
surrections, invasions  or  public  enemies,  or  by  the  ads  of  God;  or  from 
any   other   cause,   occasion,  or   contingency    whatever. 

Eighth. — And  in  order  to  provide,  as  rapidly  as  the  case  will  admit 
of,  for  a  sure  guarantee  fund,  out  of  which  can  lie  made  the  payments 
accessary,  under  any  and  every  exigency,  to  meet  and  fulfill  the  re- 
quirements of  the  covenants  on  the  part  of  the  parties  of  the  second 
part  hereto  contained  and  expressed  in  and  under  the  foregoing  head 
numbered  "Seventh,"  so  as  to  thereby  provide,  as  far  as  may  he 
practicable,  againsl  any  occasion  for  a  resorl  to  said  covenants;  it  is, 
therefore,  hereby  further  mutually  agreed  by  and  between  all  of  the 
parties  to  this  agreement,  that  the  President  for  the  time  being  ,,f  the 
party  of  the  first  pari  hereto,  together  with  the  President  for  the  time 
being  of  one  of  the  parties  of  the  second  pari  hereto,  to  he  selected  by  the 
said  parties  of  the  second  part,  shall  ami  will  from  time  to  time  fix  and 
establish  special  tariff  rates  for  the  transportation  of  persons  and 
property  on  and  over  the  said  demised  premises,  with  power  to  alter, 
modify  or  change  the  same  in  their  discretion,  ami  which  said  special 
tariff  rates  shall  he  added  to  the  tariff  rates  for  such  transportation, 
which  may  be  from  time  to  time  fixed  by  the  General  Superintendents 
of  the  Roads  of  the  said  parties  of  the  second  part  as  hereinbefore  pro- 
vided for,  and  shall  he  collected  by  the  said  Hannibal  and  Saint  Joseph 
Railroad  Company,  and  paid  over  as  soon  after  the  expiration  of  each 
month  as  in  the  usual  course  of  business  can  be  done  to  the  Treasurer  for 
the  time  being  of  the  said  Chicago,  Burlington  and  Quincy  Railroad 
Company,  who  shall  in  his  said  official  capacity  as  such  Treasurer  be 
the  common  trustee  of  said  moneys",  for  the  benefit  of  all  of  the  parties 
to  this  agreement;  and  such  special  tariff  rates  shall  continue  to  be  so 
fixed,  collected,  and  paid  over  until  the  same,  with  the  income  to  be 
derived  therefrom,  shall  amount  in  the  aggregate  to  the  sum  of  two 
hundred   thousand    dollars,    ($200,000);    and    shall    also   thereafter   as    Hie 


CORPORATE  HISTORY  661 

said  moneys,  which  shall  constitute  the  guarantee  fund  herein  before 
mentioned,  may  be  reduced  by  expenditures  below  the  said  sum  of  two 
hundred  thousand  dollars,  ($200,000),  be  from  time  to  time  so  fixed, 
collected  and  paid  over  to  the  Trustee  aforesaid,  so  as  to  restore  and 
keep  the  said  guarantee  fund  permanently  at,  or  as  near  as  can  prac- 
ticably be  done,  the  said  sum  of  two  hundred  thousand  dollars,  ($200,- 
000);  and  the  said  Trustee  shall  from  time  to  time  invest  the  said  moneys 
as  fast  as  the  same  are  received  by  him,  and  keep  the  same  invested 
in  good,  safe  interest-bearing  securities,  and  receive  the  income  to  be 
derived  from  the  same,  and  shall  have  the  power,  and  is  hereby  required 
from  time  to  time,  under  the  direction  of  the  parties  of  the  second  part, 
or  in  case  of  the  default  of  the  said  parties  of  the  second  part  from 
time  to  time  in  a  reasonable  time  as  applicable  to  each  exigency  to  well 
and  truly  observe,  keep  and  perform  all  or  any  of  the  convenants  and 
agreements  on  the  part  of  the  said  second  parties  as  contained  and  ex- 
pressed in  and  under  the  foregoing  head  numbered  "Seventh,"  then 
and  in  every  such  case,  under  the  direction  of  the  said  party  of  the  first 
part  hereto,  to  apply,  and  pay  out  from  the  income  derived  from  said 
guarantee  fund  on  hand, — 'and  in  case  of  a  deficiency  of  said  income  for 
the  purpose,  then  out  of  the  principal  of  said  fund,  so  much  of  the  said 
income  and  principal  sum  as  may  be  necessary  and  required  to  fulfill, 
and  to  do,  perform  and  complete  all  and  every  the  acts  covenants  and 
things  which  the  said  parties  of  the  second  part  have  in  and  by  their  last 
aforesaid  covenants  and  agreements  in  and  under  said  head  number 
"Seventh"  herein  expressed,  covenanted  and  agreed  to  do  and  perform; 
and  any  surplus  of  said  income  not  required  to  be  applied  and  used  in 
the  manner  and  for  the  purpose  aforesaid,  shall  be,  by  said  Trustee, 
annually,  on  the  first  day  of  January  in  each  year,  paid  over  to  the 
said  parties  of  the  second  part,  at  his  office  in  Chicago,  respectively,  in 
the  proportion  in  which  the  said  second  parties  have  respectively  con- 
tributed to  the  creation  of  said  fund. 

Ninth. — And  it  is  hereby  further  mutually  understood  and  agreed  by 
and  between  the  parties  hereto  that  for  the  purpose  of  all  estimates, 
computations,  reckonings,  adjustments  of  accounts  and  settlements  grow- 
ing out  of  these  presents,  such  of  the  books  and  vouchers  of  each  of 
the  parties  hereto  as  are  connected  with  or  relate  to  the  business  done 
under  this  agreement,  shall  be  at  all  reasonable  times  and  hours  subject 
to  the  inspection  and  examination  of  the  authorized  Agents  of  the 
respective  parties. 

Tenth. — And  the  said  parties  of  the  second  part  hereto  hereby  mutu- 
ally and  severally  covenant  and  agree  to  and  with  each  other  that 
they  will  severally  and  respectively  abide  by,  do  and  perform  to,  for  and 
in  behalf,  and  in  exoneration  and  discharge  of  the  other  of  said  parties 
and  of  each  of  them,  their  several  and  respective  parts  and  portions  of 
all  and  every  of  the  covenants,  agreements,  obligations  and  duties  which 
are  or  may  be  by  this  instrument  imposed  or  devolved  upon  the  said 
parties  of  the  second  part,  or  which  the  said  parties  of  the  second  part 


662         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

have  in  and  by  this  instrument  eonvenanted  or  agreed  to  do  and  per- 
form, so  as  and  to  the  end  and  to  the  extent  required  to  fully,  entirely, 
and  finally  release,  discharge,  indemnify  and  save  harmless  the  said 
parties  of  the  second  part  severally  and  respectively,  from  all  loss, 
damage,  payments,  liabilities,  injuries,  costs  and  expenses  which  might 
or  may  be  sustained,  suffered  or  incurred  by  either  or  any  of  the  said 
parties  of  the  second  part,  by  reason  of  any  default  or  defaults  in  the 
premises  by  or  on  the  part  of  the  other  of  said  parties,  or  any  or  either 
of  them. 

Eleventh. — And  it  is  hereby  and  finally  understood  and  agreed  by  and 
between  the  parties  hereto,  and  it  is  hereby  made  an  absolute  and 
fundamental  condition  of  this  lease  and  agreement  that  the  said  parties 
of  the  second  part  shall  not  jointly  or  severally  at  any  time  hereafter, 
sell,  assign,  transfer  or  underlet  the  premises  hereby  demised,  or  any  part 
thereof,  or  any  interest  therein  or  in  these  presents,  to  any  person  or 
persons,  body  or  bodies  corporate  whatever,  without  the  consent  of  all 
the  parties  hereto  in  writing  for  that  purpose  first  had  and  obtained; 
and  any  such  attempted  sale,  assignment,  or  transfer,  or  underlease, 
shall  at  the  option  of  the  other  parties  hereto,  or  either  of  them,  con- 
stitute and  be  an  absolute  forfeiture  of  the  unexpired  portion  of  the 
term  hereby  created,  and  of  all  the  rights  and  interests,  legal  and 
equitable,  therein  or  in  the  demised  premises  or  these  presents,  as 
against  the  party  or  parties  making  such  attempted  sale,  assignment, 
transfer  or  underlease,  and  against  all  persons  or  parties  claiming  or 
to  claim  under  and  by  virtue  thereof,  without  any  previous  notice  or 
declaration  of  such  forfeiture  by  or  on  the  part  of  the  other  parties 
hereto,  or  any  of  them. 

Provided  always,  and  these  presents  and  the  estate  and  the  rights  of 
the  Lessees  in  the  premises  are  determinable  and  dependent  upon  this 
express  condition,  that  if  the  Lessees  or  either  of  them,  their  representa- 
tives or  assigns,  do  or  shall  neglect  or  fail  to  perform  and  observe 
any  or  either  of  the  above  covenants  herein  before  contained,  which 
on  its  or  their  part  are  to  be  performed,  then  and  in  every  such  case 
these  presents  and  the  estate  and  the  rights  of  the  Lessees  (if  the 
Lessor  or  those  having  the  estate  in  the  premises  so  elect  to  treat 
the  same  by  making  or  causing  to  be  made  an  entry  upon  the  premises 
to  determine  this  lease),  shall  be  and  they  hereby  are  absolutely  void 
and  determined;  and  the  said  Lessor,  or  those  having  its  estate  in  said 
premises  lawfully,  may  immediately,  or  at  any  time  thereafter,  and 
whilst  such  neglect  or  default  continues,  and  without  further  notice 
or  demand,  enter  into  or  upon  said  premises  and  repossess  the  same  as 
of  its  former  estate,  and  expel  the  said  Lessees  and  those  claiming 
under  them,  forcibly  if  necessary,  without  prejudice  to  any  remedies 
which  might  otherwise  be  used  for  arrears  for  rent,  or  preceding  breach 
of  covenant. 

And  the  Lessees  agree  that  their  liability  to  pay  all  amounts  due 
under  this  lease  at   the  time   of  such   entry   shall   continue   and  be   un- 


CORPORATE  HISTORY  663 

affected  thereby,  and  that  the  rent  shall  be  apportioned  accordingly, 
and  hereby  grant  to  the  Lessor  full  power  to  make  such  entry  in  the 
cases  above  contemplated. 

7/i  Witness  Whereof,  the  said  Quincy  Railroad  Bridge  Company  have 
caused  James  F.  Joy,  their  President,  to  subscribe  his  name,  and  to 
affix  the  Corporate  Seal  of  said  Company  hereto. 

And  the  said  Chicago,  Burlington  and  Quincy  Railroad  Company  have 
caused  James  F.  Joy,  their  President,  to  subscribe  his  name,  and  to 
affix  the   Corporate  Seal  of  said   Company   hereto. 

And  the  said  Toledo  Wabash  and  Western  Railway  Company  have 
caused  their  President,  to  subscribe  his  name,  and  to  affix  the  Corporate 
Seal  of  said  Company  hereto. 

And  the  said  Hannibal  and  Saint  Joseph  Railroad  Company  have 
caused  their  President,  to  subscribe  his  name,  and  to  affix  the  Corporate 
Seal  of  said  Company  hereto. 

All  done  in  four  parts;  each  part  of  which  is  to  be  taken  and  considered 
as  a  true  original,  this  first  day  of  January,  A.  D.  1869. 

The  Quincy  Railroad  Bridge  Company,  by  Us  President, 
[seal]  J.  F.  Joy. 

the  Chicago,  Burlington,  and  Quincy  Railroad  Company, 
[seal.]  By  James  F.  Joy,  President. 

The  Toledo,  Wabash,  and  Western  Railway  Company, 
[seal.]  By  A.  Boody,  President. 

Hannibal  and  St.  Joseph  Railroad  Company, 
[seal.]  By  James  Craig,  President. 

SUPPLEMENTAL  AGREEMENT  July  1,  1873  Between  Chicago,  Bur- 
lington &  Quincy  Railroad  Company,  the  Toledo,  Wabash,  and  Western 
Railway  Company  and  Hannibal  and  St.  Joseph  Railroad  Company. 

Memorandum  of  agreement:  Made  this  first  day  of  July  A.  D.  Eighteen 
hundred  and  seventy-three,  between  the  Hannibal  &  St.  Joseph  Railroad 
Company,  The  Chicago,  Burlington  &  Quincy  Railroad  Company,  and 
the  Toledo,  Wabash  &  Western  Railway  Company,  to  more  distinctly 
define  their  duties  and  obligations  as  between  each  other  under  the 
lease  of  the  Quincy  Bridge  made  January,  first,  A.  D.  1869. 

It  is  hereby  mutually  agreed  that  from  and  after  this  day  the  three 
Railroad  Companies  above  named  shall  provide  and  guarantee  the 
payment  of  the  interest  and  necessary  expenses  of  said  Quincy  Bridge, 
as  follows: — 

First,  from  the  gross  amount  of  said  interest  and  expenses  shall  be 
deducted  the  rent  to  be  paid  by  the  Hannibal  &  St.  Joseph  Railroad 
Co.,  for  use  of  the  track  of  the  Quincy  Bridge  Company,  six  thousand 
dollars  per  annum. 

Second,  the  tolls  or  moneys  received  from  any  and  all  Railroads  or 
other1  parties  using  said  Bridge,  except  the  three  companies  above  named, 
shall  likewise  be  deducted  from  said  gross  amount. 


664         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

The  sum  required  to  pay  the  remainder  of  said  interest  and  expenses 
shall  be  guaranteed  furnished  and  paid  by  said  companies  respectively, 
in  accordance  with  the  average  apportionment  upon  the  business  of 
the  four  years,  1869,  1870,  1871  and  1872,  which  as  near  as  may  be 
was  as  follows:  Hannibal  &  St.  Joseph  Eailroad  forty  seven  and  one 
eight  (47%)  per  cent,  Chicago,  Burlington  &  Quincy  Eailroad,  forty- 
two  and  five  eights  (42%)  per  cent.  Toledo,  Wabash  and  Western 
Railway,  ten  and  one  quarter   (lO1/!)   per  cent. 

Each  of  said  respective  companies  hereby  guarantees  that  the  tolls 
collected  semiannually  on  its  business  at  whatever  rates  they  may  be 
fixed  from  time  to  time  in  accordance  with  said  contract  of  lease  of 
January  first  1869;  shall  produce  the  amount  said  company  is  required 
to  furnish  under  the  above  apportionment,  and  each  company  is  to  be 
charged  with  and  to  make  up  any  deficit,  and  to  be  credited  with  any 
excess. 

In  witness  whereof,  the  said  companies  have  caused  these  presents  to 
be  signed  by  their  respective  presidents  or  Vice  Presidents,  the  day  and 
year  first  above   written. 

B.  F.  Carver,  V.  P., 

Hannibal  &  St.  Joseph  Railroad  Co. 

J.   M.   Walker,   Prest., 

C  B  &  Q  R  R  Co. 

The  Toledo,  Wabash  and  Western  Railway., 
by,  A.  Boody,  Prest, 

AGREEMENT,      April    4,    1898,    City    of    Quincy,    Illinois,    and    Chicago, 
Burlington  &  Quincy  Railroad  Company. 

This  Agreement,  made  and  entered  into  this  fourth  day  of  April,  in  the 
year  of  our  Lord  one  thousand  eight  hundred  and  ninety-eight,  by  and 
between  the  City  of  Quincy,  a  municipal  corporation,  created  and  existing 
under  the  laws  of  the  State  of  Illinois,  party  of  the  first  part,  and  the 
Chicago,  Burlington  and  Quincy  Railroad  Company,  a  corporation,  created 
and  existing  under  and  by  virtue  of  the  laws  of  the  State  of  Illinois,  party 
of  the  second  part ; 

Witncsseth:  That  said  party  of  the  first  part,  for  and  in  consideration 
of  the  covenants  and  agreements  of  the  party  of  the  second  part,  hereinafter 
contained,  and  of  the  sum  of  one  dollar  to  it  in  hand  paid,  the  receipt  where- 
of is  hereby  acknowledged,  covenants  and  agrees  to  and  with  said  party  of 
the  second  part,  that  it,  said  party  of  the  first  part,  will  grant  unto  the  said 
party  of  the  second  part  a  right  of  way,  two  hundred  (200)  feet  in  width, 
over  and  across  Towhead  Island,  between  the  Mississippi  River  and  Quincy 
Bay,  lying  opposite  to  said  City  of  Quincy,  and  lying  and  being  in  the 
southeast  quarter  of  section  thirty-four  (34),  in  township  one  (1)  south, 
range  nine  (9)  west  of  the  Fourth  Principal  Meridian,  and  situated  in  the 
County  of  Adams  and  State  of  Illinois — said  right  of  way  being  more 
particularly  described  as  follows:    A  strip  of  land  two  hundred  (200)  feet 


CORPORATE  HISTORY  665 

in  width,  being  sixty-two  (62)  feet  wide  on  the  west  side,  and  one  hundred 
and  thirty-eight  (138)  feet  wide  on  the  east  side,  of  the  center  line  of  the 
main  track  of  said  The  Chicago,  Burlington  and  Quincy  Railroad  Company, 
as  now  surveyed,  staked  off,  and  located  across  said  Towhead  Island,  which 
is  all  of  Bay  Island  lying  south  of  the  center  line  of  Squaw  Chute,  which 
Chute  is  an  overflow  channel  of  the  Mississippi  River.  Said  center  line  of 
said  main  track  enters  said  tract  of  land  near  its  northern  end  at  the  inter- 
section of  said  center  line  of  said  track  with  the  center  line  of  said  Squaw 
Chute,  said  point  of  intersection  being  thirteen  hundred  and  fifty-one 
(1351)  feet  north  and  thirteen  hundred  and  seventy-four  (1374)  feet  west 
of  the  southeast  corner  of  Spring  and  Front  Streets;  and  said  center  line 
runs  on  a  bearing  S.  14° — 10'  E.,  a  distance  of  eleven  hundred  and  sixty 
(1160)  feet,  more  or  less,  thence  upon  a  curve  of  637.3  feet  radius  to  the 
east,  a  distance  of  six  hundred  and  seventy  (670)  feet,  more  or  less,  until 
said  center  line  enters  said  Quincy  Bay,  near  the  south  end  of  said  Towhead 
Island. 

For  and  in  consideration  of  the  covenants  and  agreements  of  the  party  of 
the  first  part,  hereinbefore  contained,  and  of  one  dollar  in  hand  paid,  the 
receipt  whereof  is  hereby  acknowledged,  the  party  of  the  second  part  hereby 
covenants  and  agrees  to  and  with  the  party  of  the  first  part,  as  follows : 

1st.  That  it,  said  party  of  the  second  part,  will  pay  unto  the  party  of 
the  first  part  the  sum  of  one  thousand  (1000)  dollars. 

2d.  That  the  party  of  the  second  part  will  build  and  maintain  a  wagon 
bridge  from  the  Missouri  shore  to  the  Illinois  shore,  to  be  connected  with  its 
railroad  bridge,  and  to  end  and  terminate  at  Cedar  Street,  in  said  City  of 
Quincy;  and  that  said  party  of  the  second  part  will  provide  a  suitable 
roadway,  connecting  said  wagon  bridge  with  said  Cedar  Street. 

3d.  That  said  party  of  the  second  part  will  build  a  freight  depot  and  a 
passenger  depot  between  Broadway  and  Vine  and  Second  and  Olive  Streets, 
in  said  City  of  Quincy. 

4th.  That  the  party  of  the  second  part  will  grant  to  the  said  party  of 
the  first  part  the  joint  use,  in  perpetuity,  with  the  party  of  the  second  part, 
of  the  levee  owned  by  the  party  of  the  second  part,  south  of  Broadway,  in 
said  City;  the  party  of  the  first  part  to  have  the  right  to  permit  the  use 
of  the  same,  as  a  public  levee  and  public  landing-place,  in  connection  with 
the  use  thereof  by  the  said  party  of  the,  second  part;  and  the  said  party  of 
the  first  part  to  have  the  sole  right  to  impose  charges  and  wharfage 
fees  for  such  use  as  a  public  levee  or  public  landing-place,  and  to  collect 
and  to  retain  for  its  own  use  such  charges  and  wharfage  fees;  provided, 
however,  that  no  charges  or  wharfage  fees  shall  be  imposed  upon  or  collected 
of  said  party  of  the  second  part.  It  being  understood,  however,  that  neither 
party  shall  have  the  right  to  erect  any  building  or  buildings  thereon, 
without  the  consent  of  the  other  party,  in  writing,  first  had  and  obtained 
therefor,  and  that  said  party  of  the  second  part  shall  make  no  use  of  the 
same  inconsistent  with  its  use  as  a  public  levee  and  public  landing-place; 
provided,  however,  that  the  said  party  of  the  first)  part  shall  have  the  right 
to  exercise  any  rights  it  may  now  have,  including  the  right,  if  any,  to  erect 


666         CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

thereon  a  water  works  plant,  south  of  Broadway;  and  provided,  further, 
however,  that  said  party  of  the  first  part  will  not  permit  any  other  railroad 
company  or  companies  than  the  party  of  the  second  part  to  lay  or  construct 
any  railroad  track  or  tracks  on  said  levee ;  said  levee,  south  of  Broadway, 
herein  referred  to,  being  bounded  and  described  as  follows,  to-wit ; 

Beginning  on  the  south  line  of  Broadway  street,  at  a  point  two  hundred 
and  sixty-nine  and  five-tenths  (269.5)  feet  due  west  of  the  east  line  of 
Front  Street,  in  said  City  of  Quincy,  and  running  thence  southwardly  to  a 
point  two  hundred  and  forty  and  eight-tenths  (240.8)  feet  due  west  of  the 
east  line  of  said  Front  Street,  and  two  hundred  and  eight  (208)  feet  north 
of  the  north  line  of  Hampshire  Street,  and  to  the  south  line  of  the  land 
or  property  there  owned  by  the  party  of  the  second  part,  thence  west  to  the 
Mississippi  River,  thence  north  on  said  river  to  a  point  due  west  of  the 
place  of  beginning,  and  thence  east  to  the  place  of  beginning. 

5th.  That  the  party  of  the  second  part  will  make  the  necessary  arrange- 
ments, when  building  the  piers  and  buttresses  for  its  new  railroad  bridge 
across  the  Quincy  Bay,  near  the  foot  of  Broadway,  for  attaching  a  pontoon 
bridge  alongside  of  its  said  new  railroad  bridge;  and  will  permit  said  party 
of  the  first  part,  or  the  parties  who  may  construct  said  pontoon  bridge,  to 
attach  said  pontoon  bridge  to  its  said  new  railroad  bridge,  without  com- 
pensation therefor;  and  said  party  of  the  second  part  will  grant  a  suitable 
right  of  way  for  the  public  from  said  Broadway  street  to  such  pontoon 
bridge. 

The  said  party  of  the  second  part  further  agrees  that  it  will  leave  a 
clear  space,  fifty  (50)  feet  in  width,  between  the  water's  edge  and  the 
abutment  at  the  end  of  its  embankment  on  said  Towhead  Island,  and  will 
fill  and  keep  filled  the  same  to  such  height  as  will  permit  passage  along  and 
across  the  same,  under  its  said  new  railroad  bridge,  from  one  side  of  its 
embankment  to  the  other,  whenever  the  water  in  said  river  is  at  such  a 
stage  as  to  make  it  possible  to  drive  with  wagons  and  teams  on  and  along 
said  Towhead  Island;  and  that  said  party  of  the  second  part,  in  constructing 
its  grade,  will  either  leave  a  sufficient  space  between  the  foot  of  its  said 
embankment  and  the  west  and  south  sides  of  said  Towhead  Island,  for  the 
free  passage  of  wagons  and  teams,  or  will  extend  the  surface  of  said 
Towhead  Island  between  the  foot  of  its  said  embankment  and  said  south 
and  west  sides  of  said  Island,  to  provide  a  suitable  way  for  the  passage 
of  wagons  and  teams. 

6th.  That  the  said  party  of  the  second  part  will  grant  unto  said  party 
of  the  first  part  a  right  of  way  for  a  convenient  wagon  road  for  the  public 
travel,  on  one  side  or  the  other  of  its  said  embankment,  to  be  selected  by 
the  said  party  of  the  first  part,  on  the  island  north  of  said  Towhead  Island, 
from  its  said  river  bridge  to  said  Towhead  Island,  and  the  right  to  approach 
and  connect  with  said  bridge  or  bridge  road.  Said  wagon  road  is  to  be 
constructed  by  the  said  party  of  the  first  part,  at  its  sole  cost  and  expense, 
and  is  not  to  exceed  thirty  (30)  feet  in  width  on  its  top  surface,  the  same 
to  have  the  ordinary  or  natural  slope,  and  not  to  exceed  a  height  of  three 
(3)  feet  above  high  water,  except  where  necessary  to  connect  with  said 
bridge  or  bridge  road. 


CORPORATE  HISTORY  667 

That  said  party  of  the  second  part  will,  in  constructing  its  said  embank- 
ment on  said  Towhead  Island,  so  construct  the  same  as  to  protect  from 
injury  the  boat  house  of  the  North  Side  Boat  Club,  now  thereon. 

7th.  That  the  grant  of  the  right  of  way  on  said  Towhead  Island  shall 
be  made  in  such  a  way  that  the  said  party  of  the  first  part  shall  and  will 
retain  all  riparian  rights  on  said  Towhead  Island,  including  the  right  to 
all  accretions;  and  that  said  grant  shall  be  conditioned  upon  the  perform- 
ance by  the  said  party  of  the  second  part  of  the  covenants  and  agreements 
herein  contained,  binding  on  the  said  party  of  the  second  part. 

8th.  That  the  party  of  the  second  part  will  grant  and  convey,  by  deed, 
unto  the  said  party  of  the  first  part,  the  road  or  street  now  in  use  by  the 
public  from  near  the  intersection  of  Elm  and  Olive  streets,  north  to  and 
across  the  railroad  tracks  near  the  foot  of  Lind  Street,  to  Front  Street, 
which  road  has  been  used  by  the  public  about  fifteen  years  last  past,  or 
will  grant  and  convey,  by  deed,  unto  the  said  party  of  the  first  part,  in 
lieu  thereof,  some  other  road  or  street  equally  as  satisfactory  to  the  City 
Council  of  said  City  of  Quiiicy,  running  from  said  intersection  to  said 
Front  Street.  It  is,  however,  understood  that  the  party  of  the  second  part 
may  in  such  deed  reserve  the  right  to  cross  the  road,  by  it  to  be  granted 
as  aforesaid,  with  the  railroad  tracks,  side  tracks,  and  switches  now  cross- 
ing the  same,  and  the  right  to  construct  a  viaduct  across  the  same,  for  the 
purpose  of  constructing,  maintaining,  and  operating  its  railroad  tracks 
thereon;  said  viaduct,  however,  to  be  constructed  at  such  a  height  as  is 
customary  for  viaducts  crossing  public  streets,  and  at  such  a  height  as 
will  permit  the  passage  of  loaded  teams  thereunder. 

9th.  Said  party  of  the  second  part  further  agrees  that  the  tolls  which 
it  will  charge  for  passage  over  said  wagon  bridge  shall  at  all  times  be 
reasonable,  and  shall  not  be  in  excess  of  the  following  schedule  of  rates : 

Each  foot  passenger  or  bicycle  rider 5  cents 

Hog  or  Sheep 5  cents 

Head  of  loose  cattle  or  horses 10  cents 

Vehicle  drawn  by  one  animal 25  cents 

Same  price  for  round  trip  same  day. 

Double  team    40  cents 

Same  price  for  round  trip  same  day. 

Three   horse   team 50  cents 

Same  price  for  round  trip  same  day. 

Wagon  drawn  by  four  horses,  mules  or  oxen 60  cents 

Same  price  for  round  trip  same  day. 
10th.  Said  party  of  the  second  part  further  agrees  that  it  will  grant 
unto  any  other  railroad  company  or  companies,  at  any  time  desiring  to 
come  into  or  pass  out  of  said  City  of  Quincy,  the  right  of  connecting  with, 
and  of  passing  over  and  using  and  operating  cars  and  engines  on,  some  one 
of  the  tracks  of  the  party  of  the  second  part,  now  laid  or  hereafter  to  be 
laid,  in  what  is  known  as  Front  Street,  in  said  City  of  Quincy,  from  the 
north  line  of  the  intersection  of  Front  Street  with  Elm  Street  extended, 
to  the  North  line  of  the  intersection  of  Front  Street  with  Broadway,  in  said 
City;  such  track  to  be  substantially  on  the  grade  of  the  tracks  now  there 


668         CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

existing,  and  to  be  in  such  a  place  and  at  such  a  grade  as  will  permit  the 
passage  onto  the  same  from  a  railroad  track  laid  on  the  established  grade  in 
Front  Street,  south  of  said  Broadway  Street;  it  being  expressly  understood, 
however,  that  said  Company  or  companies  so  desiring  to  use  such  track 
shall  pay  to  said  party  of  the  second  part  a  reasonable  compensation 
therefor. 

11th.  Said  party  of  the  second  part  further  agrees  that  all  the  work 
herein  provided  for,  to  be  done  by  said  party  of  the  second  part,  including 
the  building  of  said  wagon  bridge,  and  of  said  freight  and  passenger  depots, 
shall  be  commenced  as  soon  as  possible,  and  prosecuted  to  a  conclusion 
with  diligence  and  vigor. 

In  Witness  Whereof,  the  said  party  of  the  first  part  has  caused  these 
presents  to  be  executed  by  its  Mayor  and  City  Clerk,  and  has  caused  its 
corporate  seal  to  be  here  unto  affixed;  and  the  said  party  of  the  second 
part  has  caused  these  presents  to  be  executed,  for  and  on  its  behalf,  by 
C.  E.  Perkins,  its  President,  and  H.  W.  Weiss,  its  Assistant  Secretary,  and 
has  also  caused  its  corporate  seal  to  be  hereunto  affixed. 

Executed,  in  duplicate,  the  day  and  year  first  above  written. 

City  of  Quincy 
[seal]  By  John  A.  Steinbach,  Mayor. 

City  of  Quivcy  Horace  J.  Farrab,  City  Clerk. 

The  Chicago,  Burlington  and  Quincy  Railroad  Company. 
[seal]  By  C.  E.  Perkins,  President. 

Attest : 

H.  W.  Weiss,  Assistant  Secretary. 
Form  approved,  May  17,    '98: 

J.  W.  Blvtiie. 


ORDINANCE,  April  4,  1898,  City  of  Quincy,  Illinois. 

An  ordinance  vacating  Front  Street  between  the  North  Line  of  Broad- 
way and  a  line  parallel  with  and  fifty  feet  South  of  the  South  line  of  Oak 
Street,  Olive  Street  between  the  Xorth  Line  of  Broadway  and  the  South  Line 
of  Vine  Street,  Spring  Street  between  the  West  line  of  Second  Street  and 
the  Quincy  Bay  and  Oak  Street  between  the  West  Line  of  Second  Street 
and  the  West  Line  of  Olive  Street  all  in  Pease's  addition  to  the  City  of 
Quincy,  Illinois. 

Wltereas,  it  is  deemed  for  the  best  interests  of  the  City  of  Quincy,  and  of 
the  inhabitants  thereof,  and  of  the  public,  that  the  following  described  por- 
tions of  certain  streets  in  said  city  be  vacated  and  no  longer  maintained  at 
the  public  expense  for  the  purpose  of  public  travel  and  use;  therefore, 

Section  1.  Be  it  ordained  by  the  City  Council  of  the  City  of  Quincy, 
that  Front  Street  between  the  North  Line  of  Broadway  and  a  line  parallel 
with  and  fifty  feet  South  of  the  South  Line  of  Oak  Street,  Olive  Street 
between  the  North  Line  of  Broadway  and  the  South  Line  of  Vine  Street, 
Spring  Street  between  the  West  Line  of  Second  Street  and  the  Quincy  Bay 
and  Oak  Street  between  the  West  Line  of  Second  Street  and  the  West  Line 


CORPORATE  HISTORY  669 

of  Olive  Street,  all  in  Pease's  addition  to  the  City  of  Quiney,  Illinois,  be  and 
are  hereby  vacated  and  abolished. 

Section  2.     This  ordinance  shall  take  effect  from  and  after  its  passage. 

DEED,  December  1,  1903  The  Quiney  Eail  Road  Bridge  Company  to  Chi- 
cago, Burlington  &  Quiney  Eailroad  Company. 

Indenture,  Made  this  first  day  of  December,  A.  D.  1903,  by  and  be- 
tween the  Quiney  Eailroad  Bridge  Company,  a  consolidated  corporation, 
created,  organized,  and  existing  under  and  by  virtue  of  the  laws  of  the 
States  of  Illinois  and  Missouri,  party  of  the  first  part,  and  the  Chicago, 
Burlington  &  Quiney  Railroad  Company,  a  corporation  created,  organized, 
and  existing  under  and  by  virtue  of  the  laws  of  the  State  of  Illinois, 
party  of  the  second  part,  Witnesseth:  That, 

Whereas,  The  first  party,  being  thereunto  duly  authorized  by  law,  is 
the  owner  of  a  certain  railroad  and  railroad  bridge  over  and  across  the 
Mississippi  River,  at  Quiney,  Illinois,  between  the  States  of  Illinois  and 
Missouri,  all  as  hereinafter  described;  and, 

Whereas,  The  railroads  of  the  parties  hereto  connect,  and  make  a  con- 
tinuous railroad;  and, 

Whereas,  The  second  party  is  now  in  possession  of  and  operating  the 
said  railroad  and  bridge  of  the  first  party,  in  connection  with  its  own 
railroad,  under  a  lease  for  more  than  twenty-five  (25)  years,  and  has 
offered  to  purchase  the  remaining  interests,  property,  and  franchises  of 
the  first  party  in  and  to  its  railroad  and  bridge,  upon  the  terms  and  con- 
ditions hereinafter  stated,  which  have  been  agreed  to  by  the  directors  of 
both  the  said  companies,  and  approved  by  the  stockholders  owning  and 
holding  two-thirds  in  amount  of  the  capital  stock  of  each  of  the  said 
companies,  in  manner  and  form  as  required  by  law: 

Now  Therefore,  This  Indenture  Witnessth :  That  the  said  first  party, 
for  the  considerations  hereinafter  expressed,  by  these  presents  does  grant, 
bargain,  sell,  convey,  release,  assign,  and  transfer,  to  the  said  second 
party,  the  following  described  railroad,  property,  franchises,  and  privi- 
leges, to-wit: 

Its  iron  railroad  bridge  and  railroad  on  and  over  the  Quiney  Bay,  so 
called  and  on  and  over  the  Mississippi  River,  and  on  and  over  the  Island 
separating  the  said  Quiney  Bay  from  the  said  Mississippi  River,  as  the 
said  bridge  and  railroad  exist,  and  extend  from  the  east  bank  of  the 
said  Quiney  Bay,  at  and  from  the  city  of  Quiney,  in  the  State  of  Illinois, 
across  said  Bay,  Island,  and  River,  to  the  town  or  village  of  West 
Quiney,  on  the  west  bank  of  the  Mississippi  River,  in  the  State  of 
Missouri,  including  all  the  foundations,  masonary,  abutments,  piers, 
draws,  iron  and  other  materials  composing  said  bridge,  and  also  including 
the  railroad  track  on  and  over  the  said  bridge  and  Island,  with  the  em- 
bankments, culverts,  structures,  superstructures,  iron  and  steel  rails,  and 
other  materials  composing  the  same;  and  also  all  the  railroad  or  roads  of 
the  said  party  of  the  first  part,  which  extend  from  the  east  and  west 
abutments  of  said  bridge,  and  connect  the  said  bridge  and  the   tracks 


670         CHICAGO,  BURLINGTON   &   QUINCY  RAILROAD   COMPANY 

thereon,  with  the  railroad  tracks  and  railroad  of  the  said  Chicago,  Bur- 
lington &  Quincy  Railroad  Company,  in  the  State  of  Illinois,  and  with 
the  railroad  tracks  and  railroad  of  the  said  Chicago,  Burlington  &  Quincy 
Railroad  Company,  formerly  the  Hannibal  &  St.  Joseph  Railroad  Com- 
pany, in  the  State  of  Missouri,  with  all  the  embankments,  superstruc- 
ture, iron,  rails,  and  other  materials  or  things  composing  said  connecting 
roads,  together  with  all  the  fixtures  and  appurtenances  to  said  railroads 
and  bridge  belonging,  and  all  the  tolls,  rents,  and  income  to  be  had, 
levied,  or  derived  from  the  said  described  premises  and  the  using  there- 
of; and  all  other  property,  real  or  personal,  of  whatsoever  kind  and 
wheresoever  situated,  now  owned  by  said  first  party  or  hereafter  to  be 
acquired  by  it,  whether  appurtenant  to  the  railroad  and  premises  afore- 
said or  otherwise.  Also  all  rights,  privileges,  immunities,  and  franchises 
belonging  to  the  said  first   party,  except  its  franchise  to  be  a  corporation. 

To  Have  and  to  Hold  the  same  to  the  said  second  party,  its  successors 
and    assigns,    forever. 

In  consideration  of  the  foregoing,  the  said  second  party  covenants  and 
agrees  with  the  said  first  party  that  it  will  use,  maintain,  and  operate 
the  said  bridge,  railroad,  and  above  described  premises,  or  cause  the 
same  to  be  used,  maintained,  and  operated,  in  such  manner  as  to  furnish 
reasonable  accommodations  to  the  public;  and  will  assume  and  discharge 
all  contracts,  debts,  liabilities,  and  obligations  of  whatsoever  kind,  of 
the  said  first  party,  relating  to  said  railroad  and  property,  as  they  may 
severally  mature;  and  that  it  will  pay  to  the  stockholders  of  said  first 
party  one  hundred  and  seventy  -five  (175)  dollars  for  each  share  of  their 
said  stock,  upon  the  presentation  and  surrender  of  the  certificates 
therefor. 

And.  to  the  end  that  the  second  party  may  have,  hold,  use,  exercise,  and 
enjoy  the  railroad  and  property  and  franchises  of  the  first  party,  hereby 
conveyed  and  intended  to  be  conveyed  and  whether  now  existing  or 
hereafter  acquired,  as  fully  as  might  be  done  by  the  first  party,  if  this 
conveyance  had  not  been  made,  the  first  party  agrees  to  execute  from 
time  to  time  any  additional  assignment,  conveyance,  or  assurance,  and 
to  perform  any  act,  which  the  counsel  of  the  second  party  may  advise; 
and,  for  the  purposes  aforesaid,  the  first  party  agrees,  if  the  second 
party  shall  so  desire  and  advise,  that  it  will  keep  up  and  maintain  its 
corporate  existence   and  organization. 

In  Witness  Whereof,  the  parties  hereto  have  caused  their  corporate 
names  to  be  hereunto  subscribed  by  their  respective  Presidents,  and 
their  corporate  seals  to  be  hereto  attached  and  attested  by  their  respec- 
tive Secretaries,  the  day  and  year  first  above  written. 

QUINCY  RAILROAD  BRIDGE  COMPANY, 
[Seal]  By  William  Exdicott,  President. 

Attest:     A.  G.  Stanwood,  Secretary. 

CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY, 
[Seal]  By  Geo.  B.   Harris,  President. 

Attest:   T.  S.  Howland,  Secretary. 


CORPORATE  HISTORY 


671 


State  of  Massachusetts,  ) 
County  of  Suffolk,  ) 

On  this  20th  day  of  January,  A.  D.  1904,  before  me  appeared  William 
Endieott,  to  me  personally  known,  who,  being  by  me  duly  sworn,  did 
say  that  he  is  the  President  of  the  Quincy  Railroad  Bridge  Company,  and 
that  the  seal  affixed  to  the  foregoing  instrument  is  the  corporate  seal 
of  said  corporation,  and  that  said  instrument  was  signed  and  sealed  in 
behalf  of  said  corporation  by  authority  of  its  Board  of  Directors;  and 
said  William  Endieott  acknowledged  said  instrument  to  be  the  free  act 
and  deed  of  said  corporation. 

My  commission  expires  June  4th,  1909. 

[Seal] 

William  R.  Curtis 
Notary  Public  in  and  for  said  County  and  State. 


State  of  Illinois  ) 

r  SS. 

County  of  Cook    )  ' 

On  this  14th  day  of  January,  A.  D.  1904,  before  me  appeared  George 
B.  Harris,  to  me  personally  known,  who,  being  by  me  duly  sworn,  did 
say  that  he  is  the  President  of  the  Chicago,  Burlington  &  Quincy  Rail- 
road Company,  and  that  the  seal  affixed  to  the  foregoing  instrument  is 
the  corporate  seal  of  said  corporation,  and  that  said  instrument  was 
signed  and  sealed  in  behalf  of  said  corporation  by  authority  of  its  Board 
of  Directors;  and  said  George  B.  Harris  acknowledged  said  instrument  to 
be  the  free  act  and  deed  of  said  corporation. 

My  commission  expires  January  23d,  1903. 
[Seal]  Herbert  Haase, 

Notary  Public  in  and  for  said  County  and  State. 

Recorded  in  Adams  County,  Illinois  February  29th,  1904  Vol.  3,  Page 
246. 

Recorded  in  Marion  County,  Missouri  February  13th,  1904.  Book  177. 
Pages  26-27. 

SUPPLEMENTAL  AGREEMENT,  November  16,  1920,  City  of  Quincy, 
Illinois  and  Chicago,   Burlington   &    Quincy   Railroad   Company. 

Supplemental  Agreement,  Made  and  entered  into  this  16th  day  of  Novem- 
ber, 1920,  by  and  between  the  City  of  Quincy,  a  municipal  corporation, 
created  and  existing  under  the  laws  of  the  State  of  Illinois,  as  party  of  the 
first  part,  and  the  Chicago,  Burlington  &  Quincy  Railroad  Company,  a  cor- 
poration, created  and  existing  under  and  by  virtue  of  the  laws  of  the  State 
of  Illinois,  as  party  of  the  second  part ; 

Whereas,  the  said  above  named  parties  did  enter  into  a  certain  agreement 
in  writing,  dated  the  4th  day  of  April,  1898,  relating,  among  other  things, 
to  the  construction  and  maintenance  by  the  party  of  the  second  part  of  a 
railroad  bridge  and  wagon  bridge  to  be  connected  therewith,  across  the 
Mississippi  River  at  Quincy,  Illinois;  and, 


672         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

Whereas,  in  the  9th  paragraph  of  said  contract  dated  April  4th,  1898,  a 
certain  schedule  of  rates  was  set  forth  covering  tolls  to  be  charged  by  said 
party  of  the  second  part  for  passage  over  said  wagon  bridge,  and  the 
parties  to  said  contract  and  hereto  now  desire  to  change  said  schedule  of 
rates  and  to  amend  said  9th  paragraph  of  said  contract  dated  April  4th, 
1898,  accordingly : 

Now,  Therefore,  in  consideration  of  the  premises  and  of  the  mutual  desire 
and  agreements  of  the  parties  hereto,  it  is  agreed  as  follows : 

(1)  That  portion  of  the  9th  paragraph  of  said  contract  dated  April  4th, 
1898,  which  provides  for  the  toll  to  be  charged  for  the  passage  over  the 
wagon  bridge  of  vehicles  drawn  by  one  animal,  and  vehicles  drawn  by  two 
animals,  shall  be  amended  to  read  as  follows: 

For  each  vehicle  drawn  by  one  animal,  including  persons  occupying 
same,   one   way 200 

Same,  for  round  trip 400 

For  each  vehicle  drawn  by  two  animals,  including  persons  occupying 
same,  one  way 250 

Same,  for  round  trip 500 

(2)  The  said  contract  dated  April  4th,  1898,  shall  not  be  affected  by  this 
supplemental  agreement  except  to  the  extent  that  the  9th  paragraph  thereof 
is  herein  modified. 

In  Witness  Whereof,  the  parties  hereto  have  executed  this  supplemental 
agreement  the  day  and  year  first  above  written. 
[seal]  City  of  Quincy 

By  Philip  J.  O'Brien,  Mayor. 
Chicago,  Burlington  &  Quincy  Railroad  Company, 

By  C.  E.  Spens,  V.  P. 
Attest: 
Duke  Schroer,  Cleric. 

Form  Approved: 

Thos.  J.  Lawless,  Attorney. 

RESOLUTION  November  15,  1920  City  of  Quincy,  Illinois 

Whereas,  Heretofore  the  City  of  Quincy,  and  the  Chicago,  Burlington  & 
Quincy  Railroad  Company  entered  into  a  certain  agreement  in  writing,  dated 
the  fourth  day  of  April  1898,  relating,  among  other  things  to  the  construc- 
tion and  maintenance  by  the  said  Chicago,  Burlington  &  Quincy  Railroad 
Company  of  a  railroad  bridge  and  wagon  bridge  to  be  connected  therewith, 
across  the  Mississippi  River,  at  Quincy,  Illinois,  and 

H'liereas,  In  the  ninth  paragraph  of  said  contract,  a  certain  schedule 
of  rates  was  set  forth,  covering  tolls  to  be  charged  by  said  Chicago,  Bur- 
lington &  Quincy  Railroad  Company  for  passage  over  said  wagon  bridge ; 
and  whereas,  said  schedule  of  rates  as  to  vehicles  drawn  by  one  animal  and 
as  to  vehicles  drawn  by  two  animals,  provided  the  same  tolls  for  one  way 
and  for  a  round  trip  the  same  day,  and  made  no  provision  for  the  carriage  of 
persons  in  such  vehicles;  and 


CORPORATE  HISTORY  673 

Whereas,  The  parties  to  said  contract  now  desire  to  change  such  schedule 
of  rates  and  to  amend  and  modify  that  portion  of  said  ninth  paragraph  of 
said  contract  which  provides  for  the  tolls  to  be  charged  for  the  passage 
over  the  wagon  bridge  of  vehicles  drawn  by  one  animal  and  vehicles  drawn 
by  two  animals,  so  that  the  same  shall  read  as  follows: 

For  each  vehicle  drawn  by  one  animal,  including  persons  occupying 
same,  one  way 200 

Same,  for  round  trip 400 

For  each  vehicle  drawn  by  two  animals,  including  persons  occupying 
same,  one  way 250 

Same,  for  round  trip 500 

And  Whereas,  The  parties  hereto  have  agreed  upon  such  amendment  and 
modification  of  said  paragraph  of  said  contract  and  drafted  a  supplemental 
agreement  in  such  behalf,  a  copy  of  which  is  hereto  attached ;  and 

Whereas,  It  is  to  the  best  interest  of  the  City  of  Quincy  and  its  in- 
habitants that  said  paragraph  be  modified  in  the  manner  stated,  ind  that 
said  supplemental  agreement  be  executed;  therefore  be  it 

Resolved,  That  the  proposed  amendment  and  modification  of  paragraph 
nine  of  the  contract  between  the  City  of  Quincy,  and  the  Chicago,  Burling- 
ton &  Quincy  Railroad  Company,  above  referred  to,  be  and  the  same  is 
hereby  approved;  and 

Resolved  Further,  That  the  supplemental  agreement  between  the  City  of 
Quincy,  and  the  Chicago,  Burlington  &  Quincy  Railroad  Company,  draft  of 
which  is  hereto  attached,  providing  for  the  amendment  and  modification  of 
said  paragraph  nine  of  said  contract  of  April  4,  1898,  be  and  the  same  is 
hereby  approved;  and  that  the  said  supplemental  contract  be  executed  in 
the  name  of  said  City  of  Quincy,  by  the  Mayor  of  said  City,  and  attested  by 
the  City  Clerk  of  said  City,  and  the  Corporate  Seal  of  said  City  of  Quincy 
affixed. 

State  of  Illinois,  1 
County  of  Adams,  ^ss. 
City  of  Quincy. 

I,  Duke  Schroer,  City  Clerk  of  said  City  of  Quincy,  in  the  County  of 
Adams  and  State  of  Illinois,  do  hereby  certify  that  the  foregoing  and 
hereunto  attached  resolution  is  a  true  and  correct  copy  of  a  resolution 
adopted  at  a  regular  meeting  of  the  City  Council  of  said  City,  held  on 
November  15,  1920. 

I  further  certify  that  the  original  resolution,  of  which  the  foregoing  is 
a  true  copy,  is  in  my  possession  as  City  Clerk  of  said  City. 

Witness  my  hand  and  the  corporate  seal  of  said  City  of  Quincy  this  11th 
day  of  December,  A.  D.  1920. 
[seal]  Duke  Schroer, 

City  Cleric  as  aforesaid. 


OTTAWA,  OSWEGO  AND  FOX  RIVER 
VALLEY  RAILROAD  COMPANY 

This  Company  was  incorporated  by  a  Special  Act  of  the  Illi- 
nois Legislature  in  force  August  22,  1852,  and  was  authorized 
to  build  from  Ottawa  northerly  to  Elgin,  and  also  from  Ottawa 
southerly  to  Bloomington  and  beyond.  It  was  built  from  Strea- 
tor  north  to  a  connection  with  the  C.  B.  &  Q.  road  near  Mont- 
gomery, a  distance  of  67.53  miles,  and  from  a  point  on  the  C.  B. 
&  Q.  near  Aurora  known  as  "Geneva  Switch,"  northerly  to 
West  Batavia  and  to  Geneva,  a  distance  of  9.46  miles.  That 
portion  of  the  road  between  Geneva  and  West  Batavia  (2.16 
miles)  was  abandoned  in  June,  1907. 

A  short  southwesterly  extension  was  built  in  the  name  of  the 
Company,  from  Streator  to  Wenona  (about  13  miles)  in  Octo- 
ber, 1867,  but  the  C.  B.  &  Q.  has  never  been  interested  in  anj- 
part  of  the  line  south  of  Streator.  Considerable  work  on  the 
line  north  of  Streator  was  done  prior  to  1869,  and  actual  con- 
struction was  undertaken  in  that  year.  The  road  was  com- 
pleted and  opened  for  traffic  to  Geneva  in  the  spring  of  1871. 

The  original  construction  contract  was  made  with  one  Oliver 
Young,  of  date  January  20,  1869,  who  had  assigned  it  to  C.  H. 
Force  &  Company,  who  in  turn  contracted  with  James  F.  Joy, 
acting  for  the  C.  B.  &  Q. 

Legislation  had  been  secured  in  Illinois,  authorizing  towns 
and  cities  to  vote  bonds  in  aid  of  railroads,  and  it  was  part  of 
Young's  contract  that  the  Company  would  secure  a  right  of 
way  and  raise  $650,000  in  local  aid,  a  large  part  of  which  was 
done. 

Force  &  Company  agreed  that  the  Ottawa  &  Oswego  Com- 
pany would  execute  a  new  Mortgage  for  $1,260,000  to  secure 
bonds  of  $18,000  per  mile,  which  Joy  agreed  to  negotiate  at 
eighty  cents  on  the  dollar,  and  thus  provided  means  for  build- 
ing the  road,  Avhich  it  was  agreed  the  C.  B.  &  Q.  would  then 
lease  in  perpetuity,  and  as  rental  would  set  aside  forty  per  cent 
of  the  gross  earnings  with  which  to  purchase  bonds  issued  under 
the  Mortgage. 

674 


CORPORATE  HISTORY  675 

The  laws  providing  for  bond  issues  were  declared  invalid, 
and  many  complications  arose,  all  of  which  are  fully  recited  in 
memoranda  in  the  office  of  the  Secretary  of  the  C.  B.  &  Q. 

The  C.  B.  &  Q.  took  a  lease  of  the  road  of  date  August  20, 
1870,  and  a  supplemental  lease  dated  June  30,  1876. 

Of  date  June  1,  1899,  the  Company  made  a  deed  in  fee  simple 
to  the  Burlington  Company  of  its  road  and  franchises,  in  con- 
sideration that  the  latter  company  would  equip,  maintain  and 
operate  the  road,  and  pay  the  taxes  and  assume  the  indebted- 
ness and  issue  one  share  of  its  own  stock  for  every  fifteen  shares 
of  the  stock  of  the  Ottawa  Company. 

ACT  OF  LEGISLATURE 

Approved  June  21,  1852. 

AN  ACT  to  incorporate  the  Ottawa,   Oswego  and  Fox  River  Valley  Rail- 
road Company. 

In  force  Aug.  22,  1852. 

Section  I.  Be  it  enacted  by  the  People  of  the  State  of  Ilinois,  repre- 
sented in  the  General  Assembly,  That  M.  C.  Town,  George  Harvey,  William 
C.  Kimball,  Orsemas  Wilson,  Daniel  S.  Gray,  of  the  county  of  Kane; 
Lewis  B.  Judson,  Nathaniel  Rising,  William  Noble  Davis,  Samuel  Jackson, 
Samuel  Roberts,  John  L.  Clark  and  Johnson  Mesner,  of  the  county  of 
Kendall;  Robert  Rowe,  William  L.  F.  Jones,  William  Sly,  Daniel  Blake, 
David  Greene,  George  E.  Walker,  Theophilus  L.  Dickey,  William  H.  W. 
Cushman,  J.  G.  Nallinger,  John  Palmer,  George  H.  Norris,  of  the  county 
of  La  Salle,  and  their  associates,  successors  and  assigns,  are  hereby 
created  a  body  corporate  and  politic,  under  the  name  and  style  of  the 
"Ottawa,  Oswego  and  Fox  River  Valley  Railroad  company,"  for  the  term 
of  eighty  years;  and  by  that  name  may  be  and  are  hereby  made  capable, 
in  law  and  in  equity,  to  sue  and  be  sued,  plead  and  be  impleaded,  defend 
and  be  defended,  in  any  court  of  law  and  equity  in  this  State,  or  in  any 
other  place;  to  make,  have  and  use  a  common  seal,  and  the  same  to  renew 
and  alter  at  pleasure,  and  shall  be  and  are  hereby  vested  with  all  the  powers, 
privileges  and  immunities  which  are  or  may  be  necessary  to  carry  into 
effect  the  purpose  and  objects  of  this  act,  as  hereinafter  set  forth;  and 
the  said  company  are  hereby  authorized  and  empowered  to  locate,  con- 
struct and  finally  complete  a  railroad  from  the  town  of  Ottawa,  in  La 
Salle  county,  to  the  town  of  Elgin,  in  Kane  county,  by  way  of  the  village 
of  Oswego,  in  Kendall  county,  running  along  the  Fox  river  valley,  by  the 
most  direct  and  eligible  route,  having  due  regard  to  the  interests  of  the 
town  and  village  on  and  near  to  Fox  river,  and  also  from  the  said  town 
of  Ottawa,  running  in  a  southerly  direction  to  any  point  on  any  railroad 
running  northerly  from  Bloomington,  in  McLean  county,  or  to  any  point  on 


676         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

the  Alton  and  Sangamon  Railroad,  or  both:Providcd,  in  case  the  name  of 
the  said  Alton  and  Sangamon  Railroad  Company  shall  be  changed,  the 
new  name  shall  apply  to  the  provisions  of  this  bill,  and  the  name  of  said 
Alton  and  Sangamon  Railroad  Company  as  changed  shall  be  considered 
and  held  to  be  its  name,  under  the  provisions  of  this  act,  and  for  this 
purpose  said  company  are  authorized,  upon  the  most  eligible  and  direct 
route,  to  lay  out  their  said  railroad  wide  enough  for  a  single  or  a  double 
track  through  the  whole  length,  and  for  the  purpose  of  cutting  embank- 
ments, stone,  and  gravel,  may  take  as  much  more  land  as  may  be  neces- 
sary for  the  proper  construction  of  and  security  of  said  railroad. 

§  2.  The  capital  stock  of  said  company  shall  consist  of  one  million  of 
dollars,  and  may  be  increased  to  two  million  of  dollars,  to  be  divided  into 
shares  of  one  hundred  dollars  each.  The  immediate  government  and  direc- 
tion of  said  company  shall  be  vested  in  eleven  directors,  who  shall  be 
chosen  by  the  stockholders  of  said  company,  in  the  manner  hereinafter 
provided,  who  shall  hold  their  offices  for  one  year  after  their  election,  and 
until  others  shall  be  duly  elected  and  qualified  to  take  their  place  as  di- 
rectors; and  the  said  directors,  a  majority  of  whom  shall  form  a  quorum 
for  the  transaction  of  business,  shall  elect  one  of  their  number  to  be  the 
president  of  the  company;  that  said  board  of  directors  shall  have  power 
to  appoint  all  necessary  clerks,  secretary  and  other  officers  necessary  in  the 
transaction  of  the  business  of  said  company. 

§  3.  The  said  corporation  is  hereby  authorized,  by  their  agents,  sur- 
veyors and  engineers,  to  cause  such  examination  and  surveys  to  be  made  of 
the  ground  and  country  between  the  said  several  points  and  places  herein- 
before indicated,  as  shall  be  necessary  to  determine  the  most  advantageous 
route  for  the  proper  line  or  course  wherein  to  construct  their  said  rail- 
road, and  it  shall  be  lawful  for  said  company  to  enter  upon  and  take 
possession  of  and  use  all  such  lands  and  real  estate  as  may  be  necessary 
for  the  construction  and  maintenance  of  their  said  railroad:  Provided, 
that  all  lands  or  real  estate  entered  upon  or  taken  possession  of  and  used 
by  said  corporation,  for  the  purposes  and  accommodations  of  said  railroad, 
or  upon  which  the  site  for  said  railroad  shall  have  been  located  or  deter- 
mined by  the  said  corporation,  shall  be  paid  for  by  said  company,  in  dam- 
ages, if  any  be  sustained  by  the  owner  or  owners  thereof,  by  the  use  of  the 
same  for  the  purposes  of  said  railroad ;  and  all  the  lands  entered  upon 
and  taken  for  the  use  of  said  corporation  which  are  not  donated  to  said 
company,  shall  be  paid  for  by  said  corporation  at  such  price  as  may  be 
mutually  agreed  upon  by  the  said  corporation  and  the  owner  or  owners 
of  such  land;  and  in  case  of  disagreement  the  price  shall  be  estimated, 
fixed  and  recovered,  in  the  manner  provided  for  taking  lands  for  the  con- 
struction of  public  roads,  canals  or  other  public  works,  as  provided  by  the 
act  concerning  right  of  way,  approved  March  3,  1845. 

§  4.  If  any  person  shall  willfully,  maliciously  or  wantonly,  and  con- 
trary to  law,  obstruct  the  pasage  of  any  car  on  said  railroad,  or  any  part 
thereof,  or  anything  belonging  thereto,  or  shall  damage,  break  or  destroy 
any  part  of  said  railroad,  or  implements  or  buildings,  he,  she  or  they,  or  any 


CORPORATE  HISTORY  677 

person  assisting,  shall  forfeit  and  pay  to  said  company,  for  every  such 
offense,  treble  the  amount  of  damages  that  shall  be  proved,  before  any 
competent  court,  shall  have  been  sustained  and  been  sued  for  in  the  name 
and  in  behalf  of  said  company;  and  such  offender  or  offenders  shall  be 
deemed  guilty  of  a  misdemeanor,  and  shall  be  liable  to  an  indictment,  in 
the  same  manner  as  other  indictments  are  found;  in  any  county  or  counties 
where  such  offense  shall  have  been  committed,  and  upon  conviction,  every 
such  offender  shall  be  liable  to  a  fine  not  exceeding  five  thousand  dollars, 
for  the  use  of  the  county  where  such  indictments  may  be  found. 

§  5.  The  time  of  holding  the  annual  meetings  of  said  company,  for  the 
election  of  the  directors,  shall  be  fixed  and  determined  by  the  by-laws  of 
said  company,  and  at  all  meetings  each  stockholder  shall  be  entitled  to  a 
vote,  in  person  or  by  lawful  proxy,  one  vote  for  each  share  of  stock  he, 
she  or  they  may  hold,  bona  fide,  in  said  company. 

§  6.  The  persons  named  in  the  first  section  of  this  act  are  hereby  ap- 
pointed commissioners,  who,  or  a  majority  of  whom,  are  hereby  authorized 
to  open  subscription  books  for  said  stock,  at  such  places  as  they  may  deem 
proper,  and  shall  keep  said  books  opened  until  at  least  the  sum  of  fifty 
thousand  dollars  of  said  capital  stock  shall  be  taken.  Said  commissioners 
shall  require  each  subscriber  to  pay  two  dollars  on  each  share  subscribed, 
at  the  time  of  subscribing.  When  such  amount  shall  have  been  subscribed, 
tne  said  commissioners  shall  call  a  meeting  of  the  stockholders,  by  giving 
thirty  days'  notice,  in  some  newspaper  in  the  said  town  of  Ottawa,  in 
La  Salle  county,  and  at  such  meeting  it  shall  be  lawful  to  elect  the  directors 
of  said  company,  and  when  the  directors  of  said  company  are  chosen  the 
said  commissioners  shall  deliver  said  subscription  book,  with  all  sums  of 
money  received  by  them  as  commissioners,  to  said  directors.  No  person 
snan  be  a  director  in  said  company  except  he  be  a  stockholder. 

$  7.  That  the  right  of  way  and  the  real  estate  purchased  for  the  right 
of  way  by  said  company,  whether  by  mutual  agreement  or  otherwise,  or 
which  shall  become  the  property  of  the  company  by  operation  of  law,  as  in 
this  act  provided,  shall,  upon  the  payment  of  the  amount  of  money  be- 
longing to  the  owner  or  owners  of  said  lands,  as  a  compensation  for  the 
same,  become  the  property  of  said  company,  in  fee  simple. 

§  8.  The  said  corporation  may  take  and  transport  upon  said  railroad 
any  person  or  persons,  merchandise  or  other  property,  by  the  force  and 
power  of  steam  or  animals,  or  any  combination  of  them,  and  may  fix, 
establish,  take  and  receive  such  rates  of  toll  for  all  passengers  and  prop- 
erty transported  upon  the  same,  as  the  said  directors  shall  from  time  to 
time  establish;  and  the  directors  are  hereby  empowered  and  authorized  to 
make  all  necessary  rules,  by-laws,  regulations  and  ordinances  that  they 
may  deem  necessary  and  expedient  to  accomplish  the  designs  and  purposes, 
and  to  carry  into  effect  the  provisions  of  this  act,  and  for  the  transfer  and 
assignment  of  its  stock,  which  is  hereby  declared  personal  property,  and 
transferable  in  such  a  manner  as  shall  be  provided  by  the  by-laws  and 
ordinances  of  said  company. 


678         CHICAGO,  BURUNGTON  &   QUINCY  RAILROAD  COMPANY 

§  9.  The  directors  of  said  company,  after  the  same  is  organized,  shall 
have  power  to  open  books  in  the  manner  prescribed  in  the  sixth  section 
of  this  act,  to  fill  up  the  balance  of  the  capital  stock,  or  any  part  thereof, 
and  the  amount  the  aforesaid  company  is  authorized  to  increase  the  capital 
stock  to,  by  the  second  section  of  this  act,  at  such  time  as  they  may  deem  it 
for  the  interest  of  said  company,  and  all  the  installments  required  to  be 
paid  in  the  stock  originally  to  be  taken,  and  what  may  be  taken  to  increase 
said  capital,  shall  be  paid  at  such  times  and  in  such  sums  as  said  di- 
rectors may  prescribe. 

§  10.  In  case  of  the  death,  resignation  or  removal  of  the  president,  vice 
president,  or  any  director,  at  any  time  between  the  annual  elections,  such 
vacancy  may  be  filled  for  the  remainder  of  the  year,  whenever  they  may 
happen,  by  the  board  of  directors;  and  in  easel  of  the  absence  of  the  pre- 
sident, and  vice  president,  the  board  of  directors  shall  have  power  to  ap- 
point a  president  pro  tempore,  who  shall  have  and  exercise  such  powers 
and  functions  as  the  by-laws  of  said  corporation  may  provide.  In  case  it 
should  at  any  time  happen  that  an  election  shall  not  be  made  on  any  day 
on  which,  in  pursuance  of  this  act,  it  ought  to  have  been  made,  the  said 
corporation  shall  not,  for  that  cause,  be  deemed  dissolved,  but  such  election 
shall  be  held  at  any  other  time  directed  by  the  by-laws  of  said  corporation. 

§  11.  That  when  the  lands  of  any  femmes  covert,  persons  under  age, 
win  compos  mentis,  or  out  of  the  State,  shall  be  taken  in  the  construction 
of  said  railroad,  as  is  provided  by  this  act,  the  said  corporation  shall  pay 
the  amount  that  shall  be  awarded  as  due  to  the  said  last  mentioned  owners, 
respectively,  Whenever  the  same  shall  be  lawfully  demanded,  together  with 
six  per  cent,  per  annum.  That  to  ascertain  the  amount  to  be  paid  to  the 
persons  in  this  section,  for  lands  taken  for  the  use  of  said  corporation,  it 
shall  be  the  duty  of  the  circuit  judge  of  the  court  of  the  counties  through 
which  said  railroad  passes,  upon  notice  given  to  him  by  the  said  corpora- 
tion, to  appoint  three  commissioners,  to  be  persons  not  interested  in  the 
matters  to  be  determined  by  them,  to  determine  the  damages  which  the 
owner  or  owners  of  the  land  or  real  estate  so  entered  upon  by  the  said 
corporation,  has  or  have  sustained  by  the  occupation  of  the  same;  and  it 
shall  be  the  duty  of  said  commissioners,  or  a  majority  of  them,  to  deliver 
to  said  corporation  a  written  statement  of  the  award  or  awards  they  shall 
make,  with  a  description  of  the  lands  or  real  estate  appraised,  to  be  re- 
corded by  the  said  corporation  in  the  clerk 's  office  of  the  county  in  which 
the  land  or  real  estate  so  appraised  shall  be,  and  then  the  said  corporation 
shall  be  deemed  to  be  seized  and  possessed  of  the  fee  simple  of  all  such 
lands  or  real  estate  as  shall  have  been  approved  by  the  said  commissioners. 

§  12.  Whenever  it  shall  be  necessary,  for  the  construction  of  said  rail- 
road, to  intersect  or  cross  a  track  of  any  other  railroad,  or  any  stream  of 
water  or  water  course,  or  road  or  highway,  lying  in  the  route  of  said  road, 
it  shall  be  lawful  for  the  company  to  construct  their  railroad  across  or 
upon  the  same:  Provided,  that  the  said  company  shall  restore  the  rail- 
road, stream  of  water,  water  course,  road  or  highway  thus  intersected  or 


CORPORATE  HISTORY  679 

crossed,  to  its  former  state,  or  in  a  sufficient  manner  not  materially  to 
impair  its  usefulness. 

§  13.  Said  company  shall  have  the  power  to  unite  its  railroad  with  any 
other  railroad  now  constructed,  or  which  may  hereafter  be  constructed  in 
this  State,  upon  such  terms  as  may  be  mutually  agreed  between  the  com- 
panies so  connecting,  and  for  the  purpose  full  power  is  hereby  given  to  said 
company  to  make  and  execute  such  contracts  with  any  other  company,  as  will 
secure  the  objects  of  such  connection,  and  the  said  corporation  shall  have 
power  to  consolidate  its  stock  with  any  other  railroad  company. 

§  14.  Said  company  is  hereby  authorized,  from  time  to  time,  to  borrow 
such  sum  or  sums  of  money  as  may  be  necessary  for  completing  and  finish- 
ing or  operating  their  said  railroad,  and  to  issue  and  dispose  of  their  bonds 
in  denominations  of  not  less  than  five  hundred  dollars,  for  any  amount 
so  borrowed,  and  to  mortgage  their  corporate  property  or  franchises,  or 
convey  the  same  by  deed  of  trust  to  secure  the  payment  of  any  debt  con- 
tracted by  the  said  company,  for  the  purposes  aforesaid.  And  the  said 
directors  of  said  company  may  confer  on  any  bondholder  of  any  bond 
issued  for  money  borrowed,  the  right  to  convert  the  principal  due  or  owing 
thereon  into  stock  of  said  company,  at  any  time  not  exceeding  ten  years 
from  the  date  of  the  bond,  under  such  regulations  as  the  directors  of  said 
company  may  see  fit  to  adopt. 

§  15.  The  width  of  said  railroad  to  be  determined  by  the  said  corpora- 
tion within  the  limits  prescribed  by  the  first  section  of  this  act,  and  they 
are  hereby  authorized  to  commence  work  on  any  point  of  said  railroad  that 
may  be  considered  most  expedient. 

§  16.  This  act  shall  be  in  force  the  period  of  eighty  years,  and  said 
company  shall  commence  said  work  within  four  years,  and  complete  the 
same  within  twelve  years  from  the  passage  of  this  act. 

$  17.  This  act  shall  be  deemed  and  taken  as  a  public  act,  and  shall  be 
construed  beneficially  for  all  purposes  herein  set  forth. 

Approved  June  21,  1852. 

Private  Laws  Illinois  1852,  2nd  .Session  Page  56. 

ACT  OF  LEGISLATURE 

Approved   February   28,   1854. 

AN  ACT  to  amend  an  act  entitled  "An  act  to  charter  the  Ottawa,  Oswego 
and  Fox  Eiver  Valley  Railroad  Company. ' ' 

Section  I.  Be  it  enacted  by  the  People  of  the  State  of  Illinois,  repre- 
sented in  the  General  Assembly,  That  the  charter  of  the  Ottawa,  Oswego 
and  Fox  River  Valley  Railroad  Company  be  and  the  same  is  hereby  so 
amended  as  to  authorize  the  said  company  to  construct  a  railroad,  under  the 
provisions  of  their  said  charter,  from  such  point  westerly  from  Oswego, 
as  the  said  company  shall  deem  most  advantageous,  within  the  limits  of  the 
county  of  Kendall,  through  and  by  the  village  of  Oswego,  and  the  village 
of  Naperville  to  Chicago. 


680         CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD   COMPANY 

^  2.  Said  company  shall  have  power  to  connect,  on  just  terms,  with  any 
other  railroad  which  its  line  may  approach,  having  similar  termini,  and 
any  railroad  which  the  said  line  may  cross. 

$  3.     This  act  shall  take  effect  from  and  after  its  passage. 

Approved  February  28,  1854. 

Private  Laws  Illinois  1854  Page  158. 


ACT  OF  LEGISLATURE 

Approved  February  13,  1857. 

AN  ACT  to  amend  an  act  entitled  "An  Act  to  incorporate  the  Ottawa, 
Oswego  and  Fox  Kiver  Valley  Eailroad  Company." 

Section  I.  Be  it  enacted  by  the  People  of  the  State  of  Illinois,  repre- 
sented in  the  General  Assembly,  That  so  much  of  the  act  entitled  "An  Act 
to  incorporate  the  Ottawa,  Oswego  and  Fox  Eiver  Railroad  Company,"  in 
force  August  22d,  1852,  as  requires  said  company  to  commence  their  work 
within  four  years  and  to  complete  the  same  within  twelve  years,  be  and 
the  same  is  hereby  repealed,  and  that  the  organization  of  the  company 
heretofore  effected  under  the  same,  and  the  rights,  powers  and  privileges 
conferred  upon  them  by  said  act  and  the  act  amendatory  thereof,  in  force 
February  28,  1854,  shall  not  be  in  anywise  affected  by  reason  of  their  not 
commencing  their  work  within  four  years  from  the  passage  of  said  act, 
but  shall  remain  in  full  force  the  same  as  if  no  such  limitation  had  been 
inserted  in  said  act. 

§  2.  This  act  shall  be  held  to  be  a  public  act,  and  shall  be  in  force  from 
and  after  its  passage. 

Approved  February  13,  1857. 

Private  Laws  Illinois  1857  Page  578. 


ACT  OF  LEGISLATURE 
Approved  February  16,  1865. 

AX  ACT  to  amend  an  act  entitled  "An  Act  to  charter  the  Ottawa,  Oswego 
and  Fox  River  Valley  Railroad  Company. ' ' 

Section  I.  Be  it  enacted  by  the  People  of  the  State  of  Illinois,  repre- 
sented in  the  General  Assembly,  That  the  charter  of  the  Ottawa,  Oswego 
and  Fox  River  Valley  Railroad  Company  be  and  the  same  is  hereby  so 
amended  as  to  require  the  said  company  to  terminate  their  railroad  within 
the  corporate  limits  of  the  town  of  YVenona,  on  the  Illinois  Central  Rail- 
road. 

Approved  February  16,  1865. 

Private  Laws  Illinois  1865  Vol.  2  Page  192. 


CORPORATE  HISTORY  681 

ACT  OF  LEGISLATURE 

Approved  March   8,   1867. 
AN  ACT  to  amend  "An  Act  to  incorporate  the  Ottawa  and  Oswego  Fox 
River  Valley  Railroad  Company,"  approved  June  21,  1852. 

Section  I.  Be  it  enacted  by  the  People  of  the  State  of  Illinois,  repre- 
sented in  the  General  Assembly,  That  the  charter  of  said  company  be  and 
is  hereby  so  amended  as  to  fully  authorize  and  empower  said  company  to 
terminate  the  said  road  at  any  point  south  on  the  Illinois  Central  Railroad, 
or  the  Chicago,  Alton  and  St.  Louis  Railroad,  and  shall  have  all  the  rights 
and  powers  in  relation  to  such  extension  as  are  now  conferred  by  law  on 
said  company;  and  all  acts  or  parts  of  acts  in  conflict  with  this  act  are 
hereby  repealed. 

§  2.  This  act  shall  be  deemed  a  public  act,  and  take  effect  from  and 
after  its  passage. 

Approved  March  8,  1867. 

Private  Laws  Illinois  1867  Vol.  2  Page  621. 

ACT  OF  LEGISLATURE 

Approved  March  27,  1869. 

AN  ACT  to  amend  an  act  entitled  ' '  An  Act  to  incorporate  the  Ottawa, 
Oswego  and  Fox  River  Valley  Railroad  Company." 

Section  I.  Be  it  enacted  by  the  People  of  the  State  of  Illinois,  repre- 
sented in  the  General  Assembly,  That  the  charter  of  the  Ottawa,  Oswego 
and  Fox  River  Valley  Railroad  be  and  the  same  is  hereby  so  amended  as  to 
authorize  said  company  to  build  its  road  from  the  town  of  Wenona,  in  the 
county  of  Marshall,  in  a  southwesterly  direction  through  the  counties  of 
Marshall,  Woolford  and  Tazewell,  to  the  city  of  Peoria,  in  the  county  of 
Peoria. 

§  2.  That  the  city,  county,  town  or  township  near  to  or  through  which 
said  railroad  is  now  or  may  hereafter  be  located,  is  hereby  authorized  to 
subscribe  to  the  capital  stock  of  said  railroad,  upon  the  terms  and  con- 
ditions prescribed  in  an  act  entitled  "An  Act  to  authorize  certain  cities, 
counties,  towns  and  townships  to  subscribe  to  the  capital  stock,  [of]  cer- 
tain railroads,"   in   force  February   18,   1857. 

§  3.  This  act  shall  be  deemed  a  public  act,  and  be  in  force  from  and 
after  its  passage. 

Approved  March  27,  1869. 

Private  Laws  Illinois  1869  Vol.  3  Page  329. 

ACT  OF  LEGISLATURE 

Approved  March  27,  1869. 
AN  ACT  to  amend  an  act  entitled  ' '  An  Act  to  incorporate  the  Ottawa, 
Oswego  and  Fox  River  Valley  Railroad  Company. ' ' 

Section  I.  Be  it  enacted  by  the  People  of  the  State  of  Illinois,  repre- 
sented in  the  General  Assembly,  That  the  charter  of  the  Ottawa,  Oswego 


682         CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

and  Fox  Eiver  Valley  Bailroad  Company  be  and  the  same  is  hereby  so 
amended  as  to  authorize  said  company  to  build  its  road  from  Streator  in 
LaSalle  county,  eastward  to  the  Chicago  branch  of  the  Illinois  Central 
Railroad,  and  westward  from  Wenona,  in  Marshall  county,  to  such  a  point 
on  the  Mississippi  river  as  said  company  may  hereafter  elect. 

§  2.  This  act  shall  be  deemed  a  public  act,  and  be  in  force  from  and 
after  its  passage. 

Approved  March  27,  1869. 

Private  Laws  Illinois  1869  Vol.  3  Page  329. 

ACT  OF  LEGISLATURE 
Approved  April  14,  1869. 

AN  ACT  to  authorize  certain  cities  and  counties  to  indorse  railroad  bonds, 

in  force  April  14,  1869. 

Section  I.  Ji>  it  enacted  by  thi  Peoplt  of  the  State  of  Illinois,  repre- 
sented in  the  General  Assembly,  That  the  city  of  Ottawa,  in  the  county  of 
LaSalle.  the  city  of  Aurora,  in  the  county  of  Kane,  to  the  county  of  Ken 
dall  and  the  county  of  Kane,  may,  by  their  proper  authorities,  indorse  the 
first  mortgage  bonds  of  the  Ottawa,  Oswego  and  Fox  River  Valley  Rail- 
road Company,  in  sums  as  follows,  to  wit:  The  city  of  Ottawa,  for  $100,000; 
the  city  of  Aurora,  for  $100,000;  the  county  of  Kane  for  $200,000,  and  the 
county  of  Kendall  for  $130,000:  Provided,  the  majority  of  the  legal  voters 
voting  in  the  cities  and  counties  aforesaid  shall  vote  in  favor  of  such  in- 
dorsement, as  hereinafter  provided. 

§  2.  Upon  the  petition  of  fifty  legal  voters  of  either  of  the  cities  or 
counties  named  in  the  first  section  of  this  act,  specifying  the  amount  of 
bonds  to  be  indorsed,  it  shall  be  the  duty  of  the  clerk  of  such  city  or  county 
to  call  an  election,  in  the  same  manner  as  other  city  or  county  elections  are 
called,  for  the  purpose  of  determining  whether  the  said  city  or  county  will 
indorse  said  railroad  bonds;  notices  of  which  election  shall  be  given  at  least 
thirty  days  before  holding  the  same.  If  a  majority  of  said  voters  shall  be 
for  indorsement,  then  the  board  of  supervisors,  having  jurisdiction  over 
county  matters  in  said  county,  or  the  corporate  authorities  of  said  city, 
shall  cause  such  indorsement  to  be  made  guaranteeing  the  payment  of  in- 
terest and  principal  of  said  bonds.  The  corporate  authorities  having  in- 
dorsed said  bonds,  the  chairman  of  the  board  of  supervisors  and  the  mayor 
of  said  city  shall  be,  ex-oflicio,  directors  of  said  railroad  company,  and  shall 
have  the  same  voice  in  the  management  of  the  affairs  of  said  railroad  com- 
pany as  other  directors. 

§  3.  From  and  after  the  indorsement  of  said  bonds  by  the  proper  au- 
thorities, they  will  be  entitled  to  cast  one  vote  for  the  election  of  directors 
of  said  company  for  every  $100  of  bonds  they  may  indorse,  as  provided  in 
the  second  section  of  this  act. 

§4.  At  the  time  of  the  indorsement  of  said  bonds,  the  proper  authorities 
shall  cause  to  be  entered  upon  their  records  the  date,  number  and  amount 


CORPORATE  HISTORY  68'J 

of  each  amount  of  each  bond,  the  rate  of  interest,  when  and  where  payable 
The  ballots  shall  be  printed  or  written  "  for  indorsement, "  or  "againsl 
indorsement. ' ' 

§  5.     This  act  shall  be  in  force  from  and  after  its  passage. 

Approved  April  14,  1869. 

Private  Laws  Illinois  1869,  Vol.  3  Page  363 


ACT  OF  LEGISLATURE 

In  force  April  20,  1869. 

AN  ACT   to  amend  an  act  entitled   ' '  An  Act   authorizing   certain   cities, 
counties,   towns   and  townships   to   subscribe  to   the   stock   of   certain   rail 
roads,"  in  force  February  18,  1857. 

Section  1.  Be  it  enacted  by  the  People  of  the  State  of  Illinois,  repre- 
sented in  the  General  Assembly,  That  in  addition  to  the  cities,  counties, 
towns  and  townships  authorized  by  the  said  act  to  which  this  is  an  amend- 
ment, to  subscribe  to  the  capital  stock  of  the  Ottawa,  Oswego  and  Fox 
River  Valley  Railroad,  the  following  portions  of  cities,  counties,  towns  and 
townships  be  and  are  hereby  authorized  to  subscribe  to  the  capital  stock 
of  said  Ottawa,  Oswego  and  Fox  River  Valley  Railroad,  in  manner  as  pro- 
vided in  said  act,  except  as  hereinafter  provided.  The  east  half  of  the 
town  of  Farm  Ridge,  the  west  half  of  the  town  of  Grand  Rapids,  both  in 
the  county  of  La  Salle;  all  that  portion  of  the  town  of  Rutland,  in  said 
county,  lying  in  township  thirty-four  north,  range  four  east  of  the  third 
principal  meridian;  all  that  portion  of  the  town  of  Seneca,  in  said  county, 
described  as  follows,  viz:  the  east  half  of  township  thirty-five  north,  range 
four  east  of  third  principal  meridian,  together  with  all  that  portion  of  said 
town  of  Seneca  lying  in  township  thirty -five  north,  range  five  east  of  third 
principal  meridian;  all  that  portion  of  the  town  of  Mission,  lying  north  of 
the  north  line  of  section  twenty-five,  twenty-six,  twenty-seven,  twenty-eight 
and  twenty-nine,  in  township  thirty-five  north,  range  five  east  of  the  third 
principal  meridian ;  all  that  portion  of  the  town  of  Aurora,  in  the  county 
of  Kane,  lying  west  of  the  east  channel  of  Fox  river;  all  that  portion  of 
the  town  of  Batavia,  in  said  county  of  Kane,  lying  west  of  the  east  channel 
of  Fox  river ;  all  that  portion  of  said  town  of  Aurora  lying  east  of  the  east 
channel  of  Fox  river;  all  that  portion  of  said  town  of  Batavia  lying  east 
of  the  east  channel  of  Fox  river. 

§  2.  Upon  the  application  of  any  fifty  voters,  residing  in  any  of  said 
portions  of  said  cities,  counties,  towns  or  townships,  specifying  the  amount 
to  be  subscribed  and  the  terms  of  subscription,  it  shall  be  the  duty  of  the 
clerk  of  the  city,  county,  town  or  township,  of  which  the  said  portions  so 
applying  form  a  part,  to  call  an  election  of  the  legal  voters  of  said  portion 
of  city,  county,  town  or  township,  in  like  manner  as  is  provided  in  the  act 
to  which  this  is  an  amendment:  Provided,  that  at  least  thirty  days'  notice 
of  such  election  shall  be  given  prior  to  holding  the  same. 


684         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

§  3.  It  shall  be  the  duty  of  the  proper  authorities  of  any  of  said  cities, 
counties,  towns  and  townships,  upon  a  vote  being  carried  "for  subscrip- 
tion," as  provided  by  the  act  aforesaid,  by  the  legal  voters  of  any  of  the 
said  portions  of  cities,  counties,  towns  or  townships,  for  the  amount  voted 
for,  to  deliver  the  same  to  said  railroad  company,  at  par,  for  its  stock;  to 
make  all  necessary  arrangements  for  the  prompt  payment  of  the  same, 
principal  and  interest,  and  to  levy  the  necessary  taxes  therefor  upon  the 
particular  portion  so  voting  as  aforesaid. 

§  4.  All  bonds  issued  under  this  act,  and  to  be  hereafter  issued  under 
its  passage. 

§  5.  This  act  shall  be  a  public  act,  and  shall  be  in  force  from  and  after 
the  act  to  which  this  is  an  amendment,  may  be  issued  in  sums  of  from  one 
hundred  dollars  to  one  thousand  dollars. 

In  force  April  20,  1869. 

Private  Late*  Illinois  1S6D,  Vol.  3  Page  862 

AGREEMENT,    January    20,    1869,    Oliver    Young   and    Ottawa,    Oswego 
and  Fox  River  Valley  Railroad  company — Guarantee  by  W.  S.  Streator 


Articles  of  agreement  made  and  entered  into  this  20th  day  of  January 
1869  by  and  between  Oliver  Young  party  of  the  first  part  and  the  Ottawa 
Oswego  &  Fox  River  Valley  Rail  Road  Company  a  Corporation  incorporated 
by  the  laws  of  the  State  of  Illinois  and  having  a  residence  therein  party 
of   the   second   part 

Wit  m  ssi  Hi,  That  in  consideration  of  the  payments  and  covenants  here- 
inafter mentioned  to  be  made  and  performed  by  by  the  said  party  of  the 
second  part,  the  said  party  of  the  first  part  doth  hereby  covenant  and 
agree  with  the  party  of  the  second  part  to  construct  and  build  in  a  sub- 
stantial and  workmanlike  manner  a  rail  road  from  Streator  in  the  County 
of  LaSalle  to  Geneva  in  the  County  of  Kane  in  the  State  of  Illinois  by 
way  of  Ottawa  in  La  Salle  County  and  Oswego  in  Kendall  County  upon  the 
line  that  shall  he  finally  located  as  the  most  elligible  route  for  said  rail  road. 

Said  rail  road  to  be  built  and  finished  as  described  in  the  following  speci- 
fications and  to  be  so  far  completed  as  to  be  ready  for  running  of  trains 
on  or  before  Eighteen  Months  after  the  fulfilment  by  the  said  Rail  Road 
Company  of  the  condition  precedent  hereinafter  mentioned.  The  party  of 
the  first  part  agrees  to  cut  away  timber  and  underbrush  wherever  they  oc- 
cur and  to  grub  trees  and  stumps  by  the  roots  whenever  the  places  in 
which  they  are  located  are  to  be  occupied  by  embankments. 

The  said  party  of  the  first  part  are  to  make  the  grades  and  curves  of 
said  rail  road  as  easy  as  possible  consistent  with  a  due  regard  to  economy 
the  grades  employed  in  approaching  the  crossing  of  the  Illinois  River  in 
no  case  to  exceed  seventy  feet  to  the  mile. 

The  bottom  width  of  all  excavations  for  road  beds — the  top  width  of 
embankments  for  road  bed,  and  the  width  of  the  berm  must  correspond  with 


CORPORATE  HISTORY  685 

the  like  measurements  of  the  rail  road  now  built  from  Wenona  to  Streator. 

The  Bridge  over  the  Illinois  River  at  Ottawa  and  the  Bridge  over  the 
Pox  River  wherever  they  may  occur  are  all  to  be  built  upon  the  plan  of 
Howes  patent  truss  erected  and  built  in  an  approved  manner  to  be  set 
on  first  class  masonry. 

The  stone  for  all  kinds  of  Masonry  must  be  sound  and  good  and  laid 
upon  their  natural  beds. 

The  mortar  used  in  first  class  masonry  under  water  is  to  be  made  of 
good  quality  hydraulic  cement  mixed  with  pure  sand  in  proper  proportions. 
The  stone  for  first  class  Masonry  must  be  laid  in  regular  courses  of  suitable 
thickness  to  insure  durability  of  the  work  with  an  ample  supply  of  headers 
and  in  no  instance  shall  a  stone  have  less  bed  than  heighth  and  the  inter- 
stices of  the  wall  must  be  well  filled  with  stone  of  suitable  size  laid  on  their 
broadest  bed,  and  all  of  the  interstices  carefully  filled  with  mortar.  The 
entire  road  bed  and  side  tracks  is  to  be  balasted  with  gravel  and  sand  or 
such  other  material  as  can  be  found  upon  the  line  of  said  road  to  a  suitable 
depth  well  tamped  and  firmly  imbeded. 

All  structures  requireing  masonry  excepting  the  Bridges  over  the  Illinois 
River  &  Fox  River  shall  at  the  option  of  the  party  of  the  first  part  be 
built  of  wood  whenever  in  his  judgment  the  same  can  be  properly  done 
with  a  view  to  replacing  the  same  at  a  future  day  with  masonry. 

Ties  are  to  be  of  Oak  red  elm  Hemlock  Tamarack  Cherry  or  Cedar  six 
inches  thick  flattened  on  two  sides  to  face  not  less  than  six  inches  two 
feet  six  inches  apart  from  center  to  center. 

The  Iron  must  be  of  an  approved  pattern  straight  and  free  from  flaws 
and  of  sufficient  weight  for  a  good  and  substantial  rail  road. 

It  must  be  spiked  firmly  to  the  ties  useing  four  spikes  to  each  tie  with 
good  and  suitable  wrought  iron  chairs. 

All  the  necessary  road  and  farm  crossings  must  be  at  least  twelve  feet 
wide  on  the  top  and  planked  between  the  rails  and  outside  as  far  as  the  ties 
extend  and  there  are  to  be  properly  constructed  cattle  guards  made  of  timber 
on  each  side  of  every  public  highway  also  the  usual  sign  board  denoting  the 
said  road  crossing  properly  inscribed  on  one  side  of  the  rail  road  at 
the  crossing  of  public  highways. 

Good  and  substantial  passenger  and  freight  depots  with  the  necessary 
offices  and  out  building  which  may  be  required  for  the  business  of  said 
road  with  all  necessary  water  tanks  suitably  protected  from  frost  shall 
be  erected  and  finished  by  the  party  of  the  first  part. 

The  entire  line  is  to  be  fenced  with  a  good  and  sufficient  board  fence 
built  in  a  suitable  and  permanent  manner. 

All  work  of  whatever  kind  or  nature  connected  with  the  construction 
of  the  said  Rail  road  must  be  done  in  a  workmanlike  and  carefull  manner 
in  accordance  with  the  direction  of  the  engineer  in  charge  and  his  decision 
shall  be  final  in  relation  to  the  execution  of  the  work. 

For  so  as  aforesaid  building  the  said  rail  road  by  the  party  of  the  first 
the  party  of  the  second  part  agrees  to  pay  to  the  said  party  of  the  first 
part  the  sum  of  thirty  three  thousand  ($33,000.)  Dollars  pr  Mile — Sixteen 
thousand  ($16,000.)  Dollars  pr  Mile  to  be  paid  in  the  1st  Mortgage  Bonds 


686         CHICAGO,   BURLINGTON   &   QUINCY  RAILROAD  COMPANY 

of  the  said  Eail  Road  and  Seventeen  thousand  ($17,000)  dollars  pr  Mile 
to  be  paid  in  the  capital  stock  of  said  Eail  Eoad  Company  said  stock  and 
bonds  are  to  be  issued  held  controlled  and  paid  over  to  the  party  of  the 
first  part  in  the  manner  following 

The  stock  is  to  be  issued  whenever  it  shall  be  from  time  to  time  required 
for  delivery  to  such  individuals  towns  cities  townships  or  counties  as  have 
already  or  may  hereafter  by  vote  or  subscription  elect  to  take  a  portion 
of  said  stock  and  the  subscriptions  to  the  capital  stock  of  the  said  Eail 
Eoad  Company  whether  in  notes  or  in  bonds  shall  be  received  by  the 
party  of  the  first  part  in  exchange  for  the  same  amount  of  stock  received 
by  him  provided  and  upon  the  express  condition  that  said  subscriptions 
so  far  as  the  same  shall  consist  of  the  Bonds  of  any  town  township  city 
or  county  shall  be  deposited  with  John  J.  Donaldson,  President  of  the 
Bank  of  North  America  and  Henry  A.  Kent  Esq  all  of  the  eity  of  New 
York  as  trustees  with  written  instructions  requiring  the  said  trustees  to 
hold  said  Bonds  until  the  same  shall  be  required  for  negotiation  for  the 
purpose  of  expending  the  proceeds  in  prosecuting  the  work  of  constructing 
said  rail  road  and  it  is  further  agreed  that  the  individual  subscriptions 
now  made  or  which  may  hereafter  be  made  to  the  capital  stock  of  said 
rail  road  Company  fur  which  the  notes  of  the  said  individuals  may  be 
made  shall  be  deposited  with  Milton  II.  Swift  Esq  Pres  1st  Nat  Bank 
Ottawa  as  trustees  with  written  instructions  binding  said  trustees  to  hold 
Baid  notes  until  they  can  be  negotiated  or  used  in  payment  for  labor  or 
materials  required  in  the  construction  of  the  said  rail  road  and  whenever 
bonds  of  towns  cities  townships  or  counties  so  subscribing  to  the  said  stock 
shall  be  delivered  to  the  trustees  as  aforesaid  then  the  stock  of  the  said 
Hail  Eoad  shall  be  issued  and  delivered  as  payment  on  this  contract  and 
the  same  stock  shall  be  exchanged  for  the  aforesaid  subscriptions  Bonds 
by  the  party  of  the  first  part. 

It  is  further  agreed  between  the  parties  to  this  contract  that  in  like 
manner  whenever  the  notes  of  individual  subscribers  shall  have  been  well 
&  truly  paid  then  the  stock  shall  be  issued  to  the  party  of  the  first  part 
and  by  him  delivered  to  the  parties  who  have  given  and  paid  their  sub- 
scription  notes. 

It  is  further  agreed  by  the  parties  to  this  contract  that  whenever  the 
capital  stock  of  the  said  rail  road  Company  shall  be  from  time  to  time  re- 
quired for  exchange  for  the  aforesaid  subscriptions  of  every  kind  a  further 
and  equal  amount  of  the  said  capital  stock  shall  be  issued  and  delivered 
to  the  party  of  the  first  part  by  the  party  of  the  second  part. 

The  party  of  the  second  part  further  agrees  with  the  party  of  the  first 
part  to  obtain  and  deliver  to  the  trustees  as  aforesaid  the  full  sum  of  six 
hundred  and  fifty  thousand  dollars  of  good  reliable  subscriptions  to  the 
capital  stock  of  Said  Eail  Eoad  Company  by  individuals  towns  townships 
cities  and  counties. 

And  the  party  of  the  second  part  also  agrees  to  obtain  the  right  of  way 
entire  from  Streator  to  Geneva  of  sufficient  width  for  a  road  bed  and  for  all 
needed  switches  &  turn  outs  depot-grounds  spoil  banks  and  gravel  beds 
that  may  be  required  for  the  proper  construction  of  said  rail  road. 


CORPORATE  HISTORY  687 

The  party  of  the  second  part  also  agrees  with  the  the  party  of  the  first 
part  to  issue  the  Bonds  of  the  said  Eail  Road  as  herein  before  provided 
and  required  for  the  payment  to  be  made  to  the  said  party  of  the  first 
part  and  to  deposit  the  same  with  John  J.  Donaldson  Esq  President  of  the 
Bank  of  North  America  and  Henry  A.  Kent  Esq  all  of  the  city  of  New 
York  as  trustees  with  written  instructions  to  hold  the  same  until  they  shall 
be  required  for  negotiation  for  money  or  iron  to  be  used  in  the  construc- 
tion of  the  said  rail  road  Said  instructions  to  be  signed  by  the  President  & 
Secretary  of  the  said  Rail  Road  &  the  contractor.  It  is  expressly  agreed 
between  the  parties  to  this  contract  that  the  procuring  of  the  right  of  way 
and  the  obtaining  of  the  full  sum  of  Six  Hundred  and  fifty  thousand  dollars 
of  good  and  reliable  subscription  to  the  capital  stock  of  the  said  Ottawa 
Oswego  and  Fox  River  Valley  Rail  Road  Co  by  individuals  towns  townships 
cities  and  countys  and  depositing  the  same  together  with  the  Bonds  of  the 
said  rail  road  with  the  trustees  as  before  recited  are  conditions  precedent 
to  be  performed  by  the  party  of  the  second  part  and  when  so  performed 
the  party  of  the  first  part  agrees  to  prosecute  the  work  of  building  the  said 
rail  road  so  as  aforesaid  contracted  to  be  built  to  final  completion  as  rapidly 
as  the  bonds  and  subscriptions  aforesaid  can  be  negotiated  for  money  or 
materials,  and  to  be  ready  for  the  running  of  trains  within  Eighteen  months 
after  the  conditions  precedent  above  named  are  complied  with  and  to  be 
fully  completed  within  two  years  thereafter. 

It  is  further  agreed  between  the  parties  aforesaid  that  when  the  construc- 
tion of  the  road  above  contracted  to  be  built  shall  be  so  far  completed  as 
to  be  ready  for  use  it  shall  be  used  managed  and  controlled  by  the  party 
of  the  first  part  and  out  of  the  net  earnings  of  the  said  road  the  party 
of  the  first  part  agrees  to  pay 

1st  The  taxes  that  are  assessed  on  said  road 

'2d  The  Interest  on  the  Bonds  so  as  aforesaid  issued  and 

3d  the  balance  shall  be  declared  a  dividend  upon  the  stock  of  the  said 
Bail  Road  Company  and  paid  over  to  the  shareholders  thereof. 

The  above  conditions  as  to  the  running  and  controll  of  the  said  rail  road 
to  remain  in  force  until  the  completion  of  the  said  line  from  Streator  to 
Geneva  or  such  other  termini  as  may  hereafter  be  agreed  upon  is  effected 
at  which  time  the  said  Rail  Road  is  to  be  delivered  over  to  the  said  Rail 
Road  Company  in  good  order  and  the  payment  of  expences  taxes  and 
interest  and  dividends  by  the  party  of  the  first  part  is  then  to  cease  reserv- 
ing however  to  said  party  of  the  first  part  or  his  heirs  &  assigns  the  right 
to  use  the  track  of  said  road  so  constructed  for  the  transportation  of  coal 
for  such  time  as  he  or  his  assigns  may  elect  by  paying  to  said  party  of  the 
second  part  such  an  amount  for  wheelage  as  one  rail  road  pays  another 
for  like  services. 

In  witness  whereof  the  parties  hereunto  have  subscribed  their  names  on 
the  day  and  year  first   above  written. 

[seal]  W.  Bushnell  Pres. 

D.  F.  Cameron  Sec. 
Oliver  Young. 


688         CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

For  Value  received   I  Worthy  S.  Streator  do  hereby  guarantee  the  per- 
formance of  this  contract  on  the  part  of  Oliver  Young. 

"W.  S.  Streator 

In  explanation  of  the  location  of  the  above  rail  road  it  is  hereby  agreed 
further  that  it  shall  be  built  on  or  near  the  line  surveyed  by  Eobert  Wilson 
through  south  Ottawa  by  way  of  Kestlers  and  Hitts  farmes  and  crossing 
through  Ottawa  on  the  west  side  of  the  side  cut  and  thence  by  way  of 
Dayton  Yorkville  Oswego  Aurora  and  Batavia  to  Geneva. 
[seal]  N.  Bushnell  Pres. 

D.  F.  Cameron  Sec. 

Oliver  Young 
W.  S.  Streator 
For  a  valuable  consideration  received  to  my  full  satisfaction  of  W.  H.  W. 
Cushman,  C.  H.  Force  &  Ralph  Plumb  Contractors  under  the  name  and 
style  of  C.  H.  Force  &  Co.  I  hereby  assign  transfer  and  set  over  to  the  said 
C.  H.  Force  it  Co.  all  of  my  right  title  interest  and  claim  of  any  and  every 
kind  whatsoever  to  and  into  a  contract  entered  into  between  myself  as 
party  of  the  first  part,  and  the  Ottawa  Oswego  and  Fox  River  Valley  Rail 
Road  Company  party  of  the  second  part  for  the  construction  of  the  said 
Rail  Road  Company's  line  of  rail  road  from  Streator  in  LaSalle  County  to 
Geneva  in  Kane  County  State  of  Illinois  entered  into  on  the  20th  day  of 
Jany  A.  D.  1869,  a  copy  of  which  contract  is  hereto  attached,  and  I  hereby 
authorize  and  empower  the  said  C.  H.  Force  &  Co.  Contractors  to  complete 
the  building  of  said  rail  road  and  to  receive  all  benefits  arising  from  the 
fulfilment  of  the  contract  hereby  assigned. 
Dated  this  21st  day  of  October  1870. 

30c  Int.  Rev.  1  Oliver  Young 

Stumps  I 

CONTRACT,  July  1,  1870  Ralph  Plumb,  et  al  with  James  F.  Joy;  also 
SUPPLEMENTAL  CONTRACT  attached  thereto. 

This  Contract  made  and  entered  into  this  first  day  of  July  in  the  year 
of  Our  Lord  One  Thousand  Eight  Hundred  and  Seventy  (1870)  by  and 
between  Ralph  Plumb,  W.  H.  W.  Cushman  and  C.  H.  Force  of  the  State  of 
Illinois  of  the  first  part  and  James  F.  Joy  of  the  city  of  Detroit  and  State 
of  Michigan  of  the  second  part. 

Whereas  the  "Ottawa,  Oswego  and  Fox  River  Valley  Railroad  Company" 
a  corporation  duly  created  and  organized  by  virtue  of  the  laws  of  the 
State  of  Illinois  is  authorized  by  said  laws  to  locate  and  construct  a 
railroad  from  Streater  by  way  of  Ottawa  and  Oswego  to  Geneva  in  said 
State  of  Illinois  and  has  already  located  said  railroad  and  is  now  proceeding 
with  the  construction  of  the  same  as  herein  Stated ;  and 

Whereas  the  said  parties  of  the  first  part  are  the  assignees  of  a  certain 
contract  made  between  Oliver  Young  and  said  railroad  company  bearing 
date  the  Twentieth  day  of  January  A.  D.  One  Thousand  Eight  Hundred 
and  Sixty  nine  (1869)  for  the  construction  of  the  aforesaid  railroad  from 


CORPORATE  HISTORY  689 

Si  i  cater  to  Geneva  and  as  such  assignees  have  undertaken  to  construct 
and  eomplete  the  same  and  have  it  ready  for  use  at  the  time,  and  upon  the 
terms  and  conditions  in  said  contract  specified,  and  for  greater  certainty 
as  to  the  provisions,  terms  and  conditions  thereof,  reference  is  hereby 
made   to   the  same   and. 

Whereas  Stock  in  said  Company  has  been  issued  and  authorized  to  be 
issued  to  aid  in  the  construction  of  said  railroad  to  the  amount  of  Seventeen 

Thousand  (17000)  Dollars  per  mile  of  which thousand 

Dollars  has  been  or  to  be  issued  and  delivered  to  certain  municipalities 
along  the  line  of  the  road  and  to  individuals  in  payment  for  aid  to  said 
in  the  way  of  bonds  and  other  securities   and   the  balance  thereof  being  a 

majority    and    amounting    to    thousand Dollars    by    the 

trims  of  said  contract  is  assigned  to  and  has  become  the  property  and  is 
all  to  be  delivered  to  the  said  parties  of  the  first  part  by  the  provisions 
of  said  contract  and  the  assignment  thereof  on  the  completion  of  said 
railroad  in  part  payment  for  the  construction  of  the  same:  and 

Whereas  the  said  Company  in  order  to  pay  the  said  contractors  the 
balance  of  the  consideration  for  the  construction  of  said  said  railroad,  did  on 
the  first  day  of  July  A.  D.  Eighteen  Hundred  and  Sixty  nine  (1869) 
Executed  its  bonds  to  the  amount  of  One  Million  One  Hundred  and  Twenty 
Thousand  (1,120,000.)  Dollars  in  sums  of  One  Thousand  (1000)  Dollars 
each  bearing  date  the  first  day  of  July  A.  D.  One  Thousand  Eight  Hundred 
and  Sixty  nine  (1869)  having  Twenty  (20)  years  to  run  to  Maturity 
and  bearing  interest  at  the  rate  of  Seven  (7)  per  cent  per  annum  and 
payable  Semiannually;  and  on  the  same  day  did  execute  and  deliver 
Mortgage  or  Deed  of  trust  securing  said  bonds  to  Milton  N.  Swift  and 
Edward  Eames  Trustees  therein,  which  has  been  duly  recorded  in  the 
counties  through  which  said  railroad  runs,  all  of  which  said  bonds,  by  the 
provisions  of  the  aforesaid  contract  are  assigned  to  and  are  to  become  the 
property  of  the  said  parties  of  the  first  part  upon  the  completion  of  said 
railroad ;  which  bonds  were  placed  in  the  hands  of  John  J.  Donaldson 
President  and  Henry  A.  Kent  Vice  President  of  the  bank  of  North 
America,  :is  Trustees  to  be  delivered  by  them  to  the  said  parties  of  the 
first  part  from  time  to  time  as  the  road  should  progress,  Nine  of  which 
said  bonds  however  have  yet  been  sold  though  Two  Hundred  Thousand 
(200,000.)  Dollars  of  the  same  have  been  received  by  the  said  parties 
of  the  first  part  and  pledged  at  the  rate  of  fifty  cents  on  the  dollar  to 
secure  the  payment  of  money  borrowed  by  said  parties  of  the  first  part 
to  enable  them  to  proceed  with  the  construction  of  the  said  road  under 
their  said  contract;  nor  can  said  bonds  in  their  present  form  and  in  the 
present  state  of  the  money  market,  be  sold  at  any  such  rates  as  will  insure  the 
moneys  necessary  to  complete  the  construction  of  said  road,  and 

Whereas  is  has  become  necessary  that  some  other  provisions  be  made  by 
said  parties  of  the  first  part  to  realize  the  money's  upon  the  securities 
of  said  Company  in  order  to  proceed  with  the  construction  of  said  road 
and  to  do  so  it  is  necessary  to  change  the  form  and  character  of  said  securi- 
ties: and 


690         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

Whereas  no  arrangement  or  provision  has  been  made  for  the  equipment 
and  operation  of  said  railroad  when  completed  and  ready  for  use  and  no 
means  provided  for  the  purchase  of  said  equipment  by  the  said  railroad 
Company  or  by  said  parties  of  the  first  part,  and  the  said  railroad  Company 
upon  the  completion  of  said  railroad  will  have  exhausted  its  means  and 
resourses  in  the  construction  of  the  same  and  will  be  wholly  unable  to 
procure  any  rolling  stock  therefor;  and  in  order  that  the  same  may  be 
equipped,  maintained  and  operated  in  such  manner  as  the  requirements 
of  the  country  through  which  it  passes  and  the  general  public  demand, 
it  has  become  necessary  to  make  the  arrangements  for  the  equipment,  main- 
tenance and  operation  of  said   railroad  hereinafter  stated. 

Now  therefor  this  vnderdure  witnesseth  that  the  said  parties  of  the 
first  part  for  the  consideration  herein  mentioned,  hereby  stipulate  and 
agree  that  the  said  "Ottawa  Oswego  and  Fox  River  Valley  Eail  Road 
Company"  Shall  forthwith  execute  and  deliver  to  the  said  party  of  the 
second  part  its  Bonds  Bearing  date  July  first  A.  D.  Eighteen  Hundred 
and  Seventy  (1870)  having  Thirty  (30)  years  to  run  to  maturity,  in 
sums  of  One  Thousand  (1000.)  Dollars  each,  with  interest  thereon  at  the 
rate  of  Eight  (8)  per  cent,  per  annum  payable  Semi  annually  on  the  first 
days  of  January  and  July  in  each  year  free  of  Government  Tax,  with  both 
principal  and  interest  payable  at  the  Banking  House  of  the  "Farmers- 
Loan  and  Trust  Company"  in  the  city  of  New  York  or  at  such  other 
place  in  and  city  as  the  said  Company  may  from  time  to  time  designate 
therefor,  to  an  amount  not  to  exceed  Eighteen  Thousand  (18,000)  Dollars 
per  mile,  nor  in  the  aggregate  more  than  Twelve  Hundred  and  Sixty 
Thousand  (1,260,000)  Dollars  and  that  the  said  Company  are  to  secure 
the  payment  of  said  bonds  by  the  execution  and  delivery  of  a  Trust 
Mortgage  of  even  date  therewith  to  Milton  H.  Swift  and  Edward  Eames 
as  trustees  therein  upon  its  said  railroad  extending  from  Streater  in  the 
County  of  LaSalle  to  Geneva  in  the  County  of  Kane  in  the  State  of 
Illinois  including  its  right  of  way,  roadbed,  superstructures  completed 
and  to  be  completed  and  other  property  in  any  manner  appertaining 
thereto  together  with  the  rights,  privileges  and  franchises  belonging 
thereto,  and  all  revenues  to  be  received  or  delivered  therefrom  which  said 
Trust  Mortgage  is  to  be  duly  recorded  in  each  of  the  counties  through 
which  said  railroad  runs;  and  the  sjiid  party  of  the  second  part  for  the 
considerations  herein  mentioned  hereby  agree  that  upon  the  receipt  of  the 
said  last  mentioned  bonds  he  will  he  will  negotiate  the  some  at  the  rate  of 
Eighty  (80)  cents  on  the  dollar  and  will  pay  over  to  the  said  parties  of 
the  first  part  the  proceeds  thereof  which  shall  amount  to  the  sum  of  One 
Million  and  Eight  Thousand  (1,008,000.)  Dollars  from  time  to  time  as 
the  sum  may  be  required  for  the  purpose  of  retiring  the  bonds  and  dis- 
charging the  Trust  Mortgage  herein  first  mentioned  and  as  the  same 
may  be  needed  for  the  completion  of  the  construction  of  the  said  rail- 
road. And  the  said  parties  of  the  first  part  hereby  stipulate  and  agree  that 
they  will  with  the  first  proceeds  so  to  be  paid  to  them  take  up  all  of  the 
said  first  mentioned  bonds  now  outstanding,  and  deliver  the  same  together 
with  all  such  as  have  not  been  negotiated  to  the  said  party  of  the  second 


CORPORATE  HISTORY  691 

part  to  be  cancelled  and  destroyed,  and  will  also  cause  the  said  Trust 
Mortgage  securing  the  sum   to  be  immediately   discharged. 

The  said  parties  of  the  first  part  to  hereby  assign  and  stipulate  and 
agree  that  they  will  transfer  and  deliver  to  the  said  second  party  a 
majority  of  the  capital  stock  of  said  Company  and  all  the  capital  stock  to 
which  they  are  entitled  by  virtue  of  their  said  construction  contract  being 
in  amount  One  Million  One  Hundred  and  Ninety  Thousand  (1,190,000) 
Hollars  less  the  amount  which  has  been  or  is  to  be  issued  to  the  said 
municipalities  and  individuals  in  payment  of  bonds  and  other  aid  by  said 

Company  as  hereinbefore  mentioned  amounting  to Hollars 

and  the  said  parties  of  the  first  part  further  stipulate  and  agree  that  no 
new  stock  shall  be  authorized  or  issued  by  said  Company  to  any  party  or 
for  any  purpose  whatsoever ;  which  said  stock  so  to  be  assigned  to  said 
second  party  shall  be  delivered  to  him  as  fast  as  said  parties  of  the  first 
part  shall  be  entitled  to  receive  the  same  under  the  said  contract  with 
the  said  Company  and  the  whole  thereof  on  or  before  the  first  day  of 
January  A.  H.  One  Thousand  Eight  Hundred  &  Seventy  One  (1871). 
And  the  said  parties  of  the  first  part  further  agree  that  they  will  con- 
struct and  complete  the  said  railroad  from  Streater  to  Geneva  aforesaid 
in  a  good  substantial  manner  in  accordance  with  the  provisions,  plans  and 
specifications  mentioned  in  their  aforesaid  contract  with  the  said  railroad 
Company,  except  the  same  is  not  to  be  fensed  by  said  first  parties  further 
than  has  already  been  done  or  maybe  necessary  in  completing  the  con- 
struction thereof,  nor  is  the  same  to  be  balasted  with  sand  or  gravel  by 
said  first  parties,  as  the  said  construction  contract  provided,  but  the  said 
first  parties  are  to  surface  up  said  railroad  and  in  all  other  respects  make 
it  a  good  first-class  road  and  have  the  same  ready  for  use  on  or  before  the 
first  day  of  January  A.  D.  One  Thousand  Eight  Hundred  and  Seventy 
One  (1871). 

And  they  further  agree  that  the  proceeds  so  to  be  paid  over  to  them  by  the 
said  party  of  the  second  part  or  so  much  thereof  as  may  be  necessary  for 
that  purpose,  shall  be  applied  to  the  retirement  of  the  said  first  mentioned 
bonds  and  the  construction  and  completion  of  the  aforesaid  railroad  and 
for  no  other  purpose  whatsoever ;  and  that  upon  all  monies  advanced  or  paid 
to  them  from  time  to  time  by  said  party  of  the  second  part  before  the 
completion  of  the  said  railroad  they  will  pay  interest  thereon  to  him  at  the 
rate  of  Eight  per  cent  per  annum. 

And  it  is  mutually  agreed  that  the  said  second  party  on  the  completion 
of  said  railroad  shall  take  the  rolling  stock  now  on  hand  and  owned  by 
said  first  parties  to  wit:  Two  Locomotives  the  "Kalph  Plumb"  and  "B.  J. 
Wells",  One  (1)  Second  Class  passenger  car;  and  One  (1)  Baggage  car; 
One  (1)  Box  Car  and  Thirty-five  (35)  Platform  cars;  and  pay  them 
therefor  their  value  at  that  time,  to  be  agreed  upon  by  the  parties  hereto ; 
and  in  case  of  failure  to  agree  upon  their  value,  the  same  shall  be  determined 
by  appraisement  each  of  the  parties  hereto  selecting  one  appraisor  and  the 
two  thus  selected,  to  select  a  third  and  the  decision  of  the  threte  thus 
chosen  as  to  the  value  of  said  rolling  stock,  shall  be  final  and  conclusive. 

And  the  said  party  of  the  second  part  for  the  consideration  herein  men- 


692         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

tioned  agree  to  procure  the  said  railroad  to  be  equipped,  maintained  and 
operated  by  the  "Chicago  Burlington  and  Quincy  Railroad  Company"  as 
a  branch  and  part  of  its  own  road;  and  that  it  shall  transport  passengers, 
coal  and  other  freights  thereon  at  the  same  rates  charged  from  time  to 
time  for  the  transportation  of  property  and  persons  of  like  character  over 
like  distances  on  its  own  road  and  that  for  the  transportation  of  coal 
no  more  shall  be  charged  per  ton  per  mile  than  is  charged  for  like  distances 
on  the  railroad  of  the  "Chicago  Burlington  and  Quincy  Railroad  Company" 
and  that  coal  from  the  various  mines  on  said  road  shall  be  loaded  and 
unloaded  and  transported  with  all  reasonable  dispatch;  and  that  it  will  not 
charge  more  for  the  transportation  of  coal  from  Streater  to  Ottawa  than  is 
charged  on  the  Rock  Island  Road  from  La  Salle  to  Ottawa ;  and  that  it 
will  procure  the  last  mentioned  Company  to  take  a  lease  in  perpetuity  of  the 
said  "Ottawa  Oswego  and  Fox  River  Valley  Railroad"  in  which  and 
under  which  the  said  company  shall  be  bound  in  perpetuity  to  equip, 
maintain  and  operate  the  said  railroad  under  the  stipulations  and  in  the 
manner  above  specified;  and  that  in  addition  thereto  the  said  "Chicago 
Burlington  and  Quincy  Railroad  Company"  shall  as  rent  and  in  full 
payment  of  rent,  set  aside  Forty  (40)  per  cent  of  the  gross  earnings  on  the 
said  demised  road  and  Forty  (-40)  per  cent  of  the  gross  earnings  on  its  own 
road  accruing  from  the  business  going  to  and  coming  from  the  said 
demised  road  and  pay  over  annually  in  the  the  month  of  July  in  each 
year,  the  amount  thereof  to  the  trustees  named  in  the  Deed  of  Trust  securing 
said  bonds,  to  be  applied  by  them  to  the  purchase  of  said  bonds,  whenever 
the  same  can  be  purchased  at  or  less  than  par  and  accrued  interest; 
provided  that  in  answer  to  proposals  for  the  purchase  of  bonds  for  any 
one  year,  none  shall  be  offered  for  sale  upon  said  terms  the  funds  provided 
for  the  purchase  of  bonds  for  that  year  shall  be  returned  by  said  Trustees 
to  the  "Chicago  Burlington  and  Quincy  Railroad  Company"  its  successors 
and  assigns,  but  the  fact  that  no  bonds  are  offered  for  sale  in  any  one 
year,  shall  not  relieve  "Chicago  Burlingtan  and  Quincy  Railroad  Company" 
from  the  obligation  to  set  aside  the  Forty  per  cent  of  gross  earnings  from 
said  business  for  the  next  or  any  ensuing  year  and  the  said  parties  of  the 
first  part  stipulate  and  agree  that  they  will  forthwith  cause  and  procure  to 
be  executed  and  delivered  to  the  said  ' '  Chicago  Burlington  and  Quincy 
Railroad  Company"  a  lease  of  the  said  Ottawa  Oswego  and  Fox  River 
Valley  Railroad  in  perpetuity  on  the  terms  and  containing  in  substances  the 
provisions  herein  above  stated,  which  lease  has  already  been  prepared, 
bearing  even  date  herewith  and  has  been  examined  and  agreed  upon  by  the 
parties  hereto,  and  is  ready  for  execution. 

In  witness  whereof  the  parties  hereto  have  caused  their  respective 
names  to  be  hereunto  subscribed  and  their  respective  seals  to  be  hereunto 
attached  on  the  day  and  year  first  above  written. 

Ralph  Plumb  [seal] 

Will  W.  H.  Cushman     [seal] 
Chas.  H.  Force  [seal] 

James  F.  Joy  [seal] 


CORPORATE  HISTORY  693 

I,   Oliver  Young  the   original   contractor  with   the  Ottawa   Oswego   and 
Fox  Eiver  Valley  Eail  Road  Company  in  consideration  of  One  Dollar  paid 
to   me  by  the   above   named  parties   hereby   consent   to   the   execution   and 
delivery  of  the  above  contract. 
Dated  Ottawa  July   1st  A.  D.  1870. 

Oliver  Young     [seal] 

The  parties  to  the  foregoing  contract  understand  that  the  parties 
of  the  first  part  agree  to  deliver  the  Road  to  the  party  of  the  second 
part  free  and  clean  of  encumbrance  and  with  the  right  of  way  all  paid 
for.  And  by  subsequent  arrangement  it  was  agreed  that  all  monies  ad- 
vanced by  the  second  party  or  the  C.  B.  &  Q.  Railroad  Company  shall 
be  refunded  by  the  parties  of  the  first  part  upon  the  success  or  failure 
of  an  effort  to  collect  monies  due  said  first  parties  from  the  Ottawa 
Oswego  &  Fox  River  Valley  Railroad  Company. 

Ralph  Plumb  [seal] 

Will  H.  W.  Cushman     [seal] 
Chas.  H.  Force  [seal] 

LEASE,  August  20,  1870.  Ottawa,  Oswega  and  Fox  River  Valley  Railroad 
company  to  Chicago,  Burlington  &  Quincy  Railroad  Company. 

This  Agreement,  made  this  twentieth  day  of  August,  in  the  year 
of  our  Lord  one  thousand  eight  hundred  and  seventy  (1870),  by  and  be- 
tween the  Ottawa,  Oswego  and  Fox  River  Valley  Railroad  Company, 
party  of  the  first  part,  and  the  Chicago,  Burlington  and  Quincy  Railroad 
Company,  party  of  the  second  part,  both  of  them  corporations  duly 
organized  under  and  in  accordance  with  the  laws  of;  the  State  of  Illinois. 

Whereas,  the  said  party  of  the  first  part  is  authorized  by  the  aforesaid 
laws  to  construct  and  operate  a  railroad  from  Streator  in  La  Salle 
County  to  Geneva  in  Kane  County,  in  said  State  of  Illinois,  and  has 
already  located  the  same  and  is  proceeding  in  the  construction  thereof. 

And  whereas,  for  the  purpose  of  obtaining  money  necessary  for  the 
construction  of  said  railroad,  including  labor  thereon  and  the  materials 
used  therein,  and  other  expenses  attending  upon  the  construction  of  the 
same,  it  has  executed  its  bonds  in  the  sum' of  one  thousand  (1,000)  dollars 
each,  of  the  date  of  July  first,  A.  D.  1870,  amounting  in  the  aggregate 
to  twelve  hundred  and  sixty  thousand  (1,260,000)  dollars,  having  thirty 
(30)  years  to  run  to  maturity  and  bearing  interest  at  the  rate  of  eight 
(8)  per  cent  per  annum,  payable  samei-annually,  free  of  government  tax, 
and  both  principal  and  interest  payable  in  the  city  of  New  York,  and 
has  secured  the  payment  of  the  same  by  a  deed  of  trust  or  mortgage 
duly  executed  by  it  to  Milton  H.  Swift  and  Edward  Eamesupon  the 
said  railroad,  ma,de  and  to  be  constructed,  its  right  of  way,  road-bed, 
superstructure,  grounds,  buildings,  and  all  other  of  its  said  property 
connected  therewith,  together  with  the  rights,  privileges,  and  franchises 
belonging  thereto,  and  revenues  to  be  derived  therefrom,  which  said 
trust  mortgage  bears  even  date  with  said  bonds  and  has  been  duly 
recorded  in  the  counties  through  which  said  railroad  runs. 


69-4         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

And  ichereas,  the  proceeds  of  said  bonds  and  the  other  means  of  said 
company  will  be  sufficient  only  for  the  construction  and  completion  of 
the  road-bed  and  superstructure,  and  in  accomplishing  so  much  the  said 
party  of  the  first  part  will  have  exhausted  its  resources  and  will  be 
wholly  unable  to  procure  the  equipment  or  any  part  thereof  necessary 
for  the  maintenance  and  operation  of  said  railroad;  and  in  order  that 
the  same  may,  when  completed,  be  equipped,  maintained,  and  operated 
in  such  manner  as  the  public  convenience  may  require,  and  means  be 
provided  for  the  annual  purchase  of  said  bonds  at  not  above  par  and 
accrued  interest,  it  has  become  necessary  to  have  the  assistance  of  and 
make  the  arrangement  with  the  Chicago,  Burlington  and  Quincy  Eailroad 
Company  hereinafter  mentioned. 

Now,  therefore,  this  indenture  witnesseth:  That  the  said  party  of  the 
first  part,  in  consideration  of  the  covenants  and  agreements  herein 
contained,  to  be  kept  and  performed  by  said  party  of  the  second  part, 
it,  the  said  party  of  the  first  part,  hath  granted,  demised,  and  leased, 
and  by  these  presents  doth  grant,  demise,  and  lease,  unto  the  said  party 
of  the  second  part,  its  successors  and  assigns,  all  the  following-described 
property  of  the  said  Ottawa,  Oswego  and  Fox  River  Valley  Railroad 
Company,  that  is  to  say:  its  said  railroad  extending  from  Streator  to 
Geneva  aforesaid,  made  and  to  be  made,  including  right  of  way,  lands 
occupied  thereby,  superstructure  and  tracks  thereon  and  to  be  placed 
thereon,  rails,  ties,  and  other  materials  used  therein,  procured  und  to 
be  procured  therefor,  bridges,  viaducts,  culverts,  fences,  depot  grounds 
and  buildings  thereon  or  to  be  placed  thereon,  also  all  rolling  stock, 
tools,  and  other  property,  real  and  personal,  pertaining  to  said  railroad 
and  to  the  use  thereof,  now  owned  or  hereafter  to  be  acquired  by  said 
party  of  the  first  part,  together  witli  the  rents,  revenues,  and  incomes 
to  be  had,  levied,  and  derived  therefrom,  and  all  rights,  privileges,  and 
franchises  is  said  party  of  the  first  part  of,  in,  to,  or  concerning  the  same. 

To  home  and  to  hold  the  above-described  railroad  premises  and  property, 
with  the  appurtenances,  rights,  priveleges,  and  franchises  appertaining 
thereto,  unto  the  said  party  of  the  second  part,  its  successors  and  assigns, 
from  the  day  and  date  hereof  in  perpetuity,  absolute  and  exclusive 
possession  thereof  to  be  delivered  to  and  had  by  said  party  of  the  second 
part  as  soon  as  the  road-bed  and  superstructure  shall  have  been  com- 
pleted, and  in  the  mean  time  the  possession  of  the  parties  constructing 
the  aforesaid  railroad  shall  be  deemed  and  taken  to  be  the  possession 
of  the  said  party  of  the  second  part.  The  said  party  of  the  second  part, 
in  consideration  of  the  premises,  does  here  covenant  and  agree  with  the 
said  party  of  the  first  part,  its  successors  and  assigns,  to  pay  and  cause  to 
be  paid  all  taxes  and  assessments  that  may  be  lawfully  levied,  charged, 
or  assessed  on  the  said  demised  premises  or  any  part  thereof  during  the 
continuance  of  this  lease,  and  to  take  possession  of  said  demised  road 
and  property  as  soon  as  the  road-bed,  track,  and  superstructure  thereof 
shall  be  completed;  to  place  thereon  such  and  such  an  amount  of  rolling 
stock  as  may  be  required  in  the  transaction  of  the  business  of  said 
railroad,  and  at  all  times  to  keep  the  same  equipped  in  such  a  manner 


CORPORATE    HISTORY  695 

as  the  public  convenience  may  require;  and  also  to  maintain  and  keep 
the  said  demised  road  in  repair;  to  run  and  operate  the  same  in  sucli 
manner  as  will  furnish  reasonable  accommodations  to  the  public;  and 
that  it  will  at  all  times  save  the  said  party  of  the  first  part  and  its 
successors  from  all  damages  and  liabilities  that  may  be  incurred  or 
occasioned  by  said  second  party  in  the  management,  maintenance,  and 
operation   of  said  railroad. 

The  said  party  of  the  second,  part  further  agrees,  for  the  consideration 
aforesaid,  that  in  the  transportation  of  coal  over  said  demised  road  it 
will  charge  no  more  or  higher  rates  than  shall  be  charged  for  the 
transportation  of  coal  over  like  distances  on  the  railroad  of  the  said 
party  of  the  second  part,  and  that  it  will  transport  the  same  with  all 
reasonable  despatch,  and  when  to  be  loaded  or  unloaded  by  said  second 
party  it  shall  be  done  without  unnecessary  delay;  and  that  it  will  not 
charge  more  per  mile  for  the  transportation  of  coal  from  Streatdr  to 
Ottawa  than  is  charged  on  the  Eock  Island  road  from  LaSalle  to  Ottawa; 
and  that  the  said  demised  road  shall  be  managed  as  a  part  of  the 
railroad  of  the  said  party  of  the  second  part,  and  in  a  manner  which 
shall  be  equally  useful  and  convenient  to  the  county  and  business  public 
through  which  the  said  demised  road  runs. 

And  the  said  party  of  the  second  part,  in  consideration  of  the  premises, 
and  also  as  rent  and  in  full  payment  of  rent  for  the  aforesaid  demised 
railroad  and  property,  hereby  covenants"  and  agrees  that  it  will  set  aside 
forty  per  cent  of  the  gross  earnings  arising  from  the  business  done 
upon  the  said  demised  road  extending  from  Streator  to  Geneva  aforesaid, 
and  also  forty  per  cent  of  the  gross  earnings  from  the  transportation 
of  business,  both  freight  and  passenger,  over  its  own  road  or  any  part 
thereof,  coming  from  or  going  to  the  said  Ottawa,  Oswego  and  Fox  River 
Valley  Railroad,  as  a  fund  to  be  annually  appropriated  each  year  to  the 
purchase  of  the  aforesaid  bonds  of  the  said  party  of  the  first  part,  so 
long  as  they  can  be  purchased  at  or  less  than  par  and  accrued  interest. 

And  that  it  will  cause  to  be  kept  a  separate  account  of  all  such 
earnings,  and  on  the  first  day  of  July  in  each  year  will  pay  over  the 
amount  thereof  to  the  trustees  named  in  the  aforesaid  trust  mortgage 
securing  said  bonds,  and  their  successors,  to  be  applied  by  them  to  the 
purchase  of  said  bonds  at  not  more  than  par  and  accrued  interest,  in  the 
manner   herein  provided. 

It  is  mutually  agreed  by  the  parties  hereto  that  the  said  trustees 
named  in  the  said  trust  mortgage  shall,  in  the  month  of  July  in  each 
year,  advertise  for  proposals  for  ten  successive  days  in  a  daily  news- 
paper for  the  time  being  in  the  city  of  Boston,  stating  therein  the  time 
and  place  when  and  where  and  the  terms  upon  which  the  said  bonds 
will  be  purchased,  for  the  information  of  such  of  the  holders  of  said 
bonds  as  may  wish  to  sell  any  of  the  same  under  this  agreement;  and  if 
in  response  to  said  advertisement,  none  of  such  bonds  are  offered  for 
sale  on  the  terms  aforesaid,  then  the  obligation  to  purchase  bonds  for 
that  year  and  until  the  time  for  another  annual  advertisement  shall 
cease,  and  the  moneys  thus  applicable  to  the  purchase  of  bonds  for  that 


696         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

year  shall  be  returned  to  the  said  party  of  the  second  part  and  its 
successors. 

But  that  the  fact  that  no  bonds  are  offered  for  sale  on  the  terms  herein 
provided,  for  that  year  or  any  one  year,  shall  not  in  any  manner  affect  the 
liability  and  obligation  of  the  said  party  of  the  second  part  to  purchase 
said  bonds  on  the  terms  and  in  the  manner  herein  provided,  with  the 
amount  which  may  accumulate  from  the  said  forty  per  cent  of  the  gross 
earnings  for  the  next  or  any  year  thereafter,  and  which  by  the  terms  of 
this  agreement  shall  be  applicable  to  the  purchase  of  said  bonds;  it 
being  the  intention  of  this  agreement  not  to  purchase  said  bonds  at 
more  than  par  and  accrued  interest. 

And  that  when  they  cannot  be  purchased  at  or  less  than  par  and 
accrued  interest,  the  funds  provided  therefor  not  being  required  for 
that  purpose  shall  be  returned  to  and  may  be  use'd  and  divided  by 
said  party  of  the  second  part,  like  other  earnings  of  its  road,  year  by 
year. 

It  is  also  mutually  agreed  and  understood  that  an  abstract  of  this 
agreement  relating  to  the  purchase  of  said  bonds  shall  be  printed  and 
attached  to  each  of  them.  And  that  the  provisions  of  this  contract 
shall  only  extend  to  the  said  twelve  hundred  and  sixty  thousand 
(1,260,000)  dollars  of  bonds  hereinbefore  mentioned,  and  to  those  of 
them  only  which  shall  have  printed  and  attached  thereto  the  abstract 
above  mentioned.  And  that  it  shall  be  the  duty  of  the  said  trustee, 
upon  the  purchase  of  said  bonds  or  any  of  them  as  herein  mentioned,  to 
deliver  the  same  to  the  said  party  of  the  second  part,  to  be  held,  used, 
and  employed  by  it  as  its  own  property  and  in  such  manner  as  it  shall 
deem  advisable. 

It  is  also  mutually  agreed  that  the  stipulations  and  provisions  of 
this  contract  shall  be  binding  upon  the  successors  and  assigns  of  the 
respective   parties   hereto. 

In  witness  whereof,  the  parties  hereto  have  caused  their  respective  cor- 
porate names  to  be  hereunto  subscribed  by  their  presidents,  and  their 
respective  corporate  seals  to  be  hereunto  attached  by  their  secretaries,  on 
the  day  and  year  first  above  written. 

OTTAWA,   OSWEGO   AND   FOX   RIVER   VALLEY 
[seal]  RAILROAD  COMPANY, 

By  Washington  Bushnell,  President. 
Attest:   Dwight  F.   Cameron,   Secretary. 

CHICAGO,  BURLINGTON  AND  QUINCY 
[seal]  RAILROAD  COMPANY, 

By  J.  F.  Joy,  President. 
Attest:  A.  T.  Hall,  Secretary. 

RECORDED  IN  ILLINOIS 

County                                      Date                                    Book  Page 

LaSalle                            June     7,  1871                             149  267 

Kendall                     January  29,  1872                               31  411 


CORPORATE  HISTORY  697 

Chicago,  August  26th,  1870. 
J.  F.  Joy,  Esq.: 

Dear  Sir, — Whereas  by  the  terms  of  an  agreement  of  July  1st,  1870, 
between  yourself  and  us,  relating  to  the  Ottawa,  Oswego  and  Fox  River 
Valley  Railroad,  we  are  to  pay  interest  at  the  rate  of  eight  per  cent 
on  all  advances  made  before  the  completion  of  the  road,  we  hereby 
stipulate  and  agree,  for  the  considerations  mentioned  in  said  contract, 
that  whenever  moneys  are  deposited  in  the  city  of  New  York  to  be 
drawn  and  used  as  provided  in  said  contract,  they  shall  be  deemed  to 
be  advanced  from  the  date  of  said  deposit  and  shall  draw  interest  from 
that  time. 

C.  H.  FORCE  &  CO. 

SUPPLEMENTAL  CONTRACT,  June  30,  1876,  Ottawa,  Oswego  and 
Fox  River  Valley  Railroad  company  and  Chicago,  Burlington  &  Quincy 

Railroad  Company. 

This  Indenture  made  this  thirtieth  day  of  June  A.  D.  1876,  by  and  be- 
tween the  Ottawa,  Oswego  &  Fox  River  Valley  Rail  Road  Company,  of  the 
first  part,  and  the  Chicago,  Burlington  &  Quincy  Rail  Road  Company,  of 
the  second  part,  Corporations  of  the  State  of  Illinois,  is  Supplementary  to 
a  Contract  and  Lease  by  and  between  the  same  parties,  of  the  date  of 
August  20th,  A.  D.  1870,  and 

Witnesseth  that  the  covenants  and  agreements  contained  in  the  said 
Contract  referred  to,  are  hereby  in  all  things  approved,  and  in  addition 
thereto, 

It  is  agreed,  that,  in  the  transaction  of  the  business  between  the  said 
demised  Road  and  the  Road  of  said  second  party,  all  earnings  on  joint  busi- 
ness shall  be  divided  and  apportioned  pro-rata  as  is  the  distance  carried 
on  said  demised  Road  and  the  Road  of  said  second  party.  And  this  rule 
shall  be  observed  in  ascertaining  the  amount  of  earnings  on  said  demised 
Road  and  also  the  earnings  on  the  Road  of  said  second  party  upon  joint 
business  to  and  from  said  demised  Road  passing  over  the  Road  of  said 
second  party  or  any  part  thereof. 

It  is  further  agreed  that  the  earnings  on  the  said  demised  Road  shall 
hereafter  be  apportioned  as  follows: — 

First, — Forty  per  cent  of  the  gross  earnings  shall  be  applied  to  the 
purchase  of  bonds  upon  the  terms  and  in  the  manner  in  said  original  agree- 
ment prescribed. 

Second, — If  any  part  of  said  forty  per  cent  of  said  gross  earnings  to 
be  or  heretofore  received  on  said  demised  Road,  shall  not  be  required  for 
the  purchase  of  bonds  offered  for  sale  pursuant  to  said  original  agreement, 
then  the  residue  of  said  forty  per  cent  shall  be  applied  to  the  payment  or 
reimbursement  of  the  party  of  the  second  part  of  all  interest,  which  it 
shall  pay,  or  have  paid  upon  said  bonds  with  interest  on  past  payments  at 
the  rate  of  six  per  cent  per  annum. 

Third, — If  any  residue  shall  remain  after  the  foregoing  payments,  the 
same  shall  next  be  applied  to  reimburse  the  party  of  the  second  part,  all 
monies  it  may  have  advanced  or  may  hereafter  advance  for  the  completion 


698         CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD   COMPANY 

of  said  demised  Road  and  for  making  permanent  and  additional  improve- 
ments thereon  and  for  taking  up  indebtedness  incurred  by  said  first  party 
in  the  construction  of  its  said  Eoad  and  interest  thereon  at  the  rate  of  six 
per  cent. 

Fourth,  and  finally: — If  after  all  the  foregoing  payments  there  shall 
remain  any  part  of  said  forty  per  cent  unexpended,  the  same  shall  be  an- 
nually held  and  invested  and  reinvested  from  time  to  time  by  said  party 
of  the  second  part,  separate  and  apart  from  its  other  monies  or  property 
to  be  held  until  the  maturity  of  said  bonds  and  then  applied  to  the  payment 
and  extinguishment  thereof. 

It   Witness  Whereof  the  said   parties  hereto  have  caused  these  presents 
to  be  signed  by  their  respective  Presidents,  and  their  Corporate  Seals  to  be 
hereto  affixed  and  attested  by  their  respective  Secretaries  the  day  and  year 
first  above  written. 
[  seal]  The  Ottawa,  Oswego  &  Fox  River  Valley  Railroad  Company, 

by  J.  M.  Walker,  President. 
Attest, 

Geo.  O.  Manchester,  Secretary. 
[seal]  The  Chicago,  Burlington  &  Quincy  Railroad  Co., 

by  Robert  Harris,  President. 
Attest, 

A.  T.  Hall,  Secretary. 

DEED,  June  1,  1899.  Ottawa,  Oswego  and  Fox  River  Valley  Railroad 
Company  to  Chicago,  Burlington  &  Quincy  Railroad  Company. 

This  Indenture,  Made  this  first  day  of  June,  A.  D.  1899,  by  and  between 
the  Ottawa,  Oswego  and  Fox  River  Valley  Railroad  Company,  party  of  the 
first  part,  and  the  Chicago,  Burlington  &  Quincy  Railroad  Company,  party 
of  the  second  part,  both  being  corporations  created,  organized,  and  existing 
under  and  by  virtue  of  the  laws  of  the  State  of  Illinois,  Witnesseth:  That, 

Whereas,  The  first  party,  being  thereto  duly  authorized  by  law,  is  the 
owner  of  the  following  described  railroad  in  the  State  of  Illinois,  to-wit: 

Beginning  at  Geneva,  in  Kane  County,  thence  extending  south-westerly, 
via  Aurora,  to  Streator,  in  La  Salle  County,  a  distance  of  about  sixty- 
seven  and  twenty-five  hundredths  (<>7.2.'>)  miles;  and, 

Whereas,  The  railroad  of  the  first  party  connects  with  the  railroads  of 
the  second  party,  and  forms  therewith  a  continuous  and  connected  line  of 
railroad;  and, 

Whereas,  The  second  party  is  now  in  possession  of  and  operating  the 
said  above  described  railroad,  in  connection  with  its  own  railroads,  under 
a  lease  in  perpetuity,  and  has  offered  to  purchase  the  remaining  interests, 
property,  and  franchises  of  the  first  party  in  and  to  said  railroad,  upon  the 
terms  and  conditions  hereinafter  stated,  which  have  been  agreed  to  by  the 
directors  of  both  the  said  companies,  and  approved  by  the  stock-holders 
owning  and  holding  two-thirds  in  amount  of  the  capital  stock  of  the  parties 
of  the  first  and  second  parts,  in  manner  and  form  as  required  by  law: 

Now,  Therefore,  This  Indenture  Witnesseth:  That  the  said  party  of  the 
first  part,  for  and  in  consideration  of  five  dollars  to  it   in  hand  paid,  the 


CORPORATE   HISTORY  699 

receipt  of  which  is  hereby  acknowledged,  and  other  good  and  valuable 
considerations,  has  granted,  bargained,  and  sold,  and  by  these  presents  does 
grant,  bargain,  sell  and  convey,  release,  assign,  and  transfer  to  the  said 
party  of  the  second  part,  all  and  singular  the  said  above  described  rail- 
road, and  all  its  right,  title,  and  interest  therein;  together  with  all  rights 
of  way,  road-bed,  bridges,  and  depot  and  other  lands,  or  interest  therein; 
and  all  station  houses  and  other  buildings  and  structures  of  whatever  kind 
belonging  thereto;  together  with  all  the  fixtures  and  appurtenances  ap- 
pertaining to  the  said  railroad,  or  in  any  manner  connected  therewith;  also 
all  lights,  privileges, -and  franchises  of  the  said  party  of  the  first  part,  in 
and  to  the  aforesaid  railroad;  together  with  all  other  present  and  in  future 
to  be  acquired  property,  of  every  kind  and  description,  belonging  to  the  said 
first  party,  except'  its  franchise  to  be  a  corporation. 

To  Ifuii  iind  In  Hold,  the  said  railroad  and  lands,  tenements,  rights, 
privileges,  and  franchises,  and  other  property,  above  mentioned  and  con- 
veyed, to  the  said  second  party,  its  successors  and  assigns,  forever. 

And  the  said  party  of  the  second  part  covenants  and  agrees  with  the  said 
party  of  the  first  part  to  equip  the  said  railroad,  or  cause  the  same  to  be 
equipped,  and  to  maintain  and  operate  the  same  in  such  manner  as  to  furnish 
reasonable  accommodations  to  the  public;  to  pay,  or  cause  to  be  paid,  all 
taxes  and  assessments  that  may  he  lawfully  levied,  charged,  or  assessed 
upon  the  said  railroad  and  property,  or  any  part  thereof;  and  to  assume  all 
contracts,  bonds,  and  other  obligations,  of  whatsoever  kind,  and  pay  and 
discharge  all  debts  and  liabilities,  both  principal ,and  interest,  of  the  said 
party  of  the  first  part,  as  they  may  severally  mature;  and  to  issue  and 
deliver  to  the  owners  and  holders  of  the  capital  stock  of  the  first  party, 
one  share  of  its  own  capital  stock  for  every  fifteen  shares  of  the  capital 
stock  of  said  first  party,  upon  the  surrender  and  transfer  to  it  of  such  shares 
of  the  first  party 's  stock. 

And  to  the  end  that  the  second  party  may  have,  hold,  use,  exercise,  and 
enjoy  the  railroad  and  property  and  franchises  of  the  first  party,  hereby 
conveyed  and  intended  to  lie  conveyed,  and  whether  now  existing  or  here- 
after acquired,  as  fully  as  might  be  done  by  the  first  party,  if  this  con- 
veyance had  not  been  made,  the  first  party  agrees  to  execute  from  time  to 
time  any  additional  assignment,  conveyance,  or  assurance,  and  to  perform 
any  act,  which  the  counsel  of  the  second  party  may  advise;  and,  for  the 
purposes  aforesaid,  the  first  party  agrees,  if  the  second  party  shall  so  desire 
and  advise,  that  it  will  keep  up  and  maintain  its  corporate  existence  and 
organization. 

In  Witness  Whereof,  the  parties  hereto  have  caused  their  corporate 
names  to  be  hereunto  subscribed  by  their  respective  Presidents,  and  their 
corporate  seals  to  be  attached  and  attested  by  their  respective  Secretaries, 
all  on  the  day  and  year  first  above  written. 

Ottawa,  Oswego  and  Fox  Eivkk  Valley  K.ulroad  Company, 
[Seal]  By,     C.  I.  Sturgis. 

President. 

Attest:  H.  W.  Weiss. 

Secretary. 


700         CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD   COMPANY 

CHICAGO,  BURLING  TON  &  QUINCY  EAILEOAD  COMPANY, 
[Seal]  By,     C.  E.  Perkins. 

President. 
Attest:  .T.  S.  Howlaxd. 

Secretary. 


c.hs- 


State  of,  Illinois 
County  of,  Cook 

Be  it  remembered,  that,  on  this  14  day  of  June,  A.  D.  1899,  before  me, 
a  Notary  Public,  in  and  for  said  County  and  State",  personally  appeared 
C.  I.  Sturgis,  President  of  the  Ottawa,  Oswego  and  Fox  Biver  Valley  Rail- 
road Company,  a  corporation  organized  and  existing  under  the  laws  of  the 
State  of  Illinois,  personally  known  to  me  and  to  be  the  same  person  whose 
name  is  subscribed  to,  and  who  executed,  the  foregoing  instrument  as  such 
President,  who,  being  by  me  duly  sworn,  did  say  that  he  is  President  of  the 
said  Ottawa,  Oswego  and  Fox  River  Valley  Railroad  Company;  that  he 
knows  the  corporate  seal  of  said  Company;  that  the  seal  affixed  to  the  fore- 
going instrument  is  the  corporate  seal  of  said  Company;  that  it  was  affixed 
by  order  of  the  Board  of  Directors  of  said  Company;  that  said  instrument 
w;is  signed  and  sealed  in  behalf  of  said  Company  by  like  order  as  President 
of  said  Company;  that  the  said  C.  I.  Sturgis  acknowledged  said  instrument, 
and  that  it  was  the  voluntary  act  and  deed  of  said  Company,  and  that  he, 
as  such  President,  signed,  sealed,  and  delivered  said  instrument,  as  the  free 
and  voluntary  act  and  deed  of  said  Company,  and  as  his  own  free  and  volun- 
tary act  and  deed  as  such  President,  for  the  uses  and  purposes  therein  set 
forth. 

In  )V  it  in  ss  Whereof,  I  have  hereunto  set  my  hand  and  official  seal,  this 
14  day  of  June,  A.  D.  1899. 

Herbert  Haase. 
[Seal]  Notary  Public  for  said  County  and  State. 


,\ 


State  of,  Iowa 
County  of,  Des  Moines. 

Be  it  remembered,  that,  on  this  13th  day  of  June,  A.  D.  1899,  before  me, 
a  Notary  Public,  in  and  for  said  County  and  State,  personally  appeared 
C.  E.  Perkins,  President  of  the  Chicago,  Burlington  &  Quincy  Railroad 
Company,  a  corporation  organized  and  existing  under  the  laws  of  the  State 
of  Illinois,  personally  known  to  me  and  to  be  the  same  person  whose  name 
is  subscribed  to,  and  who  executed,  the  foregoing  instrument  as  such  Presi- 
dent, who,  being  by  me  duly  sworn,  did  say  that  he  is  President  of  the  said 
Chicago,  Burlington  &  Quincy  Railroad  Company;  that  he  knows  the  cor- 
oprate  seal  of  said  Company;  that  the  seal  affixed  to  the  foregoing  instru- 
ment is  the  corporate  seal  of  said  Company;  that  it  was  affixed  by  order  of 
the  Board  of  Directors  of  said  Company;  that  said  instrument  was  signed 
and  sealed  in  behalf  of  said  Company  by  like  order  as  President  of  said 
Company;   that  the  said  C.  E.  Perkins  acknowledged  said  instrument,  and 


CORPORATE  HISTORY  701 

that  it  was  the  voluntary  act  and  deed  of  said  Company,  and  that  he,  as 
such  President,  signed,  sealed,  and  delivered  said  instrument,  as  the  free  and 
voluntary  act  and  deed  of  said  Company,  and  as  his  own  free  and  voluntary 
act  and  deed  as  such  President,  for  the  uses  and  purposes  therein  set  forth. 
In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  official  seal,  this 
13th  day  of  June,  A.  D.  1899. 

W.  F.  McFarland. 
[Seal]  Notary  Public  for  said  County  and  State. 

KECORDED  IN  ILLINOIS 

County                                        Dale                                      Book  Page 

Kane                                 June  23,  1899                             386  280 

Kendall                           June  23,  1899                               54  252 

LaSalle                            June  22,  1899                             390  271 

TRUST    MORTGAGE,    July    1,    1870,    Ottawa,    Oswego    and    Fox    River 
Valley    Railroad    company    to    Milton    H.    Swift    and    Edward    Eames, 

Trustees. 

Tltis  Indenture  made  this  first  day  of  July  in  the  Year  of  Our  Lord  One 
Thousand  Eight  Hundred  and  Seventy  (1870)  between  the  "Ottawa, 
Oswego  and  Fox  River  Valley  Railroad  Company"  a  Corporation  duly 
organized  under  and  in  accordance  with  the  laws  of  the  State  of  Illinois, 
party  of  the  first  part,  and  Milton  H.  Swift  and  Edward  Eames  of  Ottawa 
in  the  State  of  Illinois  Trustees  herein,  parties  of  the  second  part, 

Witnesseth  that  whereas  the  "Ottawa,  Oswego,  and  Fox  River  Valley 
Railroad  Company"  pursuant  to  the  terms  of  the  Statutes  and  Acts  of 
the  Legislature  of  the  said  State  of  Illinois  creating  it,  and  of  the  organiza- 
tion of  said  Company  under  and  in  accordance  therewith,  is  engaged  in 
constructing  a  railroad  to  extend  from  Streator  in  the  County  of  LaSalle 
in  the  State  of  Illinois  to  Geneva  in  the  County  of  Kane  in  said  State,  a 
distance  of  about  Seventy   (70)   miles;   and 

Whereas  the  said  "Ottawa  Oswego  and  Fox  River  Valley  Railroad 
Company"  is  desirous  of  borrowing  money  to  an  amount  not  exceeding 
One  Million  Two  Hundred  and  Sixty  Thousand  (1,260,000)  Dollars,  that 
being  Eighteen  Thousand  (18,000)  Dollars  per  mile  on  the  length  of  the 
road  between  Streator  and  Geneva  aforesaid,  to  aid  in  the  construction  and 
to  be  applied  to  the  purchase  and  transportation  of,  or  in  payment  for 
materials,  superstructure  and  equipment  for  said  road,  and  has  resolved 
to  execute  the  bonds  of  said  Company  therefor  as  follows:  to  wit;  One 
Thousand  Two  Hundred  and  Sixty  (1,260)  in  sums  of  One  Thousand  (1,000) 
Dollars  each  bearing  date  on  the  First  day  of  July  A.  D.  One  Thousand 
Eight  Hundred  and  Seventy  (1870),  having  Thirty  (30)  years  to  run  to 
maturity  bearing  interest  at  the  rate  of  Eight  (8)  per  cent,  per  annum, 
free  of  Government  Tax,  and  payable  semi  annually  on  the  first  days  of 
January  and  July  in  each  year,  at  the  Banking  House  of  the  "Farmers 
Loan  and  Trust  Company"  in  the  City  of  New  York,  where  both  principal 
and  interest  are  made  payable,  or  at  such  other  place  in  said  City  as  it 
may  designate:     All  of  which  bonds  are  to  bear  the  same  date  and  are  to 


702         CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

stand  equally  secured  by  this  Deed  of  Trust  and  are  to  be  duly  stamped 
with  the  revenue  stamps  required  by  law;  and  the  aforesaid  bonds  are  to 
be  numbered  consecutively  from  Number  One  to  the  highest  number  which 
may  be  issued  inclusive.  Each  of  which  said  bonds  are  to  be  authenticated 
by  a  certificate  signed  by  the  Trustees  named  in  this  Deed  of  Trust. 

Now  therefore  this  Indenture  Witnesseth  that  the  said  "Ottawa,  Oswego 
and  Fox  Biver  Valley  Railroad  Company"  in  order  to  secure  the  payment 
of  its  said  bonds  and  the  interest  thereon,  and  in  consideration  of  the  sum 
of  Five  (5)  Dollars  to  it  in  hand  paid  by  the  said  parties  of  the  second 
part  at  the  ensealing  and  delivery  of  these  presents,  the  receipt  of  which  is 
hereby  acknowledged,  has  granted,  bargained,  sold,  transferred  and  con- 
veyed and  by  these  presents  does  grant,  bargain,  sell,  transfer  and  convey 
to  the  said  parties  of  the  second  part  their  successors  in  said  trust  and 
assigns,  all  the  following  and  all  the  above  described  property  to  wit;-- 
"All  the  present  and  in  future  to  be  acquired  property  of  the  saiu  railroad 
Company  in  and  relating  to  the  said  railroad,  and  all  the  right,  title,  interesi 
and  equity  of  redemption  therein,  that  is  to  say;  all  the  railroad  of  tin 
said  party  of  the  first  part,  now  made  and  to  be  constructed  extending 
from  Streator  to  Geneva  aforesaid,  including  the  right  of  way  therefor, 
road-bed,  superstructure,  iron,  ties,  chairs,  splices,  bolts,  nuts,  spikes,  and 
all  the  lands  and  depot  grounds,  Station  houses,  depots,  viaducts,  bridges. 
timber  and  materials  and  property  purchased  or  to  be  purchased  for  the 
construction  of  the  said  Railroad,  and  all  the  engines,  tenders,  cars  and 
machinery  and  all  kinds  of  rolling  stock  now  owned  or  to  be  hereafter 
purchased  by  the  said  party  of  the  first  part,  for  and  to  be  used  upon 
said  railroad ; — all  the  revenues  and  income  of  said  railroad  and  all  the 
franchises  and  rights  of  said  party  of  the  first  part  relating  thereto,  and 
property  acquired  by  virtue  thereof,  now  in  possession  or  hereafter  to  be 
acquired,  including  machine  shops,  tools,  implements,  and  personal  property- 
used  therein  or  along  the  line  of   said  railroad." 

To  have  and  to  hold  the  said  railroad  and  property  and  all  and  singular 
the  premises  and  every  part  thereof,  with  the  appurtenances,  unto  the 
said  parties  of  the  second  part,  their  successors  in  said  trust  and  assigns. 

But  for  the  following  purposes  and  upon  the  following  express  trust,  that 
is  to  say  : 

In  case  the  said  "Ottawa,  Oswego  and  Fox  River  Valley  Railroad  Com- 
pany" shall  fail  to  pay  the  principal  or  any  part  thereof,  or  any  of  the 
interest  on  any  of  the  bonds  secured  or  intended  to  be  secured  hereby,  at 
any  time  when  and  where  the  same  may  become  due  and  payable  according 
to  the  tenor  thereof,  and  for  thirty  days  thereafter,  then  and  in  such  case, 
all  of  said  bonds  both  principal  and  interest  shall  thereupon  at  the  option 
of  the  holders  thereof,  become  due  and  payable,  and  at  the  request  of  the 
holders  of  one  tenth  of  said  bonds,  the  said  parties  of  the  second  part 
their  successors  in  said  trust  or  assigns,  may  enter  into  and  take  possession 
of  all  and  singular,  the  said  railroad,  premises  and  property  hereby  con- 
veyed, and,  as  the  attorneys  in  fact  or  agents  of  said  first  party  by  them- 
selves or  their  agent  duly  constituted,  have,  use  and  employ  the  same, 
making  from   time  to  time  all  needful   repairs,  alterations   and   additions 


CORPORATE  HISTORY  703 

thereto,  and  after  deducting  the  expense  of  such  use,  repairs,  alterations  and 
additions,  apply  the  proceeds  of  said  premises  to  the  payment  of  the  prin- 
cipal and  interest  of  all  such  bonds  remaining  unpaid,  or  the  said  parties 
of  the  second  part,  their  successors  in  said  trust  or  assigns,  at  their  dis- 
cretion may,  or  on  the  written  request  of  the  holders  of  one  tenth  of 
said  bonds  then  unpaid,  shall  cause  said  premises  or  so  much  thereof  as 
shall  be  necessary  to  discharge  the  principal  and  interest  on  all  of  such 
bonds  as  may  be  unpaid,  together  with  the  expenses  of  sale,  to  be  sold  at 
public  auction  at  the  north  door  of  the  Court  House  in  the  City  of  Chicago 
in  said  State  of  Illinois,  after  giving  thirty  (30)  days  notice  of  the  time 
and  place  and  terms  of  such  sale,  by  publishing  the  same  in  one  of  the 
principal  newspapers  published  for  the  time  being  in  each  of  the  cities 
of  Chicago  and  Boston,  and  upon  such  sale  to  execute  to  the  purchaser  or 
purchasers  thereof,  a  good  and  sufficient  deed  or  deeds  of  conveyance  in 
fee  simple  for  the  same,  which  shall  be  a  bar  against  the  said  ' '  Ottawa, 
Oswego  and  Fox  Eiver  Valley  Kailroad  Company"  party  of  the  first  part 
its  successors  and  assigns,  and  all  persons  claiming  under  it  or  them,  of 
all  right,  interest  or  claim  in  or  to  the  said  premises  or  any  part  thereof; 
and  the  said  Trustees  shall,  after  deducting  from  the  proceeds  of  said  sale, 
the  cost  and  expenses  thereof,  and  of  managing  the  said  property,  and 
enough  to  indemnify  and  save  themselves  harmless  from  and  against  all 
liabilities  arising  from  this  trust,  apply  so  much  of  the  proceeds  of  the 
said  property  as  may  be  necessary,  to  the  payment  of  the  principal  and 
interest  of  said  bonds  remaining  unpaid,  whether  the  same  be  then  due  and 
payable  or  otherwise,  and  restore  the  residue  thereof  to  the  said  party  of 
the  first  part  its  successors  and  assigns;  It  being  expressly  understood  and 
agreed  that  in  no  case  shall  any  claim  be  made,  or  advantage  taken  of 
valuation,  appraisement,  redemption  or  extension  laws  by  the  said  party  of 
the  first  part  its  successors  or  assigns,  nor  any  injunction  or  stay  of  proceed- 
ings be  had,  or  any  process  be  obtained  or  applied  for,  by  it  or  them,  to 
prevent  such  entry,  sale  and  conveyance  as  aforesaid. 

It  is  also  liereby  expressly  understood  and  agreed  that  it  shall  be  lawful 
for  the  said  railroad  Company  party  of  the  first  part,  or  its  assigns,  to 
dispose  of  the  current  net  revenues  of  said  road  hereby  conveyed,  as  it  or 
they  shall  elect  until  default  shall  be  made  in  the  payment  of  the  interest 
or  principal  of  said  bonds  or  of  some  one  or  more  of  them,  and  the  said 
' '  Ottawa,  Oswego  and  Fox  River  Valley  Railroad  Company ' '  for  itself, 
its  successors  and  assigns,  does  hereby  covenant  and  agree  to  execute  and 
deliver  any  further  reasonable  and  necessary  conveyance  of  the  said  premises 
or  any  part  thereof  to  the  said  parties  of  the  second  part  their  successors 
in  said  trust  and  assigns,  which  Counsel  may  advise,  for  the  more  fully 
conveying  the  said  premises  and  carrying  into  effect  the  objects  and  pur- 
poses of  these  presents  and  of  making  them  embrace  the  property  and  effects 
so  conveyed  or  intended  to  be  conveyed. 

It  is  hereby  mutually  agreed  that  upon  the  payment  of  the  principal 
and  interest  of  said  bonds,  the  estate  hereby  granted  to  the  said  parties 
of  the  second  part,  shall  be  void,  and  the  right  to  the  premises  and  property 
hereby  conveyed,  shall  revert  to  and  revest  in  said  party  of  the  first  part 


704         CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

its   successors  and  assigns  without   any  acknowledgement   of  satisfaction, 
reconveyance,  reentry  or  other  act ; 

It  is  also  mutually  agreed  that  the  said  parties  of  the  second  part,  their 
successors  in  said  trust  and  assigns,  shall  only  be  accountable,  for  reasonable 
diligence  in  the  management  thereof,  and  shall  not  be  responsible  for  the 
acts  of  any  agent  employed  by  them,  when  such  agent  shall  have  been 
employed  witli  reasonable  discretion;  and  that  the  said  second  parties,  and 
their  successors  in  said  trust  and  assigns  shall  be  entitled  to  reasonable 
compensation  for  their  labor  and  services  in  the  management  of  said  trust. 

And  it  is  further  mutually  agreed  and  understood  that  the  said  trustees 
shall  not  in  any  manner  be  liable  or  responsible  for  the  acts  of  each  other, 
to  which  they  do  not  severally  assent.  And  that  in  case  of  the  death, 
mental  incapacity  or  resignation  of  either  one  of  the  said  trustees,  to  act  in 
the  matter  of  said  trust,  all  his  rights,  estate,  interest,  power  and  control 
in  the  premises  shall  be  divested,  cease  and  determine,  and  the  said  railroad 
Company  and  the  surviving  trustee  may  mutually  agree  upon  a  new  trustee 
to  supply  the  said  vacancy;  or  failing  so  to  agree,  the  said  party  of  the 
first  part  or  its  successors  may,  or  in  case  of  its  failure  to  take  proceedings 
therefor  for  thirty  days,  the  holders  of  a  majority  of  said  bonds  may  apply 
to  any  court  of  the  State  of  Illinois  having  Jurisdiction  of  the  premises,  to 
appoint  a  new  trustee  to  supply  said  vacancy,  and  thereupon  such  new 
trustee  shall  become  vested  for  the  purposes  aforesaid,  with  all  the  rights 
and  interests  requisite  to  enable  him  to  execute  with  the  other  the  purposes 
of  this  trust  without  any  further  assurance  or  conveyance  of  the  same,  but 
if  the  same  should  be  necessary,  both  or  either  of  the  parties  hereto,  shall 
execute  and  deliver  any  and  all  such  necessary  releases  or  conveyances  for 
that  purpose  as  Counsel  shall  advise;  It  being  further  expressly  understood 
that  the  surviving  trustee  shall  be  fully  empowered  to  execute  all  the  pur- 
poses of  this  trust  until  such  vacancy  shall  be  so  supplied. 

It  is  also  further  agreed  ami  expressly  understood  that  the  proceeds  of 
the  above  mentioned  bonds  of  the  said  first  party,  or  so  much  thereof  as  may 
be  necessary  for  that  purpose,  shall  be  applied  to  the  construction  and 
completion  of  the  aforesaid  railroad  and  for  no  other  purpose  whatsoever. 

And  the  said  parties  of  the  second  part  hereby  accept  the  trust  created 
by  these  presents. 

In  Witness  whereof  the  said  "Ottawa,  Oswego  and  Fox  Eiver  Valley 
Railroad  Company"  has  caused  its  Corporate  Seal  to  be  hereto  affixed, 
attested  by  its  Secretary  and  its  corporate  name  to  be  hereto  subscribed 
by  its  President;  And  the  said  parties  of  the  second  part  have  also  hereunto 
set  their  hands  and  Seal,  all  on  the  day  and  year  first  above  written. 

The  Ottawa,   Oswego,  and  Fox  River  Valley 
[seal]  Rail  Road  Company, 

By  Washington  Bushnell, 
Attest:   Dwight  F.  Cameron,  President. 

Secretary. 

Milton  H.  Swift,  [seal] 
Edward  Eames,  [seal] 
Trustees. 


CORPORATE  HISTORY  705 

State  of  Illinois,"] 
County  of  Cook,     Lss. 
City  of  Chicago.    J 

Be  it  remembered  that  on  this  nineteenth  day  of  August  A.  D.  1870  before 
me  William  F.  Whitehouse,  a  Notary  Public  in  and  for  the  City  of  Chicago 
in  said  county  &  state,  duly  commissioned  by  the  Governor  of  the  said 
State  of  Illinois  to  take  acknowledgements  and  proof  of  deeds  and  other 
instruments  in  writing  under  seal  to  be  used  or  recorded  in  the  said  State 
of  Illinois,  personally  came  W.  Bushnell,  President  of  the  "Ottawa,  Oswego, 
and  Fox  Eiver  Valley  Eailroad  Company,"  who  is  known  to  me  to  be  the 
person  whose  name  is  signed  to  the  foregoing  Deed  of  Conveyance,  who 
being  by  me  duly  sworn,  deposes  and  says: — That  he  resides  in  Ottawa  in 
the  County  of  LaSalle  and  State  of  Illinois; — that  he  is  President  of  the 
"Ottawa,  Oswego  and  Fox  Eiver  Valley  Eailroad  Company ";— that  he 
knows  the  Corporate  Seal  of  said  Company; — that  the  Seal  affixed  to  the 
foregoing  Conveyance,  is  its  Corporate  Seal; — that  it  was  affixed  by  the 
authority  and  order  of  its  Board  of  Directors; — that  he  subscribed  the 
Corporate  name  of  said  Company,  by  like  order  of  said  Board  of  Directors, 
as  President  of  said  Company,  and  acknowledged  that  he  for  and  on  behalf 
of  said  Company,  executed  and  delivered  the  said  Deed  as  their  free  and 
voluntary  act,  for  the  uses  and  purposes  therein  set  forth. 

In    Witness  whereof  I  have  hereunto  set  my  hand  and  Official  Seal  this 
nineteenth  day  of  August  A.  D.  1870. 
[seal]  Wm.  F.  Whitehouse, 

Notary  Public. 
EECOEDED  IN  ILLINOIS 
County  Date 

LaSalle  August  22,  1870 

Kendall  September  21,  1870 

Kane  June  22,  1885 

APPOINTMENT    OF   TRUSTEE,    March    2,    1886,   Ottawa,    Oswego    and 
Fox  Eiver  Valley  Eailroad  company  to  William  J.  Ladd. 

The  Ottawa,  Oswego  and  Fox  Eiver  Valley  Eailroad  Company,  and  Mil- 
ton H.  Swift,  sole  surviving  Trustee  under  the  mortgage  made  by  said 
Ottawa,  Oswego  and  Fox  Eiver  Valley  Eailroad  Company  to  said  Swift 
and  Edward  Eames,  dated  July,  1st,  1870,  do  hereby,  pursuant  to  the  pro- 
visions of  said  mortgage,  agree  upon  and  appoint  William  J.  Ladd  as  a 
Trustee  under  said  mortgage  to  fill  a  vacancy  now  existing. 

In  witness  whereof,  the  said  Ottawa,  Oswego  and  Fox  Eiver  Valley 
Eailroad  Company,  hereunto  signs  its  Corporate  name  by  J.  L.  Lathrop  its 
President,  thereunto  duly  authorized  by  a  vote  of  its  Board  of  Directors 
passed  on  the  second  day  of  March  1886,  and  the  said  Milton  H.  Swift, 
signs  his  name  as  the  sole  surviving  Trustee. 

Ottawa,  Oswego  and  Fox  Eiver  Valley  Eailroad  Company, 
[seal]  by  Jno.  L.  Lathrop,  President. 

Attest  Miltox  H.  Swift, 

L.  O.  Goddard,  Secretary.  Sole  surviving  Trustee. 

March  24th  1886. 


Book 

Page 

147 

29 

31 

55 

230 

264 

706         CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 


I    hereby    accept    the    above    appointment    as    Trustee    under    the    said 
Mortgage. 

William  J.  Ladd 


County 
Kane 
Kendall 
LaSalle 


RECORDED  IN  ILLINOIS' 

Date  Book  Page 

April     9,  1886  141  555 

April  12,  1886  45  195 

April  26,  1886  230  290 


APPOINTMENT    OF    TRUSTEE,    June    2,    1886,    Ottawa,    Oswego    and 
Fox  River  Valley  Railroad  company  to  Edward  C.  Perkins. 

The  Ottawa,  Oswego  and  Fox  River  Valley  Railroad  Company,  and 
William  J.  Ladd,  sole  surviving  Trustee  under  the  mortgage  made  by  said 
Ottawa,  Oswego  and  Fox  River  Valley  Railroad  Company  to  Milton  H. 
Swift  and  Edward  Eames,  dated  July  1,  1870,  do  hereby  pursuant  to  the 
provisions  of  said  mortgage,  agree  upon  and  appoint  Edward  C.  Perkins 
as   a    Trustee   under   said  mortgage   to   fill  a   vacancy   now   existing. 

In  witness  whereof,  the  said  Ottawa,  Oswego  and  Fox  River  Valley  Rail- 
road Company,  hereunto  signs  its  corporate  name  by  J.  L.  Lathrop  its 
President,  thereunto  duly  authorized  bj  a  vote  of  its  Board  of  Directors 
passed  on  this  the  second  day  of  June  1886.,  and  the  said  William  J.  Ladd 
signs  his  name  as  the  sole  surviving  Trustee. 

Ottawa,  Oswego  and  Fox  River  Valley  Railroad  Company, 
[seal]  by  Jno.  L.  Lathrop,  President. 


William  J.  Ladd 
Sole  surviving  Trustee. 


Attest 

L.  O.  Goddard,  Secretary. 


I    hereby    accept    the    above    appointment    as    Trustee    under    the    said 
Mortgage. 

Edward  C.  Perkins 
Boston  June  4th  1886 
In  presence  of — 

C.  Henry  Kxafp. 


County 
LaSalle 
K  a  x  E 
Kendall 


RECORDED  IN  ILLINOIS 

Date 

Boole 

Page 

June     9,  1886 

230 

303 

June  26,  1886 

141 

557 

July  19,  1886 

G. 

614 

RELEASE,    September    19,    1906,    William    J.    Ladd    et    al.,    Trustees    to 
Ottawa,  Oswego  and  Fox  River  Valley  Railroad  company. 

Know  All  Men  by  These  Presents:  That  I,  William  J.  Ladd, 
duly  appointed  and  qualified  as  successor  in  trust  to  Edward  Eames, 
trustee    under    the    trust    deed    hereinafter    mentioned,    and     Edward    C. 


CORPORATE  HISTORY  707 

Perkins,  duly  appointed  and  qualified  successor  in  trust  to  Milton  H. 
Swift,  trustee  under  said  trust  deed,  both  of  the  City  of  Boston,  Massachu- 
setts, for  and  in  consideration  of  one  dollar  and  other  good  and  valuable 
considerations,  the  receipt  whereof  is  hereby  acknowledged,  do  hereby  grant, 
convey,  remise,  release  and  forever  quit  claim  unto  the  Ottawa,  Oswego 
&  Fox  Eiver  Valley  Railroad  Company,  all  the  right,  title  and  interest 
which  the  said  William  J.  Ladd  and  Edward  C.  Perkins,  as  successors  in 
trust,  respectively  of  Edward  Eames  and  Milton  H.  Swift,  now  have 
or  ever  had  in  and  to  a  certain  trust  deed  dated  July  1st,  1870,  and  recorded 
as  follows:  in  the  Recorder's  Office  of  La  Salle  County,  Illinois,  August  22, 
1870,  in  book  147,  page  29;  in  the  Recorder's  Office  of  Kane  County,  Illinois, 
June  22,  1885,  in  volume  230  on  page  264 ;  in  the  Recorder 's  Office  of 
Kendall  County,  Illinois,  September  21,  1870,  in  book  31  on  pages  55,  •""><;, 
57,  58  and  59,  in  and  to  the  premises  therein  described,  to  wit: 

All  the  present  and  in  the  future  to  be  acquired  property  of  the  said 
railroad  company  in  and  relating  to  the  said  railroad  and  all  the  right,  title, 
interest  and  equity  of  redemption  therein,  that  is  to  say;  all  the  railroad  of 
the  said  Ottawa,  Oswego  &  Fox  River  Valley  Railroad  Company,  now  made 
and  to  be  constructed  extending  from  Streator  to  Geneva,  aforesaid,  includ- 
ing the  right  of  way,  therefor,  road-bed,  superstructure,  iron,  ties,  chairs, 
splices,  bolts,  nuts,  spikes  and  all  the  lands  and  depot  grounds,  station 
houses,  depots,  viaducts,  bridges,  timber  and  materials  and  property  pur- 
chased or  to  be  purchased  for  the  construction  of  the  said  railroad,  and  all 
the  engines,  tenders,  cars  and  machinery  and  all  kinds  of  rolling  stock  now 
owned  or  to  be  hereafter  purchased  by  the  said  Ottawa,  Oswego  &  Fox 
River  Valley  Railroad  Company,  for  and  to  be  used  upon  said  railroad;  all 
the  revenues  and  income  of  said  railroad  and  all  the  franchises  and  rights 
of  said  Ottawa,  Oswego  &  Fox  River  Valley  Railroad  Company,  relating 
thereto  and  property  acquired  by  virtue  thereof,  now  in  possession  or  here- 
after to  be  acquired,  including  machine  shops,  tools,  implements  and  per- 
sonal property  used  therein  or  along  the  line  of  said  railroad; 
also  all  other  property  of  every  nature  and  description  conveyed  in  and  by 
said  trust  deed. 

In    Witness    Whereof,    the    parties    hereto    have    caused    this    instrument 
to  be  executed  this  19th  day  of  Sept.,  1906. 

William  J.  Ladd,   [seal] 
Successor  in  Trust. 

Edward  C.  Perkins,  [seal] 
Successor  in  Trust. 


State  of  Mass. 
County  of  Suffolk. 


,1 


I,  Clarence  W.  McGuire,  a  notary  public  in  and  for  the  county  and  state 
aforesaid,  do  hereby  certify  that  William  J.  Ladd  and  Edward  C.  Perkins, 
personally  known  to  me  to  the  persons  who  executed  the  foregoing  instru- 
ment, appeared  before  me  this  day  in  person  and  acknowledged  that  they 


708         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

executed  the  same  as  their  free  and  voluntary  acts  and  deeds  as  Successors 
in  Trust  for  the  uses  and  purposes  therein  set  forth. 

Witness  my  hand  and  notarial  seal  this  18th  day  of  Sept.,  1906. 
[seal]  Clarence  W.  McGuire, 

Notary  Public. 

KECOEDED  IN  ILLINOIS 


County 

Date   . 

Bool: 

Page 

LaSalle 

September  24,  1906 

456 

448 

Kane 

October     1,  1906 

479 

25 

Kendall 

October     26,  1906 

23 

464 

THE  ILLINOIS  GRAND  TRUNK 
RAILWAY 

Camanche,  Albany  &  Mendota  Rail  Road  Company. 

The  Joliet  and  Terre  Haute  Railroad  Company. 

Illinois  Grand  Trunk  Railway  Company  (Original  Company). 

The  Illinois  Grand  Trunk  Railway  (New  Company). 

CAMANCHE  ALBANY  &  MENDOTA  RAIL  ROAD  COMPANY 

This  company  was  incorporated  under  the  General  Laws  of 
the  State  of  Illinois  by  Articles  dated  July  31,  1856 — filed  with 
the  Secretary  of  the  State  September  11,  1856. 

Article  5  described  the  route  authorized  to  be  from  Mendota 
in  LaSalle  County  to  Albany,  in  "Whiteside  County,  about  sixty 
miles.  The  company  was  organized  at  Albany  July  31,  1856. 
Of  date  January  30,  1857,  the  Legislature  of  Illinois  by  Special 
Act  legalized  all  acts  of  the  company. 

The  company  did  not  complete  any  part  of  its  railroad,  but 
it  acquired  a  right  of  way  and  did  considerable  preliminary 
work.  Of  date  June  1,  1859,  this  company  was  consolidated  with 
The  Joliet  and  Terre  Haute  Railroad  Company,  the  consolidated 
company  taking  the  name,  Illinois  Grand  Trunk  Railway  Com- 
pany. 

THE  JOLIET  AND  TERRE   HAUTE   RAILROAD   COMPANY 

This  company  was  incorporated  by  Special  Act  of  the  Illinois 
Legislature  in  force  June  23,  1852,  with  authority  to  build  a 
railroad  from  Joliet  in  Will  County  eastwardly  to  the  east  line 
of  Illinois,  in  the  direction  of  Terre  Haute,  with  power  to  unite 
with  any  other  railroad  in  Illinois  or  Indiana. 

By  an  amendment  in  force  February  28,  1854,  the  company 
was  authorized  to  build  from  Joliet,  westwardly,  via  Newark 
to  a  junction  with  the  Chicago  and  Aurora  railroad. 

Of  date  June  1,  1859,  the  company  was  consolidated  with  the 
Camanche,  Albany  &  Mendota  Rail  Road  Company,  the  con- 
solidated company  taking  the  name,  Illinois  Grand  Trunk  Rail- 
way Company. 

709 


710         CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

ILLINOIS  GRAND  TRUNK  RAILWAY  COMPANY 

This  company  was  formed  by  consolidation  of  the  Joliet  and 
Terre  Haute  Railroad  Company  with  the  Camanche,  Albany  & 
Mendota  Rail  Road  Company,  the  articles  being  dated  June  1, 
1859,  and  filed  with  the  Secretary  of  State  July  8,  1859. 

The  compam  was  organized  at  Mendota  June  1,  1859.  The 
company  acquired  rights  of  way  and  did  some  grading  between 
Mendota    and   Albany. 

Of  date  July  20,  1864,  in  a  case  wherein  Charles  F.  Lusk. 
Executor,  was  the  complainant,  and  this  railroad  company  de- 
fendant, the  United  States  Circuit  Court  for  Northern  District 
of  Illinois  appointed  J.  Tilden  Moulton  as  Receiver,  and  placed 
him  in  possession  of  all  the  property  of  the  Illinois  Grand  Trunk 
Railway  Company.  Subsequently,  Philip  A.  Hoyne,  Commis- 
sioner, appointed  by  the  said  court  to  make  a  conveyance  to  the 
Receiver,  should  the  company  fail  to  so  do,  made  such  convey- 
ance, it  being  dated  August  5,  1864. 

By  deed  dated  February  21,  1865,  J.  Tilden  Moulton,  as  Re- 
ceiver, conveyed  to  James  Aikin  all  of  the  railroad  property  and 
franchises  formerly  belonging  to  the  Illinois  Grand  Trunk  Rail- 
way Company. 

By  deed  dated  September  26,  1870,  James  Aiken  (Aikin)  con- 
veyed by  deed  to  Joseph  V.  Thompson  the  roadbed,  depot 
grounds,  stations  and  right  of  way  of  the  said  railway  from 
Joliet  to  Albany,  the  said  grantor  reserving  to  himself  all  of  the 
evidences  of  indebtedness  of  the  said  company. 

Of  date  October  1,  1870,  James  F.  Joy  made  a  contract  with 
the  Illinois  Grand  Trunk  Railway  to  procure  the  C.  B.  &  Q. 
R.  R.  Co.  to  take  a  Lease  of  the  road  and  otherwise  assume  the 
obligations  recited,  and  on  the  same  date  a  formal  lease  agree- 
ment was  executed  between  the  two  companies. 

By  deed,  dated  November  23,  1870,  Joseph  V.  Thompson  and 
wife  conveyed  to  the  Illinois  Grand  Trunk  Railway  (new  com- 
pany) all  of  the  roadbed,  depot  grounds,  stations,  right  of  way 
and  corporate  rights  and  franchises  of  the  old  Illinois  Grand 
Trunk  Railway  Company  extending  from  Albany  to  Joliet, 
Illinois. 

THE    ILLINOIS    GRAND    TRUNK    RAILWAY 

This  company  was  incorporated  by  Special  Act  of  the  Illinois 
Legislature  February  28,  1867,  with  authority  to  build  a  railroad 


CORPORATE  HISTORY  711 

from  Fulton  eastwardly  to  Prophetstown  and  Mendota,  on  the 
line  of  the  old  Illinois  Grand  Trunk  Railway,  and  to  purchase 
the  roadbed  and  right  of  way  of  the  old  Illinois  Grand  Trunk 
Railway  and  its  franchises  and  build  said  road,  and  to  lease  or 
sell  their  road  to  any  other  railroad  company  that  will  furnish 
the  capital  to  complete  and  equip  the  road. 

The  road  was  built  from  Mendota  to  Prophetstown  in  1870 
and  1871,  and  completed  May  14,  1871,  (forty-five  and  34/100 
miles). 

An  extension  from  Prophetstown  to  East  Clinton  (17.09  miles) 
was  begun  in  October  1871  and  completed  to  East  Clinton  July 
23,  1872,  and  another  extension  from  East  Clinton  to  Fulton 
(1.95  miles)  was  commenced  in  October  1882  and  completed 
January  10,  1883.  The  company  did  not  operate  its  road  but 
of  date  October  1,  1870,  leased  its  road  for  99  years  to  the  Chi- 
cago, Burlington  &  Quincy  Railroad  Company,  the  lease  pro- 
viding for  the  construction  of  the  extension  of  the  road  from 
Prophetstown  to  Fulton.  Of  date  June  1,  1899,  the  company 
conveyed  its  road  and  franchises  to  the  C.  B.  &  Q.  Company  by 
deed  in  fee  simple. 

ARTICLES  OF  INCORPORATION,  July  31,  1856,  Camanche,  Albany  & 
Mendota  Rail  Road  Company. 

Certificate  Number  16454 
State  of  Illinois 
Office  of 
The  Secretary  of  State 
To    all    to    whom    these   Presents   Shall    Come,    Greeting:      I,    Louis    L. 
Emmerson,  Secretary  of  State  of  the  State  of  Illinois,  do  hereby  certify 
that  the  following  and  hereto  attached  is  a  true  copy  of  Articles  of  In- 
corporation of  Camanche,  Albany  and  Mendota  Railroad  Company,   the 
original  of  which  is  now  on  file  and  a  matter  of  record  in  this  office. 

In  Testimony  Whereof,  I  hereto  set  my  hand  and  cause  to  be  affixed  the 
Great  Seal  of  the  State  of  Illinois. 

Done  at  the  City  of  Springfield  this  2nd  day  of  June  A.  D.,  1923. 
[Seal] 

Louis  L.  Emmerson. 
Secretary  of  State. 

ARTICLES  OE  ASSOCIATION,  July  31,  1856,  of  The  Camanche,  Albany 
and  Mendota  Rail  Road  Company. 

Whereas,  in  and  by  an  Act  of  the  Legislature  of  the  state  of  Illinois, 
approved  November  5th  A.  D.  1849,  Entitled  "An  Act  to  provide  for  a 


712         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

general  system  of  railroad  Incorporations,"  it  is  provided  that  for  the 
purpose  of  constructing,  owning,  and  maintaining  a  Eail-road,  any  num- 
ber of  .persons  not  less  than  twenty-five  in  number,  may  be  formed  into 
a  Corporation  in  the  manner  therein  specified;  and  that  they  shall  sever- 
ally subscribe  Articles  of  Association,  or  Incorporation  as  set  forth  in 
said  Act;  and  Whereas,  the  undersigned  have  subscribed  to  the  stock 
of  a  company,  to  the  amount,  in  the  aggregate  of  sixty  thousand  Dol- 
lars ($60,000)  for  the  purpose  of  constructing  a  Railroad  from  Mendota, 
in  the  county  of  LaSalle,  to  Albany  in  the  county  of  Whiteside,  State 
of  Illinois,  a  distance  of  about  sixty  (60)  miles,  and  have  paid  in  ten 
(10)  per  cent  upon  such  subscriptions;  and  whereas,  the  undersigned 
have  elected  the  following  named  Directors  to  wit: 

Barzilla  Cottle  of  Albany,  Illinois,     ■ 

William  W.  Durant  of  Albany,  Illinois, 

Samuel  Happer  of  Albany,  Illinois, 

T.  B.  Blackstone  of  Mendota,  Illinois, 

Daniel  D.  Guiles  of  Mendota,  Illinois, 

Boughton   Roscoe   of   Camanche,   Io\v;i, 

Isaac  Hess  of  Camanche,  Iowa. 

Now  be  it  Lumen,  that  we  <1<>  hereby  subscribe  these  Articles  of  As- 
sociation, as  authorized  by  the  Act  aforesaid,  and  we  do  hereby  set  forth, 
and  declare  as  follows: 

Article  1st — The  name  of  the  corporation  hereby  intended  to  be  formed 
is  the  Camanche,  Albany  and  Mendota   Railroad  Company. 

Article  2d — The  said  corporation  shall  continue  for  fifty  years. 

Article  3d — The  capital  stock  of  said  corporation  shall  be  one  million 
live  hundred  thousand  Dollars  ($1,500,000)  divided  into  fifteen  thousand 
(15,000)  shares  of  one  hundred  dollars  ($100)  each  share. 

Article  4th — The  number  of  directors  shall  be  seven  (7),  and  shall 
consist  of  the  following  named  persons,  viz:  Barzilla  Cottle,  William 
W.  Durant,  Samuel  Happer,  T.  B.  Blackstone,  Daniel  D.  Guiles,  Bough- 
ton  Roscoe  and  Isaac  Hess. 

Article  5th — The  said  Rail  Road  is  to  be  constructed  from  Mendota 
in  LaSalle  County,  to  Albany,  county  of  Whiteside  in  the  State  of 
Illinois,  by  the  most  eligible  route  for  the  same  in  the  counties 
of  LaSalle,  Bureau,  Lee  and  Whiteside;  which  road  will  be  about  sixty 
(60)   miles  in   length. 

Article  6th— The  following  persons  are  hereby  named  as  Commission- 
ers to  open  Books  of  subscription  to  the  Capital  Stock  of  said  Com- 
pany, to  wit:  R.  C.  Niblack,  Wm.  W.  Durant,  George  Wells,  Boughton 
Roscoe  and  William  Prother. 

And  we  do  further  agree  to,  and  do  hereby  take  and  subscribe  the 
number  of  shares  of  the  said  Capital  Stock  of,  one  hundred  dollars 
($100)  each  share,  set  opposite  our  respective  names  as  follows: 

Xame  Residence  No.  of  Shares  Amount 

T.  B.  Blackstone,  LaSalle  Co 15  $i  500  00 

D    D.   Guiles,   Mendota 10  1000. 00 


CORPORATE  HISTORY  713 

Name                              Residence                                 No.  of  Shares  Amount 

Sam  Happer,  Albany,  Illinois 40  4,000.00 

Barzilla   Cottle,   Albany,   Illinois    50  5,000.00 

W.   W.   Durant,   Albany,   Illinois    10  1,000.00 

Isaac  Hess,  Camanche   3  300.00 

Alfred    Haines,    Albany,    Illinois    20  2,000.00 

W.   S.  Barnes,  Albany,  Illinois    5  500.00 

Henry   Pease,   Albany,   Illinois    20  2,000.00 

E.   G.  Boice,   Albany,  Illinois 20  2,000.00 

E.  H.  Nevitt,  Albany,  Illinois   10  100.00 

Mitchell  &  McMahan,  Albany,  Illinois 30  3,000.00 

Buck  &  Old,  Albany,  Illinois   5  500.00 

John  Eobertson,  Albany,  Illinois    20  2,000.00 

Ezekiel  Olds,  Albany,  Illinois 3  300.00 

C.  G.  Nevitt,  Albany,  Illinois 3  300.00 

P.  B.  Van  Nert,  Albany,  Illinois   10  1,000.00 

Isaac  Park,  Camanche   10  1,000.00 

W.  Mudjett   2  200.00 

Chas.  F.  Lusk,  Albany,  Illinois   15  1,500.00 

John  D.  Mcllvaine,  Albany,  Illinois 40  4,000.00 

Boughton    Boscoe,    Camanche    5  500.00 

C.  E.  Eood,  Albany,  Illinois 5  500.00 

Chester  Lusk,  Albany,  Illinois    15  1,500.00 

Samuel    Searle,    Albany,    Illinois 5  500.00 

G.  Buckingham,  Albany,  Illinois 15  1,500.00 

David  Wray,  Albany,  Illinois 5  500.00 

B.   L.  Quick,   Albany,   Illinois 4  400.00 

Wm.  Prothrow   10  1,000.00 

E.  C.  Niblack,  Albany,  Illinois 15  1,500.00 

Walter  Olds,  Albany,  Illinois 2  200.00 

Warren  Olds,  Albany,  Illinois   10  1,000.00 

J.  J.  Balls,  Albany,  Illinois .  10  1,000.00 

Barzilla  Cottle   60  6,000.00 

Wm.  W.  Durant   55  5,500.00 

E.  G.  Butcher,  Camanche 5  500.00 

J.  W.  Waldorf,   Camanche    5  500.00 

H.  Anthony  &   Co.,   Camanche    10  1,000.00 

Charles  Kistner,  Camanche  5  500.00 

Wm.   Lawton,    Camanche    3  300.00 

G.  C.  Westphall,  Camanche 5  500.00 

A.   T.   Castle,   Camanche 2  200.00 

D.  Clarence  McNeil,  Camanche   1  100.00 

P.  Eodicker  1  100.00 

Joseph  Wilcoxen    10  1,000.00 

Benj.   Tullman    3  300.00 

Eobt.  Milland,  Jr.,  Camanche 3  300.00 

A.   Littig,   Camanche    5  500.00 

Filed  September  11,  1856. 


714         CHICAGO,  BURLINGTON   £   QCIXCY   RAILROAD   COMPANY 
State  of  Illinois,  ) 

r  SS 

Whiteside  County.)  ' 

Three  of  the  Directors  named  in  the  within  articles  of  association  be- 
ing severaly  duly  sworn,  each  for  himself  doth  despose  and  say  that  the 
amount  of  Sixty  Thousand  Dollars  has  been  subscribed  to  the  capital 
stock  of  the  Camanche,  Albany  and  Mendota  Rail  Eoad  Company,  being 
at  least  one  thousand  Dollars  per  mile,  as  required  by  Section  one  of 
An  Act  of  the  General  Assembly  entitled  "an  act  to  provide  for  a  general 
system  of  Eail  Eoad  Incorporations"  approved  November  5th,  1849  and 
that  ten  per  cent  on  the  said  amount  has  been  actually  paid  in. 

Barzilla  Cottle. 
Sworn  before  me  this  W.  W.  Durant. 

8th  day  of  September  1856.  Isaac  Hess. 

D.  S.  Efner  Esq., 

Filed  September  11th,  1856. 

State  of  Illinois,   ) 

r  SS 

Whiteside  County.) 

I,  W.  S.  Wilkinson,  Clerk  of  the  County  Court  in  and  for  said  County 
do  hereby  certify  that  D.  S.  Efner  Esq.  was  on  the  8th  day  of  Septem- 
ber, 1856,  a  Justice  of  the  peace  in  and  for  said  County  duly  commis- 
sioned and  qualified  to  act  as  such. 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  affixed  my  official 
seal  at  Morrison  this  21st  day  of  Sept.  A.  D.  1859. 

W.  8.  Wilkinson. 

County  Cleric. 
[Seal] 

ACT  OF  LEGISLATURE,  approved  June  23,  1852.     The  Joliet  and  Terre 
Haute  Eailroad  Company. 

Certificate  Number  16880. 

State  of  Illinois 

office  of 

The  Secretary  of  State 

To  all  to  whom  these  Presents  Shall  Come,  Greeting:  I,  Louis  L. 
Emmerson,  Secretary  of  State  of  the  State  of  Illinois,  do  hereby  certify 
that  the  following  and  hereto  attached  is  a  true  copy  of  an  act  to  in- 
corporate the  Joliet  and  Terre  Haute  Eailroad  Company,  the  original 
of  which  is  now  on  file  and  a  matter  of  record  in  this  office. 

In  Testimony  Whereof,  I  hereto  set  my  hand  and  cause  to  be  affixed  the 
Great  Seal  of  the  State  of  Illinois. 

Done  at  the  City  of  Springfield  this  2nd  day  of  June  A.  D.  1923. 
[Seal] 

Louis  L.  Emmerson, 
Secretary  of  State. 


CORPORATE  HISTORY  715 

An  act  to  incorporate  the  Joliet  and  Terrc  Haute  Railroad  Company. 

Section  1.  Be  it  enacted  by  the  People  of  the  State  of  Illinois  repre- 
sented in  the  General  Assembly,  That  Harry  Troup,  Nathaniel  Wilson, 
Peter  Stewart,  Franklin  Mitchell,  John  W.  Chapman,  William  Smith, 
George  Woodruff,  Joniah  McRoberts,  G.  D.  A.  Parks,  W.  C.  Wood,  John 
Curry,  George  W.  Cassiday,  Hamilton  D.  Risbey,  &  Geo.  Dilman  and 
their  associates,  successors  and  assigns  are  hereby  created  a  body  cor- 
porate and  politic,  under  the  name  and  style  of  "The  Joliet  and  Terre 
Haute  Railroad  company,"  and  by  that  name  be  and  they  are  hereby 
made  capable  in  law  and  in  equity  to  sue  and  be  sued,  plead  and  be 
impleaded,  defend  and  be  defended,  in  any  court  of  law  and  equity 
in  this  State  or  in  any  other  place;  to  make,  have  and  use  a  common 
seal,  and  the  same  to  renew  and  alter  at  pleasure,  and  shall  be,  and  are 
hereby  vested  with  all  the  powers,  privileges  and  immunities  which  are 
or  may  be  necessary  to  carry  into  effect  the  purposes  and  objects  of  this 
act  as  hereinafter  set  forth,  and  the  said  company  are  hereby  authorized 
and  empowered  to  locate,  construct  and  finally  complete  a  railroad  from 
Joliet,  in  Will  County  in  the  direction  of  the  City  of  Terre  Haute,  in  the 
state  of  Indiana,  by  the  most  direct  and  eligible  route  to  the  east  line 
of  the  State  of  Illinois,  and  for  this  purpose  said  company  are  author- 
ized, upon  the  most  eligible  and  direct  route,  to  lay  out  their  said  rail- 
road, wide  enough  for  a  single  or  double  track  through  the  whole  length, 
and  for  the  purpose  of  cutting  embankments,  stone  and  gravel,  may 
take  as  much  more  land  as  may  be  necessary  for  the  proper  construction 
&  security  of  said  railroad. 

§  2.  The  capital  stock  of  said  company  shall  consist  of  one  million 
of  dollars,  and  may  be  increased  to  two  million  of  dollars,  to  be  divided 
into  shares  of  one  hundred  dollars  each.  The  immediate  government  and 
direction  of  said  company  shall  be  vested  in  seven  directors,  who  shall 
be  chosen  by  the  stockholders  of  said  company  in  the  manner  herein- 
after provided,  who  shall  hold  their  offices  for  one  year  after  their  elec- 
tion, and  until  others  shall  be  duly  elected  and  qualified  to  take  their 
places  as  directors,  and  the  said  directors,  (a  majority  of  whom  shall 
form  a  quorum  for  the  transaction  of  business)  shall  elect  one  of  their 
number  to  be  the  president  of  the  company.  That  said  board  of  direc- 
tors shall  have  power  to  appoint  all  necessary  clerks,  Secretary,  and 
other  officers  necessary  in  the  transaction  of  the  business  of  said  com- 
pany. 

$  3.  The  said  corporation  is  hereby  authorized  by  their  agents,  sur- 
veyors, and  engineers,  to  cause  such  examination  and  surveys  to  be  made 
of  the  ground  and  country  between  the  said  town  of  Joliet  and  the  said 
east  line  of  the  State  of  Illinois  as  shall  be  necessary  to  determine  the 
most  advantageous  route  for  the  proper  line  or  course  whereon  to  con- 
struct their  said  railroad,  and  it  shall  be  lawful  for  said  company  to 
enter  upon  and  take  possession  of,  and  use  all  such  lands  and  real  estate 
as  may  be  necessary  for  the  construction  and  maintenance  of  their  said 
railroad,  depot  Houses  and  other  appendages:  Provided,  That  all  lands 
or   real  estate  entered  upon  and  taken  possession  of,  and  used  by  said 


716         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

corporation,  for  the  purposes  and  accommodations  of  said  railroad,  or 
upon  which  the  site  for  said  railroad  shall  have  been  located  or  deter- 
mined by  the  said  corporation  shall  be  paid  for  by  said  company  in 
damages,  if  any  be  sustained  by  the  owner  or  owners  thereof  by  the  use 
of  the  same  for  the  purposes  of  said  railroad,  and  all  lands  entered  upon 
and  taken  for  the  use  of  said  corporation,  which  are  not  donated  to  said 
company,  shall  be  paid  for  by  said  corporation  at  such  price  as  may  be 
mutually  agreed  upon  by  the  said  corporation  and  the  owner  or  owners 
of  such  land,  and  in  case  of  disagreement,  the  price  shall  be  estimated, 
fixed  and  recovered  in  the  manner  provided  for  taking  lands  for  the  con- 
struction of  public  roads,  canals  or  other  public  works,  as  prescribed 
by  the  act  concerning  right  of  way,  approved  March  3,  1845. 

§  4.  If  any  person  shall  wilfully,  maliciously,  or  wantonly  and  con- 
trary to  law,  obstruct  the  passage  of  any  car  on  said  railroad,  or  any 
part  thereof,  or  any  thing  belonging  thereto,  or  shall  damage,  break,  or 
destroy  any  part  of  the  said  railroad,  or  implements  or  buildings,  he,  she, 
or  they,  or  any  person  assisting,  shall  forfeit  and  pay  to  said  company 
for  every  such  offence  treble  the  amount  of  damages  that  shall  be  proved 
before  any  competent  court  shall  have  been  sustained,  and  be  sued  for 
in  the  name  and  behalf  of  said  company,  and  such  offender  or  offenders 
shall  be  deemed  guilty  of  a  misdemeanor,  and  shall  be  liable  to  an 
indictment  in  the  same  manner  as  other  indictments  are  found  in  any 
county  or  counties  where  such  offence  shall  have  been  committed,  and 
upon  conviction,  every  such  offender  shall  be  liable  to  a  fine  not  ex- 
ceeding five  thousand  dollars,  for  the  use  of  the  county  where  such 
indictment  may  be  found. 

§  5.  The  time  of  holding  the  annual  meetings  of  said  company,  for 
the  election  of  directors,  shall  be  fixed  and  determined  by  the  by-laws 
of  said  company;  and  at  all  meetings  each  stockholder  shall  be  entitled 
to  a  vote  in  person  or  lawful  proxy;  one  vote  for  each  share  of  stock  he, 
she,  or  they  may  hold,  bona  fide  in  said  company. 

§  6.  The  persons  named  in  the  first  section  of  this  act  are  hereby 
appointed  commissioners,  who  or  a  majority  of  whom,  are  hereby  au- 
thorized to  open  subscription  books  for  said  stock,  at  such  places  as  they 
may  deem  proper,  and  shall  keep  said  books  open  until  the  whole  of 
said  capital  stock  shall  be  taken.  Said  commissioners  shall  require  each 
subscriber  to  pay  five  dollars  on  each  share  subscribed  at  the  time  of 
subscribing.  The  said  commissioners  shall  call  a  meeting  of  the  stock- 
holders, by  giving  thirty  days  notice  in  some  newspaper  printed  in  the 
county  of  Will,  and  at  such  meeting  it  shall  be  lawful  to  elect  the  direc- 
tors of  said  company,  and  when  the  directors  of  said  company  are  chosen, 
the  said  commissioners  shall  deliver  said  subscription  books,  with  all 
sums  of  money  received  by  them  as  commissioners,  to  said  directors.  No 
person  shall  be  a  director  in  said  company  unless  he  shall  own  at  least 
five   shares   of   the   capital   stock. 

§  7.  That  the  right  of  way  and  the  real  estate  purchased  for  the  right 
of  way  by  said  company,  whether  by  mutual  agreement  or  otherwise,  or 


CORPORATE  HISTORY  717 

which  shall  become  the  property  of  the  company  by  operation  of  law  as 
in  this  act  provided,  shall  upon  the  payment  of  the  amount  of  money 
belonging  to  the  owner  or  owners  of  said  lands,  as  a  compensation  for 
the  same  become  the  property  of  said  company  in  fee  simple. 

§  8.  The  said  corporation  may  take  and  transport  upon  said  rail- 
road, any  person  or  persons,  Merchandise,  or  other  property,  by  the  force 
and  power  of  steam,  or  animals  or  any  combination  of  them,  and  may 
fix,  establish  take,  and  receive  such  rates  of  toll  for  all  passengers  and 
property,  transported  upon  the  same  as  the  said  directors  shall,  from  time 
to  time,  establish;  and  the  directors  are  hereby  authorized  and  em- 
powered to  make  all  necessary  rules,  by-laws,  regulations  and  ordinances 
that  they  may  deem  necessary  and  expedient  to  accomplish  the  designs 
and  purposes,  and  to  carry  into  effect  the  provisions  of  this  act,  and  for 
the  transfer  and  assignment  of  its  stock,  which  is  hereby  declared  per- 
sonal property,  and  transferable  in  such  manner  as  shall  be  provided 
by  the  by-laws  and  ordinances  of  said  company. 

§  9.  The  directors  of  said  company,  after  the  same  is  organized, 
shall  have  power  to  open  books,  in  the  manner  prescribed  in  the  sixth 
section  of  this  act,  to  fill  up  the  additional  one  million  dollars  of  stock, 
or  any  part  thereof,  at  such  times  as  they  may  deem  it  for  the  interest 
of  said  company,  and  all  installments  required  to  be  paid  on  the  stock 
originally  to  be  taken,  and  what  may  be  taken  to  increase  said  capital, 
shall  be  paid  at  such  times  and  in  such  sums  as  said  directors  may  pre- 
scribe. 

§  10.  In  case  of  the  death,  resignation,  or  removal  of  the  president, 
vice  president  or  any  director  at  any  time  between  the  annual  elections, 
such  vacancy  may  be  filled,  for  the  remainder  of  the  year,  whenever 
they  may  happen,  by  the  board  of  directors;  and  in  case  of  absence  of 
the  president  and  vice  president,  the  board  of  directors  shall  have  power, 
to  appoint  a  president  pro  tern,  who  shall  have  and  exercise  such  powers 
and  functions  as  the  by-laws  of  the  said  corporation  may  provide.  In 
case  it  should  at  any  time  happen  that  an  election  shall  not  be  made  on 
any  day  on  which,  in  pursuance  of  this  act  it  ought  to  be  made,  the 
said  corporation  shall  not  for  that  cause  be  deemed  dissolved,  but  such 
election  shall  be  held  at  any  other  time  directed  by  the  by-laws  of  said 
corporation. 

§  11.  That  when  the  lands  of  any  femme  covert,  persons  under  age, 
noii  compos  mentis,  or  out  of  this  state,  shall  be  taken  in  the  construc- 
tion of  said  railroad,  as  is  provided  by  this  act  the  said  corporation  shall 
pay  the  amount  that  shall  be  awarded  as  due  to  the  said  last  mentioned 
owners,  respectively,  whenever  the  same  shall  lie  lawfully  demanded  to- 
gether with   six  per  cent  per  annum. 

That  to  ascertain  the  amount  to  be  paid  to  the  persons  named  in  this 
section  for  lands  taken  for  the  use  of  said  corporation,  it  shall  be  the 
duty  of  the  Governor  of  this  state,  upon  notice  given  to  him  by  the  said 
corporation,  to  appoint  three  commissioners,  to  be  persons  not  interested 
in  the  matter,  to  be  determined  by  them  to  determine  the  damages  which 
the  owner  or  owners  of  the  land  or  real  estate,  so  entered  upon  by  the 


718         CHICAGO,  BURLIXGTON  &   QUINCY  RAILROAD  COMPANY 

said  corporation  has  or  have  sustained  by  the  occupation  of  the  same, 
and  it  shall  be  the  duty  of  said  commissioners,  or  a  majority  of  them  to 
deliver  to  said  corporation  a  written  statement  of  the  award  or  awards 
they  shall  make,  with  a  description  of  the  land  or  real  estate  appraised, 
to  be  recorded  by  the  said  corporation  in  the  clerks  office  of  the  county 
in  which  the  land  or  real  estate  so  appraised  shall  be,  and  the  said 
corporation  shall  be  deemed  to  be  seized  and  possessed  of  the  fee  simple 
of  all  such  lands  or  real  estate  as  shall  have  been  appraised  by  the  said 
commissioners. 

$  12.  Whenever  it  shall  be  necessary  for  the  construction  of  said 
railroad,  to  intersect  or  cross  a  tract  of  any  other  railroad,  or  any 
stream  of  water  or  water-course,  or  road  or  highway  lying  on  the  rout 
of  said  road,  it  shall  be  lawful  for  the  company  to  construct  their  rail- 
road across  or  upon  the  same.  Provided,  that  the  said  company  shall 
restore  the  rail-road,  stream  of  water,  Water-course,  road  or  highway  in- 
tersected or  crossed,  to  its  former  state,  or  in  a  sufficient  manner  not 
materially  to  impair  its  usefulness. 

$  13.  Said  company  shall  have  the  power  to  unite  its  railroad  with 
any  other  railroad  now  constructed,  or  which  may  hereafter  be  con- 
structed either  in  this  state  or  the  state  of  Indiana,  upon  such  terms  as 
may  be  mutually  agreed  upon  between  the  companies  so  connecting  and 
for  that  purpose  full  power  is  hereby  given  to  said  company  to  make 
and  execute  such  contracts  with  any  other  company  as  will  secure  the 
objects  of  such  connection. 

§  14.  Said  company  is  hereby  authorized,  from  time  to  time,  to  borrow 
such  sum  or  sums  of  money  as  may  lie  necessary  for  completing  and  finish- 
ing or  operating  their  said  rail  road  and  to  issue  and  dispose  of  their 
bonds  in  denominations  of  not  less  than  five  hundred  dollars  for  any 
amount  so  borrowed,  and  to  mortgage  their  corporate  property  and  fran- 
chises or  convey  the  same  by  deed  of  trust  to  secure  the  payment  of  any 
debt  contracted  by  said  company  for  the  purposes  aforesaid;  and  the  di- 
rectors of  said  company  may  confer  on  any  bond  holder  of  any  bond  is- 
sued for  money  borrowed  as  aforesaid  the  right  to  convert  the  principal 
due  or  owing  thereon  into  stock  of  said  company  at  any  time  not  exceed- 
ing ten  years  from  the  date  of  the  bond  under  such  regulations  as  the 
directors  of  said  company  may  see  fit  to  adopt. 

§  15.  The  width  of  said  railroad  is  to  be  determined  by  the  said 
corporation  within  the  limits  prescribed  by  the  first  Section  of  this  act. 

§  16.  Said  road  shall  be  located  and  constructed  by  way  of  Wilming- 
ton in  Will  county  and  Middleport  in  Iroquois  county,  Danville  in  Ver- 
milion county  and  Paris  in  Edgar  county  and  may,  if  the  directors  so 
elect,  be  run  to  the  east  line  of  the  state  in  the  direction  of  the  city  of 
LaFayette,  and  also  of  the  city  of  Terre  Haute  and  Fort  Wayne  in 
Indiana. 

§  17.  Said  company  shall  have  power  also  to  extend  said  road  from 
Joliet  to  Oswego  in  Kendall  county. 

§  18.  Said  corporation  may  if  deemed  proper  connect  with  the 
Wabash  Valley  Kailroad  running  from  Vincennes  northward  upon  such 


CORPORATE  HISTORY  719 

terms  as  may  be  agreed  upon  between  said  corporations.  That  the 
Joliet  and  Terre  Haute  Railroad  company  are  hereby  prohibited  from 
constructing  or  running  their  said  road  or  any  branch  thereof  to  the 
Illinois  State  line,  or  connecting  with  any  road  to  said  State  line  north 
to  east  of  the  town  of  LaFayette  in  the  State  of  Indiana. 

Sidney  Brekse, 
Speaker  of  the  House  of  Beps. 
William  McMurty, 
Speaker  of  the  Senate. 
Approved  June  23,  1852. 
Aug.  C.  French. 

Laws  of  Illinois  1852,  2d  Session,  Page  223. 

ACT  OF  LEGISLATURE,  February  28,  1854 
AN  ACT  to  further  amend  the  Joliet  and  Terre  Haute  Railroad  charter. 
Section  1.  Be  it  enacted  by  the  people  of  the  state  of  Illinois,  represented 
in  ih<  (',<  nvral  Assembly,  That  the  Joliet  and  Terre  Haute  Railroad  charter, 
approved  and  in  force  June  23d,  1852,  be  and  the  same  is  hereby  further 
amended  as  follows:  said  company  shall  have  the  power  to  increase  their 
capital  stock  to  three  millions  of  dollars,  and  John  Chamberlin,  Joseph 
Thomas  and  John  Whitney  are  hereby  appointed  additional  directors  of 
said  company,  whose  powers  and  duties  shall  be  limited  exclusively  to 
such  portion  of  said  line  as  runs  southerly  from  the  town  of  Middleport  to 
the  east  line  of  the  state,  in  the  direction  of  Lafayette,  and  they  or  their 
assigns  shall  have  entire  jurisdiction  and  control  over  that  portion  of  said 
line,  with  power  to  make  such  arrangements  and  contracts  as  they  may 
deem  necessary  to  secure  its  construction  and  management;  but.  such  portion 
of  said  road  as  shall  be  built  under  their  direction  shall  be  subject  to  be 
consolidated  on  just  terms  with  the  line  northerly  from  Middleport, 
whenever  such  line  shall  have  been  extended  by  connection  or  otherwise, 
from  Joliet  to  Middleport. 

Section  2.  Said  company  shall  be  and  hereby  are  empowered,  under 
the  provisions  of  their  said  charter,  and  the  general  laws  of  this  state,  to 
lay  out,  build  and  construct  a  branch  from  the  said  railroad,  the  same  to 
compose  a  part  of  said  railroad,  commencing  at  or  near  Middleport,  in 
Iroquois  county,  and  running  in  a  southeasterly  course  to  the  state  line  in 
the  direction  of  Lafayette,  in  the  state  of  Indiana,  and  to  connect  the  same 
at  the  state  line  with  any  railroad  in  Indiana. 

SECTION  3.  Said  company  shall  be  and  hereby  are  empowered,  under 
the  provisions  of  their  said  charter,  and  the  general  laws  of  said  state,  to  lay 
out,  build,  and  construct,  as  a  portion  of  their  said  railroad,  commencing 
at  Joliet,  in  Will  county,  and  running  in  a  westerly  direction  by  the  way 
of  Newark,  in  Kendall  county,  to  the  junction  of  the  Illinois  Central 
Military  Tract  and  the  Chicago  and  Aurora  railroad,  and  on  just  terms 
to  connect  with  any  other  railroad  which  said  road  may  cross  or  intersect. 
Section  4.  In  obtaining  the  right  of  way  on  the  line  of  said  branches, 
or  either  of  them,   said   company  shall  lie  entitled  to   all   the  powers  and 


720         CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD   COMPANY 

privileges  of  their  said  original  charter,  and  also  all  the  powers  and 
privileges  contained  in  any  law  now  in  force  relative  to  obtaining  the  right 
of  way. 

Section  5.  This  act  shall  be  in  force  and  take  effect  from  and  after  its 
passage. 

Approved  Feb.  28th,  1854. 
Private  Laws  Illinois,  Second  Session  1854,  Page  139. 

ACT  OF  LEGISLATURE,  Approved  January  30,  1857. 
AX   ACT   approving   and   legalizing  the   construction   of   the   Camanche, 
Albany  and  Mendota  Railroad. 

Whereas,  the  Camanche,  Albany  and  Mendota  Railroad  Company  be- 
came a  body  corporate  and  politic,  on  the  11th  day  of  September,  1856, 
by  filing  articles  of  association  with  the  Secretary  of  State,  in  accord- 
ance with  the  provisions  of  sections  one  and  two  of  an  act  entitled  "An 
Act  to  provide  for  a  general  system  of  railroad  "incorporations,"  ap- 
proved November  5,  1849,  and  whereas,  in  the  opinion  of  the  general 
assembly,  the  construction  of  the  road  proposed  in  said  articles  of  asso- 
ciation will  be  of  sufficient  public  utility  to  justify  the  taking  of  private 
property  for  the  construction  and  maintenance  of  the  same,  therefore: 

Section  1.  Be  it  enacted  ini  the  People  of  the  State  of  Illinois,  rcpre- 
sental  in  lite  General  Assembly,  That  said  company  may  commence  and  con- 
struct their  road  from  such  point  as  may  be  deemed  expedient,  in  the 
town  of  Mendota,  in  the  county  of  LaSalle,  through  the  counties  of  La- 
Salle,  Bureau,  Lee  and  Whiteside,  via  Prophetstown,  to  such  point  as 
may  be  deemed  expedient  in  the  town  of  Albany,  in  said  county  of 
Whiteside. 

§  2.  Said  company  may  take  and  give  bonds,  bearing  any  rate  of 
interest,  not  exceeding  ten  per  cent,  per  annum,  and  shall  have  and  may 
exercise  any  and  all  powers,  and  be  entitled  to  any  and  all  immunities 
which  are  conferred  by  "An  Act  to  provide  for  a  general  system  of 
railroad  incorporations,"  approved  November  5,   1849. 

§  3.  All  of  the  acts  done  and  contracts  entered  into  by  said  company, 
prior  to  the  passage  of  this  act,  are  hereby  sanctioned  and  legalized. 

?  4.     This  act  to  take  effect  from  and  after  its  passage. 

Approved  January  30,  1857. 

Private  Laws  Illinois  1857,  Page  109 

ARTICLES  OF  CONSOLIDATION,  June  1,  1859.     Between  Camanche, 
Albany  &   Mendota  Bail  Road  Company  and  The  Joliet  and  Terre  Haute 
Railroad  Company,  forming  Illinois  Grand  Trunk  Eailway. 
Certificate  Number  16494 

State  of  Illinois 

office  of 

The  Secretary  of  State 

To    all   to    whom    these   Presents   Shall    Come,    Greeting:      I,    Louis   L. 

Emmerson,  Secretary  of  State  of  the  State  of  Illinois,  do  hereby  certify 


CORPORATE  HISTORY  721 

that  the  following  and  hereto  attached  is  a  true  copy  of  certificate  of 
Consolidation  of  Camanche,  Albany  &  Mendota  Kailroad  Company  and 
the  Joliet  &  Terre  Haute  Railroad  Company  into  and  forming  Illinois 
Grand  Trunk  Railway,  Filed  July  8,  1859,  the  original  of  which  is  now 
on  file  and  a  matter  of  record  in  this  office. 

In  Testimony  Whereof,  I  hereto  set  my  hand  and  cause  to  be  affixed  the 
Great  Seal  of  the  State  of  Illinois. 

Done  at  the  City  of  Springfield  this  7th  day  of  June  A.  D.,  1923. 
[Seal] 

Louis  L.  Emmerson. 

Secretary  of  State. 

To  the  Honorable  the  Secretary  of  State  of  the  State  of  Illinois. 
Mendota,  111.,  July  1st,   1859 

The  Camanche,  Albany  &  Mendota  Railroad  Company,  and  the  Joliet 
&  Terre  Haute  Railroad  Company,  on  the  first  day  of  June,  A.  D.  1859 
did  by  previous  notice  and  publication  according  to  law  vote  upon  the 
question  of  consolidating  the  interests  of  the  two  above  named  com- 
panies under  the  name  of  the  Illinois  Grand  Trunk  Railway  Company 
the  same  being  done  by  a  large  majority  vote,  of  all  the  stock  of  the 
two  companies,  without  a  dissenting  vote. 

Said  meeting  of  the  stockholders  of  both  of  the  first  named  companies 
being  held  at  Mendota  in  the  County  of  LaSalle  and  State  of  Illinois, 
having  been  duly  called  to  meet  at  said  place. 

The  Articles  of  Agreement  by  which  said  companies  were  united  and 
consolidated  and  hereunto   attached,  and  are   as  follows: 

CAMANCHE,  ALBANY  &  MENDOTA  RAILROAD  COMPANY 

Secretary's  Office,   Albany,   Illinois,   1859. 
To 

You  are  hereby  notified  that  a  called  meeting  of  the  Board  of  Direc- 
tors of  the  Camanche,  Albany  &  Mendota  Railroad  Company,  held  at 
Chicago  on  the  8th  day  of  April,  1859,  a  meeting  of  the  stockholders 
of  said  Railroad  Co.  was  duly  ordered  and  called  to  be  holden  at  the 
Railroad  Passenger  House  in  Mendota  in  the  County  of  LaSalle,  on  the 
first  Wednesday  in  June,  A.  D.  1859,  at  10  o'clock  A.  M.  for  the  purpose 
of  voting  on  the  question  of  consolidating  the  interests  of  said  com- 
pany, with  the  Joliet  &  Terre  Haute  Railroad  Co.  on  the  terms  and  con- 
ditions expressed  in  the  following  articles  of  agreement,  and  for  the 
purpose  of  transacting  other  business  of  importance  to  the  company. 

By  order  of  the  Board  of  Directors. 

W.    W.    DURANT, 

Secretary. 

ARTICLES  OF  AGREEMENT 
Articles   of   Agreement   made   and   entered   into   by   and   between   the 
Camanche,  Albany  &  Mendota  Railroad  Company  of  the  first  part  and 
the   Joliet  &   Terre   Haute   Kailroad   Co.   of   the   second  part,   ratified   by 


722         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

the  respective  board  of  directors  of  the  said  Railroad  Companies,  this 
12th  day  of  April,  A.  D.  1859. 

It  is  mutually  convenanted  and  agreed  by  and  between  the  said 
Railroad  Companies  to  unite  and  consolidate  the  interests  of  said 
Railroad  Companies  and  the  interests  of  said  Railroad  Companies  are 
hereby  united  and  consolidated,  upon  the  terms  and  conditions  follow- 
ing to-wit: 

Article  1st.  The  name  of  the  company  hereby  formed  by  this  act  of 
consolidation  of  said  Railroad  Companies,  shall  be  the  Illinois  Grand 
Trunk  Railway,  and  by  that  name  shall  contract  and  be  contracted  Avith, 
sue  and  be  sued,  plead  and  be  impleaded,  and  shall  have  a  common 
seal   bearing  the  name   of  the   Company  hereby   formed. 

Article  2d.  The  capital  stock  of  the  company  hereby  formed,  shall  be 
the  sum  of  three  million  of  dollars. 

Article  3d.  The  stockholders  of  the  respective  companies  hereby  con- 
solidated shall  become  stockholders  in  the  company  hereby  formed,  and 
shall  be  severally  entitled  to  the  amount  of  stock  in  the  company  here- 
by formed,  to  which  they  would  have  been  entitled  from  their  respec- 
tive companies  if  this  act   of  consolidation  had  not  been  made. 

Article  4th.  All  stock  Subscriptions,  Notes,  Mortgages,  Bonds,  Cou- 
pons, or  other  indebtedness,  due  to  either  of  said  companies  hereby 
consolidated,  from  any  stockholder  or  other  person  or  persons,  body  cor- 
porate, company  or  association,  shall  be  deemed  and  taken  to  be  due 
and  owing  to  the  company  hereby  formed,  and  may  be  demanded  sued 
for,  and  collected  by  and  in   the  name  of  the  company  hereby  formed. 

Article  5th;  The  Railroad  Line  of  the  company  hereby  formed  shall 
be  divided  into  two  divisions.  That  part  of  the  Line  lying  East  of 
Mendota  Junction  shall  be  called  the  Eastern  Division.  And  that  part 
of  said  Line  lying  West  of  Mendota  Junction,  shall  lie  called  the  West- 
ern   Division  of  the  Illinois  Grand   Trunk  Railway. 

Article  6th.  There  shall  be  elected  by  the  stockholders  of  the  com- 
pany seven  Directors  in  each  Division,  by  the  stock  of  each  Division, 
and  there  shall  also  be  elected  one  Director  at  large,  by  the  majority 
of  the  stock  of  the  Consolidated  Company.  The  first  election  of  Directors 
shall  be  on  the  first  Wednesday  in  June  next,  which  election  shall  be 
held  at  Mendota,  in  the  County  of  LaSalle,  and  the  Annual  Elections 
thereafter  shall  be  on  the  first  Wednesday  in  June  in  each  year  until  other- 
wise ordered   by   the   Board  of  Directors. 

Article  7th.  The  capital  stock  of  the  respective  companies  hereby 
consolidated,  heretofore  taken  and  subscribed,  and  the  capital  stock  of 
the  company  hereby  formed  to  be  taken  and  subscribed  shall  be  used, 
applied  and  appropriated  to  the  Construction  and  Completion  of  that 
branch  of  the  road  lying  within  the  Division  within  and  for  which  said 
stock  has  been  or  shall  be  subscribed  and  taken. 

Article  8th.  The  capital  stock  of  the  companies  hereby  consolidated 
and  the  company  property,  bonds,  mortgages  and  securities  shall  be  sub- 
ject to  the  disposition,  control  and  management  of  the  Board  of  Direc- 
tors of  the  company  hereby  formed,  and  the   same  may  be  mortgaged, 


CORPORATE  HISTORY  723 

or  hypothecated  upon  such  terms  and  conditions,  and  for  such  uses  and 
purposes  as  a  majority  of  the  Directors  from  time  to  time  shall  order 
and  direct,  here  reserving  to  the  company  hereby  formed  all  rights, 
privileges  conferred  by  the  respective  charters  of  the  companies  hereby 
consolidated. 

Article  9th.  All  contracts,  covenants,  and  agreements,  entered  into  by 
either  of  the  companies  hereby  consolidated  shall  be  executed  and  car- 
ried out  by  the  company  hereby  formed,  in  like  manner  as  though  this 
Act  of  consolidation  had  not  been  made,  provided  the  expenses  of  carry- 
ing out  and  executing  such  contracts,  shall  be  charged  to  the  Division 
to  which  such  contracts,  covenants  or  agreements  belong. 

Article  10th.  These  articles  of  agreement  shall  before  they  become 
binding  and  obligator}'  upon  the  said  companies,  parties  hereto,  be  sub- 
mitted to  the  respective  stockholders  of  said  companies,  and  if  approved 
and  ratified  by  a  majority  in  interest  of  the  stockholders  of  said  com- 
panies respectively,  at  the  meeting  of  said  stockholders,  to  be  held  on 
the  first  Wednesday  in  June  next,  according  to  the  requirements  of  the 
act  of  the  Legislature  of  the  State  of  Illinois,  amendatory  of  an  act  en- 
titled "An  Act  to  provide  for  a  general  system  of  Railroad  Corpora- 
tions, which  amendatory  act  was  approved  February  28th,  1854,  then 
the  consolidation  of  the  interests  of  said  companies  upon  the  terms  and 
conditions  herein  contained  shall  be  deemed  to  have  been  satisfied,  and 
these  articles  shall  be  in  full  force,  and  be  obligatory  upon  said  com- 
panies. 

The  above  articles  of  agreement  were  unanimously  adopted  by  the 
Camanche,  Albany  &  Mendota  R.  R.  Co.  and  the  Joliet  &  Terre  Haute 
Railroad  Company,  by  both  the  respective  Boards  of  Directors. 

W.  W.  Durant, 
Secretary,  Camanche,  Albany  &  Mendota  Railroad  Company  and 

William  Grinton, 

Secretary. 
Joliet  &  Terre  Haute  Railroad  Company. 

And  attested  by 

I,  Robert  H.  Nolton,  Secretary  of  the  Illinois  Grand  Trunk  Railway 
Company  do  hereby  certify  that  the  above  Articles  of  Agreement  are 
a  true  copy  of  the  original  articles  by  which  the  Camanche,  Albany  & 
Mendota  Railroad  Company  and  the  Joliet  &  Terre  Haute  Railroad  Com- 
pany, consolidated  the  interests  of  the  two  companies,  and  that  the 
name  of  the  company  hereby  formed  by  said  Act  of  Consolidation  is  the 
Illinois  Grand  Trunk  Railway  Company  and  the  general  office  of  the 
company  is  now  located  at  Mendota,  in  the  County  of  LaSalle  and  State 
of  Illinois. 

Given  under  my  hand  and  the  seal  of  said  company  this  first  day  of 
July,  A.  D.  1859. 
[Seal]  Robt.  H.  Nolton, 

Secretary. 

Filed  July  8,  1859.  ILLINOIS  GRAND  TRUNK  RAILWAY 


724         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

DECREE  AND  APPOINTMENT  OF  RECEIVER,  July  20,  1864.     Illinois 
Grand   Trunk  Railway   Company. 

CIRCUIT  COURT  OF  THE  UNITED  STATES  FOR  THE  NORTHERN 

DISTRICT  OF  ILLINOIS  SITTING  IN  CHANCERY 

Wednesday,  July  20th  A.  D.,  1864. 

Present    the    Hon.    David    Davis,    Presiding    Judge. 

Present  the  Hon.  Thomas  Drummond,  Associate  Judge. 

Charles    F.    Lusk    Executor,    etc., 
of   Isaac   Park,   deceased    vs.    The 
Illinois  Grand  Trunk  Railway  Com- 
pany &  Oliver  McMahon. 
Chancery 
This  cause  came  on  this  day  to  be  heard  upon  the  Bill,  Answers,  Re- 
plication Proofs  and  Exhibits  filed  and  was  argued  by  counsel  and  there- 
upon  consideration   thereof  it   is   ordered   adjudged   and   decreed   as   fol- 
lows, viz:      That   the   said   complainant   have   and   recover  of  and  from 
the    said    defendant,    the     Illinois    Grand    Trunk    Railway    Company,    the 
sum  of  twenty  seven  hundred  and  seventy-two  dollars  and  twenty-seven 
cents  together  with   interest   thereon  at   the  rate  of  six  per  cent,  per  an- 
num  from  the  twenty  first   day  of   -May  A.  D.,  1862,  and  the  costs  of  this 
suit  to  be  taxed. 

It  is  further  ordered  adjudged  and  decreed  that  the  said  defendant. 
The  Illinois  (hand  Trunk  Railway  Company  assign,  transfer  and  deliver 
to  the  Receiver  hereby  appointed  all  of  its  property  real  and  personal  and 
effects  equitable  interests  and  things  in  action  of  every  name  kind  and 
description  including  the  roadbed  and  right  of  way  of  said  Illinois 
Grand  Trunk  Railway  Company  from  Joliet  in  Will  county  to  Albany 
in  Whiteside  county,  Illinois,  which  belong  to  it  or  in  which  it  has  any 
interest  within  ten  .lays  after  the  entering  of  this  decree,  and  also 
that  said  last  named  defendant.  The  Illinois  Grand  Trunk  Railway  Com- 
pany transfer  and  deliver  to  such  Receiver  all  books  and  papers  be- 
longing to  said  last  named  defendant  within  the  time  and  upon  the 
condition  above  named.  That  proper  deeds  of  conveyance  shall  be  made 
by  the  proper  officer  of  said  Railway  company  to  said  Receiver  of  all 
the  Real  Estate  of  said  defendant,  The  Illinois  Grand  Trunk  Railway 
Company  and  that  proper  bills  of  sale  or  assignments  and  endorsements 
shall  be  made  of  all  personal  property  and  effects  of  said  last  named 
defendant. 

It  is  further  ordered  adjudged  and  decreed  that  J.  Tilden  Moulton, 
Esq.  be  and  he  is  hereby  appointed  Receiver  of  all  the  property  effects, 
equitable  interests  and  things  in  action  of  every  name  and  kind  be- 
longing to  said  defendant,  The  Ilinois  Grand  Trunk  Railway  Company 
or  in  which  said  last  named  defendant  has  any  interest  and  that  said 
Receiver  take  possession  of  all  such  property  effects  equitable  interests 
and  things  in  action  of  said  defendant,  The  Illinois  Grand  Trunk  Rail- 
way Company  and  all  books  and  papers  of  said  Railway  company  and 
that  said  Receiver  after  having  given  legal  notice  of  the  time  and  place 
of  sale,  sell  at  public  auction  in  the  city  of  Chicago,  County  of  Cook  and 


CORPORATE  HISTORY  725 

State  of  Illinois  to  the  highest  bidder  for  cash  all  such  property  effects 
equitable  interests  and  things  in  action  including  said  roadbed  and  right 
of  way  from  Joliet  to  Albany  as  aforesaid  or  so  much  thereof  as  may 
be  necessary  to  pay  the  said  sum  of  twenty-seven  hundred  and  seventy- 
two  dollars  and  twenty-seven  cents  with  interest  as  aforesaid  hereby 
decreed  to  be  due  and  owing  from  said  last  named  defendant  to  said 
complainant  together  with  the  costs  of  this  suit  and  his  costs  and  ex- 
penses as  Eeceiver  and  that  he  execute  and  deliver  deeds,  bills  of  sale 
or  other  instruments  of  conveyance  of  the  property  and  effects  so  sold 
by  him  to  the  purchasers  thereof  in  due  and  proper  form.  That  William 
H.  Bradley,  clerk  of  this  Court  within  five  days  from  the  entering  of  this 
decree  pass  over  and  deliver  to  said  Eeceiver  all  notes,  bonds,  coupons, 
cash  subscriptions,  etc.  received  by  him  from  the  defendant,  Oliver 
McMahon  and  from  A.  J.  Matteson,  and  which  belong  to  said  defend- 
ant, the  Illinois  Grand  Trunk  Eailway  company,  which  notes,  bonds, 
coupons,  cash  subscriptions,  etc.  are  described  as  follows  to  wit: 

1  Mortgage  and  bond  of  Horace  Eoot  and  wife,  Camanche. . .  .$  100.00 
5  Mortgage  and  bond  of  W.  W.  Durant  and  wife,  Albany....   2,000.00 

5  Mortgage  and  bond  of  Henry  Pease  and  wife,  Albany 2,000.00 

5  Mortgage  and  bond  of  Alfred  Haines  and  wife,  Albany....  3,000.00 
3  Mortgage  and  bond  of  Joseph  McMahon  and  wife,  Albany.  .  300.00 
3  Mortgage  and  bond  of  James  McMahon  and  wife,  Albany.  .      300.00 

2  Mortgage  and  bond  of  Cyrus  Wilson  and  wife,  Albany 200.00 

3  Mortgage  and  bond  of  Nicholas  Freck  and  wife,  Albany 500.00 

5  Mortgage  and  bond  of  William  Ewing  and  wife,  Albany 1,000.00 

10  Mortgage  and  bond  of  William  Prothrow  and  wife,  Wilton 

Township    4,000.00 

5  Mortgage  and  bond  of  C.  G.  Nevitt  and  wife,  Albany '1,000.00 

5  Mortgage  and  bond  of  Samuel    Happer  and  wife,  Albany.  . .  .  1,500.00 

5  Mortgage  and  bond  of  J.  D.  Mcllvaine  and  wife,  Albany.  .  .  .  2,500.00 

5  Mortgage  and  bond  of  J.  D.  Mcllvaine  and  wife,  Albany..  1,500.00 

2  Mortgage  and  bond  of  J.  D.  Mcllvaine  and  wife,  Albany.  . .  .  500.00 
5  Mortgage  and  bond  of  Barzillia  Cottle  and  wife,  Albany....  3,000.00 

3  Mortgage  and  bond  of  Barzilla  Cottle  and  wife,   Albany. .  . .  1,500.00 

2  Mortgage  and  bond  of  J.  W.  Waldorf  and  wife,  Camanche.  .  500.00 

3  Mortgage  and  bond  of  Wm.  S.  Barnes  and  wife,  Albany....  1,000.00 
3  Mortgage  and  bond  of  Wm.  Lawton  and  wife,  Camanche. .  . .  800.00 

3  Also  bond  of  Thomas   C.  Dyer  for 500.00 

3  Mortgage  of  David  Wray  and  wife,  Albany 500.00 

5  Bond  of  Horace  Anthony,  Camanche 1,500.00 

5  Bond   of   Samuel   Happer    (no   mortgage   securing   it) 1,500.00 

Also  bond  of  the  Camanche,  Albany  &  Mendota  Eail  Eoad 
Company  with  bond  of 

5  Camanche   City,   attached    1,000.00 

2  Note  of  J.  J.  Bolls   1,000.00 

1  Note  of  E.   G.   Butcher 400.00 

1  Coupons   detached  from   Bond  David   Wray   Nos.   3   &   4   $50 

each    100.00 


726  CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD   COMPANY 

1  Coupons  detached  from  Bond  W.  W.  Durant  Nos.  3  &  4  $200 

each    400.00 

1  Coupons  detached  from  Bond  Joseph  McMahon  Nos.  3  &  4  $30 

each   60.00 

1  Coupons  detached  from  Bond  Alfred  Haines  Nos;  3  &  4  $300 

each    600.00 

1  Coupons  detached  from  Bond  Samuel  Ilapper  Nos.  3  &  4  $150 

each    300.00 

1  Coupons  detached  from  Bond  same  Nos.  3  &  4  $150  each....  300.00 
1  Coupons  detached  from  Bond  John  D.  Mcllvaine  Nos.  3  &  4 

$250    each     500.00 

1    Coupons    detached    from    Bond    Barzilla    Cottle    Nos.    3    &    4 

$300  each   600.00 

1   Coupons  detached  from   Bond  same  Nos.  3  &  4  $150  each....       300.00 

50  Coupons  detached   from  Bond   same   Nos.  2   $300  each 300.00 

50  Coupons   detached    from    Bond   James   McMahon   Nos.    4   $30 

each   30.00 

1  Coupons  detached  from  Bond  Win.  Swing  Nos.  4  $100  each.  .  .  .  100.00 
1  Coupons  detached  from  Bond  Henry  Pease  Nos.  3  $200  each.  200.00 
1  Coupons  detached  from  Bond  Win.  S.  Barnes  Nos.  4  $100  each.  100.00 
4  Coupons  detached  from   Bond  Wm,   Prothrow  Nos.  2,  3,  4  &  5 

$400  each   1600.00 

1    Also    a    book    containing    subscriptions    to    any    legally    au- 
thorized company  to  build  Bail  Road  from  Albany  to  Men- 
dota   Dated  22d  July  1856. 
Also  containing  subscriptions  to  the  Camanche  Albany  Men- 
data  Rail  Road  dated  March  12th  1858. 
1  Also- a  long  Paper  headed  Camanche  Albany  &  Mendota  Rail 
Road  containing  a    large   number  of  subscriptions  the  first 
being  "H.  A.   Hart  200  shares— $2000.00"  and  the  last  of 
said    subscriptions    being   "Simpson   James   share   2    $200.00" 
List  of  coupons  attached  to  Bonds. 

The  Dyer  coupons  Nos.  3,  4,  5,  6,  7,  8,  9  &  10  of $  50.00  each 

William  Ewing  coupons  Nos.  5,  6,  7,  8,  9  &  10  of 100.00  each 

Nicholas  Freck  coupons  No.  5  of 50.00  each 

Cyrus  Wilson  coupons  Nos.  5,  6,  7,  8,  9  &  10  of 20.00  each 

James  McMahon  coupons   Nos.  5,  6,  7,  8,  9  &  10  of 30.00  each 

Joseph  McMahon  coupons  Nos.  5,  6,  7,  8,  9  &  10  of 30.00  each 

Alfred  Haines  coupons  Nos.  5,  6,  7,  8,  9  &  10  of 300.00  each 

Henry  Pease  coupons  Nos.  4,  5,  6,  7,  8,  9  &  10  of 200.00  each 

Win.  W.  Durant  coupons  Nos.  5,  <i,  7,  8,  9  &  10  of 200.00  each 

Eliza  A.  Root  coupons  Nos.  4,  5,  6,  7,  8,  9  &  10  of 10.00  each 

C.  G.  Nevitt  coupons  Nos.  5,  6,  7,  8,  9  &  10  of 100.00  each 

Samuel  Happer  coupons  Nos.  5,  6,  7,  8,  9  &  10  of 150.00  each 

John  D.  Mcllvaine  coupons  Nos.  5,  6,  7,  8,  9  &  10  of 250.00  each 

John  D.  Mcllvaine  coupons  Nos.  5,  6  7,  8,  9  &  10  of 150.00  each 

Same  coupons  Nos.  5,  6,  7,  8,  9  &  10  of 50.00  each 

Barzilla  Cottle  coupons  Nos.  5,  6,  7,  8,  9  &  10  of 300.00  each 


CORPORATE  HISTORY  727 

Same  coupons  Nos.  5,  6,  7,  8,  9  &  10  of 150.00  each 

Horace  Anthony  coupons  Nos.  4,  5,  6,  7,  8,  9  &  10  of 150.00  each 

Samuel  Happer  coupons  Nos.  5,  6,  7,  8,  9  &  10  of 150.00  each 

J.  W.  Waldorf  coupons  Nos.  6,  7,  8,  9  &  10  of 50.00  each 

William  Lawton  coupons  Nos.  4,  5,  6,  7,  8,  9  &  10  of 80.00  each 

David  Wray  coupons  Nos.  5,  6,  7,  8,  9  &  10  of 50.00  each 

William  S.  Barnes  coupons  Nos.  5,  6,  7,  8,  9  &  10  of 100.00  each 

Camache  Albany  M.  B.  E.  Co.  7  coupons  of  $100  attached  to  which  is 
Camanche  City  Bonds  No.  3  attached  G  to  100  each,  the  above  being  the 
assets  of  said  defendant  the  Illinois  Grand  Trunk  Eailway  Company  de- 
livered to  said  Wm.  H.  Bradley  by  said  Oliver  McMahou  by  order  of 
this  court. 

1  Also  John  Sindt  and  wife  mortgage  and  bond  each  for $    100.00 

Also  John  Sindt  coupons  Nos.  4,  5,  6,  7,  8,  9  &  10  for  $10.00 
each 7.0.00 

1  Also  David  Loy  and  wife  mortgage  and  bond  each  for 100.00 

Also  David  Loy  coupons  Nos.  4,  5,  6,  7,  8,  9  &  10  for  $10.00 

each   70.00 

2  Also  Augustus  Littig  and  wife  mortgage  and  bond  each  for      500.00 
Augustus  Littig  coupons  Nos.  3,  4,  5,  6,  7,  8,  9'&  10  for  $50.00 

each   400.00 

1  Also  Henry  Klint  and  wife  mortgage  and  bond  each  for....  200.00 
Henry   Klint   coupons  Nos.   4,   5,   6,    7,   8,   9    &   10   for   $20.00 

each   140.00 

1  Also  Daniel  Sigman  and  wife  mortgage  and  bond  each  for.  .  200.00 
Daniel  Sigman  coupons  Nos.  3,  4,  5,  6,  7,  8,  9  &  10  for  $20.00 

each   160.00 

2  Also  Thomas  C.  Dyer  and  wife  mortgage  and  bond  each  for.  .       500.00 
Thomas  C.  Dyer  coupons  Nos.  4,  5,  6,  7,  8,  9  &  10  for  $50.00 

each    350.00 

2  Also  Charles  S.  Freeman  and  wife  mortgage  and  bond  each 

for    500.00 

Charles  S.  Freeman  coupons  Nos.  4,  5,  6,  7,  8,  9  &  10  for  $50.00 

each   350.00 

5   Also   Samuel   Mitchell  and   wife  mortgage  and  bond   each   for  3,000.00 
Samuel  Mitchell  coupons  Nos.  5,  6,  7,  8,  9  &  10  for  $300.00 

each   1,800.00 

That  in  case  of  the  neglect  or  failure  of  the  proper  officers  of  said  de- 
fendant The  Illinois  Grand  Trunk  Eailway  Company  to  assign  transfer 
and  convey  to  the  said  Eeceiver  all  the  properties  real  and  personal 
equitable  interests  things  in  action  and  the  Books  and  papers  belonging 
to  the  said  defendant  within  ten  days  from  the  date  of  the  entering  of 
this  decree  that  Philip  A.  Hoyne  shall  be  and  hereby  is  appointed  a 
commissioner  for  and  in  the  place  of  said  Illinois  Grand  Trunk  Eailway 
Company  to  make  execute  and  deliver  any  and  all  deeds  assignments 
endorsements,  bills  of  sale  and  conveyances  of  the  property  and  effects 
of  said   Illinois   Grand  Trunk  Eailway   Company   and  shall  for   said   de- 


728         CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

fendant,  the  Illinois  Grand  Trunk  Eaihvay  Company,  make  execute  and 
deliver  to  said  Receiver  deeds  of  conveyance  of  all  the  Eeal  Estate  of 
said  last  named  defendant  and  shall  by  proper  instruments  in  writing 
or  endorsements,  assign  and  transfer  all  bonds,  mortgages,  notes,  cou- 
pons, cash  subscriptions,  property  and  effects  of  said  last  named  de- 
fendant to  said  Receiver  which  deeds,  bills  of  sale,  assignments  or  en- 
dorsements shall  be  valid  to  pass  and  convey  to  said  Receiver  all  the 
right  title  and  interest  of  said  defendant  the  Illinois  Grand  Trunk  Rail- 
way Company  in  and  to  all  the  property  and  effects  so  conveyed  as- 
signed and  transferred,  That  any  and  all  persons  having  the  possession 
or  control  of  any  bonds,  mortgages,  notes,  coupons,  cash  subscriptions, 
books,  papers  or  personal  property  of  any  kind  or  description  and  belong- 
ing to  said  defendant  the  Illinois  Grand  Trunk  Railway  Company  shall 
upon  being  summoned  by  said  Receiver  so  to  do,  appear  before  said 
Receiver  and  assign,  transfer  and  deliver  over  to  said  Receiver  under 
oath  all  such  bonds,  mortgages,  notes,  coupons,  cash  subscriptions,  books, 
papers  and  personal  property.  That  the  said  Receiver  may  at  any  time 
notify  any  of  the  officers  directors  or  stock  holders  of  said  defendant 
the  Illinois  Grand  Trunk  Railway  Company  to  appear  before  him  at  his 
office  in  the  City  of  Chicago  and  all  such  persons  when  so  notified  shall 
appear  before  said  Receiver  and  submit  to  such  examination  under  oath 
as  the  said  Receiver  may  chose  to  make  touching  the  property  effects 
business  and  affairs  of  said  defendant  the  Illinois  Grand  Trunk  Railway 
Company. 

That  the  said  Receiver  out  of  the  avails  of  the  proceeds  of  the  sale  of 
the  property  and  effects  of  said  defendant  shall  if  there  be  a  sufficient 
fund  first  pay  and  reimburse  himself  for  all  costs,  expenses,  charges  and 
commissions  as  such  Receiver  and  shall  next  pay  from  such  avails  the 
costs  of  this  suit  and  shall  next  pay  to  said  complainant  or  to  his  solicit- 
ors the  amount  hereby  decreed  to  be  due  with  interest  thereon  to  the 
date  of  payment  and  lastly  he  shall  pay  into  this  court  any  surplus  re- 
maining in  his  hands  after  making  the  payments  above  enumerated  such 
surplus  to  be  subject  to  the  further  order  of  this  court  and  that  said 
complainant  may  from  time  to  time  apply  to  this  court  for  such  further 
order  or  decree  as  the  nature  of  the  case  may  require  and  as  in  equity 
and  good  conscience  shall  be  just  and  proper. 

DEED,  August  5,  1864.  Philip  A.  Hoyne,  Special  Commissioner  U.  S.  Cir- 
cuit Court,  Northern  District  Illinois  to  J.  Tilden  Moulton,  Receiver,  Illi- 
nois Grand  Trunk  Railway  Company. 

In  the  United  States  Circuit  Court 
for  the  Eighth  Circuit  &  Northern 
District  of  Illinois. 
Charles  F.  Lusk  Executor  &C.  of 
Isaac  Park  dec'd  vs.  The  Illinois 
Grand  Trunk  Rail  Way  Company 
and  Oliver  McMahan. 
In  Chancery 


CORPORATE  HISTORY  729 

Whereas  by  a  Decree  entered  in  the  above  entitled  cause  on  the  20th  Day 
of  July  A.  D.  1864  it  was  among  other  things  ordered  &  decreed  that 
the  defendant  therein,  the  Illinois  Grand  Trunk  Eail  Way  Company, 
within  ten  days  after  the  entering  of  said  decree,  assign,  transfer  and 
deliver  over  to  the  Eeceiver,  in  said  decree  appointed,  J.  Tilden  Moul- 
ton,  among  other  things  all  of  its  property  Real  &  personal,  and  effects, 
equitable  interests  &  things  in  action  &  transfer  and  deliver  to  such 
Eeceiver  all  books  &  papers  belonging  to  said  defendant  the  Illinois 
Grand  Trunk  Rail  Way  Company  and  that  proper  bills  of  sale  or  assign- 
ments &  indorsements  shall  be  made  of  all  personal  property  &  effects 
of  said  defendant;  and  that  in  case  of  neglect  or  failure  of  the  proper 
officers  of  said  defendant  the  Illinois  Grand  Trunk  Rail  Way  Company 
to  assign  transfer  &  convey  to  said  Receiver  all  the  property  real  &  per- 
sonal, equitable  interests,  things  in  action  &  the  books  &  papers  belonging 
to  said  defendant  within  ten  days  from  the  entering  of  said  decree  that 
the  undersigned  Philip  A.  Hoyne  be  appointed  a  commissioner  for  &  in 
the  place  of  the  said  Illinois  Grand  Trunk  Rail  Way  Company  to  make 
execute  and  deliver  all  deeds  assignments  indorsements  bills  of  sale  and 
conveyances  of  the  property  and  effects  of  the  said  Illinois  Grand  Trunk 
Rail  Way  Company  &  for  said  defendant  execute  and  deliver  to  said 
Receiver  deeds  of  conveyance  of  all  the  real  estate  of  said  Rail  Way  Com- 
pany &  by  proper  instruments  in  writing  or  indorsements  assign  &  transfer 
all  bonds  mortgages  notes  coupons  cash  subscriptions  property  &  effects 
of  said  Rail  Way  Company  to  said  Receiver,  which  deeds  bills  of  sale 
assignments  or  indorsements  are  by  the  terms  of  said  decree  to  be  valid 
and  to  pass  &  convey  to  said  Receiver  all  the  right  title  and  interest  of  said 
Rail  Way  Company  in  &  to  the  property  and  effects  so  conveyed  assigned 
and  transferred. 

Now,  therefore,  ten  days  having  elapsed  since  the  entering  of  said 
decree  and  the  said  defendant  the  Illinois  Grand  Trunk  Rail  Way  Com- 
pany having  neglected  &  failed  to  assign  &  transfer  its  property  to 
said  Receiver  in  accordance  with  the  requirements  of  said  decree,  I, 
Philip  A.  Hoyne,  the  said  commissioner  in  said  decree  appointed,  do,  by 
virtue  thereof  &  for  the  purpose  of  carrying  out  the  provisions  of  said 
decree  in  regard  to  the  property  of  said  Rail  Way  Company  hereinafter 
described  &  for  the  purpose  of  transferring  to  &  vesting  in  said  Re- 
ceiver said  property  of  said  Rail  Way  Company  hereinafter  described  in 
consideration  of  one  dollar  to  me  in  hand  paid  by  said  Receiver,  hereby 
as  such  commissioner  &  in  the  place  of  and  for  said  Illinois  Grand  Trunk 
Railway  Company  transfer  assign  &  set  over  to  said  Receiver  J.  Tilden 
Moulton  all  the  following  mortgages,  coupons,  bonds,  notes,  cash  sub- 
scriptions and  books  of  subscription, 


together  with  all  right  title  &  interest  of  every  kind  and  nature  which  the 
said  defendant  the  Illinois  Grand  Trunk  Rail  Way  Company  has  in  &  to 
said  notes,  bonds,  coupons,  mortgages,  cash  subscriptions  &  books  of  sub- 
scription. 


730         CHICAGO,   BURLINGTON   &   QTJINCY   RAILROAD  COMPANY 

Witness  my   hand   and  seal   at   Chicago,   Illinois,   this   5th   day   of   August, 
A.  D.  1864. 

[Seal]  Philip  A.  Hoyne, 

Commissioner 
(Numerous  personal  property   descriptions  omitted.) 

DECREE— November  26,  1S64  Circuit  Court,  vs.   Northern   District  Illi- 
nois. 
Saturday  November  26th,  1864. 

Present  The  Eon.  Thomas  Drum- 
mond  Judge.  Charles  P.  Lusk 
Executor  &  C  of  Isaac  Park  de- 
ceased vs.  The  Illinois  Grand  Trunk 
Railway  Company  &  Oliver  Mc- 
Mahon. 

Chancery 
This  cause  came  on  this  day  to  be  further  heard  upon  the  former  pro- 
ceedings therein  and  upon  the  affidavit  of  E.  !S.  Hart  herein  tiled  the 
complainants  appearing  by  E.  S.  Hart  his  solicitor  and  the  defendant 
The  Illinois  Grand  Trunk  Railway  company  by  Goodwin  Lamed  and 
Goodwin  its  solicitors  and  was  argued  by  counsel  ami  it  appearing  to 
the  court  that  the  amount  decreed  to  Pe  due  and  owing  to  the  complain- 
ant from  said  defendant  the  Illinois  Grand  Trunk    Railway  company  by 

the  decree  of  this  court  entered  in  this  cause  on  the  twentieth  day  of 
July     A.     I).     Eighteen     hundred     and     sixty     four     still     remains     due     and 

wholly    unpaid    thereu] consideration    thereof    it    is    further    ordered 

adjudged   and   decreed    thai    the    Receiver  of   Tilden    Moulton   appointed 

in  said  cause  in  the  former  decree  of  this  courl  therein  entered  on  the 
twentieth  day  of  July  A.  D.  Eighteen  hundred  and  sixty  four  lie  au- 
thorized and  empowered  in  addition  to  the  authority  and  power  vested 
in  him  by  said  former  decree  to  sell  and  dispose  of  ill  the  manner  and 
at  the  place  provided  in  said  former  decree  each  and  all  of  the  cor- 
porate rights  franchises  and  privileges  of  said  defendant  the  Illinois 
Grand  Trunk  Kail  Way  company  and  to  convey  the  same  by  proper 
writings  to  the  purchaser  or  purchasers  thereof  ami  that  such  sale  by 
said  Receiver  shall  transfer  to  and  vest  in  such  purchaser  or  purchasers 
all  the  title  rights  powers  and  privileges  by  said  corporate  rights  fran- 
chises and  privileges  rested  in  or  appertaining  to  said  defendant  the 
Illinois  Grand  Trunk  Railway  company  and  that  notice  be  sent  by  mail 
to  Charles  11.  Gilman  of  Mendota  acting  secretary  of  said  defendant  of 
the  entering  of  this  additional  decree  and  that  the  sale  .if  said  corporate 
rights  franchisea  powers  and  privileges  by  said  Receiver  he  not  made 
until  thirty  days  from  this  date. 

Northern  District  of  Illinois  ss. 

I,  William  II.  Bradley,  clerk 
of  the  Circuit  Court  of  the  United  States  for  the  Northern  District  of 
Illinois  hereby  certify  the  above  and  foregoing  to  be  a  true  and  correct 
copy  from  the   Records   of  the   proceedings   of  said  Court  of  the   orders 


CORPORATE  HISTORY  731 

or  decrees  entered  of  record  of  the  respective  dates  July  30th  (20th) 
A.  D.  1864  &  November  26th  A.  D.  1864  in  the  cause  wherein  Charles 
F.  Lusk  Ext.  &C  is  complainant  and  the  Illinois  Grand  Trunk  E.  E.  Co  et 
al  are  defendants  as  the  same  appears  of  record  in  my  custody. 

In  testimony  whereof  I  have  hereunto  set  my  hand  and  affixed  the  seal 
of  said  circuit  court  at  office  in  Chicago  in  said  District  this  20th  day  of 
January  A.  D.  1863  &  of  our  Independence  the  89th  year. 

Wm.  H.  Bradley,  Cleric. 

DEED.  February  21,  1865,  J.  Tilden  Moultcm  Keceiver  to  James  Aikin. 
[U.  S.  Eev.  Stamp  $2] 

This  Indenture  made  this  Twenty-first  day  of  February  in  the  year  of 
our  Lord  one  Thousand  eight  Hundred  and  Sixty-five  Witnesseth — 
Whereas  The  Circuit  Court  of  the  United  States  for  the  Northern 
District  of  Illinois  sitting  in  Chancery  in  session  at  Chicago,  Illinois, 
did  on  the  twentieth  day  of  July  A.  D.  1864  make  a  certain  decretal 
order  in  a  cause  then  pending  in  said  Court  on  the  Chancery  side 
thereof,  wherein  Charles  F.  Lurk  executor  &c  of  Isaac  Park  deceased 
was  complainant  and  the  Illinois  Grand  Trunk  Eailway  Company  and 
Oliver  MeMahon  were  defendants — and  whereas  the  said  Court  sitting 
in  Chancery  in  session  at  Chicago,  Illinois,  did  on  the  twenty-sixth 
day  of  November  A.  D.  1864  make  an  additional  decretal  order  in  said 
cause  then  pending  in  said  Court  which  said  decretal  orders  were 
entered  of  record  on  the  records  of  said  Court  in  the  words  and 
figures  following,  that  is  to  say — 

"Circuit  Court  op  the  United  States  for  the  Northern  District 
of  Illinois  Sitting  in  Chancery,  Wednesday  July  20th  A.  D.  1864. 

Present  the  Hon.  David  Davis  Pre- 
siding Judge.  Present  Hon.  Thomas 
Drummond      Associate      J  u  d  g  e. 
Charles    F.    Lurk    Executor    &c    of 
Isaac  Park  deceased  vs.   The   Illi- 
nois   Grand    Trunk   Eailway   Com- 
pany &  Oliver  MeMahon. 
Chancery. 
This  cause  come  on  this  day  to  be  heard  upon  the  Bill  Answer  Eeplication 
Proofs    and    exhibits   filed    and   was    argued    by    counsel    and    thereupon 
upon  consideration  thereof  it  is  ordered  adjudged  and   decreed  as  follows 
viz:   That  the  said  complainant  have  and  recover  of  and  from  the  said 
defendant    the    Illinois    Grand    Trunk    Eailway    Company    the    sum    of 
twenty    seven    hundred    &    Seventy    two    Dollars    &    twenty    seven    cents 
together   with   interest   thereon   at   the   rate   of  six  per   cent   per   annum 
from   the    twenty   first   day    of   May   A.    D.    1862    and    the    costs    of   this 
suit  to  be  taxed — It  is  further  ordered  adjudged  and  decreed  that  the 
said    defendant    the    Illinois    Grand    Trunk    Eailway    Company    assign, 
transfer  and  deliver  to  the  Eeceiver  hereby  appointed  all  of  its  property, 
Eeal   and  personal   and   effects   equitable   interests  and   things   in   action 


732         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

of  every  name  kind  and  description,  including  the  road  bed  and  right 
of  way  of  said  Illinois  Grand  Trunk  Railway  Company  from  Joliet  in 
"Will  County  to  Albany  in  Whiteside  County,  Illinois,  which  belong  to 
it,  or  in  which  it  has  any  interest  within  ten  days  after  the  entering 
of  this  decree,  and  also  that  said  last  named  defendant,  The  Illinois 
Grand  Trunk  Eailway  Company  transfer  and  deliver  to  such  receiver 
all  books  and  papers  belonging  to  said  last  named  defendant  within 
the  time  and  upon  the  condition  above  named.  That  proper  deeds 
of  conveyance  shall  be  made  by  the  proper  officer  of  said  Railway 
Company  to  said  Receiver  of  all  the  Real  Estate  of  said  defendant, 
The  Illinois  Grand  Trunk  Railway  Company  and  that  proper  bills 
of  sale  or  assignment  &  endorsements  shall  be  made  of  all  personal 
property  ami  effects  of  said  last  named  defendant. — It  is  further  ordered 
adjudged  and  decreed  that  J.  Tilden  Moulton  Esq  be  and  he  is  hereby 
appointed  Receiver  of  all  the  property,  effects  equitable  interests  and 
things  in  action  of  every  name  and  kind  belonging  to  said  defendant 
The  Illinois  Grand  Trunk  Railway  Company  or  in  which  said  last 
named  defendant  has  any  interest  and  that  said  Receiver  take  pos- 
session of  all  such  property  effects  equitable  interests  and  things  in 
action  of  said  defendant  The  Illinois  Grand  Trunk  Railway  Company 
and  all  books  and  papers  of  said  Railway  Company,  and  that  said 
Receiver  after  having  given  legal  notice  of  the  time  and  place  of  sale, 
sell  at  public  auction  in  the  City  of  Chicago,  County  of  Cook  and 
Stat,  of  Illinois  to  the  highest  bidder  for  cash  all  such  property  effects 
equitable  interests  and  things  in  action  including  said  road  bed  and 
right  of  way  from  Juliet  to  Albany  as  aforesaid,  or  so  much  thereof  as 
may  be  necessary  to  pay  the  said  sum  of  Twenty  Seven  hundred  &  seventy 
two  dollars  and  twenty  seven  cents  with  interest  as  aforesaid  hereby 
decreed  to  be  due  and  owing  from  said  last  named  defendant  to  said 
complainant  together  with  the  costs  of  this  suit  and  his  costs  and 
expenses  as  Receiver  and  that  he  execute  and  deliver  deeds,  bills  of 
sale  or  other  instruments  of  conveyance  of  the  property  and  effects 
SO   sold    by   him    to   the    purchasers   thereof    in    due   and   proper   form. 

That  Wm.  II.  Bradley  Clerk  of  this  Court  within  five  days  from 
the  entering  of  this  decree  pass  over  and  deliver  to  said  Receiver  all 
Notes  Bonds  Coupons  Cash  subscriptions  &c  received  by  him  from  the 
defendant  A.  .1.  Matteson  and  which  belong  to  said  defendant  the 
Illinois  Grand  Trunk  Railway  Company  which  notes  Bonds  Coupons 
Cash   subscriptions  &c   are  described   as  follows  to  wit: 

Mortgage  &  Bonds  of  Horace  Root  &  Wife    Camanche $    100.00 

Mortgage  &  Bonds  of  W.  W.  Durant  &  Wife    Albany 2,000.00 

Mortgage  &  Bonds  of  Henry  Pease  &  Wife    Albany 2,000.00 

-Mortgage  &  Bonds  of  Alfred  Haines  &  Wife    Albany 3,000.00 

Mortgage  &  Bonds  of  Joseph  McMahon  &  Wife  Albany 300.00 

Mortgage  &  Bonds  of  James  McMahon  &  Wife     Albany 300.00 

Mortgage   &   Bonds   of  Cyrus  Wilson   &   Wife     Albany 200.00 

Mortgage  &  Bonds  of  Nicholas  Freck  &  Wife     Albany 500.00 

Mortgage  &  Bonds  of  William  Ewing  &  Wife     Albany 1,000.00 


CORPORATE  HISTORY  733 

Mortgage  &  Bonds  of  William  Prothrow  &  Wife  Wilton  Township  4,000.00 

Mortgage  &  Bonds  of  C.  G.  Nevitt  &  Wife     Albany 1,000.00 

Mortgage  &  Bonds  of  Samuel  Hopper  &  Wife     Albany 1,500.00 

Mortgage  &  Bonds  of  J.  D.  Mcllvaine  &  Wife     Albany 2,500.00 

Mortgage  &  Bonds  of  J.  D.  Mcllvaine  &  Wife     Albany 1,500.00 

Mortgage  &  Bonds  of  J.  D.  Mcllvaine  &  Wife     Albany 500.00 

Mortgage  &  Bonds!  of  Barzilla  Cottle  &  Wife    Albany 3,000.00 

Mortgage  &  Bonds  of  Barzilla  Cottle  &  Wife     Albany 1,500.00 

Mortgage  &  Bonds  of  J.  W.  Waldrof  &  Wife     Camanche 500.00 

Mortgage  &  Bonds  of  Wm  S.  Barnes  &  Wife     Albany 1,000.00 

Mortgage  &  Bonds  of  Wm.  Lawton  &  Wife     Camanche 800.00 

Also  Bond  of  Thomas  C.  Dyer  for 500.00 

Mortgage    of  David  Wray   &   Wife      Albany 500.00 

Bond   of   Horace   Anthony      Camanche 1,500.00 

Bond  of  Samuel  Hopper,  No  Mortgage  securing  it 1,500.00 

Also  Bond  of  the  Camanche  Albany  &  Mendota  Railroad  Com- 
pany with  Bond  of  Camanche  City  attached 1,000.00 

Note    of   J.    J.    Bolls 1,000.00 

Note  of  E.   G.  Butcher 400.00 

Coupons  detached  from  Bond  David  Wray  Nos.  3  &  4  $50  each .  100.00 
Coupons  detached  from  Bond  W.  W.  Durrant  Nos.  3   &  4  $200 

each    400.00 

Coupons  detached  from  Bond  Joseph  McMahon  Nos  3   &  4  $30 

each   60.00 

Coupons  detached  from  Bond  Alfred  Haines  Nos.  3  &  4  $300  each  600.00 

Coupons  detached  from  Bond  Samuel  Hopper  Nos.  3  &  4  $150  each  300.00 

Coupons  detached  from  Bond  Same     Nos.  3  &  4  $150 300.00 

Coupons    detached   from    Bond   John    D.    Mcllvane    Nos.    3    &    4 

$250  each    500.00 

Coupons  detached  from  Bond  Barzilla  Cottle  Nos.  3  &  4  $300  each  600.00 

Coupons  detached  from  Bond   Same    Nos.  3  &  4  $150  each 300.00 

Coupons  detached  from  Bond   Same    No.  2  $300  each 300.00 

Coupons  detached  from  Bond  James  McMahon  No.  4  $30  each.  30.00 

Coupons  detached  from  Bond  Wm  Ewing  No.  4  $100  each 100.00 

Coupons  detached  from  Bond  Henry  Pease  No.  3  $200  each 200.00 

Coupons  detached  from  Bond  Wm.  S.  Barnes  No.  4  $100  each..  100.00 
Coupons  detached  from  Bond  Wm.  Prothrow  Nos.  2,   3,  4  &  5, 

$400  each   1,600.00 

Also  a  Book  containing  subscriptions  to  any  legally  authorized  Com- 
pany to  build  Rail  Road  from  Albany  to  Mendota,  Dated  22d  July  1856. 

Also  containing  subscriptions  to  the  Camanche  Albany  Mendota  Rail 
Road  dated  March  12th  1858. 

Also  a  long  paper  headed  Camanche  Albany  &  Mendota  Rail  Road 
containing  a  large  number  of  subscriptions,  the  first  being  quoted  "H. 
A.  Hart  200  shares — $2,000.00"  and  the  last  of  said  subscriptions  being 
"Simpson  James  share  2  $200.00." 


73-i         CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

List  of  Coupons  attached  to  Bonds 

T.  C.  Dyer     Coupons  Xos.  3,  4,  .5,  6,  7,  8,  9  &  10  of $  .10.00  each 

William  Ewing  Coupons   Nos.  5,  6,  7,  8,  9   &  10  of 100.00  each 

Nicholas  Freck  Coupon  No  5  of ' .10.00  each 

Cyrus  Wilson  Coupons  Xos.  5,  6,  7,  8,  9  &  10  of 20.00  each 

James  MeMahon  Coupons  Xos.  5,  6,  7,  8,  9  &  10  of 30.00  each 

Joseph  MeMahon  Coupon  Nos.  5,  6,  7,  8,  9  &  10  of 30.00  each 

Alfred  Eaines  Coupons  Nos.  5,  6,  7,  8,  9  &  10  of 300.00  each 

Henry   Case  Coupons  Nos   I.  5,  6,  7,  8,  9  &  10  of 200.00  each 

Wm.  W.  Durrani   Coupons   Xos  5,  6,  7,  8,  9  &   10  of 200.00  each 

Eliza    A.  Eoot  Coupons   Xos    I.  5,  6,  7,  S,  9  &   10  of 10.00  each 

C.  G.  Nevitt  Coupons  Nos.  5,  6,  7,  9  &   LO  of 100.00  each 

Samuel    Hopper   Coupons    Nov.    .-,,   6,    7.   8,   9   &    10   of 150.00  each 

John    D.    Mcllvaine  Coupons   Xos  5,  6,   7,   8,  9   &    LO  of 2.10. 0(1    each 

John   D.   Mcllvaine  Coupons   Xos.  .1,  6,  7.  8,  9  &   10  of 1.10.00  each 

Same      I  loupons  Nos.  5,  6,  7.  8,  9  &  L0  of .10.00  each 

Bi  '/ilia   Cottle  Cou] -   Nos.  5,  6,  7.  8,  9  &   10  of 300.00  each 

same      Coupons  Nos.  5,  6,  7,  8,  9  &  10  of 1.10.00  each 

Horace  Anthony  Coupon  Xos.   i.  .1.  6,  7.  8,  9  &    10  of Mo. on   Bach 

Samuel  Hopper   Couj Xos.  .i.  6,  7.  8,  9  &   10  of 150.00   Each 

J.   W.  Waldorf  Coupon    Xos   6,   7.   8,  9   &    1"   of -10.00  Each 

William  Lawton  Coupon  Nos  1,5,6,7,8,9  4  10  of 80.00  Each 

David  Wray     Coupon    Nos.    5,  6,  7.  8,  9  &   10  of -10.00  Each 

Williams.  Barnes  Cou] Nos  5,  6,  7,  8,  9  &  10  of 100.00   Each 

Camanche  Albany  M.  B.  B.  Co  7  Coupons  of  $100.00  attached  to  which 
is  Camanche  city  Bonds  No.  3  Coupons  of  $6.00  100  Each,  the  above 
being  the  assets  of  said  defendant  the  Illinois  (.rami  Trunk  Bailway 
Companj  delivered  to  said  Wm.  II.  Bradley  by  said  Oliver  MeMahon 
by  order  of  sa  id  '  lourt — 

Also    John    Limit    and    wit'e    Mortgage    A.     Bond    each    for $     100.00 

Also  John  Lindt  Coupons  Nos.  1.  ■"-.  6,  7,  8,  9  &  10  for  $10  each.  .  70.00 

Also  David  Loy  and  wife  Mortgage  and  Bond  each  for 100.00 

Also  David   Loy  Coupons  Nos.   !,  5,  6,  7,  8,  9  &  10  $10  each 70.00 

Also  Augustus  Lettig  and  wife  Mortgage  and  Bond  each  for....  .100.00 

Also  Augustus  Lettig  Coupons  :;.  l.  5,  6,  7,  8,  9  &  L0  for  $50  each.  400.00 

Also  Henry  Klint  and  wife  Mortgage  and   B 1  each  for 200.00 

Also  Henry  Klint  Coupons  Xos.  4,  5,  6,  7,  8,  9  &  10  for  $20  each.  .  140.00 

Also  David  Sigmaul  and  wife  Mortgage  and  Bond  each  for 200. 00 

Also  David  Sigmaul  Coupons  Xos.  3,   1.  5,  •  '>,  7,  8,  9  &  10  for  $20 

each 160.00 

Also  Thomas  C.  Dyer  and  wife  -Mortgage  and  Bond  each  for.  .  .  .  .100.00 
Also  Thomas  C.  Dyer  Coupons  Nos.  4,  5,  6,  7,  8,  9  &  10  for  $.10 

each    350.00 

Also  Charles  S.  Freeman  and  wife  Mortgage  and  Bond  each  for.  -100.00 
Also  Charles  S.  Freeman  Coupons  Nos.  4,  5,  6,  7,  8,  9  &  10  for  $50 

each     350.00 


CORPORATE  HISTORY  735 

Also  Samuel  Mitchell  and  wife  Mortgage  and  Bond  each  for.  .  . .    3,000.00 
Also  Samuel  Mitchell  Coupons  Nos.  5,  6,  7,  8,  9  &  10  for  $300  each  1,800.00 

That  in  case  of  the  neglect  or  failure  of  the  proper  officers  of  said 
defendant  The  Illinois  Grand  Trunk  Railway  Company  to  assigns  trans- 
fer and  convey  to  the  said  Receiver  all  the  properties  real  and  personal 
equitable  interests  things  in  action  and  the  books  and  papers  belonging 
to  the  said  defendant  within  ten  days  from  the  date  of  the  entering 
of  this  decree  that  Phillip  A.  Hoyne  shall  lie  and  hereby  is  appointed 
a  Commissioner  for  and  in  the  place  of  said  Illinois  Grand  Trunk 
Railway  Company  to  make  execute  and  deliver  any  and  all  deeds 
assignments,  endorsements,  Bills  of  Sale  and  Conveyances  of  the  property 
and  effects  of  said  Illinois  Grand  Trunk  Railway  Company  and  shall 
for  said  defendant  the  Illinois  Grand  Trunk  Railway  Company  make 
execute  and  deliver  to  said  Receiver  deeds  of  conveyance  of  all  the 
real  estate  of  said  last  named  defendant  and  shall  by  proper  instru- 
ments in  writing  or  endorsements  assign  and  transfer  all  Bonds  Mort- 
gages Notes,  Coupons,  Cash  subscriptions,  property  and  effects  of  said 
last  named  defendant  to  said  Receiver  which  deeds,  bills  of  sale  assign- 
ments or  endorsements  shall  be  valid  to  pass  and  convey  to  said  Re- 
ceiver  all  the  right  title  and  interest  of  said  defendant  being  Illinois 
Grand  Trunk  Railway  Company  in  and  to  all  the  property  and  effects 
so  conveyed,  assigned  and  transferred — That  any  and  all  persons  having 
the  possession  or  control  of  any  Bonds,  mortgages  notes  Coupons  Cash 
subscriptions,  Books,  papers,  or  personal  property  of  any  kind  or  de- 
scription and  belonging  to  said  defendant  the  Illinois  Grand  Trunk 
Railway  Company  shall  upon  being  summoned  by  said  Receiver  so  to  do 
appear  before  said  Receiver  and  assign  transfer  and  deliver  over  to 
said  Receiver  under  oath  all  such  Bonds,  Mortgages  Notes  Coupons 
Cash  subscriptions  Books  papers  and  personal  property,  that  the  said 
Receiver  may  at  any  time  notify  any  of  the  officers  directors  or  stock 
holders  of  said  defendant  the  Illinois  Grand  Trunk  Railway  Company  to 
appear  before  him  at  his  office  in  the  City  of  Chicago  and  all  such  persons 
when  so  notified  shall  appear  before  said  Receiver  and  submit  to  such 
examination  under'  oath  as  the  Receiver  may  choose  to  make  touching 
the  property  effects  business  and  affairs  of  said  defendant  the  Illinois 
Grand   Trunk   Railway   Company — 

That  the  said  Receiver  out  of  the  avails  of  the  proceeds  of  the 
sale  of  the  property  and  effects  of  said  defendant,  shall  if  there  be 
a  sufficient  fund  first  pay  and  reimburse  himself  for  all  costs  expenses 
charges  and  commission  as  such  Receiver,  and  shall  next  pay  from 
such  avails  the  costs  of  this  suit — And  shall  next  pay  to  said  com- 
plainant or  to  his  solicitors  the  amount  hereby  decreed  to  be  due  with 
interest  thereon  to  the  date  of  payment  and  lastly  he  shall  pay  into  this 
Court  any  surplus  remaining  in  his  hands  after  making  the  payments 
above  enumerated — such  surplus  to  be  subject  to  the  further  order  of 
this  Court — And  that  said  Complainant  may  from  time  to  time  apply 
to    this    Court    for    such    further    order    or    decree    as    the    nature    of    the 


736         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

case  may   require   and  as  in   equity   and   good   conscience   shall   be   just 
and  proper. 

Saturday.  November  26th,  1864. 

Present  the  Hon.  Thomas  Drum- 
mond  Judge,  Charles  F.  Lurk 
Executor  &c  of  Isaac  Park  de- 
ceased vs.  The  Illinois  Grand  Trunk 
Railway  Company  &  Oliver  Mc- 
Mahon. 

Chancery. 

This  cause  came  on  this  day  to  be  further  heard  upon  the  former  pro- 
ceedings therein  and  upon  the  affidavit  of  E.  S.  Hart  herein  filed  the 
Complainants  appearing  by  E.  S.  Hart  his  solicitor  and  the  defendant 
the  Illinois  Grand  Trunk  Railway  Company  by  Goodwin  Lamed  & 
Goodwin  its  solicitors  and  was  argued  by  counsel  and  it  appearing 
to  the  Court  that  the  amount  decreed  to  be  due  and  owing  to  the 
Complainant  from  said  defendant  the  Illinois  Grand  Trunk  Railway 
Company  by  the  decree  of  this  Court  entered  in  Cause  on  the  twentieth 
day  of  July  A.  D.  Eighteen  hundred  and  sixty  four  still  remains  due 
and  wholly  unpaid,  thereupon  upon  consideration  thereof  it  is  further 
ordered  adjudged  and  decreed  that  the  Receiver  J.  Tilden  Moulton 
appointed  in  said  cause  in  the  former  decree  of  this  Court  therein 
entered  on  the  twentieth  day  of  duly  A.  D.  Eighteen  Hundred  and 
sixty  four  be  authorized  and  empowered  in  addition  to  the  authority 
and  power  vested  in  him  by  said  former  decree  to  sell  and  dispose  of 
in  the  manner  and  at  the  place  provided  in  said  former  decree  each 
and  all  of  the  corporate  rights  franchises  and  privileges  of  said  de- 
fendant the  Illinois  Grand  Trunk  Railway  Company  to  convoy  the 
same  by  proper  writings  to  the  purchaser  or  purchasers  thereof  and  that 
such  sale  by  said  Receiver  shall  transfer  to  and  vest  in  such  purchaser 
or  purchasers  all  the  title  rights,  powers  and  privileges  by  said  corporate 
rights  franchises  and  privileges  vested  in  or  appertaining  to  said  de- 
fendant The  Illinois  Grand  Trunk  Railway  Company  and  that  notice 
be  sent  by  mail  to  Charles  H.  Gilman  of  Mendota  acting  Secretary 
of  said  defendant  of  the  entering  of  this  additional  decree  and  that 
the  sale  of  said  corporate  rights  franchises  powers  and  privileges  by 
said  Receiver  be  not  made  until  thirty  days  from  this  date — 

And  whereas  more  than  thirty  days  elapsed  after  the  date  of  said 
last  mentioned  decree  and  the  money  decreed  to  be  due  the  complainant 
by  said  first  decree  being  still  unpaid  J.  Tilden  Moulton  the  Receiver 
appointed  by  said  first  mentioned  and  recited  decree,  and  in  pursuance  of 
the  power  and  authority  contained  in  said  decretal  orders  caused  to  be 
printed  and  published  in  the  Chicago  Post  a  daily  newspaper  of  general 
circulation  printed  and  published  in  the  City  of  Chicago  Illinois  for 
twenty-one  successive  days  commencing  on  the  twenty-eighth  day  of 
January  A.  D.  1865  and  ending  on  the  twenty-first  day  of  February 
A.  D.  1865  a  notice  for  the  sale  of  all  the  personal  property  and  assets 


CORPORATE  HISTORY  737 

of  said  defendant,  The  Illinois  Grand  Trunk  Railway  Company  and 
then  in  his  hands  consisting  of  Bonds  and  Mortgages,  Coupons  notes 
cash  subscriptions,  subscription  Books  and  Papers  and  all  rights  or 
equitable  interest  which  said  Railway  Company  had  in  the  same:  and 
also  the  Road  bed  and  right  of  way  of  said  defendant  The  Illinois 
Grand  Trunk  Railway  Company  from  Albany  in  Whiteside  County 
Illinois  to  Joliet  in  Will  County  Illinois — And  each  and  all  of  the 
corporate  rights  franchises  and  privileges  of  said  defendant  the  Illinois 
Grand  Trunk  Railway  Company  as  provided  in  said  decretal  orders  on 
the  twenty -first  day  of  day  of  February  A.  D.  1865  at  the  North  door 
of  the  Court  house  in  said  City  of  Chicago  at  ten  o'clock  in  the  fore- 
noon of  said  twenty-first  day  of  February  A.  D.  1865  as  appears  by  the 
report  of  said  sale  made  by  said  Receiver  in  said  cause — And  in  pur- 
suance of  the  powers  contained  in  said  decretal  orders  and  at  the  time 
and  place  mentioned  in  said  notice  the  said  J.  Tilden  Moulton  did 
proceed  to  sell  and  did  sell  all  of  the  personal  property  and  assets 
of  said  defendant  The  Illinois  Grand  Trunk  Railway  Company  in  his 
hands  the  same  being  the  items  as  enumerated  in  said  first  mentioned 
decretal  order — And  also  the  said  Road  bed  and  right  of  way  of  the  said 
defendant  The  Illinois  Grand  Trunk  Railway  Company  from  Albany 
in  Whiteside  County  Illinois  to  Joliet  in  Will  County  Illinois  and  each 
and  all  of  the  corporate  rights  franchises  and  privileges  of  said  de- 
fendant, The  Illinois  Grand  Trunk  Railway  Company  as  provided  for 
in  said  decretal  order,  and  which  property  was  sold  in  the  order  in 
which  the  same  is  enumerated  in  said  decree  as  is  shown  by  the  said 
Receivers  report  of  said  sale  made  in  said  cause — And  at  said  sale  James 
Aikin  bid  for  said  Road  bed  and  right  of  way  of  the  said  Illinois 
Grand  Trunk  Railway  Company  from  Albany  in  Whiteside  County 
Illinois  to  Joliet  in  Will  County  Illinois  and  each  and  all  of  the  Cor- 
porate rights,  franchises  and  privileges  of  said  defendant  The  Illinois 
Grand  Trunk  Railway  Company  as  named  and  described  in  said  de- 
cretal orders — the  sum  of  Two  Thousand  Dollars  and  he  being  the  highest 
bidder  at  said  sale  the  said  Road  bed  and  right  of  way  of  the  said 
defendant  The  Illinois  Grand  Trunk  Railway  Company  from  Albany  in 
Whiteside  County  Illinois  to  Joliet  in  Will  County  Illinois  and  each 
and  all  of  the  corporate  rights  franchises  and  privileges  of  said  de- 
fendant The  Illinois  Grand  Trunk  Railway  Company  whereby  said  Re- 
ceiver then  and  there  struck  off  and  sold  to  said  James  Aikin  at  the 
price  aforesaid — 

Now  therefore  know  all  men  by  these  presents  that  I,  J.  Tilden 
Moulton  as  such  Receiver  in  consideration  of  the  premises  and  of  the 
said  sum  of  Two  Thousand  Dollars  so  bidden  for  said  premises  as 
aforesaid  and  by  virtue  and  in  pursuance  of  said  decretal  orders  and 
said  sale,  Have  and  do  by  these  presents  grant  bargain  and  sell  unto 
the  'said  James  Aikin  and  to  his  heirs  and  assigns  the  said  Road  bed 
and  right  of  way  of  the  said  defendant  The  Illinois  Grand  Trunk  Rail- 
way Company  from  Albany  in  Whiteside  County  Illinois  to  Joliet  in 
Will  County  Illinois — And  each  and  all  of  the  corporate  rights  franchises 


738         CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

and  privileges  of  said  defendant  The  Illinois  The  Illinois  Grand  Trunk 
Railway  Company  Together  with  all  and  singular  the  hereditaments 
privileges  and  appurtenances  thereunto  belonging  or  in  anywise  apper- 
taining. 

To  have  and  to  hold  the  above  bargained  premises  unto  the  said 
James  Aikin   his   heirs  and  assigns  forever — 

In   testimony    whereof   the  said  J.   Tilden    Moulton    as   sueh   Receiver 
aforesaid   nave   hereunto   set    his   hand   ami   seal   on    the   twenty-first 
day  of  February    (A.  1).  1865)    one  thousand  eight   hundred  and  sixty- 
live 

J.  T.  Mm  i. ion.  Receiver  [seal] 

i    of   Illinois'] 
Cook  Count?  Iss. 

City  ok  Chicago 

1.  Phillip  A.  Eoyne  a  notary  public  in  and  for  the  City  of  Chicago 
in  the  County  of  Cook  an. I  State  of  Illinois,  do  hereby  certify  that  J. 
Tilden    Moulton    Receiver    personally    known    to    me    as    the    same    person 

whose  name  i-^  subscribed  to  the  annexed  Lnstrumenl  of  writing  ap- 
peared before  me  this  day  in  person  and  acknowledged  that  he  signed, 

sealed    and     delivered    the    said     instrument     of    writing    as     his     free     and 

voluntary  act,  for  the  uses  and  purposes  therein  set  forth. 

Given  under  my  hand  and  notarial  seal  this  Ninth  day  of  March 
A.    1'.    1865. 

PhUp     A.     ]|o\  ne 

|  Notary    Public,  Chicago,   111. 

(Filed   Decembi  r  3,  1870  at    1%  o'clock    P.   M. 

State  of  Illinois,     / 
County  of  LaSaj      j 

I.  John  F.  Buchner,   Recorder  of  D Is  and  keeper  of  the  records,  in 

and  for  said  county  and  state  aforesaid,  do  hereby  certify  that  the 
within  is  a  true  and  correel  copy  of  the  record  of  a  certain  instrument 
filed  iii  my  office  on  the  3Td  day  of  December  A.  D.  1870  at  1%  o'clock 
P.   M.  and  recorded  in  Book    117  of  records  at  page  293. 

In  Testimony  Whereof,  I  have  hereunto  set  my  hand  and  affixed  my 
Official  seal   at   Ottawa,  this  16th  day  of   March   A.   D.   1917. 

John    F.    Buchner 
,Lj  Recorder. 

DEED,  September  26,  1870  James  Aiken  et  ux  to  Joseph  V.  Thompson. 
[U.  S.  Rev.  stain].  50c] 

This  Indentun  made  this  26th  day  of  September  A.  D.  1870,  between 
James  Aiken  and  Josephine  his  wife  of  Mendota  in  the  County  of.  La 
Salle  and  state  of  Illinois  party  of  the  first  part  and  Joseph  V.  Thomp- 
son of  the  County  of  Bureau  and  State  aforesaid  party  of  the  second 
part,  Witnesseth  that  the  said  party  of  the  first  part,  for  and  in  consi- 


CORPORATE  HISTORY  7o9 

deration  of  one  dollar  and  other  valuable  consideration,  in  hand  paid 
by  the  said  party  of  the  second  part,  the  receipt  whereof  is  hereby 
acknowledged  and  the  said  party  of  the  second  part  forever  released 
and  discharged  therefrom,  have  granted,  bargained  and  sold  and  by  these 
presents  do  grant,  bargain  sell  convey  and  quit  claim  unto  the  said 
party  of  the  second  part  his  heirs  and  assigns  forever  all  the  road  bed 
depot  grounds,  stations  and  right  of  way  of  the  Illinois  Grand  Trunk 
Eailway  from  Albany  in  the  County  of  Whiteside  in  the  State  of  Illi- 
nois to  Joliet  in  the  County  of  Will  in  said  State  and  each  and  all  the 
corporate  rights  franchises  property  and  estate  of  said  Railway  except 
r\  idences  of  indebtedness,  meaning  and  intending  hereby  to  giant  bar- 
gain sell  and  convey  all  the  lands  property  rights  and  franchises  which 
the  said  James  Aiken  acquired  by  bis  purchase  and  by  the  deed  of  con- 
veyance made  to  him  under  a  decree  of  the  United  States  Circuit  Court 
for  the  Northern  District  of  Illinois,  which  deed  bearing  date  February 
21st,  A.  D.  1865  was  executed  and  delivered  to  the  said  James  Aiken  by 
J.  Tilden  Moulton  as  receiver  &c  in  a  certain  cause  in  said  deed  men- 
tioned and  which  deed  is  now  recorded  in  volume  53  of  deeds  in  the 
recorders  office  of  said  Bureau  County  at  page  558  except  however  all 
the  bonds  and  mortgages  and  other  evidences  of  indebtedness  if  any 
mentioned  in  said  Moulton  deed — the  same  not  being  intended  to  pass 
or  to  be  conveyed  by  this  deed.  To  have  and  to  hold  the  same,  together, 
with  all  and  singular  the  appurtenances  and  privileges  thereunto  be- 
longing, or  in  any  wise  appertaining  thereunto;  and  all  the  estate  right 
title  interest  and  claim  whatever  of  the  said  party  of  the  first  part,  either 
in  law  or  equity,  to  the  only  proper  use  and  behoof  of  the  said  party  of 
the  second  part,  his  heirs  and  assigns  forever.  And  the  said  party  of 
the  first  part,  for  himself  and  his  heirs,  executors  and  administrators 
doth  covenant,  promise  and  agree,  to  and  with  the  said  party  of  the 
second  part  his  heirs,  executors  administrators  and  assigns,  that  he 
hath  not  made  done  committed  or  executed  any  act  or  acts,  thing  or 
things  whatsoever,  whereby  or  by  means  whereof  the  above  mentioned 
and  described  premises,  or  any  part  or  parcel  thereof,  now  are,  or  at  any 
time  hereafter,  shall  or  may  be  impeached,  charged  or  incumbered,  in 
any  way  or  manner  whatsoever.  In  Witness  Whereof,  the  said  party  of 
the  first  part  hereunto,  set  their  hands  and  seals  the  day  and  year  above 
written. 

James    Aiken  [Seal] 

Josephine    Aiken  [Seal] 

State  of  Illinois 


ss 
La  Salle  County.  ' 


I,  L.  B.  Crooker,  a  Notary  Public  in  and  for  said  County  and  the 
State  aforesaid,  do  hereby  certify  that  James  Aiken  and  his  wife  Joseph- 
ine Aiken  personally  known  to  me  as  the  same  persons  whose  names  are 
subscribed  to  the  foregoing  instrument  of  writing,  appeared  before  me 
this  day  in  person  and  acknowledged  that  they  signed,   sealed  and   de- 


740         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

livered  the  said  instrument  of  writing  as  their  free  and  voluntary  act 
for  the  uses  and  purposes  therein  set  forth. 

And  the  s;ii<l  Josephine  Aiken  wife  of  the  said  James  Aiken  having 
been  by  me  examined,  Beparate  and  apart,  and  out  of  the  hearing  of  her 
husband  and  the  contents  and  meaning  of  the  said  instrument  of  writing 
having  been  by  me  fully  made  known  and  explained  to  her  and  she 
also  by  me  being  fully  informed  of  her  rights  under  the  homestead  laws 
of  this  State  acknowledged  that  she  had  freely  and  voluntarily  executed 
the  sainc,  and  relinquished  her  dower  to  the  lands  and  tenements  therein 
mentioned  and  also  her  rights  and  advantages  under  and  by  virtue  of 
all  laws  of  this  State  relating  to  the  exemption  of  Homesteads  without 
the  compulsion  of  her  said  husband  and  that  she  does  not  wish  to  re- 
tract the  same,  and  that  the  insertion  of  the  words  except  evidences  of 
indebtedness  &  the  erasures  of  the  words  "or  suffered"  were  made  by  me 
before   signing  of  the  same. 

Given  under  my  hand  and  Notarial  Seal  this  2(>th  day  of  September, 
A.  D.  1870. 

L.  B.  Crooker, 
[Seal]  Notary  Public 

(Filed  Dec. -3,  1870  at  lVs>  o'C  P.  M.) 


State  of  Illinois  / 

V    gg 

L\  Salle  County.} 

1.  John  F.  Buchner,  Recorder  of  Deeds  and  Keeper  of  the  Records,  in 
and  for  said  County,  and  State,  aforesaid,  do  hereby  certify  that  the 
within  is  a  true  and  nirnrt  copy  of  a  certain  instrument  filed  in  my 
Office  "ii  the  Third  (3rd)  day  of  December,  A.  D.  1870,  at  iy2  o'clock 
P.  M.,  and  recorded  in  Book  "147,"  of  Records,  at  Page  "301." 

In   Testimony    Whereof,   I   have   hereunto   set   my   hand  and  affixed  my 
Official  Seal,  at  Ottawa,  this  15th  day  of  March,  A.  D.  1917. 
[seal]  John  F.  Buchner, 

Recorder. 

DEED,  November  23,  1870  Joseph  V.  Thompson  et  ux  to  The  Illinois  Grand 
Trunk  Railway. 

Tli'is  Indenture  made  this  23d  day  of  Xovember  A.  D.  1870  between  Joseph 
V.  Thompson  and  his  wife  Maria  Thompson  of  the  County  of  Bureau 
and  State  of  Illinois  parties  of  the  first  part  and  the  Illinois  Grand 
Trunk  Railway  party  of  the  second  part  Witnesseth  that  the  said  party 
of  the  first  part  for  and  in  consideration  of  one  dollar  to  them  in  hand 
paid  by  the  said  party  of  the  second  part  and  other  valuable  considera- 
tions the  receipt  whereof  is  hereby  acknowledged  and  the  said  party  of 
the  second  part  forever  released  and  discharged  therefrom  have  granted 
bargained  and  sold  and  by  these  presents  do  grant  bargain  sell  convey 
and  quit  claim  unto  the  said  party  of  the  second  part  its  successors  and 
assigns  forever  all  the  road  bed  depot  grounds,  stations  and  right  of 
way  of  the  Illinois  Grand  Trunk  Railway  from  Albany  in  the  County 
of  Whiteside  in  the  State  of  Illinois  to  Joliet  in  the  County  of  Will  in 


CORPORATE  HISTORY 


741 


said  State  and  each  and  all  the  Corporate  rights  franchises  property 
and  estate  of  said  Railway  except  evidences  of  indebtedness  meaning 
and  intending  hereby  to  grant  bargain  and  sell  and  convey  all  the  lands 
property  rights  and  franchises  which  the  said  Joseph  V.  Thompson  ac- 
quired by  his  purchase  and  by  the  deed  made  to  him  by  James  Aiken 
and  wife  of  date  September  26,  A.  D.  1870  and  which  is  recorded  in  the 
recorders  office  in  said  Bureau  County  in  Vol.  53  of  deeds  at  page  579 
and  is  also  recorded  in  the  recorders  office  in  said  Whiteside  County  in 
Book  No.  54  at  page  168.  Said  property  having  been  conveyed  to  the 
said  James  Aiken  by  a  deed  made  to  him  by  J.  Tilden  Moulton  as  re- 
ceiver &c  of  date  February  21st,  A.  D.  1865,  and  which  is  recorded  in 
the  recorders  office,  of  said  Bureau  County  in  Volume  53,  of  Deeds  at 
page  558. 

To  have  and  to  hold  the  above  bargained  and  described  road  bed  de- 
pot grounds  stations  right  of  way  Corporate  rights  franchises  property 
and  estate  together  with  all  and  singular  the  appurtenances  and  privi- 
leges thereunto  belonging  or  in  any  wise  appertaining  and  all  the  estate 
right  title  interest  and  claim  whatsoever  of  the  said  parties  of  the  first 
part  either  in  law  or  equity  to  the  only  proper  use  benefit  and  behoof 
of  the  said  party  of  the  second  part  its  successors  and  assigns  forever. 

And  the  said  Joseph  V.  Thompson  party  of  the  first  part  for  himself 
his  heirs  executors  and  administrators  doth  covenant  promise  and  agree 
to  and  with  the  said  party  of  the  second  part  its  successors  and  assigns 
that  he  has  not  made  done  or  committed  any  act  or  acts  thing  or  things 
whatsoever  whereby  the  above  mentioned  and  described  premises  or  any 
part  or  parcel  thereof  now  are  or  at  any  time  hereafter  shall  or  may  be 
impeached  charged  or  incumbered  in  any  way  or  manner  whatsoever. 

In  Witness  Whereof  the  said  parties  of  the  first  part  have  hereunto 
set  their  hands  and  seals  the  day  and  year  first  above  written. 

Joseph  V.  Thompson         [Seal] 
Maria  Thompson  [Seal] 


State  of  Illinois 
Bureau  County 


ss. 


I,  Milo  Kendall  a  Notary  Public  in  and  for  the  said  County  in  the 
State  aforesaid  do  hereby  certify  that  Joseph  V.  Thompson  and  Maria 
his  wife  personally  known  to  me  to  be  the  same  persons  whose  names 
are  subscribed  to  the  foregoing  instrument  of  writing  appeared  before 
me  this  day  in  person  and  acknowledged  that  they  signed  sealed  and  de- 
livered the  said  instrument  of  writing  as  their  free  and  voluntary  act 
and  Deed  for  the  uses  and  purposes  therein  set  forth.  And  the  said 
Maria  Thompson  wife  of  the  said  Joseph  V.  Thompson  having  been  by 
me  examined  separate  and  apart  and  out  of  the  hearing  of  her  said  hus- 
band and  the  contents  and  meaning  of  the  said  instrument  of  writing 
having  been  by  me  fully  made  known  and  explained  to  her  and  she  also 
by  me  being  fully  informed  of  her  rights  under  the  homestead  laws  of 
this  State,  acknowledged  that  she  had  freely  and  voluntarily  executed 


(42         CHICAGO,  BURLINGTON    A:    QUINCY   RAILROAD   COMPANY 

the  same,  and  relinquished  her  dower  to  the  lands  and  tenements  therein 
mentioned  and  also  all  her  rights  and  advantages  under  and  by  virtue 
of  all  laws  of  this  state  relating  to  the  Exemption  of  homesteads  with- 
out compulsion  of  her  said  husband  and  that  she  docs  not  wish  to  re- 
trael    the   same. 

Given   under   my    hand    and    seal   Notarial    this   25th    day    of   November 
A.  1>.   1870. 

Milo  Kkndall, 
[seal]  Notary   Public   f<>r  Bureau   Co.,  /".v. 

Filed  Dec.  3.  lS7ti,  at  1%  o'C  I'.   M.) 

state  of  Illinois  / 

La  Salle  coin  i     j 
I,  John  F.  Buchner,  Recorder  of  Deeds  and   Keeper  of  the  Records,  in 

and  for  said  County  and  State  aforesaid,  do  hereby  certify  that  the 
within  is  a  true  and  correct  copy  of  a  certain  instrument,  tiled  in  my 
Office  on  the  third  (3rd)  day  of  December,  A.  D.  1870,  at  lV.j  o'clock 
P.    M..   ami   recorded    in    Book    ••117."   of    Records  at    Cage   "302." 

In   Testimony   Whereof,   I   have  hereunto  set   my   hand  and  affixed   my 
Official   Seal,  at   Ottawa,  this  loth   day  of   March,   A.  D.   1917. 

\l]  John  F.  Buchner, 

E<  cordi 

ACT  OF  LEGISLATURE,  Approved  February  28,  1867. 

A\  ACT  to  incorporate  the  Illinois  (Hand  Trunk  Railway. 
Section  1.  />'<  it  enacted  i>n  tht  Peoph  of  tin  Statt  of  Illinois,  repre- 
led  in  ih'  General  Assembly,  That,  William  P.  Pierce,  Henry  Sherrill, 
('has.  II.  (iilinan,  Jacob  Albright,  and  A.  .1.  Mattson,  and  their  associ- 
ates,  successors  and  assigns,  be  ami  they  are  hereby  created  a  body  cor- 
porate, by  the  name  and  style  of  "The  Illinois  Grand  Trunk  Railway," 
with  perpetual  succession,  ami  power  to  build,  maintain  and  use  a  rail- 
road, from  some  point  or  points  on  the  Mississippi  river,  either  at  Rock 
Island,  Fulton  or  any  intermediate  poinl  or  points,  to  Prophetstown, 
Mendota,  Newark,  the  village  of  Lisbon,  Grintown  and  Joliet  to  Chi- 
cago, or  to  any  desirable  point  on  the  Indiana  state  line.  The  said  rail- 
road to  he  built  on  or  near  the  established  line  of  the  old  Illinois  Grand 
Trunk  Railway,  as  nearly  as  may  he  practicable,  from  Prophetstown  to 
Joliet.  running  through  the  places  before  named,  between  Prophetstown 
and  Joliet.  To  purchase,  hold  Lease,  sell  and  convey  estate,  whether 
real,  personal  or  mixed,  so  far  as  may  he  necessary  to  carry  out  the  in- 
tentions of  this  act;  and  in  their  corporate  name,  may  sue  and  be  sued 
as  natural  persons;  to  have  and  use  a  common  seal;  to  make  all  by-laws, 
rules  and  regulations  deemed  necessary  and  proper  for  the  government 
and  management  of  said  corporation  and  its  affairs;  and  shall  have  the 
right  to  exercise  all  powers  which  are  or  may  be  necessary  to  carry  into 
effect  the  purposes  and  objects  of  this  act;  ami  also  for  such  purposes, 
may   make,   execute    and    deliver   bonds,   notes,   mortgages    or   other   evi- 


CORPORATE  HISTORY  743 

deuces  of  indebtedness  and  agreements  to  pay  the  same;   and  for  such 
purposes,  may  negotiate  for  and  take  the  same. 

§  2.  Said' corporation  shall  have  the  right  to  negotiate  for  and  pur- 
chase the  road-bed  and  right  of  way  of  the  late  or  old  "Illinois  Grand 
Trunk  Eailway,"  from  Albany,  in  Whiteside  county,  to  Joliet,  in  Will 
county,  and  each  and  all  of  the  corporate  rights,  franchises,  and  privi- 
leges of  said  old  Illinois  Grand  Trunk  Eailway  Company,  and  to  go  on 
and  build  and  complete  the  same  when  so  purchased  to  all  intents  and 
purposes,  the  same  as  said  Illinois  Grand  Trunk  Eailway  might  have 
done,  had  the  organization  thereof  been  kept  up;  but  nothing  in  this 
act  shall  be  construed  to  make  the  corporation  hereby  formed  liable  in 
any  way  or  manner  to  pay  the  debts  of  said  old  Illinois  Grand  Trunk 
Eailway  Company.  And  all  rights,  privileges,  franchises  and  property 
which  have  lapsed  and  reverted  to  the  State  of  Illinois  from  the  failure 
of  the  old  Illinois  Grand  Trunk  Eailway,  are  hereby  granted  and  vested 
in  the  corporation  created  by  this  act. 

§  3.     The  said  corporation  is  hereby  authorized  by  their  agents,  sur- 
veyors and  engineers,  to  cause  such  examination  and  surveys  to  be  made 
of  the  ground  and  country  between  said  points  above  mentioned,  from 
the  west  to  the  east  line  of  this  state,  as  shall  be  necessary  to  determine 
and  select  the  most  proper,  direct  and  feasible  route  whereon  to  construct 
their  said  railroad;  and  it  shall  be  lawful  for  said  corporation  to  enter 
upon  and  take  possession  of  and  use   all   such   lands  and  real  estate   as 
may   be   necessary   for   the   construction,   maintenance    and   operation   of 
their  said  railroad:     Provided,  that  all  lands  or  real  estate  entered  upon 
and  taken  possession  of  and  used  by  said  corporation  for  the  purposes 
and  accommodation  of  said  railroad,  or  upon  which  the  site  of  said  rail- 
road shall  have  been  located   and  determined  by  said  corporation,  shall 
be  paid  for  by  said  company  to  the  owner  or  owners  thereof,  by  the  use 
of  the  same  for  the  purposes  of  said  railroad;  and  all  lands  entered  upon 
and  which  are  not  donated  to  said  company  for  the  use  of  said  railroad 
shall  be  paid  for  by  said  corporation,  at  such  price  as  may  be  mutually 
agreed  upon  by  the  corporation  and  the  owner  or  owners  of  such  lands; 
and  in  all  cases  where  said   company  shall  not   be   able  to   acquire   the 
right  of  way  through  any  lands  or  premises  they  may  wish   to   occupy 
for  the  purposes  of  said  railroad  or  its  appendages  by  purchase  or  volun- 
tary cession,  said  company  may  proceed  to  obtain  such  right  of  way  by 
the  provisions  of  "An  Act  to  provide  for  a  general  system  of  railroad 
incorporations,"  approved  November  5,  1849;  and  any  act  or  acts  passed 
amendatory  thereof  or  supplemental  thereto;   and  said  corporation  shall 
have  and  possess  all  the  powers,  privileges  and  immunities  provided  in 
and  by  said  general  railroad  act,  or  acts  amendatory  thereof,  or  supple- 
mental thereto. 

§  4.  The  capital  stock  of  said  company  shall  be  one  million  dollars, 
which  may  be  increased  to  such  amount  as  may  be  found  necessary  to 
complete  said  road.  Said  stock  shall  be  divided  into  shares  of  one  hun- 
dred dollars  each,  which  shall  be  deemed  personal  projterty,  and  may  be 
issued  and  transferred  as  the  board  of  directors  may  prescribe. 


744         CHICAGO,  BURLINGTON   &   QUINCY  RAILROAD  COMPANY 

§  5.  The  time  of  holding  the  annual  meetings  of  said  corporation  for 
the  election  of  directors,  shall  be  fixed  and  determined  by  the  by-laws 
of  said  company;  and  at  all  meetings  each  stockholder  shall  be  entitled 
to  vote  in  person,  or  by  lawful  proxy,  one  vote  for  each  share  in  the 
stock  he,  she  or  they  may  hold  bona  fide  in  said  corporation. 

§  6.  The  persons  named  in  the  first  section  of  this  act  are  hereby 
appointed  the  directors  of  said  corporation,  and  shall  hold  their  office 
for  one  year  from  the  first  day  of  June,  A.  D.  1867,  or  until  others  are 
elected;  and  said  persons  heretofore  named  in  section  one  of  this  act, 
are  also  appointed  commissioners,  who,  or  a  majority  of  whom,  are  here- 
by authorized  to  open  stock  subscription  books  for  the  capital  stock,  at 
such  ;i  time  or  times  and  place  or  places,  as  they  may  deem  proper;  said 
commissioners  shall  require  each  subscriber  to  pay  five  dollars  on  each 
share  of  capital  stock  subscribed  at  the  time  of  subscribing.  The  direc- 
tors appointed  by  this  act,  or  a  majority  of  them,  shall  constitute  a 
quorum  for  the  transaction  of  business,  and  shall  elect  one  of  their  num- 
ber to  be  president  of  said  company.  They  shall  also  elect  a  secretary 
and  treasurer,  and  such  officers  and  agents  as  they  shall  deem  proper. 
In  case  a  vacancy  occurs  in  the  board  of  directors,  it  may  be  filled  by 
the  remaining  directors,  or  as  the  by-laws  of  said  corporation  may  pre- 
scribe; mi  person  shall  hereafter  be  elected  a  director  in  said  company, 
unless  he   shall   be  a   stockholder  thereof. 

§  7.  The  right  of  way,  and  real  estate  acquired  for  the  right  of  way 
and  depot  ground,  by  said  company,  whether  by  mutual  agreement  or 
otherwise,  or  which  shall  become  the  property  of  the  company  by  opera- 
tion of  law,  as  in  this  act  provided,  shall,  upon  the  payment  of  the 
amount  of  money  belonging  to  the  owner  or  owners  of  said  lands  as  a 
compensation  for  the  same,  become  the  property  of  said  company  in  fee 
simple. 

$  8.  That  when  the  lands  of  any  femmes  covert,  persons  under  age, 
nun  compos  mentis,  or  any  non-resident  of  the  State,  shall  be  taken  in 
the  construction  of  said  railroad,  as  is  provided  by  this  act,  the  said  cor- 
poration shall  pay  the  amount  that  shall  be  awarded  as  due  to  said 
owner  or  owners,  respectively,  whenever  the  same  may  be  lawfully  de- 
manded, together  with  interest  thereon  at  six  per  cent  per  annum.,  or 
may  deposit  the  amount  with  the  county  treasurer  of  the  county  in  which 
the  land  so  taken  lies. 

§  9.  It  shall  be  lawful  for  the  company  created  by  this  act  to  unite 
with  any  railroad  company  whose  line  of  road  comes  to  the  east  line  of 
this  State  from  the  east,  and  it  may  also  unite  with  any  railroad  com- 
pany whose  line  of  road  comes  to  the  Mississippi  Eiver  from  the  west, 
or  with  any  such  company  or  companies  who  have  the  right  to  use  any 
railroad  or  railroads  coming  to  the  said  east  line,  or  to  the  Mississippi 
Eiver,  or  the  company  hereby  formed  may  lease  or  sell  their  road  to  any 
company,  either  in  or  out  of  this  State  who  will  agree  to  furnish  the 
capital  to  finish,  build,  construct,  furnish  and  equip  said  railroad  to 
completion  for  practical  use,  and  that  such  purchasing  or  leasing  com- 


CORPORATE  HISTORY  745 

pany  may  go  on  and  complete  said  railroad,  and  work  the  same  with  like 
power  and  effect,  and  in  the  name  of  the  company  hereby  formed. 

§  10.  For  the  purpose  of  facilitating  the  construction  of  the  railroad 
authorized  by  this  act,  said  corporation  is  empowered  to  borrow  money 
and  pledge  its  property,  both  real  and  personal,  and  its  rights,  credits 
and  franchises,  to  secure  the  payment  thereof. 

§  11.  This  act  shall  be  deemed  to  be  a  public  act,  and  shall  take 
effect  from  and  after  its  passage. 

Approved  February  28,  1867. 

Private  Laivs  Illinois  1867  Vol.  2  Page  595 

ACT  OF  LEGISLATURE,  Approved  March  25,  1869. 

AN  ACT  to  amend  an  act  entitled  "An  Act  to  incorporate  The  Illinois 
Grand  Trunk  Railway.     In  force  March  25,  1869. 

Section  1.  Be  it  enacted  by  the  People  of  the  State  of  Illinois,  repre- 
sented in  the  General  Assetmbly,  That  any  city,  incorporated  town  or  town- 
ship, which  may  be  situated  on  or  near  the  route  of  the  Illinois  Grand 
Trunk  Railway,  west  of  the  city  of  Mendota,  via  Prophetstown,  to  the 
Mississippi  River,  may  become  subscribers  to  the  stock  of  said  railway, 
and  may  issue  bonds  for  the  amount  of  such  stock  so  subscribed,  with 
coupons  for  interest  thereto  attached,  under  such  limitations  and  re- 
strictions and  on  such  conditions  as  they  may  choose  and  the  directors 
of  said  company  may  approve,  the  proposition  for  said  subscriptions 
having  been  first  submitted  to  the  inhabitants  of  such  city,  town  or 
township,  and  approved  by  them;  and  upon  application  of  any  ten  voters 
of  any  city,  town  or  township,  as  aforesaid,  specifying  the  amount  to  be 
subscribed  and  the  conditions  of  said  subscriptions,  it  shall  be  the  duty 
of  the  clerk  of  such  city,  town  or  township,  immediately,  to  call  an  elec- 
tion in  the  same  manner  that  other  elections  for  said  city,  town  of  town- 
ship, are  called,  for  the  purpose  of  determining  whether  said  city,  town 
or  township  will  subscribe  to  the  stock  of  said  railway;  and  if  a  ma- 
jority of  said  voters  shall  be  for  subscription,  then  the  corporate  au- 
thorities of  said  city,  town  or  township,  and  the  supervisor  and  town 
clerk  of  said  township  so  voting  shall  cause  said  subscription  to  be  made, 
and  upon  its  acceptance  by  the  directors  of  said  company  shall  cause 
bonds  to  be  issued,  in  conformity  with  said  vote;  which  bonds  shall  not 
be  of  less  denomination  than  one  hundred  dollars,  and  in  no  case  bear 
a  higher  rate  of  interest  than  ten  per  cent:  Providing,  no  such  election 
shall  be  held  until  at  least  thirty  days'  previous  notice  thereof  shall  be 
given  in  the  manner  prescribed  by  law. 

§  2.  It  shall  be  the  duty  of  the  proper  authorities  of  any  city,  town 
or  township,  issuing  bonds  as  aforesaid,  to  make  all  necessary  arrange- 
ments, and  provide  for  the  prompt  payment  of  all  interest  and  other 
liabilities  accruing  thereon;  and  to  levy  such  taxes  as  may  be  necessary 
therefor,  as  other  taxes  are  levied  bv  them. 


746         CHICAGO,  BURLINGTON   &    QTJINCY  RAILROAD  COMPANY 

§  3.  This  act  shall  be  liberally  construed  for  the  purposes  intended 
and  expressed  therein,  and  shall  be  held  to  be  a  public  act,  aud  shall  be 
in  force  from  and  after  its  passage. 

Approved  March  25,  1869. 

PrivaU    Laws  lUmois  1869  Vol.  3  Page  307. 

CONTRACT.  October  1.  1870.     Illinois  Grand  Trunk  Railway  and  James 
F.  Joy. 

-  Indenture,  made  this  first  (1st  i  day  of  October,  in  the  year  of  our 
Lord  eighteen  hundred  and  seventy  (1870),  by  and  between  the  Illinois 
Grand  Trunk  Railway,  a  corporation  organized  under  and  in  accordance 
with  the  laws  of  the  State  of  Illinois,  party  of  the  first  part,  and  James 
F.  Joy  of  Detroit,  in  the  state  of  Michigan,  party  of  the  second  part. 

Whereas,  the  said   iirst    party  is  authorized   by  its  charter  and  the  laws 
1    to   construct,    maintain,   and    operate  a    railroad    from   some   point 
on  the  Mississippi  River  al  Fnlton,  Rock  Island,  oi  intermediate  those  points, 
by  way  of  Prophetstown  and  Mendota,  to  Joliet,  and  thence  to  Chicago  or 
the   Indiana   State  line,  and   has  already   located   that    pari    of  its  railroad   be- 
tween Mendota  and  Prophetstown,  and  is  now  ready  to  proceed  with  the 
struction   of  that    pari    of  said   railroad. 
And    whereas,   certain    towns,   municipalities,   and    individuals  along   the 

line   of   said    railroad    at    and    between    Prophetstown    and    Mendota,    to    aid 

and  secure  the  construction  of  the  same  between  Prophetstown  and  Men 
dota,  have  agreed  to  subscribe  to  the  capital  stock  of  said  company  and 
to  issue  bonds  therefor,  and  to  contribute  individually  to  an  amount  in 
the  __  _  te  to  about  two  hundred  thousand  (200,000)  dollars,  which 
said  bonds  and  contributions  cannot  be  delivered  to  or  had  by  said  first 
party  until  the  said  railroad  shall  be  constructed  and  in  operation  from 
Prophetstown    to    Mendota    i  i.    which    the    said    first    party,    now 

without  credit,  is  unable  alone  of  itself  to  accomplish. 

is,  said  firsl  party,  for  the  purpose  of  obtaining  money 
necessary  to  proceed  with  the  construction  of  said  section  of  railroad 
between  Mendota  and  Prophetstown,  to  procure  and  pay  for  the  right  of 
way  and  to  pay  the  contractor,  the  said  second  party,  who  hereby  agrees 
to  obtain  the  iron,  ties,  ami  other  material  necessary  for  the  construction 
of  said  section  of  railroad,  and  to  construct  and  complete  the  same  as 
hereinafter  stated,  has  executed  and  is  a  Lout  to  issue  its  bonds  as  fol- 
lows: twelve  hundred  ami  ten  (1,210)  in  all,  seven  hundred  and  ten  (710) 
of  them  in  sums  of  one  thousand  (1,000)  dollars  each,  and  live  hundred 
(500)  in  sums  of  five  hundred  (500)  dollars  each,  all  bearing  even  date 
herewith,  with  semiannual  interest  thereon  at  the  rate  of  eight  (8)  per 
cent  per  annum,  free  of  government  tax,  with  both  principal  and  inter- 
est payable  in  the  city  of  Boston,  which  said  bonds  amount  in  the  aggre- 
gate to  nine  hundred  and  sixty  thousand  (960,000)  dollars  and  have  not 
more  than  twenty  (20)  years  to  run  to  maturity;  all  of  which  said  bonds 
are  to  he  stamped  as  the  law  requires,  and  their  payment  has  been  secured 
by  a  deed  of  trust  or  mortgage  duly  executed  by  said  first  party  to  John 


CORPORATE  HISTORY  747 

X.  Denison  and  Stephen  V.  R.  Thayer  of  Boston,  Massachusetts,  on  its 
aforesaid  railroad,  made  and  to  be  made,  its  right  of  way,  road-bed, 
superstructure,  grounds,  buildings,  and  all  other  of  its  property  con- 
nected therewith,  together  with  the  rights,  privileges,  and  franchises  of 
said  first  party  belonging  thereto,  and  the  revenues  to  be  derived  there- 
from, which  said  trust  mortgage  bears  even  date  herewith,  and  has  been 
duly  recorded  in  the  counties  through  which  said  railroad  runs. 

Jin!  whereas,  the  proceeds  of  said  bonds  and  other  means  of  said  first 
party  will  be  sufficient  only  for  the  construction  and  completion  of  said 
section  of  railroad  between  Prophetstown  and  Mendota,  and  the  said 
first  party  is,  and  when  said  railroad  shall  be  completed  as  herein  pro- 
vided, will  be,  wholly  unable  to  procure  the  equipment  or  any  part  thereof 
necessary  for  the  maintenance  and  operation  of  said  railroad,  and  in 
order  that  the  same  may  be  equipped,  maintained,  and  operated  in  such 
manner  as  the  public  convenience  may  require,  and  a  fund  be  created 
for  the  annual  purchase  of  said  bonds  at  not  above  par  and  accrued  in- 
terest, so  that  a  present  sale  can  be  made  of  the  same  in  the  market,  it 
has  become  necessary  for  said  first  party  to  make  with  the  said  second 
party  the  agreements  and  covenants  hereinafter  mentioned. 

Note,  therefore,  tlii.s  indenture  icitnesseth:  That  the  said  second  party 
hereby  stipulates  and  agrees,  for  the  considerations  hereinafter  men- 
tioned, to  obtain  and  pay  for  the  right  of  way,  so  far  as  has  not  already 
been  obtained,  from  Prophetstown  to  Mendota,  and  to  procure  all  the 
iron,  ties,  and  other  necessary  materials,  and  to  construct  thereon  and 
complete  in  a  good,  substantial  manner  a  first-class  railroad  with  all 
necessary  switches,  turnouts,  and  station  houses  from  Prophetstown  to 
Mendota  aforesaid,  and  have  the  same  completed  and  ready  for  use  on  or 
before  the  first  day  of  July,  A.  D.  eighteen  hundred  and  seventy-one 
(1871),  and  in  the  construction  of  said  section  of  railroad  the  said  second 
party  agrees  to  iron  the  same  with  iron  weighing  not  less  than  fifty-four 
(54)  pounds  to  the  yard,  to  be  laid  with  fish  joint  and  be  fully  spiked, 
surfaced  up,  and  made  ready  for  use,  with  all  needful  ditching,  road 
crossings,  and  fencing,  all  to  be  done  under  the  plans  and  specifications 
and  directions  to  be  made  and  given  by  the  chief  engineer  who  shall  be 
placed  by  said  first  party  in  charge  of  the  construction  of  the  said  sec- 
tion of  railroad. 

And  the  said  first  party,  in  consideration  of  the  construction  and 
completion  of  said  section  of  railroad  between  Prophetstown  and  Mendo- 
ta as  aforesaid,  hereby  agrees,  immediately  on  the  execution  of  this  con- 
tract, and  as  a  part  of  the  consideration  to  said  second  party  for  the 
construction  of  the  aforesaid  section  of  railroad,  to  assign,  transfer,  and 
deliver  to  said  second  party  the  aforesaid  nine  hundred  and  sixty  thou- 
sand (960,000)  dollars  of  first  mortgage  bonds  of  said  first  party  as  here- 
inbefore mentioned,  to  be  received,  owned,  and  negotiated,  or  otherwise 
appropriated,  by  said  second  party  in  such  manner  as  to  him  shall  seem 
best. 

The  said  first  party  further  agrees,  in  further  payment  to  said  second 
party  for  the  construction   of  the   aforesaid  section   of  railroad,   on   the 


748         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

completion  of  the  same  to  deliver  or  cause  to  be  delivered  to  him  all  the 
aforesaid  township  and  municipal  bonds,  amounting  to  one  hundred  and 
ninety-four  thousand  (194,000)  dollars,  and  donations  to  the  amount  of 
six  thousand  (6,000)  dollars,  voted  and  made  to  secure  the  construction 
of  said  section  of  railroad,  amounting  in  the  aggregate  to  two  hundred 
thousand    (200,000)    dollars. 

The  said  first  party  also  agrees,  in  further  payment  to  said  second 
party  for  the  construction  of  the  aforesaid  section  of  railroad,  upon  the 
execution  of  this  instrument  to  assign  or  cause  to  be  assigned,  trans- 
ferred, and  delivered  to  him  all  the  capital  stock  which  has  hitherto  been 
issued,  excepting  that  which  has  been  issued  to  townships  and  municipali- 
ties in  payment  of  the  township  and  municipal  bonds  hereinbefore  men- 
tioned, and  also  to  assign  and  issue  to  said  second  party  so  much  addi- 
tional capital  stock  as  may  be  required  to  make  the  capital  stock  to  be 
delivered  to  said  second  party  amount  to  twenty  thousand  (20,000)  dol- 
lars per  mile  on  said  section  of  railroad  between  Mendota  and  Prophets- 
town,  and  to  issue  certificates  therefor  to  said  second  party  whenever  he 
shall  demand  the  same;  and  said  first  party  further  agrees  to  issue  no 
certificate  of  stock  to  any  other  party  or  parties  whomsoever  without  the 
written  consent  of  said  second  party  until  the  option  hereinafter  reserved 
to  said  second  party  to  construct  other  sections  of  said  road  shall  have 
expired. 

The  said  party  of  the  first  part,  for  the  considerations  hereinafter  men- 
tioned, hereby  further  covenants  and  agrees  that  upon  the  completion  of 
Baid  section  of  railroad  between  Prophetstown  and  Men  dot  a,  the  said 
party  of  the  second  part,  his  heirs  and  assigns,  shall  thereupon  have  and 
continue  to  hold  the  side  and  exclusive  possession  of  said  railroad  of  said 
first  party,  and  may  run,  maintain,  and  operate  said  section  of  railroad, 
and  receive  the  tolls,  incomes,  and  profits  thereof  and  to  be  derived 
therefrom,  ami  appropriate  the  same  to  his  own  use,  and  as  he  shall  be 
advised  upon  compliance  witli  the  terms  and  provisions  hereinafter  pro- 
vided to  be  kept  and  performed  on  his  part.  And  the  said  second  party 
shall  also  have  the  right  and  it  shall  lie  optional  with  him  to  construct 
or  not,  as  he  shall  think  proper,  the  whole  or  any  portion  of  said  railroad 
lying  wcst  0f  Propetstown,  or  the  whole  or  any  part  of  said  railroad 
lying  east  of  Mendota;  bul  it  is  mutually  understood  that  the  said 
second  party  is  not  required  by  the  terms  of  this  contract  to  construct 
any  portion  of  said  railroad  other  than  that  lying  between  Prophetstown 
and    .Mendota. 

And  the  said  second  party,  in  consideration  of  the  right  to  possess, 
maintain,  and  operate  said  section  of  railroad  between  Prophetstown 
and  .Mendota,  and  to  receive  the  tolls,  incomes,  and  profits  therefrom  as 
above  provided,  hereby  agrees  that  he  will,  immediately  upon  the  com- 
pletion of  said  section  of  railroad  from  Mendota  westward  to  Prophets- 
town, either  by  himself  or  his  duly  authorized  agents,  take  exclusive 
possession,  control,  and  management  thereof,  and  will,  either  himself  or 
by  his  said  agents,  equip,  maintain,  and  operate  the  said  section  of  rail- 
road and  receive  the  tolls  and  income  thereof,  and  pay  the  semi-annually 


CORPORATE  HISTORY 


749 


accruing  interest  on  said  first  mortgage  bonds  of  said  first  party,  and 
procure  the  Chicago,  Burlington   and  Quincy   Railroad   Company   to   set 
aside  forty  (40)  per  cent  of  the  gross  earnings  on  its  own  road  derived 
from  the  business  going  to  and  coming  from  the  said  section  of  railroad 
between  Prophetstown   and   Mendota,    for   the   annual   purchase    of    said 
bonds   at   the   lowest   price   at   which   proposals   may   be   made,   but   not 
above  par  and  accrued  interest,  and  also  hereby  agrees  to  pay  all  taxes 
that  shall  be  lawfully  assessed  on  said  section  of  railroad,  and  pay  all 
damages  that  may  be  incurred   or  occasioned  in   the   maintenance   and 
operation  thereof,  and  save  said  party  of  the  first  part  harmless  there- 
from; or  he  will  procure  a  contract  to  be  entered  into  by  and  between 
the   Chicago,   Burlington   and    Quincy    Railroad    Company    and    the    said 
first  party,  in  virtue  of  which  the  said  Chicago,  Burlington  and  Quincy 
Railroad  Company  shall,  upon  the  completion  of  said  section  of  railroad 
as  herein  provided^  take  absolute  and  exclusive  control  and  management 
thereof,  and  shall  purchase  and  place  thereon  such  and  such  an  amount 
of  rolling  stock  as  the  business  of  the  country  through  which  said  rail- 
road runs  may  reasonably  require,  and  shall  keep  said  section  of  railroad 
equipped  and  in  repair,  and  maintain  and  operate  the  same  as  a  part  of 
its  own  road  or  otherwise,  but  in  such  manner  as  to  furnish  all  reasona- 
ble facilities  to  the  travelling  and  business  public  along  the  line  of  said 
section  of  railroad,  and  shall  pay  all  taxes  and  assessments  that  may  be 
levied  or  assessed  upon  said  section  of  railroad  or  any  part  thereof  dur- 
ing the  continuance  of  this  contract,  and  shall  pay  all  damages  that  may 
be  incurred  or  occasioned  in  the  maintenance  and  operation  of  said  sec- 
tion of  railroad,  and  save  said  party  of  the  first  part,  its  successors  and 
assigns,  harmless  therefrom;    and  in  addition   thereto  the  said  Chicago, 
Burlington   and  Quincy  Railroad   Company,   in  consideration   of  the  use 
of  said  section  of  railroad  and  of  the  income  to  be  derived  therefrom, 
shall  pay  to  the  holders  of  the   said  nine   hundred  and  sixty   thousand 
(960,000)    dollars  of  first  mortgage   bonds  of  said   first   party   the   semi- 
annually accruing  interest  thereon,  as  it  shall  become  due  and  payable 
according  to  the  terms  thereof,  and  shall  set  aside  forty   (40)   per  cent 
of  the  gross  earnings  on  its  own  road  accruing  from  the  business  going 
to  and  coming  from  the  aforesaid  section  of  railroad  of  said  first  par.ty, 
and  pay  over  annually  in  the  month  of  October  in  each  year  the  amount 
thereof  to  the  trustees  named  in  the  deed  of  trust  securing  said  bonds, 
to  be  applied  by  them  to  the  purchase  of  said  bonds  whenever  the  same 
can   be    purchased   at    or   less    than    par   and   accrued    interest:    provided, 
that  if  in  answer  to  proposals  for  the  purchase  of  bonds  in  any  one  year 
none  shall  be  offered  for  sale  upon  said  terms,  then   the  funds  for  the 
purchase  of  bonds  for  that  year  to  be  returned  to  the  said  Chicago,  Bur- 
lington and  Quincy  Railroad  Company,  its  successors  and  assigns;   but 
the  fact  that  no  bonds  are  offered  for  sale  in  any  one  year  shall  not  re- 
lieve the  said  Chicago,  Burlington  and  Quincy  Railroad  Company  from 
setting  aside  the  forty  per  cent  of  the  gross  earnings  for  the  next  or  any 
ensuing  year. 

And  it  is  hereby  mutually  agreed  by  and  between  the  parties  hereto 


750         CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

that  the  said  second  party,  his  heirs  and  assigns,  in  case  he  or  they  equip, 
maintain,  and  operate  said  section  of  railroad,  and  the  said  Chicago, 
Burlington  and  Quiney  Railroad  Company  in  case  it  shall  take  possession 
of  the  same  and  maintain  and  operate  it,  shall  be  and  are  hereby  clothed 
with  all  the  requisite  authority  and  rights,  privileges  and  franchises  of 
said  first  party  in  and  to  the  same  which  may  be  necessary  or  convenient 
to  the  equipment,  maintenance,  and  operation  of  said  section  of  railroad 
and   the   receipt   of   the   tolls  and   incomes   therefrom. 

And  the  said  party  of  the  second  part  and  his  assigns,  and  the  said 
Chicago,  Burlington  and  Quiney  Railroad  Company  in  case  it  shall  come 
into  possession  of  the  aforesaid  section  of  railroad,  will  maintain  and 
operate  the  same  in  the  name  of  said  first  party  or  otherwise  as  they 
shall  think  proper,  and  may  have,  use,  and  employ  the  name  of  said  first 
party,  and  its  rights,  privileges,  and  franchises  relating  to  said  section  of 
railroad,  whenever  ami  in  such  manner  as  may  be  necessary  or  convenient 
in   the   transaction   of    the    business   connected    therewith. 

1 1  La  hereby  further  mutually  agreed  and  understood  that  this  contract 
shall  continue  and  be  in  force  for  the  period  of  ninety-nine  (99)  years 
li and  after  the  date  hereof;  and  that  each  ami  every  of  the  provi- 
sions and  stipulations  and  agreements  thereof  shall  be  binding  upon  the 
successors,  heirs,  and  assigns  of  the  respective  parties  hereto. 

/;/  witness  whereof,  the  party  of  the  fixsl  pari  has  caused  its  corporate 
name  to  be  hereunto  subscribed  by  its  president,  and  its  corporate  seal 
to  be  hereunto  affixed  and  attested  by  its  secretary. 

And  the  said  second  party  has  hereunto  set  his  hand  and  seal,  all  on 
the  day   and   year  firsl    above   written. 

[Seal]  ELLINOIS  GRAND  TRUNK  RAILWAY, 

A.  H.  Castle,  President. 
Attest  :  L.  C.  Ellsworth,  Secretary. 

James   P.  Jot.  [Seal] 

CONTRACT,    October    1,    1870   Illinois    Grand    Trunk    Railway    Company 
and  Chicago,  BurlingtOE  &  Quiney  Railroad  Company. 

This  Indenture,  made  this  firsl  day  of  October,  in  the  year  of  our  Lord 
one  thousand  eight  hundred  and  seventy,  by  and  between  the  Illinois  Grand 
Trunk  Kailway  Company  of  the  first  part  and  the  Chicago,  Burlington 
and  Quincv  Railroad  Company  of  the  second  part,  witnesseth: — 

Whereas,  on  the  day  of  the  date  hereof,  the  party  of  the  first  part  has 
based,  assigned,  and  transferred  to  the  party  of  the  second  part,  its 
successors  and  assigns,  its  railroad  from  Mendota  to  Prophetstown,  made 
and  to  be  made,  with  all  its  rights,  privileges,  and  franchises  connected 
therewith. 

And  avhereas,  the  said  second  party  may  wish  to  continue  said  railroad 
from  Prophetstown  to  the  Mississippi  River  at  Clinton. 

Now,  therefore;  in  consideration  of  one  dollar  in  hand  paid  by  said 
party  of  the  second  part,  the  receipt  of  which  is  hereby  acknowledged, 
and  for  the  purposes  aforesaid,  the  said  party  of  the  first  part  does  here- 


CORPORATE  HISTORY  751 

by  lease,  assign,  and  transfer  to  said  party  of  the  second  part,  its  suc- 
cessors and  assigns,  that  portion  of  its  railroad,  made  and  to  be  made,  its 
road  lied,  right  of  way,  and  all  its  lights,  privileges,  and  franchises  con- 
nected therewith,  and  all  other  rights,  contracts,  and  property  of  what- 
soever kind  or  nature. 

To  have  and  to  hold  the  same  from  the  day  of  the  date  thereof  in  per- 
petuity, and  hereby  authorize  the  said  second  party,  its  successors  and  as- 
signs, to  construct  and  complete  said  section  of  railroad,  maintain  and  operate 
the  same,  and  receive  the  revenues  thereof  to  its  own  use;  and  in  doing  so 
and  in  transacting  any  business  connected  therewith,  to  use  the  name 
of  the  said  party  of  the  first  part  in  whatever  manner  and  to  whatever 
extent   it   may  seem  best. 

In  witness  whereof,  the  said  parties  hereto  have  caused  their  corporate 
names  to  be  attached  by  the  hands  of  their  respective  presidents,  and 
have  caused  their  corporate  seals  to  be  hereto  attached  by  their  secre- 
taries, as  of  the  day  and  year  first  above  written. 

ILLINOIS  GRAND  TRUNK  RAILWAY  COMPANY, 

By  A.  H.  Castle,  President. 
[Seal] 

Attest:  L.  C.  Ellsworth,  Secty. 
THE  CHICAGO,  BURLINGTON  AND  QUINCY  RAILROAD  COMPANY, 
[Seal] 

By  ,T.  M.  Walker,  President. 

Attest :  A.  T.  Hall,  Secy. 

CONTRACT,  October  1,  1870  The  Illinois  Grand  Trunk  Railway  and  Chi- 
cago, Burlington  &  Quincy  Railroad  Company. 

This  Indenture,  made  and  entered  into  this  first  (1st)  day  of  October,  in 
the  year  of  our  Lord  one  thousand  eight  hundred  and  seventy  (1870), 
by  and  between  the  Illinois  Grand  Trunk  Railway,  party  of  the  first  part, 
and  the  Chicago,  Burlington  and  Quincy  Railroad  Company,  party  of  the 
second  part,  both  corporations  duly  organized  under  and  in  accordance 
with  the  laws  of  the  State  of  Illinois. 

Whereas,  the  said  first  party  is  authorized  by  the  aforesaid  laws  to  con- 
struct, maintain,  and  operate  a  railroad  from  some  point  on  the  Missis- 
sippi River  at  Fulton,  Rock  Island,  or  intermediate  those  places,  by  way 
of  Prophetstown  and  Mendota,  to  Joliet  and  thence  to  Chicago  or  the 
Indiana  State  line,  and  has  already  located  that  part  of  its  said  railroad 
between  Prophetstown  and  Mendota,  and  is  proceeding  with  the  con- 
struction thereof. 

And  Whereas,  for  the  purpose  of  obtaining  money  necessary  to  proceed 
with  the  construction  of  that  section  of  its  railroad  between  Prophets- 
town  and  Mendota,  to  procure  and  pay  for  the  right  of  way  and  to  pay 
the  contractor  for  labor  and  materials  in  the  construction  thereof  and 
completing  it  ready  for  the  equipment  and  use,  the  said  party  of  the  first 
part  has  executed  its  bonds  therefor  as  follows:  twelve  hundred  and  ten 
(1,210)    bonds  in   all,   seven   hundred   and   ten   of   them   in   sums   of   one 


752         CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

thousand  (1,000)  dollars  each,  and  five  hundred  in  sums  of  five  hundred 
(500)  dollars  each,  all  bearing  date  the  first  (1st)  day  of  October,  A.  D. 
eighteen  hundred  and  seventy  (1870),  having  twenty  (20)  years  to  run 
to  maturity,  bearing  interest  at  the  rate  of  eight  (8)  per  cent  per  annum, 
payable  semiannually,  free  from  govenment  tax,  with  both  principal  and 
interest  payable  in  the  city  of  Boston,  and  has  secured  the  payment  of 
the  same  by  a  deed  of  trust  or  mortgage  duly  executed  by  it  to  John  N. 
Denison  and  Stephen  V.  K.  Thayer,  of  the  city  of  Boston  and  State  of 
Massachusetts,  trustees  therein,  upon  the  aforesaid  railroad  of  said  first 
party,  made  and  to  be  constructed,  its  right  of  way,  road-bed,  superstruc- 
ture, grounds,  buildings,  and  all  other  of  its  said  property  connected  there- 
with, together  with  the  rights,  privileges,  and  franchises  belonging  there- 
to, and  revenues  to  be  derived  therefrom,  which  said  trust  mortgage 
bears  even  date  with  said  bonds  and  has  been  duly  recorded  in  the 
counties  through  which  said  railroad  runs. 

And  Mini*  as,  the  proceeds  of  said  bonds  and  other  means  and  resources 
of  said  company  will  be  sufficient  only  for  the  construction  of  the  road- 
bed and  superstructure,  and  in  accomplishing  so  much  said  first  party 
will  have  exhausted  its  resources  and  will  be  wholly  unalile  to  procure 
the  equipment  or  any  part  thereof  necessary  for  the  maintenance  and 
operation  of  said  section  of  railroad  between  Mendota  and  Prophets- 
town,  and  in  order  that  the  same  may  when  completed  be  equipped, 
maintained,  and  operated  in  such  manner  as  the  public  convenience  may 
require,  and  means  be  provided  for  the  payment  of  the  semi-annual  in- 
terest accruing  on  said  first  mortgage  bonds  of  said  first  party,  and  a 
fund  be  created  for  the  annual  purchase  of  said  bonds  at  the  lowest  price 
at  which  proposals  may  be  made  for  them,  but  not  above  par  and 
accrued  interest,  it,  the  said  first  party,  has  made  and  executed  a  contract 
of  even  date  herewith  with  James  F.  Joy,  of  the  city  of  Detroit  and 
State  of  Michigan,  in  virtue  of  which  and  for  the  considerations  therein 
expressed  the  said  Joy  has  agreed  among  other  things,  either  by  himself 
or  his  duly  appointed  agents,  to  take  possession  of  said  railroad,  to  equip, 
maintain,  and  Operate  that  portion  thereof  between  Mendota  and  Pro- 
phetstown,  to  pay  the  interest  on  the  bonds  above  mentioned,  or  to  pro- 
cure the  said  Chicago,  Burlington  and  Quincy  Railroad  Company  to  enter 
into  a  contract  with  said  first  party,  in  virtue  of  which  that  company 
shall,  on  the  completion  of  said  section  of  railroad  between  Mendota  and 
Prophetstown,  equip,  maintain,  and  operate  the  same  during  the  con- 
tinuance of  said  contract  with  said  Joy,  and  pay  the  semi-annually  accru- 
ing interest  on  said  bonds,  and  set  aside  forty  (40)  per  cent  of  the  gross 
earnings  on  its  own  road  accruing  from  the  business  going  to  and  com- 
ing from  the  aforesaid  section  of  railroad  between  Prophetstown  and 
Mendota,  to  be  applied  to  the  purchase  of  said  bonds  annually,  at  not 
above  par  and  accrued  interest,  and  also  to  pay  all  taxes  and  assessments 
that  may  be  lawfully  levied  on  said  section  of  railroad,  and  all  damages 
that  may  be  occasioned  in  the  maintenance  and  operation  of  the  same. 

And  Whereas,  the  said  second  party,  at  the  solicitation  of  and  in  pur- 
suance of  an  agreement  with  said  Joy  to  that  effect,  has  consented  to 


CORPORATE  HISTORY  753 

make  such  contract  and  undertake  the  equipment,  maintenance,  and 
operation  of  said  section  of  railroad. 

Now,  Therefore,  this  Indenture  Witnesseth:  That  the  said  party  of  the 
first  part  hereby  agrees,  in  consideration  of  the  covenants  herein  con- 
tained to  be  kept  and  performed  by  said  second  party,  that  upon  the 
completion  of  said  section  of  railroad  of  said  first  party  extending  from 
Prophetstown  to  Mendota  by  the  said  James  F.  Joy  and  his  duly  au- 
thorized agents,  and  the  transfer  and  possession  thereof  to  said  second 
party  in  accordance  with  the  agreement  between  said  Joy  and  said 
second  party  above  mentioned,  it,  the  said  party  of  the  second  part,  shall 
have  and  continue  to  hold  the  exclusive  control  and  management  of  said 
section  of  railroad,  and  shall  have  and  receive  to  its  own  use  the  earn- 
ings and  revenues  which  may  accrue  or  be  derived  from  the  aforesaid 
section  of  railroad;  and  in  order  that  the  said  second  party  may  have 
every  facility  for  the  equipment,  maintenance,  and  operation  of  said 
section  of  railroad,  in  such  manner  as  the  business  public  may  require, 
it,  the  said  first  party,  hereby  assigns  and  transfers  all  its  rights,  privi- 
leges, and  franchises  in  and  belonging  to  the  said  section  of  railroad,  and 
requisite  to  its  use  and  maintenance,  to  said  second  party,  and  hereby 
clothes  said  second  party  with  all  needful  authority,  in  the  name  of  said 
first  party  or  otherwise  as  it  shall  deem  best,  to  exclusively  possess  said 
section  of  railroad,  and  to  equip,  maintain,  and  operate  the  same  during 
the  continuance  of  this  contract,  and  as  fully  to  all  intents  as  the  said 
first  party  could  or  might  do  were  it  to  remain  in  the  possession  thereof. 

And  the  said  second  party,  in  consideration  of  the  premises  and  of 
the  gains  and  profits  to  be  derived  from  the  aforesaid  section  of  rail- 
road and  property,  and  as  soon  as  the  same  shall  be  completed  and 
ready  for  use,  agrees  to  procure  and  place  thereon  such  and  such  an 
amount  of  rolling  stock  as  may  be  reasonably  required  in  the  transaction 
of  the  business  of  said  section  of  railroad,  and  will  at  all  times  keep 
the  same  equipped  and  in  good  repair,  and  during  the  continuance  of 
this  contract  will  run,  maintain,  and  operate  the  same  as  a  part  of  its 
own  road  and  in  connection  therewith,  in  such  manner  as  will  furnish 
all  reasonable  accommodations  to  the  travelling  and  business  public; 
and  that  it  will  pay  or  cause  to  be  paid  all  taxes  or  assessments  that  may 
be  lawfully  levied,  charged,  or  assessed  on  said  section  of  railroad,  or  any 
part  thereof,  and  will  pay  and  discharge  all  damages  and  liabilities  that 
may  be  caused  or  occasioned  by  said  second  party  in  the  maintenance 
and  operation  of  said  section  of  railroad,  and  save  said  first  party  and 
its  successors  harmless  therefrom. 

And  the  said  second  party,  for  the  aforesaid  considerations,  further 
agrees  that  it  will  pay  or  cause  to  be  paid  the  semi-annually  accruing 
interest  on  the  aforesaid  nine  hundred  and  sixty  thousand  (960,000)  dol- 
lars of  first  mortgage  bonds  of  said  first  party  hereinbefore  mentioned, 
when  and  where  the  same  shall  become  due  and  payable  according  to 
the  tenor  thereof,  and  that  it  will  set  aside  forty  (40)  per  cent  of  the 
gross  earnings  accruing  from  the  transportation  of  business,  both  freight 
and  passenger,  over  its  own  road  or  any  part  thereof,  coming  from  and 


754  CHICAGO,  BURLINGTON  £   QFIXCY  RAILROAD   COMPANY 

going  to    the   afore-  -     tion   of   railroad    between    Prophetstown    and 

Mendota,  as  a  fund  to  be  annually  appropriated  each  year  to  the  pur- 
chase of  the  aforesaid  bonds  of  said  first  party  as  long  as  they  can  be 
purchased  at  or  less  than  par  and  accrued  interest,  ami  that  it  will 
cause  to  be  kept  a  separ:  ount  of  all  such  earnings,  and  on  the  first 

day  of  October  in  each  year  will  pay  over  the  amount  thereof  to  the 
trustees  named  in  the  aforesaid  trust  mortgage  securing  said  bonds  or 
their  sm    ess     s,  I      be  applied  by  them  to  the  purch;  said  bonds 

the  low   s1  at  which  proposals  may  be  made  for  them.  l>ut  not  more 

than  par  and  accrued  interest,  in  the  manner  hereinafter  provided. 

And  it  is  mutually  agreed  by  and  between  the  parties  hereto  that  the 
.-'    es   named    in    the   said    trust    mortgage   shall,   in   the   mouth    of 
October   in    each    year.    adv<       -  •     -    for    ten    (10 

days  in  a  daily  newspaper  tor  the  time  being  in  the  city  of  Boston, 
stating  therein  the  time  and  place  when  and  where  and  the  terms  upon 
which  the  said  bonds  will  be  purchased,  for  the  information  of  such  of 
the   holders  of   said  3  as  1    ay   wish   to   sell   any   of   the   same   on    the 

terms  contained  in  this  agreement.  If  in  response  to  said  advertisement 
none  of  such  bonds  are  offered  for  sale  on  the  terms  aforesaid,  then  the 
obligation  to  purchase  bonds  for  that  year  and  until  the  time  for  an- 
other advertisement  shall  cease  and  the  moneys  thus  applicable  to  the 
purchase  of  boi     -  .   shall    In-    returned   to   said   second   party 

or   i-~    an        JS     -.      Hut   the   fact    that    no    bonds   are   offered    -        -         on 
rein  provided  for  that  or  any  one  year  shall  not  in  any  man- 
ner affect  the  liability  and  obligation  of  said   second   party   to   pure! 

-    "ii    the    •  -         d    in    the    manner    herein    provided    with    the 

amount    which    may    accumulate    from    the    forty    (40)    per   cent    of   g 

gfi    '         the    next    or   any   year    ther<  nd    which    by    the    Terms 

■t  shall  be  applicable  to  the  pure  has  -     d   bonds;    it 

being  the  intention  of  this  _  tnent  not  to  purchase  said  bonds  at  more 
than  par  ami  accrued  i  •  -  and  when  they  cannot  be  purchased  at 
or  less  than  par  and  accrued  interest,  the  funds  provided  therefor,  not 
being  required   for   that   pur]     -  •■>   and   may   lie  used 

and  divided   by  said   second  party   like  other  earnings  ~   road,   vear 

by  year. 

It  is  also  mutually  agreed  that  a  memorandum  of  this  _  tnent  relat- 
ing to  the  payment  of  interest  and  to  the  purchase  of  said  bonds  shall 
be  printed  on  each  of  them  and  certified  to  by  the  trustees  in  the  mort- 
g  _■■  securing  the  same;  and  that  the  provisions  of  this  contract  shall 
only  extend  to  the  nine  hundred  and  sixty  thousand  (960,000")  dollars  of 
bonds  hereinbefore  mentioned,  and  to  those  of  them  only  which  shall 
have  printed  thereon  the  memorandum  above  mentioned. 

And  that  it  shall  be  the  duty  of  the  said  trustees,  upon  the  purch.  - 
of  said  bonds  or  any  of  them  as  herein  mentioned,  to  deliver  the  same 
to  said  second  party,  to  be  held,  used,  and  employed  by  it  and  its  suc- 
cessors as  its  own  property,  and  in  such  manner  as  it  shall  deem  advis- 
able. 


CORPORATE  HISTORY  755 

It  is  further  mutually  agreed  that  this  contract  shall  take  effect  and 
be  in  force  for  the  period  of  ninety-nine  (99)  years  from  and  after  the 
date  hereof;  and  that  each  and  every  of  the  stipulations  and  provisions 
or  xhis  contract  shall  be  binding  upon  the  successors  and  assigns  of  tne 
respective  parties   hereto. 

In  Witness  Whereof,  the  parties  hereto  have  caused  their  respective 
corporate  names  to  be  hereunto  subscribed  by  their  respective  presi- 
dents, and  their  respective  corporate  seals  to  be  hereunto  affixed  and  at- 
tested by  their  respective  secretaries,  in  the  day  and  year  first  above 
Written. 

ILLINOIS  GRAND  TRUNK  RAILWAY. 
[Seal]  A.  H.  Castle, 

Attest:  President. 

L.  C.  Ellsworth, 
Secretary. 
THE  CHICAGO,  BURLINGTON  AND  QUINCY  RAILROAD  COMPANY, 

By  James  F.  Joy,  President  [seal] 

Attest : 

A.  T.  Hall, 
Secretary. 

DEED,  June  1,  1899,  The  Illinois  Grand  Trunk  Railway  to  Chicago,  Bur- 
lington &  Quincy  Railroad  Company. 

This  Indenture,  Made  this  first  day  of  June,  A.  D.  ■  1899,  by 
and  between  The  Illinois  Grand  Trunk  Railway,  party  of  the  first  part, 
and  the  Chicago,  Burlington  &  Quincy  Railroad  Company,  party  of  the 
second  part,  both  being  corporations  created,  organized,  and  existing 
under  and  by  virtue  of  the  laws  of  the  State  of  Illinois,  Witnesseth: 
That, 

Whereas,  The  first  party,  being  thereto  duly  authorized  by  law,  is  the 
owner  of  the  following  described  railroad  in  the  State  of  Illinois,  to-wit: 

Beginning  at  Mendota,  in  LaSalle  County,  thence  extending  westerly 
via  East  Clinton,  to  Fulton,  in  Whiteside  County,  a  distance  of  about 
sixty-six  and  forty-one  hundredths   (66.41)  miles;   and, 

Whereas,  The  railroad  of  the  first  party  connects  with  the  railroads  of 
the  second  party,  and  forms  therewith  a  continuous  and  connected  line 
of  railroad;   and, 

Whereas,  The  second  party  is  now  in  possession  of  and  operating  the  said 
above  described  railroad,  in  connection  with  its  own  railroads,  under  a 
lease  for  ninety-nine  (99)  years,  and  has  offered  to  purchase  the  re- 
maining interests,  property,  and  franchises  of  the  first  party  in  and  to 
said  railroad,  upon  the  terms  and  conditions  hereinafter  stated,  which 
have  been  agreed  to  by  the  directors  of  both  the  said  companies,  and 
approved  by  the  stockholders  owning  and  holding  two-thirds  in  amount 
of  the  capital  stock  of  the  parties  of  the  first  and  second  parts,  in  man- 
ner and  form  as  required  by  law: 

Now,  Therefore,  This  Indenture  Witnesseth:  That  the  said  party  of  the 
first  part,  for  and  in  consideration  of  five  dollars  to  it  in  hand  paid,  the 


756         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

receipt  of  which  is  hereby  acknowledged,  and  other  good  and  valuable 
considerations,  has  granted,  bargained,  and  sold,  and  by  these  presents 
does  grant,  bargain,  sell  and  convey,  release,  assign,  and  transfer,  to  the 
said  party  of  the  second  part,  all  and  singular  the  said  above  described 
railroad,  and  all  its  right,  title,  and  interest  therein;  together  with  all 
rights  of  way,  road-bed,  bridges,  and  depot  and  other  lands  or  interest 
therein;  and  all  station  houses  and  other  buildings  and  structures  of 
whatever  kind  belonging  thereto;  together  with  all  the  fixtures  and  ap- 
purtenances appertaining  to  the  said  railroad,  or  in  any  manner  con- 
nected therewith;  also  all  rights,  privileges,  and  franchises  of  the  said 
party  of  the  first  part  in  and  to  the  aforesaid  railroad;  together  with 
all  other  present  and  in  future  to  be  acquired  property,  of  every  kind 
and  description,  belonging  to  the  said  first  party,  except  its  franchise  to 
be  a  corporation. 

To  Have  and  to  hold,  the  said  railroad  and  lands,  tenements,  rights, 
privileges,  and  franchises,  and  other  property,  above  mentioned  and 
conveyed,  to  the  said  second  party,  its  successors  and  assigns,  forever. 

Ami  the  said  party  of  the  second  part  covenants  and  agrees  with  the 
said  party  of  the  first  part  to  equip  the  said  railroad,  or  cause  the  same 
to  be  equipped,  and  to  maintain  and  operate  the  same  in  such  manner 
as  to  furnish  reasonable  accommodations  to  the  public;  to  pay,  or  cause 
to  be  paid,  all  taxes  and  assessments  that  may  be  lawfully  levied, 
charged,  or  assessed  upon  the  said  railroad  and  property,  or  any  part 
thereof;  and  to  assume  all  contracts,  bonds,  and  other  obligations,  of 
whatsoever  kind,  and  pay  and  discharge  all  debts  and  liabilities,  both 
principal  and  interest,  of  the  said  party  of  the  first  part,  as  they  may 
severally  mature;  and  to  issue  and  deliver  to  the  owners  and  holders  of 
the  capital  stock  of  the  first  party,  one  share  of  its  own  capital  stock 
for  every  fifteen  shares  of  the  capital  stock  of  said  first  party,  upon  the 
surrender  and  transfer  to  it  of  such  shares  of  the  first  party's  stock. 

And  to  the  end  that  the  second  party  may  have,  hold,  use,  exercise, 
and  enjoy  the  railroad  and  property  and  franchises  of  the  first  party, 
hereby  conveyed  and  intended  to  be  conveyed,  and  whether  now  exist- 
ing or  hereafter  acquired,  as  fully  as  might  be  done  by  the  first  party, 
if  this  conveyance  had  not  been  made,  the  first  party  agrees  to  execute 
from  time  to  time  any  additional  assignment,  conveyance,  or  assurance, 
and  to  perform  any  act,  which  the  counsel  of  the  second  party  may  ad- 
vise; and,  for  the  purposes  aforesaid,  the  first  party  agrees,  if  the  second 
party  shall  so  desire  and  advise,  that  it  will  keep  up  and  maintain  its 
corporate    existence   and   organization. 

In  Witness  Whereof,  the  parties  hereto  have  caused  their  corporate  names 
to  be  hereunto  subscribed  by  their  respective  Presidents,  and  their 
corporate  seals  to  be  attached  and  attested  by  their  respective  Secre- 
taries, all  on  the  day  and  year  first  above  written. 

THE  ILLINOIS  GRAND  TRUNK  RAILWAY, 
[Seal]  Bxj,     C.  I.  Sturgis, 

President. 


CORPORATE  HISTORY  757 

Attest : 

H.  W.  Weiss, 
Secretary. 

CHICAGO,  BURLINGTON  &  QUINCY  EAIROAD  COMPANY, 
[Seal]  By,     C.  E.  Perkins, 

President. 
Attest: 

T.   S.   HOWLAND, 

Secretary. 

State  of  Illinois  ) 

>  ss 
County  of  Cook  ) 

Be  it  remembered,  that,  on  this  14  day  of  June,  A.  D.  1899,  before  me, 
a  Notary  Public,  in  and  for  said  County  and  State,  personally  appeared 
C.  I.  Sturgis  President  of  The  Illinois  Grand  Trunk  Railway,  a  corpora- 
tion organized  and  existing  under  the  laws  of  the  State  of  Illinois,  per- 
sonally known  to  me  and  to  be  the  same  person  whose  name  is  sub- 
scribed to,  and  who  executed,  the  foregoing  instrument  as  such  President, 
who,  being  by  me  duly  sworn,  did  say  that  he  is  President  of  said  The 
Illinois  Grand  Trunk  Railway;  that  he  knows  the  corporate  seal  of  said 
Company;  that  the  seal  affixed  to  the  foregoing  instrument  is  the  corpo- 
rate seal  of  said  Company;  that  it  was  affixed  by  order  of  the  Board  of 
Directors  of  said  Company;  that  said  instrument  was  signed  and  sealed 
in  behalf  of  said  Company  by  like  order  as  President  of  said  Company; 
that  the  said  C.  I.  Sturgis  acknowledged  said  instrument,  and  that  it  was 
the  voluntary  act  and  deed  of  said  Company,  and  that  he,  as  such  Presi- 
dent, signed,  sealed,  and  delivered  said  instrument,  as  the  free  and  vol- 
untary act  and  deed  of  said  Company,  and  as  his  own  free  and  voluntary 
act  and  deed  as  such  President,  for  the  uses  and  purposes  therein  set 
forth. 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  official  seal,  this 
14  day  of  June,  A.  D.  1899. 

Herbert  Haase, 
[Seal]  Notary  Public  for  said  County  and  State. 

State  of  Iowa  ) 

r  SS 

County  of  Des  Moines  ) 

Be  it  remembered,  that,  on  this  13th  day  of  June  A.  D.  1899,  before 
me,  a  Notary  Public,  in  and  for  said  County  and  State,  personally  ap- 
peared C.  E.  Perkins,  President  of  the  Chicago,  Burlington  &  Quincy 
Railroad  Company,  a  corporation  organized  and  existing  under  the  laws 
of  the  State  of  Illinois,  personally  known  to  me  and  to  be  the  same  person 
whose  name  is  subscribed  to,  and  who  executed,  the  foregoing  instrument 
as  such  President,  who,  being  by  me  duly  sworn,  did  say  that  he  is 
President  of  the  said  Chicago,  Burlington  &  Quincy  Railroad  Company; 
that  he  knows  the  corporate  seal  of  said  Company;  that  the  seal  affixed 
to  the  foregoing  instrument  is  the  corporate  seal  of  said  Company;  that 


758         CHICAGO,   BURLINGTON   &   QUINCY  RAILROAD  COMPANY 

it  was  affixed  by  order  of  tlie  Board  of  Directors  of  said  Company;  that 
said  instrument  was  signed  and  sealed  in  behalf  of  said  Company  by  like 
order  as  President  of  said  Company;  that  the  said  C.  E.  Perkins 
acknowledged  said  instrument,  and  that  it  was  the  voluntary  act  and 
deed  of  said  Company,  and  that  he,  as  such  President,  signed,  sealed, 
and  delivered  said  instrument,  as  tin'  free  and  voluntary  act  and  deed 
of  said  Company,  and  as  his  own  tire  and  voluntary  act  and  deed  as 
such    President,    for   the    uses   and    purposes   therein    set    forth. 

In    Witness    Whereof,    I    have   hereunto   set    my   hand   and   official   seal,  this 
13th    day    of   June,    A.    D.    1899. 

W.  F.  McFarlank, 
Notary  Public  for  said  County  ami  State. 


[Seal] 


RECORDED  1  X  [LLINOIS 


Boole 

Page 

390 

268 

118 

498 

154 

299 

County  Date 

L.ASALLE  June   22,    1899 

in  m  June  22,   L899 

Win  i  I   -iM  June   30,   1899 

TRUST  MORTGAGE.  October  1,  L870,  The  Illinois  Grand  Trunk  Railway 
to  John   X.   Denison  and  Stephen  V.  R.  Thayer,  Trustees. 

This  mortgage  covers  the  Illinois  Grand  Trunk  Railroad,  and  secures  an 

issue  of  bonds  a untiiig  to  s'.hUhhhi.    These  bonds  are  dated  Oct.  1,  1870, 

have  twenty  years  to  run,  bear  interest  at  the  rate  of  eight  per  cent,  pay- 
able semi-annually,  arid  mature  Oct.  I.  !M'0. 

This  Indenture,  made  this  first  |  Lst)  day  of  October,  in  the  year  of  our 
Lord  one  thousand  eight  hundred  and  seventy  (1870),  by  the  Illinois 
Grand  Trunk  Railway,  a  corporation  July  organized  under  and  in  accord- 
ance with  the  laws  of  the  State  of  Illinois,  party  of  the  first  part,  ami 
John  X.  Denison  and  Stephen  V.  R.  Thayer,  of  the  city  of  Boston  ami  State 
of  Massachusetts,  trustees  herein  ami  parties  id'  the  second  part,  wit- 
nessed : — 

That  Whereas,  the  Illinois  Grand  Trunk  Railway,  pursuant  to  the  terms 
of  the  statutes  and   acts  of   the   Legislature  of  said   State   of   Illinois,  and  of 

the  organization  of  said  company  under  and  in  accordance  therewith,  is 
engaged  in  constructing  a  railroad  from  a  point  on  the  Mississippi  River 
at  Fulton  or  Rock  island  or  intermediate  those  points,  in  said  State  of 
Illinois,  by  way  of  1  'rophetst own  and  Memlotn  to  Joliet,  and  thence  to 
Chicago  or  to  the  Indiana  Slate  line.  And  whereas,  the  said  Illinois  Grand 
Trunk  Railway  is  desirous  of  borrowing  money  to  an  amount  not  exceed- 
ing twenty  thousand  (L'h,H(iii;  dollars  per  mile  on  completed  road,  and 
amounting  in  the  aggregate  to  not  more  than  nine  hundred  and  sixty 
thousand  (960,000)  dollars  to  aid  in  the  construction  of  that  part  of  its 
said  railroad  situate  lietween  Prophet st own  and  Mendota,  and  to  be  applied 
to  the  purchase  and  transportation  of  iron  and  in  payment  of  the  con- 
tractors for  constructing  and   furnishing   materials  for  the  said  portion  of 


CORPORATE  HISTORY  759 

said  railroad  and  other  purposes  connected  with  the  construction  of  the 
same,  and  has  resolved  to  execute  the  bonds  of  said  company  therefor  as 
follows,  to  wit:  twelve  hundred  and  ten  (1,210)  bonds  in  all,  seven  hun- 
dred and  ten  of  them  in  sums  of  one  thousand  (1,000)  dollars  each,  and 
five  hundred  (500)  in  sums  of  five  hundred  (500)  dollars  each,  all  bear- 
ing date  the  first  (1st)  day  of  October,  A.  D.  eighteen  hundred  and  seventy 
(1870),  having  twenty  (20)  years  to  run  to  maturity,  bearing  interest  at 
the  rate  of  eight  (8)  per  cent  per  annum,  free  of  government  tax,  and 
payable  semi-annually  on  the  first  days  of  April  and  October  in  each  year 
at  the  office  of  the  Chicago,  Burlington  and  Quincy  Eailroad  Company  in 
the  city  of  Boston,  Massachusetts,  where  both  principal  and  interest  of 
said  bonds  are  made  payable,  or  at  such  other  place  in  said  city  as  it  may 
designate  for  that  purpose,  all  of  which  said  bonds  are  to  bear  the  same 
date  and  are  to  stand  equally  secured  by  this  deed  of  trust,  and  are  to  be 
duly  stamped  with  the  revenue  stamps  required  by  law,  and  are  to  be  num- 
bered as  follows:  the  one  thousand  (1,000)  dollar  bonds  from  number 
one  (1)  to  seven  hundred  and  ten  (710),  both  inclusive,  and  the  five  hundred 
(500)  dollar  bonds  from  number  one  (1)  to  five  hundred  (500),  both 
inclusive,  each  of  which  said  bonds  is  to  be  authenticated  by  a  certificate 
signed  by  the  trustees  named  in  this  deed  of  trust. 

Now,  therefore,  this  indenture  witnesseth:  That  the  said  Illinois  Grand 
Trunk  Railway,  in  order  to  secure  the  payment  of  its  said  bonds  and  the 
interest  thereon,  and  in  consideration  of  the  sum  of  five  (5)  dollars  to  it  in 
hand  paid  by  said  second  parties  at  the  ensealing  and  delivery  of  these 
presents,  the  receipt  of  which  is  hereby  acknowledged,  has  granted,  bar- 
gained, sold,  transferred,  and  conveyed,  and  by  these  presents  doth  grant, 
bargain,  sell,  transfer,  and  convey  to  the  said  parties  of  the  second  part, 
their  successors  in  said  trust  and  assigns,  all  the  following  and  all  the 
above-described  property,  to  wit :  all  the  present  and  in  the  future  to 
be  acquired  property  of  said  Illinois  Grand  Trunk  Railway  relating  to  the 
said  railroad,  and  all  the  right,  title,  interest,  and  equity  of  redemption 
therein,  that  is  to  say:  all  the  railroad  of  said  first  party  now  made  and 
to  be  constructed,  extending  from  a  point  on  the  Mississippi  River  at 
Fulton,  Rock  Island,  or  intermediate  those  points  in  the  said  State  of 
Illinois,  by  way  of  Prophetstown  and  Mendota  to  Joliet,  and  thence  to 
Chicago  or  the  Indiana  State  line,  including  the  right  of  way  therefor,  road 
bed,  superstruction,  iron,  chairs,  ties,  splices,  bolts,  nuts,  spikes,  and  all 
lands  and  depot  grounds,  station  houses,  depots,  viaducts,  timber,  and  ma- 
terials and  property  purchased  or  to  be  purchased  for  the  construction  and 
completion  of  said  section  of  railroad,  and  all  the  engines,  tenders,  cars, 
and  machinery  and  all  kinds  of  rolling  stock  now  owned  or  hereafter  to 
be  purchased  by  said  first  party  for  and  to  be  used  upon  said  railroad,  all 
the  revenues  and  income  of  said  railroad,  and  all  the  franchises,  rights, 
and  privileges  of  said  first  party  relating  thereto,  and  the  property  acquired 
by  virtue  thereof,  now  in  possession  or  hereafter  to  be  acquired,  including 
all  machine  shops,  tools,  implements,  and  personal  property  used  thereon 
or  along  the  line  of  said  railroad. 


760         CHICAGO,  BURLINGTON   &   QtHSTCY  RAILROAD  COMPANY 

To  hart  arid  to  hold  the  said  railroad  and  property,  and  all  and  singular 
the  said  premises  and  every  part  thereof,  with  the  appurtenances,  unto  the 
said  parties  of  the  second  part,  their  successors  in  said  trust  and  assigns, 
but  upon  the  following  express  trust,  that  is  to  say:  the  said  parties  of  the 
seeoud  part,  in  order  that  the  security  hereby  created  may  be  complete  and 
absolute,  shall  have  and  are  hereby  invested  with  the  immediate  possession 
of  said  railroad  premises  and  property,  and  the  rights,  privileges,  and 
franchises  hereby  conveyed  and  intended  to  be  conveyed;  and  until  the 
final  payment  of  said  bonds  and  each  and  every  renewal  thereof,  the  said 
parties  of  the  second  part,  their  successors  in  said  trust  and  assigns,  shall 
have  and  exercise  all  the  rights,  powers,  and  privileges  of  a  mortgagee  in 
possession;  and  during  the  construction  of  said  railroad  or  any  part  thereof, 
the  possession  of  the  contractors  for  the  purposes  of  construction  shall  be 
deemed  and  takes  to  lie  the  possession  of  said  parties  of  the  second  part, 
their  successors  in  said  trust  and  assigns;  and  the  said  parties  of  the 
second  part,  and  their  successors  in  said  trust  and  assigns,  are  hereby 
fully  authorized  and  empowered  to  possess,  maintain,  and  operate  the  said 
railroad  premises  and  property  hereby  conveyed,  or  any  part  thereof,  by 
themselves  or  by  their  agents  or  attorneys  l>\  them  duly  constituted  and 
appointed;  and  when  the  track  and  superst ruction  of  any  part  of  said  rail- 
road shall  have  been  completed,  in  case  the  said  first  party  neglects  to 
equip  or  cause  the  same  to  be  equipped,  the  said  second  parties,  their 
successors  in  said  trust  and  assigns,  shall  have  power  and  authority  to 
place  thereon  the  necessary  rolling  stock,  and  to  maintain  and  operate  said 
part  of  said  railroad  by  t  liemselves  or  by  their  duly  authorized  agents,  or 
they  may  procure  any  other  party  or  parties,  individual  or  corporate,  to 
equip,  maintain,  and  operate  the  same,  and  for  that  purpose  they  are 
hereby  invested  with  all  requisite  power  ami  authority  to  make  such  arrange- 
ments, contracts,  and  agreements,  in  their  own  names  or  in  the  corporate 
name  and  under  the  corporate  seal  of  said  first  party,  for  such  time  and 
on  such  terms  and  conditions  as  to  them  shall  seem  proper,  and  also  to  do 
and  perform  all  such  other  acts  and  things  in  the  premises  as  may  he 
necessary  or  convenient  in  executing  the  trust  hereby  created.  And  it 
shall  be  especially  the  duty  of  said  parties  of  the  second  part,  their  suc- 
cessors in  said  trust  and  assigns,  by  themselves  or  by  their  aforesaid  indi- 
vidual or  corporate  agents,  to  enter  upon  and  take  possession  of  said  rail- 
road, situated  between  Prophetstown  and  Mendota  (that  being  the  only 
part  of  said  railroad  now  in  process  of  construction  or  soon  to  be  com- 
pleted), and  its  appurtenances,  and  the  property  thereto  belonging  and 
proper  for  its  use,  and  to  make  from  time  to  time  all  needful  repairs, 
alterations,  and  additions  thereto,  and  after  deducting  the  expenses  of 
said  repairs,  alterations,  and  additions,  and  the  cost  of  maintaining  said 
part  of  said  railroad,  including  all  necessary  and  reasonable  charges  and 
expenses,  to  apply  from  time  to  time  the  proceeds  of  the  same  to  the  pay- 
ment pro  rata  of  the  interest  as  it  shall  become  due  and  payable  on  said 
bonds,  and  to  the  payment  of  the  principal  thereof,  at  maturity;  and  in 
case  the  said  proceeds  shall  not  be  sufficient  to  pay  the  several  instalments 
of   interest  on,   and   the   principal   of,  said  bonds  as  they   shall   severally 


CORPORATE  HISTORY  761 

become  due  and  payable,  and  the  said  first  party,  its  successors  and  assigns, 
shall  fail  or  neglect  to  pay  such  deficiency,  or  any  part  thereof,  at  the 
time  when  and  the  place  where  the  same  shall  become  due  and  payable 
according  to  the  tenor  and  effect  thereof,  and  for  thirty  (30)  days,  there- 
after, then  and  in  that  case  each  and  every  of  said  bonds  shall  thereupon, 
at  the  option  of  the  respective  holders  thereof,  become  immediately  due 
and  payable;  and  the  said  parties  of  the  second  part,  their  successors  in 
said  trust  and  assigns,  at  their  discretion  may,  and  on  the  written  request 
of  the  holders  of  one  tenth  of  said  bonds  then  unpaid,  shall  cause  the  said 
railroad  premises  and  property,  or  so  much  thereof  as  may  be  necessary 
to  pay  and  discharge  the  principal  and  interest  of  all  of  said  bonds  as 
may  be  then  unpaid,  together  with  the  expenses  of  said  sale,  to  be  sold  at 
public  auction  in  the  city  of  Chicago,  in  said  State  of  Illinois,  after  giving 
thirty  (30)  days'  notice  of  the  time  and  place  and  terms  of  such  sale  by 
publishing  the  same  in  one  of  the  principal  newspapers  for  the  time  being 
in  each  of  the  cities  of  Boston  and  Chicago,  and  upon  such  sale  to  execute 
to  the  purchaser  or  purchasers  thereof  good  and  sufficient  deed  or  deeds  of 
conveyance  in  fee  simple  for  the  same,  which  shall  be  a  bar  against  the  said 
Illinois  Grand  Trunk  Eailway,  party  of  the  first  part,  its  successors  and 
assigns,  and  all  persons  claiming  under  it  or  them,  of  all  right,  interest,  or 
claim  in  or  to  the  said  premises  or  property,  or  any  part  thereof;  and  the  said 
trustees  shall,  after  deducting  from  the  proceeds  of  such  sale  the  cost  and 
expense  thereof,  and  of  managing  the  said  property,  and  enough  to  indem- 
nify and  save  themselves  harmless  from  all  liabilities  arising  from  this 
trust,  apply  so  much  of  the  proceeds  of  said  property  as  may  be  necessary 
to  the  payment  of  the  principal  and  interest  of  said  bonds  remaining  unpaid, 
whether  the  same  be  then  due  and  payable  or  otherwise,  and  shall  restore 
the  residue  thereof  to  said  first  party,  its  successors  and  assigns :  it  being 
expressly  understood  and  agreed  that  in  no  case  shall  any  claim  be  made  or 
advantage  taken  of  valuation,  appraisement,  redemption,  or  extension  laws 
by  said  first  party,  its  successors  or  assigns,  or  any  injunction  or  stay  of 
proceedings  be  had,  or  any  process  be  obtained  or  applied  for  it  by  them, 
to  prevent  such  entry,  sale,  and  conveyance  as  aforesaid. 

It  is  hereby  mutually  agreed  that  said  parties  of  the  second  part,  their 
successors  in  said  trust  and  assigns,  may  and  are  hereby  authorized,  in  case 
they  shall  at  any  time  deem  it  for  the  interests  of  the  holders  of  said  bonds 
hereby  secured,  to  restore  the  possession  of  said  railroad  to  said  party  of 
the  first  part,  its  successors  and  assigns,  or  to  transfer  the  possession 
thereof,  together  with  the  equipments  that  may  be  placed  thereon,  and 
other  property  connected  therewith,  to  any  assignee  or  other  parties  author- 
ized by  said  first  party  to  receive  and  hold  possession  of  the  same  at  all 
times,  retaining  nevertheless  the  right  and  authority  to  again  take  posses- 
sion and  fully  to  repossess  themselves  of  the  same  upon  any  default  in  the 
payment  of  the  principal  and  interest  of  the  bonds  hereby  secured,  or  any 
part  thereof,  as  they  shall  severally  become  due  and  payable,  or  for  any 
other  violation  on  the  part  of  said  first  party,  their  successors  and  assigns, 
of  any  of  the  convenants  and  agreements  herein  contained. 

It   is  also  mutually   agreed   and   understood   that   the  proceeds   of   said 


762  CHICAGO,  BURLINGTON  &   QUINCY  KAIUtOAD  COMPANY 

bonds  of  said  first  party  shall  be  applied  to  the  construction  and  comple- 
tion of  that  part  of  said  railroad  lying  between  Mendota  and  Prophetstown, 
and  not  elsewhere  nor  for  any  other  purposes  whatsoever.  It  is  further 
mutually  agreed  that  at  the  maturity  of  said  bonds,  and  at  the  maturity  of 
any  other  bonds  that  may  be  issued  under  this  mortgage,  they  and  every 
of  them  may  be  paid  and  taken  up  by  substitution,  issue,  and  sale,  and 
place  thereof,  of  other  bonds  of  said  first  party,  of  like  character  and 
bearing  the  same  rate  of  interest ;  and  all  such  issues  and  successive  issues 
of  bonds  shall  be  countersigned  by  the  said  trustees  named  herein,  their 
successors  in  said  trust  and  assigns,  and  the  aggregate  amount  at  any  one 
time  outstanding  shall  not  exceed  the  sum  of  nine  hundred  and  sixty  thou- 
sand (960,000)  dollars.  And  the  said  parties  of  the  second  part,  their 
successors  in  said  trust  and  assigns,  are  hereby  fully  authorized  and  em- 
powered, at  the  maturity  of  said  bonds  and  at  the  maturity  of  each 
successive  issue  of  said  bonds  under  this  instrument,  as  herein  contem- 
plated, to  make,  execute,  and  deliver,  or  cause  to  be  made,  executed,  and 
delivered,  from  time  to  time,  in  due  form  of  law  and  under  the  seal  and 
in  the  name  of  said  first  party  or  otherwise,  as  they  shall  deem  best,  new 
bonds  of  like  character  as  those  herein  described,  bearing  the  same  rate 
of  interest,  and  to  countersign  and  make  sale  of  the  same  in  the  market 
for  the  purpose  of  paying  and  taking  up  the  aforesaid  first-mentioned  bonds, 
and  each  and  every  successive  issue  of  bonds  that  may  be  made,  issued, 
and  substituted  in  place  thereof;  and  all  such  bonds  as  may  be  thus  sub- 
stituted and  issued,  whether  in  one  or  successive  issues,  shall  be  deemed 
and  taken  to  be  secured  by  this  indenture  of  trust,  in  the  same  manner 
and  to  the  same  extent  as  are  the  l>onds  of  said  first  party  herein  first 
described,  provided  that  no  bonds  shall  be  substituted  or  issued  under  the 
provisions  of  this  instrument,  maturing  later  than  the  first  day  of  November, 
A.  D.  nineteen  hundred  and  sixty  nine  (1969). 

It  is  hereby  expressly  understood  and  agreed  that  the  Illinois  Grand 
Trunk  Railway,  for  itself,  its  successors  and  assigns,  shall  execute  and 
deliver  any  further  reasonable  and  necessary  conveyance  of  said  premises 
or  any  part  thereof  to  said  parties  of  the  second  part,  their  successors  in 
said  trust  and  assigns,  which  counsel  may  advise  for  more  fully  conveying 
the  saiil  premises,  and  carrying  into  effect  the  objects  and  purposes  of  these 
presents  and  causing  them  to  embrace  the  property  and  effects  so  conveyed 
or  intended  to  be  conveyed. 

It  is  further  mutually  agreed  that  upon  the  payment  of  the  principal 
and  interest  of  said  bonds,  the  estate  hereby  granted  to  said  second  parties 
shall  be  void,  and  the  right  to  the  premises  and  property  hereby  conveyed 
shall  revert  to  and  revest  in  said  party  of  the  first  part,  its  successors  and 
assigns,  without  any  acknowledgment  of  satisfaction,  reconveyance,  re- 
entry, or  other  act,  and  that  the  said  second  parties,  their  successors  in  said 
trust  and  assigns,  having  used  reasonable  care,  shall  not  be  liable  for  the 
mismanagement  or  want  of  proper  management  of  said  railroad  and  prop- 
erty, or  any  part  thereof,  and  shall  only  be  accountable  for  reasonable 
diligence  in  the  management  of  said  trust,  and  shall  not  be  responsible 
for  any  agent  employed  by  them  when  such  agent  shall  have  been  employed 


CORPORATE  HISTORY  763 

with  reasonable  precaution,  and  that  the  said  parties  of  the  second  part, 
their  successors  in  said  trust  and  assigns,  shall  be  entitled  to  reasonable 
compensation  for  their  services  in  the  management  of  said  trust,  and  that 
the  said  trustees  shall  not  in  any  manner  be  liable  or  responsible  for  tin- 
acts  of  each  other  to  which  they  do  not  severally  assent.  And  it  is  hereby 
agreed  that  hi  case  of  the  death  or  resignation  or  mental  inability  of  any 
one  of  said  trustees  to  act  in  the  matter  of  said  trust,  all  his  right,  estate, 
interest,  and  power  and  control  in  the  premises  shall  be  divested,  cease, 
and  determine,  and  the  said  party  of  the  first  part,  or  its  successors  and 
assigns,  and  the  surviving  trustee,  may  mutually  agree  upon  a  new  trustee 
to  supply  such  vacancy;  or  failing  to  agree,  the  said  party  of  the  first  part, 
its  successors  and  assigns,  may,  or  in  case  of  its  or  their  failure  to  take 
proceedings  therefor  for  thirty  (30)  days,  the  holders  of  one-tenth  of  said 
bonds  may  apply  to  any  court  in  the  State  of  Illinois  having  jurisdiction 
of  the  premises  to  appoint  a  new  trustee  to  fill  such  vacancy,  and  there- 
upon such  new  trustee  shall  become  vested  with  all  right,  title,  and  interest 
requisite  to  enable  him  to  execute  with  the  other  the  purposes  of  this  trust, 
without  any  further  assurance  or  conveyance  of  the  same.  But  if  it 
should  be  deemed  necessary,  both  or  either  of  the  parties  hereto  shall 
execute  and  deliver  any  and  all  such  releases  and  conveyances  for  that 
purpose  as  counsel  shall  advise ;  it  being  expressly  understood,  however, 
that  the  surviving  trustee,  be  fully  competent  to  execute  the  purposes  of 
this  trust  until  such  vacancy  or  vacancies  shall  be  filled  as  herein  provided. 

And  the  said  parties  of  the  second  part  hereby  accept  the  trust  created 
by  these  presents. 

In  witness  whereof,  the  said  Illinois  Grand  Trunk  Railway  has  caused 
its  corporate  seal  to  be  hereto  affixed,  attested  by  its  secretary,  and  its  cor- 
porate name  to  be  hereunto  subscribed  by  its  president,  and  the  said  parties 
of  the  second  part  have  signed  and  sealed  the  same,  all  on  the  day  and  year 
first  above  written. 
[seal]  Illinois  Grand  Trunk  Eailway, 

A.  H.  Castle, 

Attest:  President. 

L.  C.  Ellsworth,  Secretary. 

State  of  Illinois,  1 
County  of  Cook,     Iss. 
City  of  Chicago. 

Be  it  remembered  that  on  this  twenty-second  day  of  November,  A.  D. 
1870,  before  me,  a  notary  public  residing  in  the  city  of  Chicago,  iu  the 
county  of  Cook  and  State  of  Illinois,  duly  appointed  by  the  governor  of 
the  State  of  Illinois  to  take  acknowledgments  and  proofs  of  deeds  and 
other  instruments  in  writing  under  seal,  to  be  used  and  required  in  said 
State  of  Illinois,  personally  came  A.  H.  Castle,  president  of  the  Illinois 
Grand  Trunk  Eailway,  who  is  known  to  me  to  be  the  person  whose  name  is 
signed  to  the  foregoing  deed  of  conveyance,  and  who,  being  by  me  duly 
sworn,   deposes   and  says  that   he   resides   in    the   county   of   Cook,   city   of 


764         CHICAGO,  BURLIXGTOX  &   QCIXCY  RAILROAD  COMPANY 

Chicago  and  State  of  Illinois,  that  he  is  president  of  the  Illinois  Grand 
Trunk  Railway,  that  he  knows  the  corporate  seal  of  said  Company,  that  the 
seal  affixed  to  the  foregoing  conveyance  is  the  corporate  seal  of  said  com- 
pany, that  it  was  affixed  thereto  by  authority  and  direction  of  the  board  of 
directors  of  said  company,  and  that  he  signed  the  corporate  name  of  said. 
company  by  like  authority  of  said  board  of  directors,  as  president  of  said 
company;  and  acknowledged  that  he  executed  and  delivered  the  said  deed 
as  his  free  and  voluntary  act,  for  the  uses  and  purposes  therein  set  forth, 
anil  that  the  said  company  also  executed  the  said  conveyance  as  its  free 
and  voluntary  act,  for  the  uses  and  purposes  in  said  conveyances  mentioned. 

///    witness   Whereof,    I    have   hereunto   set   my   hand   and   official   seal    this 
twenty  second  day  of  November.   A.  D.  1S70. 
[si  \l]  William  R.  Page, 

Notary  Public. 

Filed  Nov.  23,  1870,  at  8  a.  m.  No.  34  Dearborn  Street,  Room  .1. 

PKCORDED  IN  ILLINOIS 

Cow                                                   l>'il<  Hunt  Pain 

Bureau  November  23,  1870  53  628 

Kendall  November  23,  1870  K  31 

I.asalle  November  23,  1870  141  463 

Whiteside  November  23,  LH70  .".4  228 

Will  November  23,  1870  121  303 


APPOINTMENT  OF  TRUSTEE,  March  8,  1886,  William  J.  Ladd,  succes- 
sor to  Stephen  V.  R.  Thayer,  deceased. 

The  Illinois  Grand  Trunk  Railway  and  John  X.  Denison,  sole  surviving 
Trustee  under  the  mortgage  made  by  said  Illinois  Grand  Trunk  Railway 
to  John  N.  Denison  and  Stephen  Y.  R.  Thayer,  dated  October,  1st.  1870, 
said  Stephen  Y.  R.  Thayer  having  deceased  and  no  appointment  of  a  suc- 
C(  ssof  having  hither  linn  made,  do  hereby,  pursuant  to  the  provisions  of 
-  i  mortgage,  agree  upon  and  appoint  William  .1.  Ladd  of  Milton,  M, 
achusetts,  as  the  successor  in  said  Trust  of  said  Stephen  Y.  R.  Thayer 
sed. 
///  Witness  Whereof  the  said  Illinois  Grand  Trunk  Railway  hereunto  signs 
its  Corporate  name  by  J.  L.  Lathrop  its  President,  thereto  duly  authorized 
by  a  vote  of  its  Board  of  Directors  passed  on  the  Eighth  day  of  March  1S86., 
and  the  said  .John  X.  Denison  signs  his  name  as  the  sole  surviving  Trustee. 

Illinois  Grand  Trunk  Railway, 
\l]  By  J xo.  L.  Lathrop, 

President. 
John  N.  Denison*, 
Sole  Survivinfi  Trustee. 
Attest: 

L.  O.  Goddard,  Secretary. 
March  24th  1886 


Bate 

Booh 

Page 

April  14,  1886 

109 

298 

April  27,  1886 

92 

303 

May  24,  1886 

230 

301 

CORPORATE  HISTORY  765 

I  hereby  accept  the  above  appointment  as  Trustee  under  the  said  Mort- 
gage. 

William  J.  Ladd. 

RECORDED  IN  ILLINOIS 

County 
Whiteside 
Bureau 
La  Salle 

DECREE,  June  17,  1905,  Circuit  Court,  La  Salle  County,  Illinois. 

Monday,  June  12,  1905. 

State  of  Illinois,  / 
LaSalle  County.   \ 

Pleas,  Proceedings,  Judgments  and  Decrees  before  the  Honorable  Charles 
Blanehard,  Samuel  C.  Stough  and  Richard  M.  Skinner,  judges  of  the  'thir- 
teenth Judicial  Circuit  of  the  State  of  Illinois,  at  a  regular  term  of  the  La 
Salle  County  Circuit  Court  begun  and  held  at  the  County  Court-House  in 
the  City  of  Ottawa  in  said  County,  and  State,  on  the  second  Monday  (being 
the  12th  day)  of  June,  A.  D.  1905,  and  of  the  Independence  of  the  United 
States  of  America  the  One  Hundred  and  Twenty-ninth. 

Present  The  Hon.  Samuel  C.  Stough,  Presiding  Judge. 
C.  S\  Cullen,  State's  Attorney. 
Frank  Trumbo,  Sheriff. 
Attest :  J.  L.  Witzeman,  Clerk. 

J.  L.  Witzeman,  Clerk. 

Court  Opened  by  Due  Proclamation,  According  to  Law. 

Be  it  remembered,  that  on,  to-wit,  the  seventeenth  day  of  June,  A.  D.  1905 
(the  same  being  one  of  the  days  of  the  regular  June  Term  of  said  Court  for 
the  year  1905  aforesaid)  the  following  proceedings  were  had  and  entered  of 
record  in  said  Court  in  said  cause:  — 


State  of  Illinois, 

y  ss 

County  of  LaSalle. 


.1' 


In  the  Circuit  Court  thereof  Term,  A.  D.  1905. 

Henry  Parkman,  George  H.  Richards,  and  A.  G.  Stanwood,  trustee,  vs. 
The  Illinois  Grand  Trunk  Railway,  William  J.  Ladd,  trustee,  and  the  Un- 
known heirs  and  devisees  of  John  N.  Denison,  and  Stephen  V.  R.  Thayer, 
deceased. 

DECREE. 

This  day  come  the  complainants  by  Samuel  Richolson,  their  solicitor, 
and  it  appearing  that  at  the  time  of  the  filing  of  the  bill  of  complaint  herein 
an  affidavit  was  also  filed  in  due  form  that  there  were  persons  interested 
in   the   subject   matter  and  premises  in  said  bill   of   complaint  mentioned, 


766  CHICAGO,   BURLINGTON   &   QUINCY  RAILROAD  COMPANY 

whose  names  and  places  of  residence  were  unknown,  and  who  are  desig- 
nated in  this  suit  as  the  Unknown  heirs  and  devisees  of  John  N.  Denison 
and  Stephen  V.  E.  Thayer,  deceased,  and  it  further  appearing  that  pursuant 
to  the  filing  of  said  affidavit  the  Clerk  of  this  Court  has  caused  publication 
to  be  made  in  Ottawa  Republican  Times,  a  newspaper  published  in  this 
County,  containing  a  notice  of  the  pendency  of  this  suit,  the  names  of  the 
parties  thereto,  title  of  the  Court  and  the  time  and  place  of  the  return  of 
summons  in  the  case,  which  publication  was  made  once  in  each  week  for  four 
successive  weeks,  to-wit,  the  first  publication  was  on  the  22nd  day  of  April, 
A.  D.  L905  and  the  last  on  the  20th  day  of  May,  A.  1).  1905,  and  that  more 
than  forty  days  has  intervened  between  the  first  publication  as  aforesaid, 
and  the  first  day  of  this  (June  190."))  term  of  this  Court,  and  that  all  things 
required  by  law  to  give  the  court  jurisdiction  of  said  defendants  has  been 
done;  and  it  further  appearing  that  the  defendants,  the  Illinois  Grand  Trunk 
Railway  ami  William  .1.  Ladd,  trustee,  have  duly  filed  their  appearances, 
in  said  cause,  to  wit,  on  the  20th  and  25th  days  of  April  A.  D.  1905  respec- 
tively, waiving  service  of  process  and  consenting  to  a  decree  in  accordance 
with  the  prayer  of  said  hill,  ami  the  court  having  jurisdiction  of  all  the 
parties  to  said  cause  and  the  subject  matter,  thereof,  it  is  ordered  that  the 
said  defendants  and  each  of  them  be  and  they  are  hereby  required  to  plead, 
answer  or  demur  to  the  said  bill  of  complaint  and  no  plea,  answer  or  de- 
murrer, or  other  matter  of  defense  being  Interposed  herein  by  said  defend- 
ants and  they  being  now  here  three  times  solemnly  called  in  open  court, 
come  not,  not  does  any  person  for  them,  but  herein  they  make  default,  which 
is  on  motion  ordered  to  be  taken  and  the  same  is  hereby  entered  of  record. 
And  it  is  ordered  that  the  said  bill  of  complaint  be  and  the  same  is  hereby 
taken  as  confessed  by  and  against  tin'  said  defendants  and  all  of  them. 

Now  in  consideration  of  the  foregoing  and  of  the  proof  taken  in  said 
cause,  the  Court  finds  that  all  the  material  allegations  in  said  bill  of  com- 
plaint contained  are  true,  that  the  equities  of  this  cause  are  with  the  com- 
plainants. It  is  therefore  ordered,  adjudged  and  decreed  that  C.  I.  Sturgis 
be  and  is  hereby  appointed  trustee  in  the  place  and  stead  of  John  N.  Denison, 
deceased,  and  that  the  appointment  heretofore  made  of  William  J.  Ladd,  as 
trustee  in  the  place  ami  stead  of  Stephen  V.  IL  Thayer,  deceased,  be  and 
the  same  is  hereby  confirmed.  It  is  further  ordered,  adjudged  and  decreed 
that  the  said  C.  I.  Sturgis,  now  appearing  and  accepting  said  trust,  that  he 
and  the  said  William  .1.  Ladd,  trustee,  lie  and  they  are  hereby  vested  with  the 
legal  title  to  said  property,  and  all  the  right,  title  interest,  estate  and  power, 
requisite  to  enable  them  to  carry  out  the  purposes  of  the  trust  described  in 
the  said  bill  of  complaint  without  any  further  assurance  or  conveyance  to 
them  of  the  same. 

S.  C.  Stough,  Judge. 

State  of  Illinois,  ) 

>  ss 
LaSalle  County.    )  ' 

I,  J.  L.  Witzeman,  Clerk  of  the  Circuit  Court,  within  and  for  said  County 

and  State  aforesaid,  do  hereby  certify  the  foregoing  to  be  a  full,  true  and 

complete  copy  of  a  certain  decree  entered  of   record  June   17,   1905  in  a 


CORPORATE  HISTORY  767 

certain  cause  wherein  Henry  Parkman  et  al  were  complainants  and  the  Illi- 
nois Grand  Trunk  Railway  were  defendants. 

In  Testimony  Whereof,  I  have  hereunto  subscribed  my  hand  and  affixed 
the  official  seal  of  said  Court,  at  my  office  in  Ottawa,  Illinois,  this  24  day 
of  June  A.  D.  1905. 

J.  L.  WlTZEMAN, 

Cleric  of  the  Circuit  Court. 

RECORDED  IN  ILLINOIS 

County                                             Bate  Bool  Page 

Bureau                                      July  6,  1905  140  558 

Kendall                                 July  M,  1905  58  466 

Whiteside                          August  19,  1905  181  217 

RELEASE,  February  24  1906,  C.  I.  Sturgis  and  William  J.  Ladd  Succes- 
sors in  trust,  to  Illinois  Grand  Trunk  Railway. 
Know  All  Men  By  These  Presents: — 

That  we,  C.  I.  Sturgis  of  Chicago,  Illinois,  and  William  J.  Ladd  of 
Boston,  Massachusetts,  duly  appointed  and  qualified  as  successors  in  trust 
in  the  places  and  steads  respectively  of  John  N.  Denison  and  Stephen  V. 
R.  Thayer,  deceased,  trustees,  in  accordance  with  the  terms  and  conditions 
of  the  trust  deed  hereinafter  referred  to,  for  and  in  consideration  of  One 
Dollar  and  other  good  and  valuable  considerations,  the  receipt  whereof  is 
hereby  acknowledged,  do  hereby  grant,  bargain,  remise,  convey,  release  and 
quit-claim  unto  the  Illinois  Grand  Trunk  Railway  Company  a  corporation 
organized  and  existing  under  the  laws  of  the  state  of  Illinois,  all  the 
right,  title,  interest,  claim  or  demand  whatsoever,  of  every  nature  and 
description,  which  we  may  have  acquired  in,  to  or  by  a  certain  Trust 
Deed,  bearing  date  the  first  day  of  October,  A.  D.  1870,  and  recorded  as 
follows:  In  the  Recorder's  Office  of  Will  County,  Illinois,  November  23, 
1870,  in  Book  121  of  Mortgages,  page  303;  in  the  Recorder's  Office  of 
Bureau  County,  Illinois,  November  23,  1870,  in  Volume  53  of  Deeds,  page 
628;  in  the  Recorder's  Office  of  La  Salle  County,  Illinois,  November  23, 
1870,  in  Book  141,  page  463;  in  the  Recorder's  Office  of  Kendall  County, 
Illinois,  November  23,  1870,  in  Book  "E"  of  Mortgages,  pages  31  to  36 
inclusive;  in  the  Recorder's  Office  of  Whiteside  County,  Illinois,  November 
23,  1870,  in  Book  54,  page  228,  to  the  premises  therein  described,  to-wit : 

All  the  present  and  in  future  to  be  acquired  property  of  said  Illinois 
Grand  Trunk  Railway,  relating  to  the  said  railroad,  and  all  the  right,  title, 
interest  and  equity  of  redemption,  therein,  that  is  to  say,  all  the  railroad  of 
said  first  party  now  made,  and  to  be  constructed,  extending  from  a  point  on 
the  Mississippi  River  at  Fulton,  Rock  Island,  or  intermediate  those  points 
in  the  said  State  of  Illinois,  by  way  of  Prophetstown  and  Mendota  to 
Joliet,  and  thence  to  Chicago  or  to  the  Indiana  State  line,  including  the  right 
of  way  therefor,  roadbed,  superstructure,  iron,  chairs,  ties,  splices,  bolts, 
nuts,  spikes,  and  all  lands  and  depot  grounds,  station  houses,  depots  viaducts, 
timber  and  materials,  and  property  purchased  or  to  be  purchased  for  the 
construction  and  completion  of  said  section  of  railroad,  and  all  the  engines, 


768         CHICAGO,   BURLINGTON   &   QUINCY   RAILROAD  COMPANY 

tenders,  cars  and  machinery,  and  all  kinds  of  rolling  stock  now  owned  or 
hereafter  to  be  purchased  by  said  first  party  for  and  to  be  used  upon  said 
railroad,  all  the  revenues  and  income  of  siiid  railroad,  and  all  the  franchises, 
rights,  and  privileges  of  said  first  party  relating  thereto,  and  property 
acquired  by  virtue  thereof,  now  in  possession  or  hereafter  to  be  acquired, 
including  all  machine-shops,  tools,  implements  and  personal  property  used 
thereon  or  along  the  line  of  said  railroad. 

Also  all  other  property  of  every  nature  and  description  conveyed  in  and 
by  said  trust  deed. 

In  Witness  Wht  reof,  we  have  hereunto  set  our  hands  and  seals  this  twenty- 
fourth  day  of  February  1906. 

-    C.  I.  STORMS.  [seal] 

William  .1.  Ladd.  [seal] 

State  of  Illinois,  j 


1 


ss 
County  of  Cook 

I,  J.  II.  Pettibone,  a  NotaTy  Public,  in  and  for  said  County,  in  the  State 
aforesaid,  do  hereby  certify  that  C.  I.  Sturgis,  successor  in  trust  to  J.  X. 
Denison,  deceased,  personally  known  to  me  to  be  the  same  person  who  ex- 
ecuted the  foregoing  instrument,  as  successor  in  trust,  appeared  before  me 
this  day  in  person  and  certified  that  he  executed  said  instrument  as  succes- 
BOr  in  tiust  as  his  free  and  voluntary  ad  for  the  uses  and  purposes  therein 
Bet  forth. 

///  Witness  Whereof,  I  have  hereunto  set  my  hand  and  Notarial  Seal  this 
Fust  .lay  of  .March,  19-06. 

.1.  II.  Pettibone  [seal] 

Notary  Public. 

St  \i  i   oh-  M  lss  \>  m  si  ri  -.  / 

/•  ss 
<  'OIXTY  OF  SUTPOLK.  ) 

J,  William  R.  Curtis,  a  Notary  Public,  in  and  fur  said  county  in  the 
State  aforesaid,  do  hereby  certify  that  William  J.  Ladd,  Successor  in  trust 
to  Stephen  V.  R.  Thayer,  deceased,  personally  known  to  me  to  lie  the  same 
person  who  executed  the  foregoing  instrument,  as  successor  in  trust,  appeared 

before  me  this  day  in  person,  and  Certified  that  he  executed  said  instrument 
as  successor  in  trust  as  his  free  and  voluntary  act,  for  the  uses  and  purposes 
therein  set   forth. 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  Notarial  Seal  this 
Twenty  fourth  day  of  February,  1906. 

William  H.  Cobtis,  [seal] 

Notary  Public. 

PKCOEDED  IN  ILLINOIS 

County  Dai'  Book  Page 

Will  March  16,  1906  419  201 

Bureau  March  31,  1906  J  145 

LaSalle  April  13,  1906  406  385 

Kendall  April  21,  1906  22  538 

Whiteside  May     4,  1906  174  175 


AMERICAN  CENTRAL  RAILWAY 

Western  Air  Line  Railroad  Company. 
American  Central  Railway. 

WESTERN    AIR    LINE    RAILROAD    COMPANY 

This  company  was  incorporated  by  Special  Act  of  the  Illinois 
Legislature  in  force  February  9,  1853,  with  authority,  to  build 
a  railroad  from  New  Boston,  easterly  to  Lacon.  It  was  organized 
at  Lacon  March  2,  1853.  It  acquired  right  of  way,  and  in  1857 
began  construction,  but  did  not  complete  any  part  of  its  railroad. 

By  an  amendment  dated  February  21,  1859,  its  name  was 
changed  to  American  Central  Railway. 

AMERICAN  CENTRAL  RAILWAY 

This  company  was  formed  February  21,  1859,  by  change  of 
name,  and  by  an  amendment  March  13,  1869  was  authorized  to 
lease  and  sell  its  road  and.  franchises. 

The  company  was  organized  March  2,  1859  at  Lacon.  Of  date 
June  25,  1859  the  company  made  a  Trust  Deed  to  secure  an 
issue  of  bonds  to  Isaac  Seymour,  Trustee,  who  died  and  of  date 
January  14,  1865,  John  P.  Yelverton  was  appointed  his  succes- 
sor. Because  of  default  in  the  payment  of  interest  and  in  ac- 
cordance with  the  provision  of  the  Trust  Deed,  said  Yelverton 
on  May  10,  1865  sold  the  railroad  to  James  S.  Thompson  and 
others,  creditors,  the  deed  being  of  the  same  date. 

Of  date  July  1,  1865  said  purchasers  held  a  meeting  at  Galva, 
Illinois  at  which  meeting,  and  as  assignees  and  purchasers  under 
the  Original  Charter  of  the  company,  they  reorganized  the 
company  under  its  former  name  and  charter  and  elected  officers 
and  directors. 

Prior  to  October  1868  very  little  work  was  done  towards  the 
construction  of  the  road,  but  of  date  October  12,  1868  a  contract 
was  made  between  the  reorganized  American  Central  Railway 
and  the  Chicago,  Burlington  &  Quincy  Railroad  Company,  act- 
ing by  James  F.  Joy,  President  whereby  the  latter  company 
agreed  to  provide  the  funds  to  construct  and  equip  the  road, 
and  to  take  possession  of  the  same  when  built,  and  operate  it  in 
perpetuity. 

769 


770         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

As  part  of  the  same  arrangement  the  American  Central  Kail- 
way  of  date  May  14,  1868  executed  a  mortgage  on  its  road  to 
James  P.  Joy  and  John  X.  Denison,  as  Trustees',  to  secure  an 
issue  of  $1,250,000  bonds,  and  the  lease  contract  of  October  12, 
1868  provided  that  the  net  proceeds  from  the  operation  of  the 
road  should  be  applied  to  meet  the  interest  and  retire  the  prin- 
cipal of  said  bonds.  The  road  was  completed  and  opened  for 
traffic  between  Galva  and  New  Boston  (50.59  miles)  in  October 
1869.  No  part  of  the  grade  east  of  Galva  was  used  in  the  con- 
struction of  the  road.  That  portion  between  Galva  and  Wyom- 
ing was  sold  to  the  Peoria  and  Rock-Island  Railroad  Company 
in  1869,  and  the  part  east  of  Wyoming  was  abandoned. 

By  deed  dated  June  1,  1899  the  road  and  franchises  were  con- 
veyed in  fee  simple  to  the  Chicago.  Burlington  &  Quincy  Rail- 
road Company. 

ACT    OF   LEGISLATURE 
Approved  February  !>,  1853  ' 
AN  ACT  to  incorporate  the  Western  Air  Line  Railroad  Company. 
Section  i.    Be  it  enacted  by  th,   People  of  tin  state  of  Illinois,  repre- 

sented  in  tlit  Cm  nil  -Assembly,  That  Jabez  Fisher,  William  Fisher,  William 
Feiiu,  Silas  Ramsey,  Theodore  Perry,  Robert  Boal,  William  Maxwell,  Henry 
L.  Crane,  Samuel  L.  Fleming,  Jeriah  Borham,  James  Maxwell,  Washington 
K.  Cook.  T.  L.  Fetter,  .lames  W.  Callahan,  J.  3.  Fenn.  David  Yernay,  John 
Weir.  Sanford  Broadus,  Jesse  B.  Bane.  William  B.  Green,  Reuben  Bell, 
William  Drury,  James  S.  Thompson,  Levi  Willet,  E.  Gilmore,  Thomas 
ft.  Vanmeter,  T.  J.  Henderson,  Oliver  Whitaker,  Elijah  lies  and  Peter 
Vanbergen,  and  their  associates,  successors  and  assigns,  are  hereby  cre- 
ated a  body  corporate  and  politic,  under  the  name  and  style  of  the 
"Western  Air  Line  Railroad  Company,"  with  perpetual  succession,  and 
by  that  name  be  and  they  are  hereby  made  capable,  in  law  and  in 
equity,  to  sue  and  be  sued,  plead  and  be  impleaded,  defend  and  be 
defended,  in  any  court  of  law  and  equity  in  this  or  any  other  place; 
to  make,  have  and  use  a  common  seal,  and  the  same  to  renew  and 
alter  at  pleasure;  and  shall  be  and  are  hereby  vested  with  all  powers, 
privileges  and  immunities  which  are  or  may  be  necessary  to  carry  into 
effect  the  purposes  and  objects  of  this  act  as  hereinafter  set  forth;  and 
the  said  company  are  hereby  authorized  and  empowered  to  locate,  con- 
struct and  finally  complete  and  put  in  operation,  a  railroad  from  the 
east  bank  of  the  Mississippi  river,  at  the  town  of  New  Boston,  in  Mercer 
county,  in  this  state,  thence  to  the  town  of  Lacon,  in  the  county  of 
Marshall,  in  this  state,  to  the  eastern  line  of  this  state,  in  the  direction 
of  Fort   Wayne,   in    the   state  of  Indiana,   with  privilege   to   locate   said 


CORPORATE  HISTORY  771 

road  from  said  town  of  Lacon  to  the  east  line  of  this  state,  at  a  point 
not  exceeding  fifteen  miles  north  or  twenty-five  miles  south  of  a  direct 
line  drawn  from  Lacon  to  Fort  Wayne;  and  for  this  purpose  said  company 
are  authorized,  upon  the  most  eligible  and  direct  route,  to  lay  out  their 
said  railroad,  not  exceeding  one  hundred  and  fifty  feet  in  width  through 
the  whole  length,  and  for  the  purpose  of  erecting  embankments,  may 
take  as  much  more  land  as  may  be  necessary  for  the  proper  construction 
and  security  of  said  railroad. 

§  2.  The  capital  stock  of  said  company  shall  be  two  millions  of  dol- 
lars, which  said  capital  stock  of  this  company  may,  by  order  of  the 
board  of  directors,  be  increased,  when  deemed  necessary,  to  any  amount 
not  exceeding  the  actual,  bona  fide,  estimated  cost  of  construction  and 
equipping  said  road;  and  subscriptions  to  the  increased  capital  stock 
may  adopt;  the  surplus  money,  if  any  remains  after  deducting  the  pay- 
board  of  directors  of  said  company,  which  shall  be  divided  into  shares 
of  one  hundred  dollars  each,  which  shall  be  deemed  personal  property, 
and  may  be  issued,  certified,  transferred  and  registered  in  such  manner, 
and  at  such  places  as  may  be  ordered  and  provided  by  the  board  of 
directors,  who  shall  have  power  to  require  the  payment  of  the  stock 
subscribed,  in  the  manner,  and  at  the  time,  and  in  such  sums  as  they 
may  direct;  and  on  the  refusal  or  neglect  on  the  part  of  the  stock- 
holders, or  any  of  them,  to  make  payment  on  the  requisition  of  the 
board  of  directors,  the  share  of  such  delinquent  may,  after  thirty  days' 
public  notice,  be  sold  at  public  auction,  under  such  rules  as  the  directors 
may  adopt;  the  surplus  money,  if  any  remains  after  deducting  the  pay- 
ments due,  with  the  interest  and  necessary  cost  of  sale,  to  be  paid  to 
the  delinquent  stockholder.  The  board  of  directors  hereinafter  named 
and  approved  shall  cause  books  to  be  opened  for  subscription  to  the 
capital  stock  of  said  company,  at  such  times  and  places,  and  in  such 
manner  as  they  shall  direct :  Provided,  that  as  soon  as  two  hundred 
thousand  dollars  of  bona  fide  subscription  shall  be  made  to  said  capital 
stock,  and  five  per  cent,  thereon  paid,  it  shall  be  lawful  for  said  company 
to  commence  the  construction  of  said  road:  Provided  further,  that  unless 
said  company  shall  obtain  bona  fide  subscriptions  to  their  capital  stock 
amounting,  at  least,  to  five  hundred  thousand  dollars,  and  shall  elect 
directors,  and  become  fully  organized  within  three  years  from  the 
passage  of  this  act,  then  this  act  shall  be  null  and  void. 

$  3.  All  the  corporate  powers  of  said  company  shall  be  vested  in 
and  exercised  by  a  board  of  directors,  to  consist  of  not  less  than  seven 
and  not  more  than  eleven  in  number,  and  such  other  officers,  agents  and 
servants  as  they  shall  appoint.  The  first  board  of  directors  shall  consist 
of  William  Fisher,  Theodore  Perry,  J.  J.  Fenn,  E.  Gilmore,  James  S. 
Thompson,  Thomas  J.  Henderson  and  E.  A.  Whipple,  who;  shall  hold  their 
office  until  their  successors  are  elected  and  qualified.  Vacancies  in  the 
board  may  be  filled  by  a  vote  of  two-thirds  of  the  directors  remaining ; 
such  appointees  to  continue  in  office  until  the  next  regular  annual  election 
of  directors;  the  time,  place  and  notice  of  said  annual  election  to  be 
determined  by  the  said  board  of  directors. 


772         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

§  4  The  said  company  is  hereby  authorized,  by  their  agents,  sur- 
veyors and  engineers,  to  cause  such  examination  and  survey  to  be  made 
of  the  ground  and  country  between  the  said  town  of  New  Boston  and 
Lacon,  and  between  the  latter  place  and  the  said  east  line  of  this  state, 
as  shall  be  necessary  to  determine  the  best  route  for  the  proper  line 
or  course  whereon  to  construct  their  said  railroad;  and  it  shall  be  lawful 
for  said  company  to  enter  upon  and  take  possession  of  and  use  all 
such  lands  and  real  estate  as  may  be  necessary  for  the  construction  and 
maintenance  of  their  said  railroad,  its  depots,  side  tracks,  water  stations, 
engine  houses,  machine  shops,  and  other  buildings  and  appendages  neces- 
sary to  the  construction  and  working  of  said  road:  Provided,  that  all 
lands  or  real  estate  entered  upon  and  taken  possession  of  and  used  by 
said  corporation,  for  the  purposes  and  accommodation  of  said  railroad, 
or  upon  which  the  site  for  said  railroad  shall  have  been  located  or 
determined  by  the  said  corporation,  shall  be  paid  for  by  said  company 
in  damages,  if  any  be  sustained  by  the  owner  or  owners  thereof  by  the 
use  of  the  same  for  the  purposes  of  said  railroad;  and  all  lands  entered 
upon  and  taken  for  the  use  of  said  corporation  which  are  not  donated 
to  said  company,  shall  be  paid  for  by  said  corporation,  at  such  price 
as  may  be  mutually  agreed  upon  by  the  said  corporation  and  the  owner 
or  owners  of  such  land;  and  in  case  of  disagreement  the  price  shall  be 
estimated,  fixed  and  recovered  in  the  manner  provided  for  taking  lands 
for  the  construction  of  public  roads,  canals,  any  other  public  works, 
as  prescribed  by  the  act  concerning  right  of  way,  approved  June  22d, 
1852. 

\)  ~>.  If  any  person  shall  willfully,  maliciously  or  wantonly,  and  con- 
trary to  law,  obstruct  the  passage  of  any  car  on  said  railroad,  or  any 
part  thereof,  or  any  thing  belonging  thereto,  or  shall  damage,  break 
or  destroy  any  part  of  the  said  road  or  implements  or  buildings  he,  she 
or  they,  or  any  person  assisting,  shall  forfeit  and  pay  to  said  company 
for  every  such  offense  treble  the  amount  of  damages  that  shall  be 
proved  before  any  competent  court  shall  have  been  sustained,  to  be 
sued  for  in  the  name  and  behalf  of  said  company;  and  such  offender 
or  offenders  shall  be  deemed  guilty  of  a  misdemeanor,  and  shall  be 
liable  to  an  indictment  in  the  same  manner  as  other  indictments  are 
found  in  any  county  or  counties,  where  such  offense  shall  have  been 
committed,  and  upon  conviction,  every  such  offender  shall  be  liable  to  a 
fine  not  exceeding  five  thousand  dollars  for  the  use  of  the  county  where 
such  indictment  may  be  found,  and  may  be  imprisoned  in  the  county 
jail  for  any  time  not  exceeding  nine  months,  at  the  discretion  of  the 
court. 

§  6.  That  the  right  of  way  and  the  real  estate  purchased  for  the 
right  of  way  by  said  company,  whether  by  mutual  agreement  or  other- 
wise, or  which  shall  become  the  property  of  the  company  by  operation 
of  law,  as  in  this  act  provided,  shall,  upon  the  payment  of  the  amount 
of  money  belonging  to  the  owner  or  owners  of  said  land,  as  a  compensa- 
tion for  the  same,  become  the  property  of  the  company  in  fee  simple. 


CORPORATE  HISTORY  77^ 

J  7.  The  said  corporation  may  take  and  transport  upon  said  railroad 
any  person  or  persons,  merchandise  or  other  property,  by  the  force  and 
power  of  steam  or  animal,  or  any  combination  of  them,  and  may  fix, 
establish,  take  and  receive  such  rates  of  toll  for  all  passengers  and 
property  transported  upon  the  same  as  the  said  directors  [shall  estab- 
lish; and  the  said  directors]  are  hereby  authorized  and  empowered  to 
make  all  necessary  rules,  bydaws,  regulations  and  ordinances  that  they 
may  deem  necessary  and  expedient  to  accomplish  the  designs  and  pur- 
poses, and  to  carry  into  effect  the  provisions  of  this  act,  and  for  the 
transfer  and  assignment  of  its  stock,  which  is  hereby  declared  personal 
property",  and  transferable  in  such  manner  as  shall  be  provided  by  the 
by-laws   and   ordinances  of-  said   company. 

§  8.  In  case  it  should  at  any  time  happen  that  an  election  of  directors 
shall  not  be  made  any  day  in  which,  in  pursuance  of  this  act  it  ought 
to  be  made,  the  said  corporation  shall  not  for  that  cause  be  deemed 
dissolved,  but  such  election  shall  be  held  at  any  other  time  directed 
by   the   by-laws   of   said   corporation. 

j  !>.  Whenever  it  shall  be  necessary  for  the  construction  of  said 
railroad  to  intersect  or  cross  a  track  of  any  other  railroad,  of  any 
stream  of  water  or  water  course,  or  road  or  highway  on  the  route  of 
said  road,  it  shall  be  lawful  for  the  company  to  construct  their  railroad 
across  or  upon  the  same:  Provided,  that  the  said  company  shall  restore 
the  railroad,  stream  of  water,  water  course,  road  or  highway  thus  inter- 
sected or  crossed  to  its  former  state,  or  in  a  sufficient  manner  not 
materially   to    impair   its   usefulness. 

§  10.  Said  company  shall  have  power  to  unite  its  railroad  with 
any  other  railroad  or  railroads  now  constructing,  or  which  may  hereafter 
be  constructed  within  this  state,  which  may  cross  or  intersect  the  same 
on  its  line  or  in  the  states  of  Indiana  and  Iowa,  or  in  either  of  the  said 
last  mentioned  states,  upon  such  terms  as  may  be  mutually  agreed 
upon  between  the  companies  so  connecting;  and  for  that  purpose  full 
power  is  hereby  given  to  said  companies  to  make  and  execute  such 
contracts  with  any  other  company  or  companies  as  will  secure  the  objects 
of  such  connections. 

§  11.  Said  company  is  hereby  authorized  from  time  to  time  to 
borrow  such  sum  or  sums  of  money  as  may  be  necessary  for  completing 
and  furnishing  or  operating  their  said  railroad,  and  to  issue  and  dispose 
of  their  bonds,  in  denominations  of  not  less  than  five  hundred  dollars, 
bearing  a  rate  of  interest  not  exceeding  ten  per  cent,  per  annum  for  any 
amount  so  borrowed,  and  to  mortgage  the  corporate  property  and  fran- 
chises, or  convey  the  same  by  deed  of  trust  to  secure  the  payment  of 
any  debt  contracted  by  said  company  for  the  purposes  aforesaid;  and 
the  directors  of  said  company  may  confer  on  any  bond-holder  of  any 
bond  issued  for  money  borrowed  as  aforesaid,  the  right  to  convert  the 
principal  due  or  owing  theron,  into  stock  of  said  company,  at  any  time 
not  exceeding  ten  years  from  the  date  of  the  bond,  under  such  regulations 
as  the  directors  of  said  company  may  see  fit  to  adopt;  and  all  sales 
of  such  bonds  that  may  be  made  at  less  than  their  par  value  shall  be 


I  i-i         CHICAGO,  BURLINGTON   &   QUINCY   RAILROAD   COMPANY 

good  and  valid  and  binding  upon  said  corporation  as  if  such  bonds 
had  been  sold  for  the  full  amount  thereof. 

§  12.  Every  conductor,  baggage-master,  engineer,  brakeman,  or  other 
servant  of  said  corporation  employed  in  a  passenger  train  or  at  stations 
for  passengers,  shall  wear  upon  his  hat  or  cap  a  badge  which  shall 
indicate  his  oflice,  the  initials  or  style  of  the  corporation.  No  conductor 
or  collector  without  such  badge  shall  demand  or  be  entitled  to  receive 
from  any  passenger  any  fare,  toll  or  ticket,  exercise  any  of  the  powers 
of  his  office,  and  no  other  of  said  officers  or  servants,  without  such 
badge,  shall  have  any  authority  to  meddle  or  interfere  with  any  pas- 
senger, his  baggage  or  property  in  forming  passenger  trains.  Baggage 
or  freight,  or  merchandise,  or  lumber  cars  shall  not  be  placed  in  rear 
of  passenger  cars;  and  if  they,  or  any  of  them,  shall  be  so  placed, 
and  any  accident  shall  happen  to  life  or  limb,  the  officer  or  agent  who 
so  directed  or  knowingly  suffered  such  arrangement,  and  the  conductor 
or  engineer  of  the  train  shall  each  and  all  be  held  guilty  of  a  misde- 
meanor, and   be   punished   accordingly. 

§  13.  A  bell  of  at  least  thirty  pounds  weight,  or  a  steam  whistle,  shall 
be  placed  on  each  locomotive  engine,  and  shall  be  rung  or  whistled  at 
the  distance  of  at  least  eighty  rods  from  the  place  where  the  said  road 
shall  cross  any  road  or  street,  and  lie  kept  ringing  or  whistling  at  in- 
tervals until  it  shall  have  crossed  said  road  or  street,  under  a  penalty 
of  fifty  dollars  lor  every  neglect,  to  be  paid  by  said  corporation,  one  half 
thereof  to  go  to  the  informer,  and  the  other  half  to  the  State,  and  to  be 
liable  for  all  damages  which  shall  be  sustained  by  any  person  by  reason 
of  such  neglect.  Said  corporation  shall  cause  boards  to  be  placed,  well 
supported  by  posts  or  otherwise,  and  constantly  maintained  across  each 
public  road  or  street,  where  the  same  is  crossed  by  the  railroad,  on  such 
elevation  as  not  to  obstruct  the  travel,  and  to  be  easily  seen  by  travelers, 
and  on  each  side  of  said  board  shall  be  painted  in  capital  letters,  at 
least  the  size  of  nine  inches  each,  the  words,  "Railroad  crossing!  Look 
out  for  the  cars!"  But  this  provision  shall  not  apply  to  streets  in 
cities  or  villages,  unless  the  corporation  be  required  to  put  up  such  boards 
by  the  officers  having  charge  of  such  streets. 

^  14.  Said  company  are  hereby  authorized  and  empowered  to  make 
and  establish  a  ferry  across  the  Mississippi  river  at  New  Boston,  to  such 
a  point  on  the  Iowa  shore  of  said  river  at  the  said  company  may  be  author- 
ized or  required  to  land  at;  and  said  company  are  also  authorized  and 
empowered  to  establish  a  ferry  across  the  Illinois  river,  from  any  ground 
owned  by  them  in  the  town  of  Lacon,  to  the  opposite  shore  of  said 
Illinois  river,  in  said  county  of  Marshall;  and  they  are  hereby  author- 
ised to  make  and  use  all  necessary  boats  and  apparatus,  of  all  and 
every  description  whatsoever,  advantageous  and  necessary,  for  the  use 
of  said  company,  at  either  or  both  of  said  ferries,  and  propel  the  same 
by  horse,  steam  or  any  mode  or  power  that  the  said  company  may  deem 
best:  Provided,  that  the  company  shall  not  use  said  ferries,  or  allow  the 
same  to  be  used,  for  any  other  purposes  than  those  connected  with  or 
carrying  out  of  the  business  of  said  railroad. 


CORPORATE  HISTORY  775 

§  15.  The  width  of  said  road  is  to  be  determined  by  the  said  corpora- 
tion, within  the  limits  prescribed  by  the  first  section  of  this  act. 

§  1G.  Said  company  shall  have  authority  and  power  to  improve  all 
or  either  of  their  landings,  at  either  or  both  of  their  ferries  named  in 
the  fourteenth  section  of  this  act,  by  building  a  pier  or  piers,  or  making 
embankments  into  either  or  both  of  said  rivers:  Provided,  that  any 
such  improvements  does  not  interfere  with  the  free  navigation  of  either 
of  said  rivers. 

§  17.  The  directors  herein  named  are  required  to  organize  the  board 
by  electing  one  of  their  number  president,  and  by  appointing  a  secretary 
and  treasurer. 

§  18.  None  but  stockholders  in  said  company  shall  be  eligible  to  the 
office  of  director  in  the  same. 

§  19.  Said  company  shall  have  the  right  of  way  over  any  lands 
belonging  to  this  state,  and  it  shall  be  lawful  for  said  company  to  enter 
upon  and  take  possession  of  and  use,  for  the  purpose  of  the  construction 
or  protection  of  said  road,  any  lands  belonging  to  the  State,  without 
being  subject   to  any  claim  whatever,   for  damages. 

§  20.  This  act  shall  be  deemed  a  public  act,  and  shall  be  favorably 
construed  for  all  purposes  therein  expressed  and  declared,  in  all  courts 
and  places  whatever,  and  shall  be  in  force  from  and  after  its  passage. 

Approved  February   9,   1853. 

Private  Laws  Illinois  1853  Page  95 


ACT  OF  LEGISLATURE  Approved  February  14,  1857. 

AN    ACT    to    amend    "An    Act    to    incorporate    the    Western    Air    Line 

Railroad  Company." 

Section  i.  Be  it  enacted  by  the  People  of  the  State  of  Illinois,  repre- 
sented in  the  General  Assembly,  That  whenever  the  said  railroad  company 
shall  enter  upon  and  take  possession  of  any  lands  for  the  purposes  of 
the  construction  of  said  road,  as  provided  for  in  the  act  to  which  this 
is  an  amendment,  said  lands  shall  be  paid  for  by  said  company,  in 
damages,  if  any  be  sustained  by  the  owner  or  owners  thereof  in  the 
construction  of  the  said  road  across  the  same,  as  may  be  mutually  agreed 
upon  by  said  company  and  the  owner  or  owners  thereof;  and  in  case  of 
any  disagreement  in  regard  to  the  amount  of  damages  sustained  by 
such  owner  or  owners,  the  damages  shall  be  assessed,  fixed  and  recorded 
in  the  manner  provided  in  the  ' '  Act  to  provide  for  a  general  system  of 
internal   improvements,"   approved   November,    1849. 

§  2.     This  act  shall  be  in  force  from  and  after  its  passage. 

Approved  February  14,  1857. 

Private  Laws  Illinois  1857  Page  613 


776         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

ACT  OF  LEGISLATURE 
Approved    February   21,    L859. 

AX  ACT  to  amend  an  act  entitled  "An  Act  to  incorporate  the  Western 
Air  Line  Railroad  Company." 

ski  tiox  i.  Bi  it  enacted  by  tin  People  of  tin  State  of  Illinois,  repre- 
sented in  tin  Ciin  nil  Assembly,  That  the  mime  of  the  said  Western  Air 
Line  Railroad  Company  be  ami  the  same  is  hereby  changed  to  the  name 
"American  Central  Railway;"  and  the  said  corporation,  by  its  said 
new  name,  shall  have  all  the  powers,  privileges,  franchises  and  im- 
munities, and  continue  in  the  same  rights  and  relations,  as  to  others, 
and  lie  liable  on  its  existing  contracts,  the  same  as  it  was  or  could  be 
Under  i  t  -~  charter  and  under  the  laws  of  Illinois,  before  the  name  was 
SQ    changed. 

In  addition  to  the  powers  and  authority  already  conferred  by 
the  act  to  which  this  is  an  amendment,  the  several  townships  through 
which  said  railroad  is  or  may  lie  located,  and  also  all  the  townships  on 
each  side  of  said  railroad  line,  any  portion  of  which  shall  be  within 
four  miles  of  the   same,   now  organized  or  which  may   hereafter  be  organ 

ized,    are    severally    authorized    and    empowered    to    subscribe,    in    their 

corporate  capacity,  to  the  capital  stock  of  said  railroad  company  such 
an  amount  each  as  tiny  may  severally  determine,  not  to  exceed  sixty 
cents  per  acre  On  the  land  embraced  ill  such  township  at  the  time  of 
voting  mi  the  proposition  to  subscribe,  as  hereinafter  provided;  and  shall 
have   full   power  and  authority   to   issue  their  bonds,  to   the  amount  of  such 

subscription,  bearing  interest  at  the  rate  of  ten  per  cent,  per  annum;  both 
principal    and    interest    payable   at    such    time   .nid    times   as   said   township 

may  severally  provide:  Provided,  however,  that  said  subscription  to  the 
capital  stuck  of  Baid  railroad  company  shall  be  approved  by  a  majority 

of  tin-  rotes  pulled  at  any  election  tn  be  held  for  that  purpose,  in  such 
townships   respectively,   as   hereinafter   provided. 

ver  any  five  or  more  of  the  voters  of  any  such  township 
shall  deliver  a  requisition  to  the  clerk  thereof,  stating  the  amount  pro- 
posed to  be  subscribed  to  said  capital  stock,  the  number  of  bonds  to  be 
issued,  the  respective  amounts  thereof  (no  bond  exceeding  in  amount 
one  hundred  dollars),  the  time  when  such  bonds  and  interest  'shall  be 
made  payable,  and  requiring  such  clerk  to  call  an  election  for  the  pur- 
pose of  approving  or  disapproving  such  proposed  subscription,  it  shall 
be  and  is  hereby  made  his  duty  within  ten  days  from  the  time  such 
requisition  shall  be  delivered  to  him  or  left  at  his  place  of  residence,  to 
give  notice  of  such  election,  by  posting,  or  causing  to  be  posted,  three 
notices  thereof  in  three  public  places  in  said  township  at  least  ten  days 
previous  to  such  election.     Saul  requisition  may  be  in  the  following  form: 

To  tin  CU  rl-  of  Township  of ,  Gouttty  of ,  and  State  of  Illinois: 

Pursuant  to  the  statute  in  such  case  made  and  provided,  we  the  under- 
signed, voters  of  said  township,  do  hereby  require  you  to  call  an  election, 
to  be  held  in  said  township,  for  the  purpose  of  voting  for  or  against  the 


CORPORATE  HISTORY  777 

subscription  by  said  township  to  the  capital  stock  of  the  Eailroad 

Company,    to   the   amount   of  thousand   dollars,   the   bonds   of   said 

township  bearing  ten  per  cent,  interest  per  annum,  to  be  issued  therefor, 
as  the  law  directs,  in  the  following  amounts,  and  payable  at  the  following 

times:  bonds  of  $ each,  payable  years  from  date  (as  the 

case  may  be).    Dated  this day  of -,  A.  D.  18 — . 

(Names   of   voters.) 

The  notice  of  such  election  may  be  in  the  following  form: 

ELECTION   NOTICE. 

Township  of ,  County  of ,  State  of  Illinois. 

Whereas  a  requisition  has  been  delivered  to  me,  signed  by  upwards  of 
five  legal  voters  of  said  township,  requiring  me  to  call  an  election,  for 
the  purpose  of  voting  for  or  against  the  subscription  by  the  said  town- 
ship to  the  capital  stock  of  the  Eailroad  Company  to  the  amount 

of  thousand   dollars,   the   bonds   of   said   township   bearing   interest 

at  the  rate  of  ten  per  cent,  per  annum,  for  that  purpose,  to  be  issued 
in  the  following  sums,  payable  at  the  following  times:  (Here  enumerate 
bonds  set  forth  in  the  requisition.) 

Now,  therefore,  in  compliance  with  such  requisition,  and  by  virtue  of 
the  authority  in  me  vested  by  law,  I  do  hereby  give  notice  that  an  elec- 
tion will   be  held  at  ,   in   said   township,   on   the  day   of  , 

A.  D.  18 — ,  for  the  purpose  of  voting  "In  Favor  of  Subscription,"  or 
"Against  subscription,"  to  the  capital  stock  of  said  railroad  company, 
and  the  issuing  of  the  bonds  of  said  township,  in  manner  and  form  set 

forth  herein.    Dated  this day  of  ,  A.  D.  18 — . 

(Name.) 
Clerk  of  said  Township. 

§  4.  On  the  day  of  such  election,  between  the  hours  of  eight  o  'clock 
A.  M.  and  ten  o  'clock  A.  M.,  the  voters  assembled  shall  proceed  to  or- 
ganize, by  choosing,  from  amongst  their  number,  three  persons  to  act  as 
judges  of  election  and  two  to  act  as  clerks  of  said  election,  after  the 
manner  provided  in  general  elections,  and  who  are  hereby  invested  with 
equal  powers  and  authority  as  judges  and  clerks  of  general  elections, 
and  shall  conduct  the  same,  when  not  otherwise  provided  by  this  act, 
after  the  manner  in  which  general  elections  are  conducted  in  this  state, 
and  shall  be  entitled  to  the  same  compensation  as  is  allowed  judges  and 
clerks  thereof. 

§  5.  It  shall  be  and  is  hereby  made  the  duty  of  the  judges  and  clerks 
of  said  township  election,  at  the  close  thereof,  which  shall  be  at  five 
o  'clock  in  the  evening  of  said  day,  to  certify  at  the  foot  of  the  poll 
books  of  said  election  the  result  thereof,  and  to  deliver  such  poll  books 
and  certificates  to  the  clerk  of  such  township,  whose  duty  it  shall  be  to 
file  one  of  the  same  in  his  office,  and  the  other  in  the  office  of  the  clerk 
of  the  county  court  of  said  county,  within  ten  days  from  the  day  of  such 
election. 


778         CHICAGO,   BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

§  6.  It  shall  be  the  duty  of  the  county  clerk,  annually,  thereafter,  to 
compute  and  assess  upon  all  the  taxable  property  returned  by  each  of 
said  townships  which  shall  have  voted  to  subscribe  a  sufficient  amount  to 
pay  such  portion  of  the  principal  and  the  interest  as  may  become  due, 
annually,  on  all  bonds  issued  by  the  respective  towns,  as  well  as  all  the 
expenses  attending  the  election,  levying,  collecting  and  disbursing  said 
tax,  or  incurred  in  any  manner  in  carrying  out  the  provisions  of  this 
act;  which  tax  shall  by  said  clerk  be  extended  upon  the  collection  books 
as  other  taxes  are,  and  shall  be  collected  and  its  payment  enforced  in 
the  same  manner  and  at  the  same  time  as  the  taxes  for  state  and  county 
purposes  are  now  or  may  he  collected  and  enforced;  for  which  services 
the  clerk  of  said  county  and  the  collector  shall  be  entitled  to  the  same 
fees  and  percentage  as  are  allowed  in  other  cases  for  like  services,  to  be 
paid  out  of  said  township  tax:  Provided,  that  nothing  heroin  contained 
shall  be  so  construed  as  to  prevent  a  further  vote  of  votes  being  taken 
on  the  same  subject  matter  by  any  township  within  the  purview  of  this 
act    and   in    the   same   manner. 

$  7.  In  all  eases  where  such  election  shall  result  in  favor  of  the  sub- 
scription herein  authorized,  it  shall  be  the  duty  of  the  supervisor  of 
such  township  to  make  such  subscription  and  to  receive  from  said  com- 
pany the  proper  certificates  therefor.  He  shall  also  execute,  in  the  cor- 
porate name,  and  under  the  corporate  seal  of  said  township,  the  bonds 
of  said  township,  and  deliver  the  same  to  the  president  or  secretary  of 
said  company,  in  proportional  installments,  as  calls  shall  be  made  for 
payment   of   other    subscriptions    to   the    capital   stock   of   said    railroad 

company.  Such  bonds  shall  he  signed  by  the  supervisor  and  be  counter- 
signed by  the  clerk  of  the  township  in  the  name  of  which  they  shall  be 
issued,  and  shall  have  interest  coupons  thereunto  attached,  to  be  signed 
by  said  clerk;  and  it  shall  lie  his  duty  to  make  and  preserve  a  record 
of  the   issuing   and    delivery   thereof:    Provided,  that   any   dividends,   profits 

or  proc Is  that  may,  from  time  to  time  be  receivable  on  said  certificates 

of  stock,  shall  he  applied  to  the  payment  of  the  principal  or  interest  of 
said  township  bonds,  as  the  same  may  become  due,  together  with  all 
expenses  connected  with  the  same;  and  to  this  end  such  proceeds  shall 
be  paid  over  by  the  township  officer  receiving  the  same  to  the  county 
treasurer,  to  be  by  him  disbursed  for  the  use  of  such  township,  as  here- 
after provided. 

$  8.  It  shall  be  the  duty  of  the  treasurer  of  the  county  in  which  such 
township  or  townships  may  be  situated  to  pay  out,  from  time  to  time,  to 
the  lawful  holders  of  said  bonds,  as  the  same  shall  be  presented  to  him, 
such  amount  or  amounts  as  may  be  due  thereon,  as  well  as  all  necessary 
costs  and  charges,  making  proper  indorsement  or  taking  proper  vouchers 
therefor.  He  shall  also  keep  an  account  with  each  township  making 
subscription,  as  aforesaid,  of  all  moneys  received  by  him  and  paid  out 
on  account  of  such  township;  which  account  shall  at  all  times  be  open 
to  the  inspection  of  all  persons  wishing  to  examine  the  same.  He  shall 
also  file  in  the  office  of  the  clerk  of  such  township,  on  the  first  Monday 
in  August  of  each  year,  a  full  account  and  report  of  his  doings  under 


CORPORATE  HISTORY  779 

this  act;  and  shall  be  entitled  to  receive,  for  his  services  herein,  a  like 
compensation  as  allowed  him  in  other  cases,  to  be  paid  from  such  tax. 

§  9.  Such  treasurer  shall,  on  the  expiration  of  his  term  of  office, 
surrender  and  deliver  up  to  his  successor  all  the  books,  papers,  moneys 
or  effects,  of  whatever  nature,  that  may  have  come  into  his  possession 
by  virtue  of  this  act;  and  for  any  willful  misappropriation  or  conversion 
to  his  own  use  of  any  moneys  that  may  come  into  his  hands  under  the 
provisions  of  this  act,  he  shall  be  deemed  guilty  of  and  punishable  for 
embezzlement. 

§  10.  The  taxes  to  be  collected  from  said  railroad  company,  for  county 
and  township  purposes,  by  the  several  counties  and  townships  through 
which  said  railroad  runs,  shall  be  paid  to  and  set  apart  by  the  county 
treasurer  as  a  sinking  fund  to  redeem  the  principal  of  the  bonds  issued 
by  any  township  or  townships  in   such   county. 

§  11.  At  all  elections  for  officers  or  other  questions  voted  upon  by 
the  stockholders  of  said  company  the  supervisors  of  the  town  or  towns 
that  may  subscribe  to  the  stock  of  said  company  shall  represent  and  cast 
the  vote  to  which  said  stock  shall  be  entitled. 

§  12.  No  neglect,  omission,  irregularity,  informality  or  want  of 
technicality,  on  the  part  of  any  persons  authorized  to  carry  out  the 
provisions  of  this  act,  shall  inure  to  the  loss,  defeat  or  disadvantage  of 
said  railroad  company,  or  other  holders  of  the  bonds  of  said  township, 
nor  to  the  defeat  or  delay  on  the  subscription  to  the  capital  stock  of 
said  railroad  company,  nor  on  the  assessment,  levying  and  collecting 
of  the  taxes  for  the  payment  of  said  bonds,  nor  for  any  other  matter  or 
thing  done  under  or  by  virtue  of  this  act,  provided  the  provisions  Of  the 
same  shall  have  been  substantially  complied  with. 

§  13.  This  act  shall  take  effect  and  be  in  force  from  and  after  its 
passage,  and  any  part  or  parts  of  the  act  to  which  this  is  an  amendment, 
inconsistent  with    the   provisions   hereof,   are   hereby  repealed. 

Approved  February  21,  1859. 

Private  Laus  Illinois   1859,  page  526 


ACT  OF  LEGISLATURE  Approved  March  13,  1869. 

AN    ACT    to    authorize    and    enable    certain    railroad    companies    therein 
named    to    sell    or    lease    their    roads    and    franchises. 

Section  i.  Be  it  enact  e-d  by  the  People  of  the  State  of  Illinois,  repre- 
sented in  the  General  Assembly,  That  the  American  Central  Railroad  Com- 
pany and  the  La  Salle  &  Lafayette  Railroad  Company,  or  either  of  them, 
be  and  they  or  either  of  them,  are  hereby  authorized  and  empowered  to 
sell  and  convey,  or  lease  perpetually  or  for  a  term  of  years,  the  whole 
or  any  part  of  either  of  their  said  roads,  right  of  way,  easements  and 
other  property,  real  and  personal,  together  with  all  their  rights,  privileges 
and  franchises,  either  before  or  after  the  completion  of  their  said  roads, 
or  either  of  them,  to  any  railroad  company  or  corporation  now  incorpor- 
ated, or  that  may  be  hereafter  incorporated,  in  the  State  of  Illinois,  or 


780         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

to  any  natural  person  or  persons,  on  such  terms  and  conditions  as  may 
be  agreed  upon  between  the  contracting  parties,  and  any  such  sale  and 
conveyance  or  lease  shall  vest  in  the  railroad  company,  corporation  or 
other  party  purchasing  or  leasing  said  roads,  or  either  of  them,  or  any 
part  of  either  of  them,  all  rights  of  way,  easements  and  other  property, 
real  and  personal,  owned  by  or  belonging  to  said  railroad  companies,  or 
either  of  them,  together  with  the  rights,  privileges  and  franchises  so 
sold  and  conveyed  or  leased,  or  intended  to  be  so  sold  and  conveyed 
or  leased,  as  fully  as  if  the  rights,  privileges  and  franchises  had  been 
originally  granted  to  the  railroad  company,  corporation  or  other  party 
or  parties  purchasing  the  same,  or  as  the  same  may  be  done  by  law. 

$  2.  But  no  such  sale,  conveyance  or  lease  of  any  part  of  either  of 
said  roads  shall  in  any  manner  impair,  lessen  or  in  anywise  interfere- 
with  the  property,  rights,  privileges  and  franchises  of  the  said  American 
Central  Railroad  Company  and  La  Salle  &  Lafayette  Railroad  Company, 
or  either  of  them,  uol  so  sold  and  conveyed  or  leased,  or  not  intended 
in  lie  so  sold  and  conveyed  or  leased,  by  any  deed  of  conveyance,  lease 
or  contract  made  and  executed  by  the  said  American  Central  Railroad 
Company  [and]  La  Salle  &  Lafayette  Railroad  Company,  or  either  of 
them,  in  the  pursuance  of  the  provisions  of  this  act. 

6  3.  This  act  shall  be  a  public  act,  and  shall  be  in  force  from  and 
a  fter  its  passage. 

Approved  March  13,  1869. 

Privatt    Law  Illinois   L869,    Vol.  3  Page  247 

REORGANIZATION,  duly  1,  1865  American  Central  Railway. 
Galva,  Henry  County,  Illinois,  July  1st,  1865. 

On  the  first  day  of  July  A.  D.  I860  at  Galva  aforesaid,  William  J. 
Turner,  .hums  8.  Thompson,  John  W.  Hull,  John  S.  Thompson,  Wells 
Willits  by  James  S.  Thompson  his  proxy  and  attorney  in  fact,  and 
Lewis  W.  Thompson  by  dames  S.  Thompson  his  proxy  and  attorney  in 
fact,  personally  met  at  the  Railroad  office  of  the  American  Central  Rail- 
way of  Illinois,  to  reorganize  the  American  Central  Railway  Company  of 
Illinois,  as  assignees  of  said  Company  under  and  by  virtue  of  the  original 
Charter  granted  by  the  Legislature  of  said  State,  by  the  name  of  the 
Western  Air  Line  Railroad  Company  the  subsequent  amendments  thereto 
and  by  virtue  of  the  deed  of  conveyance  executed  to  the  said  James  S. 
Thompson,  William  J.  Turner,  John  W.  Hull,  John  H.  Thompson,  Wells 
Willits  and  Lewis  W.  Thompson,  by  John  P.  Yelverton,  trustee  of  said 
Railway  Company  and  which  said  deed  bears  date  of  the  10th  day  of 
May  A.  D.  1865. 

On  motion,  John  W.  Hull  of  the  City  of  New  York  was  called  to  the 
chair  and  John  S.  Thompson  appointed  Secretary. 

On  motion  it  was  unanimously  resolved  that  the  capital  stock  of  the 
said  American  Central  Railway  Company  be  and  is  two  millions  of  dol- 
lars fully  paid  and  owned  by  the  owners  and  purchasers  thereof,  sub- 
ject to  the  conditions  hereinafter  contained. 


CORPORATE  HISTORY  781 

And  on  motion  it  was  further  unanimously  agreed,  that  the  claims  of 

Olof  Johnson  in  his  own  right  and  with representing  'Bishop  Hill 

Colony',  Wheeler  B.  Sweet,  William  F.  Thomas,  James  S.  Thompson  and 
John  S.  Thompson,  for  services  as  contractors,  for  money  advanced  and  for 
other  services  rendered  prior  to  the  sale  of  said  road  by  said  trustee,  be 
and  the  same  are  hereby  recognized  and  allowed  against  the  Company  to 
be  paid  in  certificates  of  stock  to  be  hereafter  issued  by  the  Company 
as  reorganized,  and  convertible  into  first  mortgage  bonds  at  their  pleasure 
after  such  bonds  are  issued  by  the  Company  as  reorganized. 

And  it  is  further  unanimously  agreed,  that  in  consideration  that  the 

said Johnson,   Wheeler   B.    S'weet   and  William   F.    Thomas   pay  to 

the  said  William  J.  Turner  and  other  original  purchasers  of  said  road 
under  said  trust  deed  one  third  of  the  cost  of  said  fifty-two  outstanding 
bonds  for  the  non  payment  of  the  interest  on  which  the  said  road  was  sold  as 
aforesaid  by  said  trustee,  together  with  all  costs  and  expenses  attending 
said  sale. 

The  said Johnson,  Wheeler  B.  Sweet  and  William  F.  Thomas  upon 

their  assenting  hereto  and  complying  with  all  that  is  herein  contained  by 
signing  their  names  hereto,  shall  be  held  and  treated  in  all  respects  as 
the  owners  of  said  road  to  the  extent  of  one  undivided  one  third  thereof 
and  to  that  extent  they  shall  have  all  and  singular  all  and  equal  rights 
and  privileges  with  the  said  Turner,  Thompson  and  others,  original  pur- 
chasers thereof.  And  the  said  original  purchasers  in  consideration  afore- 
said do  hereby  transfer  and  sell  to  the  said  Johnson,  Sweet  and  Thomas 
the  one  undivided  third  thereof  with  the  further  agreement  that  if  any 
further  assessments  may  become  necessary  to  vest  in  the  said  Johnson, 
Sweet  and  Thomas,  the  said  one  third  interest  the  same  shall  be  executed 
as  may  seem  proper. 

And  it  is  further  unanimously  agreed  that  the  said  William  J.  Turner, 
James  S.  Thompson,  John  W.  Hull,  Wells  Willetts,  Lewis  W.  Thompson, 
John  S.  Thompson,  Olof  Johnson,  Wheeler  B.  Sweet  and  William  F. 
Thomas,  be- and  are  the  joint  owners  and  proprietors  of  said  railway  and 
of  the  capital  stock  paid  up,  excepting  the  amount  of  claims  against  the 
old  company,  which  may  hereafter  be  allowed  to  be  paid  in  stock  certifi- 
cates. 

And  it  is  further  agreed  unanimously  that  the  certificates  of  stock 
shall  be  issued  hereafter  by  the  Company  as  reorganized,  to  the  said 
joint  owners  as  last  aforesaid  in  equal  amounts  of  one  ninth  each  for  the 
whole  of  the  capital  stock  paid  up,  less  the  claims  of  Olof  Johnson  in 
his  own  right,  and  with  Jonas  Enekson  representing  the  Bishop  Hill 
Colony,  and  to  William  B.  Sweet,  William  F.  Thomas,  James  S.  Thomp- 
son and  John  S.  Thompson  as  already  provided  for;  which  said  last  men- 
tioned certificates  of   stock   may   be   surrendered   and   become    mortgage 

bonds  taken  in thereof,  when  ever  the  Company  shall  issue  second 

mortgage  bonds. 

And  it  is  further  unanimously  agreed  that  each  of  the  parties  entitled 
to  certificates  of  stock  as  herein  provided,  shall  have  any  and  all  the 
rights  of  stockholders  in  the  Company  as  the  same  shall  be  reorganized. 


782         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

And  it  is  further  unanimously  agreed  that  certificates  of  stock  shall 
issue  to  the  parties  hereto,  to-wit:  William  J.  Turner,  James  S.  Thompson, 
John  W.  Hull,  Wells  Willits,  Lewis  W.  Thompson,  John  S.  Thompson, 
Olof  Johnson,  Wheeler  B.  Sweet  and  William  F.  Thomas,  for  nine  thou- 
sand dollars  each,  being  the  amount  of  the  said  fifty  two  bonds  and 
interest  thereon  and  expenses  attending  the  sale  of  said  road  by  said 
trustee,  which  may  be  converted  into  First  Mortgage  Bonds  when  the 
same  are  issued  by  the  Company  as  reorganized,  and  which  when  so 
issued  are  to  be  held  and  regarded  as  a  part  of  the  paid  capital  stock 
aforesaid. 

And  it  is  further  unanimously  agreed,  that  for  the  purposes  or  reor- 
ganization, the  claims  aforesaid  for  work,  money  and  services  of  said 
Johnson  and  others  shall  be  fixed  at  the  sum  of  one  hundred  and  eighty 
eight  thousand  dollars.  And  the  remainder  of  the  capital  stock  of  said 
Company  shall  be  the  remainder  of  two  millions  capital  stock  after  de- 
ducting the  said  amount  of  one  hundred  and  eighty  eight  thousand  dol- 
lars. And  that  each  party  in  interest  shall  be  entitled  to  vote  his 
several  interest,  and  that  the  Directors  hereafter  to  he  elected  shall 
audit  and  allow  all  claims  specified,  determining  their  respective  amounts, 
and  definitely  fixing  amounts  to  which  each  party  is  entitled  of  certifi- 
cates of  shares,  and  that  others  having  just  and  honest  claims  against 
the  old  company  for  work  and  labor  and  for  money  advanced  for  the 
road,  may  come  within  a  reasonable  time  and  have  such  claims  audited 
.and  determined  by  the  board  of  Directors  and  receive  certificates  of 
stock   therefor  and  in  lieu  thereof. 

John  W.  Hull 

Wm.  J.  Turner 

John  s.  Thompson 

James  8.  Thompson 

Wells  Willitts 

(By  Jas.  S.  Thompson,  proxy) 

Lewis  W.  Thompson 

(By  Jas.  S.  Thompson,  proxy 

and  att'y  in   fact.) 

We  do  hereby  accept  and  agree  to  the  terms  and  conditions  of  the 
foregoing,  this  first  day  of  July  A.  D.  1865. 

Olof  Johnson 

Wheeler  B.  Sweet 

Wm.  F.  Thomas 

Bishop  Hill  Colony, 

By  O.  Johnson  &  Jonas  Enickson 

Att'y s  in  fact. 

Office  of  the  American  Central  Railway. 

Galva,  111.,  July  1st,  1865. 
The   stockholders    of    the    American    Central    Railway    of    Illinois,    under 
and  by  right  of  purchase  of  said  railway  at  trustees  sale  made  in  the  city 


CORPORATE  HISTORY  783 

of  New  York  on  the  10th  day  of  May  A.  D.  1865,  as  shown  by  deed  of 
conveyance  made  by  John  P.  Yelverton,  dated  New  York:  met  at  their 
office  in  Galva,  111.,  for  the  purpose  of  reorganization. 

There  upon,  Hon.  John  S.  Thompson  was  called  to  the  chair,  and 
Wheeler  B.  Sweet  appointed  Secretary. 

On  motion  of  James  S.  Thompson,  the  stockholders  proceeded  to  the 
election  of  Directors  of  the  American  Central  Eailway  of  Illinois.  There 
upon  the  chair  appointed  William  F.  Thomas  and  John  W.  Hull,  Tellers. 
On  examination  of  the  ballots  the  following  gentlemen  records  votes  as 
follows: 

William  B.  Sweet,  Galva,  111.,  2114  votes. 
William   F.    Thomas,   Wyoming,   111.,   2114   votes. 
William  J.  Turner,  Warsaw,  111.,  2013  votes. 
Olof  Johnson,  Galva,  111.,  3161  votes. 
Kobt.  C.  Schenk,  Ohio,  Ohio,  2113  votes. 

John  W.  Hull, N.  Y.,  2113  votes. 

Geo.  M.  Bruggiatta, N.  Y.,  2113  votes. 

Wells  Willitts,  New  Boston,  111.,  2113  votes. 
John  S.  Thompson,  Aledo,  111.,  2276  votes. 
James  S.  Thompson,  New  Boston,  111.,  2276  votes. 
Lewis  W.  Thompson,  Aledo,  111.,  2113  votes. 

And  therupon  were  duly  declared  elected  as  Directors  of  the  American 
Central  Eailway  of  Illinois  until  the  next  annual  meeting. 

On  motion,  the  meeting  adjourned  sine  die. 

John  S.   Thompson,  President. 
Wheeler  B.  Sweet,  Secretary. 

Office  of  the  American  Central  Railway. 
Galva,  111.  July  1st,  1865;   8  o'clock  P.  M. 
Meeting  of  the  Board  of  Directors  held  this  8  o'clock  P.  M.,  for  the 
purpose   of  organization,   and   the   election   of  permanent   officers   of   the 
American   Central  Railway  of  Illinois. 

Present:  John  S.  Thompson,  James  S.  Thompson,  William  J.  Turner, 
Olof  Johnson,  Lewis  W.  Thompson  (by  proxy),  Wells  Willetts  (by 
proxy),  Wm.  F.  Thomas  (by  proxy),  Geo.  M.  Bruggotta  (by  proxy), 
Robt.   C.   Schenck    (by  proxy),  and   Wheeler  B.   Sweet. 

On  motion  of  John  S.  Thompson,  Olof  Johnson  was  called  to  the  chair 
and  Wheeler  B.  Sweet  appointed  Secretary. 

On  motion  of  John  W.  Hull,  the  Board  proceeded  to  the  election   of 

permanent  officers  of  the  American  Central  Railway  Company  of  Illinois. 

The  chair  appointed  William  J.  Turner  and  James  S.  Thompson,  Tellers: 

Whereupon  the  Board  proceeded  to  ballot,  which  resulted  as  follows 

by  unanimous  vote: 

Hon.   John    S.    Thompson    of   Illinois,    President: 
John  W.  Hull  of  New  York,  Vice  President: 
Wheeler  B.  Sweet  of  Illinois,  Secretary: 
William  Lowman  of  Illinois,  Treasurer: 
Robt.  W.  Hemenway  of  Vermont,  Chief  Engineer: 


784         CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

Who  thereupon  were  by  the  chairman,  declared  as  duly  elected  as  per- 
manent officers  of  the  American  Central  Railway  until  the  next  annual 
meeting. 

On  motion  the  meeting  adjourned  until  Monday  morning  at  8  o'clock 
A.  .\L,  of  July  3rd,  1865. 

Olof  Johnson,  Chairman. 

LEASE,  October  12,  1868,  American  Central  Railway  to  Chicago,  Burling- 
ton &  Quincy  Railroad  Company. 

Memorandum  of  Agreement,  made  ami  entered  into  this  twelfth  day  of 
October,  A.  D.  18C8,  by  and  lie!  ween  the  American  Central  Railway 
Company  of  the  first  pari  and  the  Chicago,  Burlington  and  Quincy  Rail- 
mail  Company  of  the  second  part,  both  corporations  duly  organized  and 
existing  by  virtue  of  the  laws  of  the  State  of  Illinois  enacted  with  refer- 
ence to  said  corporations  respectively. 

Whereas,  the  said  firsl  party  is  duly  authorized  by  its  charter  to  locate, 
construct,  and  operate  a  railroad  from  the  east  bank  of  the  Mississippi 
River  at  the  town  of  New  Boston,  county  of  .Mercer  and  State  of  Illinois, 
by  the  way  of  Galva  to  I. aeon,  and  thence  in  the  direction  of  Ft.  Wayne, 
in  the  State  of  Indiana,  to  the  east  line  of  said  State  of  Illinois,  and  is 
now  presently  engaged  in  the  construction  of  that  portion  of  its  said 
railroad  extending  from  its  said  western  terminus  to  Calva  in  the  county 
of  Henry,  and  has  already  made  considerable  progress  in  the  construc- 
tion of  the  same,  and  expects  soon  to  complete  the  construction  thereof, 
so  far  as  the  grading  and  bridging  and  making  the  road  bed  is  concerned, 
and  placing  thereon  the  entire  superstructure  of  said  track,  and  at  an 
early  day  to  have  the  same  in  readiness  to  receive  the  rolling  stock 
3sary  to  maintain  and  operate  the  same. 

And  whereas,  for  the  purpose  of  obtaining  rights  of  way,  and  the  means 
to  thus  complete  its  road  bed,  track  and  superstructure,  it  has  executed 
and  is  aboul  to  negotiate  in  the  market  its  bonds  to  the  amount  of  eight 
hundred  thousand  dollars,  in  sums  of  one  thousand  dollars  each,  dated 
on  the  first  day  of  .Inly,  A.  I).  ls<>S,  nnd  payable  at  any  time  not  less 
than  ten  nor  more  than  twenty  years  from  the  date  thereof  in  the  city 
of  New  York,  with  interest  at  the  rate  of  eight  per  cent,  payable  semi- 
annually, free  from  government  tax,  which  bonds  it  has  secured  by  the 
execution  and  delivery  of  its  first  mortgage  or  deed  of  trust  to  James  F. 
Joy  and  John  X.  Denison  as  mortgagees  or  trustees  therein,  upon  its 
said  road  from  its  aforesaid  western  terminus  to  Galva  in  said  county  of 
Henry,  and  including  the  depot  and  depot  grounds  at  each  of  said  points, 
which  said  mortgage  or  deed  of  trust  bears  date  the  fourteenth  day  of 
May.  A.  D.  1868.  And  in  order  that  there  may  be  no  doubt  or  question 
as  to  the  value  of  said  first  mortgage  bonds,  or  as  to  the  prompt  and 
certain  payment  of  the  interest  coupons  and  principal  thereof  as  they 
shall  severally  mature,  it,  the  said  first  party,  is  desirous  of,  and  has 
applied  to  the  said  second  party  for,  certain  aid  and  assistance  in  the 
premises,  hereinafter  more  particularly  mentioned. 


CORPORATE  HISTORY 


785 


And  whereas,  said  section  of  said  road  covered  by  said  mortgage  inter- 
sects the  railroad  of  said  second  party  at  said  town  of  Galva,  thereby 
making  a  continuous  line  over  the  road  of  said  first  party  from  Chicago 
to  the  Mississippi  River  at  New  Boston,  and  from  and  to  which  said  sec- 
tion of  said  road  of  said  first  party  and  the  country  adjacent  a  large 
amount  of  traffic  and  travel  will  pass  over  the  road  of  the  said  second 
party,  and  large  advantages  are  thereby  expected  to  be  derived  by  said 
second  party  from  the  completion  of  said  section  of  said  railroad,  and 
such  connection  with  its  said  road,  it,  the  said  second  party,  has  there- 
fore deemed  it  advisable  and  expedient  to  render  the  aid  and  assistance 
herein  specified,  as  it  may  lawfully  do. 

And  whereas,  the  said  first  party  will  have  exhausted  all  of  its  means  in 
procuring  the  right  of  way,  grading,  bridging,  tieing,  and  finally  complet- 
ing the  track  and  superstructure  of  its  said  section  of  road,  and  is  and 
will  be  wholly  unable  to  maintain  and  operate  the  same,  or  to  procure 
the  rolling  stock  necessary  to  maintain  and  operate  it  as  the  business  of 
the  country  and  the  public  convenience  requires,  and  has  therefore  for 
these  reasons  applied  to  the  said  second  party  to  take  a  lease  of  said 
road,  to  maintain  and  operate  the  same,  and  to  purchase  and  place  there- 
on all  the  rolling  stock  that  may  be  necessary  to  do  the  business  of  the 
country  through  which  the  said  section  of  road  of  the  said  first  party- 
passes,  and  the  said  second  party  is  willing  to  and  has  agreed  to  lease 
said  road,  and  to  equip,  maintain,  and  operate  the  same. 

Now,  therefore,  this  indenture  witnesseth:  That  the  said  party  of  the 
first  part,  in  consideration  of  the  premises  and  of  one  dollar  to  it  in  hand 
paid  at  the  execution  of  this  instrument,  and  of  the  covenants  and 
agreements  hereinafter  contained,  to  be  kept  and  performed  by  the  said 
second  party,  its  successors  and  assigns,  hath  granted,  demised,  and 
leased,,  and  by  these  presents  doth  grant,  demise,  and  lease,  unto  the  said 
party  of  the  second  part,  its  successors  and  assigns,  all  the  following- 
described  property  of  the  American  Central  Railway,  that  is  to  say:  all 
that  part  of  its  said  road  extending  from  its  western  terminus  at  New 
.  Boston  on  the  Mississippi  River,  in  the  county  of  Mercer  and  State  of 
Illinois,  to  Galva  in  the  county  of  Henry  in  said  State,  made  or  to  be 
made,  including  the  right  of  way  and  the  land  occupied  thereby,  to- 
gether with  the  superstructure  and- tracks  thereon  and  to  be  placed  there- 
on, and  all  the  rails  and  other  materials  used  thereon,  procured  or  to  be 
procured  therefor,  bridges,  viaducts,  culverts,  fences,  depots,  grounds, 
and  buildings  thereon  and  to  be  placed  thereon,  also  all  cars,  tools,  ma- 
terials, machinery,  and  all  other  property,  real  and  personal,  pertaining 
to  said  road  or  to  the  use  thereof,  now  owned  or  which  may  hereafter 
be  acquired  by  said  first  party,  and  used  in  and  about  the  completion  of 
said  road-bed,  track,  and  property,  together  with  the  rent  or  income  to 
be  had,  levied,  or  derived  therefrom,  and  all  franchises,  rights,  and  privi- 
leges of  the  said  first  party  of,  in,  to,  or  concerning  the  same. 

To  have  and  to  hold  the  above-described  railroad  premises  and  property, 
with  the  appurtenances,  rights,  privileges,  and  franchises  thereunto  be- 
longing, or  in  any  wise  appertaining,  unto  the  said  party  of  the  second 


786  CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

part,  its  successors  and  assigns,  from  the  day  of  the  date  hereof  for  and 
during  and  until  the  full  completion  and  end  of  the  period  and  term  of 
nine  hundred  and  ninety-nine  years. 

And  the  said  party  of  the  second  part,  in  consideration  of  the  leasing 
of  the  premises  aforesaid,  doth  hereby  covenant  and  agree  with  the  said 
party  of  the  first  part,  its  successors  and  assigns,  to  pay  or  cause  to  be 
paid  all  taxes  and  assessments  that  may  be  lawfully  levied,  charged,  or 
assessed  on  said  demised  premises  or  any  part  thereof  during  the  exis- 
tence of  this  lease,  and  to  save  the  said  party  of  the  first  part,  its  suc- 
cessors and  assigns,  from  all  damage  or  expense  by  reason  thereof. 

And  said  party  of  the  second  part,  in  consideration  of  the  premises, 
does  also  hereby  covenant  and  agree  with  the  said  party  of  the  first  part, 
its  successors  and  assigns,  to  take  the  possession  of  said  demised  railroad 
premises  and  property,  and  as  soon  as  the  said  road-bed,  track,  and 
superstructure  shall  be  completed  ready  for  use,  to  purchase  and  place 
thereon  all  such  engines,  tenders,  cars,  and  rolling  stock  as  may  be  re- 
quired for  tin-  transaction  of  the  business  of  said  demised  road,  and  at 
all  times  dining  the  continuance  of  this  agreement  to  keep  said  road 
equipped  with  such  and  such  an  amount  of  rolling  stock  as  the  business 
of  the  country  through  which  said  road  runs  may  reasonably  require,  and 
also  dining  the  continuance  of  this  agreement  maintain  said  demised 
road  and  property,  and  keep  the  same  in  repair,  and  to  run  and  operate 
the  same  in  connection  with  its  own  road  or  otherwise  in  such  manner  as 
shall  accommodate  the  travelling  and  business  public,  and  that  it  will  at 
all  times  save  the  said  party  of  the  first  part  harmless  from  all  damage 
or  liabilities  that  may  be  incurred  or  occasioned  by  the  said  party  of  the 
second  part  in  the  maintenance  and  operation  of  said  section  of  said 
demised  railroad  and  property. 

And  the  said  party  of  the  second  part,  in  consideration  of  the  premises, 
does  hereby  further  covenant  and  agree  with  the  said  party  of  the  first 
part,  its  successors  ami  assigns,  for  the  purpose  of  assisting  the  said  first 
party  as  before  mentioned,  and  to  enable  it  to  negotiate  and  make  sah- 
of  its  said  first  mortgage  bonds  at  fair  rates,  that  it  will  appropriate  au<3 
set  apart  as  a  fund  to  purchase  the  said  bonds  of  said  first  party  in  the 
market  so  long  as  they  can  be  purchased  at  or  below  par  and  accrued 
interest,  all  the  net  profits  which  may  accrue  or  come  to  it  by  reason  of 
the  transportation  over  its  own  road  of  the  business,  both  freight  and 
passenger,  which  may  come  or  be  furnished  to  it  from  or  by  the  said 
demised  road  of  the  said  first  party,  and  which  may  come  upon  said 
demised  road  at  any  and  all  points  between  the  junction  at  Galva  and 
at  and  including  New  Boston  on  the  Mississippi  River,  and  also  all  the 
net  profit  which  it  may  receive  from  the  transportation  of  freight  and 
passengers  from  any  and  all  points  on  its  own  road,  which  are  destined 
to  and  shall  pass  to  any  point  on  the  said  demised  road  of  the  first  party 
west  of  Galva;  which  said  net  profits,  in  order  that  the  amount  thereof 
may  be  made  as  uniform  and  certain  as  practicable  for  the  purpose  of 
this  contract,  shall  be  deemed  and  taken  to  be  fifty  per  cent  of  the  gross 
amount  earned  by  the  said  second  party,  by  the  transportation  over  its 


CORPORATE  HISTORY 


787 


own  road  of  the  said  business,  coming  from  or  going  unto  the  said  de- 
mised road  of  the  said  first  party.  It  being  the  intention  of  the  parties 
to  this  instrument  that  the  net  profits  so  estimated  and  earned  by  the 
second  party  in  the  transportation  of  freight  and  passengers  over  its  own 
road  which  may  come  from  or  pass  to  said  demised  road  of  the  said  first 
party,  as  aforesaid,  shall  constitute  a  fund  for  the  purchase  of  said  first 
mortgage  bonds  of  the  said  first  party  so  long  as  they  can  be  purchased 
at  or  below  par  and  accrued  interest,  the  said  second  party  thereby  in 
effect  receiving  compensation  for  the  transaction  of  such  business  beyond 
the  expenses  thereof,  in  the  said  mortgage  bonds  of  the  said 'first  party 
at  or  below  par  and  accrued  interest. 

It  is  mutually  agreed  by  the  parties  hereto  that  the  said  party  of  the 
second  part  shall  not  be  obliged  or  required  to  purchase  said  bonds  or 
any  of  them  beyond  their  par  value  and  accrued  interest;  and  if,  in  re- 
sponse to  the  notice  to  be  published  as  hereinafter  provided,  the  holders 
of  said  bonds  shall  not,  within  a  reasonable  time  as  herein  stated,  pre- 
sent them  for  sale  at  or  below  par  and  accrued  interest,  then  the  said 
second  party  shall  not  be  required  longer  to  retain  or  keep  on  hand  the 
funds  provided  for  the  purpose,  the  understanding  of  the  parties  hereto 
being  that  when  the  bonds  are  worth  more  than  par  they  are  not  to  be 
purchased,  and  the  funds  so  provided  not  being  required  for  that  pur- 
pose, the  said  party  of  the  second  part  is  at  liberty  to  divide  or  appro- 
priate the  same  like  other  earnings  of  said  road;  but  it  is  expressly 
understood  that  when  said  bonds  can  be  bought  at  par  or  for  less  than 
par  value  and  accrued  interest,  then  the  funds  to  be  provided  for  the 
year  as  hereinafter  mentioned  shall  be  appropriated  and  used  for  the 
purpose  of  purchasing  the  same  and  otherwise. 

And  the  said  second  party  hereby  further  agrees  that  on  the  first  day 
of  November  in  each  year  it  will  cause  an  account  to  be  taken  and  stated 
of  the  amount  of  gross  earnings  which  shall  have  accrued  to  it  during 
the  preceding  year  from  the  aforesaid  business,  and  of  the  fifty  per  cent 
thereof  which  is  to  be  appropriated  to  the  purchase  of  the  bonds  of  the 
said  first  party,  and  shall  furnish  to  the  party  of  the  first  part,  its  suc- 
cessors and  assigns,  and  to  the  trustees  of  the  bondholders  under  the 
said  first  mortgage  of  the  said  first  party,  each  a  copy  of  said  accounts 
so  to  be  stated,  and  that  it  will  apply  in  the  manner  hereinafter  set  forth 
the  several  amounts  so  derived  to  the  purchase  of  such  of  said  bonds  of 
the  said  first  party  as  shall  be  offered  at  the  lowest  prices,  not  exceeding 
their  par  value  and  accrued  interest,  after  the  notice  published  as  here- 
inafter provided. 

And  it  is  hereby  mutually  agreed  that  as  soon  as  the  said  first  party 
or  the  said  trustees  shall  be  informed  of  the  amount  of  moneys  applica- 
ble to  the  purchase  of  the  said  first  mortgage  bonds,  and  in  the  month 
of  November  in  each  year,  they,  the  said  trustees,  shall  advertise  for  pro- 
posals to  sell  said  bonds  for  two  weeks  in  a  daily  newspaper  published 
in  each  of  the  cities  of  New  York  and  Boston  for  the  information  of 
such  of  said  first  mortgage  bondholders  as  may  wish  to  sell  any  of  said 
bonds  under  this  agreement,  and  that  if  in  response  to   said  advertise- 


788         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

ment  no  bonds  are  offered  at  or  below  par  value  and  accrued  interest, 
then  the  obligation  of  said  second  party  hereto  to  purchase  bonds  for 
that  year,  and  until  another  advertisement  for  proposals  under  this 
agreement  shall  have  been  made,  shall  cease;  but  this  shall  in  no  way 
affect  the  obligations  of  the  said  second  party  to  purchase  said  bonds 
with  the  amount  which  may  accrue  as  aforesaid,  and  be  applicable  there- 
to, from  the  earnings  of  any  year  thereafter. 

It  is  also  mutually  agreed  that  the  said  first  party  shall  cause  this 
agreement,  or  the  material  parts  of  it,  to  be  printed  upon  or  attached  to 
each  of  the  bonds  so  as  aforesaid  to  be  sold  by  it,  and  which  may  be 
purchased  by  the  said  second  party  in  virtue  of  this  agreement;  and  that 
when  any  of  said  bonds  have  been  purchased  by  the  said  second  party, 
its  successors  and  assigns,  all  liability  of  the  party  of  the  second  part  in 
reference  thereto  shall  cease,  and  this  agreement,  or  the  material  parts 
thereof,  printed  upon  or  attached  to  the  said  bonds  so  purchased,  shall 
be  cancelled   by   said   trustees. 

It  is  further  agreed  that  the  amount  of  the  proposals  for  the  sale  of 
said  bonds  under  the  advertisement  to  be  made  as  aforesaid,  as  soon  as 
known,  shall  be  certified  by  said  trustees  under  said  first  mortgage  of 
said  first  party  to  the  said  party  of  the  second  part,  who  shall  thereupon, 
within  fifteen  days,  furnish  to  the  said  trustees  the  amount  of  money 
necessary  to  purchase  the  amount  of  bonds  ascertained  as  aforesaid, 
which  said  bonds,  when  and  as  soon  as  the  same  may  be  purchased  by 
the  said  trustees,  are  to  be  delivered  by  them  to  the  said  second  party 
hereto,  its  successors  and  assigns. 

It  is  further  mutually  agreed  and  understood  that  the  said  first  mort- 
gage bonds,  after  they  shall  have  been  duly  executed  by  the  said  party 
of  the  first  part,  shall  be  placed  in  the  hands  of  the  said  trustees  to  be 
by  them  certified  as  required  by  this  instrument,  and  to  be  held  by  them 
until  sales  thereof  shall  be  made,  when  the  same  shall  be  delivered  to  the 
purchaser  or  purchasers  thereof,  upon  the  receipt  by  said  trustees  of  the 
purchase  money,  which  purchase  money  shall  be  held  by  said  trustees  and 
paid  over  to  said  party  of  the  first  part  from  time  to  time,  upon  their 
being  satisfied  that  the  same  is  necessary  to  and  will  be  applied  to  the 
construction  and  completion  of  said  section  of  road  of  the  said  first  party 
between  Galva  and  New  Boston  as  aforesaid,  to  the  end  that  all  the 
money  received  for  said  bonds  shall  in  good  faith  be  applied,  as  the 
bondholders  expect,  solely  to  the  construction  and  completion  of  said 
section  of  road  and  superstructure,  for  which  alone  they  were  intended. 

In  witness  whereof,  the  said  parties  hereto  have  caused  their  corporate 
seals  to  be  hereto  attached  and  their  corporate  names  to  be  hereto  sub- 
scribed by  their  respective  presidents,  the  day  and  year  first  above 
written. 

AMEEICAN  CENTRAL  RAILWAY, 
[seal]  By  John  S.  Thompson,  President. 

Attest:  C.  J.  Bartleson,  Secretary. 
THE  CHICAGO,  BURLINGTON  AND  QUINCY  RAILROAD  COMPANY, 
[seal]  By  James  F.  Joy,  its  President. 

Attest:  A.  T.  Hall,  Secretary. 


CORPORATE  HISTORY 


789 


DEED,  June  1,  1899,  American  Central  Railway  to  Chicago,  Burlington 
&  Quincy  Kailroad  Company. 

This  Indenture,  Made  this  first  day  of  June,  A.  D.  1899,  by  and  be- 
tween the  American  Central  Railway,  party  of  the  first  part,  and  the 
Chicago,  Burlington  &  Quincy  Railroad  Company,  party  of  the  second 
part,  both  being  corporations  created,  organized,  and  existing  under  and 
by  virtue  of  the  laws  of  the  State  of  Illinois,  Witnesseth:  That, 

Whereas,  The  first  party,  being  thereto  duly  authorized  by  law,  is  the 
owner  of  the  following  described  railroad  in  the  State  of  Illinois,  to- 
wit: 

Beginning  at  Galva,  in  Henry  County,  extending  thence  westerly,  via 
Arpee,  to  New  Boston,  in  Mercer  County,  a  distance  of  about  fifty  and 
sixty-three  hundredths  (50.63)  miles;  and, 

Whereas,  The  railroad  of  the  first  party  connects  with  the  railroads  of 
the  second  party,  and  forms  therewith  a  continuous  and  connected  line  of 
railroad;  and, 

Whereas,  The  second  party  is  now  in  possession  of  and  operating  the 
said  above  described  railroad,  in  connection  with  its  own  railroads,  under 
a  lease  for  nine  hundred  and  ninety-nine  (999)  years,  and  has  offered  to 
purchase  the  remaining  interests,  property,  and  franchises  of  the  first 
party  in  and  to  said  railroad,  upon  the  terms  and  conditions  hereinafter 
stated,  which  have  been  agreed  to  by  the  directors  of  both  the  said  com- 
panies, and  approved  by  the  stockholders  owning  and  holding  two-thirds 
in  amount  of  the  capital  stock  of  the  parties  of  the  first  and  second  parts, 
in  manner  and  form  as  required  by  law: 

Now,  Therefore,  This  Indenture  Witnesseth:  That  the  said  party  of  the 
first  part,  for  and  in  consideration  of  five  dollars  to  it  in  hand  paid,  the 
receipt  of  which  is  hereby  acknowledged,  and  other  good  and  valuable 
considerations,  has  granted,  bargained,  and  sold,  and  by  these  presents 
does  grant,  bargain,  sell  and  convey,  release,  assign,  and  transfer,  to  the 
said  party  of  the  second  part,  all  and  singular  the  said  above  described 
railroad,  and  all  its  right,  title,  and  interest  therein ;  together  with  all 
rights  of  way,  road-bed,  bridges,  and  depot  and  other  lands,  or  interest 
therein;  and  all  station  houses  and  other  buildings  and  structures  of 
whatever  kind  belonging  thereto;  together  with  all  the  fixtures  and 
appurtenances  appertaining  to  the  said  railroad,  or  in  any  manner  con- 
nected therewith;  also  all  rights,  privileges,  and  franchises  of  the  said 
party  of  the  first  part,  in  and  to  the  aforesaid  railroad;  together  with 
all  other  present  and  in  future  to  be  acquired  property,  of  every  kind 
and  description,  belonging  to  the  said  first  party,  except  its  franchise  to 
be  a  corporation. 

To  Have  and  to  Hold,  the  said  railroad  and  lands,  tenements,  rights, 
privileges,  and  franchises,  and  other  property,  above  mentioned  and  con- 
veyed, to  the  said  second  party,  its  successors  and  assigns,  forever. 

And  the  said  party  of  the  second  part  covenants  and  agrees  with  the 
said  party  of  the  first  part  to  equip  the  said  railroad,  or  cause  the  same 
to  be  equipped,  and  to  maintain  and  operate  the  same  in  such  manner 
as  to  furnish  reasonable  accommodations  to  the  public;  to  pay,  or  cause 


790         CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

to  be  paid,  all  taxes  and  assessments  that  may  be  lawfully  levied, 
charged,  or  assessed  upon  the  said  railroad  and  property,  or  any  part 
thereof;  and  to  assume  all  contracts,  bonds,  and  other  obligations,  of 
whatsoever  kind,  and  pay  and  discharge  all  debts  and  liabilities,  both 
principal  and  interest,  of  the  said  party  of  the  first  part,  as  they  may 
severally  mature;  and  to  issue  and  deliver  to  the  owners  and  holders  of 
the  capital  stock  of  the  first  party,  one  share  of  its  own  capital  stock 
for  every  fifteen  shares  of  the  capital  stock  of  said  first  party,  upon  the 
surrender  and  transfer  to  it  of  such  shares  of  the  first  party's  stock. 

And  to  the  end  that  the  second  party  may  have,  hold,  use,  exercise,  and 
enjoy  the  railroad  and  property  and  franchises  of  the  first  party,  hereby 
conveyed  and  intended  to  be  conveyed,  and  whether  now  existing  or 
hereafter  acquired,  as  fully  as  might  be  done  by  the  first  party,  if  this 
conveyance  had  not  been  made,  the  first  party  agrees  to  execute  from 
time  to  time  any  additional  assignment,  conveyance,  or  assurance,  and 
to  perform  any  act,  which  the  counsel  of  the  second  party  may  advise; 
and,  for  the  purposes  aforesaid,  the  first  party  agrees,  if  the  second  party 
shall  so  desire  and  advise,  that  it  will  keep  up  and  maintain  its  corporate 
existence  and  organization. 

In  Witness  Whereof,  the  parties  hereto  have  caused  their  corporate  names 
to  be  hereunto  subscribed  by  their  respective  Presidents,  and  their  cor- 
porate seals  to  be  attached  and  attested  by  their  respective  Secretaries, 
all  on  the  day  and  year  first  above  written. 

AMERICAN  CENTRAL  RAILWAY, 
[seal]  By  J.  C.  Peasley,  President. 

Attest:  H.  W.  Weiss,  Secretary. 

CHICAGO,  BURLINGTON  AND  QUINCY  RAILROAD  COMPANY, 
[seal]  By  C.  E.  Perkins,  President. 

Attest:  T.  S.  IIowland,  Secretary. 

State  of  Illinois,  ) 
Count v  of  Cook.     ) 

Be  it  remembered,  that,  on  this  14  day  of  June,  A.  D.  1899,  before 
me,  a  Notary  Public,  in  and  for  said  County  and  State,  personally  ap- 
peared J.  C.  Peasley,  President  of  the  American  Central  Railway,  a  cor- 
poration organized  and  existing  under  the  laws  of  the  State  of  Illinois, 
personally  known  to  me  and  to  be  the  same  person  whose  name  is  sub- 
scribed to,  and  who  executed,  the  foregoing  instrument  as  such  President, 
who,  being  by  me  duly  sworn,  did  say  that  he  is  President  of  the  said 
American  Central  Railway;  that  he  knows  the  corporate  seal  of  said 
Company;  that  the  seal  affixed  to  the  foregoing  instrument  is  the  cor- 
porate seal  of  said  Company;  that  it  was  affixed  by  order  of  the  Board 
of  Directors  of  said  Company;  that  said  instrument  was  signed  and 
sealed  in  behalf  of  said  Company  by  like  order  as  President  of  said  Com- 
pany; that  the  said  J.  C.  Peasley  acknowledged  said  instrument,  and 
that  it  was  the  voluntary  act  and  deed  of  said  Company,  and  that  he,  as 
such  President,  signed,  sealed,  and  delivered  said  instrument,  as  the  free 


CORPORATE  HISTORY  791 

and  voluntary  act  and  deed  of  said  Company,  and  as  his  own  free  and 
voluntary  act  and  deed  as  such  President,  for  the  uses  and  purposes 
therein  set  forth. 

In.  Witness  Whereof,  I  have  hereunto  set  my  hand  and  official  seal,  this 
14  day  of  June,  A.  D.  1899. 
[seal]  Herbert  Haase, 

Notary  Public  for  said  County  and  State. 

State  of  Iowa,  ) 

County  of  Des  Moines.  \ 

Be  it  remembered,  that,  on  this  13th  day  of  June,  A.  D.  1899,  before 
me,  a  Notary  Public,  in  and  for  said  County  and  State,  personally  ap- 
peared C.  E.  Perkins,  President  of  the  Chicago,  Burlington  &  Quincy 
Railroad  Company,  a  corporation  organized  and  existing  under  the  laws 
of  the  State  of  Illinois,  personally  known  to  me  and  to  be  the  same  per- 
son whose  name  is  subscribed  to,  and  who  executed,  the  foregoing  in- 
strument as  such  President,  who,  being  by  me  duly  sworn,  did  say  that 
he  is  President  of  the  said  Chicago,  Burlington  &  Quincy  Railroad  Com- 
pany; that  he  knows  the  corporate  seal  of  said  Company;  that  the  seal 
affixed  to  the  foregoing  instrument  is  the  corporate  seal  of  said  Company; 
that  it  was  affixed  by  order  of  the  Board  of  Directors  of  said  Company; 
that  said  instrument  was  signed  and  sealed  in  behalf  of  said  Company 
by  like  order  as  President  of  said  Company;  that  the  said  C.  E.  Perkins 
acknowledged  said  instrument,  and  that  it  was  the  voluntary  act  and 
deed  of  said  Company,  and  that  he,  as  such  President,  signed,  sealed,  and 
delivered  said  instrument,  as  the  free  and  voluntary  act  and  deed  of  said 
Company,  and  as  his  own  free  and  voluntary  act  and  deed  as  such  Presi- 
dent, for  the  uses  and  purposes  therein  set  forth. 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  official  seal,  this 
13th  day  of  June,  A.  D.  1899. 
[seal]  W.  F.  McFarland, 

Notary  Public  for  said  County  and  State. 
Recorded  in  Illinois: 

Henry  County,  June  21,  1899,  Book  205  Page  262. 

Mercer  County,  June  23,  1899,  Book  66  Page  445. 

TRUST    MORTGAGE,    June    25,    1859.     American    Central    Railway    to 
Isaac  Seymour,  Trustee. 

Tliis  Indenture  made  this  twenty-fifth  day  of  June  in  the  year  of 
our  Lord  one  thousand  eight  hundred  and  fifty-nine,  between  the  Ameri- 
can Central  Railway,  a  body  corporate  created  by  and  under  special 
act  of  the  General  Assembly  of  the  State  of  Illinois  approved  February 
ninth,  one  thousand  eight  hundred  and  fifty-three  by  the  name  of  The 
Western  Air  Line  Railroad  Company,  and  its  corporate  name  having  been 
afterwards  changed  to  that  of  the  American  Central  Railway,  by  act  of 
said  General  Assembly  approved  February  twenty-first  in  the  year  eight- 
een hundred  and  fifty-nine,  party  of  the  first  part,  and  Isaac  Seymour 


792         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

residing  and  doing  business  in  the  City  and  State  of  New  York,  party 
of  the  second  part.     Witnesseth. 

Whereas,  the  said  party  of  the  first— is  expressly  authorized  and  em- 
powered in  and  by  its  Charter  and  other  special  or  general  acts  of  said 
General  Assembly,  to  borrow  money  for  the  objects  and  purposes  there- 
in specified;  and  for  such  authorized  objects  and  purposes  said  party  of 
the  first  part  is  desirous  of  borrowing  a  sum  not  exceeding  two  millions 
and  seven  hundred  and  ninety  thousand  dollars,  and  of  securing  the  pay- 
ment of  its  corporate  bonds  or  obligations,  issued  or  negotiated  therefor, 
by  a  mortgage  or  deed  of  trust  to  said  party  of  the  second  part,  as  trus- 
tee as  hereinafter  set  forth  and  provided. 

And   Whereas,  to  that  end  under  and  pursuant  to  lawful  authority  con- 
ferred by  said  charter  and  special  and  general  acts  aforesaid,  the  Board 
of  Directors,  of  said  party  of  the  first  part  have  resolved  in  substance 
and   legal   effect,   that   said   American   Central    Railway,    make,    execute 
issue  and   negotiate  and  deliver  under  its  corporate   seal,  its   corporate 
bonds,    bearing    even    date    herewith,    severally    payable    to    William    M. 
Caldwell   or  bearer  at   the  Bank   of  North   America   in   the  city  of  New 
York,   on   the   first   day   of   January    in    the   year   eighteen   hundred   and 
eighty,    with    interest   from    and    after   the   first   day   of   January    in   the 
year  eighteen  hundred  and  sixty,  at  the  rate  of  eight  per  centum  per  an- 
num, payable   at    the   same  bank,  semi  annually,  as  follows.     That  is  to 
say,  that  Twenty-five  hundred  of  said  bonds  lie  made  and  issued  for  One 
Thousand  Dollars  each,  ami   that   Five  hundred  and  eighty  of  said  bonds 
be  mad.'  and  issued  for  Five   Hundred  Dollars  each,  in  all  Three  thousand 
and  eighty  bonds,  in  the  aggregate  amounting  to  Two  Million  and  Seven 
Hundred  and  Ninety  thousand   Dollars,  and  no  more  and  that   for  a   more 
specific   identification   thereof,  the  said  three   thousand   and  eighty  bonds 
lie    numbered   in    a   consecutive   series   from    number   one   to   number   three 
thousand    and    eighty,    both    inclusive,    and    that    upon    the    face    of    each 
bond   shall    be   printed   or  engraved  a  certificate,   signed   by   the   party   of 
the  second  part  hereto  to  the  effect  that  such  bond  is  one  of  the  three 
thousand   and   eighty   bonds,   intended    to   be   secured  by   these   presents, 
attached   to   which    bonds   shall   be  coupons  for  payment   of  the  interest 
Thereon   as  aforesaid,  signed  by  the  Secretary  of  said  Company,  but   the 
body  or  principal  obligation  of  each  of  said  bonds  to  be  signed  by  the 
President  of  the  said  Company  and  by  the  Secretary  attesting  the  same. 
And   Whereas,  said  Board  of  Directors  have  further  resolved  under  and 
pursuant  to  lawful  authority  conferred  upon  s:iid  party  of  the  first  part 
by  its  Charter  and  special  and  general  acts  aforesaid  in  substance  and 
legal  effect,  that  the  President  of  said  party  of  the  first  part  execute  and 
acknowledge  in  its  name  and  on  its  behalf  and  under  its  corporate  seal, 
and  deliver  to  said  part}7  of  the  second  part  hereto,  a  mortgage  or  deed 
of  trust,  conveying,  assigning  and   transferring  to   him   in  trust,   all  its 
corporate  real  and  personal  property,  franchises  and  effects,  as  security 
for  the  payment  of  said  three  thousand  and  eighty  bonds  and  the  in- 
terest  to  grow  due  thereon;   and   that  such   mortgage  or  deed  of  trust 
should  contain  all  and  singular  the  covenants,  provisos  and  conditions 


CORPORATE  HISTORY  793 

hereinafter  set  forth,  and  that  such  mortgage  or  deed  of  trust,  and  the 
three  thousand  and  eighty  bonds  thereby  secured,  be  severally  dated 
June   twenty-fifth,   eighteen   hundred   and   fifty-nine. 

And  Whereas,  said  three  thousand  and  eighty  bonds  are  to  contain  ex- 
press agreements,  stipulations  or  provisions  in  substance  and  legal  effect 
as  follows: 

In  case  said  party  of  the  first  part  hereto  shall  for  the  space  of 
thirty  days,  make  default  in  the  payment  of  the  semi-annual  interest  due 
or  to  become  due  upon  any  or  either  of  said  three  thousand  and  eighty 
bonds;  or  in  case  said  party  of  the  first  part  shall  fail  as  hereinbefore 
provided  and  covenanted  to  create  and  maintain  a  sinking  fund  to  be 
applied  in  payment  of  said  three  thousand  and  eighty  bonds  and  the 
interest  due  and  to  grow  due  thereon  as  hereinafter  mentioned  or  to 
comply  with  the  provisions  hereinafter  contained  in  respect  of  such 
sinking  fund  or  in  case  the  said  party  of  the  first  part  shall  issue  and 
sell  or  use  a  greater  number  of  said  three  thousand  and  eighty  bonds 
than  are  hereinafter  stipulated  to  be  issued  proportionally  as  the  work 
on  its  railway  progresses  that  then  and  in  either  of  said  cases  the  whole 
principal  sum  of  each  and  all  said  three  thousand  and  eighty  bonds  shall 
immediately  become  due  and  payable  anything  in  said  bonds  to  the  con- 
trary  thereof   notwithstanding. 

Now  therefore  this  Indenture  Witnesseth,  that  the  said  American  Central 
Railway,  the  party  of  the  first  part  hereto  under,  pursuant  to,  and  by 
virtue  of  the  express  powers  and  authority  conferred  upon  and  vested 
in  it  by  its  charter  and  said  acts  of  the  General  Assembly  aforesaid,  and 
under  and  pursuant  to  resolutions  passed  and  adopted  by  its  Board  of  Di- 
rectors, and  which  are  duly  entered  upon  the  official  minutes  of  the  said 
Board,  and  for  and  in  consideration  of  the  foregoing  premises  and  es- 
pecially for  the  purpose  and  with  the  intent  of  the  better  and  more 
effectually  securing  the  payment  of  said  three  thousand  and  eighty  bonds 
with  the  interest  due  and  to  grow  due  thereon,  equally  in  proportion  to 
their  respective  amounts  without  preference  to  the  holders  of  any  of  the 
said  bonds  over  others  by  reason  of  priority  in  the  time  of  their  issue, 
and  for  and  in  consideration  of  one  dollar  and  other  moneys,  lawful 
money  of  the  United  States  of  America  by  said  party  of  the  second 
part  hereto,  in  hand  fully  and  truly  paid  to  the  said  party  of  the  first 
part  hereto,  before  the  ensealing  and  delivery  of  these  presents,  the.  re- 
ceipt whereof  is  hereby  acknowledged,  hath  granted,  bargained,  sold, 
assigned,  transferred  and  set  over,  enfeoffed,  conveyed  and  confirmed, 
and  by  these  presents  doth  grant,  bargain,  sell,  assign,  transfer  and  set 
over,  enfeoff,  convey  and  confirm,  to  the  said  Isaac  Seymour,  the  said 
party  of  the  second  part,  as  Trustee,  and  in  trust  and  to  his  successor 
or  successors,  all  and  singular  the  railway  of  the  said  party  of  the  first 
part  hereto,  constructed  or  hereafter  to  be  constructed  from  the  town 
of  New  Boston,  in  Mercer  County,  Illinois  to  the  eastern  boundary  of 
the  State  of  Illinois  in  Kankakee  County,  together  with  all  its  lands, 
tenements,  and  hereditaments,  acquired  and  appropriated,  or  which 
shall  hereafter  be  acquired  and  appropriated,  for  the  purpose  of  a  right 


794         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

of  way  for  a  single  or  double  track  railway  as  aforesaid,  and  all  the 
appurtenances  thereunto  belonging;  and  also  all  its  lands  acquired  and 
appropriated,  or  which  shall  hereafter  be  acquired  and  appropriated  for 
depots,  engine  houses,  car  houses,  station  houses,  warehouses,  machine 
shops,  work  shops,  superstructures,  erections  and  fixtures;  and  also  all 
and  singular,  the  franchises,  rights  and  privileges  now  owned,  possessed 
or  acquired,  or  which  shall  hereafter  be  owned,  possessed  or  acquired, 
by  said  party  of  the  first  part;  and  also  all  the  rails,  bridges,  ways, 
piers,  depots,  engine  houses,  car  houses,  station  houses,  w-arehouses, 
machine  shops,  work  shops,  erections,  superstructures,  fixtures,  privileges, 
franchises  and  rights  of  said  party  of  the  first  part,  and  all  the  lands, 
tenements,  hereditaments  and  real  estate  acquired  and  appropriated 
wheresoever  and  whatsoever,  now  owned  by  said  party  of  the  first  part, 
or  which  shall  hereafter  be  owned  by  it,  and  also  all  and  singular  the 
locomotives,  tenders,  passenger  cars,  freight  cars,  and  all  other  cars. 
carriages,  tools,  machinery  and  equipment  for  said  railway  now  owned 
or  which  shall  hereafter  lie  owned  or  acquired  by  said  party  of  the  first 
part;  and  also  all  goods  and  chattels,  now  owned,  or  which  shall  here 
after  be  owned  by  said  party  of  the  first  part,  and  in  any  way  relating 
or  appertaining  or  belonging  to  or  connected  with  the  said  railway  or 
the  running  or  operating  the  same,  together  with  all  the  rents,  issues, 
income,  profits,  moneys,  rights,  benefits,  and  advantages  derived  or  to 
lie  derived  had  <n  received  therefrom  by  said  party  of  the  first  part  in 
any  way  whatsoever:  — 

— To  have  and  '"  //<<'</  all  and  singular  the  premises,  rights,  franchises, 
property,  real  and  personal,  hereinbefore  and  hereby  assigned,  mort- 
gaged, pledged  ami  conveyed  or  intended  so  to  be,  and  every  part  and 
parcel  thereof  with  all  the  appurtenances  unto  the  same  belonging  or  in 
anywise  appertaining,  unto  the  said  Isaac  Seymour,  the  said  party  of 
the  second  part,  hereto,  and  his  successor  or  successors,  and  his  or  their 
assigns,  In  Trust  for  the  person  or  persons,  firm  or  firms,  bodies  politic 
or  corporate,  who  have  heretofore  or  who  shall  hereafter  at  any  time 
become  the  purchasers,  or  holders  or  owners  of  any  or  either  of  said 
three  thousand  and  eighty  bonds,  amounting  in  the  aggregate  to  two 
millions  and  seven  hundred  and  ninety  thousand  dollars,  and  no  more, 
without  preference  of  any  of  such  bonds  over  any  of  the  others,  by 
reason  of  priority  in  the  time  of  their  issue,  subject  to  the  terms,  provi- 
sions and  stipulations  in  said  three  thousand  and  eighty  bonds  contained 
and  subject  also  to  the  provisions  of  the  several  acts  of  the  said  general 
assembly  of  the  State  of  Illinois,  affecting  or  relating  to  or  binding  upon 
the  said  party  of  the  first  part  and  also  subject  to  the  possession  and 
management  of  said  railway  and  property  by  said  party  of  the  first  part 
and  its  successors  or  assigns,  so  long  as  no  default  shall  be  made  in  the 
payment  of  either  the  interest  or  principal  of  said  three  thousand  and 
eighty  bonds,  or  any  or  either  of  them,  and  so  long  as  the  said  party 
of  the  first  part  shall  well  and  truly  observe,  keep  and  perform  all  and 
singular,  the  covenants,  agreements,  conditions  and  stipulations  in  said 
three   thousand  and   eighty   bonds,  and  in  this  indenture   contained   and 


CORPORATE  HISTORY  795 

set  forth,  and  which  are  to  be  observed,  kept  and  performed  by  and 
on  the  part  of  said  party  of  the  first  part. 

And  the  said  American  Central  Railway,  the  party  of  the  first  part, 
hath  covenanted  and  agreed,  and  by  these  presents  doth  for  itself,  its 
successors  and  assigns  covenant  and  agree  to  and  with  the  said  party 
of  the  second  part  hereto  and  his  successor  or  successors,  in  maimer  and 
form  following,  that  is  to  say: 

First.  The  said  American  Central  Railway,  the  party  of  the  first 
part,  shall  and  will  pay,  or  cause  to  be  paid,  all  taxes,  charges,  rates, 
levies  and  assessments,  imposed,  assessed  or  levied  or  which  may  here- 
after be  imposed,  assessed  or  levied  upon  the  premises,  franchises  and 
property  hereby  mortgaged,  conveyed  or  assigned,  or  intended  so  to  be; 
and  shall  and  will  at  its  own  proper  cost,  expense  and  charges,  do  or 
cause  to  be  done  all  acts  and  things  necessary  or  proper  to  be  done 
or  performed  in  order  to  preserve  and  keep  valid  and  intact  the  lien 
or  encumbrance  upon  all  and  singular  the  aforesaid  premises,  property, 
and  franchises,  hereby  created  or  intended  so  to  be;  and  further  that 
the  lien  or  encumbrance,  created  by  the  execution  and  delivery  of  this 
indenture,  constitutes  and  is  in  fact,  the  first  and  only  valid  lien  and  en- 
cumbrance upon  the  premises,  property  and  franchises  therein  described; 
and  further  that  said  party  of  the  first  part  shall  not  and  will  not,  at 
any  time  hereafter,  or  in  any  way  or  manner,  interpose  or  avail  itself 
of  any  extension  laws,  stop  laws,  valuation  laws,  appraisement  laws,  or 
any  other  laws  of  the  State  of  Illinois  now  in  force,  or  hereafter  to  be 
enacted  and  in  force  in  said  State,  and  which  do  or  would  alter,  affect 
or  impair,  or  which  are  or  may  be  designed,  intended  or  construed  to 
alter,  affect  or  change  the  rights  and  interests  of  said  parties  of  the 
second  part,  as  herein  declared,  or  which  shall  in  any  way  impede  or 
obstruct  the  mode  or  manner  of  realizing,  perfecting  or  enforcing  the 
rights  and  interests  of  any  of  the  holders  or  owners  of  said  three  thous- 
and and  eighty  bonds,  as  herein  provided,  or  which  shall  affect,  change 
or  alter  the  time,  place,  mode,  means,  or  manner  of  perfecting,  enjoying 
or  enforcing  any  of  such  rights  or  interests  as  the  same  are  herein  de- 
clared. 

Secondly.  The  said  American  Central  Railway,  the  party  of  the  first 
part,  shall  and  will  at  any  time  or  times  hereafter,  and  from  time  to 
time,  execute,  acknowledge  and  deliver  under  its  corporate  seal,  to  the 
said  party  of  the  second  part  and  his  successor  or  successors,  all  such 
further  and  other  assurances,  deeds,  mortgages,  obligations,  transfers, 
indentures  and  instruments  in  writing,  and  shall  and  will  do  and  per- 
form all  such  further  or  other  acts  or  things,  as  shall  or  may  be  proper 
or  necessary,  or  as  their  or  his  counsel,  learned  in  the  law,  shall  deem 
necessary,  proper  or  expedient  for  the  better  or  more  effectually  secur- 
ing the  payment  of  said  three  thousand  and  eighty  bonds  and  the  in- 
terest due  and  to  grow  due  thereon,  or  for  carrying  into  effect  the  true 
intent,  design,  objects,  and  purposes  of  these  presents,  or  making,  pre- 
serving, continuing  and  keeping  valid  and  effectual  the  lien  and  en- 
cumbrance created  or  intended  to  be  created  by  the  execution,  delivery 


796         CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD   COMPANY 

and  recording  of  this  indenture,  upon  all  the  property,  real  and  personal, 
rolling  stock,  equipments,  franchises  and  effects,  now  owned,  possessed 
or  acquired  or  which  shall  hereafter  be  owned,  possessed  or  acquired 
by  said  party  of  the  first  part. 

Thirdly.  That  no  greater  amount  of  the  three  thousand  and  eighty 
bonds  hereinbefore  provided  for,  shall  from  time  to  time  be  issued  or 
put  into  circulation  than  at  the  rate  of  Fifteen  Thousand  Dollars  of 
such  bonds  at  their  par  value  for  each  mile  of  the  railway  of  said 
Company,  actually  completed  and  put  in  operation,  and  to  that  end  it 
is  hereby  expressly  declared  and  agreed  by  and  between  the  parties  here- 
to, that  no  more  than  seven  hundred  and  fifty  thousand  dollars  in 
amount;  at  their  par  value  of  the  bonds  hereinbefore  provided  for  shall 
have  placed  upon  them  the  certificate  of  the  party  of  the  second  part, 
as  Trustee,  identifying  them  as  entitled  to  the  security  of  this  mortgage 
or  deed  of  trust  as  herein  above  provided,  until  at  least  fifty  miles  of 
said  railway  of  the  party  of  the  first  part  shall  have  been  actually  com- 
pleted and  put  in  operation,  and  after  such  full  completion  of  such  fifty 
miles  of  such  road,  no  more  than  an  additional  seven  hundred  and  fifty 
thousand  dollars  in  amount  at  their  par  value  of  such  bonds,  shall  have 
placed  upon  them  such  certificate  until  at  least  an  additional  fifty  miles 
of  such  railway  shall  have  been  in  like  manner  completed  and  put  in 
operation,  and  so  from  time  to  time,  and  at  all  times  thereafter,  in  like 
manner,  the  amount  of  such  bonds  which  may  have  placed  upon  them 
such  certificate  or  which  may  be  in  any  wise  made  entitled  to  the  bene- 
fit of  the  security  of  this  mortgage  or  deed!  of  trust,  shall  be  so  restricted 
as  that  the  whole  amount  of  such  bonds  bearing  such  certificate  shall 
not  exceed  the  rate  of  Fifty  Thousand  Dollars  per  mile  for  portions  of 
road  of  fifty  miles  each,  theretofore  actually  completed  and  put  in  opera- 
tion with  not  more  than  seven  hundred  and  fifty  thousand  dollars  in 
amount  of  such  bonds  applicable  to  the  construction  of  a  further  fifty 
miles  of  such  railway  then  in  process  of  construction,  except  that  after 
one  hundred  and  fifty  miles  of  said  railway  shall  have  been  fully  com- 
pleted and  put  in  operation,  the  remaining  five  hundred  and  forty 
thousand  dollars  in  amount  of  such  bonds  for  the  construction  of  the 
remaining  portion  of  such  railway  may  be  certified  by  said  trustee; 
provided  further  nevertheless,  that  after  affixing  such  certificate  of  such 
trustee  to  bonds  for  seven  hundred  and  fifty  thousand  dollars  or  any 
less  amount  applicable  as  aforesaid  to  the  construction  of  a  given  fifty 
miles  of  such  road,  no  further  issue  of  such  bonds  shall  be  certified  by 
such  trustee  until  all  those  so  previously  certified  by  him  shall  have 
been  fully  and  in  good  faith  used  and  applied  to  the  construction  of  such 
road. 

Fourthly.  And  for  the  purpose  of  further  and  more  effectually  secur- 
ing the  payment  of  said  three  thousand  and  eighty  bonds,  together  with 
the  interest  due  or  to  grow  due  thereon,  that  said  American  Central 
Railway,  the  party  of  the  first  part  hereto  shall  and  will  set  apart  and 
appropriate  all  of  the  net  earnings  and  receipts  arising  from  the  use  and 
operation  of  its  said  railway,  remaining  after  the  payment  of  the  actual 


CORPORATE  HISTORY 


797 


and  necessary  expense  and  incidental  charges  attending  the  management 
of  the  affairs  of  the  Company,  the  working  and  operating  of  its  said  road 
and  the  keeping  up  and  maintaining  of  its  necessary  and  proper  running 
connections,  and  after  the  necessary  and  proper  expenditures  for  keep- 
ing the  said  railway  in  constant  and  safe  working  order,  including  any 
extraordinary  outlay  for  repairs  and  refurnishing  the  road  or  the  stock 
for  working  the  same  which  may  be  occasioned  by  unforseen  accidents 
or  casualties,  and  shall  establish  out  of  the  said  net  earnings,  so  to  be 
set  apart  and  appropriated,  a  sinking  fund,  which  sinking  fund  shall  be 
constituted  and  faithfully  expended  as  follows;  first,  that  so  much  there- 
of as  shall  be  necessary  for  that  purpose  shall  be  semi-annually  applied 
to  meet  and  pay  the  interest  due  or  to  become  due  on  each  and  all  of 
said  three  thousand  and  eighty  bonds,  or  on  as  many  thereof  as  may 
have  been  up  to  that  time  issued  and  sold  by  said  party  of  the  first 
part  and  yet  outstanding,  and — secondly,  that  the  entire  residue  and 
remainder  of  said  sinking  fund  shall  be  held  and  applied,  as  far  as  the 
same  will  go,  to  the  redemption  and  cancellation  of  the  principal  of  said 
bonds,  or  as  many  of  the  same  as  shall  have  been  issued  and  are  then 
outstanding;  with  this  further  express  provision  and  understanding, 
however,  that  not  more  than  the  sum  of  One  Hundred  and  thirty-nine 
thousand  and  five  hundred  dollars,  that  is  to  say,  five  per  centum  of  two 
millions  seven  hundred  and  ninety  thousand  dollars,  the  original  aggre- 
gate amount  of  said  three  thousand  and  eighty  bonds,  shall  be  applied 
and  paid  toward  the  extinguishing  of  the  principal  of  said  bonds  out- 
standing, in  any  one  year,  prior  to  the  year  eighteen  hundred  and  eighty; 
but  if  there  be  found  on  the  first  day  of  January,  eighteen  hundred  and 
sixty-two,  or  on  the  first  day  of  January  of  any  year  thereafter,  up  to 
the  first  day  of  January,  eighteen  hundred  and  eighty,  a  sum  remain- 
ing of  said  sinking  fund,  after  paying  all  interest  due  on  said  bonds  as 
aforesaid,  exceeding  one  hundred  and  thirty-nine  thousand  and  five  hun- 
dred dollars,  then  such  excess  may  at  the  discretion  of  the  Board  of 
Directors  of  said  Company,  be  reserved  and  resumed  from  said  sinking 
fund,  to  be  returned  into  its  general  treasury  and  applied  to  the  general 
uses  and  need  of  said  American  Central  Kailway,  or  to  be  declared  and 
paid  in  dividend  on  the  capital  stock  of  said  American  Central  Railway 
to  the  shareholders  thereof,  entitled  to  receive  the  same. 

It  is  understood  and  agreed  that  the  redemption  of  the  said  bonds 
or  any  of  them  before  they  become  due  shall  be  conducted  as  follows: 
The  said  party  of  the  first  part  shall  apply  the  whole  of  such  sinking 
fund  which  up  to  the  first  day  of  January,  eighteen  hundred  and  sixty- 
two  shall  become  applicable  to  the  redemption  of  the  principal  of  such 
bonds  to  the  purchase  of  such  outstanding  bonds  to  an  extent  sufficient 
to  absorb  such  funds  applicable  thereto  at  such  lowest  rate,  not  exceed- 
ing par  as  shall  be  agreed  upon  with  the  holder  or  holders  thereof,  and 
shall  immediately  cancel  and  deface  such  bonds,  so  redeemed  with  such 
sinking  fund  in  such  manner  as  that  the  same  cannot  again  be  put  in 
circulation;  and  in  the  month  of  January  in  the  year  eighteen  hundred 
and  sixty-two,  the  party  of  the  first  part  shall  deliver  to   the  party  of 


798         CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

the  second  part,  his  successor  or  successors,  an  account  in  writing,  veri- 
fied by  the  oath  of  the  President  or  Secretary  of  said  Company  showing 
the  amount  of  the  gross  receipts  of  said  railway,  up  to  said  first  day  of 
January,  eighteen  hundred  and  sixty-two,  from  the  earnings  thereof,  the 
deductions  therefrom  for  the  purposes  in  that  behalf  above  specified,  and 
the  net  amount  thus  left  applicable  to  such  sinking  fund,  and  the  dispo- 
sition which  shall  have  been  made  of  such  net  amount,  and  shall  deliver 
to  the  party  of  the  second  part,  his  successor  or  successors,  for  his  or 
their  custody,  the  cancelled  bonds,  which  shall  have  been  so  redeemed 
from  said  sinking  fund  up  to  the  first  day  of  January  eighteen  hundred 
and  sixty-two;  and  thereafter  in  the  month  of  January  in  each  year,  up 
to  and  including  the  month  of  January  in  the  year  eighteen  hundred 
and  eighty,  the  party  of  the  first  part  shall  deliver  to  the  said  party  of 
the  second  part  his  successor  or  successors,  a  like  account,  verified  in 
like  manner,  of  the  gross  receipts  of  said  railway  for  the  year  preceed- 
ing  the  first  day  of  the  said  month  of  January,  with  the  deductions 
therefrom  and  net  amount  applicable  to  such  sinking  fund,  and  dis- 
position made  of  such  net  amount  applicable  to  such  sinking  fund  as 
aforesaid,  and  shall  also  deliver  over  in  like  manner  to  the  said  party 
of  the  second  part,  his  successor  or  successors  for  custody,  the  cancelled 
bonds  which  shall  have  been  redeemed  from  .said  sinking  fund  during  such 
preceding  year.  Hut  in  case  during  the  period  up  to  January  first  eigh- 
teen hundred  and  sixty-two  or  during  any  succeeding  year  up  to  the 
first  day  of  January  eighteen  hundred  and  eighty,  the  said  party  of 
the  first  part  shall  be  unable  to  purchase  or  procure,  at  a  rate  not  ex- 
ceeding p;,r>  a  sufficient  amount  of  such  outstanding  bonds  to  exhaust 
the  amount  of  such  sinking  fund,  or  proportion  thereof  as  aforesaid, 
from  time  to  time  applicable  to  the  redemption  of  the  principal  of  said 
bonds,  the  said  account  to  be  delivered  to  the  party  of  the  second  part 
his  successor  or  successors,  in  January,  eighteen  hundred  and  sixty-two, 
and  the  said  like  accounts  to  be  hereafter  delivered  in  January  of  each 
year,  shall  exhibit  the  amount  remaining  unapplied  from  that  cause,  and 
thereupon  it  shall  be  the  imperative  duty  of  the  party  of  the  second 
part,  his  successor  or  successors,  within  thirty  days  after  receipt  of 
such  account  showing  such  unapplied  amount  of  such  sinking  fund,  in 
the  City  of  New  Fork  to  determine  by  lot,  in  a  fair  and  impartial  man- 
ner which  of  said  bonds  shall  be  subject  to  payment  and  redemption  at 
par,  out  of  said  sinking  fund  or  out  of  so  much  thereof  as  may  be  ap- 
plicable thereto,  in  manner  following,  that  is  to  say;  the  numbers  upon 
all  the  then  outstanding  and  unpaid  bonds  shall  be  placed  in  a  box; 
each  number  on  a  single  slip  of  paper,  and  so  many  and  only  so  many 
of  said  slips  of  paper  shall  then  be  drawn  from  said  box,  by  the  party 
of  the  second  part  hereto,  as  shall  be  sufficient  in  the  amount  of  the  bonds 
represented  by  the  numbers  on  such  slips  to  exhaust  the  said  unapplied 
amount  of  said  sinking  fund,  and  the  holders  of  the  bonds  correspond- 
ing in  the  numbers  thereon  with  the  numbers  on  the  slips  so  drawn,  shall 
be  compelled  to  receive  payment  of  the  principal  thereof,  and  any  in- 
terest which  may  then  be  due  thereon,  out  of  said  sinking  fund,  at  such 


CORPORATE  HISTORY 


799 


bank  in  the  City  of  New  York,  as  the  party  of  the  first  part  may  select 
for  that  purpose,  and  to  surrender  them,  with  the  coupons  thereon  there- 
after to  become  due,  to  said  party  of  the  first  part  for  cancellation,  and 
when  surrendered  the  same  shall  be  immediately  so  cancelled  iu  manner 
aforesaid,  and  the  application  of  the  funds  thus  used  from  time  to  time 
for  the  redemption  of  bonds,  and  the  amounts  and  numbers  of  the  bonds 
so  redeemed  and  cancelled,  shall  be  noted  in  the  successive  annual  ac- 
counts to  be  delivered  to  said  trustee;  and  all  the  said  cancelled  bonds 
shall  be  delivered  to   him   for  custody. 

It  is  hereby  declared  that  public  notice  shall  annually  be  given  by 
advertisement  for  thirty  days  in  at  least  two  newspapers  in  the  City 
of  New  York  of  good  circulation  of  the  numbers  of  the  bonds  so  drawn 
and  made  subject  to  redemption  and  payment  out  of  said  sinking  fund, 
and  of  the  bank  at  which  they  will  be  redeemed,  and  if  not  presented 
for  redemption  within  six  months  from  the  publication  of  such  notice 
they  shall  cease  to  draw  interest  after  such  six  months. 

Fifthly.  The  said  American  Central  Eailway,  the  party  of  the  first 
part  hereto,  hath  pledged,  and  hereby  doth  irrevocably  pledge,  for  the 
purposes  and  objects  hereinbefore  specified,  and  in  the  manner  afore- 
said, to  the  said  party  of  the  second  part,  his  successor  or  successors 
for  the  benefit  of  the  holders  of  said  bonds,  the  entire  net  earnings  and 
receipts  of  its  railway,  subject  only  to  the  limitations  aforesaid  as  to 
the  amount  to  be  applied  in  any  one  year  to  the  redemption  of  bonds, 
before  the  year  eighteen  hundred  and  eighty,  so  long  as  and  while  any 
of  said  three  thousand  and  eighty  bonds  shall  be  outstanding  unre- 
deemed and  unpaid. 

Sixthly.  The  said  American  Central  Railway,  the  party  of  the  first  part 
hereto,  shall  and  will,  well  and  truly  pay  the  said  sums  of  money  in  said 
three  thousand  and  eighty  bonds  mentioned,  together  with  the  semi  an- 
nual interest  due  or  to  become  due  thereon,  at  the  times,  in  the  manner 
and  at  the  place  specified  therein;  and  further,  said  American  Central 
Railway  hereby  covenants  and  agrees,  that  in  case  it  shall  for  the  space 
of  thirty  days  make  default  in  the  payment  of  the  semi  annual  interest 
due  or  to  become  due  upon  any  or  either  of  said  three  thousand  and 
eighty  bonds,  or  in  case  it  shall  fail  to  create  and  maintain  with  and 
out  of  the  net  earnings  and  receipts  of  its  railway  as  hereinbefore  pro- 
vided, a  sinking  fund,  for  and  to  be  applied  in  payment  or  redemption 
of  said  three  thousand  and  eighty  bonds,  in  the  manner  hereinbefore 
specified,  or  to  comply  with  the  provisions  herein  contained  in  reference 
to  such  sinking  fund,  or  in  case  it  shall  issue  and  use  a  number  of  said 
bonds  to  an  amount  exceeding  the  proportion  hereinbefore  limited  and 
provided  to  be  issued  as  the  work  progresses  on  its  said  railway,  then 
and  in  either  of  said  cases  the  whole  principal  sum  mentioned  in  each 
and  all  of  said  three  thousand  and  eighty  bonds,  shall  forthwith  become 
due  and  payable,  and  the  lien  or  encumbrance  hereby  created  for  the 
security  and  payment  thereof  may  be  at  once  enforced,  anything  in 
said  bonds,  or  in  this  indenture  to  the  contrary  thereof  notwithstanding; 
and   that  it  shall  and  may  be  lawful  and  the  said  party  of  the  second 


800         CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

part  and  his  successor  or  successors  is  and  are  hereby  expressly  author- 
ized and  empoAvered,  and  upon  the  request  in  writing  of  any  two  or 
more  holders  of  any  of  said  three  thousand  and  eighty  bonds,  directed 
and  required  to  enter  into  and  upon,  and  to  take  actual  possession  of, 
all  and  singular  the  railway,  premises,  franchises,  rights,  property  real 
and  personal,  and  effects  hereby  granted,  conveyed,  mortgaged,  pledged, 
assigned,  transferred  and  set  over,  for  the  payment  of  said  three  thou- 
sand and  eighty  bonds  and  by  himself  or  themselves  or  his  or  their 
agents,  to  take,  collect  and  receive  the  total  earnings,  income  and  profits 
thereof  and  of  every  part  thereof,  or  to  be  derived  therefrom;  and  that 
the  said  party  of  the  second  part,  his  successor  or  successors  may,  and 
upon  the  written  request  of  a  majority  in  amount  of  such  bonds  then 
outstanding,  shall  within  such  reasonable  time  as  he  or  they  may  deem 
proper,  being  not  less  than  sixty  days,  and  after  public  notice  being 
made  by  advertising  of  at  least  eight  weeks  in  one  or  more  newspapers 
published  in  each  of  the  cities  of  Lacon  and  Chicago  in  the  State  of 
Illinois,  and  in  the  City  of  New  York,  proceed  to  sell  at  public  auction 
in  the  City  of  New  York  to  the  highest  bidder,  as  well  all  and  singular 
the  said  railway,  rights  and  franchises  as  all  other  the  property  real 
and  personal,  and  premises  hereby  granted,  conveyed,  assigned,  mort- 
gaged, pledged,  transferred  and  set  over  or  intended  so  to  be,  and  all 
benefits  and  equity  of  redemption  whatsoever  of  the  said  American 
Central  Railway,  the  said  party  of  the  first  part  hereto,  of  in  and  to 
the  same  and  .very  part  ami  parcel  thereof,  together  with  the  benefits  of 
the  franchise  belonging  thereto  or  connected  therewith;  and  as  the 
attorney  or  attorneys  of  the  said  American  Central  Railway,  for  that 
purpose  by  these  presents  .Inly  appointed  and  constituted,  the  said  party 
of  the  second  part  and  his  successor  or  successors  shall  have  full  power 
and  authority  to  make,  execute  ami  deliver  to  the  purchaser  or  pur- 
chasers thereof,  good,  valid  and  sufficient  deed  or  deeds,  conveyance  or 
conveyances,  assignments  or  transfers  in  fee,  simple  or  otherwise,  of 
said  railway,  lands,  tenements,  and  real  estate  and  of  all  and  singular 
the  said  personal  or  other  property,  rights  and  premises  hereby  granted, 
assigned,  transferred  or  conveyed  as  aforesaid;  which  sale  so  to  be 
made  as  aforesaid  and  which  deeds,  conveyances,  assignments,  and  trans- 
fers so  to  be  made  and  delivered  as  aforesaid  shall  operate  to  convey, 
assign  and  transfer  to,  and  vest  in  said  purchaser  or  purchasers,  all  the 
right,  title,  interest  and  estate  whatsoever,  reversionary  or  otherwise 
of  the  said  American  Central  Railway,  the  party  of  the  first  part,  of, 
in  and  to  the  premises  so  sold,  conveyed,  assigned  or  transferred,  and 
which  said  sale  so  to  be  made  shall  be  a  complete  and  perpetual  bar 
both  at  law  and  in  equity,  against  said  American  Central  Railway,  the 
party  of  the  first  part,  its  successors  and  assigns,  and  all  persons  or 
parties  claiming  by,  from  or  under  it  or  them  in  any  wise  or  manner 
whatsoever;  and  that  out  of  the  moneys  or  proceeds  arising  either  from 
said  tolls,  earnings  or  receipts  of  said  railway  and  premises  or  out  of 
or  from  said  sale,  so  to  be  made  as  aforesaid,  after  first  deducting  the 
expenses,  disbursements,  costs,  charges  and  counsel  fees  incurred  in  and 


CORPORATE  HISTORY  801 

about  the  conducting  of  said  sale,  and  the  running  and  operating  of  said 
railway,  the  commission  or  compensation  of  said  trustee,  the  said  party 
of  the  second  part  and  his  successor  or  successors  shall  pay  said  three 
thousand  and  eighty  bonds  or  so  many  thereof  as  shall  then  be  outstand- 
ing and  unpaid,  together  with  all  arrears  of  interest  then  due  or  owing 
upon  the  same,  or  in  case  of  a  deficiency  in  such  proceeds  to  pay  in  full 
all  such  outstanding  bonds,  and  interest,  shall  pay  the  same  pro  rata  in 
proportion  to  the  respective  amounts  owing  thereon,  without  any  pref- 
erence of  one  over  another  by  reason  of  priority  of  the  time  of  issuing 
the  same,  rendering  or  paying  over  the  surplus  of  all  such  moneys,  if  any 
there  shall  be,  to  the  said  party  of  the  first  part  hereto,  its  successors 
or    assigns. 

This  Indenture  further  witnesseth  and  these  presents  are  upon  the  ex- 
press condition,  that  upon  the  payment  in  full  of  said  three  thousand  and 
eighty  bonds  and  the  interest  due  thereon,  then  these  presents  and  the 
estate  hereby  granted  shall  cease  and  be  void,  and  the  said  American 
Central  Railway,  the  party  of  the  first  part  shall  be  immediately  and 
fully  reinvested,  with  the  said  premises  hereby  granted  in  law  and  in 
fact  without  any  entry  or  other  act  whatsoever;  and  that  until  default 
shall  be  made  by  said  party  of  the  first  part  hereto,  either  in  the  pay- 
ment of  the  interest  due  or  to  grow  due  thereon,  as  aforesaid,  or  in  the 
keeping  and  observing  any  of  its  covenants  and  agreements  hereinbe- 
fore contained,  the  said  American  Central  Railway,  the  party  of  the 
first  part,  and  its  successor  and  assigns,  shall  remain  in  the  quiet  and 
peaceable  possession  and  enjoyment  of  the  said  premises  and  property 
hereby  granted  or  conveyed  or  intended  so  to  be  as  aforesaid. 

And  it  is  hereby  mutually  covenanted,  granted  and  agreed,  by  and 
between  the  parties  hereto,  that  in  case  of  the  death  or  mental  incapac- 
ity of  the  said  party  of  the  second  part  or  of  his  resignation  of  the  said 
office  of  trustee,  the  said  party  of  the  first  part,  may  by  resolution  of 
its  Board  of  Directors,  thereupon  appoint  a  new  trustee  in  his  place;  and 
so  from  time  to  time  in  case  of  the  death,  mental  incapacity  or  resigna- 
tion of  the  substituted  trustee,  his  place  may  be  filled  in  like  manner; 
but  in  case  of  neglect  by  the  party  of  the  first  part  to  appoint  such 
new  trustee  at  any  time  when  a  vacancy  shall  occur  as  aforesaid,  or 
in  case  the  trustee  whom  the  said  party  of  the  first  part  shall  so  appoint 
shall  not  be  satisfactory  to  the  holders  of  a  majority  in  amount  of  said 
bonds  then  outstanding,  the  holders  of  a  majority  in  amount  of  said 
bonds  then  outstanding  may  by  writing  under  their  hands,  appoint  a 
new  trustee  to  fill  such  vacancy,  which  appointment  so  made  shall  super- 
sede that  which  may  have  been  made  by  the  party  of  the  first  part  to 
fill  the  same. 

And  it  is  hereby  declared,  covenanted,  granted  and  agreed  that  the 
new  trustee  to  be  appointed  as  aforesaid,  shall  immediately  upon  such 
appointment  and  without  any  further  act,  deed,  conveyance  or  assur- 
ance, become  vested  with  all  the  estate,  trust,  rights,  powers  and  duties 
of  the  trustee  in  whose  place  he  shall  have  been  so  appointed;  but 
nevertheless  the  respective  parties  hereto,  and  their  successors  and   as- 


802         CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

signs  shall  and  will  upon  request,  make,  execute,  and  deliver,  all  such 
releases,  conveyances  and  assurances,  as  shall  be  appropriate  to  vest  in 
and  confirm  and  assure  to  such  new  trustee,  such  estate,  trust,  rights, 
powers  and  duties  according  to  the  intent  above  expressed. 

And  it  is  hereby  declared  and  agreed  that  in  case  the  party  of  the 
second  part  or  his  successors  in  said  trust,  shall,  upon  default  made,  take 
possession  of,  or  make  sale  of  the  said  mortgaged  premises,  in  pursuance 
of  the  provisions  herein  contained,  lie  or  they  shall  lie  entitled  to  receive 
and  retain,  from  the  rents,  profits  and  proceeds  of  said  premises,  a 
reasonable  compensation  for  his  or  their  services  in  the  care  and  man- 
agement of  said  premises,  and  a  reasonable  commission  or  compensation 
for  the  sale  thereof  as  aforesaid. 

In  Witness  whereof,  the  said  American  Central  Railway,  the  party  of  the 
first  part  hereto  hath  caused  these  presents  to  be  subscribed  by  its  Presi- 
dent and  attested  by  its  Secretary  and  hath  by  express  authority  of  a 
resolution  of  its  Board  of  Directors  caused  its  corporate  seal  to  be  here- 
unto affixed;  and  the  said  party  of  the  second  part,  for  the  purpose  of 
signifying  his  acceptance  of  the  trusts  herein  and  hereby  created  has 
hereunto  subscribed  his  name  and  affixed  his  seal,  all  done  the  day  and 
year  first  above  written, 

I^eal]  Hour.  ('.  NCHF.XK, 

President  of  tin  American  Central  Bailway. 

Attest : 

Edw'd  E.  Tobey, 
Secretary  of  the  A»n  rican  ('<  ntral  Railway. 

Isaac   SEYMOUR    [seal] 

Sealed  and  delivered  in   presence  of  M.  Bangs. 

As  to  Robert  C.   Schenck   and    Edward    E.   Tobey. 

J.  Russell,  as  to  Isaac  Seymour. 

State  of  Illinois,         ) 

r  SS 
County  of  Marshall.  \ 

Be  it  remembered,  that  on  this  twenty-seventh  day  of  June,  A.D.,  18f>9, 
before  me  the  undersigned,  a  Notary  Public •  within  and  for  the  County 
of  Marshall,  and  state  of  Illinois  aforesaid,  duly  commissioned  and 
sworn,  and  authorized  to  take  the  acknowledgment  of  deeds,  personally 
appeared  Robert  C.  Schenck,  President  of  the  American  Central  Rail- 
way, and  Edward  E.  Tobey,  the  Secretary  of  the  said  Company,  and 
to  me  severally  and  personally  known,  as  the  President  and  the  Secre- 
tary of  said  company,  and  as  the  real  persons  by  whom  and  in  whose 
names,  as  such  President  and  Secretary,  the  foregoing  instrument  was 
subscribed  and  executed,  and  severally  acknowledged  before  me,  that 
they  respectively  subscribed  and  executed  the  foregoing  instrument, 
for  and  in  behalf  of,  and  as  the  act  and  deed  of  said  company,  for  the 
uses  and  purposes  therein  expressed,  under  express  authority  of  resolu- 
tions of  its  Board  of  Directors  duly  passed  and  adopted;  and  the  said 
Edward  E.  Tobey,  Secretary  as  aforesaid,  being  by  me  duly  sworn,  de- 


CORPORATE  HISTORY  803 

posed  as  follows:  That  he  knows  the  corporate  seal  of  said  company, 
and  that  the  seal  affixed  to  the  foregoing  instrument  is  the  corporate 
seal  of  said  company,  and  was  so  affixed  by  the  express  order  and  direc- 
tion of  its  Board  of  Directors,  and  under  the  authority  of  resolutions 
duly  passed  and  adopted  by  said  Board,  and  entered  upon  the  minutes 
of  its  proceedings. 

In  testimony  whereof,  I  have  hereunto  subscribed  my  name  affixed  my 
seal  notarial,  this  twenty-seventh  (27th)  day  of  June  in  the  year  of  our 
Lord  one  thousand  and  eight  hundred  and  fifty-nine. 
[seal]  Mark  Bangs, 

Notary  Public  in  and  for  the  County  of 
Marshall,  aval  State  of  Illinois. 

State  of  New  York,  ) 

)•  ss. 
City  and  County  of  New  York.  , 

Be  it  Remembered  that  on  this  fourteenth  day  of  July,  A.  D.,  1859, 
before  me,  the  undersigned,  a  commissioner  in  and  for  the  City  and 
County  of  New  York,  appointed  by  the  Governor  of  the  State  of  Illi- 
nois, under  the  laws  of  said  State,  with  full  power  and  authority  to 
administer  oaths  and  affirmations,  and  to  take  testimony  and  deposi- 
tions and  acknowledgments  and  proofs  of  deeds  and  instruments  of 
writing  under  seal,  to  be  used  and  recorded  in  the  said  State  of  Illinois, 
duly  commissioned  and  qualified,  personally  appeared  Isaac  Seymour, 
to  me  personally  known  as  the  person  described  in  and  who  executed 
the  foregoing  instrument,  and  acknowledged  that  he  had  executed  the 
same  for  the  uses  and  purposes  therein  expressed. 

In   Testimony   Whereof   I    have   hereunto    subscribed   my   name    and    af- 
fixed my  official  seal  on  the  day  and  year  above  written. 
[seal]  John  Bissell, 

Commissioner  for  the  State  of  Illinois, 
in  and  for  the  City  and  County  of  New  York. 

Certificates  of  Becord  Endorsed  on  the  Above  Deed  of  Trust. 

State  of  Illinois,  ) 
Mercer  County.     ) 

No.  1710. 

I,  Harvey  S.  Senter,  Clerk  of  the  Circuit  Court  in  and  for  the  County 
of  Mercer,  in  the  State  of  Illinois  and  ex-officio  Eecorder  of  Deeds  in 
said  County,  do  hereby  certify  that  the  annexed  mortgage  or  trust  deed 
was  filed  for  record  in  my  office,  on  the  twenty-first  day  of  July  A.  D., 
1859,  at  two  o'clock,  P.  M.,  and  has  been  duly  recorded  forthwith  with 
the  accompanying  certificates  on  page  116,  and  following,  in  Book  P, 
of   Beal   Estate   Mortgages,  in  said   Recorder's  office. 

In  witness  whereof,  I  hereto  set  my  hand  and  affix  the  seal  of  the  said 
Circuit  Court  at  my  office  in  Aledo,  this  21st  day  of  July,  A.  D.,  1859. 
[seal]  Harvey  S.  Senter, 

Clerk  and  Recorder. 


804         CHICAGO,  BURLINGTOX  &   QUIXCY  RAILROAD   COMPANY 

State  of  Illinois,  ) 

>  ss 
Knox  County.         \ 

I,  Cephas  Arms,  Clerk  of  the  Circuit  Court,  in  and  for  the  County 
of  Knox,  in  the  State  of  Illinois,  and  ex-officio  Recorder  of  Deeds  in 
said  county,  do  hereby  certify  that  the  annexed  mortgage  or  trust  deed 
was  filed  for  record  in  my  office,  on  the  21st  day  of  July  A.  D.,  1859  at 
7:00  o'clock  A.  M.,  and  has  been  duly  recorded  forthwith  with  the  ac- 
companying certificates  on  pages  321,  322,  323,  etc.  and  following  in 
Book  10  in  said  Recorder's  office. 

In  Witness  Whereof,  I  hereto  set  my  hand  and  affix  the  seal  of  the  said 
Circuit  Court  at  my  office  in  Kuoxville,  this  21st  day  of  July  A.  D.,  1859. 
[seal]  Cephas  Arms,  Clerk. 

By  H.  Taylor,  Dep.  Clerk. 

State  of  Illinois,  ) 

y  ss 

Stark  County.       ) 

I,  Jefferson  "Winn,  Clerk  of  the  Circuit  Court,  in  and  for  the  County 
of  Stark,  in  the  State  of  Illinois,  and  ex-officio,  Recorder  of  Deeds,  in 
said  county,  do  hereby  certify  that  the  annexed  mortgage  or  trust  deed 
was  filed  for  record  in  my  office,  on  the  twentieth  day  of  July  A.  D., 
lv~>!»,  and  has  been  duly  recorded  forthwith  with  the  accompanying 
certificates  on  pages  254  and  following,  in  Book  "T",  in  said  Recorder's 
office. 

In   witness  whereof,  I  hereto  .set  my  hand  and  affix  the  seal  of  the  said 
Circuit  Court  at  my  office  in  Toulon,  this  21st  day  of  July  A.  D.  1859. 
[seal]  Jefferson  Winn,  Clerk  and  Recorder. 

per  T.  A.  Forman,  Deputy. 

State  of  Illinois,  ) 

I  gg 

Henry  County.        , 

I,  Thomas  Wiley,  Jr.,  Clerk  of  the  Circuit  Court  in  and  for  the  County 
of  Henry,  in  the  State  of  Illinois  and  ex-officio  Recorder  of  Deeds  in 
County,  do  hereby  certify  that  the  annexed  mortgage  or  trust-deed  waa 
filed  for  record  in  my  office,  on  the  twenty-seventh  day  of  July  A.  D. 
1859,  at  twelve  o'clock,  M.,  and  has  been  duly  recorded  forthwith,  with 
the  accompanying  certificates  on  pages  442  and  following,  in  Book  43,  in 
said  Recorder's  office. 

In  Witness  Whereof,  I  hereto  set  my  hand  and  affix  the  seal  of  the  said 
Circuit  Court,  at  my  office  in  Cambridge  this  22d  day  of  July,  A.  D., 
1859. 

[seal]  Thomas  Wiley,  Jr.,  Clerk  and  Recorder. 

By  Wm.  L.  Dalrymple,  Deputy. 

State  of  Illinois,  ) 

r  SS 

Marshall  County.) 

I,  James  Wescott,  Clerk  of  the  Circuit  Court,  in  and  for  the  County  of 
Marshall,  in  the  State  of  Illinois  and  ex-officio  Recorder  of  Deeds  in  said 
County,   do   hereby   certify  that   the   annexed   mortgage   or   trust-deed   was 


CORPORATE  HISTORY  805 

filed  for  record  in  my  office,  on  the  twenty-seventh  day  of  July  A.  D. 
1859,  at  11  o'clock  A.  M.  and  has  been  duly  recorded  forthwith  with  the 
accompanying  certificates  on  page  "11"  and  following,  in  Book  "1" 
in  said  Recorder's  office. 

In  Witness  Whereof,  I  hereto  set  my  hand  and  affix  the  seal  of  the  said 
Circuit  Court,  at  my  office  in  Lacon,  this  28th  day  of  July  A.  D.,  1859. 
[seal]  James  Wescott, 

Clerk  and  Recorder. 


State  of  Illinois,  ) 

v  ss. 

LaSalle  County.    ) 

No.  2260. 

I,  John  F.  Nash,  Clerk  of  the  Circuit  Court,  in  and  for  the  County  of 
LaSalle,  in  the  State  of  Illinois,  and  ex-officio  Recorder  of  Deeds  in  said 
County,  do  hereby  certify  that  the  annexed  mortgage  or  trust-deed  was 
filed  for  record  in  my  office,  on  the  twenty-ninth  day  of  July,  A.  D.,  1859, 
at  lx/<z  o'clock,  A.  M.  and  has  been  duly  recorded  forthwith,  with  the 
accompanying  certificates  on  page  "1"  and  following,  in  Book  "71"  in 
said  Recorder's  office. 

In  Witness  Whereof,  I  hereunto  set  my  hand  and  affix  the  seal  of  the 
said  Circuit  Court,  at  my  office  in  Ottawa,  this  29th  day  of  July  A.  D., 
1859. 

[seal]  John  F.  Nash,  Clerk  and  Recorder. 

Per  Charles  W.  Hook,  Deputy. 


State  of  Illinois, 

\  ss 
Livingston  County. 

I,  Benjamin  W.  Gray,  Clerk  of  the  Circuit  Court  and  ex-officio  Re- 
corder of  Deeds,  &C  in  and  for  the  aforesaid  County  and  State,  do  here- 
by certify  that  the  annexed  mortgage  or  trust-deed  was  filed  for  record 
in  my  office  on  the  second  day  of  August,  A.  D.,  1859,  at  the  hour  of 
10  o'clock,  A.  M.,  and  has  been  duly  recorded  forthwith  with  the  accom- 
panying certificates  in  Book  "O"  on  pages  from  233  to  244  inclusive,  in 
said  Recorder's  office. 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  affixed  the  seal 
of  said   Circuit  Court,  at  Pontiac,  in  said  County,   this  second   day   of 
August,  in  the  year  of  our  Lord,  eighteen  hundred  and  fifty  nine. 
[seal]  B.  W.  Gray,  Clerk. 

By  A.  W.  Cowan,  Deputy. 


[  ss. 


State  of  Illinois,. 
Kankakee  County. 

No.  12673. 

I,  Philip  Worcester,  Clerk  of  the  Circuit  Court  and  ex-officio  Recorder 
in  and  for  said  County  in  the  State  aforesaid  do  hereby  certify  that  the 
above  and  foregoing  mortgage  was  filed  for  record  in  my  said  office  on 


806         CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

the  fourth  day  of  August,  in  the  year  A.  D.,  1859,  at  five  and  one  half 
o'clock  A.  M.  and  duly  recorded  in  Book  No.  21,  at  pages  No.  212,  213, 
214,  215,  216,  217,  218,  219,  220,  221  and  222. 

Attest  my  hand  and  the  seal  of  our  said  Court  hereto  affixed  at  office  in 
Kankakee  City  in  the  County  and  State  aforesaid,  this  fourth  day  of 
August,  A.  D.,  1859. 

[seal]  P.  Worcester,  Clerk  and  Recorder. 

By  A.  M.  Woolley,  Deputy. 


State  of  Illinois, 

'  ss 


nois,  ) 

sITY.     ) 


Iroquois  County. 

No.  2444. 

I,  Thomas  Yennuni,  Clerk  of  the  Circuit  Court  and  ex-offieio  Recorder 
in  and  for  said  County  in  the  State  a*foresaid  do  hereby  certify  that  the 
above  and  foregoing  mortgage  was  filed  for  record  in  my  said  office,  on 
the  seventeenth  day  of  August,  A.  D.,  1859  at  nine  and  one  half  o'clock 
A.  M.  and  duly  recorded  in  Book  No.  18,  at  pages  from  438  to  452  in- 
clusive. 

In   Witness   Whereof,   I   have   hereunto  subscribed   my  name  and  affixed 
il    of   said   Court    at    my   office   in    Middlcport,   in   said   County,   this 
seventeenth  day  of  August,  A.  D.,  1859. 

I  seal]  Thomas  Yennum,  Clerk. 

By  W.  H.  Taylor,  Deputy. 

Certificates  that  t},»  "Railway  and  Property  art  Free  from  All  Other 
Incumbrances. 


State  of  Illinois,  t 
Mercer  County.      )  ' 

I,  Harvey  S.  Senter,  Clerk  of  the  Circuit  Court  and  ex-officio  Recorder 
of  Deeds  &C.  within  and  for  the  aforesaid  County  and  State,  do  hereby 
certify  that  I  have  searched  in  my  office  for  all  judgments  and  decrees 
docketed  in  said  office  against  the  American  Central  Railway  and  for 
all  deeds,  leases,  mortgages,  conveyances,  and  incumbrances,  executed 
by  or  on  behalf  of  said  company,  upon  its  railway  and  other  property, 
real,  personal,  or  chattel,  and  there  is  not  any  judgment  or  decree 
docketed  in  said  office  against  said  company;  and  that  there  is  not  any 
deed,  lease,  mortgage,  conveyance  or  other  incumbrance  executed  by,  or 
on  behalf,  of  said  American  Central  Railway,  on  file  or  of  record  in  said 
office  upon  or  against  any  of  the  property,  real,  personal,  or  chattel,  of 
said  company,  except  a  mortgage  or  deed  of  trust  executed  by  said  com- 
pany to  Isaac  Seymour,  Trustee  bearing  date  the  twenty-fifth  day  of 
June  A.  D.,  1859,  and  recorded  on  the  (21st)  twenty-first  day  of  July 
A.  D.,  1859,  in  Book  F.  of  mortgages,  on  page  116  and  following  pages 
in  my  office. 

In  Testimony  Whereof,  I  have  hereunto  subscribed  my  name  and 
affixed  the  seal  of  said  Court  (which  is  my  official  seal),  at  my  office  in 


CORPORATE  HISTORY  807 

the  town  of  Aledo,  in  said  county,  on  this  twenty-first  day  of  July  A.  D., 

1859. 

[seal]  Harvey  S.  Senter, 

Clerk  of  the  Circuit  Court  and  ex-offieio  Recorder  of 
Deeds  in  and  for  said  Countv. 


State  of  Illinois,  ) 

y  ss 

County  of  Knox.  ) 

I,  Cephas  Arms,  Clerk  of  the  Circuit  Court  and  ex-offieio  Recorder  of 
Deeds,  &C,  within  and  for  the  aforesaid  County  and  State,  do  hereby 
certify,  that  I  have  searched  in  my  office  for  all  judgments  and  decrees, 
docketed  in  said  office  against  the  American  Central  Railway,  and  for  all 
deeds,  leases,  mortgages,  conveyances,  and  incumbrances,  executed  by, 
or  on  behalf  of  said  company,  upon  its  railway  and  other  property,  real, 
personal,  or  chattel,  and  there  is  no  judgment  or  decree  docketed  in  said 
office  against  said  company;  and  that  there  is  no  deed,  lease,  mortgage, 
conveyance,  or  other  incumbrance,  executed  by,  or  on  behalf  of,  said 
American  Central  Railway,  on  file  or  on  record  in  said  office,  upon  or 
against  any  of  the  property,  real,  personal,  or  chattel,  of  said  company, 
excepting  a  mortgage  or  deed  of  trust,  executed  by  said  company  to 
Isaac  Seymour,  Trustee,  bearing  date  the  twenty-fifth  day  of  June  A.  D., 
1859,  and  recorded  on  the  21st  day  of  July  A.  D.,  1859  in  Book  Ten,  in 
my  office  on  page  321,  and  the  next  following  pages. 

In  Testimony  Whereof,  I  have  hereunto  subscribed  my  name,  and  affixed 

the  seal  of  said  Court  (which  is  my  official  seal)  at  my  office  in  the  City 

of  Knoxville,  in  said  County,  on  this  21st  day  of  July  A.  D.,  1859. 

[seal]  Cephas  Arms,  Clerk  of  the  Circuit  Court,  and 

ex-officio  Recorder  of  Deeds  in  and  for  said  County. 


State  of  Illinois,  ) 

r  SS. 

County  of  Stark.  ) 

I,  J.  Winn,  Clerk  of  the  Circuit  Court,  and  ex-offieio  Recorder  of 
Deeds,  &C,  within  and  for  the  aforesaid  County  and  State,  do  hereby 
certify  that  I  have  searched  in  my  office  for  all  judgments  and  decrees 
docketed  in  said  office  against  the  American  Central  Railway,  and  for 
all  deeds,  leases,  mortgages,  conveyances,  and  incumbrances,  executed 
by  and  in  behalf  of  said  Company,  upon  its  railway  and  other  property, 
real,  personal  or  chattel,  and  there  is  not  any  judgment  or  decrees 
docketed  in  said  office  against  said  company  and  that  there  is  not  any 
deed,  lease,  mortgage,  conveyance,  or  other  incumbrance  executed  by 
or  on  behalf  of  said  American  Central  Railway,  on  file  or  of  record  in 
said  office,  upon  or  against  any  of  the  property,  real  personal,  or  chattel, 
of  said  Company,  except  a  mortgage  or  deed  of  trust,  executed  by  the 
said  company  to  Isaac  Seymour,  Trustee,  bearing  date  the  twenty-fifth 
day  of  June  A.  D.,  1859,  and  recorded  on  the  twentieth  day  of  July 
A.  D.,  1859  in  Book  T,  in  my  office  on  page  254,  and  the  next  following 
pages. 


808         CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

In  Testimony  Whereof,  I  have  hereunto  subscribed  my  name  and 
affixed  the  seal  of  said  Court  (which  is  my  official  seal),  at  my  office  in 
the  Town  of  Toulon,  in  said  County,  on  this  twentieth  day  of  July  A.  D., 
1859. 

[seal]  Jefferson  Winn,  Clerk  of  the  Circuit  Court  and 

ex-officio  Recorder  of  Deeds  in  and  for  said  County. 

By  T.  A.  Forman,  Deputy 


State  of  Illinois,  ) 

r  SS. 
County  of  Henry.  \ 

I.  Thomas  Wiley,  Jr.,  Clerk  of  the  Circuit  Court  and  ex-officio  Recorder 
of  Deeds  &C,  within  and  for  the  aforesaid  County  and  State,  do  hereby 
certify  that  I  have  searched  in  my  office  for  all  judgments  and  decTees 
docketed  in  said  office  against  the  American  Central  Railway,  and  for 
all  deeds,  leases,  mortgages,  conveyances,  and  incumbrances,  executed 
by  or  on  behalf  of  said  company,  upon  its  railway  and  other  property, 
real,  personal,  or  chattel,  and  there  is  not  any  judgment  or  decree 
docketed  in  said  office  against  said  company;  and,  that  there  is  not  any 
deed,  lease,  mortgage,  conveyance,  or  other  incumbrance,  executed  by  or 
on  behalf  of  said  American  Central  Railway,  on  file  or  of  record  in  said 
office  upon  or  against  any  of  the  property,  real,  personal,  or  chattel  of 
sai'l  company  except  a  mortgage  or  deed  of  trust  executed  by  the  said 
company  to  Isaac  Seymour,  Trustee,  bearing  date  the  25th  day  of  June, 
A.  D.,  1859,  and  recorded  on  the  22d  day  of  July,  A.  D.,  1859,  in  Book 
43,  in  my  office,  on  page  442  and  the  next  following  pages. 

In  Testimony  Wheratff,  I  have  hereunto  subscribed  my  name,  and  affixed 

the  seal  of  the  said  Court    (which   is   my   official   seal),  at  my  office  in 

Cambridge,  in  said  county,  on  this  25th  day  of  July,  A.  D.,  1859. 

[6EAL]  Thomas   Wilky,  Jin'r,  Clerk  of  the  Circuit  Court  and 

ex-officio  Recorder  of  Deeds  in  and  for  said  County. 

State  of  Illinois,         ) 

}■  ss. 
Coi'NTY  of  Marshall.  \ 

I,  James  Weacott,  Clerk  of  the  Circuit  Court,  and  ex-officio  Recorder 
of  Deeds,  &C,  within  and  for  the  aforesaid  County  and  State,  do  hereby 
certify  that  I  have  searched  in  my  office  for  all  judgments  and  decrees 
docketed  in  said  office,  against  the  American  Central  Railway,  and  for 
all  deeds,  leases,  mortgages,  conveyances,  and  incumbrances,  executed 
by  or  on  behalf  of  said  company,  upon  its  railway,  and  other  property, 
real,  personal  and  chattel,  and  there  is  not  any  judgment  or  decree 
docketed  in  said  office  against  said  company  and  that  there  is  not  any 
deed,  lease,  mortgage,  conveyance,  or  other  incumbrance,  executed  by 
or  on  behalf  of  said  American  Central  Railway  on  file  or  of  record  in 
said  office  upon  or  against  any  of  the  property,  real,  personal,  or  chattel 
of  said  company,  except  a  mortgage  or  deed  of  trust,  executed  by  the 
said  company  to  Isaac   Seymour,   Trustee  bearing  date   the  twenty-fifth 


CORPORATE  HISTORY  809 

day  of  June  A.  D.,  1859,  and  recorded  on  the  28th  day  of  July  A.  D.,  1859 
in  Book  I.  in  my  office,  on  page  11,  and  the  next  following  pages. 

In  Testimony  Whereof,  I  have  hereunto  subscribed  my  name,  and  affixed 
the  seal  of  said  Court   (which  is  my  official  seal),  at  my  office  in  the 
City  of  Lacon,  in  said  County,  on  this  twenty-eighth  day  of  July,  A.  D., 
1859. 
[seal]  James  Wescott,  Clerk  and  Recorder. 

State  of  Illinois    ) 

y  ss. 
County  op  LaSalle.^ 

I,  John  F.  Nash,  Clerk  of  the  Circuit  Court,  and  ex-officio  Recorder  of 
Deeds  &C,  within  and  for  the  said  County  and  State,  do  hereby  certify 
that  I  have  searched  in  my  office  for  judgments  and  decrees  docketed 
in  said  office,  against  the  American  Central  Railway  for  all  deeds,  leases, 
mortgages,  conveyances,  and  incumbrances,  executed  by  or  on  behalf  of 
said  Company,  upon  its  railway  and  other  property,  real,  personal,  and 
chattel,  and  that  there  is  not  any  judgment  or  decree  docketed  in  said 
office  against  said  Company,  and  that  there  is  not  any  deed,  lease,  mort- 
gage, conveyance,  or  other  incumbrance,  executed  by  or  on  behalf  of 
said  American  Central  Railway,  on  file  or  on  record  in  said  office,  upon 
or  against  any  of  the  property,  real,  personal  or  chattel,  of  said  Com- 
pany, excepting  a  mortgage  or  deed  of  trust  executed  by  the  said  Com- 
pany, to  Isaac  Seymour,  Trustee,  bearing  date  the  25th  day  of  June 
A.  D.,  1859,  and  recorded  on  the  29th  day  of  July  A.  D.,  1859,  in  book 
71  in  my  office,  on  page  1  and  the  next  following  pages. 

In  Testimony  Whereof,  I  have  hereunto  subscribed  my  name,  and  affixed 
the  seal  of  said  Court  (which  is  my  official  seal),  at  my  office  in  Ottawa, 
in  said  County,  on  the  29th  day  of  July  A.  D.,  1859. 

[seal]  John  F.  Nash,  Clerk. 

Per  Giles  Harrington,  Jr.,  Deputy. 

State  of  Illinois     ) 
Livingston  County.  \ 

I,  Benjamin  W.  Gray,  Clerk  of  the  Circuit  Court,  and  ex-officio  Re- 
corder of  Deeds,  in  and  for  the  aforesaid  County  and  State,  do  hereby 
certify  that  I  have  searched  in  my  office  for  all  judgments  and  decrees 
docketed  in  said  office  against  the  American  Central  Railway,  and  for 
all  deeds,  leases,  mortgages,  conveyances  and  incumbrances  executed  by 
or  on  behalf  of  said  Company  upon  its  railway  and  other  property  real, 
personal  and  chattel,  and  that  there  is  no  judgment  or  decree  docketed 
against  said  Company,  and  that  there  is  no  lease,  deed,  mortgage  con- 
veyance or  other  incumbrance  executed  by  or  on  behalf  of  said  Ameri- 
can Central  Railway,  on  file  or  record  in  said  office,  upon  or  against  any 
of  the  property  real,  personal  or  chattel  of  said  Company  excepting  a 
mortgage  or  deed  of  trust  executed  by  said  Company  to  Isaac  Seymour, 
Trustee,  bearing  date  the  25th  day  of  June  A.  D.,  1859,  and  recorded  on 


810         CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

the  2d  day  of  August  A.  D.,  1859  in  book  O.  on  page  233,  and  the  next 
following  pages. 

In  Testimony   Whereof,  I  have  hereto   subscribed   my   name  and  affixed 
the  seal  of  said  Court  (which  is  my  official  seal),  at  my  office  in  Pontiac, 
in  said  County  on  this  2d  day  of  August    A.  D.,  1859. 
[seal]  B.  W.  Gray,  Clerk. 

Per  A.  W.  Cowan,  Deputy. 


xois  ) 
}  ss. 

UXTY  ) 


State  of  Illix 
Kankakee  Cou 

I,  Philip  "Worcester,  Clerk  of  the  Circuit  Court,  and  ex-officio  Recorder 
in  and  for  said  county,  in  the  state  aforesaid,  do  hereby  certify  that  I 
have  carefully  examined  the  records  and  all  of  them,  in  my  office  or 
appertaining  thereto  in  relation  to  incumbrances  existing  upon  any  of 
the  property  of  the  American  Central  Railway  and  that  there  are  no 
judgments,  decrees,  deeds,  leases,  mortgages  or  trust  deeds  or  any  other 
incumbrances  of  what  kind  or  nature  so  ever  against  any  of  the  prop- 
erty, real,  personal,  or  chattel,  of  the  said  American  Central  Railway  as 
appears  from  the  records  and  files  of  my  said  office  to  this  date  to  wit: 
August  5th  A.  D.,  1859,  at  four  o'clock  P.  M.  except  a  certain  mortgage 
or  deed  of  trust  executed  by  the  said  American  Central  Railway  on  the 
25th  day  of  June  A.  !>..  1859,  to  Isaac  Seymour,  Trustee,  and  by  me 
recorded  in  my  said  office  on  the  fourth  day  of  August  A.  D.,  1859,  at 
five  and  one  half  o'clock  A.  M.  in  hook  No.  21  of  deeds  &C,  from  page 
No.   212   to   222   inclusive. 

Attest  my  hand  and  the  seal  of  our  said  Court  hereto  affixed  at  office  in 
Kankakee  City  in  County  and  State  aforesaid,  this  fifth  day  of  August 
A.  !»..  1859. 
[seal]  P.  Worcester, 

By  A.  M.  Woolley,  Deputy. 

State  of  Illinois  / 

y  ss 
Iroquois  County.  ) 

I,  Thomas  Vennum,  Clerk  of  the  Circuit  Court  and  ex-officio  Recorder 
of  Deeds  &C,  in  and  for  the  aforesaid  County  and  State,  do  hereby 
certify  that  I  have  searched  in  my  office  for  all  judgments  and  decrees 
docketed  in  said  office  against  the  American  Central  Railway  and  for  all 
leases,  deeds,  mortgages,  conveyances  and  incumbrances,  executed  by  or 
on  behalf  of  said  company,  upon  its  railway  and  other  property,  real, 
personal,  or  chattel  and  there  is  no  judgment  or  decrees  docketed  in 
said  office  against  said  Company  and  that  there  is  no  deed,  lease,  mort- 
gage, conveyance  or  other  incumbrance  executed  by  or  on  behalf  of  said 
American  Central  Railway  on  file  or  record  in  said  office,  upon  or  against 
any  of  the  property,  real,  personal,  or  chattel  of  said  company,  excepting 
a  mortgage  or  deed  of  trust  executed  by  said  company  to  Isaac  Seymour, 
Trustee,  bearing  date  the  25th  day  of  June,  A.  D.,  1859,  and  recorded 


CORPORATE  HISTORY  811 

on  the  17th  day  of  August  A.  D.,  1859,  in  book  No.  18  on  page  438  and 
the  next  following  pages. 

In   Testimony   Whereof,  I   have  hereto  subscribed  my  name  and  affixed 
the  seal  of  said  Circuit  Court  (which  is  my  official  seal),  at  my  office  in 
Middleport  in  said  county,  on  this  17th  day  of  August  A.  D.,  1859. 
[seal]  Thomas   Vennum,   Clerk. 

APPOINTMENT    OF    NEW    TRUSTEE 
January    14,    18G5    to    John    P.    Yelverton,    Trustee    with    order   to    sell. 

To  all  Men.  Know  ye  that  heretofore,  to-wit,  on  the  twenty-fifth  (25th) 
day  of  June  A.  D.  One  Thousand  Eight  Hundred  and  Fifty-nine,  (1859) 
The  American  Central  Railway  of  Illinois  executed,  acknowledged  and 
delivered  a  certain  Trust  Deed  or  Mortgage,  bearing  date  the  day  and 
year  aforesaid,  to  Isaac  Seymour  as  Trustee,  to  secure  to  the  holders 
thereof  the  payment  of  the  Bonds  and  interest  thereon,  in  Said  Trust 
Deed  or  Mortgage,  which  said  Trust  Deed  or  Mortgage  is  and  was  duly 
recorded  in  the  several  counties  of  the  State  of  Illinois  through  which 
the  road  of  the  said  American  Central  Railway  runs,  and  whereas, 
under  and  by  virtue  of  said  Mortgage  or  Trust  Deed  the  said  Trustee 
sold  and  delivered  certain  Bonds  of  said  Railway  described,  being 
Bonds  numbered  from  one  to  fifty  (1  to  50)  both  inclusive  and  bonds 
numbered  five  hundred  and  ninety-nine  (599)  and  six  hundred  (600)  for 
one  thousand  dollars  each  and  amounting  to  Fifty-two  thousand  dollars 
($52,000)  principal,  they  being  all  the  Bonds  issued  and  sold  under 
and  by  virtue  of  said  Trust  Deed  or  Mortgage  by  said  Trustee, 

And  Whereas  also  the  undersigned  are  the  lawful  holders  of  all  of  said 
Bonds  numbered  as  aforesaid,  and  whereas,  also,  the  said  American 
Central  Railway  Company  have  failed  to  pay  any  interest  on  said 
Bonds  so  numbered  as  aforesaid  or  either  of  them,  or  to  provide  a 
sinking  fund  as  in  and  by  said  Mortgage  or  Trust  Deed  is  provided 
and  agreed  and  the  whole  of  said  bonds  as  well  as  the  interest  due 
thereon  according  to  the  said  Trust  Deed  or  Mortgage  and  the  coupons 
attached  to  said  Bonds  all  the  interest  coupons  being  thereto  attached, 
except  Coupon  No.  One  (1)  to  each  of  said  bonds  being  now  due  and 
unpaid, 

And  Whereas,  also,  the  said  Isaac  Seymour  having  departed  this  life  and 
the  said  Railway  Company  having  failed  to  appoint  his  successor,  and 
the  undersigned  being  the  holders  of  a  majority  in  amount  of  said 
bonds  outstanding,  do,  therefore,  by  these  presents  make,  constitute  and 
appoint  John  P.  Yelverton,  Esq.,  of  the  City  and  State  of  New  York, 
Trustee  of  said  Trust  as  the  successor  of  the  said  Isaac  Seymour, 
deceased,  with  all  the  powers,  rights  and  duties  of  Trustee  under  said 
Mortgage  or  Trust  Deed, 

And  we  do  further  authorize  and  enpower  the  said  Trustee  to  de- 
mand, sue  for  and  recover  of  the  executor  or  executors,  administrator 
or  administrators  of  the  said  Isaac  Seymour,  deceased,  or  other  person 
or    persons,    all    title    papers,    bonds    and    whatsoever    belongs    of    right 


812  CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

under  and  by  virtue  of  said  Trust  Deed  or  Mortgage  as  the  successor 
of  said  Isaac  Seymour,  deceased, 

And  we  do  hereby  further  request  the  said  John  P.  Yelverton  as 
Trustee  aforesaid,  to  advertise  and  sell  the  said  Eoad  of  the  said 
American  Central  Railway  Company  together  with  everything  thereunto 
appertaining  under  and  by  virtue  of  the  said  Trust  Deed  or  Mortgage 
for  the  purpose  of  satisfying  and  discharging  the  principal  and  interest 
of  the  Bonds,  numbered  as  aforesaid,  and  held  by  us,  as  in  and  by  said 
Trust  Deed  or  Mortgage  is  provided. 

In  Testimony  Whereof,  we  have  hereto  signed  our  names  this  14th  day 
of  January,  A.  D.,  1865. 

John  S.  Thompson,  James  S.  Thompson,  Wells  Willits,  Wm,  J.  Turner, 
Lewis   W.    Thompson. 


State  of  Illinois, 
County  of  Mercer. 


,[■ 


I,  A.  F.  Waterman,  Notary  Public  in  and  for  said  County,  do  hereby 
certify  that  James  S.  Thompson,  Wells  Willits,  William  J.  Turner, 
Lewis  W.  Thompson  and  John  S.  Thompson,  whose  genuine  signatures 
appear  signed  to  the  foregoing  instrument  as  having  executed  the  same, 
and  who  are  personally  known  to  me  to  be  the  identical  persons  whose 
signatures  are  thereto  subscribed  as  having  executed  the  same,  and  they 
severally  acknowledged  that  they  had  executed  the  same  voluntary 
and  freely  for  the  uses  and  purposes  therein  expressed  having  this 
day    severally    appeared    before    me    and    made    sucdi    acknowledgement. 

I n  Testimony  Whereof,  I  have  hereto  signed  my  name  and  affixed  my 
Notarial  Seal  at  the  City  of  New  Boston  in  said  County  this  14th  day 
of  January,  A.  1).  1865. 

[Seal.]  Amos  p.  Waterman,  N.  P. 


DEED,  May  10  1865,  John  P.  Yelverton,  Trustee  to  James  S.  Thompson, 
et    al. 

This  I iul>  nt art  made  and  entered  into  this  Tenth  day  of  May  A.D.  One 
Thousand  Eight  Hundred  and  Sixty  five.  Between  John  P.  Yelverton, 
Trustee  of  the  American  Central  Railway  of  Illinois  of  the  one  part 
and  James  S.  Thompson,  William  J.  Turner,  Wells  Willits,  Lewis  W. 
Thompson,  John  W.  Hull  and  John  S.  Thompson  of  the  other  part: 
Witnesseth  that  whereas  on  the  25th  day  of  June  A.  D.  1859  the  said 
American  Central  Railway  executed,  acknowledged  and  delivered  to 
Isaac  Seymour  late  of  the  City  and  State  of  New  York,  as  Trustee  a 
certain  Trust  Deed  or  Mortgage  bearing  date  the  day  and  year  last 
aforesaid  conveying  or  mortgaging  in  Trust  to  The  said  Isaac  Seymour 
as  Trustee  and  to  his  successor  or  successors  all  and  singular  the  Railway 
of  the  said  American  Central  Railway  constructed  or  to  be  constructed 
from  the   Town    (now   City)    of  New  Boston   in   Mercer   County,  Illinois 


CORPORATE  HISTORY  813 

to  the  Eastern  boundary  of  the  State  of  Illinois  in  Kankakee  County- 
together  with  all  its  lands  tenements,  hereditaments  acquired  and  ap- 
propriated for  the  purpose  of  a  right  of  way  for  a  single  or  double 
track  railway  and  all  the  appurtenances  thereunto  belonging;  and  also 
all  its  lands  acquired  and  appropriated  or  which  should  be  thereafter 
acquired  and  appropriated  for  Depots,  Engine  Houses,  Car  Houses,  Sta- 
tion Houses,  Warehouses,  Machine  and  Work  Shops,  Superstructures, 
Erections  and  Fixtures;  and  also  all  and  singular  the  franchises,  rights 
and  privileges  now  owned,  possessed  or  acquired  or  which  should  be 
hereafter  owned,  possessed  or  acquired  and  also  all  the  rails,  bridges, 
ways,  piers,  shops,  engine,  car,  station,  ware  machine  and  work  shops, 
and  all  erections  superstructures,  fixtures,  privileges,  franchises  and 
rights,  and  all  the  lands  tenements,  hereditaments  and  real  estate,  ac- 
quired and  appropriated  wheresoever  and  whatsoever  of  said  railway  and 
which  should  thereafter  be  owned  by  it.  And  also  all  and  singular 
the  locomotives  tenders,  passenger  cars,  freight  cars  and  all  other  cars, 
carriages,  tools,  machinery  and  equipment  for  said  railway  there  owned 
or  which  should  thereafter  be  owned  by  said  railway;  And  also  all 
goods  and  chattels  there  or  thereafter  to  be  owned  by  said  railway 
pertaining  to  the  running  or  operating  of  said  railway  road,  together 
with  the  rents,  issues,  income,  profits,  moneys,  rights,  benefits  and 
advantages  derived  or  to  be  derived,  had  or  received  therefrom  by  said 
railway  in  any  way. 

To  have  and  to  hold  the  same  to  the  said  Seymour,  his  successor  or 
successors  and  his  and  their  assigns  in  trust  for  the  person  or  persons 
interested  therein  as  holders   of  the  Bonds  therein   subscribed. 

Which  said  Deed  was  so  executed  in  consideration  of  one  dollar  in 
hand  paid  to  said  Railway  by  said  Seymour  party  of  the  second  part 
in  said  Deed  and  for  the  further  purpose  of  securing  the  Corporate 
Bonds  of  said  Railway  as  described  in  said  Deed  issued  by  said  Railway 
bearing  even  date  with  said  Deed  and  payable  to  William  M.  Caldwell 
or  bearer  at  the  Bank  of  North  America  in  the  City  of  New  York  on 
the  first  day  of  January  A.  D.  1880,  with  interest  from  and  after  the 
1st  day  of  January  A.  D.  1860,  at  the  rate  of  Eight  per  centum  per 
annum  payable  at  said  Bank  semi-annually  as  provided  in  said  mortgage 
and  which  said  Bonds  are  numbered  in  consecutive  series  from  One 
to  Three  Thousand  and  Eighty  both  inclusive.  And  ivhereas  the  said 
Deed  provided  that  the  same  is  made  to  secure  the  whole  of  said 
Bonds  or  so  many  thereof  as  may  be  issued  and  put  in  circulation. 
And  whereas  the  said  Railway  further  provided  in  said  Deed  that  in 
the  case  of  the  default  of  the  said  Railway  for  Thirty  days  to  pay 
the  interest  on  said  Bonds  or  any  or  either  of  them  after  the  same 
becomes  due  that  the  said  Trustee  or  his  successor  may  upon  the  written 
request  of  the  holders  of  a  majority  in  amount  of  said  Bonds  outstanding 
shall  within  such  reasonable  time  as  he  may  deem  proper,  .  being  not 
less  than  Sixty  days  and  after  public  notice  being  made  by  advertise- 
ment at  least  Eight  weeks  in  one  or  more  newspapers  published  in  each 
of  the  Cities  of  New  York,  Lacon  and  Chicago  proceed  to  sell  at  public 


814         CHICAGO,  BUEUNGTON   &   QUIXCY  RAILROAD  COMPANY 

auction  in  the  City  of  New  York  to  the  highest  bidder  the  property 
rights  and  franchises  aforesaid  and  all  equity  of  redemption  of  the 
said  American  Central  Railway  as  in  and  by  said  Deed  reference  being 
thereunto  had  will  more  fully  and  at  large  appear.  And  whereas  it 
is  also  provided  in  said  Deed  that  in  case  of  the  incapacity  or  resigna- 
tion of  the  said  Trustee  that  the  holders  of  a  majority  in  amount  of 
said  Bonds  then  outstanding  should  appoint  his  successor  should  the 
said  Railway  tail  to  appoint.  And  whereas  the  said  Isaac  Seymour, 
Trustee  aforesaid  departed  this  life  before  the  1st  day  of  December 
A.  D.  1864,  and  the  said  Railway  has  failed  to  appoint  a  successor. 
Ami  whereas  also  said  Railway  did  issue  and  put  in  circulation  Bonds 
numbered  respectively,  1,  2,  3.  4,  5,  6,  7,  8,  9,  10,  11,  12,  13,  14, 
1.-,.  1(5,  17,  18,  19,  20,  21,  22.  23,  24,  25,  26,  27,  28,  29,  30,  31,  32, 
33,  34,  35,  36,  37,  38,  39,  40,  41,  42,  43,  44,  45,  46,  47,  48,  49 
&  50.  599  A:  600  being  in  all  Fifty  two  Bonds  for  One  Thousand  Dollars 
each  and  no  others  of  said  Bonds  in  said  Deed  described  and  which  said 
Bonds  are  secured  by  s a i .  1  Deed  as  aforesaid.  And  whereas  also  said 
Bonds  were  on  the  14th  day  of  January  A.  D.  1865,  held  by  James  S. 
Thompson.  William  J.  Turner.  Wells  Willits,  Lewis  W.  Thompson  and 
John  S.  Thompson  of  the  State  of  Illinois  ami  whereas  also  the  said 
holders  of  said  Bonds  did  on  the  14th  day  of  January  A.  D.  1865, 
appoint  under  their  hands  in  writing  the  party  of  the  first  part  Trustee 
of  Baid  Deed  and  successor  of  the  said  Isaac  Seymour  deceased.  And 
Whereas  also  the  said  Railway  failed  to  pay  any  of  the  interest  on 
the  said  Bonds  so  held  as  aforesaid  but  on  the  contrary  failed  for 
more  than  Thirty  days  prior  to  the  said  14th  day  of  January  A.  D. 
1865.  to  pay  the  semi-annual  interest  then  and  for  a  long  time  prior 
thereto,  due  and  payable  on  the  Bonds  numbered  and  held  as  aforesaid 
and  all  of  the  interest  thereon  being  still  due  and  payable  thereon  from 
the  1st  day  of  July  A.  D.  1860,  whereby  and  by  reason  of  such  default, 
the  whole  sum  principal  and  interest  of  said  Bonds  held  as  aforesaid 
became  due  and  payable  and  have  not  since  then  been  paid  or  any 
part  thereof.  And  whereas  also  the  holders  aforesaid  of  said  Bonds 
numbered  as  aforesaid  did  on  the  14th  day  of  January  A.  I).  1865  in 
writing  under  their  hand  hearing  date  the  day  and  year  last  aforesaid 
request  the  party  of  the  first  part  as  Trustee  aforesaid  to  sell  said 
Railway  property  rights  and  franchises  as  in  and  by  said  Trust  Deed 
La  provided. 

And  in  pursuance  of  the  premises  aforesaid  and  of  the  power  and 
authority  conferred  upon  the  party  of  the  first  part  as  Trustee  as 
aforesaid  under  said  Deed  appointment  and  request.  I,  the  said  Trustee 
did  advertise  the  sale  of  said  road  with  all  its  rights,  property  and 
franchises  and  caused  the  said  advertisements  to  be  published  in  the 
Journal  of  Commerce,  a  daily  newspaper  printed  and  published  in  the 
City  of  New  York  in  the  State  of  New  York  and  in  the  Chicago 
Tribune  a  daily  newspaper  printed  and  published  in  the. City  of  Chicago 
in  the  State  of  Illinois  and  in  the  Illinois  Gazette  a  weekly  newspaper 
printed  and  published  in   the  City  of  Lacon  and  State  of  Illinois,  each 


CORPORATE  HISTORY  815 

of  said  advertisements  having  been  published  in  each  of  said  newspapers 
for  Eight  weeks  successively,  the  first  insertion  thereof  being  more  than 
Sixty  days  prior  to  the  10th  day  of  May  A.  D.  1865,  in  which  said 
advertisement  the  party  of  the  first  part  as  Trustee  as  aforesaid  gave 
public  notice  that  he  would  as  such  Trustee  offer  for  sale  to  the  highest 
bidder  for  cash  in  hand  at  public  auction  at  the  exchange  sales  rooms, 
Number  111  Broadway  in  the  City  of  New  York  on  the  10th  day  of 
May  A.  D.  1865  (1865)  at  12  o'clock  at  noon  of  said  day  all  and  singular 
the  property  real,  personal  and  mixed  and  all  rights  and  franchises  and 
equity  of  redemption  of  said  Railway  so  transferred  in  Trust  as  afore- 
said for  the  satisfaction  of  the  outstanding  Bonds  of  said  Railway  and 
the  interest  thereon.  And  that  upon  making  such  sale  an  absolute 
Deed  of  Conveyance  will  be  executed  to  the  purchaser  or  purchasers 
thereof  (a  copy  of  which  said  advertisement  so  published  as  aforesaid 
is  hereto  annexed  and  made  a  part  of  this  Deed  and  marked  A).  And 
whereas  also  in  pursuance  of  said  notice  and  in  conformity  with  the 
power  &  authority  granted  me  by  said  Trust  Deed  and  the  proceedings 
subsequently  had  thereunder  as  aforesaid  the  party  of  the  first  part 
as  said  Trustee  did  at  the  hour  of  twelve  o'clock  at  noon  of  said 
tenth  day  of  May  A.  D.  1865,  at  the  Exchange  Sales  Room,  Number 
One  Hundred  and  Eleven  (111)  Broadway  in  the  said  City  of  New 
York  offer  for  sale  to  the  highest  bidder  for  cash  in  hand  all  and 
singular  the  property,  real,  personal  and  mixed  and  all  rights  and 
franchises  and  equity  of  redemption  of  said  Railway  which  said  offer 
was  made  as  aforesaid  at  public  auction  for  the  satisfaction  of  the  out- 
standing Bonds  of  said  Railway  &  the  interest  thereon  as  aforesaid 
and  at  the  same  time  gave  due  notice  that  upon  making  such  sale 
an  absolute  Deed  of  Conveyance  would  be  made  to  the  purchaser  or 
purchasers  thereof.  And  whereas  also  at  the  time  and  place  last  afore- 
said the  said  offer  for  sale  being  then  and  there  proclaimed  as  last 
aforesaid,  James  S.  Thompson,  William  J.  Turner,  Wells  Willits,  Lewis 
W.  Thompson  and  John  S.  Thompson  of  the  State  of  Illinois  and  John 
W.  Hull  of  the  said  City  of  New  York  offered  to  give  therefor  the  sum 
of  Five  Thousand  Dollars,  and  that  being  the  highest  bid  for  said 
property  rights,  franchises  and  equity  of  redemption  the  said  Railway 
and  all  its  property  real,  personal  and  mixed  and  all  its  rights  and 
franchises  and  equity  of  redemption  was  then  and  there  struck  off  and 
sold  by  the  party  of  the  first  part  as  Trustee  aforesaid  to  them  at  that 
price.  Now  in  consideration  of  all  the  premises  aforesaid  and  of  the 
said  sum  of  Five  Thousand  Dollars  aforesaid  purchase  money,  do  by 
these  presents  grant,  bargain,  sell  and  convey  unto  them  the  said  James 
S.  Thompson,  William  J.  Turner,  Wells  Willits,  Lewis  W.  Thompson, 
John  S.  Thompson  and  John  W.  Hull  their  heirs  and  assigns  all  and 
singular  the  said  Railway  property,  real,  personal  and  mixed  and  all 
its  rights  and  franchises  and  equity  of  redemption. 

To  have  and  to  hold  the  same  to  them  their  heirs  and  assigns  forever. 

In  Witness   Whereof,  the  party   of  the  first  part,   Trustee   as  aforesaid 


816         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

has  hereunto  subscribed  his  name  and  affixed  his  seal  this  10th  day  of 
May  A.  D.  1865. 

John  P.  Yelverton,  [Seal.] 
Trustee  as  aforesaid 
Signed,  Sealed  &  Delivered  in  presence  "] 
of  Tho.  Sadler,  11  Wall  St.  I  Excise  stamp  $5. 

Henry  Bainbridge 

City  and  State  of  New  York,  ss. 

Be  it  remembered  that  before  the  undersigned  Thomas  Sadler  a  Com- 
missioner of  Illinois  in  and  for  the  State  of  New  York  for  the  County 
of  New  York  on  this,  10th  day  of  May  A.  D.  1865  personally  appeared 
John  1'.  Yelverton  who  is  personally  known  to  the  undersigned  to  be 
the  real  person  who  executed  t he  foregoing  Deed  as  the  grantor  thereof 
ami  in  whose  name  the  acknowledgement  thereof  is  proposed  to  be 
made  and  he  acknowledged  that  lie  hail  executed  the  same  as  Trustee 
aforesaid  for  the  purposes  and  uses  therein  expressed  voluntarily  and 
freely. 

In  testimony  whereof  I  have  hereunto  set  my  name  and  affixed  my 
Commissioners  seal,  the  day  and  year  last  aforesaid  at  the  City  aforesaid. 
Tho.  Sadler  Commissioner  for  Illinois  for  the  County  of  New  York. 

(Seal) 

Copy  of  Advertisement  referred  to  in  the  foregoing  Deed  marked,  A. 

Public   Sale 

Whereas  on  the  25th  day  of  June  A.  D.  1859  the  American  Central  Hail- 
way  of  Illinois  executed,  acknowledged  and  delivered  to  Isaac  Seymour 
late  of  the  City  and  State  of  New  York  as  Trustee  a  certain  trust 
deed  or  mortgage  bearing  date  the  day  and  year  aforesaid  conveying 
or  mortgaging  in  trust  to  the  said  Trustee  and  to  his  successor  or  suc- 
cessors all  and  singular  the  railway  of  the  said  American  Central  Pail 
constructed  or  thereafter  to  be  constructed  from  the  town  (now  City) 
of  New  Boston  in  Mercer  Co.,  Illinois  .to  the  Eastern  boundary  of 
said  State  of  Illinois  in  Kankakee  County,  together  with  its  lands, 
tenements  and  hereditaments  acquired  and  appropriated  for  the  purpose 
of  a  right  of  way  for  a  single  or  double  track  railway  and  all  the 
appurtenances  thereto  belonging  and  also  all  its  lands  acquired  and 
appropriated  or  which  should  thereafter  be  acquired  and  appropriated 
for  depots,  engine  houses,  car  houses,  station  houses,  warehouses,  ma- 
chine and  work  shops,  superstructures,  erections  and  fixtures,  and  also 
all  and  singular  the  franchises,  rights  and  privileges  now  owned,  possessed 
or  acquired  or  which  should  thereafter  be  owned,  possessed  or  acquired 
and  also  all  the  rails,  bridges,  ways,  piers,  depots,  engine,  car,  station 
ware,  machine  and  work  shops  and  all  erections,  superstructures,  fixtures, 
privileges,  franchises  and  rights  and  all  the  lands,  tenements,  heredita- 
ments and  real  estate  acquired  and  appropriated  wheresoever  and  what- 
soever  of   said    railway    and   which    should   thereafter    be    owned    by   it, 


CORPORATE  HISTORY  817 

and  also  all  and  singular  the  locomotives,  tenders,  passenger  cars, 
freight  cars  and  all  other  cars,  carriages,  tools,  machinery  and  equip- 
ments for  said  railway  then  owned  or  which  should  thereafter  be 
owned  by  said  railway  and  also  all  goods  and  chattels  then  or  there- 
after owned  by  said  railway  pertaining  to  the  running  or  operating  of 
said  railways  road,  together  with  the  rents,  issues,  income,  profits,  moneys, 
rights,  benefits  and  advantages,  derived  or  to  be  derived  had  or  re- 
ceived therefrom  by  said  railway  in  any  way.  To  have  and  to  hold 
the  same  to  said  Seymour,  his  successor  or  successors  and  his  or  their 
assigns  in  trust  for  the  purpose  of  the  persons  interested  therein  as 
holders  of  the  Bonds  therein  described.  Which  said  Deed  was  so  executed 
in  consideration  of  one  dollar  in  hand  paid  to  said  railway  by  said 
party  of  the  second  part -and  for  the  purposes  of  securing  the  Corporate 
Bonds  of  said  Eailway  as  described  in  said  Deed  and  payable  to  William 
M.  Caldwell  or  bearer  at  the  Bank  of  North  America  in  the  City  of 
New  York  on  the  1st  day  of  January  A.  D.  1880  with  interest  from  and 
after  the  1st  day  of  January  A.  D.  1860  at  the  rate  of  eight  per  centum 
per  annum  payable  at  the  same  bank,  semi-annually  as  provided  in  said 
mortgage  and  which  said  Bonds  are  numbered  in  consecutive  series  from 
One  to  Three  Thousand  and  Eighty  both  inclusive.  And  whereas  the 
said  Deed  provides  that  the  same  is  made  to  secure  the  whole  of  said 
bonds  or  so  many  thereof  as  may  be  issued  and  put  in  circulation. 
And  whereas  the  said  railway  further  provided  in  said  Deed  that  in 
case  of  the  default  of  the  said  railway  for  Thirty  days  to  pay  the 
interest  on  said  bonds  or  any  or  either  of  them  after  the  same  becomes 
due,  that  the  said  Trustee  or  his  successors  may  upon  the  written  request 
of  the  holders  of  a  majority  in  amount  of  said  Bonds  outstanding  shall 
within  such  reasonable  time  as  he  may  deem  proper  being  not  less  than 
Sixty  days  and  after  public  notice  being  made  by  advertisement  at 
least  eight  weeks  in  one  or  more  newspapers  published  in  each  of  the 
Cities  of  New  Y"ork,  Chicago  and  Lacon  proceed  to  sell  at  public  auction 
in  the  City  of  New  York  to  the  highest  bidder  the  property  rights 
and  franchises  aforesaid  and  all  equity  of  redemption  of  the  said 
American  Central  Bailway  as  in  and  by  said  Deed  will  more  fully 
appear.  And  whereas  it  is  also  provided  in  said  Deed  that  in  the  case 
of  the  death  or  incapacity  or  resignation  of  the  said  Trustee  that  the 
holders  of  a  majority  in  amount  of  said  Bonds  then  outstanding  should 
appoint  his  successor  should  the  said  railway  fail  to  appoint.  And 
whereas  the  said  Isaac  Seymour  has  departed  this  life  and  the  said 
railway  has  failed  to  appoint  a  successor.  And  whereas  also  said  railway 
did  issue  and  put  in  circulation  bonds  number,  1,  2,  3,  4,  5,  6,  7,  8, 
9,  10,  11,  12,  13,  14,  15,  16,  17,  19,  20,  21,  22,  23,  24,  25,  26, 
27,  28,  29,  30,  31,  32,  33,  34,  35,  36,  37,  38,  39,  40,  41,  42,  43,  44, 
45,  46,  47,  48,  49,  50,  599  and  600  for  One  Thousand  Dollars  each  and 
no  others  of  said  Bonds  in  said  Deed  described:  and  whereas  also  said 
Bonds  are  now  held  by  James  S.  Thompson,  William  J.  Turner,  Wells 
Willits,  Lewis  W.  Thompson  and  John  S.  Thompson  and  the  said  holders 
having  on  the  14th  day  of  January  A.  D.  1865,  appointed  under  their 


818         CHICAGO,   BURLINGTON    &    QTJINCY   RAILROAD   COMPANY 

hands  in  writing  the  undersigned  as  Trustee  of  said  deed  and  successor 
of  the  said  Isaac  Seymour  deceased.  And  whereas  also  the  said  railway 
has  failed  for  more  than  Thirty  days  to  pay  the  semi-annual  interest 
on  the  said  bonds  so  held  as  aforesaid  and  numbered  as  aforesaid  and 
the  said  interest  being  still  due  and  payable  thereon  from  the  first 
day  of  July  1860  whereby  by  reason  of  such  default  the  whole  sum, 
principal  ami  interest  of  said  last  mentioned  bonds  became  due  and 
payable  and  arc  still  due  and  payable. 

And  whereas  also  the  said  holders  of  said  last  mentioned  bonds  have  in 
writing  under  their  hands  bearing  date  the  14th  day  of  January  1865 
requested  the  undersigned  as  Trustee  aforesaid  to  sell  said  property 
lights  and  franchises  as  in  and  by  said  deed  is  provided. 

Now  therefore,  notice  is  hereby  given  that  in  pursuance  of  the  premises 
aforesaid  the  undersigned  trustee  as  aforesaid  will  offer  for  sale  at 
public  auction  at  the  Exchange  Sales  Room,  Number  111  Broadway  in  the 
said  City  of  New  York  on  the  tenth  day  of  .May  A.  D.  1865  at  12 
o'clock  at  noon  of  said  day  to  the  highest  bidder  for  cash  in  hand 
all  and  singular  the  property,  real  and  personal  and  mixed  and  all 
rights  and  franchises  and  equity  of  redemption  of  said  railway  so  trans- 
ferred in  trust  as  aforesaid  for  the  satisfaction  of  the  outstanding 
bonds  of  said  railway  and  the  interest  thereon  upon  making  said  sale 
an    absolute    Deed    of    Conveyance   will    lie    executed    to    the    purchaser    or 

purchasers  thereof. 

Dated  this  6th  day  of  February  A.  D.  1865. 

John  P.  Yklvkktox,  Trustee. 
Piled    22   July.    1865    at    5    1'.    M. 

State  ok   Illinois  ) 
MeRCEB   COl  NT'S        ) 

I,  William  McManus,  Clerk  of  the  Circuit  Court,  and  Ex-Officio  Recorder, 
in  and  for  said  County,  in  the  State  aforesaid,  DO  ELEBEBY  CERTIFY 
the  above  and  foregoing  to  be  a  true,  perfect  and  complete  Copy  of  the 
Record  of  a  certain  Instrument  tiled  for  Record  on  the  22d  day  of  July 
A.  D.  1865,  and  duly  Recorded  in  Volume  10  of  Deeds  Mercer  County 
Records,   on    Page    162,    163,    164    and    165. 

a   under  my  Hand,  and   tin    Seal  of  said  Court,  nt   Aledo,  in   said 
County,  this  8th  day  of  January  A.   IK   1891. 
[seal]  W.m.  McManus, 

Clerk  and  Record/  r. 

TRUST  MORTGAGE,  May  14,  1868.  American  Central  Railway  to 
James  F.  Joy  and  John  N.  Dennison,  Trustees. 
This  Indenturt  made  this  fourteenth  day  of  May  in  the  year  of  our  Lord 
one  Thousand  eight  hundred  and  sixty  eight  between  the  "American  Cen- 
tral Railway"  a  corporation  duly  created  and  organized  by  and  under  the 
laws  of  the  State  of  Illinois  party  of  the  first  part  and  James  F.  Joy  of 
Detroit  in  the  state  of  Michigan  and  John  N.  Dennison  of  Boston  in  the 
State  of  Massachusetts  of  the  second  part. 


CORPORATE  HISTORY  819 

Whereas  the  said  American  Central  Railway  "in  pursuance  of  an  act  of 
the  Legislature  of  the  State  of  Illinois  entitled  ' '  An  act  to  incorporate  the 
Western  Air  Line  Railroad  Company"  Approved  February  9th,  18.53  and  the 
amendments  thereto  and  other  statutes  of  said  State  of  Illinois  affecting  it 
is  engaged  in  constructing  a  railroad  from  the  eastern  bank  of  the  Missis- 
sippi River  at  the  town  of  New  Boston  in  Mercer  county  in  said  State  of 
Illinois  to  Lacon  in  the  county  of  Marshall  and  thence  to  the  eastern  line  of 
said  State  in  the  direction  of  Fort  Wayne  in' the  State  of  Indiana. 

And  whereas  the  said  American  Central  Railway  is  desirous  of  borrowing 
money  to  an  amount  not  exceeding  one  million  two  hundred  and  fifty  thou- 
sand dollars.  ($1,250,000.)  that  being  twenty  five  thousand  dollars  ($25,000.) 
per  mile  on  the  length  of  the  road  between  New  Boston  aforesaid  and  Galva 
in  Henry  County  to  aid  in  the  construction  and  to  be  applied  to  the  pur- 
chase and  transportation  of  or  in  payment  for  materials  super-structure  and 
equipments  for  said  part  of  said  road  and  is  resolved  to  execute  bonds  of 
said  company  therefore  as  follows  to  wit:  One  thousand  two  hundred  and 
fifty  (1,250)  in  sums  of  One  thousand  dollars  each  bearing  date  on  the  first 
day  of  July  A.  D.  eighteen  hundred  and  sixty  eight  (1868)  payable  at  any 
time  not  less  than  ten  or  more  than  twenty  years  from  the  date  thereof 
bearing  interest  at  the  rate  of  eight  (8)  per  cent  per  annum  payable  free 
of  Government  tax  semi-annually  on  the  first  day  of  each  July  and  January 
until  said  principal  shall  be  paid  at  the  banking  house  of  the  Bank  of 
Commerce  in  the  city  of  New  York  where  both  the  principal  sum  and  in- 
terest are  payable  said  bonds  to  stand  all  equally  secured  by  these  presents 
according  to  their  amount  notwithstanding  the  same  may  be  issued  and  be 
made  payable  at  different  times,  and  are  numbered  consecutively  from 
number  one  to  number  One  Thousand  Two  Hundred  and  fifty  (1250)  inclu- 
sive each  of  said  bonds  being  authenticated  by  a  certificate  signed  by  the 
said  parties  of  the  second  part  or  one  of  them. 

Now  Therefore  This  Indenture  Witnesseth  that  the  American  Central 
Railway  in  order  to  secure  the  payment  of  said  bonds  and  the  interest  there- 
on and  in  consideration  of  the  sum  of  Five  Dollars  ($5.00)  to  it  in  hand 
paid  by  the  said  parties  of  the  second  part  at  the  unsealing  &  delivery  of 
these  presents  the  receipt  whereof  is  hereby  acknowledged  has  granted  bar- 
gained sold  transferred  and  conveyed  and  by  these  presents  does  grant  bar- 
gain sell  transfer  and  convey  to  the  said  parties  of  the  second  part  their 
successors  in  trust  hereby  created  and  assign  all  the  following  present  and 
in  future  to  be  acquired  property  of  the  said  company  and  all  the  right  title 
and  equity  of  Redemption  therein  that  is  to  say.  All  the  said  Rail  Road 
of  the  said  party  of  the  first  part  (Am.  Cent.  Ry.)  located  and  made  and 
to  be  located  and  made  which  lies  between  the  depot  of  the  said  party  of 
the  first  party  (Am.  Cent.  Ry.)  at  the  said  town  of  New  Boston  on  the 
east  bank  of  the  Mississippi  River  in  the  county  of  Mercer  and  State  of  Illi- 
nois and  the  depot  of  the  said  first  party  (Am.  Cent.  Ry.)  at  Galva  in  the 
said  county  of  Henry  and  state  aforesaid  and  including  the  depots  at  the 
said  towns  of  New  Boston  and  Galva  and  the  right  of  way  and  land  occu- 
pied thereby  together  with  the  super  structure  and  track  thereon  and  all  the 
iron  rails  chains  and  spikes,  timber,  materials  furnished  and  property  pur- 


820         CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

chased  or  to  be  purchased  or  procured  for  the  construction  and  equipment 
of  the  part  of  said  road  hereby  conveyed  and  wheresoever  the  same  may  be 
whether  now  upon  said  premises  or  elsewhere  all  depot  and  station  grounds 
and  the  buildings  thereon  and  to  be  erected  thereon  all  the  side  tracks, 
bridges,  viaducts,  fences,  engines,  tenders,  cars,  machinery,  ties,  tools,  con- 
tracts and  all  other  real  personal  and  mixed  property  of  said  first  party 
(Am.  Cent.  By.)  property  now  on  said  mortgaged  premises  or  belonging 
thereto  or  purchased  or  procured  for  the  construction  thereof  though  else- 
where situated  and  all  the  rights,  appurtenances,  privileges  and  franchises  of 
said  company  in  and  to  said  Mortgaged  premises  or  in  any  manner  belong- 
ing thereto  or  connected  therewith  so  far  as  by  law  the  said  first  party 
(Am.  Centl.  By.)  is  authorized  to  convey  the  same  together  with  the  net 
earnings  and  revenues  and  profits  to  be  derived  from  the  section  of  railroad 
hereby  conveyed  or  any  part  thereof. 

To  have  ami  to  Hold  the  said  promises  and  every  part  thereof  with  the 
appurtenances  unto  the  said  parties  of  the  second  part  their  successors  in 
sai<l  trust  and  assigns  but  upon  the  following  trust  that  is  to  say: 

In  case  the  said  American  Central  Railway  shall  fail  to  pay  the  principal 
or  any  part  thereof  or  any  of  the  interest  on  any  of  the  bonds  secured  or  in- 
tended to  be  secured  hereby  at  any  time  when  and  where  the  same  may  be- 
come due  and  payable  according  to  the  tenor  thereof  and  for  ten  days  there- 
after then  and  in  such  case  all  of  said  bonds  both  principal  sum  and  interest 
shall  thereupon  immediately  become  due  and  payable  and  at  the  request  of  the 
holder  of  any  one  of  said  bonds  the  said  parties  of  the  second  part  their 
successors  in  said  trust  and  assigns  may  enter  into  and  take  possession  of 
all  and  every  part  of  said  road  and  premises  hereby  mortgaged  and  as  the 
attorney  in  fact  or  agent  of  said  first  party  by  himself  or  agent  duly  con- 
stituted have  use  and  employ  the  same  making  from  time  to  time 
the  needful  repairs  alterations  and  additions  thereto  and  after  deducting 
the  expenses  of  such  use  repairs  alterations  and  additions  apply  the  pro- 
ceeds of  said  premises  to  the  payment  of  the  principal  and  interest  of  all 
such  bonds  remaining  unpaid:  or  the  said  parties  of  the  second  part  their 
successors  in  said  trust  or  assigns  at  their  discretion  may  or  on  the  written 
request  of  any  of  the  holders  of  any  one  of  said  bonds  then  unpaid  shall 
cause  said  premises  or  so  much  thereof  as  shall  be  necessary  to  discharge 
the  principal  and  interest  of  all  such  of  said  bonds  as  may  be  unpaid  to- 
gether with  the  expenses  of  sale  to  be  sold  at  public  auction  at  the  North 
door  of  the  Court  house  in  the  City  of  Chicago  in  the  said  State  of  Illinois 
after  giving  thirty  days  notice  of  the  time  and  place  and  terms  of  such  sale 
by  publishing  the  same  in  one  of  the  principal  newspapers  in  the  City  of 
Chicago  at  that  time  being  published  and  upon  such  sale  to  execute  to  the 
purchaser  or  purchasers  thereof  a  good  and  sufficient  deed  or  deeds  of  con- 
veyance in  law  in  fee  simple  for  the  same  which  shall  be  a  bar  against  the 
said  American  Central  Bailway  party  of  the  first  part  its  successors  and  as- 
signs and  all  persons  claiming  under  it  or  them  of  all  right  interest  and 
claim  in  and  to  said  premises  or  any  part  thereof  and  the  said  Trustees  shall 
after  deducting  from  the  proceeds  of  such  sale  the  costs  and  expenses  there- 
of and  of  managing  said  property  apply  so  much  of  said  proceeds  as  may 


CORPORATE  HISTORY  821 

be  necessary  to  the  payment  of  the  principal  and  interest  on  said  bonds  and 
shall  restore  the  residue  thereof  if  any  there  be  to  the  party  of  the  first  part 
its  successors  and  assigns  it  being  expressly  understood  and  agreed  that  in 
no  case  shall  any  claim  or  advantage  be  made  or  taken  of  any  valuation  ap- 
praisement or  extension  laws  by  the  said  parties  of  the  second  part  their 
successors  or  assigns  or  any  injunction  or  stay  of  proceedings  or  any  pro- 
cess be  obtained  or  applied  for  by  it  or  them  to  prevent  such  entry  or  sale 
and  conveyance  as  aforesaid. 

It  is  also  hereby  expressly  understood  and  agreed,  that  it  shall  be  lawful 
for  the  said  company  party  of  the  first  part  to  dispose  of  the  current  net 
revenues  of  said  road  hereby  conveyed  as  it  or  they  shall  elect  until  default 
shall  be  made  in  the  interest  or  principal  of  said  bonds  or  of  some  one  or 
more  of  them  and  the  said  American  Central  Railway  for  itself  its  successors 
and  assigns  doth  hereby  covenant  and  agree  to  execute  and  deliver  any 
further  reasonable  and  necessary  conveyance  of  the  said  premises  or  any 
part  thereof  to  the  said  parties  of  the  second  part  their  successors  in  said 
trust  and  assigns  for  the  more  fully  conveying  the  said  premises  and  carry- 
ing into  effect  the  objects  and  purposes  of  these  presents  and  of  making 
them  embrace  the  property  and  effects  so  conveyed  or  intended  to  be 
conveyed. 

It  is  hereby  mutually  agreed  and  these  presents  are  upon  the  express  con- 
dition that  upon  the  payment  of  the  principal  sum  and  interest  of  said 
bonds  the  estate  hereby  granted  to  the  said  parties  of  the  second  part  shall 
be  void  and  the  right  and  title  to  the  premises  hereby  conveyed  shall  revert 
to  and  revest  in  said  party  of  the  first  part  without  any  acknowledgement 
of  satisfaction  re-conveyance  re-entry  or  other  act. 

It  is  also  mutually  agreed  that  said  parties  of  the  second  part,  their  suc- 
cessors in  said  trust  and  assigns  shall  only  be  accountable  for  reasonable 
diligence  in  the  management  thereof  and  shall  not  be  responsible  for  the 
acts  of  any  agent  employed  by  them  where  such  agent  shall  have  been 
selected  or  employed  with  reasonable  discretion  and  that  said  second  parties 
and  their  successors  in  said  trust  and  assigns  shall  be  entitled  to  reasonable 
compensation  for  their  labor  and  services  in  case  they  shall  be  compelled  to 
take  possession  of  said  premises  or  any  part  thereof  or  to  superintend  or 
manage  the  same. 

It  is  hereby  further  mutually  understood  and  agreed  that  the  bonds  se- 
cured by  this  mortgage  may  be  issued  at  different  times  but  only  for  the 
construction  of  this  section  or  part  of  said  road  hereby  conveyed  and  equip- 
ment of  the  same  and  that  neither  the  bonds  nor  the  proceeds  thereof  issued 
for  the  construction  of  this  section  or  part  of  said  road  shall  be  appropriated 
to  or  used  in  the  construction  of  another  and  a  different  section  of  said 
road  and  that  in  no  case  and  in  no  event  shall  any  of  the  bonds  secured  by 
this  mortgage  be  issued  for  the  construction  of  the  part  of  the  road  hereby 
mortgaged  until  money  enough  shall  have  been  raised  by  said  first  party 
which  together  with  the  bonds  issued  for  the  construction  of  said  section  or 
part  of  said  road  or  the  proceeds  hereof  shall  be  sufficient  to  construct  and 
complete  the  section  of  road  mortgaged. 


822  CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

And  it  is  also  further  mutually  agreed,  that  the  said  trustees  shall  not  in 
any  manner  be  liable  or  responsible  for  any  acts  of  each  other  to  which  they 
do  not  severally  assent  and  that  in  case  of  the  death  mental  incapacity  or 
resignation  of  any  one  of  said  trustees  to  act  in  the  matter  of  said  trust  all 
his  right  estate  interest  power  and  control  in  the  premises  shall  be  divested, 
cease  and  determine  and  the  said  Railroad  Company  and  the  surviving 
trustee  may  mutually  agree  upon  a  new  trustee  to  supply  said  vacancy  or 
failing  so  to  do  the  said  rail  road  company  shall  or  in  case  of  their  default 
to  take  proceedings  therefor  for  thirty  days  the  holder  of  a  majority  of 
*aid  bonds  may  apply  to  any  court  of  the  State  of  Illinois  having  jurisdic- 
tion of  the  premises  to  appoint  a  new  trustee  to  supply  said  vacancy  and 
thereupon  such  new  trustee  shall  become  vested  for  the  purposes  aforesaid 
with  all  the  rights  and  interests  requisite  to  enable  the  trustee  thus  desig- 
nated to  execute  with  the  other  the  purposes  of  the  trust  without  any 
tint  her  assurance  or  conveyance  of  the  same  but  if  the  same  should  be 
necessary  both  or  either  of  the  parties  hereto  shall  execute  and  deliver  any 
and  all  necessary  releases  or  conveyances  for  that  purpose  it  being  further 
expressly  understood  that  the  surviving  trustee  shall  be  fully  empowered  to 
execute  all  the  purposes  of  this  trust  until  said  vacancy  shall  be  so  supplied 
and  the  said  second  parties  accept  the  trust  hereby  created. 

In  Witness  Whereof,  the  said  American  Central  Railway  has  caused  its 
seal  to  be  herewith  affixed  and  its  corporate  name  to  be  hereto  subscribed  by 
its  President  and  the  said  second  parties  have  hereunto  set  their  hands  and 
seals  the  day  and  year  first  above  written. 

|  seal]  American  Central  Eailway, 

By  John  S.  Thompson, 

President. 

James  F.  Joy, 

John  N.  Dennison, 

Trustees. 


[  ss 


State  of  Illinois, 

y  ss. 
County  op  Cook. 

Be  it  remembered  that  on  this  fifteenth  day  of  July  A.  D.  1868  before 
me  a  Notary  Public  residing  in  said  County  of  Cook  duly  commissioned  by 
the  Governor  of  the  State  of  Illinois  to  take  acknowledgments  and  proof 
of  deeds  and  other  instruments  in  writing  under  seal  to  be  used  or  recorded 
in  said  State  of  Illinois  personally  came  John  S.  Thompson,  President  of 
the  American  Central  Railway,  who  is  known  to  me  to  be  the  person  whose 
name  is  signed  to  the  foregoing  deed  of  conveyance,  who  being  by  me  duly 
sworn,  deposes  and  says  that  he  resides  in  Aledo  in  the  County  of  Mercer 
and  State  of  Illinois,  that  he  is  President  of  the  American  Central  Rail- 
way that  he  knows  the  corporate  seal  of  said  company  that  the  seal  affixed 
to  the  foregoing  conveyance  is  the  corporate  seal  of  said  company  that  it 
was  affixed  by  order  of  said  company  and  that  he  signed  his  name  to  said 
conveyance  by  like  order  as  President  of  said  company  and  acknowledged 
that  he  executed  and  delivered  the  said  deed  as  his  free  and  voluntary  act 
for  the  uses  and  purposes  therein  set  forth  and  that  the  said  company  also 


CORPORATE  HISTORY  823 

executed  said  conveyance  as   is  free   and  voluntary  act   for  the  uses  and 

purposes  therein  set  forth. 

[seal]  Thomas  S.  McClelland, 

Notary  Public. 


State  op  Illinois, 

y  ss 
Henry  County 


I,  Lewis  H.  Patten,  Clerk  of  the  Circuit  Court  and  Ex-Officio  Recorder 
of  said  County  in  the  State  aforesaid,  do  hereby  certify  that  the  annexed 
and  foregoing  is  a  true  and  correct  copy  of  the  record  of  a  deed  filed  in 
my  office  on  the  14th  day  of  August,  A.  D.  1868,  and  then  and  there  duly 
record  in  Book  87,  at  pages  236-237-238-239  and  240  of  the  Land  records 
in  said  County  as  appears  from  said  records  now  remaining'  in  my  office. 

In  Witness  Whereof  I  have  hereunto  subscribed  and  affixed  the  official 
seal   of   said  Court  at  Cambridge  in  said  County  this   11th  day  of  June, 
A.  D. 1878. 
[seal]  L.  H.  Patten,  Clerk. 

RECORDED  IN  ILLINOIS 
County  Date  Book  Page 

Mercer  August  21,  1868,  I  55 

AGREEMENT,  May  16,   1888,  American   Central   Railway  and   Chicago 

Burlington   &   Quincy  Railroad   Company,   Sidney  Bartlett,   H.   H.   Hunne- 

well  and  Henry  Parkman,  Trustees. 

This  Agreement,  made  and  entered  into  this  sixteenth  day  of  May, 
A.  D.  1888,  by  and  between  the  American  Central  Railway  Company,  a  cor- 
poration of  the  State  of  Illinois,  party  of  the  first  part,  and  the  Chicago, 
Burlington  and  Quincy  Railroad  Company  and  Sidney  Bartlett,  H.  H. 
Hunnewell  and  Henry  Parkman,  Trustees,  parties  of  the  second  part ; 

Witnesseth:  Whereas,  the  first  party,  of  date  May  14,  1868,  executed  and 
caused  to  be  recorded  a  first  mortgage  or  trust  deed  upon  its  entire  road  and 
property  and  franchises  to  J.  F.  Joy  and  J.  N.  Denison,  Trustees,  to 
secure  certain  bonds  to  be  issued  for  the  construction  and  completion  of 
its  road;  and 

Whereas,  bonds  were  duly  and  regularly  issued  and  certified  by  the 
trustees  under  said  mortgage,  to  the  amount  of  $800,000  in  the  aggregate, 
said  bonds  bearing  interest  from  their  date  at  the  rate  of  eight  (8)  per 
cent  per  annum,  payable  semi-annually;  and 

Whereas,  said  bonds  were  sold  on  the  market,  and  the  said  Sidney  Bart- 
lett, H.  H.  Hunnewell  and  Henry  Parkman,  as  trustees,  have  become  the 
purchasers  and  are  now  the  holders  of  three  hundred  and  eleven  (311)  of 
the  same,  the  principal  of  which  amounts  to  $311,000  in  the  aggregate;  and 

Whereas,  the  Chicago,  Burlington  and  Quincy  Railroad  Company  has 
become  the  purchaser  and  is  now  the  holder  of  four  hundred  and  eighty- 
nine  (489)  of  said  bonds,  the  principal  of  which  amounts  in  the  aggregate 
to  $489,000 ;  all  of  which  said  bonds,  together  with  the  interest  thereon 
from  May  14,  1868,  up  to  this  date,  at  the  rate  of  eight  (8)  per  cent  per 
annum,  payable  semi-annually,  are  now  due  and  wholly  unpaid;  and 


824         CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

Whereas,  the  party  of  the  first  part  has  made  application  to  the  parties 
of  the  second  part  for  an  extension  of  the  time  of  payment  of  the  said 
bonds  and  interest ; 

Now  Therefore,  it  is  agreed  between  the  parties  hereto,  that  the  first 
party  will  pay  the  principal  of  all  said  bonds  on  the  first  day  of  July,  1903, 
and  will  pay  interest  thereon  from  and  after  this  date  at  the  rate  of  eight 
per  cent  per  annum,  payable  semi-annually,  on  the  first  day  of  July  and  the 
first  day  of  January  in  each  year;  the  first  party  further  agrees  to  pay  on 
said  July  1st,  1903,  all  the  interest  now  due  upon  said  bonds  and  unpaid, 
together  with  interest  upon  said  overdue  interest  at  the  rate  of  six  (6)  per 
cent  per  annum.  In  consideration  whereof,  the  parties  of  the  second  part 
agree  to  extend  the  time  of  payment  of  the  principal  of  said  bonds,  and  of 
the  interest  now  due  thereon,  until  said  July  1,  1903,  and  to  forbear  to  sue 
or  institute  proceedings  before  said  date  to  foreclose  the  mortgage  securing 
said  bonds  by  reason  or  on  account  of  any  default  thereon  which  has  oc- 
curred previous  to  the  date  hereof. 

It  is  further  stipulated  and  agreed  between  the  parties,  that  the  said  debt 
evidenced  by  said  bonds  and  interest  shall  be  and  remain  in  all  respects 
secured  by  said  mortgage  or  trust  deed  of  date  May  14,  1868,  to  J.  F.  Joy 
and  J.  N.  Denison,  Trustees,  with  full  right  and  power  in  the  second 
parties  and  in  said  trustees  to  enforce  said  mortgage  and  all  their  legal 
rights  and  remedies  thereunder,  in  all  respects  the  same  as  if  this  agree- 
ment for  extension  had  not  been  made,  except  as  herein  modified  as  to 
time  of  payment.  And  it  is  expressly  agreed  and  understood  that  nothing 
herein  contained  shall  be  held  or  construed  to  impair  the  right  of  any 
person  or  parties  entitled  thereto  to  sue  for  and  recover  any  installment 
or  amount  of  interest  hereafter  falling  due  upon  said  bonds,  or  any  one 
of  them,  as  above  provided,  or  to  foreclose  said  mortgage  on  account  of 
such  future  default  in  the  payment  of  interest;  but  all  such  rights  and 
remedies  of  suit  and  of  foreclosure,  in  default  of  payment  of  such  interest, 
are  preserved  in  full  force,  as  set  forth  in  the  mortgage. 

It  is  further  understood  and  agreed  that  the  agreement  for  extension  of 
time  of  payment  and  promise  to  pay  said  bonds  and  interest  July  1st, 
1903,  is  to  be  stamped  upon  each  of  said  bonds,  in  such  form  as  may  be 
agreed  upon. 

In  Witness  Whereof,  the  parties  hereto  have  set  their  hands  and  seals, 
the  day  and  year  first  above  written. 

[seal]  The  American  Central  Eailway  Company, 

By  J.  L.  Lathrop,  President. 
L.  0.  Goddard,  Secretary. 

Sidney   Bartlett, 
h.    h.    hunnewell, 
Henry  Parkman, 

Trustees. 
Chicago,  Burlington  and  Quiney  Eailroad  Company, 
[seal]  By  C.  E.  Perkins,  President. 

Attest: 

T.  S.  Howland,  Secretary. 


CORPORATE  HISTORY  825 

The  undersigned,  trustees  in  the  certain  trust  deed  or  mortgage  executed 
by  the  American  Central  Eailway  Company,  of  date  May  14,  1868,  hereby 
assent  and  agree  to  the  annexed  and  foregoing  contract,  of  date  May  3  6, 
1888,  between  said  Eailway  Company  and  the  holders  of  the  bonds  issued 
under  said  mortgage,  for  an  extension  of  said  mortgage  and  of  the  time  of 
payment  of  said  bonds  and  the  overdue  interest  thereon  until  July  1st,  1903. 
And  we  do  severally  continue  our  acceptance  of  said  trust. 

Jas.   F.  Joy, 
J.  N.  Denison, 

Trustees. 

RELEASE,  April  11,  1906,  C.  I.  Sturgis  and  T.  S.  Howland,  Trustees  to 
American  Central  Eailway. 

Know  all  men  by  these  presents:  That  C.  I.  Sturgis  and  T.  S.  Howland, 
of  Chicago,  Illinois,  duly  appointed  and  qualified  as  trustees  in 
the  places  and  steads  of  James  F.  Joy  and  John  N.  Denison,  respectively, 
of  a  certain  trust  deed  hereinafter  mentioned,  hereby  remise,  release  and 
quit-claim  unto  the  American  Central  Eailway  all  their  right,  title  and 
interest  acquired  under  and  by  virtue  of  a  trust  deed  made  and  executed 
by  the  American  Central  Eailway  to  James  F.  Joy  and  John  N.  Denison, 
dated  May  14,  1868,  recorded  in  the  Eecorder  's  Office  of  Henry  County, 
August  14,  1868,  in  book  87  at  pages  236  to  240,  of  the  land  records  of  said 
County;  in  the  Recorder's  Office  of  Mercer  County,  on  the  21st  day  of 
August,  1868,  in  book  "I"  at  page  55,  to  the  premises  therein  described, 
to  wit : 

All  the  following  present  and  in  future  to  be  acquired  property  of  the 
said  company  and  all  the  right,  title  and  equity  of  redemption  therein,  that 
is  to  say,  all  the  said  railroad  of  the  said  American  Central  Eailway, 
located  and  made,  and  to  be  located  and  made,  which  lies  between  the 
depot  of  the  said  American  Central  Eailway  at  the  said  town  of  New 
Boston,  on  the  East  bank  of  the  Mississippi  Eiver  in  the  County  of  Mercer 
and  State  of  Illinois,  and  the  depot  of  the  said  American  Central  Railway 
at  Galva  in  the  said  County  of  Henry  and  State  aforesaid,  and  including 
the  depots  at  the  said  towns  of  New  Boston  and  Galva  and  the  right  of 
way  and  land  occupied  thereby  together  with  the  superstructure  and  track 
thereon  and  all  the  iron  rails  chains  and  spikes,  timber,  materials  furnished 
and  property  purchased  or  to  be  purchased  or  procured  for  the  construction 
and  equipment  of  the  part  of  said  road  hereby  conveyed  and  wheresoever 
the  same  may  be  whether  now  upon  said  premises  or  elsewhere,  all  depot 
and  station  grounds  and  the  buildings  thereon  and  to  be  erected  thereon 
all  the  side  tracks,  bridges,  viaducts,  fences,  engines,  tenders,  cars,  ma- 
chinery, ties,  tools,  contracts  and  all  other  real,  personal  and  mixed  prop- 
erty of  said  American  Central  Eailway,  now  on  said  mortgaged  premises 
or  belonging  thereto  or  purchased  or  procured  for  the  construction  thereof, 
though  elsewhere  situated  and  all  the  rights,  appurtenances,  privileges 
and  franchises  of  said  company  in  and  to  said  mortgaged  premises  or  in 
any  manner  belonging  thereto  or  connected  therewith,  so  far  as  by  law  the 
said  American  Central  Eailway  is  authorized  to  convey  the  same  together 


826  CHICAGO,  BURLINGTON   &   QUINCY  RAILROAD  COMPANY 

with  the   net   earnings   and  revenues  and   profits   to  be  derived  from   the 

section  of  railroad  hereby  conveyed,  or  any  part  thereof, 

the  bonds  secured  thereby  having  been  fully  paid  and  cancelled. 

In  witness  whereof  we  have  hereunto  set  our  hands  and  seals  this  11th 

day  of  April,  1906. 

C.  I.  Sturgis,       Trustee  [seal] 

T.  S.  Howland,    Trasti  e  [seal] 

State  of  Illinois,  ) 

r  SS 

County  of  Cook.    \ 

I,  Herbert  Haase,  a  notary  public  in  and  for  said  county  in  the  State 
aforesaid,  do  hereby  certify  that  C.  I.  Sturgis  and  T.  S.  Howland,  trustees, 
personally  known  to  me  to  be  the  same  persons  whose  names  are  subscribed 
to  the  foregoing  instrument,  appeared  before  me  this  day  in  person  and 
acknowledged  that  they  executed  the  same,  as  trustees,  as  their  free  and 
voluntary  acts  for  the  uses  and  purposes  therein  set  forth 

Givt  n  under  my  hand  and  notarial  seal  this  11th  (Lay  of  April,  1906. 
[seal]  Herbert  Haase, 

Notary  Public. 

RECORDED  IN  ILLINOIS 

County                                             Date                                  Bool:  Page 

Mercer                                 April  13,  1906                             87  108 

Henry                                 May     16,  1906                           247  433 

DECREE,  November  8,  1905,  Circuit  Court,  Hendy  County,  Illinois. 
Henry  Parkman,  George  H.  Richards  and  A.  G.  Stanwood,  Trustees  vs 
American    Central    Railway,    and    heirs    of   James   F.   Joy   and   John   N. 

Denison,  deceased. 

State  of  Illinois,  / 

y  ss 
County  of  Henry.  \ 

In  the  Circuit  Court  Thereof, Term,  A.  D.  1905. 

Henry  Parkman,  George  H.  Richards,  and  A.  G.  Stanwood,  Trustees  vs 
American  Central  Railway  and  the  unknown  heirs  and  devisees  of  James 
F.  Joy  and  John  X.  Denison,  deceased. 

Decree. 

This  day  came  the  complainants  by  C.  K.  Ladd,  their  solicitor,  and  it 
appearing  that  at  the  time  of  the  filing  of  the  bill  of  complaint  herein  an 
affidavit  was  also  filed  in  due  form  that  there  were  persons  interested  in 
the  subject  matter  and  premises  in  said  bill  of  complaint  mentioned,  whose 
names  and  places  of  jresidence  were  unknown,  and  who  are  designated 
in  this  suit  as  the  unknown  heirs  and  devisees  of  James  F.  Joy  and  John 
N.  Denison,  deceased,  and  it  further  appearing  that  pursuant  to  the  filing 
of  said  affidavit  the  Clerk  of  this  Court  has  caused  publication  to  be  made 
in  the  Kewanee  Daily  Star  Courier,  a  newspaper  in  this  County,  containing 
a  notice  of  the  pendency  of  this  suit,  the  names  of  the  parties  thereto,  title  of 
the  Court  and  the  time  and  place  of  the  return  of  summons  in  the  case, 


CORPORATE  HISTORY  827 

which  publication  was  made  once  in  each  week  for  four  successive  weeks, 
to  wit: — on  September  22d  and  29th  and  October  sixth  and  thirteenth, 
A.  D.  1905,  and  that  more  than  forty  days  has  intervened  between  the  first 
publication  as  aforesaid,  and  the  first  day  of  this  (November,  1905)  term 
of  this  Court,  and  that  all  things  required  by  law  to  give  the  Court  jurisdic- 
tion of  said  defendants  has  been  done.  And  it  further  appearing  that  the 
defendant ;  the  American  Central  Eailway,  has  duly  filed  its  appearance 
in  the  said  cause,  to  wit:  on  the  8th  day  of  November,  1905,  waiving  service 
of  process  and  consenting  to  a  decree  in  accordance  with  the  prayer  of  said 
bill,  and  the  Court  having  jurisdiction  of  all  of  the  parties  to  said  cause 
and  subject  matter  thereof,  it  is  ordered  that  the  said  defendants  and  each 
of  them  be,  and  they  are  hereby  required  to  plead,  answer  or  demur  to  the 
said  Bill  of  complaint,  and  no  plea,  answer  or  demurrer  or  other  matter  of 
defense  being  interposed  herein  by  said  defendants,  and  they  being  now 
here  three  times  solemnly  called  in  open  Court  come  not,  nor  does  any 
person  for  them,  but  herein  they  make  default,  which  is  on  motion  ordered 
to  be  taken,  and  the  same  is  hereby  entered  of  record.  And  it  is  ordered 
that  the  said  bill  of  complaint  be  and  the  same  is  hereby  taken  as  confessed 
by  and  against  the  said  defendants  and  all  of  them. 

Now  in  consideration  of  the  foregoing  and  of  the  proof  taken  in  said 
cause,  the  Court  finds  that  all  the  material  allegations  in  said  bill  of  com- 
plaint contained  are  true :  that  the  equities  of  this  cause  are  with  the 
complainants. 

It  is  therefore  ordered,  adjudged  and  decreed  that  C.  I.  Sturgis,  be  and 
he  is  hereby  appointed  trustee  in  the  place  and  stead  of  James  F.  Joy, 
deceased,  and  that  T.  S.  Howland  be  and  he  is  hereby  appointed  trustee 
in  the  place  and  stead  of  John  N.  Denison,  deceased,  to  execute  the  trust 
described  in  said  bill  of  complaint. 

It  is  further  ordered,  adjudged  and  decreed  that  the  said  C.  I.  Sturgis  and 
T.  S.  Howland,  now  appearing  and  accepting  said  trust,  that  they  and  each 
of  them  are  hereby  vested  with  the  legal  title  to  said  property  and  all  the 
right,  title,  interest,  estate  and  power  requisite  to  enable  them  to  carry  out 
the  purpose  of  the  trust  described  in  the  said  Bill  of  complaint,  without  any 
further  assurance  or  conveyance  to  them  of  the  same. 

F.  D.  Ramsay, 

Judge. 

State  of  Illinois,  / 

r  SS 

County  of  Henry.  ) 

In  the  Circuit  Court  to  November  Term  A.  D.  1905. 
Henry  Parkman,  George  H.  Eichards  and  A.  G.  Stanwood  vs  American 
Central  Railway  et  al. 

To  the  Honorable  Judge  of  said  Court,  in  Chancery  sitting: — 
In  pursuance  of  an  order  of  this  Court  made  in  the  above  entitled  cause, 
on  the  8th  day  of  November  A.  D.  1905,  whereby  it  was  referred  to  the  Mas- 
ter in  Chancery  of  this  Court  to  take  the  proof  of  the  respective  parties,  and 
report  the  same  to  the  court.  I,  John  Boot,  the  said  Master  in  Chancery 
do  hereby  respectfully  report  that  having  first  given  notice  to  Complainants 


828  CHICAGO,   BURLINGTON   &   QUINCY   RAILROAD   COMPANY 

Solicitor,  Charles  K.  Ladd,  Esq.  of  the  time  and  place  when  and  where 
said  testimony  would  be  taken  (no  counsel  appearing  for  defendants) 
(defendant  American  Central  Railway  having  entered  their  appearance  in 
writing  and  consenting  that  a  decree  be  entered  according  to  the  prayer 
of  the  bill  in  said  cause),  I  caused  to  come  before  me  all  such  witnesses 
as  the  respective  parties  desired,  or  made  known  to  me.  I  did  on  the  20th 
day  of  December,  A.  D.  1905,  proceed  to  take  the  proofs  of  the  respective 
parties.  And  the  several  witnesses  attending  having  been  severally  sworn 
and  examined  by  me,  I  reduced  their  testimony  to  writing  and  have 
attached  the  same  hereto  and  make  the  same  a  part  of  this  report. 

Charles  K.  Ladd,  being  first  duly  sworn  on  his  oath  deposes  and  says: 
.Limes  F.  Joy,  one  of  the  former  Trustees,  is  now  dead,  he  has  been 
dead  tor  some  time.  I  don't  know  how  long.  I  have  made  inquiry  on 
behalf  of  Complainants  as  to  whether  he  left  any  heirs  or  devisees,  but 
have  been  unable  to  ascertain  whether  he  did  or  not.  I  have  also  made 
inquiry  orally  and  by  letters  addressed  to  parties  that  1  thought  ought 
to  know.  As  to  John  X.  Denison,  I  have  ascertained  that  he  is  now  dead, 
but  I  have  been  unable  to  learn  whether  he  left  any  heirs  or  devisees  and 
the  Complainants  do  not  know  whether  said  Joy  or  the  said  Denison  left 
heirs  or  devisees.  American  Central  Railway  is  indebted  on  bonds  issued 
several  years  ago,  which  bonds  are  now  unpaid  and  Trustees  should  be 
appointed  to  take  the  place  of  said  Joy  and  the  said  Denison,  and  act 
with  Complainant-. 

These  bonds  were  t lie  only  bonds  issued,  secured  by  said  Trust  deed  ami 
Complainants  own  a   majority  of  said  bonds. 

Chas.  K.  Ladd. 

From  the  evidence  introduced  herein  and  the  Bill  tiled  in  this  cause,  and 
the  appearance  of  defendant,  American  Central  Railway  Co.  and  consent 
expressed  therein,  I  find 

That  defendant  American  Central  Railway  Co.  lias  issued  bonds  for  the 
construction  of  said   Railway  which  bonds  are  still  unpaid. 

That  to  secure  the  payment  of  -aid  bonds  the  property  of  said  Railway 
Co.  was  conveyed  in  trust  to  one  James  F.  Joy  and  one  John  X.  Denison, 
and  by  the  terms  of  said  Trust  deed  that  it  was  provided  that  "in  case  of 
death  *  *  of  any  one  of  said  Trustees  *  *  said  Railroad  Company  and  the 
surviving  trustee  may  mutually  agree  upon  a  new  trustee  to  supply  said 
vacancy,  or  failing  so  to  do  the  said  Railroad  Company  shall,  or  in  case  of 
their  default  to  take  proceedings  therefor  *  *  the  holder  of  a  majority  of 
said  bonds  may  apply  to  any  Court  of  the  State  of  Illinois  having  juris- 
diction of  the  premises  to  appoint  a  new  trustee  to  supply  said  vacancy."  *  * 

That  the  said  James  F.  Joy  and  the  said  John  X.  Denison  are  both  dead 
and  no  successor  or  successors  have  been  appointed  to  fill  said  vacancy. 

That  under  the  terms  of  said  Trust  deed  this  Court  has  power  to  appoint 
said  successors  in  trust,  and  that  such  appointment  should  be  made  accord- 
ing to  the  prayer  of  said  Bill. 

All  of  which  is  respectfully  submitted. 

John*  Root. 


CORPORATE  HISTORY  829 

State  of  Illinois,  ( 


SI- 


County  of  Henry 

I,  P.  B.  Keeler,  Clerk  of  the  Circuit  Court  of  Henry  County,  in  the  State 
aforesaid,  do  hereby  certify  the  above  and  foregoing  to  be  a  true,  perfect 
and  complete  copy  of  the  Decree  of  said  Court  in  a  certain  cause  lately 
pending  in  said  Court,  on  the  Chancery  side  thereof,  wherein  Henry  Park- 
man  and  others  were  Complainants  and  American  Central  Railway  and 
others  were  Defendants  as  appears  from  the  Record  and  Files  of  said  Court 
now  remaining  in  my  office. 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  affixed  the  Seal 
of  said  Court  at  Cambridge  this  27th  day  of  February  A.  D.  1906. 

P.  B.  Keeler,  Cleric. 


County 
Mercer 


ORDED  IN  ILLINOIS 

Date 

Book 

Page 

March  6,  1906 

86 

269 

THE  DIXON  AND  QUINCY 
RAILROAD  COMPANY 

This  Company  was  originally  promoted  in  1869  by  citizens 
of  Keithsburg  for  a  North  and  South  road  in  connection  with 
The  Rockford,  Rock  Island  and  St.  Louis,  then  being  built  by 
Judge  Green  of  Cedar  Rapids,  Iowa. 

Of  date  March  4,  1869  they  procured  a  Special  Act  of  the 
Illinois  Legislature  authorizing  them  to  build  a  road  from 
Dixon  south  to  Quincy. 

The  Company  was  organized  at  Keithsburg  March  24  1869, 
and  Township  bonds  were  voted  to  aid  in  its  construction 
amounting  to  $45,000. 

Of  date  June  30,  1869,  The  Rockford,  Rock  Island  and  St. 
Louis  Company  made  a  proposition  to  build  the  line  which  was 
accepted  July  10,  1869,  but  nothing  further  was  done  there- 
under. 

Of  date  November  1,  1870,  The  Dixon  and  Quincy  Company 
made  a  contract  with  James  P.  Joy,  who  was  acting  for  the 
C.  B.  &  Q.,  whereby  Joy  agreed  to  procure  the  immediate  con- 
si  miction  of  the  five  and  six  tenths  miles  from  Keithsburg  north 
to  Arpee  on  what  was  known  as  the  American  Central  branch 
of  the  C.  B.  &  Q. 

The  Company  agreed  to  place  a  mortgage  of  $150,000,  or  $25,- 
000  per  mile,  on  the  road  and  turn  over  to  Joy  the  $45,000  of 
local  aid  bonds  and  all  the  outstanding  Capital  Stock,  and  Joy 
agreed  that  the  C.  B.  &  Q.  would  take  a  lease  in  perpetuity  and 
operate  the  road,  paying  the  interest  on  said  first  mortgage 
bonds  and  set  aside  forty  per  cent  of  the  gross  earnings  for  the 
purchase  of  said  bonds  if  offered  at  less  than  par.  The  road 
was  built  under  this  arrangement  and  opened  for  business 
January  17,  1871. 

The  Lease  to  the  C.  B.  &  Q.  was  dated  November  1,  1870.  The 
bonds  all  remained  in  the  Burlington  treasury. 

Of  date  June  1,  1899,  The  Dixon  and  Quincy  Company  made  a 
deed  in  fee  simple  of  its  road  to  the  Chicago,  Burlington  & 
Quincy  Company. 

830 


CORPORATE  HISTORY  831 

ACT  OF  LEGISLATURE 

Approved   March  4,   1869. 

AN  ACT  to  incorporate  the  Dixon  and  Quincy  Railroad  Company. 

Section  i.  Be  it  enacted  by  the  People  of  the  State  of  Illinois,  repre- 
sented m  the  General  Assembly,  That  John  Dement,  William  H.  Van  Epps, 
James  M.  Allan,  Thomas  B.  Cobeen,  William  D.  Smith,  Calvin  S.  Orth, 
Benjamin  D.  Ellett,  Abraham  B.  Sheriff,  Joseph  P.  Wyckoff,  Levi  A. 
Ender,  John  Geddis,  Robert  Moir,  John  McKinney,  sr.,  James  Francis, 
William  C.  Rice,  Cephas  Parks,  Cornelius  D.  Ettinge,  and  William  Lomax, 
and  their  associates,  successors  and  assigns  are  hereby  created  a  body 
politic  and  corporate,  under  the  name  and  style  of  "The  Dixon  and  Quincy 
Railroad  Company,"  with  perpetual  succession;  and  by  that  name  they 
are  hereby  made  capable  in  law  and  in  equity,  to  sue  and  be  sued,  plead 
and  be  impleaded,  defend  and  be  defended,  in  any  court  of  law  or  equity — 
in  this  or  any  other  place;  to  make,  have  and  use  a  common  seal,  and  the 
same  to  renew  and  alter  at  pleasure ;  and  shall  be  and  are  hereby  vested  with 
all  powers,  privileges  and  immunities  which  are  or  may  be  necessary  to 
carry  into  effect  the  purposes  and  objects  of  this  act,  as  hereinafter  set 
forth.  And  the  said  company  are  hereby  authorized  and  empowered  to 
locate  and  construct,  and  finally  to  complete  and  put  in  operation  a  railroad 
from  the  city  of  Dixon,  on  Rock  river,  to  the  city  of  Quincy,  on  the  Mis- 
sissippi river ;  locating  said  railroad  by  way  of  Keithsburg ;  adopting  what- 
ever route  between  the  points  named  that  the  board  of  directors  may  deem 
most  practicable,  and  for  this  purpose,  said  company  are  authorized  to  lay 
out  their  said  railroad,  not  to  exceed  one  hundred  and  fifty  feet  in  wTidth, 
and  for  the  purpose  of  making  cuts  or  embankments,  may  take  as  much 
more  land  as  may  be  necessary  for  the  construction  and  security  of 
said  road. 

§  2.  The  capital  stock  of  said  company  shall  be  eight  million  dollars, 
and  shall  be  divided  into  shares  of  one  hundred  dollars  each,  and  may  be 
issued,  transferred,  certified  and  registered  in  such  manner  and  in  such 
places  as  may  be  ordered  and  provided  by  the  board  of  directors,  who 
shall  have  power  to  prescribe  the  terms  and  conditions  upon  which  such 
stock  may  be  taken  and  subscribed,  and  for  this  purpose,  the  board  of 
directors  hereinafter  named  and  appointed  shall  cause  books  to  be  opened 
for  subscription  to  the  capital  stock  of  the  company  at  such  times  and 
places  and  in  such  manner  as  they  may  direct,  naming  therein,  such  terms 
and  conditions  as  may  be  agreed  upon  for  the  protection  of  the  rights 
and  interests  of  the  stockholders. 

§  3.  As  soon  as  fifty  thousand  dollars  of  subscription  has  been  made 
to  the  capital  stock  of  said  road,  it  shall  be  lawful  for  said  company  to 
commence  the  construction  of  the  same;  and  unless  said  company  obtain 
such  subscription  to  their  capital  stock  and  shall  elect  directors  and  become 
fully  organized  within  five  years  from  the  passage  of  this  act  then  this 
act  shall  be  null  and  void. 

§  4.     Townships  through  which  the  line  of  said  railroad  shall  pass,  or 


832         CHICAGO,   BURLINGTON  &   QUINCY   RAILROAD  COMPANY 

lying  within  fifteen  miles  of  the  same,  are  hereby  authorized  to  subscribe 
to  the  capital  stock  of  or  make  donations  to  said  road,  in  any  sum  not  ex- 
ceeding fifty  thousand  dollars:  Provided,  that  such  subscription  be  author- 
ized by  a  majority  of  the  votes  cast  at  an  election  held  for  that  purpose, 
after  due  notice  has  been  given  of  the  time  and  place  and  object  of  the 
same,  by  posting  up  notice  in  six  of  the  most  public  places  within  such 
cownships,  for  a  period  of  nut  loss  than  thirty  days  from  the  day  of  holding 
such  election;  and  in  counties  having  township  organization  it  shall  be  the 
luty  of  the  supervisor  or  in  his  absence  the  town  clerk,  upon  the  written 
request  of  ten  or  more  citizens  of  such  township,  that  an  election  for  the 
purpose  named  be  held,  to  proceed  immediately  to  call  Bueh  election,  by 
giving  the  required  notice  and  causing  a  registry  of  the  votes  to  be  made 
as  in  other  elections  now  provided;  and  shall  cause  the  polls  to  be  opened, 
when  the  voters  shall  proceed  to  vote,  by  ballot,  for  or  against  subscription 
to  the  capital  stock  of  the  Dixon  and  Quincy  Railroad,  conducting  such 
election  in  the  same  manner  as  other  township  eelctions;  and  if  a  majority 
of  votes  cast  are  in  favor  of  such  subscription,  it  shall  be  the  duty  of  the 
town  board  to  make  provision  for  the  payment  of  the  same,  by  causing 
bonds  to  be  issued  in  the  name  of  the  township,  payable  within  twenty 
years,  and  running  not  less  than  five,  bearing  a  rate  of  interest  not  exceed- 
ing tin  per  cent,  per  annum,  which  bonds  may  be  negotiated  for  money-  to 
pay  said  subscription,  or  transferred  to  the  company  at  par,  if  the  town 
board  and   directors    so   agree;    and    it    shall    lie   the   duty   of   the   supervisor 

such  town  to  make  out  and  transmit  to  the  board  of  supervisors  of  the 
county  in  which  such  election  is  held  an  abstract  of  the  proceedings  of 
such  election,  certified  to  officially  by  the  town  board,  whereupon  it  shall 
In-  tlie  duty  of  the  said  board  of  supervisors  to  cause  the  same  to  be  filed  in 
the  county  clerk's  office;  and  they  shall  proceed  to  levy  a  tax  upon  such 
township  annually  an  amount  sufficient  to  pay  the  interest  and  create  a  sink- 
ing fund  for  the  payment  of  the  principal  within  the  time  limited  in  the 
said  bonds,  and  cause  such  tax  to  lie  spread  upon  the  collector's  books 
for  collection  with  other  taxes;  and  the  tax  so  Levied  is  hereby  placed  upon 
the  same  footing  as  taxes  levied  for  state  and  county  purposes. 

$  5.  In  counties  not  having  township  organization  it  shall  be  lawful 
for  the  county  court,  on  the  written  requesl  of  tin  or  more  citizens  of  any 
congressional  township  or  fractional  part  of  one,  already  forming  an  election 
precinct,  asking  for  an  election  to  be  held  in  the  same,  to  vote  upon  taking 
ital  stock  in  the  Dixon  and  Quincy  Railroad,  to  appoint  three  commis- 
sioners, residing  in  the  same,  one  at  least  being  a  justice  of  the  peace,  who, 
together,  shall  be  authorized  to  act  as  a  township  board,  and  proceed  in 
all  matters  pertaining  to  such  election,  in  subscribing  stock  and  issuing 
bonds,  as  provided  in  the  foregoing  section:  Provided,  that  fractional 
townships  not  created  into  election  precints  may  be  attached  to  said  other 
township  as  the  county  court  may  determine,  the  justice  of  the  peace  dis- 
charging the  duties  required  of  the  supervisor  in  the  foregoing  section,  and 
such  townships  so  organized  shall  for  this  special  purpose  be  created  a  body- 
corporate  and  politic,  possessing  all  the  rights,  in  law  and  equity,  and  shall 
be  placed  on  an  equal  footing  with  townships  having  township  organization — 


CORPORATE  HISTORY  833 

the    county    court    performing    the    duties    required    of    the    supervisors    in 
counties  having  township  organization. 

§  6.  Corporate  towns  lying  within  the  limits  heretofore  described  along 
the  line  of  said  road  shall  be  authorized  to  subscribe  to  the  capital  stock 
of  said  railroad  in  any  sum  not  exceeding  twenty  per  cent,  of  the  assessed 
value  of  the  real  estate  within  the  corporate  limits  of  such  town,  and  for 
this  purpose,  the  trustees  of  any  such  corporation  or  town  board  are  hereby 
authorized  to  hold  an  election,  observing  all  the  requirements  of  section 
five  of  this  act — the  board  of  supervisors  or  the  county  court,  as  the  case 
may  be,  taking  the  same  as  required  in  the  preceding  sections. 

§  7.  All  corporate  powers  of  said  company  shall  be  vested  in  and  exer- 
cised by  a  board  of  directors,  to  consist  of  not  less  than  seven  and  not  more 
than  nine  in  number,  and  such  other  officers,  agents  and  servants  as  they 
shall  appoint.  The  first  board  of  directors  shall  consist  of  John  Dement, 
William  H.  Van  Epps,  Thomas  B.  Cabeen,  William  D.  Smith,  Benjamin  D. 
Ellett,  John  McKinnoy,  Sr.,  Andrew  Crawford,  James  D.  Morgan  and  Isaac 
McManus,  who  shall  hold  their  office  until  their  successors  are  elected 
and  qualified.  Vacancies  in  the  board  may  be  filled  by  a  vote  of  the  remain- 
ing two-thirds  of  the  directors,  such  appointees  to  continue  in  office  until  the 
next  annual  election  of  directors;  the  time,  place  and  notice  of  said  annua) 
election  to  be  determined  by  the  said  board  of  directors;  and  at  all  meetings 
of  the  stockholders,  each  person  owning  stock  shall  be  entitled,  by  himself 
or  proxy,  to  cast  one  vote  for  each  share  of  stock  actually  and  bona  fidely 
held  by  such  persons:  Provided,  that  the  terms  of  payment  of  such  stock, 
if  the  same  is  due,  have  been  complied  with. 

§  8.  The  said  company  is  hereby  authorized,  by  their  agents,  surveyors 
and  engineers,  to  cause  such  examination  and  survey  to  be  made  of  the 
ground  and  country  between  the  points  already  named  as  shall  be  necessary 
to  determine  the  route  for  the  proper  line  or  course  whereon  to  construct 
their  said  railroad;  and  it  shall  be  lawful  for  said  company  to  enter  upon 
and  take  possession  of  and  use  all  such  lands  and  real  estate  as  may  be 
necessary  for  the  construction  and  maintenance  of  their  railroad  afore- 
said, its  depots,  side  tracks,  water  stations,  engine  houses,  machine  shops 
and  other  buildings  and  appendages  necessary  for  the  construction  and 
working  of  said  road:  Provided,  that  all  lands  or  real  estate  entered  upon 
and  taken  possession  of  and  used  by  said  corporation,  for  the  purpose  and 
accommodation  of  such  road  or  upon  which  the  site  for  said  road  shall  have 
been  located  or  determined  by  the  said  corporation,  shall  be  paid  for  by 
said  company,  in  damages,  if  any  be  sustained  by  the  owner  or  owners 
thereof,  by  the  use  of  the  same  for  the  purposes  of  said  railroad;  and  all 
lands  entered  upon  and  taken  for  the  use  of  said  corporation,  which  are 
not  donated  to  said  company,  shall  be  paid  for  at  such  price  as  may  be  mu- 
tually agreed  upon  by  the  said  corporation  and  owner  or  owners  thereof; 
and,  in  case  of  disagreement,  the  price  shall  be  estimated,  fixed  and  recorded 
in  the  manner  provided  by  the  general  laws  now  in  force  or  which  may 
hereafter  be  in  force  providing  for  the  condemnation  of  land  for  the  purposes 
of  internal  improvement. 


834         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

§  9.  The  said  corporation  may  take  and  transport  upon  said  railroad 
any  person  or  persons,  merchandise  or  other  property,  by  the  force  and 
powers  of  steam  or  animal,  or  any  combination  of  them,  and  may  fix,  estab- 
lish, take  and  receive  such  rates  of  toll,  for  all  passengers  and  property 
transported  upon  the  same,  as  the  said  directors  shall  establish;  and  the 
directors  are  hereby  authorized  and  empowered  to  make  all  necessary  rules, 
by-laws,  regulations  and  ordinances  that  they  may  deem  necessary  and  ex- 
pedient to  accomplish  the  designs  and  purposes  and  to  carry  into  effect  the 
provisions  of  this  act,  and  for  the  transfer  and  assignment  of  its  stock,  in 
such  manner  as  shall  be  provided  by  the  by-laws  and  ordinances  of  said 
company. 

§  10.  In  case  it  should,  at  any  time,  happen  that  an  election  of  directors, 
shall  not  be  made  any  day  in  which,  in  pursuance  of  this  act,  it  ought  to  be 
made,  the  said  corporation  shall  not,  for  that  cause,  be  deemed  dissolved, 
but  such  election  shall  be  held  at  any  other  time,  if  the  stockholders  shall 
so  decide  at  any  meeting  called  for  that  purpose. 

$  11.  Whenever  it  shall  be  necessary  for  the  construction  of  said  rail- 
road,  to  intersect  or  cross  :i  track  of  any  other  railroad,  or  any  stream 
of  water,  road  or  highway  on  the  route  of  said  road,  it  shall  be  lawful  for 
the  company  to  construct  their  railroad  across  or  upon  the  same,  and  they 
shall  lie  authorized  to  take  and  condemn  for  their  use  such  portion  of  the 
road  lied  of  the  Warsaw,  Eock  Island  and  Galena  Railroad  as  may  be  along 
the  line  of  their  road:  Provided,  that  any  railroad,  stream  of  water,  road 
or  highway  shall  be  restored  to  its  former  state,  as  near  possible,  after  such 
crossing,  or  sufficiently  so  as  not  to  impair  their  usefulness. 

$  12.  Said  corporation  shall  have  power  to  unite  its  railroad  with  any 
other  continuous  lines  of  railroad  or  railroads  now  finished  or  constructing, 
or  that  may  here  after  lie  constructed,  within  this  State,  or  that  shall  ter- 
minate at  the  .Mississippi  river,  either  in  Iowa  or  Illinois,  upon  such  terms 
as  may  lie  mutually  agreed  upon  between  the  companies  so  connecting, 
and,  for  that  purpose,  full  power  is  hereby  given  to  such  companies  to 
make  and  execute  such  contracts  with  any  other  company  or  companies 
as  will  secure  the  objects  of  such  connection. 

$  13.  Said  company  is  hereby  authorized,  from  time  to  time,  to  borrow 
such  sums  of  money  as  may  be  necessary  for  completing  and  furnishing 
or  operating  their  said  railroad,  and  to  issue  and  dispose  of  their  bonds 
in  denominations  of  not  less  than  five  hundred  dollars,  bearing  a  rate  of 
interest  not  exceeding  ten  per  cent,  per  annum,  for  any  amount  so  bor- 
rowed, and  to  mortgage  the  corporate  property  and  franchises  to  secure  the 
payment  of  any  debt  contracted  by  said  company  for  the  purpose  afore- 
said ;  and  the  directors  of  said  company  may  confer  on  any  bondholder  of 
any  bond  issued  for  money  borrowed,  as  aforesaid,  the  right  to  convert 
the  principal  due  and  owing  thereon  into  stock  of  said  company,  not  ex- 
ceeding ten  years  from  the  date  of  said  bond,  under  such  regulations  as  the 
directors  of  said  company  may  see  fit  to  adopt;  and  all  sales  of  such  bonds 
that  may  be  made  at  less  than  their  par  value  shall  be  gooa  and  valid  and 
binding  upon  said  corporation  as  if  such  bonds  had  been  sold  for  the  full 
amount  thereof. 


CORPORATE    HISTORY  835 

§  14.  The  width  of  said  road  shall  be  determined  by  the  said  corporation, 
within  the  limits  prescribed  in  the  first  section  of  this  act. 

$  15.  The  directors  herein  named  are  required  to  organize  the  board 
by  electing  one  of  their  number  president,  and  by  appointing  a  secretary 
and  treasurer. 

$  16.  None  but  stockholders  are  eligible  to  the  office  of  director  in  the 
same. 

§  17.  Said  company  shall  have  the  right  of  way  over  any  lands  belonging 
to  the  State,  and  it  shall  [be]  lawful  for  said  company  to  enter  upon  and 
take  possession  of  and  use  for  the  purpose  of  construction  and  protection  of 
said  road,  any  lands  belonging  to  the  State,  without  being  subject  to  any 
claims  for  damages  whatever. 

§  18.  Said  corporation  shall  transport  firewood  and  fuel  of  every  des- 
cription over  its  railroad,  whenever  the  same  shall  be  offered  for  transporta- 
tion, at  rates  as  low  as  the  rates  said  ocmpany  shall  charge  for  the  transporta- 
tion of  other  freights  of  a  similar  class. 

§  19.  This  act  shall  be  deemed  a  public  act,  and  shall  be  favorably  con- 
strued for  all  purposes  therein  expressed  and  declared  in  all  courts  and  places 
whatever,  and  shall  be  in  force  from  and  after  its  passage. 

Approved  March  4,  1869. 

Note.    Sec.  5  repealed. 

Private  Laws  Illinois  1869,  Vol.  3,  Page  5 

ACT  OF  LEGISLATURE 

Approved  March  4,   1869 

AN  ACT  supplemental  to  Senate  bill  No.  18,  entitled  "An  Act  to  incorporate 
the  Dixon  and  Quincy  Railroad  Company." 

Section  i.  Be  it  enacted  by  the  People  of  the  State  of  Illinois,  repre- 
sented in  the  General  Assembly,  That  section  five  (5)  of  Senate  bill  num- 
ber eighteen  (18),  entitled  "An  Act  to  incorporate  the  Dixon  and  Quincy 
Railroad  Company ' '  be  and  the  same  is  hereby  repealed. 

§  2.     This  act  to  be  in  force  from  and  after  its  passage. 

Approved  March  4,  1869. 

Private  Laxos  Illinois  1869,  Vol.  3,  Page  283 


ACT  OF  LEGISLATURE 

Approved  March  31,  1869. 

AN   ACT   supplemental   to   an   act   entitled   "An   Act   to   incorporate   the 
Dixon  and  Quincy  Railroad  Company. ' ' 

Section  i.  Be  it  enacted  by  the  People  of  the  State  of  Illinois,  repre- 
sented in  the  General  Assembly,  That  the  Dixon  and  Quincy  Railroad  Com- 
pany may,  and  is  hereby  authorized  and  empowered,  by  and  with  the  con- 
sent of  a  majority  of  the  board  of  directors  of  the  Warsaw,  Rock  Island 


836         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

and  Galena  Eailroad  Company,  to  enter  upon,  condemn  and  take  any  part  or 
the  whole  of  the  unoccupied  road-bed  and  grade  and  its  appurtenances  con- 
demned or  otherwise  acquired  and  held  by  the  Warsaw,  Rock  Island  and 
Galena  Railroad  Company,  to  be  used  and  occupied  by  the  said  Dixon  and 
Quincy  Railroad  Company  as  the  road  way  for  the  construction  of  its  line  of 
railway:  Provided,  that  the  said  Dixon  and  Quincy  Railroad  Company  shall 
not  be  held  liable  in  law  for  said  road-bed  to  a  greater  amount  than  the 
same  shall  be  appraised  at  under  the  general  laws  of  this  State  for  con- 
demning land,  assessing  damages  for  the  right  of  way. 

^  2.  And  the  county  courts  or  boards  of  supervisors  of  the  respective 
counties  on  the  line  of  the  said  Warsaw,  Hoik  Island  and  Galena  Railroad 
Company  are  authorized  and  empowered  to  subscribe  to  the  capital  stock  of 
the  Dixon  and  Quincy  Railroad  Company  the  several  amounts  of  stock 
heretofore  authorized  by  the  vote  of  the  majority  of  the  legal  voters  of  said 
several  counties  to  he  subscribed  to  the  Warsaw,  Rock  Island  and  Galena 
Railroad  Company:  Provided,  that  the  said  Dixon  and  Quincy  Railroad 
shall  lie  completed  in  or  through  the  said  respective  counties,  and  the  cars 
shall  have  run  thereon  before  any  of  the  bonds  of  any  such  county  shall  be 
issued  in  payment  of  any  such  subscription  to  the  captial  stock  of  said  Dixon 
and  Quincy   Railroad   Company. 

^   3.      This  act  shall  take  effect  and  be  in  force  from  and  after  its  passage. 

Approved  March  31,  1869. 

PrivaU   Laws  Illinois  1869,  Vol.  3,  Page  284 

ACT  OF  LEGISLATURE 
Approved    April    19,    1869 

AN  ACT  to  amend  an  act  entitled  "An  Act  to  incorporate  the  Dixon  and 
Quincy  Railroad  Company,"  approved  March  4,  1869. 

SECTION  I.  Br  it  enacted  by  tin  People  of  the  State  of  Illinois,  repre- 
sented in  the  General  Assembly,  That  section  7  of  "An  Act  to  incorporate 
the  Dixon  and  Quincy  Railroad  Company,"  be  and  the  same  is  hereby 
amended  so  as  to  increase  the  tirst  board  of  directors  to  thirteen,  and  that 
Calvin  S.  Orth,  Abraham  B.  Sheriff,  Joseph  P.  Wycoff  and  Levi  A.  Ender 
be  added  to  the  tirst  board  of  directors,  and  shall  hereafter  constitute  a  part 
of  said  board,  with  the  same  powers  and  privileges  enjoyed  by  those  already 
named  in  said  act. 

$  2.  The  said  board  may  proceed,  under  their  present  organization,  to 
commence  the  construction  of  the  Dixon  and  Quincy  Railroad,  or  any  part 
of  the  same,  before  the  amount  limited  in  the  charter  has  been  subscribed, 
if,  in  their  judgment,  the  interests  of  any  portion  of  the  road  or  the  stock- 
holders in  the  same  would  be  promoted  by  it. 

$  3.  A  majority  of  the  board  of  directors  shall  constitute  a  quorum 
for  the  transaction  of  all  business. 

$  4.  The  directors  are  hereby  authorized  to  vote  by  proxy  in  all  matters 
submitted  to  the  board  at  any  meeting  called  for  the  transaction  of  the 
business  of  the  company. 


CORPORATE  HISTORY  837 

§  5.     This  act  shall  be  in  force  from  and  after  its  passage. 
Approved  April  19th,  1S69. 

Private  Laws  Illinois  1869,  Vol.  3,  Page  284 

CONTRACT— November  1,  1870,  The  Dixon  and  Quiney   Kailroad  Com- 
pany and  James  F.  Joy. 

This  Agreement,  made  and  entered  into  this  first  (1st)  day  of  November, 
in  the  year  of  our  Lord  one  thousand  eight  hundred  and  seventy  (1870), 
by  and  between  the  Dixon  and  Quiney  Railroad  Company,  a  corporation 
organized  under  and  in  accordance  with  the  laws  of  the  State  of  Illinois, 
party  of  the  first  part,  and  James  F.  Joy  of  Detroit,  in  the  State  of 
Michigan,  party  of  the  second  part. 

Whereas,  the  said  first  party  is  authorized  by  its  charter  and  the  laws 
aforesaid  to  construct,  maintain,  and  operate  a  railroad  from  the  city 
of  Dixon  on  the  Rock  River  in  the  county  of  Lee,  by  way  of  Keithsburg 
to  Quiney  on  the  Misssippi  River,  in  said  State  of  Illinois,  and  has 
already  located  that  part  of  its  railroad  between  the  town  of  Keithsburg 
and  a  point  on  the  American  Central  Railroad  about  three  miles  east  of 
the  town  of  New  Boston,  and  is  now  proceeding  with  the  construction 
of  said  part  of  said  railroad. 

And  whereas,  certain  towns  and  municipalities  along  the  line  of  said 
railroad,  at  Keithsburg  and  between  Keithsburg  and  the  aforesaid 
point  on  the  American  Central,  to  aid  and  secure  the  construction  of  the 
same  between  Keithsburg  and  the  said  point  on  the  American  Central 
Railroad,  have  subscribed  to  the  capital  stock  of  said  company,  and  have 
issued  their  bonds  in  payment  therefor,  to  the  amount  in  the  aggregate 
of  forty-five  thousand  (45,000)  dollars,  which  said  bonds,  however, 
cannot  be  delivered  to  or  had  by  said  first  party  until  it  shall  have 
constructed  and  put  in  operation  the  said  portion  of  said  railroad  be- 
tween Keithsburg  and  the  said  point  on  the  American  Central  Railroad, 
and  which  the  said  first  party,  now  without  credit,  is  unable  of  itself 
to  accomplish. 

And  whereas,  said  first  party,  for  the  purpose  of  obtaining  money  neces- 
sary to  proceed  with  the  construction  of  said  section  of  railroad  between 
Keithsburg  and  the  said  point  on  the  American  Central  Railroad,  to 
procure  and  pay  for  the  right  of  way,  and  also  to  pay  the  contractor, 
the  said  second  party,  who  hereby  agrees  to  obtain  the  iron,  ties,  and 
other  material  necessary  for  the  construction  of  said  section  of  railroad, 
and  to  construct  and  complete  the  same  as  hereinafter  stated,  has  execut- 
ed and  is  about  to  issue  its  bonds  in  the  sum  of  one  thousand  (1,000) 
dollars  each,  of  even  date  herewith,  payable  in  the  city  of  Boston,  with 
semi-annual  interest  thereon  at  the  rate  of  eight  (8)  per  cent  per  annum, 
free  of  government  tax,  and  payable  in  like  manner  in  the  city  of 
Boston,  which  said  bonds  amount  in  the  aggregate  to  one  hundred  and 
fifty  thousand  (150,000)  dollars,  and  have  twenty  (20)  years  to  run  to 
maturity,  all  of  which  said  bonds  are  to  be  stamped  as  the  law  requires, 
and  their  payment   has  been   secured  by   a   deed   of  trust   or  mortgage 


838         CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

duly  executed  by  said  first  party  to  James  F.  Joy,  of  the  city  of 
Detroit  and  State  of  Michigan,  trustee  therein  and  party  of  the  second 
part  herein,  on  its  aforesaid  railroad,  made  and  to  be  made,  its  right  of 
way,  road-bed,  superstructure,  grounds,  buildings,  and  all  other  of  its 
property  connected  therewith,  together  with  the  rights,  privileges,  and 
franchises  of  said  first  party  belonging  thereto  and  the  revenues  to  be 
derived  therefrom,  which  said  trust  mortgage  bears  even  date  herewith 
and  has  been  duly  recorded  in  the  counties  through  which  said  railroad 
runs. 

And  whereas,  the  proceeds  of  said  bonds  and  other  means  of  said  first 
party  will  be  sufficient  only  for  the  construction  and  completion  of 
said  section  of  railroad  between  Keithsburg  and  said  point  on  the 
American  Central  Eailroad,  and  the  said  first  party  is,  and  when  said 
railroad  shall  be  completed  as  herein  provided,  will  be,  wholly  unable 
to  procure  the  equipment  or  any  part  thereof  necessary  for  the  main- 
tenance and  operation  of  said  railroad,  and  in  order  that  the  same  may 
be  equipped,  maintained,  and  operated  in  such  manner  as  the  public 
convenience  may  require,  and  a,  fund  be  created  for  the  annual  purchase 
of  said  bonds  at  not  above  par  and  aecrued  interest  so  that  a  present 
sale  can  he  made  of  the  same  in  the  market,  it  has  become  necessary 
for  the  said  first  party  to  make  with  the  said  second  party  the  agree- 
ments and  covenants  hereinafter  mentioned. 

Now,  therefore,  this  indenturt  mtnesseth:  That  the  said  second  party 
hereby  stipulates  and  agrees,  for  the  considerations  hereinafter  men- 
tioned, to  obtain  and  pay  for  the  right  of  way,  so  far  as  has  not  already 
been  obtained,  from  Keithsburg  to  said  point  on  the  American  Central 
Eailroad,  and  to  procure  all  the  iron,  ties,  and  other  necessary  materials, 
and  to  construct  thereon  and  complete  in  a  good,  substantial  manner 
a  first-class  railroad,  with  all  necessary  switches,  turnouts,  and  station 
houses,  from  Keithsburg  to  said  point  on  the  American  Central  Eailroad, 
and  have  the  same  completed  and  ready  for  use  on  or  before  the  first 
day  of  January,  A.  D.  eighteen  hundred  and  seventy-one  (1871);  and  in 
the  construction  of  said  section  of  railroad  the  said  second  party  agrees 
to  iron  the  same  with  iron  weighing  not  less  than  fifty-four  pounds 
to  the  yard,  to  be  laid  with  fish  joint,  and  be  fully  spiked,  surfaced 
up,  and  made  ready  for  use,  with  all  needful  ditchings  and  road  cross- 
ings, all  to  be  done  under  the  plans,  specifications,  and  directions  to  be 
made  and  given  by  the  chief  engineer  who  shall  be  placed  by  said  first 
party  in   charge  of  the  construction  of  said  railroad. 

And  the  said  first  party,  in  consideration  of  the  construction  and 
completion  of  said  section  of  railroad  between  Keithsburg  and  the  said 
point  on  the  American  Central  Eailroad,  hereby  agrees,  immediately  on 
the  execution  of  this  instrument  and  as  a  part  of  the  consideration  to 
the  said  second  party  for  the  construction  of  the  aforesaid  section  of 
railroad,  to  assign,  transfer,  and  deliver  to  said  second  party  the  afore- 
said one  hundred  and  fifty  thousand  (150,000)  dollars  of  first  mortgage 
bonds   of   said   first   party   as   hereinbefore   mentioned,    to   be   received, 


CORPORATE  HISTORY  839 

owned,  and  negotiated,  or  otherwise  appropriated,  by  said  second  party 
in  such  manner  as  to  him  shall  seem  best. 

The  said  first  party  further  agrees,  in  further  payment  to  said  second 
party  for  the  construction  of  the  aforesaid  section  of  railroad,  on  the 
completion  of  the  same,  to  deliver  or  cause  to  be  delivered  to  him  all 
the  aforesaid  township  and  municipal  bonds  voted  to  secure  the  construc- 
tion of  said  section  of  railroad,  amounting  as  hereinbefore  stated  in  the 
aggregate  to  forty-five  thousand   (45,000)    dollars. 

The  said  first  party  further  agrees,  in  payment  to  said  second  party 
for  the  construction  of  the  aforesaid  section  of  railroad,  upon  the 
execution  of  this  instrument,  to  assign  or  cause  to  be  assigned,  trans- 
ferred, and  delivered  to  him  all  the  capital  stock  which  has  hitherto 
been  issued,  excepting  that  which  has  been  issued  to  townships  and 
municipalities  in  payment  of  the  township  and  municipal  bonds  herein- 
before mentioned. 

And  also  to  assign  and  issue  to  said  second  party  so  much  additional 
capital  stock,  to  be  delivered  to  said  second  party,  [as  shall]  amount  to 
twenty  thousand  dollars  per  mile  on  said  section  of  railroad  between 
Keithsburg  and  said  point  on  the  American  Central  Railroad,  and  to  issue 
certificates  therefor  to  said  second  party  whenever  he  shall  demand  the 
same.  And  said  first  party  further  agrees  to  issue  no  certificates  of 
stock  to  any  other  party  or  parties  whomsoever  without  the  written 
consent  of  said  second  party,  until  the  option  hereinafter  reserved  to 
said  second  party  to  construct  other  sections  of  said  railroad  shall  have 
expired. 

And  the  said  first  party,  for  the  considerations  hereinafter  mentioned, 
hereby  further  agrees  that  upon  the  completion  of  said  section  of  rail- 
road between  Keithsburg  and  said  point  on  the  American  Central  Rail- 
road, the  said  party  of  the  second  part,  his  heirs  and  assigns,  shall 
thereupon  have  and  continue  to  hold  the  sole  and  exclusive  possession 
of  said  railroad  of  said  first  party,  and  may  run,  maintain,  and  operate 
said  section  of  railroad,  and  receive  the  tolls,  incomes,  and  profits  thereof 
and  to  be  derived  therefrom,  and  to  appropriate  thei  same  to  his  own  use 
and  as  he  shall  be  advised,  upon  compliance  with  the  agreements  and 
provisions  hereinafter  provided  to  be  kept  and  performed  on  his  part; 
and  that  the  said  second  party  shall  also  have  the  exclusive  right,  and 
it  shall  be  optional  with  him  during  the  continuance  of  this  contract, 
to  construct  or  not,  as  he  shall  think  proper,  the  whole  or  any  portion 
of  said  railroad  lying  north  of  said  point  on  the  American  Central 
Railroad,  or  the  or  any  portion  of  said  railroad  lying  south  of  Keithsburg. 
But  it  is  mutually  understood,  however,  that  the  said  second  party  is 
not  required  by  the  terms  of  this  contract  to  construct  any  portion  of 
said  railroad  other  than  that  lying  between  Keithsburg  and  said  point 
on  the  American  Central  Railroad. 

And  the  said  second  party,  in  consideration  of  the  right  to  possess, 
maintain,  and  operate  said  section  of  railroad  between  Keithsburg  and 
said  point  on  the  American  Central  Railroad,  and  to  receive  the  tolls, 
incomes,    and    profits    therefrom    as    above    provided,    hereby    agrees    that 


840         CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

lie  will,  immediately  upon  the  completion  of  said  section  of  railroad 
from  Keithsburg  to  the  said  points  on  the  American  Central  Railroad 
either  by  himself  or  his  duly  authorized  agents,  take  exclusive  possession, 
control,  and  management  thereof,  and  will,  either  himself  or  by  his 
said  agents,  equip,  maintain,  and  operate  the  said  section  of  railroad, 
and  receive  the  tolls  and  income  thereof,  and  pay  the  semi-annually 
accruing  interest  on  said  first  mortgage  bonds  of  said  first  party,  and 
procure  the  Chicago,  Burlington  and  Quincy  Railroad  Company  to  set 
aside  (40)  per  cent  of  the  gross  earnings  on  its  road  derived  from  the 
business  to  and  from  said  section  of  railroad,  for  the  annual  purchase 
of  said  bonds  at  the  lowest  price  at  which  proposals  may  be  made,  but 
not  above  par  and  accrued  interest,  and  also  agrees  to  pay  all  taxes  that 
may  lie  lawfully  assessed  on  said  section  of  railroad,  and  pay  all  damages 
that  may  be  incurred  or  occasioned  in  the  maintenance  and  operation 
thereof,  and  save  said  party  of  the  first  part  harmless  therefrom;  or  he 
will  procure  a  contract  to  be  entered  into  by  and  between  the  Chicago, 
Burlington  and  Quincy  Railroad  Company  and  the  said  first  party,  in 
virtue  of  which  the  said  Chicago,  Burlington  and  Quincy  Railroad  Com- 
pany shall,  upon  the  completion  of  said  section  of  railroad  as  herein 
provided,  take  absolute  and  exclusive  control  and  management  thereof, 
and  shall  purchase  and  place  thereon  such  and  such  an  amount  of  rolling 
stock  as  the  business  of  the  country  through  which  said  railroad  runs 
may  reasonably  require,  and  shall  keep  said  section  of  railroad  equipped 
and  in  good  repair,  and  maintain  and  operate  the  same  as  a  part  of  its 
own  road  or  otherwise,  but  in  such  manner  as  to  furnish  all  reasonable 
facilities  to  the  travelling  and  business  public  along  the  line  of  said 
section  of  railroad,  and  shall  pay  all  taxes  and  assessments  that  may 
be  levied  or  assessed  upon  said  section  of  railroad  or  any  part  thereof 
during  continuance  of  this  contract,  and  to  pay  all  damages  that  may 
be  incurred  or  occasioned  in  the  maintenance  and  operation  of  said 
section  of  railroad,  and  save  said  party  of  the  first  part,  its  successors 
and  assigns,  harmless  therefrom;  and  in  addition  thereto  the  said 
Chicago,  Burlington  and  Quincy  Railroad  Company,  in  consideration 
of  the  use  of  said  section  of  railroad  and  of  the  income  to  be  derived 
therefrom,  shall  pay  to  the  holders  of  the  said  one  hundred  and  fifty 
thousand  dollars  of  first  mortgage  bonds  of  said  first  party  the  semi- 
annually accruing  interest  thereon  as  it  shall  become  due  and  payable 
according  to  the  terms  thereof,  and  shall  set  aside  forty  (40)  per  cent 
of  the  gross  earnings  on  its  own  road  accruing  from  the  business  going 
to  and  coming  from  the  aforesaid  section  of  railroad  of  said  first  party, 
and  pay  over  annually  in  the  month  of  November  in  each  year  the  amount 
thereof  to  the  trustee  named  in  the  deed  of  trust  securing  said  bonds,  to 
be  applied  by  him  to  the  purchase  of  bonds  on  proposals  to  be  invited 
by  notice  duly  published  annually,  whenever  the  same  can  be  purchased 
at  or  less  than  par  and  accrued  interest.  Provided,  that  if  in  answer 
to  proposals  for  the  purchase  of  bonds  in  any  one  year,  none  shall  be 
offered  for  sale  upon  said  terms,  then  the  funds  for  the  purchase  of 
bonds  for  that  year  are  to  be  returned  to  said  Chicago,  Burlington  and 


CORPORATE  HISTORY  841 

Quincy  Railroad  Company,  its  successors  and  assigns;  but  the  fact  that 
no  bonds  are  offered  for  sale  in  any  one  year  shall  not  relieve  the  said 
Chicago,  Burlington  and  Quincy  Railroad  Company  from  setting  aside 
forty  per  cent  of  the  gross  earnings  for  the  next  or  any  ensuing  year. 

And  it  is  hereby  mutually  agreed  by  and  between  the  parties  hereto 
that  the  said  second  party,  his  heirs  and  assigns,  in  case  he  or  they 
equip,  maintain,  and  operate  said  section  of  railroad,  and  especially  in 
case  the  said  Chicago,  Burlington  and  Quincy  Railroad  Company  shall 
take  possession  of  the  same  and  equip,  maintain,  and  operate  it,  that 
company  shall  be  and  are  hereby  clothed  with  all  the  requisite  authority, 
rights,  privileges,  and  franchises  of  said  first  party  in  and  to  the  same 
which  may  be  necessary  or  convenient  to  the  equipment,  maintenance, 
and  operation  of  said  section  of  railroad,  and  the  receipt  of  the  tolls 
and  incomes  therefrom;  and  the  said  party  of  the  second  part  and  his 
assigns,  and  the  said  Chicago,  Burlington  and  Quincy  Railroad  Company 
in  case  it  shall  come  into  possession  of  the  aforesaid  section  of  railroad, 
may  maintain  and  operate  the  same  in  the  name  of  said  first  party  or 
otherwise  as  they  shall  think  proper,  and  may  have,  use,  and  employ  the 
name  of  said  first  party  and  its  rights,  privileges,  and  franchises  relating 
to  said  section  of  railroad  whenever  and  in  such  manner  as  may  be  neces- 
sary or  convenient  in  the  transaction  of  the  business  connected  therewith. 

It  is  hereby  further  mutually  agreed  and  understood  that  this  contract 
shall  continue  and  be  in  force  for  the  period  of  ninety-nine  (99)  years 
from  and  after  the  date  hereof.  And  that  the  same,  and  each  and  every 
of  the  provisions,  stipulations,  and  agreements  thereof,  shall  be  binding 
upon   the   successors,   heirs,   and   assigns   of   the   respective   parties   hereto. 

In  witness  whereof,  the  said  first  party  has  caused  its  corporate  name  to 
be  subscribed  to  this  instrument  by  its  president,  and  its  corporate 
seal  to  be  hereto  affixed  and  attested  by  its  secretary,  and  the  said 
second  party  has  hereunto  set  his  hand  and  seal,  the  day  and  year  first 
above  written. 

DIXON  AND  QUINCY  RAILROAD  COMPANY, 
[seal]  By  A.  C.  Harding,  President. 

Attest:  F.  Glancey,  Secretary. 
[seal]  James  F.  Joy. 

LEASE,  November  1,  1870.    The  Dixon  and  Quincy  Railroad  Company  and 
Chicago,   Burlington   &   Quincy   Railroad   Company. 

This  Indenture,  made  and  entered  into  this  first  (1st)  day  of  November, 
in  the  year  of  our  Lord  one  thousand  eight  hundred  and  seventy  (1870), 
by  and  between  the  Dixon  and  Quincy  Railroad  Company,  party  of  the 
first  part,  and  the  Chicago,  Burlington  and  Quincy  Railroad  Company, 
party  of  the  second  part,  both  corporations  duly  organized  under  and  in 
accordance  with  the  laws  of  the  State  of  Illinois. 

Whereas,  the  said  first  party  is  authorized  by  the  aforesaid  laws  to  con- 
struct, maintain,  and  operate  a  railroad  extending  from  the  city  of  Dixon 


842      '  CHICAGO,  BURLINGTON   &   QUIXCY  RAILROAD  COMPANY 

on  the  Eock  River,  in  the  county  of  Lee,  by  way  of  Keithsburg  in  Mer- 
cer County  to  the  city  of  Quincy  on  the  Mississippi  River,  in  said  State 
of  Illinois,  and  has  already  located  that  part  of  its  railroad  between  the 
town  of  Keithsburg  and  a  point  on  the  American  Central  Railroad  about 
three  miles  east  of  the  town  of  New  Boston,  and  is  now  proceeding  with 
the   construction   of   said   part   of   said  railroad. 

And  whereas,  for  the  purpose  of  obtaining  money  necessary  to  proceed 
with  the  construction  of  that  section  of  its  railroad  between  Keithsburg 
and  the  said  point  on  the  American  Central  Railroad,  to  procure  and  pay 
for  the  right  of  way,  and  to  pay  the  contractor  for  labor  and  materials 
in  the  construction  thereof  and  completing  it  ready  for  the  equipment 
and  use,  the  said  party  of  the  first  part  has  executed  its  bonds  in  the 
sum  of  one  thousand  (1,000)  dollars  each,  of  even  date  herewith,  amount- 
ing in  the  aggregate  to  one  hundred  and  fifty  thousand  (150,000)  dollars, 
having  twenty  (20)  years  to  run  to  maturity,  bearing  interest  at  the 
rate  of  eight  (8)  per  cent  per  annum,  payable  semi-annually,  free  from 
government  tax,  with  both  principal  and  interest  payable  in  the  city  of 
Boston,  and  has  secured  the  payment  of  the  same  by  a  deed  of  trust  or 
mortgage  duly  executed  by  it  to  James  F.  Joy,  of  the  city  of  Detroit 
and  State  of  Michigan,  upon  the  aforesaid  railroad  of  said  first  party, 
made  and  to  be  constructed,  its  right  of  way,  road-bed,  superstructure, 
grounds,  buildings,  and  all  other  of  its  property  connected  therewith,  to- 
gether with  the  rights,  privileges,  and  franchises  belonging  thereto  and 
revenues  to  be  derived  therefrom,  which  said  trust  mortgage  bears  even 
date  witli  said  l.onds  and  has  been  duly  recorded  in  the  counties  through 
which   said  railroad  runs. 

Ami  whereas,  the  proceeds  of  said  bonds,  and  other  means  and  resources 
of  said  company,  will  be  sufficient  only  for  the  construction  of  the  road- 
lied  and  superstructure,  and  in  accomplishing  so  much  the  said  first  party 
will  have  exhausted  its  resources,  and  will  be  wholly  unable  to  procure 
the  equipment  or  any  part  thereof  necessary  tor  the  maintenance  and 
operation  of  said  section  of  railroad  between  Keithsburg  and  said  point 
on  the  American  Central  Railroad,  and  in  order  that  the  same  may  when 
completed  be  equipped,  maintained,  and  operated  in  such  manner  as  the 
public  convenience  may  require,  and  means  be  provided  for  the  payment 
of  the  semi-annual  interest  accruing  on  said  first  mortgage  bonds  of 
said  first  party,  and  a  fund  be  created  for  the  annual  purchase  of  said 
bonds  at  the  lowest  price  at  which  proposals  may  be  made,  but  not  above 
par  and  accrued  interest,  it,  the  said  first  party,  has  made  and  executed 
a  contract  of  even  date  herewith  with  James  F.  Joy,  of  the  city  of  De- 
troit and  State  of  Michigan,  in  virtue  of  which,  and  for  the  considera- 
tions therein  expressed,  the  said  Joy  has  agreed  among  other  things, 
either  by  himself  or  his  duly  appointed  agents,  to  take  possession  of 
said  railroad  and  to  equip,  maintain,  and  operate  that  portion  thereof 
between  Keithsburg  and  the  said  point  on  the  American  Central  Rail- 
road, to  pay  the  interest  on  the  bonds  above  mentioned,  or  to  procure 
the  said  Chicago,  Burlington  and  Quincy  Railroad  Company  to  enter  into 
a  contract  with  said  first  party,  in  virtue  of  which  that  company  shall, 


CORPORATE  HISTORY  843 

on  the  completion  of  said  section  of  railroad  between  Keithsburg  and 
said  point  on  the  American  Central  Railroad,  equip,  maintain,  and  operate 
the  same  during  the  continuance  of  said  contract  with  the  said  Joy,  and 
pay  the  semi-annually  accruing  interest  on  said  bonds,  and  also  to  set 
aside  forty  (40)  per  cent  of  the  gross  earnings  on  its  own  road  accruing 
from  the  business  going  to  and  coming  from  the  aforesaid  section  of 
road,  to  be  applied  to  the  purchase  of  said  bonds  annually  at  not  above 
par  and  accrued  interest,  and  also  to  pay  all  taxes  and  assessments  that 
may  be  lawfully  levied  on  said  section  of  railroad,  and  all  damages  that 
may.  be  occasioned  in  the  maintenance  and  operation  of  the  same. 

Avd  whereas,  the  said  second  party,  at  the  solicitation  of  and  in  pursuance 
of  an  agreement  with  said  Joy  to  that  effect,  has  consented  to  make  such 
contract,  and  undertake  the  equipment,  maintenance,  and  operation  of 
said  section  of  railroad. 

Now,  therefore,  this  indenture  witnesseth:  That  the  said  party  of  the 
first  part  hereby  agrees,  in  consideration  of  the  covenants  herein  con- 
tained to  be  kept  and  performed  by  said  second  party  that  upon  the 
completion  of  said  section  of  railroad  of  said  party  extending  from 
Keithsburg  to  said  point  on  the  American  Central  Eailroad,  by  the  said 
James  F.  Joy  and  his  duly  authorized  agents,  and  the  transfer  and  pos- 
session thereof  to  said  second  party  in  accordance  with  the  agreement 
between  said  Joy  and  said  second  party  above  mentioned,  it,  the  said 
party  of  the  second  part,  shall  have  and  continue  to  hold  the  exclusive 
possession,  control,  and  management  of  said  section  of  railroad,  and 
shall  have  and  receive  to  its  own  use  the  earnings  and  revenues  which 
may  accrue  or  be  derived  from  the  aforesaid  section  of  railroad;  and  in 
order  that  the  said  second  party  may  have  every  facility  for  the  equip- 
ment, maintenance,  and  operation  of  said  section  of  railroad,  in  such 
manner  as  the  business  public  may  require,  it,  the  said  first  party,  hereby 
assigns  and  transfers  all  its  rights,  privileges,  and  franchises  in  and  be- 
longing to  the  said  section  of  railroad,  and  requisite  to  its  use  and  main- 
tenance, to  said  second  party,  and  hereby  clothes  this  said  second  party 
with  all  needful  authority,  in  the  name  of  said  first  party  or  otherwise 
as  it  shall  deem  best,  to  exclusively  possess  said  section  of  railroad,  and 
to  equip,  maintain,  and  operate  the  same  during  the  continuance  of  this 
contract,  and  as  fully  to  all  intents  as  the  said  first  party  could  or  might 
do  were  it  to  remain  in  the  possession  thereof. 

And  the  said  second  party,  in  consideration  of  the  premises  and  the 
gains  and  profits  to  be  derived  from  the  aforesaid  section  of  railroad, 
hereby  covenants  and  agrees  to  take  possession  of  the  aforesaid  section 
of  railroad,  property,  and  appurtenances  thereto  belonging,  and  as  soon 
as  the  same  shall  be  completed  and  ready  for  use  to  procure  and  place 
thereon  such  and  such  an  amount  of  rolling  stock  as  may  be  reasonably 
required  in  the  transaction  of  the  business  thereof,  and  will  at  all  times 
keep  the  same  equipped  and  in  good  repair,  and  during  the  continuance 
of  this  contract  will  run,  maintain,  and  operate  the  same  as  a  part  of  its 
own  road  and  in  connection  therewith,  in  such  a  manner  as  will  furnish 
reasonable   accommodations   to   the   travelling   and   business   public,    and 


844         CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

that  it  will  pay  or  cause  to  be  paid  all  taxes  or  assessments  that  may  be 
lawfully  levied,  charged,  or  assessed  on  said  section  of  railroad  or  any 
part  thereof,  and  will  pay  and  discharge  all  damages  and  liabilities  that 
may  be  caused  or  occasioned  by  said  second  party  in  the  maintenance 
and  operation  thereof,  and  save  said  first  party  and  its  successors  harm- 
less therefrom. 

And  the  said  second  party,  for  the  aforesaid  considerations,  further 
agrees  that  it  will  pay  or  cause  to  be  paid  the  semi-annually  accruing 
interest  on  the  aforesaid  one  hundred  and  fifty  thousand  dollars  of  first 
mortgage  bonds  of  said  party  hereinbefore  mentioned,  when  and  where 
the  same  shall  become  due  and  payable  according  to  the  tenor  thereof, 
and  that  it  will  set  aside  forty  (40)  per  cent  of  the  gross  earnings  accru- 
ing from  the  business,  both  freight  and  passenger,  over  its  own  road  or 
any  part  thereof,  coming  from  and  going  to  the  aforesaid  section  of  rail- 
road between  Keithsburg  and  the  said  point  on  the  American  Central 
Railroad,  as  a  fund  to  be  annually  appropriated  each  year  to  the  pur- 
chase of  the  aforesaid  bonds  of  said  first  party  so  long  as  they  can  be 
purchased  at  or  less  than  par  and  accrued  interest,  and  that  it  will  cause 
to  be  kept  a  separate  account  of  all  such  earnings,  and  on  the  first  day  of 
November  in  each  year  will  pay  over  the  amount  thereof  to  the  trustee 
named  in  the  aforesaid  trust  mortgage  securing  said  bonds,  or  his  succes- 
sors, to  be  applied  by  him  or  them  to  the  purchase  of  said  bonds  at  the 
lowest  juice  at  which  proposals  may  be  made  for  them,  but  not  above  par 
and  accrued  interest,  in  the  manner  hereinafter  provided. 

And  it  is  mutually  agreed  by  and  between  the  parties  hereto  that  the 
said  trustee  named  in  the  said  trust  mortgage  shall  in  the  month  of 
November  in  each  year  advertise  for  proposals  for  ten  (10)  successive 
days  in  a  daily  newspaper  for  the  time  being  in  the  city  of  Boston, 
stating  therein  the  time  and  place  when  and  where  and  the  terms  upon 
which  the  said  bonds  will  be  purchased,  for  the  information  of  such  of 
the  holders  of  said  bonds  as  may  wish  to  sell  any  of  the  same  on  the 
terms  contained  in  this  agreement.  If  in  response  to  said  advertisement 
none  of  such  bonds  are  offered  for  sale  on  the  terms  aforesaid,  then  the 
obligation  to  purchase  bonds  for  that  year  and  until  the  time  for  an- 
other advertisement  shall  cease,  and  the  moneys  thus  applicable  to  the 
purchase  of  bonds  for  that  year  shall  be  returned  to  said  second  partv 
or  its  successors;  but  the  fact  that  no  bonds  are  offered  for  sale  on  the 
terms  herein  provided  for  that  year  or  any  one  year  shall  not  in  any 
manner  affect  the  liability  and  obligation  of  said  second  party  to  pur- 
chase said  bonds  on  the  terms  and  in  the  manner  herein  provided  with 
the  amount  which  may  accumulate  from  the  forty  per  cent  of  the  gross 
earnings  for  the  next  or  any  year  thereafter,  and  which  by  the  terms  of 
this  agreement  shall  be  applicable  to  the  purchase  of  said  bonds:  it  being 
the  intention  of  this  agreement  not  to  purchase  said  bonds  at  more  than 
par  and  accrued  interest,  and  when  they  cannot  be  purchased  at  or  less 
than  par  and  accrued  interest,  the  funds  provided  therefor,  not  being  re- 
quired for  that  purpose,  shall  be  returned  to  and  may  be  divided  and 
used  by  said  second  party  like  other  earnings  of  its  road,  year  by  year. 


CORPORATE  HISTORY  845 

It  is  also  mutually  agreed  that  an  abstract  of  this  agreement  relating  to  the 
payment  of  interest  and  to  the  purchase  of  said  bonds  shall  be  printed 
and  attached  to  each  of  them,  and  that  the  provisions  of  this  contract 
shall  only  extend  to  the  one  hundred  and  fifty  thousand  dollars  of  bonds 
hereinbefore  mentioned,  and  to  those  of  them  only  which  shall  have  printed 
and  attached  thereto  the  abstract  above  mentioned. 

And  that  it  shall  be  the  duty  of  said  trustee,  upon  the  purchase  of  said 
bonds  or  any  of  them  as  herein  mentioned,  to  deliver  the  same  to  said 
second  party,  to  be  held,  used,  and  employed  by  it  and  its  successors 
as  its  own  property  and  in  such  manner  as  it  shall  deem  advisable. 

It  is  further  mutually  agreed  that  this  contract  shall  take  effect  and 
be  in  force  for  the  period  of  ninety-nine  (99)  years  from  and  after  the 
date  thereof;  and  that  each  and  every  of  the  stipulations  and  provisions 
of  this  contract  shall  be  binding  upon  the  successors  and  assigns  of  the 
respective  parties  hereto. 

In  witness  whereof,  the  parties  hereto  have  caused  their  respective  cor- 
porate names  to  be  hereto  subscribed  by  their  respective  presidents,  and 
their  respective  corporate  seals  to  be  hereto  affixed  and  attested  by  their 
respective  secretaries,  on  the  day  and  year  first  above  written. 

DIXON  AND  QUINCY  RAILROAD  COMPANY 
[seal]  By  A.  C.  Harding,  President. 

Attest:  F.  Glancey,  Secretary. 

THE  CHICAGO,   BURLINGTON   AND   QUINCYr, 

RAILROAD   COMPANY, 
[seal]  By  J.  F.  Joy,  President. 

Attest :  A.  T.  Hall,  Secretary. 

DEED — June    1,    1899,    The    Dixon    and    Quincy    Railroad    Company    to 
Chicago,  Burlington   &   Quincy  Railroad   Company. 

This  Indenture,  Made  this  first  day  of  June,  A.  D.  1899,  by  and  between 
The  Dixon  and  Quincy  Railroad  Company,  party  of  the  first  part,  and 
the  Chicago,  Burlington  &  Quincy  Railroad  Company,  party  of  the 
second  part,  both  being  corporations  created,  organized,  and  existing 
under  and  by  virtue  of  the  laws  of  the  State  of  Illinois,  Witnesseth:  That, 

Whereas,  The  first  party,  being  thereto  duly  authorized  by  law,  is  the  owner 
of  the  following  described  railroad  in  the  State  of  Illinois,  to-wit: 

Beginning  at  Arpee,  in  Mercer  County,  extending  thence  southerly 
to  Keithsburg,  in  said  county,  a  distance  of  about  six  and  twenty-five 
hundredths  (6.25)  miles;  and, 

Whereas,  The  railroad  of  the  first  party  connects  with  the  railroads  of 
the  second  party,  and  forms  therewith  a  continuous  and  connected  line 
of  railroad;   and, 

Whereas,  The  second  party  is  now  in  possession  of  and  operating  the 
said  above  described  railroad,  in  connection  with  its  own  railroads, 
under  a  lease  for  ninety-nine  (99)  years,  and  has  offered  to  purchase 
the   remaining  interests,  property,   and  franchises  of  the   first  party   in 


846         CHICAGO,   BURLINGTON   &   QTJINCY    RAILROAD   COMPANY 

and  to  said  railroad,  upon  the  terms  and  conditions  hereinafter  stated,  which 
have  been  agreed  to  by  the  directors  of  both  the  said  companies,  and  approved 
by  the  stockholders  owning  and  holding  two-thirds  in  amount  of  the 
capital  stock  of  the  parties  of  the  first  and  second  parts,  in  manner  and 
form  as  required  by  law: 

Now,  Therefore,  This  Indenture  Witnesseth:  That  the  said  party  of  the 
first  part,  for  and  in  consideration  of  five  dollars  to  it  in  hand  paid, 
thf  receipt  of  which  is  hereby  acknowledged,  and  other  good  and  valuable 
considerations,  has  granted,  bargained,  and  sold,  and  by  these  presents 
does  grant,  bargain,  sell  and  convey,  release  assign  and  transfer,  to  the 
said  party  of  the  second  part,  all  and  singular  the  said  above  described 
railroad,  and  all  its  right,  title,  and  interest  therein;  together  with 
all  rights  of  way,  road-bed,  bridges,  and  depot  and  other  lands,  or 
intrust  therein;  and  all  station  houses  and  other  buildings  and  structures 
of  whatever  kind  belonging  thereto;  together  with  all  the  fixtures  and 
appurtenances  appertaining  to  the  said  railroad  or  in  any  manner  con- 
nected therewith;  also  all  rights,  privileges,  and  franchises  of  the  said 
party  of  the  first  part,  in  and  to  the  aforesaid  railroad;  together  with 
all  other  present  and  in  future  to  be  acquired  property,  of  every  kind 
and  description,  belonging  to  the  said  first  party,  except  its  franchise 
to  be  a  corporation. 

To  Han  and  to  Hold,  the  said  railroad  and  lands,  tenements,  rights, 
privileges,  and  franchises,  and  other  property,  above  mentioned  and 
conveyed,  to  the  said  second   party,  its  successors  and  assigns,  forever. 

Ami  the  said  party  of  the  second  part  covenants  and  agrees  with 
the  said  party  of  the  first  part  to  equip  the  said  railroad,  or  cause  the 
same  to  be  equipped,  and  to  maintain  and  operate  the  same  in  such 
manner  as  to  furnish  reasonable  accommodations  to  the  public;  to  pay, 
or  cause  to  be  paid,  all  taxes  and  assessments  that  may  be  lawfully 
levied,  charged,  or  assessed  upon  the  said  railroad  and  property,  or  any 
part  thereof;  and  to  assume  all  contracts,  bonds,  and  other  obligations, 
of  whatsoever  kind,  and  pay  and  discharge  all  debts  and  liabilities,  both 
principal  and  interest,  of  the  said  party  of  the  first  part,  as  they  may 
severally  mature;  and  to  issue  and  deliver  to  the  owners  and  holders  of 
the  capital  stock  of  the  first  party,  one  share  of  its  own  capital  stock 
for  every  fifteen  shares  of  the  capital  stock  of  said  first  party,  upon 
the  surrender  and  transfer  to  it  of  such  shares  of  the  first  party 's 
stock. 

And  to  the  end  that  the  second  party  may  have,  hold,  use,  exercise,  and 
enjoy  the  railroad  and  property  and  franchises  of  the  first  party,  hereby 
conveyed  and  intended  to  be  conveyed,  and  whether  now  existing  or 
hereafter  acquired,  as  fully  as  might  be  done  by  the  first  party,  if  this 
conveyance  had  not  been  made,  the  first  party  agrees  to  execute  from 
time  to  time  any  additional  assignment,  conveyance,  or  assurance,  and 
to  perform  any  act,  which  the  counsel  of  the  second  party  may  advise; 
and,  for  the  purposes  aforesaid,  the  first  party  agrees,  if  the  second 
party  shall  so  desire  and  advise,  that  it  will  keep  up  and  maintain  its 
corporate   existence   and   organization. 


CORPORATE  HISTORY  847 

In  Witness  Whereof,  the  parties  hereto  have  caused  their  corporate  names 
to  be  hereunto  subscribed  by  their  respective  Presidents,  and  their 
corporate  seals  to  be  attached  and  attested  by  their  respective  Secre- 
taries, all  ou  the  day  and  year  first  above  written. 

THE  DIXON  AND  QUINCY  EAILROAD  COMPANY, 

[seal]  By  Chester  M.  Dawes,  President. 

Attest:  H.  W.  Weiss,  Secretary. 

CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY, 
[seal]  By  C.  E.  Perkins,  President. 

Attest:  T.  S.  Howland,  Secretary. 


State  of  Illinois,) 

r  SS 

County  op  Cook.     \ 

Be  it  remembered,  that,  on  this  14  day  of  June,  A.  D.  1899,  before 
me,  a  Notary  Public,  in  and  for  said  County  and  State,  personally 
appeared  C.  M.  Dawes,  President  of  The  Dixon  and  Quincy  Railroad 
Company,  a  corporation  organized  and  existing  under  the  laws  of  the 
State  of  Illinois,  personally  known  to  me  and  to  be  the  same  person 
whose  name  is  subscribed  to,  and  who  executed,  the  foregoing  instrument 
as  such  President,  who,  being  by  me  duly  sworn,  did  say  that  he  is 
President  of  said  The  Dixon  and  Quincy  Railroad  Company;  that  he 
knows  the  corporate  seal  of  said  Company;  that  the  seal  affixed  to  the 
foregoing  instrument  is  the  corporate  seal  of  said  Company;  that  it 
was  affixed  by  order  of  the  Board  of  Directors  of  said  Company;  that 
said  instrument  was  signed  and  sealed  in  behalf  of  said  Company  by 
like  order  as  President  of  said  Company;  that  the  said  C.  M.  Dawes 
acknowledged  said  instrument,  and  that  it  was  the  voluntary  act  and 
deed  of  said  Company,  and  that  he,  as  such  President,  signed,  sealed, 
and  delivered  said  instrument,  as  the  free  and  voluntary  act  and  deed 
of  said  Company,  and  as  his  own  free  and  voluntary  act  and  deed  as 
such  President,  for  the  uses  and  purposes  therein  set  forth. 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  official  seal,  this 
14  day  of  June,  A,  D.  1899. 
[seal]  Herbert  Haase, 

Notary  Public  for  said  County  and  State. 


,\> 


State  of  Iowa, 

>  SS 

County  of  Des  Moines. 

Be  it  remembered,  that,  on  this  13th  day  of  June,  A.  D.  1899,  before 
me,  a  Notary  Public,  in  and  for  said  County  and  State,  personally 
appeared  C.  E.  Perkins,  President  of  the  Chicago,  Burlington  &  Quincy 
Railroad  Company,  a  corporation  organized  and  existing  under  the  laws 
of  the  State  of  Illinois,  personally  known  to  me  and  to  be  the  same  person 
whose  name  is  subscribed  to,  and  who  executed,  the  foregoing  instrument 
as  such  President,  who,  being  by  me  duly  sworn,  did  say  that  he  is 
President  of  the  said  Chicago,  Burlington  &  Quincy  Railroad  Company; 


848  CHICAGO,   BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

that  he  knows  the  corporate  seal  of  said  Company;  that  the  seal  affixed 
to  the  foregoing  instrument  is  the  corporate  seal  of  said  Company;  that 
it  was  affixed  by  order  of  the  Board  of  Directors  of  said  Company;  that 
said  instrument  was  signed  and  sealed  in  behalf  of  said  Company  by  like 
order  as  President  of  said  Company;  that  the  said  C.  E.  Perkins 
acknowledged  s:i  i <1  instrument,  and  that  it  was  the  voluntary  act  and 
deed  of  said  Company,  and  that  he,  as  such  President,  signed,  sealed,  and 
delivered  said  instrument,  as  the  free  and  voluntary  act  and  deed  of 
said  Company,  and  as  his  own  free  and  voluntary  act  and  deed  as  such 
President,   for   the   uses   and   purposes   therein   set   forth. 

7/i.  Witness  Whereof,  I  have  hereunto  set  my  hand  and  official  seal,  this 
13th   day  of  June,  A.  D.   1899. 
[SEAL]  W.  F.  McFARLAND, 

Notary  Public  for  said  County  and  State. 

Recorded  in  Mercer  County  Illinois  June  21,  1899  Book  66  Page  443 

TRUST  MORTGAGE,  November  1,  1870,  The  Dixon  and  Quincy  Eailroad 
Company  to  James   F.   Joy,  Trustee. 

This  Indenture,  Made  this  First  (1st)  day  of  November,  in  the  Year  of 
Our  Lord  One  Thousand  Eight  Hundred  and  Seventy  (1870),  by  and 
between  the  "Dixon  and  Quincy  Railroad  Company,"  a  corporation  duly 
organized  under  and  in  accordance  with  the  laws  of  the  State  of  Illinois, 
party  of  the  first  part,  and  James  F.  Joy,  of  the  city  of  Detroit  and  State 
of  Michigan,  party  of  the  second  part  ; 

Wit  in  ssrlli :  That  whereas,  the  "Dixon  and  Quincy  Railroad  Company," 
pursuant  to  the  terms  of  the  statutes  and  acts  of  the  Legislature  of  said 
State  of  Illinois,  and  of  the  organization  of  said  Company,  under  and  in 
accordance  therewith,  is  authorized  to  construct  a  railroad  from  the  city 
of  Dixon,  on  the  Rock  River  in  the  county  of  Lee,  by  way  of  Keithsburg, 
to  Quincy  on  the  Mississippi  River,  in  said  State  of  Illinois,  and 

Whereas,  The  said  "Dixon  and  Quincy  Railroad  Company"  is  desirous 
of  borrowing  money,  to  an  amount  not  exceding  One  Hundred  and  Fifty 
Thousand  (150,000)  Dollars,  to  aid  in  the  construction  of  that  part  of  its 
said  railroad  extending  from  a  point  on  the  American  Central  Railroad 
about  three  miles  east  of  the  town  of  New  Boston,  to  the  town  of  Keiths- 
burg. in  the  county  of  Mercer  in  the  State  of  Illinois,  and  to  be  applied 
to  the  purchase  and  transportation  of  iron  and  in  payment  of  the  con- 
tractors for  constructing  and  furnishing  materials  for  the  said  portion  of 
said  railroad,  and  other  purposes  connected  with  the  construction  of  the 
same,  and  has  resolved  to  execute  the  Bonds  of  said  Company  therefor  as 
follows,  to  wit:  One  hundred  and  fifty  (150)  Bonds,  in  sums  of  One  Thou- 
sand (1,000)  Dollars  each,  bearing  date  the  first  (1st)  day  of  November, 
A.  D.  Eighteen  Hundred  and  Seventy  (1870),  having  Twenty  (20)  Years 
to  run  to  maturity,  bearing  interest  at  the  rate  of  Eight  (8)  per  cent, 
per  annum,  free  of  Government  tax,  and  payable  semi-annually,  on  the 
first  days  of  May  and  November  in  each  year,  at  the  office  of  the  Chicago, 
Burlington  and  Quincy  Railroad  Company  in  the  city  of  Boston,   Massa- 


CORPORATE  HISTORY  849 

chusetts,  where  both  principal  and  interest  of  said  Bonds  are  made  pay- 
able, or  at  such  other  place  as  it  may  designate  for  that  purpose;  and  has 
resolved  to  secure  the  punctual  payment  of  said  Bonds,  both  principal  and 
interest,  by  a  Mortgage  or  Deed  of  Trust  of  its  said  railroad,  extending 
from  Dixon  to  Quincy  aforesaid,  and  all  of  its  corporate  property  and 
franchises  of  every  nature  and  kind  connected  therewith,  to  the  said  party 
of  the  second  part,  Trustee  and  Mortgagee,  for  the  benefit  of  the  holders 
of  said  Bonds;  all  of  which  said  Bonds  are  to  bear  the  same  date,  and 
are  to  stand  equally  secured  by  this  Deed  of  Trust,  and  are  to  be  duly 
stamped  with  the  revenue  stamps  required  by  law,  and  are  to  be  numbered 
consecutively  from  number  one  (1)  to  one  hundred  and  fifty  (150)  both, 
inclusive,  each  of  which  said  Bonds  is  to  be  authenticated  by  a  certificate 
signed  by  the  Trustee  named  in  this  Deed  of  Trust. 

Now,  therefore,  this  Indenture  Witnesseth,  That  the  said  "Dixon  and 
Quincy  Railroad  Company,"  in  order  to  secure  the  payment  of  its  said 
Bonds  and  the  interest  thereon,  and  in  consideration  of  the  sum  of  Five 
(5)  Dollars  to  it  in  hand  paid  by  said  second  party,  at  the  ensealing  and 
delivery  of  these  presents,  the  receipt  of  which  is  hereby  acknowledged,  has 
granted,  bargained,  sold,  transferred  and  conveyed,  and  by  these  presents 
doth  grant,  bargain,  sell,  transfer  and  convey  to  said  party  of  the  second 
part,  his  successors  in  said  trust  and  assigns,  all  the  following  and  all 
the  above  described  property,  to  wit:  All  the  present  and  in  future  to  be 
acquired  property  of  said  ' '  Dixon  and  Quincy  Railroad  Company ' '  relating 
to  said  railroad,  and  all  the  right,  title,  interest  and  equity  of  redemption 
therein,  that  is  to  say :  All  the  railroad  of  said  first  party  now  made,  and  to 
be  constructed,  extending  from  the  city  of  Dixon  on  Rock  River,  in  the 
county  of  Lee,  by  way  of  Keithsburg,  to  Quincy  on  the  Mississippi  River, 
including  the  right  of  way  therefor,  road-bed,  superstructure,  iron,  ties, 
chairs,  splices,  bolts,  nuts,  spikes,  and  all  lands  and  depot  grounds,  station- 
houses,  depots,  viaducts,  bridges,  timber  and  materials,  and  property  pur- 
chased or  to  be  purchased  for  the  construction  and  completion  of  said  rail- 
road, and  all  the  engines,  tenders,  cars  and  machinery,  and  all  kinds  of 
rolling  stock  now  owned  or  hereafter  to  be  purchased  by  said  first  party 
for  and  to  be  used  upon  said  railroad,  all  the  revenues  and  income  of  said 
railroad,  and  all  the  franchises,  rights  and  privileges  of  said  first  party 
relating  thereto,  and  property  acquired  by  virtue  thereof,  now  in  possession 
or  hereafter  to  be  acquired,  including  all  machine-shops,  tools,  implements, 
and  personal  property  used  thereon  or  along  the  line  of  said  railroad. 

To  have  and  to  hold  The  said  railroad  and  property,  and  all  and  singular, 
the  said  premises  and  every  part  thereof,  with  the  appurtenances,  unto  the 
said  party  of  the  second  part,  his  successors  in  said  trust  and  assigns.  But 
upon  the  following  express  trust,  that  is  to  say: 

The  said  party  of  the  second  part,  in  order  that  the  security  hereby 
created  may  be  complete  and  absolute,  shall  have  and  is  hereby  invested 
with  the  immediate  possession  of  said  railroad  premises  and  property,  and 
the  rights,  privileges  and  franchises  hereby  conveyed  and  intended  to  be 
conveyed,  and  until  the  final  payment  of  said  Bonds  and  each  and  every 
renewal  thereof,  the  said  party  of  the  second  part,  his  successors  in  said 


850         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

trust  and  assigns,  shall  have  and  exercise  all  the  rights,  powers  and  privi- 
leges of  a  mortgagee  in  possession  and  during  the  construction  of  said 
railroad  or  any  part  thereof,  the  possession  of  the  contractors  for  the  pur- 
poses of  construction  shall  be  deemed  and  taken  to  be  the  possession  of 
said  party  of  the  second  part,  his  successors  in  said  trust  and  assigns;  and 
the  said  party  of  the  second  part,  his  successors  in  said  trust  and  assigns, 
is  hereby  fully  authorized  and  empowered  to  possess,  maintain,  and  operate 
the  said  railroad  premises  and  property  hereby  conveyed,  or  any  part  there- 
of, by  himself,  or  by  his  agents  or  attorneys  by  him  duly  constituted  or 
appointed;  and  when  the  track  and  superstructure  of  any  part  of  said 
railroad  shall  have  been  completed,  in  case  the  said  first  party  neglects  to 
equip  or  cause  the  same  to  be  equipped,  the  said  second  party,  his  successors 
in  said  trust  and  assigns,  shall  have  power  and  authority  to  place  thereon 
the  necessary  rolling  stock,  and  to  maintain  and  operate  said  part  of  said 
railroad  by  himself  or  by  his  duly  authorized  agents,  or  he  may  procure 
any  other  party  or  parties,  individual  or  corporate,  to  equip,  maintain  and 
operate  the  same,  and  for  that  purpose  he  is  hereby  fully  invested  with 
all  requisite  authority  and  power  to  make  such  arrangements,  contracts  and 
agreements  in  his  own  name,  or  in  the  corporate  name  and  under  the  cor- 
porate seal  of  said  first  party,  for  such  time  and  on  such  terms  and  con- 
ditions as  to  him  shall  seem  proper,  and  also  to  do  and  perform  all  such 
other  acts  and  things  in  the  premises  as  may  be  necessary  or  convenient 
in  executing  the  trust  hereby  created  ;  and  it  shall  lie  the  duty  of  said  second 
party,  his  successors  in  said  trust  and  assigns,  by  himself  or  by  his  aforesaid 
individual  or  corporate  agents,  to  enter  upon  and  take  possession  of  said 
railroad,  between  the  American  Central  Railroad  and  Keithsburg,  aforesaid, 
(that  being  the  only  part  of  said  railroad  now  in  process  of  construction 
or  soon  to  be  completed),  and  its  appurtenances  ami  the  property  thereto 
belonging  and  proper  for  its  use,  and  to  make,  from  time  to  time,  all  need- 
ful repairs,  alterations  and  additions  thereto,  and  after  deducting  the  ex- 
penses of  such  repairs,  alterations  and  additions,  and  the  cost  of  maintain- 
ing said  part  of  said  railroad,  including  all  necessary  and  reasonable  charges 
and  expenses,  to  apply,  from  time  to  time,  the  proceeds  of  the  same  to  the 
payment,  pro  rata,  of  the  interest  as  it  shall  become  due  and  payable  on 
said  Bonds,  and  to  the  payment  of  the  principal  thereof  at  maturity;  and 
in  case  the  said  proceeds  shall  not  lie  sufficient  to  pay  the  several  install- 
ments of  interest  on,  and  the  principal  of  said  Bonds,  as  they  shall  severally 
become  due  and  payable,  and  the  said  first  party,  its  successors  and  assigns, 
shall  fail  or  neglect  to  pay  such  deficiency,  or  any  part  thereof,  at  the 
time  when,  and  the  place  where  the  same  shall  become  due  and  payable, 
according  to  the  tenor  and  effect  of  said  Bonds  and  coupons  thereto  at- 
tached, and  for  thirty  (30)  days  thereafter,  then,  and  in  that  case,  each 
and  every  of  said  Bonds  shall  thereupon,  at  the  option  of  the  respective 
holders  thereof,  become  immediately  due  and  payable,  and  the  said  party 
of  the  second  part,  his  successors  in  said  trust  and  assigns,  at  his  discretion 
may,  and  on  the  written  request  of  the  holders  of  one-tenth  of  said  bonds 
then  unpaid,  shall  cause  the  said  railroad,  premises  and  property,  or  so  much 
thereof  as  may  be  necessary  to  pay  and  discharge  the  principal  and  interest 


CORPORATE  HISTORY  851 

of  all  such,  of  said  bonds  as  may  be  then  unpaid,  together  with  the  expenses 
of  said  sale,  to  be  sold  at  public  auction  in  the  City  of  Chicago,  in  said 
State  of  Illinois,  after  giving  thirty  (30)  days'  notice  of  the  time  and 
place  and  terms  of  such  sale  by  publishing  the  same  in  one  of  the  principal 
newspapers  for  the  time  being  in  each  of  the  cities  of  Boston  and  Chicago, 
and  upon  such  sale  to  execute  to  the  purchaser  or  purchasers  thereof,  good 
and  sufficient  deed  or  deeds  of  conveyance  in  fee  simple  for  the  same,  which 
shall  be  a  bar  against  the  said  ' '  Dixon  and  Quincy  Railroad  Company, ' ' 
party  of  the  first  part,  its  successors  and  assigns,  and  all  persons  claiming 
under  it  or  them,  of  all  right,  interest  or  claim  in  or  to  the  said  premises 
and  property,  or  any  part  thereof.  And  the  said  Trustee  shall,  after  de- 
ducting from  the  proceeds  of  said  sale  the  cost  and  expense  thereof,  and 
of  managing  the  said  property,  and  enough  to  indemnify  and  save  himself 
harmless  from  all  liabilities  arising  from  this  trust,  apply  so  much  of  the 
proceeds  of  said  property  as  may  be  necessary  to  the  payment  of  the  prin- 
cipal of  said  Bonds  remaining  unpaid,  whether  the  same  be  then  due  and 
payable  or  otherwise,  and  shall  restore  the  residue  thereof  to  said  first 
party,  its  successors  and  assigns.  It  being  expressly  understood  and 
agreed  that  in  no  case  shall  any  claim  be  made  or  advantage  taken  of 
valuation,  appraisement,  redemption  or  extension  laws  by  said  first  party, 
its  successors  or  assigns,  or  any  injunction  or  stay  of  proceedings  be  had, 
or  any  process  be  obtained  or  applied  for  by  it  or  them,  to  prevent  such 
entry,  sale  and  conveyance  as  aforesaid. 

It  is  hereby  mutually  agreed  that  the  said  party  of  the  second  part,  his 
successors  in  said  trust  and  assigns,  may  and  is  hereby  authorized,  in  case 
he  or  they  shall  at  any  time  deem  it  for  the  interests  of  the  holders  of 
said  Bonds  hereby  secured,  to  restore  the  possession  of  said  railroad  to 
said  party  of  the  first  part,  its  successors  and  assigns,  or  to  transfer  the 
possession  thereof,  together  with  the  equipment  that  may  be  placed  thereon 
and  other  property  connected  therewith,  to  any  assignees  or  other  parties 
authorized  by  said  first  party  to  receive  and  hold  possession  of  the  same, 
at  all  times  retaining,  nevertheless,  the  right  and  authority  to  again  take 
possession  and  fully  to  repossess  himself  or  themselves  of  the  same,  upon 
any  default  in  the  payment  of  the  principal  and  interest  of  the  Bonds 
hereby  secured,  or  any  part  thereof  as  they  shall  severally  become  due  and 
payable,  or  for  any  other  violation  on  the  part  of  said  first  party,  its  suc- 
cessors and  assigns,  of  any  of  the  covenants  and  agreements  therein  con- 
tained. 

It  is  also  mutually  agreed  and  understood  that  the  proceeds  of  said  Bonds 
of  said  first  party  shall  be  applied  to  the  construction  and  completion  of 
that  part  of  said  railroad  lying  between  the  American  Central  Eailroad 
and  Keithsburg  aforesaid,  and  not  elsewhere,  nor  for  any  other  purpose 
whatsoever. 

It  is  further  mutually  agreed  that  at  the  maturity  of  said  Bonds,  and 
at  the  maturity  of  any  other  Bonds  that  may  be  issued  under  this  mort- 
gage, they  and  every  of  them  may  be  paid  and  taken  up  by  substitution, 
issue  and  sale  in  place  thereof  of  other  Bonds  of  said  first  party  of  like 
character  and  bearing  the  same  rate  of  interest,  and  all  such  issues  and 


852         CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD   COMPANY 

successive  issues  of  Bonds  shall  be  countersigned  by  the  said  Trustee 
named  herein,  his  successors  in  said  trust  or  assigns,  but  the  aggregate 
amount  at  any  one  time  outstanding  shall  not  exceed  the  sum  of  One  Hun- 
dred and  Fifty  Thousand  (150,000)  Dollars.  And  the  said  party  of  the 
second  part,  his  successors  in  said  trust  and  assigns,  is  hereby  fully  author- 
ized and  empowered,  at  the  maturity  of  said  Bonds,  and  at  the  maturity 
of  each  successive  issue  of  said  Bonds  under  this  instrument  as  herein 
contemplated,  to  make,  execute  and  deliver,  or  cause  to  be  made,  executed 
and  delivered,  from  time  to  time,  in  due  form  of  law,  and  under  the  seal 
and  in  the  name  of  said  first  party,  or  otherwise,  as  they  shall  deem  best, 
new  Bonds  of  like  character  as  those  herein  described,  bearing  the  same 
rate  of  interest,  and  to  countersign  and  make  sale  of  the  same  in  the 
market  for  the  purpose  of  paving  and  taking  up  the  aforesaid  first  men- 
tioned Bonds,  and  each  and  every  successive  issue  of  Bonds  that  may  be 
made,  issued  and  substituted  in  place  thereof,  and  all  such  Bonds  as  may 
be  thus  substituted  and  issued,  whether  in  one  or  successive  issues,  shall 
be  deemed  and  taken  to  be  secured  by  this  Indenture  of  Trust  in  the  same 
manner  and  to  the  same  extent  as  are  the  Bonds  of  said  first  party  herein 
first  described :  Provided,  that  no  Bonds  shall  be  substituted  or  issued 
under  the  provisions  of  this  instrument  maturing  later  than  the  first  day 
of  November,  A.  D,  Nineteen  Hundred  and  sixty  nine  (1969). 

It  is  hereby  expressly  understood  and  agreed  that  the  "Dixon  and  Quin- 
ey  Railroad  Company,"  for  itself,  its  successors  and  assigns,  shall  execute 
and  deliver  any  further  reasonable  and  necessary  conveyance  of  said  prem- 
ises, or  any  part  thereof,  to  said  party  of  the  second  part,  his  successors 
in  said  trust  and  assigns,  which  counsel  may  advise,  for  more  fully  con- 
veying the  said  premises  and  carrying  into  effect  the  objects  and  purposes 
of  these  presents,  and  causing  them  to  embrace  the  property  and  effects 
so  conveyed  or  intended  to  lie  conveyed. 

It  is  further  mutually  agreed,  that  upon  the  payment  of  the  principal 
and  interest  of  said  bonds  the  estate  hereby  granted  to  said  second  party 
shall  be  void,  and  the  right  to  the  premises  and  property  hereby  conveyed 
shall  revert  to  and  revest  in  said  party  of  the  first  part,  its  successors  and 
assigns,  without  any  acknowledgement  of  satisfaction,  conveyance,  re-entry 
or  other  act  and  that  the  said  second  party,  his  successors  in  said  trust  and 
assigns,  having  used  reasonable  care,  shall  not  be  liable  for  the  mismanage- 
ment or  want  of  proper  management  of  said  railroad  and  property,  or  any 
part  thereof,  and  shall  only  be'  accountable  for  reasonable  diligence  in  the 
management  of  said  trust,  and  shall  not  be  responsible  for  any  agent  em- 
ployed by  him  when  such  agent  shall  have  been  employed  with  reasonable  pre- 
caution; and  that  the  said  party  of  the  second  part,  his  successors  in  said 
trust  and  assigns,  shall  be  entitled  to  reasonable  compensation  for  his  services 
in  the  management  of  said  trust. 

And  it  is  hereby  further  understood  and  agreed,  that  in  case  of  the 
death,  or  resignation,  or  mental  inability  of  said  trustee  to  act  in  the 
matter  of  said  trust,  all  his  right,  estate,  interest,  power  and  control  in 
the  premises  shall  be  divested,  cease  and  determine,  and  the  said  party  of 
the  first  part,  or  its  successors  and  assigns,  and  a  majority  of  the  holders 


CORPORATE  HISTORY  853 

of  said  Bonds  may  mutually  agree  upon  a  new  Trustee  or  Trustees  to 
supply  such  vacancy,  or,  failing  so  to  agree,  the  said  party  of  the  first 
part,  its  successors  and  assigns  may,  or,  in  case  of  its  or  their  failure  to 
take  proceedings  therefore  for  thirty  (30)  days,  the  holders  of  a  majority 
af  said  Bonds  may  apply  to  any  Court  in  the  State  of  Illinois  having 
jurisdiction  of  the  premises,  to  appoint  some  proper  person  or  persons  to 
act  as  Trustee  or  Trustees  herein;  and  such  new  Trustee  or  Trustees,  when 
appointed,  shall  become  vested,  for  the  purposes  aforesaid,  with  all  the 
right,  interest  and  power  requisite  to  enable  him  or  them  to  execute  the 
purposes  of  this  trust,  without  any  further  or  other  authority,  release  or 
conveyance  of  the  same.  But,  should  it  be  desirable  or  necessary,  the  said 
parties  hereto  shall  each  execute  and  deliver  such  release  and  conveyance  as 
counsel,  learned  in  the  law,  may  advise. 

And  the  said  ' '  Dixon  and  Quincy  Railroad  Company ' '  further  covenants 
and  agrees  that  all  the  moneys  realized  from  the  sale  of  said  One  Hundred 
and  Fifty  Thousand  ($150,000)  Dollars  of  Bonds  herein  first  mentioned, 
which  are  secured  by  this  Deed  of  Trust,  shall  be  faithfully  applied  to  the 
construction  and  completion  of  said  section  of  railroad  and  its  appurte- 
nances, between  Keithsburg  and  said  point  on  the  said  American  Central 
Eailroad,  and  not  elsewhere,  and  for  no  other  purpose  whatsoever. 

And  the  said  party  of  the  second  part  hereby  accepts  the  trust  created 
by  these  presents. 

In  witness  whereof,  The  said  ' '  Dixon  and  Quincy  Bailroad  Company ' ' 
has  caused  its  Corporate  Seal  to  be  hereto  affixed,  attested  by  its  Secretary, 
and  its  corporate  name  to  be  hereunto  subscribed  by  its  President;  and  the 
said  party  of  the  second  part  has  signed  and  sealed  the  same,  all  on  the 
day  and  year  first  above  written. 

Dixon  &  Quincy  Rail  Road  Company, 
[seal]  By  A.  C.  Harding,  President. 

Attest 

T.  Glancey,  Secy. 

State  of  Illinois,! 
County  of  Cook     Lss. 
City  of  Chicago.  J 

Be  it  remembered,  that  on  this  nineteenth  day  of  November  A.  D.  1870, 
before  me,  a  Notary  Public,  residing  in  the  City  of  Chicago  in  the  County 
of  Cook  and  State  of  Illinois,  duly  appointed  by  the  Governor  of  said 
State  of  Illinois,  to  take  acknowledgements,  and  proofs  of  deeds  and  other 
instruments  in  writing,  under  seal,  to  be  used  and  required  in  said  State  of 
Illinois,  personally  came  A.  C.  Harding,  President  of  the  "Dixon  and 
Quincy  Railroad  Company, ' '  who  is  known  to  me  to  be  the  person  whose 
name  is  signed  to  the  foregoing  deed  of  conveyance,  and  who,  being  by 
me  duly  sworn,  deposes  and  says:  That  he  resides  in  the  City  of  Monmouth, 
and  County  of  Warren  and  State  of  Illinois;  that  he  is  President  of  the 
' '  Dixon  and  Quincy  Railroad  Company, ' '  that  he  knows  the  Corporate 
Seal  of  said  Company ;  that  the  Seal  affixed  to  the  foregoing  conveyance 
is  the  Corporate  Seal  of  said  Company;  that  it  was  affixed  thereto  by  au- 


854         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

thority  and  direction  of  the  Board  of  Directors  of  said  Company ;  and  that 
he  signed  the  corporate  name  of  said  Company  to  the  foregoing  conveyance, 
by  like  authority  of  said  Board  of  Directors,  as  President  of  said  Company, 
and  acknowledged  that  he  executed  and  delivered  the  said  deed  as  his  free 
and  voluntary  act,  for  the  uses  and  purposes  therein  set  forth;  and  that 
the  said  Company  also  executed  the  said  conveyance,  as  its  free  and  volun- 
tary act,  for  the  uses  and  purposes  in  said  conveyance  mentioned. 

In  witness  whereof,  I  have  hereunto  set  my  hand  and  official  Seal  this 
nineteenth  day  of  November  A.  D.  1870. 
[seal]  W.  F.  Whitehouse, 

Notary  Public. 

RECORDED  IN  ILLINOIS 

Cmnity                                                        Date                       Book  Page 

Whiteside                             November  23,  1870                 54  234 

MERCER                                     November  23,  1870                    I  396 

Hancock                                November  23,  1870                 20  381 

Henderson-                            November  23,  1870                   4  219 

AGREEMENT,  April    18,    1905,   as   to   Successors    in   Trust   in    re   Trust 
Mortgage  of  November  1,  1870. 

This  Agreement,  made  this  eighteenth  day  of  April  A.  D.  1905,  by  and 
between  the  Dixon  &  Quincy  Railroad  Company,  a  corporation  organized 
and  existing  under  and  by  virtue  of  the  laws  of  the  State  of  Illinois,  party 
of  the  first  part,  and  the  Chicago,  Burlington  &  Quincy  Railroad  Company, 
party  of  the  second  part,  Witnesseth: 

Whereas,  on  the  first  day  of  November,  1870,  the  party  of  the  first  part, 
in  order  to  obtain  funds  for  the  construction  of  its  railroad  extending  from 
a  point  about  three  miles  east  from  the  town  of  New  Boston  to  the  town 
of  Keith8burg,  in  the  State  of  Illinois,  conveyed  to  James  F.  Joy,  Trustee, 
and  his  successors  in  trust, 

"All  the  present  and  future  to  be  acquired  property  of  the  said  Dixon 
&  Quincy  Railroad  Company  relating  to  said  railroad,  and  all  the  right, 
title,  interest  and  equity  of  redemption  therein,  that  is  to  say,  all  of  the 
railroad  of  said  first  party  (Dixon  &  Quincy  Railroad  Company)  now  made 
and  to  be  constructed,  extending  from  the  city  of  Dixon,  on  Rock  River, 
in  the  County  of  Lee  by  way  of  Keithsburg  to  Quincy,  on  the  Mississippi 
River,  including  the  right  of  way  therefor,  road  bed,  superstructure,  iron, 
ties,  chairs,  splices,  bolts,  nuts,  spikes,  and  all  lands  and  depot  grounds, 
station  houses,  depots,  viaducts  bridges,  timber  and  material  and  property 
purchased  or  to  be  purchased  for  the  construction  and  completion  of  said 
railroad,  and  all  the  engines,  tenders,  cars  and  machinery  and  all  kinds  of 
rolling  stock  now  owned  or  hereafter  to  be  purchased  by  said  first  party, 
for  and  to  be  used  upon  said  railroad,  all  the  revenues  and  income  of  said 
railroad,  and  all  the  franchises,  rights  and  privileges  of  said  first  party 
(Dixon  &  Quincy  Railroad  Company)  relating  thereto,  and  property  ac- 
quired by  virtue  thereof,  now  in  possession  or  hereafter  to  be  acquired, 


CORPORATE  HISTORY  855 

including  all  machine  shops,  tools,  implements,  and  personal  property  used 
thereon  or  along  the  line  of  said  railroad," 

in  trust  nevertheless  to  secure  the  payment  of  an  issue  of  bonds  for  the 
total  sum  of  one  hundred  and  fifty  thousand  dollars  ($150,000),  which 
trust  deed  was  acknowledged  on  the  19th  day  of  November,  1870,  and 
recorded  as  follows;  in  the  Eecorder's  office  of  Whiteside  County,  on 
November  23rd,  1870,  in  Book  54,  page  234;  in  the  Recorder's  office  of 
Mercer  County,  on  November  23rd,  1870,  in  Book  I  of  Real  Estate  Mort- 
gages, on  pages  396  to  401  inclusive;  in  the  Recorder's  office  of  Henderson 
County  on  November  23rd,  1870,  in  Volume  4  of  Mortgages  on  pages  219  to 

225  inclusive;  and  in  the  Recorder's  office  of County,  on  November 

23rd,  1870,  in  Book  20  of  Mortgages,  at  pages  381  to  387  inclusive. 

And  Whereas  said  trust  was  accepted  by  the  said  James  F.  Joy,  and 
the  said  James  F.  Joy  acted  as  trustee  thereunder  until  September  24th, 
1896,  when  he  died; 

And  Whereas,  the  said  trust  is  still  in  esse  and  unexecuted  but  cannot 
be  administered  for  want  of  a  trustee, 

And  Whereas,  it  is  provided  in  and  by  said  trust  deed  that 

' '  In  case  of  the  death  of,  resignation  or  mental  inability  of  said  trustee 
to  act  in  the  matter  of  said  trust,  all  his  right,  estate,  interest,  power  and 
control  in  the  premises  shall  be  divested,  cease  and  determine,  and  the  said 
party  of  the  first  part  (Dixon  6k  Quincy  Railroad  Company)  or  its  succes- 
sors and  assigns,  and  the  majority  of  the  holders  of  said  bonds,  may 
mutually  agree  upon  a  new  trustee  or  trustees  to  supply  said  vacancy  *  *  * 
and  such  new  trustee  or  trustees  when  appointed  shall  become  vested  for 
the  purposes  aforesaid  with  all  the  right,  interest  and  power  requisite  to 
enable  him  or  them  to  execute  the  purposes  of  this  trust,  without  any 
further  or  other  authority,  release  or  conveyance  of  the  same. ' ' 

And  Whereas  the  party  of  the  second  part  is  the  holder  and  owner  of 
a  majority  of  said  bonds,  to  wit,  all  of  said  bonds, 

Now,  Therefore,  in  consideration  of  the  premises,  and  of  one  dollars  and 
of  other  good  and  valuable  considerations  the  receipt  whereof  is  hereby 
acknowledged,  it  is  hereby  agreed  that  C.  I.  Sturgis,  of  Chicago,  Illinois, 
be  and  he  is  hereby  appointed  trustee  in  the  place  and  stead  of  James  F. 
Joy,  deceased,  with  all  the  right,  interest  and  power  held  and  enjoyed  by 
the  said  James  F.  Joy  under  said  trust  deed. 

In  Witness  Whereof  the  parties  hereto  have  caused  this  instrument  to  be 
executed  the  day  and  year  first  above  written. 

[seal]  Dixon  &  Quincy  Railroad  Company, 

By  Chester  M.  Dawes,  Its  President. 

[seal]  Chicago,  Burlington  &  Quincy  Railroad  Company, 

By  T.  S.  Howland,  Its  Vice  President. 

I  hereby  accept  the  appointment  as  trustee  in  the  place  of  James  F. 
Joy,  deceased,  under  the  aforesaid  trust  deed. 

C.  I.  Sturgis. 


856         CHICAGO,   BURLINGTON   &   QUINCY   RAILROAD  COMPANY 

EECOEDED  IX  ILLINOIS 

County                                        Dati                                       Book  Page 

Henderson  April  20,  1905  53  246 

Merceb  April  2.".,  1905  86  117 

Whiteside                         May  12,  1905  181  136 

Henry                                May   is.   1905  232  454 

Lee                                     May  215,  1905  K  238 

Adams  June     3,   1905  91  341 

Hancock  July  20,  1905  4  139 

RELEASE,  July  18,  1906,  C.  I.  Sturgis,  Successor  in  Trust  to  The  Dixon 
and  Quincy  Railroad  Company. 

I\  :<<ir  all  mm  by  these  presents:  That  I,  C  I.  Sturgis,  of  Chicago,  Illi- 
nois, duly  appointed  and  qualified  as  successor  in  trust  to  James  F.  Joy, 
Trustee,  in  accordance  with  the  terms  and  conditions  of  the  Trust  deed 
hereinafter  referred  to,  for  and  in  consideration  of  One  Dollar  and  other 
good  and  valuable  considerations,  the  receipt  of  which  is  hereby  acknowl- 
edged, do  hereby  grant,  remise,  release,  convey  and  quit-claim  unto  the  Dixon 
&  Quincy  Railroad  Company,  a  corporation  organized  and  existing  under 
the  laws  of  the  State  of  Illinois,  all  the  right,  title  and  interest  of  every  na- 
ture and  description  whatsoever  which  1  may  have  acquired  in,  to  or  by  a 
certain  Trust  Deed  dated  November  1.  1*>7<>,  and  recorded  as  follows:  In 
the  Recorder's  Office  of  Whiteside  County.  Illinois,  November  23,  1870,  in 
book  "it.  Page  234;  in  the  Recorder's  Office  of  Mercer  County,  Illinois, 
November  2:i,  1870,  in  Book  1  of  Real  Estate  Mortgages,  en  pages  396  to 
401  inclusive;  in  the  Recorder's  Office  of  Henderson  County,  November  23, 
1870,  in  Book  4  of  Mortgages,  pages  219  to  225  inclusive;  in  the  Recorder's 
Office  of  Hancock  County,  Illinois,  November  23,  1870,  in  Book  20  of  Mort- 
gages,  at  pages  381  to  3s7  inclusive;  in  the  Recorder's  Office  of  Henry 
County.  Illinois,  December  1,  1870,  in  Book  100,  at  page  616;  in  the  Record- 
er's Office  of  1 County,  Illinois.  November  22,   L870,  in   Hook  "O",  at 

pac/e  613;  in  the  Recorder's  Office  of  Adams  County,   Illinois,  in  Book  VI, 
at  page  231;  to  the  premises  therein  described,  to  wit : 

All  the  present  and  in  the  future  to  be  acquired  property  of  said  Dixon 
&  Quincy  Railroad  Company  relating  to  said  railroad,  and  all  the  right, 
title,  interest  and  equity  of  redemption  therein,  that  is  to  say:  All  the  rail- 
road of  said  first  party  now  made  and  to  be  constructed,  extending  from  the 
City  of  Dixon  en  Rock  River,  in  the  Count}'  of  Lee,  by  way  of  Keithsburg, 
to  Quincy  on  the  Mississippi  River,  including  the  right  of  way  therefor,  road- 
bed, superstructure,  iron,  ties,  chairs,  splices,  bolts,  nuts,  spikes  and  all  lands 
ami  depot  grounds,  station  houses,  depots,  viaducts,  bridges,  timber  and  ma- 
terials, and  property  purchased  or  to  be  purchased  for  the  construction  and 
completion  of  said  railroad,  and  all  the  engines,  tenders,  cars  and  machin- 
ery, and  all  kinds  of  rolling  stock  now  owned  or  hereafter  to  be  purchased 
by  said  first  party  for  and  to  be  used  upon  said  railroad,  all  the  revenues  and 
income  of  said  railroad,  and  all  the  franchises,  rights  and  privileges  of  said 
first  party  relating  thereto,  and  property  acquired  by  virtue  thereof,  now 


CORPORATE  HISTORY 


857 


in  possession  or  hereafter  to  be  acquired,  including  all  machine  shops,  tools, 
implements  and  personal  property  used  thereon  or  along  the  line  of  said 
railroad;  also  all  other  property  of  every  nature  and  description  conveyed  in 
and  by  said  trust  deed. 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  seal  this  18th  day 
of  July  1906. 

[seal]  C.  I.  Sturgis, 

Successor  in  Trust. 


State  of  Illinois,  / 

r  SS 

County  op  Cook.     \ 

I,  J.  H.  Pettibone,  a  Notary  Public,  in  and  for  said  County,  in  the  State 
aforesaid,  do  hereby  certify  that  C.  I.  Sturgis,  successor  in  trust,  personally 
known  to  me  to  be  the  same  person  who  executed  the  foregoing  instrument 
as  successor  in  trust,  appeared  before  me  this  day  in  person  and  acknowl- 
edged that  he  executed  said  instrument  as  successor  in  trust,  as  his  free  and 
voluntary  act,  for  the  uses  and  purposes  therein  set  forth. 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  seal  this  18th  day 
of  July  1906. 

[^eal]  J.  H.  Pettibone, 

Notary  Public. 


EECOEDED   IN   ILLINOIS 

Count  a  Date  Booh 

Whiteside  July  25,  1906  174 

Mercer  October     6,  1906  87 

Henderson  October  12,  1906  54 

Hancock  October  18,  1906  G 

Henry  October  26,  1906  247 

Lee  November     2,  1906  62 

Adams  November  30,  1906  185 


Page 
182 
134 
402 
183 
442 
84 
544 


DIXON,  PEORIA  AND  HANNIBAL 
RAILROAD  COMPANY 

All  of  the  original  records  of  this  Company  were  destroyed 
in  the  Chicago  fire  in  1871,  but  it  was  probably  a  C.  B.  &  Q. 
branch  proposition  from  the  start. 

Of  date  March  5,  1867,  the  Illinois  Legislature  passed  a  Spe- 
cial Act  authorizing  the  construction  of  the  road  from  Dixon 
to  Quincy. 

Apparently  all  the  legal  relations  between  the  Company  and 
the  C.  B.  &  Q.  are  expressed  in  the  Lease  of  July  1,  1867. 

Local  aid  township  bonds  had  been  voted  to  the  amount  of 
$310,000,  all  of  which  were  placed  in  the  C.  B.  &  Q.  Treasury 
as  likewise  first  mortgage  railroad  bonds  of  $800,000  which 
latter  were  sold  to  the  public. 

As  part  of  the  rental  under  the  Lease  the  C.  B.  &  Q.  agreed 
to  devote  all  the  net  earnings  on  the  branch  (fifty  per  cent  of 
the  gross)  to  pay  the  interest  on  the  bonds  and  provide  a  Sink- 
ing Fund  to  purchase  the  bonds  if  offered  at  less  than  par. 
The  C.  B.  &  Q.  always  paid  the  interest  and  took  up  the  princi- 
pal of  all  the  bonds  when  they  came  due  July  1,  1889,  relying 
upon  its  Lease  and  ownership  of  all  the  Stock. 

Of  date  June  1,  1899,  the  road  was  deeded  to  the  C.  B.  &  Q. 
in  fee  simple. 

ACT  OF  LEGISLATURE 

Approved   March   5,    1867. 

AN  ACT  to  incorporate  the  Dixon,  Peoria  and  Hannibal  Railroad  Company. 

Section*  i.  Be  it  enacted  by  the  People  of  the  State  of  Illinois,  repre- 
sented in  the  General  Assembly,  That  William  H.  Van  Eppes,  Tobias  S. 
Bradley,  George  W.  Scott,  John  H.  Bryant,  Jason  C.  Ayers,  James  K. 
Edsall,  James  L.  Camp,  John  P.  Reynolds,  John  H.  Cropsey,  James  Ross, 
Samuel  C.  Ells,  and  Henry  T.  Noble,  are  hereby  made  and  constituted  a 
body  politic  and  corporate,  by  the  name  and  style  of  "Dixon,  Peoria  and 
Hannibal  Railroad  Company,"  with  perpetual  succession;  and  by  that 
name  and  style  shall  be  capable,  and  are  hereby  empowered  and  authorized 
in  law,  of  taking,  purchasing,  holding,  leasing,  selling  and  conveying  real 

858 


CORPORATE  HISTORY  859 

and  personal  estate  and  property,  so  far  as  the  same  may  be  requisite  and 
necessary  for  the  purposes  hereinafter  mentioned ;  and  in  their  said  cor- 
porate name,  may  sue  and  be  sued,  plead  and  be  impleaded,  defend  and 
be  defended,  in  all  the  courts  and  places;  to  have  a  common  seal,  which 
they  may  alter  and  renew  at  pleasure;  to  have  a  capital  stock  of  five 
hundred  thousand  dollars,  to  be  divided  into  shares  of  one  hundred  dollars 
each,  which  said  capital  may  be  increased  from  time  to  time,  by  a  vote 
of  a  majority  of  the  directors  of  the  corporation,  to  any  sum  requisite  for 
the  completion  and  fulfillment  of  the  objects  and  purposes  of  the  corpo- 
ration hereby  created;  and  the  said  above  named  persons  shall  be  and 
constitute  the  first  board  of  directors,  and  are  hereby  vested  with  and 
may  have  and  exercise  all  powers,  rights,  privileges  and  immunities,  which 
are  or  may  be  necessary  to  carry  into  effect,  and  complete,  use  and  enjoy 
the  purposes  and  objects  of  this  act,  as  hereinafter  set  forth. 

§  2.  Said  directors  shall  organize  the  board  as  soon  as  practicable  after 
the  passage  of  this  act,  by  electing  one  of  their  number  president,  and 
by  appointing  a  secretary  and  treasurer,  which  organization  shall  be  cer- 
tified by  said  directors  or  a  majority  of  them,  and  such  certificate  shall 
be  recorded  in  the  record  book  of  said  company,  and  said  record  shall 
be  sufficient  evidence  of  such  organization,  and  a  certified  copy  thereof, 
under  the  seal  of  said  corporation,  shall  be  received  in  all  the  courts  of  this 
State,  as  evidence  of  the  facts  therein  stated;  and  said  directors  shall 
hold  their  offices  until  the  first  Wednesday  of  October  following  their 
organization,  and  until  their  successors  shall  be  elected  and  qualified  as 
hereinafter  provided.  All  vacancies  in  said  board  may  be  filled  by  a  vote 
of  two-thirds  of  the  directors  present,  and  at  any  regular  meeting  of  the 
board,  or  at  a  special  meeting  called  for  that  purpose. 

§  3.  The  said  company  are  hereby  authorized  and  empowered  to  locate, 
and  from  time  to  time  to  alter,  change,  relocate,  construct,  reconstruct  and 
fully  to  finish,  perfect,  operate  and  maintain  a  railroad,  with  one  or  more 
tracks,  from  the  city  of  Dixon,  in  Lee  county,  to  some  practical  point  on 
the  east  side  of  the  Mississippi  river,  near  or  opposite  the  city  of  Hannibal, 
in  the  State  of  Missouri,  with  the  right  to  extend  a  branch  road  from  any 
point  on  the  main  line,  by  way  of  Princeton,  to  some  point  on  the  Illinois 
river,  in  the  county  of  Bureau  or  Putnam,  and  with  the  right  to  either 
run  the  main  line  of  said  railroad  to  or  through  the  city  of  Peoria,  or  to 
extend  a  branch  road  from  any  point  on  the  main  line  to  said  city  of 
Peoria,  and  to  determine  and  locate  the  line  of  said  railroad  upon  such 
route  and  line  between  said  points  as  may  be  deemed  proper  and  advan- 
tageous by  said  company.  Said  company  are  hereby  authorized  and  em- 
powered to  commence  the  construction  of  any  portion  of  said  railroad,  at 
such  place  and  places  along  the  line  of  the  route  to  be  selected  by  said 
company,  as  it  may  be  deemed  expedient  and  advantageous  so  to  construct 
the  same  by  said  company;  and  the  said  company  are  further  authorized 
to  use  and  operate  said  railroad,  and  shall  have  power  and  authority  to 
regulate  the  time  and  manner  in  which  goods,  effects  and  persons  shall  be 
transported  on  the  same,  and  to  prescribe  the  manner  in  which  said  rail- 


860         CHICAGO,  BURLINGTON   &   QUINCY  RAILROAD   COMPANY 

road  shall  be  used,  and  the  rate  of  toll  for  the  transportation  of  persons 
or  property  thereon,  and  for  the  storage  of  merchandise  and  other  prop- 
erty under  their  charge,  and  shall  have  power  to  provide  all  necessary 
stock  and  materials  for  the  operation  of  said  road,  and  shall  have  power 
to  erect  and  maintain  all  necessary  depots,  stations,  shops  and  other 
buildings  and  machinery,  for  the  accommodation,  management  and  opera- 
tion of   said  road. 

§  4.  Said  directors  shall,  as  soon  after  the  passage  of  this  act  as  con- 
venient, open  books  for  the  purpose  of  receiving  subscriptions  to  the 
capital  stuck  of  said  company,  at  such  places  along  the  line  of  said  road, 
and  elsewhere  as  said  directors  shall  determine,  under  the  direction  of  such 
agents  as  said  directors  shall  appoint,  and  said  books  shall  be  kept  open 
from  time  to  time  until  the  amount  of  said  capital  stock  shall  be  subscribed, 
or  until  said  directors  shall  determine  to  close  the  same. 

J  ."i.  All  and  singular  the  powers,  rights,  privileges,  provisions,  rules 
and  regulations  conferred,  expressed  and  contained  in  sections  five  (5), 
six  (6),  seven  (7),  eight  (8),  nine  (9),  ten  (10),  eleven  (11),  twelve  (12), 
thirteen  (13),  and  fourteen  (14),  of  an  act  entitled  "An  Act  to  incor- 
porate the  Mississippi  Railroad  Company,"  approved  February  15th,  1865, 
shall  be  and  are  hereby  conferred  upon,  and  made  applicable  to  the  com- 
pany hereby  created,  in  as  full  and  complete  a  manner  as  if  said  sections 
were  inserted  al  Length  in  this  act:  Provided,  that  the  words  "either  in 
this  State  or  the  State  of  Wisconsin,"  which  occur  in  two  places  in  the 
s.i  nl  tenth  section  of  said  act,  shall  not  be  deemed  or  taken  as  any  part  of 
this  act,  and  said  tenth  section  shall,  for  the  purposes  of  this  act,  be  read 
and  construed  the  same  as  if  said  words  were  erased  therefrom. 

§  6.  The  several  counties  in  which  any  part  of  said  road  may  hereafter 
be  located,  and  the  several  townships  in  said  counties  which  have  adopted  or 
may  hereafter  adopl  township  Organization,  and  the  cities  and  incorporated 
towns  in  said  counties,  are  hereby  authorized  to  subscribe  and  take  stock 
in  said  Dixon.  Peoria  and  Eannibal  Railroad  Company.  Elections  may  be 
held  in  any  such  county,  township,  city  or  incorporated  town,  upon  the 
question  whether  such  county,  township,  city  or  town  shall  subscribe  for 
any  specified  amount  of  the  stock  of  said  company,  not  exceeding  one 
hundred  thousand  dollars  for  each  county,  and  not  exceeding  thirty-five 
thousand  dollars  for  each  of  such  townships,  cities  or  towns;  and  elections 
may  be  held  in  any  such  county,  township,  city  or  town,  as  often  as  a 
petition  shall  be  presented  as  hereinafter  specified,  until  such  county,  town- 
ship, city  or  town  shall  have  subscribed  for  the  full  amount  of  stock 
authorized  by  this  act.  Whenever  a  petition  shall  be  presented  to  the 
board  of  supervisors,  signed  by  fifty  legal  voters  of  any  such  county,  setting 
forth  the  amount  of  stock  proposed  to  be  taken  by  any  such  county,  and 
specifying  the  time  for  holding  such  an  election,  it  shall  be  the  duty  of 
the  county  clerk  of  such  county  to  give  twenty  days'  notice  for  the  time 
of  holding  such  election,  which  shall  be  the  same  time  as  that  specified  in 
such  petition,  and  whenever  a  petition  shall  be  presented  to  the  supervisors 
of  any  such  township,  or  to  the  corporate  authorities  of  any  such  city  or 


CORPORATE  PIISTORY  861 

town,  signed  by  twenty-five  legal  voters  of  any  such  township,  city  or  town, 
setting  forth  the  amount  of  stock  proposed  to  be  taken  by  any  such  town- 
ship, city  or  town,  and  specif ying  the  time  for  holding  such  an  election, 
it  shall  be  the  duty  of  the  clerk  of  every  such  township,  city  or  town,  to 
give  twenty  days'  notice  of  the  time  of  holding  such  an  election  in  such 
township,  city  or  town,  which  shall  be  the  same  as  that  specified  in  such 
petition,  which  said  notice  or  notices  shall  be  given  in  the  same  manner, 
and  such  election  or  elections  shall  be  conducted  in  the  same  mode  and  at 
the  places  provided  for  holding  general  elections  in  such  counties,  town- 
ships, cities  and  towns;  at  which  election  or  elections  the  qualified  voters 
of  the  respective  counties,  townships,  cities  and  towns  shall  vote  "For 
subscription";  or  "Against  subscription";  and  if  a  majority  of  the  votes 
actually  cast  at  any  such  election  shall  be  ' '  For  subscription, ' '  it  shall  be 
the  duty  of  the  board  of  supervisors  of  every  such  county,  the  supervisor 
and  clerk  of  any  such  township,  and  the  corporate  authorities  of  such  city 
or  town,  to  subscribe  without  unnecessary  delay,  upon  request  of  said 
company,  for  stock  in  said  company,  to  the  amount  mentioned  in  such 
petition,  and  to  issue  and  deliver  to  said  company  the  same  amount  as  the 
stock  so  subscribed  of  the  bonds  of  such  county,  township,  city  or  town, 
as  the  case  may  be,  payable  at  any  time  specified,  not  exceeding  twenty 
years  from  their  date,  with  interest  at  a  rate  not  exceeding  ten  per  cent, 
per  annum,  payable  annually,  which  said  bonds  and  the  interest  accruing 
thereon  shall  be  made  payable  at  such  place,  within  the  United  States,  as 
said  company  may  request. 

§7.  It  shall  be  the  duty  of  the  respective  authorities  of  the  several 
counties,  townships,  cities  and  towns,  which  may  vote  such  subscription, 
and  they  are  hereby  required  to  levy  and  collect  a  sufficient  special  tax  on 
all  the  taxable  property,  both  real  and  personal,  in  such  counties,  town- 
ships, cities  and  towns,  not  exceeding  three  dollars  on  every  one  hundred 
dollars'  worth  of  taxable  property,  to  pay  the  interest  annually  accruing  on 
such  bonds,  and  to  liquidate  the  principal  of  said  bonds,  within  the  time 
specified  in  the  same  for  their  payment.  Said  tax  shall  be  levied  on  the 
assessments  made  by  the  assessors  of  their  respective  counties,  townships, 
cities  and  towns,  as  provided  by  the  revenue  laws  of  this  State  for  assessing 
property,  and  shall  be  extended  on  the  collector's  books  of  such  county, 
township,  city  or  town,  as  a  special  road  tax,  and  collected  by  the  respective 
collectors  of  such  counties,  townships,  cities  and  towns,  at  the  same  time 
and  in  the  same  manner,  as  provided  by  law  for  collecting  State  and  county 
tax,  which  said  tax  shall  be  paid  by  the  respective  collectors  to  the  county 
treasurer  of  the  county  in  which  the  tax  is  collected,  deducting  therefrom 
a  commission  of  two  per  centum  only  for  collecting.  And  the  said  county 
treasurers  shall  be  respectively  liable  on  their  bonds  for  the  faithful  applica- 
tion of  said  tax  to  the  payment  of  the  interest  and  principal  of  the  bonds 
for  which  said  tax  was  levied  and  collected  to  pay,  and  shall  receive  therefor, 
in  full  compensation,  a  commission  of  two  per  centum  only,  for  paying  out 
said  tax.  The  corporate  authorities  of  the  respective  counties  and  town- 
ships, shall  certify  to  the  county  clerk  of  the  proper  county,  the  rate  per 


862  CHICAGO,    BURLINGTON    &    QUINCY    RAILROAD    COMPANY 

cent,  to  be  levied  for  each  year,  for  such  special  tax,  and  the  said  county 
clerks  shall  extend  on  the  collectors 's  books  for  such  county  or  townships, 
as  a  special  railroad  tax,  at  the  rate  so  certified  for  each  year  in  the  same 
manner  and  on  all  the  property  on  which  State  and  county  tax  is  extended, 
and  the  respective  authorities  of  such  cities  and  towns,  shall  levy  and  col- 
lect such  special  railroad  tax,  in  the  same  manner  as  other  tax  is  levied  and 
collected  in  and  for  such  towns:  Provided,  that  in  case  the  said  authorities 
for  any  such  county  or  township,  shall  fail  to  certify  to  such  clerk  the  rate, 
per  cent,  to  be  levied  for  any  year,  before  the  time  required  by  law  for 
said  clerk  to  extend  State  and  county  tax,  then  the  said  clerk  shall  extend 
such  tax  for  such  year,  at  the  rate  of  one  per  centum. 

§  8.  Said  company  shall  have  the  right  to  acquire,  by  purchase  or  lease, 
the  chartered  rights,  powers  and  privileges  of  any  person  or  persons,  corpora- 
tion or  corporations,  to  keep,  operate  and  maintain  any  ferry  or  ferries 
across  the  Mississippi  river,  now  operated  and  run,  or  hereafter  to  be  oper- 
ated and  run  in  connection  with  said  railroad,  and  to  build  and  erect  a 
bridge  across  said  Mississippi  river  at  such  point  as  shall  be  deemed  most 
eligible  by  said  company  for  that  purpose,  and  upon  acquiring  such  rights, 
by  purchase  or  lease,  or  upon  the  building  and  erection  of  such  bridge,  said 
railroad  company  shall  have  the  right  to  keep  and  operate  such  ferry  or 
ferries,  and  to  use  and  maintain  such  bridge  in  connection  with  such  railroad. 

§  9.  In  case  said  company  shall,  within  ten  years  from  the  passage  of 
this  act,  complete  and  put  in  operation  any  twenty-five  miles  or  upwards 
of  said  railroad  so  authorized  to  be  built,  but  shall  for  any  cause,  fail  to 
complete  the  whole  of  said  line  within  that  time,  such  failure  shall  not 
operate  as  a  forfeiture  of  the  franchises  of  said  company,  so  far  as  the 
same  may  affect  or  relate  to  such  portion  of  said  road  as  shall  have  been 
so  completed  and  put  in  operation. 

§  10.  There  shall  be  an  annual  meeting  of  the  stockholders  of  said  com- 
pany, for  the  election  of  directors,  the  time  and  place  for  holding  which  shall 
be  fixed  by  the  by-laws  of  said  company,  and  at  all  meetings  each  stock- 
holder shall  be  entitled  to  vote,  in  person  or  by  proxy  duly  appointed,  one 
vote  for  each  share  he,  she  or  they  may  hold  and  own,  bona  fide,  in  said 
corporation.  The  immediate  government  and  direction  of  the  affairs  of 
said  corporation  shall  be  vested  in  the  board  of  directors,  which  shall  con- 
sist of  not  less  than  seven  nor  more  than  thirteen  members.  After  the 
election  of  said  board,  as  aforesaid,  such  directors  shall  hold  their  offices 
for  one  year  after  their  election,  and  until  their  successors  shall  be  duly 
elected  and  qualified.  A  majority  of  the  board  of  directors  shall  constitute 
a  quorum  for  the  transaction  of  business,  and  shall  elect  one  of  their  num- 
ber to  be  the  president  of  such  corporation ;  they  shall  also  elect  a  secretary 
and  treasurer,  and  may  choose  such  other  officers  or  agents  as  they  may 
think  proper. 

§  11.  This  act  shall  be  deemed  a  public  act  and  shall  take  effect  and 
be  in  force  from  and  after  its  passage. 

Approved  March  5,  1867. 

Private  Laws  Illinois  1867  Vol.  2  Page  604 


CORPORATE    HISTORY  863 

ACT  OF  LEGISLATURE,  Approved  March  9,  1869. 

AN  ACT  to  amend  the  charter  of  the  Dixon,  Peoria  and  Hannibal  Railway 

Company. 

Section  i.  Be  it  enacted  by  the  People  of  the  State  of  Illinois,  repre- 
sented in  the  General  Assembly,  That  an  act  entitled  "An  Act  to  incor- 
porate the  Dixon,  Peoria  and  Hannibal  Railroad  Company,"  approved 
March  5,  1867,  be  so  amended  as  to  authorize  the  several  counties  in  which 
any  part  of  said  road  may  be  hereafter  located,  to  subscribe  or  make 
donations  under  the  provisions  of  said  act,  to  the  capital  stock  of  said  com- 
pany, in  any  amount  not  exceeding  two  hundred  thousand  dollars  for  any 
such  county,  and  that  the  townships,  cities  and  incorporated  towns  in  any 
such  county  be  and  are  hereby  authorized  to  subscribe  or  make  donations 
under  the  provisions  of  said  act,  to  the  capital  stock  of  said  company,  in 
any  amount  not  exceeding  one  hundred  thousand  dollars  for  any  such  town- 
ship, city  or  incorporated  town. 

§  2.     This  act  shall  be  in  force  from  and  after  its  passage. 

Approved  March  9,  1869. 

Private  Laws  1869  Vol.  3,  Page  283 

ACT  OF  LEGISLATURE 

Approved  March  31,  1869. 

AN  ACT  to  legalize  a  certain  election  therein  mentioned  in  the  township 

of  Brimfield,  in  Peoria  county. 

Section  i.  Be  it  enacted  by  the  People  of  the  State  of  Illinois,  repre- 
sented in  the  General  Assembly,  That  a  certain  election  held  in  the  town- 
ship of  Brimfield,  in  Peoria  county,  on  the  third  day  of  August,  1868,  at 
which  a  majority  of  the  legal  voters  in  said  township,  in  special  town  meet- 
ing, voted  to  subscribe  for  and  take  fifteen  thousand  dollars  of  the  capital 
stock  of  the  Dixon,  Peoria  and  Hannibal  Railroad  Company,  over  and 
above  the  amount  authorized  to  be  taken  by  the  charter  of  said  com- 
pany, is  hereby  legalized  and  confirmed,  and  is  declared  to  be  binding 
upon  said  township,  and  may  be  collected  from  said  township  in  the  same 
manner  as  if  said  subscription  had  been  made  under  the  provisions  of 
said  charter. 

§  2.  This  act  shall  be  deemed  a  public  act,  and  shall  be  in  force  from 
and  after  its  passage. 

Approved  March  31,  1869. 

Private  Laws  Illinois  1869  Vol.  3,  Page  372 

ACT  OF  LEGISLATURE 

Approved  April  17,  1869. 

AN  ACT  to  legalize  a  certain  election  therein  named. 

Section  i.  Be  it  enacted  by  the  People  of  the  State  of  Illinois,  repre- 
sented in  the  General  Assembly,  That  a  certain  election  held  in  the  town- 


864         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

ship  of  Elmwood,  in  Peoria  county,  on  the  sixteenth  day  of  March,  Anno 
Domini  one  thousand  eight  hundred  and  sixty-nine,  at  which  a  majority 
of  the  legal  voters  in  said  township,  in  special  town  meeting,  voted  to  sub- 
scribe for  and  take  forty  thousand  dollars  of  the  capital  stock  of  the  Dixon, 
Peoria  and  Hannibal  Railroad  Company,  over  and  above  the  thirty-five 
thousand  dollars  which  was,  on  the  same  day,  subscribed  for  and  taken  in 
accordance  with  the  provisions  of  the  charter  of  said  company,  is  hereby 
legalized  and  confirmed,  and  is  declared  to  be  binding  upon  said  township; 
and  the  said  forty  thousand  dollars,  when  subscribed  according  to  the  con- 
ditions of  said  vote,  may  be  collected  from  said  township  in  the  same  man- 
ner as  if  the  said  subscription  had  been  made  under  the  provisions  of  said 
charter. 

§  2.  This  act  shall  be  deemed  a  public  act,  and  shall  take  effect  and  be 
in  force  from  and  after  its  passage. 

Approved  April  17,  1869. 

Private  Laws  Illinois  1869  Vol.  3,  Page  373 


LEASE,  July  1.  1869  Dixon,  Peoria  and  Hannibal  Railroad  Company  to 
Chicago,   Burlington   &   Quincy   Railroad   Company. 

Memorandum  of  Agreement  made  and  entered  into  this  first  day  of  July, 
in  the  year  of  our  Lord  one  thousand  eight  hundred  and  sixty-nine,  by  and 
between  the  Dixon,  Peoria  and  Hannibal  Railroad  Company  of  the  first 
part  and  the  Chicago,  Burlington  and  Quincy  Railroad  Company  of  the 
second  part,  both  said  parties  being  corporations  duly  organized  and  existing 
by  virtue  of  the  laws  of  the  State  of  Illinois. 

Whereas,  the  said  Dixon,  Peoria  and  Hannibal  Railroad  Company  is 
authorized  among  other  things  by  its  charter  to  locate,  construct,  and  operate 
a  railroad  from  the  city  of  Dixon,  in  the  county  of  Lee  and  State  of  Illinois, 
to  some  point  on  the  east  bank  of  the  Mississippi  River  near  to  or  opposite 
the  city  of  Hannibal  in  the  State  of  Missouri,  and  is  also  by  its  said  charter 
authorized  and  empowered  to  commence  the  construction  of  any  portion 
of  its  said  railroad  at  such  place  and  places  along  the  line  of  the  routes  to 
be  selected  by  it  as  it  may  deem  expedient  and  most  advantageous,  and  is 
now  presently  engaged  in  the  location  and  construction  of  that  portion  of 
its  sa'nl  railroad  extending  from  Buda,  a  point  on  the  line  of  the  Chicago, 
Burlington  and  Quincy  Railroad  in  the  county  of  Bureau,  to  Elmwood,  a 
point  on  the  Peoria  branch  of  the  C,  B.  &  Q.  R.  R.  in  the  county  of  Peoria, 
and  has  already  made  considerable  progress  in  the  survey,  location,  and 
construction  of  the  same,  and  expects  soon  to  complete  the  construction  of 
said  part  of  said  railroad,  so  far  as  the  grading  and  bridging  and  making 
the  road-bed  is  concerned,  and  placing  thereon  the  track  and  entire  super- 
structure, and  at  an  early  day  to  have  the  same  in  readiness  to  receive  the 
rolling  stock  necessary  to  the  maintenance  and  operation  of  the  same. 

And  v:hereas,  for  the  purpose  of  obtaining  right  of  way  and  the  means 
thus  to  complete  the  road-bed,  track,  and  superstructure,  it  has  executed 
and  is  about  to  negotiate  in  the  market  its  bonds  to  the  amount  of  eight 


CORPORATE  HISTORY  865 

hundred  thousand  dollars,  in  sums  of  one  thousand  dollars  each,  dated  on 
the  first  day  of  July,  A.  D.  1869,  and  payable  at  any  time  not  less  than  five 
nor  more  than  twenty  years  from,  the  date  thereof,  in  the  city  of  New  York, 
with  interest  at  the  rate  of  eight  per  cent  per  annum,  payable  semi-annually, 
and  free  of  government  tax  thereon,  which  bonds  it  has  secured  by  the  exe- 
cution and  delivery  of  its  first  mortgage  or  deed  of  trust  to  James  F.  Joy 
and  John  N.  Denison,  as  mortgagees  or  trustees  therein,  upon  the  said  por- 
tion of  its  railroad  from  Buda  in  the  county  of  Bureau  to  Elmwood  in  the 
county  of  Peoria,  and  including  the  depots  at  each  of  said  points,  which 
said  mortgage  or  deed  of  trust  bears  date  the  first  day  of  July,  A.  D.  1869 ; 
and  in  order  that  there  may  be  no  doubt  or  question  as  to  the  value  of  said 
first  mortgage  bonds,  or  as  to  the  prompt  and  certain  payment  of  the  interest 
coupons  and  principal  thereof  as' they  shall  severally  mature,  it,  the  said 
Dixon,  Peoria  and  Hannibal  Eailroad  Company,  party  of  the  first  part,  is 
desirous  of  and  has  applied  to  the  said  second  party  for  the  aid  and 
assistance  in  the  premises  hereinafter  more  particularly  mentioned. 

And  whereas,  said  section  of  railroad  covered  by  said  mortgage  intersects 
the  railroad  of  the  said  Chicago,  Burlington  and  Quincy  Eailroad  Company 
at  Buda  and  at  Elmwood  as  aforesaid,  thereby  making  a  direct  and  con- 
tinuous connection  over  the  road  of  the  said  second  party  with  Chicago  and 
Peoria,  and  from  and  to  which  said  section  of  road  of  said  first  party  a 
large  amount  of  traffic  and  travel  will  pass  over  the  road  of  the  said  second 
party,  and  large  advantage  is  thereby  expected  to  be  derived  by  the  said 
second  party  from  the  construction  and  completion  of  said  section  of  road 
of  the  said  Dixon,  Peoria  and  Hannibal  Eailroad  Company,  the  said  second 
party  has  therefore  deemed  it  advisable  and  expedient  to  render  the  aid  and 
assistance  herein  specified,  as  it  may  lawfully  do. 

And  whereas,  the  said  Dixon,  Peoria  and  Hannibal  Eailroad  Company 
will  have  exhausted  all  its  means  in  procuring  the  right  of  way,  grading, 
bridging,  tieing,  and  finally  completing  the  road-bed,  track,  and  superstruc- 
ture of  its  said  portion  of  its  railroad,  and  is  and  will  be  wholly  unable  to 
maintain  and  operate  the  same,  or  procure  the  rolling  stock  necessary  to 
maintain  and  operate  it  as  the  business  of  the  country  and  the  public  con- 
venience will  require,  and  has  therefore  for  these  reasons  applied  to  the  said 
second  party  to  take  a  lease  of  said  portion  of  said  road,  and  to  maintain 
and  operate  the  same,  and  purchase  and  place  thereon  all  the  rolling  stock 
that  may  be  necessary  to  do  the  business  of  the  country  through  which 
the  said  section  of  road  of  the  said  first  party  passes,  and  the  said  second 
party  is  willing  to  and  has  agreed  to  lease  said  portion  of  said  railroad  of 
said  first  party,  and  to  equip  and  maintain  and  operate  the  same. 

Now,  therefore,  this  indenture  witnesseth:  That  the  said  Dixon,  Peoria 
and  Hannibal  Eailroad  Company,  party  of  the  first  part,  in  consideration 
of  the  premises  and  of  one  dollar  to  it  in  hand  paid  at  the  execution  of  this 
instrument,  and  of  the  covenants  and  agreement  hereinafter  contained,  to 
be  kept  and  performed  by  the  said  the  Chicago,  Burlington  and  Quincy 
Eailroad  Company,  its  successors  and  assigns,  has  granted,  demised,  and 
leased,  and  by  these  presents  doth  grant,  demise,  and  lease,  unto  the  said 
party  of  the  second  part,  its  successors  and  assigns,  all  the  following-de- 


866         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

scribed  property  of  the  said  Dixon,  Peoria  and  Hannibal  Railroad  Company, 
that  is  to  say :  all  that  portion  of  its  said  railroad  extending  from  Buda,  a 
point  on  the  line  of  the  Chicago,  Burlington  and  Quincy  Railroad  in  the 
county  of  Bureau  and  State  of  Illinois,  to  Ehmvood,  a  point  on  the  Peoria 
branch  of  the  Chicago,  Burlington  and  Quincy  Railroad  in  the  county  of 
Peoria  and  State  of  Illinois,  made  or  to  be  made,  including  the  right  of  way 
and  land  occupied  thereby,  together  with  the  superstructure  and  tracks  there- 
on and  to  be  placed  thereon,  and  all  the  rails  and  other  materials  used  there- 
on, and  procured  or  to  be  procured  therefor,  bridges,  viaducts,  culverts, 
fences,  depot  grounds  and  buildings  thereon  and  to  be  placed  thereon,  also 
all  the  tools,  fixtures,  and  machinery,  and  all  other  property,  real  and  per- 
sonal, pertaining  to  said  road  or  the  use  thereof,  now  owned  or  which  may 
hereafter  be  acquired  by  the  said  party  of  the  first  part,  and  used  in 
and  about  the  completion  of  said  roadbed,  track,  and  superstructure, 
and  all  the  property  rights,  privileges,  and  franchises  of  the  said  party 
of  the  first  part  of,  in,  to,  or  concerning  the  same,  together  with  the  rents 
or  incomes  to  be  had,  levied,  or  derived  therefrom. 

To  Have  anil  to  Hold  the  above-described  railroad  premises  and  property, 
with  the  appurtenances,  rights,  privileges,  and  franchises  thereto  belonging 
or  in  any  wise  appertaining,  unto  the  said  party  of  the  second  part,  its 
successors  and  assigns,  from  the  day  of  the  completion  of  said  road  ready 
for  the  rolling  stock,  for  and  during  and  until  the  full  end  and  completion 
of  the  term  and  period  of  ninety-nine  years. 

And  the  said  party  of  tin-  second  part,  in  consideration  of  the  leasing  of 
the  premises  aforesaid  to  it,  doth  hereby  covenant  and  agree  to  and  with 
the  said  party  of  the  first  part,  its  successors  and  assigns,  to  pay  or  cause 
to  be  paid  all  taxes  and  assessments  that  may  be  lawfully  levied,  charged, 
or  assessed  upon  said  demised  premises  or  any  part  thereof  during  the 
exist' mi-  of  this  lease,  and  to  save  the  said  party  of  the  said  part,  its 
successors  and  assigns,  from  all  damage  or  expense  by  reason  thereof. 

And  the  said  party  of  the  second  part,  in  consideration  of  the  premises, 
docs  also  hereby  covenant  and  agree  with  the  said  party  of  the  first  part, 
its  successors  and  assigns,  to  take  the  possession  of  said  devised  railway 
and  property  as  soon  as  the  road-bed,  track,  and  superstructure  shall  be 
completed  ready  for  the  rolling  stock,  and  to  purchase  and  place  thereon 
all  such  engines,  tenders,  cars  and  rolling  stock  as  may  be  necessary  for  the 
transaction  of  the  business  of  said  demised  road,  and  to  build  depots  and 
stations  at  such  points  as  the  said  party  of  the  first  part  may  locate  them, 
and  to  keep  and  maintain  the  same  at  such  points  during  the  continuance 
of  this  lease,  and  at  all  times  during  the  continuance  of  this  lease  to  keep 
said  road  equipped  with  such  and  such  an  amount  of  rolling  stock  as  the 
business  of  the  country  through  which  said  road  runs  may  reasonably 
require,  and  also  to  maintain  said  demised  road  and  property,  and  to  keep 
the  same  in  repair,  and  to  run  and  operate  the  same  in  connection  with 
its  own  road  or  otherwise,  in  such  manner  as  shall  accommodate  the  travel- 
ling and  business  public,  and  that  it  will  at  all  times  save  the  said  party 
of  the  first  part,  its  successors  and  assigns,  harmless  from  all  damage  or 
liabilities   that   may   be   incurred   or   occasioned  by  the   said   party   of   the 


CORPORATE  HISTORY  867 

second  part  in  the  maintenance  and  operation  of  said  demised  premises  and 
property. 

And  the  said  party  of  the  second  part,  in  consideration  of  the  premises, 
does  hereby  further  covenant  and  agree  to  and  with  the  said  party  of  the 
first  part,  its  successors  and  assigns,  for  the  purpose  of  aiding  and  assisting 
the  said  first  party  as  hereinbefore  mentioned,  and  to  enable  it  to  negotiate 
and  make  sale  of  the  said  first  mortgage  bonds  at  fair  rates,  that  it  will 
appropriate  and  set  apart  as  a  fund  to  pay  the  interest  on  said  bonds  as  it 
shall  become  due,  and  to  purchase  the  said  first  mortgage  bonds  of  the  said 
first  party  in  the  market,  so  long  as  they  can  be  purchased  at  or  below  par 
and  accrued  interest,  all  the  net  profit  which  may  accrue  or  come  to  it  by 
reason  of  the  transportation  over  its  own  road  of  all  the  business,  both 
freight  and  passenger,  which  may  come  upon  the  said  demised  road  at 
any  point  between  the  said  village  or  town  of  Elmwood  and  the  said  village 
or  town  of  Buda,  and  be  furnished  to  it,  the  said  second  party,  for  trans- 
portation over  its  own  road  or  any  part  thereof,  and  the  net  profits  which 
it  may  receive  from  the  transportation  of  freight  and  passengers  from 
any  and  all  points  on  its  own  road,  consigned  or  destined  to  pass  to  any 
point  on  the  said  demised  road,  and  also  all  the  net  profits  arising  from 
the  transportation  of  freight  or  passengers  on  or  over  the  said  demised 
road  of  the  said  party  of  the  first  or  any  part  thereof, — all  which  said  net 
profits,  in  order  that  the  amount  thereof  may  be  made  as  uniform  and  certain 
as  practicable  for  the  purposes  of  this  contract,  shall  be  deemed  and  taken 
to  be  fifty  per  cent  of  the  gross  amount  earned  by  the  said  second  party 
or  its  successors  by  the  transportation  of  all  business,  both  freight  and 
passenger,  over  the  said  demised  road  or  any  part  thereof,  and  also  all 
business  which  may  pass  to  and  from  said  demised  road  over  the  whole 
or  any  part  of  the  road  of  said  second  party,  or  over  the  whole  or  any  part 
of  the  line  of  road  now  or  which  may  hereafter  be  owned  by  it ;  it  being 
the  intention  of  the  parties  to  this  instrument  that  the  net  profits  so  as 
aforesaid  earned  and  estimated  by  the  said  second  party  shall  be  constituted 
a  fund  for  the  payment  of  the  accruing  interest  on  and  the  purchase  of 
said  mortgage  bonds  of  the  said  first  party,  so  lortg  as  they  can  be  purchased 
at  or  below  par  and  accrued  interest,  the  said  second  parties  thereby  in 
effect  receiving  compensation  for  the  transaction,  of  such  business  beyond 
the  expenses  thereof  in  the  said  first  mortgage  bonds  of  the  said  first  party 
at  or  below  par  and  accrued  interest:  but  it  is  expressly  understood  and 
agreed  that  the  said  second  party  shall  not  be  obliged  nor  required  to 
purchase  said  first  mortgage  bonds  of  the  said  first  party,  or  any  of  them, 
at  a  price  above  their  par  value  and  accrued  interest. 

It  is  hereby  further  agreed  that  the  party  of  the  second  part  shall  keep 
distinct  and  separate  accounts  of  all  business  of  the  said  demised  road,  and 
also  of  all  business  which  may  pass  to  and  from  it  over  the  whole  or  any 
part  of  the  road  of  the  said  second  party,  or  over  the  whole  or  any  part  of 
the  line  or  road  now  or  which  may  hereafter  be  owned  by  it,  and  shall  on 
the  first  days  of  January  and  July  of  each  year  furnish  to  the  trustees  of 
the  bondholders  of  said  first  mortgage  bonds  the  said  account,  showing  the 
gross  earnings  of  said  traffic  and  the  amount  applicable  to  the  purchase  of 


868         CHICAGO,   BURLINGTON   &   QUIXCY   RAILROAD   COMPANY 

said  first  mortgage  bonds,  and  thereupon  the  said  trustees  shall,  in  the  said 
mouths  of  January  and  July,  advertise  for  proposals  to  sell  so  many  of  said 
bonds  as  shall  be  equal  to  the  sum  thus  applicable  to  the  purchase  thereof, 
in  a  daily  newspaper  published  in  each  of  the  cities  of  New  Fork  and  Boston, 
for  the  information  of  such  of  said  first  mortgage  bondholders  as  may  wish 
to  sell  their  bonds  at  any  sum  not  exceeding  par  and  accrued  interest 
thereon;  and  if  at  the  date  fixed  for  the  opening  of  said  proposals,  offers 
sufficient  to  absorb  a  fund  thus  applicable  to  the  purchase  of  said  bonds 
or  any  part  thereof,  not  above  par  ami  accrued  interest,  shall  have  been 
made,  the  party  of  the  second  part  shall  then  upon  notice  furnish  to  the 
said  trustees  the  money  to  purchase  the  said  bonds  thus  offered  for  sale, 
and  all  bonds  so  purchased  or  that  shall  be  purchased  pursuant  to  any  of 
the  provisions  of  this  agreement  shall  be  forthwith  delivered  to  the  said 
party  of  the  second  part.  But  if  at  the  opening  of  said  proposals,  offers 
sufficient  to  absorb  the  funds  aforesaid  shall  nut  have  been  made  to  sell 
said  bonds  in  manner  aforesaid  to  the  party  of  the  second   part,  the  balance 

of  the  fund  thus  applicable  to  said  purchase  shall  be  retained  by  the  party 

of  the  second  pari  and  added  to  the  next  semi-annual  sums  applicable  to 
the  purchase  Of  said  bonds;  and  if  at  or  after  the  expiration  of  five  years 
from  the  date  of  said  bonds,  any  sums  thus  retained,  together  with  the 
semi-annual  sums  thus  applicable  to  the  purchase  of  -aid  bonds,  shall  be 
sufficient  to  purchase  all  of  the  -am.'  then  mi; standing  at  the  rate  aforesaid, 
and  proposals  to  Bell  the  whole  of  the  same  to  the  said  party  of  the  second 
part  shall  not  have  been  made  as  aforesaid,  or  shall  nut  be  made  upon  public 

notice  twice  a   week   for  six   weeks   successively    in    the   newspapers   aforesaid, 
fixing  a   further   period  of  sixty  days   for   BUCh    proposals,  said   party   of  the 
»nd    part    is   to   apply    to    its   own    use   any    surplus,  and   its   obligation   to 
purchase  said  bonds  shall  cease. 

It   is  also  mutually  agreed   by  and  between   the  parties  hereto  that  the 

the  said  first  part  shall  cause  this  agree nt,  or  the  material 

parts  thereof,  to  lie  printed  upon  each  of  the  said  first  mortgage  bonds  SO 
foresaid  to  I,,-  sold  by  it.  and  which  may  be  purchased  by  the  said 
nd   party  in  virtue  of  the   provisions  of  this  agreement,  and  that    the 

said  first  mortgage  bonds  of  tin-  said  first  party,  after  they  shall  have  been 
duly  executed  by  the  said  party  of  the  first  part,  shall  be  placed  in  the 
hands  of  the  said  trustees  to  be  by  them  certified  as  required  by  this 
instrument,  and  lie  held  by  them  until  sales  thereof  shall  he  made,  when 
the  same  shall  In-  delivered  to  tin-  purchaser  or  purchasers  thereof  upon  the 
Lpt  by  tin-  said  trustee-  of  the  purchase  money  therefor;  which  purchase 
money  shall  be  held  by  said  trustees  and  paid  over  to  the  said  party  of 
the  first  part  or  its  duly  authorized  agent  from  time  to  time,  upon  their 
being  satisfied  that  the  -  necessary   for  and   will   be  applied  to  the 

construction  and  completion  of  the  said  section  of  road  of  the  said  first 
party  herein  demised;  to  the  end  that  all  the  money  received  for  said  bonds 
shall  in  good  faith  be  applied  as  the  bondholders  expect,  solely  to  the 
construction  and  completion  of  the  roadbed,  track,  and  superstructure 
covered  by  the  said  deed  of  trust,  for  which  alone  they  were  intended. 
In   witness   whereof,  the   said   parties   hereto   have   caused   their  separate 


CORPORATE  HISTORY  869 

seals  to  be  hereto  attached  by  their  respective  secretaries,  and  attested  by 
them,  and  their  corporate  names  to  be  hereunto  subscribed  by  their  presidents 
respectively,  the  day  and  year  first  above  mentioned. 

THE  DIXON,  PEOEIA  AND  HANNIBAL 

KAILEOAD  COMPANY, 
[seal]  By  A.  H.  Castle,  President. 

Attest:  L.  C.  Ellsworth,  Secretary. 

THE  CHICAGO,  BUELINGTON  AND  QUINCY 

EAIiLEOAD  COMPANY, 
[seal]  By  Jas.  P.  Joy,  President. 

Attest :  A.  T.  Hall,  Secretary. 

DEED  June  1,  1899.  Dixon,  Peoria  and  Hannibal  Eailroad  Company  to 
Chicago,  Burlington  &  Quincy  Eailroad  Company. 

This  Indenture,  Made  this  first  day  of  June,  A.  D.  1899,  by  and  between 
the  Dixon,  Peoria  and  Hannibal  Eailroad  Company,  party  of  the  first  part, 
and  the  Chicago,  Burlington  &  Quincy  Eailroad  Company,  party  of  the 
second  part,  both  being  corporations  created,  organized,  and  existing 
under  and  by  virtue  of  the  laws  of  the  State  of  Illinois,  Witnesseth:  That, 

Whereas,  The  first  party,  being  thereto  duly  authorized  by  law,  is  the 
owner  of  the  following  described  railroad  in  the  State  of  Illinois,  to-wit: 

Beginning  at  Buda,  in  Bureau  County,  thence  extending  southerly  to 
Elmwood,  in  Peoria  County,  a  distance  of  about  forty-four  and  fifty-one 
hundredths   (44.51)    miles;   and, 

Whereas,  The  railroad  of  the  first  party  connects  with  the  railroads  of 
the  second  party,  and  forms  therewith  a  continuous  and  connected  line  of 
railroad;  and, 

Whereas,  The  second  party  is  now  in  possession  of  and  operating  the 
said  above  described  railroad,  in  connection  with  its  own  railroads,  under 
a  lease  for  ninety-nine  (99)  years,  and  has  offered  to  purchase  the  remain- 
ing interests,  property,  and  franchises  of  the  first  party  in  and  to  said 
railroad,  upon  the  terms  and  conditions  hereinafter  stated,  which  have 
been  agreed  to  by  the  directors  of  both  the  said  companies,  and  approved 
by  the  stockholders  owning  and  holding  two-thirds  in  amount  of  the  capital 
stock  of  the  parties  of  the  first  and  second  parts,  in  manner  and  form  as 
required  by  law : 

Now,  Therefore,  This  Indenture  Witnesseth:  That  the  said  party  of  the 
first  part,  for  and  in  consideration  of  five  dollars  to  it  in  hand  paid,  the 
receipt  of  which  is  hereby  acknowledged,  and  other  good  and  valuable 
considerations,  has  granted,  bargained,  and  sold,  and  by  these  presents 
does  grant,  bargain,  sell  and  convey,' release,  assign,  and  transfer,  to  the 
said  party  of  the  second  part,  all  and  singular  the  said  above  described 
railroad,  and  all  its  right,  title,  and  interest  therein;  together  with  all 
rights  of  way,  road-bed,  bridges,  and  depot  road,  and  all  its  right,  title, 
and  interest  therein;  together  with  all  rights  of  way,  road-bed,  bridges, 
and  depot  and  other  lands,  or  interest  therein;  and  all  station  houses 
and   other   buildings   and   structures   of   whatever   kind   belonging  thereto; 


870         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

together  with  all  the  fixtures  and  appurtenances  appertaining  to  the  said 
railroad,  or  in  any  manner  connected  therewith;  also  all  rights,  privileges, 
and  franchises  of  the  said  party  of  the  first  part,  in  and  to  the  aforesaid 
railroad;  together  with  all  other  present  and  in  future  to  be  acquired 
property,  of  every  kind  and  description,  belonging  to  the  said  first  party, 
except  its  franchise  to  be  a  corporation. 

To  Hav>  and  to  Hull,  the  said  railroad  and  lands,  tenements,  rights, 
privileges,  and  franchises,  and  other  property,  above  mentioned  and  con- 
veyed, to  the  said  second  party,  its  successors  and   assigns,  forever. 

And  the  said  party  of  the  second  part  covenants  and  agrees  with  the  said 
party  of  the  first  part  to  equip  the  said  railroad,  or  cause  the  same  to  be 
equipped,  and  to  maintain  and  operate  the  same  in  such  manner  as  to 
furnish  reasonable  accomodations  to  the  public;  to  pay,  or  cause  to  be 
paid,   all    taxes   and    .  its   that    may    be   lawfully    levied,    charged,   or 

3Sed  upon  the  said  railroad  and  property,  or  any  part  thereof;  and  to 
assume  all  contracts,  bonds,  and  other  obligations,  of  whatsoever  kind, 
and  pay  and  discharge  all  debts  and  liabilities,  both  principal  and  interest, 
of  the  said  part,  as  they  may  severally  mature;  and  to  issue  and  deliver 
to  the  owners  and  holders  of  the  capital  stock  of  the  first  party,  one  share 
of  its  own  capital  stuck  for  every  fifteen  shares  of  the  capital  stock  of 
said  tirst  party,  upon  the  surrender  and  transfer  to  it  of  such  shares  of  the 
k. 

And  to  the  end  that  the  second  party  may  have,  hold,  use,  exercise,  and 
enjoy  the  railroad  and  property  and  franchises  of  the  first  party,  hereby 
conveyed   and    intended    to   be  con  ml   whether  now  existing  or  here- 

r    acquiri  3  full;     as    might    be   done   by   the   first    party,    if    this 

conveyance  had  not  been  made,  the  first  party  agrees  to  execute  from  time 
to  time  any  additional  assignment,  conveyance,  or  assurance,  and  to  perform 
any  act,  which  the  counsel  of  the  second  party  may  advise;  and,  for  the 
pin:  id,    the    first    party    agrees    if    the    second    party    shall    so 

desire  and  advise,  that  it  will  keep  up  and  maintain  its  corporate  existence 
and  organization. 

In  II    Iness  Whereof,  the  parties  hereto  hat  i  their  corporate  names 

to  be  hereunto  subscribed  by  their  respective  Presidents,  and  their  corporate 
-  to  be  attached  and  :    by  their  respective  Secretaries,  all  on  the 

day   and  year  first  above  writl 

DIXON.    PEOBIA    AM)   HANNIBAL   RAILROAD   COMPANY. 
[seal]  By  C.  I.  Stukgis,  President. 

Attest:  II.  W.  Weiss,  Secretary. 
CHICAGO,  BUBLINGTON   &   QUINCY  RAILROAD   COMPANY, 
[seal]  By  C.  E.  Perkixs,  President. 

Attest:   T.  S.  Howlaxd,  Secretary. 

State  of  Illinois,  ) 

>.  ss. 
County  of  Cook.     ) 

Be  it  remembered,  that,  on  this  14  day  of  June,  A.D.  1899,  before  me, 
a  Notary  Public,  in  and  for  said  County  and  State,  personally  appeared 


CORPORATE  HISTORY  871 

C.  I.  Sturgis,  President  of  the  Dixon,  Peoria  and  Hannibal  Eailroad 
Company,  a  corporation  organized  and  existing  under  the  laws  of  the  State 
of  Illinois,  personally  known  to  me  and  to  be  the  same  person  whose  name 
is  subscribed  to,  and  who  executed,  the  foregoing  instrument  as  such 
President  who,  being  by  me  duly  sworn,  did  say  that  he  is  President  of  the 
said  Dixon,  Peoria  and  Hannibal  Eailroad  Company;  that  he  knows  the 
corporate  seal  of  said  Company;  that  it  was  affixed  by  order  of  the  Board 
of  Directors  of  said  Company;  that  said  instrument  was  signed  and 
sealed  in  behalf  of  said  Company;  that  the  said  C.  I.  Sturgis  acknowledged 
said  instrument,  and  that  it  was  the  voluntary  act  and  deed  of  said 
Company,  and  that  he,  as  such  President,  signed,  sealed,  and  delivered 
said  instrument,  as  the  free  and  voluntary  act  and  deed  of  said  Company, 
and  as  his  own  free  and  voluntary  act  and  deed  as  such  President,  for 
the  uses  and  purposes  therein  set  forth. 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  official  seal,  this 
14  day  of  June,  A.  D.  1899. 

Herbert  Haase, 
[seal]  Notary  Public  for  said  County  and  State. 

State  of  Iowa,  ) 

y  ss. 
County  of  Des  Moines.) 

Be  it  remembered,  that,  on  this  13  day  of  June,  A.  D.  1899,  before  me, 
a  Notary  Public,  in  and  for  said  County  and  State,  personally  appeared 
C.  E.  Perkins,  President  of  the  Chicago,  Burlington  &  Quincy  Eailroad 
Company,  a  corporation  organized  and  existing  under  the  laws  of  the 
State  of  Illinois,  personally  known  to  me  and  to  be  the  same  person  whose 
name  is  subscribed  to,  and  who  executed,  the  foregoing  instrument  as  such 
President,  who,  being  by  me  duly  sworn,  did  say  that  he  is  President 
of  the  said  Chicago,  Burlington  &  Quincy  Eailroad  Company;  that  he 
knows  the  corporate  seal  of  said  Company ;  that  the  seal  affixed  to  the 
foregoing  instrument  is  the  corporate  seal  of  said  Company;  that  it  was 
affixed  by  order  of  the  Board  of  Directors  of  said  Company;  that  said  in- 
strument was  signed  and  sealed  in  behalf  of  said  Company  by  like  order 
as  President  of  said  Company;  that  the  said  C.  E.  Perkins  acknowledged 
said  instrument,  and  that  it  was  the  voluntary  act  and  deed  of  said  Company, 
and  that  he,  as  such  President,  signed,  sealed,  and  delivered  said  instru- 
ment, as  the  free  and  voluntary  act  and  deed  of  said  Company,  and  as 
his  own  free  and  voluntary  act  and  deed  as  such  President,  for  the  uses 
and  purposes  therein  set  forth. 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  official  seal,  this 
13  day  of  June,  A.  D.  1899. 

W.  F.  McFarland, 
[seal]  Notary  Public  for  said  County  and  State. 

Eecorded  in  Illinois: 
Bureau  County  June  24  1899  Book  123  Page  1 
Stark  County  June  22  1899  Book  75  Page  125 
Peoria  County  June  22  1899  Book  ZH  Page  69 


872         CHICAGO,  BURLINGTON   &   QULNCY  RAILROAD  COMPANY 

TRUST    MORTGAGE,    July    1,    1869,    The    Dixon    Peoria    and    Hannibal 
Railroad  Company  to  James  F.  Joy  and  John  N.  Denison,  Trustees. 

This  Indenture  made  this  first  day  of  July  in  the  year  of  Our  Lord  One 
Thousand  Eight  hundred  and  sixty  Nine  between  "The  Dixon  Peoria  and 
Hannibal  Railroad  Company"  a  corporation  duly  incorporated  and  or- 
ganized by  and  under  the  laws  of  the  State  of  Illinois,  party  of  the  first 
part,  and  .lames  V.  Joy  of  Detroit  in  the  State  di'  Michigan  and  John  N. 
Denison  of  Boston  in  the  State  of  Massachusetts,  parties  of  the  second  part. 

Whereas  the  said  "Dixon   Peoria  and  Hannibal  Railroad  Company,"  in 

virtue  of  the  power  of  its  charter  and  amendments  thereto,  and  of  the  laws 
of  the  State  of  Illinois  is  authorized  to  construct,  maintain  and  operate  a 
railroad  from  Dixon,  in  the  County  of  Lee  and  State  of  Illinois  to  a  point 
on  the  Bast  side  of  the  Mississippi  River  near  to  or  opposite  the  City  of 
Hannibal  in  the  state  of  Missouri,  and  is  now  in  pursuance  of  its  said 
charter  and  amendments  and  laws  aforesaid  presently  engaged  in  locating 
and  constructing  that  part  of  its  said  Railroad  lying  between  the  Town  or 
Village  of  Buda,  a  point  on  the  Chicago,  Burlington  and  Quimy  Railroad, 
in   the  County   of    Bureau   and   State   of    Illinois,   and   the  town   or   village  of 

Klmw 1,    a    point    on    the    Peoria    branch    of   the   Chicago,    Burlington   and 

Quincy  Railroad  in  the  County  of   I'eoria  a  distance  of  aliout  18  mil' 

And  Whereas  the  said  Dixon  I'eoria  and  Hannibal  Railroad  Company  is 

roua    of    borrowing    money    to   an    amount    not    exceeding    eight    hundred 

thousand  dollars   to  aid   in   the  construction   of   said    portion   of  said   railroad, 

being  about  seventeen  thousand  dollars  per  mile  to  be  applied  to  the  pur- 
chase  and  transportation  of,  or  in  payment  of  iron,  material  and  superstruc- 
ture ami   equipmi  Said   portion   of  said    railroad   to   be  used  therein  and 

thereon  and  have  resolved  to  execute  Bond  of  the  said  Company,  as  follows 

to  wit.  eight  hundred  bonds  in  Mini  of  one  thousand  dollars  each  of  the  date 
of  July  1st  A.l».  1869,  payable  at  any  time  not  less  than  five  nor  more  than 
twenty  years  from  the  date  thereof,  bearing  interest  at  the  rate  of  eight 
per  cent  per  annum  payable  semi-annually,  I  government  tax,  on  the 

first  day  of  January,  and  July  in  each  year,  until  such  principal  sum  shall 
be  paid,  at  the  Banking  house  of  the  Bank  of  Commerce  in  the  city  of  New 
£"ork,  where  both  the  principal  sum  ami  Lnteresl  are  to  be  made  payable, 
said  bonds  to  stand  all  equally  secured  by  these  presents,  according  to  their 
amounts  notwithstanding  the  same  shall  be  issued  and  be  made  payable  at 
different  times  which  said  bonds  are  to  be  numbered  consecutively  from  .\o. 
one  (1)  to  No.  eight  hundred  (800)  inclusive,  each  of  the  said  bonds  to  be 
countersigned   by  tie     -  i j    of  said  Company   and   authenticated  by  a 

certificate  thereon  signed  by  the  said  second  parties  or  one  of  them,  and  are 
to  be  duly  stamped. 

Now  Therefort  this  Indenture  Witnesseth  that  the  said  Dixon  Peoria  and 
Hannibal  Railroad  Company,  in  order  to  secure  the  payment  of  its  said 
bonds,  and  the  interest  thereon,  and  in  consideration  of  the  sum  of  Five 
Dollars,  to  it  in  hand  paid  by  the  said  parties  of  the  second  part  at  the 
ensealing  and  delivery  of  these  presents,  the  receipt  whereof  is  hereby 
acknowledged  has  granted,  bargained,  sold,  transferred  and  conveyed,  and 


CORPORATE  HISTORY  873 

by  these  presents  does  grant,  bargain,  sell,  transfer  and  convey  unto  the 
said  parties  of  the  second  part,  their  successors  in  the  trust  hereby  created, 
mid  assigned,  all  the  following  present  and  in  future  to  be  acquired  property 
of  the  said  "Dixon  Peoria  and  Hannibal  Eailroad  Company,"  and  all  the 
right,  title  and  interest  and  equity  of  redemption  therein,  that  is  to  say; 
All  that  part  or  portion  of  said  Eailroad  of  the  said  first  party  located, 
constructed  or  made  or  to  be  located,  constructed  or  made,  which  lies  be- 
tween the  Depot  of  the  said  party  of  the  first  part  at  the  Village  of  Buda 
in  the  County  of  Bureau,  and  State  of  Illinois,  and  its  said  Depot  at  Elm- 
wood  in  the  said  County  of  Peoria  and  State  aforesaid  including  the  depots 
of  the  said  party  of  the  first  part  at  Buda  and  Elmwood  aforesaid,  and  the 
right  of  way  and  land  occupied  thereby,  together  with  the  superstructure 
and  tracks  thereon  and  to  be  placed  thereon,  and  all  the  iron,  rails,  chairs, 
spikes,  ties,  timber,  materials  furnished  and  property  purchased  or  to  be 
purchased  or  furnished  for  the  construction  and  equipment  of  the  said  por- 
tion of  said  railroad  hereby  conveyed  where  ever  the  same  may  be,  and 
whether  now  upon  said  premises  or  elsewhere,  all  depots  and  station  grounds 
and  the  buildings  thereon,  and  to  be  erected  thereon,  and  all  the  side  tracks, 
bridges,  viaducts,  fences,  Engines,  tenders,  cars  and  rolling  stock  of  what- 
soever nature,  machinery,  tools  and  fixtures,  and  all  other  real,  personal  and 
mixed  property  of  the  said  party  of  the  first  part,  now  on  said  mortgaged 
premises  or  belonging  thereto  or  purchased  or  procured  for  the  construction 
thereof  though  elsewhere  situated,  and  all  the  rights,  privileges  and  franchises 
of  said  company  now  held  or  possessed  by  it  or  which  may  hereafter  be 
acquired,  and  all  the  immunities  and  appurtenances  of  said  company  in 
and  to  said  mortgaged  premises  or  in  any  manner  belonging  thereto  or 
connected  therewith  so  far  as  by  law  said  party  of  the  first  part  is  authorized 
to  convey  the  same  together  with  the  net  earnings,  revenues  and  profits  to  be 
derived  from  the  use  and  operation  of  the  said  portion  of  the  said  railroad 
hereby  conveyed.  It  being  the  true  interest  and  meaning  of  the  parties 
hereto  that  only  such  of  the  corporate  rights  and  franchises  of  said  first 
party  shall  pass  or  be  covered  or  be  deemed  either  at  law  or  equity  to  be 
included  therein  as  pertaining  to  or  are  necessary  for  the  operating  or 
management  of  said  section  of  said  first  parties  Eailroad  between  Buda 
and  Elmwood. 

To  Have  and  to  Hold  the  said  premises  and  property  herein  described 
and  every  part  and  parcel  thereof,  unto  the  said  parties  of  the  second  part, 
their  successors  in  said  trust  and  assigns,  but  nevertheless  upon  the  follow- 
ing terms,  that  is  to  say;  In  case  the  said  Dixon,  Peoria  and  Hannibal 
Eailroad  Company  shall  fail  to  pay  the  principal  or  any  part  thereof,  or 
anv  of  the  interest  on  any  of  the  bonds  secured  or  intended  to  be  secured 
hereby  at  any  time  when  and  where  the  same  shall  become  due  and  payable 
according  to  the  tenor  thereof  and  for  ten  days  thereafter  then  and  in  such 
case  all  of  said  bonds,  both  principal  sum  and  interest,  shall  thereupon  im- 
mediately become  due  and  payable  and  at  the  request  of  the  holder  of  any 
one  of  said  bonds,  said  parties  of  the  second  part,  their  successors  in  said 
trust  or  assigns,  may  enter  into  and  take  possession  of  all  and  singular  the 
said  railroad  premises  and  property  hereby  conveyed  or  intended  to  be  con- 


874         CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

veyed,  and  as  the  attorneys  in  fact  or  agents  of  said  Dixon  Peoria  and 
Hannibal  Railroad  Company,  by  themselves  or  their  agents  duly  constituted 
have,  use  and  employ  the  same,  making  from  time  to  time  all  needful 
repairs,  alterations  and  additions  thereto,  and  after  deducting  the  expenses  of 
such  use,  repairs,  alterations  and  additions  apply  the  net  earnings  and  pro- 
ceeds of  said  Railroad  premises  and  property  to  the  payment  of  the  princi- 
pal sum  and  interest  of  all  said  bonds  remaining  unpaid,  or  the  said  parties 
of  the  second  part,  their  successors  in  said  trust  and  assigns,  at  their  dis- 
cretion may,  and  on  the  written  request  of  the  holder  of  any  one  of  said 
bonds  then  unpaid  shall  cause  said  premises,  or  so  much  thereof  as  shall  be 
necessary  to  discharge  the  principal  and  interest  of  all  such  of  said  bonds 
as  may  be  unpaid,  together  with  the  expenses  of  sale  to  be  sold  at  public 
auction  at  the  South  door  of  the  Custom  house  and  Post  office  building 
in  the  City  of  Chicago,  County  of  Cook  and  State,  of  Illinois,  after  giving 
thirty  days  notice  of  the  time  and  place,  and  terms  of  such  sale,  by  publish- 
ing the  same  in  one  of  the  principal  newspapers  at  that  time  published  in  the 
City  of  Chicago,  ami  upon  such  sale  to  execute  to  the  purchaser  or  pur- 
chasers thereof,  a  good  and  sufficient  deed  or  deeds  of  conveyance  in  the 
law  in  fee  simple  for  the  same,  which  shall  bo  a  bar  against  the  said  the 
Dixon  Peoria  and  Hannibal  Railroad  Company,  party  of  the  first  part,  its 
successors  ami  assigns,  and  all  persons  claiming  under  it  or  them  of  all  right, 
title  interest  and  claim  in  and  to  said  premises  or  any  part  thereof,  and 
after  deducting  from  the  proceeds  ft'  such  sale,  the  costs  and  expenses 
thereof  and  of  the  management  of  said  premises  and  property,  shall  apply 
so  much  of  said  proceeds  as  may  lie  necessary  to  the  payment  of  the  princi- 
pal and  interest  of  said  bonds,  and  shall  restore  the  residue  thereof  if  any 
therebe,  to  the  said  party  of  the  first  part,  its  successors  or  assigns,  it  being 
expressly  understood  and  agreed  that  in  no  case  shall  any  claim  be  made 
under  or  advantage  to  be  taken  of  any  valuation,  appraisement  or  extension 
laws  by  the  said  party  of  the  first  part,  its  successors  or  assigns,  nor  shall 
any  injunction  be  allowed  or  stay  of  proceedings  had,  or  process  applied 
for  or  obtained  to  prevent  such  entry  sale  and  conveyance  as  aforesaid. 

It  is  also  hereby  expressly  understood  and  agreed  that  it  shall  be  lawful 
for  the  said  Dixon  Peoria  and  Hannibal  Railroad  Company,  its  successors 
and  assigns,  to  dispose  of  the  current  net  revenues  of  said  part  or  portion  of 
said  road  hereby  conveyed,  as  it  or  they  shall  think  proper,  until  default 
shall  be  made  in  the  payment  of  the  interest  or  principal  of  said  bonds  or 
of  some  one  of  them. 

And  the  said  Dixon  Peoria  and  Hannibal  Railroad  Company  for  itself  and 
successors  and  assigns  does  hereby  covenant  and  agree  to  execute  and  deliver 
any  such  further  reasonable  or  necessary  acquitances  or  conveyances  of  the 
said  premises  and  property  or  any  part  thereof,  to  said  parties  of  the 
second  part,  their  successors  in  said  trust  or  assigns,  as  counsel  learned 
in  the  law  shall  deem  proper  or  necessary  for  the  more  fully  and  completely 
conveying  and  assessing  the  said  premises  and  property  to  the  said  parties 
of  the  second  part,  their  successors  in  said  trust  and  assigns  and  for  carry- 
ing into  effect  the  objects  and  purposes  of  these  presents  and  making  them 
embrace  the  property  and  effects  herein  mentioned  and  conveyed  or  intended 


CORPORATE  HISTORY 


875 


to  be  conveyed.  And  it  is  hereby  mutually  understood  and  agreed  and 
these  presents  are  upon  the  express  condition  that  upon  the  payments  of 
the  principal  sum  and  interest  of  said  bonds,  the  estate  hereby  granted  to 
the  said  parties  of  the  second  part  shall  cease  and  determine  and  the  rights 
and  title  to  the  premises  hereby  conveyed  shall  revert  to  and  revest  in  the 
said  party  of  the  first  part,  its  successors  or  assigns,  without  any  acknowledge- 
ment of  satisfaction,  reconveyance,  re-entry  or  other  act. 

It  is  hereby  further  mutually  understood  and  agreed  that  the  bonds  se- 
cured by  this  instrument  may  be  issued  at  different  times  but  only  for  the 
construction  or  equipment  of  the  portion  of  the  Eailroad  herein  described 
and  conveyed  and  that  neither  the  bonds  nor  the  proceeds  thereof  issued 
for  the  construction  and  equipment  of  said  Eailroad  as  aforesaid  shall  be 
appropriated  to,  or  used  in  the  construction  of  any  other  or  different  part 
or  division  of  said  Eailroad  and  that  in  no  case  and  in  no  event  are  any  of 
the  bonds  hereby  secured  to  be  used  for  the  construction  of  the  part  of  said 
Eailroad  hereby  conveyed  and  described  until  money  enough  shall  have  been 
raised  by  the  said  party  of  the  first  part  which  together  with  the  bonds 
issued  for  the  construction  and  equipment  of  the  portion  of  road  herein 
described  or  the  proceeds  thereof,  shall  be  sufficient  to  construct  and  com- 
plete said  portion  of  said  road  lying  between  the  said  towns  of  Buda  and 
Elmwood  aforesaid. 

And  it  is  also  mutually  agreed  that  the  said  parties  of  the  second  part, 
their  successors  and  assigns  shall  only  be  accountable  for  reasonable  diligence 
in  the  management  thereof,  and  shall  not  be  responsible  for  the  acts  of  any 
agents  or  servants  employed  by  them,  when  such  agents  or  servant  shall 
have  been  selected  and  employed  with  reasonable  prudence  and  care,  and 
that  said  second  parties,  and  their  successors  in  said  trust  shall  be  entitled 
to  reasonable  compensation  for  the  execution  of  the  trust  hereby  created  and 
also  for  their  labor  and  services  in  case  they  shall  be  compelled  to  take 
possession  of  said  premises  or  any  part  thereof  or  to  superintend  or  manage 
the  same. 

And  it  is  hereby  mutually  agreed  that  the  said  parties  of  the  second  part 
and  their  successors  in  said  trust  shall  not  in  any  manner  be  liable  or  re- 
sponsible for  the  acts  of  each  other  to  which  they  do  not  assent,  and  that  in 
the  case  of  the  death,  resignation,  mental  infirmity  or  other  incapacity  of 
either  one  of  the  Trustees  under  this  instrument  to  act  in  the  matter  of  said 
trust  all  his  right,  title,  estate,  interest,  power  and  control  in  the  premises 
shall  be  divested  cease  and  determine  and  the  said  Dixon  Peoria  and  Hannibal 
Eailroad  Company  and  the  surviving  trustee  may  mutually  agree  upon  a  new 
trustee  to  supply  such  vacancy,  or  failing  so  to  agree  the  said  Dixon  Peoria 
and  Hannibal  Eailroad  Company  shall  or  in  case  its  default  or  neglect  to 
take  proceedings  therefor  for  thirty  days,  the  holder  of  any  one  or  more  of 
said  bonds  then  remaining  unpaid  may  apply  to  any  Court  of  the  State 
of  Illinois  having  jurisdiction  in  the  premises  to  appoint  a  new  trustee  to 
fill  such  vacancy  and  thereupon  such  new  trustee  selected  in  either  of  the 
modes  above  prescribed  shall  become  vested,  for  the  purpose  aforesaid,  with 
all  the  right,  title,  interest,  estate  and  power  requisite  to  enable  the  person 


876         CHICAGO,  BURLINGTON   &   QUINCY  RAILROAD  COMPANY 

thus  designated  to  execute  with  the  other  trustee  the  purposes  of  this  trust, 
without  any  further  assurance  or  conveyance  to  him  of  the  same. 

But  if  additional  assurance  or  conveyance  shall  be  deemed  necessary,  both 
or  either  of  the  pari  its  hereto,  as  the  case  may  require,  shall  execute  and 
deliver  any  and  all  such  reasonable  and  necessary  releases,  conveyances  and 
assurances  for  that  purpose  as  counsel  learned  in  the  law  in  that  regard  shall 
advise  it  being  further  expressly  understood  that  the  surviving  trustee  in  the 
meantime  shall  be  fully  authorized  and  empowered  to  execute  all  the 
purposes  of  this  trust  until  such  vacancy  shall  be  supplied. 

The  said  second  parties  hereto  respectively  accept  the  trust  hereby  created 
and  imposed  on  them. 

In  Witness  Whereof  the  said  the  1'ixon  Peoria  and  Hannibal  Railroad 
Company  has  caused  its  seal  to  be  hereunto  affixed  and  attested  by  its 
Secretary  and  its  corporate  name  to  be  hereto  subscribed  by  its  President, 
and  the  said  second  parties  have  also  hereunto  set  their  hand  and  seals  this 
day  and  year  Jirst  above  written. 

Dixon  Peoria  and  Hannibal  Railroad  Company, 
\-  By  A.  H.  Castle,  President. 

L.  C.  Ellswortii,  Secri  tary. 

of  Illinois,  I 

County  of  Cook,     Lss. 
of  <  'iii.  ago. 
/;•     I     i  I  that  on  this  Fourteenth  day  of  Sept.  A.D.  1869,  before 

me  a  Notary  Public  in  and  for  said  City  of  Chicago  in  said  County  and 
Si   ••.  duly  commissioned  and  qualified  to  take  acknowledgements  and  proof 

-  and  other  instruments   in   writing  under  seal   to   lie   used   or   recorded 

in  tin-  state  of  Illinois,  personally  cam,'  Alfred  II.  Castle,  President  of  the 
Dixon  Peoria  and  Hannibal  Railroad  Company  who  is  known  to  me  to  be 
the  person  who  subscribed  the  Corporate  name  of  said  Company  to  the 
for.  .  ed  of  convej  -  -  :'-!i  President  who  being  by  me  duly  sworn 

deposes  and  says,  that   he  I     amty  id'  Cook  and  State  of  Illinois, 

that  he  is  r  of  the  Dixon   Peoria  ami  Hannibal  Railroad  Company, 

that  he  knows  the  corporate  seal  of  Company;  that  the  seal  affixed  to  the 
foregoing  conveyance  is  the  corporate  seal  of  said  Company;  that  it  was 
affixed  by  order  of  the   Board   of   Diri  if  said   Company  and   that  he 

signed  his  name  to  said  conveyance  by  like  order  of  said  Board,  as  Presi- 
dent of  said  Company;  ami  that  the  said  Company  executed  and  delivered 
i    convey!  and    voluntary   act    for  the   uses  and    purposes 

therein  set  forth  and  that  he  also  acknowledged  that  he  as  such  President 
executed  and  delivered  said  conveyance  as  the  free  and  voluntary  of  himself 
and  the  said  Company. 


'       nty 

Burkat- 

Peoria 

Staek 


Orson-  Smith, 

Notary  Public. 

RECORDED  IN 

ILLINOIS 

Date 

Booh                 Page 

September  18, 

1869 

R                     598 

October         1, 

1869 

9                     602 

November      2, 

1869 

D                     201 

CORPORATE  HISTORY  877 

DECREE,  June  Term  1905  in  Circuit  Court,  Stark  County,  Illinois,  in  re 
Dixon,  Peoria  and  Hannibal  Railroad  Company. 

State  of  Illinois,  / 

v  SS. 

Count?  of  Stark.  \ 

In  the  Circuit  Court  thereof,  June  Term,  A.  D.  1905. 

In  the  Circuit  Court  thereof,  June  Term,  A.  D.  1905. 

Henry  Parkman,  Jr.,  George  H.  Richards,  and  A.  G.  Stanwood,  Trustees, 
vs.  Dixon,  Peoria  and  Hannibal  Railroad  Company,  and  the  Unknown  heirs 
and  devisees  of  James  P.  Joy  and  John  N.  Denison,  Deceased. 

DECREE. 

This  day  come  the  complainants  by  Jack,  Irwin,  Jack  &  Danforth,  their 
solicitors,  and  it  appearing  that  at  the  time  of  the  filing  of  the  bill  of 
complaint  herein  an  affidavit  was  also  filed  in  due  form  that  there  were 
persons  interested  in  the  subject  matter  and  premises  in  said  bill  of  com- 
plaint mentioned,  whose  names  and  places  of  residence  were  unknown  and 
who  are  designated  in  this  suit  as  the  unknown  heirs  and  devisees  of  James 
F.  Joy  and  John  N.  Denison,  Deceased,  and  it.  further  appearing  that 
pursuant  to  the  filing  of  said  affidavit,  the  clerk  of  this  court  has  caused 
publication  to  be  made  in  Stark  County  News,  a  newspaper  in  tfiis  county, 
containing  a  notice  of  the  pendency  of  this  suit,  the  names  of  the  parties 
thereto,  title  of  the  court  and  the  time  and  place  of  the  return  of  summons 
in  the  case,  which  publication  was  made  once  in  each  week  for  four  succes- 
sive weeks,  to-wit,  on  April  26th,  May  3d,  May  10th  and  May  17th  A.  D. 
1905,  and  that  more  than  forty  days  has  intervened  between  the  first  publi- 
cation, as  aforesaid,  and  the  first  day  of  this  (June,  1905)  term  of 
this  court,  and  that  all  things  required  by  law  to  give  the  court  jurisdiction 
of  said  defendants  has  been  done;  and  it  further  appearing  that  the  defen- 
dant, Dixon,  Peoria  and  Hannibal  Railroad  Company  has  duly  filed  its 
appearance  in  the  said  cause,  to-wit,  on  the  19th  day  of  April,  1905,  waiving 
service  of  process  and  consenting  to  a-  decree  in  accordance  with  the  prayer 
of  said  bill,  and  the  court  having  jurisdiction  of  all  of  the  parties  to  said 
cause,  and  the  subject  matter  thereof,  it  is  ordered  that  said  defendants, 
and  each  of  them,  be  and  they  are  hereby  required  to  plead,  answer  or  de- 
mur to  the  said  bill  of  complaint,  and  no  plea,  answer  or  demurrer  or  other 
matter  of  defense  being  interposed  herein  by  said  defendants  and  they 
being  now  here  three  times  solemnly  called  in  open  court  come  not,  nor  does 
any  person  for  them,  but  herein  they  make  default,  which  is  on  motion 
ordered  to  be  taken  and  the  same  is  hereby  entered  of  record.  And  it  is 
ordered  that  the  said  bill  of  complaint  be,  and  the  same  is  hereby  taken 
as  confessed  by  and  against  the  said  defendants  and  all  of  them. 

Now  in  consideration  of  the  foregoing  and  of  the  proof  taken  in  said 
cause,  the  court  finds  that  all  the  material  allegations  in  said  bill  of  com- 
plaint contained  are  true;  that  the  equities  of  this  cause  are  with  the  com- 
plainants. It  is  therefore  ordered,  adjudged  and  decreed  that  C.  I.  Sturgis 
be  and  he  is  hereby  appointed  trustee  in  the  place  and  stead  of  James  F. 
Joy  and  that  T.  S.  Howland  be,  and  he  is  hereby  appointed  trustee  in  the 


878         CHICAGO,  BURLINGTON   &   QUINCY   RAILROAD  COMPANY 

place  and  stead  of  John  X.  Denison,  to  execute  the  trust  described  in  said 
bill  of  complaint.  And  now  the  said  C.  I.  Sturgis  and  T.  S.  Howland  having 
severally  tendered  to  the  court  their  acceptance  in  writing,  consenting  to 
their  appointment  as  trustees  in  the  places  and  steads  respectively  of  James 
F.  Joy,  Deceased,  and  John  X.  Denison,  Deceased,  under  said  Deed  of 
Trust,  It  is  ordered  that  said  acceptances  be  filed  in  this  cause  and  the 
same  being  now  filed,  as  required  by  this  order,  it  is  further  ordered,  ad- 
judged aud  decreed  that  the  said  C.  I.  Sturgis  and  T.  S.  Howland  be,  and 
they  are  hereby  vested  with  the  legal  title  to  said  property,  and  all  the 
right,  title,  interest,  estate  and  power  granted  by  the  said  original  deed 
of  trust  to  the  said  James  F.  Joy  and  John  N.  Denison,  to  the  full  extent 
accessary  or  requisite  to  enable  them,  as  successors  in  trust  of  the  said 
James  F.  Joy  and  John  N.  Denison,  to  carry  out  the  purposes  of  the  trust 
described  in  the  said  bill  of  complaint,  without  any  further  assurance  or 
conveyance  to  them  of  the  same. 

T.  M.  Green,  Judge. 


\ 


State  of  Illinois, 

V  ss 
Stark  County. 

I,  E.  B.  Eedfield,  Clerk  of  the  Circuit  Court  within  and  for  said  County 
and  State  aforesaid,  do  hereby  certify  the  foregoing  to  be  a  full,  true  and 
complete  copy  of  Final  Decree  in  case  of  Henry  Parkman,  Jr.,  George  H. 
Richards,  and  A.  G.  Stanwood,  Trustees,  vs.  Dixon,  Peoria  and  Hannibal 
Railroad  Company,  and  the  unknown  Heirs  and  devisees  of  James  P.  Joy 
and  John  X.  Denison,  Deceased,  as  appears  from  the  records  now  on  file  in 
my  office. 

In  Testimony  Whereof,  I  have  hereunto  subscribed  my  hand  and  affixed 
the  official  seal  of  said  Court,  at  my  office  in  Toulon,  Illinois,  this  27th  day 
of  June  A.  D.  1905. 


County 
Peoria 

Stark 


RELEASE,  March  1,  1906,  C.  I.  Sturgis  and  T.  S.  Howland,  Trustees  to 
The  Dixon,  Peoria  and  Hannibal  Railroad  Company. 

Know  all  men  by  these  presents: — That,  we  C.  I.  Sturgis  and  T.  S. 
1  lowland,  both  of  Chicago,  Illinois,  duly  appointed  and  qualified  as  suc- 
cessors in  trust  in  the  places  and  steads  respectively  of  James  F.  Joy  and 
John  X.  Denison,  deceased,  trustees,  in  accordance  with  the  terms  and  con- 
ditions of  the  trust  deed  hereinafter  referred  to,  for  and  in  consideration  of 
One  Dollar  and  other  good  and  valuable  considerations  the  receipt  whereof 
is  hereby  acknowledged,  do  hereby,  grant,  bargain,  remise,  convey,  release 
and  quitclaim  unto  the  Dixon,  Peoria  &  Hannibal  Railroad  Company,  a 
corporation     organized     and     existing     under     the     laws     of     the  State 


E.  B.  Redfield,, 

Circuit  Clerk. 

RECORDED  IX  ILLIXOIS 

Dot' 

Bool                  Page 

July  3,  1905 

Y.1                         404 

July  3,  1905 

140                        548 

CORPORATE  HISTORY  879 

of  Illinois,  all  the  right,  title,  interest,  claim  or  demand  whatsoever,  of 
every  nature  and  description,  which  we  may  have  acquired  in,  to  or  by  a 
certain  Trust  Deed  bearing  date  the  first  day  of  July,  A.  D.  1869,  and  re- 
corded as  follows :  In  the  Eecorder  's  office  of  Stark  County,  Illinois,  Novem- 
ber 2,  1869,  in  Book  "D"  of  Mortgages,  on  pages  201  to  205  inclusive;  in 
the  Eecorder 's  office  of  Peoria  County,  Illinois,  October  1,  1869,  Book  9,  page 
602 ;  in  the  Eecorder 's  Office  of  Bureau  County,  Illinois,  September  18,  1869, 
Book  "E"  of  Mortgages,  on  page  598,  to  the  premises  therein  described, 
to  wit: 

All  the  following  present  and  in  future  to  be  acquired  property  of  the 
said  Dixon,  Peoria  &  Hannibal  Eailroad  Company,  and  all  the  right,  title 
and  interest  and  equity  of  redemption  therein,  that  is  to  say,  all  that  part  or 
portion  of  said  railroad  of  the  said  first  party  located,  constructed,  or  made 
or  to  be  located,  constructed  or  made,  which  lies  between  the  depot  of  the 
said  party  of  the  first  part  at  the  Village  of  Buda,  in  the  County  of  Bureau, 
and  State  of  Illinois,  and  its  said  depot  at  Elmwood  in  the  said  County  of 
Peoria  and  State  aforesaid,  including  the  depots  of  the  said  party  of  the 
first  part  at  Buda  and  Elmwood  aforesaid,  and  the  right  of  way  and  land 
occupied  thereby,  together  with  the  superstructure  and  tracks  thereon  and 
to  be  placed  thereon,  and  all  the  iron,  rails,  chairs,  spikes,  ties,  timber,  ma- 
terials furnished  and  property  purchased  or  to  be  purchased  or  furnished 
for  the  construction  and  equipment  of  the  said  portion  of  said  railroad 
hereby  conveyed  wherever  the  same  may  be,  and  whether  now  upon  said 
premises  or'  elsewhere,  all  depots  and  station  grounds  and  the  buildings 
thereon  and  to  be  erected  thereon,  and  all  the  side  tracks,  bridges,  viaducts, 
fences,  engines,  tenders,  cars  and  rolling  stock  of  whatsoever  nature,  ma- 
chinery, tools,  and  fixtures,  and  all  other  real,  personal  and  mixed  property 
of  the  said  party  of  the  first  part  now  on  said  mortgaged  premises  or  be- 
longing thereto  or  purchased  or  procured  for  the  construction  thereof  though 
elsewhere  situated,  and  all  the  rights,  privileges  and  franchises  of  said  com- 
pany now  held  or  possessed  by  it  or  which  may  hereafter  be  acquired,  and 
all  the  immunities  and  appurtenances  of  said  Company  in  and  to  said  mort- 
gaged premises  or  in  any  manner  belonging  thereto  or  connected  therewith 
so  far  as  by  law  said  party  of  the  first  part  is  authorized  to  convey  the 
same,  together  with  the  net  earnings,  revenues  and  profits  to  be  derived  from 
the  use  and  operation  of  the  said  portion  of  the  said  railroad  hereby  con- 
veyed. It  being  the  true  intent  and  meaning  of  the  parties  hereto  that  only 
such  of  the  corporate  rights  and  franchises  of  said  first  party  shall  pass  or 
be  conveyed  or  be  deemed  either  at  law  or  equity  to  be  included  therein  as 
pertaining  to  or  are  necessary  for  the  operating  or  management  of  said  sec- 
tion of  said  first  parties  railroad  between  Buda  and  Elmwood. 

Also  all  other  property  of  every  nature  and  description  conveyed  in  and 
by  said  trust  deed. 

In  Witness  Whereof,  we  have  hereunto  set  our  hands  and  seals  this  1st 
day  of  March,  1906. 

T.    S.    HOWLAND  [SEAL] 

C.  I.  Sturgis  [seal] 

Successors  in  trust. 


880         CHICAGO,  BURLINGTON  &  QUIXCY  RAILROAD  COMPANY 


)IS,J 


ss. 


State  of  Illinois. 
County  of  Cook 

I,  J.  H.  Pettibone,  a  Notary  Public,  in  and  for  said  County,  in  the  State 
aforesaid,  do  hereby  certify  that  C.  I.  Sturgis  and  T.  S.  Howland, 
successors  in  trust,  personally  known  to  me  to  be  the  same  persons  who 
executed  the  foregoing  instrument,  as  successors  in  trust,  appeared  before 
me  this  day  in  person  and  acknowledged  that  they  executed  said  instrument 
as  successors  in  trust  as  their  tree  and  voluntary  act  for  the  uses  and  pur- 
poses  therein  set   forth. 

/  II'  ess  Whereof,  I  have  hereunto  set  my  hand  and  Notarial  Seal  this 
2nd  day  of  March,  1906. 

J.  H.  Pettibone, 
[seal]  R  otary  Public. 


i  iii 
stark 
Peoria 
Bote  \r 


RECORDED  IN   ILLINOIS 

Dat>  Book 

March   16,  1906  82 

March  22,  1906  P.  I 

March  29,  1906  J 


Page 

511 
508 
144 


THE  CARTHAGE  AND  BURLINGTON 
RAILROAD  COMPANY 

This  company  was  organized  by  citizens  of  Burlington,  Iowa 
and  Carthage,  Illinois,  who  of  date  March  8,  1867,  procured  a 
Special  Act  of  the  Illinois  Legislature  under  which  they  or- 
ganized as  a  company  at  Carthage  on  the  28th  of  March,  1867. 

Stock  to  the  amount  of  540  shares  was  subscribed  at  Burling- 
ton and  along  the  line,  but  little  progress  was  made  until  the 
spring  of  1869,  when  a  construction  contract  was  made  with 
Woods  &  Wright,  and  a  Mortgage  of  date  June  9,  1868,  to  John 
Fallon,  Trustee,  of  Philadelphia,  for  $825,000,  was  authorized. 

By  May  1,  1869,  all  of  these  bonds  had  been  turned  over  to 
James  F.  Joy,  acting  for  the  C.  B.  &  Q.,  and  this  Fallon  Mort- 
gage was  cancelled. 

Of  date  October  8,  1868,  an  agreement  was  made  with  Woods 
&  Wright,  under  which  a  new  mortgage  for  $650,000  of  date 
May  1,  1869,  was  executed  to  James  F.  Joy,  Trustee,  and  $600,- 
000  of  bonds  were  issued  and  sold  to  the  public  with  a  C.  B.  &  Q. 
guarantee,  which  Company  ultimately  paid  them  in  full. 

Of  the  same  date  another  mortgage  for  $175,000  was  executed 
to  John  N.  Denison,  Trustee,  who  was  a  C.  B.  &  Q.  official. 

Woods  &  Wright  turned  over  to  the  C.  B.  &  Q.  all  the  stock 
issued  to  them  as  contractors.  At  the  same  time,  and  as  part  of 
the  same  transaction,  a  ninety-nine  year  Lease  of  the  road, 
dated  May  1,  1869,  was  made  to  the  C.  B.  &  Q.,  the  rental  to  be 
one  half  the  net  earnings  (fifty  per  cent)  to  be  applied  to  the 
purchase  of  the  bonds  issued  under  the  Mortgage  to  Joy  if 
offered  at  par. 

Of  date  June  1,  1899,  The  Carthage  and  Burlington  Railroad 
Company  made  a  deed  of  all  its  property  in  fee  simple  to  the 
Chicago,  Burlington  &  Quincy  Railroad  Company. 


SS| 


882         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

ACT  OF  LEGISLATURE 

Approved  March  5,  1867. 

AX  ACT  to  authorize  subscription  to  the  stock  of  the  Carthage  and 
Burlingtou  Railroad  Company. 

Section  I.  Be  it  enacted  by  Hie  People  of  tlte  State  of  Illinois,  repre- 
sented in  the  General  Assembly,  That  the  county  of  Hancock  be  and  is 
hereby  authorized  to  subscribe  to  the  stock  of  the  Carthage  and  Bur- 
lington Railroad  Company  the  sum  of  fifty-two  thousand  dollars  in 
lieu  of  subscribing  the  same  to  the  Warsaw  and  Rockford  Railroad 
Company  under  the  pursuant  to  a  vote  taken  in  said  county  for  subscrip- 
tion to  said  last  named  road  heretofore — said  sum  being  the  unsub- 
scribed balance  authorized  by  said  vote,  and  said  subscription,  when 
made  shall  bind  said  county  the  same  as  if  made  to  said  last-named 
road,  and  said  county  may  issue  their  bonds  in  payment  of  said  sub- 
scription in  the  same  manner  as  now  authorized  to  issue  bonds  to  the 
Warsaw  and  Rockford  Railroad  Company:  Provided,  this  act  shall  not 
be  construed  to  compel  the  county  of  Hancock  to  make  such  subscrip- 
tion, but  to  authorize  the  board  of  supervisors  to  make  such  subscrip- 
tion or  not  in  their  discretion:  And  provided,  no  bonds  shall  be  issued 
by  said  county  until  said  Carthage  and  Burlington  Railroad  shall  be 
grade, |,  tied  and  bridged  in  said  county  of  Hancock,  so  far  as  the  same 
shall  be  located  therein  by  private  subscription  and  said  company  free 
from  debt  therefor. 

$  2.  This  act  shall  be  a  public  act,  and  take  effect  and  be  in  force 
from  and  after  its  pi 

Approved  March  5,  L867. 

Privatt    Laws  1867  Vol.  2,  Page  . 

ACT  OF  LEGISLATURE 

Apj'i  o\  ed   March  8,  1867. 

AN  ACT  to  incorporate  the  Carthage  and  Burlington  Railroad  Company, 
and  authorize  certain  towns  to  take  stock  and  levy  a  tax  to  pay  the 
same. 

Section  i.  Be  it  enacted  by  the  People  of  the  State  of  Illinois,  repre- 
sented in  the  General  Assembly,  That  Henry  P.  Black,  John  M.  Finch, 
George  Edmunds,  Jr.,  Win.  A.  Patterson,  Chas.  G.  Clark,  WTeslcy  H. 
Minore,  Boyd  Bradue,  John  J.  S.  Wilson  and  E.  A.  Chapin,  and  their 
associates,  successors  and  assigns,  be  and  they  are  hereby  created  a  body 
politic  and  corporate,  by  the  name  and  style  of  "The  Carthage  and 
Burlington  Railroad  Company,"  and,  by  that  name  and  style  shall  have 
perpetual  succession;  shall  be  capable  of  contracting  and  being  con- 
tracted with,  suing  and  being  sued  in  all  courts  and  places;  may  take 
and  hold  real  and  personal  property,  by  gift,  devise,  purchase,  con- 
demnation or  otherwise,  necessary  to  the  location,  construction  and 
operation  of  a  railroad,  with  single  or  double  track,  as  herein  authorized; 


CORPORATE  HISTORY  883 

and  may  mortgage,  lease  or  sell  the  same,  in  the  discretion  of  said  com- 
pany; may  have  a  common  seal,  and  alter  the  same  at  pleasure;  and 
exercise  all  the  powers,  rights,  privileges  and  immunities  which  are 
or  may  be  necessary  to  carry  into  effect  the  purposes  and  objects  of  this 
act;  may  borrow  money  and  mortgage  their  franchises  and  property 
to  secure  the  same. 

§  2.  Said  company  may  locate,  construct,  maintain  and  operate  a 
railroad,  with  one  or  more  tracks,  from  Carthage,  in  the  county  of 
Hancock,  to  East  Burlington,  in  the  county  of  Henderson,  in  the  State 
of  Illinois,  through  Dallas  City,  by  such  route  as  said  company  shall 
determine;  and  may  construct,  maintain  and  operate  a  branch  of  said 
railroad  in  Appanoose,  in  said  county  of  Hancock,  by  such  route  as  said 
company  shall  locate  and  determine,  the  terminus  of  said  road  at  East 
Burlington  and  of  said  branch  at  Appanoose,  being  on  the  Mississippi 
river;  and  may  connect  with  any  railroad  running  or  to  run  to  either 
of  the  places  herein  named,  or  which  shall  be  crossed  by  said  railroad; 
and  in  the  location,  construction,  maintenance  and  operation  of  said 
railroad,  and  in  the  location,  construction,  maintenance  and  use  of 
depots,  stations,  switches,  side-tracks,  tanks,  engine-houses,  machine 
shops,  turn-tables,  and  other  grounds,  buildings,  machinery,  or  things 
necessary  to  the  location  or  re-location,  construction,  maintenance  and 
operation  thereof,  may  take  one  hundred  feet  wide,  the  whole  length 
of  said  road  and  branch,  and  such  other  ground  as  may  be  necessary  for 
depots,  side-tracks,  shops  and  other  appurtenances  of  said  road;  and  if 
said  company  for  any  reason  are  unable  to  agree  with  the  owners  for 
such  ground,  or  for  gravel,  sand,  earth  or  other  material  for  the  use 
of  said  railroad,  or  which  may  be  necessary  in  constructing  the  same, 
said  company  may  proceed  to  condemn  the  same  by  virtue  of  any  public 
law  of  this  State;  and  for  the  purpose  of  surveys  or  location  of  said  road, 
branch  and  appendages  may  enter,  by  its  agents  and  servants,  upon  the 
land  of  any  person  or  corporation,  and  may  take  and  condemn  the  same 
to  the  use  of  said  company,  by  virtue  of  any  law  of  this  State,  and  may, 
in  the  same  manner,  take  and  condemn  any  unoccupied  part  of  the  War- 
saw and  Eockford  Bailroad  grade  the  same  as  other  property. 

§  3.  The  capital  stock  of  said  company  shall  be  one  million  of  dol- 
lars, to  be  divided  into  shares  of  one  hundred  dollars  each,  which  shall 
be  personal  property,  and  transferrable  on  the  books  of  said  company 
only.  Said  company  may  fully  organize  and  commence  the  construction 
of  said  road  whenever  fifty  thousand  dollars  shall  be  subscribed  and 
five  per  cent,  thereof  paid  in.  Said  company  may  make  such  calls  for 
payment  of  stock  as  they  shall  deem  advisable,  and  collect  the  same, 
after  giving  thirty  days'  notice  thereof,  or  may  sell  the  share  for  non- 
payment of  any  call,  at  the  discretion  of  the  directors  of  said  company. 
The  incorporators  shall  be  commissioners  to  open  books,  and  when  fifty 
thousand  dollars  shall  be  subscribed  and  five  per  cent,  thereof  paid  in, 
said  commissioners  shall  call  a  meeting  of  stockholders,  who  shall  elect 
seven  of  their  number  directors,  one  of  whom  shall  be  elected  president, 
who  shall  hold  their  offices  for  one  year,  or  until  their  successors  are 


884         CHK'UiO.   BURLINGTON    &    QTJINCY   RAILROAD  COMPANY 

elected  and  qualified.  At  all  elections  of  directors,  and  at  all  stock- 
ladders'   meetings,  each   share  of   stock  shall   have   one   vote. 

$  4.  The  corporate  powers  of  said  company  shall  be  exercised  by  said 
board  of  directors,  and  such  other  officers,  agents  and  servants  as  said 
directors  shall  appoint  or  employ;  and  said  directors  may  make  such  by- 
laws as  shall  not  conflict  with  any  laws  of  this  State.  Vacancies  ill  the 
board  of  directors  may  be  tilled  by  a  majority  of  said  directors.  Elec- 
tions for  directors  shall  be  held  annually  at  such  times  and  in  such  man- 
ner as  shall  be  provided  by  by-laws;  and  votes  may  be  given  in  person 
or  by  proxy. 

Said  company  may  construct,  purchase  or  receive  by  gift,  or 
Otherwise,  for  the  use  of  said  road,  for  the  transportation  of  persons 
or  property,  or  otherwise,  all  machinery,  carriages,  or  other  things  neces- 
Bary  or  useful  in  the  construction,  maintenance  or  operation  of  said 
railroad,  and  shall  have  power  to  charge  siidi   rates  of  passage  and  tariff 

of  freights  as  they  shall  fix.  subject,  however,  to  any  general  law  of 
this  State  establishing  rates  of  passage  or  tariff  of  freights  for  railroads 
in  this  Mate:  Provided,  however,  it'  any  such  general  law  establishing 
rates  of  passage  or  tariff  of  freights  shall   be   held   by   the   courts  not 

binding    Upon     the    railroads    in    this    Mate     now     in     existence,    then    such 

law  shall  not  be  binding  upon  this  c pany,  it   being  the  intention  to 

place    this    company    on    the    same    footing    in    relation    thereto    as    other 

roads  now   in  operatii r  exist) 

<j    0.      Said    company    may    construct    said    road   across   the    track    of    any 

other   railroad,   common    road   or   water-course,   doing   no   other   damage 
thereto  than  is  necessary;  and  may  take  possession  of  any  highway,  for 
the  use  of  .-aid  railroad,  bul  shall  provide  the  public  with  a  proper  way 
-  good  condition  in  lieu  thereof. 

$    7.      Said   company    shall    annually    make   an    exhibit    of    the    condition 

said  company  to  the  stockholders,  as  may  be  provided  by  laws,  and 

make  Mich  dividends  as  shall  be  Consistent  with  the  interests  of  said 
company. 

§    8.      Said    company    shall,   in   addition    to    the    powers   conferred   by    this 

1    the    powers    conferred    upon    the    Great     Western     Railroad 

pany.   the   Quincy   and  Toledo    Railroad    Company,   the    Illinois  and 

Southern   Iowa  Railroad  Company,   by  virtue  of  any   law  of  this  State, 

and  may  connect  and  consolidate  with  either  of  said  companies,  or  with 
the  Toledo,  Wabash  and  Western  Railway  Company,  formed  by  the  con- 
solidation of  said  three  companies  with  the  Toledo  and  Wabash  Railway 
Company,  of  Indiana;  and  may  provide  for  the  conversion  of  any  bonds 
that    may    be    issued     by    said    company    into    the    common    stock    of    said 

company,  upon  such  terms  as  shall  he  agreed  between  the  bondholders  and 

each    company.      Said    company    shall    commence    the   construction    of   said 
i   within    three  years,    and    complete    the    same    within    ten   years   from 
the  gi     of   this  act. 

5  9.  The  legal  voters  of  the  towns  of  Carthage,  Prairie.  Pilot  Grove, 
Rock  Creek,  Durham,  Dallas  City,  Pontoosac  and  Appanoose,  in  the 
county   of   Hancock   and  State  of   Illinois,   may,   at    any    regular  annual 


CORPORATE  HISTORY  885 

town  meeting  or  election  to  be  held  in  such  towns  for  the  election  of 
town  or  county  officers,  vote  for  or  against  subscribing  to  the  stock 
of  this  company,  by  ballot,  upon  which  shall  be  written  or  printed— 
"For  subscription"  or  "Against  subscription,"  and  if  a  majority  of  the 
votes  polled  at  said  town  meeting  or  election  shall  be  for  subscription, 
then  the  supervisor  of  said  town  shall  be  and  is  hereby  authorized  to 
subscribe  to  the  stock  of  said  company  one-tenth  of  the  assessed  value 
of  the  taxable  property  of  such  town  at  the  last  assessment  prior  to 
such  vote,  no  more  or  less,  and  may  issue  to  said  company  the  bonds 
of  said  town  in  any  sums  not  exceeding  one  hundred  dollars  each,  pay- 
able twenty  years  from  date,  with  annual  interest  at  ten  per  cent,  per 
annum;  but  no  such  subscription  shall  be  made  by  such  supervisor  until 
said  railroad  shall  be  graded,  tied  and  bridged,  so  far  as  the  same  shall 
be  located  in  said  county  of  Hancock;  by  private  subscription  to  said 
stock,  and  said  railroad  company  is  free  from  debt  for  the  grading, 
tieing  and  bridging  thereof  within  said  county:  Provided,  said  bonds 
shall  be  taken  by  said  railroad  company  at  par  and  used  in  procuring 
the  iron  and  rolling  stock  for  said  road:  Provided,  further,  that  such 
vote  shall  not  be  taken  unless  thirty  days '  notice  thereof  be  given  by 
the  town  clerk  of  such  town  by  posting  notices  thereof  in  three  of  the 
most  public  places  in  said  town.  Said  clerk  shall  give  such  notice  when- 
ever twenty  legal  voters  of  said  town  shall  request  him  in  writing,  to 
give  such  notice,  but  not  without.  Whenever  such  subscription  shall  be 
made  the  supervisor  shall  certify  the  fact  thereof  to  the  county  clerk 
of  Hancock  county,  and  such  clerk  shall  extend  on  the  tax  books  of  said 
town  a  tax  of  one  per  cent.,  annually,  on  all  the  taxable  property  of 
said  town  until  said  bonds  are  paid.  Said  tax  shall  be  collected  as 
other  town  taxes,  paid  over  to  the  supervisor  of  said  town,  and  by  him 
be  applied,  first,  to  the  payment  of  interest  on  said  bonds,  and  second, 
to  the  payment  of  said  bonds  in  their  numerical  order.  Said  supervisor 
shall  keep  a  book  in  which  he  shall  keep  a  full  record  of  the  issue  of  said 
bonds,  the  payment  of  interest  thereon,  the  payment  of  the  bonds  and 
cancellation  thereof,  and  shall,  annually,  settle  with  the  board  of  audi- 
tors of  said  town  and  cancel  the  bonds  paid,  by  burning  the  same;  shall 
give  bond,  in  addition  to  the  bond  now  required  by  law,  payable  to  the 
people  of  the  State  of  Illinois,  for  the  use  of  said  town,  in  the  penal 
sum  of  double  the  amount  of  such  tax,  conditioned  for  the  faithful  per- 
formance of  his  duties  under  this  act,  and  the  faithful  application  of 
said  tax  fund,  with  securities,  to  be  approved  by  the  town  clerk  of  said 
town;  and  said  bond  shall  be  filed  in  the  office  of  such  town  clerk. 

§  10.  The  legal  voters  of  townships  eight,  nine  and  ten  north,  in 
ranges  .six  and  seven  west  of  the  fourth  principal  meridian  situated  in 
Henderson  county,  Illinois,  may,  at  any  general  election,  vote  for  or 
against  subscription  to  the  capital  stock  of  said  Carthage  and  Bur- 
lington Railroad  Company,  by  ballot,  upon  which  shall  be  written  or 
printed  "For  Subscription"  or  "Against  Subscription."  If  a  majority 
of  the  votes  polled  at  said  election  shall  be  for  subscription,  then  the 
county  judge  of  Henderson  county  shall  be  and  is  hereby  authorized  to 


886         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

subscribe  to  the  capital  stock  of  the  Carthage  and  Burlington  Railroad 
Company  a  sum  equal  to  one-tenth  of  the  assessed  value  of  the  real 
and  personal  property  of  said  several  townships,  as  the  same  shall  appear 
upon  the  assessment  books  thereof  for  said  county  of  Henderson  of  the 
assessment  next  prior  to  said  vote — no  more  or  less.  And  said  county 
judge  shall  issue  to  said  company  bonds,  by  the  name  and  description 
of  the  "railroad  precincts  of  the  county  of  Henderson,"  in  any  sum  not 
exceeding  one  hundred  dollars  each,  payable  twenty  years  from  date, 
with  annual  interest  at  the  rate  of  ten  per  cent,  per  annum;  but  no  such 
subscription  shall  be  made  by  said  county  judge  until  said  railroad  shall 
be  graded,  tied  and  bridged,  so  far  as  the  same  shall  be  located  in  said 
county  of  Henderson,  by  private  subscription  to  said  stock  and  said 
road  is  free  from  debt,  for  the  grading,  tieing  and  bridging  thereof  with- 
in said  county:  Provided,  said  bonds  shall  be  taken  at  par  by  said  rail- 
road company,  and  used  for  procuring  the  iron  and  rolling  stock  of  said 
road:  Provided,  further,  that  such  vote  shall  not  be  taken  unless  thirty 
days'  notice  thereof  be  given  by  the  county  clerk  of  Henderson  county, 
by  posting  notices  thereof  in  three  of  the  most  public  places  in  each  of 
said  townships.  Said  county  clerk  shall  give  such  notice  whenever  fifty 
legal  voters  residing  within  said  several  townships  shall  request  him  in 
writing  to  give  the  Bame,  but  not  without.  Whenever  such  subscription 
shall  be  made  said  county  judge  shall  certify  the  fact  thereof  to  the 
county  clerk  of  Henderson  county,  and  such  clerk  shall  extend  on  the 
tax  books  of  said  county  a  tax  of  one  per  cent,  annually  on  all  the  tax- 
aide  property  of  said  several  townships  until  said  bonds  shall  be  paid. 
Said  tax  shall  be  collected  as  other  taxes  in  said  county  and  paid  over 
to  the  county  treasurer  of  said  county  as  a  separate  fund,  especially 
appropriated  to  the  payment  of  said  bonds.  Said  county  treasurer  shall 
apply  the  money  so  collected,  first,  to  the  payment  of  interest  on  said 
bonds,  and  second,  to  the  payment  of  said  bonds  in  their  numerical  order. 
Said  county  judge  shall  keep  a  record  of  the  issue  of  said  bonds  in  a 
well  bound  book,  and  shall  deliver  the  same  to  the  county  treasurer  of 
said  county;  and  said  county  treasurer  shall  keep  in  said  book  a  record 
of  the  payment  of  the  interest  and  bonds  paid  and  canceled;  shall 
annually  settle  with  the  county  court  of  said  county  of  Henderson, 
and  shall,  in  the  presence  of  said  court,  cancel  the  bonds  paid  by  burn- 
ing the  same.  Said  county  treasurer  and  the  collector  of  said  county 
of  Henderson  shall  be  liable  on  their  respective  official  bonds  for  the 
collection,  paying  over  and  disbursing  of  said  tax  fund.  The  bonds 
to  be  issued  by  the  supervisor  under  the  last  section  of  this  act  shall  be 
payable  at  the  office  of  the  county  treasurer  of  Hancock  county;  and 
those  to  be  issued  by  the  county  judge  under  this  section  at  the  office 
of  the  county  treasurer  of  Henderson  county,  and  shall  each  contain  a 
condition  that  such  bond  may  be  paid  and  canceled  at  any  anniversary  of 
the  making  thereof,  at  the  option  of  the  makers,  upon  the  supervisor  or 
county  judge,  as  the  case  may  be,  giving  thirty  days'  notice  of  such  in- 
tended payment:  Provided,  said  bonds  shall  be  paid  in  the  order  in 
which  they  are  numbered;  and  if  the  holder  of  such  bond  shall  neglect 


CORPORATE  HISTORY  887 

or  refuse  to  receive  such  payment  and  surrender  such  bond,  such  holder 
shall  be  forever  barred  from  collecting  interest  on  such  bond  thereafter. 

§  11.  The  county  court  of  Henderson  county  are  hereby  required  to 
so  divide  the  county  of  Henderson  into  election  precincts  that  the  legal 
voters  residing  within  said  townships  eight,  nine  and  ten  north,  in 
ranges  six  and  seven  west,  shall  vote  at  one  or  more  precincts,  discon- 
nected with  any  other  part  of  said  county — the  range  line  between  ranges 
five  and  six  west  forming  the  east  line  of  said  precinct  or  precincts 
and  the  north  line  of  township  ten  north  forming  the  north  line  of  said 
precinct  or  precincts;  and  said  precincts  shall  be  denominated  "railroad 
precincts";  and  said  railroad  precincts  by  and  through  said  county  judge 
are  hereby  empowered  to  subscribe  to  the  stock  of  this  company,  and 
execute  the  bonds  aforesaid,  under  and  by  virtue  of  this  act  and  in  con- 
formity with  the  provisions  thereof. 

§  12.  This  act  shall  be  deemed  a  public  act,  and  shall  take  effect  and 
be  in  force  from  and  after  its  passage: 

Provided,  said  company  shall  not  consolidate  with  any  road,  except 
a  continuous  line  in  connection  with  said  road,  and  not  without  consent 
of  three-fourths  of  the  stockholders. 

Approved  March  8,  1867. 

Private  Laws  Illinois  1867  Vol.  2,  Page  622 

LEASE,  May  1,  1869.     The  Carthage  and  Burlington  Railroad  Company 

to  Chicago,  Burlington  &  Quincy  Railroad  Company. 

Memorandum  of  Agreement  made  and  entered  into  this  first  day  of  May, 
in  the  year  of  our  Lord  one  thousand  eight  hundred  and  sixty-nine,  by 
and  between  the  Carthage  and  Burlington  Railroad  Company  of  the  first 
part  and  the  Chicago,  Burlington  and  Quincy  Railroad  Company  of  the 
second  part,  both  the  said  parties  being  corporations  duly  organized  under 
and  existing  by  virtue  of  the  laws  of  the  State  of  Illinois. 

Whereas,  the  said  Carthage  and  Burlington  Railroad  Company  is  author- 
ized by  its  charter  to  locate,  construct,  and  operate  a  railroad  from  Carth- 
age in  the  county  of  Hancock  and  State  of  Illinois  to  East  Burlington 
in  the  county  of  Henderson  and  State  aforesaid,  and  is  now  presently 
engaged  in  the  location  and  construction  of  its  said  railroad  extending 
from  Carthage  aforesaid  to  East  Burlington,  a  point  on  the  line  of  the 
Chicago,  Burlington  and  Quincy  Railroad  in  the  county  of  Henderson, 
and  has  already  made  considerable  progress  in  the  survey,  location,  and 
construction  of  the  same,  and  expects  soon  to  complete  the  construction 
of  said  railroad,  so  far  as  the  grading,  bridging,  and  making  the  road- 
bed is  concerned,  and  placing  thereon  the  track  and  entire  superstruc- 
ture, and  at  an  early  day  to  have  the  same  in  readiness  to  receive  the 
rolling  stock  necessary  to  maintain  and  operate  the  same. 

And  whereas,  for  the  purpose  of  obtaining  rights  of  way  and  the  means 
thus  to  complete  the  road-bed,  track,  and  superstructure,  it  has  executed 
and  is  about  to  negotiate  in  the  market  its  bonds  to  the  amount  of  six 
hundred  and  fifty  thousand  dollars   (650,000),  in   sums  of  one  thousand 


CHICAGO,    BURLINGTON*    &    QUINCY    RAILROAD    COMPANY 

(1,000)  dollars  each,  dated  on  the  first  day  of  May,  A.  D.  1869,  and  pay- 
able at  any  time  within  ten  years  from  the  date  thereof,  at  the  National 
Bank  of  Commerce  in  the  city  of  New  York,  with  interest  at  the  rate  of 
eight  per  cent  per  annum,  payable  semi-annually,  and  free  of  govern- 
ment tax  thereon,  which  bonds  it  has  secured  by  the  execution  and  de- 
livery of  its  mortgage  or  deed  of  trust  to  James  F.  Joy,  as  mortgagee 
or  trustee  therein,  upon  its  said  railroad  from  Carthage  to  East  Burling- 
ton aforesaid,  which  said  mortgage  or  deed  of  trust  bears  date  the  first 
day  nt'  .May,  A.  D.  1869;  and  in  order  that  there  may  be  no  doubt  or 
question  as  to  the  value  of  said  bonds,  or  as  to  the  prompt  and  certain 
payment  of  the  interest  coupons  and  principal  thereof,  as  they  shall 
severally  mature,  it,  the  said  Carthage  and  Burlington  Railroad  Company, 
party  of  the  fust  part,  is  desirous  of  and  has  applied  to  the  said  second 
party  for  the  assistance  in  the  premises  hereinafter  more  particularly 
mentioned. 

And  ulnrros,  said  railroad  covered  by  said  mortgage  intersects  the  rail- 
mad  of  the  said  Chicago,  Burlington  and  Quincy  Railroad  Company  at 
Bast  Burlington  aforesaid,  thereby  making  a  direct  and  continuous  con- 
nection over  the  road  of  the  said  second  party  with  Chicago  and  the 
West,  and  from  and  to  which  said  railroad  of  said  first  party  a  large 
amount  of  traffic  and  t  raved  will  pass  over  the  road  of  the  said  second 
party,  and  large  advantage  is  thereby  expected  is  to  be  derived  by  the 
said  second  party  from  the  construction  ami  completion  of  said  railroad 
of  tin-  said  Carthage  and  Burlington  Railroad  Company,  the  said  second 
party  has  thru  ton'  deemed  it  advisable  to  render  the  aid  herein  specified 
as   it    may    lawfully   do. 

And  whereas,  the  said  Carthage  and  Burlington  Railroad  Company  will 
have  exhausted  all  of  its  means  in  procuring  the  right  of  way,  grading, 
bridging,  t  icing,  and  finally  completing  the  road-bed,  track,  and  super- 
structure of  its  said  railroad,  and  is  and  will  be  wholly  unable  to  main- 
tain and  operate  the  same,  or  to  procure  the  rolling  stock  necessary  to 
maintain  and  operate  it,  as  the  business  of  the  country  and  the  public 
convenience  will  require,  and  has  for  those  reasons. applied  to  the  said 
ind  party  to  take  a  base  of  said  railroad  and  to  maintain  and  operate 
the  same,  and  purchase  and  place  thereon  all  the  rolling  stock  that  may 
be  necessary  to  do  the  business  of  the  country  through  which  the  said 
railroad  of  the  -aid  first  party  passes,  and  the  said  second  party  is  willing 
and  has  agreed  to  lease  said  railroad  of  said  first  party,  and  to  equip, 
maintain,   and   operate   the  same. 

Now,  therefore,  this  indenture  witnesseth:  That  the  said  Carthage  and 
Burlington  Railroad  Company;  party  of  the  first  part,  in  consideration 
of  the  premises  and  one  dollar  to  it  in  hand  paid  at  the  execution  of  this 
instrument,  and  of  the  covenants  and  agreements  hereinafter  contained, 
to  be  kept  and  performed  by  the  Chicago,  Burlington  and  Quincy  Rail- 
road Company,  its  successors  and  assigns,  have  granted,  demised,  and 
leased,  and  by  these  presents  doth  grant,  demise,  and  lease,  unto  the  said 
second  party,  its  successors  and  assigns,  all  the  following  described 
property  of  the  said  Carthage  and  Burlington  Railroad  Company,  that 


CORPORATE  HISTORY  889 

is  to  say:  all  its  said  railroad  extending  from  Carthage  in  the  county 
of  Hancock  and  State  of  Illinois  to  East  Burlington  on  the  Chicago, 
Burlington  and  Quincy  Kailroad  in  the  county  of  Henderson  and  State 
aforesaid,  made  or  to  be  made,  including  the  right  of  way  and  land 
occupied  thereby,  together  with  the  superstructure  and  tracks  thereon 
and  to  be  placed  thereon,  and  all  the  rails  and  other  materials  used  there- 
on, and  procured  or  to  be  procured  therefor,  bridges,  viaducts,  culverts, 
fences,  depots,  grounds  and  buildings  thereon  and  to  be  placed  thereon, 
also  all  the  tools,  fixtures,  and  machinery,  and  all  other  property,  real 
and  personal,  pertaining  to  said  road  or  to  the  use  thereof,  now  owned  or 
which  may  hereafter  be  acquired  by  said  party  of  the  first  part,  and 
used  in  and  about  the  completion  of  said  road-bed,  track,  and  superstruc- 
ture, and  all  the  property,  rights,  privileges,  and  franchises  of  the  said 
party  of  the  first  part  of,  in,  to,  or  concerning  the  same,  together  with 
the  rents  or  incomes  to  be  had,  levied,  or  derived  therefrom. 

To  have  and  to  hold  the  above-described  railroad  premises  and  property, 
with  the  appurtenances,  rights,  privileges,  and  franchises  thereunto  be- 
longing or  in  any  wise  appertaining,  unto  the  said  party  of  the  second 
part,  its  successors  and  assigns,  from  the  day  of  the  date  hereof  for  and 
during  and  until  the  full  end  and  completion  of  the  period  and  term  of 
ninety-nine  years. 

And  the  said  party  of  the  second  part,  in  consideration  of  the  leasing 
of  the  premises  aforesaid  to  it,  doth  hereby  covenant  and  agree  to  and 
with  the  said  party  of  the  first  part,  its  successors  and  assigns,  to  pay 
or  cause  to  be  paid  all  taxes  and  assessments  that  may  be  lawfully  levied, 
charged,  or  assessed  upon  said  demised  premises  or  any  part  thereof 
during  the  existence  of  this  lease,  and  to  save  the  said  party  of  the  first 
part,  its  successors  and  assigns,  from  all  damage  and  expense  by  reason 
thereof. 

And  the  said  party  of  the.  second  part,  in  consideration  of  the  premises, 
does  also  hereby  covenant  and  agree  with  the  said  party  of  the  first 
part,  its  successors  and  assigns,  to  take  the  possession  of  said  demised  rail- 
road, premises,  and  property  as  soon  as  the  road-bed,  track,  and  super- 
structure shall  be  completed,  and  to  purchase  and  place  thereon  all  such 
engines,  tenders,  cars,  and  rolling  stock  as  may  be  necessary  for  the 
transaction  of  the  business  of  said  demised  road,  and  at  all  times  during 
the  continuance  of  this  lease  to  keep  said  road  equipped  with  such  and 
such  an  amount  of  rolling  stock  as  the  business  of  the  country  through 
which  said  road  runs  may  reasonably  require,  and  also  to  maintain  said 
demised  road  and  property,  and  properly  keep  the  same  in  repair,  and  to 
run  and  operate  the  same  in  connection  with  its  own  road  or  otherwise, 
in  such  manner  as  shall  accommodate  the  travelling  and  business  public, 
and  that  it  will  at  all  times  save  the  said  party  of  the  first  part,  its  suc- 
cessors and  assigns,  harmless  from  all  damage  or  liabilities  that  may  be 
incurred  or  occasioned  by  the  said  party  of  the  second  part  in  the 
maintenance  and  operation  of  said  demised  premises  and  property. 

And  the  said  party  of  the  second  part,  in  consideration  of  the  premises, 
does  hereby  further  covenant  and  agree  to  and  with  the  said  party  of  the 


890         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

first  part,  its  successors  and  assigns,  for  the  purposes  of  aiding  and  as- 
sisting the  said  first  party  as  hereinbefore  mentioned,  and  to  enable  it 
to  negotiate  and  make  sale  of  its  said  mortgage  bonds  at  fair  rates,  that 
it  will  appropriate  and  set  apart  as  a  fund  to  purchase  the  said  bonds 
of  the  said  first  party  in  the  market  so  long  as  they  can  be  purchased 
at  or  below  par  and  accrued  interest,  all  the  net  profits  which  may  ac- 
crue or  come  to  it  by  reason  of  the  transportation  over  its  own  road  of 
all  the  business,  both  freight  and  passenger,  which  may  come  upon  the 
said  demised  road,  and  be  furnished  to  it,  the  second  party,  for  trans- 
portation over  its  own  road  or  any  part  thereof,  and  the  net  profits  which 
it  may  receive  from  the  transportation  of  freight  and  passengers  from 
any  and  all  points  on  its  own  road,  consigned  or  destined  to  pass  to  any 
point  on  the  said  demised  road,  and  also  all  the  net  profits  arising  from 
the  transportation  of  freight  ami  passengers  on  or  over  the  said  demised 
road  of  the  said  party  of  the  first  part,  or  any  part  thereof, — all  of 
which  said  net  profits,  in  order  that  the  amount  thereof  may  be  made  as 
uniform  and  certain  as  practicable  for  the  purposes  of  this  contract, 
shall  be  deemed  and  taken  to  be  fifty  per  cent  of  the  gross  amount  earned 
by  the  said  second  party  or  its  successors,  by  the  transportation  of  all 
business,  both  freight  and  passenger,  over  the  said  demised  road  or 
any  pari  thereof,  and  also  of  all  business  which  may  pass  to  and  from 
said  demised  road  over  the  whole  or  any  part  of  the  road  of  the  said 
second  party,  or  over  the  whole  or  any  part  of  the  line  of  roads  now  or 
which  may  hereafter  be  owned  by  it;  it  being  the  intention  of  the  parties 
to  this  instrument  that  the  net  profits  so  as  aforesaid  earned  and  esti- 
mated by  the  said  second  party  shall  constitute  a  fund  for  the  purchase 
of  said  mortgage  bonds  of  the  said  first  party  so  long  as  they  can  be 
purchased  at  or  below  par  and  accrued  interest,  the  said  second  party 
thereby  in  effeel  receiving  compensation  for  the  transaction  of  such 
business  beyond  the  expense  thereof  in  the  said  first  mortgage  bonds  of 
the  said  first  party  at  or  below  par  and  accrued  interest:  but  it  is  ex- 
pNssly  understood  and  agreed  that  the  said  second  party  shall  not  be 
obliged  or  required  to  purchase  said  first  mortgage  bonds  of  the  said  first 
party,  or  any  of  them,  at  a  price  above  their  par  value  and  accrued  in- 
terest. 

It  is  hereby  further  agreed  that  the  party  of  the  second  part  shall 
keep  distinct  and  separate  accounts  of  all  business  of  the  said  demised 
road,  and  also  of  all  business  which  may  pass  to  and  from  it  over  the 
whole  or  any  part  of  the  road  of  the  said  second  party,  or  over  the 
whole  or  any  part  of  the  line  of  roads  now  owned  or  which  may  hereafter 
be  owned  by  it,  and  shall  on  the  first  days  of  May  and  November  of 
each  year  furnish  to  the  trustee  of  the  bondholders  of  said  bonds  the 
account  showing  the  gross  earnings  of  said  traffic,  and  the  amount  ap- 
plicable to  the  purchase  of  said  mortgage  bonds;  and  thereupon  the  said 
trustee  shall,  in  the  said  months  of  May  and.  November,  advertise  for 
proposals  to  sell  so  many  of  said  bonds  as  shall  be  equal  to  the  sum  thus 
applicable  to  the  purchase  thereof,  in  a  daily  newspaper  published  in 
each  of  the  cities  of  Boston  and  New  York,  for  the  information  of  such 


CORPORATE  HISTORY  891 

of  said  first  mortgage  bondholders  as  may  wish  to  sell  their  bonds  at  any 
sum  not  exceeding  par  and  accrued  interest  thereon;  and  if  at  the  date 
fixed  for  the  opening  of  said  proposals,  offers  sufficient  to  absorb  the  fund 
thus  applicable  to  the  purchase  of  said  bonds,  or  any  part  thereof  at 
not  above  par  and  accrued  interest  shall  have  been  made,  the  party  of 
the  second  part  shall  then  upon  notice  furnish  to  the  said  trustee  the 
money  to  purchase  the  said  bonds  thus  offered  for  sale;  and  all  bonds 
so  purchased,  or  that  shall  be  purchased  pursuant  to  any  of  the  provisions 
of  this  agreement,  shall  be  forthwith  delivered  to  the  said  party  of  the 
second  part.  But  if  at  the  opening  of  said  proposals,  offers  sufficient 
to  absorb  the  said  funds  aforesaid  shall  not  have  been  made  to  sell  said 
bonds  in  manner  aforesaid  to  the  party  of  the  second  part,  the  balance 
of  the  fund  thus  applicable  shall  be  retained  by  the  party  of  the  second 
part  and  added  to  the  next  semi-annual  sum  applicable  to  the  purchase  of 
said  bonds;  and  if  at  or  after  the  expiration  of  five  years  from  the  date 
of  said  bond,  any  sums  thus  retained,  together  with  the  semi-annual 
sums  applicable  to  the  purchase  of  said  bonds,  shall  be  sufficient  to  pur- 
chase all  of  the  same  then  outstanding  at  the  rate  aforesaid,  and  pro- 
posals to  sell  the  whole  of  the  same  to  the  said  party  of  the  second  part 
shall  not  have  been  made  as  aforesaid,  or  shall  not  be  made  upon  public 
notice  twice  a  week  for  six  successive  weeks  in  the  newspapers  aforesaid, 
fixing  a  further  period  of  sixty  days  for  such  proposals,  said  party  of  the 
second  part  is  to  retain  to  its  own  use  any  surplus,  and  its  obligations  to 
purchase  said  bonds  shall  cease. 

It  is  also  mutually  agreed  by  and  between  the  parties  hereto  that  the 
said  party  of  the  first  part  shall  cause  this  agreement,  or  the  material 
parts  thereof,  to  be  printed  upon  each  of  the  said  bonds  so  as  aforesaid 
to  be  sold  by  it,  and  which  may  be  purchased  by  the  said  second  party 
in  virtue  of  the  provisions  of  this  agreement,  and  that  the  said  bonds  of 
the  said  first  party,  after  they  shall  have  been  duly  executed  by  the  said 
party  of  the  first  part,  shall  be  placed  in  the  hands  of  the  said  trustee, 
to  be  by  him  certified  and  be  held  by  him  until  sales  thereof  shall  be 
made,  when  the  same  shall  be  delivered  to  the  purchaser  or  purchasers 
thereof  upon  the  receipt  by  the  said  trustee  of  the  purchase  money 
therefor,  which  purchase  money  shall  be  paid  over  by  said  trustee  to 
the  party  or  parties  entitled  thereto  upon  his  being  satisfied  that  the 
same  will  be  applied  to  the  construction  and  completion  of  the  said  rail- 
road of  the  said  first  party  herein  demised;  to  the  end  that  the  money 
received  for  said  bonds  shall  in  good  faith  be  applied  to  the  location, 
construction,  and  completion  of  the  road-bed,  track,  and  superstructure 
covered  by  the  said  deed  of  trust. 

In  witness  whereof,  the  said  parties  hereto  have  caused  their  corporate 
seals  to  be  hereto  attached,  and  their  corporate  names  to  be  hereunto 
subscribed  by  their  presidents  respectively,  the  day  and  year  first  above 
written. 

CAETHAGE  AND   BUELINGTON  EAILEOAD   COMPANY, 
[SEAL]  Per  W.  S.  Woods,  President. 

CHICAGO,  BUELINGTON  AND  QUINCY  EAILEOAD  COMPANY, 
[SEAL]  By  J.  M.  Walker,  President. 


892         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

DEED,  June  1,  1899,  The  Carthage  and  Burlington  Railroad  Company  to 
Chicago,  Burlington  &  Quincy  Railroad  Company. 

Tli is  Indenture,  Made  this  first  day  of  June,  A.  D.  1899,  by  and  between 
The  Carthage  and  Burlington  Railroad  Company,  party  of  the  first  part, 
and  the  Chicago,  Burlington  &  Quincy  Railroad  Company,  party  of  the 
second  part,  both  being  corporations,  created,  organized,  and  existing 
under  and  by  virtue  of  the  laws  of  the  State  of  Illinois,  Witnesseth: 
That, 

Whereas,  The  first  party,  being  thereto  duly  authorized  by  law,  is  the 
owner  of  the  following  described  railroad  in  the  State  of  Illinois,  to-wit: 

Beginning  at  Carthage  Junction,  in  Henderson  County,  extending 
thence  southerly  to  Carthage,  in  Hancock  County,  a  distance  of  about 
thirty  and  forty-four  hundredths   (30.44)   miles;   and, 

Whereas,  The  railroad  of  the  first  party  connects  with  the  railroads  of 
the  second  party,  and  forms  therewith  a  continuous  and  connected  line 
of  railroad;  ami, 

H'lit  rcas,  The  second  party  is  now  in  possession  of  and  operating  the  said 
above  described  railroad,  in  connection  with  its  own  railroads,  under  a 
lease  for  ninety-nine  (99)  years,and  has  offered  to  purchase  the  remain- 
ing interests,  property,  and  franchises  of  the  first  party  in  and  to  said 
railroad,  upon  the  terms  and  conditions  hereinafter  stated,  which  have 
been  agreed  to  by  the  directors  of  both  the  said  companies,  and  approved 
by  the  stockholders  owning  and  holding  two-thirds  in  amount  of  the 
capital  stock  of  the  parties  of  the  first  and  second  parts,  in  manner  and 
form  as  required  by  law: 

Now,  Therefore,  This  Indenture  Witnesseth:  That  the  said  party  of  the 
first  part,  for  and  in  consideration  of  five  dollars  to  it  in  hand  paid, 
the  receipl  of  which  is  hereby  acknowledged,  and  other  good  and  valu- 
able considerations,  has  granted,  bargained,  and  sold,  and  by  these 
presents  does  grant,  bargain,  sell  and  convey,  release,  assign,  and  trans- 
fer, to  the  said  party  of  the  second  part,  all  and  singular  the  said  above 
described  railroad,  and  all  its  right,  title,  and  interest  therein;  together 
with  all  rights  of  way,  road-bed,  bridges,  and  depot  and  other  lands,  or 
interest  therein;  and  all  station  houses  and  other  buildings  and  struc- 
tures of  whatever  kind  belonging  thereto;  together  with  all  the  fixtures 
and  appurtenances  appertaining  to  the  said  railroad,  or  in  any  manner 
connected  therewith;  also  all  lights,  privileges,  and  franchises  of  the 
said  party  of  the  first  part,  in  and  to  the  aforesaid  railroad;  together 
with  all  other  present  and  in  future  to  be  acquired  property,  of  every 
kind  and  description,  belonging  to  the  said  first  party,  except  its  fran- 
chise to  be  a  corporation. 

To  Have  and  to  Hold,  the  said  railroad  and  lands,  tenements,  rights, 
privileges,  and  franchises,  and  other  property,  above  mentioned  and  con- 
veyed, to  the  said  second  party,  its  successors  and  assigns,  forever. 

And  the  said  party  of  the  second  part  covenants  and  agrees  with  the 
said  party  of  the  List  part  to  equip  the  said  railroad,  or  cause  the  same 
to  be  equipped,  and  to   maintain  and  operate  the  same   in   such  manner 


CORPORATE  HISTORY  893 

as  to  furnish  reasonable  accommodations  to  the  public;  to  pay,  or  cause 
to  be  paid,  all  taxes  and  assessments  that  may  be  lawfully  levied, 
charged,  or  assessed  upon  the  said  railroad  and  property,  or  any  part 
thereof;  and  to  assume  all  contracts,  bonds,  and  other  obligations,  of 
whatsoever  kind,  and  pay  and  discharge  all  debts  and  liabilities,  both 
principal  and  interest,  of  the  said  party  of  the  first  part,  as  they  may 
severally  mature;  and  to  issue  and  deliver  to  the  owners;  and  holders 
of  the  capital  stock  of  the  first  party,  one  share  of  its  own  capital  stock 
for  every  fifteen  shares  of  the  capital  stock  of  said  first  party,  upon  the 
surrender  and  transfer  to  it  of  such  shares  of  the  first  party's  stock. 

And  to  the  end  that  the  second  party  may  have,  hold,  use,  exercise, 
and  enjoy  the  railroad  and  property  and  franchises  of  the  first  party, 
hereby  conveyed  and  intended  to  be  conveyed,  and  whether  now  exist- 
ing or  hereafter  acquired,  as  fully  as  might  be  done  by  the  first  party, 
if  this  conveyance  had  not  been  made,  the  first  party  agrees  to  execute 
from  time  to  time  any  additional  assignment,  conveyance,  or  assurance, 
and  to  perform  any  act,  which  the  counsel  of  the  second  party  may  ad- 
vise; and,  for  the  purposes  aforesaid,  the  first  party  agrees,  if  the  sec- 
ond party  shall  so  desire  and  advise,  that  it  will  keep  up  and  maintain 
its  corporate  existence  and  organization. 

In  Witness  Whereof,  the  parties  hereto  have  caused  their  corporate  names 
to  be  hereunto  subscribed  by  their  respective  Presidents,  and  their  cor- 
porate seals  to  be  attached  and  attested  by  their  respective  Secretaries, 
all  on  the  day  and  year  first  above  written. 

THE   CAETHAGE   AND   BUELINGTON   KAILKOAD    COMPANY, 
[seal]  By  J.  C.  Peasley,  President. 

Attest:  H.  W.  Weiss,  Secretary. 
CHICAGO,  BUELINGTON  &  QUINCY  EAILEOAD   COMPANY, 
[seal]  By  C.  E.  Perkins,  President. 

Attest:  T.  S.  Howland,  Secretary. 

State  of  Illinois,  ) 

v  ss. 

County  of  Cook.     \ 

Be  it  remembered,  that,  on  this  14  day  of  June,  A.  D.  1899,  before  me, 
a  Notary  Public,  in  and  for  said  County  and  State,  personally  appeared 
J.  C.  Peasley,  President  of  The  Carthage  and  Burlington  Eailroad  Com- 
pany, a  corporation  organized  and  existing  under  the  laws  of  the  State 
of  Illinois,  personally  known  to  me  and  to  be  the  same  person  whose 
name  is  subscribed  to,  and  who  executed,  the  foregoing  instrument  as 
such  President,  who,  being  by  me  duly  sworn,  did  say  that  he  is  Presi- 
dent of  said  The  Carthage  and  Burlington  Eailroad  Company;  that  he 
knows  the  corporate  seal  of  said  Company;  that  the  seal  affixed  to  the 
foregoing  instrument  is  the  corporate  seal  of  said  Company;  that  it 
was  affixed  by  order  of  the  Board  of  Directors  of  said  Company;  that 
said  instrument  was  signed  and  sealed  in  behalf  of  said  Company  by 
like  order  as  President  of  said  Company;  that  the  said  J.  C.  Peasley 
acknowledged   said  instrument,   and  that   it   was   the   voluntary  act   and 


894         CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

deed  of  said  Company,  and  that  he,  as  such  President,  signed,  sealed, 
and  delivered  said  instrument,  as  the  free  and  voluntary  act  and  deed 
of  said  Company,  and  as  his  own  free  and  voluntary  act  and  deed  as  such 
President,  for  the  uses  and  purposes  therein  set  forth. 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  official  seal,  this 
14   day   of   June,   A.    D.    1899. 
[seal]  Herbert  Haase, 

Notary  Public  for  said  County  and  State. 


,[ 


State  of  Iowa, 

'-  ss 
Couxty  of  Des  Moines. 

Be  it  remembered,  that,  on  this  13th  day  of  June,  A.  D.  1899,  before 
inc.  a  Notary  Public,  in  and  for  said  County  and  State,  personally  ap- 
peared C.  E.  Perkins,  President  of  the  Chicago,  Burlington  &  QuLncy 
Railroad  Company,  a  corporation  organized  and  existing  under  the  laws 
of  the  State  of  Illinois,  personally  known  to  me  and  to  be  the  same  per- 
son whose  nanic  is  subscribed  to,  and  who  executed,  the  foregoing  instru- 
ment as  such  President,  who,  being  by  me  duly  sworn,  did  say  that  he 
is  President  of  the  said  Chicago,  Burlington  &  Quincy  Railroad  Com- 
pany; that  he  knows  the  corporate  seal  of  said  Company;  that  the  seal 
affixed  to  the  foregoing  instrument  is  the  corporate  seal  of  said  Com- 
pany; that  it  was  affixed  by  order  of  the  Board  of  Directors,  of  said 
Company;  that  said  instrument  was  signed  and  sealed  in  behalf  of  said 
Company  by  like  order  as  President  of  said  Company;  that  the  said 
C.  E.  Perkins  acknowledged  said  instrument,  and  that  it  was  the  volun- 
tary act  and  deed  of  said  Company,  and  that  he,  as  such  President, 
signed,  sealed,  and  delivered  said  instrument,  as  the  free  and  voluntary 
act  and  deed  <>t'  said  Company,  and  as  his  own  free  and  voluntary  act 
and  deed  as  such   President,  for  the  uses  and   purposes  therein  set  forth. 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  official  seal  this 
13th  day  of  June,  A.  D.  1899. 
[seal]  W.  F.  McFarlaxd, 

Notary  Public  for  said  County  and  State. 

Recorded  in  Illinois: 

Hancock  County,  June  22,  1899,  Book  138 — Page  305. 

Henderson  County,  June  22,  1899,  Book  48 — Page  565. 

TRUST  MORTGAGE,  June  9,  1868,  The  Carthage  and  Burlington  Rail- 
road Company  to  John  Fallon,  Trustee. 

****** 
This  Indenture  made  this  ninth  day  of  June  A.  D.  1868,  between  the 
Carthage  and  Burlington  Bail  Boad  Company  a  body  corporate  duly  organ- 
ized under  and  in  pursuance  of  an  act  of  the  General  Assembly  of  Illinois, 
entitled,  "An  act  to  incorporate  the  Carthage  and  Burlington  Rail  Boad 
Company  and  authorize  certain  towns  to  take  stock  and  levy  a  tax  to  pay  the 
same."  Approved  March  8th,  1867 — party  of  the  first  part  and  John  Fallon 
of  the  second  part. 


CORPORATE  HISTORY  895 

Whereas  the  said  party  of  the  first  part  for  the  purpose  of  obtaining 
funds  for  the  construction  and  completion  of  its  railroad  hereinafter  men- 
tioned and  the  purchase  of  iron  and  other  materials  to  be  used  therein  and 
the  equipments,  furniture,  motive  power,  rolling  stock  and  machinery  for 
said  rail  road  and  for  the  expenses  of  maintainance  of  said  corporation, 
pay  of  officers,  agents,  trustees,  engineers  and  other  assistants,  agents  and 
servants,  propose  to  execute  and  deliver  its  eight  hundred  and  twenty-five 
bonds  of  and  for  one  thousand  dollars  each  bearing  even  date  herewith,  and 
thereby  to  become  indebted  to  divers  persons,  bodies  politic  or  corporate  who 
shall  become  the  holders  thereof  in  the  just  and  full  sum  of  eight  hundred 
and  twenty-five  thousand  dollars  lawful  money  of  the  United  States  of 
America  which  said  bonds  are  to  stand  equally  and  rateably  secured  by  these 
presents  according  to  their  respective  amounts  and  are  to  be  in  the  following 
form  viz: 

No.  —  UNITED  STATES  OF  AMERICA  $1000 

STATE  OF  ILLINOIS 

Carthage  and  Burlington  Rail  Road  Company 

First  mortgage  seven  per  cent  bond. 

Know  all  men  by  these  presents  that  the  Carthage  and  Burlington  Rail 
Road  Company  is  indebted  to  John  Fallon  or  bearer  in  the  sum  of  one  thous- 
and dollars  lawful  money  of  the  United  States  of  America  which  the  said 
company  promises  to  pay  to  the  said  John  Fallon  or  the  bearer  hereof  on 
the  first  day  of  July  in  the  year  one  thousand  eight  hundred  and  ninety-eight 
at  the  Chemical  National  Bank  in  the  City  of  New  York  with  interest 
thereon  at  the  rate  of  seven  per  cent  per  annum  to  be  computed  from  the 
first  day  of  July  A.  D.  1868  and  payable  semi-annually  at  the  said  Chemical 
National  Bank  in  the  City  of  New  York  on  the  first  days  of  January  and 
July  in  each  year  on  the  presentation  and  surrender  of  the  annexed  interest 
coupons  as  they,  severally  become  due:  and  in  case  of  the  non-payment  of 
any  half  yearly  installment  of  interest  which  shall  have  become  payable  and 
shall  have  been  demanded,  if  such  default  shall  continue  for  twelve  months 
after  the  maturity  of  said  installment  the  principal  of  this  bond  shall  be- 
come due  in  the  manner  and  with  the  effect  provided  in  the  mortgage  here- 
inafter mentioned  at  the  option  of  the  holder. 

This  bond  is  one  of  a  series  of  eight  hundred  and  twenty-five  bonds  for 
one  thousand  dollars  each,  numbered  consecutively  from  one  to  eight  hundred 
and  twenty-five  inclusive  and  amounting  in  the  aggregate  to  eight  hundred 
and  twenty-fivei  thousand  dollars,  all  bearing  date  the  ninth  day  of  June 
A.  D.  1868  and  all  of  like  tenor,  the  payment  of  all  of  which  bonds  is  secured 
by  a  mortgage  dated  the  ninth  day  of  June  A.  D.  1868  duly  executed  and 
delivered  by  the  said  Carthage  and  Burlington  Rail  Road  Company  to  the 
said  John  Fallon,  trustee,  mortgaging  the  railroad  of  said  company  and 
the  equipments,  appurtenances  and  things  therein  described.  It  is  agreed 
between  the  said  company  and  the  holder  of  this  bond  that  no  recourse  shall 
be  had  for  its  payment  to  the  individual  liability  of  any  stock  holder  of  said 


896         CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

company  and  that  in  case  of  any  default  in  the  payment  thereof,  the  said 
company  hereby  waive  the  benefit  of  any  extension,  stay  or  appraisement  laws 
now  existing  or  that  may  hereafter  exist. 

In  witness  whereof  the  said  company  have  caused  their  corporate  seal  to  be 
hereto  affixed  and  the  same  to  be  attested  by  their  President  and  Secretary 
and  caused  the  coupons,  hereto  annexed  to  be  signed  by  their  Secretary  this 
ninth  day  of  June  A.  D.  1868. 

[seal]  G.  Edmunds,  Jr.,  President. 

[seal]  W.  C.  Hooker,  Secretary. 

The  coupons  attached  to  said  bonds  to  be  in  the  following  form  viz : 
No.    . .  .The  Carthage  and  Burlington  Railroad  Company.  .$35,  will  pay  the 
bearer  hereof  thirty-five  dollars  at  the  Chemical  National  Bank  in  the  City 

of  New  York  on  the  first  day  of for  semi-annual  interest  on  Bond 

No 

[seal]  W.  C.  Hooker,  Secretary. 

I  hereby  certify  that  the  within  bond  is  one  of  the  bonds  secured  by  the 
mortgage  therein  mentioned,  that  said  mortgage  has  been  duly  executed 
and  delivered  and  lias  been  duly  stamped  and  recorded  in  the  Counties  of 
Hancock  and  Henderson  in  Illinois. 

John  Fallon,  Trustee. 

Now  This  Indenture  Witnesseth  that  said  party  of  the  first  part  for  the 
better  Becuring  the  payment  of  said  sum  of  money  mentioned  in  said  bonds 
and  each  and  every  of  them  with  interest  thereon  according  to  the  true 
intent  and  meaning  thereof,  and  also  for  and  in  consideration  of  the  sum 
of  one  dollar  lawful  money  of  the  United  States  of  America  to  it  in  hand  paid 
by  the  said  party  of  the  second  part  at  the  ensealing  and  delivery  of  these 
presents,  the  receipt  whereof  is  hereby  acknowledged,  have  granted,  bar- 
gained and  sold,  aliened,  remised,  released,  conveyed  and  confirmed,  and  by 
these  presents  do  grant,  bargain  and  sell,  alien,  remise,  release,  convey  and 
confirm  unto  the  party  of  the  second  part  and  successors  in  the  trust  hereby 
created  forever,  all  and  singular  the  pieces  or  parcels  of  land  situate  lying 
and  being  in  the  Counties  of  Hancock  and  Henderson  in  the  State  of  Illinois 
now  acquired,  or  which  may  at  any  time  hereafter  lie  purchased  or  acquired 
for  the  Railroad  of  said  party  o  fthe  first  part  extending  from  the  Toledo 
Wabash  and  Western  Railway  at  Carthage  in  the  County  of  Hancock  to  the 
Mississippi  river  at  East  Burlington  in  the  County  of  Henderson  in  the  State 
of  Illinois,  and  all  and  singular  the  Railroad  aforesaid  which  is  or  may  be 
built  thereon,  together  with  the  roadway,  right  of  way,  grading,  embank- 
ments,  excavations,  sideings,  culverts,  bridges,  superstructions,  track  or 
tracks,  iron,  fencing,  ties,  depots,  wells,  tanks,  wood  and  coal  houses  and 
yards  thereof,  and  all  the  work  materials  and  operations  for  the  construc- 
tion thereof  now  made,  done  or  acquired  or  which  may  at  any  time  be  made, 
done  or  acquired  by  the  said  party  of  the  first  part  and  which  in  anywise 
appertains  or  shall  appertain  to  said  rail  road,  and  all  and  singular  the  build, 
ings,  shops,  engine  houses,  depots,  turnouts,  improvements  and  constructions 


CORPORATE  HISTORY  897 

of  every  nature  and  description  now  belonging  to  or  to  belong  to  the  said 
party  of  the  first  part  and  in  anywise -appertaining  or  to  appertain  to  the 
said  railroad  and  all  and  singular  the  equipments,  furniture,  motive  power, 
rolling  stock,  engines,  tenders,  cars,  carriages,  tools,  fixtures  and  machinery 
of  every  nature  and  description  now  belonging  or  to  belong  to  said  party  of 
the  first  part,  and  in  anywise  appertaining  or  to  appertain  to  said  railroad 
together  with  all  and  singular  its  franchises,  emoluments,  income  and  ad- 
vantages, tenements,  hereditaments  and  appurtenances  thereto  belonging  or 
to  belong  or  in  anywise  appertaining  or  to  appertain,  and  the  reversion  and 
reversions,  remainder  and  remainders,  rents,  issues  and  profits  thereof,  and 
also  all  the  estate,  right,  title  and  interest,  property,  possession,  claim  and 
demand  whatsoever  in  law  or  in  equity  of  the  said  party  of  the  first  part  now 
acquired  or  hereafter  to  be  acquired  in  and  to  th  same  and  each  and  every 
part  and  parcel  thereof  with  the  appurtenances. 

To  have  and  to  hold  all  and  singular  the  premises  hereby  granted  or  in- 
tended so  to  be  and  each  and  every  part  and  parcel  thereof,  with  the  appur- 
tenances, unto  the  said  party  of  the  second  part  and  his  successors  in  the 
trust  hereby  created  forever :  Upon  the  trust  nevertheless  and  to  and  for  the 
uses  and  purposes  hereinafter  limited  described  and  declared. 

Provided  always  and  these  presents  are  upon  the  express  condition  that  if 
the  said  party  of  the  first  part  and  its  successors  shall  well  and  truly  pay  or 
cause  to  be  paid  to  the  holders  of  its  bonds  to  be  issued  as  aforesaid  and 
every  of  them  the  principal  sums  of  money  and  the  interest  thereon  as  therein 
mentioned,  and  shall  well  and  truly  keep,  fulfill  and  perform  all  and  singular 
its  covenants,  promises,  stipulations  and  agreements  as  therein  and  herein 
contained  according  to  the  true  intent  and  meaning  thereof,  that  then  and 
from  thence  these  presents  and  estate  hereby  granted  shall  cease,  determine 
and  be  null  and  void. 

And  this  Indenture  further  witnesseth  that  the  premises  hereby  granted 
or  intended  so  to  be  and  each  and  every  part  and  parcel  thereof  with  the 
appurtenances  are  granted,  bargained  and  conveyed  unto  the  said  party  of 
the  second  part  and  his  successors  in  the  trust  hereby  created,  upon  the  trust, 
terms,  conditions  and  agreements  and  to  and  for  the  uses,  interests  and 
purposes  following: — that  is  to  say  that  the  actual  possession,  use,  manage- 
ment and  control  of  the  said  railroad  and  premises  hereby  granted  shall  be 
and  remain  with  the  said  party  of  the  first  part  without  any  molestation  of 
the  said  party  of  the  second  part  or  their  successors  in  the  trust,  so  long  as 
its  said  bonds  shall  remain  without  default  or  forfeiture,  and  the  said 
party  of  the  first  part  shall  perform  and  keep  the  covenants  and  stipulations 
therein  or  herein  contained  and  the  said  party  of  the  first  part  for  itself  and 
its  successors  both  covenant  and  agree  to  pay  unto  the  holders  of  said  bonds 
respectively  the  said  principal  sum  of  money  and  interest  thereon  as  therein 
mentioned  and  expressed :  and  if  any  default  shall  be  made  in  the  payment 
of  said  interest  or  any  part  thereof  on  any  day  whereon  the  same  is  made 
payable  as  expressed  in  said  bonds,  and  should  the  same  remain  unpaid  and 
in  .iiiiars  for  the  space  of  twelve  months,  then  and  from  thenceforth — 
that  is  to  say  after  the  lapse  of  said  twelve  months  the  said  principal  sums 
named  in  said  bonds  with  all  arrearages  of  interest  thereon,  shall  at  the 


898         CHICAGO,  BURLINGTON   &   QUINCY  RAILROAD  COMPANY 

option  of  the  holders  of  more  than  one  half  the  amount  of  said  bonds  then 
outstanding,  expressed  in  writing  to  said  party  of  the  second  part,  or  his 
successors,  become  and  be  due  and  payable  immediately  thereafter — although 
the  period  therein  limited  for  the  payment  thereof  may  not  then  have  ex- 
pired— anything  therein  or  herein  contained  to  the  contrary  thereof  in  any- 
wise notwithstanding.  And  if  any  default  shall  be  made  in  the  payment  of 
the  principal  sums  named  in  said  bonds  or  the  interest  that  may  grow  due 
thereon,  or  any  part  either  of  said  principal  or  interest  on  any  day  whereon 
the  same  is  made  payable  as  therein  mentioned,  and  should  the  same  remain 
unpaid  for  the  space  of  twelve  months  thereafter,  or  if  the  said  party  of  the 
first  part  shall  fail  well  and  truly  to  keep,  fulfill  and  perform  ail  and 
singular  its  other  covenants,  promises  and  stipulations  therein  or  herein 
contained,  according  to  the  true  intent  and  meaning  thereof,  that  then  and 
from  thenceforth  it  shall  and  may  be  lawful  for  and  upon  the  written  request 
of  the  holders  of  more  than  one  half  of  the  amount  of  bonds  which  shall 
then  he  outstanding,  it  shall  he  ami  become  the  duty  of  the  said  party  of 
the  second  pari  and  his  successors  to  enter  into  and  upon  and  take  possession 
of  all  and  singular  the  premises  and  property  of  every  nature  and  description 
hereby  granted  or  intended  so  to  lie,  and  to  sell  and  dispose  of  the  same  and 
all  benefits  and  equity  of  redemption  of  the  party  of  the  first  part  its 
successors  or  assigns  therein  by  public  auction  according  to  the  laws  of 
Illinois,  first  giving  ninety  days  notice  id'  the  time  ami  place  and  terms  of 
sale  and  property  to  he  sold,  and  as  the  attorneys  of  said  party  of  the  first 
part,  for  that  purpose  by  these  presents  duly  constituted  and  appointed  to 
make  ami  deliver  to  the  purchaser  or  purchasers  thereof  a  good  and  sufficient 
deed  or  deeds  of  conveyance  in  law  for  the  same  in  fee  simple  and  out  of  the 
moneys  arising  from  said  sale  or  sales  to  retain,  the  principal  and  interest 
which  shall  then  lie  due  on  said  bonds,  in  trust  for,  and  for  the  benefit  of 
the  holders  thereof,  together  with  the  costs  and  charges  of  advertisement  and 
salt  of  said  premises,  which  shall  first  he  paid  out  of  said  moneys,  rendering 
the  surplus  of  said  purchase  money  (if  any  there  be)  unto  said  party  of  the 
firsl  pari  its  successors  or  assigns — which  sale  so  to  be  made  shall  forever  be 
a  perpetual  bar,  both  in  law  and  in  equity  to  the  said  party  of  the  first  part 
its  successors  and  assigns,  and  all  other  persons,  associations,  bodies,  corpo- 
rate oi-  politic,  claiming  or  to  claim  the  premises  or  any  part  thereof,  by, 
from  or  under  them  or  either  of  them,  and  the  said  party  of  the  first  part 
doth  hereby  covenant  for  itself  and  its  successors,  that  in  no  case  shall  it  or 
they  claim  or  take  any  advantage  of  any  stay,  valuation  or  appraisement 
laws  all  benefit  of  which  is  expressly  waived — (or  to  obtain  or  apply  for  an 
injunction  or  stay  of  proceedings  or  other  proofs  to  prevent,  postpone  or  delay 
such  entry  and  sale  as  aforesaid,  and  also  that  said  party  of  the  first  part 
and  its  successors  and  all  and  every  person  or  persons,  associations,  bodies, 
politic  or  corporate  whatsoever  or  whomsoever  lawfully  or  equitably  claiming 
or  deriving  any  estate,  right,  title,  or  interest  of  in  and  to  the  premises  here- 
by granted  or  intended  so  to  be,  or  any  part  thereof  by,  from,  under  or  in 
trust  for  it  or  them)  shall  and  will  at  any  time  or  times  hereafter,  upon  the 
reasonable  request  of  said  partyT  of  the  second  part  or  his  successors,  and  at 
the  proper  cost  and  charges  in  law  if  the  said  party  of  the  first  part  and  its 


CORPORATE  HISTORY  S'.l!) 

successors,  make,  do  and  execute  or  cause  or  procure  to  be  made  done  and 
executed  all  and  every  such  further  and  other  lawful  and  reasonable  acts, 
conveyances  and  assurances  in  the  law  for  the  better  and  more  effectually 
vesting  and  confirming  the  premises  hereby  intended  to  be  granted,  in  and  to 
the  said  party  of  the  second  part  and  his  successors  for  the  uses,  interests 
and  purposes  herein  set  forth  and  declared,  as  by  the  said  party  of  the  second 
part  his  successor  or  successors  or  their  counsel  learned  in  the  law  shall  be 
reasonably  advised,  devised  and  required:  and  also  that  it  hath  not  made, 
done,  executed,  committed  or  suffered  any  act  or  acts,  thing  or  things  what- 
soever  whereby  or  by  means  whereof  the  above  mentioned  and  described 
premises  or  any  part  or  parcel  thereof,  now  are  or  at  any  time  hereafter, 
shall  or  may  l>e  impeached,  charged  or  incumbered  in  any  manner  or  way 
whatsoever.  And  it  is  mutually  agreed  that  the  said  party  of  the  second 
part  and  his  successors  shall  not  be  responsible  at  any  time  for  the  default 
or  misconduct  of  their  agents  to  be  employed  by  him  or  them  in  his  or  their 
discretion  and  shall  be  bound  to  the  exercise  of  ordinary  diligence  only:  and 
in  case  of  the  death,  resignation  or  other  disability  of  the  said  trustee  or  his 
successor  or  successors  from  time  to  time  at  any  time  hereafter  it  may  and 
shall  be  lawful  for  said  party  of  the  first  part  or  its  successors  to  apply  to 
any  court  of  record  in  the  State  of  Illinois  or  of  the  United  States  having 
competent  jurisdiction  to  appoint  a  successor  or  successors  to  the  party  of 
the  second  part  in  the  trust  hereby  created:  and  upon  such  appointment,  the 
person  or  persons,  body,  politic  or  corporate  so  appointed  shall  become  and 
be  vested  for  the  uses  and  interests  and  purposes  herein  set  forth  and  de- 
clared, with  all  the  estate,  right,  title  and  interest  in  and  to  the  said  premises 
hereby  granted  to  the  said  party  of  the  second  part  or  intended  so  to  be, 
without  any  nther  or  further  assurances  or  conveyances  of  the  same. 

In  witness  whereof  the  said  party  of  the  first  part  has  caused  its  seal  to 
be  affixed  hereunto  and  these  presents  to  be  signed  by  its  president  and  secre- 
tary the  day  and  year  first  aforesaid. 

[seal]  G.  Edmunds,  Jr.,  President. 

W.  C.  Hookee,  Secretary. 


State  of  Illinois, 

y  ss 
Eancock  County. 


NOIS,  ) 
NTY.  ) 


I,  Eobert  W.  McClaughey  clerk  of  the  County  Court  within  and  for  said 
County  and  State  do  hereby  certify  that  on  this  twenty-seventh  day  of  June 
A.  D.  1868  before  me  came  personally,  George  Edmunds,  Jr.,  President  of 
the  Carthage  and  Burlington  Railroad  Company,  to  me  personally  known  to 
be  the  real  person  described  in  the  foregoing  mortgage  as  president  of  said 
company  and  who  executed  the  same  and  acknowledged  that  he  executed  the 
foregoing  mortgage  as  the  act  and  deed  of  said  Carthage  &  Burlington 
Kail  road  Company. 

In  witness  whereof  I  have  hereunto  set  my  hand  and  affixed  the  seal  of 
said  Court  at  my  office  in  Carthage  the  day  and  year  first  aforesaid. 
['seal]  Robert  W.  McClaughey, 

Clerk  Co.  Court. 


Date 

Booh 

Page 

August  18,  1868 

17 

554 

August  19,  1868 

4 

85 

900         CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

KECOKDED  IN  ILLINOIS 

Coun ty 

Hancock 

Henderson 

POWER  OF  ATTORNEY,  May  1,  1869,  John  Fallon  to  James  F.  Joy. 

Know  all  men  by  these  presents: 

That  Whereas,  I,  John  Fallon  of  the  City  and  County  of  Philadelphia 
and  State  of  Pennsylvania,  am  the  Second  party  and  Trustee  named  in  a 
certain  Deed  of  Trust,  executed  by  the  ' '  Carthage  and  Burlington  Rail 
Road  Company"  bearing  date  the  Ninth  day  of  June,  A.  D.  1868,  con- 
veying to  me  the  said  Second  party  therein  the  Rail  Road,  property  and 
franchises  of  the  said  fust  party  thereto  for  the  purpose  of  securing  pay- 
ment both  of  principal  and  interest  of  Eight  hundred  and  twenty  five  bonds 
of  One  Thousand  Dollars  ($1,000).  each,  bearing  even  date  with  said  Deed 
of  Trust,  and  therein  more  particularly  described,  which  said  Deed  of  Trust 
was  duly  recorded  in  the  County  of  Hancock  in  said  State  of  Illinois  on  the 
Eighteenth  day  of  August  A  D  1868,  and  in  the  County  of  Henderson  in 
the  said  last  mentioned  State  on  the  19th  day  of  August  A  D  1868. 

And  Whereas,  James  F.  Joy  of  Detroit  in  the  State  of  Michigan  for 
a  valuable  consideration  has  become  the  owner  and  holder  of  each  and  every 
of  said  Bonds  secured  by  said  Deed  of  Trust  and  may  find  it  desirable  and 
convenient  to  cancel  said  bonds,  and  have  said  Trust  Deed  canceled  and 
discharged  of  record  in  order  to  substitute  in  place  thereof  other  bonds 
and  mortgage  securities  of  the  said  Hail  Road  Company,  or  for  other 
reasons  may  wish  to  have  said  Trust  Deed  discharged  of  record. 

Now  Therefore,  I,  the  undersigned  have  made,  constituted,  and  appointed, 
and  by  these  presents  do  make  constitute  and  appoint  the  said  James  F. 
Joy,  my  true  and  lawful  attorney  for  me,  and  in  my  name,  place  and  stead 
to  act  in  the  matters  of  said  trust  created  by  the  said  deed  of  trust  and 
hereinbefore  mentioned,  and  do  hereby  fully  authorize  and  empower  the 
said  Joy  to  cancel  and  discharge  said  bonds  and  said  Deed  of  Trust — or 
either  of  them,  and  to  cause  the  said  deed  of  trust  to  be  discharged  of 
record  in  the  Counties  where  the  same  has  been  Recorded,  and  to  do  and 
perform  all  and  every  act  and  deed  of  whatsoever  nature  legally  and 
properly  appertaining  to  the  same,  and  the  matters  connected  therewith, 
binding  me  as  firmly  and  irrevocably  in  the  premises  as  if  I  were  myself 
present  thereto,  consenting  and  hereby  ratifying,  confirming  and  allowing 
whatever  my  said  attorney  shall  lawfully  do  in  the  premises.  And  I  do 
hereby  make  and  declare  this  power  of  Attorney  irrevocable. 

In  witness  whereof,  I  have  hereunto  set  my  hand  and  Seal  this  first  day 
of  May  in  the  year  of  Our  Lord  One  Thousand  Eight  Hundred  and  Sixty 
Nine  (A.  D.  1869),  the  word  "thousand"  on  16th  line  first  page  being 
written  over  an  errasure. 

Jno.  Fallon     [seal] 


CORPORATE  HISTORY  901 

State  of  Pennsylvania,  ) 

r  SS. 

City  and  County  of  Philadelphia.  \ 

I,  William  B.  Dayton  a  Notary  Public  in  and  for  said  City  and  County 
in  the  State  aforesaid,  do  hereby  certify  that  John  Fallon,  who  is  personally 
known  to  me  as  the  person  whose  name  is  subscribed  to  the  foregoing 
power  of  attorney,  as  having  executed  the  same,  appeared  before  me  this 
day  in  person  and  acknowledged  that  he  signed,  sealed  and  delivered  said 
instrument  of  writing  as  his  free  and  voluntary  act  for  the  uses  and 
purposes  therein  set  forth. 

Given  under  my  hand  and  Notarial   Seal  this   Thirteenth  day  of  May, 
A  D  1869. 
[seal]  Wm.  B.  Dayton, 

Notary  Public. 

RELEASE,  July  19,  1907,  William  F.  McFarland,  Trustee  to  The  Carthage 
and  Burlington  Railroad  Company. 


RELEASE  OF  MORTGAGE 

Whereas,  of  date  June  9,  1868,  the  Carthage  &  Burlington  Railroad  Com- 
pany, a  corporation  of  the  State  of  Illinois,  executed  to  John  Fallon,  as 
Trustee,  a  deed  of  conveyance  and  mortgage  of  its  railroad  extending  from 
a  connection  with  the  Toledo,  Wabash  &  Western  Railway,  at  Carthage,  in 
the  County  of  Hancock,  and  State  of  Illinois,  to  the  Mississippi  River  at 
East  Burlington,  in  Henderson  County,  Illinois,  to  secure  an  issue  of  first 
mortgage  bonds  in  the  sum  of  $1,000  each  and  in  number  not  to  exceed 
eight  hundred  and  twenty-five,  to  be  dated  June  9,  1868  and  payable  July 
1,  1898,  at  the  Chemical  National  Bank,  in  the  City  of  New  York,  with 
seven  per  cent  interest;  and, 

Whereas,  the  Chicago,  Burlington  &  Quincy  Railroad  Company  has  pur- 
shased  said  railroad  covered  by  said  mortgage  and  is  now  the  owner  thereof, 
and  has  become  consolidated  with  said  Carthage  &  Burlington  Railroad 
Company,  and  is  now  the  successor  in  law  of  said  Company;  and, 

Whereas,  the  said  Chicago,  Burlington  &  Quincy  Railroad  Company  paid 
all  of  the  bonds  issued  under  the  said  mortgage  at  the  date  of  their 
maturity,  principal  and  interest,  and  thereupon  became  and  was  entitled 
to  have  said  mortgage  released  and  discharged ;  and, 

Whereas,  said  John  Fallon  has  since  died  and  the  undersigned  has  been, 
by  the  Circuit  Court  of  Henderson  County,  Illinois,  in  a  proper  proceeding, 
been  duly  appointed  Trustee  under  said  mortgage,  as  successor  of  said 
John  Fallon: 

Now,  Therefore,  I,  William  F.  McFarland,  Trustee  as  aforesaid,  do 
hereby  release  and  discharge  the  said  railroad  and  property  from  the  lien 
of  said  mortgage,  and  reconvey  and  confirm  said  railroad  and  property  to 
the  Chicago,  Burlington  &  Quincy  Railroad  Company,  free  and  clear  of  the 
lien  thereof. 


902         CHICAGO,  BURLINGTON   &    QUINCY   RAILROAD  COMPANY 

In   Witness    Whereof,  I   have   hereunto    set    my   haud   and   seal,   as   said 
Trustee,  this  19th  day  of  July,  A.  D.  1907. 

[seal]  William  F.  McFarland, 

Trustee. 


4 


State  of  Iowa. 

V  gg 

Des  Moines  County. 

On  this  19th  day  of  July,  A.  D.  1907,  before  me  personally  appeared 
William  F.    McFarland,  to  me  known  to  be   the  person   who   executed  the 
foregoing  instrument  as  Trustee,  and   acknowledged  that  he  executed  the 
same  as  his  voluntary  act  and  deed  as  said  Trustee. 
[seal]  J.  C.  Darin, 

Notary  Public  in  and  for  said  County 
and  State. 


KECORDED  IN  ILLINOIS 

County 

Dot. 

Book 

Page 

Henderson 

July  22,   1907 

54 

413 

Hancock 

July  26,  1907 

G. 

435 

TRUST  MORTGAGE,  May  1,   1869,  The  Carthage  ami  Burlington  Rail- 
road Company  to  James  F.  Joy,  Trustee. 

This  Indenture,  made  this  First  day  of  May  in  the  year  of  our  Lord  One 
thousand  eight  hundred  ami  sixty  nine,  between  the  "Carthage  &  Bur- 
lington Railroad  Company,"  a  corporation  'Inly  organized  under  and  in 
accordance  with  the  laws  of  the  State  of  Illinois,  party  of  the  first  part, 
and  James  F.  Joy  of  Detroit,  in  the  State  of  Michigan,  party  of  the 
second   part. 

Whereas  the  Baid  Carthage  and  Burlington  Railroad  Company,  in  pursu- 
ance of  an  act  of  the  Legislature  of  the  State  of  Illinois  entitled  "An  act 
to  incorporate  the  Carthage  and  Burlington  Railroad  Company  and  authorize 
certain  towns  to  take  stock  and  levy  a  tax  to  pay  the  same,"  approved 
March  5th,  1867,  and  of  other  acts  and  statutes  of  the  said  state  of  Illinois 
relating  to  and  affecting  it,  is  engaged  in  constructing  a  railroad  in  accord- 
ance with  the  provisions  of  its  said  charter  from  Carthage,  in  the  county 
of  Hancock,  through  Dallas  City,  to  East  Burlington,  in  the  County  of 
Henderson,  in  the  state  of  Illinois. 

And,  Whereas,  said  Carthage  &  Burlington  Railroad  Company  is  desirous 
of  borrowing  money  to  an  amount  not  exceeding  six  hundred  and  fifty 
thousand  dollars,  for  the  purpose  of  constructing  and  equipping  its  said 
Railroad  and  purchasing  the  right  of  way  and  material  necessary  for  the 
superstructure  thereof,  and  defraying  all  necessary  expenses  of  transporta- 
tion and  other  charges  connected  with  the  building,  equipping  and  operating 
said  Railroad,  and  the  appendages  and  appurtenances  connected  therewith, 
and  has  resolved  to  execute  and  issue  the  bonds  of  said  Company,  in  sums 
of  One  Thousand  Dollars  each,  of  the  date  of  May  1st  A.  D.  1869,  and 
bearing  interest  at  the  rate  of  Eight  per  cent  per  annum,  payable,  free  of 


CORPORATE  HISTORY  903 

Government,  revenue,  or  other  tax,  semi-annually,  both  principal  and  interest, 
;it  tlic  National  Bank  of  Commerce,  in  the  City  of  New  York,  and  having 
not  more  than  ten  years  to  run  to  maturity,  to  an  amount  not  exceeding 
in  the  aggregate  six  hundred  and  fifty  thousand  dollars,  and  to  secure  the 
payment  of  the  same,  both  principal  sum  and  interest  by  a  mortgage  or 
deed  of  trust  by  its  said  railroad,  franchises  and  other  corporate  property 
of  every  nature  and  kind  to  the  party  of  the  second  part,  as  trustee  or 
mortgagee,  for  the  benefit  and  security  of  the  holders  of  said  bonds,  all 
of  which  said  bonds  shall  bear  the  same  date  and  are  to  be  duly  stamped 
with  the  revenue  stamps  required  by  law,  to  stand  equally  secured  by  the 
said  mortgage  or  deed  of  trust,  though  issued,  sold  and  maturing  at  different 
times,  and  shall  be  numbered  consecutively  from  Number  One  to  the  high- 
est number  which  shall  be  issued,  inclusive,  and  each  of  which  said  bonds 
shall  be  authenticated  by  a  certificate  signed  by  the  said  party  of  the  second 
part  as  being  issued  under  and  secured  by  said  deed  of  trust. 

Now  Therefore,  This  Indenture  witnesseth  that  the  said  Carthage  and 
Burlington  Kailroad  Company,  in  order  to  secure  the  payment  of  the  said 
bonds  and  the  interest  thereon,  and  in  consideration  of  the  sum  of  Five 
Dollars  to  it  in  hand  paid  by  the  said  party  of  the  second  part  at  the 
execution  and  delivery  of  these  presents,  the  receipt  of  which  is  hereby 
acknowledged  and  confessed,  has  granted,  bargained,  sold,  transferred  and 
conveyed,  and  by  these  presents  does  grant,  bargain,  sell,  transfer  and 
convey  to  the  said  party  of  the  second  part,  his  successors  in  the  trust 
hereby  created,  and  assigns,  all  the  following  present  and  in  future  to  be 
acquired  property  of  the  said  Carthage  and  Burlington  Kailroad  Company, 
and  all  its  rights,  title  and  equity  of  redemption  therein,  that  is  to  say: 
All  the  Bailroad  of  the  party  of  the  first  part  now  located,  constructed  or 
made,  or  to  be  located,  constructed  or  made  between  Carthage  and  East 
Burlington,  aforesaid,  and  including  its  depot  at  the  said  termini,  and  the 
right  of  way  and  land,  occupied  thereby,  together  with  the  superstructure 
and  tracks  thereon,  and  to  be  placed  thereon,  and  all  the  iron,  rails,  ties, 
chairs,  splices,  bolts,  nuts,  spikes,  timbers  material  furnished  and  property 
purchased  or  to  be  purchased  or  furnished  for  the  construction  and  equip- 
ment of  said  railroad,  whereas  the  same  may  be,  and  whether  now  upon 
said  premises  or  elsewhere,  all  depots  and  station  grounds  and  the  build- 
ings thereon  and  to  be  erected  thereon,  and  all  the  side  .tracks,  bridges, 
viaducts,  fences,  engines,  tenders,  cars  and  rolling  stock  of  whatsoever 
nature  and  kind,  machinery,  tools  and  fixtures,  and  all  other  real,  per- 
sonal and  mixed  property  of  the  said  party  of  the  first  part  now  on  said 
mortgaged  premises  or  belonging  thereto,  or  purchased  or  procured  for 
the  construction,  thereof,  though  elsewhere  situated,  and  all  the  rights, 
privileges  and  franchises  of  said  Company,  now  held  or  possessed  by  it, 
or  which  may  hereafter  be  acquired,  and  all  appurtenances  of  the  said 
company  in  and  to  said  mortgaged  premises,  or  in  any  manner,  belonging 
thereto  or  connected  therewith,  so  far  as  by  law  the  said  party  of  the  first 
part  is  authorized  to  convey  the  same,  together  with  the  net  earnings, 
revenues  and  profits  to  be  derived  from  the  use  and  operation  of  the  said 
railroad,  or  any  part  thereof. 


904         CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

To  Have  and  to  Hold  the  said  premises  and  property  and  every  part  and 
parcel  thereof,  with  the  appurtenances,  unto  the  said  party  of  the  second 
part,  his  successors  in  said  trust  and  assigns,  to  wit  upon  the  following 
express  trust,  that  is  to  say:  In  case  the  said  Carthage  &  Burlington  Rail- 
road Company  shall  fail  to  pay  the  principal  or  any  part  thereof  or  any  of 
the  interest  on  any  of  the  bonds  secured  or  intended  to  be  secured  hereby 
at  any  time  when  and  where  the  same  shall  become  due  and  payable  accord- 
ing to  the  tenor  and  effect  thereof  and  for  thirty  days  thereafter,  then 
and  in  such  ease  all  of  said  bonds,  both  principal  sum  and  interest,  shall 
thereupon  immediately  become  due  and  payable,  and  at  the  request  of  the 
holder  of  any  of  said  bonds  the  said  party  of  the  second  part,  or  his 
successors  in  said  trust,  may  enter  into  and  take  possession  of  all  and 
singular  the  said  Railroad  premises  and  property  hereby  conveyed,  and  as 
the  attorney  in  fact  and  agent  of  said  first  party  by  himself  or  his  agent 
duly  constituted  have,  use  and  employ  the  same,  making  from  time  to  time 
all  needful  repairs,  alterations  and  additions  thereto,  and  after  deducting 
the  expenses  of  such  use,  repairs  alterations  and  additions,  apply  the  net 
earnings  and  proceeds  thereof  to  the  payment  of  the  principal  and  interest 
of  all  said  bonds  remaining  unpaid,  or  the  said  party  of  the  second  part, 
his  successors  in  said  trust  and  assigns,  at  their  discretion  may,  and  on  the 
written  request  of  the  holder  of  any  of  said  bonds  when  unpaid  shall 
cause  said  premises,  or  so  much  thereof  as  may  be  necessary  to  discharge 
the  principal  sum  and  interest  of  all  such  of  said  bonds  remaining  unpaid, 
together  with  the  expense  of  sale,  to  be  sold  at  public  auction  at  the  north 
door  of  the  Court  House  in  the  City  of  Chicago,  in  said  State  of  Illinois, 
after  giving  thirty  days  notice  of  the  time  and  place  and  terms  of  such  sale, 
by  publishing  the  same  in  one  of  the  principal  newspapers,  for  the  time 
being  in  each  of  the  cities  of  New  York  and  Chicago,  and  upon  such  sale 
t"  execute  to  the  purchaser  or  purchasers  thereof  a  good  and  sufficient 
deed  or  deeds  of  conveyance  in  the  law  in  fee  simple  for  the  same,  which 
shall  be  a  bar  against  the  said  Carthage  and  Burlington  Railroad  Company, 
party  of  the  lir>t  part,  its  successors  and  assigns,  and  all  persons  claiming 
under  it  or  them  of  all  right,  interest  and  claim  in  and  to  said  premises, 
or  any  part  thereof,  and  the  said  trustee  shall  after  deducting  from  the 
proceeds  of  such  sale  the  costs  and  expenses  thereof  and  of  managing  the 
said  property,  apply  so  much  of  the  said  proceeds  as  may  be  necessary  to 
the  payment  of  the  principal  and  interest  on  said  bonds,  and  shall  restore 
the  residue  thereof,  if  any  there  be,  to  the  party  of  the  first  part,  its 
successors  and  assigns,  it  being  expressly  understood  and  agreed  that  in 
no  case  shall  any  claim  be  made  under  or  advantage  be  taken  of  any  valua- 
tion, appraisement  or  extension  laws,  by  the  party  of  the  first  part,  its 
successors  or  assigns,  nor  shall  any  injunction  be  allowed  or  stay  of  pro- 
ceedings had  or  process  applied  for  or  obtained  to  prevent  such  entry, 
sale   and    conveyance    as   aforesaid. 

It  is  also  hereby  expressly  understood  and  agreed  that  it  shall  be  lawful 
for  the  said  Carthage  and  Burlington  Railroad  Company,  party  of  the 
first  part,  or  its  assigns,  to  dispose  of  the  current  net  revenues  of  said 
road  hereby  conveyed  as  it  or  they  shall  elect,  until  default  shall  be  made 


CORPORATE  HISTORY  905 

in  the  payment  of  the  interest  or  principal  of  said  bonds,  or  of  some  one 
of  them. 

And  the  said  Carthage  and  Burlington  Eailroad  Company  for  itself,  its 
successors  and  assigns,  does  hereby  covenant  and  agree  to  execute  and 
deliver  any  further  reasonable  and  necessary  conveyance  or  assurance  of 
the  said  premises  and  property,  or  any  part  thereof,  to  the  said  party  of 
the  second  part,  his  successors  in  said  trust  and  assigns,  for  the  more  fully 
conveying  the  said  premises  and  property  and  carrying  into  effect  the 
objects  and  purposes  of  these  presents,  and  causing  them  to  embrace  the 
property  and  effects  hereby  intended  to  be  conveyed,  that  counsel  shall 
advise. 

It  is  hereby  mutually  agreed,  and  these  presents  are  upon  the  express 
condition  that  upon  the  payment  of  the  principal  and  interest  of  said 
bonds  the  estate  hereby  granted  to  the  said  party  of  the  second  part  shall 
be  void,  and  the  right  and  title  to  the  premises  hereby  conveyed  shall 
revert  to  and  revest  in  the  said  party  of  the  first  part,  without  any 
acknowledgment  of  satisfaction,  reconveyance,  re-entry  or  other  act. 

It  is  hereby  also  mutually  agreed  that  the  said  party  of  the  second  part, 
his  successors  in  said  trust  and  assigns,  shall  only  be  accountable  for 
reasonable  diligence  in  the  management  thereof,  and  shall  not  be  respon- 
sible for  the  acts  of  any  agent  employed  by  him  or  them,  when  such  agent 
shall  have  been  selected  or  employed  with  reasonable  prudence  and  discre- 
tion, and  that  said  second  party,  his  successors  in  said  trust  and  assigns, 
shall  be  entitled  to  reasonable  compensation  for  his  or  their  labor  and 
services  in  the  management  of  said  trust  and  especially  in  case  they  shall 
be  compelled  to  take  possession  of  said  premises,  or  any  part  thereof, 
and  to  manage  the  same. 

It  is  hereby  further  mutually  understood  and  agreed  that  the  bonds 
secured  by  this  mortgage  may  be  issued  at  different  times,  but  only  for 
the  construction  and  equipment  of  the  Eailroad  hereby  conveyed,  and  the 
objects  and  purposes  herein  expressed. 

It  is  hereby  further  mutually  agreed  that  in  case  of  death,  mental  in- 
capacity, resignation  or  refusal  of  said  Trustee  to  act  in  the  matter  of 
said  trust,  all  his  right,  estate,  interest,  power,  and  control  in  the  premises 
shall  be  divested,  cease  and  determine,  and  upon  the  appointment  of 
another  to  said  'trust,  which  may  be  done  by  the  mutual  agreement  of  the 
said  Railroad  Company  and  a  majority  of  the  holders  of  said  bonds,  and 
in  case  of  failure  to  agree  the  holder  of  any  of  said  bonds  may  apply  to 
any  court  in  the  state  of  Illinois  having  jurisdiction,  of  the  premises  to 
appoint  some  proper  person,  and  such  new  Trustee  appointed  in  either  of 
the  modes  above  named  shall  become  vested  for  the  purposes  of  this  trust 
with  all  the  right,  interest  and  power  requisite  to  enable  him  to  execute 
the  purposes  of  this  trust  without  any  further  or  other  authority,  release 
or  conveyance  to  him,  but,  should  it  be  desirable  or  necessary,  both  or 
either  of  the  parties  hereto  shall  execute  and  deliver  any  and  all  necessary 
releases  or  conveyances  for  that  purpose. 

And  the  said  second  party  hereby  accepts  the  trust  hereby  seated. 


906         CHICAGO,   BURLINGTON   &    QCIXCY   RAILROAD   COMPANY 

In  Witness  Whereof  the  said  Carthage  and  Burlington  Eailroad  Com- 
pany has  caused  its  corporate  seal  to  be  hereto  affixed  by  its  Treasurer 
and  the  corporate  name  of  said  Company  to  be  hereto  subscribed  by  its 
President,  and  the  said  party  of  the  second  part  has  hereunto  set  his 
hand  and  seal,  all  on  the  day  and  year  first  above  written.  The  word 
"Secretary"  being  erased  and  "Treasurer"  written  in  lieu  thereof  on  the 
foregoing  page. 

Carthage  and  Burlington  Railroad  Company, 
[seal]  By  W.  S.  Woods, 

President. 

W.  C.  Hooker,  Treasurer. 


IIA,  \ 


State  of  Pennsylvania, 

'-  ss 
City   a\t>  County  OK  PHILADELPH] 

Be  it  r<  m<  nih,  r,  ,1  that  on  this  Thirteenth  day  of  May  A.  D.  1869,  before 
me  a  Notary  Public  residing  in  the  City  of  Philadelphia  in  the  county  of 
Philadelphia  and  state  of  Pennsylvania,  duly  authorized,  empowered  and 
commissioned  under  and  by  virtue  of  the  laws  of  said  state  of  Pennsyl- 
vania to  take  acknowledgment  and  proof  of  deeds  and  other  instruments 
in  writing  under  seal,  to  be  used  or  recorded  in  said  state  of  Pennsylvania, 
personally  came  William  S.  Woods,  President  of  the  Carthage  and  Bur- 
lington Railroad  Company,  who  is  known  to  me  to  be  the  person  whose 
name  is  signed  to  the  foregoing  deed  of  conveyance,  who,  being  by  me 
duly  sworn,  deposes  and  says  that  he  resides  in  the  Borrough  of  Carlisle 
ill  the  County  of  Cumberland  and  State  of  Pennsylvania,  thai  he  is  Presi- 
dent of  the  Carthage  and  Burlington  Railroad  Company;  that  he  knows 
the  corporate  seal  of  said  Company;  that  the  seal  affixed  to  the  foregoing 
conveyance  is  the  corporate  seal  of  sahl  Company;  that  it  was  affixed  by 
order  of  the  Board  of  Directors  of  said  Company,  and  that  he  signed  the 
name  of  said  Company  to  said  conveyance  by  the  like  order  of  the  Board 
of  Directors  of  said  Company,  as  the  President  thereof;  and  acknowledged 
that  he  executed  and  delivered  the  said  deed  of  conveyance  as  the  free 
and  voluntary  acl  of  the  said  Company,  and  of  himself,  as  the  President 
thereof,  for  the  uses  and  purposes  therein  set  forth. 
[seal]  Wm.  B.  Dayton, 

Notary  Public. 


RECORDED  IN  ILLINOIS 

County 

Date 

Book 

Page 

Hancock 

April  28,  1906 

69 

568 

Henderson 

May     9,  1906 

13 

559 

AGREEMENT,  April  6,  1889,  The  Carthage  and  Burlington  Railroad 
Company,  Chicago,  Burlington  &  Quincy  Railroad  Company,  Henry  Park- 
man  and  H.  H.  Hunnewell,  Trustees. 

This  agreement,  made  and  entered  into  this  sixth  day  of  April,  A.  D. 
one  thousand  eight  hundred  and  eighty  nine    (1889),  by  and  between  the 


CORPORATE  HISTORY  907 

Carthage  &  Burlington  Railroad  Company,  a  corporation  of  the  State  of 
Illinois,  party  of  the  first  part,  and  the  Chicago,  Burlington  &  Quincy  Rail- 
road Company,  and  Henry  Parkman  and  H.  H.  Hunnewell,  Trustees,  parties 
of  the  second  part, 

Witnesseth : 

Whereas,  the  first  party,  of  date  May  1st,  1869,  executed  and  caused  to 
be  recorded  a  first  mortgage  or  trust  deed  upon  its  entire  road  and  property 
and  franchises,  as  described  in  said  mortgage,  to  James  F.  Joy,  Trustee,  to 
secure  certain  bonds  to  be  issued  for  the  construction  and  completion  of  its 
road;  and 

Whereas,  bonds  of  date  May  1st,  1869,  and  having  ten  years  to  run  to 
maturity,  were  duly  and  regularly  issued  and  certified  by  the  Trustee  under 
said  mortgage,  to  the  amount  of  six  hundred  thousand  (600,000)  dollars 
in  the  aggregate,  said  bonds  bearing  interest  from  their  date  at  the  rate 
of  eight  (8)  per  cent,  per  annum,  payable  semi-annually;  and 

Whereas,  said  bonds  were  sold  on  the  market,  and  the  said  Henry  Parkman 
and  H.  H.  Hunnewell,  as  Trustees,  under  a  certain  mortgage  or  trust  deed, 
executed  to  them  of  date  July  1,  1873,  by  the  Chicago,  Burlington  &  Quincy 
Railroad  Company,  have  become  the  purchasers  and  are  now  the  holders  of 
a  majority  of  said  bonds;  and 

Whereas,  the  Chicago,  Burlington  &  Quincy  Railroad  Company  has  become 
the  purchaser  and  is  now  the  holder  of  all  the  remainder  of  said  bonds;  all 
of  which  said  bonds,  together  with  the  interest  thereon  up  to  this  date,  at 
the  rate  of  eight  (8)  per  cent,  per  annum,  payable  semi-annually,  are  now 
due  and  wholly  unpaid;  and 

Whereas,  the  party  of  the  first  part  has  made  application  to  the  parties 
of  the  second  part  for  an  extension  of  the  time  of  payment  of  the  said 
bonds  and  interest : 

Now  therefore,  it  is  agreed  between  the  parties  hereto,  that  the  first  party 
will  pay  the  principal  of  all  said  bonds;  aggregating  $600,000.  as  aforesaid, 
on  the  first  day  of  July,  A.  D.  1903,  and  will  pay  interest  thereon  from  and 
after  this  date  at  the  rate  of  eight  (8)  per  cent,  per  annum,  payable  semi- 
annually, on  the  first  day  of  July  and  the  first  day  of  January  in  each  year. 
The  first  party  further  agrees  to  pay,  on  the  said  first  day  of  July,  1903,  all 
the  interest  now  due  upon  said  bonds  and  unpaid,  together  with  interest 
upon  said  over  due  interest  at  the  rate  of  six  (6)  per  cent,  per  annum.  In 
consideration  whereof,  the  parties  of  the  second  part  agree  to  extend  the  time 
of  payment  of  the  principal  of  said  bonds  and  of  the  interest  now  due 
ceedings  before  said  date  to  foreclose  the  mortgage  securing  said  bonds 
thereon,  until  said  July  1st,  1903,  and  to  forbear  to  sue  or  institute  pro- 
by  reason  of  or  on  account  of  any  default  thereon  which  has  occurred  pre- 
vious to  the  date  hereof. 

It  is  further  stipulated  and  agreed  between  the  parties,  that  the  said 
debt  evidenced  by  said  bonds  and  interest  shall  be  and  remain  in  all  respects 
secured  by  said  mortgage  or  trust  deed,  of  date  May  1st,  1869,  to  James 
F.  Joy,  Trustee,  with  full  right  and  power  in  the  second  parties  and  in  said 
trustee  to  enforce  said  mortgage  and  all  their  legal  rights  and  remedies 
thereunder,  in  all  respects  the  same  as  if  this  agreement  for  extension  had 


908         CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

aot  been  made,  except  as  herein  modified  as  to  time  of  payment.  And  it  is 
expressly  agreed  and  understood  that  nothing  herein  contained  shall  be  held 
or  construed  to  impair  the  right  of  any  person  or  parties  entitled  thereto, 
to  sue  for  and  recover  any  installment  or  amount  of  interest  hereafter  falling 
due  upon  said  bonds,  or  any  one  of  them,  as  provided,  or  to  foreclose  said 
mortgage  on  account  of  such  future  default  in  the  payment  of  interest;  but 
all  such  rights  and  remedies  of  suit  and  of  foreclosure,  in  default  of  pay- 
ment of  such  interest,  are  preserved  in  full  force,  as  set  forth  in  the  mort- 
gage. 

It  is  further  understood  and  agreed  that  the  agreement  for  extension  of 
time  of  payment  and  promise  to  pay  said  bonds  and  interest  July  1st,  1903, 
is  to  be  stamped  upon  each  of  said  bonds,  in  such  form  as  may  be  agreed 
upon. 

In  witness  whereof,  the  parties  hereto  have  set  their  hands  and  seals,  the 
day  and  year  first  above  written. 

The  Carthage  &  Burlington  Railroad  Company, 
[seal]  By  Jno.  L.  Lathkop,  President. 

Attest : 

L.  O.  Goddard,  Secretary. 

11.  ii.  hunnewell 
Henry  Parkman 

Trustees. 
Chicago,  Burlington  &  Quincy  Railroad  Company, 
[seal]  By  C.   E.   Perkins,  President. 

A 1 1  est : 

T.  S.  Howland,  Secretary. 

The  undersigned,  trustee  in  the  certain  trust  deed  or  mortgage  executed 
by  the  Carthage  &  Burlington  Railroad  Company,  of  date  May  1st,  1869, 
hereby  assents  and  agrees  to  the  annexed  and  foregoing  contract,  of  date 
April  6th,  1889,  between  said  Railroad  Company  and  the  holders  of  the 
bonds  issued  under  said  mortgage,  for  an  extension  of  said  mortgage,  and  of 
the  time  of  payment  ol  said  bonds  and  the  over  due  interest  thereon  until 
July  1st,  1903. 

And  I  do  hereby  continue  my  acceptance  of  said  trust. 

James  F.  Joy, 

Trustee. 

APPOINTMENT,  May  8,  1905,  of  George  B.  Dunbar,  successor  in  trust 

to  James  F.  Joy,  Trustee. 

****** 

This  Agreement,  made  this  8th  day  of  May  1905,  by  and  between  the 
Carthage  and  Burlington  Railroad  Company,  a  corporation  organized  and 
existing  under  and  by  virtue  of  the  laws  of  the  State  of  Illinois,  party  of 
the  first  part,  and  Henry  Parkman,  George  H.  Eichards  and  A.  G.  Stan- 
wood,  Trustees,  parties  of  the  second  part,  Witnesseth: 

Whereas  on  the  first  day  of  May,  1869,  the  party  of  the  first  part,  in 
order  to  obtain  funds  for  the  construction  of  its  railroad  from  Carthage 


CORPORATE  HISTORY  909 

in  the  County  of  Hancock  through  Dallas  City  to  East  Burlington  in  the 
County  of  Henderson  in  the  State  of  Illinois,  conveyed  to  James  F.  Joy, 
Trustee,  and  his  successors  in  trust, 

"All  the  following  present  and  in  future  to  be  acquired  property  of  said 
Carthage  and  Burlington  Railroad  Company,  and  all  its  right,  title  and 
equity  of  redemption  therein,  that  is  to  say,  all  the  railroad  of  the  party 
of  the  first  part  now  located,  constructed  or  made  or  to  be  located,  con- 
structed or  made  between  Carthage  and  East  Burlington  aforesaid,  and  in- 
cluding its  depots  at  the  said  termini,  and  the  right  of  way  and  land 
occupied  thereby,  together  with  the  superstructure  and  tracks  thereon  and 
to  be  placed  thereon,  and  all  the  iron,  rails,  ties,  chairs,  splices,  bolts,  nuts, 
spikes,  timbers,  material  furnished  and  property  purchased  or  to  be  pur- 
chased or  furnished  for  the  construction  and  equipment  of  said  railroad, 
wherever  the  same  may  be,  and  whether  now  upon  said  premises  or  else- 
where, all  depot  and  station  grounds  and  the  buildings  thereon  and  to  be 
erected  thereon,  and  all  the  side  tracks,  bridges,  viaducts,  fences,  engines, 
tenders,  cars  and  rolling  stock  of  whatsoever  nature  and  kind,  machinery, 
tools  and  fixtures  and  other  real,  personal  and  mixed  property  of  the  said 
party  of  the  first  part  (Carthage  and  Burlington  Railroad  Company)  now 
on  said  mortgaged  premises  or  belonging  thereto,  or  purchased  or  procured 
for  the  construction  thereof,  though  elsewhere  situated,  and  all  the  rights, 
privileges  and  franchises  of  said  company  now  held  or  possessed  by  it,  or 
which  may  hereafter  be  acquired,  and  all  appurtenances  of  said  company  in 
and  to  said  mortgaged  premises  or  in  any  manner  belonging  thereto  or 
connected  therewith,  so  far  as  by  law  the  said  party  of  the  first  part 
(Carthage  and  Burlington  Railroad  Company)  is  authorized  to  convey  the 
same,  together  with  the  net  earnings,  revenues  and  profits  to  be  derived 
from  the  use  and  operation  of  the  said  railroad,  or  any  part  thereof, ' ' 
in  trust  nevertheless  to  secure  the  payment  of  an  issue  of  bonds  for  a 
total  sum  of  six  hundred  thousand  dollars  ($600,000),  which  trust  deed 
was  acknowledged  on  the  13th  day  of  May,  1869,  and  recorded  as  follows: — 

And  WJiereas  said  trust  was  accepted  by  the  said  James  F.  Joy,  and  said 
James  F.  Joy  acted  as  trustee  thereunder  until  September  24,  1896,  when 
he  died; 

And  Whereas  the  said  trust  is  still  in  esse  and  unexecuted  but  cannot 
be  administered  for  want  of  a  trustee, 

And  Whereas  it  is  provided  in  and  by  said  trust  deed  that 

' '  In  case  of  the  death,  mental  incapacity,  resignation  or  refusal  of  said 
trustee  to  act  in  the  matter  of  said  trust,  all  his  right,  estate,  interest,  power 
and  control  in  the  premises  shall  be  divested,  cease  and  determine,  and 
upon  the  appointment  of  another  to  said  trust,  which  may  be  done  by  the 
mutual  agreement  of  said  railroad  company  and  the  majority  of  holders  of 
said  bonds  *  *  *  such  trustee  shall  become  vested  for  the  purposes  of  this 
trust  with  all  the  right,  interest  and  power  requisite  to  enable  him  to 
execute  the  purposes  of  this  trust  without  any  further  or  other  authority, 
release  or  conveyance, ' ' 

And  Whereas  the  parties  of  the  second  part  are  the  holders  and  owners 
of  a  majority  of  said  bonds,  to  wit,  all  of  said  bonds, 


910         CHICAGO,  BURLINGTON  &   QllXCY   RAILROAD  COMPANY 

Now  Hurt  fore,  in  consideration  of  the  premises  and  of  one  dollar  and 
other  good  and  valuable  considerations,  the  receipt  whereof  is  hereby 
acknowledged,  it  is  agreed  that  Geo.  B.  Dunbar,  of  Chicago,  Illinois,  be,  and 
he  is  hereby  appointed  trustee  in  the  place  and  stead  of  James  F.  Joy, 
deceased,  with  all  the  right,  interest  and  power  held  and  enjoyed  by  the 
said  James  F.  Joy  under  said  trust  deed. 

In  Witness  Whereof  the  parties  hereto  have  caused  this  instrument  to  1"' 
executed  the  day  and  year  first  above  written. 

Carthage  and  Burlington  Railroad  Company, 
[seal]  By  C.  I.  Stircis, 

Its  President. 
Attest : 

II.  \v.  Weiss,  Seen  tary. 

Henry    Par  km  an, 
G.    II.    Richards, 
A.  G.  Stanwood, 

Trustees. 

I   heieli.  the   appointment    as   trustee   in   the   place   of   James   F. 

Joy,  deceased  under  the  aforesaid  trust  deed. 

Geo  B.  Dunbar. 
Form  Approved  : 

C.  M.  Dawes. 


EECORDED  IN  ILLINOIS 

County 

Date 

Book 

Page 

1 1  A  N  i 

Angus!    L9,   1905 

4 

36 

Henderson* 

August  26,  1905 

53 

— 

RELEASE,   March    7.    1906,  George  B.  Dunbar  successor  in  trust  to  The 
Carthage  and  Burlington  Railroad  Company. 

All  Mt  i  />'</  These  Presents : 

That  I,  George  B.  Dunbar,  of  Chicago,  Illinois,  duly  appointed  and  quali- 
fied -  -  in  trust  to  .lames  F.  Joy,  trustee,  in  accordance  with  the 
terms  and  condil  the  trust  deed  hereinafter  referred  to,  for  and  in 
-deration  of  One  Dollar  and  other  good  and  valuable  considerations, 
the  receipt  of  which  is  hereby  acknowledged,  do  hereby  grant,  remise,  release, 
convey  and  quit  claim  unto  the  Carthage  &  Burlington  Railroad  Company, 
a  corporation  organized  and  existing  under  the  laws  of  the  State  of  Illinois, 
all  the  right,  title  and  interest  of  every  nature  and  description  whatsoever 
which  I  may  have  acquired  in,  to  or  by  a  certain  Trust  Deed  dated  May  1, 
1869,  and  recorded  as  follows: — to  the  premises  therein  described,  to  wit: 

All  the  following  present  and  in  future  to  be  acquired  property  of  the 
said  Carthage  &  Burlington  Railroad  Company,  and  all  its  right,  title  and 
equity  of  redemption  therein,  that  is  to  say,  all  the  railroad  of  the  party  of 
the  first  part  now  located,  constructed  or  made,  or  to  be  located,  constructed 
or  made  between  Carthage  and  East  Burlington,  aforesaid,  and  including 
its  depots  at  the  said  terminal,  and  the  right  of  way   and   land   occupied 


CORPORATE  HISTORY  911 

thereby  together  with  the  superstructure  and  tracks  thereon,  and  to  be  placed 
thereon,  and  all  the  iron,  rails,  ties,  chairs,  splices,  bolts,  nuts,  spikes, 
timbers,  material  furnished  and  property  purchased  or  to  be  purchased  or 
furnished  for  the  construction  and  equipment  of  said  railroad,  wherever 
the  same  may  be,  and  whether  now  upon  said  premises,  or  elsewhere,  all 
depots  and  station  grounds  and  the  buildings  thereon  and  to  be  erected 
thereon,  and  all  the  side  tracks,  bridges,  viaducts,  fences,  engines,  tenders, 
cars  and  rolling  stock  of  whatsoever  nature  and  kind,  machinery,  tools  and 
fixtures,  and  all  other  real,  personal  and  mixed  property  of  the  said  party 
of  the  first  part  now  on  said  mortgaged  premises  or  belonging  thereto,  or 
purchased  or  procured  for  the  construction  thereof,  though  elsewhere  situ- 
ated, and  all  the  rights,  privileges  and  franchises  of  said  Company,  now  held 
or  possessed  by  it,  or  which  may  hereafter  be  acquired,  and  all  appurtenances 
of  the  said  Company  in  and  to  said  mortgaged  premises,  or  in  any  manner 
belonging  thereto  or  connected  therewith,  so  far  as  by  law  the  said  party 
of  the  first  part  is  authorized  to  convey  the  same,  together  with  the  net 
earnings,  revenues  and  profits  to  be  derived  from  the  use  and  operation  of  the 
said  railroad,  or  any  part  thereof,  also  all  other  property  of  every  nature 
and  description  conveyed  in  and  by  said  trust  deed. 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  seal  this  seventh 
day  of  March,  1906. 

George  B.  Dunbar      [seal] 
Successor  in  Trust. 
Form  approved: — 

C.  M.  Dawes. 

State  of  Illinois,  ) 

v  SS 

County  of  Cook.     ) 

I,  Herbert  Haase,  a  Notary  Public,  in  and  for  said  County,  in  the  State 
aforesaid,  do  hereby  certify  that  George  B.  Dunbar,  successor  in  trust,  per- 
sonally known  to  me  to  be  the  same  person  who  executed  the  foregoing 
instrument  as  successor  in  trust,  appeared  before  me  this  day  in  person  and 
acknowledged  that  he  executed  said  instrument  as  successor  in  trust,  as  his 
free  and  voluntary  act  for  the  uses  and  purposes  therein  set  forth. 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  seal  this  seventh 
day  of  March,  1906. 
[seal]  Herbert  Haase, 

Notary  Public. 


THE  QUINCY  AND  WARSAW 
RAILROAD  COMPANY 

Citizens  of  Quincy,  Illinois,  procured  a  Special  Act  of  the 
Illinois  Legislature  to  build  a  road  from  Quincy  to  "Warsaw, 
approved  February  1(5,  1865. 

They  organized  the  company  at  Quincy  in  December,  1867, 
but  little  was  (lone  until  1869,  when  they  secured  an  amendment 
approved  March  2,  1869,  authorizing  a  change  of  route,  namely 
from  Quincy  via  Mendon  to  Carthage. 

They  secured  a  large  amount  in  local  aid  bonds  ($270,000) 
and  in  August,  1869,  made  a  construction  contract  with  AVoods 
&  Wrighl  who  were  to  receive  stock  and  bonds  of  the  Company 
to  the  amount  of  $40,000  per  mile  and  all  the  local  aid,  and  of 
date  July  1,  1S70,  procured  a  Mortgage  of  the  road  to  John  B. 
Alley  and  William  Claflin  to  secure  an  issue  of  twenty  year 
bonds  to  the  amount  of  $850,000. 

Woods  &  "Wright  were  not  able  to  finance  the  proposition, 
and  of  date  August  11,  1870  they  caused  James  F.  Joy  to  be 
elected  President  and  made  an  agreement  wit h  him  under  which 
they  were  to  turn  over  all  the  securities  they  held  and  complete 
the  road,  and  Joy  agreed  that  the  C.  B.  &  Q.  would  provide 
*<i-10,000  and  take  a  perpetual  lease  of  the  road  and  as  rental 
pay  the  interest  upon  the  bonds  issued  by  the  Company,  which 
were  sold  to  the  public  and  were  afterwards  all  redeemed  by 
the  C.  B.  &  Q. 

The  Lease  was  dated  December  1,  1870,  and  of  date  May  15, 
1876,  a  Supplemental  Lease  was  executed  to  correct  certain 
errors  and  omissions  in  the  original  lease.  The  road  was  com- 
pleted December  25,  1870;  (40.6  miles.) 

Of  date  June  1,  1899,  the  Quincy  &  Warsaw  Company  made 
a  deed  of  all  its  property  to  the  Chicago,  Burlington  &  Quincy 
Railroad  Company  in  fee  simple. 


912 


CORPORATE  HISTORY  913 

ACT  OF  LEGISLATURE 

Approved  February  16,  1865. 
AN  ACT  to  incorporate  the  Quincy  and  Warsaw  Railroad  Company. 

Section  i.  Be  it  enacted,  by  the  People  of  the  State  of  Illinois,  repre- 
sented in  the  General  Assembly,  That  John  Wood,  Charles  A.  Savage,  Onias 
C.  Skinner,  Edward  Wells,  Robert  Tillson,  Henry  Hill,  Calvin  Coles, 
George  J.  Rodgers,  William  English,  and  their  associates,  successors  and 
assigns,  be  and  they  are  hereby  created  a  body  corporate,  by  the  name 
and  style  of  "The  Quincy  and  Warsaw  Railroad  Company,"  with  per- 
petual succession,  and  power  to  build,  maintain  and  use  a  railroad  from 
the  city  of  Quincy,  in  Adams  county,  to  the  city  of  Warsaw,  in  Han- 
cock  county,   Illinois,   upon   some   practicable   line   between   said   points. 

§  2.  Said  corporation  shall  also  have  power  to  purchase,  hold,  lease, 
sell  and  convey  estate,  whether  real,  personal  or  mixed,  so  far  as  may 
be  necessary  to  carry  out  the  intentions  of  this  act;  and  in  their  cor- 
porate name  may  sue  and  be  sued,  and  have  a  common  seal  which  they 
may  alter  or  renew  at  pleasure;  and  shall  have  and  exercise  all  powers, 
rights,  privileges  and  immunities  which  are  .or  may  be  necessary  to 
carry  into  effect  the  purposes  and  objects  of  this  act. 

§  3.  For  the  purpose  of  constructing  said  railroad,  said  company 
shall  have  power  to  lay  out  and  establish  their  road,  in  width  not  ex- 
ceeding one  hundred  feet,  through  the  entire  line  thereof,  and  may  take 
and  appropriate  to  their  own  use  all  such  lands  necessary  for  the  con- 
struction of  said  road,  upon  first  paying  or  tendering  therefor  -such 
amount  of  damages  as  shall  have  been  settled  by  appraisers  in  the  man- 
ner hereinafter  provided,  on  all  such  lands  as  may  be  taken  by  said 
company,  and  for  the  purpose  of  cuttings  and  embankments,  and  for  the 
purpose  of  obtaining  stone,  sand  and  gravel,  may  take  and  appropriate 
so  much  more  lands  as  may  be  necessary  for  the  proper  construction, 
maintenance  and  security  of  said  road,  and  for  constructing  shops,  depots, 
side  tracks,  and  other  suitable  and  convenient  fixtures  pertaining  to 
said  railroad;  may  take  and  ha^,  use  and  occupy  any  lands  on  either 
side  of  said  railroad,  not  exceeding  one  hundred  and  fifty  feet  in  width; 
said  company  taking  all  such  lands  as  gifts  or  purchases,  or  making 
satisfaction  for  the  same  in  the  manner  hereinafter  provided. 

§  4.  If  said  company  cannot  agree  with  the  owners  of  lands  which 
may  be  taken  for  the  purposes  aforesaid,  so  as  to  procure  the  same  by 
deed  or  act  of  such  owners  of  land,  or  if  the  owner  or  occupier,  or 
either  of  them,  femme  covert,  infant,  non  compos  mentis,  unknown  or 
out  of  the  county  in  which  the  land  or  property  wanted  may  be  situated, 
the  same  may  be  taken  and  paid  for  (if  any  damages  be  awarded)  in  the 
manner  provided  for  in  "An  Act  to  provide  for  a  general  system  of 
railroad  incorporations,"  approved  November  5th,  1849,  and  according 
to  the  provisions  of  this  act. 

§  5.  Said  corporation  shall  cause  books  to  be  opened  for  subscrip- 
tion to   the   capital   stock   thereof,   divided  into   shares   of  one    hundred 


914         CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

dollars  each,  at  such  times  and  places  as  they  may  choose,  and  shall 
give  at  least  thirty  days'  notice  thereof  by  publication  in  a  newspaper 
published  in  the  town  or  city  where  said  books  may  be  opened,  and  if 
there  be  no  newspaper  published  therein,  then  in  the  nearest  newspaper 
thereto.  It  shall  be  lawful  for  all  persons  of  lawful  age,  or  for  the  agent 
of  any  corporate  body  to  subscribe  any  amount  to  the  capital  stock  of 
said  company. 

§  6.  The  corporation  may  require  each  subscriber  to  pay  such  an 
amount  at  any  time  of  subscribing,  not  exceeding  five  dollars  on  each 
share,  as  shall  be  thought  proper. 

§  7.  So  soon  as  one  hundred  thousand  dollars  of  the  capital  stock 
is  subscribed,  the  corporators  herein  named,  or  a  majority  of  them,  shall 
call  a  meeting  of  the  stockholders  for  the  election  of  not  less  than  seven 
directors,  who  shall  be  stockholders,  of  which  meeting  thirty  days' 
notice  shall  be  given  by  publication  in  one  or  more  newspapers  pub- 
lished in  said  city  of  Quincy,  and  also  in  said  city  of  Warsaw;  and  the 
said  election  shall  be  conducted  by  two  judges  appointed  by  the  stock- 
holders present,  and  the  persons  having  a  plurality  of  votes  shall  be 
declared  elected.  In  all  elections  the  holders  of  stock  shall  be  entitled 
to  one  vote  for  each  share  he  or  she  may  hold,  and  any  person  having 
a  right  to  vote  may  vote  by  written  proxy.  Whenever  the  aforesaid 
sum  of  one  hundred  thousand  dollars  is  subscribed,  as  aforesaid,  the 
said  corporation  may  commence,  construct  and  complete  the  aforesaid 
railroad. 

§  8.  All  elections  after  the  first,  for  officers  of  this  corporation  shall 
be  held  on  the  first  Monday  in  April  annually  under  the  direction  of 
three  stockholders,  not  directors  at  the  time,  to  be  appointed  by  an  order 
of  the  board  at  a  previous  meeting:  Provided,  that  said  directors  may 
cause  elections  to  be  held  on  any  other  day,  should  there  be  no  election 
on  that  day,  and  all  elections  shall  be  held  at  some  point  on  the  road 
as  aforesaid.  The  directors  elected  as  aforesaid  shall  continue  in  office 
for  one  year,  and  until  their  successors  are  elected  ami  qualified,  and  a 
majority   shall   form    a    quorum  for   the   transaction   of   business. 

§  9.  Said  company  is  authorized  and  empowered  to  borrow,  from 
time  to  time,  such  sum  or  sums  of  money,  as  in  its  discretion  may  be 
necessary  to  aid  in  the  construction  of  said  road,  and  pay  any  rate  of 
interest  not  exceeding  ten  per  cent,  per  annum,  and  to  pledge  and  mort- 
gage said  railroad  and  its  appendages,  or  execute  a  deed  or  deeds  of  trust 
on  the  same,  or  any  part  thereof,  or  on  any  other  prqperty  or  effects, 
rights,  credits  or  franchises  of  the  said  company,  as  security  for  any 
loan  of  money  and  interest  thereon;  and  to  make  and  dispose  of  any 
bonds  issued  for  such  loan  at  such  rates  and  on  such  terms  as  the  board 
of  directors   may   determine. 

§  10.  Said  company  shall  have  power  to  unite  its  railroad  with  any 
other  railroad  now  constructed,  or  which  may  hereafter  be  constructed, 
upon  such  terms  as  may  be  mutually  agreed  upon  between  the  companies 
connecting,  and  to  consolidate  its  property  and  stock,  and  to  merge 
its  corporate  existence  and  franchises  in  and  with  those  of  the  corpora- 


CORPORATE  HISTORY  915 

tion  or  corporations  owning  any  such  connecting  road,  upon  such  terms 
as  may  be  agreed  upon. 

§  11.  Said  corporation  shall  have  power  to  make,  ordain  and  estab- 
lish all  such  by-laws,  rules  and  regulations  as  may  be  deemed  expedient 
and  necessary  to  fulfill  the  purposes  and  carry  into  effect  the  provisions 
of  this  act,  and  for  the  well-ordering  and  securing  the  interests  of  said 
company,  not  inconsistent  with  the  laws  of  this  State. 

§  12.  This  act  shall  be  deemed  and  taken  as  a  public  act,  and  take 
effect  from  and  after  its  passage. 

Approved  February  16,  1865. 

Private  Laws,  Illinois  1865,  Vol.  2,  Page  205 

ACT  OF  LEGISLATURE 

Approved  March  2,  1869. 

AN  ACT  to  amend  "An  Act  to  incorporate  the  Quincy  and  Warsaw  Kail- 
road  Company. ' ' 

Section  i.  Be  it  enacted  by  the  People  of  the  State  of  Illinois,  repre- 
sented in  the  General  Assembly,  That  the  Quincy  and  Warsaw  Eailroad 
Company  be  and  the  same  is  empowered,  under  the  act  aforesaid,  to 
construct,  maintain  and  operate  said  railroad,  by  lateral  branch  or  other- 
wise, from  the  city  of  Quincy,  in  Adams  county,  in  the  direction  and  by 
way  of  the  town  of  Mendon,  in  said  county  of  Adams,  to  the  town  of 
Carthage  or  the  town  of  Elvaston,  in  Hancock  county;  and  should  said 
company  deem  it  advisable,  may  extend  said  railroad  in  a  northerly 
course,  so  as  to  form  a  connection  with  either  the  Chicago,  Burlington 
and  Quincy,  the  Toledo,  Peoria  and  Warsaw,  the  Eock  Island,  and  the 
Western  Union  Railroad  Companies,  of  Illinois,  or  either  of  said  com- 
panies or  their  branches. 

§  2.  For  the  purposes  of  said  railroad,  or  its  extension,  said  company 
may  condemn,  in  pursuance  of  the  general  laws  of  the  state,  private  or 
corporate  property,  necessary  for  the  right  of  way,  depots,  buildings  and 
landings,  and  with  the  consent  of  the  city  of  Quincy,  may  obtain  use 
of  streets  and  public  grounds. 

§  3.  Said  company,  to  raise  money  for  the  construction  and  equip- 
ment of  said  railroad,  or  its  extension,  may  mortgage  or  convey  the 
whole  line  of  said  road,  or  its  extension,  or  both,  as  the  exigencies  may 
require. 

§  4.  This  act  shall  be  deemed  and  taken  as  a  public  act,  and  shall  take 
effect  from  and  after  its  passage. 

Approved  March  2,  1869. 

Private  Laws,  Illinois  1869,  Vol.  3,  Page  341 

CONTRACT  AND  LEASE,  December  1,  1870,  The  Quincy  and  Warsaw 
Railroad  Company  to  Chicago,  Burlington  &  Quincy  Railroad  Company. 

This  Indenture,  made  this  first  (1st)  day  of  December,  A.  D.  one  thou- 
sand eight  hundred  and  seventy,  by  and  between  the  Quincy  and  Warsaw 


916        CHICAGO,    BURLINGTON    &    QUINCY   RAILROAD    COMPANY 

Railroad  Company,  party  of  the  first  part,  and  the  Chicago,  Burlington 
and  Quincy  Railroad  Company,  party  of  the  second  part,  both  corpora- 
tions duly  organized  and  existing  under  and  in  accordance  with  the  laws 
of  the  State  of  Illinois. 

Whereas,  the  said  party  of  the  first  part  is  authorized  by  the  aforesaid 
laws  to  construct  and  operate  a  railroad  from  the  city  of  Quincy  in 
Adams  County  to  the  town  of  Carthage  in  Hancock  County,  in  said 
State  of  Illinois,  and  has  already  located  the  same,  and  the  work  of 
construction   has   advanced  far   towards   completion. 

And  whereas,  for  the  purpose  of  obtaining  money  necessary  for  the  con- 
struction and  completion  of  said  railroad,  including  labor  thereon  and 
materials  used  therein  and  other  expenses  incurred  in  the  construction 
of  the  same,  it  has  executed  its  bonds  in  sums  of  one  thousand  (1,000) 
dollars  each,  of  the  date  of  July  first,  A.  D.  1870,  amounting  in  the  aggre- 
gate to  eight  hundred  ami  fifty  thousand  dollars,  having  twenty  (20) 
years  to  run  to  maturity,  ami  bearing  interest  at  the  rate  of  eight  per 
cent  per  annum,  payable  semi-annually,  free  of  government  tax,  and 
both  principal  and  interest  payable  at  the  National  Park  Bank  in  the 
city  of  New  York,  ami  has  secured  the  payment  of  the  same  by  a  deed 
of  trust  or  mortgage  duly  executed  by  it  to  John  B.  Alley  and  William 
Clatlin  of  Boston,  Massachusetts,  upon  said  railroad,  made  and  to  be 
constructed,  its  right  of  way,  road-bed,  superstructure,  grounds,  build- 
ings, and  all  other  of  its  said  property  connected  therewith,  together 
with  the  rights,  privileges,  and  franchises  belonging  thereto  and  revenues 
to  l.e  derived  therefrom,  which  said  trust  mortgage  bears  even  date  with 
said  bonds,  and  has  been  duly  recorded  in  the  counties  through  which 
said    railroad   runs. 

And  whereas,  the  proceeds  of  said  bonds  and  the  other  means  of  said 
company  will  be  sufficient  only  for  the  construction  and  completion  of 
the  road-bed  and  superstructure,  and  in  accomplishing  so  much  the  said 
party  of  the  first  part  will  have  exhausted  its  resources,  and  will  be 
wholly  unable  to  procure  the  equipment  or  any  part  thereof  necessary 
for  the  maintenance  and  operation  of  said  railroad,  and  in  order  that 
the  same  may  when  completed  be  equipped,  maintained,  and  operated 
in  such  manner  as  the  public  convenience  may  require,  and  means  be  pro- 
vided for  the  annual  purchase  of  said  bonds  at  not  above  par  and  ac- 
crued interest,  it  has  become  necessary  to  have  the  assistance  of  and 
make  the  arrangement  with  the  Chicago,  Burlington  and  Quincy  Railroad 
Company,  hereinafter  mentioned. 

Now,  therefore,  this  indenture  witnesseth:  That  the  said  party  of  the 
first  part,  in  consideration  of  the  covenants  and  agreements  herein  con- 
tained, to  be  kept  and  performed  by  said  second  party,  it,  the  said  party 
of  the  first  part  hath  granted,  demised,  and  leased,  and  by  these  presents 
doth  grant,  demise,  and  lease,  unto  the  said  party  of  the  second  part, 
its  successors  and  assigns,  all  the  following-described  property  of  said 
Quincy  and  Warsaw  Railroad  Company,  that  is  to  say:  its  said  railroad 
extending  from  Quincy  to  Carthage  aforesaid,  made  and  to  be  made, 
including    rights    of    way,    lands    occupied   thereby,    superstructure    and 


CORPORATE  HISTORY  917 

tracks  thereon  and  to  be  placed  thereon,  rails,  ties,  and  other  materials 
used  therein,  procured  and  to  be  procured  therefor,  bridges,  viaducts,  cul- 
verts, fences,  depot  grounds,  and  buildings  thereon  and  to  be  placed 
thereon,  also  all  rolling  stock,  tools,  and  other  property,  real  and  per- 
sonal, pertaining  to  said  railroad  and  to  the  use  thereof,  now  owned  or  to 
be  hereafter  acquired  by  said  first  party,  together  with  the  rents,  rev- 
enues, and  income  to  be  had,  levied,  and  derived  therefrom,  and  all 
rights,  privileges,  and  franchises  of  said  first  party  of,  in,  to,  or  con- 
cerning the  same. 

To  have  and  to  hold  the  above-described  railroad  premises  and  property, 
with  the  appurtenances,  rights,  privileges,  and  franchises  appertaining 
thereto,  unto  the  said  party  of  the  second  part  its  successors  and  as- 
signs, from  the  day  of  the  date  hereof  in  perpetuity,  absolute  and 
exclusive  possession  thereof  to  be  delivered  to  and  had  by  said  party 
of  the  second  part  as  soon  as  the  road-bed  and  superstructure  shall  have 
been  completed;  and  in  the  mean  time  the  possession  of  the  parties  con- 
structing the  aforesaid  railroad  shall  be  deemed  and  taken  to  be  the  pos- 
session of  said  second  party. 

The  said  party  of  the  second  part,  in  consideration  of  the  premises, 
does  hereby  covenant  and  agree  with  said  party  of  the  first  part,  its 
successors  and  assigns,  to  pay  and  cause  to  be  paid  all  taxes  and  assess- 
ments that  may  be  lawfully  levied,  charged,  or  assessed  on  the  said 
demised  premises  or  any  part  thereof  during  the  continuance  of  this 
lease,  and  to  take  possession  of  said  demised  road  and  property  as  soon 
as  the  road-bed,  track,  and  superstructure  thereof  shall  be  completed, 
to  place  thereon  such  and  such  an  amount  of  rolling  stock  as  may  be 
required  in  the  transaction  of  the  business  of  said  railroad,  and  at  all 
times  to  keep  the  same  equipped  in  such  manner  as  the  public  conveni- 
ence may  require,  and  also  to  maintain  and  keep  the  said  demised  road 
in  repair,  to  run  and  operate  the  same  in  such  maimer  as  will  furnish 
reasonable  accommodations  to  the  public,  and  that  it  will  at  all  times 
save  said  first  party  and  its  successors  harmless  from  all  damages  and 
liabilities  that  may  be  incurred  or  occasioned  by  said  second  party  in  the 
management,  maintenance,  and  operation  of  said  railroad. 

The  said  party  of  the  second  part,  in  consideration  of  the  premises, 
and  also  as  rent  and  in  full  payment  of  rent  for  the  aforesaid  demised 
railroad  and  property  hereby,  covenants  and  agrees  that  it  will  set  aside 
forty  per  cent  of  the  gross  earnings  arising  from  the  business  done  upon 
the  said  demised  road  extending  from  Quincy  to  Carthage  aforesaid,  and 
also  forty  per  cent  of  the  gross  earnings  arising  from  the  business,  both 
freight  and  passenger,  over  its  own  road  or  any  part  thereof  coming 
from  or  going  to  the  said  Quincy  and  Warsaw  Eailroad,  as  a  fund  to  be 
annually  appropriated  each  year  to  the  purchase  of  the  aforesaid  bonds 
of  said  first  party  at  the  lowest  price  at  which  they  may  be  offered,  so 
long  as  they  can  be  purchased  at  or  less  than  par  and  accrued  interest, 
and  that  it  will  cause  to  be  kept  a  separate  account  of  all  such  earnings' 
and  on  the  fifteenth  day  of  December  in  each  year  will  pay  over  the 
amount  thereof  to   the  trustees  named  in  the   aforesaid   trust   mortgage 


918         CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

securing  said  bonds,  and  their  successors,  to  be  applied  by  them  to  the 
purchase  of  said  bonds  at  the  lowest  market  price,  but  not  more  than 
par  and  accrued  interest,  in  the  manner  herein  provided. 

It  is  mutually  agreed  by  the  parties  hereto  that  the  said  trustees  named 
in  the  aforesaid  trust  mortgage  shall,  in  the  month  of  December  in  each 
year,  advertise  for  proposals  for  ten  successive  days  in  a  daily  news- 
paper for  the  time  being  in  each  of  the  cities  of  New  York  and  Boston, 
stating  therein  the  time  and  place  when  and  where  and  the  terms  upon 
which  the  said  bonds  will  be  purchased,  for  the  information  of  such  of 
the  holders  of  said  bonds  as  may  wish  to  sell  any  of  the  same  under  this 
agreement,  and  if  in  response  to  said  advertisement  none  of  such  bonds 
are  offered  for  sale  mi  the  terms  aforesaid,  then  the  obligation  to  pur- 
chase bonds  for  that  yen-  and  until  the  time  for  another  annual  adver- 
tisement shall  cease,  and  the  moneys  thus  applicable  to  the  pur- 
chase of  bonds  for  that  year  shall  be  returned  to  said  party  of  the 
second  part  and  its  successors.  But  the  fact  that  no  bonds  are  offered 
fur  sale  on  the  terms  herein  provided,  for  that  or  any  one  year,  shall 
.not  in  any  manner  affect  the  liability  and  obligation  of  said  second 
party  to  purchase  said  bonds  on  the  terms  and  in  the  manner  herein  pro- 
vided  with  the  amount  which  may  accumulate  from  the  said  forty  per 
Cent  of  gross  earnings  for  the  next  or  any  year  thereafter,  and  which  by 
the  terms  of  this  agreement  shall  he  applicable  to  the  purchase  of  said 
bonds;  it  being  the  intention  of  this  agreement  not  to  purchase  said 
bonds  at  more  than  par  and  accrued  interest,  and  that  when  they  cannot 
be  purchased  at  or  less  than  par  and   accrued   interest,  the  funds  provided 

therefor,  not  being  required  Cor  that* purpose,  shall  be  returned  to  and 
may  be  used  and  divided  by  said  second  party  like  other  earnings  of  its 
road,    year    by    year. 

A.nd  it  shall  lie  the  duty  of  said  trustees,  upon  the  purchase  of  said 
bonds  or  any  of  them  as  herein  mentioned,  to  deliver  the  same  to  said 
second  party,  to  be  held,  used,  and  employed  by  it  as  its  own  property, 
and  in  such    manner  as   it    shall    deem  advisable. 

It  is  also  hereby  mutually  agreed  that  the  stipulations  and  provisions 
of  this  contract  shall  be  binding  upon  the  successors  and  assigns  of  the 
respective   parties   hereto. 

In  witness  whereof,  the  parties  hereto  have  caused  these  presents  to  be 
hereto  subscribed  by  their  presidents,  and  their  respective  corporate  seals 
to  be  hereto  attached  by  their  secretaries,  the  day  and  year  first  above 
written. 

James  F.  Joy, 
[seal]  President  of  the  Quincy  and  Warsaw  Railroad  Company. 

Attest:  Jas.  M.  BisnoP,  Secretary. 

J.  M.  Walker, 
President  of  the  CMcago,  Burlington  and  Quincy 
[seal]  Railroad  Company. 

Attest:  A.  T.  Hall,  Secretary. 


CORPORATE  HISTORY  919 

SUPPLEMENTAL    LEASE,    May    15,    1876,    The    Quincy    and    Warsaw 
Railroad  Company  and  Chicago,  Burlington  &  Quincy  Railroad  Company. 

This  Agreement  made  this  Fifteenth  (15th)  day  of  May  A.  D.  One 
Thousand  Eight  Hundred  and  Seventy  Six  (1876)  by  and  between  the 
Quincy  and  Warsaw  Rail  Road  Company,  party  of  the  first  part,  and  the 
Chicago  Burlington  and  Quincy  Rail  Road  Company,  party  of  the  second 
part. 

Witnesseth,  that  whereas,  an  Indenture  of  Lease  was  made  and  entered 
into  by  and  between  the  parties  hereto,  under  date  December  1st,  1870,  of 
the  railroad  of  the  party  of  the  first  part  to  the  party  of  the  second  part, 
in  which  it  is  found  that  there  are  certain  errors  and  omissions,  and  for  the 
purpose  of  correcting  which  into  the  stipulations  and  agreements  of  the 
parties  as  they  were  made  and  understood  at  the  time,  it  is  agreed  that  said 
Lease  shall  be  so  reformed  and  modified  as  to  read  as  follows,  that  is  to 
say. 

This  Indenture  made  this  1st  day  of  December  A.  D.  One  Thousand 
Eight  hundred  and  Seventy  (1870)  by  and  between  the  Quincy  and  Warsaw 
Railroad  Company  party  of  the  first  part,  and  the  Chicago,  Burlington  and 
Quincy  Rail  Road  Company,  party  of  the  second  part,  both  corporations 
duly  organized  and  existing  under  and  in  accordance  with  the  laws  of  the 
State  of  Illinois. 

Whereas,  the  said  party  of  the  first  part  is  authorized  by  the  aforesaid 
laws,  to  construct  and  operate  a  railroad  from  the  City  of  Quincy  in  Adams 
County  to  the  Town  of  Carthage  in  Hancock  County  in  said  State  of  Illi- 
nois and  has  already  located  the  same  and  the  work  of  construction  has 
advanced  far  toward  completion  and 

Whereas,  for  the  purpose  of  obtaining  money  necessary  for  the  con- 
struction and  completion  of  said  railroad  including  labor  thereon  and 
materials  used  therein  and  other  expenses  incurred  in  the  construction  of 
the  same,  it  has  executed  its  bonds  in  sums  of  One  Thousand  Dollars  each 
of  the  date  of  July  First  A.  D.  1870,  amounting  in  the  aggregate  to  Eight 
hundred  and  fifty  thousand  Dollars,  having  twenty  years  to  run  to  maturity 
and  bearing  interest  at  the  rate  of  Eight  per  cent,  per  annum  payable 
semi-annually,  free  of  Government  Tax,  and  both  principal  and  interest 
payable  at  the  National  Park  Bank  in  the  City  of  New  York  and  has  secured 
the  payment  of  the  same  by  a  Deed  of  Trust  or  Mortgage  duly  executed  by 
it  to  John  B.  Alley  and  William  Claflin  of  Boston,  Massachusetts  upon  said 
railroad  made  and  to  be  constructed  its  right  ofway,  road  bed,  superstructure 
grounds,  buildings,  and  all  other  of  its  said  property  connected  therewith 
together  with  the  rights,  privileges  and  franchises  belonging  thereto  and 
revenues  to  be  derived  therefrom,  which  said  Trust  Mortgage  bears  even 
date  with  said  Bonds  and  has  been  duly  recorded  in  the  Counties  through 
which  said  railroad  runs,  and 

Whereas  the  proceeds  of  said  Bonds  and  other  means  of  said  Company 
will  be  sufficient  only  for  the  construction  and  completion  of  the  road  bed 
and  superstructure  and  in  accomplishing  so  much  the  said  party  of  the  first 


920         CHICAGO,   BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

part  will  have  exhausted  its  resources  and  will  be  wholly  unable  to  procure 
the  equipment  or  any  part  thereof  necessary  for  the  maintenance  and  opera- 
tion of  said  railroad,  ami  in  order  that  the  same  may,  when  completed,  be 
equipped,  maintained  and  operated  in  such  manner  as  the  public  conven- 
ience may  require,  and  means  be  provided  for  the  annual  purchase  of  said 
Bonds  at  not  above  par  and  accrued  interest,  it  has  became  necessary  to 
have  the  assistance  of  and  make  the  arrangements  with  the  Chicago,  Burling- 
ton and  Quincy  Kail  Road  Company,  hereinafter  mentioned. 

fore  this  Indenture  YVitnesseth,  that  the  said  party  of  the 
first  part  in  consideration  of  the  covenants  and  agreements  herein  con- 
tained, to  be  kept  and  performed  by  said  second  party,  it  the  said  party 
of  the  first  part  hath  granted  demised  and  leased,  and  by  these  presents 
doth  grant,  demise  and  Lease  unto  the  said  party  of  the  second  part,  its 
successors  ami  assigns  all  the  following  described  property  of  said  Quincy 
and  Warsaw  Railroad  Company,  that   is  to  say: 

Its  said  railroad  extending  from  Quincy  to  Carthage  aforesaid,  made 
and  to  lie  made,  including  rights  of  way  lands  occupied  thereby,  super- 
structure and  tracks  thereon  and  to  lie  placed  thereon,  rails,  ties  and  other 
materials  used  therein,  procured  and  to  lie  procured  therefor,  bridges,  via- 
ducts, culverts,  fences,  depots,  depot  grounds  and  buildings  thereon  and 
to  be  placed  thereon,  also  all  rolling  stock,  tools  ami  other  property  real 
and  personal  pertaining  to  said  railroad  and  to  its  use,  now  owned  or  h 
alter  to  be  acquired  by  said  firsl  party  together  with  the  rents,  revenues 
and  income  to  lie  had.  le\  ied  ami  d(  i  i\  edi  therefrom,  and  all  rights,  privi- 
leges and  franchises  of  -aid  first  party,  of,  in,  to  or  concerning  the  same. 

To  /hi''  and  To  ll<>i<i  the  above  described  railroad,  premises  and  prop- 
with  the  appurtenances,  rights  privileges  and  franchises  appertaining 
thereto  unto  the  said  party  of  the  second  part  its  successors  and  assigns 
for  tho  period  of  ninety  nine  (99)  years  from  the  day  of  the  date  thereof. 
Absolute  and  exclusive  possession  thereof  to  be  delivered  to  and  had  by 
said  party  of  the  second  part  as  soon  as  the  road  bed  and  superstructure 
shall  have  been  completed,  ami  in  the  meantime  the  possession  of  the 
parties  constructing  the  aforesaid  railroad  shall  be  deemed  and  taken  to  be 
the  possession  of  said  second  party. 

The  said  party  of  the  second  part  in  consideration  of  the  premises  does 
hereby  covenant  and  agree  to  and  with  said  party  of  the  first  part  its  suc- 
cessors and  assigns,  to  pay  and  cause  to  he  paid  all  taxes  and  assessments 
that  may  be  lawfully  levied,  charged  or  assessed  on  the  said  demised 
premises  or  any  part  thereof,  during  the  continuance  of  this  lease,  and  take 
possession  of  said  demised  premises,  and  property  as  soon  as  the  road  bed, 
track  and  superstructure  thereof  shall  be  complete,  to  place  thereon  such 
and  such  an  amount  of  rolling  stock  as  may  be  required  in  the  transaction 
of  the  business  of  said  railroad,  and  at  all  times  to  keep  the  same  equipped 
in  such  manner  as  the  public  convenience  may  require,  and  also  to  main- 
tain and  keep  the  said  demised  road  in  repair,  to  run  and  operate  the  same 
in  such  manner  as  will  furnish  reasonable  accomodations  to  the  public. 
And  that  it  will  at  all  times,  save  said  first  party  harmless  from  all  damages 


CORPORATE  HISTORY  921 

and  liabilities  that  may  be  incurred  or  occasioned  by  said  second  party  in 
the  management,  maintenance  aud  operation  of  said  railroad. 

The  said  party  of  the  second  part  in  consideration  of  the  premises  and 
also  as  rent  and  in  full  payment  of  rent  for  the  aforesaid  demised  railroad 
and  property,  hereby  covenants  and  agrees  that  it  will  pay  or  cause  to  be 
paid  the  semi-annually  accruing  interest  on  the  aforesaid  Eight  Hundred 
and  fifty  thousand  dollars  of  first  Mortgage  bonds  of  said  first  party  here- 
inbefore mentioned  when  and  where  the  same  shall  become  due  and  payable 
according  to  the  tenor  thereof, 

And  that  it  will  set  aside  forty  per  cent,  of  the  gross  earnings  from  the 
transaction  of  business  both  freight  and  passenger  passing  over  its  own 
Eoad  or  any  part  thereof  coming  from  and  going  to  the  aforesaid  Quincy 
&  Warsaw  railroad  as  a  fund  to  be  annually  appropriated  each  year  to  the 
purchase  of  the  aforesaid  bonds  of  said  first  party  at  the  lowest  price  at 
which  they  may  be  offered  so  long  as  they  can  be  purchased  at  or  less  than 
par  and  accrued  interest. 

And  that  it  will  cause  to  be  kept  a  separate  account  of  all  such  earnings, 
and  on  the  fifteenth  (15)  day  of  October  in  each  year,  will  pay  over  the 
amount  thereof  to  the  trustees  named  in  the  aforesaid  Trust  Mortgage 
securing  said  bonds,  to  be  appropriated  by  them  to  the  purchase  of  said 
bonds  at  the  lowest  market  price  but  not  more  than  par  and  accrued  in- 
terest in  the  manner  herein  provided. 

It  is  mutually  agreed  by  the  parties  hereto  that  the  said  Trustees  named 
in  the  aforesaid  Trust  Mortgage  shall  in  the  said  month  of  October  in  each 
year,  advertise  for  proposals  for  ten  successive  days  in  a  daily  newspaper 
for  the  time  being  published  in  each  of  the  cities  of  New  York  and  Boston, 
stating  therein  the  time  and  place  when  and  where  and  the  terms  upon  which 
the  said  Bonds  will  be  purchased,  for  the  information  of  such  of  the  holders 
of  said  Bonds  as  may  wish  to  sell  any  of  the  same  under  this  agreement, 
And  if  in  response  to  said  advertisement,  none  of  such  bonds  are  offered 
for  sale  on  the  terms  aforesaid,  then  the  obligation  to  purchase  bonds  for 
that  year  and  until  the  time  for  another  annual  advertisement,  shall  cease, 
and  the  monies  thus  applicable  to  the  purchase  of  bonds  for  that  year  shall 
be  returned  to  said  party  of  the  second  part  and  its  successors: 

But  the  fact  that  no  bonds  are  offered  for  sale  on  the  terms  herein  pro- 
vided, for  that  or  any  one  year  shall  not  in  any  manner  affect  the  liability 
and  obligation  of  said  second  party  to  purchase  said  bonds  on  the  terms 
and  in  the  manner  herein  provided  with  the  amount  which  may  accumulate 
from  the  said  forty  per  cent,  of  gross  earnings  for  the  next  or  any  year 
thereafter  and  which  by  the  terms  of  this  agreement  shall  be  applicable 
to  the  purchase  of  said  bonds.  It  being  the  intention  of  this  agreement 
not  to  purchase  said  bonds  at  more  than  par  and  accrued  interest,  and 
that  when  they  cannot  be  purchased  at  or  less  than  par  and  accrued  in- 
terest, the  funds  provided  therefor  not  being  required  for  that  purpose 
shall  be  returned  to  and  shall  be  used  and  divided  by  said  second  party 
like  other  earnings  of  its  Boad  year  by  year.  And  it  shall  be»  the  duty  of 
said  Trustees  upon  the  purchase  of  said  bonds  or  any  of  them  as  herein 


922  CHICAGO,  BURLIXGTOX   &    QUIXCY   RAILROAD  COMPANY 

mentioned,  to  deliver  the  same  to  said  second  party,  to  be  held,  used  and 
employed  by  it  as  its  own  property  and  in  such  manner  as  it  shall  deem 
advisable. 

It  is  also  hereby  mutually  agreed  that  the  stipulations  and  provisions 
of  this  contract  shall  be  binding  upon  the  successors  and  assigns  of  the 
respective  parties  hereto. 

J  a  Witness  Whereof  the  parties  hereto  have  caused  these  presents  to  be 
hereto  subscribed  by  their  Presidents  and  their  respective  Corporate  Seals 
to  be  hereto  attached  by  their  Secretaries  the  day  and  year  first  above 
written. 

QUIXCY  &   WARSAW  BAILBOAD  COMPANY, 
[seal]  By  Amos  T.  Hall,  President. 

Attest:  L.  0.  Goddart,  Secretary. 

CHICAGO  BUBLIXGTOX  &  QUIXCY  EAILBOAD  COMPANY, 
[seal]  By  Bobert  Harris,  President. 

Att.-st :  A.  T.  Hall.  Seen  tary. 

DEED  .lane  1,  1899,  The  Quincy  and  Warsaw    Railroad  Company  to  Chi- 
cago, Burlington  &  Quincy  Bailroad  Company. 

This  In'  Made  this  first   day  of  June,  A.  D.  1899,  by  and  between 

The  Quincy  and  Warsaw  Railroad  Company,  party  of  the  first  part,  and 
the  Chicago,  Burlington  >.\  Quincy  Railroad  Company,  party  of  the  second 

part,    both    being    corporations    created,    Organized,    and    existing    under    and 

by  virtue  of  the  laws  of  the  State  of  Illinois,  Witnesseth:  That, 

Whereas,  The  first  party,  being  thereto  duly  authorized  by  law,  is  the 
owner  of  the  following  described   railroad   in   the  State  of   Illinois,  tn-wit  : 

Beginning  at  Carthage,  in  Hancock  County,  and  extending  thence 
southerly  to  Quincy,  in  Adams  County,  a  distance  of  a  Lout  thirty-nine  and 
se\eiit\   six   hundreths    (39.76)    miles;    and. 

Whereas,  The  railroad  of  the  tirst  part)  connects  with  the  railroads  of  the 
second  party,  and  forms  therewith  a  continuous  and  connected  line  of  rail- 
road;  and, 

Whereas,  The  second  party  is  now  in  possession  of  and  operating  the  said 
above  described  railroad,  in  connection  with  its  own  railroads,  under  a 
lease  for  ninety-nine  (99)  years,  and  has  offered  to  purchase  the  remain- 
ing interests,  property,  and  franchises  of  the  first  party  in  and  to  said 
railroad,  upon  the  terms  and  conditions  hereinafter  stated,  which  have  been 
agreed  to  by  the  directors  of  both  the  said  companies,  and  approved  by  the 
stockholders  owning  and  holding  two-thirds  in  amount  of  the  capital  stock 
of  the  parties  of  the  first  and  second  parts,  in  manner  and  form  as  required 
by  law : 

Now,  Therefore,  This  Indenture  Witnesseth:  That  the  said  party  of  the 
first  part,  for  and  in  consideration  of  five  dollars  to  it  in  hand  paid,  the 
receipt  of  which  is  hereby  acknowledged,  and  other  good  and  valuable 
consideration,  has  granted,  bargained,  and  sold,  and  by  these  presents  does 
grant,  bargain,  sell  and  convey,  release,  assign,  and  transfer,  to  the  said 


CORPORATE  HISTORY  923 

party  of  the  second  part,  all  and  singular  the  said  above  described  railroad, 
and  all  its  right,  title,  and  interest  therein;  together  with  all  rights  of 
way,  road-bed,  bridges,  and  depot  and  other  lands,  or  interest  therein ;  and 
all  station  houses  and  other  buildings  and  structures  of  whatever  kind  be- 
longing thereto;  together  with  all  the  fixtures  and  appurtenances  apper- 
taining to  the  said  railroad,  or  in  any  manner  connected  therewith;  also 
all  rights,  privileges,  and  franchises  of  the  said  party  of  the  first  part,  in 
and  to  the  aforesaid  railroad;  together  with  all  other  present  and  in  future 
to  be  acquired  property,  of  every  kind  and  description,  belonging  to  the 
said  first  party,  except  its  franchises  to  be  a  corporation. 

To  Have  and  to  Hold,  the  said  railroad  and  lands,  tenements,  rights, 
privileges,  and  franchises,  and  other  property,  above  mentioned  and  con- 
veyed, to  the  said  second  party,  its  successors  and  assigns,  forever. 

And  the  said  party  of  the  second  part  covenants  and  agrees  with  the 
said  party  of  the  first  part  to  equip  the  said  railroad,  or  cause  the  same 
to  be  equipped,  and  to  maintain  and  operate  the  same  in  such  manner  as 
to  furnish  reasonable  accommodations  to  the  public ;  to  pay,  or  cause  to  be 
paid,  all  taxes  and  assessments  that  may  be  lawfully  levied,  charged,  or 
assessed  upon  the  said  railroad  and  property,  or  any  part  thereof;  and  to 
assume  all  contracts,  bonds,  and  other  obligations,  of  whatsoever  kind,  and 
pay  and  discharge  all  debts  and  liabilities,  both  principal  and  interest,  of 
the  said  party  of  the  first  part,  as  they  may  severally  mature ;  and  to  issue 
and  deliver  to  the  owners  and  holders  of  the  capital  stock  of  the  first  party, 
one  share  of  its  own  capital  stock  for  every  fifteen  shares  of  the  capital 
stock  of  said  first  party,  upon  the  surrender  and  transfer  to  it  of  such 
shares  of  the  first  party's  stock. 

And  to  the  end  that  the  second  party  may  have,  hold,  use,  exercise,  and 
enjoy  the  railroad  and  property  and  franchises  of  the  first  party,  hereby 
conveyed  and  intended  to  be  conveyed,  and  whether  now  existing  or  here- 
after acquired,  as  fully  as  might  be  done  by  the  first  party,  if  this  con- 
veyance had  not  been  made,  the  first  party  agrees  to  execute  from  time  to 
time  any  additional  assignment,  conveyance,  or  assurance,  and  to  perform 
any  act,  which  the  counsel  of  the  second  party  may  advise ;  and,  for  the 
purposes  aforesaid,  the  first  party  agrees,  if  the  second  party  shall  so  de- 
sire and  advise,  that  it  will  keep  up  and  maintain  its  corporate  existence 
and  organization. 

In  Witness  Whereof,  the  parties  hereto  have  caused  their  corporate  names 
to  be  hereunto  subscribed  by  their  respective  Presidents,  and  their  corporate 
seals  to  be  attached  and  attested  by  their  respective  Secretaries,  all  on  the 
day  and  year  first  above  written. 

THE  QUINCY  AND  WARSAW  RAILROAD  COMPANY, 
[seal]  By  C.  I.  Sturgis,  President. 

Attest:   H.  W.  Weiss,  Secretary. 

CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY, 
[seal]  By  C.  E.  Perkins,  President. 

Attest:   T.  S.  Howland,  Secretary. 


924         CHICAGO,  BURLIXI.TOX   &   QUINCY  RAILROAD  COMPANY 
State  of  Illinois,  ( 


ss 
County  of  Cook. 

Be  it  remembered,  that,  on  this  14  day  of  June,  A.  D.  1899,  before  me, 
a  Notary  Public,  in  and  for  said  County  and  State,  personally  appeared 
C.  I.  Sturgis,  President  of  The  Quincy  and  Warsaw  Railroad  Company,  a 
corporation  organized  and  existing  under  the  laws  of  the  State  of  Illinois, 
personally  known  to  me  and  to  be  the  same  person  whose  name  is  subscribed 
to,  and  who  executed,  the  foregoing  instrument  as  such  President,  who, 
being  by  me  duly  sworn,  did  Bay  that  he  is  President  of  said  The  Quincy 
and  Warsaw  Railroad  Company;  that  he  knows  the  corporate  seal  of  said 
Company;  that  the  seal  affixed  to  the  foregoing  instrument  is  the  corporate 
seal  of  said  Company;  that  is  was  affixed  by  order  of  the  Board  of  Directors 
of  said  Company;  that  said  instrument  was  signed  and  sealed  in  behalf  of 
said  Company  by  like  order  as  President  of  said  Company;  that  the  said  C.  I. 
Sturgis  acknowledged  said  instrument,  and  that  it  was  the  voluntary  act 
and  deed  of  said  Company,  and  that  he,  as  such  President,  signed,  sealed, 
and  delivered  said  instrument,  as  the  free  and  voluntary  act  and  deed  of 
said  Company,  and  as  his  own  free  and  voluntary  act  and  deed  as  such 
President,  for  the  uses  and  purposes  therein  set  forth. 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  official  seal,  this 
14  day  of  June,  A.  D.  1899. 

[seal]  Herbert  Haase, 

Notary  Public  for  said  County  and  State. 


si  \te  of  Iowa,  ) 

>  ss. 
County  of  Des  Moines.  \ 

Be  it  remembered,  that,  on  this  13  day  of  June,  A.  D.  1899,  before  me,  a 
Notary  Public,  in  and  for  said  County  and  State,  personally  appeared  C.  E. 
Perkins,  President  of  the  Chicago,  Burlington  &  Quincy  Railroad  Company, 
a  corporation  organized  and  existing  under  the  laws  of  the  State  of  Illinois, 
personally  known  to  me  and  to  be  the  same  person  whose  name  is  subscribed 
to,  and  who  executed,  the  foregoing  instrument  as  such  President,  who, 
being  by  me  duly  sworn,  did  say  that  he  is  President  of  the  said  Chicago, 
Burlington  &  Quincy  Railroad  Company;  that  he  knows  the  corporate  seal 
of  said  Company;  that  the  seal  affixed  to  the  foregoing  instrument  is  the 
corporate  seal  of  said  Company ;  that  it  was  affixed  by  order  of  the  Board 
of  Directors  of  said  Company;  that  said  instrument  was  signed  and  sealed 
in  behalf  of  said  Company  by  like  order  as  President  of  said  Company;  that 
the  said  C.  E.  Perkins  acknowledged  said  instrument,  and  that  it  was  the 
voluntary  act  and  deed  of  said  Company,  and  that  he,  as  such  President, 
signed,  sealed,  and  delivered  said  instrument,  as  the  free  and  voluntary  act 
and  deed  of  said  Company,  and  as  his  own  free  and  voluntary  act  and  deed 
as  such  President,  for  the  uses  and  purposes  therein  set  forth. 


CORPORATE  HISTORY  925 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  official  seal,  this 
13  day  of  June,  A.  D.  1899. 

[seal]  W.  F.  McFarland, 

Notary  Public  for  said  County  and  State. 

Kecorded  in  Illinois; 

Adams  County  June  23,  1899  Book  161  Page  550. 

Hancock  County  June  22,  1899  Book  138  Page  303. 

TRUST  MORTGAGE,  July  1,  1870.     The  Quincy  and  Warsaw  Railroad 
Company,  to  James  B.  Alley,  et  al.,  Trustees. 

Whereas  the  Quincy  and  Warsaw  Rail  Road  Company,  a  Rail  Road 
corporation  of  the  State  of  Illinois,  is  engaged  in  the  construction  of  a 
Railroad  from  the  Mississippi  River,  at  the  City  of  Quincy  in  the  State 
of  Illinois,  Northerly  to  the  Town  of  Carthage  in  said  State,  in  virtue  of 
the  powers  of  said  Company  under  the  original  charter  thereof,  and  also 
of  an  act  of  the  General  Assembly  of  said  State,  entitled  "An  Act  to 
amend  an  act  entitled  'An  Act  to  incorporate  the  Quincy  and  Warsaw 
Railroad  Company, '  "  in  force  March  the  second  A.  D.  eighteen  hundred 
and  Sixty-nine. 

And  Whereas,  for  the  purpose  of  the  construction,  completion  and  equip- 
ment thereof,  it  is  necessary  that  said  Company  issue  its  bonds,  that  is 
to  say;  a  series  of  eight  hundred  and  fifty  bonds,  of  the  denomination  of 
one  thousand  dollars  each,  of  date  the  first  day  of  July  in  the  year  eighteen 
hundred  and  seventy,  numbered  from  one  to  eight  hundred  and  fifty  both 
inclusive,  and  amounting  in  the  aggregate  to  the  sum  of  eight  hundred 
and  fifty  thousand  dollars,  payable  on  the  first  day  of  July  in  the  year 
eighteen  hundred  and  ninety  unto  John  B.  Alley  and  William  Claflin,  of 
the  City  of  Boston  in  the  State  of  Massachusetts,  and  to  the  survivor  of  them, 
Trustees  of  said  Company,  or  bearer,  at  the  National  Park  Bank  in  the 
City  of  New  York,  in  the  State  of  New  York,  bearing  interest  at  the  rate 
of  eight  per  cent  per  annum,  payable  semi-annually,  at  the  same  place,  and 
evidenced  by  forty  coupons  representing  such  interest,  to  the  same  bonds 
severally  annexed, — secured  by  a  mortgage,  in  the  form  of  a  deed  of  trust, 
upon  the  said  Railroad  constructed  and  to  be  constructed  and  the  franchises 
of  said  Company  appertaining  thereto,  and  also  all  the  property,  real  and 
personal,  rights,  interest  and  valuable  things  of  said  Company  acquired 
or  to  be  acquired,  appertaining  thereto,  of  whatever  kind  or  nature : 

And  Whereas  said  Quincy  and  Warsaw  Rail  Road  Company  has  executed 
and  issued  the  said  series  of  bonds,  the  same  being  authenticated  by  the 
signature  of  one  of  said  Trustees,  the  parties  of  the  second  part  hereto,  by 
his  signature  to  a  printed  certificate  on  the  back  of  said  bonds  severally 
affixed: — 

Now  therefore  This  Indenture  Witnesseth,  that  the  said,  the  Quincy  and 
Warsaw  Rail  Road  Company,  party  of  the  first  part,  in  order  to  secure  the 
payment  of  the  said  series  of  bonds,  together  with  the  said  interest  coupons 
to  them  severally  annexed,  and  each  and  every  of  them,  according  to  the 


926  CHICAGO,   BURLINGTON  &   QUINCY  RAILROAD   COMPANY 

tenor  and  effect  of  the  same  several  bonds  and  coupons,  and  in  consideration 
of  the  sum  of  one  dollar,  by  the  said  John  B.  Alley  and  William  Claflin, 
parties  of  the  second  part,  paid  unto  said  Company,  the  said  party  of  the 
first  part,  the  receipt  whereof  is  hereby  acknowledged,  has  granted,  bar- 
gained, sold,  transferred  and  conveyed,  and  by  these  presents  does  grant, 
bargain,  sell,  transfer  and  convey  unto  the  said  John  B.  Alley  and  William 
Claflin,  and  to  the  survivor  of  them,  the  parties  of  the  second  part,  and  unto 
any  successor  or  successors  of  them  by  any  Court  of  record  of  either  of  the 
States  of  Massachusetts,  New  York  or  Illinois,  to  be  hereafter  appointed,  in 
the  matter  of  the  trusts  in  this  Indenture  expressed,  that  is  to  say:  All  the 
right,  title  and  interest  which  the  said  Quincy  and  Warsaw  Rail  Road  Com- 
pany now  has  or  shall  hereafter  own,  have  or  acquire,  in  and  to  all  the  estate, 
real  and  personal,  franchises  and  rights  of  whatsoever  kind,  of  or  appurtain- 
Lng,  or  to  appurtain  unto  said  Company  and  the  Rail  Road  of  said  Company 
built  or  hereafter  to  be  built,  from  the  Mississippi  River  at  the  City  of 
Quincy  in  the  State  of  Illinois,  to  the  Town  of  Cartilage  in  said  State, 
and  extending  Northerly  from  said  Carthage; — Together  with  all  append- 
ages; appurtenances,  rolling  stork  and  valuable  things,  of  whatever  nature, 
of  and  appurtaining  to  and  hereafter  acquired,  being  of  and  appurtaining 
to  the  said  line  of  Rail  Road  and  the  use  and  enjoyment  thereof,  forever: 
Excepting  only  the  subscriptions  and  the  proceeds  thereof,  made  and  to  be 
made,  private  and  municipal,  to  the  Capital  stock  of  said  Company,  party 
of  the  first  part. 

To  Havt    <""/    To    Hold,   the  same   and   every    part    thereof   unto   the   said 
parties  of  the  second   part,  and   the  survivor  of  them,  and   their  successor 

or  successors,  U] the  trusts  following,  that  is  to  say;  that   if  said  Quincy 

and  Warsaw  Rail  Road  Company,  the  party  of  the  first  part,  shall  fail  to 
pay  the  principal  of  said  lion. Is  and  every  of  them,  or  any  part  thereof, 
or  any  of  the  interesl  coupons  unto  them  severally  annexed,  according  to 
the  tenor  and  effect  of  said  bonds,  ami  coupons,  ami  every  of  them,  hereby 
secured  ami  aforementioned,  for  the  period  of  ninety  days  after  proper 
demand  of  payment  at  the  place  aforesaid  for  payment  thereof,  in  each  case 
the  principal  of  said  bonds  then  unpaid,  shall  thereupon  become  and  be  at 
once  due  and  payable  in  every  resped  the  same  as  if  that  date  for  payment 
and  maturity  thereof  had  been  specially  named  in  said  bonds: — and  in 
such  case,  upon  the  written  request  of  the  holders  of  a  majority  of  said 
bonds  and  interest  coupons,  the  said  parties  of  the  second  part,  the  sur- 
vivor of  them,  and  the  successor  or  successors  of  them  aforesaid,  in  said 
trusts,  may  enter  upon  and  take  possession  of  all  and  singular,  or  any  part 
or  portion,  the  premises,  property  and  valuable  things  hereby  transferred 
and  conveyed,  and  by  themselves,  the  survivor  of  them,  their  successor  or 
successors  aforesaid,  and  as  the  attorney  or  attorney  in  fact,  or  agent  or 
agents,  of  the  said  party  of  the  first  part,  or  by  any  substitute  or  substitutes 
of  them  duly  appointed,  have,  use.  enjoy  and  employ,  nil  the  same,  making 
all  needful  repairs,  alterations  and  changes  and  additions,  and  after  deduct- 
ing all  expenses  of  the  same,  use,  employment  and  enjoyment,  repairs,  ad- 
ditions and  alterations  ami  changes,  apply  the  income  and  proceeds  thereof 
to  the  payment  of  the  principal  of  said  bonds  and  interest  coupons  then 


CORPORATE  HISTORY  927 

due  and  unpaid; — or  upon  the  written  request  of  the  holders  of  a  majority 
of  said  bonds  and  coupons  aforesaid,  the  parties  of  the  second  part,  the 
survivor  of  them,  their  successor  or  successors  aforesaid,  shall  cause  the  said 
premises,  property  and  valuable  things  hereby  conveyed,  or  a  sufficient  part 
or  portion  thereof  to  satisfy  said  bonds  and  all  said  coupons  then  due  and 
unpaid,  to  be  sold  in  the  City  of  Boston,  Massachusetts  or  in  said  City 
of  New  York  or  in  the  City  of  Quincy  in  the  State  of  Illinois  at  public 
auction,  after  giving  at  least  ninety  days  notice  of  the  time,  place  and  terms 
of  such  sale,  together  with  a  description  of  the  property  to  be  sold,  by  the 
publication  of  such  notice  in  a  public  newspaper  published  in  each  of  said 
cities  of  Boston,  New  York  and  Quincy,  for  ninety  days; — and,  upon  such 
sale,  shall,  as  such  trustee  or  trustees,  execute  to  the  purchaser  or  pur- 
chasers thereof,  due  and  sufficient  conveyance  or  conveyances  therefor  in 
fee  simple  absolute. — And  said  trustee  or  trustees  so  making  such  sale,  in 
virtue  hereof,  shall,  after  deducting  from  the  proceeds  of  such  sale,  all 
costs  and  expenses  attending  the  said  trusts,  sale  and  conveyance  and  of 
managing  such  property,  apply  the  residue  of  said  proceeds  to  the  payment 
of  the  principal  of  said  bonds  and  their  due  interest  coupons, — and  any- 
thing remaining  after  such  payment  in  full,  pay  over  to  said  party  of  the 
first  part,  its  successor  or  assigns. 

And  it  is  expressly  covenanted  by  said  party  of  the  first  part,  that  in 
no  such  case  of  possession  demanded  or  taken  or  proceedings  for  such 
sale  and  conveyance  aforesaid,  shall  the  party  of  the  first  part  or  any 
claiming  under  or  through  it,  set  up  or  claim  the  benefit  of  any  delay, 
valuation,  appraisement  or  extension  law  or  procedure  or  apply  for  any 
injunction  or  stay  in  the  premises  of  said  trusts. 

And  it  is  further  expressly  covenanted  by  the  party  of  the  first  part, 
that  all  reasonable  charges  for  executing  the  trusts  herein  expressed  shall 
be  paid  unto  the  trustee  or  trustees  executing  the  same  and  that  no  trustee 
acting  in  the  premises  of  said  trusts  shall  be  hold  accountable  for  any  act 
of  a  co-trustee  in  which  he  shall  not  concur,  nor  for  any  act  or  default  of 
any  attorney  in  fact,  agent  or  substitute  appointed,  without  his  concur- 
rence, nor  in  case  any  such  attorney  in  fact,  agent  or  substitute  shall,  have 
been  selected  or  appointed  with  ordinary  prudence;  ami  that  no  such  trustee 
shall  be  held  accountable,  except  for  ordinary  care  and  diligence  in  the 
management  of  the  premises  and  property  hereby  conveyed,  in  case  of  pos- 
session taken  and  use  and  employment  thereof,  under  authority  hereof. 

And  it  is  further  covenanted  by  the  party  of  the  first  part,  that  in  case 
of  the  non:aceeptance  of  any  of  said  named  trustees,  or  of  the  death,  resigna- 
tion, disability  or  refusal  to  act,  of  any  one  of  them,  the  powers  herein 
conferred  shall  devolve  upon  the  other,  and  in  case  of  the  death,  disability  or 
refusal  to  act  of  any  trustee,  in  any  case,  the  party  of  the  first  part  will, 
with  the  acting  trustee,  if  desired,  agree  upon  another,  or  other  trustee  or 
trustees  in  the  premises  hereof;  and  also,  as  occasion  may  require,  that 
any  Court  of  record  of  either  of  the  aforementioned  States  may,  on  the 
application  of  an  acting  trustee,  or  on  the  application  of  the  holders  of  a 
majority  of  the  aforementioned  bonds  and  coupons,  appoint  a  trustee  or 
trustees    in    the    s;une    premises,    which    appointment    shall    have    the    same 


928         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

effect  as  if  such  person  or  persons  so  appointed  were  expressly  named  as 
trustee  or  trustees  or  as  of  the  trustees  in  this  deed  named. 

And  should  the  party  of  the  first  part,  its  successors  or  assigns,  satisfy 
and  pay  the  said  bonds  and  coupons,  according  to  the  tenor  and  effect  of 
the  same,  then  this  deed  shall  cease  to  have  force  or  effect,  and  the  said 
trustee,  the  survivor  of  them,  or  their  successors  in  the  premises  of  the 
trusts  herein  expressed,  shall  the  said  trust  property  release  unto  the  party 
of  the  first  part,  its  successors  or  assigns. 

And  the  party  of  the  first  part  further  covenants  that  upon  the  written 
request  of  the  said  trustees,  the  survivor  of  them  or  their  successor  or  suc- 
cessors aforesaid,  ili<'  said  Quincy  and  Warsaw  Railroad  Company  will  ex- 
ecute and  deliver  unto  said  trustees,  the  survivor  of  them,  or  their  suc- 
cessor  or  successors  aforesaid,  any  and  all  further  conveyance  of  and  re- 
lating to  the  premises,  property  and  rights  of  the  said  Quincy  and  Warsaw 
Bail  Road  Company  aforementioned  and  intended  to  be  conveyed,  the  more 
effectually  to  carry  out  the  intent  hereof  and  effectually  in  law  and  equity 
secure  tin   paymenl  of  said  bonds  and  coupons. 

/  li  tnesa  Whereof,  under  due  resolution  of  the  Board  of  Directors 
thereof,  the  Quincy  and  Warsaw  Bail  Road  Company  has  caused  its  cor- 
porati  seal  to  be  hereunto  affixed,  and  these  presents  to  be  subscribed  by 
its  President  and  Secretary,  this  firsl  day  of  July  A.D.  eighteen  hundred 
and  Seventy.     The  Bonds  secured  by  this  deed  are  duly  stamped. 

[seal]  Oeias  C.  Skinner, 

Presidt  nt. 

J       ML.  r.     hop, 
St  crt  tunj. 

\V,  bhe  trusts  in  the  foregoing  Deed  mentioned,  May  .1th  1870. 

John  B.  Alls'! 
William  claflin. 


ie  of  Illinois,  / 

y  ss. 

County  of  Adams.  ) 

This  day  personally  appeared  before  the  undersigned  a  Justice  of  the 
Peace  in  and  for  said  County.  Orias  C.  Skinner,  President  of  the  Quincy 
and  Warsaw  Rail  Road  Company  and  James  M.  Bishop  Secretary  of  the 
same,  each  of  whom  is  personally  known  to  me  to  be  the  identical  persons 
who  executed  the  foregoing  deed  as  such  offices  and  acknowledged  that  they 
signed  their  names  to  said  deed  and  affixed  the  seal  of  said  Corporation 
thereto  as  and  for  the  ad  and  deed  of  said  Quincy  and  Warsaw  Railroad 
Company. 

In  faith  whereof  I  hereto  set  my  hand  this  tenth  day  of  May  A.D.  1870. 

John  Steinagel,  J.  P.     [seal] 


CORPORATE  HISTORY  !»2!) 

State  of  Illinois, 


1 


Adams  County. 

This  Chattel  Mortgage  deed  and  Deed  of  Trust  was  acknowledged  before 
me  this  tenth  day  of  May  A.  D.  1870. 

John  Steinagel,  J.  P.     [seal] 

State  of  Illinois,  ) 

v  SS. 

Adams  County.      \ 

I,  Charles  H.  Morton,  Clerk  of  the  County  Court,  within  and  for  said 
County,  (the  same  being  a  Court  of  Eecords,  having  a  Clerk  and  Seal)  do 
hereby  certify  that  John  Steinagel  Esq.,  whose  name  appears  subscribed  to 
the  foregoing  certificate  was,  on  the  day  of  the  date  thereof,  and  now  is,  an 
acting  Justice  of  Peace  in  and  for  said  County,  duly  elected,  commissioned 
and  qualified,  and  that  all  his  official  acts,  as  such,  are  entitled  to  full 
faith  and  credit.  I  further  certify  that  I  am  acquainted  with  the  hand- 
writing of  said  John  Steinagel  and  believe  the  foregoing  signature,  pur- 
porting to  be  his  to  be  genuine. 

In  Testimony  Whereof  I  have  hereunto  set  my  hand  and  affixed  the  seal 
of  said  Court,  at  my  office  in  Quincy,  this  tenth  day  of  May,  A.  D.  1870. 

Charles  H.  Morton, 

Cleric. 
[5  cents  U.  S.  Kev.  Stamp] 

RECORDED  IN  ILLINOIS 

County 
Adams 
Hancock 

DECREE,    June    23,    1905,    appointing    successors    in    trust,    The    Quincy 
and  Warsaw  Railroad  Company. 

This  day  come  the  complainants  by  M.  P.  Carrott,  their  solicitor  and  it 
appearing  that  at  the  time  of  the  filing  of  the  bill  of  complaint  herein  an  af- 
fidavit was  also  filed  in  due  form  that  there  were  persons  interested  in  the 
subject  matter  and  premises  in  said  bill  of  complaint  mentioned,  whose  names 
and  places  of  residence  were  unknown  and  who  are  designated  in  this  suit  as 
the  unknown  heirs  and  devisees  of  John  B.  Alley  and  William  Claflin, 
deceased;  and  it  further  appearing  that  pursuant  to  the  filing  of  said 
affidavit  the  clerk  of  this  court  has  caused  publication  to  be  made  in  The 
Quincy  Daily  Herald,  a  newspaper  in  this  county,  containing  a  notice  of  the 
pendency  of  this  suit,  the  names  of  the  parties  thereto,  title  of  the  Court 
and  the  time  and  place  of  the  return  of  summons  in  the  case,  which  pub- 
lication was  made  once  in  each  week  for  four  successive  weeks,  to-wit, 
commencing  on  the  18th  day  of  April  A.  D.  1905,  and  ending  on  the  16th 
day  of  May  A.  D.  1905,  and  that  more  than  forty  days  has  intervened 
between  the  first  publication  aforesaid  and  the  first  day  of  this  June  1905, 
term  of  this  court;   and  that  all  things  required  by  law  to  give  the  court 


Date 

Book 

Page 

May  10,  1870 

C 

136 

May  24,  1870 

20 

260 

930        CHICAGO,  BURLINGTON   &   QUINCY  RAILROAD  COMPANY 

jurisdiction  of  said  defendants  has  been  done;  and  it  further  appearing 
that  the  defendant,  The  Quincy  and  Warsaw  Railroad  Company  has  duly 
filed  its  appearance  in  the  said  cause,  to-wit,  on  the  18th  day  of  April  1905, 
waiving  service  of  process  and  consenting  to  a  decree  in  accordance  with 
the  prayer  of  said  bill,  and  the  court  having  jurisdiction  of  all  of  the 
pari  1  cause  and  the  subject  matter  thereof,  it  is  ordered  that  said 

defendants   and   each    of   them    be,   and   they   are    hereby   required,   to   plead, 
answer,    or    demur    to    the    said    lull    of    complaint,    and    no    plea,    answer    or 
demurrer   or   other    matter   of    defense    being    interposed    herein    by    said   de- 
ants,  and  they  being  now  here  three  times  solemnly  called   in  open  court 

come  not.  nor  does  any   person   for  them,  hut   herein   they   make  default, 

which    is   on   motion   ordered    to    he   taken   and    the   same   is   hereby    entered   of 

id.      And   it    is  ordered   that   the   said  bill  of  complaint    he  and  the  same 

i-  hereby  taken   a-  confessed   by  and   against    the  -aid   defendants   and   all   id' 

them. 

Now  in  consideration  of  the  foregoing  and  of  the  proof  taken  in  said 
cause,  the  court  finds  that  all  the  material  allegations  in  said  hill  of  com- 
plaint contained  are  true;  that  the  equities  of  this  cause  are  with  the 
complainants.  It  i-  therefore  ordered,  adjudged  and  decreed  that  C.  I. 
Sturgia  i".  and  he  is  hereby  appointed  trustee  in  the  place  and  stead  of 
said  John  B.  Alley,  deceased,  and  that  T.  S.  Eowland  be  and  he  is  hereby 

appointed    ti  the    place   ami    stead    of    William    Ckitlin,    deceased,    to 

ate  the  trust  described  in  said  hill  of  complaint.     It   is  further  ordered, 

adjudged  and  decreed  that  the  said  C.  I.  Sturgis  and  T.  S.  Eowland  now 
appearing  and  accepting  said  trUSl  that  tiny  and  each  of  them  shall  he 
and    they    are   hereby    vested    with    the    legal    title    to    said    property,    and   all 

the    right,   title,    interest,   estate   ami    power    requisite   to    enable   them   to 

carry  out  the  purposes  of  the  trust  described  in  the  said  bill  of  complaint 
without  any  further  assurance  or  conveyance  to  them  of  the  same,  and 
this  >  icken    from    the   docl 

A.  Akers, 

Judge. 

State  of  Illinois,  / 

y  ss 
Adams  County.       \ 

1.  Sanford  C.  Pitney,  Clerk  of  the  Circuit  Court  of  said  County  of  Adams, 
in  the  Mate  of  Illinois,  Do  Hereby  Certify,  That  the  annexed  and  fore- 
going  pages,  numbered  from  one  to  three  inclusive,  contain  a  true  and 
correct  copy  of  the  final  decree  entered  of  record  in  said  Circuit  Court  on  the 
23d  day  of  June,  A.  D.  190.1,  that  being  one  of  the  days  of  Hie  .June 
Term  A.  I>.  L905,  of  said  Court,  in  a  certain  cause  then  depending 
in  said  Circuit  Court,  which  said  cause  is  numbered  1809  on  the  Chancery 
Docket  of  said  Court,  and  in  which  Henry  I'arkinan,  George  II.  Richards 
and  A.  G.  Stanwood,  Trustee-,  were  Complainants,  and  The  Quincy  and 
Warsaw  Railroad  Company  and  the  unknown  heirs  and  devisees  of  John  B. 
Alley  and  William  Clatlin.  deceased,  were  Defendants,  the  records  and 
files  of  which  cause  remain  and  are  now  in  my  office. 


CORPORATE  HISTORY  931 

In    Witness    Whereof,    I    have    hereunto    set    my    hand    at    my    office    in 
Quincy  Illinois,  and  affixed  the  seal   of  said   Circuit   Court   this    29th   day 
of  June,  A.  D.  1905. 
[seal]  Sanford  C.  Pitney, 

Clerk. 
By  Thomas  E.  Petri, 

Deputy. 
Recorded  in  Hancock  County,  Illinois,  July  6,  1905,  Book  4,  Page  25. 

RELEASE,  March  1,  1906,  C.  I.  Sturgis,  et  al.,  Trustees,  to  The  Quincy 
and  Warsaw  Eailroad  Company. 

Know  All  Men  by  These  Presents:  That  we,  C.  I.  Sturgis  and  T.  S. 
Howland,  both  of  Chicago,  Illinois,  duly  appointed  and  qualified  as  suc- 
cessors in  trust  in  the  places  and  steads  respectively  of  John  B.  Alley 
and  William  Clafiin,  deceased,  trustees,  in  accordance  with  the  terms  and 
conditions  of  the  trust  deed  hereinafter  referred  to,  for  and  in  consideration 
of  One  Dollar  and  other  good  and  valuable  considerations,  the  receipt 
whereof  is  hereby  acknowledged,  do  hereby  grant,  bargain,  remise,  convey, 
release  and  quit-claim  unto  The  Quincy  &  Warsaw  Eailroad  Company, 
a  corporation  organized  and  existing  under  the  laws  of  the  State  of- 
Illinois,  all  the  right,  title,  interest,  claim  or  demand  whatsoever,  of 
every  nature  and  description,  which  we  may  have  acquired  into  or  by 
a  certain  Trust  Deed,  bearing  date  the  first  day  of  July,  A.  D.  1870,  and 
recorded  as  follows: — In  Recorder's  Office  of  Hancock  County,  Illinois, 
May  24,  1870,  in  Book  20  of  Bonds  and  Mortgages,  at  pages  260  to  263 
inclusive;  in  the  Eecorder's  Office  of  Adams  County,  Illinois,  May  10,  1870, 
in  Book  "C"  of  Mortgages,  at  pages  136,  etc.,  to  the  premises  thereiD 
described,  to-wit : 

All  the  right,  title  and  interest  which  the  said  Quincy  &  Warsaw  Eailroad 
Company  now  has  or  shall  hereafter  own,  have  or  acquire  in  and  to  all 
the  estate,  real,  and  personal,  franchises  and  rights  of  whatsoever  kind, 
of  or  appertaining  or  to  appertain,  unto  said  Company  and  the  railroad 
of  said  Company  built  or  hereafter  to  be  built,  from  the  Mississippi  Eiver 
at  the  City  of  Quincy  in  the  State  of  Illinois  to  the  Town  of  Carthage 
in  said  State,  and  extending  northerly  from  said  Carthage, — together  with 
all  appendages,  appurtenances,  rolling  stock  and  valuable  things,  of  what- 
ever nature,  of  and  appertaining  to  and  hereafter  acquired,  being  of  and 
appertaining  to  the  said  line  of  railroad  and  the  use  and  enjoyment  thereof, 
forever, — excepting  only  the  subscriptions  and  the  proceeds  thereof,  made 
and  to  be  made,  private  and  municipal,  to  the  capital  stock  of  said  Com- 
pany, party  of  the  first  part,  also  all  other  property  of  every  nature  and 
description  conveyed  in  and  by  said  trust  deed. 

In  Witness  Whereof,  we  have  hereunto  set  our  hands  and  seals  this 
1st  day  of  March,  1906. 

C.  I.  Sturgis,     [seal] 

T.  S.  Howland,     [seal] 

Successors  in  Trust. 


932  CHICAGO,  BURLINGTON  &   QUINCY   RAILROAD  COMPANY 

State  of  Illinois,  ; 


r  SS 

County  of  Cook 

I,  J.  H.  Pettibone,  a  Notary  Public,  hi  and  for  said  County,  in  the  State 
aforesaid,  do  hereby  certify  that  C.  I.  Sturgis  and  T.  S.  Howland,  suc- 
cessors in  trust,  personally  known  to  me  to  be  the  same  persons  who  exe- 
cuted the  foregoing  instrument  as  successors  in  trust,  appeared  before  me 
this  day  in  person  and  acknowledged  that  they  executed  said  instrument 
as  successors  in  trust,  as  their  free  and  voluntary  act  for  the  uses  and 
purposes  therein  set   forth. 

In    Witness   Whereof,  I  have  hereunto  set  my  hand  and  Notarial  Seal 
this  2nd  day  of  March,  1906. 
[seal]  J.  H.  Pettibone, 

Notary  Public. 


RECORDED    IX    ILLINOIS 

County 

Date 

Book 

Page 

Hancock 

March    16,   1906 

G 

409 

Adams 

March   22,   1906 

185 

189 

THE  QUINCY,  ALTON  AND  ST.  LOUIS 
RAILWAY  COMPANY 

This  company  was  incorporated  by  Special  Act  of  the  Illi- 
nois Legislature  in  force  March  8,  1867,  to  build  from  Quincy 
to  Alton  thence  to  a  point  opposite  St.  Louis  and  unite  with 
any  other  railroad. 

By  an  Amendment  approved  March  2!),  1869,  in  force  June 
19,  1869,  this  company  was  authorized  to  construct  and  oper- 
ate a  branch  from  any  point  on  its  line  to  and  connecting  with 
any  railroad  built  or  to  lie  built  extending1  eastwardly. 

It  was  organized  at  Quincy  September  10,  1S69.  There  was 
constructed  a  main  line  from  Quincy  to  a  connection  with  the 
Chicago  &  Alton  Railroad  at  Pike,  forty  three  and  one  hun- 
dredths miles,  and  a  branch  line  from  the  above  connection, 
at  Fall  Creek  westerly  to  a  connection  with  the  Wabash  Rail- 
road at  East  Hannibal  of  four  and  seven  tenths  miles,  a  total 
of  forty  seven  and  seventy  one  hundredths  miles.  The  main 
line  was  completed  December  10,  1871,  and  the  branch  line 
August  10,  1873. 

This  road  was  originally  promoted  by  citizens  of  Quincy.  who 
subscribed  stock  and  secured  a  large  subscription  of  Adams 
County  and  other  communities  in  aid  bonds,  in  1870,  W.  S. 
Woods  of  Carlisle,  Pennsylvania,  made  a  contract  to  build  the 
road  with  the  financial  aid  of  John  B.  Alley  of  Boston.  Woods 
undertook  to  run  it  for  the  next  three  years  but  becoming 
deeper  ami  deeper  in  debt  applied  to  the  C.  B.  &  Q.  for  assist- 
ance. 

Of  date  December  3.  1875,  a  contract  was  made  between  the 
C.  B.  &  Q.  and  Woods  and  Alley  whereby  the  then  existing 
mortgage  was  cancelled,  and  a  new  twenty  year  mortgage  for 
$840,000  to  the  Farmers  Loan  &  Trust  Co.  was  executed,  and 
the  C.  B.  &  Q.  agreed  to  take  a  Lease  of  the  road  in  perpetuity 
of  date  February  1.  1876,  and  pay  a  yearly  rental  of  $42,000. 

The  C.  B.  &  Q.  has  retired  all  of  the  bonds  issued  under  said 
mortgage  and   of  date  June  1.  1899.  the  Quincy,  Alton  &  St. 

933 


934  CHII    LGO,  BURLINGTON  &  QUINCE  RAILROAD  COMPANY 

Louis  conveyed  all  its  property  to  the  Chicago,  Burlington  & 
Quiney  Railroad  Company  by  deed  in  fee  simple.  The  Wabash 
Railway  has  joint  use  of  line  between  Quiney  and  Fad  River. 


ACT   OF  LEGISLATURE 
Approved  Marcn  6,   ls<>7 

AN     ACT    in    incorporate    the    Quiney,    Alton    and    s-'t.    Louis     Railroad 

I  '■unpany. 

ion  i.  1><  it  enadted  by  tht  Peoph  of  tin  Statt  or  Illinois,  Repre- 
sented hi  tin  General  Assembly,  That  Almon  Wheat,  Benjamin  P,  Berrian, 
Perry  Alexander,  Kli  Leehon,  Morris  Kelly,  John  J.  s.  Wilson,  James  W. 
-  gleton,  Bdwarcl  D.  L.  Sweetj  Charles  A.  Savage,  O/.ins  ('.  Skinner, 
Maitland  Boon,  Bdward  Wills.  A.  J.  F.  Prevoqt,  Bdgaa*  H.  Munis, 
Ghaunoey    L.    II  gbee,    Ozias    M.    Hatch)    Alexander    Starne,    Benjamin    1). 

Brown,  G ge  Wike,  and   their  associates,  successors  and     3S  _    -.   be  and 

they  are  hereby  created  a  body  politic  and  corporate,  by  the  name  of 
"The  Quiney,  Alton  and  St.  Louis  Railway  Company,"  and  said  com 
pany  shall  hare  perpetual  existence,  and  may  nmkr,  have  and  use  a 
common  aeal,  and  altei   the  same  al   pleasure;  and  by  that  name  they  are 

by  made  capable,  in  law,  p,f  suing  and  being  surd,  pleading  and  briny 
impleaded,  defending  and  being  defended  in  any  cqurt  of  law  oi  equity 
in  this  State;  ami  shall  In-  and  aii'  hereb]  \est<d  with  all  the  cowers  and 
privileges  wnich  arc  6r  may  be  necessary  to  carry  into  effecl  the  purposes 
of  this  art.  hereinafter  set  forth:  and  the  said  company  an-  hereby  au- 
thorized  and   empowered   to   locate,  construct   ami   finally  complete  a   rail- 

i    from   tin'    city    of  Quiney,   in   the    State    of    Illinois,   to   tin-   city   of 

Alton,    in   the   said   State,   by   way   of   the   township   of    Paysqn.   and   from 

point    opposite   tin-   city    of    St.    Louis,    and    within    tin-   State 

[llinois;   and   for  that    purpose  -aid  company  are  authorized^   upon   the 

-•     eligible    and     practicable    route    to    lay    out     their    said     railroad,    wide 

enough   •  ngle  or  double  track  through  tin-   whole  length,  and  may 

enter   upon   and  bake    i    strip   of  land    not   exceeding   one  hundred    feet    in 

width;  and  for  the  purposes  of  cuttings,  embankments,  stum,  gravid  and 

may  taki    as  much  more  land  as  may   )"■  aei — ary   for  the  proper 

•ion  and   Security',   as   well  as  the  use  of  said    railroad:    Provided, 

that    said   road   shall   not   be  located    more   than   one  half   mile   west   of  the 

bluff    in    the    Mississippi    river,    in    Adams    county.    Illinois,    nor    shall    the 

e    be    located    upon    the    Mississippi    river    bottmn.    in    Adams    county. 

or    Pike   county,    Illinois,    further   than    to   a    point    one   mile    south    of    Mill 

ins  county. 

v\    2.   The    capital    Stock    of    said    company    shall    be    one    million    dollars. 

and    may    be    increased    by    said    corporation    to    such    amount    as    may    be 

I    necessary    to    the    completion    of    said    railroad    and    bridges    over 

which    said    road    may    pas-;;    said    capital    stock    to    bo    divided   into    shares 
•  •f  one  hundred  dollars  each. 


CORPORATE  HISTORY  935 

§  3.  The  immediate  government  and  direction  of  said  corporation 
shall  be  vested  in  a  board  of  directors,  of  not  less  than  nine  nor  more 
than  thirteen  members,  who  shall  be  chosen  by  the  stockholders  of  said 
corporation  in  the  manner  hereinafter  provided,  who  shall  hold  their  office 
for  one  year  after  their  election,  and  until  others  are  duly  qualified  as 
such.  And  the  said  directors,  a  majority  of  whom  shall  form  a  quorum 
for  the  transaction  of  business,  shall  elect  one  of  their  number  president 
of  said  corporation.  They  shall  also  elect  a  secretary  and  treasurer,  and 
may  choose  such  other  officers  or  agents  as  they  may  think  proper. 

§  4.  All  lands  and  real  estate  entered  upon  and  taken  possession  of 
and  used  by  said  corporation,  for  the  purposes  of  the  accomodation  of 
said  railroad,  or  upon  the  site  upon  which  said  railroad  shall  have  been 
located  and  determined  by  said  corporation,  shall  be  paid  for  by  said 
company  in  damages,  if  any  are  sustained  by  the  owner  or  owners 
thereof  by  the  use  of  the  same  for  the  purposes  of  said  railroad;  and 
all  lands  entered  upon  and  taken  for  the  use  of  said  corporation,  either 
corporate  or  private,  which  are  not  donated  to  said  company,  shall  be 
paid  for  by  said  corporation  at  such  price  as  may  be  mutually  agreed 
upon  by  the  corporation  and  the  owner  or  owners  of  said  lands;  and  in 
case  of  disagreement  between  the  corporation  and  the  owner  or  owners 
of  such  land,  the  price  shall  be  estimated,  fixed  and  recovered  in  manner 
provided  for  under  the  act  entitled  "An  act  to  provide  for  a  general 
system  of  railroad  incorporations,"  approved  November  5,  1849,  and 
any  act  or  acts  passed  amendatory  thereof  or  supplemental  thereto.  And 
said  corporation  shall  have  and  possess  all  the  powers,  privileges  and 
immunities  provided  in  and  by  said  general  railroad  act  or  acts  amend- 
atory   thereof,    or    supplemental    thereto. 

§  5.  The  time  of  holding  the  annual  meetings  of  said  corporation  for 
the  election  of  directors  shall  be  fixed  by  the  by-laws  of  said  company; 
and  at  all  meetings,  each  stockholder  shall  be  entitled  to  vote  in  person, 
or  by  proxy,  one  vote  for  each  share  of  the  stock  he  or  she  may  hold 
in    said   corporation. 

§  6.  The  persons  named  in  the  first  section  of  this  act  are  hereby 
appointed  directors  of  said  corporation,  and  shall  hold  their  office  until 
others  are  duly  chosen  and  qualified;  and  said  persons  heretofore  named 
are  hereby  appointed  commissioners,  who,  or  a  majority  of  them,  are 
hereby  authorized  to  open  subscription  books  for  said  capital  stock,  at 
such  places  and  times  as  they  may  deem  proper;  and  said  books  shall 
be  kept  open  until  at  least  one  hundred  thousand  dollars  shall  have 
been  subscribed.  The  directors  appointed  by  this  act,  or  a  majority  of 
them,  shall  constitute  a  quorum  for  the  transaction  of  business,  and 
shall  elect  one  of  their  number  president  of  said  company,  and  may  elect 
such  other  officers  and  agents  as  they  may  deem  necessary.  In  case  a 
vacancy  shall  happen  in  said  board  of  directors,  it  may  be  filled  by  the 
remaining  directors,  or  as  the  by-laws  may  prescribe. 

§  7.  When  the  lands  of  any  femime  covert,  person  under  age,  non  compos 
mentis,  or  any  non-resident  of  the  State,  shall  be  taken  in  the  construction 
of   said   railroad,   as   is   provided   for  by  this   act,   the    said   corporation 


936         CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

shall  pay  the  amount  that  shall  be  awarded  as  due  to  said  owner  or 
owners,  respectively,  whenever  the  same  may  be  lawfully  demanded, 
together  with  six  per  cent,  per  annum,  or  may  deposit  the  amount  with 
the  county  treasurer  of  the  county  in  which  said  land  lies. 

§  8.  It  shall  be  lawful  for  the  company  created  by  this  act,  to  build 
and  maintain  a  bridge  over  the  Illinois  river,  at  such  place  as  said 
company  may  select  for  crossing  the  same,  for  the  crossing  of  their 
trains,  and  to  take,  as  hereinbefore  provided,  such  land  as  may  be  neces- 
sary for  the  approaches  to  the  same:  Provided,  that  such  bridge  shall 
not  be  constructed  so  as  to  materially  impede  the  navigation  of  said 
river. 

§  9.  It  shall  be  lawful  for  the  counties  and  townships  on  the  line  of 
said  road,  and  through  which  said  road  may  pass,  to  subscribe  to  the 
capital  stock  of  said  company:  Provided,  that  no  subscription  shall  be 
made  until  the  question  shall  have  been  submitted  to  the  legal  voters 
of  the  county  or  township  in  which  the  subscription  is  proposed  to  be 
made;  and  the  clerk  of  each  of  said  towns  is  hereby  required,  upon  the 
presentation  to  dim  of  a  petition,  signed  by  at  least  ten  citizens  who 
are  legal  voters  of  the  town  for  which  he  is  clerk,  in  which  petition 
the  amount  proposed  to  lie  subscribed  shall  be  stated,  to  post  up  notices, 
in  at  least  three  public  places  in  said  town,  (which  notices  shall  be 
posted  ;it  Least  ten  days  before  the  day  of  holding  such  election),  noti- 
fying the  hgal  voters  of  said  town  to  meet  at  the  usual  place  of  voting 
for  the  purpose   of  voting  for  or  against  such  subscription. 

§  10.  If  it  shall  appear  that  a  majority  of  all  the  voters  have  voted 
for  subscription,  it  shall  be  the  duty  of  the  supervisor  of  each  of  said 
towns  that  shall  vote  for  such  subscription  to  subscribe  to  the  capital 
stock  of  said  railroad  company  in  the  name  of  the  town  for  which  he 
is  supervisor,  the  amount  so  voted  to  be  subscribed,  and  to  receive  from 
said  company  the  proper  certificates  therefor.  He  shall  also  execute  to 
said  company,  in  the  name  of  said  town,  bonds  bearing  interest  not  to 
exceed  ten  per  cent,  per  annum,  which  bonds  shall  run  for  a  term  of 
not  more  than  twenty  years,  and  the  interest  on  the  same  shall  be  made 
payable  annually;  and  which  bonds  shall  be  attested  by  the  clerk  of  the 
town  in  whose  name  the  bonds  are  issued;  and  it  shall  be  his  duty  to 
make  a  .record  of  the  issuing  of  such  bonds.  Said  bonds  to  be  delivered 
to   the  president   of  said   company  for  the  use   of  the  same. 

§  11.  It  shall  be  the  duty  of  the  clerk  of  each  of  said  towns  in  which 
a  vote  is  given  for  subscription,  within  ten  days  thereafter,  to  transmit 
to  the  county  clerk  of  said  county  in  which  said  township  is  located,  a 
statement  of  the  vote  given  and  the  amount  voted  to  be  subscribed,  and 
the  rate  of  interest  named  in  the  bonds. 

$12.  It  shall  be  the  duty  of  the  county  clerk,  annually  thereafter, 
to  compute  and  assess  upon  all  the  taxable  property  returned  by  the 
assessor  of  said  towns  which  have  voted  to  subscribe  a  sufficient  sum 
to  pay  the  interest  on  all  bonds  issued  by  the  respective  towns;  which 
tax  shall  be  extended  upon  the  collector's  books  as  other  taxes  are,  and 
shall  be   collected  in   the   same  manner   that  other  taxes  are   collected; 


CORPORATE  HISTORY  937 

and  when  collected  shall  be  paid  into  the  county  treasury  as  county 
taxes  are  paid. 

§  13.  It  shall  be  the  duty  of  the  treasurer  of  said  county  to  pay  out, 
on  the  presentation  to  him  of  the  bonds  issued  by  any  town  as  aforesaid, 
the  amount  due  upon  each  of  said  bonds  as  interest,  out  of  any  money 
in  his  hands  for  that  purpose,  and  endorse  the  payment  upon  said  bonds, 
or  take  such  vouchers  as  he  may  prescribe.  He  shall  keep,  also,  an  ac- 
count with  each  town  of  all  money  received  by  him,  and  paid  out  on 
account  of  said  towns;  which  assount  shall  be  at  all  times  open  to  the 
inspection  of  all  persons  wishing  to   examine  the  same. 

§  14.  The  board  of  supervisors  of  the  counties  through  which  this 
road  shall  pass  shall  be  authorized  to  subscribe  one  hundred  thousand 
dollars  each,  to  the  capital  stock  of  the  company,  and  shall  have  the 
authority  to  cause  the  issue  of  the  bonds  of  said  counties  through  which 
said  railroad  may  pass,  to  said  railroad  company,  to  the  amount  so  sub- 
scribed; said  bonds  bearing  interest  at  a  rate  not  exceeding  ten  per 
cent,  per  annum :  Provided,  that  before  said  subscription  be  so  made, 
a  vote  of  the  legal  voters  of  said  county  or  counties  be  had  through 
which  said  railroad  is  to  be  constructed,  and  it  shall  appear  that  a 
majority  of  all  the  votes  cast  shall  be  in  favor  of  such  subscription. 

§  15.  It  shall  be  lawful  for  the  company  created  by  this  act  to  unite 
with  any  other  railroad  company  which  may  have  been  or  hereafter  shall 
be  incorporated  by  this  State,  upon  such  terms  and  conditions  as  the 
stockholders  representing  a  majority  of  the  stock  of  each  corporation 
may   mutually   agree. 

§  16.  For  the  purpose  of  facilitating  the  construction  of  the  railroad 
authorized  by  this  act,  said  corporation  is  empowered  to  borrow  money, 
and  pledge  its  property,  both  real  and  personal,  and  its  rights,  credits 
and  franchises,  to  secure  the  payment  thereof. 

§  17.  This  act  shall  take  effect  and  be  in  force  from  and  after  its 
passage. 

Approved  March  8,  1867. 

Private  Laws  Illinois  1867,  Vol.  2,  Page  644. 


ACT    OF   LEGISLATURE 

Approved  March  29,  1869  in  force  June  19,  1869. 

An    ACT    to    amend    the    charter    of    the    Quincy,  Alton  and  St.  Louis 

Eailway  Company. 

Section  i.  Be  it  enacted  by  the  People  of  the  State  of  Illinois,  repre- 
sented in  the  General  Assembly,  That  the  corporation  named  in  the  title 
hereof  be  and  the  same  is  empowered  to  construct  and  operate  a  branch 
railroad  from  any  point  on  the  route  of  the  same  to  and  connecting  with 
any  railroad  built  or  to  be  built,  extending  eastwardly  toward  the  east 
line  of  this  State. 


938         CHICAGO,  BURLINGTON   &   QUINCT   RAILROAD  COMPANY 

§  2.  This  act  and  the  act  to  which  this  is  an  amendment  shall  be  a 
public    act. 

Approved  March  29,  1869. 

Prim!,   Laws  Illinois  1869,  Vol.  3,  Page  341. 

AGREEMENT,  December  3,  1875,  The  Quincy,  Alton  &  St.  Louis  Railroad 
Company  and  Chicago,  Burlington  &  Quincy  Railroad  Company,  William 
S.   Woodfl  and  John  B.  Alley. 

This  ./.'•  .  made  and   entered   into  this   Third  day  of  December, 

A.  D.  One  Thousand,  Eight  Hundred  and  Seventy  five  (1875)  by  and  be- 
tween the  Quincy,  Alton  &  St.  Louis  Railroad  Co.,  of  the  first  part — The 
Chicago,  Burlington  &  Quincy  Railroad  Co.  of  the  second  part — William  s. 
Woods  of  the  third  part  and  John    B.  Alley  of  the  fourth  part. 

Witnesseth:  That  the  party  of  the  firsl  part,  owns  and  is  possessed  of  a 
Railway,  extending  from  Quincy.  Illinois,  to  a  point  opposite  Louisiana,  in 
the  state  of  Missouri,  including  its  branch,  running,  from  its  main  line  to 
Hannibal,  together  with  the  franchises,  property,  rights  and  privileges,  con 
nected  therewith.  That  its  authorized  Capital  is  One  .Million  of  dollars,  of 
which  only  a  Lout  Nine  Hundred  Thousand  dollars  in  shares  has  been  issued. 
That  said  Road  is  subject  to  a  mortgage,  purporting  to  secure  Two  Million, 
Five  Hundred  Thousand  dollars,  the  interest   on  which,  at   the  rate  of  seven 

per  cent  per  annum  in  gold,  is  payable  semi-annually,  under  which  mortgage 
however,  only  one  million  of  dollars  iii  bonds  have  ever  been  issued,  and 

which  are  now   outstanding.      That  there  also   exists  a    floating  debt,  claims 

and  liens,  other  than  said  mortgage  lien,  against  said  party  of  the  first 
part,  or  its  said  Railway  and  property.  That  the  above  recitals  constitute 
the  basis  and  condition,  on  which  this  contract  is  made  by  the  party  of  the 
ad  part. 

That  thereupon,  it  has  been  agree!  between  the  parties  of  the  first  and 
ttd  parts  hereto,  that  ultimately  after  the  performance  of  certain  acts  by 
the  said  party  of  the  first  part,  or  their  causing  the  same  to  be  performed 
as  hereinafter  stated,  the  said  Railway,  Its  branch,  franchise,  and  all  its 
property  and  rights  shall  be  by  it,  demised  and  leased  to  the  party  of  the 
second  part  in  perpetuity,  upon  the  terms,  conditions,  and  in  the  manner 
hereinafter  set  forth.  Which  acts  and  the  terms  of  said  lease  are  to  be,  as 
follows ; 

First.  Said  party  of  the  first  part,  shall,  on  or  before  the  first  day  of 
February  next  pay  and  discharge  all  its  debts,  floating  or  otherwise,  except 
that  secured  by  said  existing  mortgage,  and  all  liens  or  encumbrances  upon 
its  road  or  property,  except  the  mortgage  aforesaid,  to  the  satisfaction  of 
the  party  of  the  second  part. 

Second.  That  on  or  before  the  first  day  of  August  next,  it  will  take  up, 
pay  and  discharge  all  the  bonds  now  outstanding,  secured  by  the  mortgage 
aforesaid,  and  will  cause  said  mortgage  to  be  duly  discharged  of  record,  and 
farther,  that  it  will,  in  proper  form,  create  and  execute  a  new  mortgage  of 
the  same  premises,  to  secure  its  bonds  to  be  issued,  for  a  sum,  not  exceeding 


CORPORATE  HISTORY  939 

Eight  Hundred  and  Forty  Thousand  dollars  ($840,000)  payable  in  twenty 
years,  with  interest  at  the  rate  of  five  per  cent  per  annum,  payable  semi-an- 
nually, with  principal  and  interest  payable  in  the  lawful  money  of  the 
United  States.  Said  Mortgage  and  Bonds  to  be  in  a  form,  acceptable  to  the 
party  of  the  second  part. 

Third.  That  when  all  the  foregoing  acts  shall  be  done  and  performed  to 
the  satisfaction  of  the  party  of  the  second  part,  a  Lease,  in  perpetuity,  of 
all  said  premises,  shall  be  duly  executed  and  delivered  to  the  party  of  the 
second  part.    The  rent  payable  under  which  lease,  shall  be  as  follows : 

Out  of  the  first  fifteen  hundred  dollars  ($1500)  per  mile  of  gross  earnings 
per  annum,  on  the  Eoad  of  the  first  party,  the  said  first  party  shall  receive 
seven  hundred  dollars   ($700). 

And  out  of  the  next  Three  thousand  dollars  ($3,000)  per  mile  of  gross 
earnings  per  annum  on  its  said  road,  or  any  part  of  that  amount,  it  shall 
receive  One -thousand  dollars   ($1,000)  or  in  that  ratio. 

And  out  of  the  gross  earnings  over  Forty-five  hundred  dollars  ($4500) 
per  mile  per  year,  it  shall  receive  twenty  per  cent  thereof. 

And,  it  is  further  agreed,  that  said  Lease  shall  provide,  that  the  party  of 
the  second  part,  shall  have  the  option  at  any  time  within  five  years  from 
the  first  day  of  October  1875,  to  substitute  for  the  rent,  reserved  by  said 
Lease,  a  fixed  yearly  rental  of  Forty-two  thousand  dollars  ($42,000)  said 
rent,  in  either  case,  to  be  paid  semi-annually. 

And  further,  that  said  party  of  the  second  part,  shall  pay  all  taxes  and 
other  expenses  of  keeping  the  Eoad  in  repair,  operating  the  same,  and  main- 
taining, preserving  and  protecting  the  property,  and  shall  operate  the  Road, 
and  furnish  such,  and  such  an  amount  of  rolling  stock  for  that  purpose,  as 
shall  reasonably  accommodate  the  traffic  and  travel,  offered  from  time  to 
time  for  transportation. 

And  further,  that  until  the  exercise  of  such  option,  if  at  all,  and  so  long 
as  the  rent  shall  be  payable,  and  paid  by  it  as  aforesaid,  it  will  send  all 
business  which  it  controls  over  the  demised  Eoad,  to  and  from  points,  be- 
tween which  said  demised  Eoad  is  a  link  in  the  shortest  line.  And  that  as 
against  any  Eoad,  between  Quincy  and  Hannibal,  west  of  the  Mississippi 
River,  it  will  send  business  Within  its  control,  over  said  demised  Road. 

It  is  understood  however,  that  in  case  said  second  party  should  desire  at 
any  time  and  send  any  of  its  business  between  Quincy  and  Hannibal,  by  a 
Road  on  the  west  side  of  the  Mississippi  River,  it  may  do  so,  but,  in  that 
case,  it  will  pay  to  the  party  of  the  first  part,  such  a  sum  of  money,  as  it, 
the  said  first  party,  would  have  received  on  such  business  under  the  terms 
of  said  lease,  had  such  business  been  sent  over  the  demised  Road. 

And,  since  it  is  desirable,  to  the  parties  of  the  first  and  second  part,  that 
before  the  completion  of  the  whole  of  said  acts  to  be  done,  or  caused  to  be 
done,  by  the  party  of  the  first  part,  the  possession  and  management  of  said 
Road,  shall  pass  into  the  hands  of  the  party  of  the  second  part,  to  be  used 
and  employed  by  it,  paying  therefor,  while  thus  in  its  hands,  rent,  at  the 
same  rate,  as  is  to  be  paid  by  it,  under  said  lease,  when  executed. 

It  is  further  agreed,  by  and  between  said  parties,  that,  contemporaneously 
with  the  execution  and  delivery  of  this  Instrument,  there  shall  be  transferred 


940         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

to  the  party  of  the  second  part,  shares  of  said  Railway,  of  the  value  at  par 
of  six  hundred  thousand  dollars  ($600,000)  to  be  held  and  disposed  of,  as 
hereinafter  described,  and  that  said  party  of  the  first  part,  will  immediately 
thereafter,  with  the  aid  of  the  shares,  thus  transferred  to  the  party  of  the 
second  part,  cause,  by  proper  vote,  and  action  of  its  Board  of  Directors  and 
Stockholders  at  meetings,  duly  called  and  held,  its  President  and  Secretary 
to  be  authorized  to  make,  execute  and  deliver,  a  lease,  in  the  form,  manner 
and  time  herein  contemplated:  And  that  immediately  after  said  Lease, 
shall  have  been  thus  duly  authorized,  it  will  at  the  request  of  the  second 
party,  with  the  aid  of  the  shares  aforesaid,  procure  the  resignations,  of 
such  of  its  Directors  as  may  be  necessary,  to  be  placed  in  the  hands  of  its 
Board,  and  to  be  accepted  by  it:  And  will  thereupon,  elect  such  other  per- 
sons as  Directors,  as  said  second  party  may  designate,  so  as  to  give  to  said 
second  party  a  majority  of  Directors,  and  the  control  of  said  Board.  And 
that  thereafterwards,  the  said  party  of  the  second  part  shall  and  will,  if 
and  when  all  the  floating  debts  of  the  party  of  the  first  part,  have  been  paid 
by  it,  and  also  all  liens  and  encumbrances,  upon  the  said  Road,  of  its  prop- 
erty, other  than  the  subsisting  mortgage,  at  once  enter  into,  and  take 
possession  of  said  Road,  and  manage  and  use  the  same,  upon  the  terms 
aforesaid,  until  the  said  contemplated  Lease  shall  be  executed  as  aforesaid, 
or  until  this  contract,  shall,  from  any  cause,  be  terminated  or  fail  to  be  car- 
ried out.  And  thereupon,  said  party  of  the  second  part,  will  farther,  pur- 
chase of  the  party  of  the  first  part,  its  cars  and  engines  now  upon  the  Road, 
including  its  tools  ami  machinery  in  the  shops  at  Quincy — the  same  to  be 
free  from  all  liens  and  encumbrances,  at  a  fair  valuation,  to  be  agreed  upon, 
by  and  between  the  Presidents  of  the  first  and  second  parties,  if  may  be, 
and  on  their  failure  to  agree,  such  Presidents  to  select  a  third  disinterested 
party,  whose  determination  shall  be  conclusive  and  binding,  upon  the  respec- 
tive parties  hereto.  And  there  upon,  as  soon  as  such  value  shall  be  deter- 
mined, and  if  and  when,  said  party  of  the  first  part,  shall  have  caused  all 
the  floating  debt,  and  all  the  liens  and  encumbrances,  except  the  mortgage 
aforesaid,  to  have  been  discharged,  leaving  only  the  amount  to  be  paid,  for 
said  cars,  engines,  tools  and  machinery  necessary  to  complete  the  payment 
of  such  floating  debt  and  the  discharge  of  said  liens  and  encumbrances,  upon 
the  delivery  of  said  rolling  stock,  tools  and  machinery,  apply  and  pay  the 
amount,  at  which  the  same  shall  have  been  valued  as  aforesaid,  towards  the 
completion  of  the  discharge  and  payment  of  such  floating  debt,  liens  and  en- 
cumbrances. 

It  is  hereby  further  agreed,  by  and  between  the  parties  of  the  first  and 
third  part,  that  said  party  of  the  first  part,  will,  within  the  periods,  and  in 
the  manner  hereinbefore  provided,  do  and  perform  all  the  acts  aforesaid, 
which  are  to  precede  the  delivery  and  acceptance  of  said  Lease. 

And  said  party  of  the  third  part,  further  agrees,  that  he  will,  on  or  be- 
fore the  first  day  of  June  next,  cause  to  be  transferred  and  delivered,  to  the 
party  of  the  second  part,  all  other,  the  outstanding  shares  of  the  Capital 
Stock  of  the  party  of  the  first  part,  beyond  and  beside  the  six  thousand 
shares,  so  to  be  placed  in  its  hands  as  aforesaid,  so  far  as  he  can  control  the 
same,  and  at  all  events,  such  part  thereof,  as  shall  not  leave  in  the  hands  of 


CORPORATE  HISTORY  941 

other  parties,  exceeding  eight  hundred  shares.  And  further,  that  all 
said  shares,  including  said  six  thousand  shares,  shall,  on  the  execution  and 
delivery  of  said  Lease,  be  held  by  the  said  party  of  the  second  part  for 
its  own  use,  except  as  hereinafter  provided. 

And  it  is  further  agreed,  by  and  between  the  parties  of  the  first  and  sec- 
ond part,  that  until  the  execution  and  delivery  of  said  Lease,  no  new  bonds 
liens  or  mortgages,  upon  said  road  or  property,  shall  be  made  or  created, 
except  the  new  mortgage  for  Eight  Hundred  and  Forty  Thousand  Dollars 
($840,000)  hereinbefore  referred  to. 

And  further,  that  said  party  of  the  second  part,  should  it  have  a  control 
of  the  Board  of  Directors,  as  aforesaid,  or  by  means  of  its  control  of  the 
shares  of  said  Company,  will  cause  all  acts  to  be  done,  by  said  Directors,  or 
said  corporation,  necessary  to  enable  the  party  of  the  first  part,  to  perform 
the  acts  which  are  to  precede  the  execution  and  delivery  of  said  Lease. 

And  said  party  of  the  second  part  agrees  to  and  with  all  the  other  parties 
hereto,  that  it  will,  if  said  lease  shall  be  duly  executed  and  delivered  as 
aforesaid,  apply  the  rent,  payable  thereunder,  to  the  taking  up  and  extin- 
guishing of  the  interest,  payable  upon  new  five  per  cent  bonds  to  be  issued 
as  aforesaid,  and  unless  and  until  it  shall  elect  to  pay  said  rent  of  Forty- 
two  thousand  dollars  ($42,000)  per  annum,  it  will  pay  and  apply  any  sur- 
plus of  said  rent,  after  payment  of  the  interest  on  said  mortgage  bonds,  to 
the  use  of  the  shareholders. 

And  further,  that  it  will  not,  if  said  Lease  shall  be  executed  and  delivered, 
agree  to  any  cancellation  or  change  thereof,  unless  for  non  performance  of 
its  conditions,  without  the  consent  of  the  holders  of  said  new  mortgage  five 
per  cent  bonds,  to  be  issued  as  aforesaid. 

This  Indenture  further  witnesseth :  That  the  party  of  the  third  part  is  in- 
debted to  a  large  amount  to  the  party  of  the  fourth  part  with  interest  there- 
on, and  that  he  holds  as  security  therefor,  Seven  Hundred  Thousand  dollars 
($700,000)  in  amount,  of  the  existing  first  mortgage  bonds,  with  all  the  un- 
paid coupons  thereto  belonging,  together  with  Three  Thousand  Two  Hun- 
dred shares  of  stock,  and  also,  a  judgment  note  of  Twenty-five  Thousand 
dollars  ($25,000)  and  interest  in  favor  of  said  fourth  party,  and  against 
said  third  party,  and  entered  in  the  Cumberland  County,  Penn.  Circuit  Court. 

A  cdaim  for  Ten  Thousand  dollars  ($10,000)  and  interest,  made  by  said 
third  party  to  said  fourth  party,  and  secured  by  a  deed  of  the  farm  called 
the  "Lee  Farm"  in  Cumberland  County,  Penna. 

Twenty-nine  Thousand  of  Bonds  of  the  City  of  Louisiana,  Missouri,  and 
coupons  thereon,  due  January  1st,  1876,  and  a  note  of  said  first  party  for 
about  Ninety-eight  Thousand,  Three  hundred  and  Four  dollars  ($98,304). 
Ami  thereupon,  said  party  of  the  fourth  part  has  agreed,  and  does  hereby 
agree  with  the  party  of  the  second  part,  that  for  the  purpose  of  aiding  the 
performance  by  the  party  of  the  first  and  third  part,  of  this,  its  contract, 
he  will,  upon  the  execution  and  delivery  of  said  Lease,  place  all  his  said 
bonds,  and  securities  in  the  hands  of  John  N.  Denison,  in  trust  nevertheless 
for  the  following  purposes,  first 

For  the  payment,  on  or  before  the  first  day  of  August  next  to  the  party  of 
the  fourth  part,  the  sum  of  ($450,000)   Four  Hundred  and  Fifty  Thousand 


!U2  CHICAGO,  BURLIXGTOX   &   QUIXCY  RAILROAD  COMPANY 

Dollars,  with  six  per  cent  interest  thereon  from  October  1st,  1875  (which 
payment,  the  third  party  hereby  agrees  to  make  or  cause  to  be  made,  and 
second  as  security  to  the  second  party,  for  the  performance  of  the  provisions 
of  this  agreement  on  the  part  of  the  first  and  third  parties  as  herein  above 
provided. 

And  said  party  of  the  fourth  part,  further  agrees,  that  in  order  that  sale 
and  delivery  may  be  made  of  the  rolling  stock,  tools  and  machinery  hereinbe- 
fore mentioned,  by  said  first  party,  to  said  second  part,  lie  will  and  does 
hereby  release  any  and  all  liens  or  claims  he  may  have  upon  the  same  or  any 
part  thereof  individually,  (except  to  the  amount  of  4000  dollars)  or  as  holder 
of  Seven  Hundred  Thousand  dollars  ($700,000)  or  any  other  amount  of 
the  Bonds  of  said  first  party  hereinbefore  mentioned. 

And  it  is  further  agreed,  that  said  Trustee  may,  upon  the  execution  and 
delivery  of  the  Lease  aforesaid,  and  after  the  creation  of  the  new  mortgage 
aforesaid,  and  the  discharge  of  the  old  one  exchange  the  bonds  so  placed  in 
his  hands  in  trust,  for  a  like  amount  of  Bonds  to  be  issued  under  said  new 
mortgage. 

tin  r  agreed,  between  the  parties  that  in  case,  said  party  of 
the  third  part,  shall  fail  to  pay  the  said  sum  of  Four  Hundred  and  Fifty 
Thousand  dollars  ($450,000.)  with  interest  at  the  time  aforesaid,  then  and 
thereupon,  the  said  Trustee  shall,  after  the  expiration  of  thirty  days,  sell 
and  dispose  of  all  such  securities,  by  public  auction  in  the  City  of  Boston, 
giving  twenty  days  notice  of  such  sale,  by  publication  thereof,  once  a  week, 
for  two  weeks  successively,  in  either  of  the  daily  newspapers,  published  in 
the  City  of  Boston,  and  apply  the  proceeds  thereof,  after  deducting  all  ex- 
penses, and  his  own  reasonable  compensation,  first,  to  the  payment  of  the 
Four  Hundred  and  Fifty  Thousand  dollars  ($450,000)  of  the  debt  and  in- 
terest from  October  1st  1875,  so  due  to  the  party  of  the  fourth  part,  and 
the  residue  thereof,  if  any.  pay  over  to  the  party  of  the  second  part,  to  be 
held  by  it,  as  security  for  the  performance  by  the  parties  of  the  first  and 
third  parts,  of  their  respective  agreements  herein  contained. 

Provided  however,  that  upon  such  failure  of  said  party  of  the  third  part, 
to  pay  as  aforesaid,  his  said  debt,  the  party  of  the  second  part,  if  it  so  elect, 
may  pay  to  said  Trustee,  said  debt  and  interest,  and  thereupon,  said  Trustee 
and  said  fourth  party,  shall  assign,  transfer  and  set  over  to  said  party  of  the 
second  part,  all  said  securities,  together  with  the  evidences  of  debt,  as  above 
described,  held  by  said  party  of  the  fourth  part,  and  the  same  shall  all  be 
held  by  the  party  of  the  second  part,  to  secure  the  sum  thus  paid  by  it,  with 
interest,  at  the  rate  of  seven  per  cent  per  annum,  with  full  authority,  after 
demand  and  ten  days  notice  to  said  party  of  the  third  part,  to  sell  and  dis- 
pose of  the  same  in  manner  as  aforesaid,  and  apply  the  proceeds  to  their 
reimbursement  with  interest  as  aforesaid,  and  to  hold  the  balance,  if  any, 
as  security,  for  the  performance,  by  the  parties  of  the  first  and  third  parts, 
of  the  agreements  herein  contained. 

If  by  reason  of  the  non-performance  by  the  parties  of  the  first  or  third 
parts  of  the  preliminary  conditions,  upon  the  party  of  the  2nd  part 
has  agreed  to  take  a  lease,  and  thus,  this  contract  be  terminated,  the  6,000 


CORPORATE  HISTORY  943 

shares  of  stock,  placed  in  the  hands  of  the  second  party,  shall  be  returned  to 
the  party  equitably  entitled  to  the  same. 

In  ll'ii iuss  Whereof,  the  first  and  second  parties  hereto  have  caused  these 
presents  to  be  signed  by  their  respective  Presidents  and  their  Corporate 
Seals  to  be  hereto  attached  and  attested  by  their  respective  Secretaries. 
And  the  said  third  and  fourth  parties  have  hereunto  set  their  hands  and 
seals  all  on  the  day  and  year  first  above  written. 

[seal]  W.  S.  Woods, 

President  of  Quincy  Alton  &  St.  Louis  E.  R.  Co. 
Attest : 
Perceval  Lowell, 
Secretary. 

J.  M.  Walker, 
President  of  Chicago,  Burlington  &  Quincy  R.  R.  Co. 
Attest : 
A.  T.  Hall, 

Secretary. 

W.    S.    Woods,       [seal] 
John  B.  Alley,     [seal] 

LEASE,  February  1,  1876,  The  The  Quincy,  Alton  and  St.  Louis  Railway 
Company  to  Chicago,  Burlington  &  Quincy  Railroad  Company. 

This  Indenture,  made  this  first  day  of  February,  A.  D.  1876,  by  and 
between  the  Quincy,  Alton  and  St.  Louis  Railway  Company,  party  of 
the  first  part,  and  the  Chicago,  Burlington  and  Quincy  Railroad  Company, 
party  of  the  second  part,  both  corporations  organized  under  the  laws  of 
the    State   of   Illinois. 

Whereas,  said  (irsl  party  was  and  is  authorized  by  its  charter,  among 
other  things,  to  construct  and  operate  a  railroad  from  Quincy,  Illinois, 
to  a  point  on  the  Mississippi  River  in  Illinois  opposite  Louisiana,  Mis- 
souri, about  forty-one  miles,  and  also  a  branch  of  its  said  road  from  the 
main  line  to  a  point  on  the  east  bank  of  the  Mississippi  River  in  Illinois 
opposite  Hannibal,  Missouri,  about  five  miles  in  length,  both  which  said 
sections  of  road  are  completed  and  now  in  operation. 

And  to  provide  for  the  payment  of  the  cost  of  construction  of  the 
same,  has  executed  its  bonds  in  sums  of  one  thousand  dollars  each,  dated 
February  1st,  A.  D.  1876,  amounting  in  the  aggregate  to  eight  hundred 
and  forty  thousand  dollars  ($840,000),  payable  twenty  years  from  the 
date  thereof,  with  interest  thereon  at  the  rate  of  five  per  cent  per  annum, 
payable  semi-annually,  with  principal  and  interest  payable  in  the  lawful 
money  of  the  United  States,  at  the  Farmers'  Loan  and  Trust  Company 
in  the  city  of  New  York,  and  lias  secured  the  payment  thereof  by  a 
mortgage  of  even  date  therewith  to  the  said  Farmers'  Loan  and  Trust 
Company  of  its  said  road  now  completed  and  in  operation  as  aforesaid, 
together  with  its  right  of  way,  road-bed,  superstructure,  grounds,  build- 
ings, and  all  other  property  connected  therewith,  together  with  the 
rights,  privileges,  and  franchises  belonging  thereto,  and  the  revenues  to 


944         CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

be  derived  therefrom,  which  said  trust  mortgage  has  been  duly  recorded 
iu  the  counties  through  which  said  completed  railroad  runs. 

And  Whereas,  the  proceeds  of  said  bonds  and  the  other  means  of  said 
company  have  been  sufficient  only  to  pay  the  cost  of  construction  of  said 
railroad  and  superstructure,  and  when  paid  for,  said  first  party  will  have 
exhausted  its  resources,  and  be  without  means  to  acquire  the  equipment 
and  to  maintain  and  operate  said  road,  and  in  order  that  the  same  may 
be  equipped,  maintained,  and  operated  in  such  manner  as  the  public  con- 
venience requires,  and  means  provided  for  the  payment  of  the  annually 
accruing  interest  on  said  bonds,  it  has  become  necessary  to  make  the  pro- 
\  isions  herein  contained. 

Now  Therefore,  This  Indenture  Witnesseth ;  That  the  said  first  party,  in 
consideration  of  the  covenants  and  agreements  herein  contained,  to  be 
kept  and  performed  by  said  second  party,  has  granted,  demised,  and 
leased,  and  by  these  presents  doth  grant,  demise,  and  lease,  unto  said 
party  of  the  second  part,  its  successors  and  assigns,  all  the  following- 
described  premises  and  property  of  said  Quincy,  Alton  and  St.  Louis 
Railway  Company,  that  is  to  say: — 

Its  said  railroad  now  ((instructed,  extending  from  Quincy,  Illinois,  to  a 
point  on  the  east  hank  of  the  Mississippi  River  opposite  Louisiana,  Mis- 
souri, including  its  branch  extending  from  its  main  line  to  a  point  on  the 
Mississippi  River  opposite  Hannibal,  Missouri,  in  all  about  forty-six 
miles  in  length.  And  also  including  the  right  of  way  therefor,  road-bed, 
superstructure,  and  all  lands  and  depot  grounds,  station  houses,  depots, 
tools,  materials,  and  all  other  property,  real  or  personal,  appertaining  to 
said  road  and  to  the  use  thereof,  now  owned  or  possessed  by  said  first 
party,  together  with  the  rents,  revenues,  and  income  to  be  had,  levied, 
or  derived  therefrom,  and  all  rights,  privileges,  and  franchises  of  said 
first  party  of,  in,  to,  or  concerning  the  same  and  every  part  thereof. 

To  Have  and  to  II old  the  above-described  railroad  premises  and  property, 
with  the  appurtenances,  rights,  privileges,  and  franchises  appertaining 
thereto,  and  the  complete  and  exclusive  possession  thereof,  unto  the  said 
party  of  the  second  part,  its  successors  and  assigns,  from  the  day  of  the 
date  hereof  in  perpetuity.  Said  party  of  the  second  part,  in  considera- 
tion of  the  premises,  does  hereby  covenant  with  said  party  of  the  first 
part,  its  successors  and  assigns,  to  take  immediate  and  exclusive  posses- 
sion of  said  demised  road  and  property,  and  at  its  own  expense  place 
thereon  such  and  such  an  amount  of  rolling  stock  as  may  be  reasonably 
required  for  the  transaction  of  the  business  of  said  railroad,  and  at  all 
times  to  keep  the  same  equipped  in  such  manner  as  the  public  conven- 
ience may  require,  to  maintain  said  demised  road  in  good  condition,  and 
operate  the  same  in  such  manner  as  shall  reasonably  accommodate  the 
traffic  and  travel  offered  from  time  to  time  for  transportation. 

And  that  it  will  at  all  times  save  said  first  party  and  its  successors 
harmless  from  all  damages  and  liabilities  that  may  be  incurred  or  occa- 
sioned by  said  second  party  in  the  maintenance  and  operation  of  said 
demised  road. 

And  also  that  it  will  pay  or  cause  to  be  paid  all  taxes  and  assessments 


CORPORATE  HISTORY  945 

that  may  bo  lawfully  levied  or  charged  on  said  demised  premises,  or  any 
part  thereof,  and  all  other  expenses  necessary  to  the  preservation  of  the 
property  during  the  continuance  of  this  lease. 

Said  second  party  further  agrees  that  it  will  pay  to  or  for  said  first 
party,  its  successors  and  assigns,  rent  for  the  above  demised  premises  at 
the  times  and  in  the  manner  as  follows,  that  is  to  say: — 

A  fixed  annual  rental  of  forty-two  thousand  dollars  ($42,000),  said  rent 
to  be  all  paid  by  said  second  party,  its  successors  and  assigns,  semi-an- 
nually, by  taking  up  and  cancelling  the  semi-annually  maturing  interest 
warrants  attached  to  the  eight  hundred  and  forty  (840)  five  per  cent 
bonds  above  mentioned,  upon  their  presentation  at  its  office  in  Boston, 
and  this  instrument  shall  be  deemed  a  covenant  with  the  bondholders 
severally    so    to    apply    the    same. 

Said  second  party  further  agrees  that  it  will  not  consent  to  the  cancel- 
lation of  this  lease,  or  any  change  in  the  terms  thereof,  without  having 
first  obtained  the  consent  of  the  holders  of  said  five  per  cent  bonds  above 
mentioned. 

Said  second  party  further  agrees  that  if  at  the  maturity  of  said  bonds 
the  time  for  the  payment  of  the  principal  thereof  be  extended,  or  other 
bonds  substituted  instead  thereof,  it  will  continue  to  pay  the  rent  re- 
served in  said  lease  by  applying  the  same  semi-annually,  as  herein  pro- 
vided, to  the  payment,  taking  up,  and  cancelling  the  coupons  upon  any 
new  issue  of  bonds  that  may  be  substituted,  at  a  rate  of  interest  not  ex- 
ceeding five  per  cent  per  annum,  payable  semi-annually. 

And  the  said  first  party  agrees  for  itself,  its  successors  and  assigns,  that 
it  will  not,  without  first  having  obtained  the  consent  in  writing  of  the 
second  party  thereto,  create  or  authorize  to  be  created  by  mortgage, 
trust  deed,  or  otherwise,  any  lien  or  encumbrance  upon  the  said  demised 
property,  or  any  part  thereof,  during  the  continuance  of  this  lease. 

And  it  is  mutually  agreed  that  in  case  the  party  of  the  second  part 
shall  be  deprived  of  the  possession  of  the  premises  by  legal  proceeding, 
under  the  mortgage  or  otherwise,  this  lease  shall  thereupon  be  in  all  parts 
terminated. 

In  Witness  Whereof,  the  parties  hereunto  have  caused  these  presents  to 
be  subscribed  by  their  respective  presidents,  and  their  corporate  seals  to 
be  hereto  affixed  and  attested  by  their  secretaries,  as  of  the  day  and  year 
first   above  written. 

W.  S.  Woods, 
President,  Quincy,  Alton  and  St.  Louis  Railway  Company. 
[Seal] 

Attest:  Percival  Lowell,  Secretary. 

Eobert  Harris, 
President,  Chicago,  Burlington  and  Quincy  Railroad  Company. 
[Seal] 

Attest:  A.  T.  Hall,  Secretari/. 


946         CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

DEED,  June  1,  1899,  The  Quincy,  Alton  and  St.  Louis  Railway  Company 
to  Chicago,  Burlington  &  Quincy  Railroad  Company. 

This  Indenture,  Made  this  first  day  of  June,  A.  D.  1899,  by  and  between 
The  Quincy,  Alton  and  St.  Louis  Railway  Company,  party  of  the  first 
part,  and  the  Chicago,  Burlington  &  Quincy  Railroad  Company,  party  of 
the  second  part,  both  being  corporations  created,  organized,  and  existing 
under  and  by  virtue  of  the  laws  of  the  State  of  Illinois,  Witnesseth: 
That, 

Whereas,  The  first  party,  being  thereto  duly  authorized  by  law,  is  the 
owner  of  the  following  described  railroad  in  the  State  of  Illinois,  to-wit  : 

Beginning  at  Quincy,  in  Adams  County,  extending  thence  south-easter- 
ly to  East  Louisiana,  a  distance  of  about  forty-one  and  sixty  nine  hun- 
dredths (41.69)  miles;  with  a  branch  from  Fall  Creek  to  East  Hannibal, 
a  distance  of  about   four  and   sixty  seven  hundreths  (4.67)   miles;   and, 

Whereas,  The  railroad  of  the  first  party  connects  with  the  railroads  of  the 
second  party,  and  forms  therewith  a  continuous  and  connected  line  of 
railroad;   and. 

Whereas,  The  second  party  is  now  in  possession  of  and  operating  the  said 
above  described  railroad,  in  connection  with  its  own  railroads,  under  a 
lease    in    perpetuity,   and    has  offered    to    purchase    Ihe    remaining   interests, 

property,  and  franchises  of  the  first  party  in  and  to  said  railroad,  upou 
the  trims  and  conditions  hereinafter  stated,  which  have  been  agreed  to 
by  the  directors  of  both  the  said  companies,  and  approved  by  the  stock- 
holders owning  and  holding  two-thirds  in  amount  of  the  capital  stock  of 
the  parties  of  the  first  and  second  parts,  in  manner  and  form  as  required 
by  law: 

Now,  Therefore,  This  Indent  urt  Witnesseth:  That  the  said  party  of  the 
first  part,  for  and  in  consideration  of  five  dollars  to  it  in  hand  paid,  the 
receipt  of  which  is  hereby  acknowledged,  and  other  good  and  valuable 
considerations,  has  granted,  bargained,  and  sold,  and  by  these  presents 
does  grant,  bargain,  sell  and  convey,  release,  assign,  and  transfer,  to  the 
said  party  of  the  second  part,  all  and  singular  the  said  above  described 
railroad,  and  all  its  right,  title,  and  interest  therein;  together  with  all 
rights  of  way,  road-bed,  bridges,  and  depot  and  other  lands,  or  interest 
therein;  and  all  station  houses  and  other  buildings  and  structures  of 
whatever  kind  belonging  thereto;  together  with  all  the  fixtures  and  ap- 
purtenances  appertaining  to  the  said  railroad,  or  in  any  manner  con- 
nected therewith;  also  all  rights,  privileges,  and  franchises  of  the  said 
party  of  the  first  part,  in  and  to  the  aforesaid  railroad;  together  with 
all  other  present  and  in  future  to  be  acquired  property,  of  every  kind 
ami  description,  belonging  to  the  said  first  party,  except  its  franchise  to 
be  a  corporation. 

To  Have  and  to  Hold,  the  said  railroad  and  lands,  tenements,  rights, 
privileges,  and  franchises,  and  other  property,  above  mentioned  and  con- 
veyed, to  the  said  second   party,  its  successors  and  assigns,  forever. 

And  the  said  party  of  the  second  part  covenants  and  agrees  with  the 
said  party  of  the  first  part  to  equip  the  said  railroad,  or  cause  the  same 


CORPORATE  HISTORY  947 

to  be  equipped,  and  to  maintain  and  operate  the  same  in  such  manner 
as  to  furnish  reasonable  accommodations  to  the  public;  to  pay,  or  cause 
to  be  paid,  all  taxes  and  assessments  that  may  be  lawfully  levied,  charged, 
or  assessed  upon  the  said  railroad  and  property,  or  any  part  thereof; 
and  to  assume  all  contracts,  bonds,  and  other  obligations,  of  whatsoever 
kind,  and  pay  and  discharge  all  debts  and  liabilities,  both  principal  and 
interest,  of  the  said  party  of  the  first  part,  as  they  may  severally  ma- 
ture; and  to  issue  and  deliver  to  the  owners  and  holders  of  the  capital 
stock  of  the  first  party,  one  share  of  its  own  capital  stock  for  every 
fifteen  shares  of  the  capital  stock  of  said  first  party,  upon  the  surrender 
and  transfer  to  it  of  such  shares  of  the  first  party's  stock. 

And  to  the  end  that  the  second  party  may  have,  hold,  use,  exercise, 
and  enjoy  the  railroad  and  property  and  franchises  of  the  first  party, 
hereby  conveyed  and  intended  to  be  conveyed,  and  whether  now  existing 
or  hereafter  acquired,  as  fully  as  might  be  done  by  the  first  party,  if 
this  conveyance  had  not  been  made,  the  first  party  agrees  to  execute  from 
time  to  time  any  additional  assignment,  conveyance,  or  assurance,  and 
to  perforin  any  act,  which  the  counsel  of  the  second  party  may  advise; 
and,  for  the  purpose  aforesaid,  the  first  party  agrees,  if  the  second  party 
shall  so  desire  and  advise,  that  it  will  keep  up  and  maintain  its  corporate 
existence  and  organization. 

In  Witness  Whereof,  the  parties  hereto  have  caused  their  corporate  names 
to  be  hereunto  subscribed  by  their  respective  Presidents,  and  their 
corporate  seals  to  be  attached  and  attested  by  their  respective  Secre- 
taries, all  on  the  day  and  year  first  above  written. 

THE  QUINCY,  ALTON  AND   ST.  LOUIS  EAILWAY  COMPANY, 
[seal]  By  C.  I.  Sturgis,  President. 

Attest : 

H.  W.  Weiss,  Secretary. 
CHICAGO,  BUELINGTON  &  QUINCY  RAILROAD  COMPANY, 
[seal]  By  C.  E.  Perkins, 

President. 
Attest : 

T.  S.  Howland,  Secretary. 


I- 


State  of  Illinois  i 
County  of  Cook 

CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY, 
Be  it  remembered,  that,  on  this  14  day  of  June,  A.  D.  1899,  before 
me,  a  Notary  Public,  in  and  for  said  County  and  State,  personally  ap- 
peared C.  I.  Sturgis,  President  of  The  Quincy,  Alton  and  St.  Louis  Rail- 
way Company,  a  corporation  organized  and  existing  under  the  laws  of 
the  State  of  Illinois,  personally  known  to  me  and  to  be  the  same  person 
whose  name  is  subscribed  to,  and  who  executed,  the  foregoing  instru- 
ment as  such  President,  who,  being  by  me  duly  sworn,  did  say  that  he 
is  President  of  said  The  Quincy,  Alton  and  St.  Louis  Railway  Company; 
that  he  knows  the  corporate  seal  of  said  Company;  that  the  seal  affixed 


948  CHICAGO,  BURLINGTON  &   QUINCY   RAILROAD  COMPANY 

to  the  foregoing  instrument  is  the  corporate  seal  of  said  Company;  that 
it  was  affixed  by  order  of  the  Board  of  Directors  of  said  Company;  that 
said  instrument  was  signed  and  sealed  in  behalf  of  said  Company  by  like 
order  as  Presidenl  of  said  Company;  that  the  said  C.  I.  Sturgis  acknowl- 
edged said  instrument,  and  that  it  was  the  voluntary  act  and  deed  of 
said  Company,  and  that  he,  as  such  President,  signed,  sealed,  and  de- 
livered said  instrument,  as  the  free  ami  voluntary  act  and  deed  of  said 
Company,  and  as  his  own  free  and  voluntary  act  and  deed  as  such  Presi- 
dent, for  the  uses  and  purposes  therein  set  forth. 

In    Witness  Whereof,  I  have   hereunto  set    my   hand   and  official  seal,  this 
14  day  of  .June,  A.  D.  1899. 

[seal]  Herbert  Haase 

Notary  Public  for  said  County  and  State. 


State  of  Iowa 

\  gg 

County  of  Des  Moin 


IBS) 

Be  it  remembered,  that,  on  this  13th  day  of  June,  A.  D.  1899,  before 
me,  a  Notary  Public,  in  and  for  said  County  and  State,  personally  ap- 
peared  C.  E.  Perkins,  President  of  the  Chicago,  Burlington  &  Quincy 
Railroad  Company,  a  corporation  organized  and  existing  under  the  laws 
of  the  State  of  Illinois,  personally  known  to  me  and  to  be  the  same  per- 
son whose  name  is  subscribed  to,  and  who  executed,  the  foregoing  instru- 
ment as  such  President,  who,  being  by  me  duly  sworn,  did  say  that  he  is 
President  of  the  said  Chicago,  Burlington  &  Quincy  Railroad  Company; 
that  he  knows  the  corporate  seal  of  said  Company;  that  the  seal  affixed 
to  the  foregoing  instrument  is  the  corporate  seal  of  said  Company;  that 
it  was  affixed  by  order  of  the  Board  of  Directors  of  said  Company;  that 
said  instrument  was  signed  and  sealed  in  behalf  of  said  Company  by  like 
order  as  President  of  said  Company;  that  the  said  C.  E.  Perkins  ac- 
knowledged said  instrument,  and  that  it  was  the  voluntary  act  and  deed 
of  said  Company,  and  that  he,  as  such  President,  signed,  sealed,  and 
delivered  said  instrument,  as  the  trie  and  voluntary  act  and  deed  of  said 
Company,  and  as  his  own  i'wc  and  voluntary  act  and  deed  as  such  Presi- 
dent,  tor   the  uses  and  purposes  therein   set   forth. 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  official  seal,  this 
13th  day  of  June,  A.  D.  1899. 

[seal]  •  W.   F.    McFarland 

Notary  Public  for  said  County  and  State. 

Becorded  in  Illinois; 

Adams  County,  June  23,  1899  Book  161,  Page  548. 

Pike    County,   June    23,    1899,   Book    139,    Page    35. 

TRUST  MORTGAGE,  February  1,  1876,  The  Quincy,  Alton  and  St.  Louis 
Bailway  Company  to  The  Farmers  Loan  and   Trust  Company,  Trustees. 

****** 

This  mortgage  covers  the  Quincy,  Alton  and  St.  Louis  Railway  (subject 
to  prior  mortgage),  and  secures  an  issue  of  bonds  amounting  to  $840,000. 
These  bonds  are  dated  Feb.  1,  1876,  have  twenty  years  to  run,  bear  interest 


CORPORATE  HISTORY  949 

at  the  rate  of  five  per  cent,  payable  semi-annually,  and  mature  Feb.  1,  1896. 

This  Indenture,  made  this  first  (1st)  day  of  February,  in  the  year  of  our 
Lord  one  thousand  eight  hundred  and  seventy-six  (1876),  between  the  Quin- 
cv,  Alton  and  St.  Louis  Eailway  Company,  a  corporation  duly  organized 
under  and  in  accordance  with  the  laws  of  the  State  of  Illinois,  party  of  the 
first  part,  and  the  Farmers'  Loan  and  Trust  Company  of  the  City  of  New 
York,  in  the  State  of  New  York,  a  corporation  duly  organized  under  and  in 
accordance  with  the  laws  of  the  said  State  of  New  York,  trustee  herein  and 
party  of  the  second  part,  witnesseth: — 

That  ichcreas,  the  said  the  Quincy,  Alton  and  St.  Louis  Eailway  Company, 
pursuant  to  the  terms  of  the  statutes  and  acts  of  the  Legislature  of  the  said 
State  of  Illinois  creating  it,  and  of  the  organization  of  said  company  under 
and  in  accordance  therewith,  built  and  constructed  a  railway,  and  is  pos- 
sessed of  said  railway,  extending  from  Quincy,  Illinois,  to  a  point  on  the  east 
bank  of  the  Mississippi  River,  opposite  the  City  of  Louisiana,  in  the  State  of 
Missouri,  a  distance  of  about  forty-one  (41)  miles,  including  its  branch 
running  from  its  main  line  to  the  railroad  bridge  across  the  Mississippi  River 
at  the  City  of  Hannibal,  in  the  State  of  Missouri,  a  distance  of  about  four 
and  one  half  (4%)  miles,  together  with  its  side  tracks,  franchises,  property, 
rights,  and  privileges  connected  therewith. 

And  whereas,  said  road  is  subject  to  a  mortgage  purporting  to  secure  two 
million  five  hundred  thousand  dollars,  the  interest  on  which  at  the  rate  of 
seven  per  cent  per  annum  in  gold  is  payable  semi-annually, — under  which 
mortgage,  however,  only  one  million  of  dollars  in  bonds  have  ever  been 
issued,  and  are  now  outstanding,  which  bonds  said  railway  company  has  de- 
termined to  take   up   and   cancel. 

And  whereas,  the  said  the  Quincy,  Alton  and  St.  Louis  Railway  Company 
is  desirous  of  borrowing  money  to  an  amount  not  exceeding  eight  hundred 
and  forty  thousand  ($840,000)  dollars;  that  being  at  the  rate  of  about 
eighteen  thousand  five  hundred  ($18,500)  dollars  per  mile  on  the  length  of 
the  road  and  its  branch,  for  the  purpose  of  paying  off  and  cancelling  its  now 
existing  and  outstanding  bonded  indebtedness,  so  as  to  place  said  road  and 
its  branch  free  of  any  debt,  lien,  or  incumbrance,  save  the  one  hereby  cre- 
ated; and  has  resolved  to  execute  the  bonds  of  said  railway  company  there- 
for, to  wit:  eight  hundred  and  forty  (840)  bonds,  in  sums  of  one  thousand 
($1,000)  dollars  each,  bearing  date  on  the  first  day  of  February,  A.  D.  one 
thousand  eight  hundred  and  seventy-six  (1876),  having  twenty  (20)  years 
to  run  to  maturity,  bearing  interest  at  the  rate  of  five  (5)  per  cent  per 
annum  free  of  government  tax,  and  payable  semi-annually,  on  the  first  days 
of  August  and  February  in  each  year,  at  the  office  of  the  Farmers'  Loan 
and  Trust  Company  in  the  city  of  New  York,  where  both  principal  and  in- 
terest are  made  payable  in  the  lawful  money  of  the  United  States,  or  at  such 
other  place  in  said  city  as  the  said  railway  company  may  designate  for  that 
purpose:  all  of  which  said  bonds  are  to  bear  the  same  date,  and  are  to  stand 
equally  secured  by  this  deed  of  trust,  and  are  to  be  numbered  consecutively 
from  number  one  (1)  to  the  highest  number  which  may  be  issued,  inclusive; 
each  of  which  said  bonds  is  to  be  authenticated  by  a  certificate  signed  by  the 
trustee  named  in  this  deed  of  trust. 


950         CHICAGO,  BURLINGTON  &   QUINCY   RAIIJiOAD  COMPANY 

Noiv,  Therefore,  This  Indenture  Witnesscth :  That  the  said  the  Quincy, 
Alton  and  St.  Louis  Eailway  Company,  in  order  to  secure  the  payment  of  its 
s.-i ill  bonds  last  aforesaid,  and  the  interest  thereon,  and  in  consideration  of 
the  sum  of  five  (5)  dollars  to  it  in  hand  paid  by  the  said  party  of  the  second 
part,  at  the  ensealing  and  delivery  of  these  presents,  the  receipt  of  which  is 
hereby  acknowledged,  has  granted,  bargained,  sold,  transferred,  and  con- 
veyed, and  by  these  presents  doth  grant,  bargain,  sell,  transfer,  and  convey 
to  the  said  party  of  the  second  part,  its  successors  in  said  trust  and  assigns, 
all  the  following  and  all  the  above  described  property,  to  wit:  all  the  present 
and  in  future  to  be  acquired  property  of  the  said  railway  company  in  and 
relating  to  the  said  railway,  and  all  the  right,  title,  interest,  and  equity  of 
redemption  therein,  that  is  to  say:  all  the  railway  of  said  party  of  the  first 
pari  now  made  and  constructed,  extending  from  Quincy  to  the  east  hank  of 
the  Mississippi  River,  opposite  Louisiana,  Missouri,  including  its  branch 
from  main  line  to  Hannibal,  Missouri,  aforesaid,  including  the  right  of  way 
therefor,  road  bed,  superstructure,  iron,  ties,  chairs,  splices,  bolts,  nuts, 
spikes,  and  all  the  lands  and  depot  grounds,  station  houses,  depots,  viaducts, 
bridges,  timber,  and  materials,  and  property  purchased  or  to  be  purchased 
for  said  railway,  and  all  the  engines,  tenders,  cars,  and  machinery,  and  all 
kinds  of  rolling  stock  now  owned  or  to  be  hereafter  purchased  by  said  party 
of  the  first  part,  and  for  and  to  be  used  upon  said  railway;  all  the  revenues 
and  income  of  said  railway,  and  all  the  franchises  and  rights  of  said  party 
of  the  first  part  relating  thereto,  and  property  acquired  by  virtue  thereof, 
now  in  possession  or  hereafter  to  be  acquired,  including  machine  shops,  tools, 
implements,  and  personal  property  used  therein,  or  along  the  line  of  said 
railway. 

To  hint  and  to  h<>hl  the  said  railway  and  property,  and  all  and  singular 
the  said  premises  and  every  part  thereof,  with  the  appurtenances,  unto  the 
said  party  id'  the  second  part,  its  successors  in  said  trust  and  assigns;  but 
for  the  following  purposes  ami  upon  the  following  express  trust,  that  is  to 
sav:  — 

In  case  the  said  the  Quincy,  Alton  and  St.  Louis  Railway  Company  shall 
fail  to  pay  the  principal  or  any  part  thereof,  or  any  of  the  interest  on  any 
of  the  bonds  secured  or  intended  to  be  secured  hereby,  at  any  time  when  and 
where  the  same  may  become  due  and  payable  according  to  the  tenor  thereof, 
ami  for  sixty  (60)  days  thereafter,  then  and  in  such  case  all  of  said  bonds, 
both  principal  and  interest,  shall  thereupon,  at  the  option  of  the  holders 
thereof,  become  due  and  payable;  and  at  the  request  of  the  holders  of  one 
tenth  of  said  bonds,  the  said  party  of  the  second  part,  its  successors  in  said 
trust  or  assigns,  may  enter  into  and  take  possession  of  all  and  singular  the 
railway  premises  and  property  hereby  conveyed,  ami  as  the  attorneys  in  fact 
or  agents  of  said  first  party,  by  itself  or  its  agents  duly  constituted,  have, 
use,  and  employ  the  same,  making,  from  time  to  time,  all  needful  repairs, 
alterations,  and  additions  thereto,  and  after  deducting  the  expenses  of  such 
use,  repairs,  alterations,  and  additions,  apply  the  proceeds  of  said  premises 
to  the  payment  of  the  principal  and  interest  of  all  of  such  bonds  remaining 
unpaid;  or  the  said  party  of  the  second  part,  its  successors  in  said  trust  or 
assigns,  at  their  discretion  may,  and  on  the  written  request  of  the  holders  of 


CORPORATE  HISTORY  951 

one  tenth  of  said  bonds  then  unpaid,  shall  cause  the  said  premises,  or  so 
much  thereof  as  shall  be  necessary  to  discharge  the  principal  and  interest 
of  all  of  said  bonds  as  may  be  unpaid,  together  with  the  expense  of  sale,  to 
be  sold  at  public  auction  at  the  city  of  Quincy,  in  the  said  State  of  Illinois, 
after  giving  thirty  days '  notice  of  the  time  and  place  and  terms  of  such  sale 
by  publishing  the  same  in  one  of  the  principal  newspapers  for  the  time  being 
published  in  each  of  the  cities  of  Quincy,  New  York,  and  Boston,  and  upon 
such  sale  to  execute  to  the  purchaser  or  purchasers  thereof  a  good  and  suffi- 
cient deed  or  deeds  of  conveyance,  in  fee  simple,  for  the  same,  which  shall 
be  a  bar  against  the  said  the  Quincy,  Alton  and  St.  Louis  Eailway  Company, 
party  of  the  first  part,  its  successors  and  assigns,  and  all  persons  claiming 
under  it  or  them,  of  all  right,  interest,  or  claim  in  or  to  the  said  premises  or 
any  part  thereof.  And  the  said  trustee  shall,  after  deducting  from  the  pro- 
ceeds of  said  sale  the  cost  and  expense  thereof,  and  of  managing  the  said 
property,  and  enough  to  indemnify  and  save  it  harmless  from  and  against 
all  liabilities  arising  from  this  trust,  apply  so  much  of  the  proceeds  of  said 
property  as  may  be  necessary  to  the  payment  of  the  principal  and  interest 
of  said  bonds  remaining  unpaid,  whether  the  same  may  be  then  due  and  pay- 
able or  otherwise,  and  shall  restore  the  residue  thereof  to  the  said  party  of 
the  first  part,  its  successors  and  assigns:  it  being  expressly  understood  and 
agreed  that  in  no  case  shall  any  claim  be  made  or  advantage  taken  of  valua- 
tion, appraisement,  redemption,  or  extension  laws,  by  said  party  of  the  first 
part,  its  successors  or  assigns,  nor  any  injunction  or  stay  of  proceedings  be 
had,  or  any  process  be  obtained  or  applied  for  by  it  or  them  to  prevent  such 
entry,  sale,  and  conveyance  as  aforesaid. 

It  is  also  hereby  agreed  and  understood  that  it  shall  be  lawful  for  the 
said  railway  company,  party  of  the  first  part,  or  its  assigns,  to  dispose  of 
the  current  net  revenues  of  said  road  hereby  conveyed  as  it  or  they  shall 
elect,  until  default  shall  be  made  in  the  payment  of  the  principal  or  interest 
of  said  bonds,  or  of  some  one  or  more  of  them. 

And  the  said  party  of  the  first  part,  for  itself  and  its  successors,  hereby 
covenants  and  agrees  to  execute  and  deliver  any  further  reasonable  and 
necessary  conveyance  of  the  said  premises,  or  any  part  thereof,  to  the  said 
party  of  the  second  part,  its  successors  in  said  trust  and  assigns,  which  coun- 
sel may  advise,  for  the  more  fully  conveying  the  said  premises,  and  carrying 
into  effect  the  object  and  purposes  of  these  presents,  and  of  making  them 
embrace  the  property  and  effects  so  conveyed  or  intended  to  be  conveyed. 

It  is  hereby  mutually  agreed  that  upon  the  payment  of  the  principal  and 
interest  of  said  bonds,  the  estate  hereby  granted  to  the  said  party  of  the 
second  part  shall  be  void,  and  the  right  to  the  premises  and  property  hereby 
conveyed  shall  revert  to  and  revest  in  said  party  of  the  first  part,  its  succes- 
sors and  assigns,  without  any  acknowledgment  of  satisfaction,  reconveyance, 
re-entry,  or  other  act. 

And  it  is  also  hereby  mutually  agreed  that  the  said  party  of  the  second 
part,  its  successors  in  said  trust  and  assigns,  shall  only  be  accountable  for 
reasonable  diligence  in  the  management  thereof,  and  shall  not  be  responsible 
for  the  acts  of  any  agent  employed  by  it,  when  such  agent  shall  have  been 
employed  with  reasonable  discretion,  and  that  the  said  party  of  the  second 


952         CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

part,  and  its  successors  in  said  trust  and  assigns,  shall  be  entitled  to  reasona- 
ble compensation  for  their  labor  and  services  in  the  management  of  said 
trust. 

It  is  further  agreed  and  understood  that  in  case  of  the  incapacity  or  resig- 
nation of  the  said  trustee  to  act  in  the  matter  of  said  trust,  all  its  right, 
estate,  interest,  power,  and  control  in  the  premises  shall  be  divested,  cease, 
and  determine,  and  the  said  railway  company  and  the  holders  of  a  majority 
of  the  bonds  hereby  secured  may  mutually  agree  upon  a  new  trustee  to  sup- 
ply the  said  vacancy;  or  failing  so  to  agree,  the  said  party  of  the  first  pari 
or  its  successors  may,  or  in  case  of  its  failure  to  take  proceedings  therefor 
for  thirty  (30)  days,  the  holders  of  a  majority  of  said  bonds  last  aforesaid 
may  apply  to  any  eourt  in  the  said  State  of  Illinois  having  jurisdiction  of 
the  premises  to  appoint  a  new  trustee  to  supply  said  vacancy:  and  such  new 
trustee,  appointed  in  the  manner  aforesaid,  shall  become  vested  for  the  pur- 
poses aforesaid  with  all  the  rights  and  interests  requisite  to  enable  him  to 
execute  the  purposes  of  this  trust,  without  any  further  assurance  or  convey- 
ance of  tin'  same.  But  should  it  be  desirable  or  necessary,  the  said  parties 
hereto  shall  all  execute  and  deliver  such  releases  and  conveyances  as  counsel 
shall  advise;  it  being  further  expressly  understood  that  the  trustee  thus  ap 
pointed   shall   lie  fully  empowered  to  execute  all   the  purposes  of  this  trust. 

It  is  also  expressly  understood  and  agreed  no  bond  shall  be  deemed  to  be 
ired  b}  or  issued  under  this  mortgage  unless  the  same  is  countersigned  by 
the  trustee  herein  named,  or  its  successors  in  said  trust:  and  that  the  pro 
ds  of  the  above  mention)  d  bonds'  of  said  first  party,  or  so  much  thereof  as 
may  be  aecessarj  for  that  purpose,  shall  he  applied  to  the  payment  of  the 
present  outstanding  bonds  of  said  railway  company  as  aforesaid,  and  for  no 
other  purpose  whatsoever. 

And  the  said  party  of  the  second  part  hereby  accepts  the  trust  created  by 
these  presents. 

In  Witness  Whereof,  the  parties  hereto  have  caused  their  corporate  names 
to  be  hereunto  subscribed  by  their  respective  presidents,  and  their  corporate 
seals  to  be  hereto  affixed  and  attested  by  their  respective  secretaries,  all  on 
the  day  and  year  firs!  above  written. 

The  Quincy  Alton  &  St.  Louis  Railway  Company, 


[seal] 

By  Wm.  S.  Woods, 

Attest : 

Prcsiih  nt. 

Perceval  Lowell, 

Secretary. 

The  Farmers  Loan  &  Trust  Co., 

\  seal] 

By  R.  G.  Rolston, 

Attest: 

Prest. 

Geo.  P.  Fitch, 

Secr'ty. 

State  of  Illinois, 
County  of  Adams 


s 

Be  it  remembered  that  on  this  22nd  day  of  February,  A.  D.  1876  before 
me,  a  Notary  Public  residing  in  the  City  of  Quincy,  County  of  Adams  and 


CORPORATE  HISTORY 


!).-,:; 


State  of  Illinois  duly  commissioned  by  the  Governor  of  the  Slate  of  Illinois, 
to  take  acknowledgements  and  proofs  of  deeds  and  other  instruments  in 
writing,  under  seal,  to  be  used  or  recorded  in  said  State  of  Illinois,  per- 
sonally .nine  William  S.  Woods  President  of  "The  Quincy,  Alton  and  St. 
Louis  Railway  Company,"  who  is  known  to  me  to  be  the  person  whose  name 
is  signed  to  the  foregoing  deed  of  conveyance,  who,  being  by  me  duly  sworn, 
deposes  and  says :  That  he  resides  in  Carlisle  in  the  County  of  Cumberland 
and  State  of  Pennsylvania;  that  he  is  President  of  "The  Quincy,  Alton  and 
St.  Louis  Railway  Company";  that  he  knows  the  Corporate  Seal  of  said 
Company;  that  the  seal  affixed  to  the  foregoing  conveyance  is  the  Corporate 
Seal  of  said  Company;  that  it  was  affixed  by  order  of  said  Company,  and 
that  he  signed  his  name  to  said  conveyance  by  like  order,  as  President  of 
said  Company,  and  acknowledged  that  he  executed  and  delivered  the  said 
deed  as  his  free  and  voluntary  act,  for  the  uses  and  purposes  therein  set 
forth,  and  that  the  said  Company  also  executed  said  conveyance  as  its  free 
and  voluntary  act,  for  the  uses  and  purposes  therein  set  forth. 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  official  seal  this 
22nd  day  of  February  A.  D.  1876. 

[seal]  J.  W.  Emery, 

Notary  Public. 

EECOEDED  IN  ILLINOIS 
County  Date  Book  Page 

Adams  February  22,  1876  13 

Pike  March     3,  1876  24 

RELEASE,  October  5,  1896,  Farmers'  Loan  and  Trust  Company  to  The 
Quincy,  Alton  and  St.  Louis  Railway  Company. 

****** 

This  Indenture,  made  the  fifth  day  of  October  in  the  year  of  our  Lord  one 
thousand  eight  hundred  and  ninety-six,  between  the  Farmers'  Loan  and 
Trust  Company,  a  corporation  duly  organized  and  existing  under  and  by 
virtue  of  the  laws  of  the  State  of  New  York,  party  of  the  first  part,  and 
The  Quincy,  Alton  &  St.  Louis  Railway  Company,  a  corporation  duly  or- 
ganized and  existing  under  and  by  virtue  of  the  laws  of  the  State  of  Illi- 
nois, party  of  the  second  part, 

Witnesseth:  Whereas,  the  said  party  of  the  second  part  for  the  purpose  of 
securing  the  payment  of  a  series  of  bonds  to  an  amount  in  the  aggregate  of 
eight  hundred  and  forty  thousand  dollars,  did  make,  execute  and  deliver  to 
the  said  party  of  the  first  part  a  certain  indenture  of  mortgage  or  deed  of 
trust,  dated  the  first  day  of  February,  Anno  Domini  one  thousand  eight  hun- 
dred and  seventy-six,  and  recorded  in  the  Office  of  the  Clerk  and  ex  officio 
Recorder  of  Adams  County,  State  of  Illinois,  in  Volume  13  of  Mortgages  on 
February  22,  1876,  and  in  the  Office  of  the  Clerk  and  ex  officio  Recorder  of 
Pike  County,  Illinois,  in  Volume  24  of  Mortgages,  on  March  3rd,  1876. 

And  Whereas,  all  the  bonds  issued  under  and  entitled  to  the  security  of 
said  mortgage  have  been  paid  and  cancelled, 


954         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

Notv  Therefore,  the  said  party  of  the  first  part  doth  hereby  certify  that 
the  said  mortgage  or  deed  of  trust,  and  the  bonds  secured  by  the  same,  are 
satisfied,  and  doth  hereby  consent  that  the  said  mortgage  or  deed  of  trust  be 
discharged  of  record. 

And  the  said  party  of  the  first  part  in  consideration  of  the  sum  of  one 
dollar  to  it  in  hand  paid  by  the  said  party  of  the  second  part,  hath  re- 
mised, released  and  quit-claimed,  and  by  these  presents  doth  remise,  release 
and  quit-claim  unto  the  said  party  of  the  second  part,  and  to  its  successors 
and  assigns  forever,  all  the  property  and  premises,  real  and  personal,  of 
every  sort  and  description  in  the  said  mortgage  or  deed  of  trust  mentioned 
and  described  (reference  being  made  to  the  said  mortgage  or  deed  of  trust 
for  fuller  description),  together  with  all  the  appurtenances  thereof,  and  all 
the  estate,  right,  title  and  interest,  property,  possession,  claim  and  demand, 
as  well  ;it  law  as  in  equity  of  the  said  party  of  the  first  part,  of,  in,  and  to 
the  said  property  and  premises,  and  every  part  and  parcel  thereof,  with  the 
appurtenances,  to  have  and  to  hold  the  same  unto  the  said  party  of  the  sec- 
ond part,  its  successors  and  assigns  forever,  free  and  discharged  from  any 
lien,  claim  or  interest  whatsoever  of  the  said  party  of  the  first  part  in  the 
same,  or  in  any  pari  thereof'  under  and  by  virtue  of  said  mortgage  or  deed 
of  trust. 

In  Witness  Whereof,  the  said  party  of  the  first  part  hath  caused  its 
corporate  seal  to  be  hereunto  affixed,  and  these  presents  to  be  signed  by 
its  President,  and  duly  attested,  the  day  and  year  first  above  written. 

The  Farmers'  Loan  and  Trust  Company, 
[seal]  By  B.  G.  Eolston, 

A 1 1  est :  President. 

E.  S.  Marston, 

Secretary. 

State  ok  Xi:\v  York,  ) 

r  SS 

City  and  County  ok  New  York.  ) 

I,  William  B.  Cardozo,  a  notary  public  of  the  State  of  New  York,  duly 
appointed  and  residing  in  the  City  and  County  of  New  York,  do  hereby 
certify  that  on  this  day  at  said  City  of  New  York  before  me  personally 
appeared  Rosewell  <;.  Bolston,  personally  known  to  me  to  be  the  individual 
who  subscribed  the  foregoing  instrument  for  and  in  behalf  of  The  Farmers ' 
Loan  and  Trust  Company,  who,  being  by  me  duly  sworn,  did  depose  and 
say  that  he  resides  at  Babylon,  Suffolk  County,  New  York,  and  is  the 
President  of  the  Farmers'  Loan  and  Trust  Company,  the  corporation 
mentioned  and  described  in  the  foregoing  instrument;  that  he  knew  the 
corporate  seal  of  said  Company,  and  the  seal  affixed  to  the  foregoing  instru- 
ment is  such  corporate  seal,  and  was  affixed  by  authority  of  the  Board  of 
Directors  of  said  Company;  and  that  he  signed  his  name  to  said  instrument 
by  like  authority  as  President  of  said  Corporation;  and  the  said  Eosewell 
G.  Eolston  acknowledged  said  instrument  to  be  the  act  and  deed  of  said 
corporation,  and  that  the  same  was  executed  by  said  corporation  freely 
and  voluntarily  for  the  purposes  therein  mentioned. 


CORPORATE  HISTORY 


955 


And  I   further   certify  that   the   foregoing  instrument   is   executed    and 
acknowledged  according  to  the  laws  of  the  State  of  New  York. 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  official  seal,  in 
the  City  and  County  of  New  York  aforesaid,  this  fifth  day  of  October,  one 
thousand  eight  hundred  and  ninety-six. 
[seal]  W.  B.  Cardozo, 

Notary  Public, 
New  York  County. 


County 
Adams 
Pike 


RECORDED  IN  ILLINOIS 

Date 

Boole 

Page 

October  13,  1896 

158 

32 

October  13,  1896 

123 

525 

THE  CHICAGO  AND  IOWA 
RAILROAD  COMPANY 

The  Ogle  and  Carroll  County  Railroad  Company. 

The  Chicago,  Rockford  and  Northern  Railroad  Company. 

The  Chicago  and  Iowa  Railroad  Company. 

This  Company  was  incorporated  under  a  Special  Act  of  the 
Illinois  Legislature,  in  force  March  30,  1869.  By  this  Act  the 
Company  was  authorized  to  construct  a  railroad  "from  the  City 
of  Chicago,  Cook  County,  Illinois,  over  the  most  eligible  route, 
to  a  crossing  of  Rock  River  at  or  near  the  town  of  Oregon,  in 
the  County  of  Ogle,  in  said  state;  from  thence  over  the  most 
eligible  route,  t  trough  the  Counties  of  ( >gle  and  ( Jarroll,  in  said 
state,  to  the  Mississippi  River,  at  Savanna,  in  said  Carroll 
County;  and  from  thence  up.  along  or  near  said  river,  to  the 
City  of  Galena." 

By  Section  9  the  company  was  authorized  "to  unite,  connect 
or  consolidate  its  railroad,  or  any  part  thereof,  with  any  other 
railroad  constructed,  or  which  may  hereafter  be  constructed, 
in  this  state,  or  in  the  State  of  Iowa,  upon  such  terms  as  may 
be  agreed  upon  by  and  between  the  several  companies." 

Prior  to  the  date  of  the  incorporatiou  of  this  company,  the 
Illinois  Legislature,  in  1857,  had  granted  a  Charter  to  a  com- 
pany under  the  name  of  "The  Ogle  and  Carroll  County  Rail- 
road Company,"'  authorizing  the  construction  of  a  railroad 
along  the  same  route  as  specified  for  this  company,  but  although 
organized  in  I860,  that  company  took  no  steps  to  build  its  road 
until  1869,  when  it  secured  the  financial  backing  of  the  Chi- 
cago and  Iowa  Company,  with  the  result  that  its  road  was 
completed  from  Rochelle  to  Oregon  (16.24  miles)  in  1871. 
Meantime  the  Chicago  and  Iowa  was  constructing  its  road 
from  Aurora,  westerly  to  connect  with  the  Ogle  and  Carroll 
County  road  at  Rochelle  and  of  date  June  1,  1870,  Articles  of 
Consolidation  between  the  two  companies  were  adopted  where- 
by the  Ogle  and  Carroll  County  company  was  merged  into 
the  Chicago  and  Iowa  Company,  whose  line  was  completed  to 
Rochelle  from  Aurora  (44.24  miles)  in  January,  1871,  and  there- 
after it  was  operated  as  a  part  of  the  Chicago  and  Iowa  Rail- 
road. 

956 


CORPORATE  HISTORY  957 

At  the  same  time  this  company  was  carrying  on  the  extension 
of  its  own  line  from  Oregon  westerly  to  Forreston,  (17.96  miles) 
which  was  commenced  in  1869  and  completed  in  January,  1872. 

Soon  afterwards  (1874)  this  company  promoted  the  organi- 
zation of  The  Chicago,  Rockford  and  Northern  Railroad  Com- 
pany for  a  road  from  Flag  Center  northerly  to  Rockford,  (23.50 
miles)  which  was  completed  to  Rockford  in  July,  1875. 

Of  date  July  1,  1875,  this  company  took  a  lease  of  said 
Rockford  branch,  so  that  after  said  date  these  three  properties, 
(101.94  miles)  were  operated  and  known  as  the  Chicago  and 
Iowa  Railroad,  connecting  at  South  Aurora  with  the  Chicago, 
Burlington  &  Quincy. 

Meanwhile,  beginning  in  April,  1870,  the  Chicago  and  Iowa 
Company  entered  into  various  contracts  with  the  Chicago,  Bur- 
lington &  Quincy  Company  for  carrying  its  business  into  Chi- 
cago, and  for  divisions  of  joint  revenue,  etc.,  and  providing 
that  the  Burlington  Company  should  devote  its  earnings  from 
the  joint  business  to  creating  a  Sinking  Fund  for  the  purchase 
of  the  mortgage  bonds  of  the  Chicago  and  Iowa  Company, 
which  had  executed  first  and  second  mortgages  upon  its  road. 

The  Chicago  and  Iowa  Companj^  defaulted  in  the  payment 
of  interest  upon  its  mortgage  bonds,  and  suit  was  brought  in 
July,  1877,  in  the  United  States  Circuit  Court  at  Chicago,  and 
decree  entered  of  date  December  4,  1877,  foreclosing  the  mort- 
gages and  ordering  the  road  to  be  sold.  Of  date  August  1st, 
1877,  W.  H.  Holcomb  was  appointed  Receiver  in  said  proceed- 
ings, and  took  possession  of  the  road  from  Aurora  to  Forreston 
and  operated  it  until  July  1,  1882,  when  possession  was  restored 
to  this  company. 

In  1875,  the  Chicago,  Rockford  and  Northern  mortgaged  its 
road  to  secure  an  issue  of  bonds,  and  in  1877  defaulted  in  the 
payment  of  interest,  and  suit  to  foreclose  was  brought  in  the 
Circuit  Court  of  Lee  County,  Illinois.  Otis  R.  Glover  was  ap- 
pointed Receiver,  and  his  receivership  continued  until  March 
29,  1881. 

In  August,  1877,  Glover  as  Receiver  of  the  Rockford  branch 
made  a  contract  with  Holcomb,  Receiver,  in  the  form  of  a  Lease 
dated  January  5,  1878,  under  which  Holcomb  operated  both 
roads  until  March  29,  1881,  after,  which  possession  was  resumed 


958         CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

by  the  Chicago  and  Iowa  under  the  Lease  of  July  1,  1875,  and 
continued  until  January  1,  1892. 

Meantime,  the  Chicago,  Burlington  &  Quincy  Company  had 
acquired  control  of  all  said  properties  with  the  following  re- 
sults : 

First:  Of  date  January  1,  1892,  the  Rockford  branch  was 
deeded  in  fee  simple  to  The  Chicago  and  Iowa  Railroad  Com- 
pany. 

Second:  Of  date  January  1,  1892,  the  Chicago  and  Iowa 
road  was  Leased  to  the  Chicago,  Burlington  &  Quincy  for  an 
indefinite  term,  and  on  .March  l(i,  1899,  this  Lease  was  amended 
to  read  that  it  should  continue  in  perpetuity. 

Third:  Of  date  June  1,  1899,  the  entire  Chicago  and  Iowa 
road  was  conveyed  to  the  Chicago,  Burlington  &  Quincy  Rail- 
road Company  by  d(>n\  in  fee  simple. 

ACT   OF  LEGISLATURE 
Approved   March  30,  1869. 

AN"  ACT  to   incorporate  the  Chicago  and    [owa    Railroad  Company 

Section  i.    Be  it  enacted  by  tin-  People  of  tin    Stat<   of  Illinois,  repre- 
sented  in    tl"    General   Assembly,  That    nil   such    persons  :is   may   become 
holders,  le  to  the  provisions  of  this  act,  in  tin'  corporation  here- 

by created,  shall  be  a  bodj  politic  and  corporate,  by  the  name  and  style 
c.t'  "Th  i  and   [owa   Railroad  Company,"  and  by  thai   name,  shall 

have  perpetual  succession,  may  sue  and  be  sued,  complain  and  defend,  in 
any  court  of  law  or  equity;  may  make  Laws,  rules  and  regulations  for  the 
management  of  property,  the  regulation  of  its  own  affairs,  and  for  the 
transfer  of  .  not  inconsistent  with  the  existing  laws  and  constitu- 

tion of  the  State,  and  ma}  appoinl  such  subordinate  agents,  officers  .'11111 
servants  :^  the  business  of  said  company  may  require,  prescribe  their 
duties,  and  require  bonds  tor  the  faithful  performance  of  their  trusts. 

vn  2.  That  said  company  are  hereby  authorized  and  empowered  to  locate, 
construct  aiel  complete,  maintain  ami  operate  a  railroad,  with  such  append 
ages  as  may  he  deemed  necessary  by  the  directors,  from  the  city  of  Chi- 
cago, Cook  county,  Illinois,  over  the  most  eligible  route,  to  a  crossing  of 
Rock  river,  at  or  near  the  town  of  Oregon,  in  the  county  of  Ogle,  in  said 
state;  from  theme,  over  the  most  eligible  route,  through  the  counties  of 
Ogle  ami  Carroll,  in  said  State,  to  the  Mississippi  river,  at  Savanna,  in  said 
Carroll  county;  and  from  thence  up,  along  or  near  said  river,  to  the  city  of 
Galena;  and  from  thence,  to  the  northern  boundary  line  of  the  State  of 
Illinois. 

§  3.  That  said  company  are  hereby  authorized  ami  empowered  to  operate 
lie-  said  railroad,  and  to  regulate  the  time  and  manner  in  which  passengers, 
merchandise  and  effects  shall  be  transported  on  the  same,  and  the  manner 


CORPORATE  HISTORY  959 

in  which  said  railroad  shall  be  used,  and  to  regulate  a  tariff  of  fare  and 
freights,  and  to  erect  all  necessary  depots,  stations,  shops  and  other  build- 
ings and  machinery,  for  the  accommodation,  management  and  operation  of 
said   railroad. 

§  4.  That  the  capital  stock  of  said  company  shall  be  one  million  dollars 
($1,000,000),  which  shall  be  divided  into  shares  of  one  hundred  ($100)  each, 
and  may  be  increased  by  the  board  of  directors  to  any  sum  not  exceeding 
five  millions,  if  necessary  to  complete  the  work  herein  authorized. 

§  5.  That  H.  S.  Townsend,  J.  W.  White,  N.  Halderman,  John  M.  Adair, 
Frederick  P.  Petrie,  L.  H.  Bowen,  Jas.  V.  Gale,  David  B.  Stiles,  Jonas  S. 
Meckling,  P.  B.  Shumway,  and  Francis  E.  Hinkley,  be  and  they  are  hereby 
appointed  commissioners  for  the  purpose  of  procuring  subscription  to  the 
capital  stock  of  said  company,  giving  notice  of  the  time  and  place  where 
books  will  be  opened  for  subscription  to  the  capital  stock  of  said  company ; 
and  said  commissioners,  by  themselves  personally,  or  by  such  agents  as  they 
may  appoint,  may  continue  to  procure  subscription  to  the  stock  of  said 
company  until  the  stock  so  subscribed  shall  amount  to  the  sum  of  one 
hundred  thousand  dollars;  and  when  said  amount  of  stock  shall  have  been 
taken,  the  said  commissioners,  or  a  majority  of  them,  shall  give  twenty  days 
notice  in  some  public  print  along  the  line  of  said  road,  and  also  give  writ- 
ten notice  to  each  subscriber,  of  a  meeting  for  an  election  of  a  board  of 
directors  for  the  management  of  the  business  of  said  company.  Said  meet- 
ing shall  organize  by  the  appointment  of  a  chairman,  and  designate  two  of 
said  commissioners  who  shall  act  as  inspectors  of  said  election.  The  stock- 
holders present  shall  then  proceed  to  ballot  for  directors,  casting  one  vote 
for  each  share  of  stock  held  by  him ;  and  said  inspectors  shall  certify  to 
the  election,  under  their  hands,  which  certificate  shall  be  recorded  in  the 
record  book  of  said  company,  and  shall  be  sufficient  evidence  of  the  election 
of  the  directors  therein  named.  The  directors  thus  elected  shall  hold  their 
office  for  one  year  or  until  their  successors  are  elected  and  qualified.  Any 
vacancy  in  said  board  shall  be  filled  by  the  same  at  any  regular  meeting 
thereof.  In  case  it  shall  at  any  time  happen  that  an  election  shall  not  be 
made  at  the  time  when  in  pursuance  of  this  act  it  ought  to  be  made,  the 
said  corporation  shall  not  for  that  cause  be  deemed  dissolved,  but  such 
election  shall  be  held  at  any  other  time  directed  by  the  by-laws  of  said 
corporation. 

§  6.  Said  company  are  [is]  authorized,  by  their  engineers  and  agents, 
to  enter  upon  any  lands,  for  the  purpose  of  making  necessary  surveys  and 
examination  for  a  route  for  said  road,  and  to  enter  upon  and  take  any  and 
all  lands  necessary  for  the  construction  of  said  railroad;  and  in  case  the 
said  company  shall  not  be  able  to  obtain  the  title  to  lands  through  which  the 
said  road  shall  be  located,  by  purchase  or  voluntary  cession,  they  are  author- 
ized to  proceed  to  ascertain  the  damages  sustained  by  such  owner  or  owuers; 
and  said  company  shall  be  entitled  to  all  the  benefits  and  provisions  of  any 
act  now  in  force  or  which  may  hereafter  be  enacted  in  regard  to  right  of 
way  in  this  State;  and  the  right  of  way  so  obtained,  and  any  other  real 
estate  purchased   for   the  road  by   said  company,  which  shall  become   the 


960         CHICAGO.   BIRLIXGTOX   &   QUIXCY   RAILROAD   COMPANY 

property  of  said  company,  either  by  agreement  or  process  of  law,  shall  vest 
absolutely,  in  fee  simple,  in  said  company. 

5  7.  That  said  company  are  authorized  and  empowered  to  borrow  money, 
from  time  to  time,  as  may  be  necessary,  to  aid  the  construction  of  said  road, 
and  to  pay  any  rate  of  interest  therefor,  not  exceeding  ten  per  cent,  per 
annum,  and  to  pledge  and  mortgage  the  said  road  and  its  appendages,  or 
any  part  thereof,  or  any  property  or  effects,  rights,  credits  or  franchises 
of  the  said  company,  as  security  for  the  loan  of  money  and  the  interest 
thereon,  and  to  dispose  of  bonds  issued  for  such  loan  at  such  rate  or  on 
such  terms  as  the  board  of  directors  may  determine. 

§  8.  That  said  company  shall  have  the  right  to  locate,  construct,  erect 
and  maintain  a  bridge  over  the  Mississippi  river,  subject  to  the  laws  of 
[the]  States  of  Illinois  and  Iowa  and  of  the  United  States. 

$  !•.  Said  company  shall  have  power  to  unite,  connect  or  consolidate  its 
railroad  or  any  part  thereof  with  any  other  railroad  constructed,  or  which 
may  hereafter  be  constructed  in  this  State  or  in  the  state  of  Iowa,  upon 
such  terms  as  may  be  agreed  upon  by  and  between  the  several  companies, 
and,  for  that  purpose  full  power  is  hereby  given  to  the  company  hereby 
incorporated  to  do  all  such  acts  and  execute  all  such  instruments  as  may  be 
necessary  or  advisable  to  effed  such  union,  connection  or  consolidation,  as 

the  case  may  be:      Provided,  that  at  anv  annual  meeting  of  the  stockholders 

three-fourths  of  them  shall  vote  for  Mich  consolidation. 

§  10.  That  is  shall  lie  lawful  for  the  supervisors  of  any  county  through 
which  s.i ill  road  may  lie  Located,  on  presentation  to  them  of  a  petition  signed 
by  twenty  Legal  voters  of  aai< |  county,  praying  for  a  donation  or  loan  to 
aid  in  the  construction  and  equipment  of  said  mad,  to  determine  the  amount 
of  said  donation  or  loan,  the  time  and  manner  of  paying  the  same,  and  if,  in 
the  judgmenl  of  a  majority  of  said  supervisors,  the  interesl  of  said  county 
would  In-  advanced  by  aiding  in  the  construction  of  said  road,  they  may,  at 
their  discretion,  order  an  election  of  the  legal  voters  of  said  county,  to 
determine  whether  said  donation  or  loan  shall  lie  made;  and  if  at  said 
election  a  majority  of  the  vote-  cast  -hall  lie  for  -aid  donation  or  loan,  it 
shall  lie  the  duty  of  the  county  clerk  of  said  county  to  issue  to  said  company 
bonds,  as  may  he  determined  by  said  vote,  in  denominations  of  not  less  than 
one  hundred  dollars  each,  and  hearing  interest  not  to  exceed  ten  per  cent, 
per  annum,  said  bonds  t"  lie  signed  by  the  president  of  the  hoard  of  super- 
visors  and  countersigned  by  the  clerk  of  said  county;  and  said  clerk  shall 
annually  certify  to  the  board  of  supervisors  the  amount  of  said  bonds  and 
the  interest  due  or  maturing;  and  supervisors  shall  cause  to  lie  levied  and 
collected  a  sufficient  amount  of  money  to  pay  and  liquidate  the  annually 
ruing  interest,  and  so  much  of  the  principal  as  may  become  due;  but 
it  shall  be  the  duty  of  the  county  treasurer  to  pay  and  liquidate  said  bonds 
out  of  moneys  in  his  hands  collected  for  such  purpot 

§   11.     That  the  several  towns,  villages  and  cit  _    nized  or  incorpor- 

ated under  any  law  of  this  State,  along  or  near  the  route  of  the  said  railroad, 
as  authorized  to  be  constructed  under  this  act.  or  that  are  in  any  wise 
interested  in  having  said  road,  or  any  branch  or  division  thereof  constructed, 


CORPORATE  HISTORY  !Mil 

may,  iu  their  corporate  capacities,  subscribe  to  the  stock  of  said  company, 
or  may  make  donations  thereto,  or  may  lend  its  or  their  credit  to  said  com- 
pany, to  aid  in  constructing  and  equiping  said  road,  or  any  division  or 
branch  thereof:  Provided,  that  no  such  subscription,  donation  or  loan  shall 
be  made  until  the  same  shall  be  voted  for  as  hereinafter  provided. 

§  12.  Whenever  twenty  legal  voters  of  any  such  town,  village  or  city 
shall  present  to  the  clerk  thereof  a  written  application  requesting  that  an 
election  be  held  to  determine  whether  such  town,  village  or  city  shall  sub- 
scribe to  the  capital  stock  of  said  company,  or  make  a  donation  thereto, 
or  loan  money  or  bonds,  or  its  credit,  to  aid  in  the  construction  of  said 
road,  or  any  branch  or  division  thereof  stating  the  amount,  and  whether 
subscribed,  donated  or  loaned,  and  the  rate  of  interest  and  the  time  of 
payment,  such  clerk  shall  receive  and  file  such  application,  and  im- 
mediately proceed  to  post  written  notices  of  an  election  to  be  held 
by  the  legal  voters  of  such  town,  village  or  city,  which  notices  shall 
be  posted  in  ten  of  the  most  public  places  in  such  town,  village  or 
city  for  twenty  days  preceding  such  election,  and  shall  state  fully 
the  object  of  such  election;  and  such  election  shall  be  held  and  con- 
ducted and  returns  thereof  made,  as  is  provided  by  the  township 
organization  law,  in  towns  organized  under  said  law,  and  in  any  village 
or  city  as  is  provided  by  the  law  under  which  the  same  is  incorporated. 
Said  return  shall  state  fully  the  amount  of  bonds  voted  to  be  issued,  the 
time  they  are  to  run,  and  the  rate  of  interest,  which  shall  be  filed  with  the 
county  clerk,  and  by  him  recorded ;  and  an  additional  return,  a  true  copy  of 
that  filed  with  the  clerk,  shall  be  made  to  one  of  the  directors  of  said  com- 
pany. Each  elector  at  such  election  shall  deposit  a  ballot  for  said  sub- 
scription, donation  or  loan,  or  against  said  subscription,  donation  or  loan, 
and  if  a  majority  of  the  voters  of  such  town,  village  or  city  voting  at  such 
election,  shall  vote  at  such  election  for  such  subscription,  donation  or  loan, 
then  such  town,  village  or  city  shall,  by  its  proper  corporate  authority, 
subscribe  to  the  stock  of  said  company,  or  donate  or  loan  thereto,  as  shall 
be  determined  at  such  election,  and  shall  issue  to  the  said  railroad  company 
its  bonds  in  such  denominations  as  said  company  may  designate,  not  less 
than  one  hundred  dollars,  and  bearing  interest  as  may  be  determined  at 
such  election,  not  to  exceed  ten  per  cent,  per  annum,  payable  annually,  which 
bonds  shall  be  signed  by  the  supervisor  and  countersigned  by  the  clerk  in 
towns  organized  under  the  township  organization  law,  and  in  incorporated 
villages  or  towns  signed  by  the  president  of  the  board  of  trustees,  and 
countersigned  by  the  clerk  or  by  the  officers  having  similar  powers  and 
duties  in  any  such  village  or  city;  and  any  such  town,  village  or  city  so 
subscribing,  donating  or  loaning,  as  aforesaid,  shall,  by  its  proper  cor- 
porate authority,  annually  thereafter  assess  and  levy  a  tax  upon  the 
taxable  property  of  such  town,  village  or  city,  sufficient  to  pay  and 
liquidate  the  annually  accruing  interest  on  such  bonds,  and  so  much 
of  the  principal  thereof  as  from  time  to  time  shall  become  due, 
which  taxes  shall  be  levied  and  collected  in  the  same  manner  as 
other  corporation  taxes  in  such  town,  village  or  city:      Provided,  that  for 


962  CHICAGO,   BURLINGTON  &   QUINCT   RAILROAD  COMPANY 

the  payment  of  the  principal  thereof,  said  tax  shall  not  exceed  two 
per  cent,  per  annum. 

§  13.  That  at  any  election  held  under  the  provisions  of  this  act,  it  shall 
not  be  necessary  to  cause  a  registration  of  the  voters  to  be  made,  but  the 
qualification  of  electors  at  said  election  shall  be  determined  by  the  registra- 
tion next  preceding  said  election. 

v>  14.  This  act  shall  be  deemed  a  public  act,  and  be  in  force  from  and 
after  its  passage. 

Approved  March  30,  1869. 

Private  Laws  Illinois  1869  Vol  2,  Page  960 


ARTICLES  OF  CONSOLIDATION,  June  1,  1870,  between  The  Chicago 
and  Iowa  Railroad  Company  and  The  Ogle  and  Carroll  County  Railroad 
( lompany. 

Articles  of  Agreement  and  Consolidation  made  this  1st  day  of  June  in 
the  year  of  our  Lord  One  Thousand  Eight  hundred  and  Seventy  (A.  D. 
1870)  by  and  between  the  Chicago  and  Iowa  Railroad  Company  and  the 
Ogle  and  Carroll  County  Railroad  Company  both  being  corporations  organ- 
ized and  established  under  the  laws  of  the  state  of  Illinois. 

Witnesseth,  Whereas,  the  parties  of  the  first  and  second  parts  are  de- 
sirous  of  consolidating  with  each  other  and  are  duly  authorized  by  law  to 
effect   such  consolidation  as  hereinafter  provided. 

And  Whereas  the  parties  of  the  first  and  second  parts  have  agreed  upon 
the  terms  and  conditions  hereinafter  set  forth  as  the  terms  and  conditions 
of  such  consolidation  and  have  axed  upon  and  regulated  the  proceedings  for 
the  purpose  of  such  consolidation  by  Bylaws  duly  established  by  them 
respectively:  and  these  articles  are  framed  and  executed  in  pursuance  of 
such  By  laws. 

Now  therefore  this  Agreement  Witnesseth:  That  in  consideration  of  the 
mutual  agreements,  covenants,  provisions  and  grants  herein  contained  the 
said  parties  of  the  firsl  and  second  parts,  do  by  these  presents,  merge,  com- 
bine and  consolidate  their  respective  capita]  stocks,  franchises,  grants,  im- 
munities, privileges,  capacities,  properties  and  rights  of  way  of  every  name 
and  nature  into  one  company  to  be  called  and  known  by  the  corporate  name 
and  style  of  "the  Chicago  and  Iowa  Railroad  Company"  which  said  consol- 
idated company  shall  from  henceforth  have  and  possess  all  and  singular,  the 
rights,  franchises,  powers,  immunities,  privileges  and  capacities  which  are 
or  have  been  granted  to  or  conferred  upon  or  possessed  or  enjoyed  by  either 
of  said  parties  hereto  by  or  under  the  laws  or  enactments  of  the  General 
Assembly  of  the  state  of  Illinois. 

And  this  Agreement  further  Witnesseth,  that  the  said  parties  of  the 
first  and  second  parts  have  agreed  upon  and  prescribe  the  following  as  the 
terms  and  conditions  of  such  consolidation  which  terms  and  conditions,  the 
said  parties  of  the  first  and  second  parts  mutually  covenant,  promise  and 
agree  to  observe,  keep  and  perform,  viz: 


CORPORATE  HISTORY  963 

Article  1.  The  persons  who  shall  be  directors  of  the  Chicago  and  Iowa 
Eailroad  Company  at  the  time  of  such  consolidation  shall  be  the  first  dir- 
ectors of  said  consolidated  company,  and  shall  act  as  such  until  the  next 
annual  election  of  directors  as  is  herein  prescribed  and  until  their  suc- 
cessors are   duly  elected. 

Article  2.  The  number  of  directors  for  any  year  within  such  limits  as 
are  established  by  law  may  be  fixed  at  the  annual  meeting  of  the  stock- 
holders by  a  by-law  adopted  at  such  meeting. 

Article  3.  The  first  regular  annual  meeting  of  the  stockholders  of  said 
consolidated  company  shall  be  held  on  the  first  Wednesday  in  March  A.  D. 
1871.  Special  meetings  may  be  called  at  any  time  by  a  majority  of  the 
Board  of  directors.  The  Board  of  directors  of  the  said  consolidated  com- 
pany shall  at  their  first  meeting  appoint  all  necessary  officers  and  adopt 
such  by-laws  as  they  see  fit,  and  may  alter  the  same  as  they  may  from  time 
to  time  think  proper. 

Article  4.  The  corporate  seal  of  the  consolidated  company  shall  be  that 
of  the  present  Chicago  and  Iowa  Eailroad  Company  until  otherwise  ordered. 

Article  5.  The  said  consolidated  company  is  hereby  authorized  to  issue 
and  dispose  of  an  amount  of  stock  equal  to  the  amount  of  donations  muni- 
cipal and  other  made  and  to  be  made  to  the  companies  hereby  consolidated 
in  such  a  manner  as  the  Board  of  Directors  may  prescribe,  the  proceeds 
thereof  to  be  used  in  the  further  construction  and  equipment  of  such  road. 

Article  6.  For  each  share  of  stock  issued  or  to  be  issued  by  the  said 
Chicago  and  Iowa  Eailroad  Company  to  its  stockholders  and  in  like  manner 
for  each  share  of  stock  issued  and  to  be  issued  by  the  Ogle  and  Carroll 
County  Eailroad  Company  to  its  Stockholders,  there  shall  be  issued  the 
same  amount  of  stock  in  the  consolidated  company  hereby  created. 

Article  7.  The  Capital  Stock  of  said  consolidated  company  is  hereby 
declared  to  be  the  aggregate  of  the  stocks  which  the  respective  companies 
were  authorized  to  create  by  virtue  of  the  laws  or  enactments  applicable 
thereto  or  which  the  consolidated  company  is  authorized  to  create  by  virtue 
of  this  act  of  consolidation  and  the  laws  authorizing  the  same  all  of  which 
powers  are  hereby  expressly  preserved  to  the  consolidated  company. 

Article  8.  Each  and  every  existing  Bond,  lease,  contract,  agreement, 
obligation  or  liability  heretofore  entered  into,  assumed  or  agreed  to, 
either  by  the  present  Chicago  and  Iowa  Eailroad  Company  or  by  the 
Ogle  and  Carroll  County  Eailroad  Company  shall  be  sacredly  discharged, 
fulfilled  and  observed  by  the  consolidated  company  hereby  created. 

Article  9.  Consent  and  approval  is  hereby  given  to  a  consolidation  be- 
tween the  Company  formed  by  these  presents  and  any  other  Eailroad  Com- 
pany on  terms  which  may  be  determined  by  the  Board  of  Directors  of  the 
company  hereby  created  and  full  power  and  authority  is  hereby  conferred 
upon  the  Board  of  directors  of  said  consolidated  company  to  make  and 
execute  any  such  agreements  and  do  any  and  all  acts  and  things  necessary 
or  proper  to  carry  such  consolidation  into  effect. 

And  these  presents  further  witness,  that  the  said  party  of  the  first  part 
in  consideration  of  the  premises  and  the  sum  of  One  dollar,  duly  paid  by 


964         CHICAGO,   BURLINGTON  &    QCINCY  RAILROAD   COMPANY 

the  said  party  of  the  second  part,  the  receipt  whereof  is  hereby  acknowledged, 
doth  hereby  grant,  convey,  assign,  set  over  and  rest  in  said  consolidated 
company  for  the  purpose  of  such  consolidation  all  the  Eailroads  of  said 
party  of  the  first  part  and  all  the  equipments,  and  materials  used  or  ac- 
quired therefor,  and  the  rights,  privileges,  franchises,  powers  and  all  the 
lands  and  lights  to  lands  and  property,  money  and  effects,  real  and  person- 
al and  mixed  and  all  rights  of  action  and  things  of  every  name  and  na- 
ture now  held  or  owned  by  the  said  party  of  the  first  part  or  in  or  to 
which  the  said  party  of  the  first  part  hath  any  right,  title,  interest  or 
claim  either  in   law  or  equity. 

And  the  said  party  of  the  second  part  in  consideration  of  the  premises 
and  the  sum  of  one  dollar  to  it  paid  by  the  party  of  the  first  part,  the  re- 
ceipt of  which  is  hereby  acknowledged,  doth  hereby  grant,  convey,  assign 
and  sel  over  to  and  vest  in  said  consolidated  company,  for  the  purpose  of 
such  consolidation,  all  the  Railroads  of  said  party  of  the  second  part  and 
all  the  equipments,  implements  and  materials  used  or  acquired  therefor 
and  the  rights,  privileges,  immunities,  franchises,  powers  and  all  the  lands 
and  property,  money  and  effects,  real  and  personal  and  mixed  and  all  rights 
of  action  and  things  of  every  name  and  nature  now  held  or  owned  by  the 
said  party  of  the  second  part  or  in  or  to  which  the  said  party  of  the 
second  part  hath  any  right,  title  interest  or  claim  either  in  law  or 
equity. 

And  the  Board  of  directors  of  the  said  consolidated  company  shall  have 
full  power  t>>  carry  the  said  consolidation  into  effect  by  all  necessary  or 
proper   acts   and   things   for   that    purpose. 

And  the  said  parties  of  the  first  and  second  parts  for  the  consolidation 
aforesaid  do  mutually  agree  ami  declare  that  the  said  consolidated  company 
shall  go  into  operation  immediately  upon  the  due  execution  of  the  present 
articles  except  as  to  that  portion  of  the  Ogle  and  Carroll  County  Railroad 
between  the  towns  of  Rochelle  and  Oregon  now  in  course  of  construction, 
which  shall  not  be  affected  by  this  consolidation  until  the  track  is  laid  from 
Rochelle  to  within  one  half  mile  of  Rock  River  within  the  town  of  Oregon 
and  the  other  conditions  are  complied  with  to  enable  said  company  to  obtain 
certain  donations  from  the  towns  of  Oregon,  Nashua,  and  Pine  Rock  and 
other  towns  and  individuals.  At  any  time  after  the  track  shall  have  been 
laid  as  aforesaid  the  consolidated  company  may  take  possession  of  and  use 
said  Railroad  as  a  part  and  parcel  of  their  said  Railroad  but  they  shall 
not  delay  doing  the  same  after  the  tracks  of  the  two  hereby  consolidated 
companies    are    connected    at   Rochelle. 

(From  Record  Book  No.  104,  pages  52-55,  Secretary's  Office.) 


CORPORATE  HISTORY  965 

DECREE,  August  1,  1877,  of  U.  S.  Circuit  Court  Northern  District  of 
Illinois  appointing  William  II.  Holcomb,  Receiver  of  The  Chicago  and 
Iowa    Railroad   Company. 

IN    THE    CIRCUIT    COURT    OF    THE    UNITED    STATES   FOR    THE 
NORTHERN  DISTRICT   OF  ILLINOIS 

Wednesday,  August  1st,  A.  D.  1877 
Present    the    Hon.    Henry    W.    Blodgett,   District    Judge. 
John   N.  Denison  and  John  W.^ 
Brooks 

VS.  I  In  Chancery 

The  Chicago  and  Iowa  Railroad 
Company 

And  now  on  this  day  the  Court  being  sufficiently  advised  upon  the 
motion  of  the  Complainants  for  the  appointment  of  a  receiver  submitted 
to  the  Court  upon  bill  and  Exhibits  filed,  the  defendant  appearing  and 
present  in  Court  by  its  President  F.  E.  Hinckley  Esq.  in  person  and 
George  W.  Kretzinger  Solicitor  for  Defendant.  It  is  ordered  and  decreed 
by  the  Court  that  William  II.  Holcomb  be  appointed  Receiver  herein  to 
take  possession  of  the  money  and  assets,  real  and  personal,  road  bed,  road, 
iron,  ties,  lands,  right  of  way,  rolling  stock,  leases,  franchises  and  all 
other  rights  and  property  whatsoever  of  the  said  Chicago  and  Iowa  Rail 
Road  Company,  wherever  the  same  may  be  found,  with  power  to  manage, 
control  and  exercise  all  the  franchises  whatsoever  of  said  Rail  Road  Com- 
pany and  if  need  be  under  the  direction  of  this  Court  to  sell  transfer  and 
convey  certain  of  the  property  of  said  Rail  Road  Company,  and  with 
power  to  prosecute,  defend  and  continue  all  suits  brought  by  or  against 
the  said  Railroad  Company,  whether  heretofore  or  hereafter  commenced, 
and  whether  in  the  name  of  said  Railroad  Company,  or  otherwise  to  de- 
fend all  suits  brought  against  him  as  such  Receiver,  or  affecting  his 
Receivership,  and  to  bring  such  suits  in  the  name  of  said  Railroad  Com- 
pany, as  he  may  be  advised  by  counsel,  to  be.  necessary  and  proper  in  the 
discharge  of  the  duties  of  his  office,  and  for  acquiring,  securing  and  pro- 
tecting the  assets,  franchises,  property  rights  of  the  said  Rail  Road 
Company. 

And  it  is  further  ordered  that  the  said  defendant  the  Chicago  &  Iowa 
Rail  Road  Company,  or  whoever  may  be  in  possession  thereof,  assign, 
transfer  and  deliver  over  to  such  receiver  all  the  property,  real  and  per- 
sonal, wheresoever  found  and  all  contracts  for  the  purchase  of  land  and 
all  other  equitable  interests,  things  in  action  and  other  effects  which 
belong  to  or  were  held  in  trust  for  said  defendant  Company,  or  in  which 
it  had  any  beneficial  interest  in  the  same  condition  they  were  at  the  time 
of  exhibiting  the  said  bill  of  complaint  in  this  cause  or  in  which  it  now 
has  any  such  interest.  And  that  the  said  defendant  deliver  over  in  like 
manner  all  books,  vouchers  and  other  evidence  relating  thereto. 

And  it  is  further  ordered  that  the  said  Receiver  have  full  power  and 
authority  to  inquire  after,  receive  and  take  possession  of  all  such  prop- 


966  CHICAGO,  BURLINGTON    &    QUIXCY  RAILROAD  COMPANY 

erty,  debts,  equitable  interests,  things  in  action  and  other  effects,  and  for 
that  purpose  to  examine  said  defendant,  its  officers  and  such  other  per- 
sons as  he  may  deem  proper,  on  oath  before  the  master  of  this  Court  from 
time  to  time,  as  he  may  deem  necessary. 

And  it  is  further  ordered  that  the  said  William  H.  Holcomb  is  hereby 
directed  and  required  as  such  Receiver  to  keep  a  full  and  accurate  ac- 
count of  all  his  acts  and  doings  as  such  Receiver  and  to  report  the  same 
to  this  Court  from  time  to  time  as  he  may  be  directed  by  the  order  of  this 
court,  and  in  tic  meantime  and  until  another  order  of  this  Court,  to  run, 
maintain,  operate  and  manage  the  railroad  of  the  said  defendant  Company, 
and  to  manage  and  control  all  the  said  property  and  affairs  of  the  said 
defendant  Company.  And  the  said  Receiver  is  hereby  empowered  to 
employ  such  counsel  and  attorneys  as  he  may  deem  necessary  to  manage 
in  his  behalf  such  suits  and  other  affairs  as  have  arisen  or  may  arise,  and 
to  advise  such  Receiver  in  relation  to  the  performance  of  his  duties  therein. 

And  it  is  further  ordered,  adjudged  and  decreed  that  the  said  Receiver 
may  use  the  monies  of  the  said  defendant  Company  for  all  purposes  here- 
in authorized.  And  it  is  further  ordered  that  the  said  Receiver  file  a  Bond 
with  two  sureties  to  be  approved  by  the  Clerk  of  this  Court  for  the 
faithful  discharge  of  his  duties  herein,  in  the  sum  of  Fifty  Thousand 
Dollars. 

John  V.  Eustack,  Judge. 

ORDER    CIRCUIT    COURT,    Lee    County.    Illinois,    June    29,    1882,    for 
possession  of  the  Chicago  and  Iowa   Railroad. 


State  of  Illinois  J 
Lke  County  ) 

In  the  Circuit  Court  of  Lee  County,  in  Vacation  after  May  Term  A.  D. 
1892. 

ph  K.  Barry,  i 

vs.  L//<  Chanct  ry. 

The  Chicago  &  Iowa  R.  R.  Co.  J 

And  now  on  the  29th  day  of  June  A.D.  1882,  came  the  Solicitors  of  the 
Complainants  in  the  above  entitled  cause  and  move  the  court  to  order  the 
b'  ceiver  to  deliver  the  railroad  property  and  effects  of  said  Chicago  & 
Iowa  Rail  Road  Company  to  the  legal  board  of  directors  thereof,  pursuant 
to  the  decree  of  the  court  heretofore  entered  iu  said  cause;  and  the  Court 
being  fully  advised  in  the  premises  doth  find  that  T.  J.  Potter,  F.  H.  Head, 
C.  L.  Allen,  Joseph  Reising,  L.  O.  Goddard,  J.  L.  Lathrop,  ana  H.  W. 
Weiss  constitute  the  legal  Board  of  Directors  of  said  Chicago  &  Iowa 
Railroad  Company,  duly  elected  by  the  majority  of  the  valid  and  bona 
fide  stock  of  said  Company,  and  the  Court  doth  order  William  H.  Holcomb 
the  receiver  appointed  herein,  transfer  and  deliver  possession  to  said 
board  of  directors  last  named  the  said  Chicago  &  Iowa,  Railroad  together 
with  all  the  property  and  effects  of  the  said  Chicago  &  Iowa  Railroad 
Company  in  his  hands  as  such   Receiver,  reserving  however  a  sufficient 


CORPORATE  HISTORY  967 

amount  of  the  funds  of  said  Company  wherewith,  to  close  and  adjust  all 
the  business  connected  with   his  receivership. 

And  it  is  further  ordered  that  the  said  persons  above  named  consti- 
tuting the  said  Board  of  Directors  be  authorized  to  receipt  to  the  said 
William  H.  Holcomb  for  said  railroad,  property  and  effects. 

And  it  is  further  ordered  that  the  said  Receiver  make  his  final  report  and 
account  of  his  actings  and  doings  as  such  receiver  to  this  Court,  and  that 
upon  the  approval  of  the  same  the  said  receiver  be  discharged. 

TRANSFER  AND  DELIVERY 

July  1,  1882  by  Receiver 

In  pursuance  of  an  order  entered  in  the  Circuit  Court  of  Lee  County 
Illinois  in  the  case  of  J.  K.  Barry  vs  The  Chicago  &  Iowa  Railroad  Com- 
pany June  29th,  1882.  I  hereby  transfer  and  deliver  possession  to  T.  J. 
Potter,  F.  H.  Head,  C.  L.  Allen,  L.  O.  Goddard,  Joseph  Reising,  H.  W. 
Weiss  &  J.  L.  Lathrop,  the  Board  of  Directors  of  the  Chicago  &  Iowa 
Railroad  Company  acting  on  behalf  of  said  Company,  of  the  Chicago  & 
Iowa  Railroad  together  with  all  the  property  and  effects  of  said  Chicago 
&  Iowa  Railroad  Company  in  my  hands  as  Receiver,  except  an  amount  of 
funds  now  in  my  hands  which  is  reserved  by  me  under  order  of  the  court 
to  close  and  adjust  the  business  of  my  Receivership. 

W.  H.  Holcomb, 
Receiver,  Chi.  &  la.  R.  R. 

LEASE,  January   1,  1892   The  Chicago  and  Iowa   Railroad  Company  to 
Chicago,  Burlington  &  Quincy  Railroad  Company. 

This  Indenture,  made  and  entered  into  this  first  day  of  January,  A.  D. 
1892,  by  and  between  the  Chicago  and  Iowa  Railroad  Company,  a 
corporation  created,  organized  and  existing  under  and  by  virtue  of  the 
laws  of  the  State  of  Illinois,  party  of  the  first  part,  and  the  Chicago, 
Burlington  and  Quincy  Railroad  Company,  a  corporation  created,  organized 
and  existing  under  and  by  virtue  of  the  laws  of  the  same  state,  party  of  the 
second  part ; 

Witnessetli:  That,  Whereas,  the  party  of  the  first  part  is  the  owner  of 
and  maintains  and  operates  a  railroad,  extending  from  the  City  of  Aurora. 
Illinois,  westerly  to  Forreston,  Illinois,  a  distance  of  about  eighty  miles, 
and  a  branch  road  (formerly  known  as  the  Chicago,  Rockford  and  Northern 
Railroad),  extending  from  Flagg  Centre,  Illinois,  northerly  to  Rockford, 
Illinois,  a  distance  of  about  twenty-four  miles;   and 

Whereas  the  said  first  party  has  heretofore,  in  order  to  procure  funds 
to  pay  for  the  construction  and  equipment  of  its  road,  been  compelled  to 
borrow  large  sums  of  money,  for  which  it  has  issued  its  mortgagor  bonds, 
and,  in  the  acquisition  of  said  Chicago,  Rockford  and  Northern  Railroad, 
has  assumed  and  agreed  to  pay  certain  other  mortgage  bonds  that  had  been 
issued  by  that  corporation — the  following  being  a  statement  of  bonds 
outstanding,  for  which  the  said  first  party  is  now  liable,  together  with  the 
rates  of  interest  thereon  and  the  dates  of  maturity  of  such  bonds,  to-wit: 


968         CHICAGO,   BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

Date  Date  of  Amount.         Int.  Bate. 

Isstd  il.  Maturity. 

C.  &  I.  R.  R.  Co. 

1st  Mortgage,      Nov.  1,  1869.      Jan.  1,  1900.      $600,000.         8  per  cent. 
2d   Mortgage.        July  1,  1871.       July  1,  1901.       $1,150,000.      8  per  cent, 
C,  R.  &  N.  R,  R,  Co. 

1st  Mortgage,  July  1,  1875.  Oct.  1,  1895.  $250,000.  8  per  .out. 
and; 

Whereas  said  party  of  the  second  part  owns  and  operates  a  line  of  rail- 
road, extending  from  Chicago  to  Aurora  anil  beyond,  and  connecting  at 

Aurora  with  the  railroad  of  the  tirst  party;  and  it  is  believed  to  be  for  the 
mutual  interest  of  the  two  companies  and  of  the  public  that  the  said  first 
party's  railroad  and  equipment  should  lie  leased  to  and  operated  by  the 
second  party ;  and 

Win  nas,  with  this  in  view,  meetings  of  the  respective  boards  of  directors 
of  said  corporations  have  been  dulj  ami  legally  called  and  held,  at  which 
the  lease  and  agreements  herein  contained  were  considered  and  agreed  upon, 
subject  to  ratification  by  the  stockholders  of  the  tirst  party;  and  afterwards, 
at  a  meeting  of  the  said  stockholders  of  the  party  of  the  tirst  part,  held  at 
its  office  in  the  City  of  Chicago,  Illinois,  at  which  all  the  holders  of  its 
said  stock  were  present  or  represented,  it  was  unanimously  voted  to  approve 
of  and  ratify  tlie  said  lease  and  agreement,  and  tlie  execution  of  this  instru- 
ment   was  authorized : 

Now,  Therefore,  This  Tndenturt  Witnesseth:  That  the  party  of  the  first 
part,  the  Chicago  and  Iowa  Railroad  Company,  in  consideration  of  the 
Stipulations  and  agreements  herein  contained,  to  be  kept  and  performed  by 
the   party    of   the   second    part,    has   granted,   demised    and   leased,   and   does 

hereby  grant,  demise  and  Lease,  to  the  said  party  of  the  second  part,  the 
Chicago,  Burlington  and  Quincy  Railroad  Company,  its  successors  and 
assigns,  for  the  period  hereinafter  limited,  all  and  singular  its  railroad 
above  described,  and  extending  from  Aurora  to  Porreston,  and  from 
Flagg  Centre  to  Roekford,  together  with  all  rights  of  way  and  depot 
and  other  lands,  or  interests  therein,  connected  with  the  said  railroad; 
all  station  houses,  shops,  offices,  and  other  buildings  and  structures  of 
whatsoever  kind,  belonging  thereto  or  used  in  connection  therewith, 
together  with  all  fixtures  and  appurtenances  belonging  to  said  railroad; 
and  all  the  equipment  of  the  said  railroad,  including  engines,  cars,  and 
all  other  rolling  stock,  and  all  tools,  machinery  and  every  other  matter 
or  thing  connected  with  the  equipment  of  said  railroad,  together  with 
all  other  property  of  every  kind  and  description,  belonging  to  or  ap- 
pertaining to  the  said  railroad,   or  any  part  thereof. 

To  Have  and  To  Hold  the  said  railroad,  and  its  equipment,  and  the 
premises  and  property  above  mentioned  and  described,  Unto  the  said  Chicago, 
Burlington  and  Quincy  Railroad  Company,  for  the  period  hereinafter  named. 

The  said  party  of  the  second  part,  in  consideration  of  the  premises,  does 
hereby  covenant  and  agree  with  the  party  of  the  first  part,  its  successors 
and  assigns,  to  take  immediate  possession  of  the  said  demised  railroad  and 


CORPORATE  HISTORY  969 

equipment  and  other  property  above  mentioned  and  described,  and  to  keep 
the  said  railroad  equipped,  and  to  maintain  and  operate  the  same  in  such 
manner  as  to  furnish  reasonable  accommodations  to  the  public,  and  to  pay 
or  cause  to  be  paid  all  taxes  and  assessments  that  may  be  lawfully  charged 
or  assessed  against  said  railroad  and  property,  or  any  part  thereof,  and  to 
keep  the  said  railroad  and  property  and  equipment  in  good  condition  and 
repair,  and  to  return  the  same  to  the  first  party  at  the  expiration  of  this 
lease  in  as  good  conditon  and  repair  as  they  are  at  the  commencement  of 
this  lease.  A  correct  schedule  or  memorandum  of  the  engines,  cars,  and 
other  rolling  stock  and  personal  property,  leased  as  aforesaid,  is  hereto  an- 
nexed, together  with  the  estimated  value  thereof ;  and  it  is  agreed  that,  if, 
for  any  reason,  the  second  party  cannot,  at  the  expiration  of  the  lease,  re- 
turn to  the  first  party  the  identical  articles  so  scheduled,  then  others  of 
equal  value  may  be  substituted  therefor. 

The  said  party  of  the  second  part,  in  addition  to  the  foregoing,  and  as 
rental  for  the  use  of  the  said  railroad  and  its  equipment  and  the  other 
property,  demised  as  aforesaid,  agrees  to  pay  the  interest  upon  the  said 
bonds  issued  by  the  first  party,  above  mentioned  and  described,  and  upon 
said  bonds  issued  by  the  Chicago,  Eockford  and  Northern  Railroad  Com- 
pany, above  referred  to,  and  also  the  interest  upon  any  renewals  or  ex- 
tensions or  replacements  of  said  bonds,  or  any  of  them,  as  and  when  the 
several  installments  of  said  interest  mature  and  become  due  and  payable, 
the  interest  coupons  attached  to  the  said  several  bonds  being  taken  up  and 
cancelled  by  the  second  party  as  they  respectively  mature. 

This  lease  shall  take  effect  the  first  day  of  January,  A.  D.  1892,  and 
shall  continue  in  force  until  terminated  by  notice;  and  either  party  may 
terminate  it  by  giving  to  the  other  party  twelve  months '  notice  of  its 
intention    to    so   terminate   it   at   any   time. 

In  Witness  Whereof,  the  parties  hereto  have  caused  their  corporate  names 
to  be  hereunto,  and  to  one  other  original,  subscribed  by  their  respective 
Presidents,  and  their  corporate  seals  to  be  attached  and  attested  by  their 
respective  Secretaries,  the  day  and  year  first  above  written. 

CHICAGO  AND  IOWA  RAILROAD   COMPANY, 
[seal,]  By  Franklin  H.  Head,  President. 

Attest:  L.  O.  Goddard,  Secretary. 

CHICAGO,  BURLINGTON  AND  QUINCY  RAILROAD  COMPANY, 
[seal,]  By  C.  E.  Perkins,  President. 

Attest:  T.  S.  Howland,  Secretary. 


AMENDED   LEASE,  March  16,  1899.     The  Chicago  and  Iowa  Railroad 
Company  to  Chicago,  Burlington  &■  Quincy  Railroad  Company. 

By  mutual  consent  of  the  parties  to  the  within  lease,  expressed  through 
appropriate  resolutions  of  their  respective  Boards  of  Directors,  the  last 
clause  of  said  lease  is  amended,  by  striking  out  the  option  to  terminate 
the  same,  so  that  said  clause   shall  read  as  follows:    "This  lease   shall 


970         CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

take    effect    the    first    day    of    January,    A.    D.    1892,    and    continue    in 
perpetuity. ' ' 

In  Witness  Whereof,  the  parties  hereto  have  caused  their  corporate  names 
to  be  hereunto,  and  to  one  other  original,  severally  subscribed,  and  their 
respective  corporate  seals  to  be  attached  and  attested,  this  sixteenth  day  of 
March,  1899. 

THE   CHICAGO   AND    IOWA    EAILEOAD    COMPANY, 

By  Franklin  H.  Head,  President. 
[seal] 
Attest:  H.  "W.  Weiss,  Secretary. 
CHICAGO,  BURLINGTON  AND  QUINCY  RAILROAD  COMPANY, 

By  C.  E.  Perkins,  President. 
[seal] 
Attest:  T.  S.  Howland,  Secretary. 


Estimated  Value  op  Rolling  Stock 
of 


Chicago 

AND 

Iowa 

Railroad 

Company 

January 

1st,   1892 

No. 

Locomotives 

Eng. 

Condition. 

Value 

Remarks. 

1 

Fair 

$3,800 

Old  original  engine. 

2 

Pair 

4,150 

do. 

3 

Vacant 

4 

Vacant 

5 

Fair 

1,905 

do. 

6 

Vacant 

7 

Faii- 

1,905 

do. 

8 

Eair 

1,905 

do. 

9 

Vacant 

10 

Good 

6,209 

Engine  4  years  old. 

11 

Vacant 

12 

Nearly  worn 

out 

1,000 

Old  original   engine. 

13 

Nearly  worn 

out 

1,000 

do. 

14 

Nearly  worn 

out 

1,000 

do. 

15 

Nearly   worn 

out 

1,000 

do. 

16 

Good 

6,260 

Engine  4  years  old, 

17 

Vacant 

18 

(in, mI 

5,696 

Engine  7  years  old. 

19 

Good 

6,462 

Engine  5  years  old. 

20 

Good 

6,462 

Engine  5  years  old. 

Total,     $48,75  1 
Coaches  and  Baggage  Cars 
No.     Coaches.  Condition.  Value. 

1  Coach  Fair  $2,600 

2  Chair  Car  Good  6,800 

3  Coach  Fair  2,500 

4  Coach  Fair  2,500 

11  Coach  Fair  2,500 

12  Coach  Fair  2,600 


Remarks. 
Original  Car. 
New  Car. 
Original  Car. 
Original  Car. 
Original  Car. 
Original  Car. 


Total,     $19,500 


CORPORATE  HISTORY 


971 


Coaches   and   Baggage   Cars 

No.  Coaches  Condition  Value 

1  Baggage  Car  Fair  1,400 

2  Baggage  &  Pass.  Car  Fair  1,500 

3  Vacant 

4  Bag.  &  Mail  Fair  l.Ciin 

5  Bag.  &  Mail  Fair  1,600 


Remarks 
Original  Car. 
Original  Car. 
Sold. 

Original  Car. 
Original   Car. 


Total,     $6,100 

Freight 

Cars 

Age 
of  car. 

Price 
per 

Total 

Kind 

No. 

Length 

Sills 

Yrs.  Mos. 

car 

Value 

Grain 

79 

28  ft. 

Wood 

16     5 

$176 

$13,904 

Grain 

4 

28 

Iron 

7     0 

318 

1,272 

Grain 

8 

34 

Iron 

3     6 

443 

3,544 

Comb.  Grain 

26 

28 

"Wood 

21     0 

176 

4,576 

Comb.  Grain 

1 

28 

Iron 

7     3 

313 

313 

Stock 

1 

28 

Iron 

5     2 

382 

382 

Tool 

1 

28 

Iron 

6     2 

462 

462 

Furniture 

14 

34 

Iron 

1  10 

596 

8,344 

Coal  &  Flat 

14 

28 

Wood 

17     0 

130 

1,820 

Coal  &  Flat 

20 

28 

Iron 

7     5 

221 

4,420 

Coal  &  Flat 

1 

28 

Iron 

22     3 

296 

296 

Coal  &  Flat 

9 

34 

Iron 

4     8 

300 
Tota 

2,700 

I,     $42,033 

Total  in  Service 

178 

Vacant, 

11 

Grain 

Vacant, 

8 

Combination 

Vacant, 

3 

Coal  &  Flat 

Total. 

i 

2IID 

Way  Cars 

Avers 

ige  Age, 

No. 

Yrs. 

Mos. 

Price  per  Car 

Total  ' 

5 

20 

0 

$500 

$2 

,500 

3 

12 

0 

595 

1,785 

1 

10 

0 

673 

673 

3 

4 

7 

942 

o 

,826 

Total,     $7,784 

RECAPITULATION 

Value 

14 

Locomotives, 

$48,754.00 

6 

Coaches, 

19,500.00 

4 

Baggage  Cars, 

6,100.00 

178 

Frei 

ght  Cars, 

42,033.00 

12 

Wa3 

Cars, 

7,784.00 

Total     $124,171.00 

NOTE  IN  REGARD  TO  C.  &  I.  MAIL  CAR  No  3. 

C.  &  I.  Baggage  and  Mail  Car  No.  3  was  sold  to  the  H.  &  St.  J.  R,  R,, 

Sept.   16th,  1891,   and  amount  received  for   same,  $1800.,  was   credited   to 

"Suspense  Account"  on  C.  &  I.  Books  and  remained  so  when  the  road  was 

leased  to  C,  B.  &  Q.  R,  R.  on  January  1st,  1892.     In  December,  1892,  Acct., 


972         CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

this  amount,  $1800.,  was  transferred  to  C,  B.  &  Q.  E.  E.  "Suspense  Ac- 
count." This  is  the  same  as  turning  over  to  C,  B.  &  Q.  E.  E.,  with  the 
other  equipment  on  January  1st,  1892,  C.  &  I.  Mail  Car  No.  3  at  a  value  of 
$1800. 

Chicago,  January  25th,  1893. 
F.  C. 

C.  I.  Sturgis, 
Asst.  Genl.  Auditor. 


THE  OGLE  AND  CARROLL  COUNTY 
RAILROAD  COMPANY 

This  company  was  incorporated  by  Special  Act  of  the  Illinois 
Legislature,  in  force  February  18,  1857.  Section  2  authorized 
the  construction  and  operation  of  a  railroad 

"from  the  town  of  Lane,  in  the  county  of  Ogle  and 
State  of  Illinois,  to  the  town  of  Oregon,  in  said  county ; 
from  thence  to  the  town  of  Mount  Morris ;  from  thence, 
on  the  most  eligible  and  direct  route  to  or  near  the 
town  of  Mount  Carroll,  in  the  County  of  Carroll; 
and  from  thence  to  the  Mississippi  River;  and  also 
the  right  to  construct  said  railroad  east,  from  Oregon 
to  the  City  of  Chicago,  in  said  state." 
An  Amendment,  in  force  February  24,  1859,  authorizes  the 
construction  of  a  railroad 

"from  the  east  bank  of  Rock  River,  opposite  the 
town  of  Oregon,  in  Ogle  County,  Illinois ;  from  thence, 
on  the  most  eligible  route,  to  the  Galena  &  Chicago 
Union  Air  Line  Railroad." 
An   Amendment   in   force   March   30,    1869,    authorized   the 
building  of  a  railroad  as  follows : 

"That  the  first  division  of  said  road  shall  commence  on  the 
east  bank  of  Rock  River,  opposite  the  town  of  Oregon,  in  said 
County  of  Ogle ;  from  thence,  on  the  most  eligible  route,  to  a 
connection  with  the  Chicago  &  North  Western  Railway,  or 
with  any  other  railroad  leading  to  the  City  of  Chicago,  and  the 
second  division  commencing  at  said  point,  opposite  the  said 
town  of  Oregon,  and  running  thence  in  a  westerly  direction, 
on  the  most  eligible  route  to  the  Mississippi  River." 

It  was  organized  at  Oregon,  January  24,  1860,  and  a  line 
was  built  from  Roehelle  westerly  to  Oregon,  sixteen  and 
twenty-four  hundredths  miles,  completed  April  3,  1871. 

This  road  was  promoted  by  The  Chicago  and  Iowa  Railroad 
Company,  and  of  date  June  1,  1870,  this  company  was  con- 
solidated and  merged  into  that  company.  (See  Articles  of 
Consolidation  in  history  of  the  Chicago  and  Iowa.) 

973 


974         CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

ACT  OF  LEGISLATURE 

Approved  February  18,  1857. 
AN  ACT  to  incorporate  the  Ogle  and  Carroll  County  Railroad  Company. 

Section  1.  Be  it  enacted  by  the  People  of  State  of  Illinois,  repre- 
sented in  the  General  Assembly,  That  all  such  persons  as  may  become 
stockholders,  agreeable  to  the  provisions  of  this  act,  in  the  corporation 
hereby  created,  shall  be  a  body  corporate  and  politic,  by  the  name  and 
style  of  "The  Ogle  and  Carroll  County  Railroad  Company;"  and  by  that 
inline  shall  have  perpetual  succession;  may  sue  and  lie  sued,  complain 
and  defend,  in  any  court  of  law  or  equity;  may  make  laws,  rules  and 
regulations  for  the  management  of  property,  the  regulation  of  its  own 
affairs,  and  for  the  transfer  of  the  stocks,  not  inconsistent  with  the 
existing  laws  and  constitution  of  this  State;  and  may  appoint  such  sub- 
ordinate agents,  officers  and  servants  as  the  business  of  said  company 
may  require,  prescribe  their  duties,  and  require  bonds  for  the  faithful 
performance  of  their  t  rusts. 

§  2.  The  said  company  are  hereby  authorized  and  empowered  to  lo- 
cate, construct  and  complete,  maintain  ami  operate  a  railroad,  with  such 
appendages  as  may  he  deemed  necessary  by  the  directors,  from  the  town 
of  Lane,  in  the  county  of  Ogle,  and  State  of  Illinois,  to  the  town  of 
Oregon,  in  said  county;  from  thence  to  the  town  of  Mount  Morris;  from 
thence  on  the  most  eligible  and  direct  route  to  or  near  the  town  of 
Mount  Carroll,  in  the  county  of  Carroll;  and  from  thence  to  the  Missis- 
sippi River;  and  also  the  right  to  construct  said  railroad  east,  from 
Oregon  to  the  City  of  Chicago,  in  said  State;  and  the  said  company  are 
hereby  authorized  and  empowered  to  operate  the  said  railroad,  and  are 
authorized  to  regulate  the  time  and  manner  in  which  passengers,  mer- 
chandise and  effects  shall  lie  transported  on  the  same,  and  the  manner 
in  which  the  said  railroad  shall  be  used,  and  to  regulate  a  tariff  of  fare 
and  freight;  and  to  erect  all  necessary  depots,  stations,  shops,  and  other 
buildings  and  machinery,  for  the  accommodation,  management  and  opera- 
linn    of    said    read. 

§  3.  The  capital  stock  of  said  company  shall  be  one  million  dollars, 
($1,000,000),  which  shall  be  divided  into  shares  of  one  hundred  dollars 
each,  and  may  lie  increased  by  the  board  of  directors  to  any  sum,  not 
exceeding  five  millions  if  necessary  to  complete  the  work  herein  au- 
thorized; and  the  same  shall  be  subscribed  for  and  taken  under  the 
direction  of  the  board  of  directors  of  said  company,  in  such  time  and 
manner  as  the  said  directors  shall,  from  time  to  time,  direct. 

§  4.  That  John  R.  Hoteling,  Thomas  Stinson,  Elias  S.  Potter,  Henry 
A.  Mix,  Elias  Etuyre,  Elias  Baker,  A.  M.  Hitt,  Daniel  Z.  Herb,  H.  Hof- 
him,  be  and  they  are  hereby  appointed  commissioners  for  the  purpose  of 
securing  subscriptions  to  the  capital  stock  of  said  company,  giving  notice 
of  the  time  and  place  when  books  will  be  opened  for  subscription  to  the 
capital  stock  of  said  company;  and  said  commissioners,  by  themselves, 
personally,  or  by  such  agents  as  they  shall  appoint,  shall  continue  to 
procure  subscriptions  to  the  stock  of  said  company,  until  the  said  stock 


CORPORATE  HISTORY 


975 


so  subscribed  shall  amount  to  the  sum  of  one  hundred  and  fifty  thousand 
dollars;  and  when  said  amount  of  stock  shall  have  been  taken,  the  said 
commissioners,  or  a  majority  of  them,  shall  give  twenty  days  notice  in 
8ome  public  print  along  the  line  of  said  road,  of  an  election,  by  the  stock- 
holders, of  a  board  of  nine  directors  for  the  management  of  the  business 
of  said  company.  The  said  commissioners,  or  a  majority  of  them,  shall 
attend  and  acl  as  inspectors  of  said  election,  and  the  stockholders  pre- 
senl  shall  proceed  to  ballot  for  directors,  casting  one  vote  for  each  share; 
and  the  commissioners  shall  certify  to  the  election,  under  their  hands, 
which  certificate  shall  be  recorded  in  the  record  book  of  said  company, 
and  shall  be  sufficient  evidence  of  the  election  of  directors  therein  named. 
The  directors  thus  elected  shall  hold  their  office  for  one  year,  and  until 
their  successors  are  elected  and  qualified. 

§  5.  The  business  of  said  company  shall  be  managed  by  a  directory 
of  nine  directors  who  shall  be  elected  annually  by  the  stockholders  of 
the  said  company,  from  among  themselves.  At  all  elections  each  stock- 
holder shall  be  entitled  to  one  vote  for  each  share  of  stock  held  by  him, 
and  may  vote  either  personally  or  by  proxy,  and  a  plurality  of  votes 
given  at  any  election  shall  determine  the  choice;  and  no  stockholder 
shall  be  allowed,  after  the  first  election,  to  vote  by  virtue  of  any  stock 
which  shall  have  been  assigned  to  him  within  thirty  days'  preceding 
said  election.  The  directors  shall  hold  their  office  for  one  year,  and  shall 
elect  one  of  their  number  president  of  said  board.  Any  vacancy  in  said 
board  may  be  filled  by  the  same  at  any  regular  meeting  thereof.  In  the 
absence  of  the  president  said  board  shall  elect  a  president  pro  tern.,  who 
shall  exercise,  for  the  time  being,  the  powers  of  the  president  of  said 
company.  The  directory  of  said  company  may  be  increased  to  thirteen 
or  diminished  to  five,  by  a  vote  of  the  stock  holders  at  any  annual 
meeting. 

§  6.  It  shall  be  lawful  for  the  directors  to  make  calls  upon  the  stock- 
holders of  said  company,  at  such  time  or  times,  and  for  the  payment  of 
such  amounts  of  stock  as  they  shall  deem  fit,  giving  at  least  thirty  day's 
notice  of  each  of  said  calls  in  any  newspaper  or  newspapers  printed  on 
the  line  of  said  road ;  and  in  case  of  default  of  payment  on  the  part  of 
the  stockholder  for  sixty  days  after  the  same  shall  be  due,  the  said  board 
are  authorized  to  declare  the  said  stock  so  in  arrears  and  all  sums  paid 
thereon    to   be   forfeited    to    said    company. 

§  7.  Said  company  are  authorized  by  their  engineers  and  agents,  to 
enter  upon  any  lands  for  the  purpose  of  making  necessary  surveys  and 
examination  for  a  route  for  said  road,  and  to  enter  upon  and  take  any 
and  all  lands  necessary  for  the  construction  of  said  railroad,  making 
compensation  to  the  owner  or  owners  of  said  lands  for  any  damage 
which  may  arise  to  them  from  the  building  of  said  road;  and  in  case  the 
said  company  shall  not  be  able  to  obtain  the  title  to  lands  through  which 
the  said  road  shall  be  laid,  by  purchase  or  voluntary  cession,  the  said 
company  are  authorized  to  proceed  to  ascertain  the  damages  sustained 
by  such  owner  or  owners,  and  determine  the  same  in  manner  and  upon 
the  principles  provided  in  an  act  entitled  "An  Act  to   amend  the   law 


976  CHICAGO,  BURLINGTOX  £   QUIXCY  RAILROAD  COMPANY 

concerning  the  right  of  way  for  purposes  of  internal  improvement," 
enforced  June  22d  1852,  or  said  company  may  proceed  to  obtain  such 
right  of  way  by  the  provisions  of  the  22d  section  of  an  act  entitled  "An 
Act  to  porvide  for  a  general  system  of  railroad  incorporations,"  passed 
November  5th,  1849;  and  shall  be  entitled  to  all  the  benefits  and  provi- 
sions of  any  act  now  in  force  in  regard  to  the  right  of  way  in  this  State. 

§  8.  The  said  company  are  authorized  and  empowered  to  boi  row- 
money,  from  time  to  time,  not  exceeding  the  capital  stock  of  said  com- 
pany, as  may  be  necessary  to  aid  in  the  construction  of  said  road,  and 
to  pay  any  rate  of  interest  therefor,  not  exceeding  ten  per  cent;  and  to 
pledge  and  mortgage  said  road  ami  its  appendages,  or  any  part  thereof, 
or  any  property  or  effects,  rights,  credits,  or  franchises  of  the  said  com- 
pany, as  security  for  any  loan  of  money  and  interest  thereon;  and  to  dis- 
pose of  bonds  issued  for  such  loan,  at  such  rate  or  on  such  terms  as  the 
board  of  directors  may   determine. 

§  9.  The  corporation  hereby  created  is  fully  authorized  to  connect 
(vith,  intersect  or  construct  said  road  in  connection  with  any  other  rail- 
road either  within  the  State  of  Illinois  or  elsewhere;  and  all  the  rights 
secured  to  either  of  said  roads  arc  hereby  secured  to  the  connected  road. 
The  company  formed  by  this  art  may  join  with  any  other  company  in 
making  all  necessary  turnouts,  switches  and  other  conveniences,  to  furth- 
er the  object  of  such  connection;  and  when  the  route  of  any  other  com- 
pany shall  l.e  occupied  and  the  parties  cannot  agree  as  to  the  terms  on 
which  such  route  or  roads  may  be  used,  the  same  shall  lie  submitted  to 
arbitration;  said  arbitrators  to  be  appointed  by  the  judge  of  the  circuit 
court  in  whose  district  the  said  controversy  may  arise,  and  their  award 
shall   be  final   and   conclusive. 

§  10.  That  the  righi  of  way  and  the  real  estate  purchased  for  the 
road  by  said  company,  and  which  shall  become  the  property  of  said 
company,  by  agreemenl  or  by  operation  of  law,  shall  vest  absolutely  in 
fee   simple  in  said  company. 

$  11.  That  any  person  who  shall  willfully  injure  or  obstruct  the  said 
road,  or  any  of  the  appendages  thereto,  shall  be  deemed  guilty  of  a  mis- 
demeanor, and  shall  forfeit  to  the  use  of  the  company  three-fold  the 
amount  of  damages  occasioned  by  said  obstruction  or  injury,  to  be  re- 
covered by  an  action  of  debt,  in  the  name  of  the  said  company,  with 
cost  of  suit,  before  any  justice  of  the  peace  or  any  court  of  record  in  this 
State. 

§  12.  The  said  railroad  when  survived  shall  be  divided  into  three 
divisions,  as  follows:  All  said  road  lying  east  of  the  town  of  Oregon 
shall  constitute  the  first  division;  and  the  portion  thereof  lying  between 
the  town  of  Oregon  and  the  Illinois  Central  Railroad  shall  constitute  the 
second  division;  and  that  portion  of  said  road  lying  between  the  Illinois 
Central  Eailroad  and  the  town  of  Savanna  shall  constitute  the  third 
division;  and  it  shall  be  lawful  for  the  subscribers  to  stock  in  said  com- 
pany to  take  stock  in  either  of  said  divisions,  or  for  the  whole  of  said 
road,  as  they  may  deem  proper;   and  in   case  stock  should  be  taken  in 


CORPORATE  HISTORY  977 

any  of  said  divisions,  the  subscription  so  taken  shall  be  expended  in  said 
division,   if   required   by   the   holders   of   said   stock. 

§  13.  Any  township  organization  or  town  incorporated  or  hereafter 
to  be  incorporated,  through  which  said  railroad  may  pass,  are  hereby 
authorized  and  empowered  to  take  stock  in  said  road  in  their  incorpor- 
ated capacities,  by  a  vote  of  the  legal  voters  of  said  township  or  town; 
and  the  amount  so  taken  shall  not  exceed  fifty  thousand  dollars;  which 
shall  be  levied  and  collected  as  other  taxes  are,  and  such  township  or 
town  shall  be  subject  to  all  the  liabilities  and  have  all  the  rights  of  a 
stockholder,  as   provided  in   this   act. 

Approved  February   18,    1857. 

Private  Laws  Illinois  1857,  Page  1230 

ACT  OF  LEGISLATURE 

Approved   February    24,    1859. 

AN  ACT  to  amend  an  act  entitled  "An  Act  to  incorporate  the  Ogle  and 
Carroll  County  Railroad  Company." 

Section  i.  Be  it  enacted  by  the  People  of  the  State  of  Illinois,  repre- 
sented in  the  General  Assembly,  That  the  above  entitled  act  be  so  altered 
and  amended  as  to  authorize  the  said  company  to  organize  and  elect  a 
directory,  whenever  stock  to  the  amount  of  twenty  thousand  dollars 
shall  be  subscribed  thereto,  towards  the  completion  of  said  road  east  of 
Rock  River,  and  that  the  board  of  directors  of  said  company  shall  con- 
sist of  five  persons,  instead  of  nine,  any  three  of  whom  shall  constitute 
a  quorum,  and  be  vested  with  full  powers  of  the  whole  board.  That 
James  V.  Gale,  Henry  A.  Mix,  Joseph  Sears,  Edward  F.  Dutcher,  Isaac 
Trask,  Elias  S.  Potter,  Langford  Green,  Miles  B.  Light,  Francis  Chase, 
Thomas  Stinson,  Robert  C.  Burchell,  and  Charles  C.  Royce,  be  appointed 
commissioners,  in  place  of  the  persons  named  in  the  original  act;  and 
that  any  two  of  said  commissioners  may  act  as  inspectors  at  the  election 
of  directors;  and  that  said  road  commence  on  the  east  bank  of  Rock 
River,  opposite  the  town  of  Oregon,  in  Ogle  county,  Illinois;  from  thence 
on  the  most  eligible  route,  to  the  Galena  and  Chicago  Union  Air  Line 
Railroad. 

§  2.  That  the  several  villages  and  towns  organized  under  the  town- 
ship organization  law,  or  any  other  law  of  this  State,  along  or  near  the 
route  of  said  road,  or  that  are  in  anywise  interested  therein,  may  in  their 
corporate  capacities,  subscribe  to  the  stock  of  said  company,  or  may 
make  donations  thereto,  or  may  lend  its  or  their  credit  to  said  company, 
to  aid  in  constructing  and  equipping  said  road:  Provided,  that  no  such 
subscription,  donation  or  loan  shall  be  made  until  the  same  shall  be 
voted  for,  [as]   hereinafter  provided. 

§  3.  Whenever  ten  legal  voters  of  any  such  village  or  town  shall 
present  to  the  clerk  thereof  a  written  application,  requesting  that  an 
election  shall  be  held,  to  determine  whether  such  village  or  town  shall 
subscribe  to  the  capital  stock  of  said  company,  or'  make  a  donation  there- 


978         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

to,  or  loan  money  or  bonds  or  its  credit,  to  aid  in  the  construction  of  said 
road,  stating  the  amount,  and  whether  subscribed,  donated  or  loaned, 
and  the  rate  of  interest,  and  the  time  of  payment,  such  clerk  shall  re- 
ceive and  file  such  application,  and  immediately  proceed  to  post  written 
notices  of  an  election  to  be  held  by  the  legal  voters  of  such  town,  which 
notices  shall  be  posted  in  four  of  the  most  public  places  in  such  town  or 
village  for  ten  days  preceding  an  election,  and  shall  state  fully  the  ob- 
ject of  sueh  election,  and  said  election  shall  be  held  and  conducted  and 
return  thereof  made  as  is  provided  by  the  township  organization  law; 
and  an  additional  return  shall  be  made  to  one  of  the  commissioners 
named  in  this  act;  each  elector  shall  deposit  a  ballot  for  said  subscrip- 
tion, donation  or  loan,  or  against  said  subscription,  donation  or  loan;  and 
if  a  majority  of  the  tax  payers  of  said  town,  legal  voters,  shall  vote  at 
said  election  in  favor  of  such  subscription,  donation  or  loan,  then  such 
village  or  town  shall,  by  its  proper  corporate  authority,  subscribe  to  the 
stock  of  said  company,  or  donate  or  loan  thereto,  as  shall  be  determined 
at  such  election,  and  shall  issue  to  the  said  railroad  company  its  bonds, 
in  such  denomination  as  said  company  may  designate,  not  less  than  one 
hundred  dollars,  and  bearing  interest  as  may  be  determined  at  such 
election,  and  payable  annually;  which  bonds  shall  be  signed  by  the  super- 
visor and  countersigned  by  the  clerk,  in  towns  organized  under  the 
township  organization  law,  and  in  incorporated  villages  by  the  president 
of  the  board  of  trustees  and  countersigned  by  the  clerk;  and  any  such 
village  or  town  so  subscribing,  donating  or  loaning,  as  aforesaid,  shall, 
by  its  proper  corporate  capacity,  annually  thereafter,  levy  and  collect  a 
sufficient  amount  of  money,  on  the  assessed  property  of  such  village  or 
town,  to  pay  and  liquidate  the  annually  accruing  interest  on  such  bonds; 
and  in  case  default  shall  be  made  by  said  authorities,  then  it  shall  be 
lawful  for  the  county  clerk  of  the  county  wherein  such  village  or  town 
is  situated,  and  lie  is  hereby  required  to  cause  the  amount  to  be  computed 
on  the  assessed  property  of  said  town  or  village,  and  cause  the  same  to 
be  entered  on  the  collector's  book  of  said  town  or  village;  and  the  col- 
lector thereof  shall  collect  the  same  as  other  taxes. 

§  4.     That   such   portions   of   the   original   act,   to   which   this    [is   an] 
amendement,  as  conflicts  with  this  act,  be  and  the  same  are  hereby  re- 
pealed.    This  act  to  be  in  effect  from  and  after  its  passage. 
Approved  February  24,   1859. 

Private  Laws  Illinois  1859,  Page  488 

ACT  OF  LEGISLATURE 

Approved  March  30,  1869. 

AN  ACT  to  amend  an  act  entitled  "An  Act  to  incorporate  the  Ogle  and 
Carroll   County  Railroad   Company." 

Section  i.  Be  it  enacted  by  the  People  of  the  State  of  Illinois,  repre- 
sented in  the  General  Assembly,  That  the  several  acts  entitled  "An  Act  to 
incorporate  the  Ogle  and  Carroll  County  Railroad  Company,"  approved 


(OKI'.  )KATK    HISTORY 


979 


February  18,  1857,  and  the  act  entitled  "An  Act  to  amend  an  act  en- 
titled an  act  to  incorporate  the  Ogle  and  Carroll  County  Kailroad  Com- 
pany," approved  February  24,  1859,  be  and  they  are  hereby  so  amended 
that  tin-  said  railroad  company  shall  he  authorized  and  empowered  to 
construct,  maintain  and  operate  their  said  railroad,  with  such  appen- 
dages as  may  be  deemed  necessary  by  the  directors,  in  accordance  with 
the  following  provisions: 

§  2.  That  the  first  division  of  said  road  shall  commence  on  the  east 
bank  of  Rock  River  opposite  the  town  of  Oregon,  in  said  county  of  Ogle; 
from  thence,  on  the  most  eligible  route,  to  a  connection  with  the  Chicago 
and  Northwestern  Railway,  or  with  any  other  railroad  leading  to  the 
city  of  Chicago,  and  the  second  division  commencing  at  said  point,  oppo- 
site the  said  town  of  Oregon,  and  running  thence,  in  a  westerly  direction, 
on  the  most   eligible   route   to  the  Mississippi  River. 

§  3.  That  said  company  be  and  they  hereby  are  authorized  to  build 
a  branch  from  their  said  road  from  such  point  as  they  may  desire,  and 
with  such  appendages  as  may  be  deemed  necessary  by  the  directors  of 
said  company,  to  the  city  of  Rockford,  in  said  State. 

§  4.  That  the  stockholders  may,  at  any  regular  meeting,  elect  and 
determine  the  number  of  directors  and  the  length  of  time  that  they  shall 
hold  their  office.  The  board  of  directors  shall  choose  one  of  their  num- 
ber as  president  of  said  company,  and  adopt  such  rules  and  regulations 
for  the  government  of  the  same  as  they  may  deem  expedient. 

§  5.  That  the  several  towns,  villages  and  cities,  organized  or  incor- 
porated under  any  laws  of  this  State,  along  or  near  the  route  of  the  said 
railroad,  as  authorized  to  be  constructed  under  the  original  act  and 
amendment  thereto  or  under  this  act,  or  that  are  in  any  wise  interested 
in  having  said  road,  or  any  branch  or  division  thereof,  constructed,  may, 
in  their  corporate  capacities,  subscribe  to  the  stock  of  said  company,  or 
may  make  donations  thereto,  or  may  lend  its  or  their  credit  to  said 
company,  to  aid  in  constructing  and  equipping  said  road,  or  any  division 
or  branch  thereof:  Provided,  that  no  such  subscription,  donation  or  loan 
shall  be  made  until  the  same  shall  be  voted  for  as  hereinafter  provided. 
$  6.  That  whenever  twenty  legal  voters  of  any  such  towns,  villages 
or  city  shall  present  to  the  clerk  thereof  a  written  application,  request- 
ing that  an  election  shall  be  held  to  determine  whether  such  town,  vil- 
lage or  city  shall  subscribe  to  the  capital  stock  of  said  company,  or  make 
a  donation  thereto,  or  loan  money  or  bonds,  or  its  credit,  to  aid  in  the 
construction  of  said  road,  or  any  branch  or  division  thereof,  stating  the 
amount  and  whether  subscribed,  donated  or  loaned,  and  the  rate  of  in- 
terest and  the  time  of  payment,  such  clerk  shall  receive  and  file  such 
application,  and  immediately  proceed  to  post  written  notices  of  an  elec- 
tion to  be  held  by  the  legal  voters  of  such  town,  village  or  city,  which 
notices  shall  be  posted  in  ten  of  the  most  public  places  in  such  town, 
village  or  city,  for  thirty  days  preceding  such  election,  and  shall  state 
fully  the  object  of  such  election;  and  such  election  shall  be  held  and 
conducted,  and  return  thereof  made  as  is  provided  by  law,  and,  in  any 
village  or  city,  as  is  provided  by  the  law  under  which  the  same  is  incor- 


980         CHICAGO,  BURLINGTON   &   QUIXCY   RAILROAD  COMPANY 

pointed,  and  an  additional  return  shall  be  made  to  one  of  the  directors 
of  said  company.  Each  elector  at  such  election  shall  deposit  a  ballot 
for  said  subscription,  donation  or  loan;  and  if  a  majority  of  the  legal 
voters  of  such  town,  village  or  city,  voting  at  such  election,  shall  vote 
for  such  subscription,  donation  or  loan,  then  such  town,  village  or  city 
shall,  by  its  proper  corporate  authorities,  subscribe  to  the  stock  of  said 
company,  or  donate  or  loan  thereto,  as  shall  be  determined  at  said  elec- 
tion, and  shall  issue  to  the  said  railroad  company  its  bonds  in  such 
denominations  as  said  company  may  designate,  not  less  than  one  hun- 
dred dollars,  and  hearing  ini  may  be  determined  at  such  election, 
not  to  exceed  ten   per  cent,  per  annum,   payable  annually  at   such  place 

such  company  may  designate,  which  bonds  shall  be  signed  by  the 
supervisor  and  countersigned  by  the  clerk  in  towns  organized  under  the 
township  organization  law,  and  in  incorporated  villages  or  cities,  signed 
by  the  president  of  the  board  or'  trusters,  and  countersigned  by  the  clerk 
or  by  the  officers  having  similar  powers  and  duties  in  any  such  village 
or  city,  and  any  such  town,  village  or  city  so  subscribing,  donating  or 
loaning,  as  aforesaid,  shall,  by  its  proper  corporate  authority,  annually 
thereafter,  assess  and  levy  a  tax  upon  the  taxable  property  of  said  town, 
village  or  city,   sufficient   to  pay   and   liquidate  the  annually  accruing  in- 

est  on  such  bonds,  and  so  much  of  the  principal  thereof  as  from  time 
to  time  shall  become  due,  which  taxes  shall  be  Levied  and  collected  in  the 
same  manner  as  other  corporation  taxes  in  such  town,  village  or  city: 
Provided,  that  for  the  payment  of  the  principal  thereof  such  tax  shall 
not   exceed    two  per   cent,   per   annum. 

7.     That  such  portions  of  the   original   act  to   which   this   act   is   an 
amendment  as  conflicts  with  this  act  be  and  the  same  is  hereby  repealed. 
This  act  shall  take  effect  and  be  in  force  from  and  after  its  passage. 
Approved  March  30,  1869. 

Private  Laws  Illinois  1869  Vol.  3,  Page  ■ 


THE  CHICAGO,  ROCKFORD  AND 
NORTHERN  RAILROAD  COMPANY 

This  company  was  incorporated  November  17,  1874,  under 
provisions  of  the  General  L/aws  of  Illinois,  by  Articles  filed  with 
the  Secretary  of  State  of  Illinois,  November  23,  1874. 

By  its  Articles,  the  line  of  road  was  defined  as  follows,  to 
wit : 

"The  places  from  and  to  which  it  is  intended  to  construct 
the  proposed  railroad  are  as  follows :  from  a  point  at  or  near 
Mendota,  on  the  Illinois  Central  Railroad,  or  any  other  railroad 
now  built  or  that  may  hereafter  be  built  in  LaSalle,  Lee  or 
Bureau  Counties,  in  the  State  of  Illinois ;  thence  on  the  most 
eligible  route  to  or  near  the  town  of  Rochelle,  in  Ogle  County ; 
thence  to  some  point  or  points  on  the  northern  line  of  said  state, 
in  Winnebago  County,  passing  through  the  City  of  Rockford, 
in  said  county,  to  connect  at  said  state  line  with  any  road  or 
roads  that  are  or  may  be  constructed  within  the  State  of 
"Wisconsin,  to  said  state  line." 

It  was  organized  at  Chicago,  November  17,  1874,  and  a  line 
was  built  from  a  connection  with  The  Chicago  and  Iowa  Rail- 
road at  Flag  Center  northerly  to  Rockford,  twenty-three  and 
one-half  miles,  completed  July  1,  1875. 

This  road  was  promoted  by  The  Chicago  and  Iowa  Railroad 
Company,  which  company  took  a  Lease  of  the  property,  dated 
July  1,  1875. 

Of  the  same  date  it  executed  two  mortgages  to  secure  bond 
issues,  and  in  1877,  defaulted  thereon,  and  the  Circuit  Court  of 
Lee  County,  Illinois,  appointed  Otis  R.  Glover  Receiver,  who 
continued  as  Receiver  until  March  29,  1881. 

In  August,  1877,  Glover,  as  Receiver,  made  a  contract  with 
William  H.  Holcomb,  then  Receiver  of  the  Chicago  and  Iowa 
railroad,  in  the  form  of  a  lease  dated  January  5,  1878,  under 
which  Holcomb  operated  both  roads  until  March  29,  1881,  after 
which  possession  was  resumed  by  the  Chicago  and  Iowa  Com- 
pany under  its  lease  of  July  1,  1875,  and  continued  until 
January  1,  1892. 

981 


982         CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD   COMPANY 

Of  date  January  1,  1892,  this  road  was  conveyed  to  The 
Chicago,  and  Iowa  Railroad  Company  by  deed  in  fee  simple. 

ARTICLES   OF   INCORPORATION,   November  17,  1874.     The   Chicago, 
Rockford  aiid  Northern  Railroad  Company. 

The  undersigned,  for  the  purpose  of  organizing  a  Railroad  corporation, 
under  and  pursuant  to  an  Act  of  the  General  Assembly  of  the  State  of  Illi- 
nois, entitled  "An  Act  to  Provide  for  the  Incorporation  of  Associations 
that  may  be  organised  for  the  purpose  of  constructing  railways,  maintaining 
and  operating  the  same;  For  prescribing  and  defining  the  duties  and  limit- 
ing the  powers  of  such  corporations  when  so  organized"  approved  March 
Lst,  1872,  In  force  March  1st,  L872,  and  the  Act  Amendatory  thereof,  in 
force  July  lst,  1873,  Do,  hereby  adopt  the  following  Articles  of  Incorpora- 
tion, to-wit : 

First:  The  name  of  such,  proposed  corporation  is  "The  Chicago,  Rock- 
ford  and  Northern  Railroad  Company." 

Second:  The  places  from  and  to  which  it  is  intended  to  construct  the 
proposed  railroad,  arc  as  follows:  From  a  point  at  or  near  Mendota  on  the 
Illinois  Central  Railroad  or  any  other  railroad  now  built  or  that  may  here- 
after be  built  in  LaSalle,  Lee  or  Bureau  counties,  in  the  State  of  Illinois, 
thence  on  the  most  eligible  route  to  or  near  the  town  of  Rochelle  in  Ogle 
county,  thence  to  some  point  or  points  on  the  North  line  of  said  State  in 
Winnebago  County,  passing  through  the  City  o.f  Rockford,  in  said  county, 
to  conned  al  said  state  line,  with  any  road  or  roads  that  are  or  may  be 
constructed  within  the  State  of  Wisconsin  to  said  state  line. 

Third:  The  place  at  which  shall  lie  established  and  maintained  the  prin- 
cipal business  office  of  such  proposed  corporation  is  the  City  of  Chicago, 
in  the  County  of  Cook  and  State  of  Illiuois. 

Fourth:  The  time  of  the  commencement  and  the  period  of  the  con- 
tinuance of  said  proposed  corporation  is  from  the  17th  day  of  November 
A.  D.  1874  to  the  17th  day  of  November  A.  D.  1924,  being  a  period  of 
fifty  years. 

Fifth :  The  amount  of  the  capital  stock  of  such  corporation  shall  be  one 
hundred    thousand    dollars    ($100,000). 

Sixth:  The  names  and  places  of  residence  of  the  persons  forming  such 
corporation  are  as  follows,  to-wit  : 

Names  Place  of  residence 

D.  Bowen  Waterman,  Aurora,  Kane  County,  Illinois 
George   M.    Hint,    Chicago,   Cook   County,   Illinois 
Benjamin  T.  Lewis,  Chicago,  Cook  County,  Illinois 
George  W.  Adams,  Chicago,  Cook     County,  Illinois 
James  H.  Cartwright,  Oregon,  Ogle  County,  Illinois 


Seventh:  The  names  of  the  members  of  the  first  Board  of  Directors  are 
as  follows: — 

D.  Bowen  Waterman,  G.  M.  Hunt,  Benjamin  T.  Lewis,  Jas.  H.  Cartwright 
and  George  W.  Adams. 


CORPORATE  HISTORY  983 

The  government  of  the  proposed  corporation,  and  the  management  of 
its  affairs  shall  be  vested  in  and  exercised  by  a  Board  of  Directors  who 
shall  choose  such  officers  and  agents  as  they  may  deem  for  the  best  interest 
of  the  company  and  clothe  them  with  authority  to  perform  its  functions. 
Eighth:  The  number  of  shares  of  capital  stock  shall  be  one  thousand 
(1,000)  and  the  amount  of  each  share  shall  be  one  hundred  dollars  ($100). 
Dated   at   Chicago,   Illinois,   this   17th,   day   of   November. 

D.  B.  Waterman 
George  M.  Hunt 
Benjamin   T.  Lewis 
George  M.  Adams 
Jas.  H.  Cartwright 

State  of  Illinois,  ) 
Cook  County.  ) 

On  this  17th  day  of  November  A.  D.  1874  before  me  a  Notary  Public 
in  and  for  said  County  of  Cook,  personally  appeared  D.  Bowen  Waterman, 
George  M.  Hunt,  George  W.  Adams,  Benjamin  T.  Lewis,  and  James  H. 
Cartwright,  to  me  personally  known  to  be  the  persons  who  executed  the 
foregoing  instrument  in  writing  and  severally  acknowledged  that  they 
executed  the  same  for  the  uses  and  purposes  therein  set  forth. 

Given  under  my  hand  and  Notarial  Seal,  at  Chicago,  in  said  county,  this 
17th  day  of  November,  A.  D.  1874. 
[seal]  M.  L.  Ettinger,  Notary  Public. 

United  States  op  America  ) 
State  of  Illinois  ) 

Office  of  Secretary,  I,  George  H.  Harlow,  Secretary  of  the  State  of 
Illinois,  do  hereby  certify  that  the  foregoing  is  a  true  copy  of  the  Articles 
of  Organization  of  the  Chicago,  Bockford  and  Northern  Bailroad  Company 
and  the  endorsements  thereon,  which  were  filed  in  the  office  of  the  Secretary 
of  State  on  the  23rd  day  of  November,  A.  D.  1874,  and  recorded  in  Book 
One  (1)  of  By.  Incorporations  at  pages  283-285  on  file  in  this  office. 

In  witness  whereof,  I  hereto  set  my  hand  and  affix  the  general  seal, 
State  at  the  City  of  Springfield,  this  23rd  day  of  November,  A.  D.  1874. 
[seal]  George  H.  Harlow,  Secretary  of  State. 

Becorded  in  Illinois: 

Winnebago  County,  November  19,  1874,  Book  1,  Page  499. 
Ogle  County,  November  19,  1874,  Book  E,  Page  475. 
LaSalle  County,  December  7,  1874,  Book  158,  Page  428. 

Lee  County,  January  4,  1875,  Book  20,  Page . 

Bureau  County,  January  11,  1875,  Book  28,  Page  395. 

FINAL  DECEEE,  June  17,  1881,  Circuit  Court  Ogle  County,  Illinois  to 
satisfy  and  release  Mortgage  dated  October  1,  1875,  given  by  Chicago, 
Bockford  and  Northern  Bailroad  Company  for  $150,000. 


()S4  CHICAGO,   BURLINGTON   &   QUINCY   RAILROAD  COMPANY 

Iii   the   Circuit   Court   of   Ogle   County. 

state  of  Illinois,  / 

>  ss. 
County  of  Ogle.    ) 

In   Chancery.     April  Term  A.  D.  1S81. 

Present:  Hon.  Joseph  M.  Bailey.    Judge. 

Benjamin  T.  Lewis  and  Francis  E.  Hinckley.  ^ 

vs. 
Chicago,  Rockford  and  Northern  Kail  Road  Company,  Eobert  H. 
Tinker,  Henry  s.  Hawley,  George  Willard  and  James  F.  Meag- 
her impleaded  with  D.  B.  Waterman. 

Chicago,    Rockford    and    Northern    Rail    Road    Company 

vs. 
Robert  II.  Tinker.   Henry   S.   Hawley,  George  Willard,  James  F. 
Mi  agher,  Benjamin  T.  Lewis,  Francis  E.  Hinckley,  Ralph  Plumb 
and  J.  Irving  Pearce  impleaded  with  D.  B.  Waterman. 


Bill 


Cross 
Bill 


FINAL  DECREE. 

And  now  on  this  day.  it  being  one  of  the  days  of  the  April  Term  of 
this  Cunt,  it  appearing  to  the  Caurt  that  the  Complainants  in  the  above 
entitled  cause  filed  their  Bill  of  Complaint  herein,  on  the  7th  day  of 
March  A.  D.  1881,  and  thai  the  summons  of  this  Court  was  duly  issued 
according  to  the  prayer  of  said  Bill  and  that  personal  service  thereof, 
•  duly  had  upon  each  of  the  said  defendants  in  said  Hill  more  than 
ten  days  prior  to  the  return  day  named  in  said  summons  and  more  than 
ten  days  prior  to  the  first  day  of  the  present  term  of  this  Court. 

And  it  further  appearing  to  the  Court  that  the  said  defendants  Robert 
II.  Tinker,  Henry  S.  Hawley,  George  Willard  and  James  F.  Meagher 
have  wholly  failed  to  answer  the  said  Bill  of  Complaint  and  that  for 
want  of  such  answers  are  in  default.  It  is  therefore  ordered  adjudged 
and  decreed  that  said  Robert  II.  Tinker,  Henry  B.  Hawley,  George  Wil- 
lard and  .lames  P.  Meagher  be,  and  they  are,  and  each  of  them  is, 
hereby  defaulted  for  want  of  answer  in  such  cause  to  said  Bill  of  Com- 
plaint and  that  the  said  Bill  of  Complaint  be,  and  is  hereby  taken  as 
confessed  in  all  things  as  to  them,  and  each  of  them. 

And  it  further  appearing  to  the  Court  that  the  Defendant,  The  Chi- 
cago, Rockford  and  Northern  Rail  Road  Company  duly  appeared  in  said 
cause  by  its  Solicitor  and  filed  its  answer  to  said  Bill  of  Complaint  and 
that  the  said  Chicago,  Rockford  and  Northern  Railroad  Company  also 
filed  its  Cross-Bill  in  said  cause,  and  in  and  by  which  it  made  defendants 
to  said  Cross-Bill,  all  the  parties  to  said  Original  Bill,  and  also  Ralph 
Plumb  and  J.  Irving  Pearce: 

And  it  further  appearing  to  the  Court  that  the  said  Robert  H.  Tinker, 
Henry  S.  Hawley,  George  Willard  and  James  F.  Meagher,  wholly  failed 
to  answer  the  said  Cross-Bill  of  Complaint  and  that  for  want  of  such 
answers  are  and  each  of  them,  is,  in  default.  It  is  therefore  ordered 
adjudged  and  Decreed,  that  the  said  Robert  H.  Tinker,  Henry  S.  Hawley, 


CORPORATE    HISTORY  985 

George  Willard  and  James  F.  Meagher  be,  and  that  they  are  and  each 
of  them  is  hereby  defaulted  for  want  of  answer  to  said  Cross-Bill  of 
Complaint  and  that  the  said  Cross-Bill  of  Complaint  be  and  hereby  is 
taken  as  confessed,  in  all  things,  as  to  them  and  each  of  them. 

And  it  further  appearing  to  the  Court  that  replecation  was  duly  filed 
to  the  answer  of  said  Chicago,  Bockford  and  Northern  Railroad  Company 
to  the  original  Bill,  and  that  said  Cross-Bill,  was  answered  by  Benjamin 
T.  Lewis,  Francis  E.  Hinckley,  Ralph  Plumb  and  J.  Irving  Pearce  de- 
fendants in  said  Cross-Bill  and  that  replecations  to  said  answers  were 
duly  filed. 

And  now  this  cause  coming  on  to  be  heard  upon  said  Bill  of  Complaint 
answers,  Cross-Bill  and  replecations  as  aforesaid  and  upon  oral  testi- 
mony and  other  evidence  offered  in  open  Court  and  the  Court  being  fully 
advised  in  the  premises,  thereupon  finds,  adjudges  and  decrees  as  follows. 

I. 

That  the  Chicago,  Rockford  and  Northern  Railroad  Company  was  or- 
ganized and  incorporated  as  a  Railroad  Corporation  of  the  State  of  Illi- 
nois under  and  by  virtue  of  the  General  Laws  of  the  State  of  Illinois, 
authorizing  the  formation  of  Railroad  Corporations  during  the  month  of 
November,  A.  D.  1874,  and  from  thence  hitherto  has  been  and  still  is, 
such  corporation,  having  its  general  office  and  place  of  business  in  the 
City  of  Chicago  and  County  of  Cook  in  said  State,  and  that  it  was 
authorized  under  its  articles  of  association  and  the  laws  under  which  it 
was  incorporated  to  locate,  construct,  maintain  and  operate  a  line  of  Rail 
Road  from  a  point  at  or  near  Mendota,  on  the  Illinois  Central  Railroad 
or  any  other  railroad  that  may  now  be  built  in  La  Salle,  Lee  or  Bureau 
Counties  in  the  State  of  Illinois,  thence  on  the  most  eligible  route  to  or 
near  the  town  of  Rochelle  in  the  County  of  Ogle,  thence  to  some  point 
or  points  on  the  North  line  of  said  State,  in  Winnebago  County,  passing 
through  the  City  of  Rockford  in  said  County  to  connect  at  said  State 
line  with  any  other  road  or  roads  that  are  or  may  be  constructed  within 
the  State  of  Wisconsin  to  the  State  Line,  and  to  effectuate  such  purpose 
was  empowered  to  receive  stock  subscriptions  and  issue  certificates  there- 
fore and  to  borrow  money  and  to  issue  Bonds  therefor  and  to  secure  the 
payment  of  such  bonds  by  mortgages  or  Trust  Deeds  on  its  corporate 
property  incomes  and  franchises  subject  to  the  limitations  and  restric- 
tions contained  in  the  constitution  and  laws  of  the  State  of  Illinois. 

II. 

And  the  Court  further  finds,  adjudges  and  decrees  that  during  the 
years  1874  and  1875  the  said  Railroad  Company  located  and  constructed 
a  portion  of  its  line  of  Railroad  commencing  at  the  City  of  Rockford  in 
the  County  of  Winnebago  and  extending  to  a  point  upon  the  line  of  the 
Rail  Road  of  the  Chicago  and  Iowa  Railroad  Company  near  the  town  of 
Rochelle  in  the  County  of  Ogle  a  distance  of  about  twenty-four  (24) 
miles  and  that  said  line  of  railroad  has  since  been  and  still  is  operated. 


986         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

III. 

And  the  Court  further  finds,  adjudges  and  decrees  that  the  Capital 
stock  of  the  Chicago,  Eockford  and  Northern  Eail  Eoad  Company  was 
fixed  at  one  hundred  thousand  dollars  ($100,000.00)  divided  into  shares 
of  one  hundred  ($100)  each  to  be  subscribed  and  paid  for  and  issued  for 
the  purpose  of  obtaining  means  to  construct,  maintain  and  operate  its 
said  line  of  Eailroad. 

IV. 

And  the  Court  further  finds,  adjudges  and  decrees  that  the  Complain- 
ant, Benjamin  T.  Lewis  subscribed  to  the  Capital  stock  of  said  Chicago, 
Eockford  and  Northern  Eailroad  Company  for  two  (2)  shares  of  One 
Hundred  ($100)  dollars  each  and  that  he  paid  for  the  same,  to  said  Com- 
pany in  labor  which  was  actually  received  and  applied  by  said  Eailroad 
Company  to  the  purposes  of  constructing,  maintaining  and  operating  its 
line  of  Railroad  and  that  he  was  at  the  time  of  the  filing  of  said  Bill 
and  now  is  the  actual  bona  fide  owner  of  two  (2)  shares  of  Capital 
stock  of  the  Chicago,  Eockford  and  Northern  Eailroad  Company. 

V. 
The  Court  further  finds,  adjudges  and  decrees  that  the  Complainant 
Francis  E.  Hinckley  subscribed  to  the  Capital  stock  of  the  Chicago,  Eock- 
ford and  Northern  Railroad  Company  for  forty  two  (42)  shares  thereof 
one  hundred  ($100)  dollars  each  and  that  he  paid  for  the  same  in  money, 
labor  and  property  which  was  actually  received  and  applied  to  the  pur- 
poses of  constructing,  maintaining  and  operating  the  said  line  of  railroad 
and  that  he  is  now  the  bona  fide  owner  and  holder  of  said  forty-two 
shares  of  the  Capital  stock  of  said  Chicago,  Eockford  and  Northern 
Eailroad  Company. 

VI. 

And  the  Court  further  finds,  adjudges  and  decrees  that  D.  B.  Water- 
man subscribed  to  the  Capital  stock  of  said  Chicago,  Eockford  and 
Northern  Eailroad  Company  for  two  (2)  shares  thereof  which  shares 
were  paid  for  by  him  in  labor  actually  performed  for,  received  and  ap- 
plied by  said  Eailroad  Company  for  the  purpose  of  constructing  main- 
taining and  operating  the  said  line  of  Eailroad  and  that  a  certificate  for 
such  two  shares  of  stock  was  duly  issued  by  said  Eailroad  Company  and 
is   now   outstanding. 

And  the  Court  further  finds,  adjudges  and  decrees  that  George  M. 
Hunt  was  also  a  subscriber  to  the  Capital  stock  of  said  Chicago,  Eock- 
ford and  Northern  Eailroad  Company  for  one  (1)  share  thereof  which 
said  share  of  stock  was  paid  for  by  the  said  Hunt  in  labor  actually  per- 
formed for  said  Chicago,  Eockford  and  Northern  Eailroad  Company 
and  received  and  applied  by  it  for  the  purposes  of  constructing,  maintain- 
ing and  operating  said  line  of  Eailroad  and  a  certificate  of  such  share  of 
stock  issued  by  said  Chicago,  Eockford  and  Northern  Eailroad  Company 
is  now  outstanding. 


CORPORATE  HISTORY  987 

And  the  Court  further  finds,  adjudges  and  decrees-  that  George  W. 
Adams  was  a  subscriber  for  one  (1)  share  of  the  Capital  stock  of  the 
Chicago,  Eockford  and  Northern  Eailroad  Company  and  that  he  paid  for 
the  said  one  share  of  stock  in  labor  actually  performed  by  him  for  said 
Eailroad  Company  and  which  was  applied  by  it  in  the  construction, 
maintainance  and  operation  of  said  line  of  railroad  and  that  a  certifi- 
cate of  such  one  share  of  stock  was  duly  issued  by  said  Chicago,  Eock- 
ford and  Northern  Eailroad  Company  and  is  now  outstanding. 

VII. 

And  the  Court  further  finds,  adjudges  and  decrees  that  the  defendant 
Eobert  H.  Tinker  on  or  about  March  1st,  A.  D.  1876,  subscribed  to  the 
Capital  stock  of  said  Chicago,  Eockford  and  Northern'  Eailroad  Company 
for  four  hundred  and  fifty  (450)  shares  thereof  at  one  hundred  ($100) 
each  amounting  to  forty,  five  thousand  dollars. 

That  certificates  therefor  numbered  eight  (8)  nine  (9)  ten  (10)  and 
eleven  (11)  for  one  hundred  shares  each  and  certificate  number  twelve 
(12)  for  fifty  shares  were  issued  by  said  Chicago,  Eockford  and  Northern 
Eailroad  Company  to  said  E.  H.  Tinker  bearing  date  March  1st,  1876. 

That  said  Eobert  H.  Tinker  paid  no  consideration  whatever  for  said 
shares  of  the  Capital  stock  of  said  Chicago,  Eockford  and  Northern 
Eailroad  Company  or  for  any  share  thereof  to  said  Chicago,  Eockford 
and  Northern  Eailroad  Company  at  the  time  of  making  such  subscription 
to  its  Capital  stock,  or  at  any  time  thereafter,  and  that  the  said  Eobert 
H.  Tinker  never  agreed  to  pay  the  said  Chicago,  Eockford  and  Northern 
Eailroad  Company  any  sum  or  value  therefor  or  for  any  share  thereof 
and  that  the  said  Certificates  were  so  issued  by  said  Chicago,  Eockford 
and  Northern  Eailroad  Company  without  any  consideration.  Having 
been  paid  or  agreed  to  be  paid  by  said  Eobert  H.  Tinker  to  the  said 
Chicago,  Eockford  and  Northern  Eailroad  Company  and  that  said  certi- 
ficates were  and  are  and  each  of  them  was  and  is  wholly  fraudulent  and 
void   in    whose    hands    soever    they    may   be. 

VIII. 

The  Court  further  finds,  adjudges  and  decrees  that  afterwards  on  or 
about  the  fourth  (4)  day  of  March,  A.  D.  1880,  the  said  Eobert  H.  Tinker 
surrendered  to  the  Chicago,  Eockford  and  Northern  Eailroad  Company 
certificates  of  stock  numbers  eight  (8)  and  nine  (9)  for  one  hundred 
(100)  shares  each  and  certificates  number  twelve  (12)  for  fifty  shares 
and  that  on  that  day  stock  certificates,  but  not  under  the  seal  of  the 
Chicago,  Eockford  and  Northern  Eail  Eoad  Company  were  issued  in 
lien  of  said  three  certificates  as  follows:  One  to  George  Willard  for 
fifty  (50)  shares  in  lieu  of  stock  certificate  number  twelve  (12)  as  afore- 
said: a  certificate  without  number  for  one  hundred  shares  to  James 
F.  Meagher  in  lieu  of  one  of.  said  returned  certificates  and  a  stock  certi- 
ficate without  number  to  Henry  S.  Hawley  for  one  hundred  (100)  shares 
in  lieu  of  one  of  said  certificates  so  surrendered  as  aforesaid. 


988         CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

IX. 
And  the  Court  further  finds,  adjudges  and  decrees  that  neither  the  said 
George  Willard,  James  F.  Meagher  nor  said  Henry  S.  Hawley  paid  or 
agreed  to  pay  any  consideration  or  thing  of  value  to  the  said  Chicago, 
Eockford  and  Northern  Railroad  Company,  for  said  Stock  or  Stock 
Certificates  or  either  of  them,  so  issued  and  delivered  to  them  as  afore- 
said, but  that  the  said  certificates  issued  to  said  George  Willard,  Henry 
S.  Hawley  and  James  F.  Meagher  defendants  in  this  cause  there  were 
and  are  now  wholly  fraudulent  and  void  and  that  the  assignment  and 
transfer  of  said  certificates  by  said  Tinker  to  said  Willard,  Hawley  and 
Meagher  were  merely  colorable  and  that  the  certificates  so  as  aforesaid 
issued  to  said  Willard,  Hawley  and  Meagher  by  said  Chicago,  Rockford 
and  .Northern  Railroad  Company  were  so  issued  at  the  request  of  said 
Robert  H.  Tinker. 

X. 

And  the  Court  further  finds,  adjudges  and  decrees  that  the  defendants, 
Robert  H.  Tinker,  George  Willard,  James  F.  Meagher  and  Henry  S. 
Hawley  within  ten  days  from  the  entry  of  this  decree  deliver  to  the 
Clerk  (if  this  Court  the  said  certificates  of  stock  as  held  and  claimed 
to  be  owned  by  them  as  aforesaid  and  any  and  all  other  certificates  for 
shares  of  stock  in  the  Chicago,  Rockford  and  Northern  Railroad  Com- 
pany held  by  them  or  either  of  them  and  which  were  issued  or  pre- 
tended to  have  been  issued  by  the  Chicago,  Rockford  and  Northern 
Railroad  Company  in  lieu  or  in  place  of  the  aforesaid  certificate  or 
either  of  them  for  cancellation  and  that  the  Clerk  of  this  Court,  on 
receipt  of  said  certificate,  cancel  the  same  and  deliver  the  same  when 
cancelled  to  Benjamin  T.  Lewis,  Secretary  of  the  Chicago,  Rockford 
and   Northern   Railroad   Company. 

XII. 

And  the  Court  further  finds,  adjudges  and  decrees  that  the  injunction 
heretofore  granted  in  this  Cause  be  and  the  same  hereby  is  continued 
and  made  perpetual. 

XIII. 
And  the  Court  further  finds,  adjudges  and  decrees  that  upon  the  hear- 
ing of  this  cause  the  complainants  in  the  Original  Bill  with  the  consent 
of  Complainants  in  the  Cross-Bill  and  with  leave  of  the  Court,  dis- 
missed the  said  Bill  as  to  the  500  shares  of  stock  alleged  in  said  Bill 
to  have  been  issued  by  said  Chicago,  Rockford  and  Northern  Railroad 
Company  to  Francis  E.  Hinckley  in  trust  for  the  Chicago  and  Iowa 
Railroad  Company  and  withdraw  from  the  consideration  of  the  Court 
all  matters  and  things  touching  and  concerning  the  said  500  shares  of 
stock  and  this  Court  therefore  does  not  pass  upon  any  question  con- 
cerning the  same  nor  in  this  decree  to  be  held  or  construed  as  determin- 
ing the  validity  "of"  invalidity  of  said  500  shares  of  stock  or  any 
matter  or  thing  pertaining  to  the  same,  but  this  decree  is  entered  with- 


CORPORATE  HISTORY  989 

out  prejudice  to  the  rights  of  any  person  interested  in  said  500  shares 
of  stock  and  all  rights  of  such  persons  and  all  matters  concerning  said 
500  shares  of  stock  are  hereby  reserved  to  be  adjudicated  upon  at  such 
time,  place  and  manner  as  the  parties  interested  therein  may  be  ad- 
vised. 

XIV. 

And  the  Court  further  finds,  adjudges  and  decrees  that  the  said  Chi- 
cago, Eockford  and  Northern  Eailroad  Company  on  or  about  Septem- 
ber 12th,  A.  D.  1876,  but  under  date  of  October  1st,  A.  D.  1875,  executed 
and  delivered  to  Ealph  Plumb  and  Arthur  B.  Meeker  as  Trustees,  a  deed 
of  trust  or  Mortgage  upon  its  said  line  of  railroad  together  with  all  its 
property,  income  and  franchises  to  secured  an  issue  of  bonds  author- 
ized to  be  issued  thereunder  in  the  aggregate  amount  of  one  hundred 
and  fifty  thousand  dollars  ($150,000)  which  deed  of  trust  or  mortgage 
was  duly  recorded  in  the  office  of  the  Recorder  of  Winnebago  County 
Sept.  14th,  A.  D.  1876,  at  10:30  o'clock  in  the  forenoon  in  Book  48  of 
Mortgages  at  page  439  and  in  the  office  of  the  Recorder  of  Ogle  County 
Sept.  19th,  A.  D.  1876,  in  Book  32  of  Mortgages  at  page  122  at  9  o'clock 
in  the  forenoon,  which  deed  of  trust  or  mortgage  still  remains  of  record 
in  said  Counties.  That  the  said  Ralph  Plumb  and  Arthur  B.  Meeker 
accepted  the  trust  created  by  said  trust  deed  or  mortgage  and  entered 
upon  the  discharge  of  the  duties  thereof. 

That  afterwards  the  said  Arthur  B.  Meeker  resigned  his  Trusteeship 
under  said  deed  of  trust  or  mortgage  and  that  the  said  Chicago,  Eock- 
ford and  Northern  Eailroad  Company  and  said  Ealph  Plumb  under  and 
pursuant  to  the  provisions  of  said  trust  deed  or  mortgage  duly  appointed 
J.  Irving  Pearce  a  Trustee  to  fill  the  vacancy  occasioned  by  the  resig- 
nation of  the  said  Arthur  B.  Meeker,  and  that  the  said  J.  Irving  Pearce 
accepted  said  Trust  and  has  thence  hitherto  acted  and  now  acts  as  and 
is  a  Trustee  under  said  Trust  deed  or  mortgage. 

XV. 

And  the  Court  further  finds,  adjudges  and  decrees  that  there  were 
executed  by  the  officers  of  the  said  Chicago,  Eockford  and  Northern 
Eailroad  Company  bonds  in  the  aggregate  amount  of  one  hundred  and 
fifty  thousand  ($150,000.00)  Dollars  consisting  of  one  hundred  and  fifty 
(150)  bonds  of  one  thousand  dollars  ($1000)  each  in  accordance  with  the 
terms  of  said  mortgage  or  deed  of  Trust:  and  that  the  said  defendant 
Ealph  Plumb  and  the  said  Arthur  B.  Meeker  while  acting  as  such  trus- 
tees as  aforesaid  certified  to  the  said  Bonds:  But  that  neither  of  the 
said  one  hundred  and  fifty  (150)  bonds  nor  either  of  them  were  ever 
issued,  negotiated,  sold,  transferred  or  delivered  by  said  Chicago,  Eock- 
ford and  Northern  Eailroad  Company  nor  by  any  person  acting  under 
authority  from  said  Chicago,  Eockford  and  Northern  Eailroad  Com- 
pany so  to  do  to  any  person  or  persons,  firm  or  firms,  corporation  or 
corporations,  and  that  the  said  Chicago,  Rockford  and  Northern  Rail- 
road Company  never  received  from  any  person  or  persons,  firm  or  firms, 


990         CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

corporation  or  corporations  any  consideation  or  thing  of  value  what- 
ever for  any  one  of  said  Bonds:  but  that  the  said  one  hundred  and  fifty 
thousand  ($150,000)  dollars  of  Bonds  were  taken  possession  of  by  per- 
sons unauthorized  by  said  Chicago,  Bockford  and  Northern  Bailroad 
Company  or  without  paying  or  agreeing  to  pay  any  consideration  therefor 
or  for  any  part  or  portion  thereof  and  were  appropriated  to  the  use  of 
such  persons  without  any  authority  from  the  said  Chicago,  Bockford  and 
Northern  Bailroad  Company  and  that  the  said  one  hundred  and  fifty 
thousand  ($150,000)  dollars  of  Bonds  were  and  each  and  every  one  of 
said  Bonds  was  at  the  time  they  were  taken  possession  of  by  such  un- 
authorized persons  wholly  without  consideration  and  void  and  that  they 
have  thence  hitherto  continued  to  be  and  now  are  wholly  illegal  and  void 
in  the  hands  of  whomsoever  they  may  be. 

XVI. 

Ami  the  Court  further  finds,  adjudges  and  decrees  that  at  the  time  of 
the  filing  of  the  Bill  and  Cross-Bill  in  this  cause  and  at  the  present  time, 
li'ol.crt  II.  Tinker  one  of  the  defendants  herein  had  and  now  has  in  his 
possession  and  under  his  control  and  claims  to  be  the  owner  of  one  hun- 
dred and  twenty-five  (125)  of  said  one  hundred  and  fifty  (150)  bonds 
numbered  six  hundred  and  one  (601)  to  seven  hundred  and  twenty-six 
(726)  both  inclusive. 

XVII. 

And  the  Court  further  finds,  adjudges  and  decrees,  that  the  said  Bob- 
ert  II.  Tinker  c;nne  in  possession  of  said  one  hundred  and  twenty-five 
thousand  ($125,000)  dollars  of  bonds  without  paving  or  agreeing  to  pay 
any  consideration  whatsoever  therefor  or  for  any  or  either  of  said  bonds 
to  the  said  Chicago,  Bockford  and  Northern  Bailroad  Company,  and  that 
he  received  the  same  without  consideration  and  without  authority  from 
the  said  Chicago,  Bockford  and  Northern  Railroad  Company  and  in 
fraud  of  its  lights  and  the  rights  of  its  Creditors  and  bona  fide  stock- 
holder- and  thai  the  said  bonds  were  and  that  each  of  them  was  at  the 
time  he  received  the  same  and  thence  hitherto  have  continued  to  be 
and  now  are  wholly  void  in  his  hands  and  in  the  hands  of  any  transferee, 
by  him  and  are  hold  by  him  or  them  in  fraud  of  the  rights  of  the  said 
Chicago,  Bockford  and  Northern  Bailroad  Company  and  its  Creditors 
and    l.onafide   stockholders. 

X  VIII. 

And  the  Court  further  finds,  adjudges  and  decrees  that  Francis  E. 
Hinckley,  one  of  the  complainants  in  the  said  original  bill,  has  in  his 
possession  and  claims  to  own  the  other  twenty-five  (25)  bonds,  that  he 
received  the  same  without  consideration  paid  or  agreed  to  be  paid  by  him 
therefor  and  that  the  same  were  at  the  time  he  received  the  same  and 
now  are  wholly  illegal  and  void  in  his  hands. 


CORPORATE  HISTORY  991 

XIX. 

And  the  Court  further  adjudges  and  decrees  that  the  said  Eobert  H. 
Tinker  produce  and  deliver  to  the  Clerk  of  this  Court  within  ten  days 
from  the  entry  of  this  decree  the  said  one  hundred  and  twenty-five 
(125)  bonds  so  held  by  him  for  cancellation  and  that  the  Clerk  of  this 
Court  thereupon  cancel  the  same;  and  that  the  said  Francis  E.  Hinckley 
within  like  time  produce  and  deliver  to  the  Clerk  of  this  Court  said 
twenty-five  (25)  bonds  so  held  by  him  for  cancellation  and  that  the  said 
Clerk  on  receipt  thereof  cancel  the  same  and  when  so  cancelled,  that  he 
deliver  the  whole  $150,000  of  said  bonds  so  cancelled  to  Benjamin  T. 
Lewis,  Secretary  of  the  Chicago,  Eockford  and  Northern  Eailroad  Com- 
pany. 

XX. 

And  the  Court  further  adjudges  and  decrees  that  within  ten  days  after 
the  entry  of  this  decree  the  said  Ealph  Plumb  and  J.  Irving  Pearce 
as  Trustees  under  said  deed  of  trust  or  mortgage  execute,  acknowledge 
and  record  in  the  Eecorders  Office  of  the  Counties  of  Winnebago  and 
Ogle  a  proper  satisfaction  and  discharge  of  the  said  deed  of  trust  or 
mortgage  so  as  to  fully  cancel  the  same  of  record  in  said  Counties  of 
Ogle  and  Winnebago  and  in  case  of  the  failure  of  the  said  trustees  to  so 
cancel  and  discharge  the  said  Deed  of  Trust  or  Mortgage  within  the 
time  aforesaid  then  and  in  that  case  it  is  adjudged  and  decreed  that 
John  C.  Seyster  Esq.  who  is  hereby  appointed  a  special  Master  in 
Chancery  of  this  Court  for  that  purpose  (James  H.  Cartwright  the 
Master  iu  Chancery  of  this  Court,  being  of  counsel  in  this  case)  do  in 
due  form  of  law,  cancel  and  discharge  of  record  the  said  deed  of  trust 
or  mortgage  in  the  said  Counties  of  Ogle  and  Winnebago  and  that  when 
so  discharged  by  the  Trustees,  or,  on  their  failure  so  to  do,  by  the  said 
Master  in  Chancery  of  this  Court,  that  said  deed  of  trust  or  mortgage 
be  fully  satisfied,  discharged  and  cancelled  of  record  and  shall  there- 
upon and  thereafter  be  held  for  naught. 

XXI. 

And  the  Court  further  finds  adjudges  and  decrees  that  the  Clerk  of 
this  Court  be  and  he  hereby  is  authorized  and  directed  on  the  request 
of  the  plaintiffs  to  require  the  attendance  in  person  of  the  said  Eobert 
H.  Tinker,  George  Willard,  Henry  S.  Hawley  and  James  F.  Meagher  and 
that  he  is  hereby  authorized  to  administer  an  oath  to  each  of  them  and 
that  they  and  each  of  them  deliver  under  oath,  to  the  said  Clerk  the  said 
and  any  and  all  certificates  for  the  Shares  of  stock  held  and  owned  by 
each  of  them  in  said  Chicago,  Eockford  and  Northern  Railroad  Com- 
pany for  the  purposes  hereinbefore  adjudged  and  decreed  and  that  the 
said  Eobert  H.  Tinker  deliver  the  said  one  hundred  and  twenty-five 
thousand  ($125,000)  dollars  of  bonds  to  the  said  Clerk  of  this  Court 
and  the  said  Francis  E.  Hinckley  the  said  twenty-five  thousand  ($25,000) 
dollars  of  bonds  to  said  Clerk  for  the  purposes  hereinbefore  adjudged 
and  decreed. 


992         CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

The  Bill  filed  by  James  Campbell  in  the  United  States  Circuit  Court 
for  the  Northern  District  of  Illinois  against  the  Chicago,  Eockford  and 
Northern  Eailroad  Company  was  duly  dismissed  March  29th,  1881,  and 
is  not  now  pending  and  that  one-half  of  the  costs  of  this  cause  be  paid 
by  the  said  Robert  H.  Tinker  and  the  other  half  by  the  said  Francis  E. 
Hinckley. 

Joseph  M.  Bailey, 

Circuit  Judge. 

state  of  Illinois,  ) 


1 


ss 
County  of  Ogle 

1.  Charles  M.  Gale,  Clerk  of  the  Circuit  Court  in  and  for  the  said 
County  and  State,  and  keeper  of  the  Records  and  files  of  said  Court 
do  certify  the  above  and  foregoing  to  be  a  full,  true  and  complete  copy 
of  Decree,  of  said  Court  in  a  certain  cause  therein  referred  to,  entered 
June  17th,  1881,  and  duly  recorded  in  Book  "H"  of  Chancery  Record  at 
]>;ijre  355  as  the  same  appears  from  the  records  of  said  Court  now  in  my 
office  remaining.  Given  under  my  hand  and  the  seal  of  said  Court  at 
Oregon,  Illinois,  this  4th  day  of  November,  A.  D.  1895. 
[seal]  Charles  M.  Gale,  Clerk. 

LEASE,    July    1,    1875,    The    Chicago,    Rockford   and   Northern    Railroad 
Company  to  The  Chicago  and  Iowa  Railroad  Company. 

This  lease,  made  and  entered  into  this  first  day  of  July,  in  the  year 
of  our  Lord,  one  thousand,  eight  hundred  and  seventy-five  (A.  D.  1875) 
between  the  Chicago,  Rockford  and  Northern  Railroad  Company,  of  the 
State  of  Illinois,  party  of  the  first  part,  and  the  Chicago  and  Iowa  Bail- 
road  Company  of  said  state  of  Illinois,  party  of  the  second  part. 

Witnesseth:  That  the  said  party  of  the  first  part,  for  and  in  considera- 
tion of  the  rents,  covenants  and  agreements  hereinafter  mentioned,  has 
let  and  leased  and  by  these  presents  does  let  and  lease  unto  said  party 
of  the  second  part,  for  and  during  the  term  of  twenty  years  commencing 
upon  the  first  day  of  July,  A.  D.  1875,  with  the  option  to  make  said  lease 
perpetual  as  hereinafter  provided,  the  Chicago,  Rockford  and  Northern 
Railroad,  including  tracks,  depots,  right  of  way,  bridges,  turn  tables, 
side  tracks,  switches,  water  tanks,  depot  grounds  as  now  occupied,  ware- 
houses, elevators  and  all  other  things  real  or  personal  used  or  to  be  used 
in  and  about  the  operation  of  said  railroad  and  everything  pertaining 
thereto,  together  with  the  full  power  to  build,  maintain  and  operate  the 
said  railroad  as  fully  as  the  party  of  the  first  part  can  or  may  do. 

To  have  and  to  hold  the  same  unto  said  party  of  the  second  part  for  and 
during  said  term  of  twenty  years. 

Said  party  of  the  second  part  paying  and  yielding  unto  said  party 
of  the  first  part,  twenty-five  (25)  per  cent  of  the  gross  earnings  of  said 
railroad,  for  and  during  said  term.  Said  rent  to  be  paid  semi-annually 
on  the  first  days  of  April  and  October  during  said  term  of  twenty  years. 
All  taxes  and  assessments  of  every  nature  upon  said  railroad  property 
to  be  paid  by  the  party  of  the  second  part. 


CORPORATE  HISTORY  993 

And  it  is  further  understood  and  agreed  by  and  between  the  parties 
hereto  that  no  account  is  to  be  made  for  improvements  made  in  main- 
taining and  operating  said  line;  but  for  necessary  additional  side  tracks 
new  buildings  and  improvements,  properly  chargeable  to  construction, 
the  said  party  of  the  first  part  is  to  pay  to  the  said  party  of  the  second 
part  the  appraised  value  thereof  at  the  end  of  said  term;  and  the  real 
estate  furnished  by  said  party  of  the  second  part  is  to  be  paid  by  said 
party  of  the  first  part  at  the  end  of  said  term  at  the  first  cost  thereof. 
The  party  of  the  second  part  shall  render  annual  statements  signed  by 
the  engineer  and  president  of  said  company  of  the  outlays  under  this 
lease,  chargeable  to  the  party  of  the  first  part. 

In  case  of  disagreement  between  the  parties  to  this  lease  touching  any 
matter  arising  under  the  same,  three  arbitrators  are  to  be  appointed,  one 
to  be  selected  by  each  of  the  parties  hereto,  and  in  case  these  two  cannot 
agree,  they  are  to  select  the  third,  the  decision  of  any  two  of  the  arbi- 
trators to  be  final. 

It  is  further  agreed  by  and  between  the  parties  hereto  that  in  case  the 
party  of  the  second  part  shall  elect  to  surrender  the  said  railroad  of  the 
party  of  the  first  part  at  the  end  of  the  term  hereby  granted  and  to 
demand  payments  for  improvements  made  as  provided  in  this  agreement 
written  notice  of  such  election  shall  be  served  upon  the  president  or 
executive  officer  of  the  party  of  the  first  part  at  least  six  months  prior 
to  the  expiration  of  the  term  hereby  granted  and  the  party  of  the  first 
part  shall  be  and  hei-eby  is  allowed  twelve  months  after  the  expiration 
of  said  term  within  which  to  pay  for  the  improvements  made  as  herein 
provided.  Said  party  of  the  first  part  being  chargeable  for  the  interest 
upon  the  appraised  value  of  said  improvements  as  well  as  for  the  cost 
of  the  real  estate  furnished  from  the  end  of  the  term  hereby  granted 
until  payment  is  made,  and  should  the  party  of  the  second  part  fail  to 
serve  the  written  notice  as  aforesaid,  it  will  be  understood  as  having 
exercised  the  option  herein  granted,  and  concluded  to  lease  the  road  of 
the  party  of  the  first  part  in  perpetuity,  paying  therefor,  twenty-five 
per  cent  of  its  gross  earnings. 

It  is  further  agreed  that  the  party  of  the  first  part  is  to  have  the  right 
to  pass  its  officers  and  directors  over  the  road  hereby  leased  at  all  times, 
and  is  to  have  the  right  to  inspect  the  books  of  account  of  said  party  of 
the  second  part  touching  the  operation  of  the  said  road  by  the  said  sec- 
ond party.  All  settlements  for  business  other  than  local  to  be  based  upon 
a  pro  rate  of  mileage. 

It  is  further  agreed  between  the  said  parties  hereto  that  said  first 
party  having  issued  its  bonds,  numbered  respectively  from  one  to  five 
hundred  and  seventy  inclusive,  all  dated  the  first  day  of  July,  A.  D.  1875 
to  the  amount  of  two  hundred  and  fifty  thousand  dollars  ($250,000)  run- 
ning twenty  years  and  three  months  to  maturity,  with  interest  at  eight 
per  cent  per  annum,  payable  semi-annually  on  the  first  days  of  April 
and  October  each  year,  the  said  second  party  will  accept  and  receive 
from  the  holder  or  holders  of  said  bonds  in  payment  of  freight  earned 
on    and   over   the   railroad    of    said    first    party    between    Kockford    and 


9U4         CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

Eoehelle  and  intermediate  points  the  several  interest  coupons  attached 
to  the  bonds  aforesaid  to  the  extent  and  amount  of  the  rent  hereby- 
agreed  to  be  paid  at  any  time  for  the  six  months  preceeding  the  maturity 
of  the  same  and  at  any  time  after  the  maturiy  of  said  coupons;  but  if 
presented  in  payment  as  aforesaid  before  their  maturity  they  shall  be 
subject  to  a  rebate  of  interest  of  eight  per  cent  per  annum  until  ma- 
turity. 

It  is  further  agreed  by  and  between  the  parties  hereto  that  this  agree- 
ment is  to  extend  to  the  railroad  which  may  be  built  by  said  party  of 
the  first  part,  being  an  extension  of  its  own  line  north  from  Rockford; 
said  extension  to  be  equal  to  the  line  now  built  between  Rockford  and 
Eoehelle.  The  party  of  the  second  part  hereby  covenants  to  take  posses- 
sion of  said  extension  as  the  same  may  be  completed  in  sections  of  not 
less  than  about  ten  miles,  and  to  efficiently  operate  and  maintain  the 
same  and  to  assume  all  liabilities  and  pay  all  expenses  incident  to  its 
operation,  including  taxes. 

The  party  of  the  second  part  further  agrees  to  efficiently  operate  the 
road  of  the  party  of  the  first  part  supplying  all  locomotives,  cars  and 
machinery  necessary  for  thai  purpose.  Also  that  the  maintenance  and 
operation  of  said  line  shall  at  all  times  fully  answer  the  demands  of  the 
business,  and  that  the  rolling  stock  shall  always  be  adequate  to  the  re- 
quirements of  t  lie  line. 

It  is  further  agreed  by  and  between  the  parties  hereto  that  in  case 
said  party  of  the  second  part  shall  neglect  or  fail  to  pay  the  percentage 
of  gross  earnings  stipulated  to  be  paid  in  this  lease  for  and  during  the 
period  of  ninety  days  after  the  same  shall  become  due  and  payable,  such 
default  and  failure,  after  notice  of  the  same  for  ninety  days,  by  said 
party  of  the  first  part  to  said  party  of  the  second  part,  shall  work  a  for- 
feiture of  the  above  Lease,  and  said  party  of  the  first  part,  in  that  event 
.shall  re-enter  and  take  possession  of  said  railroad  and  property  herein- 
above  leased. 

In  witness   whereof   the   parties  hereto   have   caused   their   respective 
common   seals   and   the   signatures  of   their   respective   presidents  to   be 
hereunto  affixed  the  day  and  year  firsl   above  written. 
THE  CHICAGO,  ROCKFORD   AND   NORTHERN   RAILROAD 

COMPANY, 
tSEAL]  By  D.  B.  Waterman,  President. 

Attest:  B.  T.  Lewis,  Secty. 

THE  CHICAGO  AND  IOWA  RAILROAD  COMPANY, 
SEAL]  By  F.  E.  Hinckley,  President. 

Attest:  B.  T.  Lewis,  Secty. 

LEASE— January  5,  1878— (effective  August  1,  1877)— The  Chicago, 
Rockford  and  Northern  Railroad  Co.,  by  Receiver  to  W.  H.  Holcomb, 
Receiver,  of  The  Chicago,  and  Iowa  Railroad  Co. 

Note  from  Record  Book. 

"-Memorandum    of    understanding    between    the    Chicago,    Rockford    and 

Northern  Railroad   Company,  W.  H.  Holcomb,  receiver  of  the  Chicago  and 


CORPORATE  HISTORY  995 

Iowa  Railroad  and  the  Chicago,  Burlington  and  Quincy  Railroad  Company 
in  regard  to  the  business  of  the  Chicago,  Rockford  and  Northern  Railroad. 

"The  receiver  of  the  Chicago  and  Iowa  Railroad  to  furnish  rolling 
stock,  and  material  and  supplies  necessary  for  the  use  and  maintenance 
of  such  rolling  stock,  and  to  operate  the  road  between  Rockford  and 
Rochelle,  and  to  provide  all  the  station  service  and  track  service  and 
furnish  the  material  for  the  ordinary  temporary  repairs  of  track,  not 
including  the  extraordinary  repairs,  or  permanent  additions  or  better- 
ments, and  to  pay  all  taxes. 

"For  such. service  and  expense,  the  receiver  of  the  Chicago  and  Iowa 
Railroad  shall  be  entitled  to  receive  and  retain  for  his  own  use,  as  such 
receiver,  seventy-five  (75)  per  cent  of  the  gross  earnings  of  the  Chicago, 
Rockford  and  Northern  Railroad,  and  shall  pay  to  the  Chicago,  Rockford 
and  Northern  Railroad  Company,  twenty-five  (25)  per  cent  of  the  gross 
earnings  of  the  said  Chicago,  Rockford  and  Northern  Railroad,  said  earn- 
ings of  the  Chicago,  Rockford  and  Northern  Railroad  to  be  computed 
on  a  prorate  basis,  to  be  reckoned  as  from  Rochelle  as  the  southern 
terminus  of  the  Chicago,  Rockford  and  Northern  Railroad,  and  in  addi- 
tion thereto,  the  receiver  of  the  Chicago  and  Iowa  Railroad  will 
pay  to  the  Chicago,  Rockford  and  Northern  Railroad  Company,  twenty 
(20)  per  cent  of  the  Chicago  and  Iowa  Railroad  pro  rate  proportion  of 
earnings  on  business  to  and  from  stations  on  the  Chicago,  Rockford  and 
Northern  Railroad,  and  the  Chicago,  Burlington  and  Quincy  Railroad 
Company  will  pay  the  Chicago,  Rockford  and  Northern  Railroad  Com- 
pany, twenty  (20)  per  cent  of  its  prorate  proportion  of  gross  earnings 
on  business  to  and  from  stations  on  the  Chicago,  Rockford  and  Northern 
Railroad  and  Chicago. 

' '  Settlements  shall  be  made  monthly,  and  as  speedily  as  the  amounts 
thereof  can  be  determined  in  the  usual  course  of  business. 

"Either  party  shall  have  the  right  to  terminate  this  agreement  on 
thirty  days'  notice,  and  in  such  case  the  receiver  of  the  Chicago  and 
Iowa  Railroad  shall  vacate  the  said  Chicago,  Rockford  and  Northern 
railroad,  at   the  end  of  such  thirty  days,  without  further  notice. 

"This  agreement  to  take  effect  from  August  1st.  1877.  Chicago, 
January  5th.  1878." 

Note:    See  Record  Book,  C,  R.  &  N.  R.  R.  Co.,  No.  119,  Page  55. 

DEED,  January  1,  1892.     The  Chicago,  Rockford  and  Northern  Railroad 
Company  to  The  Chicago  and  Iowa  Railroad  Company. 

T/m'.s'  Indenture,  made  and  entered  into  this  first  day  of  January,  A.  D. 
1892,  by  and  between  the  Chicago,  Rockford  &  Northern  Railroad  Company, 
a  corporation  created,  organized  and  existing  under  and  by  virtue  of 
the  laws  of  the  State  of  Illinois,  party  of  the  first  part,  and  the  Chicago 
&  Iowa  Railroad  Company,  a  corporation  created,  organized  and  existing 
under  and  by  virtue  of  the  laws  of  the  same  state,  party  of  the  second  part; 

Witnessfth  : 

That,   Whereas,  the  party   of   the  second   part  is  in   possession   of  and 


996  CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

operating,  in  connection  with  its  own  railway  lines,  the  railroad  of  the  first 
party ;  and 

Whereas  the  directors  of  the  parties  of  the  first  and  second  parts  have 
respectively  agreed  upon  the  terms  and  conditions  for  the  sale  and  con- 
veyance, by  the  party  of  the  first  part,  of  its  railroad  and  its  railway 
property,  corporate  rights  and  franchises  to  the  second  party,  at  meetings 
of  the  said  boards  of  directors,  duly  called  and  held,  as  required  by  law;  and 

Whereas  the  said  terms  and  conditions  for  said  sale  and  conveyance  have 
been  duly  approved  by  the  stockholders  owning  all  of  the  capital  stock  of 
the  said  companies,  parties  of  the  first  and  second  parts,  at  •stockholders' 
meetings,  duly  called  and  held  in  the  City  of  Chicago  on  the  28th  day  of 
December,  A.  D.  1891. 

Now,  Therefore,  This  Indenturt  Witnesseth:  That  the  said  party  of  the 
first  part,  the  Chicago,  Eockford  &  Northern  Eailroad  Company,  for  and 
in  consideration  of  the  stipulations  and  agreements  herein  contained,  to 
be  kept  and  performed  by  the  said  party  of  the  second  part,  and  for  the 
further  consideration  of  five  dollars  to  it  in  hand  paid,  the  receipt  of  which 
is  hereby  acknowledged,  hath  granted,  bargained  and  sold,  and  by  these 
presents  doth  grant,  bargain  and  sell  and  convey,  to  the  said  party  of  the 
second  part,  its  successors  and  assigns,  forever,  all  and  singular  its  said 
railroad,  situated  in  the  State  of  Illinois,  and  extending  from  Flagg 
Centre,  in  Ogle  County,  to  and  into  the  city  of  Eockford,  in  Winnebago 
County,  Illinois;  and  also  all  rights  of  way  and  depot  and  other  lands 
or  interest  therein,  connected  with  said  railroad;  all  station  houses,  shops, 
offices,  and  other  buildings  and  structures,  of  whatsoever  kind,  belonging 
thereto,  or  used  in  connection  therewith,  together  with  all  fixtures  and 
appurtenances  belonging  to  said  railroad,  or  in  any  manner  connected 
therewith;  and  all  tools,  machinery,  materials,  and  every  other  matter 
and  thing  connected  with  the  said  railroad;  all  rights,  privileges  and 
franchises  of  the  said  party  of  the  first  part  in  and  to  the  aforesaid 
railroad  and  other  property,  now  held,  used,  or  controlled  by  it,  together 
with  all  other  property,  of  every  kind  and  description,  belonging  to  or 
appertaining  to  said  railroad,  and  its  right,  title  and  interest  in  and  to 
the  same,  and  to  every  part  thereof,  and  also  all  lands  and  real  estate 
of  the  party  of  the  first  part  owned  and  possessed  by  it,  or  to  which  it 
may  be  or  become  entitled,  wherever  situated. 

To  Have  and  To  Hold  the  said  lands,  tenements,  hereditaments  and  rail- 
road, and  rights,  privileges,  franchises  and  other  property  above  mentioned 
and  conveyed,  unto  the  said  party  of  the  second  part,  its  successors  and 
assigns,  forever. 

And  the  said  party  of  the  second  part,  the  Chicago  &  Iowa  Eailroad 
Company,  in  consideration  of  the  premises,  doth  hereby  covenant  and 
agree  with  the  said  party  of  the  first  part,  to  keep  said  railroad  equipped, 
and  to  maintain  and  operate  the  same  in  such  manner  as  to  furnish 
reasonable  accomodations  to  the  public,  and  to  pay  or  cause  to  be  paid  all 
taxes  and  assessments  that  may  be  lawfully  levied,  charged  or  assessed 
upon  the  said  railroad  and  property,  or  any  part  thereof,  and  to  assume 
all  contracts,  bonds,   and  other   obligations,   of  whatsoever  kind,  and  pay 


CORPORATE  HISTORY  997 

and  discharge  all  debts  and  liabilities  of  whatsoever  nature,  both  principal 
and  interest,  of  the  said  party  of  the  first  part,  as  they  may  severally 
mature,  and  to  issue  to  the  stockholders  of  the  said  party  of  the  first  part 
certificates  of  stock  of  the  said  party  of  the  second  part,  of  like  amounts 
with  the  certificates  of  stock  which  they  now  hold  in  the  company  of  the 
said  party  of  the  first  part,  upon  said  stockholders'  surrendering  such 
certificates  of  stock  of  the  said  party  of  the  first  part  to  the  said  second 
party. 

In  Witness  Whereof,  the  said  parties  hereto  have  caused  these  presents 
to  be  subscribed  by  their  respective  Presidents,  and  their  corporate  seals 
to  be  hereto  affixed  and  attested  by  their  respective  secretaries,  the  day 
and  year  first  above  written. 

CHICAGO,  ROCKFORD  AND  NORTHERN  EAILEOAD  COMPANY, 
[seal]  By  Jno.  L.  Lathrop,  President. 

Attest  L.  O.  Goddard,  Secretary. 

CHICAGO   AND   IOWA   EAILEOAD    COMPANY, 
[seal]  By  Franklin  H.  Head,  President. 

Attest  L.  O.  Goddard,  Secretary. 


State  of  Illinois,  / 

r  SS. 

County  of  Cook.   ) 

Be  it  remembered  that,  on  this  first  day  of  March,  A.  D.  1892,  before 
me,  a  Notary  Public,  residing  in  the  City  of  Chicago,  County  of  Cook, 
and  State  of  Illinois,  duly  commissioned  to  take  acknowledgments  and 
proofs  of  deeds  and  other  instruments  in  writing  under  seal,  personally 
came  J.  L.  Lathrop,  President  of  the  Chicago,  Eockford  &  Northern 
Railroad  Company,  who  is  personally  known  to  me  to  be  the  same  person 
whose  name  is  signed  to  the  foregoing  deed  of  conveyance,  who,  being  by 
me  duly  sworn,  deposes  and  says  that  he  resides  in  Chicago,  in  the  County 
of  Cook,  and  State  of  Illinois,  that  he  is  President  of  the  Chicago,  Rock- 
ford  &  Northern  Railroad  Company,  that  the  seal  affixed  to  the  foregoing 
conveyance  is  the  corporate  seal  of  said  Company,  that  it  was  affixed  by 
order  of  said  Company,  and  that  he  signed  the  corporate  name  of  said 
Company  to  said  conveyance,  by  like  order,  as  President  of  said  Company; 
and  acknowledged  that  he  signed,  sealed,  executed,  and  delivered  the 
said  deed  on  behalf  of  said  Company  as  his  free  and  voluntary  act,  and 
that  the  said  Company  also  executed  said  conveyance  as  its  free  and 
voluntary  act,  for  the  uses  and  purposes  therein  set  forth. 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  official  seal,  this 
first  day  of  March,  A.   D.   1892. 
['seal]  H.  "W.  Weiss,  Notary  Public. 

State  of  Illinois.) 

y  ss. 
County  of  Cook.   \ 

Be  it  remembered  that,  on  this  first  day  of  March,  A.  D.  1892,  before 
me,  a  Notary  Public,  residing  in  the  City  of  Chicago,  County  of  Cook,  and 
State  of  Illinois,  duly  commissioned  to  take  acknowledgments  and  proofs 


998         CHICAGO,   BURLINGTON   &    QUINCE    RAILROAD  COMPANY 

of  deeds  and  other  instruments  in  writing  under  seal,  personally  came 
Franklin  H.  Head,  President  of  The  Chicago  &  Iowa  Eailroad  Company, 
who  is  personally  known  to  me  to  be  the  same  person  whose  name  is 
signed  to  the  foregoing  indenture,  who,  being  by  me  duly  sworn,  deposes 
and  says  that  he  resides  in  Chicago,  in  the  County  of  Cook,  and  State 
of  Illinois,  that  he  is  President  of  The  Chicago  &  Iowa  Railroad  Company, 
that  the  seal  affixed  to  the  foregoing  indenture  is  the  corporate  seal  of 
said  Company,  that  it  was  at'tixed  l.y  order  of  said  Company,  and  that 
he  signed  the  corporate  name  of  said  Company  to  said  instrument,  by 
like  order,  as  President  of  said  Company;  and  he  acknowledged  that  he 
signed,  sealed,  executed  and  delivered  the  same  on  behalf  of  said  Company 
lis  free  and  voluntary  act,  and  that  the  said  Company  also  executed 
said  indenture  as  its  free  and  voluntary  act,  for  the  uses  and  purposes 
irth. 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  official  seal,  this 
first  day  of  .March,  A.  D.  1892. 

[seal]  11.  W.  Weiss,  Notary  Public. 

Recorded  in  Illinois: — 

Ogle  County,  September  21,  1895,   Book  '.'I,   Page  485 
Winnebago  County,  August  28,  1895,  Book  152,  Page  478 
DEED,    June    1,    1899.      The    Chicago    and    Iowa     Railroad    Company    to 

Chicago,  Burlington  &  Quincy  Railroad  Company. 

This  In--  Made  tins  first   day  of  dune,  A.  D.  1S!M>,  by  and  between 

The  Chicago  and  Iowa  Railroad  Company,  party  of  the  fifst  part,  and  the 
Chicago,  Burlington  &  Quincy  Railroad  Company,  party  of  the  second  part, 
both  being  corporations  created,  organized,  and  existing  under  and  by  virtue 
of  the  laws  of  the  State  of  Illinois,  Witnesseth:  That, 

Whereas,  Tin-  first  party,  being  thereto  duly  authorized  by  law,  is  the 
owner  of  the  following  described  railroad  in  tin    State  of  Illinois,  to-wit : 

Beginning  at  Aurora,  in  Kane  County,  extending  thence  westerly,  via 
Shabbona,  Flag  Center  and  Oregon,  to  Forreston,  in  Ogle  County,  a  distance 
of  about  seventy-eight  and  forty-four  hundredths  (7s. 44)  miles,  with  a 
branch  extending  from  Flag  Center,  aforesaid,  northerly  to  Rockford,  a 
distance  of  about  twenty-three  and  fifty  hundredths  (23.50)  miles;  and, 

H'li' nns.  Tin'  railroad  of  the  first  party  connects  with  the  railroads  of  the 
second  party,  and  forms  therewith  a  continuous  and  connected  line  of  rail- 
road; and, 

Whereas,  The  second  party  is  now  in  possession  of  and  operating  the  said 
above  described  railroad,  in  connection  with  its  own  railroads,  under  a  lease 
in  perpetuity,  and  has  offered  to  purchase  the  remaining  interests,  property, 
and  franchises  of  the  first  party  in  and  to  said  railroad,  upon  the  terms  and 
conditions  hereinafter  stated,  which  have  been  agreed  to  by  the  directors  of 
both  the  said  companies,  and  approved  by  the  stockholders  owning  and  hold- 
ing two-thirds  in  amount  of  the  capital  stock  of  the  parties  of  the  first  and 
second  parts,  in  maimer  and  form  as  required  by  law: 

Now,  Therefore,  This  Indenture  Witnesseth:  That  the  said  party  of  the 
first  part,  for  and  in  consideration  of  five  dollars  to  it  in  hand  paid,  the 


(JOKPORA.TE  HISTORY  999 

receipt  of  which  is  hereby  acknowledged,  and  other  good  and  valuable  con- 
siderations, has  granted,  bargained,  and  sold,  and  by  these  presents  does 
grant,  bargain,  sell  and  convey,  release,  assign,  and  transfer,  to  the  said 
partv  of  the  second  part,  all  and  singular  the  said  above  described  railroad, 
and  all  its  right,  title,  and  interest  therein;  together  with  all  rights  of  way, 
road-bed,  bridges,  and  depot  and  other  lands,  or  interest  therein;  and  all 
station  houses  and  other  buildings  and  structures  of  whatever  kind  belong- 
ing thereto ;  together  with  all  the  fixtures  and  appurtenances  appertaining  to 
the  said  railroad,  or  in  any  manner  connected  therewith;  also  all  rights, 
privileges,  and  franchises  of  the  said  party  of  the  first  part,  in  and  to  the 
aforesaid  railroad;  together  with  all  other  present  and  in  future  to  be 
acquired  property,  of  every  kind  and  description,  belonging  to  the  said  first 
party,  except  its  franchise  to  be  a  corporation. 

To  Have  and  to  Hold,  the  said  railroad  and  lands,  tenements,  rights,  privi- 
leges, and  franchises,  and  other  property,  above  mentioned  and  conveyed,  to 
the  said  second  party,  its  successors  and  assigns,  forever. 

And  the  said  party  of  the  second  part  covenants  and  agrees  with  the  said 
party  of  the  first  part  to  equip  the  said  railroad,  or  cause  the  same1  to  be 
equipped,  and  to  maintain  and  operate  the  same  in  such  manner  as  to  furnish 
reasonable  accommodations  to  the  public;  to  pay,  or  cause  to  be  paid,  all 
taxes  and  assessments  that  may  be  lawfully  levied,  charged,  or  assessed  upon 
the  said  railroad  and  property,  or  any  part  thereof;  and  to  assume  all 
contracts,  bonds,  and  other  obligations,  of  whatsoever  kind,  and  pay  and 
discharge  all  debts  and  liabilities,  both  principal  and  interest,  of  the  said 
party  of  the  first  part,  as  they  may  severally  mature;  and  to  issue  and 
deliver  to  the  owners  and  holders  of  the  capital  stock  of  the  first  party, 
one  share  of  its  own  capital  stock  for  every  fifteen  shares  of  the  capital 
stock  of  said  first  party,  upon  the  surrender  and  transfer  to  it  of  such  shares 
of  the  first  party's  stock. 

And  to  the  end  that  the  second  party  may  have,  hold,  use,  exercise,  and 
enjoy  the  railroad  and  property  and  franchises  of  the  first  party,  hereby 
conveyed  and  intended  to  be  conveyed,  and  whether  now  existing  or  hereafter 
acquired,  as  fully  as  might  be  done  by  the  first  party,  if  this  conveyance  had 
not  been  made,  the  first  party  agrees  to  execute  from  time  to  time  any  addi- 
tional assignment,  conveyance,  or  assurance,  and  to  perform  any  act,  which 
the  counsel  of  the  second  party  may  advise;  for  the  purpose  aforesaid,  the 
first  party  agrees,  if  the  second  party  shall  so  desire  and  advise,  that  it  will 
keep  up  and  maintain  its  corporate  existence  and  organization. 

In  Witness  Whereof,  the  parties  hereto  have  caused  their  corporate  names 
to  be  hereunto  subscribed  by  their  respective  Presidents,  and  their  corporate 
seals  to  be  attached  and  attested  by  their  respective  Secretaries,  all  on  the 
day  and  year  first  above  written. 

THE  CHICAGO  AND  IOWA  EAILEOAD  COMPANY, 
[seal]  By  Franklin  H.  Head,  President. 

Attest:  H.  W.  Weiss,  Secretary. 
THE  CHICAGO,  BURLINGTON  AND  QUINCY  RAILROAD  COMPANY, 
[seal]  By  C.  E.  Perkins,  President. 

Attest:   T.  S.  Howland,  Secretary. 


1000       CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 
State  of  Illinois, 


ss 
County  of  Cook 

Be  it  remembered,  that,  on  this  14  day  of  June,  A.  D.  1899,  before  me, 
a  Notary  Public,  in  and  for  said  County  and  State,  personally  appeared  F. 
H.  Head,  President  of  The  Chicago  and  Iowa  Railroad  Company,  a  corpora- 
tion organized  and  existing  under  the  laws  of  the  State  of  Illinois,  personally 
known  to  me  and  to  be  the  same  person  whose  name  is  subscribed  to,  and  who 
executed,  the  foregoing  instrument  as  such  President,  who,  being  by  me  duly 
sworn,  did  say  that  he  is  President  of  said  The  Chicago  and  Iowa  Railroad 
Company;  thai  he  knows  the  corporate  seal  of  said  Company;  that  the  seal 
affixed  to  the  foregoing  instrument  is  the  corporate  seal  of  said  Company; 
that  it  was  affixed  by  order  of  the  Board  of  Directors  of  said  Company;  that 
said  instrument  was  signed  and  sealed  in  behalf  of  said  Company  by  like 
order  as  President  of  said  Company ;  that  the  said  F.  H.  Head  acknowledged 
said  instrument,  and  that  it  was  the  voluntary  act  and  deed  of  said  Company, 
and  that  he,  as  such  President,  signed,  sealed,  and  delivered  said  instrument, 
as  the  free  and  voluntary  act  and  deed  of  said  Company,  and  as  his  own 
free  and  voluntary  act  and  deed  as  such  President,  for  the  uses  and  purposes 
therein  set  forth. 

In   Witness  Whereof,  I  have  hereunto  set  my  hand  and  official  seal,  this 
14  day  of  June,  A.  D.  1899. 
[seal]  Herbert  Haase, 

Notary  Public  for  said  County  and  State. 


4 


State  of  Iowa, 

)■  ss. 
County  of  Des  Moines. 

Be  it  remembered,  that,  on  this  13th  day  of  June,  A.  D.  1899,  before  me, 
a  .Notary  Public,  in  and  for  said  County  and  State,  personally  appeared  C. 
E.  Perkins,  President  of  the  Chicago,  Burlington  &  Quincy  Railroad  Com- 
pany, a  corporation  organized  and  existing  under  the  laws  of  the  State  of 
Illinois,  personally  known  to  me  and  to  be  the  same  person  whose  name 
is  subscribed  to,  and  who  executed,  the  foregoing  instrument  as  such  Presi- 
dent, who,  being  by  me  duly  sworn,  did  say  that  he  is  President  of  the  said 
Chicago,  Burlington  &  Quincy  Kailroad  Company;  that  he  knows  the  corpo- 
rate seal  of  said  Company;  that  the  seal  affixed  to  the  foregoing  instrument 
is  the  corporate  seal  of  said  Company;  that  it  was  affixed  by  order  of  the 
Board  of  Directors  of  said  Company ;  that  said  instrument  was  signed  and 
sealed  in  behalf  of  said  Company  by  like  order  as  President  of  said  Com- 
pany; that  the  said  C.  E.  Perkins  acknowledged  said  instrument,  and  that 
it  was  the  voluntary  act  and  deed  of  said  Company,  and  that  he,  as  such 
President,  signed,  sealed,  and  delivered  said  instrument,  as  the  free  and 
voluntary  act  and  deed  of  said  Company,  and  as  his  own  free  and  voluntary 
act  and  deed  as  such  President,  for  the  uses  and  purposes  therein  set  forth. 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  official  seal,  this 
13th  day  of  June,  A.  D.  1899. 
[SEAL]  W.  F.  McFarland, 

Notary  Public  for  said  County  and  State. 


CORPORATE  HISTORY  1001 

Recorded  in  Illinois: 

Kane  County,  June  23,  1899,  Book  386,  Page  285. 

DeKalb  County,  June  29,  1899,  Book  99,  Page . 

Lee  County,  June  30,  1899,  Book  71,  Page  571. 
Ogle  County,  June  29,  1899,  Book  105,  Page  297. 
Winnebago  County,  June  29,  1899,  Book  168,  Page  294. 

TRUST  MORTGAGE,  November  1,  1869,  The  Chicago  and  Iowa  Railroad 
Company  to  The  Farmers  Loan  and  Trust  Company,  Trustee. 

This  mortgage  covers  the  Chicago  and  Iowa  Railroad,  and  secures  an 
issue  of  bonds  amounting  to  $1,000,000.  These  bonds  are  dated  Nov.  1, 
1869,  and  mature  Jan.  1,  1900,  interest  at  the  rate  of  eight  per  cent,  pay- 
able semi-annually. 

This  Indenture,  made  this  first  day  of  November,  in  the  year  of  our 
Lord  one  thousand  eight  hundred  and  sixty-nine,  between  the  Chicago  and 
Iowa  Railroad  Company,  incorporated  under  and  by  virtue  of  the  laws  of 
the  State  of  Illinois,  of  the  first  part,  and  the  Farmers  Loan  and  Trust 
Company  of  Nfew  York,  a  corporation  duly  organized  by  and  under  the 
laws  of  the  State  of  New  York,  of  the  second  part,  witnesseth: — 

Whereas,  in  pursuance  of  the  power  and  authority  in  it  duly  vested,  the 
said  Chicago  and  Iowa  Railroad  Company  has  resolved  to  issue  and  negotiate 
a  series  of  one  thousand  bonds  for  one  thousand  dollars  each,  numbered 
from  one  to  one  thousand  inclusively  and  amounting  in  the  aggregate  to 
one  million  dollars,  which  said  bonds  are  to  be  equally  secured  by  these 
presents,  and  are  to  be  of  like  tenor  and  in  the  form  following:  — 

No.  United  States  of  America,  State  of  Illinois,  $1,000 

Chicago  and  Iowa  Railroad  Company,  First  Mortgage  Bond. 

Know  all  men  by  these  presents:  That  the  Chicago  and  Iowa  Rail- 
road Company  is  indebted  to  the  Farmers  Loan  and  Trust  Company  of 
New  York,  or  bearer,  in  the  sum  of  one  thousand  dollars,  lawtful  money 
of  the  United  States  of  America,  which  the  said  company  promises  to  pay  to 
the  said  Farmers  Loan  and  Trust  Company  of  New  York,  or  the  bearer 
hereof,  on  the  first  day  of  January  in  the  year  one  thousand  nine  hundred, 
at  the  office  of  the  Farmers  Loan  and  Trust  Company  of  New  York,  in 
the  city  of  New  York,  with  interest  thereon  after  the  first  day  of  January, 
A.  D.  1870,  at  the  rate  of  eight  per  centum  per  annum,  payable  semi- 
annually, at  the  office  of  the  Farmers  Loan  and  Trust  Company  of  New 
York,  in  the  city  of  New  York,  on  the  first  days  of  July  and  January  in 
each  year,  on  the  presentation  and  surrender  of  the  annexed  coupons  as 
they  severally  become  due;  and  in  case  of  the  non-payment  of  any  half- 
yearly  instalment  of  interest  which  shall  have  become  payable  and  shall 
have  been  demanded,  if  such  default  shall  continue  for  six  months  after 
the  maturity  of  the  said  instalment,  the  principal  of  this  bond  shall  become 
due  in  the  manner  and  with  the  effect  provided  in  the  deed  of  trust  or 
mortgage  hereinafter  mentioned. 


1002       CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

This  bond  is  one  of  a  series  of  one  thousand  bouds  for  one  thousand  dollars 
each,  which  form  an  issue  of  ten  hundred  bonds,  numbered  from  one  to  ten 
hundred  inclusively  and  amounting  in  the  aggregate  to  one  million  dollars, 
all  bearing  date  on  the  first  day  of  November,  A.  D.  18G9,  and  all  of  like 
tenor,  and  the  payment  of  all  of  which  bonds  with  interest  is  secured  by  a 
deed  of  trust  or  mortgage,  dated  the  first  day  of  November,  A.  D.  1869,  made 
by  said  Chicago  and  Iowa  Railroad  Company  to  the  Farmers  Loan  and 
Trust  Company  of  New  York,  trustee,  and  conveying  the  Chicago  and  Iowa 
Railroad  and  the  equipments  and  appurtenances  and  things  as  therein 
described. 

This  bond  shall  pass  by  delivery  or  by  transfer  on  the  books  of  the 
company  in  the  city  of  New  l'ork,  after  a  registration  of  ownership  certified 
hereon  by  the  transfer  agent  of  the  company.  No  transfer  except  on  the 
books  of  the  company  shall  be  valid  unless  the  last  transfer  be  to  bearer, 
which  shall  restore  transferability  by  delivery.  But  this  bond  shall  continue 
subject  to  successive  registrations  and  transfers  to  bearer  as  aforesaid,  at 
the  option  of  each  holder. 

This  bond  shall  not  become  obligatory  until  it  shall  have  been  authen- 
ticated by  a  certificate  indorsed  hereon,  and  duly  signed  by  the  trustee. 

//;  witness  Whereof,  the  said  Chicago  and  Iowa  Railroad  Company  has 
caused  this  bond  to  be  signed  by  F.  E.  Hinckley,  its  president,  and  E.  L. 
Chapman,  its  secretary,  thereto  duly  authorized,  and  has  caused  its  corporate 
seal  to  lie  hereto  affixed,  the  tirst  day  of  November  in  the  year  of  our  Lord 
eighteen  hundred  and  sixty  nine,  and  has  also  caused  the  signature  of  E.  L. 
Chapman,  its  secretary,  to  be  affixed  to  the  coupons  attached  to  said  bonds 
in  the  manner  provided  by  the  vote  of  the  directors  of  said  company. 

(Signed) 
[seal]  F.  E.  Hinckley, 

President. 
E.  L.  Chapman, 

Secretary. 

Now  this  initi  nl  nrr  witnesseth :  That  for  and  in  consideration  of  the 
premises,  and  of  the  sum  of  one  dollar  to  it  duly  paid  by  the  party  of  the 
second  part,  and  in  order  to  secure  the  payment  of  the  principal  and  interest 
of  the  said  bonds  according  to  the  tenor  thereof  and  of  the  coupons  thereto 
annexed,  the  said  Chicago  and  Iowa  Railroad  Company,  the  party  of  the 
first  part  hereto,  has  granted,  bargained,  and  sold,  and  by  these  presents 
does  grant,  bargain,  sell,  convey,  and  transfer  unto  the  said  party  of  the 
second  part,  and  to  its  successors  as  continuing  trustee  and  assigns,  all 
and  singular  the  railroad  of  the  party  of  the  first  part,  or  which  the  said 
party  of  the  first  part  is  by  law  authorized  to  construct,  from  the  city  of 
Aurora,  in  Kane  County,  Illinois,  to  the  Town  of  Rochelle  in  Ogle  County, 
thence  via  the  town  of  Oregon  to  the  town  of  Forreston,  or  to  the  intersec- 
tion of  the  track  of  the  Illinois  Central  Railroad,  in  the  county  of  Ogle  and 
State  of  Illinois,  as  the  same  is  or  hereafter  shall  be  constructed,  includ- 
ing all  the  railways,  ways,  and  rights  of  way,  depot  grounds,  and  other 
lands ;  all  tracks,  bridges,  viaducts,  culverts,  fences,  and  other  structures ; 


CORPORATE  HISTORY  1003 

all  depots,  station  houses,  engine  houses,  ear  houses,  freight  houses,  wood 
houses,  and  other  buildings;  and  all  machine  shops  and  other  shops,  and 
all  other  real  or  personal  estate  held  or  acquired,  or  hereafter  to  be  held  or 
acquired  by  said  company,  its  successors  or  assigns,  for  use  in  connection 
with  the  said  railroad  or  the  business  thereof,  and  including  also  all  loco- 
motives, tenders,  cars,  and  other  rolling  stock  or  equipments,  and  all  ma- 
chinery, tools,  implements,  fuel,  and  materials  for  constructing,  operating, 
repairing,  or  replacing  the  said  railroad  or  any  part  thereof,  or  any  of  its 
equipments  or  appurtenances,  and  all  machinery  of  all  kinds,  and  all  and 
singular  the  other  personal  property  of  any  nature,  kind,  and  description 
whatever  belonging  to  said  company,  and  also  all  franchises  connected  with 
or  relating  to  the  said  railroad,  or  to  the  construction,  maintenance,  or  use 
of  the  said  railroad,  and  all  the  property,  franchises,  rights,  and  things 
of  whatsoever  name  or  nature,  now  held  or  hereafter  to  be  acquired  by  the 
said  party  of  the  first  part,  or  its  successors  or  assigns,  together  with  all 
and  singular  the  tenements,  hereditaments,  and  appurtenances  to  the  said 
railroad,  lands,  and  premises,  or  either  thereof,  belonging  or  in  any  wise 
appertaining,  and  the  reversion  and  reversions,  remainder  and  remainders, 
tolls,  incomes,  revenues,  rents,  issues,  and  profits  thereof,  and  also  all  the 
estate,  right,  title,  interest,  property,  possessions,  claim  and  demand  whatso- 
ever, as  well  in  law  as  in  equity,  of  the  said  party  of  the  first  part  of, 
in,  and  to  the  same  and  any  and  every  part  thereof,  with  the  appurtenances. 

To  have  and  to  hold  the  above  mentioned  and  described  railroad,  real 
estate,  personal  property,  and  premises,  with  the  appurtenances,  unto  the 
said  party  of  the  second  part,  and  to  its  successors  as  continuing  trustee 
and  assigns;  in  trust  nevertheless  for  the  purposes  herein  expressed,  to  wit:  — 

Article  1.  Until  default  shall  be  made  in  the  payment  of  principal  or 
interest  of  the  said  bonds  or  of  some  of  them,  the  said  Chicago  and  Iowa 
Railroad  Company  shall  be  suffered  and  permitted  to  possess,  manage, 
operate,  and  enjoy  the  said  railroad  from  Aurora  to  Forreston,  with  its 
5quipments  and  appurtenances,  and  to  take  and  use  the  rents,  incomes, 
profits,  tolls,  and  issues  thereof  in  the  same  manner  and  with  the  same  effect 
as  if  this  deed  of  trust  or  mortgage  had  not  been  made. 

Article  2.  In  case  default  shall  be  made  in  the  payment  of  any  interest 
or  any  of  the  said  bonds  according  to  the  tenor  thereof  or  of  the  coupons 
thereto  annexed,  or  in  any  requirement  to  be  done  or  kept  by  the  Chicago 
and  Iowa  Railroad  Company,  and  if  such  default  shall  continue  for  the 
period  of  six  months,  it  shall  be  lawful  for  the  said  party  of  the  second 
part  by  its  duly  authorized  officer  or  officers,  attorney  or  attorneys,  agent 
or  agents,  to  enter  into  and  upon  all  and  singular  the  premises  hereby 
conveyed  or  intended  so  to  be,  and  each  and  every  part  thereof,  and  to 
have,  hold,  and  use  the  same,  operating  by  its  superintendents,  managers, 
receivers,  or  servants,  or  other  attorneys  or  agents,  the  said  railroad,  and 
conducting  the  business  thereof,  and  making  from  time  to  time  all  repairs 
and  replacements,  and  such  useful  alterations,  additions,  and  improvements 
thereto  as  may  seem  judicious,  and  to  collect  and  receive  all  tolls,  freights, 
incomes,  rents,  issues,  and  profits  of  the  same  and  of  every  part  thereof ;  and 
after  deducting  the  expenses  of  operating  the  said  railroad  and  conducting 


1004       CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

its  business,  and  of  all  the  said  repairs,  replacements,  alterations,  additions, 
and  improvements,  and  all  payments  which  may  be  made  for  taxes,  assess- 
ments, or  charges,  as  well  as  a  just  compensation  for  its  own  services,  to 
apply  the  moneys  arising  as  aforesaid  to  the  payment  of  interest  in  the  order 
in  which  such  interest  shall  have  become  or  shall  become  due,  ratably  to  the 
persons  holding  the  coupons  evidencing  the  right  to  such  interest;  and 
after  paying  all  interest  which  shall  have  become  due,  to  apply  the  same 
to  the  satisfaction  of  the  principal  of  the  aforesaid  bonds  which  may  be  at 
that  time  unpaid,  ratably  and  without  discrimination  or  preference. 

Article  3.  In  case  default  shall  be  made  as  aforesaid  and  shall  con- 
tinue as  aforesaid,  it  shall  likewise  be  lawful  for  the  said  party  of  the 
second  part,  after  entry  as  aforesaid  or  other  entry  or  without  entry,  to 
sell  and  dispose  of  all  and  singular  the  premises  hereby  conveyed  or  intended 
so  to  be,  at  public  auction  in  the  city  of  New  York,  or  at  such  place  within 
the  State  of  Illinois  as  the  said  trustee  may  designate,  and  at  such  time  as 
it  may  appoint,  having  first  given  notice  of  the  place  and  the  time  of  such 
sale  by  advertisement  published  not  less  than  once  a  week  for  six  weeks  in 
one  or  more  newspapers  in  the  cities  of  New  York  and  Chicago,  or  to  adjourn 
the  sale  from  time  to  time  in  its  discretion,  and  if  so  adjourned,  to  make 
the  same  at  the  time  ami  place  to  which  the  same  may  be  adjourned  without 
further  notice,  and  to  make  and  deliver  to  the  purchaser  or  purchasers 
thereof  a  good  and  sufficient  deed  or  deeds  in  the  law  for  the  same,  in  fee 
simple,  which  sale  made  as  aforesaid  shall  be  a  perpetual  bar  both  in  law 
and  equity  against  the  parties  of  the  first  part  and  all  other  persons  law- 
fully claiming  or  to  claim  the  said  premises  or  any  part  thereof  by,  from, 
through,  or  under  them;  and  after  deducting  from  the  proceeds  of  such 
sale  just  allowances  for  all  expenses  of  the  said  sale,  including  attorneys' 
and  counsel  fees  and  all  other  expenses,  advances,  or  liabilities  which  may 
have  been  made  or  incurred  by  the  said  trustees  iu  operating  or  main- 
taining the  said  railroad  or  in  managing  its  business  while  in  possession, 
and  all  payments  which  may  have  been  made  by  it  for  taxes  or  assessments, 
as  well  as  compensation  for  its  own  services,  to  apply  the  said  proceeds  to 
the  payment  of  the  principal  of  such  of  the  aforesaid  bonds  as  may  be  at 
that  time  unpaid,  whether  or  not  the  same  shall  have  previously  become  due, 
and  of  the  interest  whicli  shall  at  that  time  have  accrued  on  the  said  prin- 
cipal and  be  unpaid,  without  discrimination  or  preference,  but  ratably  to 
the  aggregate  amount  of  such  unpaid  principal  and  accrued  and  unpaid 
interest ;  and  if  after  the  satisfaction  thereof  a  surplus  of  the  said  pro- 
ceeds shall  remain,  to  pay  over  the  same  to  the  said  Chicago  and  Iowa  Rail- 
road Company,  or  to  such  other  parties  as  may  be  entitled  to  receive  the 
same.  ' 

And  it  is  hereby  declared  that  the  receipt  or  receipts  of  the  said  trustee 
shall  be  a  sufficient  discharge  to  the  purchaser  or  purchasers  of  the  premises 
for  his  or  their  purchase  money,  and  that  such  purchaser  or  purchasers, 
his  or  their  heirs,  executors,  or  administrators,  shall  not  after  payment 
thereof  and  having  such  receipt  be  liable  to  see  to  its  being  applied  upon 
or  for  the  trusts  and  purposes  of  these  presents,  or  in  any  manner  howso- 
ever be  answerable  for  any  loss,  misapplication,  or  non-application  of  such 


CORPORATE  HISTORY  1005 

purchase  money  or  any  part  thereof,  or  be  obliged  to  inquire  into  the 
necessity,  expediency,  or  authority  of  or  for  any  such  sale. 

Article  4.  At  any  sale  of  the  aforesaid  property  or  any  part  thereof, 
whether  made  by  virtue  of  the  power  herein  granted  or  by  judicial  authority, 
the  trustee  shall  bid  for  and  purchase  or  cause  to  be  bid  for  and  purchased 
the  property  so  sold,  or  any  part  thereof,  in  behalf  of  all  the  holders  of  the 
bonds  secured  by  this  instrument  and  then  outstanding,  in  the  proportion 
of  the  respective  interests  of  such  bondholders,  at  a  reasonable  price,  if 
but  a  portion  of  the  said  property  shall  be  sold,  at  a  price  not  exceeding  the 
whole  amount  of  such  bonds  outstanding,  with  the  interest  accrued  thereon. 

Article  5.  In  case  default  shall  be  made  in  the  payment  of  any  half- 
year  's  interest  on  any  of  the  aforesaid  bonds  at  the  time  and  in  the  manner 
in  the  coupon  issued  therewith  provided,  the  said  coupon  having  been  pre- 
sented and  the  payment  of  the  interest  therein  specified  having  been  de>- 
manded,  and  that  such  default  shall  continue  for  the  period  of  six  months 
after  the  said  coupon  shall  have  become  due>  then  and  in  either  of  such  cases 
the  principal  of  all  the  bonds  secured  hereby  shall,  at  the  election  of  the  trus- 
tee, become  immediately  due  and  payable,  anything  contained  in  the  said 
bonds  or  herein  to  the  contrary  notwithstanding;  but  a  majority  in  interest  of 
the  holders  of  the  said  bonds  may,  in  writing  under  their  hands  instruct  the 
trustee  to  declare  the  said  principal  to  be  due  or  to  waive  the  right  so  to 
declare,  on  such  terms  and  conditions  as  such  majority  shall  deem  proper, 
or  may  annul  or  reverse  the  election  of  the  trustees:  provided,  that  no 
actions  of  the  trustees  or  bondholders  shall  extend  to  or  be  taken  to  affect 
any  subsequent  default  or  to  impair  the  rights  resulting  therefrom. 

Article  6.  The  Chicago  and  Iowa  Eailroad  Company  shall  from,  time  to 
time  and  at  all  times  hereafter,  and  as  often  as  thereunto  requested  by  the 
trustee,  execute,  acknowledge,  and  deliver  all  such  further  deeds,  convey- 
ances, and  assurances  in  the  law  for  the  better  assuring  unto  the  trustee, 
and  its  successors  in  the  trust  hereby  created,  upon  the  trusts  herein  ex- 
pressed, the  railroad,  equipments,  and  appurtenances  hereinbefore  mentioned 
or  intended  so  to  be,  and  all  other  property  and  things  whatsoever  which 
may  be  hereafter  acquired  for  use  in  connection  with  the  same,  or  any  part 
thereof,  and  all  franchises  now  held  or  hereafter  acquired,  including  the 
franchise  to  be  a  corporation,  as  by  the  trustees  or  its  successors,  or  by  its 
counsel  learned  in  the  law,  shall  be  reasonably  advised,  desired,  or  required. 

Article  7.  The  trustee  shall  have  full  power  in  its  discretion,  and  upon 
the  written  request  of  the  Chicago  and  Iowa  Eailroad  Company,  its  suc- 
cessors or  assigns,  to  convey,  by  way  of  release  or  otherwise,  to  the  persons 
designated  by  the  said  company,  the  whole  or  any  part  of  the  land  acquired 
or  held  for  the  purpose  of  stations,  depots,  shops,  or  other  buildings,  or 
the  uses  connected  therewith,  and  shall  also  have  power  to  convey  as  afore- 
said, on  like  request,  any  lands  or  property  which  in  the  judgment  of  the 
trustee  shall  not  be  necessary  for  use  in  connection  with  the  said  Chicago 
and  Iowa  Eailroad,  or  which  may  have  been  held  for  a  supply  of  fuel, 
gravel,  or  other  material,  and  also  to  convey  as  aforesaid  any  lands  which 
may  become  disused  by  reason  of  a  change  of  the  location  of  any  station 
house,  depot,  shop,  or  other  buildings  connected  with  the  said  railroad,  and 


1006       CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

such  lauds  occupied  by  the  track  and  adjacent  to  such  station  house,  depot, 
shop,  or  other  buildings  as  the  said  company  may  deem  it  expedient  to 
disuse  or  abandon  by  reason  of  such  change,  and  to  consent  to  any  such 
change  and  to  such  other  changes  in  the  location  of  the  track  as  in  their 
judgment  shall  have  become  expedient,  and  to  make  and  deliver  the  con- 
veyances necessary  to  carry  the  same  into  effect;  but  any  lands  that  may  be 
acquired  for  permanent  use  in  substitution  for  any  so  released  shall  be  con- 
veyed to  the  trustee  upon  the  trusts  of  these  presents.  And  the  trustee  shall 
also  have  full  power  to  allow  the  said  company  from  time  to  time  to  dispose 
of,  according  to  their  discretion,  such  portions  of  the  equipments,  machinery, 
and  implements  at  any  time  held  or  acquired  for  the  use  of  the  said  rail- 
road as  may  have  become  unfit  for  such  use,  replacing  the  same  by  new, 
which  shall  be  conveyed  to  the  trustee  or  be  otherwise  made  subject  to  the 
operation  of  these  presents. 

Akticle  8.  It  is  hereby  declared  and  agreed  that  it  shall  be  the  duty  of 
the  truster  to  exercise  the  power  of  entry  hereby  granted,  or  the  power  of 
sale  hereby  granted,  or  both,  or  to  take  appropriate  legal  proceedings  to 
enforce  the  rights  of  the  bondholders  under  these  presents,  upon  the 
requisition  in  writing  as  hereinafter  specified,  as  applicable  to  the  several 
cases  of  default,  in  the  manner  and  subject  to  the  qualifications  hereinafter 
provided  as  follows:  — 

First.  If  the  default  be  as  to  interest  or  principal  of  any  of  the  said 
bonds,  such  requisition  upon  the  said  trustee  shall  be  by  holders  of  not  less 
than  fifty  thousand  dollars  in  aggregate  amount  of  said  bonds;  and  upon 
such  requisition,  and  a  proper  indemnification  by  the  persons  making  the 
same  tu  the  trustee  against  the  costs  and  expenses  to  be  by  it  incurred,  it 
shall  be  the  duty  of  the  trustee  to  enforce  the  rights  of  the  bondholders 
under  these  presents,  by  entry,  sale,  or  legal  proceedings,  as  they,  being 
advised  by  counsel  learned  in  the  law,  shall  deem  most  expedient  for  the 
interest  of  all  the  holders  of  said  bonds. 

Second.  If  the  default  be  in  the  omission  of  any  act  or  thing  required 
by  these  presents  for  the  further  assuring  the  title  of  the  trustee  to  any 
property  or  franchises  now  possessed  or  hereafter  acquired,  or  in  the  omission 
to  comply  with  any  provision  of  these  presents  to  be  observed,  performed, 
or  kept  by  the  said  company,  its  successors  or  assigns,  then  and  in  either 
of  such  cases  the  trustee  may  enforce  in  its  discretion,  and  upon  the  requisi- 
tion  aforesaid  of  a  majority  in  amount  of  the  holders  of  the  bonds  secured 
by  these  presents  it  shall  be  its  duty,  to  enforce  the  rights  of  the  bond- 
holders by  reason  of  such  default;  subject  to  the  power  hereby  declared 
of  a  majority  in  interest  of  the  holders  of  the  said  bonds,  by  requisition 
in  writing  under  their  hands,  to  instruct  the  said  trustee  to  waive  such 
default,  or  upon  adequate  indemnity  as  aforesaid  to  enforce  the  rights  of 
the  bondholders  by  reason  thereof. 

Provided,  that  no  action  of  the  said  trustee  or  bondholders,  or  both,  in 
waiving  such  defaults  or  otherwise,  shall  extend  to  or  be  taken  to  affect 
any  subsequent  default  or  to  impair  the  rights  resulting  therefrom. 

Article  9.  If  the  said  Chicago  and  Iowa  Railroad  Company,  its  suc- 
cessors or  assigns,  shall  well  and  truly  pay  the  interest  at  the  times  and  in 


CORPORATE  HISTORY  1007 

the  manner  herein  specified,  and  shall  well  and  truly  keep  and  perform  all 
the  things  herein  required  to  be  kept  or  performed  by  the  said  company 
according  to  the  true  intent  and  meaning  of  these  presents,  then  and  in 
that  ease  the  estate,  right,  title,  and  interest  of  the  said  parties  of  the 
second  part,  and  of  their  successors  in  the  trust  hereby  created,  shall  cease, 
determine,  and  become  void;  otherwise  the  same  be  and  remain  in  full 
force  and  virtue. 

Article  10.  It  is  mutually  agreed  by  and  between  the  parties  hereto 
that  the  word  "trustee"  as  used  in  these  presents  shall  be  construed  to 
mean  the  trustee  for  the  time  being,  and  that  the  said  trustee  shall  be 
entitled  to  just  compensation  for  all  service's  which  it  may  hereafter  render 
in  its  trust,  to  be  paid  by  the  said  company;  that  the  said  trustee  or  any 
successor  may  resign  or  discharge  itself  or  himself  of  the  trust  created  by 
these  presents,  by  notice  in  writing  to  the  Chicago  and  Iowa  Railroad  Com- 
pany, three  months  before  such  resignation  shall  take  effect,  or  such  shorter 
time  as  they  may  accept  as  adequate  notice,  and  upon  the  due  execution 
of  the  conveyances  hereinaf ter  required ;  that  the  said  trustee  or  any 
successor  may  be  removed  by  the  vote  of  a  majority  in  interest  of  the 
holders  of  the  aforesaid  bonds  and  attested  by  an  instrument  under  the 
hands  and  seals  of  the  persons  so  voting;  that  in  case  at  any  time  here- 
after the  said  trustee  or  any  trustee  hereafter  appointed  shall  resign  or  be 
removed  as  herein  provided  for,  or  by  a  court  of  competent  jurisdiction,  or 
shall  become  incapable  or  unfit  to  act  in  the  said  trust,  a  successor  to  such 
trustee  shall  be  appointed  by  the  holders  for  the  time  being  of  a  majority 
in  interest  of  the  said  bonds  then  outstanding,  and  the  trustee  so  appointed 
shall  thereupon  become  vested  with  all  the  powers,  authorities,  and  estate 
granted  to  or  conferred  upon  the  party  of  the  second  part  by  these  presents, 
ami  all  the  rights  and  interests  requisite  to  enable  it  or  him  to  execute  the 
purposes  of  this  trust,  without  any  further  assurance  or  conveyance,  so  far 
as  such  effect  may  be  lawful ;  and  the  said  trustee  so  resigning  or  being 
removed  shall  on  the  written  request  of  the  new  trustee,  who  may  be 
appointed  immediately,  execute  a  deed  or  deeds  of  conveyance,  to  vest  in 
such  new  trustee  and  upon  the  trusts  herein  expressed  all  the  property, 
rights,  and  franchises  which  may  be  at  that  time  held  upon  the  said  trusts. 

Provided,  nevertheless,  and  it  is  hereby  declared  and  agreed,  that  in  case 
it  shall  at  any  time  hereafter  prove  impracticable  after  reasonable  exertions 
to  appoint  in  the  manner  hereinbefore  provided,  in  case  that  the  trust 
shrill  become  vacant,  application  in  behalf  of  all  the  holders  of  the  bonds 
secured  hereby  may  be  made  by  holders  of  the  said  bonds  to  the  aggregate 
i ■! jim Mint  of  fifty  thousand  dollars  to  any  Circuit  Court  of  the  United  States 
for  any  judicial  district  in  which  any  part  of  the  aforesaid  railroad  may 
be  situate,  or  any  other  court  of  competent  jurisdiction,  for  the  appoint- 
ment of  a  new  trustee  or  new  trustees. 

In  witness  whereof,  the  said  party  of  the  first  part  has  caused  its  cor- 
porate seal  to  be  hereto  affixed,  and  the  same  to  be  attested  by  the 
signatures  of  its  president  and  secretary;  and  the  said  party  of  the  second 
part  has  caused  its  corporate  seal  to  be  hereto  affixed  and  the  same  to  be 


1008       CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

attested  by  the  signatures  of  its  president  and  secretary,  to  testify  its  accept- 
ance of  the  trust  hereby  created,  the  day  and  year  first  above  written. 
[seal] 

Chicago  and  Iowa  Eailroad  Company, 
Attest :  By  F.  E.  Hinckley,  President. 

E.  L.  Chapman, 

Secretary. 
[seal]  E.  G.  EOLSTON, 

President  of  the  Farmers  Loan*  and  Trtist  Co. 
Attest : 
Geo.  P.  Fitch, 

Secretary. 

State  op  Illinois,  ) 

V  ss. 
County  op  Cook.     \ 

Be  it  remembered  that  on  this  first  day  of  November,  A.  D.  1869,  before 
me,  Norman  T.  Gassette,  clerk  of  the  Circuit  Court  in  and  for  the  county 
of  Cook  and  State  of  Illinois,  and  residing  in  the  city  of  Chicago  in  said 
county,  personally  came  F.  E.  Hinckley,  president  of  the  Chicago  and  Iowa 
Eailroad  Company,  E.  L.  Chapman,  secretary  of  the  same  company,  to  me 
respectively  personally  known  to  be  two  of  the  real  persons  whose  names 
are  subscribed  to  the  foregoing  instruments;  and  they,  the  said  F.  E. 
Hinckley  and  E.  L.  Chapman,  being  by  me  severally  duly  sworn,  did  each 
for  himself  depose  and  say  that  he,  the  said  F.  E.  Hinckley,  resides  in 
Chicago,  in  the  county  of  Cook  and  State  of  Illinois,  and  that  he  is  presi- 
dent of  the  Chicago  and  Iowa  Eailroad  Company,  and  he,  the  said  E.  L. 
Chapman,  resides  in  Chicago,  in  the  county  of  Cook  and  State  of  Illinois, 
and  that  he  is  secretary  of  the  same  company;  and  that  they  know  the 
corporate  seal  of  said  company,  that  the  seal  affixed  to  the  foregoing  in- 
strument, purporting  to  be  the  seal  of  said  company,  is  said  corporate 
seal,  that  it  was  so  affixed  by  order  of  the  board  of  directors  of  said  com- 
pany, and  that  they  severally  signed  their  names  thereto  by  the  like  order 
as  president  and  secretary  of  said  company  respectively;  and  the  said  F.  E. 
Hinckley  and  E.  L.  Chapman  also  severally  acknowledged  to  me  that  they 
had  executed  the  said  instrument  as  the  free  and  voluntary  act  and  deed  of 
the  said  Chicago  and  Iowa  Eailroad  Company,  for  the  uses  and  purposes 
therein  set  forth. 

In  witness  whereof,  I  have  hereunto   set  my  hand  and  affixed  the  seal 
of  said  court  at  my  office  in  Chicago,  the  day  and  year  first  above  written. 
[seal]  Norman  T.  Gassette, 

Cleric. 


.1 


State  of  New  York. 

L  gg 

City  and  County  op  New  York. 

Be  it  remembered  that  on  this  12th  day  of  November,  A.  D.  1869,  before 
me,  T.  B.  Eaynolds,  a  notary  public  residing  in  said  city,  duly  commissioned 
and  appointed,  personally  came  E.  G.  Eolston,  president  of  the  Farmers 
Loan  and  Trust  Company  of  New  York,  to  me  personally  known  to  be  one 


CORPORATE  HISTORY  1009 

of  the  real  persons  whose  name  is  subscribed  to  the  foregoing  instrument, 
who,  having  been  duly  sworn,  says  that  he  resides  in  the  said  city  of  New 
York,  that  he  is  president  of  the  Farmers  Loan  and  Trust  Company  of  New 
York,  that  lie  knows  the  corporate  seal  of  said  company,  that  the  seal 
affixed  to  the  foregoing  instrument,  purporting  to  be  the  seal  of  the  last- 
mentioned  company,  is  such  corporate  seal,  that  it  was  so  affixed  by  order 
of  said  company,  and  that  he  signed  his  name  thereto  by  the  like  order 
as  president  of  said  last-mentioned  company;  and  the  said  E.  G.  Eolston 
further  acknowledged  to  me  that  he  had  executed  the  said  instrument  as 
the  tree  and  voluntary  act  and  deed  of  the  said  Farmers  Loan  and  Trust 
Company  of  New  York  for  the  uses  and  purposes  therein  set  forth. 

In  witness  whereof,   I  have  hereunto   set  my  hand  and  official  seal  the 
day  and  year  first  above  written. 
[seal J  T.  B.  Eaynolds, 

Notary  Public,  New  York  County. 


I 


State  of  New  York, 

V  ss 
City  and  County  of  New  York. 

I,  Charles  E.  Loew,  clerk  of  the  city  and  county  of  New  York,  and  also 
clerk  of  the  Supreme  Court  for  the  said  city  and  county,  the  same  being  a 
court  of  record,  do  hereby  certify  that  T.  B.  Eaynolds,  whose  name  is  sub- 
scribed to  the  certificate  of  the  proof  or  acknowledgment  of  the  annexed 
instrument  and  thereon  written,  was  at  the  time  of  taking  such  proof  or 
acknowledgment  a  notary  public  in  find  for  the  city  and  county  of  New 
York  dwelling  in  said  city,  commissioned  and  sworn  and  duly  authorized 
to  take  the  same ;  and  further,  that  I  am  well  acquainted  with  the  hand- 
writ  ing  of  such  notary,  and  verily  believe  that  the  signature  to  the  said 
certificate  of  proof  or  acknowledgment  is  genuine. 

In  testimony  whereof,  I  have  hereunto  set  my  hand  and  affixed  the  seal 
of  the  said  court  and  county  the  13  day  of  Nov.  186 — 
[seal]  Chas.  E.  Loew, 

(U.  S.  Eev.  Stamp)  Clerk. 

State  of  Illinois,  ) 
Ogle  County.  \ 

I,  E.  K.  Light,  clerk  of  the  Circuit  Court  and  ex  officio  recorder  in  and 
for  said  county,  do  hereby  certify  that  the  above  and  foregoing  is  a  true, 
full,  and  perfect  copy  of  an  instrument  of  writing  of  record  in  the  recorder's 
office  in  said  county,  and  that  the  same  was  filed  on  the  18th  day  of 
November,  A.  D.  1869,  at  the  hour  of  6.  p.  m.,  and  recorded  in  book  N  of 
Mortgages  on  page  544,  as  appears  from  the  records  of  my  office. 

In  testimony  whereof,  I  have  hereunto  set  my  hand  and  affixed  the  seal 
of  said  court,  this  11th  day  of  April,  A.  D.  1882. 
[seal]  e.  K.  Light, 

Clerk  and  Ex  Officio  Recorder. 

EECOEDED  IN  ILLINOIS 
County  Date  Book  Page 

Ogle  November  18,  1869  N  544 


1010      CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

RELEASE,  October  1,  1895,  William  J.  Ladd,  Trustee,  to  The  Chicago 
and  Iowa  Railroad  Company. 

Whereas,  all  the  bonds  issued  under  and  secured  by  a  Trust  Mortgage, 
dated  November  first  1869,  between  the  Chicago  &  Iowa  Railroad  Company 
and  the  Farmer's  Loan  and  Trust  Company,  Trustee,  have  been  fully  paid, 
and  all  the  agreements  in  said  Trust  Mortgage  have  been  carried  out  on  the 
part  of  the  Railroad  Company;  and 

Whereas',  since  the  execution  of  said  mortgage,  said  Farmer's  Loan  & 
Trust  Company  has  been  removed  as  Trustee,  and  Wm.  J.  Ladd  has  been 
duly  appointed  as  successor  in  said  Trust;  in  accordance  with  the  terms  of 
the  mortgage: 

Now  therefore,  I,  Wm.  J.  Ladd,  the  sole  Trustee  under  said  mortgage, 
duly  appointed  in  accordance  with  its  terms,  do  hereby  certify  that  the  same 
has  been  and  is  fully  paid  and  satisfied  in  all  respects;  and  I,  hereby,  as 
such  Trustee,  release  and  discharge  the  property  covered  by  said  mortgage 
of  and  from  the  lien  thereof. 

In  testimony  whereof,  I,  Wm.  J.  Ladd,  hereunto  set  my  hand  and  seal,  as 
such  Trustee,  this  seventh  day  of  October  A.  D.  1895. 

William  J.  Ladd,  Trustee,     [seal] 

Witness : 

A.  G.  Stan\vood. 

State  of  Massachusetts,) 

>  ss 
County  of  Suffolk.  \ 

I,  Daniel  C.  Stanwood,  a  Notary  Public,  in  and  for  said  State,  do  hereby 
certify  that,  on  this  seventh  day  of  October  A.  D.  1895,  before  me,  person- 
ally appeared  Wm.  J.  Ladd,  to  me  personally  known  to  be  the  same  person 
who  executed  the  foregoing  instrument,  and  acknowledged,  signed,  sealed, 
and  delivered  the  same  as  his  free  and  voluntary  act,  for  the  uses  and  pur- 
poses therein  set  forth. 

///   Witness  Whereof,  I  have  hereunto  set  my  hand  and  Notarial  Seal,  the 
day  and  the  year  aforesaid. 
[seal]  Daniel  C.  Stanwood, 

Notary  Public. 
RECORDED  IN  ILLINOIS 


Count// 

Date 

Boole 

Page 

K  A  X  E 

October  10,  1895 

352 

293 

DeKalb 

October  12,  1895 

65 

284 

Ogle 

October  19,  1895 

H 

441 

Lee 

November  12,  1895 

44 

196 

Winnebago 

November  30,  1895 

133 

315 

TRUST  MORTGAGE,  July  1,  1871,  The  Chicago  and  Iowa  Railroad  Com- 
pany to  John  W.  Brooks  and  John  W.  Denison,  Trustees. 
This  mortgage  covers  the   Chicago  and  Iowa  Railroad    (subject  to  prior 

mortgage),  and  secures  an  issue  of  bonds  amounting  to  $20,000  per  mile. 

These  bonds  are  dated  July  1,  1871,  have  thirty  years  to  run,  bear  interest 


CORPORATE  HISTORY  1011 

at  the  rate  of  eight  per  cent,  payable  semi-annually,  and  mature  Jan.  1, 
1901. 

(The  bonds  amounting  to  $1,000,000,  dated  November  1,  1869,  and  se- 
cured by  mortgage  of  that  date,  to  be  taken  up  with  bonds  issued  under 
this  mortgage.) 

This  Indenture,  made  this  first  (1st)  day  of  July,  in  the  year  of  our  Lord 
one  thousand  eight  hundred  and  seventy-one  (1871),  between  the  Chicago 
and  Iowa  Railroad  Company,  a  corporation  duly  organized  under  and  in 
accordance  with  the  laws  of  the  State  of  Illinois,  party  of  the  first  part,  and 
John  W.  Brooks  and  John  N.  Denison,  of  Boston,  in  the  State  of  Massa- 
chusetts, trustees  herein  and  parties  of  the  second  part,  witnesseth: — 

That  whereas,  the  Chicago  and  Iowa  Railroad  Company,  by  authority  of 
its  charter,  and  under  the  laws  of  the  State  of  Illinois  duly  authorizing 
the  same,  consolidated  its  stock  and  property  with  that  of  the  Ogle  and 
Carroll  County  Railroad  Company,  thereby  constituting  of  said  companies 
one  corporation  in  law,  under  the  name  of  the  Chicago  and  Iowa  Railroad 
Company;  and 

Whereas,  the  said  Chicago  and  Iowa  Railroad  Company,  by  virtue  of  such 
consolidation,  and  pursuant  to  the  terms  of  its  charter  and  other  statutes 
and  acts  of  the  Legislature  of  said  State  of  Illinois  relating  thereto,  and 
of  the  organization  of  said  company  under  and  in  accordance  therewith,  is 
authorized  to  construct  and  maintain  a  railroad  from  Joliet,  in  the  county 
of  Will  and  State  of  Illinois,  by  way  of  Aurora  and  Oregon  to  Foreston,  in 
Ogle  County  in  said  State,  a  distance  of  one  hundred  and  eleven  (111)  miles, 
and  has  already  completed  and  in  operation  that  part  of  its  railroad  between 
Aurora  and  Oregon,  a  distance  of  sixty-one   (61)  miles;  and 

Whereas,  the  said  Chicago  and  Iowa  Railroad  Company  is  desirous  of 
borrowing  money  in  amount  not  exceeding  twenty  thousand  (20,000)  dol- 
lars per  mile,  for  the  purpose  of  constructing  and  equipping  the  remaining 
portion  of  its  said  railroad,  in  the  construction  of  which  it  is  now  presently 
engaged,  and  for  the  purpose  of  defraying  all  the  necessary  expenses  of 
right  of  way,  transportation,  interest  on  bonds,  and  all  other  charges  con- 
nected with  building,  equipping  and  operating  said  railroad,  and  all  the 
various  appendages  and  appurtenances  connected  and  to  be  connected  there- 
with, and  for  the  purpose  of  taking  up  the  one  thousand  (1000)  bonds  of 
one  thousand  (1,000)  dollars  each  issued  by  said  Chicago  and  Iowa  Rail- 
road Company  before  said  consolidation,  and  has  resolved  to  issue  and 
negotiate  a  series  of  bonds  therefor,  in  amount  not  exceeding  twenty  thousand 
($20,000)  dollars  per  mile,  as  aforesaid,  upon  its  said  railroad  extending 
from  Joliet  to  Foreston  aforesaid,  which  said  bonds  are  to  be  in  sums  of  one 
thousand  ($1,000)  dollars  each,  bearing  date  the  1st  day  of  July,  A.  D.  one 
thousand  eight  hundred  and  seventy-one  (1871),  having  thirty  (30)  years 
to  run  to  maturity,  to  bear  interest  at  the  rate  of  eight  (8)  per  cent  per 
annum,  free  of  goverment  tax,  payable  semi-annually  on  the  first  day  of 
January  and  July  in  each  year,  at  the  office  of  the  Chicago,  Burlington  and 
Quincy  Railroad  Company,  Boston,  Massachusetts,  where  principal  and  in- 
terest are  made  payable,  or  at  such  other  place  as  the  said  company  may 


1012      CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

designate  for  that  purpose :  all  of  which  said  bonds  are  to  bear  the  same  date, 
and  are  to  stand  equally  secured  by  this  deed  of  trust,  and  are  to  be  duly 
stamped  with  the  revenue  stamps  required  by  law,  and  are  to  be  numbered 
consecutively  from  number  one  (1)  to  the  highest  number  which  may  be 
issued,  inclusive;  each  of  which  said  bonds  is  to  be  authenticated  by  a  cer- 
tificate signed  by  the  trustees  named  in  this  deed  of  trust;  and 

Whereas,  the  said  first  party  is  authorized  by  its  said  charter  and  the 
laws  aforesaid  to  secure  said  bonds  by  a  mortgage  of  the  whole  or  any  part 
of  its  said  railroad  and  property,  and  has  therefore  resolved  to  secure  the 
punctual  payment  of  the  same,  both  principal  and  interest,  by  a  trust  mort- 
gage of  its  said  railroad,  extending  from  Joliet  to  Foreston  aforesaid,  and 
of  all  of  its  corporate  property  and  franchises  of  every  nature  and  kind 
connected  therewith,  to  the  said  party  of  the  second  part,  trustees  and  mort- 
gagees herein,  for  the  benefit   and   security  of  the  holders  of  said  bonds. 

Now,  therefore,  this  mderutun  witnesseth:  That  the  said  Chicago  and  Iowa 
Railroad  Company,  in  order  to  secure  the  payment  of  its  said  bonds  and  the 
interest  thereon,  and  in  consideration  of  the  sum  of  five  (5)  dollars  to  it 
in  band  paid  by  the  said  parties  of  the  second  part,  at  the  ensealing  and 
delivery  of  these  presents,  the  receipl  of  which  is  hereby  acknowledged,  has 
granted,  bargained,  sold,  transferred,  and  conveyed,  and  by  these  presents 
doth  grant,  bargain,  sell,  transfer,  and  convey  to  the  said  parties  of  the  sec- 
ond part,  their  successors  in  said  trust  and  assigns,  all  the  following  and  all 
the   above   described    property,   to    wit:    all    the    present    and    in    future  to  be 

acquired  property  of  the  said  railroad  company,  in  and  relating  to  the  said 

railroad,  and  all  the  right,  title,  interest,  and  equity  of  redemption  therein, 
that  is  to  say  :  all  the  railroad  of  sa  id  party  of  the  first  part,  now  made  and  to 
be  constructed,  extending  from  .Joliet  to  Foreston  aforesaid,  including  the 
right  of  way  therefor,  road  bed,  superstructure,  iron,  ties,  chairs,  splices, 
bolts,  nuts,  spikes,  and  all  the  lands  and  depot  grounds,  station  houses, 
depots,  viaducts,  bridges,  timber,  and  materials,  and  property  purchased  or 
to  be  purchased  for  the  construction  of  the  said  railroad,  and  all  the  engines, 
tenders,  cars,  and  machinery,  and  all  kinds  of  rolling  stock  now  owned  or 
to  be  hereafter  purchased  by  said  party  of  the  first  part,  for  and  to  be 
used  upon  said  railroad;  all  the  revenues  and  income  of  said  railroad,  and 
all  the  franchises  and  rights  of  said  party  of  the  first  part  relating  thereto, 
and  property  acquired  by  virtue  thereof,  now  in  possession  or  hereafter  to  be 
acquired,  including  machine  shops,  tools,  implements,  and  personal  prop- 
erty used  therein  or  along  the  line  of  said  railroad. 

To  hav<  and  to  hold  the  said  railroad  and  property,  and  all  and  singular 
the  said  premises,  and  every  part  thereof,  with  the  appurtenances,  unto  the 
said  parties  of  the  second  part,  their  successors  in  said  trust  and  assigns; 
but  for  the  following  purposes  and  upon  the  following  express  trust,  that 
is  to  say:  in  case  the  said  Chicago  and  Iowa  Railroad  Company  shall  fail 
to  pay  the  principal,  or  any  part  thereof,  or  any  of  the  interest  on  any  of 
the  bonds  secured  or  intended  to  be  secured  hereby,  at  any  time  when  and 
where  the  same  may  become  due  and  payable  according  to  the  tenor  thereof, 
and  for  thirty  (30)  days  thereafter,  then  and  in  such  case  all  of  said  bonds, 


CORPORATE  HISTORY  1013 

both  principal  and  interest,  shall  thereupon,  at  the  option  of  the  holders 
thereof,  become  due  and  payable;  and  at  the  request  of  the  holders  of  one 
tenth  of  said  bonds,  the  parties  of  the  second  part,  their  successors  in  said 
trust  or  assigns,  may  enter  into  and  take  possession  of  all  and  singular  the 
railroad,  premises,  and  property  hereby  conveyed,  and  as  the  attorneys  in 
fact  or  agents  of  said  first  party,  by  themselves  or  their  agents  duly  con- 
stituted, have,  use,  and  employ  the  same,  making  from  time  to  time  all 
needful  repairs,  alterations,  and  additions  thereto,  and  after  deducting  the 
expenses  of  such  use,  repairs,  alterations,  and  additions,  apply  the  pro- 
ceeds of  said  premises  to  the  payment  of  the  principal  and  interest  of  all 
of  such  bonds  remaining  unpaid;  or  the  said  parties  of  the  second  part, 
their  successors  in  said  trust  or  assigns,  at  their  discretion  may,  and  on  the 
written  request  of  the  holders  of  one  tenth  of  said  bonds  then  unpaid,  shall 
cause  the  said  premises,  or  so  much  thereof  as  shall  be  necessary  to  dis- 
charge the  principal  and  interest  of  all  of  said  bonds  as  may  be  unpaid, 
together  with  the  expense  of  sale,  to  be  sold  at  public  auction,  at  Chicago, 
in  the  said  State  of  Illinois,  after  giving  thirty  days'  notice  of  the  time 
and  place  and  terms  of  such  sale,  by  publishing  the  same  in  one  of  the 
principal  newspapers  for  the  time  being  published  in  each  of  the  cities  of 
Boston  and  Chicago,  and  upon  such  sale  to  execute  to  the  purchaser  or  pur- 
chasers thereof  a  good  and  sufficient  deed  or  deeds  of  conveyance,  in  fee  sim- 
ple, for  the  same,  which  shall  be  a  bar  against  the  said  Chicago  and  Iowa 
Railroad  Company,  party  of  the  first  part,  its  successors  and  assigns,  and 
all  persons  claiming  under  it  or  them,  of  all  right,  interest,  or  claim  in  or 
to  the  said  premises  or  any  part  thereof.  And  the  said  trustees  shall,  after 
deducting  from  the  proceeds  of  said  sale  the  cost  and  expense  thereof,  and 
of  managing  the  said  property,  and  enough  to  indemnify  and  save  them- 
selves harmless  from  and  against  all  liabilities  arising  from  this  trust, 
apply  so  much  of  the  proceeds  of  said  property  as  may  be  necessary  to  the 
payment  of  the  principal  and  interest  of  said  bonds  remaining  unpaid, 
whether  the  same  may  be  then  due  and  payable  or  otherwise,  and  shall 
restore  the  residue  thereof  to  the  said  party  of  the  first  part,  its  successors 
and  assigns:  it  being  expressly  understood  and  agreed  that  in  no  case 
shall  any  claim  be  made  or  advantage  taken  of  valuation,  appraisement, 
redemption,  or  extension  laws,  by  said  party  of  the  first  part,  its  successors 
or  assigns,  nor  any  injunction  or  stay  of  proceedings  be  had,  or  any  pro- 
cess be  obtained  or  applied  for  by  it  or  them  to  prevent  such  entry,  sale,  and 
conveyance,  as  aforesaid. 

It  is  also  hereby  agreed  and  understood  that  it  shall  be  lawful  for  the 
said  railroad  company,  party  of  the  first  part,  or  its  assigns,  to  dispose  of 
the  current  net  revenues  of  said  road  hereby  conveyed,  as  it  or  they  shall 
elect,  until  default  shall  be  made  in  the  payment  of  the  principal  or  interest 
of  said  bonds,  or  of  some  one  or  more  of  them. 

And  the  said  party  of  the  first  part,  for  itself  and  its  successors,  hereby 
covenants  and  agrees  to  execute  and  deliver  any  further  reasonable  and 
necessary  conveyance  of  the  said  premises  or  any  part  thereof,  to  the  said 
parties  of  the  second  part,  their  successors  in  said  trust  and  assigns,  which 


1014       CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

counsel  may  advise,  for  the  more  fully  conveying  the  said  premises  and 
carrying  into  effect  the  objects  and  purposes  of  these  presents,  and  of 
making  them  embrace  the  property  and  effects  so  conveyed  or  intended  to 
be  conveyed. 

It  is  hereby  mutually  agreed  that  upon  the  payment  of  the  principal  and 
interest  of  said  bonds,  the  estate  hereby  granted  to  the  said  parties  of  the 
second  part  shall  be  void,  and  the  right  to  the  premises  and  property  hereby 
conveyed  shall  revert  to  and  revest  in  said  party  of  the  first  part,  its  suc- 
cessors and  assigns,  without  any  acknowledgment  of  satisfaction,  recon- 
veyance, re-entry,  or  other  act. 

And  it  is  also  hereby  mutually  agreed  that'the  said  parties  of  the  second 
part,  their  successors  in  said  trust  and  assigns,  shall  only  be  accountable 
for  reasonable  diligence  in  the  management  thereof,  and  shall  not  be  re- 
sponsible for  the  acts  of  any  agent  employed  by  them,  when  such  agent 
shall  have  been  employed  with  reasonable  discretion;  and  that  the  said 
parties  of  the  second  part,  and  their  successors  in  said  trust- and  assigns, 
shall  be  entitled  to  reasonable  compensation  for  their  labor  and  services  in 
the  management  of  said  trust. 

It  is  furtlii  r  agreed  and  understood  that  the  said  trustees  shall  not  in  any 
manner  be  liable  or  responsible  for  the  acts  of  each  other,  to  which  they 
do  not  severally  assent;  and  that  in  ease  of  the  death,  mental  incapacity,  or 
resignation  of  one  of  the  said  trustees  to  act  in  the  matter  of  said  trust, 
all  his  right,  estate,  interest,  power,  and  control  in  the  premises  shall  be 
divested,  cease,  and  determine,  and  the  said  railroad  company  and  the  sur- 
viving trustee  may  mutually  agree  upon  a  new  trustee  to  supply  the  said 
vacancy;  or  failing  so  to  agree,  the  said  party  of  the  first  part  or  its  suc- 
cessors may,  or  in  case  of  its  failure  to  take  proceedings  therefor  for  thirty 
(30)  days,  the  holders  of  a  majority  of  said  bonds  may  apply  to  any  court 
in  the.  said  state  of  Illinois  having  jurisdiction  of  the  premises,  to  appoint 
a  new  trustee  to  supply  said  vacancy;  and  such  new  trustee,  appointed  in 
the  manner  aforesaid,  shall  become  vested,  for  the  purposes  aforsaid,  with 
all  the  rights  and  interests  requisite  to  enable  him  to  execute  with  the  other 
the  purposes  of  this  trust,  without  any  further  assurance  or  conveyance  of 
the  same.  But  should  it  be  desirable  or  necessary,  the  said  parties  hereto 
shall  all  execute  and  deliver  such  releases  and  conveyances  as  counsel  shall 
advise;  it  being  further  expressly  understood  that  the  surviving  trustee  shall 
be  fully  empowered  to  execute  all  the  purposes  of  this  trust,  until  said  va- 
cancy shall  be  so  supplied. 

//  is  hen  by  expressly  understood  and  agreed  that  until  the  one  thousand 
bonds  above  mentioned  as  having  been  issued  by  said  Chicago  and  Iowa 
Eailroad  Company  before  the  said  consolidation  shall  have  been  exchanged 
for  the  bonds  herein  specifically  appropriated  for  that  purpose,  this  in- 
denture shall  stand  subject  to  such  bonds  and  the  trust  mortgage  securing 
the  same.     ■ 

It  is  hereby  agreed  and  understood  that  the  bonds  herein  provided  for, 
and  numbered  from  one  (1)  to  one  thousand  (1,000),  both  inclusive,  shall 
be  issued  by  said  trustees,  for  the  purpose  of  exchanging  and  taking  up 


CORPORATE    HISTORY  1015 

said  one  thousand  (1,000)  bonds,  now  outstanding,  and  for  no  other 
purposes  whatsoever;  and  that  bonds  numbered  one  thousand  and  one  (1,001) 
to  fourteen  hundred  and  fifty  (1,450),  inclusive,  are  designed  and  ap- 
propriated for  the  construction  and  equipment  of  that  portion  of  said  rail- 
road extending  from  Joliet  to  Aurora,  and  are  to  be  issued  by  said  trustees 
exclusively  and  only  for  the  construction  and  equipment  of  that  portion  of 
said  railroad. 

It  is  also  expressly  understood  and  agreed  that  no  bond  shall  be  deemed 
to  be  secured  by  or  issued  under  this  mortgage  unless  the  same  is  counter- 
signed by  the  trustees  herein  named,  or  their  successors  in  said  trust,  and 
that  the  proceeds  of  the  above-mentioned  bonds  of  said  first  party,  or  so 
much  thereof  as  may  be  necessary  for  that  purpose,  shall  be  applied  to  the 
objects  and  purposes  hereinafter  mentioned,  and  not  otherwise. 

And  the  said  parties  of  the  second  part  hereby  accept  the  trust  created 
by  these  presents. 

In  Witness  Whereof,  the  said  Chicago  and  Iowa  Eailroad  Company  has 
caused  its  corporate  seal  to  be  hereto  affixed,  attested  by  the  secretary,  and 
its  corporate  name  to  be  hereunto  subscribed  by  its  president ;  and  the  said 
parties  of  the  second  part  have  also  hereunto  set  their  hands  and  seals,  all 
on  the  day  and  year  first  above  written. 

The  Chicago   &  Iowa   Eailroad   Company, 
[seal]  By  F.  E.  Hinckley, 

Attest:  W.  G.  Taylor,  Secretary.  President. 

State  of  Illinois,) 

v  ss 
County  of  Cook.    \ 

Be  it  remembered  that  on  this  first  day  of  July,  A.  D.  1871,  before  me, 
a  notary  public  residing  in  the  city  of  Chicago,  county  of  Cook  and  State  of 
Illinois,  duly  commissioned  by  the  governor  of  the  State  of  Illinois  to  take 
acknowledgments  and  proofs  of  deeds  and  other  instruments  in  writing,  under 
seal,  to  be  used  or  recorded  in  said  State  of  Illinois,  personally  came  F.  E. 
Hinckley,  president  of  the  Chicago  and  Iowa  Eailroad  Company,  who  is 
known  to  me  to  be  the  person  whose  name  is  signed  to  the  foregoing  deed 
of  conveyance,  who,  being  by  me  duly  sworn,  deposes  and  says  that  he  re- 
sides in  the  city  of  Chicago,  in  the  county  of  Cook  and  State  of  Illinois, 
that  he  is  president  of  the  Chicago  and  Iowa  Eailroad  Company,  that  he 
knows  the  corporate  seal  of  said  company,  that  the  seal  affixed  to  the  fore- 
going conveyance  is  the  corporate  seal  of  said  company,  that  it  was  affixed 
by  order  of  said  company,  and  that  he  signed  his  name  to  said  conveyance 
by  like  order  as  president  of  said  company;  and  acknowledged  that  he  ex- 
ecuted and  delivered  the  said  deed  as  his  free  and  voluntary  act,  for  the 
uses  and  purposes  therein  set  forth,  and  that  the  said  company  also  executed 
said  conveyance  as  its  free  and  voluntary  act,  for  the  uses  and  purposes 
therein  set  forth. 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  official  seal  this 
seventh  day  of  July,  A.  D.  1871. 
[seal]  Lucius  V.  Parsons, 

Notary  Public. 


1016       CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 


County 

DeKalb 

Ogle 

Kane 

Lee 

Kane 

Lee 


RECORDED  IN  ILLINOIS 

Date 

August  22,  1871 

December  27,  1871 

June  26,  1877 

June  26,  1877 

July     5,  1877 

July     6,  1877 


Book 

Page 

29 

562 

X 

275 

165 

290 

W 

36 

165 

296 

W 

45 

APPOINTMENT,  April  5,  1886,  William  J.  Ladd,  Successor  in  Trust  — 
The  Chicago  and  Iowa  Railroad  Company. 

The  Chicago  and  Iowa  Railroad  Company,  and  J.  N.  Denison,  sole  sur- 
viving Trustee  under  the  mortgage  made  by  said  Chicago  and  Iowa  Rail- 
road Company  to  said  Denison  and  J.  W.  Brooks,  dated  July  1st,  1871,  do 
hereby,  pursuant  to  the  provisions  of  said  mortgage,  agree  upon  and  ap- 
point William  J.  Ladd  as  a  Trustee  under  said  mortgage  to  fill  a  vacancy 
now  existing  by  reason  of  the  decease  of  said  J.  W.  Brooks. 

In  Witness  Whereof,  the  said  Chicago  and  Iowa  Railroad  Company,  here- 
unto signs  its  corporate  name  by  F.  II.  Head,  its  President,  thereunto  duly 
authorized  by  a  vote  of  its  Board  of  Directors  passed  on  the  5th  day  of 
April  1886,  and  the  said  J.  N.  Denison  signs  his  name  as  the  sole  surviving 
trustee. 

The  Chicago   and   Iowa    Railroad  Company, 
[seal]  By  Franklin  H.  Head, 

President. 
Attest:  L.  O.  Goddard,  Secretary. 

J.  N.  Denison, 
Sole  surviving  Trustee. 
April  29th,   1886. 

I  hereby  accept  the  above  appointment  as  Trustee  under  the  said  mort- 
gage. 


Wm  J.  Ladd. 

RECORDED  IN  ILLINOIS 

County 

Date 

Book 

Page 

K  A  X  E 

May     5,  1886 

141 

556 

DeKalb 

June  12,  1886 

C 

119 

Lee 

June  22,  1886 

D 

288 

Ogle 

July  12,  1886 

G 

301 

RELEASE,  April  3,  1895,  Wm.  J.  Ladd  and  John  N.  Denison,  Trustees, 
to  The  Chicago  and  Iowa  Railroad  Company. 

Whereas,  all  the  bonds  issued  under  and  secured  by  a  Trust  Mortgage, 
dated  July  first,  1871,  between  the  Chicago  &  Iowa  Railroad  Company  and 
John  W.  Brooks  and  John  N.  Denison,  Trustees,  have  been  fully  paid,  and 


CORPORATE  HISTORY  1017 

all  the  agreements  in  said  Trust  Mortgage  have  been  carried  out  on  the 
part  of  the  Eailroad  Company;   and 

Whereas,  since  the  execution  of  said  mortgage,  John  W.  Brooks  has  died, 
and  Wm.  J.  Ladd  has  been  duly  appointed  as  his  successor  in  said  trust: 

Now,  Therefore,  We,  Wm.  J.  Ladd  and  John  N.  Denison,  the  surviving 
trustees  under  said  mortgage,  duly  appointed  in  accordance  with  its  terms, 
do  hereby  certify  that  the  same  has  been  and  is  fully  paid  and  satisfied  in 
all  respects ;  and  we  hereby,  as  such  Trustees,  release  and  discharge  the 
property  covered  by  said  mortgage  of  and  from  the  lien  thereof. 

In  Testimony  Whereof,  We,  Wm.  J.  Ladd  and  John  N.  Denison,  here- 
unto set  our  hands  and  seals  as  such  Trustees,  this  3d  day  of  April,  A.  D. 
1895. 

J.  N.  Denison,      [seal] 
Wm.  J.  Ladd,         [seal] 
Trustees. 
Witness : 

Daniel  C.  Stanwood,  to  W.  J.  L. 

A.  G.  Stanavood,  to  J.  N.  D. 

State  of  Massachusetts.) 

v  ss. 
County  of  Suffolk.  \  ' 

I,  Daniel  C.  Stanwood,  a  Notary  Public,  in  and  for  said  State,  do  hereby 
certify  that,  on  this  third  day  of  April  A.  D.  1895,  before  me,  personally 
appeared  Wm.  J.  Ladd  and  John  N.  Denison,  to  me  personally  known  to  be 
the  same  persons  who  executed  the  foregoing  instrument,  and  acknowledged 
that  they  signed,  sealed,  and  delivered  the  same  as  their  free  and  voluntary 
acts,  for  the  uses  and  purposes  therein  set  forth. 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  Notarial  Seal, 
the  day  and  year  aforesaid. 
[seal] 

EECOEDED  IN  ILLINOIS 

County  Bate 

Kane  October  10,  1895 

DeKalb  October  12,  1895 

Ogle  October  19,  1895 

Lee  November  12,  1895 

Winnebago  November  30,  1895 

TRUST  MORTGAGE,  July  1,  1875,  The  Chicago,  Rockford  and  Northern 
Railroad  Company,  to  Robert  P.  Lane,  Thomas  D.  Robertson,  and  Gilbert 
Woodruff,  Trustees. 

This  mortgage  covers  the  Chicago,  Rockford  and  Northern  Railroad,  and 
secures  an  issue  of  bonds  amounting  to  $250,000.  These  bonds  are  dated 
July  1,  1875,  have  twenty  years  and  three  months  to  run,  bear  interest  at 
the  rate  of  eight  per  cent,  payable  semi-annually,  and  mature  Oct.  1,  1895. 


Daniel  C.  Stanwood, 

Notary 

Public. 

Book 

Page 

352 

292 

65 

283 

H 

442 

44 

195 

133 

314 

1018       CHICAGO,  BURLINGTON  &   QUINCY   RAILROAD  COMPANY 

This  Indenture,  made  this  first  day  of  July,  in  the  year  of  our  Lord 
one  thousand  eight  hundred  and  seventy-five  (A.  D.  1875),  between  the 
Chicago,  Rockford  and  Northern  Railroad  Company,  a  corporation  organized 
under  and  in  accordance  with  the  laws  of  the  State  of  Illinois,  party  of 
the  first  part,  and  Robert  P.  Lane,  Thomas  D.  Robertson,  and  Gilbert 
Woodruff,  of  the  city  of  Rockford  in  the  State  of  Illinois,  trustees  herein 
and  parties  of  the  second  part,  witnesseth: — 

That  whereas,  the  said  Chicago,  Rockford  and  Northern  Railroad  Com- 
pany,  pursuant  to  the  terms  of  the  statutes  and  acts  of  the  Legislature  of 
the  State  of  Illinois  creating  it,  and  of  the  organization  of  said  company 
under  and  in  accordance  herewith,  is  engaged  in  constructing  a  railroad 
to  extend  from  a  connection  with  the  Chicago  and  Iowa  Railroad  at  or 
near  Rochelle,  in  the  county  of  Ogle,  to  Rockford,  in  the  county  of 
Winnebago,  in  said  State  of  Illinois,  a  distance  of  about  twenty-four  (24) 
miles,  and  has  already  located  and  laid  the  track  of  said  railroad;  and 

Wltireas,  the  said  Chicago,  Rockford  and  Northern  Railroad  Company 
is  desirous  of  borrowing  money  to  aid  in  the  construction  of  and  payment 
for  materials  and  superstructure  for  said  road,  and  has  resolved  to  execute 
the  bonds  of  said  company  therefor  amounting  to  the  sum  of  two  hundred 
and  fifty  thousand  ($250,000)  dollars,  as  follows,  to  wit:  — 

Bonds  numbers  one  (1)  to  three  hundred  (300)  inclusive,  for  one  hun- 
dred ($100)  dollars  each;  numbers  three  hundred  and  one  (301)  to  four 
hundred  (400)  inclusive,  for  five  hundred  ($500)  dollars  each;  and  num- 
bers four  hundred  and  one  (401)  to  five  hundred  and  seventy  (570)  inclusive, 
for  one  thousand  ($1,000)  dollars  each,  all  bearing  date  on  the  first  day 
of  July,  A.  D.  one  thousand  eight  hundred  and  seventy  five  (1875),  having 
twenty  (20)  years  and  three  (3)  months  to  run  to  maturity,  bearing  interest 
at  the  rate  of  eight  (8)  per  cent  per  annum,  and  payable  semi-annually 
on  the  first  days  of  April  and  October  in  each  year,  at  the  Third  National 
Bank  of  Chicago,  Illinois,  where  both  principal  and  interest  are  made 
payable,  or  at  such  other  place  as  the  said  company  may  designate  for  that 
purpose:  all  of  which  said  bonds  are  to  bear  the  same  date  and  are  to 
stand  equally  secured  by  this  deed  of  trust,  and  each  of  which  said  bonds 
is  to  be  authenticated  by  certificate  signed  by  at  least  two  of  the  trustees 
named  in  this  deed  of  trust. 

Now,  therefore,  this  indenture  rvitnesseth:  That  the  said  Chicago,  Rock- 
ford and  Northern  Railroad  Company,  in  order  to  secure  the  payment  of 
the  said  bonds  and  the  interest  thereon,  and  in  consideration  of  the  sum 
of  five  ($5)  dollars  to  it  in  hand  paid  by  the  said  parties  of  the  second  part 
at  the  ensealing  and  delivery  of  these  presents,  the  receipt  of  which  is 
hereby  acknowledged,  has  granted,  bargained,  sold,  transferred,  and  con- 
veyed, and  by  these  presents  doth  grant,  bargain,  sell,  transfer,  and  convey 
to  the  said  parties  of  the  second  part,  their  successors  in  said  trust  and 
assigns,  all  the  following  and  all  the  above  described  property,  to  wit : — 

All  the  present  and  in  the  future  to  be  acquired  property  of  the  said 
railroad  company  in  and  relating  to  the  said  railroad,  and  all  the  right, 
title,  interest,  and  equity  of  redemption  therein,  that  is  to  say: — 


CORPORATE  HISTORY  1019 

All  the  railroad  of  said  party  of  the  first  part,  now  made  and  to  be  con- 
structed, extending  from  the  connection  at  or  near  Eochelle  to  Eockford 
aforesaid,  including  the  right  of  way  therefor,  road  bed,  superstructure, 
iron,  ties,  chairs,  splices,  bolts,  nuts,  spikes,  and  all  the  lands  and  depot 
grounds,  station  houses,  depots,  viaducts,  bridges,  timber,  and  materials, 
and  property  purchased  or  to  be  purchased  for  the  construction  of  the  asid 
railroad,  and  all  kinds  of  property  now  owned  or  to  be  hereafter  pur- 
chased by  said  party  of  the  first  part  for  and  to  be  used  upon  said  railroad; 
all  the  revenues  and  incomes  of  said  railroad,  and  all  the  franchises  and 
rights  of  said  party  of  the  first  part  relating  thereto,  and  property  ac- 
quired by  virtue  thereof,  now  in  possession  or  hereafter  to  be  acquired, 
including  machine  shops,  tools,  implements,  and  personal  property  belong- 
ing to  said  railroad  company,  and  including  depot  and  depot  grounds  in 
Eockford. 

To  have  and  to  hold,  the  said  railroad  and  property,  and  all  and  singular 
the  said  premises  and  every  part  thereof,  with  the  appurtenances,  unto  the 
said  parties  of  the  second  part,  their  successors  in  said  trust  and  assigns, 
but  for  the  following  purposes  and  upon  the  following  express  trust,  that  is 
to  say: — 

In  case  the  said  Chicago,  Eockford  and  Northern  Eailroad  Company  shall 
fail  to  pay  the  principal  or  any  part  thereof,  or  any  of  the  interest,  on  any 
of  the  bonds  secured  or  intended  to  be  secured  hereby,  at  any  time  when  and 
where  the  same  may  become  due  and  payable  according  to  the  tenor 
thereof,  and  for  ninety  (90)  days  thereafter,  then  and  in  such  case  all  of 
said  bonds,  both  principal  and  interest,  shall  thereupon  at  the  option  of 
the  holders  thereof  become  due  and  payable,  and  at  the  request  of  the 
holders  of  three  fifths  (3/5)  of  said  bonds,  the  said  parties  of  the  second 
part,  their  successors  in  said  trust  or  assigns,  may  enter  into  and  take 
possession  of  all  and  singular  the  said  railroad  premises  and  property 
hereby  conveyed,  and  as  the  attorneys  in  fact  or  agents  of  said  first  party, 
by  themselves  or  their  agents  duly  constituted,  have,  use,  and  employ  the 
same,  making  from  time  to  time  all  needful  repairs,  alterations,  and  additions 
thereto,  and  after  deducting  the  expenses  of  such  use,  repairs,  alterations, 
and  additions,  apply  the  proceeds  of  said  premises  to  the  payment  of  the 
principal  and  interest  of  all  of  such  bonds  remaining  unpaid;  or  the  said 
parties  of  the  second  part,  their  successors  in  said  trust  or  assigns,  at  their 
discretion  may,  and  on  the  written  request  of  the  holders  of  three  fifths 
(3/5)  of  said  bonds  in  amount  then  unpaid,  shall  cause  the  said  premises,  or 
so  much  thereof  as  shall  be  necessary  to  discharge  the  principal  and  interest 
of  all  of  said  bonds  as  may  be  unpaid,  together  with  the  expense  of  sale,  to 
be  sold  at  public  auction  at  Eockford,  in  the  said  State  of  Illinois,  after 
giving  not  less  than  sixty  (60)  days'  notice  of  the  time  and  place  and  terms 
of  such  sale  by  publishing  the  same  in  one  of  the  newspapers  for  the  time 
being  published  in  the  city  of  Eockford,  and  upon  such  sale  to  execute  to  the 
purchaser  or  purchasers  thereof  a  good  and  sufficient  deed  or  deeds  of  con- 
veyance in  fee  simple  for  the  same,  which  shall  be  a  bar  against  the  said 
Chicago,  Eockford  and  Northern  Eailroad  Company,  party  of  the  first 
part,  its  successors  and  assigns,  and  all  persons  claiming  under  it  or  them, 


1020      CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

of  all  right,  interest,  or  claim  in  or  to  the  said  premises  or  any  part  thereof; 
and  the  said  trustees  shall,  after  deducting  from  the  proceeds  of  said  sale 
the  cost  and  expense  thereof,  apply  so  much  of  the  proceeds  of  said  property 
as  may  be  necessary  to  the  payment  of  the  principal  and  interest  of  said 
bonds  remaining  unpaid,  whether  the  same  may  be  then  due  and  payable 
or  otherwise,  and  shall  restore  the  residue  thereof  to  the  said  party  of  the 
first  part,  its  successors  and  assigns. 

It  is  also  hereby  agreed  <m<l  understood  that  it  shall  be  lawful  for  the 
said  railroad  company,  party  of  the  firsl  part,  or  its  assigns,  to  dispose  of 
the  current  net  incomes  of  said  road  hereby  conveyed,  as  it  or  they  shall 
elect,  until  default  shall  be  made  in  the  payment  of  the  principal  or  interest 
of  said  bdiids,  or  of  at  least  one  half  of  them. 

And  the  said  party  of  the  first  part,  for  itself  and  its  successors,  hereby 
covenants  and  agrees  to  execute  and  deliver  any  further  reasonable  and 
necessary  conveyance  of  the  said  premises,  or  any  part  thereof,  to  the  said 
parties  of  the  second  part,  their  successors  in  said  trust  and  assigns, 
which  counsel  may  advise  for  the  more  fully  conveying  the  said  premises, 
and  carrying  into  effect  the  objects  and  purposes  of  these  presents,  and  of 
making  them  embrace  the  property  and  effects  so  conveyed  or  intended  to  be 
conveyed. 

It  is  expressly  understood  that  this  and  all  such  subsequent  convey- 
ances  executed  by  said  party  of  the  first  part  to  said  party  of  the  second 
part  are  in  trust  only,  and  that  said  party  of  the  second  part,  their  suc- 
cessors or  assigns,  do  not  hereby,  or  by  any  such  subsequent  conveyances, 
acquire  an  absolute  title  to  said  property,  excepting  as  such  trustees  for 
the  purposes  hereby    intended   or  expressed. 

It  is  hereby  mutually  agreed  that  upon  the  payment  of  the  principal 
and  interest  of  said  bonds,  the  estate  hereby  granted  to  the  said  parties 
of  the  second  part  shall  be  void,  and  the  right  to  the  premises  and  property 
hereby  conveyed  shall  revert  to  and  revest  in  said  party  of  the  first  part, 
its  successors  and  assigns,  without  any  acknowledgment  of  satisfaction,  re- 
conveyance, re-entry,  or  other  act. 

And  it  is  also  hereby  mutually  agreed  that  the  said  parties  of  the  second 
part,  their  successors  in  said  trust  and  assigns,  shall  only  be  accountable  for 
reasonable  diligence  in  the  management  thereof,  and  shall  not  be  respon- 
sible for  the  acts  of  any  agent  employed  by  them,  when  such  agent  shall 
have  been  employed  with  reasonable  discretion,  and  that  the  said  parties 
of  the  second  part,  and  their  successors  in  said  trust  and  assigns,  shall  be 
entitled  to  reasonable  compensation  for  their  labor  and  services  in  the  man- 
agement of  said  trust. 

It  is  further  agreed  and  understood  that  the  said  trustees  shall  not  in 
any  manner  be  liable  or  responsible  for  the  acts  of  each  other  to  which  they 
do  not  severally  assent,  and  that  in  case  of  the  death,  mental  incapacity, 
or  resignation  of  either  of  said  trustees  to  act  in  the  matter  of  said  trust, 
all  his  right,  estate,  interest,  power,  and  control  shall  be  divested,  cease, 
and  determine,  and  the  said  railroad  company  and  the  surviving  trustee 
or  trustees  may  mutually  agree  upon  a  new  trustee  to  supply  the  said 
vacancy;    or  failing  so   to  agree,  the   said   party   of  the  first   part   or  its 


CORPORATE  HISTORY  1021 

successors  may,  or  in  case  of  its  failure  to  take  proceedings  therefor,  for 
ninety  (90)  days,  the  holders  of  a  majority  of  said  bonds  may  apply  to  any 
court  in  the  said  State  of  Illinois,  having  jurisdiction  of  the  premises  to 
appoint  a  new  trustee  to  supply  said  vacancy;  and  such  new  trustee  ap- 
pointed in  the  manner  aforesaid  shall  become  vested  for  the  purposes  afore- 
said with  all  the  rights  and  interests  requisite  to  enable  him  to  execute 
with  the  others  the  purposes  of  this  trust,  without  any  further  assurance  or 
conveyance  of  the  same.  But  should  it  be  desirable  or  necessary,  the  said 
parties  hereto  shall  all  execute  and  deliver  such  releases  and  conveyances  as 
counsel  shall  advise,  to  make   said  trust  complete. 

It  is  further  expressly  understood  that  the  surviving  trustee  or  trus- 
tees shall  be  fully  empowered  to  execute  all  the  purposes  of  this  trust  until 
said  vacancy  shall  be  supplied. 

It  is  also  expressly  understood  and  agreed  that  no  bond  shall  be  deemed 
to  be  secured  by  or  issued  under  this  mortgage  unless  the  same  is  counter- 
signed by  not  less  than  two  of  the  trustees  herein  named,  or  their  suc- 
cessors in  said  trust. 

And  the  said  parties  of  the  second  part  hereby  accept  the  trust  created 
by  these  presents. 

In  Witness  Whereof,  the  said  Chicago,  Eockford  and  Northern  Eailroad 
Company  has  caused  its  corporate  seal  to  be  hereto  affixed,  attested  by  its 
secretary,  and  its  corporate  name  to  be  hereunto  subscribed  by  its  presi- 
dent; and  the  said  parties  of  the  second  part  have  also  hereunto  set  their 
hands  and  seals  all  on  the  day  and  year  first  above  written. 

The  Chicago,  Eockford  and  Northern  Eailroad  Company, 
[seal]  By  Daniel  B.  Waterman, 

President. 


Attest:   B.  T.  Lewis,  Secretary. 


Bobert  P.  Lane,  [seal] 

Thomas  D.  Eobertson,    [seal] 

Gilbert  Woodruff,  [seal] 

Trustees. 


State  of  Illinois,) 

v  gs 

County  of  Cook.     ) 

Be  it  remembered  that  on  this  first  day  of  July,  A.  D.  1875,  before  me, 
a  notary  public  in  and  for  the  said  county  of  Cook  and  State  of  Illinois, 
personally  came  Daniel  B..  Waterman,  president  of  the  Chicago,  Eockford 
and  Northern  Eailroad  Company,  who  is  personally  known  to  me  to  be  the 
identical  person  whose  name  is  signed  to  the  foregoing  deed  of  conveyance, 
who,  being  by  me  duly  sworn,  deposes  and  says  that  he  resides  in  the  city 
of  Aurora,  Kane  County,  State  of  Illinois,  that  he  is  president  of  the 
Chicago,  Eockford  and  Northern  Eailroad  Company,  that  he  knows  the  cor- 
porate seal  of  said  company,  that  the  seal  affixed  to  the  foregoing  conveyance 
is  the  corporate  seal  of  said  company,  that  it  was  affixed  by  order  of  said 
company;  and  acknowledged  that  he  executed  and  delivered  the  said  deed 
as  his  free  and  voluntary  act  for  the  uses  and  purposes  therein  set  forth, 


1022       CHICAGO,  BURLINGTON   &   QTJINCY  RAILROAD  COMPANY 

and  that  the  said  company  also  executed  said  conveyance  as  its  free  and 
voluntary  act  for  the  uses  and  purposes  therein  set  forth. 

In    Witness    Whereof,   I  have  hereto  set  my  hand  and   notarial  seal  this 
first  day  of  July,  A.  D.  1875. 
[seal]  M.  L.  Ettinger, 

Notary  Public. 


INOIS,  ) 


State  of  Illix( 

'  r  ss. 
Ogle  County. 

No.  65645. 

I,  E.  K.  Light,  clerk  of  the  Circuit  Court,  and  ex  officio  recorder  in  and 
for  said  county,  do  hereby  certify  that  the  above  and  foregoing  is  a  true, 
full,  and  perfect  copy  of  an  instrument  of  writing  of  record  in  the  re- 
corder's office  in  said  county,  and  that  the  same  was  filed  in  said  office  on 
the  6th  day  of  July,  A.  D.  1875,  at  the  hour  of  10  o'clock  A.  M.,  and 
recorded  in  book  32  of  Mortgages,  on  page  4,  as  appears  from  the  records 
of  my  office. 

///   Testimony  Whereof,  T  have  hereunto  set  my  hand  and  affixed  the  seal 
of  said  court,  at  said  office,  in  the  city  of  Oregon  in  said  county,  this  1st 
day  of  April,  A.  D.  1882. 
[seal]  E.  K.  Light, 

Clerk  and  Recorder. 


RELEASE,  November  1,  1895,  Thomas  D.  Robertson  and  Gilbert  Wood- 
ruff, Trustees,  to  The  Chicago,  Rockford  and  Northern  Railroad  Com- 
pany. 

Whereas,  all  the  bonds  issued  under  and  secured  by  a  trust  Mortgage, 
dated  duly  1st,  1875,  between  the  Chicago,  Rockford  &  Northern  Railroad 
Company  and  Eobert  P.  Lane,  Thomas  D.  Robertson,  and  Gilbert  Woodruff, 
Trustees,  have  been  fully  paid,  and  all  the  agreements  in  said  Trust  Mortgage 
have  been  fully  carried  out  on  the  part  of  said  Railroad  Company;  and 

Whereas,  since  the  execution  of  said  Mortgage  Robert  P.  Lane  has  died; 

Xtiir,  Tlun  fore,  We,  Thomas  D.  Robertson  and  Gilbert  Woodruff,  the 
surviving  Trustees  under  said  Mortgage,  do  hereby  certify  that  the  same 
has  been  and  is  fully  paid  and  satisfied  in  all  respects,  and  we  hereby,  as 
such  Trustees,  release  and  discharge  the  property  covered  by  said  Mort- 
gage of  and  from  the  lien  thereof. 

///  Testimony  Whereof,  We,  Thomas  D.  Robertson  and  Gilbert  Woodruff 
hereunto  set  our  hands  and  seals,  as  such  Trustees,  this  first  day  of  Novem- 
ber, A.  D.  1895. 

Witness:  Thos.  D.  Robertson,  [seal] 

J.  T.  Joslin.  Trustee. 

W.  A.  Peterson.  Gilbert  Woodruff,  [seal] 

Trustee. 


CORPORATE  HISTORY  1023 

State  of  Illinois,  ) 

County  of  Winnebago.  \ 

I,  W.  F.  Woodruff  a  Notary  Public  in  and  for  said  County  and  State,  do 
hereby  certify  that  on  this  first  day  of  November,  A.  D.  1895,  before  me, 
personally  appeared  Thomas  D.  Eobertson,  to  me  personally  known  to  be  the 
same  person  who  executed  the  foregoing  instrument,  and  acknowledged  that 
he  signed,  sealed  and  delivered  the  same  as  his  free  and  voluntary  act,  for 
the  uses  and  purposes  therein  set  forth. 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  Notarial  Seal,  the 
day  and  year  aforesaid. 
[seal]  W.  F.  Woodruff, 

Notary  Public. 


,[ 


State  of  Illinois, 

y  ss 
County  of  Winnebago. 

I,  W.  F.  Woodruff  a  Notary  Public  in  and  for  said  County  and  State,  do 
hereby  certify  that  on  this  first  day  of  November,  A.  D.  1895,  before  me, 
personally  appeared  Gilbert  Woodruff,  to  me  personally  known  to  be  the 
same  person  who  executed  the  foregoing  instrument,  and  acknowledged  that 
he  signed,  sealed  and  delivered  the  same  as  his  free  and  voluntary  act,  for 
the  uses  and  purposes  therein  set  forth. 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  Notarial  Seal,  the 
day  and  year  aforesaid. 
[seal]  W.  F.  Woodruff, 

Notary  Public. 

RECORDED  IN  ILLINOIS 

County                                              Date  Book  Page 

Ogle                                         November     4,  1895  H  444 

Winnebago                              November  23,  1895  133  313 

TRUST  MORTGAGE,  October  1,  1875.    The  Chicago,  Rockford  and  North- 
ern Railroad  Company  to  Ralph  Plumb  and  Arthur  B.  Meeker  Trustees. 

This  mortgage  covers  the  Chicago,  Rockford  and  Northern  Railroad 
(subject  to  mortgage  of  July  1,  1875,  for  $250,000)  and  secures  an  issue  of 
bonds  amounting  to  $150,000.  These  bonds  are  dated  Oct.  1,  1875,  have 
twenty  years  to  run,  bear  interest  at  the  rate  of  eight  per  cent,  payable 
semi-annually,  and  mature  Oct.  1,  1895. 
No.  68882. 

This  Indenture,  made  this  first  day  of  October,  in  the  year  of  our  Lord 
one  thousand  eight  hundred  and  seventy-five  (A.  D.  1875),  between  tha 
Chicago,  Rockford  and  Northern  Railroad  Company,  a  corporation  organized 
under  and  in  accordance  with  the  laws  of  the  State  of  Illinois,  party  of  the 
first  part,  and  Ralph  Plumb  and  Arthur  B.. Meeker,  of  the  city  of  Chicago 
and  State  of  Illinois,  trustees  herein  and  parties  of  the  second  part,  wit- 
nesseth: — 

That  whereas,  the  said  Chicago,  Rockford  and  Northern  Railroad  Com- 


1024      CHICAGO,  BURLINGTON  &  QUINCY.    RAILROAD  COMPANY 

pany,  pursuant  to  the  terms  of  the  statues  and  acts  of  the  Legislature 
of  the  State  of  Illinois  creating  it,  and  of  the  organization  of  said  company, 
and  under  and  in  accordance  therewith,  has  constructed  and  put  in  operation 
a  railroad  extending  from  a  connection  with  the  Chicago  and  Iowa  Kail- 
road,  at  or  near  Rochelle,  in  the  county  of  Ogle,  to  Rockford,  in  the  county 
of  Winnebago,  in  said  State  of  Illinois,  a  distance  of  about  twenty-four 
(L'-i)  miles. 

And  whereas,  the  said  Chicago,  Rockford  and  Northern  Railroad  Com- 
pany is  desirous  of  borrowing  money  to  aid  in  the  construction  of  and  pay- 
ment for  material  and  superstructure  for  said  road,  and  has  resolved  to 
execute  the  bonds  of  said  company  therefor,  amounting  to  the  sum  of  one 
hundred  and  fifty  thousand   ($150,000)  dollars,  as  follows,  to  wit: — 

Bouds  numbered  from  No.  six  hundred  and  one  (001)  to  seven  hundred 
and  fifty  \7.">(>)  inclusive,  for  one  thousand  dollars  ($1,000)  each,  all  bear- 
ing on  the  firsl  day  of  October,  A.  D.  1875,  and  having  twenty  years  to  run 
to  maturity,  bearing  interest  at  the  rate  of  eight  (8)  per  cent  per  annum, 
and  payable  semi-annually  on  the  first  days  of  April  and  October  in  each 
year,  both  principal  and  interest  payable  at  the  Third  National  Bank  of 
Chicago,  Illinois,  or  at  such  other  place  as  the  said  company  may  designate 
tor  that  purpose.  All  of  said  bonds  are  to  stand  equally  secured  by  this 
1  of  trust,  ami  each  of  said  bonds  is  to  lie  authenticated  by  a  certificate 
signed  by  said  trustees. 

Now,  therefore,  tin.-,  mdentun  witnesseth:  That  the  said  Chicago,  Rock- 
ford  and  Northern  Railroad  Company,  in  order  to  secure  the  payment  of  the 
said  bonds  and  the  interest  thereon,  aiol  in  consideration  of  the  sum  of 
five  ($5)  dollars  to  it  in  hand  paid  by  the  said  parties  of  the  second  part 
at  the  ensealing  and  delivery  of  these  presents,  the  receipt  of  which  is  hereby 
acknowledged,  has  granted,  bargained,  sold,  transferred,  and  conveyed,  and 
by  these  pres<  ats  doth  grant,  bargain,  sell,  transfer,  and  convey  to  the  said 
parties  of  the  second  part,  their  successors  in  said  trust  and  assigns  all  the 
following  and  all   the  above  described  property,  to  wit:  — 

All  the  present  and  in  future  to  be  acquired  property  of  the  said  railroad 
com], any  in  and  relating  to  the  said  railroad,  and  all  the  right,  title,  interest, 
and  equity  of  redemption  therein,  that  is  to  say:  — 

All  the  railroad  of  said  party  of  the  first  part,  now  made  and  to  be  con- 
structed, extending  from  the  connection  at  or  near  Rochelle  to  Rockford 
aforesaid,  including  the  right  of  way  therefor,  road  bed,  superstructure, 
iron  ties,  chairs,  splices,  bolts,  nuts,  spikes,  and  all  the  lands  and  depot 
grounds,  station  houses,  depots,  viaducts,  bridges,  timber,  and  materials, 
and  property  purchased  or  to  be  purchased  for  the  construction  of  the  said 
railroad,  and  all  kinds  of  property  now  owned  or  to  be  hereafter  pur- 
chased by  said  party  of  the  first  part  for  and  to  be  used  upon  said  rail- 
road; all  the  revenues  and  income  of  said  railroad,  and  all  the  franchises 
and  rights  of  said  party  of  the  first  part  relating  thereto,  and  property 
acquired  by  virtue  thereof,  now  in  possession  or  hereafter  to  be  acquired, 
including  machine  shops,  tools,  implements,  and  personal  property  belong- 
ing to  said  railroad  company,  and  including  depot  and  depot  grounds  iu 
Rockford. 


CORPORATE  HISTORY  1025 

Subject,  nevertheless,  to  the  lien  of  certain  deed  of  trust  made  by  said 
party  of  the  first  part  to  Kobert  P.  Lane,  Thomas  D.  Eobertson,  and  Gilbert 
Woodruff,  trustees,  bearing  date  July  1,  A.  D.  1875  to  secure  the  payment  of 
$250,000  of  the  bonds  of  the  said  party  of  the  first  part;  for  a  more  full 
description  whereof  reference  is  hereby  made  to  the  record  thereof  in  the 
recorder's  office  of  Winnebago  County,  Illinois,  in  book  48  of  Mortgages, 
at  page  301,  as  also  the  record  thereof  in  the  recorder's  office  of  Ogle 
County,  Illinois,  in  book  32  of  Mortgages,  at  page  4. 

To  have  and  to  hold  the  said  railroad  and  property,  and  all  and  singular 
the  said  premises  and  every  part  thereof,  with  the  appurtenances,  unto  the 
said  parties  of  the  second  part,  their  successors  in  said  trust  and  assigns,  but 
for  the  following  purpose  and  upon  the  following  express  trust,  that  is  to 
say: — 

In  case  the  said  Chicago,  Bockf  ord  and  Northern  Eailroad  Company  shall 
fail  to  pay  the  principal  or  any  part  thereof,  or  any  of  the  interest,  on  any  of 
the  bonds  secured  or  intended  to  be  secured  hereby,  at  any  time  when  and 
where  the  same  may  become  due  and  payable  according  to  the  tenor  thereof, 
and  for  ninety  (90)  days  thereafter,  then  and  in  such  case  all  of  said  bonds, 
both  principal  and  interest,  shall  thereupon,  at  the  option  of  the  holders 
thereof,  become  due  and  payable,  and  at  the  request  of  the  holders  of  three 
fifths   (3/5)    of  said  bonds  the  said  parties  of  the  second  part,  their  suc- 
cessors in  said  trust  or  assigns,  may  enter  into  and  take  possession  of  all 
and  singular  the  railroad  premises  and  property  hereby  conveyed,  and  as  the 
attorneys  in  fact  or  agents   of  said  first  party,  by  themselves   or- their 
agents  duly  constituted,  have,  use,  and  employ  the  same,  making   from 
time  to  time  all  needful  repairs,  alterations,  and  additions  thereto,  and 
after  deducting  the  expenses  of  such  use,  repairs,  alterations,  and  addi- 
tions,   apply    the    proceeds    of    said    premises    to    the    payment    of    the 
principal    and    interest    of    all    such    bonds    remaining    unpaid;    or    the 
said  parties  of  the  second  part,  their  successors  in  said  trust  or  assigns, 
at    their    discretion    may,    and    on    the    written    request    of    the    holders 
of    three    fifths     (3/5)     of    said    bonds    in    amount    then    unpaid,    shall 
cause   the   said   premises,   or   so  much   thereof   as   shall   be   necessary   to 
discharge    the    principal   and    interest    of    all   of   said   bonds    as   may    be 
unpaid,  together  with  the  expense  of  sale,  to  be  sold  at  public  auction 
at  Chicago,  in  the  said  State  of  Illinois,  after  giving  not  less  than  sixty 
(60)  days'  notice  of  the  time  and  place  and  terms  of  such  sale  by  publishing 
the  same  in  one  of  the  newspapers  for  the  time  being  published  in  the  city  of 
Chicago,  and  upon  such  sale  to  execute  to  the  purchaser  or  purchasers 
thereof  a  good  and  sufficient  deed  or  deeds  of  conveyance  in  fee  simple 
for  the  same,  which  shall  be  a  bar  against  the  said  Chicago,  Rockford  and 
Northern  Eailroad  Company,  party  of  the  first  part,  its  successors  and 
assigns,  and  all  persons  claiming  under  it  or  them,  of  all  right,  interest, 
or  claim  in  or  to  the  said  premises,  or  any  part  thereof:   and  the   said 
trustees  shall,  after  deducting  from  the  proceeds  of  said  sale  the  costs 
and  expenses  thereof  apply  so  much  of  the  proceeds  of  said  property  as 
may  be  necessary  to  the  payment  of  the  principal  and  interest  of  said 
bonds  remaining  unpaid,  whether  the  same  may  be  then  due  and  payable 


1026      CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

or  otherwise,  and  shall  restore  the  residue  thereof  to  the  said  party  of 
the  first  part,  its  successors  and  assigns. 

It  is  also  hereby  agreed  and  understood  that  it  shall  be  lawful  for  the 
said  railroad  company,  party  of  the  first  part,  or  its  assigns,  to  dispose  of 
the  current  net  revenues  of  said  road  hereby  conveyed  as  it  or  they  shall 
elect,  until  default  shall  be  made  in  the  payment  of  the  principal  or 
interest  of  said  bonds  or  of  at  least  one  half  of  them. 

And  the  said  party  of  the  first  part,  for  itself  and  its  successors,  hereby 
covenants  and  agrees  to  execute  and  deliver  any  further  reasonable  and 
necessary  conveyance  of  the  said  premises,  or  any  part  thereof,  to  the  said 
parties  of  the  second  part,  their  successors  in  said  trust  and  assigns,  which 
counsel  may  advise  for  the  more  fully  conveying  the  said  premises,  and 
carrying  into  effect  the  objects  and  purposes  of  these  presents,  and  of 
making  them  embrace  the  property  and  effects  so  conveyed  or  intended 
tn  i.e  conveyed. 

It  being  expressly  understood  that  by  this  and  all  such  subsequent  con- 
veyances, executed  by  said  party  of  the  first  part,  the  said  parties  of  the 
second  part,  their  successors  or  assigns,  do  not  hereby  or  by  any  such  sub- 
sequent conveyances  acquire  an  absolute  title  to  said  property,  excepting 
as  such  trustees  for  tin-  purpose  hereby  indicated  or  expressed. 

It  is  hereby  mutually  agreed  that  upon  the  payment  of  the  principal  and 
interest  of  said  bonds,  the  estate  hereby  granted  to  the  said  parties  of  the 

Ond   part   shall   lie  void,  anil  the  right    to  the  premises  and    property  hereby 

conveyed  shall  reverl  to  and  revest  in  said  party  of  the  first  part,  its  suc- 
30TS  ami  assigns,  without   any  acknowledgment    of  satisfaction,  reconvey- 
ance, reentry,  or  oilier  art. 

Ami  it  is  also  hereby  mutually  agreed  that  said  parties  of  the  second 
part,  their  successors  in  said  trust  and  assigns,  shall  only  lie  accountable  for 
reasonable  diligence  in  the  management  thereof,  and  shall  not  be  responsible 
for  the  aits  of  any  agent  employed  by  them,  when  such  agent  shall  have 
been  employed  with  reasonable  discretion;  and  that  the  said  parties  of  the 
nd  part,  and  their  successors  in   said  trust   and  assigns,  shall  be  entitled 

to  reasonable  compel  Eor  their  Labor  and  services  in  the  management 

of  said  trust. 

It  is  further  agreed  and  understood  that  the  said  trustees  shall  not  in  any 
manner  lie  liable  or  responsible  for  the  arts  of  each  other  to  which  they 
do  not  si-  iially  assent,  and  that  in  case  of  the  death,  mental  incapacity, 
or  resignation  of  either  of  the  said  trustees  to  act  in  the  matter  of  said 
trust,  all  his  rights,  estate,  interest,  power,  and  control  in  the  premises  shall 
be  devested,  cease,  and  determine,  and  the  said  railroad  company  and  tho 
surviving  trustee  or  trustees  may  mutually  agree  upon  a  new  trustee  to 
supply  the  said  vacancy;  or  failing  so  to  agree,  the  said  party  of  the  first 
part  or  its  successors  may,  or  in  case  of  its  failure  to  take  proceedings 
therefor  for  ninety  (90)  days,  the  holders  of  a  majority  of  said  bonds  may 
apply  to  any  court  in  the  said  State  of  Illinois  having  jurisdiction  of  the 
premises  to  appoint  a  new  trustee  to  supply  said  vacancy,  and  such  new 
trustee  appointed  in  the  manner  aforesaid  shall  become  vested  for  the  pur- 
poses aforesaid  with  all  the  rights  and  interests  requisite  to  enable  him  to 


CORPORATE  HISTORY  1027 

execute  •with,  the  others  the  purposes  of  this  trust,  without  any  further  as- 
surance or  conveyance  of  the  same.  But  should  it  be  desirable  or  necessary, 
the  said  parties  hereto  shall  all  execute  and  deliver  such  releases  and  con- 
veyances as  counsel  shall  advise  to  make  said  trust  complete;  it  being 
further  expressly  understood  that  the  surviving  trustee  or  trustees  shall 
be  fully  empowered  to  execute  all  the  purposes  of  this  trust  until  said 
vacancy  shall  be  supplied. 

It  is  also  expressly  understood  and  agreed  that  no  bond  shall  be  deemed 
to  be  secured  by  or  issued  under  this  mortgage  unless  the  same  is  counter- 
signed by  not  less  than  two  of  the  trustees  herein  named  or  their  succes- 
sors in   said  trust. 

And  the  said  parties  of  the  second  part  hereby  accept  the  trust  created 
by  these  presents. 

In  witness  wheredf,  the  said  Chicago,  Eockford  and  Northern  Eailroad 
Company  has  caused  its  corporate  seal  to  be  hereto  affixed,  attested  by  its 
secretary,  and  its  corporate  name  to  be  hereto  subscribed  by  its  president; 
and  the  said  parties  of  the  second  part  have  also  hereunto  set  their  hands 
and  seals,  all  on  the  day  and  year  first  above  written. 

THE   CHICAGO,   EOCKFORD   AND   NORTHERN   RAILROAD 

COMPANY, 
[seal]  By  Daniel  B.  Waterman,  President. 

Attest :  B.  T.  Lewis,  Secretary. 

Ralph  Plumb  [seal] 
A.  B.  Meeker  [seal] 


State  op  Illinois  ) 

>  ss 
County  of  Cook    \ 

Be  it  remembered  that  on  this  12th  day  of  September,  A.  D.  1876,  before 
me,  a  notary  public  in  and  for  the  said  county  of  Cook  and  State  of  Illinois, 
personally  came  Daniel  B.  Waterman,  president  of  the  Chicago,  Rockford 
and  Northern  Railroad  Company,  who  is  personally  known  to  me  to  be 
the  identical  person  whose  name  is  signed  to  the  foregoing  deed  of  con- 
veyance, who,  being  by  me  duly  sworn,  deposes  and  says  that  he  resides 
in  the  city  of  Aurora,  Kane  County,  State  of  Illinois,  that  he  is  president 
of  the  Chicago,  Rockford  and  Northern  Railroad  Company,  That  he 
knows  the  corporate  seal  of  said  company,  that  the  seal  affixed  to  the 
foregoing  conveyance  is  the  corporate  seal  of  said  company,  and  that 
he  signed  his  name  to  said  conveyance  by  like  order  as  president  of  said  com- 
pany; and  acknowledged  that  he  executed  and  delivered  the  said  deed  as 
his  free  and  voluntary  act  for  the  uses  and  purposes  therein  set  forth,  and 
that  Ihe  said  company  also  executed  said  conveyance  as  its  free  and 
voluntary  act  for  the  uses  and  purposes  therein  set  forth. 

In  witness  whereof,  I  have  hereunto  set  my  hand  and  notarial  seal  this 
12th  day  of  September,  A.  D.  1876. 
[seal]  M.  L.  Ettinger, 

Notary  Public. 


1028       CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

State  of  Illinois,  / 

r  SS 

Ogle  County,  ) 

I,  E.  K.  Light,  clerk  of  the  Circuit  Court,  and  ex  officio  recorder  in  and 
for  said  county,  do  hereby  certify  that  the  above  and  foregoing  is  a  true, 
full  and  perfect  copy  of  an  instrument  of  writing  of  record  in  the  recorder's 
office  in  said  county,  and  that  the  same  was  filed  in  said  office  on  the  19th 
day  of  September,  A.  D.  1876,  at  the  hour  of  9  o'clock  a.  m.,  and  recorded 
in  book  32  of  Mortgages,  on  page  122,  as  appears  from  the  records  of  my 
office. 

In  testimony  whereof,  I  have  hereunto  set  my  hand  and  affixed  the  seal 
of  said  court,  at  said  office  in  the  city  of  Oregon,  in  said  county,  this  1st 
day  of  April,  A.  D.  1882. 
[seal]  E.  K.  Light, 

Clerk  and  Recorder. 

RELEASE,  June  29,  1881.    John  C.  Seyster,  Special  Master  under  and  by 

decree  entered  June  17,  1881.     Circuit  Court,  Ogle  County,  Illinois. 
J.  C.   Seyster,  Spec.    Mas.  C. 

To  Chicago,  Rockford  and  Northern  R.  R.  Co. 
Whereas,  on  June  17th,  A.  D.  1881,  a  decree  was  entered  in  the  Ogle 
County  Circuit  Court,  in  a  cause  then  pending,  wherein  Benjamin  T. 
Lewis  and  Francis  E.  Hinckley  were  complainants,  and  the  Chicago, 
Rockford  ami  Northern  Railroad  Company  and  others  were  defendants, 
in  and  by  which  decree  it  was  amongst  other  things  decreed  that 
Ralph  Plumb  and  J.  Irving  Pierce,  the  trustees  of  a  certain  trust  deed 
or  mortgage  mentioned  in  said  decree,  and  which  was  made  and  executed 
by  the  Chicago,  Rockford  and  Northern  Railroad  Company,  to  said  Ralph 
Plumb  and  one  Arthur  B.  Meeker  as  trustees  (said  Meeker  having 
resigned  and  said  J.  Irving  Pierce  having  been  duly  appointed  to  fill 
the  vacancy  thus  created),  within  ten  days  after  the  entry  of  this 
decree,  the  said  Ralph  Plumb  and  J.  Irving  Pierce,  as  trustees  under 
said  deed  of  trust  or  mortgage,  execute,  acknowledge,  and  record  in 
the  recorder's  office  of  the  counties  of  Ogle  and  Winnebago  a  proper 
satisfaction  and  discharge  of  the  said  deed  of  trust  or  mortgage,  so 
as  to  fully  cancel  the  same  of  record  in  said  counties  of  Ogle  and  Win- 
nebago; and  in  case  of  the  failure  of  the  said  trustees  to  so  cancel  and 
discharge  the  said  deed  of  trust  or  mortgage  within  the  time  aforesaid 
then  and  in  that  case  it  is  adjudged  and  decreed  that  John  C.  Seyster, 
Esq.,  who  is  hereby  appointed  special  master  in  chancery  of  this  court 
for  that  purpose  (James  II.  Cartwright,  the  master  in  chancery  of  this 
court,  being  of  counsel  in  this  case),  do  in  due  form  of  law  cancel  and 
discharge  of  record  the  said  deed  of  trust  or  mortgage  in  the  said 
counties  of  Ogle  and  Winnebago,  and  that  when  so  discharged  by  the 
trustees,  or  on  their  failure  so  to  do,  by  the  said  master  in  chancery 
of  this  court,  that  said  deed  of  trust  or  mortgage  be  fully  satisfied, 
discharged,  and  cancelled  of  record,  and  shall  thereafter  be  held  for 
naught;   and   whereas   the   mortgage   or   trust   deed   thus   ordered   to   be 


CORPORATE  HISTORY  1029 

cancelled  is  described  in  said  decree  as  having  been  made  and  executed 
by  the  said  Chicago,  Bockford  and  Northern  Eailroad  Company,  and 
bears  date  October  1st,  1875,  and  was  duly  acknowledged  September 
12th,  1876,  and  recorded  in  the  recorder's  office  of  Ogle  County,  Sep- 
tember 19th,  1876,  at  9  o'clock  in  the  forenoon,  in  book  32  of  Mortgages, 
at  page  122,  and  in  the  recorder's  office  of  Winnebago  County,  September 
14th,  1876,  at  10  o'clock  and  thirty  minutes  in  the  forenoon,  in  book 
48  of  Mortgages,  at  page'  439.  And  ivhereas,  ten  days  have  elapsed 
since  the  entry  of  said  decree,  and  said  Ealph  Plumb  and  J.  Irving 
Pierce,  trustees  as  aforesaid,  have  neglected  and  failed  to  execute, 
acknowledge,  and  record  a  proper  satisfaction  and  discharge  of  said 
deed  of   trust  or  mortgage   as   required  by   said  decree. 

Now,  Therefore,  this  indenture  witnesseth  :  That  for  and  in  consideration 
of  the  premises,  and  of  one  dollar  to  him  in  hand  paid,  the  receipt 
whereof  is  hereby  acknowledged,  the  said  John  C.  Seyster,  special  mas- 
ter in  chancery,  appointed  in  and  by  said  decree  aforesaid,  does  hereby 
acknowledge  that  the  said  mortgage  or  deed  of  trust,  so  as  aforesaid 
executed,  acknowledged,  and  recorded,  has  been  fully  satisfied  and 
discharged,  and  the  recorders  of  the  counties  of  Ogle  and  Winnebago 
respectively  are  hereby  directed  to  cancel  the  said  deed  of  trust  or 
mortgage    of   record    in    their    respective    counties. 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  in  seal  this  29th  day 
of  June,  A.  D.  1881. 
[seal]  John  C.   Seyster, 

Special  Master  in   Chancery  of  the 
Circuit  Court  of   Ogle  County,  Illinois. 

State  of  Illinois  / 

L   gg 

County  of  Ogle     \ 

I,  E.  K.  Light,  clerk  of  the  Circuit  Court  and  ex  offico  recorder  in 
hereby  certify  that  John  C.  Seyster,  personally  known  to  me  to  be  the 
same  person  by  that  name  whose  name  is  subscribed  to  the  foregoing 
instrument,  appeared  before  me  this  day  in  person  and  acknowledged 
that  he  signed,  sealed,  and  delivered  the  said  instrument  as  his  free 
and  voluntary  act,  for  the  uses  and  purposes   therein  set  forth. 

Given  under  my  hand  and  seal  this  29th  day  of  June,  A.  D.  1881. 
[seal]  E.  P.  Piersal, 

Notary  Public 

State  of  Illinois  ) 

L  gg 

Ogle  County  ) 

I,  E.  K.  Light,  clerk  of  the  Circuit  Court  and  ex  officio  recorder  in 
and  for  said  county,  do  hereby  certify  that  the  above  and  foregoing 
is  a  true,  full,  and  perfect  copy  of  an  instrument  of  writing  of  record 
in  the  recorder's  office  in  said  county,  and  that  the  same  was  filed  in 
said  office  on  the  29th  day  of  June,  A.  D.  1881,  at  the  hour  of  4  o'clock 
P.  M.,  and  recorded  in  book  C  of  Eeleases,  on  page  584,  as  appears 
from    the    records    of    my    office. 


1030      CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

In  testimony  whereof,  I  have  hereunto   set  my  hand  and  affixed  the 
seal  of  said  court,  at  said  office  in  the  city  of  Oregon,  in  said  county, 
this  1st  day  of  April,  A.  D.  1882. 
[seal]  E.  K.  Light, 

Cleric  and  Recorder. 
Office  of  Clerk  of  the  Circuit  Court  and  Ex-officio  Kecorder. 

State  of  Illinois,  ) 

>  ss 
County  of  Winnebago  ) 

I,  Lewis  F.  Lake,  Clerk  of  the  Circuit  Court  and  Keeper  of  the  Seal 
thereof,  and  Custodian  of  the  Eecords  and  Files  of  said  Court,  and  Ex-officio 
Eecorder  in  and  for  the  County  of  Winnebago,  in  the  State  of  Illinois,  do 
hereby  certify  that  I  have  carefully  examined  the  foregoing  and  hereto  an- 
nexed Transcript  of  Eecord  with  the  original  record  in  this  office,  and  that 
the  same  is  a  true  and  correct  copy  of  the  original  record  of  Release  of 
Trust  Deed  or  Mortgage,  Said  Release  being  made  by  John  C.  Seyster,  Mas- 
ter in  Chancery  of  Ogle  Co.,  Illinois,  releasing  mortgage  given  by  Chicago, 
Etockford  and  Northern  Railroad  Co.  to  Ralph  Plumb  and  Arthur  B.  Meeker 
as  Trustees,  Said  Release  being  recorded  in  Book  2  of  Miscellaneous  Record 
on  Page  334  of  Records  in  Winnebago  County,  Illinois. 

In    Witness  IVlnreof,  I  have  hereunto  set  my  hand  and  affixed  the  seal 
of  said  Court,  at  my  office  in  Rockford,  this  Seventeenth  day  of  October,  A. 
D.  1895. 
[seal]  Lewis  F.  Lake, 

Cleric  and  Ex-officio  Recorder. 


THE  CHICAGO  AND  ROCK  RIVER 
RAILROAD  COMPANY 

This  company  was  incorporated  by  a  Special  Act  of  the  Illi- 
nois Legislature  approved  and  in  force  March  24,  1869,  to  build 
a  railroad  "from  a  point  on  the  south  side  of  Rock  River,  at 
or  near  a  place  opposite  Sterling,  running  eastwardly  or  south 
of  east,  crossing  the  Illinois  Central  Railroad  at  the  City  of 
Amboy,  Lee  County;  thence  in  a  southerly  direction,  intersect- 
ing the  Chicago  &  Rock  Island,  or  the  Chicago  &  Burlington 
Railroad,  in  Bureau  County,  111. ;  also  running  from  the  City 
of  Amboy  in  an  easterly  direction  over  the  most  eligible  sec- 
tion, crossing  the  Chicago  &  Burlington  Railroad  at  or  near 
Somonauk,  at  or  near  Aurora,  at  or  near  some  point  between 
these  points,  thence  easterly,  intersecting  the  Chicago  Branch 
of  the  Illinois  Central  Railroad  outside  of  the  Corporation  of 
Chicago." 

It  was  organized  at  Amboy,  May  14,  1869,  and  built  forty -six 
and  ninety  five  hundredths  miles  from  Rock  Palls  to  Shabbona, 
the  line  being  completed  October  16,  1872. 

In  1884  the  Chicago,  Burlington  &  Quincy  Railroad  Company 
extended  said  line  from  Rock  Falls  to  Sterling,  including  a 
bridge  over  Rock  River,  a  distance  of  sixty  eight  hundredths 
of  a  mile. 

Of  date  July  1,  1871,  the  Company  made  a  Mortgage  of  its 
road  to  the  Farmers  Loan  &  Trust  Company  of  New  York,  to 
secure  an  issue  of  bonds  amounting  to  $900,000,  and  October  9, 
1872,  is  executed  a  Lease  in  perpetuity  of  its  road  to  the  Chi- 
cago, Burlington  &  Quincy  Railroad  Company,  which  agreed,  as 
part  of  the  rental,  to  pay  the  interest  upon  said  Bonds  and  their 
renewals. 

The  Chicago  and  Rock  River  Railroad  Company  conveyed 
all  its  property  by  deed  to  the  Chicago,  Burlington  &  Quincy 
Railroad  Company  June  1,  1899. 

1031 


1032      CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

ACT  OF  LEGISLATURE 

Approved   March  24,   1869. 

AN  ACT  to  Incorporate  the  Chicago  and  Rock  River  Railroad  Company. 

Section  I.  Be  it  enacted  by  the  People  of  the  State  of  Illinois,  rcpre- 
sentnl  in  the  General  Assembly,  That  John  R.  Snyder,  Henry  E.  Badger, 
William  E.  Ives,  Alonzo  Kinyon,  Taylor  M.eWliarton,  Augustus  Smith,  C. 
W  Marsh,  R.M.Richard,  Lewis' Stewart,  Irus  Coy,  Robert  Hopkins,  and 
their  associates  and  successors,  are  hereby  made  a  body  politic  and  corporate, 
by  the  name  and  style  of  "  The  Chicago  and  Hock  River  Railroad  Company," 
with  perpetual  succession;  and  by  that  name  they  may  sue  and  be  sued, 
jihad  and  be  impleaded,  in  any  court  of  law  or  equity;  may  make  and 
use  a  common  seal,  alter  and  renew  the  same  at  pleasure;  and  are  hereby 
vested  with  all  the  powers  and  privileges  which  are  or  may  be  necessary  to 
carry  into  effeel  the  purposes  and  objects  of  this  act,  as  hereon  set 
forth.  Said  company  arc  hereby  authorized  and  empowered  to  locate, 
ennst nut  a  railroad,  with  a  single  or  double  tracks,  from  a  point  on  the 
south  side  of  Bock  River,  at  or  near  a  place  opposite  Sterling,  running 
eastwardly  or  south  of  cast,  crossing  the  Illinois  Central  Railroad  at  the 
city  of  Amboy,  Lee  county;  thence  in  a  southerly  direction,  intersecting 
the  Chicago  and  limk  Island  Railroad,  or  the  Chicago  and  Burlington 
Railroad,  in  Bureau  county,  Illinois;  also,  running  from  the  city  of 
Amboy,  in  an  easterly  direction,  over  the  most  eligible  section,  crossing 
the  Chicago  Burlington   Railroad  at  ox  aear  Somanauk,  at  or  near  Aurora, 

or  at  some  point  between  those  points;  thence,  easterly,  intersect  the  Chicago 

branch  of  the  Illinois  Central  Railroad  outside  of  the  corporation  of  the 
city  of  Chicago;  ami  for  this  purpose,  the  said  company  are  authorized  to 
lay  out  and  locate  their  said  road,  not  exceeding  one  hundred  feet  in  width, 
through  the  whole  length  of  Baid  route,  and  for  the  purpose  of  cuttings, 
embankments,  .stone  and  gravel,  may  take  ami  appropriate  as  much  more 
land   as   may    be   necessary    for   the  construction    and  security   of  said   road. 

§  2.  The  capital  stock  of  said  company  shall  consist  of  one  million 
dollars,  which  may  be  increased  to  any  amount  not  exceeding  the  actual 
cost  of  construction  and  equipping  the  said  road,  to  be  divided  into  shares 
of  one  hundred  dollars  each.  All  the  corporate  powers  shall  be  vested  in 
and  exercised  by  a  board  of  directors,  who  shall  lie  chosen  by  the  stockholders 
of  said  company,  in  the  manner  herein  provided  for,  and  who  shall  hold 
their  offices  for  one  year,  or  until  their  successors  shall  be  duly  elected 
and  qualified.  Said  directors  shall  elect  one  of  their  number  president, 
and  may  appoint  such  others  officers  as  they  may  think  necessary  to  the 
proper  management  of  the  business  of  said  company. 

§  3.  Said  corporation  is  hereby  authorized  to  make  surveys  of  the 
grounds,  and  determine  the  most  eligible  route  whereon  to  construct  said 
railroad;  and  it  shall  be  lawful  for  said  company  to  enter  upon  and  take 
possession,  and  use  all  such  lands  and  real  estate  as  may  be  necessary  for 
the  construction  and  maintenance  of  said  railroad,  its  depots,  side  tracks, 
water  stations,  engine  houses,  machine  shops,  and  other  buildings  and 
appendages  necessary  to  the  construction  of  said  railroad:  Provided,  that 
all  lands  and  real  estate  extend   [entered]    upon  and  taken  possession  of 


CORPORATE  HISTORY  1033 

by  said  corporation,  for  the  purpose  aforesaid,  shall  be  paid  for  by  said 
company  in  the  manner  provided  for  by  law  when  lands  are  necessary 
for  the  construction  of  public  roads,  canals  and  other  public  works,  unless 
otherwise  mutually  agreed  by  the  owner  or  owners  thereof  and  said  company. 

§  4.  The  annual  meeting  of  the  stockholders  of  said  company  shall  be 
held  at  such  place  on  the  line  of  said  railroad,  and  at  such  time  as  may 
be  provided  for  in  the  by-laws  of  said  company,  and  at  all  meetings  each 
stockholder  shall  be  entitled  to  east  one  vote  for  each  share  of  stock 
standing  in  the  name  of  such  stockholder;  and  an  absent  stockholder  may 
vote  by  proxy  authorized  in  writing. 

§  5.  The  persons  named  in  the  first  section  of  this  act  are  hereby 
appointed  commissioners  to  open  books  for  the  subscription  to  said  stock; 
and  whenever  fifty  thousand  dollars  shall  have  been  subscribed  and  ten  per 
cent,  thereof  paid  in,  said  commissioners  shall  call  a  meeting  of  stock 
subscribers — notice  of  which  time  and  place  of  meeting  shall  be  given, 
either  personally  or  in  writing  to  each  subscriber,  five  days,  at  least,  before 
said  time  of  meeting,  or  by  publication  in  two  daily  newspapers,  published 
in  the  city  of  Chicago,  two  days,  at  least,  prior  thereto;  and  at  such 
meeting,  said  subscribers  may  elect  a  board  of  directors,  and  transact 
other  business  necessary  to  the  organization  of  said  company;  and  when 
said  directors  are  elected,  said  commissioners  shall  transfer  to  them  said 
books  of  subscription,  and  pay  over  to  their  treasurer,  or  other  financial 
agent,  on  the  order  of  said  directors,  all  sums  of  money  paid  in  by  the 
subscribers  to  said  stock.  No  person  shall  be  eligible  to  the  office  of 
director  unless  he  shall  be  a  stockholder;  and  whenever  such  director  shall 
cease  to  be  a  stockholder,  his  term  of  office  as  director  shall  expire. 

§  6.  The  directors  of  said  company  are  hereby  authorized  to  receive 
subscriptions  to  their  capital  stock  from  any  corporation,  county,  city  or 
town,  on  such  terms  and  in  such  amounts  as  they  may  deem  for  the  interest 
of  said  company,  in  accordance  with  the  by-laws  of  said  company. 

§  7.  The  said  corporation  may  take  and  carry  for  hire,  on  said  railroad, 
any  person  or  persons,  merchandise  and  other  property,  by  steam  or  other 
power,  and  receive  such  rates  for  carriage  and  transportation  of  passengers 
and  freights  thereon  as  the  directors  may  establish;  and  said  directors  are 
hereby  authorized  to  make  all  necessary  rules  and  regulations  for  the 
carriage  of  freight  and  passengers,  and  for  the  transaction  of  the  general 
business  of  said  company;  and  in  case  of  a  vacancy  occuring  [in]  the 
board  of  directors  of  said  company,  at  any  time  prior  to  an  annual  election, 
such  vacancy  may  be  filled  for  the  remainder  of  said  year  by  the  remaining 
directors. 

§  8.  Whenever  it  shall  be  necessary,  in  the  construction  of  said  railroad 
to  intersect  or  cross  a  track  of  ahy  other  railroad,  or  stream  of  water,  or 
water-course,  or  highway,  on  the  route  of  said  railroad,  it  shall  be  lawful 
for  the  company  to  construct  their  road  across  or  upon  the  same: 
Provided,  said  corporation  shall  restore  said  railroad,  stream  of  water, 
water-course,  road  or  highway  thus  intersected  or  crossed,  so  nearly  to  its 
former  state  as  not  to  materially  impair  its  usefulness. 


1034      CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

§  9.  Said  corporation  shall  have  power  to  borrow  money,  at  a  rate 
of  interest  not  exceeding  ten  per  cent,  per  annum,  payable  semi-annually, 
and  may  execute  bonds  therefor,  with  interest  coupons  thereto  attached, 
and  secure  payment  of  the  same  by  mortgage  on  the  whole  or  any  part  of 
said  railroad  property  and  incomes,  then  existing  or  thereafter  to  be 
acquired,  and  may  annex  to  said  mortgage  bonds  the  privilege  of  converting 
the  same  into  the  capital  stock  of  said  company,  at  par,  at  the  option  of 
the  holder,  if  the  said  bondholders  shall  signify  in  writing  their  desire  so  to 
do  to  the  board  of  directors  of  said  company  one  year  or  more  prior  to 
the  maturity   of  said  bonds. 

§  10.  To  aid  in  the  construction  of  said  road  by  said  company,  any 
incorporated  city,  town,  or  any  township  organized  under  township  organiza- 
tion law  of  tins  state,  along  or  near  the  route  of  said  road,  may  subscribe 
to  the  capital  stock  of  said  company. 

§  11.  No  such  subscription  shall  be  made  until  the  question  has  been 
submitted  to  the  legal  voters  of  such  city,  town  or  township  in  which  the 
subscription  is  proposed  to  he  made;  and  the  clerk  of  such  city,  town  or 
township,  is  hereby  required,  upon  presentation  of  a  petition  signed  by  at 
hast  ten  citizens  who  are  legal  voters  and  tax-payers  in  such  city,  town 
or  township,  stating  the  amount  proposed  to  be  subscribed,  to  post  up 
notices  in  three  public  places  in  each  town  or  township;  which  notices 
shall  be  posted  not  less  than  thirty  days  before  the  day  of  holding  such 
election,  notifying  the  legal  voters  of  such  town  or  township  to  meet  at 
the  usual  place  of  holding  elections  in  such  town  or  township,  for  the 
purpose  of  voting  for  or  against  such  subscription.  If  it  shall  appear 
that  a  majority  of  all  the  legal  voters  of  such  city,  town  or  township, 
voting  at  such  election,  have  voted  "for  subscription,"  it  shall  be  the 
duty  of  the  president  of  the  board  of  trustees,  or  other  executive  officer  of 
such  town,  and  of  the  supervisor  in  townships,  to  subscribe  to  the  capital 
stuck  of  said  railroad  company  in  the  name  of  such  city,  town  or  township, 
the  amount  so  voted  to  be  subscribed,  and  to  receive  from  said  company  the 
proper  certificates  therefor,  lie  shall  also  execute  to  said  company,  in  the 
name  of  such  city,  town  or  township,  bonds  bearing  interest  at  ten  per  cent. 
per  annum:  which  bonds  shall  run  for  a  term  of  not  more  than  twenty 
years,  and  the  interest  on  the  same  shall  be  made  payable  annually,  and 
which  said  bonds  shall  be  signed  by  such  president  or  supervisor,  or  other 
cutive  officer,  and  Ice  attested  by  the  clerk  of  the  city,  town  or  town- 
ship in  whose  name  the  bonds  are  issued,  and  it  shall  be  his  duty  to  make 
out  a  record  of  the  issue  of  said  bonds,  which  shall  be  delivered  to  the 
lent  or  secretary  of  said  company,  for  the  use  of  said  company. 

§  12.  It  shall  be  the  duty  of  the  clerk  of  any  such  city,  town  or  town- 
ship, in  which  a  vote  shall  be  given  in  favor  of  subscription,  within  ten 
days  thereafter,  to  transmit  to  the  county  clerk  of  their  counties  a  trans- 
cript or  statement  of  the  vote  given  and  the  amount  so  voted  to  be 
subscribed,  and  the  rate  of  interest  to  be  paid:  Provided,  that  when  elections 
shall  be  held  and  bonds  issued,  as  aforesaid,  it  shall  be  the  duty  of  the 
clerk  of  such  town  or  township  to  file  with  the  county  clerk  of  their 
respective    counties,    within    ten    days    after    the    issuing    of    said    bonds, 


CORPORATE  HISTORY  1035 

certificates  of  the  amount  of  bonds  issued,  and  the  rate  of  interest  payable 
thereon,  and  number  of  each  bond. 

§13.  It  shall  be  the  duty  of  the  county  clerk  of  said  county,  annually 
after  the  execution  and  delivery  of  such  bond  aforesaid,  to  compute  and 
assess  upon  all  the  taxable  property  returned  by  the  assesor  of  such  city, 
town  or  township,  any  rate,  not  exceeding  three  per  cent,  in  any  one  year, 
and  disbursements  upon  all  bonds  so  issued  by  the  respective  cities,  towns  or 
townships;  which  tax  shall  be  extended  upon  the  collectors  books,  as  other 
taxes  are,  and,  when  collected,  shall  be  paid  to  the  treasurer  of  the  county, 
and  such  city,  town  or  township  shall,  when  providing  for  the  levying 
and  collecting  of  other  taxes,  also  assess  upon  the  property  of  such  city, 
town  or  township,  any  rate,  not  exceeding  three  per  cent,  in  any  one  year, 
upon  the  assessment  to  provide  a  fund  for  the  redemption  of  the  principal 
and  interest  of  such  bonds  as  or  when  they  become  due,  said  taxes  to  be 
levied  and  collected  as  other  taxes  are ;  but  no  tax  shall  be  computed,  assessed 
or  collected,  or  any  interest  paid,  to  be  applied  upon  said  bonds,  unless 
such  bonds  have  been  executed  and  delivered. 

§  14.  It  shall  be  the  duty  of  the  county  treasurer  to  pay  out,  on  the 
presentation  to  him  of  the  bonds  issued  by  any  such  town  or  township, 
aforesaid,  the  amount  due  upon  such  bonds  for  interest  and  for  principal, 
when  any  tax  shall  be  assesed  and  collected  to  pay  principal,  any  money 
in  his  hands  for  that  purpose,  and  indorse  any  payments  of  interest  or 
principal  upon  said  bonds ;  and  when  said  bonds  shall  be  redeemed  and 
paid,  he  shall  receive  and  cancel  the  same  and  return  the  same  to  the  said 
president,  or  supervisor  or  other  executive  officer  of  said  city,  town  or 
township.  The  town  collector  and  county  treasurer  shall  receive  the 
same  percentage  for  receiving  and  disbursing  such  taxes  as  they  now 
receive  for  collecting  and  disbursing  school  funds. 

$15.  This  company  shall  furnish  ample  facilities  for  the  transportation 
of  fire-wood  and  fuel  of  every  description,  at  as  low  rates  as  other  freights 
of  a  similar  class. 

§  16.     This  act  shall  be  a  public  act,  and  take  effect  from  and  after  its 
passage. 
Approved  March  24,  1869. 

Private  Laws  Illinois  1869,  Vol.  2,  Page  965 

LEASE,   October   9,  1872.     The  Chicago  and  Bock  River  Railroad   Com- 
pany to   Chicago  Burlington  &  Quiney  Railroad  Company. 

This  Indenture,  made  and  entered  into  this  ninth  day  of  October,  A.  D. 
eighteen  hundred  and  seventy-two  (1872),  by  and  between  the  Chicago 
and  Rock  River  Railroad  Company  of  the  first  part  and  the  Chicago, 
Burlington  and  Quincy  Railroad  Company,  party  of  the  second  part, 
both  corporations  organized  and  existing  in  accordance  with  the  laws  of 
the  State  of  Illinois. 

Whereas,  the  Chicago  and  Rock  River  Railroad  Company  is  authorized 
by  its  charter  and  the  laws  of  the  State  of  Illinois  to  construct,  maintain, 
and  operate  a  railroad  from  Rock  Falls  on  Rock  River,  in  Whiteside  County, 


1036      CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

by  way  of  Lockport  to  Calumet  on  the  Illinois  Central  Eailroad,  near  Chicago. 

And  Whereas,  the  Chicago  and  Eock  Biver  Railroad  Company  has  com- 
pleted the  first  division  of  its  railroad,  extending  from  Eock  Falls  aforesaid 
to  its  junction  with  the  Chicago  and  Iowa  Eailroad  near  Shabbona  Grove,  in 
De  Kalb  County,  Illinois,  a  distance  of  about  forty-five  (45)  miles,  and 
made  it  ready  for  the  equipment. 

And  Whereas,  for  the  purpose  of  constructing  said  division  of  said 
railroad,  said  first  party  has  executed  and  issued  its  bonds  of  the  date  of 
July  first  (1st),  A.  D.  1871,  at  the  rate  of  twenty  thousand  dollars  ($20,000) 
per  mile,  amounting  in  the  aggregate  to  nine  hundred  thousand  dollars 
($900,000),  of  one  thousand  dollars  each,  having  thirty  years  to  run  to 
maturity,  bearing  interest  at  the  rate  of  eight  per  cent  per  annum,  free  of 
government  tax  and  payable  semi-annually,  with  both  principal  and 
interest  payable  at  the  office  of  the  company  in  Chicago,  Illinois,  or  at 
the  agency  of  the  company  in  Boston  or  New  York,  which  said  bonds  are 
secured  by  a  mortgage  of  its  railroad,  property,  and  franchise  of  even 
date  with  said  bonds,  executed  to  the  Farmers'  Loan  and  Trust  Company 
of  New  York  City,  and  recorded  in  the  counties  through  which  said 
road   runs. 

And  whereas,  the  proceeds  of  the  said  bonds  have  only  been  sufficient  for 
the  construction  and  completion  of  the  road-bed  and  superstructure,  and 
after  accomplishing  so  much  said  first  party  is  unable  to  procure  the  full 
equipment  necessary  for  the  maintenance  and  operation  of  said  railroad, 
and  to  operate  the  same  and  meet  the  interest  on  said  bonds.  And  in 
order  that  said  road  may  be  equipped  and  operated,  and  the  interest  on 
said  bonds  be  provided  for,  it  has  become  necessary  to  make  the  arrange- 
ment with  the  Chicago,  Burlington  and  Quincy  Eailroad  Company  here- 
inafter mentioned. 

Now,  Therefore,  This  Indenture  Witnesscth:  That  the  said  party  of  the 
first  part,  for  and  in  consideration  of  the  covenants  and  agreements  herein 
contained,  to  be  kept  and  performed  by  said  party  of  the  second  part,  it, 
the  said  party  of  the  first  part,  hath  granted,  demised,  and  leased,  and  by 
these  presents  doth  grant,  demise,  and  lease,  unto  the  said  party  of  the 
second  part,  its  successors  and  assigns,  all  the  following-described  property 
of  the  said  Chicago  and  Eock  Biver  Eailroad  Company,  that  is  to  say: 
its  said  railroad  extending  from  Eock  Falls  to  Calumet  aforesaid,  made  and 
to  be  made,  including  right  of  way,  lands  occupied  thereby,  superstructure 
and  tracks  thereon  and  to  be  placed  thereon,  rails,  ties,  and  other  ma- 
terials used  therein,  procured  and  to  be  procured  therefor,  bridges,  via- 
ducts, culverts,  fences,  depot  grounds  and  buildings  thereon  and  to  be 
placed  thereon,  also  all  rolling  stock,  tools,  and  other  property,  real  and 
personal,  pertaining  to  said  railroad  and  to  the  use  thereof,  now  owned 
or  hereafter  to  be  acquired  by  said  party  of  the  first  part,  together  with 
the  rents,  revenues,  and  incomes  to  be  had,  levied,  and  derived  there- 
from, and  all  rights,  privileges,  and  franchises  of  said  party  of  the  first 
part  of.  in,  to,  or  concerning  the  same  or  any  part  thereof. 

To  Have  and  to  Hold  the  above-described  railroad  premises  and  property, 
with  the  appurtenances,  right,  privileges,  and  franchises  appertaining  thereto, 


COKI'ORATK    HISTORY 


1037 


unto  the  said  party  of  the  second  part,  its  successors  and  assigns,  from  the 
day  cf  the  date  hereof  in  perpetuity,  absolute  and  exclusive  possession 
thereof  to  be  delivered  to  and  had  by  said  party  of  the  second  part  as  soon 
as  the  road-bed  and  superstructure  on  the  first  division  of  said  road, 
between  Kock  Falls  and  said  junction  aforesaid,  shall  have  been  completed, 
and  the  track  laid  thereon  and  ready  for  the  equipment  and  rolling  stock, 
and  in  the  mean  time  the  possession  of  the  parties  constructing  said  rail- 
road shall  be  deemed  and  taken  to  be  the  possession  of  said  second  party. 
And  the  said  party  of  the  second  part,  in  consideration  of  the  covenants 
and  agreements  herein  contained,  to  be  kept  and  performed  by  said  first 
party,  hereby  agrees  that  it  and  its  successors  and  assigns  will,  as  rent 
and  in  full  payment  of  rent  therefor,  pay  the  semi-annually  accruing 
interest  on  said  nine  hundred  thousand  dollars  of  said  first  mortgage  bonds 
of  said  first  party  hereinbefore  mentioned,  at  the  time  when  and  the  place 
where  the  same  shall  become  due  and  payable  according  to  the  tenor 
thereof. 

Said  party  of  the  second  part  hereby  further  agrees  to  and  with  said  first 
party,  its  successors  and  assigns,  that  it  will  cause  to  be  paid  all  taxes  and 
assessments  that  may  be  lawfully  levied,  charged,  or  assessed  on  said 
demised  road  or  any  part  thereof,  and  to  take  possession  of  said  demised 
railroad  premises  and  property,  and  as  soon  as  the  road-bed,  track,  and 
superstructure  near  Shabbona  Grove  shall  be  completed  and  ready  for  use, 
to  place  thereon  such  and  such  an  amount  of  rolling  stock  as  may  be 
required  in  the  transaction  of  the  business  of  said  division  of  said  demised 
road,  and  at  all  times  to  keep  the  same  equipped  with  such  an  amount  of 
rolling  stock  as  the  business  of  the  country  through  which  said  first  division 
of  said  railroad  runs  may  reasonably  require,  and  also  at  all  times  to 
maintain  the  first  division  of  said  demised  road  and  keep  it  in  repair,  to  run 
and  operate  the  same  in  connection  with  its  own  road  and  the  Chicago  and 
Iowa  Eailroad  or  otherwise,  and  in  such  maimer  as  shall  furnish  reasonable 
accomodations  to  the  public;  and  that  it  will  at  all  times  save  said  first 
party  and  its  successors  harmless  from  damage  or  liabilities  that  may 
be  occasioned  or  incurred  by  the  party  of  the  second  part  in  the  manage- 
ment, maintenance,  and  operation  of  said  section  of  railroad. 

And  the  said  party  of  the  first  part,  in  consideration  of  the  premises, 
hereby  agrees  that  the  capital  stock  of  its  said  railroad  company  shall 
be  fixed  and  remain  at  one  million  dollars  ($1,000,000),  and  that  no 
greater  or  further  amount  of  capital  stock  shall  be  created,  authorized,  or 
issued  unless  with  the  full  consent  and  approval  in  writing  of  said 
second   party. 

And  that  for  the  considerations  aforesaid,  it  will  and  does  hereby 
assign,  transfer,  and  set  over  to  James  M.  Walker,  president  of  the 
said  party  of  the  second  part,  and  his  successors  in  said  office,  all  of 
said  one  million  dollars  of  said  capital  stock,  except  such  as  has  here- 
tofore been  issued  or  agreed  to  be  issued  to  towns,  municipalities,  and 
individuals  to  aid  in  the  construction  of  said  railroad. 

It  is  hereby  mutually  agreed  and  understood  that  in  case  said  party 
of    the    second    part    should    become    the    purchaser    of    the    bonds    herein 


1038      CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

mentioned  or  any  part  of  them,  the  same  shall  not  thereby  be  cancelled, 
but  in  the  possession  or  ownership  of  said  second  party  they  shall  be 
deemed  and  taken  to  be  an  outstanding  indebtedness  against  said  party 
of  the  first  part,  its  successors  and  assigns,  and  a  valid  and  continuing 
lien  upon  the  railroad  and  property  mentioned  and  described  in  said 
mortgage  securing  the  same,  and  on  every  part  and  parcel  thereof. 

It  is  further  mutually  agreed  that  at  the  maturity  of  said  bonds  said 
first  party  shall,  at  the  request  of  said  second  party,  cause  to  be  made. 
executed,  and  issued  in  due  form  other  l>onds  in  their  stead,  (if  like  character 
and  amount  and  drawing  the  same  rate  of  interest  and  having  the  same 
length  of  time  to  run  to  maturity,  with  which  or  with  the  proceeds  of 
which  the  aforesaid  bonds  may  lie  taken  up  and  camelled;  and  that  it 
will  secure  the  said  new  issue  of  bonds  by  a  trust  mortgage  executed  in 
due  form,  covering  and  embracing  the  same  premises  and  property  in- 
cluded in  that  already  executed  securing  said  present  issue  of  bonds; 
and  so  on  from  time  to  time,  as  one  Issue  of  bonds  shall  mature,  the  same 
may  lie  taken  up  in  a  like  manner  herein  provided  by  another  issue, 
ttted  and  secured  in  the  same  manner,  so  long  as  said  second  party, 
its  successors  and  assigns,  may  desire. 

And  the  said  tirst  party  hereby  clothes  said  second  party,  its  successors 
and  -    with    all    needful    authority,    in    the    name   and   under    the    seal 

of  said  tirst  party  or  otherwise,  to  do  and  transact  any  business  that  may 
be  needful  in  the  maintenance,  management,  and  conduct  of  said  demised 
railroad    and    pn  •    to    execute    said    issues    and    successive 

issues  of  bonds  provided   for  in   this  contract   in  i  first    party  shall 

neglect  or  fail  to  issue  the  same  upon  the  request  of  said  second  party,  its 
successors  and 

The  provisions  Of  this  contract  and  each  and  every  of  them  shall  be 
binding  upon  the  successors  and  assigns  of  the  respective  parties  hereto. 

In  Witness  Whereof,  the  parties  hereto  have  caused  these  presents  to  be 
signed  by  their  respective  presidents,  and  their  corporate  seals  to  be 
attached  by  th<  iries,  as  of  the  day  and  year  first  above  written. 

[SEAL] 

CHICAGO    AM)    ROCK    RIVEB 
L.  O.  Goddard,  Secretary.  RAILROAD  COMPANY, 

By  Alonzo  Kixyox,  1'k  sidt  nt. 
[seal]  J.  M.  Walker,  President  of  tht  C.  B.  &  Q.,  E.  E.  Co. 

Attest:   A.  T.  Hall,  Secretary. 

DEED.  June  1,  1899.     The  Chicago  and   Rock    River   Railroad  Company 
to  Chicago,  Burlington  &  Quincy  Railroad  Company. 

This  Indenture,  Made  this  first  day  of  June,  A.  D.  189f»,  by  and  between 
The  Chicago  and  Rock  River  Railroad  Company,  party  of  the  first  part,  and 
the  Chicago,  Burlington  &  Quincy  Railroad  Company,  party  of  the  second 
part,  both  being  corporations  created,  organized  and  existing  under  and 
by  virtue  of  the  laws  of  the  State  of  Illinois,  WITNESSETH:    That, 


CORPORATE  HISTORY  1039 

Whereas,  The  first  party,  being  thereto  duly  authorized  by  law,  is  the 
owner  of  the  following  described  railroad  in  the  State  of  Illinois,  to-wit: 

Beginning  at  Shabbona,  in  De  Kalb  County,  thence  extending  westerly 
to  Sterling,  in  Whiteside  County,  a  distance  of  about  forty-seven  and 
ninety -eight   hundreths    (47.98)    miles;    and, 

Whereas,  The  railroad  of  the  first  party  connects  with  the  railroads  of 
the  second  party,  and  forms  therewith  a  continuous  and  connected  line  of 
railroad;  and, 

Whereas,  The  second  party  is  now  in  possession  of  and  operating  the  said 
above  described  railroad,  in  connection  with  its  own  railroad,  under  a  lease 
in  perpetuity,  and  has  offered  to  purchase  the  remaining  interests,  property, 
and  franchises  of  the  first  party  in  and  to  said  railroad,  upon  the  terms 
and  conditions  hereinafter  stated,  which  have  been  agreed  to  by  the 
directors  of  both  the  said  companies,  and  approved  by  the  stockholders 
owning  and  holding  two-thirds  in  amount  of  the  capital  stock  of  the 
parties  of  the  first  and  second  parts,  in  manner  and  form  as  required  by  law : 

Now,  Therefore,  This  Indenture  Witnesseth :  That  the  said  party  of  the 
first  part,  for  and  in  consideration  of  five  dollars  to  it  in  hand  paid,  the 
receipt  of  which  is  hereby  acknowledged,  and  other  good  and  valuable 
considerations,  has  granted,  bargained,  and  sold,  and  by  these  presents 
does  grant,  bargain,  sell  and  convey,  release,  assign,  and  transfer,  to  the 
said  party  of  the  second  part,  all  and  singular  the  said  above  described 
railroad,  and  all  its  right,  title,  and  interest  therein ;  together  with  all 
rights  of  way,  road-bed,  bridges,  and  depot  and  other  lands,  or  interest 
therein;  and  all  station  houses  and  other  buildings  and  structures  of 
whatever  kind  belonging  thereto;  together  with  all  the  fixtures  and  ap- 
purtenances appertaining  to  the  said  railroad,  or  in  any  manner  connected 
therewith;  also  all  right,  privileges,  and  franchises  of  the  said  party  of 
the  first  part,  in  and  to  the  aforesaid  railroad;  together  with  all  other 
present  and  in  future  to  be  acquired  property,  of  every  kind  and  description, 
belonging  to  the  said  first  party,  except  its  franchise  to  be  a  corporation. 

To  Have  and  to  Hold,  the  said  railroad  and  lands,  tenements,  rights, 
privileges,  and  franchises,  and  other  property,  above  mentioned  and  con- 
veyed, to  the  said  second  party,  its  successors  and  assigns  forever. 

And  the  said  party  of  the  second  part  covenants  and  agrees  with  the 
said  party  of  the  first  part  to  equip  the  said  railroad,  or  cause  the  same  to 
be  equipped,  and  to  maintain  and  operate  the  same  in  such  manner  as  to 
furnish  reasonable  accomodations  to  the  public;  to  pay,  or  cause  to  be 
paid,  all  taxes  and  assessments  that  may  be  lawfully  levied,  charged,  or 
assessed  upon  the  said  railroad  and  property,  or  any  part  thereof;  and  to 
assume  all  contracts,  bonds,  and  other  obligations,  of  whatsoever  kind, 
and  pay  and  discharge  all  debts  and  liabilities,  both  principal  and  interest, 
of  said  party  of  the  first  part,  as  they  may  severally  mature;  and  to 
issue  and  deliver  to  the  owners  and  holders  of  the  capital  stock  of  the 
first  party,  one  share  of  its  own  capital  stock  for  every  fifteen  shares  of 
the  capital  stock  of  said  first  party,  upon  the  surrender  and  transfer  to  it 
of  such  shares  of  the  first  party's  stock. 

And  to  the  end  that  the  second  party  may  have,  hold,  use,  exercise  and 


1040       CHICAGO,   BURLINGTON*   &   QUINCY  RAILROAD   COMPANY 

enjoy  the  railroad  and  property  and  franchises  of  the  first  party,  hereby 
conveyed  and  intended  to  be  conveyed,  and  whether  now  existing  or 
hereafter  acquired,  as  fully  as  might  be  done  by  the  first  party,  if  this 
conveyance  had  not  been  made,  the  first  party  agrees  to  execute  from 
perform  any  act,  which  the  counsel  of  the  second  party  may  advise;  and, 
time  to  time  any  additional  assignment,  conveyance,  or  assurance,  and  to 
for  the  purposes  aforesaid,  the  first  party  agrees,  if  the  second  party  shall 
so  desire  and  advise,  that  it  will  keep  up  and  maintain  its  corporate  exist- 
ence  ami  organization. 

In  Witness  Whereof,  the  parties  hereto  have  caused  their  corporate  names 
to  be  hereunto  subscribed  by  their  respective  Presidents,  and  their  corporate 
seals  to  be  attached  and  attested  by  their  respective  Secretaries,  all  on  the 
day  and  year  first   above  written.    ■ 

THE  CHICAGO  AND  ROCK  RIVER  RAILROAD  COMPANY, 
[seal]  By  C.  I.  Sturgis,  President. 

Attest:   II.  W.  Weiss,  Secretary. 
CHICAGO,  BUBLINGTON    &    QUINCY   RAILROAD   COMPANY, 
I -i  Ui]  Bj    C.  E.  Perkins,  President. 

Attest:  T.  s.  Bowland,  Secretary. 


Statu  of  Illinoi-.  / 

V  ss 
Cm  ntv   ok  Cook     ) 

Be  it  remembered,  that,  on  this  lo  day  of  June,  A.  D.  1899,  before  me, 
a  Notary  Public,  in  and  for  said  County  and  State,  personally  appeared 
C.  I.  Sturgis,  President  of  The  Chicago  and  Rock  River  Railroad  Company, 
a  corporation  organized  ami  existing  undei  the  laws  of  the  State  of  Illinois, 
personally  known  to  me  ami  to  be  the  same  person  whose  name  is  sub- 
BCribed  to,  and  who  executed,  the  foregoing  instrument  as  such  President, 
who,  being  by  me  duly  sworn,  did  say  that  he  is  President  of  said  The 
Chicago  and  Kock  K'iver  Railroad  Company;  that  he  knows  the  corporate 
seal  of  said  Company;  that  the  seal  affixed  to  the  foregoing  instrument  is 
the  corporate  seal  of  said  Company;  that  it  was  affixed  by  order  of  the 
Board  of  Directors  of  said  Company;  that  said  instrument  was  signed  ami 
•  1  in  behalf  of  said  Company  by  like  order  as  President  of  said  Com- 
pany; that  the  said  C.  I.  sturgis  acknowledged  said  instrument,  and  that 
it  was  the  voluntary  act  and  deed  of  said  Company,  and  that  he,  as  such 
President,  signed,  sealed,  and  delivered  said  instrument,  as  the  free  and 
voluntary  act  and  deed  of  said  Company,  and  as  his  own  free  and  voluntary 
act  and  deed  as  such  President,  for  the  uses  and  purposes  therein  set  forth. 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  official  seal  this 
1 5  day  of  June,  A.  D.  1899. 
[seal]  Herbert  Haase, 

Notary  Public  for  said  County  and  State. 

State  of  Iowa,  J 

L  S3 
COUXTY    OF    DES    MOIXES} 

Be  it  remembered,  that,  on  this  14  day  of  June,  A.  D.  1899,  before  me, 
a  Notary  Public,  in  and  for  said  County  and  State,  personally  appeared 


CORPORATE  HISTORY  1041 

C.  E.  Perkins,  President  of  the  Chicago,  Burlington  &  Quiney  Eailroad 
Company,  a  corporation  organized  and  existing  under  the  laws  of  the 
State  of  Illinois,  personally  known  to  me  and  to  be  the  same  person  whose 
name  is  subscribed  to,  and  who  executed,  the  foregoing  instrument  as  such 
President,  who,  being  by  me  duly  sworn,  did  say  that  he  is  President  of  the 
said  Chicago,  Burlington  &  Quiney  Eailroad  Company;  that  he  knows 
the  corporate  seal  of  said  Company;  that  the  seal  affixed  to  the  foregoing 
instrument  is  the  corporate  seal  of  said  Company;  that  it  was  affixed  by 
order  of  the  Board  of  Directors  of  said  Company;  that  said  instrument 
was  signed  and  sealed  in  behalf  of  said  Company  by  like  order  as  President 
of  said  Company;  that  the  said  C.  E.  Perkins  acknowledged  said  instrument, 
and  that  it  was  the  voluntary  act  and  deed  of  said  Company,  and  that  he, 
as  such  President,  signed,  sealed,  and  delivered  said  instrument,  as  the 
free  and  voluntary  act  and  deed  of  said  Company,  and  as  his  own  free 
and  voluntary  act  and  deed  as  such  President,  for  the  uses  and  purposes 
therein  set  forth. 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  official  seal  this 
14th  day  of  June,  A.  D.  1899. 
[seal]  W.  F.  McEarland, 

Notary  Public  for  said  County  and  State. 

EECOBDED  IN  ILLINOIS 
County  Date  Book  Page 

Whiteside  June  30,  1899  154  304 

Lee  June  30,  1899  71  575 

DeKalb  June  29,  1899  99 

TRUST  MORTGAGE,  June   1,   1870,   Chicago   and  Rock   Eiver  Eailroad 
Company  to  Union  Trust  Company  of  New  York. 

This  Indenture,  made  on  the  first  day  of  June,  1870,  between  the  Chicago 
and  Eock  Eiver  Eailroad  Company,  a  corporation  organized  and  formed 
by  and  under  the  laws  of  the  State  of  Illinois,  party  of  the  first  part, 
and  the  Union  Trust  Company  of  New  York,  a  corporation  organized  by 
and  under  the  laws  of  the  State  of  New  York,  party  of  the  second  part, 

Witnesseth:  Whereas,  the  party  of  the  first  part  is  authorized  by  law 
to  borrow  any  sum  or  sums  of  money  which  may  be  necessary  for  the 
construction  of  equipment  and  maintaining  of  its  railroad,  and  to  mortgage 
its  corporate  property  and  franchises  to  secure  the  payment  of  any  debts 
so  contracted; 

And  Whereas,  the  said  party  of  the  first  part  has  by  a  resolution  of  its 
Board  of  Directors,  duly  authorized  its  President  and  Secretary  to  execute  in 
its  corporate  name  and  to  issue  bonds  to  be  designated  First  Mortgage  Bonds 
to  be  secured  by  a  mortgage  on  the  railroad  of  the  said  company,  in 
such  form  and  for  such  amount,  as  the  said  President  may  deem  most 
desirable  for  the  best  interests  of  the  said  company,  party  of  the  first  part, 
to  aid  in  securing  the  necessary  means  to  complete  and  to  properly  equip 
the  said  railroad; 


1042       CHICAGO,  BURLINGTON   &   QUINCY  RAILROAD  COMPANY 

And  Whereas,  the  said  President  has  determined  to  make  the  issue  of  bonds 
to  be  secured  by  mortgage  for  the  sum  of  one  million  nine  hundred  thousand 
dollars  upon  said  railroad  from  Bock  Falls  to  Loekport,  and  to  make  said 
bonds  payable  at  the  agency  of  the  said  company  in  the  City  of  New- 
York  or  in  the  City  of  London  thirty  years  from  the  first  day  of  June  in 
the  year  1870,  bearing  interest  at  the  rate  of  seven  per  centum  per  annum, 
payable  semi  annually  at  the  agency  aforesaid,  and  also  to  make  both 
principal  and  interest  of  the  said  bonds  payable  in  United  States  gold 
coin  in  the  City  of  New  York,  free  from  any  government  tax,  or  in  British 
sterling  money  in  the  City  of  London,  at  the  option  of  the  holder,  and  to 
have  said  bonds  duly  prepared  and  deposited  with  the  said  party  of  the 
second  part,  subject  to  the  direction  of  the  said  party  of  the  first  part, 
to  be  used  exclusively  for  the  completion  and  equipment  of  the  said  railroad, 
which  said  bonds  are  all  of  the  denomination  of  one  thousand  dollars,  or 
two    hundred    pounds    sterling    each,    and    are    in    form    following    to-wit: 

$1000  U.  S.  gold  coin  United  States  of  America,  £200  British  Sterling, 
tire  of  United  States  taxes.  First  Mortgage  Sinking  Fund  Bond,  principal 
and    interest    payable  in   gold   coin    in    London   or   New   York   at   the   option 

of  the  holder.  No.  Chicago  and  Bock  River  Railroad  Company.     Know 

all  men  by  these  presents  that  thirty  years  after  date  for  value  received 
the  Chicago  and  Rock  River  Railroad  Company  hereby  promises  to  pay 
to  the  Union  Trust  Company  or  bearer,  One  Thousand  Dollars  in  United 
states  gold  coin  at  its  agency  in  the  City  of  New  York  or  Two  Hundred 
Pounds  sterling  in  the  City  of  London,  England,  at  the  option  of  the 
holder,  and  also  interest  thereon  at  the  rate  of  seven  per  centum  per 
annum,  payable  semi-annually  in  gold  coin,  free  from  any  United  States 
government  tax  at  its  agency  in  the  City  of  New  York  or  in  the  City  of 
London  at  the  option  of  the  holder  upon  the  presentation  of  the  annexed 
coupons  as  they  respectively  become  due  This  is  one  of  a  series  of 
nineteen  hundred  Bonds  of  like  date  herewith  numbered  from  one  to  nine- 
teen  hundred  inclusively  for  $1000  or  £200  each  as  the  holder  may  elect 
amounting  in  the  aggregate  to  one  million  nine  hundred  thousand  dollars 
or  three  hundred  and  eighty  thousand  pounds  sterling  secured  by  a  mort- 
gage  dated  June  1st,  1870,  conveying  in  trust  to  the  Union  Trust  Com- 
pany, of  New  York,  all  the  right,  title,  interest  and  property  which  the 
said  company  now  has,  or  may  at  any  time  hereafter  acquire  in  of  and 
to  the  Railroad  from  Loekport  to  Bock  Falls  in  Illinois,  ninety-one  miles, 
and  all  its  equipment,  property,  corporate  franchises,  and  appendages  of 
every  nature,  as  in  said  mortgage  set  forth.  And  this  Bond,  and  all 
the  others  above  referred  to  are  further  secured  by  a  Sinking  Fund,  as  in 
said  mortgage  especially  provided,  and  are  redeemable  by  said  Sinking 
Fund  in  the  manner  therein  declared.  And  it  is  hereby  expressly  agreed 
by  the  said  Railway  Company,  with  each  and  every  holder  of  this  Bond, 
that  in  case  of  the  non-payment  of  any  interest  coupon  hereto  attached,  if 
such  default  shall  continue  for  six  months  after  maturity  and  demand 
of  payment  or  in  case  of  the  non-payment  of  any  instalment  required 
to  be  paid  into  the  Sinking  Fund  provided  for  by  the  said  mortgage,  if 
such    default    shall    continue    for    six    months    after    such    instalment    shall 


CORPORATE    HISTORY  1043 

have  become  payable,  then  and  in  either  case,  the  principal  of  this  bond 
shall  become  due  in  the  manner  provided  in  said  mortgage,  and  the  said 
company  hereby  expressly  waives  the  benefit  of  every  extension,  stay  or 
appraisement  law,  which  has  been  or  may  hereafter  be  enacted.  This 
Bond  shall  not  become  obligatory  unless  the  certificate  endorsed  hereon  is 
signed  by  the  authorized  officer  of  the  said  Union  Trust  Company. 

In  Witness  Whereof,  the  said  Chicago  and  Rock  River  Railroad  Com- 
pany has  caused  its  corporate  seal  to  be  hereto  affixed,  and  these  presents 
to  be  signed  by  its  President  and  Secretary  at  the  City  of  Amboy  in  the 
State  of  Illinois  on  this  first  day  of  June  in  the  year  one  thousand  eight 
hundred  and  seventy. 
[seal] 

President. 
[seal] 

Secretary. 

GOLD   COUPON 

COUPON:  $35.  No.  1.— £7.— The  Chicago  and  Rock  River  Railroad 
Company  will  pay  to  the  bearer  Thirty-five  dollars  in  United  States  gold 
coin  at  its  agency  in  New  York,  or  Seven  pounds  sterling  in  London,  at 
his  option,  free  of  United  States  tax  on  the  first  day  of  18     ,  being 

six  months  interest  on  Bond  No.  — . 

Secretary. 

GOLD   COUPON 

$35.  No.  2 — £7. — The  Chicago  and  Rock  River  Railroad  Company  will 
pay  to  the  bearer  Thirty-five  dollars  in  United  States  gold  coin  at  its 
agency  in  New  York,  or  Seven  pounds  sterling  in  London  at  his  option, 
free  of  United  States  tax  on  the  first  day  of  being  six  months 

interest  on  Bond  No.  — . 

Secretary. 

TRUSTEE'S  CERTIFICATE:  The  Union  Trust  Company  of  New 
York  hereby  certifies  that  this  is  one  of  a  series  of  nineteen  hundred  Bonds 
referred  to  in  the  within  mentioned  mortgage  and  Deed  of  Trust.  That  the 
said  mortgage  has  been  recorded  in  compliance  with  the  laws  of  the  State  of 
Illinois,  and  the  original  thereof  is  in  the  possession  of  this  company. 
And  that  $1900  in  United  States  Internal  Revenue  Stamps  have  been 
affixed  and  cancelled  thereon. 

Union  Trust  Company,  New  York, 
,   ,   Trustee. 

Now  therefore  this  Indenture  Witnesseth,  that  the  said  party  of  the 
first  part  in  consideration  of  the  premises,  and  of  one  dollar,  the  receipt 
of  which  is  hereby  acknowledged,  and  in  order  to  secure  the  payment  of 
the  principal  and  interest  of  the  said  bonds  as  the  same  shall  become 
payable  according  to  the  tenor  thereof,  and  of  the  coupons  thereto  an- 
nexed, has  granted,  bargained  and  sold,  and  by  these  presents  doth  bar- 
gain, sell,  release,  convey  and  confirm  unto  the  said  party  of  the  second 
part,   and   to   its   successor,   as   continuing    Trustee,   the   railroad    of   said 


1044       CHICAGO,  BURLINGTON   &   QUINCY  RAILROAD  COMPANY 

company  party  of  the  first  part,  situate  lying  and  being  in  the  State  of 
Illinois,  commencing  at  Rock  Falls  and  extending  thence  southeasterly 
to  Lockport  in  said  state,  being  ninety-one  miles  long,  or  thereabouts, 
including  all  branches,  side-tracks,  rights  of  way,  depot -grounds,  depots, 
station  houses,  car-houses,  freight-houses,  or  other  buildings,  and  all  kinds 
of  machinery  and  tools  now  held  or  hereafter  to  be  acquired  for  use  in  con- 
nection with  said  railroad,  and  all  locomotives,  tenders,  cars,  or  other 
rolling  stock  and  equipments,  and  all  implements,  fuel  and  materials  for 
the  construction,  operating,  repairing  or  replacing  the  said  railroad,  or  in 
working  the  same,  now  owned  1  > v  the  said  party  of  the  first  part,  or  which 
shall  hereafter  be  acquired  by  it.  and  also  all  franchises  connected  with 
or  relating  to  the  said  railroad  from  Bock  Falls  to  Lockport  and  which  are 
now  held  or  may  hereafter  he  acquired  by  the  party  of  the  first  part,  and  all 
other  property,   real   and   personal,   now   owned    by   or  that   hereafter  may  be 

acquired  by  the  said  party  of  the  first  pari  appurtenant  to  said  road  from 
Rock  Falls  to  Lockport  together  with  all  and  singular  the  tenements 
and  appurtenances  thereunto  belonging,  and  the  reversions,  remainders,  tolls, 
incomes,  rents,  issues  and  profits  thereof,  and  all  the  estates,  rights,  titles 
and  interest  whatsoever,  as  well  at  law  as  in  equity,  of  the  said  party  of 
the  first  part  iii  and  to  the  same,  to  have  and  to  hold  the  above  described 
premises  and  property  unto  the  said  party  of  the  Becond  part,  and  to  its 
sin-  -  continuing  Trustee,  in  trust   nevertheless  for  the  purpose  herein 

expr<  - 

In  Testimony  Whereof,  the  party  of  the  first  part  has  caused  its  corpo- 
rate seal  to  be  hereto  affixed  and  these  presents  to  lie  attested  by  the  signa- 
tures of  its  President  and  Secretary,  and  the  party  of  the  second  part  has 
sed  its  corporate  se.il  to  be  hereto  affixed  and  the  same  to  be  attested 
by  its  President,  to  testify  its  acceptance  of  the  said  trust  on  the  day 
and  year  first  above  written. 

[seal]  Chicago  and  Rock  River  Rail  Road  Company, 

ed,    sealed    and    de-  By  Alonzo  Kinyon, 

livered  in  the  presence  of  President. 

C.  Dkmmini;   Yaugiian. 

B.    X.    (i RANGER. 

Jas.  Rosf.ih'kgh, 
Secretary  of  the  Chicago  ami  "Rock  Hirer  Rail  Road  Co. 
[seal]  Union   Trust   Company   of  Xew  York, 

By  I.  H.  Frothingham, 

President. 

State  of  Illinois, -v 
Lee  County.  Lss. 

City  of  Amboy.      J 

On  the  first  day  of  June,  A.  D.  1870,  before  me,  C.  Demming  Yaughan, 
Clerk  of  the  Court  of  Common  Pleas  of  the  City  of  Amboy  in  said  County 


CORPORATE  HISTORY  1045 

and  State  (Said  Court  being  a  court  of  record)  personally  appeared 
Alonzo  Kinyon  to  be  personally  known  to  be  the  person  whose  signature  is 
affixed  to  the  foregoing  instrument  in  writing  and  also  known  to  me  to  be 
President  of  the  Chicago  and  Eock  Eiver  Eail  Eoad  Company  and  at  the 
same  time  personally  appeared  James  Eoseburgh  to  me  personally  known 
to  be  the  same  person  whose  signature  is  affixed  to  the  foregoing  instru- 
ment in  writing  and  also  known  to  me  to  be  Secretary  of  said  Chicago 
and  Eock  Eiver  Eail  Eoad  Company  and  who  attached  the  Seal  of  said 
Eail  Eoad  Company  to  the  foregoing  instrument  in  writing  in  my  presence 
and  that  it  was  so  attached  by  the  order  of  the  board  of  directors  of  said 
Chicago  and  Eock  Eiver  Eail  Eoad  Company  and  further  that  I  know  said 
Seal  purporting  to  be  the  Corporate  Seal  of  said  Chicago  and  Eock  Eiver 
Eail  Eoad  Company  to  be  the  genuine  Seal  of  said  Company.  That  said 
Alonzo  Kinyon,  President  of  the  Chicago  and  Eock  Eiver  Eail  Eoad  Com- 
pany and  James  Eoseburgh,  Secretary  of  the  Chicago  and  Eock  River 
Eail  Eoad,  two  of  the  persons  who  signed  the  foregoing  instrument  as 
such  Officers  do  reside  in  the  City  of  Amboy  in  said  County  and  State 
aforesaid.  That  said  Alonzo  Kinyon,  President  as  aforesaid,  and  James 
Roseburgh,  Secretary  as  aforesaid,  acknowledged  to  me  that  they  each 
cor  himself  executed  the  said  instrument  as  the  free  and  voluntary  act 
and  deed  of  the  said  Chicago  and  Eock  Eiver  Rail  Road  Company  for  the  uses 
and  purposes  therein  set  forth. 

In  Testimony  Whereof,  I  have  hereunto  set  my  hand  and  affixed  my  official 
seal  at  the  City  of  Amboy  in  the  County  and  State  aforesaid  the  day  and 
year  first  above  written. 
[seal]  C.  Demming  Vaughan, 

Clerk  of  the  Court  of  Common  Pleas  of  the  City  of  Amboy. 


,! 


State  of  New  York, 

L  gg 

City  and  County  of  New  York. 

On  this  11th  day  of  November,  1870,  before  me  personally  appeared 
Isaac  H.  Frothingham,  the  President  of  the  Union  Trust  Company  of  New 
York  to  me  well  known,  who  being  by  me  duly  sworn,  did  depose  and  say, 
that  he  resides  in  the  City  of  Brooklyn,  that  he  is  the  President  of  the 
Union  Trust  Co.  of  New  York  and  knows  the  Corporate  Seal  of  said 
Company,  that  the  seal  affixed  to  the  above  conveyance  is  such  Corporate 
Seal  and  was  so  affixed  by  order  of  the  Board  of  Directors  of  said  Trust 
Company,  and  that  he,  said  Frothingham,  signed  his  name  to  said  Con- 
veyance as  President  of  said  Trust  Company,  by  like  order  of  said  Board 
of  Directors. 
[seal]  Jas.  H.  Ogilvie, 

Notary  Public  City  $■  County  of  New  York. 


,1 


State  of  New  York, 

V  ss 
City  and  County  of  New  York. 

I,  Charles  E.  Loew,  Clerk  of  the  City  and  County  of  New  York,  and  also 
Clerk  of  the  Supreme  Court  for  the  said  City  and  County,  the  same  being 
a  Court  of  Record,  do  hereby  certify,  That  Jas.  H.  Ogilvie,  whose  name  is 


1046       CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

subscribed  to  the  certificate  of  the  proof  or  acknowledgment  of  the  annexed 
instrument,  and  thereon  written,  was,  at  the  time  of  taking  such  proof  or 
acknowledgment,  a  Notary  Public  in  and  for  the  City  and  County  of  New 
York,  dwelling  in  the  said  City,  commissioned  and  sworn,  and  duly  author- 
ized to  take  the  same.  And  further,  that  I  am  well  acquainted  with  the 
handwriting  of  such  Notary,  and  verily  believe  that  the  signature  to  the 
said  certificate  of  proof  or  acknowledgment  is  genuine. 

In  Test  vmo n y  wliereof,  I  have  hereunto  set  my  hand,  and  affixed  the  Seal 
of  the  said  Court  and  County,  the  12th  day  of  November,   1870. 
[seal]  Chas.  E.  Loew, 

Cleric. 

Chicago,  September  21st,  1871. 
This  is  to  certify  that  whereas  the  within  mortgage  was  executed  by  the 
Chicago  &  R.  R.  R.  R.  Company  under  a  contract  heretofore  made  and 
delivered  as  an  Escrow  only,  now  therefore  these  presents  wituesseth 
that  this  mortgage  is  surrendered  and  cancelled  by  mutual  consent,  the 
said  contract  also  having  been  this  day  surrendered. 

E.  A.  Hopkins. 
This   Mortgage   cancelled   and    taken    up, — No   bonds   ever   having   been 
issued  under  it. 

Alonzo  Kinyon,  President. 
June  25,    '71. 

TRUST  MORTGAGE,  July  1,  1871,  The  Chicago  and  Rock  River  Railroad 
Company  to  Farmers  Loan  and  Trust  Company,  Trustee. 

This  mortgage  covers  the  Chicago  and  Rock  River  Railroad  Company, 
and  secures  an  issue  of  bonds  amounting  to  $20,000  per  mile.  These  bonds 
are  dated  July  1,  1871,  have  thirty  years  to  run,  bear  interest  at  the  rate 
of  eight  per  cent,  payable  semi-annually,  and  mature  July  1,  1901. 

This  Indenture,  made  this  first  day  of  July,  in  the  year  of  our  Lord  one 
thousand  eight  hundred  and  seventy-one  (1871),  between  the  Chicago 
and  Rock  River  Railroad  Company,  a  corporation  duly  organized  under 
and  in  accordance  with  the  laws  of  the  State  of  Illinois,  party  of  the  first 
part,  and  the  Farmers  Loan  and  Trust  Company  of  New  York  City,  trustee 
herein,  party  of  the  second  part,  witnesseth : — 

That  whereas,  the  Chicago  and  Rock  River  Railroad  Company,  pursuant  to 
the  terms  of  the  special  charter  creating  said  company,  and  other  acts  of  the 
Legislature  of  the  said  State  of  Illinois  creating  it,  and  of  the  organization 
of  said  company  under  and  in  accordance  therewith,  is  engaged  in  con- 
structing a  railroad  to  extend  from  Rock  Falls,  in  Whiteside  County  in  said 
State  of  Illinois,  running  in  an  easterly  direction  to  a  place  called  Calumet 
Station,  in  Cook  County,  in  said  State,  a  distance  of  about  one  hundred 
and  ten  miles,  and  has  already  located  and  graded  a  portion  of  said  road, 
and  is  now  engaged  in  laying  iron  on  the  same. 

And  whereas,  the  said  Chicago  and  Rock  River  Railroad  Company  is 
desirous  of  borrowing  money  to  an  amount  not  exceeding  twenty  thousand 


CORPORATE  HISTORY  1047 

dollars  ($20,000)  per  mile  on  the  length  of  their  said  road,  to  aid  in 
the  construction  of,  and  to  be  applied  to  the  purchase  and  transportation  of 
or  in  payment  for  materials,  superstructure,  and  equipments  for  said  road, 
and  has  resolved  to  execute  the  bonds  of  said  company  therefor  in  amounts 
not  exceeding  twenty  thousand  dollars  ($20,000)  per  mile,  as  aforesaid, 
upon  its  said  railroad  extending  from  Rock  Falls  to  Calumet  Station  afore- 
said, which  said  bonds  are  to  be  in  sums  of  one  thousand  dollars  ($1,000), 
each  bearing  date  the  first  day  of  July,  A.  D.  eighteen  hundred  and  seventy- 
one,  having  thirty  years  to  run  to  maturity,  to  bear  interest  at  eight  per- 
cent per  annum,  free  of  government  tax,  payable  semi-annually  on  the  first 
day  of  January  and  July  in  each  year,  at  the  office  of  the  company  in  the 
city  of  Chicago,  or  at  the  office  of  their  agency  in  the  city  of  New  York 
or  in  the  city  of  Boston,  Massachusetts,  where  both  principal  and  interest 
are  made  payable,  or  at  such  other  place  as  the  said  company  may  designate 
for  that  purpose;  all  of  which  said  bonds  are  to  bear  the  same  date  and 
are  to  stand  equally  secured  by  this  deed  of  trust  and  are  to  be  duly 
stamped  with  the  revenue  stamps  required  by  law  and  are  to  be  numbered 
consecutively  from  number  one  to  the  highest  number  which  may  be  issued, 
inclusive,  each  of  which  said  bonds  is  to  be  authenticated  by  a  certificate 
signed  by  the  trustee  in  this  deed  of  trust. 

And  whereas,  the  said  first  party  is  authorized  by  its  said  charter  and 
the  laws  aforesaid  to  secure  said  bonds  by  a  mortgage  of  the  whole  or  any 
part  of  its  said  railroad  and  property,  and  has  therefore  resolved  to  secure  the 
punctual  payment  of  the  same,  both  principal  and  interest,  by  a  trust 
mortgage  of  its  said  railroad  extending  from  Rock  Falls  to  Calumet  afore- 
said, and  of  all  of  its  corporate  property  and  franchises  of  every  nature 
and  kind  connected  therewith,  to  the  said  party  of  the  second  part,  trustees 
and  mortgagees  herein,  for  the  benefit  and  security  of  the  holders  of  said 
bonds. 

Now,  therefore,  this  indenture  witnesseth :  That  the  said  Chicago  and  Rock 
River  Railroad  Company,  in  order  to  secure  the  payment  of  its  said  bonds 
and  the  interest  thereon,  and  in  consideration  of  the  sum  of  five  dollars  to  it 
in  hand  paid  by  the  said  party  of  the  second  part,  at  the  ensealing  and 
delivery  of  these  presents,  the  receipt  of  which  is  hereby  acknowledged, 
has  granted,  bargained,  sold,  transferred,  and  conveyed,  and  by  these 
presents  doth  grant,  bargain,  sell,  transfer,  and  convey  to  the  said  party 
of  the  second  part,  its  successors  in  said  trust  and  assigns,  all  the  follow- 
ing and  all  the  above  described  property,  to  wit:  all  the  present  and  in 
future  to  be  acquired  property  of  the  said  railroad  company  in  and  relating 
to  the  said  railroad,  and  all  the  right,  title,  interest,  and  equity  of  redemp- 
tion therein,  that  is  to  say:  all  the  railroad  of  said  party  of  the  first  part, 
now  made  and  to  be  constructed,  extending  from  Rock  Falls  to  Calumet 
aforesaid,  including  the  right  of  way  therefor,  road  bed,  superstructure, 
iron,  ties,  chairs,  splices,  bolts,  nuts,  spikes,  and  all  the  lands  and  depot 
grounds,  station  houses,  depots,  viaducts,  bridges,  timber  and  materials,  and 
property  purchased  or  to  be  purchased  for  the  construction  of  the  said  rail- 
road, and  all  the  engines,  tenders,  cars,  and  machinery,  and  all  kinds  of  roll- 
ing stock  now  owned  or  to  be  hereafter  purchased  by  said  party  of  the  first 


1048      CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

part,  for  and  to  be  used  upon  said  railroad;  all  the  revenues  and  franchises 
and  rights  of  said  party  of  the  first  part  relating  thereto,  and  property 
acquired  by  virtue  thereof,  now  in  possession  or  hereafter  to  be  acquired, 
including  machine  shop,  tools,  implements,  and  personal  property  used 
therein  or  along  the  line  of  said  railroad. 

To  han  anil  to  hold  the  said  railroad  and  property,  and  all  and  singular 
the  said  premises  and  every  part  thereof,  with  the  appurtenances,  unto  the 
said  party  of  the  .second  part,  its  successors  in  said  trust  and  assigns,  but 
for  the  following  purposes  and  upon  the  following  express  trust,  that  is 
to  say:  in  case  the  said  Chicago  and  Rock  River  Railroad  Company  shall 
fail  to  pay  the  principal  or  any  pint  thereof,  or  any  of  the  interest  on  any 
of  the  bonds  secured  or  intended  to  be  secured  hereby,  at  any  time  when 
and  where  the  same  may  become  due  and  payable  according  to  the  tenor 
thereof,  and  for  thirty  days  thereafter,  then  and  in  such  case  all  of  said 
bonds,  both  principal  and  interest,  shall  thereupon,  at  the  option  of  the 
holders  thereof,  become  due  and  payable;  and  at  the  request  of  the  holders 
of  one  tenth  of  said  bonds,  the  party  of  the  second  part,  its  successors  in 
said  trust  or  assigns,  may  enter  into  and  take  possession  of  all  and  singular 
the  railroad  premises  and  property  hereby  conveyed,  and  as  the  attorneys 
in  fact  or  agents  of  said  firsl  party,  by  themselves  or  their  agents  duly 
constituted,  have,  use,  and  employ  the  same,  making  from  time  to  time 
all  needful  repairs,  alterations,  and  additions,  apply  tin'  proceeds  of  said 
premises  to  the  payment  of  the  principal  and  interest  of  all  of  such  bonds 
remaining  unpaid;  or  the  said  party  of  the  second  part,  its  successors  in 
said  trust  or  assigns,  at  their  discretion  may,  and  on  the  written  request 
of  the  holders  of  one  tenth  of  said  bonds  then  unpaid,  shall  cause  the  said 
premises,  or  so  much  thereof  as  shall  be  necessary  to  discharge  the  principal 
and  interest  of  all  of  said  bonds  as  may  be  unpaid,  together  with  the 
expenses  of  sale,  to  be  sold  at  public  auction  at  Chicago  in  the  said  State 
of  Illinois,  after  giving  thirty  days'  notice  of  the  time  and  place  and  terms 
of  such  sale,  by  publishing  the  same  in  one  of  the  principal  newspapers 
for  the  time  being  published  in  each  of  the  cities  of  Chicago,  Illinois,  New 
York  City,  and  Boston,  Mass.,  and  upon  such  sale  to  execute  to  the  pur- 
chaser or  purchasers  thereof  a  good  and  sufficient  deed  or  deeds  of  con- 
veyance in  fee  simple  for  the  same,  which  shall  be  a  bar  against  the  said 
Chicago  and  Rock  River  Railroad  Company,  party  of  the  first  part,  its 
successors  and  assigns,  and  all  persons  claiming  under  it  or  them,  of  all 
right,  interest,  or  claim  in  or  to  the  said  premises,  or  any  part  thereof; 
ami  the  said  trustee  shall,  after  deducting  from  the  proceeds  of  said  sale 
the  expense  thereof,  and  of  managing  the  said  property,  and  enough  to 
indemnify  and  save  themselves  harmless  from  and  against  all  liabilities 
arising  from  this  trust,  apply  so  much  of  the  proceeds  of  said  property 
as  may  be  necessary  to  the  payment  of  the  principal  and  interest  of  said 
bonds  remaining  unpaid,  whether  the  same  may  be  then  due  and  payable 
or  otherwise,  and  shall  restore  the  residue  thereof  to  the  said  party  of 
the  first  part,  its  successors  and  assigns.  It  being  expressly  understood 
and  agreed  that  in  no  case  shall  any  claim  be  made  or  advantage  taken 
of  valuation,  appraisement,   redemption,  or   extension  laws   by   said   party 


CORPORATE    HISTORY 


1049 


of  the  first  part,  its  successors  or  assigns,  nor  any  injunction  or  stay  of 
proceedings  be  had,  or  any  process  be  obtained  or  applied  for  by  it  to  them, 
to  prevent  such  entry,  sale,  and  conveyance  as  aforesaid. 

It  is  also  hereby  agreed  ami  understood  that  it  shall  be  lawful  for  the 
said  railroad  company,  party  of  the  first  part,  or  its  assigns,  to  dispose  of 
the  current  net  revenues  of  said  road  hereby  conveyed  as  it  or  they  shall 
elect,  until  default  shall  be  made  in  the  payment  of  the  principal  or  interest 
of  said  bonds  or  some  one  or  more  of  them;  and  the  said  party  of  the  first 
part,  for  itself  and  its  successors,  hereby  covenants  and  agrees  to  execute  and 
deliver  any  further  reasonable  and  necessary  conveyance  of  the  said  prem- 
ises or  any  part  thereof  to  the  said  party  of  the  second  part,  its  successors 
in  said  trust  and  assigns,  which  counsel  may  advise  for  the  more  fully  con- 
veying the  said  premises,  and  carrying  into  effect  the  objects  and  purposes 
of  these  presents,  and  of  making  them  embrace  the  property  and  effects 
so  conveyed  or  intended  to  be  conveyed. 

It  is  hereby  mutually  agreed  that  upon  the  payment  of  the  principal 
and  interest  of  said  bonds,  the  estate  hereby  granted  to  the  said  party 
of  the  second  part  shall  be  void,  and  the  right  to  the  premises  and  property 
hereby  conveyed  shall  revert  to  and  revest  in  said  party  of  the  first  part, 
its  successors  and  assigns,  without  any  acknowledgment  of  satisfaction,  re- 
conveyance, re-entry,  or  other  act;  and  it  is  also  hereby  mutually  agreed 
that  the  said  party  of  the  second  part,  its  successors  in  said  trust  and 
assigns,  shall  only  be  accountable  for  reasonable  diligence  in  the  manage- 
ment thereof,  and  shall  not  be  responsible  for  the  act  of  any  agent  em- 
ployed by  them,  when  such  agent  shall  have  been  employed  with  reasonable 
discretion;  and  that  the  said  party  of  the  second  part,  and  its  successors 
in  said  trust  and  assigns,  shall  be  entitled  to  reasonable  compensation  for 
their  labor  and  services  in  the  management  of  said  trust.  It  is  hereby 
agreed  and  understood  that  for  all  purposes  herein  contained,  the  Chicago 
and  Rock  River  Railroad  shall  be  considered  to  be  divided  into  two  divisions: 
the  first  forty-five  miles  of  said  road  running  east  from  Rock  Falls,  the  same 
or  most  of  which  is  now  graded,  shall  be  known  as  the  first  division,  and 
the  balance  of  said  road  shall  be  known  as  the  second  division. 

It,  is  hereby  further  agreed  and  understood  that  the  bonds  herein  pro- 
vided for  and  numbered  from  one  (1)  to  nine  hundred,  both  inclusive, 
shall  be  issued  by  said  trustee,  for  the  purpose,  and  the  same  are  hereby 
designated  and  appropriated  for  the  construction  and  equipment  of  that 
portion  of  said  railroad  known  herein  as  the  first  division,  and  they  are 
to  be  issued  by  the  said  trustee  exclusively  and  only  for  the  construction 
thousand  dollars  ($20,000)  per  mile,  and  the  bonds  herein  provided  for  in 
and  equipment  of  that  portion  of  said  railroad,  and  not  to  exceed  twenty 
the  second  division  of  said  railroad  shall  not  be  issued  by  said  trustee 
until  the  railroad  is  wholly  graded  and  bridged  ready  for  the  ties  and 
iron,  and  not  in  any  case  to  exceed  twenty  thousand  dollars  ($20,000)  per 
mile.  It  is  also  expressly  understood  and  agreed  that  no  bond  shall  be 
deemed  to  be  secured  by  or  issued  under  this  mortgage  unless  the  same  is 
countersigned  by  the  trustee  herein  named  in  said  trust,  and  that  the 
proceeds   of   the  above-mentioned   bonds   of   said   first   party,   or   so   much 


1050      CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

thereof  as  may  be  necessary  for  that  purpose,  shall  be  applied  to  the 
objects  and  purposes  hereinbefore  mentioned,  and  not  otherwise:  provided, 
nevertheless,  that  the  said  party  of  the  second  part  shall  and  may  deliver 
to  said  railroad  company  the  said  bonds  issued  for  the  respective  divisions 
of  said  railroad  from  Rock  Falls  easterly  to  Calumet  Station,  as  herein- 
before mentioned,  upon  the  orders  of  the  president  and  secretary  of  said 
company,  and  the  certificate  of  the  said  officers  that  the  proceeds  of  said 
bonds  are  to  be  used  exclusively  and  only  for  the  construction  and  equip- 
ment of  said  railroad,  and  that  the  said  bonds  so  delivered  do  not  exceed 
twenty  thousand  dollars  per  mile;  and  the  said  party  of  the  second  part 
shall  not  lie  Liable  for  any  breach  or  omission  of  said  railroad  company 
to  perform  or  comply  with  the  provisions  of  this  instrument,  having  refer- 
ence to  the  delivery  of  said  bonds  by  the  party  of  the  second  part. 

And  the  said  party  of  the  second  part  hereby  accepts  the  trust  created 
by  these  presents. 

In  witness  whereof,  the  said  Chicago  and  Rock  River  Railroad  Company 
has  caused  its  corporate  seal  to  be  hereto  affixed,  attested  by  the  secretary, 
and  its  corporate  name  to  be  hereunto  subscribed  by  its  president,  and  the 
said  party  of  the  second  part  has  also  hereunto  set  its  hand  and  seal,  all 
on  the  day  and  year  first  above  written. 

[seal]  The  Chicago  and  Rock  River  Railroad  Company, 

By  Alonzo  Kinyon,  President. 
Attest:   Jas.  Rosebrough,  Secretary. 
[seal]  The   Farmers  Loan  and  Trust  Company,  N.  Y., 

By  R.  G.  Rolston,  Pres. 
Attest:  GEO.  P.  Fitch,  Secretary. 

State  of  Illinois,  ) 

r  SS. 

Counts  of  Lee,      \ 

Be  it  n  mi  mbered  that  on  this  fourth  day  of  November,  A.D.  1871,  before 
me,  a  notary  public  residing  in  the  city  of  Amboy,  county  of  Lee  and  State 
of  Illinois,  duly  commissioned  by  the  governor  of  the  State  of  Illinois  to  take 
acknowledgments  and  proofs  of  deeds  and  other  instruments  in  writing  under 
seal,  to  be  recorded  in  said  State  of  Illinois,  personally  came  Alonzo  Kinyon, 
president  of  the  Chicago  and  Rock  River  Railroad  Company,  who  is  known 
to  me  to  be  the  person  whose  name  is  signed  to  the  foregoing  deed  of 
conveyance,  who,  being  by  me  duly  sworn,  deposes  and  says  that  he  resides 
in  the  city  of  Amboy,  in  the  county  of  Lee  and  State  of  Illinois,  that  he  is 
president  of  the  Chicago  and  Rock  River  Railroad  Company,  that  he  knows 
the  corporate  seal  of  said  company,  that  the  seal  affixed  to  the  foregoing 
conveyance  is  the  corporate  seal  of  said  company,  that  it  was  affixed  by 
order  of  said  company,  and  that  he  signed  his  name  to  said  conveyance 
by  like  order  as  president  of  said  company;  and  acknowledged  that  he 
executed  and  delivered  the  said  deed  as  his  free  and  voluntary  act  for 
the  uses  and  purposes  therein  set  forth,  and  that  the  said  company  also 
executed  said  conveyance  as  its  free  and  voluntary  act  for  the  uses  and 
purposes  therein  set  forth. 


CORPORATE  HISTORY  1051 

In  witness  whereof,  I  have  hereunto  set  my  hand  and  official  seal,  this 
fourth  day  of  November,  A.  D.  1871. 
[seal]  Charles  E.  Ives, 

Notary  Public. 

State  of  New  York,  ) 

City  and  County  of  New  York.  ) 

On  the  tenth  day  of  November,  A.  D.  1871,  before  me,  Edwin  F.  Corey, 
Junior,  a  notary  public  of  the  city  of  New  York,  personally  appeared 
Eoswell  G.  Eolston,  to  me  known,  and  known  to  me  to  be  the  president 
of  the  Farmers  Loan  and  Trust  Company,  who,  being  by  me  duly  sworn, 
did  depose  and  say  that  he  resides  in  the  city  of  New  York,  that  he  knows 
the  corporate  seal  of  the  said  company,  that  the  seal  which  is  affixed  to  the 
foregoing  instrument  was  such  corporate  seal,  and  was  so  affixed  by 
authority  of  the  board  of  directors  of  the  said  company,  and  that  he 
signed  his  name  thereto  as  president  by  a  like  authority. 

In  witness  whereof,  I  have  hereunto  set  my  hand  and  affixed  my  official 
seal,  the  day  and  year  aforesaid. 
[seal]  Edwin  F.   Corey,  Jun., 

Notary  Public. 

Filed  Nov.  16,  1871,  at  2  o'clock  P.  M. 

State  of  Illinois,) 

v  SS. 

County  of  Lee.       ) 

I,  Eemington  Warriner,  clerk  of  the  Circuit  Court,  and  ex  officio  recorder 
of  deeds  in  and  for  the  county  of  Lee,  in  the  State  of  Illinois,  do  hereby 
certify  that  the  above  and  foregoing  is  a  full  and  correct  copy  of  a  certain 
trust  deed  of  record  in  my  said  office,  as  the  same  appears  in  Volume  B, 
at  pages  243,  244,  245,  246,  24?,  and  248  of  the  Eecords  of  Mortgages 
in  said  Lee  County. 

In  witness  whereof,  I  have  hereunto  set  my  hand  and  affixed  the  seal  of 
said  Circuit  Court,  at  my  office  in  the  city  of  Dixon,  said  Lee  County,  this 
28th  day  of  February,  A.  D.  1882. 
[seal]  Eemington  Warriner, 

Cleric. 


EECOEDED  IN   ILLINOIS 

County 

Date 

Bool; 

Page 

Whiteside 

Nov.  14,  1871 

55 

166 

DeKalb 

Nov.  15,  1871 

31 

38 

Lee 

Nov  16,  1871 

E 

243 

Kendall 

Nov.  24,  1871 

31 

334 

Will 

Dec.  1,  1871 

121 

481 

ILLINOIS  VALLEY  AND  NORTHERN 
RAILROAD  COMPANY 

This  company  Avas  incorporated  May  25,  1887,  under  the 
provisions  of  the  General  Laws  of  Illinois.  The  Articles  of 
Incorporation  were  filed  with  the  Secretary  of  State  on  May 
25,  1887. 

By  its  Articles,  the  line  of  road  was  defined  as  follows,  to  wit : 

"It  is  intended  to  construct  a  line  of  railroad  from  a  point  on 
the  Mendota  and  Clinton  Branch  of  the  Chicago,  Burlington 
&  Quincy  Railroad,  at  or  near  the  town  of  Walnut,  Bureau 
County.  111.;  thence  in  a  southeasterly  direction,  through  the 
Counties  of  Bureau  and  La  Salle,  to  a  connection  with  the 
Aurora  and  Streator  Branch  of  the  Chicago,  Burlington  & 
Quincy  Railroad  Company,  within  or  near  the  City  of  Streator, 
La  Salle  County.  111." 

It  was  organized  at  La  Salic  May  31,  1887.  It  built  a  rail- 
road between  two  stations  of  the  Chicago,  Burlington  &  Quincy 
Railroad  Company  that  is  from  Walnut,  to  Streator,  fifty-nine 
and  nine-tenths  miles,  the  line  being  completed  June  1,  1888, 
and  forming  a  connection  between  those  two  points. 

It  was  leased  to  the  Chicago,  Burlington  &  Quincy  Railroad 
Company  January  2,  1888,  and  conveyed  to  that  company  by 
iU'dl  dated  June  1,  1899. 

ARTICLES   OF   INCORPORATION,    May   25,  1887,   Illinois  Valley   and 
Northern  Railroad  Company. 

YV.  .  th^  undersigned,  do  hereby  associate  ourselves  together  for  the 
purpose  of  constructing,  purchasing,  operating,  leasing  and  using  a  rail- 
road in  the  state  of  Illinois,  and  do  adopt  the  following  articles  of  in- 
corporation. 

ART.    I. 

The  name  of  the  corporation  shall  be  the  "Illinois  Valley  and  North- 
ern Railroad  Company." 

ART.    II. 

It  is  intended  to  construct  a  line  of  railroad  from  a  point  on  the 
Mendota   and   Clinton   Branch   of  the   Chicago,   Burlington   and   Quincy 

1052 


CORPORATE  HISTORY  1053 

Railroad  at  or  near  the  town  of  Walnut,  Bureau  County,  Illinois,  thence 
in  a  southeasterly  direction  through  the  Counties  of  Bureau  and  La 
Salle  to  a  connection  with  the  Aurora  and  Streator  branch  of  the  Chica- 
go, Burlington  and  Quincy  Railroad  within  or  near  the  City  of  Streator, 
La  Salle  County,  Illinois. 

ART.    III. 

The  principal  office  of  said  corporation  shall  be  at  La  Salle,  in  La  Salle 
County,  Illinois. 

ART.    IV. 
Said  corporation  shall  commence  on  the  twenty-fifth  day  of  May,  A.  D., 
1887,  and  continue  fifty  years  and  for  such  longer  period  as  may  be  pro- 
vided by  law. 

ART.   V. 

The  amount  of  the  capital  stock  of  said  corporation  shall  be  one  mil- 
lion five  hundred  thousand   ($1,500,000.00)    dollars. 

ART.    VI. 

The  names  and  residences  of  the  several  persons  forming  the  associa- 
tion for  incorporation  are  Charles  C.  Upham,  St.  Paul,  Minnesota; 
Thomas  C.  Edwards,  Chicago,  Illinois;  Clement  K.  Pittman,  Chicago, 
Illinois;  Frederick  K.  Copeland,  Chicago,  Illinois,  and  John  C.  Osgood, 
Denver,  Colorado. 

ART.    VII. 

Charles  C.  Upham,  Thomas  C.  Edwards,  Clement  K.  Pittman,  Fred- 
erick K.  Copeland  and  John  C.  Osgood  shall  compose  the  first  board  of 
directors.  The  management  of  the  affairs  of  said  corporation  shall  be 
vested  in  its  board  of  directors  which  shall  elect  a  president,  vice-presi- 
dent, secretary  and  treasurer  and  appoint  such  other  officers  as  it  shall 
deem  necessary. 

ART.    VIII. 

The  number  of  shares  of  capital  stock  shall  be  fifteen  thousand 
(15,000)    shares   of   one  hundred    ($100.00)    dollars   each. 

In  Witness  Whereof,  we  have  hereunto  set  our  hands  and  seals  this  twenty- 
third  day  of  May,  A.  D.,  1887. 

Chas.  C.  Upham. 

Thomas  C.  Edwards. 

Clement  K.  Pittman. 

Frederick  K.  Copeland. 

John  C.  Osgood. 
United  States  of  America,  ) 

r  SS. 

State  of  Illinois  \ 

office  of  secretary. 
I,  Henry  D.  Dement,  Secretary  of  State  of  the  State  of  Illinois,   do 
hereby  certify  that  the  foregoing  Articles  of  Incorporation  of  the  Illi- 


1054      CHICAGO,    BURLINGTON   &  QUINCY  RAILROAD  COMPANY 

nois  Valley  and  Northern  Railroad  Company  wore  filed  for  record  in  the 
office  of  the  Secretary  of  State  of  the  State  of  Illinois,  on  the  2.1th  day 
of  May  A.  D.  1887,  at  11:30  o'clock  A.  M.,  and  duly  recorded  in  Book 
No.   6   of   Railroad   Records,   at   page   380   and   381. 

In  Witness  Whereof,  I  herto  set  my  hand  and  affix  the  Great  Seal  of 
State,  at  the  City  of  Springfield,  this  25th  day  of  May  A.  D.  1887. 

[SEAL] 

Henry  D.  Dement, 

Secretary  of  State. 

RECORDED    IN  ILLINOIS 

vty  But:  Boole  Page 

Bureau  May  25,  1887  92  452 

LaSalle  August  8,  1887  240  487 

LEASE,  January   2,   1888,  Illinois  Valley  and   Northern   Railroad   Com- 
pany td  Chicago,  Burlington  &  Quincy  Railroad  Company. 

This  Indenture  of  <'t>nt met  and  Lease,  Made  this  Second  day  of  January 
A.  D.,  ISMS,  by  and  between  the  Illinois  Valley  and  Northern  Railroad 
Company,  party  of  the  first  part,  and  the  Chicago,  Burlington  and 
Quincy  Railroad  Company,  party  of  the  second  part,  said  parties  being 
corporations  organized  ami  existing  under  and  in  accordance  with  the 
law-    i.f    the    Mate    of    I  llinois; 

II  itnesseth:  That,  Whereas,  The  said  first  party,  pursuant  to  the  statutes 
of  the  state  of  Illinois,  and  of  its  organization  as  a  corporation,  as 
aforesaid,  is  authorized  to  construct,  maintain,  ami  operate  a  railroad 
commencing  at  a  point  on  the  Mendota  and  Clinton  Branch  of  the 
Chicago,  Burlington  and  Quincy  Railroad,  at  or  near  the  town  of 
Walnut,  Bureau  County,  Illinois,  and  running  thence  in  a  southeasterly 
direction  through  tin-  counties  of  Bureau  and  La  Salle  to  a  connection 
with  the  Aurora  and  Streator  Branch  of  the  Chicago,  Burlington  and 
Quincy  Railroad,  within  or  near  the  City  of  Streator,  La  Salle  County, 
Illinois,  and  has  already  commenced  the  construction  of  its  said  rail- 
road,  as  hereinbefore  described,  the  remaining  portions  of  the  road  to 
be  built  from  time  to  time,  as  the  Board  of  Directors  of  said  Company 
may  determine;   and 

Whereas,  Said  Company  has  resolved  to  borrow  not  to  exceed  Twenty 
thousand  (20,000)  dollars  per  mile  for  each  mile  and  fraction  thereof 
of  single  track  of  its  constructed  main  and  branch  lines  of  road,  and 
Ten  thousand  (10,000)  dollars  additional  for  each  mile  of  second  track, 
when  built,  to  aid  in  paying  for  the  construction  thereof,  and  to  issue 
its  several  bonds  for  the  amounts  so  borrowed,  all  payable  to  bearer, 
and  to  bear  date  the  Second  day  of  January,  A.  D.  1888,  to  have 
Forty  (40)  years  from  their  date  to  run  to  maturity,  to  bear  interest 
at  the  rate  of  Six  (6)  per  cent,  per  annum,  payable  semi-annually,  on 
the  First  day  of  January  and  the  First  day  of  July  in  each  year,  at 
the   office   of    the    Chicago,    Burlington    &    Quincy   Railroad   Company   in 


CORPORATE  HISTORY 


1055 


the  city  of  Boston,  Massachusetts,  where  the  principal  is  also  to  be 
paid;  and  has  secured  the  payment  of  all  said  bonds,  issued  and  to  be 
issued,  by  a  trust  mortgage,  to  which  this  Lease  is  subject,  and  for 
the  provisions  of  which  reference  is  hereby  had,  to  Henry  Parkman 
and  William  J.  Ladd,  of  Boston,  Massachusetts,  trustees  therein,  upon 
its  road  and  branches,  constructed  and  to  be  constructed,  described  as 
aforesaid,  and  extending  from  Walnut  to  Streator,  including  all  its 
rights  of  way  and  lands  occupied  thereby,  road-bed,  superstructure, 
depot  grounds,  depot  buildings,  and  all  other  of  its  said  property  con- 
nected therewith,  together  with  the  rights,  privileges,  and  franchises 
belonging  thereto,  which  said  trust  mortgage  bears  date  January  Second, 
A.  D.  1888,  and  will  be  recorded  in  the  counties  through  which  said 
railroad  runs;   and 

Whereas,  The  proceeds  of  said  bonds,  and  the  other  means  of  said  Com- 
pany, will  be  sufficient  only  for  the  construction  and  completion  of 
said  road-bed  and  superstructure,  and  will  leave  said  first  party  without 
means  to  procure  equipment  necessary  for  the  maintenance  and  opera- 
tion of  its  said  railroad;  and  in  order  that  the  same  may,  when  com- 
pleted, be  equipped,  maintained,  and  operated  in  such  manner  as  the 
public  convenience  may  require,  and  also  that  means  may  be  provided 
for  the  payment  of  the  semi-annually  accruing  interest  on  said  bonds, 
issued  and  to  be  issued,  so  that  the  same  may  be  negotiated  at  reasonable 
rates,  it  has  resolved  to  enter  into  the  agreements  hereinafter  con- 
tained, and  in  reference  to  the  subject  matter  of  which  the  respective 
parties  hereto  are  fully  authorized  by  law  to  contract  as  herein  pro- 
vided; and 

Whereas,  The  second  party  owns  and  is  operating  a  continuous  and 
connected  line  of  railroad,  extending  from  Chicago,  in  the 
State  of  Illinois,  across  and  through  the  State  of  Illinois,  and  connecting 
at  Walnut,  Illinois,  with  the  railroad  of  the  first  party,  the  roads  of 
the  two  parties  thus  forming  a  continuous  line  of  railroad  from  the 
City  of  Chicago,  in  the  State  of  Illinois,  to  the  said  City  of  Streator; 

Now,  Therefore,  This  Indenture  Witnesseth:  That  the  first  party,  in  con- 
sideration of  the  covenants  and  agreements  herein  contained,  to  be 
kept  and  performed  by  the  said  second  party,  hath  granted,  demised, 
and  leased,  and  by  these  presents  doth  grant,  demise,  and  lease,  unto 
the  said  second  party,  its  successors  and  assigns,  all  the  following 
described  property  of  the  said  Illinois  Valley  &  Northern  Eailroad  Com- 
pany, that  is  to  say: 

All  its  railroad,  extending  from  Walnut  to  Streator,  aforesaid,  to 
the  points  hereinbefore  in  the  first  instance  set  out,  constructed  and 
to  be  constructed,  and  especially  including  that  portion  thereof  now 
under  construction  between  Walnut  and  Streator  aforesaid,  including 
all  its  rights  of  way  and  lands  occupied  thereby,  superstructure  and 
tracks  thereon  and  to  be  placed  thereon,  and  all  materials  used  therein 
and  procured  or  to  be  procured  therefor;  all  bridges,  viaducts,  fences, 
depot  grounds  and  buildings  thereon  and  to  be  placed  thereon,  and  all 
machine    shops,    and   all    other    property,    real    or   personal,    appertaining 


1056       CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

to  said  railroad,  and  to  the  use  thereof,  now  owned  or  hereafter  to  be 
acquired  by  said  first  party,  together  with  the  rents,  revenues,  and 
income  to  be  had,  levied,  or  derived  therefrom  and  all  the  rights, 
privileges,  and  franchises  of  said  first  party  in,  to,  or  concerning  said 
railroad,  constructed  and  to  be  constructed,  and  every  part  thereof. 

To  Have  and  to  Bold  the  above  described  railroad,  premises,  and  property, 
with  the  appurtenances,  rights,  privileges,  and  franchises  appertaining 
thereto,  unto  the  said  party  of  the  second  part,  its  successors  and 
assigns,  from  the  day  of  the  date  hereof,  for  and  during  the  chartered 
existence  of  said  first  party,  and  during  the  extension  or  extensions, 
renewal  or  renewals,  of  the  chartered  rights  and  existence  of  said  first 
party,  if  said  renewals  or  extensions  shall  be  had  as  hereinafter  pro- 
vided; absolute  and  exclusive  possession  to  be  delivered  to  said  second 
party,  its  successors  and  assigns,  of  the  said  section  of  railroad  now 
under  construction,  as  aforesaid,  as  soon  as  the  same  is  completed,  and 
of  the  remaining  sections  or  portions  thereof  when  and  as  soon  as  built. 

Said  first  party  further  agrees  that,  during  the  continuance  of  this 
lease  and  the  life  of  its  present  charter,  it  will  keep  up  its  corporate 
organization,  by  the  annual  election  of  its  directors  and  officers,  and 
the  performance  of  such  other  acts  as  may  be  required  by  law  for  that 
purpose. 

And  Further;  that  at  the  expiration  of  its  present  charter,  it  will, 
;it  the  request  of  said  second  party,  its  successors  or  assigns,  in  case 
the  mortgage  herein  mentioned  shall  not  in  the  meantime  have  been 
foreclosed,  cause  its  chartered  rights,  powers,  and  franchises  to  be 
ren.wcd  and  extended  for  another  term  of  Fifty  (50)  years,  or  for 
such  other  or  further  period  as  may  at  that  time  be  authorized  by  law; 
and  will,  in  like  manner,  and  on  like  request,  at  each  successive  expira- 
tion  of  its  chartered  lights  (provided  always  that  no  foreclosure  of 
mortgage  has  taken  place),  renew  and  extend  the  same;  and  will, 
during  all  such  renewals  and  extensions,  keep  up  and  maintain  its 
organization,  so  as  in  effect  to  make  such  corporation  a  continuous  one; 
and  will,  at  the  termination  of  its  present  chartered  existence,  and  at 
the  termination  of  each  successive  renewal  and  extension  thereof,  as 
hereinbefore  provided,  at  the  request  of  the  second  party,  its  successors 
or  assigns,  in  case  no  foreclosure  of  mortgage  shall  have  been  had, 
renew  and  extend,  or  cause  to  be  renewed  and  extended,  this  lease,  on 
the  terms,  conditions,  and  stipulations  herein  provided,  so  as  in  effect 
to  make  the  same  perpetual. 

The  said  second  party,  in  consideration  of  the  premises,  hereby  agrees 
to  take  full  possession  of  the  railroad,  premises,  and  property  hereby 
demised,  and  to  pay  or  cause  to  be  paid  all  taxes  and  assessments  that 
may  be  lawfully  levied,  charged,  or  assessed  on  said  demised  railroad, 
premises,  and  property,  or  any  part  thereof,  during  the  continuance  of 
this  lease  and  all  renewals  thereof;  and  to  procure  and  place  on  said 
railroad  such  and  such  an  amount  of  rolling  stock  as  may  be  reasonably 
required  in  the  transaction  of  the  business  of  said  demised  railroad,  and 


CORPORATE  HISTORY  1057 

to  keep  the  same  in  good  condition,  and  to  maintain  and  operate  said 
railroad  in  such  manner  as  may  be  required  to  reasonably  accommodate 
the  country  through  which  said  demised  railroad  passes.  And  it  is 
expressly  agreed  and  understood,  that  when  and  as  soon  as  any  additional 
section  or  sections  of  said  railroad  shall  be  built,  the  second  party 
will  take  possession  thereof  and  operate  the  same  under  and  in  pursuance 
of  the  terms  of  this  instrument;  and  this  Lease  shall  be,  and  be  held 
to  be,  applicable  to  such  sections  hereafter  to  be  constructed  in  all 
respects  the  same   as  to   the   portion  now  built. 

And,  in  addition  to  the  foregoing,  the  second  party  agrees  to  pay 
an  annual  rental  of  Thirty  (30)  per  cent,  of  the  gross  earnings  of  the 
demised  railroad  on  all  joint  business,  gross  earnings  to  be  computed 
upon  a  pro  rata  basis  according  to  the  distances  carried  respectively 
on  the  roads  of  the  parties  hereto,  which  said  Thirty  (30)  per  cent,  of 
gross  earnings,  the  said  second  party  guarantees  shall  amount  to  a 
sum  sufficient  to  pay  the  semi-annually  accruing  interest  on  the  bonds 
herein  mentioned  and  contemplated,  and  which  shall  be  paid  semi- 
annually on  the  First  days  of  January  and  July  in  each  year,  at  the 
office  of  the  second  party  in  the  city  of  Boston,  Massachusetts,  to  the 
trustees  named  in  said  deed  of  trust,  or  to  their  successors  in  said  trust, 
and  so  much  thereof  as  may  be  necessary  to  be  used  and  applied  by 
them  to  pay  and  take  up  the  semi-annually  maturing  coupons  attached 
to  said  bonds,  until  all  are  paid,  and,  after  the  maturity  of  said  bonds, 
to  be  applied  to  the  payment  of  interest  thereon  at  the  rate  of  Six 
(6)  per  cent,  per  annum,  payable  semi-annually  at  the  same  time  and 
place,  until  the  expiration  of  the  chartered  rights  of  said  first  party; 
and  any  balance  remaining  in  their  hands  at  the  end  of  each  year,  and  not 
required  for  the  payment  of  coupons  and  interest  as  herein  provided,  shall 
be  paid  to  the  first  party,  its  successors  or  assigns.  Provided,  however, 
that,  in  case  a  foreclosure  of  mortgage  shall  be  had  before  or  after  the 
maturity  of  said  bonds,  or  before  the  expiration  of  the  chartered  rights 
of  said  company,  then  and  thereafter  this  lease  shall  cease  and  determine. 

And  Further,  in  case  no  foreclosure  of  said  mortgage  shall  take  place 
before  the  expiration  of  the  chartered  existence  of  said  first  party,  and 
in  case  new  bonds,  secured  by  mortgage,  as  hereinafter  provided,  shall 
be  executed  and  delivered  to  take  the  place  of  the  bonds  herein  men- 
tioned, and  this  lease  shall  be  renewed  as  herein  provided,  then  the 
said  rent,  or  as  much  thereof  as  may  be  required,  shall  be  appropriated 
by  the  trustees  therein  to  paying  and  taking  up  the  coupons  that  shall 
be  attached  to  the  same,  and,  in  like  manner,  to  paying  and  taking  up 
the  coupons  on  successive  issues  of  the  bonds,  as  hereinafter  provided, 
so  long  as  no  foreclosure  shall  be  had  of  such  subsequent  and  successive 
mortgages;  it  being  understood  that  a  foreclosure,  whenever  had,  shall 
terminate  any  lease  which  may  be  executed  as  herein  provided. 

And  Further,  in  case  no  foreclosure  shall  have  taken  place  at  the  termina- 
tion of  the  present  charter  of  said  first  party,  and  in  case  the  holders 
of  the  said  bonds  shall  consent,  and  the  second  party  shall   so  request 


1058       CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

in  writing,  the  said  first  party,  having  renewed  and  extended  its  charter 
and  executed  and  delivered  another  lease,  as  hereinbefore  provided, 
agrees  that  it  will  make,  execute,  and  deliver  other  bonds  in  like  amount, 
drawing  the  same  rate  of  interest,  and  of  like  character  to  those  herein- 
before mentioned,  to  take  their  place  and  run  during  the  continuance 
of  said  renewed  charter;  and  that  it  will  in  like  manner  secure  the 
payment  thereof  by  a  trust  mortgage  on  the  property  herein  described, 
of  like  character  to  the  one  hereinbefore  mentioned;  and  that  it  will 
thereafter,  at  each  expiration  df  its  renewed  charter  and  this  lease,  as 
herein  contemplated,  with  the  consent  of  the  bondholders,  and  at  the 
like  request  of  the  second  party,  its  successors  and  assigns,  make, 
execute,  and  deliver  successive  bonds  and  mortgages  of  like  character, 
to   take  the  place   of  those   previously   existing. 

But  in  the  meantime,  and  at  no  time,  shall  said  first  party,  its 
successors  or  assigns,  execute  any  second  mortgage,  or  any  mortgages 
other  than  those  hereinbefore  mentioned  or  provided  for,  on  the  property 
herein  described,  or  any   part   thereof. 

It  is  Mutually  Agreed,  that  the  rent  herein  reserved  shall  commence  on 
tin'  Second  day  of  January  1888,  and  continue  thereafter  as  herein 
provided;  and  further,  that  in  case  this  lease  shall  be  terminated  at 
any  time,  for  any  cause,  said  first  party,  its  successors  and  assigns, 
before  it  shall  be  entitled  to  the  possession  of  said  demised  premises, 
or  any  part  thereof,  shall  pay  to  the  second  party,  its  successors  and 
assigns,  the  original  cost  of  all  additional  construction  which  the  second 
party  may  deem  it  necessary  or  proper  to  make  on  said  demised  premises, 
and  of  all  permanent  improvements  made  thereon  and  on  any  part 
thereof,  together  with  interest  thereon  at  the  rate  of  Six  (6)  per  cent, 
per  annum,  from  the  time  of  the  completion  of  each  item  of  construction 
and  improvement,  and  for  all  such  expenditures,  ami  the  interest  thereon, 
the  second  party  shall  have  a  lien,  which  shall  entitle  it  to  hold  posses- 
sion and  use  of  said  demised  premises,  and  the  revenues  to  be  derived 
therefrom,  until  the  same  shall  be  paid. 

It  is  Mat iiiini/  anil  Expressly  Agreed,  That  the  capital  stock  of  said 
first  party  shall  not  exceed  the  sum  of  One  Million,  Five  Hundred 
Thousand  (1,500,000)  dollars,  and  that  no  other  or  greater  amount  of 
stock  shall  ever  be  created,  authorized,  or  issued  by  said  first  party,  its 
successors  and  assigns,  by  amendment  of  its  charter  or  otherwise,  with- 
out the  written  consent  of  the  second  party,  its  successors  and  assigns; 
and  further,  that  the  covenants  and  agreements  herein  contained  shall 
be  binding  upon  the  successors  and  assigns  of  the  respective  parties 
hereto. 

In  Witness  Whereof,  the  parties  hereto  have  caused  their  corporate  names 
to  be  hereunto,  and  to  one  other  original,  subscribed  by  their  respective 
Presidents,  and  their  corporate  seals  to  be  hereto,  and  to  one  other 
original,  affixed  and   attested,   upon   the   part   of   the  first   party  by  its 


CORPORATE  HISTORY  1059 

Secretary,  and  upon  the  part  of  the  second  party  by  its  Secretary,  the 
day  and  year  first  above  written. 

ILLINOIS  VALLEY  AND  NOETHEEN  EAILEOAD  COMPANY, 
[seal]  By  J.  C.  Osgood, 

Attest:  Vice  President. 

Glenn  W.  Traer, 

Secretary. 
CHICAGO,  BUELINGTON  AND  QUINCY  EAILEOAD  COMPANY, 
[seal]  By  C.  E.  Perkins, 

Attest :  President. 

T.  S.  Howland, 

Secretary. 

DEED  June  1,  1899,  Illinois  Valley  and  Northern  Eailroad  Company  to 

Chicago,  Burlington  &  Quincy  Eailroad  Company. 

This  Indenture,  Made  this  first  day  of  June,  A.  D.  1899,  by  and  between 
the  Illinois  Valley  and  Northern  Eailroad  Company,  party  of  the  first  part, 
and  the  Chicago,  Burlington  &  Quincy  Eailroad  Company,  party  of  the 
second  part,  both  being  corporations  created,  organized,  and  existing  under 
and  by  virtue  of  the  laws  of  the  State  of  Illinois,  WITNESSETH:    That, 

Whereas,  The  first  party,  being  thereto  duly  authorized  by  law,  is  the 
owner  of  the  following  described  railroad  in  the  State  of  Illinois,  to-wit: 

Beginning  at  Streator,  in  La  Salle  County,  extending  thence  north- 
westerly to  walnut,  in  Bureau  County,  a  distance  of  about  fifty-eight  and 
seventy-six  hundredths   (58.76)   miles;   and, 

Whereas,  The  railroad  of  the  first  party  connects  with  the  raliroads 
of  the  second  party,  and  forms  therewith  a  continuous  and  connected  line 
of   railroad ;    and, 

Whereas,  The  second  party  is  now  in  possession  of  and  operating  the 
said  above  described  railroad,  in  connection  with  its  own  railroads,  under 
a  lease  substantially  in  perpetuity,  and  has  offered  to  purchase  the  re- 
maining interests,  property,  and  franchises  of  the  first  party  in  and  to 
said  railroad,  upon  the  terms  and  conditions  hereinafter  stated,  which 
have  been  agreed  to  by  the  directors  of  both  the  said  companies,  and 
approved  by  the  stockholders  owning  and  holding  two-thirds  in  amount 
of  the  capital  stock  of  the  parties  of  the  first  and  second  parts  in  manner 
and  form  as  required  by  law: 

Now,  Therefore,  This  Indenture  Witnesseth:  That  the  said  party  of  the 
first  part,  for  and  in  consideration  of  five  dollars  to  it  in  hand  paid,  the 
receipt  of  which  is  hereby  acknowledged,  and  other  good  and  valuable 
considerations,  has  granted,  bargained,  and  sold,  and  by  these  presents 
does  grant,  bargain,  sell  and  convey,  release,  assign,  and  transfer,,  to  the 
said  party  of  the  second  part,  all  and  singular  the  said  above  described 
railroad,  and  all  its  right,  title  and  interest  therein;  together  with  all 
rights  of  way,  road-bed,  bridges,  and  depot  and  other  lands,  or  interest 
therein;  and  all  station  houses  and  other  buildings  and  structures  of 
whatever    kind    belonging    thereto;    together    with    all    the    fixtures    and 


1060      CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

appurtenances  appertaining  to  the  said  railroad,  or  in  any  manner  con- 
nected therewith;  also  all  rights,  privileges,  and  franchises  of  the  said 
party  of  the  first  part,  in  and  to  the  aforesaid  railroad;  together  with 
all  other  present  and  in  future  to  be  acquired  property,  of  every  kind 
and  description,  belonging  to  the  said  first  party,  except  its  franchise 
to  be  a  corporation. 

To  Have  and  to  Hold,  the  said  railroad  and  lands,  tenements,  rights, 
privileges,  and  franchises,  and  other  property,  above  mentioned  and  con- 
veyed, to  the  said  second  party,  its  successors  and  assigns,  forever. 

And  the  said  party  of  the  second  part  covenants  and  agrees  with  the 
said  party  of  the  first  part  to  equip  the  said  railroad,  or  cause  the  same 
to  be  equipped,  and  to  maintain  and  operate  the  same  in  such  manner  as  to 
furnish  reasonable  accommodations  to  the  public;  to  pay,  or  cause  to  be 
paid,  all  taxes  and  assessments  that  may  be  lawfully  levied,  charged,  or 
assessed  upon  the  said  railroad  and  property,  or  any  part  thereof;  and  to 
assume  all  contracts,  lionds,  and  other  obligations,  of  whatsoever  kind,  and 
pay  and  discharge  all  debts  and  liabilities,  both  principal  and  interest,  of 
the  said  party  of  the  firsl  part,  as  they  may  severally  mature;  and  to 
issue  and  deliver  to  the  owners  and  holders  of  the  capital  stock  of  tha 
first  party,  one  share  of  its  own  capital  stock  for  every  fifteen  shares  of  the 
capital  stock  of  said  first  party,  upon  the  surrender  and  transfer  to  it  of 
such  shares  of  the  first  party's  stock. 

And  to  the  end  that  the  second  party  may  have,  hold,  use,  exercise,  and 
enjoy  the  railroad  and  property  and  franchises  of  the  first  party,  hereby 
conveyed  and  intended  to  be  conveyed,  and  whether  now  existing  or 
hereafter  acquired,  as  fully  as  might  be  done  by  the  first  party,  if  this 
conveyance  had  not  Keen  made,  the  first  party  agrees  to  execute  from  time 
to  time  any  additional  assignment,  conveyance,  or  assurance,  and  to  per- 
forin any  act,  which  the  counsel  of  the  second  party  may  advise;  and  for 
the  purposes  aforesaid,  the  first  party  agrees,  if  the  second  party  shall 
so  desire  and  advise,  that  it  will  keep  up  and  maintain  its  corporate 
existence    and    organization. 

In  Witness  Whereof,  the  parties  hereto  have  caused  their  corporate  names 
to  be  hereunto  subscribed  by  their  respective  Presidents,  and  their  cor- 
porate seals  to  be  attached  and  attested  by  their  respective  Secretaries, 
all  on  the  day  ami  year  first  above  written. 

ILLINOIS  VALLEY   AND   NORTHERN   RAILROAD    COMPANY, 
[seal]  By  Geo.  B.  Harris, 

President. 
Attest : 

H.  W.  Weiss, 
Secretary. 

CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY, 
[seal]  By  C.  E.  Perkins, 

President. 
Attest: 

T.  S.  Howland, 
Secretary. 


CORPORATE    HISTORY  1061 

State  of  Illinois, 


:s, ) 


ss 
County  of  Cook 

Be  it  remembered,  that,  on  this  14  day  of  June,  A.  D.  1899,  before  me, 
a  Notary  Public,  in  and  for  said  County  and  State,  personally  appeared 
G.  B.  Harris,  President  of  the  Illinois  Valley  and  Northern  Bailroad 
Company,  a  corporation  organized  and  existing  under  the  laws  of  the 
State  of  Illinois,  personally  known  to  me  and  to  be  the  same  person  whose 
name  is  subscribed  to,  and  who  executed,  the  foregoing  instrument  as 
such  President,  who,  being  by  me  duly  sworn,  did  say  that  he  is  President 
of  the  said  Illinois  Valley  and  Nortfiern  Bailroad  Company;  mat  he  knows 
the  corporate  seal  of  said  Company;  that  the  seal  affixed  to  the  foregoing 
instrument  is  the  corporate  seal  of  said  company;  that  it  was  affixed  by 
order  of  the  Board  of  Directors  of  said  Company;  that  said  instrument 
was  signed  and  sealed  in  behalf  of  said  Company  by  liKe  order  as  President 
of  said  Company;  that  the  said  G.  B.  Harris  acknowledged  said  instrument, 
and  that  it  was  the  voluntary  act  and  deed  of  said  Company,  and  that  he, 
as  such  President,  signed,  sealed,  and  delivered  said  instrument,  as  the 
free  and  voluntary  act  and  deed  of  said  Company,  and  as  his  own  free 
and  voluntary  act  and  deed  as  such  President,  for  the  uses  and  purposes 
therein  set  forth. 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  official  seal,  this 
14  day  of  June,  A.  D.  1899.  Herbert  Haase, 

[seal]  Notary  Public  for  said  County  and  State. 

State  of  Ioava,  ) 

>  ss 
County  of  DesMoines.  \ 

Be  it  remembered,  that,  on  this  13th  day  of  June,  A.  D.  1899,  before  me, 
a  Notary  Public,  in  and  for  said  County  and  State,  personally  appeared 
C.  E.  Perkins,  President  of  the  Chicago,  Burlington  &  Quincy  Railroad 
Company,  a  corporation  organized  and  existing  under  the  laws  of  the 
State  of  Illinois,  personally  known  to  me  and  to  be  the  same  person  whose 
name  is  subscribed  to,  and  who  executed,  the  foregoing  instrument  as  such 
President,  who,  being  by  me  duly  sworn,  did  say  that  he  is  President  of  the 
said  Chicago,  Burlington  &  Quincy  Railroad  Company ;  that  he  knows  the 
corporate  seal  of  said  Company;  that  the  seal  affixed  to  the  foregoing 
instrument  is  the  corporate  seal  of  said  Company;  that  it  was  affixed  by 
order  of  the  Board  of  Directors  of  said  Company;  that  said  instrument 
was  signed  and  sealed  in  behalf  of  said  Company  by  like  order  as  President 
of  said  Company ;  that  the  said  C.  E.  Perkins  acknowledged  said  instrument, 
and  that  it  was  the  voluntary  act  and  deed  of  said  Company,  and  that  he, 
as  such  President,  signed,  sealed,  and  delivered  said  instrument,  as  the  free 
and  voluntary  act  and  deed  of  said  Company,  and  as  his  own  free  and 
voluntary  act  and  deed  as  such  President,  for  the  uses  and  purposes  therein 
set  forth. 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  official  seal,  this 
13th  day  of  June,  A.  D.  1899. 
[seal]  W.  F.  McFarland, 

Notary  Public  for  said  Comity  and  State. 


1062      CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

RECORDED  IN  ILLINOIS 

County  Date  Book  Page 

LaSalle  June  22,  1899  390  265 

Bureau  June  22,  1899  118  501 

TRUST  MORTGAGE,  January  2,  1888,  Illinois  Valley  and  Northern  Kail- 
road  Company  to  Henry  Parkman  and  William  J.  Ladd,  Trustees. 

Ttiis  Indenture  of  Mortgage,  made  this  second  day  of  January,  A.  D. 
One  Thousand,  Eight  Hundred  and  Eighty-Eight  (1888),  by  and  between 
the  Illinois  Valley  and  Northern  Railroad  Company,  a  corporation  created 
and  existing  under  and  in  conformity  with  the  laws  of  the  State  of 
Illinois,  party  of  the  first  part,  and  Henry  Parkman  and  William  J. 
Ladd,  of  Boston,  in  the  State  of  Massachusetts,  Trustees  herein,  parties 
of  the  second  part ; 

Witnesseth :  That,  Whereas,  the  said  party  of  the  first  part,  pursuant  to 
the  statutes  of  the  State  of  Illinois,  and  of  its  organization  as  a  corpora- 
tion, is  authorized  to  construct,  maintain,  and  operate  a  railroad  with 
jjle  and  double  tracks,  commencing  al  a  point  on  the  Mendota  and 
Clinton  branch  of  the  Chicago,  Burlington  and  Quincy  Railroad,  at  or 
near  the  town  of  Walnut.  Bureau  County,  Illinois,  and  running  thence 
in  a  southeasterly  direction  through  the  counties  of  Bureau  and  La  Salle 
to  a  connection  with  the  Aurora  and  Streator  branch  of  the  Chicago, 
Burlington  and  Quincy  Railroad,  within  or  near  the  city  of  Streator, 
I.. i    Salle  County,   Illinois;   and 

Whereas,  said  first  party  has  already  commenced  the  construction  of  its 
single  track  railroad,  as  above  described;  and 

Whereas,  the  said  first  party  is  authorized  by  its  charter  and  the  laws 
aforesaid,  to  execute  trust  mortgages  of  its  railroad  and  the  franchises 
connected  therewith,  and  of  its  other  property,  to  secure  the  payment 
of  bonds  Issued  for  the  objects  and  purposes  hereinafter  set  forth;  and 

Whereas,  the  said  Illinois  Valley  and  Northern  Railroad  Company  is 
desirous  of  borrowing  money  to  an  amount  not  exceeding  Twenty 
Thousand  (20,000)  Dollars  per  mile  for  each  mile  and  fraction  thereof 
of  single  track  of  its  constructed  line  of  road,  and  Ten  Thousond 
(10,000)  Dollars  per  mile  additional  for  each  mile  of  second  track  when 
built,  to  aid  in  paying  for  the  work  and  material  used  in  the  construc- 
tion of  its  road  as  the  director-  of  the  Company  may  from  time  to 
time  determine  to  build  the  same;  and  has  resolved  to  execute  and 
issue  therefor,  or  for  the  amounts  so  borrowed,  its  several  bonds,  all 
to  hear  date  the  second  day  of  January,  A.  D.  1888,  maturing  January 
first,  A.  D.  1928,  to  bear  interest  at  the  rate  of  six  (6)  per  cent  per 
annum,  payable  semi-annually,  on  the  first  day  of  January  and  the 
first  day  of  July  in  each  year,  at  the  office  of  the  Chicago,  Burlington 
and  Quincy  Railroad  Company  in  the  City  of  Boston,  Massachusetts, 
where  the  principal  is  also  to  be  paid;   all  of  which   said  bonds  are  to 


CORPORATE  HISTORY 


1063 


bear  the  same  date,  and  are  to  stand  equally  secured  by  this  Trust 
Mortgage,  though  issued  at  different  times,  and  are  to  be  numbered 
from  one  (1)  to  the  highest  number  that  may  be  issued;  each  of  which 
said  bonds  is  to  be  authenticated  by  a  certificate  thereon,  signed  by 
the  trustees  named  in  the  Trust  Mortgage,  or  their  successors  in  said 
trust: 

Now,  Therefore,  This  Indenture  Witnesseth :  That  the  said  Illinois  Valley 
&nd  Northern  Eailroad  Company,  party  of  the  first  part,  in  order  to 
6ecure  payment  of  its  said  bonds,  and  the  interest  thereon,  and  in 
consideration  of  one  dollar  to  it  in  hand  paid  by  the  second  parties 
at  the  ensealing  and  delivery  of  these  presents,  the  receipt  of  which 
is  hereby  acknowledged,  has  granted,  bargained,  sold,  transferred,  and 
conveyed,  and  by  these  presents  does  grant,  bargain,  sell,  transfer,  and 
convey,  to  the  said  parties  of  the  second  part,  and  their  successors 
in  said  trust  and  assigns,  all  the  above  and  all  the  following  described 
property,  to-wit: 

All  the  present  and  in  the  future  to  be  acquired  property  of  the 
said  Illinois  Valley  and  Northern  Eailroad  Company  in  and  relating 
to  its  said  railroad,  and  all  the  right,  title,  interest  and  equity  of 
redemption  therein,  that  is  to  say:  all  the  railroad  of  said  first  party, 
now  constructed  and  to  be  constructed,  described  as  aforesaid,  and 
extending  from  Walnut,  Bureau  County,  to  Streator,  La  Salle  County, 
Illinois;  including  all  its  rights  of  way  and  lands  occupied  thereby; 
superstructure  and  tracks  thereon  and  to  be  placed  thereon,  and  all 
materials  used  therein  and  procured  or  to  be  procured  therefor;  all 
bridges,  viaducts,  fences,  depot  grounds  and  buildings  thereon  and  to 
be  placed  thereon,  and  all  machine  shops,  and  all  other  property,  real 
or  personal,  appertaining  to  said  railroad  and  to  the  use  thereof,  now 
owned  or  hereafter  to  be  acquired  by  said  first  party,  together  with 
the  rents,  revenues,  and  income  to  be  had,  levied,  or  derived  therefrom, 
and  all  the  rights,  privileges,  and  franchises  of  said  first  party  in,  to, 
or  concerning  said  railroad,  constructed  and  to  be  constructed,  and 
every  part  thereof,  and  property  acquired  by  virtue  of  said  franchises, 
now  in  possession  or  hereafter  to  be  acquired,  on  or  along  the  line  of 
said  railroad. 

To  Have  and  to  Hold  the  said  railroad  and  property,  and  all  and  singular 
the  said  premises,  'and  every  part  thereof,  with  the  appurtenances, 
unto  the  said  parties  of  the  second  part,  or  the  survivor  of  them,  their 
successors  in  said  trust  and  assigns,  but  for  the  purposes  and  upon 
the  following  express   trusts,  that  is   to   say: 


The  second  parties  hereby  accept  the  trust  hereby  created. 

In  Witness  Whereof,  the  first  party  has  caused  its  corporate  name  to  be 
hereunto  subscribed  by  its  Vice  President,  and  its  corporate  seal  to 
be  hereto  affixed  and  attested  by  its  Secretary;  and  the  second  parties 


1064      CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

have  hereunto  set  their  hands  and  seals,  all  on  the  day  and  year  first 

above  written. 

ILLINOIS   VALLEY   AND   NOKTHERN   RAILROAD   COMPANY, 

[seal]  By  J.  C.  Osgood, 

Vice  President. 

Attest: 

Glenn  W.  Traer, 

Secretary. 

Henry  Parkman, 

William  J.  Ladd, 

Trustees. 

State  of  Colorado,     ) 

)■  ss. 
County  of  Arapahoe. ) 

Be  It  Remembered^  that,  on  this  Eleventh  day  of  May — A.  D.,  1888,  be- 
fore me,  Warren  1).  Woodman,  ;i  Notary  Public,  in  and  for  said  County 
and  State,  personally  appeared  J.  C.  Osgood  who  is  personally  known 
to  me  to  be  the  Vice  President  of  the  Illinois  Valley  and  Northern 
Railroad  Company,  and  to  be  the  identical  person  whose  name  is 
subsi-ribi  .1  to  the  foregoing  mortgage  as  such  officer,  and  acknowledged 
that  In-  in  his  official  capacity,  and  being  duly  authorized  thereto, 
had  executed  the  foregoing  instrument,  and  that  the  seal  was  affixed 
by  like  authority,  and  declared  the  execution  of  the  same  to  be  his 
voluntary  act  and  'Iced,  and  the  voluntary  act  and  deed  of  said 
Company,   for  the  uses  and    purposes   therein   set  forth. 

In   Witness  Whereof,  I  have  hereunto  set  my  hand,  and  affixed  my  Nota- 
rial Seal,  at  my  office  in  Denver,  the  day  and  year  last  above  written. 
[seal]  Warren   D.   Woodman, 

Notary  Public. 
My  commission  expires  'Inly  22,  1890. 


State  of  Illinois 

V  SS 

County  of  Cook 


018  ) 

<•     j 
Be  it   Remembered,  thai  on  this  eighth  day  of  May,  A.  D.  1888,  before 

me,  a  Notary  Public  in  and  for  said  county  and  state,  personally  ap- 
peared Glenn  W.  Traer,  who  is  personally  known  to  me  to  be  the 
Secretary  of  the  Illinois  Valley  and  Northern  Railroad  Company,  and 
to  be  the  identical  person  whose  name  is  subscribed  to  the  foregoing 
mortgage  as  such  Secretary,  and  acknowledged  that  he  in  his  official 
capacity,  and  being  duly  authorized  thereto,  had  executed  the  foregoing 
instrument,  and  that  the  seal  of  said  Company  was  thereunto  affixed 
by   like   authority   and  declared  the   same  to   be   his  voluntary   act   and 

d 1.  and  the  voluntary  act  and  deed  of  the  said  Company,  for  the  uses 

and  purposes  therein  set  forth — 

In   testimony   whereof,   I   have  hereunto   set   my   hand,   and   affixed   my 
Notarial   Seal,   at   my   office  in   Chicago,   the   day   and   year   last   above 
written — 
[seal]  Warren  J.  Durham, 

Notary  Public. 


CORPORATE  HISTORY  1065 

EECOEDED  IN  ILLINOIS 

County                                Date                                  Boole  Page 

Bureau                            June     7,  1888                             45  440 

La  Salle                          June  15,  1888                           280  49 

RELEASE,  June  30,  1899,  Henry  Parkman,  et  al.  to  Illinois  Valley  and 
Northern  Eailroad  Company. 

Whereas,  all  the  bonds  issued  under  and  secured  by  an  Indenture  of 
Mortgage,  dated  January  2,  1888,  between  the  Illinois  Valley  &  Northern 
Railroad  Company  and  Henry  Parkman  and  William  J.  Ladd,  Trustees, 
have  been  fully  paid,  and  all  the  agreements  under  said  Trust  Mortgage 
have  been  carried  out  on  the  part  of  said  Railroad  Company: 

Now,  Therefore,  we,  Henry  Parkman  and  William  J.  Ladd,  the  Trustees 
under  said  Mortgage,  do  hereby  certify  that  the  same  has  been  and  is 
fully  paid  and  satisfied  in  all  respects;  and  we  hereby,  as  such  Trustees, 
release  and  discharge  the  property  covered  by  said  Mortgage  of  and 
from  the  lien  thereof. 

In  Witness  Whereof,  we  Henry  Parkman  and  William  J.  Ladd,  Trustees 
as  aforesaid,  have  hereunto  set  our  hands  and  seals  as  Trustees,  this 
30th  day  of  June,  A.  D.  1899. 

[seal]  Henry  Parkman, 

[seal]  William  J.  Ladd, 

Trustees. 


s'|ss. 


State  of  Massachusetts, 
County  of  Suffolk. 

I,  Walter  J.  Jarvis,  a  Notary  Public,  within  and  for  said  County  and 
State,  do  hereby  certify  that  on  this  6th  day  of  July,  1899,  before  me, 
personally  appeared  Henry  Parkman  and  William  J.  Ladd,  to  me  per- 
sonally known  to  be  the  persons  who  executed  the  foregoing  instrument, 
and  acknowledged  that  they  signed,  sealed  and  delivered  the  same  as 
their  free  and  voluntary  act,  for  the  uses  and  purposes  therein  set 
forth. 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  Notarial  Seal,  the 
day  and  year  aforesaid. 

Walter  J.  Jarvis, 
[seal]  Notary  Public. 

[IT.  S.  Rev.  Stamp  10c] 

RECORDED  IN  ILLINOIS 

County  Date  Boole  Page 

Bureau  June  13,  1899  F.  471 

La  Salle  July  14,  1899  400  1 


JOLIET,  ROCKFORD  &  NORTHERN 
RAILROAD  COMPANY 

This  company  was  incorporated  under  the  General  Laws  of 
Illinois  by  Articles  dated  June  20,  1881,  filed  in  the  office  of 
the  Secretary  of  State  Augusl  4,  1881. 

The  line  of  road  was  defined  as  follows,  to  wit: 

•'It  i^  intended  to  construct  said  railroad  from  the  City  of 
Jolict.  County  of  Will,  westwardly  through  the  town  of  Sheri- 
dan, and  from  thence  northwardly  to  the  City  of  Rockford  in 
Winnebago  County. " 

It  was  organized  at  Chicago,  February  8,  1882,  and  built  a 
railroad  from  a  connection  with  the  Chicago  Burlington  & 
Quincy  Railroad  at  Sheridan  Junction,  Illinois,  thence  north- 
westerly to  a  connection  with  the  ChicagOi  Burlington  &  Quincy 
Railroad  at  Paw  Paw,  a  distance  of  nineteen  and  fifty-four 
hundredths  miles.  It  was  completed  November  27.  1882,  and 
was  Leased  to  the  Chicago,  Burlington  &  Quincy  Railroad  Com- 
pany, May  1.  1882,  and  conveyed  to  that  company  by  deed  dated 
•lime  1.  1899. 

ARTICLES    OF   INCORPORATION,   June    20,    1881,   Jolict,   Rockford   & 
Northern  Railroad  <  !ompany. 

We,  the  undersigned,  T.  J.  Potter,  L.  O.  Goddard,  J.  L.  Lathrop,  E.  P. 
Ripley  and  II.  W.  \V>-is<,  hereby  adopt  the  following  articles  of  incorporation, 
for  the  purpose  of  constructing,  maintaining  and  operating  a  railroad  in 
the  si  j,  as  follow  - : 

The  name  of  th<    corporation  shall  be  the  "Jolict,  Rockford  & 
'tern  Railroad  Company." 

ad.     It    is    intended    to    construct    said    railroad    from    the    city    of 

Joliet,   county    of   Will,    westwardly    through    the    town   of   Sheridan,    a  ml 

from  thence  northwardly  to   the  city  of  Rockford,  in   Winnebago   County. 

Third.     The  principal  business  office  of  said    proposed  corporation  shall 

be  at  Chicago,  County  of  Cook,  in  the  state  of  Illinois. 

Fourth.  The  proposed  corporation  shall  commence  on  the  twentieth 
(20)  day  of  June,  A.  D.  1881,  and  continue  for  the  period  of  fifty  years, 
and  for  such  other  period  as  may  be  provided  by  law. 

Fifth.  The  amount  of  the  capital  stock  of  said  company  shall  be  One 
Million,  Five  Hundred  Thousand  Dollars  ($1,500,000)  to  be  divided  into 
Fifteen  Thousand  (15,000)  shares  of  One  Hundred  Dollars  ($100)  each. 

1066 


CORPORATE  HISTORY  1067 

Sixth.  The  names  and  places  of  residence  of  the  several  persons  form- 
ing this  association  for  incorporation,   are: 

T.   J.  Potter,  Chicago,  Ills. 

L.  O.  Goddard,  Chicago,  Ills. 

E.    P.    Eipley,  Riverside,  Ills. 

H.  W.  Weiss,  Chicago,  Ills. 

J.  L.  Lathrop,       Winnetka,  Ills. 
Seventh.     T.  J.  Potter,  L.  O.  Goddard,  J.  L.  Lathrop,  E.  P.  Eipley,  & 
J.  S.  Cameron  shall  compose  the  first  Board  of  Directors  of  said  Company. 

The  affairs  of  said  Company  shall  be  managed  by  a  Board  of  Directors, 
who  shall  elect  a  President,  a  Secretary  and  Treasurer,  and  such  other 
officers  as  they  may  deem  expedient  to  be  appointed. 

Eighth.  The  number  of  shares  of  the  Capital  Stock  of  this  corporation 
shall  be  Fifteen  Thousand  and  shall  be  One  Hundred  Dollars  ($100)  each. 

We,  the  above  named  incorporators  do  hereby  adopt  the  foregoing 
articles  of  incorporation  for  the  uses  and  purposes  therein  set  forth. 

In  Witness  Whereof,  we  hereunto  set  our  hands  and  seals,  this  20th  day 
of  June,  A.  D.  One  Thousand,  Eight  Hundred  and  Eighty-one  (1881). 

T.  J.  Potter. 
Jno.  L.  Lathrop. 
L.  O.  Goddard. 
E.  P.  Ripley. 
H.  W.  Weiss. 

State  of  Illinois,  ) 

y  ss 
Cook  County.         ) 

I,  Fred.  S.  Blossom,  a  Notary  Public  in  and  for  the  State  and  County 
aforesaid,  do  by  this  writing  certify  that  T.  J.  Potter,  L.  O.  Goddard, 
J.  L.  Lathrop,  E.  P.  Ripley  and  H.  W.  Weiss,  who  are  personally  known 
to  me  to  be  the  same  persons  whose  names  are  subscribed  to  the  foregoing 
instrument,  viz :  articles  of  incorporation  of  the  Joliet,  Roekf ord  &  Northern 
Railroad  Company,  appeared  before  me  this  day  in  person  and  acknowledged 
that  they  signed  and  sealed  the  said  Instrument  as  their  free  and  voluntary 
act  and  deed  for  the  uses  and  purposes  therein  named. 

In  Witness  Whereof,  I  have  hereto  set  my  hand  and  affixed  my  Notarial 
Seal,  this  Twentieth  day  of  June,  A.  D.  One  Thousand,  Eight  Hundred  and 
Eighty-one. 

Fred  S.  Blossom, 
[seal]  Notary  Public. 

United  States  of  America,) 

y  ss 
State  of  Illinois,  \ 

office  of  secretary. 
I,  Henry  D.  Dement,  Secretary  of  State  of  Illinois,  do  hereby  certify  that 
The  foregoing  Articles  of  Incorporation  of  the  Joliet,  Rockford  and 
Northern  Railroad  Company,  was  filed  for  record  in  this  office,  Aug.  4th 
A.  D.  1881,  at  8.46  O'clock  A.  M.  and  duly  recorded  in  Book  "4"  Railroad 
Incorporations  Page  263. 


1068      CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

In  Witness  Whereof,  I  hereto  set  my  hand  and  affix  the  Great  Seal  of 
State,  at  the  City  of  Springfield,  this  4th  day  of  August,  A.  D.  1881. 

Henry  D.  Dement, 
[seal]  Secretary  of  State. 


RECORDED  IN 

ILLINOIS 

County 

Bate 

Booh 

Page 

Will 

June  21,  1881 

187 

241 

Kendall 

June  24,  1881 

40 

24.", 

LaSaIjLE 

June  28,  1881 

213 

113 

Lee 

July  23,  1881 

C 

408 

CONTRACT  AND  LEASE.  May  1.  1882  Juliet,  Roekford  &  Northern 
Railroad  Company  and  Chicago,  Burlington  &  Quincy  Railroad  Com- 
pany. 

This  Indenture  oj  i  Lease,  made  this  first  day  of  May,  A.  D. 

1882,  by  and  between  the  Joliet,  Roekford  &   Northern  Railroad  Company, 
a   corporation   of  the   State  of   Illinois,   party   of  the  first  part,  and  the 
Chicago,   Burlington   &    Quincy    Railroad   Company,   a   corporation   of   the 
of  Illinois,  party  of  the  second  part: 
(i    •   esseth:  Thnt  Whereas,  the  Baid  first  party  is  authorized  by  the  laws 
State  of  Illinois,  to  locate,  construct,  maintain  and  operate,  a  railroad 
between  the  town   of  Joliet,   in   Will   County,   and    Roekford,    in    Winnebago 
County,  8ta1       C  Illinois,  and  has  already    located,  and  is  engaged  in  the 
-truction  of,  that  section  of  Baid   road   between   Sheridan,   in   LaSalle 
County,    and    Paw    Paw,    in    Lee    County,    State    of    Illinois,    a    distance    of 
about  twenty  miles,  and  has  resolved  to  borrow  a  sum  not  exceeding  sixteen 
thousand   (16,000)   dollars  per  mile  of  completed   road,  and  to  issue  there- 
upon tl  a  Sheridan  and  Paw  Paw,  now  in  process 
traction,                         l  for  a  Bum  equal  to  sixteen  thousand  (16,000) 

dollars    per    I  completed    road    upon    that    section,    which    bond    is    to 

bear  date,  the  first   day   of   May,   A.    D.    1882,   to   have   forty    (40)    years   to 
run  to  maturity.  it   the   rate  of  seven    (7)    per  cunt  annum, 

pays  -    oi-annually,   both    principal    ami    interest    payable   at    the   office 

of  the  Chicago,  Burlington  and  Quincy  Railroad  Company,  in  the  City  of 
Boston,  Mass  secured  the  payment  therefor  by  a  Trust 

Mortgage  to  which  this  Lease  is  subject,  and  tor  the  provisions  whereof 
reference  is  hereby  had  to  Win.  J.  Ladd  and  Henry  Parkham,  of  Boston, 
Massachusetts,  Trustees,  therein  named,  upon  that  section  of  its  road 
tiding  from  Sheridan  to  Paw  Paw,  aforesaid,  constructed  and  to  be 
constructed,  its  right  of  way,  road  bed,  superstructure,  grounds,  depot 
buildings,  and  all  other  of  its  said  property  connected  therewith,  together 
with  the  rights  privileges  and  franchises  belonging  thereto;  which  said 
Trust  Mortgage  bears  even  date  herewith,  and  is  to  be  recorded  in  the 
counties  through  which  said  railroad  runs;  and 

ll'Ii'  reas,  the  proceeds  of  said  bond,  and  the  other  means  of  said  Company, 
will    be    sufficient    only    for   the   construction    and   completion    of    the    road 


CORPORATE  HISTORY  1069 

bed  and  superstructure  of  said  section  between  Sheridan  and  Paw  Paw 
and  will  leave  said  first  party  without  means  to  procure  equipment  neces- 
sary for  the  maintenance  and  operation  of  said  railroad ;  and,  in  order  that 
the  same  may,  when  completed  be  equipped,  maintained  and  operated  in 
such  manner  as  the  public  convenience  may  require;  and  also  that  means 
may  be  provided  for  the  payment  of  the  semi-annually  accruing  interest 
on  said  bond,  so  that  the  same  may  be  negotiated  at  reasonable  rates; 
it  has  resolved  to  enter  into  the  agreement  herein  contained,  and  in 
reference  to  the  subject  matter  of  which  the  respective  parties  hereto  are 
fully  authorized  by  the  laws  of  the  State  of  Illinois  to  contract  as  herein 
provided; 

Now,  Therefore,  This  Indenture  Witnesseth,  that  the  first  party  in  con- 
sideration of  the  covenants  and  agreements  herein  contained,  to  be  kept 
and  performed  by  said  second  party,  it,  the  said  first  party,  hath  granted, 
demised  and  leased,  and  by  these  presents,  doth  grant,  demise  and  lease, 
unto  the  said  party  of  the  second  part,  its  successors  and  assigns,  all 
the  following  described  property  of  said  Joliet,  Eockford  and  Northern 
Eailroad  Company;  that  is  to  say: — 

All  its  railroad,  extending  from  the~town  of  Joliet  to  Eockford,  afore- 
said, constructed  and  to  be  constructed,  and  especially  including  that 
portion  thereof  now  in  process  of  construction  between  Sheridan  and  Paw 
Paw,  aforesaid,  made  and  to  be  made,  including  right  of  way,  lands  occupied 
thereby,  superstructure  and  tracks  thereon,  and  to  be  placed  thereon,  and 
other  materials  used  therein  and  procured  and  to  be  procured  therefor, 
bridges,  viaducts,  fences,  depot  grounds  and  buildings  thereon  and  to  be 
placed  thereon,  and  all  other  property,  real  and  personal,  appertaining  to 
said  railroad,  and  especially  to  the  said  section  thereof  between  Sheridan 
and  Paw  Paw,  and  to  the  use  thereof,  now  owned  or  hereafter  to  be 
acquired  by  said  first  party,  together  with  the  rents,  revenues  and  income 
to  be  had,  levied  or  derived  therefrom,  and  all  the  rights,  privileges  and 
franchises  of  said  first  party,  in,  to,  or  concerning  said  railroad,  constructed 
and  to  be  constructed,  and  every  part  thereof: 

To  Have  and  to  Hold  the  above  described  railroad  premises  and  property, 
with  the  appurtenances,  rights,  privileges  and  franchises  appertaining 
thereto,  unto  the  said  party  of  the  second  part,  its  successors  and  assigns, 
from  the  day  of  the  date  hereof,  for  and  during  the  chartered  existence 
of  said  first  party,  and  during  the  extension  or  extensions,  renewal  or 
renewals,  of  the  chartered  rights  and  existence  of  said  first  party,  if  said 
renewals  or  extensions  shall  be  had,  as  hereinafter  provided;  absolute  and 
exclusive  possession  of  said  section  of  railroad  between  Sheridan  and  Paw 
Paw  to  be  delivered  to  the  said  second  party,  its  successors  and  assigns, 
as  soon  as  the  same  shall  be  completed  and  in  like  manner,  possession  of 
any  additional  sections  which  may  hereafter  be  built  to  be  delivered  as, 
and  as  soon  as,  they  shall  be  severally  completed. 

Said  first  party  further  agrees  that,  during  the  continuance  of  this 
Lease,  and  the  life  of  its  present  charter,  it  will  keep  up  its  corporate 
organization  by  the  annual  election  of  its  directors  and  officers,  and  the 
performance  of  such  other  acts  as  may  be  required  by  law  for  that  purpose ; 


1070      CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

and  further,  that  at  the  expiration  of  its  present  charter,  it  will,  at  the 
request  of  said  second  party,  its  successors  or  assigns,  in  case  the  mortgage 
herein  mentioned  shall  not  have,  in  the  meantime,  been  foreclosed,  cause 
its  chartered  rights,  powers  and  franchises  to  be  renewed  and  extended  for 
another  term  of  fifty  years,  or  for  such  other  or  further  period  as  may  at 
the  time  be  authorized  by  Law;  and  will,  in  like  manner,  and  on  like 
request,  at  each  successive  expiration  of  its  chartered  rights,  provided, 
always,  that  no  foreclosure  of  mortgage  has  taken  place,  renew  and  extend 
the  same,  and  will,  (lining  all  such  renewals  and  extensions,  keep  up  and 
maintain  its  organization,  BO  as,  in  effect,  to  make  such  corporation  a 
continuing  one;  and  will,  at  the  termination  of  its  present  chartered 
existence  and  at  the  termination  of  each  successive  renewal  and  extension 
thereof,  as  hereinafter  provided,  at  the  request  of  the  second  party,  its 
successors  and  assigns,  in  case  no  foreclosure  of  mortgage  shall  have  been 

had,  renew  or  extend,  or  cause  to  be  renewed  Or  extended,  this  lease,  on  the 
terms  conditions  and  stipulations  herein  provided,  so  as,  in  effect,  to  make 
the  same  perpetual. 

The    said    second    party,    in    consideration    of    the    premises,    hereby    agrees 

to  take  full  possession  of  the  railroad  premises  and  property  herebg 
demised,  as  booh  as  said  section  of  road  between  Sheridan  and  Paw  Paw 
shall  be  completed;  and  to  pay,  or  cause  to  be  paid,  all  taxes  and  assess- 
ments that  may  be  lawfully  levied,  charged  or  assessed  On  said  demised 
railroad  premises  and  property  during  the  continuance  of  this  lease,  and 
all  renewals  thereof,  and  to  procure  and  place  on  said  sections  of  road 
between  Sheridan  and  Paw  Paw  such  and  such  an  amount  of  rolling  stock 
may  be  reasonably  required  in  the  transaction  of  the  business  of  said 
demised  railroad,  and  to  keep  the  same  in  good  condition;  and  to  main- 
tain and  operate  said  section  of  railroad  in  such  manner  as  may  be 
required  to  reasonably  accommodate  the  country  through  which  said 
demised  railroad  passes;  and,  whensoever  any  additional  section  of  said 
railroad  shall  be  constructed  by  the  first  party,  the  same  shall,  in  like 
manlier,  be  equipped  and  operated  by  the  second  party,  under  the  terms 
and  pro  ease;  and  the  covenants  herein  shall  become  and 

be  applicable  thereto;  and,  in  addition  thereto,  to  pay  an  annual  rental 
therefor  of  thirty  per  cent  of  the  gross  earnings  thereon;  gross  earnings 
on  all  joint  business  to  be  computed  upon  a  prorate  basis,  according  to 
the  distance  carried,  respectively,  on  the  roads  of  the  parties  hereto: 
Said  thirty  per  cent  of  gross  earnings,  the  second  party  guarantees  shall 
amount  to  a  Bum  sufficient  to  pay  the  semi  annually  accruing  interest 
on  the  bond  herein  mentioned  and  contemplated,  and  which  shall  be  paid 
semi  annnually,  on  the  first  days  of  May  and  November  in  each  year, 
at  the  office  of  the  second  party,  in   the  City  of  Boston,  to  the  trustees 

named  in  said   d 1   of  trust,  or  to   their  successors  in  said   trust,  and   so 

much  thereof  as  may  be  necessary  to  be  used  and  applied  by  them  to  pay 
and  take  up  the  semi-annually  maturing  coupons  attached  to  said  bond 
or  bonds  until  all  are  paid,  and,  after  maturity  of  said  bond  or  bonds 
to  be  applied  by  them  to  the  payment  of  interest  thereon,  at  the  rate 
of  seven  per  cent  per  annum,  payable  semi-annually,  at  the  same  time 


CORPORATE  HISTORY  1071 

and  place,  until  expiration  of  the  chartered  rights  of  said  first  party; 
and  any  balance  remaining  in  their  hands  at  the  end  of  each  year,  and 
not  required  for  payment  of  coupons  and  interest,  as  herein  provided, 
shall  be  paid  to  the  first  party,  its  successors  and  assigns  provided,  how- 
ever, that  in  case  a  foreclosure  of  said  mortgage  shall  be  had  before  or 
after  the  maturity  of  said  bond,  or  before  the  expiration  of  the  chartered 
rights  of  said  Company,  then  and  thereafter  this  lease  shall  cease 
and  determine; 

And  further,  in  case  no  foreclosure  of  said  mortgage  shall  take  place 
before  the  expiration  of  the  chartered  existence  of  said  first  party,  and 
in  case  new  bond  or  bonds,  secured  by  mortgage,  as  hereinafter  provided, 
shall  be  executed  and  delivered  to  take  the  place  of  the  bond  herein 
mentioned,  and  this  lease  shall  be  renewed,  as  herein  provided,  then  the 
said  rent,  or  so  much  thereof  as  may  be  required,  shall  be  appropriated 
by  the  trustees  therein  to  paying  and  taking  up  the  coupons  that  shall  be 
attached  to  the  same,  and,  in  like  manner,  to  paying  and  taking  up  the 
coupons  on  successive  issues  of  bonds,  as  herein  provided,  so  long  as  no 
foreclosure  shall  be  had  of  such  subsequent  and  successive  mortgages ;  it 
being  understood  that  a  foreclosure,  whenever  had,  shall  terminate  the 
lease  which  may  be  executed,  as  herein  provided. 

And  further,  in  case  no  foreclosure  shall  have  taken  place  at  the  termina- 
tion of  the  present  charter  of  the  said  first  party,  and  in  case  the  holders 
of  said  bond  or  bonds  shall  consent,  and  the  second  party  shall  request, 
the  first  party,  having  renewed  or  extended  its  charter,  and  executed  and 
delivered  another  lease,  as  hereinbefore  provided,  agrees  that  it  will  make, 
execute  and  deliver  other  bond  or  bonds  in  same  amount,  drawing  the 
same  rate  of  interest,  and  of  like  character  as  that  herein  first  mentioned, 
to  take  its  place,  and  run  during  the  continuance  of  said  renewed  charter; 
and  that  it  will,  in  like  manner,  secure  the  payment  of  the  same  by  a 
trust  mortgage  on  the  property  herein  described,  of  like  character  to  the 
one  hereinbefore  mentioned;  and  that  it  will  thereafter,  at  each  expira- 
tion of  its  renewed  charter  and  this  lease,  as  herein  contemplated,  with 
the  consent  of  the  bondholder  or  bondholders,  and  at  the  like  request  of 
the  second  party,  its  successors  and  assigns,  make,  execute  and  deliver, 
successive  bond  or  bonds  and  mortgages,  of  like  character,  to  take  the 
place  of  those  previously  existing;  but  in  the  meantime  and  at  no  time 
shall  said  first  party,  its  successors  and  assigns,  execute  any  second  mort- 
gage, or  any  mortgages  other  than  those  hereinbefore  mentioned  and 
provided  for  on  the  property  herein  described,  or  any  part  thereof. 

It  is  mutually  agreed,  that  the  rent  herein  reserved  shall  commence  on 
the  day  of  the  completion  of  said  section  of  road  between  Sheridan  and 
Paw  Paw,  aforesaid,  and  continue  thereafter,  as  herein,  provided,  and  further, 
that,  in  case  this  lease .  shall  be  terminated  at  any  time,  for  any  cause, 
said  first  party,  its  successors  and  assigns,  before  it  shall  be  entitled  to  the 
possession  of  said  premises,  or  any  part  thereof,  shall  pay  to  the  second 
party,  its  successors  and  assigns,  the  original  cost  of  all  additional  con- 
struction which  the  second  party  may  deem  it  necessary  or  proper  to  make 
on  said  demised  premises,  and  of  all  permanent  improvements  made  thereon, 


1072       CHICAGO,  BURLINGTON  &  QTJINGY  RAILROAD  COMPANY 

and  on  any  part  thereof,  together  with  interest  thereon  at  the  rate  of 
seven  per  cent  per  annum  from  the  time  of  completion  of  each  item  of 
construction  and  improvement,  and  for  all  such  expenditures  and  the 
interest  thereon,  the  second  party  shall  have  a  lien  which  shall  entitle  it 
to  hold  possession  and  use  of  said  demised  premises,  and  the  revenues  to  be 
derived  therefrom,  until  the  same  shall  be  paid. 

It  is  mutually  and  expressly  agreed,  that  the  capital  stock  of  said  first 
party  shall  not  exceed  the  sum  of  sixteen  thousand  (16,000)  dollars  per 
mile  of  completed  road,  and  that  no  other  or  greater  amount  of  stock 
shall  ever  be  created,  authorized  or  issued  by  said  first  party,  its  successors 
and  assigns,  by  amendment  of  its  charter,  or  otherwise,  without  the  written 
of  the  second  party,  its  successors  and  assigns;  and  further,  that 
the   covenants    and    agreements   herein    contained   shall    be   binding   upon    the 

successors  and  assigns  of  the  respective  parties  hereto. 

In  Witness  Whereof,  the  said  parties  hereto  have  caused  their  corporate 
names   to   be  hereto   subscribed    by   their   respective   presidents,  and   their 
corporate    seals    to    be    hereto    attached    and    attested   by   their   respective 
the  day  and  year  lirst  above  written. 

JOLIET,  ROCKFORD   AND    ISTOBTHEEN    RAILROAD  COMPANY, 

By  Jxo.  L.  Latiikop, 
[seal]  President. 

Atti  - 

L.   O.   GODDARD, 

Seer i  tary. 

THE  CHICAGO,  BURLINGTON  AND  QUINCY  RAILROAD  COMPANY, 

By  Charles  E.  Perkins, 
[seal]  President. 

Attest  : 
W.  J.  Ladd, 

Asst.  St  crt  tary. 

DEED,  June  1,  1899,  Joliet,  Rockford  &   Northern   Railroad  Company  to 
Chicago,  Burlington  &  Quincy  Railroad  Company. 

This  Indenture,  .Made  this  first  day  of  June,  A.  D.  1899,  by  and  between 
the  Joliet,  Bockford  &  Northern  Railroad  Company,  party  of  the  first  part, 
and  the  Chicago,  Burlington  &  Quincy  Railroad  Company,  party  of  the 
second  part,  both  being  corporations  created,  organized  and  existing  under 
and  by  virtue  of  the  laws  of  the  State  of  Illinois,  WITNESSETH:   That, 

Whereas,  The  first  party,  being  thereto  duly  authorized  by  law,  is  the 
owner  of  the  following  described  railroad  in  the  State  of  Illinois,  to-wit: 

Beginning  at  Sheridan,  in  La  Salle  County,  extending  thence  north- 
westerly  via  Earlville,  to  Paw  Paw,  in  Lee  County,  a  distance  of  about 
nineteen  and  fifty-four  hundredths  (19.54)  miles;  and, 

Whereas,  The  railroad  of  the  first  party  connects  with  the  railroads  of 
the  second  party,  and  forms  therewith  a  continuous  and  connected  line  of 
railroad;  and, 


CORPORATE  HISTORY  1073 

Whereas,  The  second  party  is  now  in  possession  of  and  operating  the 
said  above  described  railroad,  in  connection  with  its  own  railroads,  under 
a  lease  substantially  in  perpetuity,  and  has  offered  to  purchase  the  remain- 
ing interests,  property,  and  franchises  of  the  first  party  in  and  to  said 
railroad,  upon  the  terms  and  conditions  hereinafter  stated,  which  have 
been  agreed  to  by  the  directors  of  both  the  said  companies,  and  approved 
by  the  stockholders  owning  and  holding  two-thirds  in  amount  of  the 
capital  stock  of  the  parties  of  the  first  and  second  parts,  in  manner  and 
form  as  required  by  law: 

Now,  Therefore,  This  Indenture  Witnesseth:  That  the  said  party  of  the 
first  part,  for  and  in  consideration  of  five  dollars  to  it  in  hand  paid,  the 
receipt  of  which  is  hereby  acknowledged,  and  other  good  and  valuable 
considerations,  has  granted,  bargained,  and  sold,  and  by  these  presents 
does  grant,  bargain,  sell  and  convey,  release,  assign,  and  transfer,  to  the 
said  party  of  the  second  part,  all  and  singular  the  said  above  described 
railroad,  and  all  its  right,  title,  and  interest  therein ;  together  with  all  rights 
of  way,  road-bed,  bridges,  and  depot  and  other  lands,  or  interest  therein; 
and  all  station  houses  and  other  buildings  and  structures  of  whatever 
kind  belonging  thereto ;  together  with  all  the  fixtures  and  appurtenances 
appertaining  to  the  said  railroad,  or  in  any  maimer  connected  therewith; 
also  all  rights,  privileges,  and  franchises  of  the  said  party  of  the  first 
part  in  and  to  the  aforesaid  railroad;  together  with  all  other  present  and 
in  future  to  be  acquired  property,  of  every  kind  and  description,  belonging 
to  the  said  first  party,  except  its  franchise  to  be  a  corporation. 

To  Have  and  to  Hold,  the  said  railroad  and  lands,  tenements,  rights, 
privileges,  and  franchises,  and  other  property,  above  mentioned  and  con- 
veyed, to  the  said  second  party,  its  successors  and  assigns,  forever. 

And  the  said  party  of  the  second  part  covenants  and  agrees  with  the 
said  party  of  the  first  part  to  equip  the  said  railroad,  or  cause  the  same 
to  be  equipped,  and  to  maintain  and  operate  the  same  in  such  manner 
as  to  furnish  reasonable  accomodations  to  the  public ;  to  pay,  or  cause 
to  be  paid,  all  taxes  and  assessments  that  may  be  lawfully  levied,  charged, 
or  assessed  upon  the  said  railroad  and  property,  or  any  part  thereof;  and 
to  assume  all  contracts,  bonds,  and  other  obligations,  of  whatsoever  kind, 
and  pay  and  discharge  all  debts  and  liabilities,  both  principal  and  interest, 
of  the  said  party  of  the  first  part,  as  they  may  severally  mature;  and  to 
issue  and  deliver  to  the  owners  and  holders  of  the  capital  stock  of  the 
first  party,  one  share  of  its  own  capital  stock  for  every  fifteen  shares  of 
the  capital  stock  of  said  first  party,  upon  the  surrender  and  transfer  to 
it  of  such  shares  of  the  first  party's  stock. 

And  to  the  end  that  the  second  party  may  have,  hold,  use,  exercise,  and 
enjoy  the  railroad  and  property  and  franchises  of  the  first  party,  hereby 
conveyed  and  intended  to  be  conveyed,  and  whether  now  existing  or  here- 
after acquired,  as  fully  as  might  be  done  by  the  first  party,  if  this 
conveyance  had  not  been  made,  the  first  party  agrees  to  execute  from  time 
to  time  any  additional  assignment,  conveyance,  or  assurance,  and  to  perform 
any  act,  which  the  counsel  of  the  second  party  may  advise;  and,  for  the 
purposes   aforesaid,   the   first   party   agrees,   if   the   second   party   shall    so 


1074      CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

desire  and  advise,  that  it  will  keep  up  and  maintain  its  corporate  existence 
and  organization. 
In  Witness  Whereof,  the  parties  hereto  have  caused  their  corporate  names 

to  be  hereunto  subscribed  by  their  respective  Presidents,  and  their  corporate 
seals  to  be  attached  and  attested  by  their  respective  Secretaries,  all  on  the 
day   and   year   lirst    above  written. 

JOLIET,  ROCKFORD  &  NOBTHEBN  RAILROAD  COMPANY, 

By  C.  I.  Stukois, 
[seal]  President. 

Atti  5 

11.  W.  Weiss, 
Secretary. 

CHICAGO,   BURLINGTON   &   QUINCY  RAILROAD  COMPANY, 

By  I '.  E.  Perkins, 
[seal]  President. 

Att<  - 

T.  8.    ffOWXAND, 

Secretary. 


STATE  of  Illinois,/ 

>  ss 
County  of  I  !OOK.    \  ' 

Be  it  remembered,  that,  on  this  14  day  of  June,  A.  D.  1899,  before  me, 
a  Notary  Public,  in  and  for  s.i  n  1  County  and  State,  personally  appeared 
C.  I.  Sturgis,  Presidenl  of  the  Joliet,  Roekford  &  Northern  Railroad 
Company,  a  corporation  organized  and  existing  under  the  laws  of  the  State 
of  Illinois,  personally  known  to  me  and  to  be  the  same  person  whose  name 
ub8Cribed  to,  and  who  executed,  the  foregoing  instrument  as  such 
President,  who,  being  by  me  duly  sworn,  did  say  that  he  is  President  of  the 
said  Joliet,  Roekford  &  Northern  Railroad  Company;  that  he  knows  the 
corporate  seal  of  said  Company;  that  the  seal  affixed  to  the  foregoing 
instrument  is  the  corporate  seal  of  said  Company;  that  it  was  affixed  by 
order  of  the  Board  of  Directors  of  said  Company;  that  said  instrument 
was  signed  and  sealed  in  behalf  of  said  Company  by  like  order  as  President 
of  said  Company:  that  the  said  C.  I.  Sturgis  acknowledged  said  instrument, 
ami  that  it  was  the  voluntary  act  and  deed  of  said  Company,  and  that 
he.  as  such  President,  signed,  sealed,  and  delivered  said  instrument,  as  the 
free  and  voluntary  act  and  deed  of  said  Company,  and  as  his  own  free 
and  voluntary  act  and  deed  as  such  President,  for  the  uses  and  purposes 
therein  set  forth. 

In    Witness  U'liereof,  I  have  hereunto  set  my  hand  and  official  seal  this 
14  day  of  June,  A.  D.  1899. 

Herbert  Haase, 
[seal]  Notary  Public  for  said  County  and  State. 


CORPORATE  HISTORY  1075 

State  of  Iowa, 


,1 


ss 
County  op  DesMoines 

Be  it  remembered,  that,  on  this  13  day  of  June,  A.  D.  1899,  before  me, 
a  Notary  Public,  in  and  for  said  County  and  State,  personally  appeared 
C.  E.  Perkins,  President  of  the  Chicago,  Burlington  &  Quincy  Bailroad 
Company,  a  corporation  organized  and  existing  under  the  laws  of  the  State 
of  Illinois,  personally  known  to  me  and  to  be  the  same  person  whose  name 
is  subscribed  to,  and  who  executed,  the  foregoing  instrument  as  such 
President,  who,  being  by  me  duly  sworn,  did  say  that  he  is  President  of  the 
said  Chicago,  Burlington  &  Quincy  Bailroad  Company;  that  he  knows  the 
corporate  seal  of  said  Company;  that  the  seal  affixed  to  the  foregoing 
instrument  is  the  corporate  seal  of  said  Company;  that  it  was  affixed  by 
order  of  the  Board  of  Directors  of  said  Company;  that  said  instrument 
was  signed  and  sealed  in  behalf  of  said  Company  by  like  order  as  President 
of  said  Company;  that  the  said  C.  E.  Perkins  acknowledged  said  instrument, 
and  that  it  was  the  voluntary  act  and  deed  of  said  Company,  and  that 
he,  as  such  President,  signed,  sealed,  and  delivered  said  instrument,  as  the 
free  and  voluntary  act  and  deed  of  said  Company,  and  as  his  own  free 
and  voluntary  act  and  deed  as  such  President,  for  the  uses  and  purposes 
therein  set  forth. 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  official  seal,  this 
13th  day  of  June,  A.  D.  1899. 

W.  F.  McFarland, 
[seal]  Notary  Public  for  said  County  and  State. 

EECOEDED  IN  ILLINOIS 

County  Date  Booh  Page 

LaSalle  June  22,  1899  390  262 

Lee  June  30,  1899  71  579 


GALESBURG  &  RIO  RAILROAD 
COMPANY 

This  company  was  incorporated  April  9,  1886,  under  the 
General  Laws  of  Illinois,  the  Articles  being  filed  with  Secretary 
of  st;,!,.  April  12,  1886. 

Under  its  Articles  the  Company  proposed  to  construct  the 
following  railroad,  to  wit: 

from  a  point  on  the  main  line  of  the  Chicago, 
Burlington  *.v  Quincy  Railroad  within  or  near  Q-alesburg,  in 
Kii<>\  County,  Illinois,  thence  northerly  to  a  connection  with 
the  Saint  Louis,  Rock  Island  &  Chicago  Railroad  Company's 
tracks  al  or  near  Rio  station,  in  said  County  of  Knox." 

It  was  organized  at  Chicago  April  21,  1886,  and  built  from 
a  connection  with  the  Chicago,  Burlington  *.V.  Quincy  Railroad 
at  Galesburg,  thence  northerly  to  a  connection  with  that 
company's  line  at  Rio  station,  a  distance  of  twelve  and  forty- 
five  hundredths  miles. 

It  was  completed  October  ."51,  1886,  and  was  leased  to  the 
Chicago,  Burlington  &  Quincy  Railroad  Company,  October  1, 
1886,  and  conveyed  to  thai  company  by  <\i-r<\  dated  June  1,  1899. 

ARTICLES    OF    INCORPORATION,    April    9,    1886,    Galesburg    &    Rio 
Railroad  Company. 

We,  the  urn  e  L,  do  hereby  associate  ourselves  together  for  the 
purpose  of  constructing,  purchasing,  operating,  Leasing  and  using  a 
railroad  in  the  State  of  Illinois,  and  do  adopt  the  following  articles  of 
incorporation: — 

Article  I. 

The  name  of  the  corporation  shall  be  the  "Galesburg  &  Rio  Railroad 
Company. " 

II. 

It  is  intended  to  construct  a  line  of  railroad  from  a  point  on  the 
main  line  of  the  Chicago,  Burlington  &  Quincy  Railroad,  within  or  near 
Galesburg  in  Knox  County,  Illinois,  thence  northerly  to  a  connection 
with  the  St.  Louis,  Rock  Island  and  Chicago  Railroad  Company's  tracks 
at  or  near  Rio  Station  in  said  county  of  Knox. 

1076 


CORPORATE  HISTORY  1077 

Article  III. 
The  principal  business  office  of  said  proposed  corporation  shall  be  at 
Galesburg  in  said  Knox  county. 

Article  IV. 
Said  proposed   corporation  shall  commence  on  the   12th   day  of  April, 
A.  D.  1886,  and  continue  fifty  years  and  for  such  longer  period  as  may 
be  provided  by  law. 

Article  V. 
The    amount   of    the    capital    stock    of    said    corporation    shall    be    two 
hundred  and  sixty  thousand  dollars   ($260,000). 

Article  VI. 

The  names  and  places  of  residence  of  the  several  persons  forming  the 
Association  for  Incorporation,  are 

L.  O.  Goddard,  Frank  S.  Bagg,  W.  J.  Fabian,  J.  L.  Lathrop,  all  of 
Chicago,  Illinois,  and  Charles  W.  Darrow  of  South  Evanston,  Illinois. 

Article  VII. 

L.  O.  Goddard,  Frank  S.  Bagg,  W.  J.  Fabian,  J.  L.  Lathrop  and 
Charles  W.  Darrow,  shall  comprise  the  first  Board  of  Directors. 

The  management  of  the  affairs  of  said  corporation  shall  be  vested 
in  its  Board  of  Directors,  which  shall  elect  a  President,  Secretary  and 
Treasurer  and  appoint  such  other  officers  as  it  shall  deem  necessary. 

Article  VIII. 
The    number    of    shares    of    capital    stock    shall    be    two    thousand    six 
hundred  shares,  of  one  hundred  dollars  each. 

In  Witness  Whereof,  we  have  hereunto  set  our  hands  and  seals 
this  9th  day  of  April,  A.  D.  1886. 

L.  O.  Goddard  [seal] 

Frank  S.  Bagg  [seal] 

W.  J.  Fabian  [seal] 

J.  L.  Lathrop  [seal] 
Charles  W.  Darrow       [seal] 


[  ss. 


United  States  of  America, 
State  of  Illinois. 

office  of  secretary. 

I,  Henry  D.  Dement,  Secretary  of  State  of  Illinois,  do  hereby  certify 
that  the  foregoing  Articles  of  Incorporation  of  the  "Galesburg  and  Bio 
Railroad  Company"  were  filed  for  record  in  the  office  of  the  Secretary  of 
State  of  the  State  of  Illinois  on  the  twelfth  day  of  April,  A.  D.  1886,  at  9 
o'clock  A.  M.  and  duly  recorded  in  Book  No.  6  of  Railroad  Records  at 
Page  235. 

In  Witness  Whereof,  I  hereunto  set  my  hand  and  affix  the  Great  Seal  of 
State,  at  the  City  of  Springfield,  this  13th  day  of  April,  A.  D.  1886. 

Henry  D.  Dement, 
[seal]  Secretary   of  State. 


1078      CHICAGO,  BURLINGTON  &   QUIXCY   RAILROAD  COMPANY 
State  of  Illinois,  ) 

y  ss 

Knox  County.  \ 

No.  114840 

I,  Josiah  Gale,  Clerk  of  the  Circuit  Court,  and  ex-officio  Recorder, 
within  and  for  the  County  of  Knox  and  State  aforesaid,  do  hereby 
certify  that  the  Instrument  of  writing  to  which  this  certificate  is  at- 
tached, was  filed  for  record  in  my  office,  on  the  10th  day  of  April  ISSti, 
at  3  o'clock  P.  M.,  and  is  duly  recorded  in  Volume  124  of  Deeds,  ou 
page   477. 

In   T  of,  I  have  hereunto  set  my  hand  and  affixed  the  seal 

of  said  Omit  al  Galesburg,  the  day  and  date  aforesaid. 

Josiah  Gale, 
[seal]  Clerk. 

LEASE,  October  1,  1886,  Galesburg  &   Rio  Eailroad  Company  to  Chicago, 
Burlington   >!»:   Quincy   Railroad  Company. 

Th  -  Tndentun  Lease,  blade  tins  first  day  of  October, 

A.  !>.,  L886,  by  and  between  the  Galesburg  &  Rio  Railroad  Company, 
party  of  the  firal  part,  and  the  Chicago,  Burlington  and  Quincy  Railroad 
Company,  party  of  the  second  part,  said  parties  being  corporations  or- 
ganized and  existing  under  and  in  accordance  with  the  laws  of  the  State 
■  Hi:  That,  Whereas,  The  said  first  party,  pursuant 
to  the  statutes  of  the  state  of  Illinois,  and  of  its  organization  as  a 
Corporation,   as   aforesaid,    is  authorized    to   construct,    maintain,   and   operate 

a  railroad  and  branches,  commencing  at  a  point  on  the  main  line  of  the 
Chicago,  Burlington  and  Quincy  Railroad  Company  within  or  near  Galesburg, 

in  Knox  County,  Illinois,  thence  northerly  to  a  connection  with  the  St.  Louis, 

Rock   Island  and  •  Railroad  Company  's  tracks  at   or  near   Rio  Station, 

said  county   of    Knox  anil  has  already  commenced    the  construction  of  its 

said  railroad,  as  hereinbefore  described  the  remaining  portions  of  the  road 
to  be  built  from  time  to  time,  as  the  Hoard  of  Directors  of  said  Company 
may  determine ;  and 

Whi        .   Said   Company   has   resolved   to   borrow   not   to   exceed   twenty 

thousand  (20,000)  dollars  per  mile  t'"r  each  mile  and  fraction  thereof  of 
ack  of  its  constructed  main  and  branch  lines  of  road,  and  ten  thou- 
I  (10,000)  dollars  additional  for  each  mile  of  second  track,  when  built, 
to  aid  in  paying  for  the  construction  thereof,  and  to  issue  its  several  bonds 
for  the  amounts  so  borrowed,  all  payable  to  bearer,  and  to  bear  date  the 
Second  day  of  May.  A.  D.  1887,  to  have  forty  (40)  years  from  their  date 
to  run  to  maturity,  to  bear  interest  at  the  rate  of  *ix  (6)  per  cent,  per 
annum,  payable  semi-annually,  on  the  first  day  of  May,  and  the  first  day  of 
November  in  each  year,  at  the  office  of  the  Chicago,  Burlington  &  Quincy 
Railroad  Company  in  the  city  of  Boston,  Massachusetts,  where  the  principal 
is  also  to  be  paid ;  and  has  secured  the  payment  of  all  said  bonds,  issued 
aud  to  be  issued,  by  a  trust  mortgage,  to  which  this  Lease  is  subject,  and  for 
the  provisions  of  which  reference  is  hereby  had,  to  Henry  Parkman  and 
William  J.  Ladd  of  Boston,  Massachusetts,  trustees  therein,  upon  its  road 


CORPORATE  HISTORY  1079 

and  branches,  constructed  and  to  be  constructed,  described  as  aforesaid,  and 
extending  from  Galesburg  to  Rio  including  all  its  rights  of  way  and  lands 
occupied  thereby,  road-bed,  superstructure,  depot  grounds,  depot  buildings, 
and  all  other  of  its  said  property  connected  therewith,  together  with  the 
rights,  privileges,  and  franchises  belonging  thereto,  which  said  trust  mort- 
gage bears  date  May  Second  (2d),  A.  D.  1887,  and  will  be  recorded  in  the 
counties  through  which  said  railroad  runs ;  and 

Whereas,  The  proceeds  of  said  bonds,  and  the  other  means  of  said  Com- 
pany, will  be  sufficient  only  for  the  construction  and  completion  of  said 
road-bed  and  superstructure,  and  will  leave  said  first  party  without  means 
to  procure  equipment  necessary  for  the  maintenance  and  operation  of  its 
said  railroad ;  and  in  order  that  the  same  may,  when  completed,  be  equipped, 
maintained,  and  operated  in  such  manner  as  the  public  convenience  may 
require,  and  also  that  means  may  be  provided  for  the  payment  of  the  semi- 
annually accruing  interest  on  said  bonds,  issued  and  to  be  issued,  so  that  the 
same  may  be  negotiated  at  reasonable  rates,  it  has  resolved  to  enter  into  the 
agreements  herinafter  contained,  and  in  reference  to  the  subject  matter  of 
which  the  respective  parties  hereto  are  fully  authorized  by  law  to  contract  as 
herein  provided;  and 

Whereas,  The  second  party  owns  and  is  operating  a  continuous  and  con- 
nected line  of  railroad,  extending  from  Chicago,  in  the  State  of  Illinois, 
across  and  through  the  State  of  Illinois,  and  connecting  at  Galesburg,  Illi- 
nois, with  the  railroad  of  the  first  party,  the  roads  of  the  two  parties  thus 
forming  a  continuous  line  of  railroad  from  the  City  of  Chicago,  in  the  State 
of  Illinois,  to  the  said  town  of  Rio 

Now,  therefore,  this  Indenture  Witnesseth:  That  the  first  party,  in  con- 
sideration of  the  covenants  and  agreements  herein  contained,  to  be  kept 
and  performed  by  the  said  second  party,  hath  granted,  demised,  and  leased, 
and  by  these  presents  doth  grant,  demise,  and  lease,  unto  the  said  second 
party,  its  successors  and  assigns,  all  the  following  described  property  of 
the  said  Galesburg  and  Rio  Railroad  Company,  that  is  to  say: 

All  its  railroad,  and  branhces,  extending  from  Galesburg  to  Rio,  aforesaid, 
constructed  and  to  be  constructed,  and  especially  including  that  portion 
thereof  now  under  construction  between  the  towns  of  Galesburg,  and  Rio 
aforesaid,  including  all  its  rights  of  way  and  lands  occupied  thereby,  super- 
structure and  tracks  thereon  and  to  be  placed  thereon,  and  all  materials 
used  therein  and  procured  or  to  be  procured  therefor;  all  bridges,  via- 
ducts, fences,  depot  grounds  and  buildings  thereon  and  to  be  placed 
thereon,  and  all  machine  shops,  and  all  other  property,  real  or  personal, 
appertaining  to  said  railroad,  and  to  the  use  thereof,  now  owned  or 
hereafter  to  be  acquired  by  said  first  party,  together  with  the  rents, 
revenues,  and  income  to  be  had,  levied,  or  derived  therefrom,  and  all 
the  rights,  privileges,  and  franchises  of  said  first  party  in,  to,  or  con- 
cerning said  railroad,  constructed  and  to  be  constructed,  and  every 
part  thereof. 

To  Have  and  to  Hold  the  above  described  railroad,  premises,  and  prop- 
erty, with  the  appurtenances,  rights,  privileges,  and  franchises  appertaining 
thereto,  unto  the  said  party  of  the  second  part,  its  successors  and  assigns, 


1080      CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

from  the  day  of  the  date  hereof,  for  and  during  the  chartered  existence  of 
said  first  party,  and  during  the  extension  or  extensions,  renewal  or  renewals, 
of  the  chartered  lights  and  existence  of  said  first  party,  if  said  renewals 
or  extensions  shall  be  had  as  hereinafter  provided;  absolute  and  exclusive 
possession  to  be  now  delivered  to  said  second  party,  its  successors  and  assigns, 
of  the  said  section  of  railroad  between  the  said  town  of  Galesburg,  and  the 
said  town  of  Bio,  and  of  the  remaining  sections  or  portions  thereof  when 
and    as    soon    as    built. 

Said  liist  party  further  agrees  that,  dining  the  continuance  of  this  lease 
and  the  life  of  its  present  charter,  it  will  keep  up  its  corporate  organization, 
by  the  annual  election  of  its  directors  and  officers,  and  the  performance  of 
such  other  arts  as  may  be  required  by  law  for  that  purpose. 

Ami  further,  that  at  the  expiration  of  its  present  charter,  it  will,  at  the 
request  of  said  second  party,  its  sucessors  or  assigns,  in  ease  the  mortgage 
herein  mentioned  shall  not  in  the  meantime  have  been  foreclosed,  cause  its 
chartered  rights,  powers,  and  franchises  to  be  renewed  and  extended  for 
another  term  of  fifty  I  50  i  years,  or  for  such  other  or  further  period  as  may 
at  that  time  be  authorized  by  law;  and  will,  in  like  manner,  and  on  like 
request,  at  each  successive  expiration  of  its  chartered  rights  (provided 
always  that  no  foreclosure  of  mortgage  has  taken  place),  renew  and  extend 
the  same;  ami  will,  during  all  such  renewals  and  extensions,  keep  up  and 
maintain  its  organization,  so  as  in  effect  to  make  such  corporation  a  con- 
tinuous one;  and  will,  at  the  termination  of  its  present  chartered  existence, 
and  at  the  termination  of  each  successive  renewal  and  extension  thereof,  as 
hereinbefore  provided,  at  the  request  of  the  second  party,  its  successors  or 
assigns,  in  case  no  foreclosure  of  mortgage  shall  have  been  had,  renew 
ami  extend,  or  cause  to  be  renewed  ami  extended,  this  lease,  on  the  terms, 
conditions,  ami  stipulations  herein  provided,  so  as  in  effect  to  make  the  same 
perpetual. 

Tlie  said  second  party,  in  consideration  of  the  premises,  hereby  agrees 
to  take  full  possession  of  the  railroad,  premises,  and  property  hereby 
demised,  and  to  pay  or  cause  to  be  paid  all  taxes  and  assessments  that  may 
be  lawfully  levied,  charged,  or  assessed  on  said  demised  railroad,  premises, 
and  property,  <>i  any  part  thereof,  during  the  continuance  of  this  lease  and 
all  renewals  thereof,  and  to  procure  and  place  on  said  railroad  such  and 
such  an  amount  of  rolling  stock  as  may  be  reasonably  required  in  the  transac- 
tion  of  the  business  of  said  demised  railroad,  and  to  keep  the  same  in  good 
condition,  ami  to  maintain  and  operate  said  railroad  in  such  manner  as  may 
be  required  to  reasonably  accommodate  the  country  through  which  said 
demised  railroad  passes.  And  it  is  expressly  agreed  and  understood,  that 
when  and  as  soon  as  any  additional  section  or  sections  of  said  railroad 
shall  be  built,  the  second  party  will  take  possession  thereof  and  operate 
the  same  under  and  in  pursuance  of  the  terms  of  this  instrument;  and 
this  Lease  shall  be,  and  be  held  to  be,  applicable  to  such  sections  here- 
after to  be  constructed  in  all  respects  the  same  as  to  the  portion  now  built. 

Ami,  in  addition  to  the  foregoing,  the  second  party  agrees  to  pay  an  an- 
nual rental  of  thirty  (30)  per  cent,  of  the  gross  earnings  of  the  demised 
railroad  on  all  joint  business,  gross  earnings  to  be  computed  upon  a  pro  rata 


CORPORATE  HISTORY  1081 

basis  according  to  the  distances  carried  respectively  on  the  roads  of  the 
parties  hereto,  which  said  thirty  (30)  per  cent,  of  gross  earnings,  the  said 
second  part  guarantees  shall  amount  to  a  sum  sufficient  to  pay  the  semi- 
annually accruing  interest  on  the  bonds  herein  mentioned  and  contemplated, 
and  which  shall  be  paid  semi-annually  on  the  first  days  of  May  and  Novem- 
ber in  each  year,  at  the  office  of  the  second  party  in  the  city  of  Boston, 
Massachusetts,  to  the  trustees  named  in  said  deed  of  trust,  or  to  their  suc- 
cessors in  said  trust,  and  so  much  thereof  as  may  be  necessary  to  be  used 
and  applied  by  them  to  pay  and  take  up  the  semi-annually  maturing  coupons 
attached  to  said  bonds,  until  all  are  paid,  and,  after  the  maturity  of  said 
bonds,  to  be  applied  to  the  payment  of  interest  thereon  at  the  rate  of  six 
(6)  per  cent,  per  annum,  payable  semi-annually  at  the  same  time  and  place, 
until  the  expiration  of  the  chartered  rights  of  said  first  party;  and  any 
balance  remaining  in  their  hands  at  the  end  of  each  year,  and  not  required 
for  the  payment  of  coupons  and  interest  as  herein  provided,  shall  be  paid  to 
the  first  party,  its  successors  or  assigns.  Provided,  however,  that,  in  case 
a  foreclosure  of  mortgage  shall  be  had  before  or  after  the  maturity  of  said 
bonds,  or  before  the  expiration  of  the  chartered  right  of  said  company, 
then  and  thereafter  this  lease  shall  cease  and  determine. 

And  further,  in  case  no  foreclosure  of  said  mortgage  shall  take  place 
before  the  expiration  of  the  chartered  existence  of  said  first  party,  and  in 
case  new  bonds,  secured  by  mortgage,  as  hereinafter  provided,  shall  be 
executed  and  delivered  to  take  the  place  of  the  bonds  herein  mentioned,  and 
this  lease  shall  be  renewed  as  herein  provided,  then  the  said  rent,  or  as 
much  thereof  as  may  be  required,  shall  be  appropriated  by  the  trustees 
therein  to  paying  and  taking  up  the  coupons  that  shall  be  attached  to  the 
same,  and,  in  like  manner,  to  paying  and  taking  up  the  coupons  on  successive 
issues  of  the  bonds,  as  hereinafter  provided,  so  long  as  no  foreclosure  shall 
be  had  of  such  subsequent  and  successive  mortgages;  it  being  understood 
that  a  foreclosure,  whenever  had,  shall  terminate  any  lease  which  may  be 
executed  as  herein  provided. 

And  Further,  in  case  no  foreclosure  shall  have  taken  place  at  the  termina- 
tion of  the  present  charter  of  said  first  party,  and  in  case  the  holders  of  the 
said  bonds  shall  consent,  and  the  second  party  shall  so  request  in  writing,  the 
said  first  party,  having  renewed  and  eixtended  its  charter  and  executed  and 
delivered  another  lease,  as  hereinbefore  provided,  agrees  that  it  will  make, 
execute,  and  deliver  other  bonds  in  like  amount,  drawing  the  same  rate  of 
interest,  and  of  like  character  to  those  hereinbefore  mentioned,  to  take 
their  place  and  run  during  the  continuance  of  said  renewed  charter;  and 
that  it  will  in  like  manner  secure  the  payment  thereof  by  a  trust  mort- 
gage on  the  property  herein  described,  of  like  character  to  the  one 
hereinbefore  mentioned;  and  that  it  will  thereafter,  at  each  expiration 
of  its  renewed  charter  and  this  lease,  as  herein  contemplated,  with  the 
consent  of  the  bondholders,  and  at  the  like  request  of  the  second  party, 
its  successors  and  assigns,  make,  execute,  and  deliver  successive  bonds 
and  mortgages  of  like  character,  to  take  the  place  of  those  previously 
existing. 

But  in  the  meantime,  and  at  no  time,  shall  said  first  party,  its  successors 


1082       CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

or  assigns,  execute  any  second  mortgage,  or  any  mortgages  other  than  those 
hereinbefore  mentioned  or  provided  for,  on  the  property  herein  described, 
or  any  part  thereof. 

It  is  Mutually  Agreed,  That  the  rent  herein  reserved  shall  commence 
on  the  first  day  of  November,  1>S7,  and  continue  thereafter  as  herein 
provided;  and  further,  that  in  case  this  lease  shall  be  terminated  at  any 
time,  for  any  cause,  said  first  party,  its  successors  and  assigns,  before  it  shall 
be  entitled  to  the  possession  of  said  demised  premises,  or  any  part  thereof, 
shall  pay  to  the  second  party,  its  successors  and  assigns,  the  original  cost 
of  all  additional  construction  which  the  second  part;  may  deem  it  necessary 
or  proper  to  make  on  said  demised  premises,,  and  of  all  permanent  improve- 
ments made  thereon  and  on  any  part  thereof,  together  with  interest  thereon 
at  the  rate  <>t'  six  (6)  per  rent,  per  annum,  from  the  time  of  the  completion 
of  each  item  of  construction  and  Improvement,  and  for  all  such  expenditures, 
and  the  interest  thereon,  the  second  party  shall  have  a  lien,  which  shall 
entitle  it  to  hold  possession  and  use  of  said  demised  premises,  and  the 
revenues  to  lie  derived  therefrom,  until  the  same  shall  be  paid. 

//  is  Mutually  and  Expressly  Ann  til.  That  the  capital  stock  of  said  first 
party  shall  not  exceed  the  sum  of  two  hundred  and  sixty  thousand  (260,000) 
dollars,  and  thai  no  other  or  greater  amount  of  stock  shall  ever  be  created, 
authorized,  or  issued  by  said  first  party,  its  successors  and  assigns,  by 
amendment  of  its  charter  or  otherwise,  without  the  written  consent  of  the 
ad  party,  its  successors  and  assigns;  and  further,  that  the  covenants  and 
agreements  herein  contained  shall  be  binding  upon  the  successors  and  as- 
signs of  the  respective  parties  hereto. 

In  Witness  Whereof,  the  parties  hereto  have  caused  their  corporate  names 
to  lie  hereunto,  and  to  one  other  original,  subscribed  by  their  respective 
Presidents  and  their  corporate  seals  to  be  hereto,  and  to  one  other  original, 
affixed  and  attested,  upon  the  part  of  the  first  party  by  its  Secretary,  and 
up. .ii  the  pari  of  tie-  second  party  by  its  Secretary,  the  day  aiol  year  first 
above  written. 

THE  GALESBURG  AND  EIO  RAILROAD  COMPANY, 

By  Jno.  L.  Lathrop, 

President. 

[SEAL] 

Attest: 

L.   O.   GODDARD, 

Secretary. 

THE  CHICAGO,  BURLINGTON  AND  QUINCY  RAILROAD  COMPANY, 

By  C.  E.  Perkins, 

President. 

[SEAL] 

Attest: 

T.  S.  Howlaxd, 
Secretary. 


CORPORATE  HISTORY  1083 

DEED,  June  1,  1899,  Galcsburg  &  Rio  Railroad  Company  to  Chicago  Burl- 
ington &  Quincy  Railroad  Company. 

This  Indenture,  Made  this  first  day  of  June,  A.  D.  1899,  by  and  between 
the  Galesburg  &  Rio  Railroad  Company,  party  of  the  first  part,  and  the 
Chicago,  BuiTington  &  Quincy  Railroad  Company,  party  of  the  second 
part,  both  being  corporations  created,  organized,  and  existing  under  and 
by  virtue  of  the  laws  of  the  State  of  Illinois,  Witnesseth:  That, 

Whereas,  The  first  party,  being  thereto  duly  authorized  by  law,  is  the 
owner  of  the  following  described  railroad  in  the  State  of  Illinois,  to-wit: 

Beginning  at  Galesburg,  in  Knox  County,  extending  thence  northerly  to 
Rio  in  said  county,  a  distance  of  about  twelve  and  twenty-two  hundredths 
(12.22)  miles;  and, 

Whereas,  The  railroad  of  the  first  party  connects  with  the  railroads  of 
the  second  party,  and  forms  therewith  a  continuous  and  connected  line  of 
railroad;  and, 

Whereas,  The  second  party  is  now  in  possession  of  and  operating  the  said 
above  described  railroad,  in  connection  with  its  own  railroads,  under  a 
lease  substantially  in  perpetuity,  and  has  offered  to  purchase  the  re- 
maining interests,  property,  and  franchises  of  the  first  party  in  and  to 
said  railroad,  upon  the  terms  and  conditions  hereinafter  stated  which 
have  been  agreed  to  by  the  directors  of  both  the  said  companies,  and 
approved  by  the  stockholders  owning  and  holding  two-thirds  in  amount 
of  the  capital  stock  of  the  parties  of  the  first  and  second  parts,  in  man- 
ner and  form  as  required  by  law: 

Now,  Therefore,  This  Indenture  Witnesseth :  That  the  said  party  of  the 
first  part,  for  and  in  consideration  of  five  dollars  to  it  in  hand  paid,  the 
receipt  of  which  is  hereby  acknowledged,  and  other  good  and  valuable 
considerations,  has  granted,  bargained,  and  sold,  and  by  these  presents 
does  grant,  bargain,  sell  and  convey,  release,  assign,  and  transfer,  to  the 
said  party  of  the  second  part,  all  and  singular  the  said  above  described 
railroad,  and  all  its  right,  title,  and  interest  therein;  together  with  all 
rights  of  way,  road-bed,  bridges,  and  depot  and  other  lands,  or  interest 
therein;  and  all  station  houses  and  other  buildings  and  structures  of 
whatever  kind  belonging  thereto;  together  with  all  the  fixtures  and  ap- 
purtenances appertaining  to  the  said  railroad,  or  in  any  manner  con- 
nected therewith;  also  all  rights,  privileges,  and  franchises  of  the  said 
party  of  the  first  part,  in  and  to  the  aforesaid  railroad;  together  with  all 
other  present  and  in  future  to  be  acquired  property,  of  every  kind  and 
description,  belonging  to  the  said  first  party,  except  its  franchise  to  be 
a  corporation. 

To  Have  and  to  Hold,  the  said  railroad  and  lands,  tenements,  rights, 
privileges,  and  franchises,  and  other  property  above  mentioned  and  con- 
veyed, to  the  said  second  party,  its  successors  and  assigns,  forever. 

And  the  said  party  of  the  second  part  covenants  and  agrees  with  the 
said  party  of  the  first  part  to  equip  the  said  railroad,  or  cause  the  same 
to  be  equipped,  and  to  maintain  and  operate  the  same  in  such  manner  as 
to  furnish  reasonable  accommodations  to  the  public;  to  pay,  or  cause  to 


1084       CHICAGO,  BURLINGTON   &   QUINCY   RAILROAD  COMPANY 

be  paid,  all  taxes  and  assessments  that  may  be  lawfully  levied,  charged, 
or  assessed  upon  the  said  railroad  and  property,  or  any  part  thereof;  and 
to  assume  all  contracts,  bonds,  and  other  obligations,  of  whatsoever  kind, 
and  pay  and  discharge  all  debts  and  liabilities,  both  principal  and  inter- 
est, of  the  said  party  of  the  first  part,  as  they  may  severally  mature;  and 
to  issue  and  deliver  to  the  owners  and  holders  of  the  capital  stock  of  the 
first  party,  one  share  of  its  own  capital  stock  for  every  fifteen  shares  of 
the  capital  stock  of  said  first  party,  upon  the  surrender  and  transfer  to  it 
of  such  shares  of  the  first  party's  stock. 

And  to  the  end  that  the  second  party  may  have,  hold,  use,  exercise,  and 
enjoy  the  railroad  and  property  and  franchises  of  the  first  party,  hereby 
conveyed  and  intended  to  be  conveyed,  and  whether  now  existing  or 
hereafter  inquired,  as  fully  as  might  be  done  by  the  first  party,  if  this 
conveyance  had  not  been  made,  the  first  party  agrees  to  execute  from 
time  to  time  any  additional  assignment,  conveyance,  or  assurance,  and 
to  perform  any  act,  which  the  counsel  of  the  second  party  may  advise; 
and,  for  the  purposes  aforesaid,  the  firsl  party  agrees,  if  the  second  party 
shall  so  desire  and  advise,  that  it  will  keep  up  and  maintain  its  corporate 
existence  and  organization. 

In  Witness  Whereof,  the  parties  hereto  have  caused  their  corporate  names 
to  be  hereunto  subscribed  by  their  respective  Presidents  and  their  cor- 
porate seals  to  be  attached  and  attested  by  their  respective  Secretaries, 
all  on  the  day  and  year  first  above  written. 

GALESBUKG  &  RIO  RAILROAD  COMPANY, 
[seal]  By  C.  I.  Sturgis, 

Attest:  President. 

11.  W.  Weiss, 
Secretary. 

CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY, 
[seal]  By  C.  E.  Perkins, 

Attest :  President. 

T.  S.  Howlaxd, 
Seer  eta i  a. 


State  of  Illinois,) 

>  ss 
County  of  Cook.   \ 

Be  it  remembered,  that,  on  this  14th  day  of  June,  A.  D.  1899,  before  me, 
a  Notary  Public,  in  and  for  said  County  and  State,  personally  appeared 
C.  I.  Sturgis,  President  of  the  Galesburg  &  Rio  Railroad  Company,  a 
corporation  organized  and  existing  under  the  laws  of  the  State  of  Illinois, 
personally  known  to  me  and  to  be  the  same  person  whose  name  is  sub- 
scribed to,  and  who  executed,  the  foregoing  instrument  as  such  President, 
who,  being  by  me  duly  sworn,  did  say  that  he  is  President  of  the  said 
Galesburg  &  Rio  Railroad  Company;  that  he  knows  the  corporate  seal  of 
said  Company;  that  the  seal  affixed  to  the  foregoing  instrument  is  the 
corporate  seal  of  said  Company;  that  it  was  affixed  by  order  of  the  Board 


CORPORATE  HISTORY  l<»<S-> 

of  Directors  of  said  Company;  that  said  instrument  was  signed  and  sealed 
in  behalf  of  said  Company  by  like  order  as  President  of  said  Company; 
that  the  said  C.  I.  Sturgis  acknowledged  said  instrument,  and  that  it  was 
the  voluntary  act  and  deed  of  said  Company,  and  that  he,  as  such  Presi- 
dent, signed,  sealed,  and  delivered  said  instrument,  as  the  free  and  volun- 
tary act  and  deed  of  said  Company,  and  as  his  own  free  and  voluntary 
act  and  deed  as  such  President,  for  the  uses  and  purposes  therein  set 
forth. 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  official  seal,  this 
14  day  of  June,  A.  D.  1899. 

Herbert  Haase, 
[seal]  Notary  Public  for  said  County  and  State. 

State  of  Iowa,  ) 

>  ss. 
County  of  DesMoines.  \ 

Be  it  remembered,  that,  on  this  13th  day  of  June,  A.  D.  1899,  before 
me,  a  Notary  Public,  in  and  for  said  County  and  State,  personally  ap- 
peared C.  E.  Perkins,  President  of  the  Chicago,  Burlington  &  Quincy 
Bailroad,  a  corporation  organized  and  existing  under  the  laws  of  the 
State  of  Illinois,  personally  known  to  me  and  to  be  the  same  person  whose 
name  is  subscribed  to,  and  who  executed,  the  foregoing  instrument  as 
such  President,  who,  being  by  me  duly  sworn,  did  say  that  he  is  Presi- 
dent of  the  said  Chicago,  Burlington  &  Quincy  Eailroad  Company;  that 
he  knows  the  corporate  seal  of  said  Company;  that  the  seal  affixed  to  the 
foregoing  instrument  is  the  corporate  seal  of  said  Company;  that  it  was 
affixed  by  order  of  the  Board  of  Directors  of  said  Company;  that  said 
instrument  was  signed  and  sealed  in  behalf  of  said  Company  by  like 
order  as  President  of  said  Company;  that  the  said  C.  E.  Perkins  acknowl- 
edged said  instrument,  and  that  it  was  the  voluntary  act  and  deed  of 
said  Company,  and  that  he,  as  such  President,  signed,  sealed,  and  de- 
livered said  instrument,  as  the  free  and  voluntary  act  and  deed  of  said 
Company,  and  as  his  own  free  and  voluntary  act  and  deed  as  such  Presi- 
dent, for  the  uses  and  purposes  therein  set  forth. 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  official  seal,  this 
13th  day  of  June,  A.  D.  1899. 

W.  F.  McFarland, 
[SEAL]  Notary  Public  for  said  County  and  State. 

BECOEDED    IN    ILLINOIS 
County  Date  Book  Page 

Knox  June  21,  1899  165  80 

TRUST  MORTGAGE,  May  2,  1887,  Galesburg  &  Rio  Railroad  Company 
to  Henry  Parkman  et  al.  Trustees. 

This  Indenture  of  Mortgage,  made  this  second  day  of  May,  A.  D.  One 
Thousand,  Eight  Hundred  and  Eighty-seven  (1887),  by  and  between  the 
Galesburg  &  Rio  Railroad  Company,  a  corporation  created  and  existing 
under  and  in  conformity  with  the  laws  of  the  State  of  Illinois,  party  of 


1086       CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

the  first  part,  ami  Henry  Parkman  and  William  J.  Ladd,  of  Boston,  in 
the  state  of  Massachusetts,  Trustees  herein,  parties  of  the  second  part. 

Witnesseth:  That,  Whereas  the  said  party  of  the  first  part,  pursuant  to 
the  statutes  of  the  State  of  Illinois,  and  of  its  organization  as  a  corpora- 
tion, is  authorized  to  construct,  maintain  and  operate  a  railroad  with  sin- 
gle and  double  tracks,  commencing  at  a  point  on  the  main  line  of  the 
Chicago,  Burlington  and  Quiney  Railroad  Company  within  or  near  Gales- 
lung,  in  Knox  County,  Illinois,  and  running  thence  northerly  to  a  con- 
nection with  the  railroad  of  the  St.  Louis,  Bock  Island  and  Chicago 
Railroad  Company  at  or  near  Rio  Station,  in  said  County  of  Knox;  and 

Whereas,  said  first  party  lias  now  constructed  and  completed  its  single 
track  railroad,  as  above  described;  and 

Whereas  the  said  first  party  is  authorized  by  its  Charter  and  the  laws 
aforesaid,  to  execute  trust  mortgages  of  its  railroad  and  the  franchises 
connected  therewith,  and  of  its  other  property,  to  secure  the  payment  of 
bonds  issued  for  the  objects  and  purposes  hereinafter  set  forth;  and 

Whereas  the  said  Galesburg  &  Rio  Railroad  Company  is  desirous  of  bor- 
rowing money  to  an  amount  not  exceeding  Twenty  Thousand  (20,000) 
Dollars  per  mile  for  each  mile  and  fraction  thereof  of  single  track  of  its 
constructed  line  of  road,  and  Ten  Thousand  (10,000)  Dollars  per  mile 
additional  for  each  mile  of  second  track  when  built,  to  aid  in  paying  for 
the  work  and  material  used  in  the  construction  of  its  road,  as  the  Direc- 
tors of  the  Company  may  from  time  to  time  determine  to  build  the 
-.line;  and  has  resolved  to  execute  and  issue  therefor,  or  for  the  amounts 
so  borrowed,  its  several  bonds,  all  to  bear  date  the  second  day  of  May, 
A.  D.  1887,  maturing  May  1st,  A.  D.  1927,  to  bear  interest  at  the  rate  of 
six  (6)  per  cent  per  annum,  payable  semi-annually,  on  the  first  day  of 
May  and  the  first  day  of  November  in  each,  year,  at  the  office  of  the 
Chicago,  Burlington  &  Quiney  Railroad  Company  in  the  City  of  Boston, 
Massachusetts,  where  the  principal  is  also  to  be  paid;' all  of  which  said 
bonds  are  to  bear  the  same  date,  and  are  to  stand  equally  secured  by  this 
Trust  Mortgage,  though  issued  at  different  times,  and  are  to  be  numbered 
from  one  (1)  to  the  highest  number  that  may  be  issued;  each  of  which 
said  bonds  is  to  be  authenticated  by  a  certificate  thereon,  signed  by  the 
Trustees  named  in  the  Trust  Mortgage,  or  their  successors  in  said  trust. 

Now,  Therefore,  Tliis  Indenture  Witnesseth :  That  the  said  Galesburg  and 
Rio  Railroad  Company,  party  of  the  first  part,  in  order  to  secure  pay- 
ment of  its  said  bonds  and  the  interest  thereon,  and  in  consideration  of 
One  (1)  Dollar  to  it  in  hand  paid  by  the  second  parties  at  the  ensealing 
and  delivery  of  these  presents,  the  receipt  of  which  is  hereby  acknowl- 
edged, has  granted,  bargained,  sold,  transferred  and  conveyed,  and  by 
these  presents  does  grant,  bargain,  sell,  transfer  and  convey,  to  the  said 
parties  of  the  second  part,  and  their  successors  in  said  trust  and  assigns, 
all  the  above  and  all  the  following  described  property,  to  wit: 

All  the  present  and  in  the  future  to  be  acquired  property  of  the  said 
Galesburg  and  Rio  Railroad  Company  in  and  relating  to  its  said  railroad, 
and  all  the  right,  title,  interest  and  equity  of  redemption  therein,  that 
is  to  say:  all  the  railroad  of  said  first  party,  now  constructed  and  to  be 


CORPORATE  HISTORY  1087 

constructed,  described  as  aforesaid,  and  extending  from  Galesburg,  Knox 
County  Illinois,  to  Bio,  in  said  Knox  County,  including  all  its  rights  of 
way  and  lands  occupied  thereby;  superstructure  and  tracks  thereon  and 
to  be  placed  thereon,  and  all  materials  used  therein  and  procured  or  to  be 
procured  therefor;  all  bridges,  viaducts,  fences,  depot  grounds  and  build- 
ings thereon  and  to  be  placed  thereon,  and  all  machine  shops  and  all 
other  property,  real  or  personal,  appertaining  to  said  railroad  and  to  the 
use  thereof,  now  owned  or  hereafter  to  be  acquired  by  said  first  party, 
together  with  the  rents,  revenues  and  income  to  be  had,  levied  or  de- 
rived therefrom,  and  all  the  rights,  privileges  and  franchises  of  said 
first  party  in,  to  or  concerning  said  railroad,  constructed  and  to  be  con- 
structed, and  every  part  thereof  and  property  to  be  acquired  by  virtue  of 
said  franchises,  now  in  possession  or  hereafter  to  be  acquired,  on  or 
along  the  line  of  said  railroad. 

To  Have  and  to  Hold  the  said  railroad  and  property,  and  all  and  singular 
the  said  premises,  and  every  part  thereof,  with  the  appurtenances,  unto 
the  said  parties  of  the  second  part,  or  the  survivor  of  them,  their  succes- 
sors in  said  trust  and  assigns,  but  for  the  purposes  and  for  the  following 
express  trusts,  that  is  to  say: 

********** 

In  Witness  Whereof  the  first  party  has  caused  its  corporate  name  to  be 
hereunto  subscribed  by  its  President,  and  its  corporate  seal  to  be  hereto 
affixed  and  attested  by  its  Secretary,  and  the  second  parties  have  here- 
unto set  their  hands  and  seals  all  as  on  the  day  and  year  first  above 
written. 

GALESBUEG  AND  EIO  EAILEOAD  COMPANY, 
[seal]  By  Jno.  L.  Lathrop, 

President. 
Attest : 

L.  O.  GODDARD, 

Secretary.  Henry  Parkman, 

William  J.  Ladd, 
Trustees. 

State  of  Illinois,  ) 

v  SS 

County  of  Cook.  \ 

Be  it  Remembered  that,  on  this  fifteenth  day  of  February,  A.  D.  1888,  be- 
fore me,  Chester  M.  Dawes,  a  Notary  Public  in  and  for  said  County  and 
State,  personally  appeared  J.  L.  Lathrop  and  L.  O.  Goddard,  who  are  per- 
sonally known  to  me  to  be  the  President  and  Secretary,  respectively,  of  the 
Galesburg  and  Eio  Eailroad  Company,  and  to  be  the  identical  persons 
whose  names  are  subscribed  to  the  foregoing  mortgage  as  such  officers, 
and  acknowledged  that  they,  in  their  official  capacities,  and  being  duly 
authorized  thereto,  had  executed  the  foregoing  instrument,  and  that  the 
seal  was  fixed  by  like  authority,  and  declared  the  execution  of  the  same 
to  be  their  voluntary  act  and  deed,  and  the  voluntary  act  and  deed  of 
said  Company,  for  the  uses  and  purposes  therein  set  forth. 


1088       CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD   COMPANY 

In  Witness  Whereof  I  have  hereunto  set  my  hand  and  affixed  my  Notarial 
seal,  at  my  office  in  Chicago,  the  day  and  year  last  above  written. 

Chester  M.  Dawes, 
[seal]  Notary  Public. 

State  of  Illinois,  ( 

j  ss 
Knox  County.        } 

No.  120286. 
I,  Josiah  Gale,  Clerk  of  the  Circuit  Court  and  Ex-Officio  Recorder  with- 
in and  for  the  County  of  Knox  and  State  aforesaid,  do  hereby  certify 
that  the  instrument  of  writing  to  which  this  certificate  is  attached  was 
filed  for  record  in  my  office  on  the  5th  day  of  March,  1888,  at  3%  o'clock 
P.  M.  and  is  duly  recorded  in  Volume  52  of  Mortgages  on  page  37. 

In  Testimony  Whereof,  I  have  hereunto  set  my  hand  and  affixed  the  seal 
of  said  ('curt  at   Galesburg  the  day  and  date  aforesaid. 

Josiah  Gale, 
Clerk. 
By  E.  C.  Dohn, 
\l]  Deputy  CI i  rlc. 

RELEASE,  .June  30,  1899,  Henry  Parkman  et  al.  to  Galesburg  &  Rio  Bail- 
road  Company. 

Whereas,  all  the  bonds  issued  under  and  secured  by  an  Indenture  of 
Mortgage  dated  May  2,  1887,  between  the  Galesburg  &  Rio  Railroad 
Company  and  Benry  Parkman  and  William  J.  Ladd,  Trustees,  have  been 
fully  paid,  and  all  the  agreement  under  said  Trust  Mortgage  have  been 
carried  out  on  the  part  of  said   Railroad  Company. 

ore,  we.  Henry  Parkman  and  William  J.  Ladd,  the  Trustees 
under  said  Mortgage,  do  hereby  certify  that  the  same  has  been  and  is 
fully  paid  and  satisfied  in  all  respects;  and  we  hereby,  as  such  Trustees, 
release  and  discharge  the  property  covered  by  said  Mortgage  of  and 
from  the  lien  thereof. 

In  Witness  Whereof,  we.  Henry  Parkman  and  William  J.  Ladd,  Trustees 
a-  aforesaid,  have  hereunto  set  our  hands  and  seals  as  Trustees,  this  30th 
lay   of   June,   A.  D.   1899. 

Henry  Parkman,  [seal] 

WILLLA.M  J.  Ladd,  [seal] 

Trustees. 

State  of  Massachusetts,  J 

v  SS 

County  of  Suffolk  , 

I,  Walter  J.  Jarvis.  a  Notary  Public,  within  and  for  said  County  and 
State,  do  hereby  certify  that  on  this  6th  day  of  July,  1899,  before  me, 
personally  appeared  Henry  Parkman  and  Wiliam  J.  Ladd,  to  me  per- 
sonally known  to  be  the  same  persons  who  executed  the  foregoing  instru- 


CORPORATE  HISTORY  1089 

merit,  and  acknowledged  that  they  signed,  sealed  and  delivered  the  same 
as  their  free  and  voluntary  act,  for  the  uses  and  purposes  therein  set 
forth. 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  Notarial  Seal,  the 
day  and  year  aforesaid. 

Walter  J.  Jarvis, 

Notary  Public. 

[SEAL] 

[U.  S.  Eevenue  Stamp] 


FULTON  COUNTY  NARROW  GAUGE 
RAILWAY  COMPANY 

Fulton   County    Extension   Railway    Company 
Kultou  County  Narrow  Gauge  Railway  Company 

FULTON  COUNTY  EXTENSION  RAILWAY  COMPANY 

This  company  was  incorporated  under  the  General  Laws  of 
Illinois.  The  Articles  are  dated  May  20,  1881,  ami  were  filed 
with  the  Secretary  of  State  on  May  27,  1881. 

By  the  Articles,  the  company  defined  its  road  as  follows,  to 
wit  : 

"From  Fairview,  in  the  Comity  of  Fulton,  and  State  of  Illi- 
nois, west  to  Easl  Burlington,  in  the  County  of  Henderson,  and 
east  to  the  city  of  Peoria,  and  from  said  line  at  some  convenient 
point  or  points  by  the  way  of  Monmouth,  in  the  county  of 
Warren,  northwestwardly  to  the  Mississippi  river,  and  by  way 
of  Galesburg,  in  the  county  of  Knox,  north  to  the  Mississippi 
river,  said  line  being  wholly  in  the  State  of  Illinois." 

It  was  organized  at  Lewistown,  June  3,  1881,  and  built  from  a 
connection  with  the  Fulton  County  Narrow  Gauge  Railway  at 
Fairview,  Illinois,  thence  northerly  to  Galesburg,  a  distance  of 
twenty-nine  and  seventy-one  hundredths  miles. 

As  originally  built,  this  road  was  a  narrow-gauge  (3  feet) 
railway.  The  gauge  of  this  line  was  changed  to  standard,  Octo- 
ber 15,  1905. 

It  was  completed  August  20,  1882,  and  was  leased  by  the  Pul- 
ton County  Narrow  Gauge  Railway  Company  September  1, 
1882,  and  conveyed  to  that  company  by  deed  dated  January  31, 
1906. 

ARTICLES  OF  INCORPORATION,  May  20,  1881,  Fulton  County  Exten- 
sion Railway  Company. 

At  a  meeting  held  in  Lewistown  in  the  County  of  Fulton  &  State  of 
Illinois,  on  the  20th  day  of  May  A.  D.  1881,  for  the  purpose  of  organizing 
and  incorporating  a  company  to  construct  &  operate  a  railroad  to  run 
from  Fairview  in  the  County  of  Fulton  &  State  of  Illinois,  west  to  East 
Burlington  in  the  County  of  Henderson,  and  east,  to  the  City  of  Peoria, 

1090 


CORPORATE  HISTORY  1091 

in  the  County  of  Peoria,  and  from  said  line  at  some  convenient  point  or  points 
by  the  way  of  Monmouth  in  the  County  of  Warren  northwestwardly  to  the 
Mississippi  river  and  by  way  of  Galesburg  in  the  County  of  Knox,  north  to 
the  Mississippi  river.  Said  line  being  wholly  in  the  State  of  Illinois  and 
passing  through  or  into  the  following  Counties  of  said  State,  viz. :  Fulton, 
Peoria,  Warren,  Henderson,  Mercer,  Knox  and  Eock  Island.  The  following 
articles  of  incorporation  were  duly  adopted  by  the  undersigned  in  accordance 
with  the  statute  regulating  and  governing  the  incorporation  of  railroad 
companies  in  force  March  1st  A.  D.  1872. 

article  1. 
The  name  of  this  corporation  shall  be  the  Fulton  County  Extension  Bail- 
way  Company. 

ARTICLE    2. 

The  places  from  and  to  which  it  is  intended  to  construct  the  proposed 
railroad,  are  set  out  &  stated  above. 

article  3. 
The   principal   business   office   of    said   corporation    shall   be    established 
and  maintained  at  Lewistown,  Illinois. 

article  4. 
The  time  of  the  commencement  of  said  corporation  shall  be  on  the  20th 
day  of  May,  A.  D.  1881,  and  to  continue  for  the  period  of  fifty  years. 

Article  5. 
The  amount  of  the  capital  stock  of  said  corporation  shall  be  and  the 
same  is  hereby  fixed  at  one  million  dollars.  But  it  shall  be  lawful  for  the 
directors  of  said  company  to  call  for  the  payment  of  stock  subscribed  at 
any  time  when  enough  in  their  opinion  shall  be  subscribed  to  build  any 
portion  of  said  railroad  they  may  elect  &  determine  to  build,  or  sufficient, 
to  grade,  bridge  and  tie  such  portion  of  said  road — and  it  shall  not  be 
necessary  that  the  full  amount  of  the  capital  stock  shall  be  subscribed 
before  the  building  of  said  road  shall  be  commenced  and  the  stock  sub- 
scribed become  payable. 

Article  6. 
The  names   &   places   of  residence    of  the   several   persons    forming   this 
association  are  as  follows  to  wit : 
S.  H.  Mallory,  Chariton,  Iowa. 
T.  M.  Stuart,  Chariton,  Iowa. 
Edward  A.  Temple,  Chariton,  Iowa. 
S.  S.  King,  Chariton,  Iowa. 
Joseph  Braden,  Chariton,  Iowa. 
James  C.  Willcoxen,  Lewistown,  Illinois. 
Henry  Phelps,  Lewistown,  Illinois. 
Mosee  Turner,  Lewistown,  Illinois. 
John  A.  Gray,  Lewistown,  Illinois. 


1092       CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

Article  7. 

The  government  of  said  company,  and  the  management  of  its  affairs  shall 
be  vested  in  a  board  of  directors  to  consist  of  nine  members  and  a  presi- 
dent of  said  incorporation,  who  shall  be  chosen  by  and  from  the  board  of 
directors — and  the  following  named  persons  are  hereby  chosen  by  the 
members  of  said  association  as  the  first  board  of  directors  of  said  cor- 
poration, viz.: James  C.  Willcoxen,  Henry  Phelps,  Moses  Turner,  and 
John  A.  Gray,  of  Lewistown,  Illinois;  Wm.  M.  Van  Nortwick  of  Batavia, 
Illinois;  S.  H.  Mallory,  Edward  A.  Temple,  Joseph  Braden  &  T.  M. 
Stuart  of  Chariton,  Iowa. 

Article  8. 

The  number  of  shares  of  the  capital  stock  of  said  company  shall  be  ten 
thousand,  and  the  amount  of  each  share  shall  be  one  hundred  dollars. 

Witness  our  hands  this  20th  day  of  May,  A.  D.  1881. 

S.  H.  Mallory, 
T.  M.  Stuart, 
Edw.  A.  Temple, 
S.  S.  King, 
Joseph  Braden, 
IIkxkv  Phelps, 
M.  Turner, 
John  A.  Gray, 
J.  C.  Willcoxen. 


United  States  of  America,) 

>  ss. 
ie  of  Illinois.  \ ' 

office  of  secretary. 

I,  Eenry  D.  Dement,  Secretary  of  State  of  Illinois,  do  hereby  certify 
that  the  foregoing  Articles  of  Incorporation,  of  the  Fulton  County  Railway 
Extension  Company,  were  Filed  for  record  in  this  office,  May  27th,  A.  D. 
l.ssl,  and  duly  recorded  in  Book  No.  5  of  Railroad  Incorporations  at 
page  23&C. 

///    Witness   Whereof,  I  hereto  set  my  hand  and  affix  the  Great  Seal  of 
State,  at  the  City  of  Springfield,  this  27th  day  of  May  A.  D.  1881. 
[seal]  1 1  knry  D.  Dement,  Secretary  of  State. 

RECORDED  IN"  ILLINOIS 

County                                    Date  Book  Page 

Fulton  May  28,  1881  105  638 

Peoria  June  1,  1881  "Corp."  444 

Rock  Island  June  2,  1881  1  

Henderson  June  2,  1881  37  619 

Knox  June  2,  1881  112  315 

Mercer  June  3,  1881  32  430 

Warren  June  3,  1881  63  646 


CORPORATE  HISTORY  1093 

LEASE,    September    1,   1882,   Fulton    County    Extension    Kailway    Com- 
pany to  the  Fulton  County  Narrow  Gauge  Railway  Company. 

Tltis  Indenture  of  Contract  and  Lease,  made  this  First  day  of  September, 
A.  D.  1882  by  and  between  the  Fulton  County  Extension  Railway  Com- 
pany, a  corporation  of  the  state  of  Illinois,  Party  of  the  first  part,  and 
the  Fulton  County  Narrow  Gauge  Railway  Company,  a  corporation  of 
the  same  state,  Party  of  the  second  part. 

Witnesseth  Whereas:  The  said  first  party  is  authorized  by  the  laws  of 
the  state  of  Illinois,  and  pursuant  to  its  organization  thereunder  ^to 
locate,  construct,  maintain,  and  operate  a  Railway  from  Fairview  in  the 
county  of  Fulton  and  state  of  Illinois,  west  to  East  Burlington,  in  the 
county  of  Henderson,  and  east  to  the  »city  of  Peoria  in  the  county  of 
Peoria,  and  from  said  line  at  some  convenient  point  or  points,  by  way 
of  Monmouth,  in  the  county  of  Warren,  northwestwardly  to  the  Missis- 
sippi River.  And  by  way  of  Galesburg,  in  the  county  of  Knox,  north 
to  the  Mississippi  River,  and  is  engaged  in  the  construction  of  that 
section  of  said  road  between  Fairview  and  Galesburg,  aforesaid,  and  has 
resolved  to  issue  its  First  Mortgage  Bonds  at  the  rate  of  ten  thousand 
(10,000)  dollars  per  mile  of  completed  road  in  part  payment  therefor, 
said  bonds  to  bear  date  the  First  day  of  July  A.  D.  1882,  to  have  thirty 
(30)  years  to  run  to  maturity,  to  bear  interest  at  the  rate  of  seven  (7) 
per  cent  per  annum  payable  semi-annually,  both  principal  and  interest 
payable  at  the  Union  National  Bank  in  the  City  of  Chicago,  Illinois, 
and  has  secured  the  payment  thereof  by  a  trust  mortgage  of  even  date 
therewith,  to  which  this  lease  is  subject,  and  for  the  provisions  whereof 
reference  is  hereby  had  to  Edward  A.  Temple  and  Joseph  Braden,  of 
Chariton,  Iowa,  Trustees  therein,  upon  its  road  extending  from  Fair- 
view  in  the  county  of  Fulton  and  state  of  Illinois,  west  to  East  Burling- 
ton, in  the  county  of  Henderson,  and  east  to  the  city  of  Peoria,  in  the 
county  of  Peoria,  and  from  said  line  at  some  convenient  point  or  points, 
by  way  of  Monmouth,  in  the  county  of  Warren,  northwestwardly  to  the 
Mississippi  River,  and  by  way  of  Galesburg  in  the  county  of  Knox, 
north  to  the  Mississippi  River,  and  especially  including  said  sections  of 
road  between  Fairview  and  Galesburg  and  between  Fairview  and  East 
Burlington,  aforesaid,  constructed  and  to  be  constructed,  its  right  of 
way,  road  bed,  superstructure,  grounds,  depot  buildings,  and  all  other 
of  its  said  property  connected  therewith,  together  with  the  rights,  priv- 
ileges, and  franchises  belonging  thereto;  Which  said  trust  mortgage 
bears  even  date  herewith,  and  has  been  recorded  in  the  counties  through 
which  said  railroad  runs. 

And  Whereas,  The  proceeds  of  said  bonds,  together  with  the  money  real- 
ized from  the  sale  of  the  first -party's  capital  stock,  will  be  sufficient  only 
for  the  construction  and  completion  of  said  road  bed  and  superstructure 
between  Fairview  and  Galesburg,  and  between  Fairview  and  East  Bur- 
lington, aforesaid,  and  will  leave  said  first  party  without  means  to 
procure  the  equipment  necessary  for  the  maintenance  and  operation  of 


1094      CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

said  sections  of  said  railway,  and  in  order  that  the  same  may,  when 
completed,  be  equipped,  maintained,  and  operated  in  such  manner  as  the 
public  convenience  may  require,  and  also  that  means  may  be  provided 
for  the  payment  of  the  semi-annually  accruing  interest  on  said  Bonds, 
so  that  the  same  may  be  negotiated  at  reasonable  rates;  It  has  resolved 
to  enter  into  the  agreement  herein  contained,  and  in  reference  to  the 
subject  matter  of  which  the  respective  parties  hereto  are  fully  authorized 
by  the  laws  of  the  state  of  Illinois  to  contract  as  herein  provided. 

Now,  Tin  r>  fori,  This  Indenture  Witnessed),  That  the  first  party,  in  con- 
sideration of  the  covenants  and  agreements  herein  contained,  to  be  kept 
and  performed  by  said  second  party;  it,  the  said  first  party,  hath  granted 
demised,  and  leased,  and  l>y  these  presents  doth  grant,  demise,  and  lease 
unto  the  said  second  party,  its  successors  and  assigns,  all  the  following 
described  property  of  the  said  Fulton  County  Extension  Railway  Com- 
pany; that  is  to  say,  all  its  railway  extending  from  Fairview,  in  the 
county  of  Fulton  and  state  of  Illinois,  west  to  East  Burlington,  in  the 
county  of  Henderson,  and  east  to  the  city  of  Peoria  in  the  county  of 
Peoria,  and  from  said  line  to  some  convenient  point  or  points,  by  way 
of  Monmouth,  in  the  county  Warren,  northwestwardly  to  the  Mississippi 
River,  and  by  way  of  Galesburg,  in  the  county  of  Knox,  north  to  the 
Mississippi  River,  constructed  and  to  be  constructed,  and  especially  in- 
cluding those  sections  thereof  between  Fairview  and  Galesburg,  and  be- 
tween Fairview  and  East  Burlington,  aforesaid  made  and  to  made,  in- 
cluding right  of  way.  lands  occupied  thereby,  superstructure  and  tracks 
thereon  and  to  be  placed  thereon,  and  all  materials  used  therein,  and 
procured  or  to  be  procured  therefor,  bridges,  viaducts,  fences,  depot 
grounds  and  buildings  thereon  and  to  be  placed  thereon,  and  all  other 
property,  real  or  personal,  appertaining  to  said  railroad,  and  especially 
to  the  said  sections  thereof  In  tween  Fairview  and  Galesburg  and  between 
Fairview  and  Fast  Burlington,  aforesaid;  and  to  the  use  thereof;  now 
owned  or  hereafter  to  be  acquired  by  said  first  party,  together  with  the 
rents,  revenues  and  income  to  be  had,  levied  or  derived  therefrom,  and 
all  the  rights  privileges  and  franchises  of  said  first  party,  in,  to,  or  con- 
cerning said  railway,  constructed  and  to  be  constructed,  and  every  part 
thereof. 

To  Have  and  to  Hold  the  above  described  railroad  premises  and  prop- 
erty, with  the  appurtenaees,  rights,  privileges  and  franchises  appertain- 
ing thereto,  unto  the  said  second  party,  its  successors  and  assigns,  from 
tin'  day  of  the  date  hereof,  for  and  'luring  the  chartered  extension  of  said 
first  party,  and  during  the  extension  or  extensions,  renewal  or  renewals, 
of  the  chartered  rights  and  existence  of  said  first  party,  if  said  re- 
newals or  extensions  shall  be  had  as  hereinafter  provided,  absolute  and 
exclusive  possession  thereof  to  be  delivered  to  said  second  party,  its 
successors  and  assigns,  as  soon  as  said  section  of  railway  between  Fair- 
view  and  Galesburg  shall  be  completed.  Said  first  party  further  agrees 
that  during  the  continuance  of  this  lease  and  the  life  of  its  present 
charter,  it  will  keep  up  its  corporate  organization,  by  the  annual  election 


CORPORATE  HISTORY  1095 

of  its  directors  and  officers  and  the  performance  of  such  other  acts  as 
may  be  required  by  law  for  that  purpose. 

And  Further;  that,  at  the  expiration  of  its  present  charter,  it  will,  at 
the  request  of  said  second  party,  its  successors  or  assigns  in  case  the 
mortgage  herein  mentioned  shall  not,  in  the  meantime,  have  been  fore- 
closed, cause  its  chartered  rights,  powers  and  franchises  to  be  renewed 
and  extended  for  another  term  of  fifty  years,  or  for  such  other  or  further 
period  as  may  at  that  time  be  authorized  by  law;  and  will,  in  like  manner, 
and  on  like  request,  at  each  successive  expiration  of  its  chartered  rights, 
provided  always,  that  no  foreclosure  of  mortgage  has  in  the  meantime 
taken  place,  renew  and  extend  the  same;  and  will,  during  all  such  re- 
newals and  extensions.  Keep  up  and  maintain  its  organization  so  as, 
in  effect,  to  make  such  corporation  a  continueing  one,  and  will,  at  the 
termination  of  its  present  chartered  existence,  and  at  the  termination  of 
each  successive  renewals  and  extension  thereof,  as  hereinafter  provided, 
at  the  request  of  the  second  party,  its  successors  and  assigns,  in  case 
no  foreclosure  of  mortgage  shall  have  been  had,  renew  and  extend  or 
cause  to  be  renewed  and  extended,  this  lease,  on  the  terms,  conditions 
and  stipulations  herein  provided,  so  as,  in  effect  to  make  the  same  per- 
petual. The  said  second  party,  in  consideration  of  the  premises,  hereby 
agrees  to  take  full  possession  of  the  railroad  premises  and  property  hereby 
demised,  as  soon  as  said  section  of  road  between  Fairview  and  Galesburg 
shall  be  completed,  and  to  pay  or  cause  to  be  paid  all  taxes  and  assess- 
ments that  may  be  lawfully  levied,  charged  or  assessed  on  said  demised 
railroad  premises  and  property,  or  any  part  thereof,  during  the  contin- 
uance of  this  lease  and  all  renewals  thereof,  and  to  procure  and  place 
on  said  section  of  road  between  Fairview  and  Galesburg  such  and  such 
an  amount  of  rolling  stock  as  may  be  reasonably  required  in  the  trans- 
action of  the  business  of  said  demised  railway  and  to  keep  same  in  good 
condition,  and  to  maintain  and  operate  said  section  of  railway  in  such 
manner  as  may  be  required  to  reasonably  accommodate  the  country 
through  which  said  demised  railroad  passes,  and,  in  addition  thereto,  to 
pay  an  annual  rental  therefor  of  thirty  (30)  per  cent  of  the  gross  earn- 
ings thereon  on  all  joint  business;  said  gross  earnings  to  be  computed 
upon  a  pro  rata  basis  according  to  the  distance  carried,  respectively  on 
the  roads  of  the  parties  hereto,  which  said  thirty  (30)  per  cent  of  gross 
earnings,  the  second  party  guarantees  shall  amount  to  a  sum  sufficient  to 
pay  the  semi-annually  accruing  interest  on  the  bonds  herein  mentioned 
and  contemplated  and  which  shall  be  paid  semi-annually  on  the  first 
day  of  July  and  January  in  each  year,  at  the  Union  National  Bank  in 
Chicago,  to  the  trustees  named  in  said  deed  of  trust,  or  to  their  successors 
in  said  trust,  and  so  much  thereof  as  may  be  necessary  to  be  used  and 
applied  by  them  to  pay  and  take  up  the  semi-annually  maturing  coupons 
attached  to  said  bonds,  until  all  are  paid  and,  after  the  maturity  of  said 
bonds,  to  be  applied  by  them  to  the  payment  of  interest  thereon  at  the 
rate  of  seven  (7)  per  cent  per  annum,  payable  at  the  same  time  and 
place  until  the   expiration   of   the   chartered  rights   of   said  first   party, 


1096      CHICAGO,   BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

and  any  balance  remaining  in  their  hands  at  the  end  of  each  year,  and 
not  required  for  the  payment  of  coupons  and  interest  as  herein  provided, 
shall  be  paid  to  the  first  party,  its  successors  and  assigns.  Provided, 
however  that,  in  case  a  foreclosure  of  said  mortgage  shall  be  had  before 
or  after  the  maturity  of  said  bonds,  or  before  the  expiration  of  the 
chartered  rights  of  said  company,  then  and  thereafter  this  lease  shall 
cease  and  determine;  and  further;  in  ease  no  foreclosure  of  said  mort- 
gage shall  take  place  before  the  expiration  of  the  chartered  existence 
of  said  first  party,  and  in  case  new  bonds  secured  by  mortgages,  as  here- 
inafter provided,  shall  be  executed  and  delivered,  to  take  the  place  of 
the  bonds  herein  mentioned,  and  this  lease  shall  l>e  renewed  as  herein 
provided;  then  the  said  renl  or  so  much  thereof  as  may  be  required,  shall 
be  appropriated   by  the  trustees  therein   to   paying  and   taking  up  the 

Coupons    thai     Shall     be    attached    to    the    same,    and,    in    like    manner,    l>y 

paying  and  taking  up  the  coupons  on  successive  issues  of  bonds,  as 
hereinafter  provided,  so  long  as  no  foreclosure  shall  be  had  of  such  sub- 
sequenl  and  successive  mortgages;  it  being  understood  that  a  fore- 
closure, whenever  had.  shall  terminate  any  lease  which  may  be  executed 
as   herein    provide  d. 

And  Further;  in  case  no  foreclosure  shall  have  taken  place  at  the  termiiia- 

ti if    the    present    charter    Of    said    firsl    party,    ami    in    case    the    holders 

of  sa'ol  bonds  shall  consent,  and  the  second  party  in  writing  shall  request, 
the  said  ti  ist  party  having  renewed  and  extended  its  charter,  and  exe- 
cuted and  delivered  another  lease,  as  herein  before  provided,  agrees  that 
it  will  make,  execute  and  deliver  other  bonds  in  like  amount,  drawing 
the  same  rate  of  interest,  and  of  like  character  as  those  herein  first 
mentioned,  to  take  their  place  ami  run  during  the  continuance  of  said 
renewed  charter,  and  that  it  will  in  like  manner,  secure  the  payment 
of  the  same  by  a  trust  mortgage  on  the  property  herein  described,  of  like 

character  to  tin-  cue  herein  before  mentioned,  and  that  it  will  thereafter, 
at  each  expiration  of  its  renewed  charter  and  this  lease,  as  herein  con- 
templated, with  the  consent  of  the  bond  holders,  ami  at  the  like  request 
of  the  second  party,  its  successors  and  assigns,  make,  execute  and  deliver 
successive  bonds  ami  mortgages  of  like  character,  to  take  the  place  of 
those  previously  existing.  But,  in  the  meantime,  and  at  no  time  shall 
the  said  firsl  party,  its  successors  and  assigns,  execute  any  second  mort- 
gage, or  any  mortgage  other  than  those  hereinbefore  mentioned  and  pro- 
vided  for,  on  the  property  herein  described,  or  any  part  thereof. 

/•  is  Mutually  Agreed,  that  the  rent  herein  reserved  shall  commence  on 
the  day  of  the  completion  of  said  section  of  road  between  Fairview  and 
Galesburg,  aforesaid,  and  continue  thereafter,  as  herein  provided;  ami 
further;  that,  in  case  this  lease  shall  he  terminated  at  any  time,  for  any 
cause,  said  first  party,  its  successors  and  assigns,  before  it  shall  be  en- 
titled to  the  possession  of  said  demised  premises,  or  any  part  thereof, 
shall  pay  to  the  second  party,  its  successors  and  assigns,  the  original 
cost  of  all  additional  constructions  which  the  second  party  may  deem  it 
necessary  or  proper  to  make  on  said  demised  premises,  and  of  all  perma- 


CORPORATE  HISTORY  1097 

nent  improvements  made  thereon,  and  on  any  part  thereof,  together  with 
interest  thereon  at  the  rate  of  six  per  cent  per  annum  from  the  time  of 
the  completion  of  each  item  of  construction  and  improvement,  and  for 
all  such  expenditures  and  the  interest  thereon,  the  second  party  shall 
have  a  lien  which  shall  entitle  it  to  hold  possession  and  use  of  said  de- 
mised premises,  and  the  revenues  to  be  derived  therefrom,  until  the  same 
shall  be  paid. 

It  is  Mutually  and  Expressly  Agreed,  that  the  capital  stock  of  said  first 
party  shall  not  exceed  the  sum  of  ten  thousand  (10,000)  dollars  per  mile 
of  completed  road  and  that  no  other  or  greater  amount  of  stock  shall 
ever  be  created,  authorized  or  issued  by  said  first  party,  its  successors 
and  assigns,  by  amendment  of  its  charter  or  otherwise,  without  the 
written  consent  of  the  second  party,  its  successors  and  assigns;  and 
further;  that  the  covenants  and  agreements  herein  contained  shall  be 
binding  upon  the  successors  and  assigns  of  the  respective  parties  hereto. 

In  Witness  Whereof,  The  parties  hereto  have  caused  their  respective 
corporate  names  to  be  hereto  subscribed  by  their  respective  presidents, 
and  their  corporate  seals  to  be  hereto  attached  and  attested  by  their 
respective  secretaries,  the  day  and  year  first  above  written. 

FULTON  COUNTY  EXTENSION  EAILWAY  CO., 
[seal]  By  S.  H.  Mallory, 

President. 
W.  J.  Dyckes, 
Secretary. 

FULTON  COUNTY  NAEEOW  GAUGE  EAILWAY  CO., 
[seal]  By  Henry  Phelps, 

President. 
"W.  J.  Dyckes, 
Secretary. 


DEED,  January  31,  1906,  Fulton  County  Extension  Railway  Company  to 
Fulton  County  Narrow  Gauge  Railroad  Company. 

This  Indenture,  Made  this  31st  day  of  January,  1906,  by  and  between  the 
Fulton  County  Extension  Railway  Company,  first  party,  and  the  Fulton 
County  Narrow  Gauge  Railway  Company,  second  party,  both  being  corp- 
orations created,  organized  and  existing  under  and  by  virtue  of  the  laws 
of  the  State  of  Illinois,  Witnesseth:  That, 

Whereas,  the  first  party,  being  thereto  duly  authorized  by  law,  is  the 
owner  of  the  following  described  railroad  in  the  state  of  Illinois,  to-wit: 

Beginning  at  Galesburg,  in  Knox  County,  Illinois,  and  extending  in  a 
southerly  direction  to  Fairview,  in  Fulton  County,  Illinois,  a  distance  of 
about  thirty  (30)  miles;  and, 

Whereas,  The  railroad  of  the  first  party  connects  with  the  railroad  of 
the  second  party,  forming  a  continuous  and  connected  line  of  railroad; 
and, 


1098       CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

Whereas,  The  second  party  is  now  in  possession  of  and  operating  the 
said  above  described  railroad,  in  connection  with  its  own  railroad,  and 
has  offered  to  purchase  the  remaining  interests,  property  and  franchises 
of  the  first  party  in  and  to  said  railroad,  upon  the  terms  and  conditions 
hereinafter  stated,  which  have  been  agreed  to  by  the  Directors  of  both 
of  said  companies,  and  approved  by  the  Stockholders  owning  and  hold- 
ing two-thirds  in  amount  of  the  capital  stock  of  the  parties  of  the  first 
and  second   parts,   in  manner  and   form  as  required  by  law: 

Now  therefore,  This  i/nicntun  li'itncs.scth:  That  the  said  first  party, 
for  and  in  consideration  of  the  sum  of  Five  dollars  ($5.00)  to  it  in  hand 
paid,  the  receipt  of  which  is  hereby  acknowledged,  and  other  good  and 
valuable  considerations,  has  granted,  bargained,  and  sold,  and  by  these 
presents  does  grant,  bargain,  sell  and  convey,  release,  assign  and  trans- 
fer, to  the  said  second  party,  all  and  singular  the  said  above  described 
railroad,  and  all  its  right,  title  and  interest  therein;  together  with  all 
road-beds,  rights  of  way,  bridges,  depot  and  terminal  grounds,  of  the  first 
party,  and   other   lands  or  interest   therein;    station   houses,   buildings,   and 

structures  of  whatsoever  kind,  and  all  other  property,  real  or  personal,  of 
whatsoever  kind  and  wheresoever  situated,  now  owned  by  the  first  party 
or  hereafter  to  be  acquired,  whether  appurtenanl  to  its  railroad  aforesaid 
or  otherwise.  Also  all  rights,  privileges,  immunities,  and  franchises  be- 
longing to  the  said  first  party,  ezcepl  its  franchise  to  be  a  corporation. 

To  HaVi  <iinl  To  llnlil  the  same  to  the  said  second  party,  its  successors 
and  a  jsigns   forever. 

In  consideration  of  the  foregoing,  the  said  second  party  covenants  and 
agrees  with  the  said  firsl  party  that  it  will  equip  the  said  railroad,  or 
cause  the  same  to  be  equipped,  and  will  maintain  and  operate  the  same, 
or  cause  the  same  to  lie  maintained  and  operated,   in   such  a  manner  as  to 

furnish  reasonable  accommodations  to  the  public;  that  it  will  pay,  or 
cause  to  lie  paid  all  taxes  and  assessments  that  may  lie  lawfully  levied 
upon   the  said   railroad  and   property,  or  any   part    thereof;  and  will  assume 

and  discharge  the  funded  debt,  both  principal  and  interest,  of  the  said 
first  party,  as  it  may  mature;  and,  in  addition,  will  issue  and  deliver  to 
the  owners  and  holders  of  said  Company's  capital  stock  four  shares  of  its 
own  common  stock  in  exchange  for  each  share  of  said  Company's  stock, 
upon  the  surrender  and  transfer  to  it  of  such  shares  of  said  Company's 
stock. 

And  to  the  end  that  the  second  party  may  have,  hold,  use,  exercise, 
and  enjoy  the  railroad  and  property  and  franchises  of  the  first  party, 
hereby  conveyed  and  intended  to  be  conveyed,  and  whether  now  existing 
or  hereafter  acquired,  as  fully  as  might  be  done  by  the  first  party,  if 
this  conveyance  had  not  been  made,  the  first  party  agrees  to  execute 
from  time  to  time  any  additional  assignment,  conveyance,  or  assurance, 
and  to  perform  any  act,  which  the  counsel  of  the  second  party  may  ad- 
vise;  and  for  the  purposes  aforesaid,  the  first  party  agrees,  if  the  second 
party  shall  so  desire  and  advise,  that  it  will  keep  up  and  maintain  its 
corporate  existence  and  organization. 


CORPORATE  HISTORY  1099 

In  Witness  Whereof,  the  parties  hereto  have  caused  their  corporate  names 
to  be  hereunto  subscribed  by  their  respective  Presidents,  and  their  corp- 
orate seals  to  be  hereto  attached  and  attested  by  their  respective  Secre- 
taries the  day  and  year  first  above  written. 

Fulton  County  Extension  Railway  Company, 
[seal]  By  T.  M.  Stuart, 

President. 
Attest: 

J.  A.  Westblade, 

Secretary. 

Fulton  County  Narrow  Gauge  Railway  Company. 
[seal]  By  T.  M.  Stuart, 

President. 
Attest:  J.  A.  Westblade 

Secretary. 

State  of  Iowa,        ) 
County  of  Lucas  \ 

On  this  9"  day  of  March,  A.  D.  1906,  before  me  appeared  T.  M.  Stuart, 
to  me  personally  know,  who,  being  by  me  duly  sworn,  did  say  that  he  is 
the  President  of  the  Fulton  County  Extension  Eailway  Company,  and  that 
the  seal  affixed  to  the  foregoing  instrument  is  the  corporate  seal  of  said 
corporation,  and  that  said  instrument  was  signed  and  sealed  in  behalf 
of  said  corporation  by  authority  of  its  Board  of  Directors;  and  said  T.  M. 
Stuart  acknowledged  said  instrument  to  be  the  free  act  and  deed  of  said 
corporation. 

Celia  Hess 
[seal]  Notary  Public  in  and  for  said  County  and  State, 

ily  commission  expires  July  4th,  1906. 

State  of  Iowa,       ) 

V    gg 

County  of  Lucas ) 

On  this  9th  day  of  March,  A.  D.  1906,  before  me  appeared  T.  M.  Stuart, 
to  me  personally  known,  who,  being  by  me  duly  sworn,  did  say,  that  he 
is  the  President  of  the  Fulton  County  Narrow  Gauge  Railway  Company, 
and  that  the  seal  affixed  to  the  foregoing  instrument  is  the  corporate  seal 
of  said  corporation,  and  that  said  instrument  was  signed  and  sealed  in 
behalf  of  said  corporation  by  authority  of  its  Board  of  Directors,  and 
said  T.  M.  Stuart  acknowledged  said  instrument  to  be  the  free  act  and 
deed  of  said  corporation. 

Celia  Hess 
Notary  Public  in  and  for  said  County  and  State. 
[seal]  My  commission  expires  July  4",  1906. 

RECORDED  IN  ILLINOIS 

County                                      Date                                  Booh  Page 

Knox                                 June     5,  1906                         184  59 

Fulton                            Juue  18,  1906                        268  428 


FULTON  COUNTY  NARROW  GAUGE  RAILWAY 
COMPANY 

This  company  was  incorporated  August  13,  1878,  under  the 
General  Laws  of  Illinois,  the  Articles  being  filed  with  the  Sec- 
retary of  State  September  25,  1878. 

Under  its  Articles,  the  company  proposed  to  construct  the 
following  railroad,  to  wit : 

"  .  .  .  from  the  Town  of  Havana,  in  the  County  of  Mason, 
in  the  State  of  Illinois,  and  running  thence  in  a  northwesterly 
direction  by  the  way  of  the  Towns  of  Lewiston  and  Fairview, 
in  the  County  of  Fulton  and  the  State  of  Illinois,  to  the  Town 
of  Avon,  in  the  County  of  Fulton  and  State  of  Illinois." 

It  was  organized  ;it  Lewistown  October  9,  1878,  and  built  a 
narrow-gauge  railroad  from  West  Havana,  Illinois,  northerly 
to  a  connection  with  the  Fulton  County  Extension  Railway  at 
Fail-view,  a  distance  of  twenty-nine  and  fifty-nine  hundredths 
miles.  It  was  completed  and  opened  for  traffic  November  1, 
1880. 

The  gauge  of  this  road  was  changed  to  standard,  November 
23,  1905. 

After  January  31,  1906,  this  company  owned  in  addition  to 
the  mileage  above  described  the  railway  constructed  by  the 
Fulton  County  Extension  Railway  Company  and  extending 
from  a  connection  with  this  company's  lines  at  Fairview,  Illi- 
nois, thence  northerly  to  Galesburg,  Illinois,  a  distance  of 
twenty-nine  and  seventy-one  hundredths  miles. 

Mileage  of  constructed  and  purchased  lines  59.30  miles. 

Of  date  February  1,  1906,  (effective  January  1,  1906),  this 
company  leased  its  line,  extending  from  Galesburg  to  West 
Havana,  Illinois,  to  the  Chicago,  Burlington  &  Quincy  Railroad 
Company  for  twenty-five  years,  pursuant  to  purchase  by  the 
Chicago,  Burlington  &  Quincy  Railroad  Company,  of  all  securi- 
ties of  the  company  in  March  1880. 

This  railroad  was  conveyed  to  the  Chicago,  Burlington  & 
Quincy  Railroad  Company,  by  deed  dated  December  1,  1908. 

1100 


CORPORATE  HISTORY  1101 

ARTICLES    OF    INCORPORATION,    August    13,    1878,    Fulton    County 
Narrow  Gauge  Railway  Company. 

At  a  meeting  of  persons  held  in  the  office  of  Edwin  Harris  in  the  town 
of  Lewistown  in  the  County  of  Fulton  and  State  of  Illinois,  on  Tuesday, 
the  thirteenth  day  of  August,  A.  D.,  1878,  for  the  purpose  of  incorporat- 
ing a  company  to  construct  and  operate  a  Narrow  Gauge  railroad  to  run 
from  Havana,  in  the  County  of  Mason,  in  the  State  of  Illinois,  to  the 
Town  of  Avon,  in  the  County  of  Fulton,  and  State  of  Illinois,  the  follow- 
ing articles  of  incorporation  were  duly  adopted  by  the  undersigned  in 
accordance  with  the  statute  regulating  and  governing  the  incorporation 
of  Railroad  Companies  in  force  March  1st,  A.  D.  1872. 

Article  1. 

The  name  of  this  Corporation  shall  be  Fulton  County  Narrow  Gauge 
Railway  Company. 

Article  2. 
The  place  from  which  said  railway  is  to  be  constructed  is  the  town  of 
Havana,  in  the  County  of  Mason,  in  the  State  of  Illinois,  and  running  thence 
in  a  northwesterly  direction  by  the  way  of  the  town  of  Lewistown  and  Fair- 
view,  in  the  County  of  Fulton  and  State  of  Illinois,  to  the  town  of  Avon, 
in  the  County  of  Fulton  and  State  of  Illinois. 

Article  3. 
The  principal  business  office  of  said  railway  company  shall  be  established 
and  maintained  in  the  town  of  Lewistown,  in  the  County  of  Fulton,  and 
State  of  Illinois. 

Article  4. 
The  time  of  the  commencement  of  said  corporation  shall  be  on  the  thir- 
teenth day  of  August,  A.  D.,  1878,  and  to  continue  for  the  period  of  Fifty 
years  from  that  day. 

Article  5. 
The  amount  of  the  capital  stock  of  said  railway  company  shall  be  and  the 
same  is  hereby  fixed  at  the  sum  of  Five  Hundred  Thousand  Dollars.  But 
it  shall  be  lawful  for  the  directors  of  said  Company  to  call  for  the  pay- 
ment for  stock  subscribed  at  any  time  when  enough  in  their  opinion  shall 
be  subscribed  to  build  any  portion  of  said  road  they  may  elect  or  deter- 
mine to  build,  or  sufficient  to  grade,  bridge  and  tie  such  portion  of  such 
railway,  and  it  shall  not  be  necessary  that  the  full  amount  of  capital 
stock  shall  be  subscribed  before  the  building  of  said  road  shall  be  com- 
menced and  the  stock  subscribed  become  payable. 

Article  6. 
The  names  and  places  of  residence  of  the  several  persons  forming  the  as- 
sociation for  incorporating  said  railway   company   are   as  follows,   to-wit: 
Lewis  W.  Ross,  S.  P.  Shope,  Edwin  Harris,  James  C.  Willcoxerj,  Nathan 


1102      CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

Beadles,  D.  A.  Burgett,  William  T.  Davidson,  Moses  Turner,  Henry  W. 
Baughman,  Henry  C.  Ilasson,  Moses  Boardner,  A.  P.  Munson,  of  the  town 
of  Lewistown,  County  of  Pulton  and  State  of  Illinois,  and  H.  M.  B.  Wil- 
son, of  tin'  town  of  Fairview,  County  of  Fulton  &  State  of  Illinois. 

Article  7. 
The  government  of  said  Railway  Company  and  the  management  of  its 
affairs  shall  be  vested  in  a  board  of  directors  to  consist  of  twelve  members 
and  a  President  of  said  corporation,  who  shall  be  chosen  by  and  from  the 
board  of  directors  and  the  following  named  persons  are  chosen  by  the  mem- 
bers of  said  association  for  incorporation  as  the  first  board  of  directors 
thereof,  to-wit :  S.  P.  Shope,  Lewis  W.  Ross.  LMwin  Harris,  Henry  Phelps, 
James  0.  Willcoxen,  .John  A.  Gray,  of  Lewistown,  Fulton  County,  Illinois, 
William  G.  Swnrtz,  of  Fairview,  Fulton  County,  Illinois,  Leonard  F.  Ross, 
of  Avon,  Pulton  County,  Illinois,  and  Francis  Low,  of  Havana,  of  Mason 
County,  Illinois,  Nathan  Beadles,  -Moses  Boardner,  William  Phelps,  of  the 
town  of  Lewistown,  of  the  County  of  Fulton,  and  State  of  Illinois. 

Article  8. 
The  number  of  shares  in  the  capital  stock  of  said  railway  company  shall 
be  Twenty  Thousand,  and  the  amount  of  each  share  the  sum  of  Twentj  five 
Dollars. 

Witness  our  hands  this  13th  day  of  August,  A.  D.,  1878. 

Lewis  W.  Ross, 
11.  M.  B.  Wilson, 
\V.   T.    Davidson, 
H.  C.  Hasson, 
J.  C.  Willcoxen, 
S.  P.  Shope, 

D.  A.  Burgett, 

E.  Harris, 

A.  P.  Munson, 
Moses  Boardner, 
Moses  Turner, 
\.    Beadles, 
H.  W.  Baughman. 


United  States  of  Amerk  \, 
State  of  Illinois. 


[ss. 


OFFICE   OF    SECRETARY. 

I,  George  H.  Harlow,  Secretary  of  the  State  of  Illinois,  do  hereby  certi- 
fy that  the  foregoing  articles  of  incorporation  of  the  "Fulton  County 
Narrow  Gauge  Railway  Company"  was  filed  for  record  in  the  office  of  the 
Secretary  of  State  on  the  25th  day  of  September,  A.  D.,  1878,  and  duly 
recorded  in  Book  2  of  Railroad  Incorporations,  Pages  164,  165,  and  166. 

In  Witness  Whereof  I  hereto  set  my  hand  and  affix  the  great  seal  of 
State  at  the  City  of  Springfield,  this  25th  day  of  September,  A.  D.,  1878. 

Geo.  H.  Harlow, 
[seal]  Secretary  of  State. 


CORPORATE  HISTORY  1103 

RECORDED   IN  ILLINOIS 


County 

Date 

Book 

Page 

Mason 

September  21,  1878 

47 

2 

Fulton 

August  21,  1878 

110 

464 

LEASE,  February  1,  1906,  Fulton  County  Narrow  Gauge  Railway  Com- 
pany to  Chicago,  Burlington  &  Quincy  Railroad  Company. 


This  Indenture  of  Lease,  made  this  first  day  of  February  1906,  by  and 
between  the  Fulton  County  Narrow  Gauge  Railway  Company,  a  corpora- 
tion duly  organized  and  existing  under  the  laws  of  the  State  of  Illinois, 
party  of  the  first  part  and  the  Chicago,  Burlington  &  Quincy  Railroad 
Company,  a  corporation  duly  created,  organized,  and  existing  under  the 
laws  of  the  same  state,  party  of  the  second  part;  WITNESSETH,  THAT, 

Whereas,  the  first  party  owns  the  railroad  hereafter  described  extending 
from  Galesburg,  in  the  state  of  Illinois,  to  West  Havanna,  on  the  Illinois 
River,  in  said  State,  and  the  second  party  owns  a  system  of  railroad  extend- 
ing from  Chicago,  through  the  state  of  Illinois  and  other  states,  passing 
through  the  city  of  Galesburg,  in  said  state,  the  roads  of  the  two  parties 
thus  forming  a  continuous  and  connected  line  of  railroad;  and, 

Whereas,  it  appears  to  be  to  the  mutual  advantage  of  the  parties  hereto 
and  the  public  that  the  railroad  of  the  first  party  shall  be  operated  in  con- 
nection with  and  as  a  part  of  the  second  party's  railroad  system;  and, 

Whereas,  the  execution  of  this  indenture  has  been  authorized  by  proper 
resolution  of  the  directors  of  both  of  said  companies: 

Now  therefore,  This  indenture  Witnesseth:  that  the  first  party,  in  con- 
sideration of  the  premises,  the  sum  of  five  (5)  dollars,  the  receipt  of  which 
is  hereby  acknowledged,  and  of  the  covenants  and  agreements  herein  con- 
tained, to  be  kept,  and  performed  by  the  said  second  party,  has  demised 
and  leased,  and  by  these  presents  does  demise  and  lease,  unto  the  said  second 
party,  its  successors  and  assigns,  for  the  term  hereinafter  specified,  all  and 
singular  its  railroad,  described  as  follows,  to-wit:  Beginning  at  Galesburg, 
in  Knox  County,  Illinois,  and  extending  thence  southeasterly  through  the 
Counties  of  Knox  and  Fulton,  to  West  Havanna,  in  said  Fulton  County,  a 
distance  of  about  sixty-one  (61)  miles,  together  with  all  roadbeds,  rights  of 
way,  depot  and  terminal  grounds,  or  other  lands,  or  interest  therein,  station 
houses,  buildings  and  structures  of  whatsoever  kind,  leaseholds,  rights  under 
contract,  ordinances  and  licenses;  telegraph  lines,  ties,  poles  and  other 
materials  and  supplies ;  cars,  locomotives,  tools  and  all  other  equipment,  and 
all  other  property,  real  and  personal,  of  whatsoever  kind  and  wheresoever 
situated,  now  owned  by  the  first  party  or  hereafter  to  be  acquired  by  it, 
whether  appurtenant  to  the  said  railroad  or  not,  together  with  the  rents, 
revenues  and  income  to  be  had,  levied,  or  derived  therefrom,  also  all  rights, 
privileges,  immunities  and  franchises,  possessed  by  the  first  party,  except  its 
franchise  to  be  a  corporation. 

To  Have  and  to  Hold,  the  said  railroad,  property,  franchises  and  privileges 


1104       CHICAGO,   BURLINGTON   &    QUINCY    RAILROAD   COMPANY 

for  and  during  the  term  of  twenty-five  (2.".)  years  from  the  date  of  this 
indenture. 

The  second  party,  in  consideration  of  the  premises,  hereby  covenants  and 
agrees  with  the  first  party,  either  by  itself  or  a  competent  third  party,  to 
take  immediate  possession  of  the  demised  railroad  and  the  property  above 
described,  to  place  the  same  in  good  condition,  and  to  equip,  or  cause  to  be 
equipped,  the  said  railroad  with  all  necessary  rolling  stock  and  equipment, 
and  in  maintain  and  operate,  or  cause  to  be  maintained  and  operated,  the 
said  railroad  in  such  a  manner  as  to  furnish  reasonable  accommodations  to 
the  public;  to  pay,  or  cause  to  be  paid,  all  taxes  and  assessments  that  may 
be  lawfully  Levied  or  charged  againsl    the  said  railroad   property,  or  any 

part  thereof;  and  upon  the  expiration  of  the  term  of  this  lease  to  return  the 
said  railroad  ami  property  to  bhe  firsl  party  in  as  good  condition  and 
repair  as  they  were  at    the  commencement    thereof. 

The  second  party  in  addition  to  the  foregoing,  and  as  rental  for  the  use 

of  the  said  railroad  and  property,  agrees  that  after  paying  the  expenses  of 
Operating,  renewing,  replacing  ami  maintaining  the  same,  including  reason- 
aide  improvements  and  additions  thereto,  taxes,  rentals  and  all  other  proper 

and  reasonable  Charges,  to  apply  its  net  income,  if  any,  derived  from  its 
operation  of  said  demised  railroad,  to  the  payment  of  interest  on  the  bonds 
an. I  obligations  now  issued  for  which  the  first  party,  or  the  property  owned 
by  it,  is  liable,  or  obligated  to  pa\ . 

In  Witness  Whereof,  the  parties  hereto  have  caused  their  corporate  nanus 
to  \>r  hereunto  sul>scriln-d  by  their  respective  Presidents,  ami  their  cor- 
porate seals  to  be  attached  and  attested  by  their  respective  Secretaries  the 
day  and  year  first  above  written. 

tfi]  Fulton  County  Narrow  Gauge  Railway  Company, 

By  T.  M.  Stuart,  President. 

Attest    : 

II.  E.  Jarvis,  Seen  tary. 
[SEAL]  Chicago,  Burlington  &  Quincy   Railroad  Company, 

By  Geo.  B.  Harris,  President. 
Attest: 

II.  \V.  WEISS,  Asst.  Secretary. 

State  of  Iowa       ) 

L  eg 

Count?  of  Lucas} 

On  this  11'  day  of  May  1906,  before  me  appeared  T.  M.  Stuart,  to  me 
personally  known,  who  being  by  me  duly  sworn,  did  say  that  he  is  the 
President  of  the  Fulton  County  Narrow  Gauge  Railway  Company,  and  that 
the  seal  affixed  to  the  foregoing  instrument  is  the  corporate  seal  of  said 
corporation,  and  that  said  instrument  was  signed  and  sealed  in  behalf  of 
said  corporation  by  authority  of  its  Board  of  Directors,  and  said  T.  M. 
Stuart  acknowledged  said  instrument  to  be  the  voluntary  act  and  deed  of 
said  corporation. 

C.  W.  Stuart, 
Notary  Public  in  and  for 
[SEAL]  said  County  and  State. 


CORPORATE  HISTORY  1105 

State  of  Illinois,  j 


ss. 
County  of  Cook. 

On  this  27th  day  of  September  1906,  before  me  appeared  Geo.  B.  Harris, 
to  me  personally  known,  who  being  by  me  duly  sworn,  did  say  that  he  is 
the  President  of  the  Chicago,  Burlington  &  Quincy  Bailroad  Company,  and 
that  the  seal  affixed  to  the  foregoing  instrument  is  the  corporate  seal  of  said 
corporation,  and  that  said  instrument  was  signed  and  sealed  in  behalf  of 
said  corporation  by  authority  of  its  Board  of  Directors,  and  said  Geo.  B. 
Harris  acknowledged  said  instrument  to  be  the  voluntary  act  and  deed  of 
said  corporation.  J.  H.  Pettibone, 

[seal]  Notary  Public  in  and  for  said  County  and  State. 

DEED,  December  1,  1908,  Fulton  County  Narrow  Gauge  Bailway  Company 

to  Chicago,  Burlington  &  Quincy  Bailroad  Company. 

********** 

Indenture,  Made  this  First  day  of  December,  A.  D.  1908,  by  and  between 
the  Fulton  County  Narrow  Gauge  Bailway  Company,  party  of  the  first 
part,  and  the  Chicago,  Burlington  &  Quincy  Bail  Boad  Company,  party 
of  the  second  part,  both  being  corporations  created,  organized  and  exist- 
ing under  and  by  virtue  of  the  laws  of  the  State  of  Illinois. 

Whereas,  The  first  party,  being  thereunto  duly  authorized  by  law,  is  the 
owner  of  a  certain  railroad,  hereinafter  described,  in  the  State  of  Illi- 
nois; and, 

Whereas,  The  railr.oads  of  the  parties  hereto  connect,  and  make  a  con- 
tinuous railroad;  and, 

Whereas,  The  second  party  is  now  in  possession  of  and  operating  the  said 
first  party's  railroad,  in  connection  with  its  own  railroad,  under  a  lease 
for  twenty-five  (25)  years,  and  has  offered  to  purchase  the  remaining 
interests,  property,  and  franchises  of  the  first  party  in  and  to  its  railroad, 
upon  the  terms  and  conditions  hereinafter  stated,  which  have  been  agreed 
to  by  the  directors  of  both  the  said  companies,  and  approved  by  the 
stockholders  owning  and  holding  two-thirds  in  amount  of  the  capital 
stock  of  each  of  said  companies,  in  manner  and  form  as  required  by  law: 

Now,  Therefore,  This  Indenture  Witnesseth:  That  the  said  first  party, 
for  the  considerations  hereinafter  expressed,  by  these  presents  does  grant, 
bargain,  sell,  convey,  release,  assign,  and  transfer,  unto  the  said  second 
party,  the  following  described  railroad,  property,  franchises,  and  privi- 
leges, to-wit: 

Its  railroad,  beginning  at  the  point  of  connection  with  the  railroad  of 
the  second  party  in  the  Southwest  Quarter  of  Section  No.  Fourteen  (14), 
Township  No.  Eleven  (11)  North,  Bange  No.  One  (1)  East,  in  Galesburg, 
Knox  County,  Illinois,  and  extending  thence  in  a  southerly  direction 
through  the  counties  of  Knox  and  Fulton,  to  a  point  in  the  Southeast 
Quarter  of  Section  No.  Twenty-nine  (29),  Township  No.  Four  (4)  North, 
Bange  No.  Four  (4)  East,  at  West  Havana,  in  said  Fulton  County,  a  dis- 
tance of  about  Fifty-seven  and  twenty-nine  one-hundredths  (57.29)  miles; 

Together  with  all  road-beds,  rights  of  way,  bridges,  depot  and  terminal 
grounds,  of  the  first  party,  and  other  lands  or  interest  therein;   station 


1106       CHICAGO,  BURLINGTON   &   QUINCY   RAILROAD  COMPANY 

houses,  buildings,  and  structures  of  whatsoever  kind;  leaseholds,  rights 
under  contract  and  licenses;  locomotives,  cars,  and  other  rolling  stock  and 
equipment;  telegraph  lines,  supplies,  tools,  and  materials;  rents,  profits, 
income;  and  all  other  property,  real  or  personal,  of  whatsoever  kind  and 
wheresoever  situated,  now  owned  by  the  first  party  or  hereafter  to  be 
acquired,  whether  appurtenant  to  its  railroad  aforesaid  or  otherwise. 
Also  all  rights,  privileges,  immunities,  and  franchises  belonging  to  the 
said  first  party,  except  its  franchise  to  be  a  corporation. 

To  Have  and  to  Hold  the  same  to  the  second  party,  its  successors,  and 
assigns,  forever. 

In  consideration  of  the  foregoing,  the  said  second  party  covenants  and 
agrees  with  the  said  first  party  that  it  will  equip  the  said  railroad,  or 
cause  the  same  to  be  equipped,  and  will  maintain  and  operate  the  same, 
or  cause  the  same  to  be  maintained  and  operated,  in  such  manner  as  to 
furnish  reasonable  accommodations  to  the  public;  that  it  will  pay,  or 
cause  to  be  paid,  all  taxes  and  assessments  that  may  be  lawfully  levied 
upon  the  said  railroad  and  property,  or  any  pari  thereof;  and  will  assume 
and  discharge  all  contracts,  debts,  liabilities,  and  obligations  of  whatso- 
ever kind,  both  principal  and  interest,  of  the  said  first  party,  as  they 
may  sev<  rally  mature;  and  that  it  will  pay  to  tin'  owners  and  holders  of 
the  eapital  stock  of  the  first  party  ten  (10)  dollars  for  each  share  of  their 
said  stock,  upon  the  presentation  and  surrender  of  the  certificates  therefor. 

And,   to   the   end    that    the   Second    party   may    have,   hold,   use,   exercise, 

and  enjoy  the  railroad  and  property  and  franchises  of  the  first  party, 
hereby  conveyed  and  intended  to  lie  conveyed,  and  whether  now  existing 
or  hereafter  acquired,  as  fully  as  might  be  done  by  the  first  party,  if  this 
conveyance  had  not  Keen  made,  the  first  party  agrees  to  execute  from 
time  to  time  any  additional  assignment,  conveyance,  or  assurance,  and 
to  perform  any  act,  which  the  counsel  of  the  second  party  may  advise; 
ami,  for  the  purposes  aforesaid,  the  first  party  agrees,  if  the  second  party 
shall  so  desire  and  advise,  that  it  will  keep  up  and  maintain  its  corporate 
existence  and  organization. 

In  Witness  WJu  reof,  the  parties  hereto  have  caused  their  corporate  names 
to   be   hereunto    subscribed,    and    their    corporate   seals   to    be   affixed,   by 
their  respective  Presidents,  and   said   corporate  seals  to  be  attested  by 
their  respective  Secretaries,  the  day  and  year  first  above  written. 
[seal]  Fulton  County  Narrow  Gauge  Eailway  Company, 

By  C.  I.  Sturgis, 
Attest:  President. 

II.  W.  Weiss,  Secretary. 
Witness  to  signatures  of 

C.  I.  Sturgis  and  H.  W.  Weiss  : 

T.  O.  Stokes. 

Chicago,  Burlington  &  Quincy  Bail  Boad  Company, 
[seal]  By  Geo.  B.  Harris, 

Attest :  President. 

T.  S.  Howland,  Secretary. 
Witness  to  signatures  of 

George  B.  Harris  and  T.  S.  Howland  : 

L.  B.  Larsen. 


CORPORATE  HISTORY  1107 

State  of  Illinois.  / 

r  SS 

Cook  County  \ 

On  this  Third  clay  of  February  A.  D.,  1909,  before  me  appeared  C.  I. 
Sturgis,  to  me  personally  known,  who  being  by  me  duly  sworn,  did  say 
that  he  is  the  President  of  the  Fulton  County  Narrow  Gauge  Eailway 
Company,  that  the  seal  affixed  to  the  foregoing  instrument  is  the  cor- 
porate seal  of  said  corporation,  and  that  said  instrument  was  signed  and 
sealed  in  behalf  of  said  corporation  by  authority  of  its  Board  of  Di- 
rectors; and  said  C.  I.  Sturgis  acknowledged  said  instrument  to  be  the 
free  act  and  deed  of  said  corporation. 

Chipman  Skeels, 
[seal]  Notary  Public  in  and  for  said  County  and  State. 

My  Commission  Expires  July  25th,  1909. 

State  of  Illinois,  ) 

>■  ss. 
Cook  County.  \ 

On  this  Fourth  day  of  February  A.  I).  1909,  before  me  appeared  George 
B.  Harris,  to  me  personally  known,  who,  being  by  me  duly  sworn,  did 
say  that  he  is  the  President  of  the  Chicago,  Burlington  &  Quincy  Kail 
Road  Company,  that  the  seal  affixed  to  the  foregoing  instrument  is  the 
corporate  seal  of  said  corporation,  and  that  said  instrument  was  signed 
and  sealed  in  behalf  of  said  corporation  by  authority  of  its  Board  of 
Directors;  and  said  George  B.  Harris  acknowledged  said  instrument  to 
be  the  free  act  and  deed  of  said  corporation. 

J.  H.  Pettibone, 
[seal]  Notary  Public  in  and  for  said  County  and  State. 

My  Commission  expires  March  12,  1910. 


EECOEDED  IN  ILLINOIS 

County 

Date 

Book 

Page 

Fulton 

December  14,  1910 

294 

538 

Knox 

December  21,  1910 

204 

305 

TRUST   MORTGAGE,  July  1,   1882,  Fulton  County  Extension  Eailway 
Company  to  Edward  A.  Temple  et  al.  Trustees. 

This  Indenture,  made  this  first  day  of  July  A.  D.  1882,  by  and  between 
the  Fulton  County  Extension  Railway  Company,  a  corporation  of  the 
state  of  Illinois,  party  of  the  first  part,  and  Edward  A.  Temple  and 
Joseph  Braden,  of  Chariton,  state  of  Iowa,  trustees  herein,  parties  of  the 
second  part, 

Witnesseth:  That,  Whereas,  the  said  Fulton  County  Extension  Railway, 
Company,  by  virtue  of  the  laws  of  the  State  of  Illinois,  and  pursuant  to 
its  organization  under  the  same,  is  authorized  to  construct,  maintain  and 
operate  a  railroad  from  Fairview,  in  the  county  of  Fulton  and  State  of 
Illinois,  west  to  East  Burlington,  in  the  county  of  Henderson,  and  east 
to  the  city  of  Peoria,  in  the  county  of  Peoria;  and  from  said  line,  at 
some  convenient  point  or  points,  by  way  of  Monmouth,  in  the  county  of 
Warren,  northwestwardly  to  the  Mississippi  River;  and  by  way  of  Gales- 


1108       CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

burg,  in  the  county  of  Knox,  north  to  the  Mississippi  Eiver;  and  is  now 
engaged  in  the  construction  of  a  section  of  said  railway  between  Fair- 
view  and  Galesburg,  aforesaid  about  31  3-10  miles  in  length;  and  desires, 
also,  to  provide  means  for  the  construction  of  that  section  of  its  railroad 
between  Fairview  and  East  Burlington,  aforesaid,  a  distance  of  about  55 
miles,  and 

Whereas,  the  said  Fulton  County  Extension  Eailway  Company  is  desirous 
of  borrowing  money  to  an  amount  not  exceeding  ten  thousand  (10,000) 
dollars  per  mile  of  completed  road,  to  aid  in  the  construction  of  the  said 
sections  of  its  railroad  between  Fairview  and  Galesburg,  aforesaid,  and 
between  Fairview  and  Fast  Burlington  and  to  be  applied  solely  and  only 
to  the  purchase  and  transportation  of  materia],  and  in  payment  of  labor 
and  other  expenses  attendant  upon  the  construction  of  said  sections;  and 
has  resolved  to  execute  and  issue  therefor  a  series  of  bonds  of  one  thou- 
sand (1,000)  dollars  each,  to  bear  date  the  first  day  of  July  A.  D.  1882, 
to  have  thirty  (30)  years  to  run  to  maturity,  to  bear  interest  at  the  rate 
of  seven  (7)  per  cent  per  annum,  payable  semi  annually,  on  the  first  day 
of  July,  and  the  firsl  day  of  January  in  each  year,  at  the  Onion  National 
Bank,  in  Chicago,  [Hindis  where  the  principal  is  also  to  be  paid;  all  of 
whirh  said  bonds  are  to  bear  the  same  dale,  and  are  to  stand  equally 
secured  by  this  trust  mortgage,  though  issued  at  different  times,  and  are 
tn  be  numbered  from  one  (1)  to  the  highesl  number  that  may  be  issued; 
each  of  which  said  linnds  shall  be  authenticated  by  a  certificate  thereon, 
signed  by  the  trustees  named  in  this  trust  mortgage,  or  their  successors 
in  said  trust; 

Xoir,  Therefore,  this  Indenturt  U'itnesseth  :  That  the  said  Fulton  County 
Extension  Railway  Company,  in  order  to  secure  the  payment  of  its  said 
bunds  and  tin-  interest  thereon,  and  in  consideration  of  one  dollar  to  it  in 
hand  paid  by  the  second  parties  at  the  ensealing  and  delivery  of  these 
presents,  the  receipl  whereof  is  hereby  acknowledged,  has  granted,  bar- 
gained, sold,  transferred  and  conveyed,  and  by  these  presents  doth  grant, 
bargain,  sell,  transfer  and  convey  unto  the  said  second  parties,  and  their 
successors  in  said  trust,  and  assigns,  all  the  above  and  all  the  following 
described   property;   to-wit: 

All  the  present  and  in  future  to  be  acquired  property  of  the  said  Ful- 
ton County  Extension  Railway  Company  relating  to  said  railway,  and  all 
the  right,  title,  interest  and  equity  of  redemption  therein,  that  is  to 
say:  All  the  railway  of  the  said  first  party,  now  constructed  and  to  be 
constructed,  extending  from  Fairview,  in  the  county  of  Fulton,  and  state 
of  Illinois,  west  to  East  Burlington,  in  the  County  of  Henderson;  and 
east  to  the  city  of  Peoria,  in  the  county  of  Peoria;  and  from  said  line,  at 
some  convenient  point  or  points,  by  way  of  Monmouth,  in  the  County  of 
Warren,  northwestwardly  to  the  Mississippi  Biver;  and  by  way  of  Gales- 
burg, in  the  County  of  Knox,  north  to  the  Mississippi  Biver;  and  espe- 
cially including  those  sections  thereof  lying  between  the  towns  of  Fair- 
view  and  Galesburg,  aforesaid,  and  between  Fairview  and  East  Burling- 
ton, aforesaid,  made  and  to  be  made;  including  right  of  way  and  lands 


CORPORATE  HISTORY  1109 

occupied  thereby,  superstructure  and  track  thereon  and  materials  used 
therein,  and  procured  or  to  be  procured  therefor,  bridges,  viaducts,  fences, 
depot  grounds  and  buildings  thereon  and  to  be  placed  thereon,  and  all 
other  property,  real  or  personal,  appertaining  to  said  railway,  and  es- 
pecially to  said  section  thereof  between  Fairview  and  Galesburg,  afore- 
said, and  between  Fairview  and  East  Burlington,  aforesaid,  and  to  the 
use  thereof,  now  owned  or  hereafter  to  be  acquired  by  said  first  party; 
together  with  the  rents,  revenues  and  incomes  to  be  had,  levied  or  de- 
rived therefrom;  and  all  the  rights,  privileges  and  franchises  or  said 
first  party,  in,  to,  or  concerning  the  said  railroad  constructed  and  to  be 
constructed,  and  every  part  thereof;  and  property  acquired  by  virtue  of 
said  franchises,  now  in  possession  or  hereafter  to  be  acquired,  including 
all  machine  shops  and  personal  property  on  or  along  the  line  of  said  rail- 
road, to  Have  and  to  Hold  the  said  railway  and  property,  and  all  and 
singular  the  said  premises,  and  every  part  thereof,  with  the  appurten- 
ances, unto  the  said  second  parties,  their  successors  in  said  trust  and  as- 
signs; but  for  the  purpose,  and  upon  the  following  express  trust,  that  is 
to  say: 
********** 

In  Witness  Whereof,  the  first  party  has  caused  its  corporate  seal  to  be 
hereto  attached  and  attested  by  its  Secretary,  and  its  corporate  name  to 
be  hereto  subscribed  by  its  President;  and  the  second  parties  have 
hereunto  set  their  hands  and  seals,  all  on  the  day  and  year  first  above 
written. 

FULTON  COUNTY  EXTENSION  RAILWAY  COMPANY, 
[seal]  By  S.  H.  Mallory, 

President. 
Edw.  A.  Temple,  Trustee.  [seal] 

Joseph  Beaden,  Trustee.  [seal] 

W.  J.  Dtckes, 
Secretary. 

State  of  Illinois,     ) 

>  ss. 
County  of  Fulton.  ) 

Be  it  remembered,  that  on  this  20th  day  of  February  A.  D.  1883,  before 
me,  a  Notary  Public  residing  in  the  city  of  Lewistown,  county  of  Fulton 
and  state  of  Illinois,  duly  commissioned  by  the  Governor  of  the  state  of 
Illinois  to  take  acknowledgements  and  proofs  of  deeds  and  other  instru- 
ments in  writing,  under  seal,  to  be  used  or  recorded  in  said  state  of 
Illinois,  personally  came  S.  H.  Mallory,  President  of  the  Fulton  County 
Extension  Railway  Company,  who  is  known  to  me  to  be  the  person  whose 
name  is  signed  to  the  foregoing  mortgage,  who,  being  by  me  duly  sworn, 
deposes  and  says  that  he  resides  in  Chariton,  in  the  County  of  Lucas  and 
state  of  Iowa,  that  he  is  President  of  the  Fulton  County  Extension  Rail- 
way Company,  that  he  knows  the  corporate  seal  of  said  Company,  that 
the  seal  affixed  to  the  foregoing  mortgage  is  the  corporate   seal  of  said 


1110       CHICAGO,   BURLINGTON  &   QUIXCY  RAILROAD  COMPANY 

Company,  that  it  was  affixed  by  order  of  said  Company,  and  that  he 
signed  the  corporate  name  of  said  Company  to  said  mortgage  by  like 
order,  as  President  of  said  Company;  and  acknowledged  that  he  executed 
and  delivered  the  said  mortgage  on  behalf  of  said  Company  as  his  free 
and  voluntary  act.  and  that  the  said  Company  also  executed  said  mort- 
gage as  its  free  and  voluntary  act,  for  the  uses  and  purposes  therein  set 
forth. 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  official  seal  this 
20th  day  of  February  A.  D.  1883. 

John  A.  Gray, 
[seal]  Notary  Public. 

United  States  of  America,  j 
State  of  Illinois.  \ 

Office  of  Secretary. 

I,  Henry  D.  Dement,  Secretary  of  State  of  Illinois,  do  hereby  certify 
that  the  foregoing  mortgage  of  the  Fulton  County  Extension  Eailway 
Company,  was  tiled  for  record  in  the  office  of  the  Secretary  of  State  of 
the  State  of  Illinois  on  the  28th  day  of  March  A.  D.  1883,  at  8.30  o'clock 
A.   M..  and  duly  recorded  in  Book  No.  .">  of  Railroad   Records  at  Page  402. 

//i  Witness  Winn  <>f,  1  hereunto  set  my  hand  and  affix  the  Great  Seal  of 
State,  at  the  City  of  Springfield,  this  3d  day  of  April  A.  D.  1883. 

[seal]  Henry  D.  Dement, 

Secretary  of  State. 

I.  William  J.  Dyckes,  Secretary  of  the  Fulton  County  Extension  Rail- 
way Company,  do  hereby  certify  that  a  meeting  of  the  stockholders  of 
said  company  held  at  the  office  of  said  Company  in  the  city  of  Lewiston, 
Illinois,  on  the  20th  day  of  February  A.  D.  1SS3,  in  pursuance  to  notice 
given,  the  following  among  other  proceedings  were  had;  viz: 

On  motion  of  John  A.  Gray,  seconded  by  S.  II.  Mallory,  it  was  resolved 
that  the  stockholders  of  this  Company  vote  to  concur  in  and  sanction 
and  they  do  hereby  concur  and  sanction  the  mortgage  of  this  Company's 
road  .nid  all  its  corporate  property  and  franchises  now  presented  and 
read  being  the  same  authorized  by  the  Directors  of  this  Company  on  the 
6th  day  of  December,  1882,  issued  to  secure  this  Company's  bonds  to  the 
amount  of  Ten  Thousand  (10,000)  Dollars  per  mile  of  completed  road  to 
1"  ar  date  of  July  1st,  A.  D.  1882,  to  have  thirty  years  to  run  to  maturity 
and  to  bear  interest  at  the  rate  of  seven  per  cent  per  annum  payable 
semi-annually: 

And  thereupon  the  Chair  ordered  ballots  to  be  prepared  and  a  vote 
taken  on  said  resolution  and  appointed  Messrs.  Gray  and  Mallory  as 
tellers  to  collect  and  canvass  said  vote. 

Said  tellers  reported  as  follows: — Those  voting  for  the  resolution  were 
J.  C.  Wilcoxen  one  share,  S.  H.  Mallory  101  shares,  E.  A.  Temple  (by 
S.  H.  Mallory  proxy)  2501  shares;  J.  A.  Gray,  one  share.  The  under- 
signed tellers  appointed  to   canvass   the   vote   on   said   resolution   report 


CORPORATE  HISTORY  1111 

that  there  were  twenty-six  hundred  and  four  votes  cast  in  favor  of  the 
resolution  and  the  issuing  of  said  bonds  and  mortgage  and  that  there 
were   no    votes    east   against   the   same. 

J.  A.  Gray, 
S.  H.  Mallory, 

Tellers. 

The  Secretary  announced  that  this  was  more  than  two-thirds  of  the 
stock  of  said  Company  and  thereupon  the  Chair  declared  that  the  vote 
was  in  favor  of  the  resolution  and  issuing  said  bonds  and  mortgage. 

In  Witness  Whereof  I  have  hereunto  set  my  hand  and  affixed  the  seal  of 
said  Company  this  20th  day  of  February  A.  D.  1883. 

W.  J.  Dyckes, 
[seal]  Secretary. 

PILED 

For  record  in  the  office  of  the  Secretary  of  State,  Illinois,  March  28, 
1883,  at  8.30  o  'clock  A.  M.,  and  recorded  in  Book  5,  Page  402. 

Henry  D.  Dement, 

Secy,  of  State. 

RELEASE,  August  3,  1908,  Edw.  A.  Temple,  Surviving  Trustee  to  Ful- 
ton County  Extension  Railway  Company. 

Know  All  Men  by  These  Presents,  That,  I,  Edward  A.  Temple,  surviving 
Trustee,  do  hereby  grant,  bargain,  remise,  convey,  release  and  quit  claim 
unto  the  Fulton  County  Extension  Railway  Company,  a  corporation 
organized  and  existing  under  and  by  virtue  of  the  laws  of  the  State  of 
Illinois,  all  the  right,  title,  interest,  claim  or  demand,  whatsoever,  which 
I  may  have  acquired  in,  to  or  by  a  certain  Trust  Mortgage  bearing  date 
the  first  day  of  July  1882,  to  Edward  A.  Temple  and  Joseph  Braden, 
Trustees,  and  recorded  as  follows:  — 

In  the  office  of  the  Secretary  of  State  of  the  State  of  Illinois,  on  the 
28th  day  of  March  1883,  in  Book  5,  of  Railroad  Records  at  Page  402. 

In  the  office  of  the  Clerk  and  Recorder  of  Peoria  County,  Illinois,  on 
the  26th  day  of  April  1883,  in  Book  58  at  Page  69. 

In  the  office  of  the  Clerk  &  Recorder  of  Fulton  County,  Illinois,  on 
the  4th  day  of  May  1883,  in  Book  135  of  Land  Records  at  Page  180. 

In  the  office  of  the  clerk  and  ex-officio  Recorder  of  Henderson  County, 
Illinois,  on  the  24th  day  of  April,  1883,  in  Volume  9  of  Mortgages,  Page 
274,   to   the   premises   therein   described,   to-wit: 

All  the  present  and  in  future  to  be  acquired  property  of  the  said 
Fulton  County  Extension  Railway  Company  relating  to  said  Railway 
and  all  the  right,  title,  interest  and  equity  of  redemption  therein,  that  is 
to  say:  All  the  Railway  of  said  Company  now  constructed  and  to  be 
constructed  extending  from  Fairview,  in  the  county  of  Fulton  and  State 
of  Illinois,  west  to  East  Burlington,  in  the  County  of  Henderson,  and 
east  to  the  city  of  Peoria  in  the  county  of  Peoria;  and  from  said  line 
at  some  convenient  point  or  points  by  way  of  Monmouth,  in  the  county 


1112       CHICAGO,   BURLINGTON   &   QTJJNCY   RAILROAD  COMPANY 

of  Warren,  northwestwardly  to  the  Mississippi  River;  and  by  way  of 
Galesburg,  in  the  County  of  Knox,  north  to  the  Mississippi  River,  and 
especially  including  those  sections  thereof  lying  between  the  towns  of 
Fairview  and  Galesburg  aforesaid,  and  between  Fairview  and  East 
Burlington  aforesaid,  made  and  to  be  made,  including  right-of-way  and 
lands  occupied  thereby,  superstructure  and  track  thereon  and  materials 
used  therein,  and  procured,  <>r  to  be  procured  therefor,  bridges,  viaducts, 
fences,  depot  grounds  and  buildings  thereon  and  to  be  placed  thereon, 
and  all  other  property  real  or  personal,  appertaining  to  said  Railway, 
and  especially  to  said  sections  thereof  between  Fairview  and  Galesburg 
aforesaid,  and  between  Fairview  and  Fast  Burlington,  aforesaid,  and  to 
the  use  thereof,  now  owned  or  hereafter  to  be  acquired  by  said  Railway 
Company;  together  with  the  rents,  revenues  and  incomes  to  be  had,  levied 
or  derived  therefrom,  and  all  the  rights,  privileges  and  franchises  of  said 
Railway  Company,  in,  to,  or  concerning  the  said  Railroad,  constructed 
and  to  be  constructed  and  every  part  thereof;  and  property  acquired  by 
virtue  of  said  franchises  now  in  possession  or  hereafter  to  be  acquired, 
including  all  machine  shops  and  personal  property  on  or  along  the  line 
of  said  Railroad. 

In    Witness    Whereof,   I    have  hereunto   set   my   hand   and   seal  this   Third 
day  of  August  1908. 

Edw.  A.  Temple,       [seal] 

Surviving  Trustee. 

The  Chicago,  Burlington  &  Quincy    Railroad   Company,  a  corporation 

organized  and  existing  under  and  by  virtue  of  the  laws  of  the  State 
of  Illinois,  1" dng  the  legal  holder  anil  owner  of  all  of  the  bonds  secured 
by  the  aforesaid  trust  mortgage,  hereby  consents  to  the  above  and  fore- 
going release  of  said  trust  mortgage,  all  of  said  bonds  therein  described 
having   been    surrendered    and    cancelled. 

CHICAGO,  BURLINGTON  .v  QUINCY  RAILROAD  COMPANY, 
[seal]  By  Geo.  B.  Harris, 

President. 
Attest : 

T.  S.   HOWLAND, 

Secretary. 


State  of  Iowa, 

y  ss. 
County  of  Polk, 


J 


I,  W.  C.  Ince,  Notary  Public,  in,  and  for  said  county,  in  the  state 
aforesaid,  do  hereby  certify  that  Edward  A.  Temple,  Trustee,  personally 
known  to  me  to  be  the  same  person  whose  name  is  subscribed  to  the 
aforegoing  instrument,  appeared  before  me  this  day  in  person  and  ac- 
knowledged that  he  signed,  sealed  and  delivered  the  said  instrument  of 
writing  as  his  free  and  voluntary  act,  as  Trustee,  for  the  uses  and  pur- 
poses therein  set  forth. 


CORPORATE  HISTORY  1113 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  official  seal  this 
3rd  day  of  August  1908. 

[SEAL]  W.  C.  INCE, 

Notary  Public. 
My  Commission  Expires  July  4th,  1909. 

State  of  Illinois,  ) 

J.  SS. 
County  of  Cook.    \ 

I,  Herbert  Haase,  a  Notary  Public  in  and  for  said  County  in  the  State 
aforesaid,  do  hereby  certify  that  Geo.  B.  Harris  and  T.  S.  Howland, 
personally  known  to  me  to  be  the  President  and  Secretary,  respectively 
of  the  Chicago,  Burlington  &  Quincy  Railroad  Company,  and  the  same  per- 
sons whose  names  are  subscribed  to  the  foregoing  instrument,  appeared 
before  me  this  day  in  person  and  acknowledged  that  they  signed,  sealed 
and  delivered  the  said  instrument  of  writing  as  their  free  and  voluntary 
acts  and  as  the  free  and  voluntary  act  of  the  Chicago,  Burlington  & 
Quincy  Railroad  Company,  for  the  uses  and  purposes  therein  set  forth. 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  affixed  by  notarial 
seal  this  31st  day  of  July,  A.  D.  1908. 

Notary  Public. 
[seal]  Herbert  Haase, 

My  Commission  Expires  January  23d,  1909. 

United  States  of  America,  ) 
State  of  Illinois,  \ 

office  of  secretary. 
I,  James  A.  Rose,  Secretary  of  State  of  the  State  of  Illinois,  do  hereby 
certify  that  the  foregoing  Release  of  Mortgage  to  the  Fulton  County  Ex- 
tension Railway  Company  was  filed  for  record  in  the  office  of  the  Secre- 
tary of  State  of  the  State  of  Illinois  on  the  10th  day  of  August  A.  D.  1908, 
at  9  o'clock  A.  M.  and  duly  recorded  in  Book  No.  37  of  Railroad  Records, 
at  page  218. 

In  witness  whereof,  I  hereto  set  my  hand  and  affix  the  Great  Seal  of 
State,  at  the  city  of  Springfield,  this  10th  day  of  August,  A.  D.  1908. 

James  A.  Rose, 
Secretary  of  State. 

RECORDED  IN  ILLINOIS 

Comity  Date  Book  Page 

Peoria  August  19,  1908  N.  K.  361 

Henderson  August  15,  1908  54  424 

Pulton  August  12,  1908  277  577 

TRUST  MORTGAGE,  November  1,  1880,  Pulton   County  Narrow  Gauge 
Railway  Company  to  Edw.  A.  Temple  et  al.  Trustees. 

This  Indenture,  made  and  entered  into  this  first  day  of  November,  1880, 
by  and  between  the  Pulton  County  Narrow  Gauge  Railway  Company,  a 


1114       CHICAGO,  BURLINGTON    .V-    QUINCY   RAILROAD  COMPANY 

corporation  duly  created  and  existing  under  and  by  virtue  of  the  laws  of 
the  State  of  Illinois,  party  of  the  first  part,  and  Edw.  A.  Temple,  and 
Joseph  Braden,  of  Chariton,  Iowa,  as  trustees,  parties  of  the  second  part, 
witnesseth: 

That  Whereas  said  party  of  the  first  part  was,  ami  is  by  its  charter,  or 
articles  of  incorporation,  and  by  the  laws  of  the  State  of  Illinois,  fully 
authorized  and  empowered  to  build,  construct,  and  complete  a  railroad, 
from  the  town  of  Havana,  in  the  county  of  Mason,  and  State  of  Illinois, 
by  the  way  of  the  towns  of  Lewistown  and  Fairview,  in  Fulton  county,  in 
said  State,  to  the  town  of  Avon,  in  said  Fulton  county,  in  said  State,  and, 
whereas,  on  the  6th  day  of  March,  1880,  said  party  of  the  first  pari  made 
aiol  entered  into  a  written  contract  with  J.  ('.  Willcoxen,  of  the  town  of 
Lewistown,  in  said  Fulton  county,  to  build,  construct  and  equip  said  rail- 
way between  the  said  town  of  Havana,  and  the  northern  part  of  said 
Fulton  county,  and,  whereas,  the  said  party  of  the  first  part,  in  its  said 
contract  with  said  J.  C.  Willcoxen.  and  in  part  payment  for  the  construc- 
tion and  completion  of  said  railway,  promised,  stipulated  and  agreed  with 
trim,  the  said  .1.  C.  Willcoxen.  that  it  would  execute,  issue  and  deliver  to 
aim,  its  first  mortgage  bonds,  in  the  sum  or  to  the  amount  of  Six  Thousand 
Dollars,  for  each   and  every   mile  of  said    railway,   made   and   completed    by 

him,  in  pursuance  of  said  contract,  and.  whereas,  the  said  contract  be- 
tween the  party  of  the  first  part,  and  the  said  J.  C.  Willcoxen  further 
expre8Sly  Stipulated  that  all  bonds  issued  under  or  in  pursuance  thereof, 
should  be  for  the  sum  of  One  Thousand  Dollars  each,  and  that  said  bonds 
should  be  made  payable  at   such   place  as  said  .1.  ( '.  Willcoxen  should  desig 

nate,  and  shall  draw   interest   at    the   rate  of  seven    percent   per  annum, 

payable  semi-annually;  that  said  bonds  should  lie  made  payable  in  thirty 
years  from  the  date  therof,  and  should  he  secured  by  a  deed  of  trust,  or 
mortgage,  of  even  date  therewith,  on  said  railway,  made,  and  to  lie  made, 
the  right  of  way,  road  bed,  superstructure,  station  grounds,  buildings  and 
all  other  rights  ami  property  of  said  railway  company,  there  or  thereafter 
acquired,  and  that  said  mortgage  or  deed  of  trust  should  be  executed  to 
such  party  as  said  Wilcoxen  might  designate,  and.  whereas,  at  a  special 
meeting  of  the  stockholders  of  said  party  of  the  first  part,  held  on  the 
5th  day  of  November,  1880,  in  pursuance  of  notice,  as  provided  by  law  a 
notion,  or  resolution  was  adopted  and  entered  of  record  authorizing  the 
execution  and  delivery  of  bonds,  ami  a  mortgage  on  the  said  property  of 
the  said  railway  company,  as  provided  in  its  said  contract  with  the  said 
Willcoxen,  and  whereas  at  a  meeting  of  the  board  of  directors  of  said 
Railway  company,  held  on  the  5th  day  of  November,  1880,  a  resolution 
was  adopted  and  entered  of  record,  reciting,  that  said  J.  C.  Willcoxen 
had  fully  performed  his  said  contract  with  said  company,  and  had  con- 
structed and  completed  that  portion  of  said  railway,  between  the  said 
town  of  Havana,  and  the  town  of  Fairview,  in  said  Fulton  county,  in  said 
state  of  Illinois,  being  twenty  eight  and  one  half  miles  of  said  railway, 
and  said  resolution  further  fully  authorized  and  expressly  directed  the 
President  and  Secretary  of  said  railway  company  to  issue,  execute  and 


CORPORATE  HISTORY  1115 

deliver  to  said  Willeoxen,  the  bonds  of  said  company  in  the  sum  of  Six 
Thousand  Dollars,  for  each  and  every  mile  of  said  railway,  constructed 
by  him  as  aforesaid,  and  whereas,  said  party  of  the  first  part,  was,  on 
the  first  day  of  November,  1880,  justly  indebted  to  the  said  J.  C.  Will- 
eoxen, on  his  said  contract,  for  the  construction  of  said  railway,  in  the 
sum  of  One  Hundred  and  Seventy  One  Thousand  Dollars,  to  be  paid  in 
the  bonds  of  said  company  as  aforesaid,  together  with  interest  thereon 
at  the  rate  of  seven  percent  per  annum,  from  the  said  first  day  of 
November,  1880  and  whereas,  said  J.  C.  Willeoxen,  has  demanded  from 
the  party  of  the  first  part,  one  hundred  and  seventy  one  bonds,  each  for 
the  sum  of  One  Thousand  Dollars,  dated  November  1st,  1880  and  made 
payable  to  Edw.  A.  Temple  and  Joseph  Braden,  or  bearer,  at  the  Union 
National  Bank,  at  Chicago,  in  the  State  of  Illinois,  thirty  years  after  the 
date  thereof,  with  seven  percent  interest  thereon,  payable  semi-annually, 
and  whereas,  the  said  J.  C.  Willeoxen  has  also  demanded  from  said  party 
of  the  first  part,  its  mortgage  or  deed  of  trust,  on  its  said  railway,  and 
all  property  belonging  thereto,  and  rights  therein,  to  secure  the  payment 
of  said  bonds,  and  the  interest  that  has  or  may  accrue  thereon,  and  has 
selected  and  designated  Edw.  A.  Temple  and  Joseph  Braden,  of  Chariton, 
Iowa,  as  trustees  to  whom  said  mortgage  or  deed  of  trust  shall  be  given, 
and  asked  that  such  deed  of  trust  bear  even  date  with  said  bonds: 

Now,  Therefore,  in  pursuance  of  the  resolutions  aforesaid,  and  the  said 
order  of  the  said  board  of  directors,  and  for  the  purpose  of  securing  the 
payment  of  the  principal  and  interest  due  and  to  become  due  on  the  one 
hundred  and  seventy  one  bonds  of  One  Thousand  Dollars  each,  executed 
and  to  be  executed  by  the  party  of  the  first  part  to  said  Edw.  A.  Temple 
and  Joseph  Braden  or  bearer,  dated  Nov.  1st,  1880,  and  payable  thirty 
years  after  date  thereof,  at  the  Union  National  Bank,  at  Chicago,  Illinois, 
with  interest  thereon  at  the  rate  of  seven  percent  per  annum,  payable  semi- 
annually, on  the  first  day  of  May  and  November,  of  each  year,  and  duly 
certified  by  said  Edw.  A.  Temple  and  Joseph  Braden,  as  trustees,  to  be  the 
bonds  secured  by  this  mortgage,  and  for  the  further  consideration  of  One 
Dollar  in  hand  paid  by  the  said  Edw.  A.  Temple  and  Joseph  Braden  the 
said  party  of  the  first  part  has  granted,  bargained,  sold,  released,  con- 
veyed and  confirmed,  and  by  these  presents  doth  grant,  bargain,  sell,  re- 
lease, convey  and  confirm,  unto  the  said  Edw.  A.  Temple  and  Joseph 
Braden  as  trustees,  and  to  their  successors  in  said  trust,  all  and  singular 
the  said  railway,  of  the  party  of  the  first  part,  called  and  known  as  the 
Fulton  County  Narrow  Gauge  Bailway,  extending  from  the  town  of 
Havana,  in  the  county  of  Mason  and  State  of  Illinois,  by  the  way  of  the 
towns  of  Lewistown  and  Cuba,  and  to  Fairview,  in  Fulton  county,  in  the 
State  of  Illinois,  and,  also,  all  further  extensions  of,  or  additions  to  said 
railway,  which  said  party  of  the  first  part  may  hereafter  make,  or  in  any 
manner  acquire;  together,  with  all  and  singular  the  road  bed,  right  of 
way,  tracks,  side  tracks,  turnouts,  stations,  depots,  depot  grounds,  shops, 
engine  houses,  coal  houses,  fuel  houses  and  all  lands,  buildings,  structures 
and  appurtenances  intended  for  the  use  of  the  said  railway  so  described, 
and  all  fences,  culverts,  bridges,  freight  houses  and  other  structures  in- 


1116       CHICAGO,   BURLINGTON   &   QUINCY  RAILROAD   COMPANY 

tended  as  aforesaid,  and  all  locomotives,  freight  and  passenger  cars,  hand 
cars  gravel  and  construction  ears,  and  all  machinery,  tools,  implements 
and  materials  intended  for  the  use  of  said  railway,  intending  to  include 
all  interest,  property,  estate,  rights  and  franchises,  belonging  to  said  party 
of  the  first  part,  and  all  additions  and  improvements  that  may  be  added 
thereto.  To  Have  and  to  Hold,  all  and  singular,  the  premises,  rights,  fran- 
chises, real  and  personal  property  hereby  conveyed,  with  the  appurte- 
nances thereto  belonging,  unto  the  said  Edw.  A.  Temple  and  Joseph 
Braden,  as  trustees,  and  to  their  successors  in  said  trust  forever.  In  trust, 
however,  for  the  person  or  persons,  and  bodies  politic  or  corporate,  who 
shall  at  any  time  become  the  purchasers,  or  holders  or  owners  of  any  of 
the  said  bonds  above  described  or  any  part  of  the  coupons  attached  to 
said    bonds. 

The  party  of  the  first  part  for  the  consideration  aforesaid  doth  hereby 
covenant,  promise  and  agree,  with  the  parties  of  the  second  part,  and 
their  successors  in  said  trust,  that  said  party  of  the  first  part,  will  well 
and  truly  pay,  or  cause  to  be  paid,  unto  the  respective  holders  thereof, 
each  and  every  of  the  Wends  secured  hereby  together,  with  interest  thereon 
at  the  times,  and   in  the  manner  in  said    bonds  and  coupons  specified. 

It  is  also  further  agreed  and  stipulated  as  follows: 

First.  If  the  party  of  the  first  part  shall  well  ami  truly  pay,  and  dis- 
charge the  sums  of  money  specified  in  said  bonds  above  described,  and  the 
coupons  thereto  attached,  according  to  the  tenor- and  effecl  of  said  bonds 

and  roup.. us,  and  Bhall  keep  and  perform  all  the  conditions  and  stipulations 

herein  contained  and  required  to  be  performed  by  the  party  of  the  first 

part,  then,  and  in  that  case,  the  estate,  right,  title  and  interest  of  the 
party  of  the  second  part,  and  their  successors  in  said  trust,  shall  cease  and 

determine,  and  said  trustees,  OT  their  successors,  shall  execute  to  the  party 

of  the  first  part,  or  its  assigns,  such  release,  discharge  or  conveyance  as 
may  properly  and  reasonably  be  demanded. 

Second.  That  if  default  be  made  in  the  payment  of  either  the  principal 
specified  in  said  bonds,  or  any  of  them,  or  if  the  interest  specified  in  the 
coupons  attached  to  said  bonds,  any  of  them  at  the  time,  and  in  the  man- 
ner set  forth  in  said  bonds  and  coupons,  or  in  case  of  default  in  the  pay- 
ment of  any  part  of  the  said  principal  or  interest,  then  said  trustees  or 
their  successors  in  said  trust,  may  at  their  option,  declare  each  and  all  of 
said  bonds,  and  the  principal  thereof,  and  the  interest  thereon,  due  and 
payable,  and  in  such  case  said  trustees  shall  have  full  power  to  enter  upon 
and  take  possession  of  said  railway  with  the  appurtena  nces,  and  all  and 
singular  the  property  and  franchises  hereby  mortgaged,  and  said  trustees 
shall  cause  said  mortgagee:  premises  and  property  to  be  sold,  at  public 
auction,  at  the  city  of  Springfield,  in  the  State  of  Illinois,  by  giving  at 
least  sixty  days  notice  of  the  time,  place  and  terms  of  sale,  and  of  the 
property  to  be  sold  by  publishing  said  notice  in  one  daily  news  paper  in 
said  city  of  Springfield,  and  they  shall  also  have  power  to  adjourn  said 
sale  from  time  to  time,  if  in  their  opinion  such  adjournment  becomes 
necessary,  and  to  execute  to  the  purchaser  or  purchasers,  a  good  and  suf- 


CORPORATE  HISTORY  1117 

ficient  deed  in  fee  simple  for  the  same,  which  shall  be  a  bar  against  the 
party  of  the  first  part,  and  all  persons  claiming  by,  through  or  under  it, 
of  all  right,  title  claim  or  demand,  in  and  to  the  mortgaged  premises, 
or  any  part  thereof,  and  out  the  proceeds  of  such  sale,  after  deducting 
just  allowances  and  expenses,  to  pay,  first,  the  interest,  and  second  the 
principal  of  said  bonds  ratably,  as  far  as  said  proceeds  will  go  for  that 
purpose,  and  in  case  any  surplus  remains  to  pay  the  same  over  to  the 
party  of  the  second  part,  but  in  case  it  shall  not  be  deemed  proper  or 
expedient  to  seize  and  sell  said  mortgaged  property,  in  pursuance  of  the 
power  herein  granted,  then  it  shall  be  the  duty  of  the  said  trustees,  to 
proceed  in  any  proper  tribunal  -to  forclose  this  mortgage,  according  to 
the  usual  and  established  principles  of  law  and  equity. 

Third.  It  is  further  agreed  that  in  case  of  the  death,  resignation  or 
incapacity  of  either  of  the  trustees  herein  named,  that  the  other  or  sur- 
viving trustee,  may  act  alone,  and  in  case  of  the  death,  resignation  or 
incapacity  of  both  of  the  said  trustees  to  act,  then  it  shall  be  the  duty  of 
the  board  of  directors  of  said  railway  company  to  make  application  to 
some  proper  court  of  record,  at  the  county  of  Fulton,  in  said  State  of 
Illinois,  for  the  appointment  of  some  suitable  persons  to  become  the  suc- 
cessors of  said  trustees. 

It  is  hereby  agreed  and  understood,  that  for  the  better  assurance  to 
the  parties  of  the  second  part,  and  to  the  holders  of  the  bonds  secured 
by  this  instrument,  the  party  of  the  first  part  agrees,  that  it  will  on 
demand,  and  at  any  and  all  times  hereafter,  make,  execute  and  deliver 
all  such  other  and  further  conveyances,  and  assurances  unto  said  trustees, 
and  their  successors  in  said  trust,  hereby  created  of  the  said  railroad, 
with  appurtenances,  equipment  and  property  hereinbefore  described,  or  in- 
tended so  to  be  as  said  trustees  or  their  successors,  by  their  counsel,  shall 
reasonably  advise,  devise  or  require. 

In  Witness  Whereof,  the  party  of  the  first  part,  that  is  to  say,  the  Fulton 
County  Narrow  Gauge  Railway  Company,  in  pursuance  of  the  resolutions 
and  orders  aforesaid,  has  caused  these  presents  to  be  executed  and  signed 
by  its  President,  and  attested  by  Secretary,  and  has  caused  its  corporate 
seal  to  be  hereto  affixed,  and  the  said  Edw.  A.  Temple,  and  the  said 
Joseph  Braden,  trustees,  as  aforesaid,  have  subscribed  their  names,  and 
affixed  their  seals  hereto,  to  evidence  their  acceptance  of  the  trust  hereby 
created,  the  day  and  year  first  above  written. 

The  Fulton  County  Narrow  Gauge  Railway  Company, 
[seal]  By  Henry  Phelps, 

Attest :  President. 

William  J.  Dyckes, 

Secretary.  Edw.  A.  Temple, 

Trustee. 
Joseph  Braden, 
[seal]  Trustee. 

State  of  Illinois,    ) 

L  gg 

County  of  Fulton.  \  ' 

Be  it  Known  that  on  this  20th  day  of  January,  A.  D.  1881  personally  ap- 


1118  CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 
peared  before  me  Henry  Phelps  who  is  personally  known  to  me  to  be  the  iden- 
tical person  who  signed  the  foregoing  mortgage  as  President  of  said  Ful- 
ton County  Narrow  Gauge  Railway  Company,  and  who  is  personally 
known  to  me  to  be  the  President  of  said  Railway  Company,  and  acknowl- 
edged the  same  to  be  the  voluntary  act  and  deed  of  said  Fulton  County 
Narrow  Gauge  Railway  Company  by  him  as  its  President,  and  that  he 
voluntarily  signed  said  Mortgage  in  pursuance  of  an  order  of  the  Board 
of  Directors  of  said  Rail  Way  Company. 

In.   Witness   Whereof  I  have  hereunto  set  my  hand  and  affixed  my  seal 
Notarial    the    day    and    year    above    written. 
[seal]  John  A.  Gray, 

Notary  Pxiblic. 


IE  of  Illinois. 

V  ss 
Fulton  County. 


nois.  ) 

rv.      \ 


B<  it  Known  that  on  this  20th  day  of  January,  A.  D.  1881  personally  ap- 
peared before  me  the  undersigned  a  Notary  Public  in  and  for  said  County, 
William  J.  Dyckes  who  is  personally  known  to  me  to  be  the  identical 
person  who  signed  the  foregoing  Mortgage  as  secretary  of  the  Fulton 
County  Narrow  Gauge  Railway  Company,  and  who  is  personally  known 
to  me  to  be  the  secretary  of  said  company,  and  acknowledged  the  same 
to  be  the  voluntary  act  and  deed  of  said  Company  by  him  as  its  secretary, 

and  that  he  signed  said  Mortgage  as  such  secretary  and  affixed  the  seal 
of  said  Railway  Company  thereto  in  pursuance  of  the  order  and  direc- 
tion of  the  board  of  directors  of  said  company. 

///    Witness    Whereof   I    have    hereunto    set    my    hand    affixed    my    seal 
Notarial  the  day  and  year  above  written. 
[seal]  John  A.  Gray, 

Notary  Public. 

State  of  Iowa, 
Lucas  county. 

Be  it  known  that  on  this  24th  day  of  January  A.  D.  1881  before  me 
tin  undersigned  a  Notary  Public  in  and  for  said  county  personally  ap- 
peared Edward  A.  Temple  and  Joseph  Braden  who  are  personally  known 
to  me  to  be  the  identical  persons  who  signed  the  foregoing  Mortgage  as 
trustees  and  acknowledged  that  they  signed  the  same  voluntarily  for 
the  purpose  of  evidencing  their  acceptance  of  the  trust  therein  created. 

In   Witness   Whereof  I  have  hereunto  set  my  hand  and   affixed   my   sea! 
Notarial  the  day  and  year  above  written. 
[seal] 


County 

Fulton 

Mason 


Dell  Stuart, 

Notary  Public. 

RECORDED  IN  ILLINOIS 

Date 

Book                   Page 

March    3,    1881 

122                         136 

January    22,    1889 

33                         112 

CORPORATE  HISTORY  1119 

RELEASE,   August   3,    1908.      Edward  A.   Temple    Surviving   Trustee   to 
Fulton  County  Narrow  Gauge  Eailway  Company. 

Enow  All  Men  by  These  Presents,  that,  I,  Edward  A.  Temple,  surviving 
trustee,  do  hereby  grant,  bargain,  remise,  convey,  release  and  quit  claim 
unto  the  Fulton  County  Narrow  Gauge  Railway  Company,  a  corporation 
organized  and  existing  under  and  by  virtue  of  the  laws  of  the  State  of 
Illinois,  all  the  right,  title,  interest,  claim  or  demand,  whatsoever,  which 
I  may  have  acquired  in,  to  or  by  a  certain  Trust  Mortgage  bearing  date 
the  first  day  of  November,  1880  to  Edward  A.  Temple  and  Joseph  Braden, 
Trustees,,  and   recorded   as    follows: 

In  the  Recorder 's  office  of  Fulton  County,  Illinois,  on  March  3,  1881, 
in   Book   122    of   Land   Records   at   Page   136. 

In  the  Recorder's  office  of  Mason  County,  Illinois,  on  January  22,  1889, 
in  book  33  at  page  112. 
to  the  premises  therein  described,  towit: — 

All  and  singular  the  Railway  of  the  said  Fulton  County  Narrow 
Gauge  Railway  Company,  extending  from  the  town  of  Havanna  in  the 
county  of  Mason  and  State  of  Illinois,  by  the  way  of  the  towns  of 
Lewistown  and  Cuba  and  to  Fairview  in  Fulton  County,  in  the  State 
of  Illinois,  and  also  all  further  extensions  of  or  additions  to  said  Railway, 
which  said  Railway  Company  may  hereafter  make  or  in  any  manner 
acquire,  together  with  all  and  singular  the  road  bed,  right-of-way,  tracks, 
sidewalks,  turnouts,  stations,  depots,  depot  grounds,  shops,  engine  houses, 
coal  houses,  fuel  houses  and  all  lands,  buildings,  structures  and  appurte- 
nances intended  for  the  use  of  the  said  Railway  so  described,  and  all 
fences,  culverts,  bridges,  freight  houses  and  other  structures  intended 
as  aforesaid  and  all  locomotives,  freight  and  passenger  cars,  hand  cars, 
gravel  and  construction  cars  and  all  machinery,  tools,  implements  and 
materials  intended  for  the  use  of  said  Railway ;  intending  to  include 
all  interest,  property,  estates,  rights  and  franchises,  belonging  to  said 
Railway  Company  and  all  additions  and  improvements  that  may  be  added 
thereto. 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  seal  this  third  day 
of    August    1908. 

Edw.  A.  Temple, 
[seal]  Surviving  Trustee 

The  Chicago,  Burlington  &  Quincy  Railroad  Company,  A  Corporation 
organized  and  existing  under  and  by  virtue  of  the  laws  of  the  State 
of  Illinois,  being  the  legal  holder  and  owner  of  all  of  the  bonds  secured 
by  the  aforesaid  trust  mortgage,  hereby  consents  to  the  above  and  fore- 
going release  of  said  trust  mortgage,  all  of  said  bonds  therein  described 
having   been    surrendered    and    cancelled. 

Chicago,  Burlington  &  Quincy  Railroad  Company 
[seal]  By  Geo.  B.  Harris,  President 

Attest:    T.  S.  Rowland,  Secretary. 


1120      CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 
State  of  Iowa     / 

L  gg 

County  of  Polk  ) 

I,  W.  C.  Ince,  Notary  Public,  in  and  for  said  County,  in  the  state 
aforesaid,  do  hereby  certify  that  Edward  A.  Temple,  Trustee,  personally 
known  to  me  to  be  the  same  person  whose  name  is  subscribed  to  the 
foregoing  instrument,  appeared  before  me  this  day  in  person  and 
acknowledged  that  he  signed,  sealed  and  delivered  the  said  instrument 
of  writing  as  his  free  and  voluntary  act  as  Trustee,  for  the  uses  and 
purposes  therein  set  forth. 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  official  seal  this 
3rd  day  of  August  1908. 

W.  C.  Ince 
[seal]  Notary    Public. 

My  commission  expires  July  4th,  1909. 

State  of  Illinois  ) 

>  ss 
County  of  Cook     \ 

I,  Herbert  Baase,  a  Notary  Public  in  and  for  said  County  in  the 
State  aforesaid,  do  hereby  certify  that  Geo.  B.  Harris  and  T.  S.  Rowland 
personally  konwn  to  me  to  be  the  President  and  Secretary  respectively 
of  the  Chicago,  Burlington  &  Quincy  Railroad  Company,  and  the  same 
persons  whose  names  are  subscribed  to  the  foregoing  instrument,  appeared 
before  me  this  day  in  person  and  acknowledged  that  they  signed,  sealed 
and  delivered  the  said  instrument  of  writing  as  their  free  and  voluntary 
arts  and  as  the  free  and  voluntary  act  of  the  Chicago,  Burlington  & 
Quincy  Railroad  Company,  for  the  uses  and  purposes  therein  set  forth. 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  affixed  my  notarial 
se.il  this   31st    day  of  July  A.  D.,   1908. 

[seal]  Hkkisert   Haase,  Notary  Public. 

My  commission  ex/iin  *  .Jan.  j.lil.  1'jd'.). 

RECORDED  IN  ILLINOIS 

Count  ii                                     Dal  r  Book  Page 

M  \son                             August   6,   1908  48  217 

FULTON                           August  19,  1908  277  586 


ST.  LOUIS,  ROCK  ISLAND  AND 
CHICAGO  RAILROAD  COMPANY 

The  Rock  Island  and  Alton  Railroad  Company. 

The  St.  Louis,  Alton  and  Rock  Island  Railroad  Company. 

The  Rockford,  Rock  Island  and  St.  Louis  Railroad  Company. 

The  Orion  and  Minersville  Railroad  Company. 

St.  Louis,  Rock  Island  and  Chicago  Railroad  Company. 


THE  ROCK  ISLAND  AND  ALTON 
RAILROAD  COMPANY 

This  company  was  incorporated  by  Special  Act  of  the  Illinois 
Legislature,  approved  February  14,  1855,  in  force  February 
15,  1855. 

It  was  authorized  to  construct  a  railroad 

"from  Rock  Island,  over  the  most  practicable  route,  to  Ma- 
comb ;  thence  to  Rushville ;  thence  to  Winchester ;  from  thence 
to  Whitehall,  in  Green  County." 

Section  14  of  the  original  Act  provides : 

"Said  company  shall  have  the  power  to  unite  its  railroad 
with  any  other  railroad  now  constructed,  or  which  may  here- 
after be  constructed,  at  either  termini,  or  at  any  point  at  which 
it  may  cross  the  same  within  this  state,  upon  such  terms  as  may 
be  mutually  agreed  upon  between  said  corporations  so  connect- 
ing; and  for  this  purpose  full  power  is  hereby  given  to  said 
company  to  make  and  execute  such  contracts  with  any  other 
company  that  may  secure  the  objects  of  such  connection." 

By  an  Amendment,  in  force  February  14,  1857,  it  was  pro- 
vided 

"that  in  the  event  the  said  Rock  Island  Railroad  Company 
shall  not  be  able,  by  consolidation  or  otherwise,  to  make  a  satis- 
factory arrangement  for  the  running  of  cars  from  Whitehall  to 
Illinoistown  (East  St.  Louis)  with  the  railroad  now  built,  or 
authorized  to  be  built,  said  Rock  Island  Railroad  shall  have 
the  right  to  locate,  construct,  complete  and  operate  as  an  exten- 
sion of  the  present  route  a  railroad  from  Whitehall  by  the  most 
eligible  route  to  Illinoistown." 

1121 


1122       CHICAGO,   BURLINGTON   A-   QUINCY  RAILROAD  COMPANY 

The  Company  was  organized  at  Rushville,  November  26,  1856, 
but  did  not  construct  any  portion  of  the  railroad  it  was  author- 
ized to  build. 

By  an  Amendment,  in  force  February  24,  1859,  the  name  was 
changed  to,  "The  St.  Louis,  Alton  and  Rock  Island  Railroad 
Company,"  and  it  was  provided  that 

"bjr  and  under  that  name  said  corporation  shall  be  henceforth 
known  and  have  its  corporate  existence,  and  hold  and  be  pos- 
sessed of  all  the  rights,  powers  and  privileges  granted  to  the 
Rock  Island  and  Alton  Railroad  Company  in  the  original  Char- 
ter of  said  company  and  the  Amendments  thereto,  and  shall  be 
and  become  vested  with  all  the  property  and  estate  and  rights 
of  any  kind  whatever  vested  in  the  name  of  the  Rock  Island 
and  Alton  Railroad  Company  as  fully  as  if  said  name  had  not 
been  changed." 

ACT  OF  LEGISLATURE 
Approved    February    It.    L855, 

AN    A('T   to  incorporate  the   Rock    [eland   and    Alton    Railroad  Company. 

Whereas,  in  the  opinion  of  the  general  assembly,  the  object  of  incorporat- 
ing the  Bock  Island  and  Alton  Railroad  Company  cannot  be  obtained 
under  the  general  law;  therefore, 

I  ion-  1.  /.'*  it  i  unci,  (I  by  the  "People  of  the  State  of  Illinois,  repre- 
sented in  the  General  Assembly,  That  \Y.  Frizzell,  Patrick  Whitaker,  Wil- 
liam Baily,  Job  Edgington,  .lanes  Dickson,  of  Rock  Island,  Rock  Island 
county;  R.  II.  Bpicer,  11.  W.  Thornton.  8.  S.  Dimick,  of  Mercer  county; 
Ivory  Quawbeck,  E.  A.  Paine,  of  Monmouth,  Warren  county;  Benjamin  R. 
Hunter,  James  Kyle  of  Macomb,  McDonough  county;  George  Little, 
James  F.  Anderson,  W.  Kay,  George  Nelson,  J.  Parett,  of  Rushville, 
Schuyler  county;  John  Webb,  Horace  Billings,  Charles  Sprague  Dived, 
Burlington,  Cass  county;  Dr.  S.  D.  Skilings,  F.  Hale,  Dr.  W.  H.  Wilson, 
Ansel  Sweett,  Thomas  Flinn,  .lames  Brown,  of  Winchester,  Scott  county; 
Henry  Bragg,  W.  A.  Davis,  A.  W.  Bridges,  Carrollton,  Greene  county; 
A\\  W.  Shepard,  Alexander  B.  Morean,  George  E.  Warren,  Jerseyville, 
Jersey  county;  8.  Buckman,  T.  vf.  Hope,  E.  Keating,  Alton,  Madison 
county,  and  all  such  persons  as  shall  hereafter  become  stockholders  in 
said  company,  hereby  incorporated,  shall  be  a  body  corporate  and  politic, 
by  the  name  and  style  of  "The  Rock  Island  and  Alton  Railroad  Com- 
pany," with  perpetual  succession;  and  under  the  name  and  style  shall 
be  capable  of  suing  and  bein<,'  sued,  impleading  and  being  impleaded,  de- 
fending and  being  defended  against,  in  law  and  equity,  in  all  courts  and 
places  whatsoever,  in  like  manner,  and  as  fully  as  natural  persons;  may 
make  and  use  a  common  seal,  and  alter  or  renew  the  same  at  pleasure; 
and  by  their  said  corporate  name  and  style  shall  be  capable  in  law  of 


CORPORATE  HISTORY  1123 

contracting  and  being  contracted  with;  shall  be  and  are  hereby  invested 
with  all  the  power,  privileges,  immunities  and  franchises,  and  conveying 
real  and  personal  estate  which  may  be  needful  to  carry  into  effect  fully 
the  purposes  and  objects  of  this  act. 

§  2.  The  said  corporation  is  hereby  authorized  and  empowered  to  sur- 
vey, locate,  construct,  complete,  alter,  maintain  and  operate  a  railroad, 
with  one  or  more  tracks  or  lines  of  rails,  from  Rock  Island,  thence  the 
most  practicable  route  to  Macomb,  thence  to  Rushville,  thence  to  Beards- 
town,  thence  to  Winchester^  from  thence  to  Whitehall,  in  Greene  county; 
and  said  company  are  hereby  authorized  to  connect  their  said  road,  at 
the  said  town  of  Whitehall,  with  any  other  road  now  constructed  or  to  be 
constructed,  under  act  of  incorporation  now  in  force,  upon  such  terms 
as  may  be  mutually  agreed  upon  between  the  company  hereby  incor- 
porated and  such  other  company  or  companies;  and  may  also  take  stocks 
in,  or  become  otherwise  interested  in  any  railroad  from  Whitehall  to 
Alton,  or  may  by  the  consent  of  the  directors  of  any  such  road,  con- 
solidate their  road  with  the  same. 

§  3.  The  capital  stock  of  said  company  shall  consist  of  three  mil- 
lions of  dollars,  and  may  be  increased  to  five  millions  of  dollars,  to  be 
divided  into  shares  of  one  hundred  dollars  each.  The  immediate  govern- 
ment and  direction  of  said  company  shall  be  vested  in  thirteen  directors, 
who  shall  be  chosen  by  the  stockholders  of  said  company,  in  the  manner 
hereinafter  provided,  who  shall  hold  their  office  one  year  after  their  elec- 
tion, and  until  others  shall  be  duly  elected  and  qualified  to  take  their 
places  as  directors;  and  the  said  directors,  a  majority  of  whom  shall 
form  a  quorum  for  the  transaction  of  business,  shall  elect  one  of  the 
members  to  be  the  president  of  the  company.  The  said  board  of  directors 
shall  have  power  to  appoint  all  necessary  clerks  of  business  of  said 
company. 

§  4.  The  said  company  is  hereby  authorized,  by  their  agents,  sur- 
veyors or  engineers,  to  cause  such  examinations  and  surveys  to  be  made 
of  the  ground  and  country  between  Rock  Island,  Whitehall  and  all 
the  points  mentioned  in  second  section  of  this  act,  as  shall  be  necessary 
to  determine  the  most  advantageous  route  for  the  proper  line  or  course 
whereon  to  construct  the  said  railroad;  and  it  shall  be  lawful  for  the 
said  company  to  enter  upon  and  take  possession  of  and  use  all  such  lands 
and  real  estate  as  may  be  necessary  to  the  construction  of  and  main- 
tenance of  the  said  railroad,  its  depots,  water  stations,  side  tracks, 
machine  shops,  engine  housese  and  buildings,  all  appendages  necessary 
to  the  construction  and  working  of  the  said  railroad:  Provided,  that 
all  land 8  or  real  estate  entered  upon,  taken  possession  of  and  used  by 
said  company,  for  the  purpose  and  accommodation  of  said  railroad,  or 
upon  which  the  aforesaid  railroad  shall  have  been  located  or  deter- 
mined by  the  said  corporation,  shall  be  paid  for  by  said  company,  in 
damages,  if  any  be  sustained  by  the  owner  or  owners  thereof,  by  the 
use  of  the  same  for  the  purposes  of  said  railroad,  and  all  lands  entered 
upon  and  taken  for  the  use  of  said  corporation,  which  are  not  donated 
to   said  corporation,  at  such  prices  as  may  be  mutually  agreed  upon  by 


1124      CHICAGO,  BURLINGTON   &   QUINCY  RAILROAD  COMPANY 

said  corporation  and  the  owner  or  owners  of  said  lands  or  real  estate; 
and  in  case  of  disagreement,  the  price  shall  be  estimated,  fixed,  and 
recovered  in  the  manner  provided  for  taking  lands  for  the  construction 
of  public  roads,  canals,  or  other  public  works,  as  prescribed  by  the  act 
to  provide  for  a  general  system  of  road  corporations,  approved  Novem- 
ber, 5,  J849,  and  the  final  award  shall  rest  in  the  corporation  hereby 
created  all  the  rights,  franchises  and  enumerations  in  the  said  act  con- 
templated and  provided. 

§  5.  If  any  person  shall  willfully,  maliciously  or  wantonly,  and  con- 
trary to  law,  obstruct  the  passage  of  any  car  on  said  railroad,  or  any 
part  thereof,  or  anything  belonging  thereto,  or  shall  damage,  break  or 
destroy  any  part  of  said  railroad,  or  implement  of  building,  he,  she,  or 
they,  or  any  person  assisting,  shall  forfeit  and  pay  to  said  company, 
for  every  such  offense,  treble  the  amount  of  damages  thai  shall  be  proven 

before  any  competent  court,  and  shall  have  been  sustained,  and  be  sued 
in  the  name  and  behalf  of  said  company;  and  such  offender  or  offenders 
shall  be  deemed  guilty  of  a  misdemeanor,  and  shall  be  liable  to  an  in- 
dictment in  the  manner  as  other  indictments  are  found  in  any  county 
or  counties  where  such  offense  shall  have  been  committed;  and,  upon 
conviction,  every  such  offender  shall  be  liable  to  a  fine  not  exceeding 
five  thousand  dollars,  for  the  use  of  the  county  where  such  indictment 
maj   be  found,  and  may  be  imprisoned,  at  the  direction  of  the  court. 

§   6.      The    time    of    bidding    the    annual    meeting    of    said    company,    for 

the  election  of  directors,  shall   be  fixed  and  determined   by  the  by-laws 

of  said  company,  and  [at]  all  meetings  such  stockholders  shall  be  entitled  to 
\ote,  in  person  or  lawfully  proxy,  one  vote  for  each  share  of  stock  he, 
she,  or  they  may  hold,  bona  fill',  in  said  company,  upon  which  all  install- 
ments called  have  been  paid. 

^  7.  The  persons  named  in  the  first  section  of  this  act  are  hereby 
appointed  commissioners,  who.  or  a  majority  of  whom,  after  a  meeting 
duly    called,     by    thirty     days'    notice     in     aewspa  pels    published    in    Rock 

[gland  and  Alton,  are  hereby  authorized  to  open  subscription  books  for 
-aid  stock,  at  such  places  as  they  may  deem  proper,  and  shall  keep  said 
books  open  until  five  hundred  thousand  dollars  of  said  capital  stock 
shall  be  taken.  Said  commissioners  shall  require  each  subscriber  to  pay 
five  dollars  on  each  shaic  subscribed  at  the  time  of  subscribing.  Said 
commissioners  -hall  immediately  thereafter  call  a  meeting  of  the  stock- 
holder, by  giving  thirty  days'  notice  in  some  newspaper  printed  in 
Rock  Island,  Alton,  or  any  printing  office  on  the  route;  and  at  such 
meeting  it  shall  be  lawful  to  elect  the  directors  of  said  company,  and 
when  the  directors  of  said  company  are  chosen  the  said  commissioners 
shall  deliver  said  subscription  books,  with  sums  of  money  received  by 
them,  as  commissioners,  to  said  directors.  No  person  shall  be  a  director 
in  said  company,  unless  he  shall  own,  at  least,  one  share  of  the  capital 
stock. 

§  8.  That  the  right  of  and  the  real  estate  pun  based  for  the  right  of 
■way  by  said  company,  whether  by  mutual  agreement  or  otherwise,  or 
shall  become  the  property  of  the  company  by  operation  of  law,  as  in  this 


CORPORATE  HISTORY  1125 

act  provided,  shall,  upon  the  payment  of  the  amount  of  money  belonging 
to  the  owner  or  owners  of  said  lands,  as  a  compensation  of  the  same, 
become  the  property  of  said  company,  in  fee  simple. 

§  9.  The  corporation  may  take  and  transport  on  said  railroad  any 
person  or  persons,  merchandise,  or  other  property,  by  the  force  and  power 
of  steam  or  animals,  or  any  combination  of  them;  may  fix  and  establish, 
and  receive  such  rates  of  toll  for  all  passengersi  and  property  transported 
upon  the  same,  as  the  said  directors  shall  establish.  The  directors  are 
hereby  authorized  and  empowered  to  make  all  necessary  rules  and  by- 
laws, regulations  or  ordinances  that  they  deem  necessary  and  expe- 
dient to  accomplish  into  effect  the  provisions  of  this  act,  and  further 
transfer  assignments  of  the  stock,  which  is  hereby  declared  personal 
property,  and  transferable  in  such  manner  as  shall  be  provided  by  the 
by-laws  of  the  said  company. 

§  10.  The  directors  of  said  company,  after  the  same  is  organized, 
shall  have  power  to  open  books  in  the  name  prescribed  in  the  sixth  sec- 
tion of  this  act,  to  fill  up  the  additional  capital  stock,  or  any  part  thereof, 
at  such  times  as  they  may  deem*  it  for  the  interest  of  the  said  company; 
and  all  installments  required  to  be  paid  on  the  stock  originally  to  be  taken, 
and  what  may  be  taken  to  increase  the  said  capital,  shall  be  paid  at  such 
times  and  in  such  sums  as  the  directors  may  prescribe. 

§  11.  In  case  of  the  death  or  resignation  of  the  president  or 
vice  president  or  any  director,  at  any  time  between  the  annual  elec- 
tion, such  vacancies  may  be  filled  for  the  remainder  of  the  year,  when- 
ever they  may  happen,  by  the  board  of  directors;  and  in  case  of  absence 
of  the  president  and  vice  president,  the  board  of  directors  shall  have 
power  to  appoint  a  president  or  vice  president  pro  tern.,  who  shall  have 
and  execute  such  powers  and  functions  as  the  by-laws  of  said  corpora- 
tion may  provide.  In  case  it  should  at  any  time  happen  that  an  election 
shall  not  be  made  on  any  day,  in  pursuance  of  this  act,  it  shall  not 
invalidate  such  election,  and  the  corporation,  for  that  cause,  shall  not 
be  deemed  dissolved,  but  such  election  shall  be  held  at  any  other  time,  as 
directed  by  the  by-laws  of  said  corporation. 

§  12.  That  when  the  lands  of  any  femme  covert,  person  under 
age,  non  compos  mentis,  or  out  of  the  state  shall  be  taken  in  the  con- 
struction of  the  said  railroad,  as  is  provided  by  this  act,  the  said  cor- 
poration shall  pay  the  amount  that  shall  be  awarded  as  due  to  the  last 
mentioned  owners,  respectively,  whenever  the  same  shall  be  lawfully 
demanded,  together  with  six  per  cent,  per  annum;  that  to  ascertain 
the  amount  to  be  paid  to  persons  in  this  section  for  the  lands  taken  for 
the  use  of  said  corporation  it  shall  be  the  duty  of  the  governor  of  this 
state,  upon  the  notice  given  to  him  of  the  said  corporation,  to  appoint 
three  commissioners,  to  be  persons  not  interested  in  said  matter,  to 
determine  the  damages  which  the  owner  or  owners  of  the  land  or  real 
estate  may  have  sustained  by  the  occupation  of  the  same.  It  shall  be 
the  duty  of  the  said  commissioners,  or  a  majority  of  them,  to  deliver 
the  said  corporation  a  written  statement  of  the  award  or  awards  they 
shall  make,  with  a  description  of  the  land  and  real  estate  appraised,  to 


1126       CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

be  recorded  by  the  said  corporation  in  the  clerk's  office  in  the  countv 
in  which  the  lands  or  real  estate  so  appraised  may  lie,  and  then  the  said 
corporation  may  be  deemed  to  be  seized  and  possessed  of  all  such  lands 
or  real  estate  as  shall  have  been  appraised  by  the  said  commissioners. 

§  13.  Whenever  it  shall  be  necessary  for  the  construction  of  said 
railroad  to  intersect  or  cross  a  track  of  any  other  railroad,  or  any  stream 
of  water  or  water  course  or  road  or  highway  on  the  route  of  the  said 
railroad,  it  shall  be  lawful  for  the  company  to  construct  their  railroad 
across  or  upon  the  same:  Provided,  that  the  said  company  shall  restore 
the  said  railroad,  stream  of  water,  water  course,  road  or  highway  thus 
intersected  or  crossed  to  its  former  state,  or  in  sufficient  manner  not  to 
impair  its  usefulm    - 

$  14.  Said  company  shall  have  the  power  to  unite  its  railroad  with 
any  other  railroad  now  constructed  or  which  may  hereafter  be  con- 
structed at  either  termini  or  at  any  point  at  which  it  may  cross  the 
same  within  this  state,  upon  such  terms  as  may  be  mutually  agreed  upon 
between  said  railroad  corporations  bo  connecting;  and  for  that  pur- 
pose full  ['ower  is  hereby  given  to  said  company  to  make  and  execute 
such  contracts  with  any  other  company  that  may  secure  the  objects  of 
such  connection:  Provided,  that  no  cars  shall  run  upon  the  line  or 
track  of  the  road  constructed  by  the  company  hereby  incorporated,  ex- 
cept   at    the   points  of  crossing  or   intersecting   the  same. 

?  1").  Said  company  18  hereby  authorized,  from  time  to  time,  to 
borrow  such  sum  or  sums  of  money  as  may  lie  necessary  for  completing 
and  Furnishing  and  operating  the  said  railroad,  and  to  assure  ami  dis- 
pose of  the  bonds,  in  denominations  of  not  less  than  five  hundred  dollars, 
bearing   a    rate    of   interest    not    exceeding   seven    per    centum   per   annum, 

for    any    amount    so    borrowed,    and    i "tgage    the    corporation    property 

and  franchises,  or  convey  the  same  by  deed  of  trust  to  secure  the  pay- 
ment of  any  debt  contracted  by  said  company  for  the  purpose  afore- 
said: and  the  directors  of  said  company  may  confer  on  any  bondholder 
of  any  bond  issued  for  money  borrowed  as  aforesaid  the  right  to  con- 
vert the  principal  due  or  owing  thereon  into  stock  of  said  company 
at  any  time,  not  exceeding  ten  years  from  the  date  of  the  bond,  under 
such  regulations  as  the  directors  of  said  company  see  fit  to  adopt;  and 
all  sales  of  stock  bonds  that  may  lie  made  at  less  than  par  value  shall 
l.e  good  and  valid  and  binding  upon  said  corporation  as  if  such  bonds 
had  been  sold  for  the  full  amount  thereof. 

§  16.  Each  of  the  counties  through  which  the  said  railroad  may  be 
located  or  run  shall  have  the  power  and  right,  by  the  county  court  of 
such  of  the  said  counties,  respectively,  to  subscribe  for  stock  and  be- 
coming stockholders  in  the  said  railroad,  the  said  counties,  each,  being 
the  representative  of  the  stock  so  subscribed;  and  for  this  purpose  each 
of  the  said  counties  as  aforesaid  is  hereby  authorized,  from  time  to  time, 
to  borrow  such  sum  or  sums  of  money  as  may  be  necessary  for  the  pur- 
pose aforesaid;  to  issue  and  in  any  way  dispose  of  or  hypothecate  their 
bonds,  in  denominations  of  not  less  than  four  hundred  dollars,  bearing 
a    rate    of    interest    not    exceeding    seven    per    cent,    per    annum    for    any 


CORPORATE  HISTORY  1127 

amount  so  borrowed,  and  to  mortgage  the  shares  so  taken  or  convey 
the  same  by  deed  of  trust  to  secure  the  payment  of  any  debt  contracted 
by  said  county  so  subscribing  for  the  purpose  aforesaid;  and  each  of 
said  counties  hereby  authorized  in  the  premises  aforesaid  to  by  their 
county  court  as  fully  act  as  individuals  might  or  could  do;  and  each 
of  said  counties  shall  and  it  is  hereby  made  the  duty  of  the  county  court 
of  each  of  the  said  counties  to  order  an  election  to  be  held  on  the  first 
.Monday  in  June,  1855,  or  at  such  other  times  as  the  county  court  may 
order,  from  time  to  time,  and  a  vote  to  be  taken  in  each  of  the  said 
counties  through  which  the  said  railroad  may  pass,  for  and  against 
the  county  taking  stock  in  the  said  railroad.  If  a  majority  of  the  votes 
cast  are  in  favor  of  stock,  as  aforesaid,  it  shall  be  the  duty  of  the  county 
court  to  subscribe  for  stock  to  the  amount  of  not  less  than  fifty  and 
not  more  than  one  hundred  thousand  dollars:  Provided,  that  the  stock 
so  subscribed  shall  alone  be  responsible  for  the  stock  taken  by  any  of  the 
counties,  as  aforesaid. 

§  17.  The  width  of  said  railroad  shall  uot  be  more  than  two  hun- 
dred feet. 

§  18.  This  act  shall  be  deemed  a  public  act,  and  shall  be  favorably 
construed  for  all  purposes  therein  expressed  and  declared,  in  all  courts 
and  places  whatsoever,  and  shall  be  in  force  from  and  after  its  pas- 
sage: Provided,  said  railroad  shall  be  completed  within  six  years  from 
the  passage  of  this  act. 

Approved  Feb.  14,  1855. 

In  force  Feb.  15,  1855. 

Private  Laws  Illinois  1855,  Page  305. 

ACT  OF  LEGISLATURE 

Approved  February  14,   1857. 

AN  ACT  to  amend  an  act  entitled  ' '  An  act  to  incorporate  the  Rock  Island 
and  Alton  Railroad  Company. ' ' 

*♦**##**#* 

Section  1.  Be  it  enacted  by  the  People  of  the  State  of  Illinois,  repre- 
sented in  the  General  Assembly,  That,  in  the  event  the  said  Rock  Island 
Railroad  Company  shall  not  be  able,  by  consolidation  or  otherwise,  to 
make  a  satisfactory  arrangement  for  the  running  of  cars  from  White- 
hall to  Illinoistown  with  the  railroad  now  built  or  authorized  to  be  built, 
said  Rock  Island  Railroad  Company  shall  have  the  right  to  locate, 
construct,  complete  and  operate,  as  an  extension  of  the  present  route, 
a  railroad  from  Whitehall,  by  the  most  eligible  route,  to  Illinoistown. 

§  2.  The  county  courts  of  Scott,  Schuyler,  McDonough  and  Warren 
counties,  and  any  other  counties  through  which  this  road  may  pass,  are 
hereby  authorized  and  directed  to  issue  bonds,  in  payment  of  all  stock 
subscribed  or  to  be  hereafter  subscribed  to  said  Rock  Island  and  Alton 
Railroad  Company;  and  are  hereby  further  authorized  and  empowered 
to  levy  a  special  tax  and  make   all  other  needful  regulations  sufficient 


1128       CHICAGO,   BURLINGTON    &    QUINCY   RAILROAD   COMPANY 

and  adequate  for  the  payment  of  interest  on  any  bond  so  issued  by  said 
counties  or  either  of  them. 

^  3.  The  said  counties  of  Scott,  Schuyler,  McDonough  and  Warren 
are  hereby  authorized  and  empowered  to  issue  their  bonds,  for  any  of 
the  stock  so  subscribed,  at  a  rate  of  interest  nut  exceeding  ten  per 
cent,  per  annum. 

§  4.  The  said  company  is  hereby  further  authorized  and  empowered 
t « >  borrow,  from  time  to  time,  any  sum  or  sums  of  money,  and  to  issue 
the  bonds  of  the  company  therefor,  at  a  rate  of  interest  not  exceeding 
ten  per  cent,  per  annum,  and  so  much  of  section  fifteen  of  ''An  act  to 
incorporate  the  Bock  Island  and  Alton  Railroad  Company,"  approved 
February  14.  L855,  as  conflicts  herewith  is  hereby  repealed. 

$  .").  The  saiil  company  is  hereby  authorized  to  purchase,  from  time 
to  time,  any  and  all  tracts  of  land  adjacent  to  said  railroad,  for  the  use 
of  ^ .- 1 i <  1  company,  oul  of  any  money  belonging  to  said  company,  which  by 
the  president  or  the  directors  of  said  company  may  be  deemed  necessary 
for  the  interest  of  said  company,  and  to  dispose  of  the  same,  as  to  them 

may   seem   jus'    and   proper. 

'!'■  ■  said  company  is  hereby  authorized  and  empowered  to 
build,  maintain  and  nse  a  railroad  bridge  over  the  Illinois  river,  in 
such  manner  as  shall  not  materially  obstruct  or  interfere  with  the  free 
navigation  of  said  river,  and  to  connect,  by  railroad  or  otherwise,  such 

bridge  with  any  railroad  termination  at  or  near  said  point;  to  fix  the 
amount    of    capital    stock;    to    divide,    transfer    and    increase    the    same;    to 

borrow  money   and   pledge  or  mortgage   its  property   and   franchises;   to 

condemi  ii"g  to   law,   property,    for   the  use  and   purpose  of  said 

company;   to   contract,   bargain    and   agree   with   any   railroad   company 

and  in  the  construction  and  maintenance  of  Buch   bridge,  to  sell  or 

id    bridge,   or    the   086   of   the    same,   or   the    franchises  of  said   com 

pany,  to  any  companies  "i   corporation. 

?  7.  This  act  shall  l>e  deemed  a  public  act.  and  shall  lie  favorably 
construed  for  all  purposes  therein  expressed  and  declared,  in  all  courts 

and   places  whatsoever,  and  shall  he  in   force  from   ami  after  its  passage. 

Aitkoyed  Feb.   14,  1857. 

Prvvatt   Lous  Illinois  1857,  Page  802. 


THE  ST.  LOUIS,  ALTON  AND  ROCK 
ISLAND  RAILROAD  COMPANY 

Tli is  company  was  formed  as  above  set  out  by  change  of 
name  from  The  Rock  Island  and  Alton  Railroad  Company, 
under  the  provisions  of  an  Act  of  the  Illinois  Legislature,  in 
force  February  24,  1859. 

It  was  organized  at  Beardstown,  October  2,  1862. 

This  company  did  not  complete  any  portion  of  the  railroad 
it  was  authorized  to  build,  but  it  acquired  a  large  portion  of  the 
right  of  way  along  its  proposed  route,  and  from  1857  to  1860 
undertook  the  construction  of  that  section  of  its  line  extending 
from  Beardstown  southerly  to  Whitehall,  Illinois,  and  did  con- 
siderable construction  work. 

By  deed  dated  October  8,  1868,  this  company  conveyed  to  The 
Rockford,  Rock  Island  and  St.  Louis  Railroad  Company  all  of 
its  railroad  property  and  franchises. 

ACT  OF  LEGISLATURE 

Approved   February  24,   1859. 

AN  ACT   to  amend   An  Act   entitled   "An   Act   to    incorporate   the   Rock 
Island  and  Alton  Railroad  Company. ' ' 


Section  1.  Be  it  enacted  by  the  People  of  the  State  of  Illinois,  repre- 
sented in  the  General  Assembly,  That  the  name  of  "The  Rock  Island  and 
Alton  Railroad  Company,"  be  and  is  hereby  changed,  and  declared  to 
be  ' '  The  St.  Louis,  Alton  and  Rock  Island  Railroad  Company, '  *  and 
by  and  under  that  name  said  corporation  shall  be  henceforth  known 
and  have  its  corporate  existence,  and  hold  and  be  possessed  of  all  the 
rights,  powers  and  privileges  granted  to  the  Rock  Island  and  Alton 
Railroad  Company  in  the  original  charter  of  said  company  and  the  amend- 
ments thereto,  and  shall  be  and  become  vested  with  all  the  property 
and  estate  and  rights  of  eve.ry  kind  whatever  vested  in  the  name  of 
the  Rock  Island  and  Alton  Railroad  Company,  as  fully  as  if  said  name 
had  not  been  changed. 

§  2.  The  organization  of  the  Rock  Island  and  Alton  Railroad  Com- 
pany is  hereby  declared  to  be  legal  and  valid,  irrespective  of  the  amount 
of   unconditional  stock  obtained  before  the   organization :      Provided,   that 

1129 


f 


1130       CHICAGO,  BURLINGTON   &   QTJTNCY   RAILROAD  COMPANY 

nothing  in  this  act  contained  shall,  in  any  manner,  impair  the  obliga- 
tion of  any  existing  contract. 

$  3.  The  said  company,  in  obtaining  the  right  of  way,  or  in  obtain- 
ing lands  for  other  purposes,  necessary  to  the  location  and  operating  of 
their  road,  may  proceed  to  obtain  the  title  to  such  lands  so  needed  for 
the  right  of  way,  or  otherwise,  in  the  manner  and  upon  the  principles 
provided  and  contained  in  the  act  concerning  the  right  of  way,  ap- 
proved March  3,  184.5,  or  under  any  other  act  that  has  been  or  may  be 
passed  by  the  general  assembly  of  the  state  of  Illinois,  to  enable  railroad 
companies    to   appropriate    lands    for   the    purposes   aforesaid:      Provided, 

the  said  St.  Louis.  Alton  and  Rock  Island  Railroad  Company  shall 
lie  held  and  declared  liable  for  all  the  liabilities  of  the  Rock  Island  and 
Alton  Railroad  Company,  the  same  as  the  said  Rock  Island  and  Alton 
Company  would  have  been  if  the  change  of  name  herein  granted  had  not 
been  made. 

$  4.  The  certificate  of  the  secretary  of  Mini  company,  under  the  seal 
of  said   company,   shall    be   received    in   all    courts  and   places,  as  evidence 

of  their  rules  and  by-laws,  of  the  appointment  of  agents  and  officers,  of 

any  order  of  said  company  or  their  directors,  and  also  of  the  due  organ- 
ization  of   said   company. 

That    Bection    5   of    the   act    amendatory    of   the   original    charter  of 

said  company,  which  amendatory  act   is  approved   February  14,  1857,  is 

hereby  declared  to  ^ri  \  t-  said  company  the  power  to  deal  in  real  estate  for 
the  purpose  only  of  facilitating  the  acquisition  of  the  title  to  lands  for 
the  righr  of  way.  depot  grounds,  and  other  necessary  purposes,  and 
does  not  grant   any    power  to  speculate    in    real   estate. 

The    county    courts    or    hoard    of    supervisors,    where    the    town- 
ship organization   is  adopted  of   [in]    the  counties  of and  Scott,  and 

the    coi], orate    authorities    of    the and    city    of    Reardstown    shall,    on 

the  request  of  said  company,  transmit  to  the  State  auditor  the  amount 
of  stock  they  have  respectively  subscribed  to  the  capital  stock  of  the 
Rock  Island  aiol  Alton  Railroad  Company,  (now  the  St.  Louis,  Alton 
and  Rock  [Bland  Railroad  Company),  together  with  a  statement  of  the 
bonds  issued  and  to  be  issued  by  them,  respectively,  with  the  accrued 
and  accruing  interest;  ami  it  shall  be  the  duty  of  the  auditor,  in  making 
out  forms  for  each  county,  to  prepare  columns  for  the  amount  of  interest 
required  to  be  raised  annually  to  meet  the  interest  on  such  bonds, 
which  shall  be  collected  at  the  time  and  in  the  manner  of  collecting  the 
State  revenue,  and  paid  into  the  county  treasury;  and  the  collectors  of 
said  counties  shall  be  allowed  the  same  compensation  as  they  receive 
for  collecting  State  revenue,  to  be  paid  by  said  counties,  and  for  the 
faithful  discharge  of  their  duties  shall,  severally,  be  rerpaired  to  give 
bond  and  security,  to  be  approved  by  the  county  clerks  of  the  respective 
counties:  Provided,  that  if  any  general  law  for  the  levying  and  col- 
lecting of  taxes  for  the  collection  of  the  interest  Upon  the  bonds  issued 
by  counties,  cities  or  towns  in  this  State  for  railroad  purposes  shall 
be  passed,  then  this  section  to  be  null  and  void  and  of  no  effect. 


CORPORATE  HISTORY  1131 

§  8.  The  St.  Louis,  Alton  and  Rock  Island  Railroad  Company  shall  have 
the  right,  as  an  amendment  to  the  loth  section  of  the  original  act 
incorporating  the  Rock  Island  and  Alton  Railroad  Company,  to  mortgage 
their  tolls,  rents,  and  incomes. 

§  9.  This  act  shall  be  a  public  act,  and  shall  be  in  force  from  and 
after  its  passage. 

Approved  February  24,  1859. 

Private  Laws  Illinois  1859,  Page  494. 
[Mistake  in  numbering  sections,  made  in  original  laws  of  1859.] 

ACT  OF  LEGISLATURE 

Approved  February   18,   1861. 

AN   ACT   to   amend   an   act    entitled   "An    Act   to    incorporate   the   Rock 
Island  and  Alton  Railroad  company. ' ' 


Section  1.  Be  it  enacted  by  the  People  of  the  State  of  Illinois,  repre- 
sented in  the  General  Assembly,  That  the  name  of  Rock  Island  and  Alton 
Railroad  Company  be  changed  and  declared  to  be  ' '  The  Saint  Louis, 
Alton  and  Rock  Island  Railroad  Company,"  and  by  and  under  that 
name  said  corporation  shall  be  henceforth  known  and  have  corporate 
existence  and  hold  and  be  possessed  of  all  the  rights  and  powers  and 
privileges  granted  to  the  Rock  Island  and  Alton  Railroad  Company, 
by  the  original  charter  of  said  company,  and  the  law  amendatory 
thereof,  and  become  vested  with"  all  the  property  and  estate,  and  rights 
of  every  kind  whatever,  now  vested  in  the  Rock  Island  and  Alton  Rail- 
road Company,  as  fully  as  if  said  name  had  never  been  changed:  Provided, 
that  the  said  Saint  Louis,  Alton  and  Rock  Island  Railroad  Company 
shall  be  held  and  declared  liable  for  all  the  liabilities  of  the  Rock  Island 
and  Alton  Railroad  Company,  to  the  same  extent  and  in  the  same 
manner  as  the  said  Rock  Island  and  Alton  Railroad  Company  would 
have  been  liable,  if  the  change  of  name  herein  granted  had  not  been 
made. 

§  2.  The  certificate  of  the  secretary,  under  the  corporate  seal  of 
said  company,  shall  be  received  in  all  courts  and  places  as  prima  facie 
evidence  of  the  rules  and  by-laws  of  said  company,  of  the  appointment 
of  agents  and  officers,  of  any  order  of  said  company  or  their  directors, 
and  also   of  the  due  organization  of  said  company. 

§  3.  That  the  time  for  the  completion  of  said  road  shall  be  ex- 
tended six  years,  from  and  after  the  fourteenth  day  of  February,  A.  D. 
1861. 

§  4.  The  said  company  shall  have  the  right  to  mortgage  their  tolls, 
rents  and  income 

§  5.  That  said  company,  in  securing  the  payment  of  their  bonds  by 
mortgage  or  deeds  of  trust  on  the  road  property,  franchises,  income  and 
tolls  of  the  corporation,  shall  have  power  to  execute  a  mortgage  or  deed 
of  trust,  to  secure  the  payment  of  the  full  amount  of  bonds,  which  the 


1132      CHICAGO,   BURLINGTON   &   QUINCT  RAILROAD  COMPANY 

company  may,  at  the  date  of  said  mortgage  or  deed  of  trust,  deem  it 
advisable,  to  issue,  and  may  at  any  time  thereafter  sell  and  dispose 
of  the  whole  amount  bearing  even  date  with  the  said  mortgage  or  deed 
of  trust,  or  may,  from  time  to  time  execute,  sell  and  dispose  of  such 
amounts  of  said  bonds,  and  of  such  dates,  and  payable  to  such  persons, 
as  the  directors  may  deem  advisable,  till  the  whole  amount  of  bonds 
mentioned  in  said  mortgage  or  deed  of  trust  shall  be  executed  and  sold, 
and  the  said  mortgage  or  deed  of  trust  shall  be  as  valid  and  effectual,  to 
secure  the  payment  of  the  bonds  so  executed  and  sold,  and  each  of 
them,    as    if    the    same    had    been    executed    of    even    date    with    the    said 

i tgage  or  deed  of  trust. 

The  said  company  arc  hereby  authorized  to  make  and  issue 
preferred  stuck,  and  guaranty,  by  dividends  or  otherwise,  to  the  holder 
of  such  preferred  stock,  over  the  original  stock  of  said  company,  a  rate 
of    interest    nol    exceeding    ten    per    cent,    per    annum. 

{  7.  That  section  five  of  the  act  amendatory  of  the  original  charter 
of  said  company  is  hereby  declared  to  give  said  company  the  power  to 
deal  in  real  estate  only  for  the  purpose  of  facilitating  the  acquisi- 
tion of  the  right  of  way,  depot  grounds,  and  other  necessary  purposes, 
and  Bhall   nol   be  deemed  to  grant  any   power  to  speculate  in   real  estate. 

§  8.  That  the  proviso  in  section  fourteen  of  the  original  charter  of 
said  company,  to  wit.  thai  no  cars  shall  run  upon  the  line  or  track  of 
the  road  constructed  by  the  company  hereby  incorporated,  except  at 
the   points  of  crossing  or   intersecting  the   same,   he   repealed. 

All  actions  now  pending,  in  which  the  Rock  Island  and  Alton 
Railroad  Company  is  plaintiff  or  defendant,  may  lie  prosecuted  to  final 
judgment  ami  execution  in  that  corporate  name,  and  no  existing  right 
of  action  or  defense  in  any  such  pending  suit  shall  be  in  any  way  affected 

by  the  provisions  of  this  act. 

$  10.  The  subscriptions  of  stock  made  in  the  counties  of  Schuyler, 
Greene  and  Scott,  by  the  counties  or  individuals,  when  collected,  shall 
be    expended   on    the    work    done    or    to    be    done,    respectively,    in    those 

COllli' 

§  11.  This  acl  shall  be  a  public  act,  and  shall  be  in  force  from  and 
after  its  passage. 

Approved  February  18,  1861. 

Prwatt    Laws  Illinois  1861,  Page  ■ 

ACT  OF  LEGISLATURE 
Approved    February    16,    1865. 

AN   ACT   to   amend  an  act   to   incorporate  the  Rock   Island  and  Alton 
Railroad  Company,  approved  February  14,  1855. 


Sectiox  1.  Be  it  enacted  by  the  People  of  the  State  of  Illinois,  repre- 
sented in  the  General  Assembly,  That  so  much  of  the  act  to  which  this  is 
an  amendment,  as  requires  said  company  to  complete  said  railroad  within 


CORPORATE  HISTORY  1133 

six  years  from  the  passage  of  said  act,  is  hereby  repealed;  and  that  the 
time  be  extended  for  completing  said  railroad  for  ten  years  after  the 
passage  of  this  amendment. 

§  2.  That  this  amendment  shall  apply  to  the  St.  Louis,  Alton  and 
Rock  Island  Railroad  Company,  and  all  the  acts  of  the  present  board 
of  directors  of  said  company,  which  are  consistent  with  the  charter  of 
said  company,  known  as  "An  act  to  incorporate  the  Rock  Island  and 
Alton  Railroad  Company,"  approved  February  14,  1855,  and  the  amend- 
ments  thereto,    are   hereby    legalized   and   declared   valid. 

Approved  February  16th,  1865. 

Private  Laws  Illinois  1865,  Vol.  2,  Page  214. 

ACT  OF  LEGISLATURE 

Approved    February    16,    1865.* 

AN   ACT  in  relation   to  the   St.  Louis,  Alton  and   Rock   Island   Railroad 

Company. 

Section  1.  Be  it  enacted  by  the  People  of  the  State  of  Illinois,  repre- 
sented in  the  General  Assembly,  That  said  company  are  hereby  authorized 
and  vested  with  full  power,  for  the  purpose  of  completing  said  road, 
to  lease,  mortgage,  sell,  convey  and  dispose  of,  to  any  individual,  per- 
sons or  corporation,  all  property,  whether  real,  personal  or  mixed,  so 
acquired  by  them  or  in  their  name,  for  any  purpose  or  purposes  what- 
ever, whether  obtained  or  possessed  by  gift,  grant,  purchase,  forfeiture 
or  otherwise,  including  the  whole  or  any  portion  of  their  road-bed, 
right  of  way,  grading,  bridging,  stone,  gravel,  timber  or  other  material, 
and  all  privileges  and  things  whatever,  thereto  appertaining,  and  such 
mortgage,  lease,  sale,  transfer  or  conveyance  by  them  made  of  any  such 
estate  or  effects,  shall  be  and  is  hereby  declared  valid:  Provided,  that 
if  said  company  deem  it  for  the  interest  of  said  company  to  sell  the 
road-bed.  estate  and  effects  of  said  company,  that  the  proceeds  shall 
be  divided  among  its  stockholders  of  said  company  in  proportion  to  the 
stock  each  subscribed:  Provided,  that  said  road  shall  not  be  sold  to 
any  competing  line. 

§  2.     This  act  shall  be  in  force  from  and  after  its  passage. 

Approved  February  16,  1865. 

Private  Laws  Illinois  1865,  Vol.  2,  Page  220. 

ACT  OF  LEGISLATURE 

Approved  February  23,   1867. 
AN  ACT  to  amend  the  charter  of  the  St.  Louis,  Alton  and  Rock  Island 

Railroad  Company. 

*  *  *  *  *  *  *  *  ** 

Section  1.  Be  it  enacted  by  the  People  of  the  State  of  Illinois,  repre- 
sented in  the  General  Assembly,  That  the  St.  Louis,  Alton  and  Rock  Island 


1134       CHICAGO,   BURLINGTON   &   QUINCY  RAILROAD  COMPANY 

Railroad  Company  be  and  they  are  hereby  authorized  and  empowered 
to  obtain  the  right  of  way,  lay  out,  eonstruet  and  operate  a  branch 
railroad,  from  their  said  railroad  in  the  county  of  Cass  or  Morgan,  on 
the  nearest  and  most  eligible  route,  cost  considered,  to  intersect  with  the 
Peoria,  Pekin  and  Jacksonville  Eailroad;  and  that,  in  laying  out,  con- 
structing and  operating  said  branch  road,  the  said  company  shall  have 
and  exercise  all  the  powers  and  privileges,  and  be  subject  to  all  the 
restrictions  and  liabilities  specified  in  their  original  charter  and  the 
acts  amendatory  thereof;  and  the  provisions  of  said  charter  and  amend- 
ments shall  apply  to  the  branch  road  herein  provided  for,  as  fully  as 
to  their  original  road. 

$  2.  Tlie  said  company  is  hereby  empowered  to  lease,  connect  or 
make  running  arrangements  with  any  other  railroad  chartered  or  to 
be  chartered  in  this  State,  upon  such  terms  not  in  conflict  with  the 
general  laws  of  this  State,  in  force,  or  to  be  in  force,  as  the  corpora- 
tions interested  may  agree  upon;  and  such  arrangements  may  be  made 
in  reference  t"  the  whole  or  any  part  of  said  St.  Louis,  Alton  and  Rock 
ml  Railroad,  and  to  the  branch  road  hereby  authorized  to  be  con- 
structed. 

v)   3.      This  act  to  take  effect  and  be  in  force  from  and  after  its  passage. 

Approved  February  23,  1867. 

Privatt    Laws  Illinois  1S67,  Vol.  2,  Page  709. 


THE  ROCKFORD,  ROCK  ISLAND  AND 
ST.  LOUIS  RAILROAD  COMPANY 

This  company'was  incorporated  by  a  Special  Act  of  the  Illi- 
nois Legislature,  in  force  February  16,  1865.  It  was  authorized 
to  construct  a  railroad 

"commencing  at  the  City  of  Rockford,  in  the  County  of 
Winnebago ;  thence,  by  the  most  practicable  route  by  way  of 
the  City  of  Sterling,  in  the  County  of  Whiteside,  and  the  City 
of  Rock  Island,  in  Rock  Island  County,  to  some  practicable  point 
on  the  east  bank  of  the  Mississippi  River,  opposite  the  City  of 
St.  Louis,  in  the  State  of  Missouri." 

By  Section  7  it  was  authorized 

"to  unite,  connect  or  consolidate  its  railroad,  or  any  part 
thereof,  with  any  other  railroad  constructed,  or  which  may 
hereafter  be  constructed,  in  this  state,  upon  such  terms  as  may 
be  mutually  agreed  upon  by  and  between  the  several  companies ; 
and  for  that  purpose  full  power  is  hereby  given  to  the  company 
hereby  incorporated  to  do  all  such  acts  and  execute  all  such 
instruments  as  may  be  necessary  or  advisable  to  effect  such 
union,  connection  or  consolidation,  as  the  case  may  be." 

By  Section  17  it  was  authorized 

"at  any  time  or  times  hereafter  to  project  and  extend  from 
any  point  or  points  of  their  said  road,  branches  or  side  tracks 
thereof  to  any  coal  or  mineral  bed  or  beds  or  mines  in  the  re- 
spective vicinity." 

It  was  organized  at  Sterling  May  17,  1865. 

Of  date  October  8,  1868,  this  company  purchased  by  deed  all 
of  the  property  of  The  St.  Louis,  Alton  and  Rock  Island  Rail- 
road Company. 

Of  date  March  11,  1869,  a  Special  Act  of  the  Illinois  Legis- 
lature legalized  the  sale,  of  date  October  8,  1868,  to  The  Rock- 
ford,  Rock  Island  and  St.  Louis  Railroad  Company. 

In  1857  the  Village  of  Oquawka  issued  bonds  in  payment  for 
grading  the  right  of  way  from  Oquawka  to  Sagetown  (about  5 
miles)  [now  Gladstone]  in  aid  of  the  Peoria  and  Oquawka  Rail- 
road Company.    This  company  failed,  and  did  not  use  the  grade. 

1135 


1136       CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

In  1869  this  grade  was  acquired  by  The  Rockford,  Rock  Island 
and  St.  Louis  Railroad  Company,  which  laid  the  rails  and  com- 
pleted this  section  of  the  road. 

(See  also  Section  5,  Act  Illinois  Legislature,  approved  February  21,  1861, 
vesting  title  to  this  grade  in  the  Trustees  of  the  Town  of  Oquawka.) 

In  1868,  the  Rockford,  Rock  Island  and  St.  Louis  R.  R.  Co. 
executed  two  Mortgages  upon  what  were  called  Three  Grand 
Divisions  of  the  Road  which  it  proposed  to  construct. 

The  first  Mortgage  was  dated  June  15,  1868,  and  was  secured 
upon  what  was  called  the  "North  Division",  and  the  second 
Mortgage  was  dated  October  23,  1868,  and  was  secured  upon 
the  remainder  of  the  road. 

The  Company  defaulted  in  the  payment  of  the  interest  upon 
the  Bonds  issued  under  these  Mortgages,  and  they  were  fore- 
closed in  the  Circuit  Court  of  the  United  States  for  the  North- 
ern District  of  Illinois.  The  Decree  of  Foreclosure  is  dated 
July  13,  1875,  ordering  a  sale  of  the  Road  and  of  its  property, 
;m<l  Henry  W.  Bishop  was  appointed  Master  to  make  the  sale, 
which  he  did  of  date  August  16,  1875,  and  this  sale  was  con- 
firmed by  the  Court  in  a  final  Decree  entered  of  date  May  17, 

1876,  directing  a  Deed  to  be  made  to  Herman  Osterberg,  Trus- 
tee, who  had  purchased  the  entire  property  for  $1,320,000.  The 
Master's  Deed  to  Osterberg  is  dated  May  18,  1876. 

The  purchasers  at  this  sale  organized  a  new  Company  under 
the  General  Laws  of  Illinois,  called  St.  Louis,  Rock  Island  and 
Chicago  Railroad  Company,  its  Articles  being  dated  April  27, 
1876. 

That  Company  executed  three  Mortgages,  all  of  which  were 
canceled  September  13,  1876,  at  which  time  the  Chicago,  Bur- 
lington &  Quincy  Railroad  Company  acquired  the  property,  tak- 
ing possession  through  a  Lease  of  date  February  1,  1877,  and 
the  purchase  of  all  the  Capital  Stock. 

Following  this,  the  St.  Louis,  Rock  Island  and  Chicago  Rail- 
road Company  executed  a  new  Mortgage  of  date  February  1, 

1877,  to  secure  an  issue  of  Bonds  in  the  amount  of  $2,500,000, 
which  were  used  to  pay  for  the  property. 

The  Lease  was  continued  in  force  until  June  1,  1899,  when 
the  property  was  conveyed  by  the  St.  Louis,  Rock  Island  and 
Chicago  Railroad  Company  by  a  deed  to  the  Chicago,  Burling- 
ton &  Quincy  Railroad  Company. 


CORPORATE  HISTORY  1137 

ACT  OF  LEGISLATURE 

Approved  February  16,  1865. 

AN    ACT    to    incorporate    the    Eockford,    Bock    Island    and    St.    Louis 

Railroad    Company. 

Section  1.  Be  it  enacted  by  the  People  of  the  State  of  Illinois,  repre- 
sented in  the  General  Assembly,  That  Thomas  D.  Eobertson,  Selden  M. 
Church,  Henry  A.  Nix,  Benjamin  C.  Coblentz,  William  A.  Sanborn, 
Wm.  Pratt,  Ealph  Sage,  William  S.  Thomas,  A.  L.  Waite  and  Calvin. 
Truesdale,  and  all  such  persons  as  shall  hereafter  become  or  be  stock- 
holders in  the  company  hereby  incorporated,  are  hereby  created  a  body 
politic  and  corporate,  under  the  name  and  style  of  "The  Eockford, 
Eock  Island  and  St.  Louis  Railroad  Company,"  and  by  that  name  shall 
be  and  they  are  hereby  made  capable,  in  law  and  equity,  to  sue  and 
be  sued,  plead  and  be  impleaded,  defend  and  be  defended,  in  any  court 
or  place  in  this  State  or  elsewhere;  to  make,  have  and  use  a  common 
seal,  and  to  renew  or  alter  the  same  at  pleasure,  and  shall  be  capable, 
at  law  and  equity  of  contracting  and  being  contracted  with;  and  they 
are  hereby  authorized  to  make  and  ordain  all  necessary  rules,  regula- 
tions or  by-laws  for  the  carrying  out  of  the  purposes  and  objects  of 
this  act,  and  to  alter  and  change  the  same  at  pleasure;  and  shall  be 
and  are  hereby  invested  with  all  the  powers,  privileges,  immunities  and 
franchises,  including  the  acquiring  by  purchase  or  otherwise,  and  holding 
and  conveying  real  and  personal  estate,  which  may  be  needful  to  carry 
into  full  effect  the  purposes  and  objects  of  this  act. 

§  2.  The  capital  stock  of  said  company  shall  be  five  hundred  thou- 
sand dollars,  which  may  be  increased  by  a  vote  of  the  board  of  di- 
rectors of  said  company  to  any  sum  not  exceeding  the  actual  cost  of 
the  construction  and  operation  of  said  road;  all  which  capital  stock  to 
be  divided  into  shares  of  one  hundred  dollars  each,  which  shall  be  deemed 
personal  property,  and  may  be  subscribed  for,  issued  and  transferred 
in  such  manner  as  the  board  of  directors  may  prescribe. 

§  3.  The  corporate  company  hereby  created  shall  have  power  to  sur- 
vey, locate,  establish,  construct,  complete,  use,  operate,  alter  and  main- 
tain a  railroad  with  one  or  more  tracks,  commencing  at  the  city  of 
Rockford.  in  the  county  of  Winnebago,  thence  by  the  most  practicable 
route,  by  way  of  the  city  of  Sterling,  in  the  county  of  Whiteside,  and  the 
city  of  Rock  Island,  in  Eock  Island  county,  to  some  practicable  point 
on  the  east  bank  of  the  Mississippi  river,  opposite  the  city  of  St.  Louis, 
in  the  State  of  Missouri,  with  all  such  appendages,  to  wit:  sidetracks, 
turnouts,  switches,  depots,  depot  grounds,  stations,  wells,  water  tanks, 
buildings,  erections  and  structures  as  shall  be  necessary  for  the  con- 
struction and  operation  of  said  road.  Said  company  are  hereby  em- 
powered to  lay  out,  take,  hold  and  use  for  the  ordinary  track  of  said 
railroad,  the  width  of  one  hundred  feet  along  its  entire  route,  and  such 
additional  grounds  as  shall  be  necessary  for  its  said  appendages;  and  in 
case  of  embankments,  cuttings  or  crossings,  if  more  than  said  one  hun- 
dred feet  shall  be  necessary,  then  said  company  may  take,  hold  and  use 


1138       CHICAGO,  BURLINGTON   &   QUINCY   RAILROAD  COMPANY 

as  many  more  feet  in  width,  at  those  points,  as  shall  be  necessary  for 
the  proper  construction  and  security  of  said  road,  and  said  company 
are  likewise  hereby  empowered  to  take,  hold  and  use  the  grounds  of 
stone  and  gravel,  in  section  four,  hereof  mentioned,  and  the  right  of 
way  thereto. 

?  4.  Said  company  is  hereby  authorized  by  their  agents,  surveyors 
and  engineers,  to  enter  upon  any  lands,  and  make  all  necessary  exam- 
inations and  surveys  along  or  near  the  proposed  route  for  the  location 
of  said  railroad  and  appendages,  and  shall  be  responsible  only  for  the 
actual  damage  done  to  any  such  lands  or  premises  in  so  doing;  and  in 
ease  said  company  shall  not  be  able,  by  purchase  or  voluntary  cession, 
to  acquire  the  right  of  way  and  grounds  for  said  railroad  and  ap- 
pendants and  grounds  of  stone  or  gravel  (for  the  purposes  of  building, 
ballasting  or  repairing  the  same,  or  any  of  them),  and  the  rights  of 
way  to  such  grounds  of  stone  or  gravel,  said  company  are  empowered 
to  take,  condemn  and  use,  or  otherwise  lawfully  obtain  and  use  the 
s.iiik-.  respectively,  under  the  provisions  of  an  act  for  condemning  the 
rights  of  way,  etc.,  fm-  purposes  of  internal  improvement,  approved 
June  22,  1852,  or  under  any  other  of  the  laws  of  this  State  that  may 
1m-  in  force,  in  that  behalf  authorizing  the  appropriation  of  lands  or 
rights  of  way  for  such  purposes. 

vn  .").  The  rights  of  way  and  other  real  estate  purchased  by  said  com- 
pany for  any  of  the  purposes  aforesaid,  shall  lie  held  by  them  in  fee 
simple;  and  any  such  rights  of  way  or  real  estate  taken,  condemned 
or  appropriated,  as  aforesaid,  shall,  upon  due  fulfillment  by  said  com- 
pany of  the  conditions  prescribed  by  law,  to  be  by  them  performed 
or  observed,  to  entitle  them  to  such  property,  shall  also  lie  held  by  said 
company  in  fee  simple. 

0  6.  The  said  company  is  hereby  authorized,  from  time  to  time,  to 
borrow  such  sum  or  sums  of  money,  not  exceeding  the  capital  stock  of 
said  company,  as  may  be  necessary  for  the  completing,  equipping,  fur- 
nishing, maintaining  or  altering  their  said  railroad,  and  to  issue  and 
dispose  of  their  bonds  at  such  rate  of  interest  not  exceeding  ten  per 
cent,  per  annum,  and  at  such  discount  as  may  be  thought  for  the  benefit 
of  the  company,  and  to  mortgage  their  corporate  property  and  fran- 
chises, or  convey  the  same  by  deed1  of  trust  to  secure  the  payment  of 
any  debt  contracted  by  said  company  for  the  purposes  aforesaid,  or  any 
of  them.  And  the  directors  of  said  company  may  at  any  time,  confer 
on  the  holder  of  any  such  bond  the  right  to  convert  the  principal  due 
or  owing  thereon  into  stock  of  said  company,  and  any  such  bonds  that 
may  be  sold  or  disposed  of  at  a  less  rate  than  par  shall  be  as  valid  and 
binding  upon  said  company  as  if  the  same  were  sold  for  the  par  value 
thereof. 

§  7.  Said  company  shall  have  power  to  unite,  connect  or  con- 
solidate its  railroad,  or  any  part  thereof,  with  any  other  railroad  con- 
structed, or  which  may  hereafter  be  constructed  in  this  State,  upon  such 
terms  as  may  be  mutually  agreed  upon  by  and  between  the  several 
companies;    and    for    that    purpose    full    power    is    hereby    given    to    the 


CORPORATE  HISTORY  1139 

company  hereby  incorporated  to  do  all  such  acts  and  execute  all  such  in- 
struments as  may  be  necessary  or  advisable  to  effect  such  union,  con- 
nection or  consolidation,  as  the  case  may  be:  Provided,  that  at  any  an- 
nual meeting  of  the  stockholders,  three-fourths  of  them  shall  vote  for 
such  consolidation. 

§  8.  All  the  corporate  powers  of  said  company  shall  be  vested  in 
and  executed  by  a  board  of  nine  directors,  who  shall  be  chosen  by  the 
stockholders  of  said  company  in  the  manner  hereinafter  provided,  who 
shall  hold  their  offices  for  one  year  and  until  their  successors  are 
elected  and  qualified;  and  shall  have  power  to  appoint  all  such  officers, 
agents  and  servants  as  shall  be  necessary  for  the  transaction  of  the 
business  of  the  company.  A  majority  of  the  directors  present,  at  any 
meeting  of  said  board,  shall  constitute  a  quorum  to  do  business.  None 
but  stockholders  shall  be  eligible  as  directors.  Vacancies  occurring  in 
the  board  of  directors  between  elections  shall  be  filled  by  the  board 
at  any  legal  meeting  thereof,  and  each  person  so  elected  to  fill  a 
vacancy,  shall  thenceforth  be  and  continue  in  office  for  the  remainder  of 
the  term,  as  if  elected  at  the   last   preceding   annual  election. 

§9.  A  meeting  of  the  stockholders  of  said  company  shall  be  held 
annually,  for  the  election  of  directors;  and  the  time,  place  and  manner 
of  holding  such  elections  (except  the  first  election  which  is  hereinafter 
separately  provided  for),  shall  be  fixed  and  determined  by  the  by-laws 
for  the  time  being  of  said  company;  but  at  such  meetings  the  voting 
shall  be  done  by  ballot;  and  each  stockholder,  either  in  person  or  by 
lawful  proxy,  shall  be  entitled  to  one  vote  for  each  share  of  said  capital 
stock  he,  she  or  they  may,  bona  fide,  hold  at  the  time  of  election,  and 
the  nine  persons  receiving  the  highest  number  of  votes  cast  shall  be 
declared  elected. 

§  10.  The  board  of  directors  shall,  out  of  their  own  number,  elect 
a  president  and  vice-president  of  said  board,  whose  powers  and  duties, 
respectively,  shall  be  declared  and  determined  by  the  by-laws  of  the 
company,  for  the  time  being. 

§  11.  Thomas  J).  Eobertson,  Henry  A.  Nix,  Benjamin  G.  Coblentz, 
Ralph  Sage  and  William  S.  Thomas,  are  hereby  appointed  commissioners, 
who,  or  a  majority  of  whom,  are  hereby  authorized  to  open  subscription 
books  for  said  capital  stock,  at  such  place  or  places  as  they  may  deem 
proper,  and  shall  give  at  least  twenty  days'  public  notice  of  the  times 
and  places,  when  and  where  such  books  shall  be  opened;  and  shall 
keep  such  books  so  opened  until  the  sum  of  fifty  thousand  dollars  of 
said  capital  stock  shall  be  subscribed  for.  Said  commissioners  shall 
require  each  subscriber  to  pay  five  per  cent,  on  each  share  subscribed 
for  by  him,  at  the  time  of  subscribing;  and  when  the  sum  of  fifty  thou- 
sand dollars  shall  have  been  so  subscribed  for,  the  said  commissioners 
shall  call  a  meeting  of  the  stockholders,  at  the  city  of  Sterling,  in 
Whiteside  county,  in  this  State,  to  choose  the  first  board  of  directors 
of  said  company,  by  giving  twenty  days'  public  notice  of  the  time, 
place  and  object  of  such  meeting;  and  when  such  directors  are  chosen, 
said  commissioners  shall  deliver  such  subscription  books,  with  all  sums 


1140      CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

of  money  received  by  them  as  such  commissioners,  to  said  directors. 
At  the  time  and  place  so  appointed  for  such  meeting  and  election,  the 
said  commissioners,  or  a  majority  of  them,  shall  attend  and  act  as  in- 
spectors of  said  election,  and  the  stockholders  by  themselves,  or  a  lawful 
proxy,  shall  proceed  to  and  elect  nine  persons  to  compose  said  first  hoard 
of  directors,  by  ballot;  such  election  shall  be  determined  by  a  majority 
of  votes  cast;  and  the  said  inspectors,  or  a  majority  of  them,  shall  certify 
the  result  of  said  election,  under  their  hands,  which  certificate  shall 
be  recorded  in  the  record  book  of  said  company,  and  shall  be  sufficient 
evidence  in  all  places  of  such  election  of  the  directors  therein  named. 
Said  first  board  of  directors  shall  elect  a  chairman  to  preside  at  their 
meetings  until  they  shall  elect  their  president.  The  several  notices  in 
this  section  required  to  be  given  shall  be  so  given  by  publication  in  some 
two  or  more  newspapers  having  circulation  in  the  vicinity  of  said  pro- 
posed  railroad. 

v>  112.  Whenever  it  shall  [be  necessary]  for  the  construction  of  said 
railroad  to  intersect  or  cross  a  track  of  any  other  railroad,  or  any  road, 
highway,  lane,  canal,  stream  of  water  or  water  course,  lying  on  the 
route  of  said  proposed  railroad,  it  shall  be  lawful  for  said  company  to 
construct  their  railroad  across  the  same,  respectively:  Provided,  that 
said  company  shall  restore  the  same,  respectively,  thus  intersected  or 
crossed,  to  their  former  state,  or  in  a  sufficient  manner  so  as  not  ma- 
terially   to    impair    their    usefulness. 

§  13.  It  shall  lie  lawful  for  the  directors  to  make  calls  upon  the  sums 
subscribed  to  said  capital  stock,  at  such  times  and  in  such  amounts  as 
they  shall  deem  fit,  not  exceeding  ten  per  cent,  per  month,  or  a  pro- 
portionate percentage  for  a  longer  period,  giving  at  least  thirty  days' 
notice  of  each  said  call  in  at  least  three  newspapers  published  in  the 
vicinity  of  said  road;  and  in  the  case  of  failure  of  any  stockholder  to 
make  payment  of  any  such  call  for  sixty  days  after  the  same  shall  have 
been  due.  the  board  of  directors  are  hereby  authorized  to  declare  said 
stock  so  in  arrears,  and  all  sums  paid  thereon,  forfeited  to  the  company; 
or  said  directors  may  enforce  the  payment  of  the  whole  amount  sub- 
scribed  by   such   stockholder,    according   to   law. 

§  14.  The  said  company  is  hereby  authorized  and  empowered  to 
convey,  sell  and  dispose  of  to  any  railroad  company  now  or  hereafter 
to  be  incorporated,  the  whole  or  any  portion  of  their  railroad  authorized 
to  be  constructed  by  this  act,  upon  such  terms  as  may  be  agreed  upon 
between  the  respective  companies;  the  expediency  of  such  proceeding 
having  been  first  submitted  to  a  vote  of  the  stockholders  of  this  corpo- 
ration for  their  approval  or  disapproval,  at  any  annual  meeting,  and 
approved  by  three-fourths  of  the  votes  of  the  stockholders  of  said 
company. 

§  15.  In  case  it  shall  at  any  time  happen  that  an  election  shall  not 
be  made  at  the  time  when,  in  pursuance  of  this  act  it  ought  to  be  made, 
the  said  corporation  shall  not  for  that  cause  be  dissolved;  but  such 
election  shall  be  held  at  any  other  time  directed  by  the  by-laws  of 
said  corporation. 


CORPORATE  HISTORY  1141 

§  16.  Said  company  are  hereby  authorized  to  take  and  receive  from 
any  of  the  subscribers  of  said  capital  stock,  bonds  or  promissory  notes, 
secured  by  mortgages  on  real  estate  or  mortgages  on  real  estate  alone,  for 
and  in  payment  of  the  full  amount  of  their  several  subscriptions;  which 
securities,  respectively,  may  bear  interest  at  the  rate  of  ten  per  cent, 
per  annum;  principal  and  interest  respectively  to  be  payable  at  such 
times  as  the  directors  and  said  subscribers  shall  agree  respectively. 
Said  securities,  respectively,  shall  be  assignable  in  all  respects,  as  in 
ordinary  cases;  and  the  signature  of  the  president,  for  the  time  being, 
as  president  of  the  board  of  directors  of  said  company,  shall  be  a 
sufficient  signature  for  the  company  in  that  behalf;  and  the  assign- 
ment of  any  such  note  or  bond  shall,  of  itself,  carry  with  it  and  be 
considered  to  include  the  assignment,  also,  of  the  mortgage  securing 
the    same,    as   in    ordinary    cases. 

§  17.  It  shall  be  lawful  for  said  company,  at  any  time  or  times  here- 
after, to  project  and  extend  from  any  point  or  points  of  their  said  road, 
branches  or  side  tracks  thereof,  to  any  coal  or  mineral  bed  or  beds,  or 
mines  in  the  respective  vicinity;  such  branches  or  side  tracks,  with 
the  necessary  appendages,  shall  be  laid  out,  built  and  governed,  and 
rights  of  way  and  other  grounds  obtained  therefor,  under  and  according 
to  the  provisions  of  this  act;  and  such  branches  and  side  tracks  shall 
be  and  come'  in  the  aforesaid,  and  all  other  respects,  within  the  meaning 
and  operation  of  this  act,  so  far  as  applicable,  and  the  same  shall  be 
treated  in  all  respects  as  a  part  of  the  main  line. 

§  18.  The  main  line  of  said  railroad  shall  be  divided  into  three 
separate  sections  or  grand  divisions;  the  first  thereof  to  begin  and  to 
extend  from  the  city  of  Eockford  in  the  county  of  Winnebago,  to  the 
city  of  Sterling,  in  the  county  of  Whiteside;  the  second  from  said  city 
of  Sterling  in  the  city  of  Eock  Island,  or  to  a  point  near  the  city  of 
Eock  Island,  in  Eock  Island  county;  and  the  third  grand  division  or 
section  to  extend  from  the  southern  terminus  of  said  second  grand 
division  or  section  to  the  southern  terminus  of'  the  main  line  of  said 
road,  opposite  the  city  of  St.  Louis,  aforesaid.  And  said  corporation 
is  hereby  further  empowered  to  first  build  either  of  said  grand 
divisions  or  sections,  that  may  seem  best  and  most  practicable;  and 
the  building  of  either  one  of  said  grand  divisions  or  sections,  within 
the  time  hereinafter  specified  shall  be  deemed  a  full  compliance  with 
the  requirements  and  objects  of  this  act,  anything  in  this  act  con- 
tained   to    the    contrary    notwithstanding. 

§  19.  Said  company  shall  commence  the  construction  of  said  railroad 
within  five  years,  and  complete  the  same  as  aforesaid,  within  fifteen 
years   from   the   passage    of   this   act. 

§  20.  This  act  shall  be  deemed  a  public  act,  and  shall  take  effect 
from   and   after   its  passage. 

Approved  February  16,  1865. 

Private  Laws  Illinois  1865  Vol.  2,  Page  209. 


1142       CHICAGO.   BURLINGTON   A-   QTJTNCY   RAILROAD  COMPANY 

ACT  OF  LEGISLATURE 
Approved  March  -4,  1869 

AX  ACT  supplemental  to  an  act  entitled  "An  Act  to  amend  an  act  to 
incorporate  the  Rockford,  Rock  Island  and  St.  Louis  Railroad  Com- 
pany,"   approved    Feb.    16,    1865. 

Section*  1.  ]'><■  it  <ii<icti,l  by  thi  People  of  the  State  of  IUin-ois,  repre- 
sented in  the  General  Assembly,  Thai  section  number  two  of  an  act  en- 
titled ''An  Act  to  amend  an  act  to  incorporate  the  Rockford,  Rock 
Island  and  St.  Louis  Railroad  Company,"  be  amended  so  as  to  be  as 
follows:  That  the  said  Rockford,  Rock  Island  and  St.  Louis  Railroad 
Company  lie  and  it  is  hereby  enabled  and  empowered  to  hold,  in  fee 
simple,  by  purchase  or  by  lease,  in  addition  to  the  lands  now  owned 
and  occupied  by  said  company,  for  right  of  way,  depot  and  other  pur- 
poses, any  coal  and  mineral  lands  along  the  line  of  said  road  that  said 
company  may  deem  expedient  to  so  hold,  for  the  purpose  of  mining 
therein   for  coal,   stone   and   rock. 

$  2.     This  act    shall   be   deemed   a   public  act,  and  be  in  force   from 
and  after  it-  passage. 
Approved  March  4.  1S69. 

Private  Laws  Illinois  1869,  Vol.  3,  Page  346 

ACT  OF  LEGISLATURE 
Approved   March   11,  1869 

AX  ACT  to  legalize  the  transfer  of  certain  franchises  and  rights  of 
action  to  the  Rockford,  Rock  Island  and  St.  Louis  Railroad  Company. 
Section'  1.  Be  it  enacted  by  the  Peoplt  of  th,  State  of  Illinois,  repre- 
sented in  the  Gt  »>  r,il  Assembly,  That  all  the  acts  and  doings' of  the  di- 
rectors 'of  the  St.  Louis,  Alton  and  Rock  Island  Railroad  Company,  in 
selling  and  transferring  the  said  road  to  the  Rockford,  Rock  Island  and 
St.  Louis  Railroad  Company,  as  contained  in  the  deed  of  sale  and 
transfer,  dated  the  8th  day  of  October,  A.  D.  1868,  are  hereby  de- 
clared legal  and  of  binding  effect  upon  all  the  parties  interested,  either 
as  citizens,  corporations  or  officers  of  said  contracting  railroad  com- 
panies; and  all  the  acts  and  doiugs  of  the  county  court,  supervisors,  or 
city  or  town  authorities,  in  the  counties  of  Rock  Island,  Mercer,  War- 
ren, Ale'Donough,  Schuyler  and  Cass,  in  ordering  elections  to  subscribe 
to  the  capital  stock  of  the  Rock  Island  and  Alton  Railroad  Company, 
or  the  capital  stock  of  the  St.  Louis,  Alton  and  Rock  Island  Railroad 
Company,  are  hereby  declared  legal  and  of  binding  effect  upon  the 
respective  county,  city  or  town,  ami  its  legal  representatives  ordering 
such  elections  and  voting  thereon. 

^  2.  All  subscriptions  of  stock  heretofore  voted  by  either  of  the 
counties,  cities  or  towns  named  in  the  first  section  of  this  act,  to  the 
capital  stock  of  the  Rock  Island  and  Alton  Railroad  Company,  or  to 
the  St.  Louis,  Alton  and  Rock  Island  Railroad  Company,  which  re- 
mained unpaid  in  whole  or  in  part,  at  the  date  of  the  transfer  of  said 
St.  Louis,  Alton  and  Rock  Island  Railroad  to  the  Rockford,  Rock  Island 


CORPORATE  HISTORY  1143 

and  St.  Louis  Eailroad  Company  are  hereby  declared  vested,  by  virtue 
of  said  deed  of  sale  and  transfer,  in  the  Rockford,  Rock  Island  and 
St.  Louis  Railroad  Company,  the  same  as  if  they  had  been  voted  direct 
to  the  said  Rockford,  Rock  Island  and  St.  Louis  Railroad  Company, 
and  the  said  Rockford,  Rock  Island  and  St.  Louis  Railroad  Company 
are  hereby  authorized,  through  their  president,  to  demand  and  enforce 
the  subscription  by  the  legal  representatives  of  the  counties,  towns  or 
cities,  above  named,  of  all  such  unpaid  amounts  to  the  capital  stock  of 
the  Rockford,  Rock  Island  and  St.  Louis  Railroad  Company:  Provided, 
all  such  corporate  subscriptions  of  stock  to  the  Rockford,  Rock  Island 
and  St.  Louis  Railroad  Company,  authorized  by  this  law,  shall  be  made 
upon  the  same  terms  and  conditions,  and  with  the  same  restrictions  as 
are  attached  to  the  subscriptions  of  private  individuals  to  the  said 
railroad  company  in  the  counties  where  the  corporate  subscription  is 
made. 

§  3.  The  said  Rockford,  Rock  Island  and  St.  Louis  Railroad  Com- 
pany are  hereby  authorized,  through  their  presidents,  to  demand,  enforce 
and  receive  from  the  legally  constituted  authorities  of  any  county, 
town  or  city  above  named,  voting  stock  as  aforesaid,  when  the  can- 
vassers of  the  votes  provided  by  law,  after  counting  the  same,  have 
certified  that  a  majority  of  the  votes  cast  are  in  favor  of  or  "for  sub- 
scription," the  amount  in  full  or  any  unpaid  balance  thereof,  as  the 
case  may  be;  which  said  amount  in  whole  or  in  part,  as  the  case  may  be, 
shall  be  paid  to  the  Rockford,  Rock  Island  and  St.  Louis  Railroad 
Company,  in  the  manner  and  form  as  provided  by  the  law  authorizing 
the  subscription;  and  all  certificates  of  legally  constituted  canvassers 
of  the  votes  of  any  election  held  in  either  of  the  counties,  towns  or 
cities  named  above,  where  the  proposition  submitted  to  the  people  was 
"for  subscription"  or  "against  subscription"  to  the  capital  stock  of 
the  Rock  Island  and  Alton  Railroad  Company,  or  to  the  capital  stock 
of  the  St.  Louis,  Alton  and  Rock  Island  Railroad  Company,  are  hereby 
declared  legal  and  of  binding  effect,  and  shall  be  taken  and  received 
by  the  county  court  of  any  county  or  the  legal  representatives  of  any 
city  or  town,  above  named,  as  conclusive  evidence  of  the  fact  as  to 
the  majority  either  "for  subscription"  or  "against  subscription,"  as 
the  case  may  be;  and  in  all  cases  when  the  canvassers'  certificate  shows 
a  majority  "for  subscription,"  the  county  court  of  such  county  or  the 
legal  representatives  of  such  city  or  town  shall  provide  for  the  pay- 
ment of  the  amount  so  voted,  either  in  whole  or  in  part,  as  the  case 
may  be,  by  the  issue  of  bonds  as  provided  in  section  sixteen  (16)  of 
the  act  incorporating  the  Rock  Island  and  Alton  Railroad  Company, 
approved  February  14th,  1855 :  Provided,  the  expense  and  cost  of 
engraving,  printing  and  obtaining  said  bonds  shall  be  paid  by  the  Rock- 
ford, Rock  Island  and  St.  Louis  Railroad  Company:  Provided,  further, 
all  corporate  subscriptions  of  stock  to  the  Rockford,  Rock  Island  and 
St.  Louis  Railroad,  authorized  in  the  provisions  of  this  act,  shall  become 
due  and  payable  at  the  same  time  and  in  the  same  proportions  as  are 


1144       CHICAGO,   BURLINGTON   &   QUINCY  RAILROAD   COMPANY 

the  subscriptions  of  private  individuals  in  the  counties  where  the  cor- 
porate subscription  is  made:  And,  provided,  further,  the  said  Rock- 
ford,  Eock  Island  and  St.  Louis  Railroad  Company  shall  construct,  com- 
plete and  equip  the  same  within  the  time  stipulated  iu  the  deed  of  sale 
and  transfer  heretofore  referred  to;  and  in  the  event  of  a  failure  of 
the  Eoekford,  Kock  Island  aud  St.  Louis  Railroad  so  to  do,  the  franchises, 
privileges  and  rights  arising  under  and  by  virtue  of  this  act  shall  be 
void  and  of  no  effect. 

^  4.  This  act  shall  lie  deemed  a  public  act,  for  the  purposes  therein 
expressed,  aud  shall  be  in  force  from  and  after  its  passage. 

Approved  March  11,  1869. 

Private  Laws  Illinois  1S69,  Vol.  3,  Page  346 

ACT  OF  LEGISLATURE 
Approved    March    26,  1869 

AX    ACT    to    empower    county    courts    and    the    corporate    authorities    of 
cities  and  ii  subscribe  to  the  stock  of  the  Bockford, 

Rock    Island    and    St.    Louis    Railroad. 

HON  1.      !'•■      '   enacted  by  tin    Peoph    of  the  State  of  Illinois,  repre- 
i),.    General  Assembly,  That  the  county  courts  and  the  corporate 
authorities    of    cities    and    incorporated    towns    in    counties    not    having 
township  organization,  and  the  corporate  authorities  of  towns  and  cities 
in   counties  that   havi  -nip  organization,   be   ami   arc   hereby   author- 

ized and  empowered,  if  the  Bockford,  Hock  Island  and  Saint  Louis  Bail- 
i  Bhall  run  through  any  pari  of  Mich  county  or  counties,  to  subscribe  to 
the  stock  of  said  railroad,  not  to  exceed  three  thousand  dollars  per 
mile  tor  the  distance  said  railroad  travi  ■-  said  county,  and  not  ex- 
ding  the  sum  of  ten  thousand  dollars  for  every  thousand  inhabitants, 
when    ti  ription  is   made   by    the  corporate   authorities  of  cities  or 

incorporated  towns:  Provided,  such  subscription  may  be  increased  to 
an  amount  not  exceeding  five  thousand  dollars  per  mile,  by  consent  of 
the  majority  of  the  legal  voters  of  such  county,  city  or  town,  signified 
either  by  petition  or  an  election  for  the  purpose:  And  provided,  further, 
that  no  such  subscriptions  shall  be  made  by  the  corporate  authorities 
of  any  county,  city,  township  or  town,  until  the  question  of  making  such 
subscription  shall  have  been  submitted  to  a  vote  of  the  legal  voters 
thereof,  .it  a  general  election  or  a  special  election  to  be  called  for  that 
purpose;  and  no  such  election  shall  be  held  until  at  least  thirty  days' 
notice  of  such  election  shall  be  given  in  the  manner  now  provided  by 
law,  such  notice  to  specify  the  amount  of  such  proposed   subscription. 

5  2.  The  bonds  of  any  municipal  corporation,  so  subscribing  stock, 
may  be  issued  and  negotiated  in  payment  of  such  subscription  at  par; 
and  such  bonds  shall  be  signed  by  the  presiding  officer  of  such  corpora- 
tion, and  countersigned  by  the  clerk  and  attested  by  the  seal  of  said  cor- 
poration,  if    it    have    one,    if    not,    by    the    private    seal    of    the    president ; 


CORPORATE  HISTORY  1145 

;iiid  such  bonds  may  bear  interest  not  exceeding  ten  per  cent.,  payable 
annually,  and  to  run  not  exceeding  twenty  years;  and  bonds  so  exe- 
cuted shall  lie  valid  and  binding  on  such  municipal  corporation  issuing 
the  same,  and  may  be  collected  in  any  court  of  competent  jurisdiction. 

§  3.  This  act  to  be  a  public  act,  and  be  in  force  and  effect  from  and 
after  its  passage. 

Approved  March  20,  1869. 

Private  Laws  Illinois  I860,   Vol.  3,  Page  365 

DEED,  October  8,  1868.  The  St.  Louis,  Alton  and  Eock  Island  Kailroad 
Company  To  The  Rockford,  Rock  Island  and  St.  Louis  Railroad  Com- 
pany. 

*  #  *  #  *  #  *  *  *  * 

Tliis  Indenture  Made  this  Eighth  day  of  October  in  the  year  of  our  Lord 
One  thousand  eight  hundred  and  sixty  eight  between  the  St.  Louis,  Alton 
and  Rock  Island  Rail  Road  Company,  a  corporation  organized  and 
formed  by  and  under  the  Laws  of  the  State  of  Illinois  of  the  first  part 
and  the  Rockford,  Rock  Island  and  Saint  Louis  Rail  Road  Company; 
also  organized  and  formed  by  and  under  the  laws  of  the  State  of  Illinois 
of  the  second  part  witnesseth  Whereas  the  party  of  the  first  part  is 
authorized  by  law,  and  is  vested  with  full  power  to  sell  and  convey 
all  property  whether  real,  personal  or  mixed  acquired  by  it  or  in  its 
name  for  any  purpose  or  purposes  whatever  whether  obtained  by 
gift,  grant,  purchase,  forfeiture  or  otherwise  to  any  person  or  corpora- 
tion for  the  purpose  of  securing  the  completion  of  the  railroad,  as 
located  by  the  said  party  of  the  first  part.  And  Whereas,  the  said 
Rockford,  Rock  Island  and  St.  Louis  Railroad  Company  party  of  the 
second  part  obligates  itself  and  agrees  in  consideration  of  this  con- 
veyance and  upon  the  further  consideration  and  condition  that  suffi- 
cient local  subscriptions  are  obtained  including  those  already  made  of  a 
good  reliable  and  responsible  character  in  the  several  counties  through 
which  the  railroad  line  is  located  to  grade  or  complete  the  grading 
to  build  and  complete  all  culverts  and  bridges  excepting  the  bridge 
over  the  Illinois  River  to  furnish  the  free  right  of  way  and  Depot 
Grounds  and  to  pay  for  all  necessary  ties  and  upon  condition  that  at 
least  ninety  per  cent,  of  such  subscription  or  subscription  notes  are 
promptly  paid  as  therein  provided  to  commence  complete  and  equip 
so  much  of  said  railroad  from  Beardstown  in  a  southerly  direction  on  the 
line  already  partly  graded  as  four  thousand  tons  of  fifty  pound  rails 
will  lay  during  the  year,  1869,  and  to  complete  and  equip  the  whole 
railroad  from  St.  Louis  to  Rock  Island  within  six  years  from  the  date 
of  these  presents.  And,  Whereas,  the  stockholders  of  the  party  of  the 
first  part  agree  to  assign  their  stock  in  the  St.  Louis,  Alton  and  Rock 
Island  Railroad  Company  to  George  Greene  as  President  of  the  said 
party  of  the  second  part  and  to  receive  therefor  fifty  per  cent,  or  one 
half  the  amount  of  stock  in  the  Rockford,  Rock  Island  and  St.  Louis 
Rail   Road   Company,    provided    that    the    stock   to   be    issued    in   exchange 


1146       CHICAGO,   BURLINGTON  &   QUINCY   RAILROAD  COMPANY 

by  the  said  party  of  the  second  part  shall  not  exceed  four  hundred 
thousand  dollars.  And,  Whereas,  the  Stockholders  at  their  annual  meet- 
ing and  the  board  of  directors  of  the  party  of  the  first  part,  authorized 
its  President  and  Secretary  to  execute  these  presents  for  the  objects 
and  purposes  aforesaid.  Now,  therefore,  this  Indenture  Wituesseth 
thai  the  said  party  of  the  firsl  part  in  consideration  of  the  premises 
and  of  one  dollar  the  receipt  whereof  is  hereby  acknowledged  has 
granted  bargained  and  sold  and  by  these  presents  doth  grant  bargain 
and  sell,  release,  convey  and  confirm  unto  the  said  party  of  the  second 
part.  All  and  singular  its  line  of  Railroad  track  grading  culverts, 
masonry,  right  of  way,  now  acquired  or  which  may  be  hereafter  ac- 
quired all  County  or  Township  bonds  subscriptions,  all  franchises  and 
rights  of  every  description  together  with  all  property  whether  real, 
personal  or  mixed,  including  all  road  bed  right  of  way,  grading,  bridging, 
stone,  gravel,  timber  or  other  material  aiol  all  privileges  and  things 
whatsoever  which  the  said  party  of  the  first  part  now  possesseth  or  may 
hereafter  acquire  in  the  Counties  of  Bock  Island,  Mercer,  Warren, 
McDonough,   Schuyler,   ('ass,    Morgan,   Scott,   Greene,  Jersey,   Macoupin, 

Madison    and    St.    Clair    in    the    State    of    Illinois.      Together    with    all    and 

singular  the  tenements  and  appurtenances  thereto  belonging  or  in  any 
wise  appertaining.  To  have  and  to  hold  the  above  described  rights, 
franchises   and   property   of   every   kind   unto   the   said   party   of  second 

part   and   to  its   successors  and   assigns  forever.      And  the  said   party  of  the 

firsl    part    hereby   covenants  and   agrees    to   and    with    the   party   of   the 

second    part    that     it    shall    and    will    from    ti to    time    as    the    Iron    is 

being  laid  on  the  said  railroad,  and  us  often  as  thereto  requested  by 
said  party  of  the  second  part  execute,  acknowledge,  ami  deliver  all 
mkIi  further  deeds,  conveyances,  assignments,  transfers  or  orders  for 
the  better  assuring  and  perfecting  in  the  party  of  the  second  party 
any  County.  Township  or  City  bonds,  subscriptions  or  donations  which 
have  beta  heretofore  made  or  which  may  hereafter  be  made  to  aid  in 
the  grading  or  construction  of  any  portion  of  said  railroad.  In  Testi- 
mony whereof  the  parties  of  the  firsl  and  second  part  have  caused 
their  Corporate  seals  to  be  hereto  affixed  and  the  signatures  of  the 
Presidents  and  Secretaries  to  be  hereto  subscribed  on  the  day  and  year 
til st  above  written. 

ST.  LOUIS,  ALTON  AND  EOCK  ISLAND   RAILROAD  CO. 
[seal]  By  John  Moses,  President. 

[$100  U  S  Int.  Rev.  Stamp]  John  Beatty,  Secretary. 

ROCKFORD,  ROCK  ISLAND  &  ST.  LOUIS  RAILROAD  COMPANY 
[seal]  By  Geo.  Greene,  President. 

B.  C.  Coblentz,  Secretary. 
State  of  Illinois, 


ss 
County  op  Scott 


This  is  to  certify  that  on  this  Eighth  day  of  October  A.  D.  1868  before 
me,  Joseph  H.  Berry,  a  Notary  Public,  in  and  for  said  County  person- 
ally, came  John  Moses  to  me,  personally  known  to  be  the  President 
of   the    St.  Louis,   Alton   and  Rock   Island   Railroad   Company,   and   also 


CORPORATE  HISTORY  1147 

personally  came  John  Beatty  to  me,  personally  known  to  be  the  Sec- 
retary of  the  said  Railroad  Company  and  acknowledged  and  affirmed 
that  the  seal  annexed  to  the  foregoing  instrument  is  the  seal  of  the 
said  Company  and  that  it  was  affixed  thereto  by  authority  of  its  board 
of  Directors  and  they  severally  acknowledged  that  by  like  authority 
the  executed  and  signed  the  foregoing  deed  of  conveyance  freely  and 
voluntarily  as  the  act  and  deed  of  the  said  St.  Louis,  Alton  and  Rock 
Island  Rail  Road  Company  for  the  uses  and  purposes  therein  mentioned. 
And  I  do  further  certify  that  the  said  John  Moses  and  that  the  said 
John  Beatty  are  to  me  personally  known  to  be  the  identical  persons 
who  executed  the  foregoing  instrument  respectively  as  President  and 
Secretary  of  said  Company. 

In    Witness    Whereof    I    have    hereunto    set    my    hand    and    affixed    my 
Notarial   seal  on   the   day  and  year  first   above   written. 
[seal]  Joseph  H.  Berry, 

Notary  Public. 
State  of  Iowa,     ) 

l    gg  ■ 

County  of  Linn.  ) 

This  is  to  certify  that  on  this  twenty  first  day  of  October  A.  D.  1868 
before  me,  Edward  M.  Greene  a  Notary  Public   in  and  for  said  County 

personally  came  George  Greene  to personally  known  to  be  the  President 

of  the  Rockford,  Rock  Island  and  St.  Louis  Railroad  Company  and 
B.  C.  Coblentz  to  me  personally  known  to  be  the  Secretary  of  the  said 
Rail  Road  Company  and  acknowledged  and  affirmed  that  the  seal  an- 
nexed to  the  foregoing  instrument  is  the  seal  of  the  said  Company  and 
that  it  wras  affixed  thereto  by  Authority  of  its  Board  of  Directors  and 
they  severally  acknowledged  that  by  like  authority  they  executed  and 
signed  the  foregoing  instrument  freely  and  voluntarily  as  the  act  and 
deed  of  the  said  Rockford,  Rock  Island  and  St.  Louis  Railroad  Com- 
pany for  the  uses  and  purposes  therein  mentioned  and  I  do  further 
certify  that  the  said  George  Greene  and  that  the  said  B.  C.  Coblentz 
are  to  me  personally  known  to  be  the  identical  persons  who  executed 
the  foregoing  instrument  respectively  as  President  and  Secretary  of  said 
Company. 

In    Witness    Whereof    I    have    hereunto    set    my    hand    and    affixed    my 
Notarial  Seal  on  the   day   and  year  first  above  written. 
[seal]  Edward  M.  Greene, 

State  of  Illinois,     ) 

y  ss. 

McDonough  County  ) 

I,  C.  S.  Churchill,  Clerk  of  the  Circuit  Court  and  Ex  Officio  Recorder 
within  and  for  the  County  and  State  aforesaid  do  hereby  certify  the 
foregoing  to  be  a  true,  perfect  and  complete  copy  of  a  Deed  filed  in 
the  office  of  the  Circuit  Clerk  and  Recorder  of  said  County  and  State 
aforesaid  on  the  2nd  day  of  July,  A.  D.  1869  and  duly  recorded  in  Book 
Number  29  of  Deeds  on  pages  161-162-  and  163. 

Witness   C.    S.    Churchill    Clerk    of    said    Court   and    the   seal    thereof   at 
Macomb,  Illinois,  this  26th  day  of  March,  A.  D.  1896. 
[seal]  C.  S.  Churchill,  Cleric. 


THE  ORION  AND  MINERSVILLE 
RAILROAD  COMPANY 

This  company  was  incorporated  under  the  General  Laws  of 
Illinois  by  Articles  dated  December  20,  1872,  and  filed  with  the 
Secretary  of  State,  December  21,  1872. 

By  Article  1 1  of  its  said  Articles,  the  company  defined  its  road 

'Hows.  tO  wit  : 

"The  railroad  of  this  corporation  shall  be  constructed  from 
a  junction  with  tin'  Rockford,  Rock  Island  &  St.  Louis  Railroad, 
at  the  village  of  Minersville,  in  the  township  of  Colona,  in  the 
county  of  Henry,  and  State  of  Illinois,  to  a  point  of  junction 
with  the  said  Rockford,  Rock  Island  *.V  St.  Louis  Railroad  Com- 
pany, in  the  town  of  Orion,  in  said  county  and  State." 

It  was  organized  in  the  interest  of  The  Rockford,  Rock  Island 
and  St.  Louis  Railroad  Company.  The  date  of  its  organization 
is  not  given  because  the  record  hooks  arc  not  available.  It  built 
between  two  points  on  The  Rockford,  Rock  Island  and  St.  Louis 
Railroad  from  Orion  northerly  to  near  Minersville,  seven  and 
six-tenths  miles. 

The  road  was  completed  and  opened  aboul  July  1,  1  S> 7 ^ i.  and 
was  Leased  December  28,  1872,  to  The  Rockford,  Rock  Island 
and  St.  Louis  Railroad  Company  which  company  furnished  the 
means  to  complete  it. 

In  the  same  proceeding  wherein  the  trusl  deed  given  by  The 
Rockford,  Rock  Island  and  St.  Louis  Railroad  Company  to  the 
Union  Trusl  Company  was  foreclosed,  The  Orion  and  Miners- 
ville Railroad  Company  was  made  a  eo-dei'endant  and  by  the 
decree  in  the  Circuit  Court  of  the  United  States  for  the  Northern 
District  of  Illinois,  it  was  ordered  that  from  any  income  from 
the  operation  of  The  Rockford.  Rock  Island  and  St.  Louis  Rail- 
road the  Receiver  was  to  pay  to  the  creditors  of  the  Orion  and 
Minersville  Railroad  Company  a  specified  amount,  whereupon 
this  road  was  to  become  the  absolute  property  of  The  Rockford, 
Rock  Island  and  St.  Louis  Railroad  Company  and  of  the  pur- 
chaser thereof  at  the  sale  of  the  Master. 

1148 


CORPORATE   HISTORY  1149 

The  Receiver  paid  the  money  as  directed  in  the  decree,  and 
of  date  December  19,  1875,  The  Orion  and  Minersville  Railroad 
Company  acknowledged  the  receipt  of  all  moneys  due  and 
transferred  and  conveyed  to  Heyman  Osterberg,  as  Trustee, 
its  entire  line  of  road  and  all  other  property. 

By  deed  dated  May  18,  1876,  Heyman  Osterberg,  as  Trustee, 
conveyed  to  the  St.  Louis,  Rock  Island  and  Chicago  Railroad 
Company  all  of  the  property  of  The  Orion  and  Minersville  Rail- 
road Company. 

ARTICLES  OF  INCORPORATION,  December  20,  1872.     The  Orion  and 
Minersville  Railroad  Company. 

Certificate  Number  4479. 
State  of  Illinois, 
office  OF 

the  Secretary  of  State. 

To  all  to  whom  these  Presents  Shall  Come,  Greeting: 

I,  Louis  L.  Emmerson,  Secretary  of  State  of  the  State  of  Illinois,  do 
hereby  certify  that  the  following  and  hereto  attached  is  a  true  copy  of 
Articles  of  Incorporation  of  The  Orion  and  Minersville  Railroad  Com- 
pany, the  original  of  which  is  now  on  file  and  a  matter  of  record  in  this 
office. 

In  Testimony  Whereof,  I  hereto  set  my  hand  and  cause  to  be  affixed  the 
Great  Seal  of  the  State  of  Illinois.     Done  at  the  City  of  Springfield,  this 
7th  day  of  February,  A.  D.  1917. 
[seal]  Louis  L.  Emmerson, 

Secretary  of  State. 

ARTICLES   OF   INCORPORATION   OF    THE    ORION   AND 
MINERSVILLE   RAILROAD   COMPANY. 

Article  1. 
This  corporation  shall  be  called  and  named  "The  Orion  and  Miners- 
ville  Railroad  Company. ' ' 

Article  2. 
The  railroad  of  this  corporation  shall  be  constructed  from  a  junction 
with  the  Rockford,  Rock  Island  and  St.  Louis  Railroad  Company,  at 
the  Village  of  Minersville  in  the  Township  of  Colona,  in  the  County  of 
Henry  and  State  of  Illinois,  to  a  point  of  junction  with  said  Rockford, 
Rock  Island  and  St.  Louis  Railroad  Company,  in  the  Town  of  Orion  in 
said  County  and  State. 

Article  3. 
The    principal    business    office    of    said    corporation    shall    be    established 
and  maintained  at  the  City  of  Rock  Island  in  the  County  of  Rock  Island 
and  State  of  Illinois. 


1150      CHICAGO,  BURLINGTON   A:   QULNCY  RAILROAD  COMPANY 

AKTICLE   4. 

This  corporation  shall  commence  its  existence  on  the  twentieth  (20th) 
day  of  December,  A.  D.  1872,  and  continue  in  existence  for  the  period 
of  fifty  years,  and  the  period  of  its  existence  may  be  extended  from 
time  to  time  in  the  manner  provided  by  law. 

Article  5. 

The  amount  of  the  capital  stock  of  this  corporation  shall  be  Sixty 
Thousand  Dollars. 

Article  6. 

The   names  and   residences   of   the    several   persons   forming  this   asso- 
ciation  for  incorporation  are  as  follows: 
Philander  L.  Cable,  Keck  Island,  Illinois. 
Philemon  L.  Mm  hell,  Rods  Island.  Illinois. 
II:  \ky  <'!  ttTis,  Jr.,  Bock  Island,  Illinois. 
Homer  J.  Lowrkv.  Rock  Island,  Illinois. 
Alfred  W.  Perry,  Geneseo,  Illinois. 

Article  7. 

The  names  ot*  the  members  of  the  first  Board  of  Directors  of  this 
corporation  are  as  follows: 

Philander  L.  Cable. 
Philemon  L.  Mitchell. 
Hi  m;v  Curtis,  .Ik. 
Homes  J.  Low  re  y. 
Alfred  W.  Perry. 

Article  8. 

The  government  of  the  Baid  corporation  and  the  management  of  its 
affairs  shall  be  vested  in  a  Board  of  Directors  composed  of  five  (5) 
persons;  a  President  and  Vice  President,  who  shall  both  be  members 
of  said  Board  of  Directors;  a  Treasurer  and  a  Secretary;  and  such 
agents  as  said  Board  of  Directors  shall  appoint. 

article  9. 

The  shares  of  the  capital  stuck  of  said  corporation  shall  be  of  the 
amount  of  One  Hundred  Dollars  each,  and  shall  number  iu  all  Six 
Hundred. 

We,  the  undersigned,  as  corporators,  do  execute  the  foregoing  Articles 
of  Incorporation  at  Rock  Island,  Bock  Island  County,  Illinois,  this 
Twentieth   day  of  December,  A.  D.   1872. 

P.  S.  Cable. 

P.  L.  Mitchell. 

Hexry  Curtis,  Jr. 

H.  J.  Lowrey. 

Alfred  W.  Perry. 


CORPORATE  HISTORY  1151 

State  of  Illinois,        ) 

>  ss. 
Bock  Island  County.  ) 

I,  Charles  M.  Osborn,  a  Notary  Public  in  and  for  the  City  of  Eock 
Island,  in  said  County,  do  hereby  certify  that  Philander  L.  Cable, 
Philemon  L.  Mitchell,  Henry  Curtis,  Jr.,  H.  J.  Lowrey  and  Alfred  W. 
Perry,  whose  names,  as  corporators  of  the  Orion  and  Minersville  Rail- 
road Company,  are  subscribed  to  the  foregoing  Articles  of  Incorpora- 
tion of  said  Railroad  Company,  as  having  as  such  corporators  aforesaid, 
executed  the  same,  appeared  before  me  this  day  in  person  and  acknowl- 
edged that  as  such  corporators  of  said  railroad  company  they  executed 
the  said  Articles  of  Incorporation  as  their  free  and  voluntary  acts  for 
the  uses  and  purposes  therein  set  forth. 

Given  under  my  hand  and  Notarial  Seal  at  Rock  Island  Illinois  this 
Twentieth  day  of  December  A.  D.  1872. 
[seal]  Chas.  M.  Osborn, 

Notary  Public. 
Filed  Dec.  21,  1872,  Edward  Rummel,  Secretary  of  State. 

TRUST  MORTGAGE,  June  15,  1868,  The  Rockford,  Rock  Island  and  St. 
Louis  Railroad  Company  to  Union   Trust   Company  of  New  York. 

********** 

This  Indenture,  made  on  this  fifteenth  day  of  June,  in  the  year  of  our 
Lord  one  thousand  eight  hundred  and  sixty-eight,  between  the  Rock- 
ford,  Rock  Island  and  St.  Louis  Rail-Road  Company,  a  corporation  or- 
ganized and  formed  by  and  under  the  laws  of  the  State  of  Illinois,  of 
the  first  part,  and  the  Union  Trust  Company  of  New-York,  a  corpora- 
tion duly  organized  by  and  under  the  laws  of  the  State  of  New-York, 
of  the  second  part,  Witnesseth : 

Whereas,  The  party  of  the  first  part  is  authorized  by  law  to  borrow  any 
sum  or  sums  of  money  which  may  be  necessary  for  the  construction, 
equipment  and  maintaining  of  its  rail-road,  and  to  mortgage  its  cor- 
porate property  and  franchises,  or  convey  the  same  by  deed  of  trust 
to  secure  the  payment  of  any  debt  contracted  by  the  said  party  of  the 
first  part: 

And  Whereas,  The  said  party  of  the  first  part  has,  by  a  resolution  of  its 
Board  of  Directors,  duly  authorized  its  President,  Treasurer  and  Secre- 
tary to  execute,  in  its  corporate  name,  and  to  issue  bonds  to  be  desig- 
nated as  first  mortgage  bonds,  to  be  secured  by  a  mortgage  or  deed  of 
trust  on  the  first  and  second  grand  divisions,  and  a  portion  of  the  third 
grand  division  of  its  rail-road,  in  such  form  and  for  such  amount  as 
the  said  President  and  Treasurer  may  deem  most  desirable  for  the  best 
interests  of  the  said  Company  of  the  first  part,  to  aid  in  securing  the 
necessary  means  to  build  the  said  divisions  of  rail-road,  and  also  to  en- 
able the  said  Company  to  secure  title  to  certain  coal  lands  along  the  line 
of  said  divisions  of  road,  and  to  properly  develop  and  work  the  same: 

And  Whereas,  The  said  resolution  authorized  the  said  President  and 
Treasurer  to   designate   the    Trustee   or   Trustees,   and  to   incorporate   in 


1152       CHICAGO,  BURLINGTON   &   QUINCY  RAILROAD  COMPANY 

such   deed  of  trust   such   terms,   conditions  and   rate   of  interest,  not  ex- 
ceeding ten  per  cent,  per  annum,  as  they  may  think  best: 

And  Whereas,  The  said  President  and  Treasurer  have  determined  to 
make  the  issue  of  bonds,  to  be  secured  by  a  deed  of  trust,  for  the  sum 
of  five  millions  of  dollars,  on  said  divisions  of  rail-road,  and  to  make 
said  bonds  payable  at  the  agency  of  the  said  Rail-Road  Company,  in 
the  City  of  New-York,  fifty  years  from  the  first  day  of  August,  in  the 
year  one  thousand  eight  hundred  and  sixty-eight,  bearing  interest  at 
the  rate  of  seven  per  centum  per  annum,  payable  semi-annually,  at 
the  agency  aforesaid,  and  also  to  make  both  the  principal  and  interest  of 
said  bonds  payable  in  United  states  gold  coin,  at  par,  in  the  City  of 
New- York,  free  from  any  government  tax,  or  in  British  sterling  money, 
in  the  City  of  London,  at  the  option  of  the  holder;  and  to  have  said 
bonds  duly  prepared  and  deposited  with  the  said  party  of  the  second 
part,  to  be  delivered  over  to  the  Treasurer  of  said  Kail-Road  Company, 
mi  the  older  of  its  President,  to  be  used  exclusively  in  the  construction 
and  equipment  of  said  rail-road,  and  to  the  purchase  and  working  of 
coal  lan>N  contiguous  or  convenient  thereto,  with  the  necessary  coal- 
road  branches,  which  said  bonds  are  all  for  one  thousand  dollars,  and 
are  in  the   form   following,  to  wit: 

$1,000,  UNITED  STATES  OF  AMERICA  £200. 

State  of  Illinois. 

Tin    Bockford,  Bock  Island  ami  si.  Louis  Bail-Road  Company  First  Mort- 
iitni,   Bond,  convertibh  and  payablt   in  Gold. 

A' //.or  ,;//  Men  by  these  Presents,  That  the  Roekford,  Hock  Island  and 
St.  Louis  Rail-Road  Company  hereby  acknowledges  itself  to  owe  the 
Union  Trusl  Company  of  New  York,  or  bearer,  the  sum  of  one  thousand 
dollars,  in  United  States  gold  coin,  at  par,  to  lie  paid  at  the  agency  of 
the  Company,  in  the  City  of  New-York,  or  the  sum  of  two  hundred 
pounds  sterling,  to  be  paid  at  an  agency  of  the  said  Rail-Road  Company, 
in  the  City  of  London,  England,  at  the  option  of  the  holder  hereof,  on 
the  first  day  of  August,  one  thousand  nine  hundred  aiol  eighteen,  with 
interest  on  the  said  principal  from  the  first  day  of  August,  1868,  at  the 
rate  of  seven  pei-  centum  per  annum,  in  gold  coin,  as  aforesaid,  free  from 
any  government  tax.  at  such  agency  in  the  City  of  New-York,  or  in  the 
City  of  London,  on  the  first  days  of  February  and  August  in  each  year, 
until  the  said  principal  shall  be  fully  paid,  on  the  presentation  of  the 
annexed  coupons  as  they  respectively  become  due.  This  bond  is  one  of  a 
series  of  five  thousand,  numbered  from  one  to  five  thousand,  inclusively, 
ami  each  for  one  thousand  dollars,  or  two  hundred  pounds  sterling,  as 
the  holder  may  elect,  amounting  in  the  aggregate  to  five  millions  of 
dollars,  or  to  one  million  pounds  sterling,  and  all  of  even  date  herewith, 
secured  by  a  deed  of  trust  to  the  Union  Trust  Company  of  New-York, 
bearing  the  same  date  as  this  bond,  and  conveying  to  the  said  trustee  all  the 
rail-road  of  this   Company,   situated  and  located  between  the   towns   of 


CORPORATE  HISTORY  1153 

Rockford  and  Rock  Island,  comprising  all  the  first  and  second  grand 
divisions  and  also  all  that  portion  of  the  third  grand  division,  situated 
and  located  between  the  second  grand  division  and  a  point  on  the  Mis- 
sissippi River,  opposite  to  the'  City  of  Burlington,  in  the  State  of  Iowa, 
and  all  coal  lands,  mines  and  branch  rail-roads  leading  to  such  mines, 
and  all  the  other  property,  rights  and  franchises  described  in  the  said 
deed  of  trust. 

It  is  hereby  expressly  agreed  by  the  said  Rail-Road  Company,  with  each 
and  every  holder  of  this  bond,  that  in  case  of  the  non-payment  of  any 
interest  coupon  hereto  attached,  if  such  default  shall  continue  for  six 
months  after  maturity  and  demand  of  payment,  or  in  case  of  the  non- 
payment of  any  installment  required  to  be  paid  into  the  sinking  fund, 
provided  for  by  the  said  deed  of  trust,  if  such  default  shall  continue 
for  six  months  after  such  installment  shall  have  become  payable,  then 
and  in  either  case  the  principal  of  this  bond  shall  become  due  in  the 
manner  provided  in  the  deed  of  trust;  and  the  said  Company  hereby 
expressly  waives  the  benefit  of  every  extension,  stay  or  appraisement 
law  which  has  been  or  may  hereinafter  be  enacted. 

Any  holder  of  this  bond  may  at  any  time  have  the  same  converted 
into  the  capital  stock  of  the  said  Company,  and  be  entitled  to  receive 
therefor  ten  shares  of  said  capital  stock  on  the  surrender  of  this  bond, 
with   all   the   unpaid   coupons    thereto   annexed. 

This  bond  shall  pass  by  delivery  or  by  transfer  on  the  books  of  the 
Company,  in  the  City  of  New-York,  after  a  registration  of  ownership 
certified  hereon  by  the  Transfer  Agent.  No  transfer,  except  upon  the 
books  of  the  Company,  shall  be  valid,  unless  the  last  transfer  be  to 
bearer,  which  shall  restore  transferability  by  delivery,  and  it  shall  con- 
tinue subject  to  successive  registration  and  transfers  to  bearer  as  afore- 
said, at  the  option  of  the  holder. 

This  bond  shall  not  become  obligatory  unless  the  certificate  endorsed 
hereon  is  signed  by  the  authorized  officer  of  the  said  Union  Trust  Com- 
pany. 

In  witness  whereiof,  the  said  party  of  the  first  part  has  caused  its  cor- 
porate seal  to  be  hereto  affixed,  and  these  presents  be  signed  by  its 
President     and     Treasurer,     and     countersigned     by     its     Secretary,     on 

this    day  of    A.   D.   1868. 

President. 

Treasurer. 

Countersigned 
Secretary. 

TRUSTEE'S  CERTIFICATE. 
The  Union  Trust  Company  of  New-York  hereby  certifies,  that  this  is 
one  of  a  series  of  five  thousand  bonds,  referred  to  in  the  within  men- 
tioned deed  of  trust. 

Union  Trust  Company  of  New-York, 

by Pres  't. 

Trustee. 


1154       CHICAGO.   BURLINGTON   &    QUIXCY   RAILROAD  COMPANY 

To  each  of  which  bonds  there  is  attached  one  hundred  interest  coupons, 
numbered,  respectively,  from  oue  to  one  hundred,  inclusively,  in  the 
following  form: 

$35.    The  Rockford,  Rock  Island  and  St.  Louis  Rail-Road  Company  £7. 

will  pay  the  bearer,  at  his  option,  thirty-five  dollars  in  coin,  at  its  agency 
in  the  City  of  New-York,  or  seven  pounds  sterling,  at  its  agency  in  Lon- 
don, on  February  1st,  1869,  interest  on  bond  Xo. 

,  Secretary. 

And  to  each  of  said  bonds  there  is  to  be  affixed  a  United  States  In- 
ternal Revenue  Stamp,  to  the  value  of  one  dollar  and   ten   rents. 

And  nli'  reus,  The  said  Board  of  Directors  passed  a  resolution  in  due  form, 
authorizing  the  President,  Treasurer  and  Secretary  of  the  said  Rail-Road 
•  fin). any  to  execute  in  its  corporate  name,  and  to  affix  thereto  its  cor- 
.  a  deed  of  trust,  to  the  said  Union  Trust  Company  of  New- 
York,  to  secure  the  payment  of  the  principal  and  interest  on  the  said 
bonds: 

Now,  then  fore,  this  Indenture  Witnesseth,  that  the  said  party  of  the  first 
part,   in   consideration   of   the   premises,   and   of  one  dollar,  the   receipt 

whereof   is   hereby   acknowledged,  and    in   order  to  secure   the    payment   of 

the  principal  and  interesl  of  the  said  bonds,  as  the  same  shall  become  due 
and  payable,  according  to  the  tenor  thereof,  and  of  the  coupons  thereto 
annexed,  has  granted,  bargained  and  sold,  and  by  these  presents  doth 
grant,  bargain,  Bell,  release,  convey  and  confirm  unto  the  said  party 
of  the  second  part,  and  to  its  successor  as  continuing  trustee,  all  that 
portion  of  the  line  of  said  rail  road  described  in  the  eighteenth  section 
of  the  act  incorporating  the  Bockford,  Hock  Island  and  St.  Louis  Rail- 
Road  Company,  approved  February  16,  1865,  as  firsl  and  second  grand 
divisions,  and  also  so  much  of  the  third  grand  division  as  extends  from 
the  second  division  to  a  point  on  or  near  the  .Mississippi  River,  opposite 
the  City  of  Burlington,  in  the  state  of  Iowa,  commencing  at  Bockford 
and  extending  thence  in  a  southwesterly  direction  to   Hock   Island,  and 

also    extending    from     said    second     division     at     a     point     mar    Cleveland, 

in  a  south,  rly  direction,  to  the  point  on  the  Mississippi  River  opposite 
to  said  City  of  Burlington,  and  including  all  branches  and  tracks  to  the 
coal  lands  owned  or  leased  by  the  said  party  of  the  first  part,  and  also 
including   all    the    rail-road.       _  E   way,   depot    grounds,    coal    lands  or 

other  lands,  all  depots,  station  houses,  engine  houses,  car  houses,  freight 
houses,  grain  houses,  grain  elevators,  wood  houses,  coal  houses,  or  other 
buildings,  and  all  car  shops  and  machine  shops;  also,  all  kinds  of  ma- 
chinery and  tools  now  held  or  hereafter  to  be  acquired  for  use  in  con- 
nection with  the  said  rail-road,  or  its  coal  lands  and  coal  mines,  including  all 
locomotives,  tenders,  cars  or  other  rolling  stock  and  equipment,  and  all 
implements,  fuel  and  materials  for  the  construction,  operating,  repairing 
or  replacing  the  said  rail-road  or  any  of  its  branches,  or  in  operating  and 
working  any  of  its  coal  mines  or  any  of  its  equipments  in  the  counties  of 


CORPORATE  HISTORY  1155 

Winnebago,  Ogle,  Lee,  Whiteside,  Henry,  Bock  Island,  Mercer  and  War- 
ren, through  which  said  rail-road  is  located,  in  the  State  of  Illinois; 
and  also  all  franchises  connected  with  or  relating  to  the  said  rail-road, 
and  which  are  now  held  or  may  hereafter  be  acquired  by  the  said  party 
of  the  first  part;  and  also  all  rights,  claims  and  benefits  in  and  to  all 
leases,  contracts  and  agreements  now  made,  or  which  may  hereafter 
be  made  with  any  parties  owning  any  coal  lands  or  mineral  lands,  or  with 
any  other  parties  for  any  other  property. 

Together  with  all  and  singular  the  tenements  and  appurtenances  thereuntc 
belonging,  and  the  reversions,  remainders,  tolls,  incomes,  rents,  issues 
and  profits  thereof;  and  also  all  the  estates,  rights,  titles  and  interests 
whatsoever,  as  well  at  law  as  in  equity,  of  the  said  party  of  the  first 
part,  of,  in  and  to  the  same.  To  have  and  to  hold  the  above  described 
premises  and  property  unto  the  said  party  of  the  second  part,  and  to 
its  successors  as  continuing  trustees: — In  trust  nevertheless,  for  the 
purposes  herein  expressed,  and  upon  the  following  conditions,  covenants 
and  agreements,  to  wit: 

Article  I. — Until  default  be  made  in  the  payment  of  the  principal  of 
the  said  bonds,  or  some  of  them,  or  until  default  shall  be  made  in  re- 
spect to  something  herein  required  to  be  done  by  the  party  of  the  first 
part,  the  said'party  of  the  first  part  shall  possess,  manage,  operate  and 
enjoy  the  said  rail-road,  coal  lands  and  coal  mines,  with  their  equipments, 
and  all  the  other  property  and  franchises  hereinbefore  described,  and  to 
take  and  use  the  earnings,  incomes,  profits,  rents,  tolls  and  issues  thereof, 
and  dispose  of  the  same  in  any  manner  not  inconsistent  with  this  in- 
strument. 

Article  II. — In  case  default  shall  be  made  in  the  payment  of  any  of  the 
interest  coupons  annexed  to  any  as  the  foregoing  bonds,  according  to  the 
tenor  thereof,  or  in  any  payment  required  to  be  made  in  the  sinking 
fund,  as  herein  provided,  and  if  such  default  shall  continue  for  a  period 
of  six  months,  it  shall  be  lawful  for  the  party  of  the  second  part, 
by  its  duly  authorized  officer,  agent  or  attorney,  to  enter  into  and  upon 
all  and  singular  the  premises  hereby  conveyed,  and  each  and  every  part 
thereof,  and  to  have,  hold  and  use  the  same,  under  such  superintendent, 
manager,  receiver  or  agents  as  the  party  of  the  second  part  may  select 
to  conduct  the  business  of  said  rail-road  and  coal  mines,  and  to  exercise 
the  franchises  pertaining  thereto,  and  to  make,  from  time  to  time,  all 
repairs,  replacements,  additions  and  improvements  thereto  as  may  seem 
judicious,  and  to  collect  all  earnings,  dues,  freights,  incomes,  rents,  tolls, 
issues  and  profits  of  the  same,  and  of  every  part  thereof;  and  after 
deducting  the  expenses  of  operating  the  said  railroad  and  coal  mines, 
and  of  conducting  the  business  thereof,  and  of  all  the  said  repairs, 
replacements,  additions  and  improvements,  and  of  all  taxes,  assessments 
or  liens  upon  the  said  premises,  or  any  part  thereof,  to  apply  the  money 
arising  as  aforesaid  to  the  payment  of  interest  coupons  in  the  order  in 
which  they  shall  have  become  due,  and  thereafter  to  the  payment  of  any 
installment  or  balance  due  and  payable  to  the  sinking  fund  herein 
established;   and  after  paying  all  such  past  due  coupons,  and  all  install- 


1156       CHICAGO,   BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

ments  or  balances  due  to  the  sinking  fund,  to  apply  the  same  to  the 
satisfaction  of  the  principal  of  the  aforesaid  bonds  which  may  be  at 
that  time  unpaid,  ratably    and   without    discrimination   of  preference. 

Article  III. — In  case  default  shall  be  made  as  aforesaid,  and  shall  con- 
tinue as  aforesaid,  it  shall  likewise  be  lawful  for  the  party  of  the 
second  part,  after  entry  as  aforesaid,  or  without  entry,  to  sell  and 
dispose  of  the  premises  hereby  conveyed,  at  Public  Auction,  in  the  City 
of  New  York,  or  at  such  place  as  the  said  party  of  the  second  part  may 
designate,  having  first  given  indict'  of  the  place  and  the  time  of  such 
sale  by  advertisement,  published  not  less  than  once  a  week  for  six  months 
in  one  or  more  newspapers  published  in  the  City  of  New  York  and  in 
Sterling,  Illinois,  and  to  adjourn  the  said  sale  from  time  to  time  by 
announcement  at  the  time  ami  place  advertised,  without  other  notice, 
and  to  make  and  deliver  to  the  purchaser  or  purchasers  thereof  good 
ami  SUfficienl  deed  Or  deeds  in  fee  simple;  which  sale,  made  as  afore- 
said, shall  be  a  perpetual  Hen,  both  in  law  and  in  equity,  against  the 
party  of  the  firsl  part  and  all  other  persons  lawfully  claiming  the  same, 
or  any  part  thereof,  through  or  from  the  said  party;  and  after  deducting 
from  the  proceeds  of  such  sales  just  allowance  for  all  expenses  thereof, 
including  reasonable  attorney's  fees,  and  any  other  necessary  expenses 
incurred  by  the  said  trustee  in  managing  tin-  business  of  said  railroad 
while    in    possession,    and     in    arranging    the    sale    thereof,    to    apply    the 

proceeds  to  the  payment  of  the  principal  of  such  of  the  aforesaid  bonds 

as  may  be  at  that  time  unpaid,  whether  or  not  the  same  shall  have 
previously  become  due,  and  of  the  interest  which  shall  at  that  time 
have  accrued  on  the  said  principal  and  be  unpaid,  without  discrimination 
or    preference,    but    ratably,   to   the   aggregate   amount    of    such    unpaid 

principal    and    such    accrued    and     unpaid     interest,    in    the    United    States 

gold    coin,   at    par;    and    if,    after  satisfaction    thereof    as    aforesaid,   a 

surplus  of  the  said  proceeds  shall  remain,  to  pay  the  same  over  to  the 
party   of  the   first    part. 

Article  IV. — At  any  sale  of  the  aforesid  property,  or  any  part  thereof, 

whether   made    under   the    power    herein    granted   or    by   judicial    authority, 

the  party  of  the  second  part  may  bid  for  and  purchase  the  property  so 
sold,  or  any  part  thereof,  in  behalf  of  the  holders  Of  the  bonds  secured 
by  this  instrument  and  then  outstanding,  in  proportion  to  the  respective 
interests  of  such  bondholders. 

Article  V. — In  case  default  shall  lie  made  in  the  payment  of  any  half 
year's  interest  on  any  of  the  aforesaid  bonds,  according- to  the  tenor 
of  the  coupons  annexed  thereto,  and  if  such  default  shall  continue  for 
the  period  of  six  months  after  such  coupons  shall  have   become  due  and 

payment  thereof  shall  have  I n  demanded,  then  the  principal  of  all  the 

bonds  secured  hereby,  if  a   majority   in    interest  of  all  the  holders  of  the 

said    1 ds  direct   in   writing,  before  the  interest   so  in  arrears  has  been 

paid,  shall  be  declared  by  the  said  party  of  the  second  part  to  be 
immediately  due  and  payable,  and  thereupon  the  same  shall  become 
due  and  payable,  anything  contained  in  the  said  bond  or  herein,  to  the 
contrary  notwithstanding. 


CORPORATE  HISTORY  1157 

Article  VX — At  the  end  of  every  six  months,  the  first  such  period  com- 
mencing on  the  first  day  of  August,  1875,  the  sum  of  six  thousand  dollars 
shall  be  reserved  by  the  said  party  of  the  first  part,  and  within  sixty 
days  thereafter  be  paid  over  to  the  trustee  as  a  sinking  fund  for  the 
redemption  of  the  bonds  secured  by  these  presents.  The  trustee  shall 
at  once  deposit  the  said  surplus  so  paid  over  to  him,  in  the  United 
States  Trust  Company  of  the  City  of  New  York,  or  in  some  other 
depository  in  the  said  city,  deemed  by  him  to  be  safe;  and  the  said 
moneys,  together  with  all  accumulations  of  interest  thereon,  which  may 
actually  come  within  the  disposal  of  the  said  trustee,  shall  be  invested 
by  the  said  trustee  in  the  purchase  of  the  bonds  secured  by  these 
presents,  provided  the  same  can  be  obtained  at  a  rate  not  exceeding  ten 
per  cent,  above  the  par  of  the  said  bonds,  with  the  interest  accrued 
thereon;  and  the  bonds  so  purchased  shall  be  deposited  with  the  said 
Trust  Company  or  other  depository  deemed  by  the  trustee  to  be  safe  as 
aforesaid,  and  be  immediately  registered,  stamped  or  endorsed  as  be- 
longing to  the  said  sinking  fund,  but  shall  remain  in  force,  and  the 
interest  thereon  shall  continue  to  be  paid  by  the  said  party  of  the  first 
part,  and  the  amount  of  such  interest  shall  be  added  and  applied  as  a 
part  of  the  capital  sinking  fund  hereby  established,  and  be  invested  in 
the  purchase  of  other  bonds  in  the  same  manner  as  the  semi-annual  pay- 
ments of  six  thousand  dollars  hereinabove  provided  for: 

And  preparatory  to  such  purchase  of  bonds,  the  said  trustee  shall  give 
ten  days'  notice  thereof,  in  one  or  more  of  the  daily  newspapers  pub- 
lished in  the  City  of  New-York,  and  shall  make  the  said  purchase  at 
the  lowest  price  or  prices  at  which  the  bonds  may  be  offered,  pursuant 
to  such  notice,  or  at  such  lower  price  as  he  may  be  able  to  obtain  the 
same,  but  not  in  any  case  exceeding  the  rate  of  ten  per  cent,  above  the 
par  and  interest  of  the  said  bonds;  and  in  case  the  said  bonds  cannot 
be  purchased  at  such  rate  within  three  months  after  the  expiration  of 
the  notice  aforesaid,  then  the  said  money  shall  be  invested  in  such 
manner  as  the  trustee  may  deem  proper:  Provided,  nevertheless,  that 
it  shall  be  at  all  times  competent  for  the  party  of  the  first  part, 
and  the  holders  of  the  bonds  secured  hereby,  acting  by  a 
majority  in  interest,  to  enter  into  any  new  agreement  which  they  may 
deem  necessary  or  proper  for  the  modification  of  the  sinking  fund  hereby 
established,  or  the  regulation  of  investments  under  the  same. 

Article  VII. — The  said  party  of  the  first  part  shall  from  time  to  time, 
and  as  often  as  thereunto  requested  by  the  trustee,  execute,  acknowledge, 
and  deliver  all  such  further  deeds  and  conveyances  in  the  law,  for  the 
better  assuring  unto  the  trustee,  the  rail-road,  coal  lands  and  equipments, 
rights  and  equities  hereinbefore  mentioned,  or  intended  so  to  be,  and  all 
other  property  and  things  whatsoever  which  may  be  hereafter  required 
for  use,  in  connection  with  the  same,  or  any  part  thereof,  in  said  counties, 
and  all  franchises  now  held  or  hereafter  to  be  acquired,  including  the 
franchise  to  be  a  corporation. 

Article  YIII. — The  trustee  shall  have  full  power,  in  its  discretion,  upon 
the  written  request  of  the  party  of  the  first  part,  to  convey,  by  way  of 


1158       CHICAGO,  BURLINGTON   &   QUINCY  RAILROAD  COMPANY 

release  or  otherwise,  to  the  persons  designated  by  the  said  Company, 
any  lands  acquired  or  held  for  the  purposes  of  stations,  depots,  shops  or 
other  buildings;  and  shall  also  have  power  to  convey  as  aforesaid,  on 
like  request,  any  lands  or  property  which,  in  the  judgment  of  the 
trustee,  shall  not  be  necessary  for  use  in  connection  with  the  said  rail- 
road, or  which  may  have  been  held  for  a  supply  of  fuel,  gravel  or  other 
material,  and  also,  to  convey  as  aforesaid,  on  like  request,  any  lands  not 
occupied  by  the  track,  which  may  become  disused  by  reason  of  a  change 
of  the  location  of  any  station  house,  depot,  shop  or  other  building  con- 
nected with  the  said  rail-road,  ami  such  lands  occupied  by  the  track  and 
adjacent  to  such  station  house,  depot,  shop  or  other  buildings  as  the  said 
Company  may  deem  it  expedient  to  disuse  or  abandon  by  reason  of  such 
change,  and  to  consent  to  any  such  change,  and  to  such  other  changes  in 
the  location  of  the  track,  or  depot,  or  other  buildings,  as  in  their  judg- 
ment shall  have  become  expedient;  and  to  make  and  deliver  the  convey- 
ances necessary  to  carry  the  same  into  effect;  but  any  lands  which 
may  be  acquired  for  permanent  use,  in  substitution  for  any  so  released, 
shall  be  conveyed  to  the  trustee,  upon  the  trusts  of  these  presents;  and 
the  trustee  shall  also  have  full  power  to  allow  the  said  Company  from 
time  to  time  to  dispose  of,  according  to  their  discretion,  such  portions 
of  the  equipments,  machinery  and  implements  at  any  time  held  or  ac- 
quired for  the  use  of  the  said  rail  road,  as  may  have  become  unfit  for 
such  use,  replacing  the  same  by  new,  which  Shall  be  conveyed  to  the 
trustee,  or  be  otherwise  made  subject  to  the  operations  of  these  presents. 

ARTICLE  IX.  The  said  party  of  the  first  part  shall  at  all  times  hereafter 
keep  at  its  office  or  agency  in  the  City  id'  New  York,  transfer  books  for 
the  transfer  of  the  bonds  aforesaid,  and  of  the  stock  of  the  said  Com- 
pany. 

Akticle  X. — It  is  hereby  declared  and  agreed,  that  it  shall  be  the  duty 
of  the  trustee  to  exercise  the  power  of  entry  hereby  granted,  or  the 
power  of  sale  hereby  granted,  or  both,  or  to  take  appropriate  proceed- 
ings in  equity  or  at  law  to  enforce  the  rights  of  the  bondholders  under 
these  presents,  in  writing,  as  hereinafter  specified. 

1.  If  the  default  be  as  to  interest  or  principal  of  any  bonds,  such 
requisition  upon  the  said  trustee  shall  be  by  holders  of  not  less  than 
two  million  dollars  in  the  aggregate  amount  of  the  said  bonds;  and  upon 
such  requisition,  and  a  proper  indemnification  by  the  persons  making 
the  same  to  the  trustee,  against  the  costs  and  expenses  to  be  by  them 
incurred,  it  shall  be  the  duty  of  the  trustee  to  enforce  the  rights  of  the 
bondholders  under  these  presents,  by  entry,  sale  or  legal  proceedings, 
as  they,  being  advised  by  counsel  learned  in  the  law,  shall  deem  most 
expedient  for  the  interest  of  all  the  holders  of  the  said  bonds. 

'2.  If  the  default  be  in  respect  to  any  payment  into  the  sinking  fund 
herein  established  by  article  sixth  of  these  presents,  or  be  in  the  omis- 
sion of  any  act  or  thing  required  by  article  seventh  of  these  presents 
for  the  further  assuring  of  the  title  of  the  trustee  to  any  property  or 
franchise  now  possessed  or  hereafter  acquired,  or  with  any  other  pro- 
vision herein  contained,  to  be  performed  or  kept  by  the  said  Company, 


CORPORATE  HISTORY  1159 

then,  and  in  either  of  such  cases,  the  requisition  shall  be  as  aforesaid; 
but  it  shall  be  within  the  discretion  of  the  trustee  to  enforce  or  waive 
the  rights  of  the  bondholders  by  reason  of  such  default,  subject  to  the 
power  hereby  declared  of  a  majority  in  interest  of  the  holders  of  said 
bonds,  by  requisition,  in  writing,  or  by  a  vote  at  a  meeting  duly  held, 
to  instruct  the  said  trustee  to  waive  such  default,  or  upon  adequate  in- 
demnity as  aforesaid  to  enforce  their  rights  by  reason  thereof:  Provided, 
that  no  action  of  the  said  trustee,  or  bondholders,  or  both,  in  waiving 
such  default,  or  otherwise,  shall  extend  to  or  be  taken  to  affect  any 
subsequent  default,   or  to  impair  the  rights  re-resulting  therefrom. 

Article  XI. — It  is  mutually  agreed  by  and  between  the  parties  hereto, 
that  the  word  trustee,  as  used  in  these  presents,  shall  be  construed  to 
mean  the  trustee  for  the  time  being  and  whenever  any  vacancy  may  be 
created  a  majority  of  the  bondholders  interested  shall  have  the  right  to 
appoint  a  successor  or  continuing  trustee,  and  the  acceptance  of  such 
appointment,  in  writing,  shall  immediately  and  by  force  of  such  written 
appointment  and  acceptance,  vest  in  said  new  trustee,  as  fully  and  com- 
pletely in  all  respects  as  if  he  had  been  herein  named  as  the  party  of  the 
second  part. 

Article  XII. — The  party  of  the  first  part,  in  consideration  of  the  premises 
and  of  one  dollar  duly  paid,  further  covenants  and  agrees  to  and  with 
the  party  of  the  second  part,  to  keep  open  an  office  or  agency  in  the 
City  of  New-York  for  the  payment  of  the  principal  and  interest  of  the 
bonds  hereby  secured  as  the  same  shall  become  payable,  and  for  the 
transfer  and  voting  registration  of  such  bonds. 

Article  XIII.— The  party  of  the  first  part  further  covenants  and  agrees, 
that  the  proceeds  of  the  said  bonds  shall  at  all  times  be  faithfully  applied 
to  the  uses  and  purposes  herein  specified,  and  to  no  other  use  or  purpose  what- 
soever. 

Article  XIV. — And  the  said  party  of  the  first  part,  in  consideration  of 
the  premises,  hereby  covenants  and  agrees,  to  and  with  the  party  of 
the  second  part,  that  it,  the  said  party  of  the  first  part,  shall  and  will, 
at  all  times  hereafter,  observe  perform  and  keep  all  and  every  the  con- 
ditions, covenants  and  provisions  herein  contained,  to  be  by  the  said 
party  of  the  first  part  performed  and  kept. 

Article  XV.— If  the  party  of  the  first  part  shall  well  and  truly  pay  the 
sums  of  money  herein  required  to  be  paid  by  the  said  party,  and  all 
interest  thereon,  at  the  times  and  in  the  manner  herein  specified,  and 
shall  well  and  truly  keep  and  perform  all  the  things  herein  required  to 
be  kept  and  performed  by  the  said  party,  according  to  the  true  intent 
and  meaning  of  these  presents,  then  and  in  that  case,  the  estate,  right, 
title  and  interest  of  the  said  parties  of  the  second  part,  and  of  their  suc- 
cessors in  the  trust  hereby  created,  shall  cease,  determine  and  become 
void;  otherwise  the  same  shall  be  and  remain  in  full  force  and  virtue. 

In  testimony  whereof,  the  party  of  the  first  part  has  caused  its  cor- 
porate seal  to  be  hereto  affixed,  and  these  presents  to  be  attested  by 
the  signatures  of  its  President,  Treasurer  and  Secretary;  and  the  party 
of  the  second  part  has  caused  its   corporate   seal   to   be   hereto   affixed, 


1160       CHICAGO.   BURLINGTON   &    QTJINCY   RAILROAD   COMPANY 

and  the  same  to  be  attested  by  its  President,  to  testify  to  its  acceptance 
Of  the  said   trust,   on   the   day  and  year   first   above   written. 

Rockford,  Rock  Island  and  St.  Louis  Rail-Road  Company, 

By  Geo.  Greene,  President. 
[seal]  H.  H.  Boody,  Treasurer. 

B.  C.  Coblentz,  Secretary. 

Union  Trust  Company  of  New  York, 
[seal]  By  J.  II.  Frothixgiiam,  President. 


,1 


State  of  New  York, 

i.  gg 

City  and  County  of  New  York 

Be  it  remembered,  that  on  this  fifteenth  day  of  June,  A.  D.  1868,  before 
me,  Charles  Nettleton,  a  Notary  Public,  in  and  for  the  State  of  New- 
York,  duly  appointed  and  commissioned  under  and  by  virtue  of  the  laws 
of  said  State  of  New  Fork,  duly  sworn,  and  dwelling  in  said  City  of 
New  York,  personally  appeared  George  Greene,  the  President  of  the 
"Rockford,  Bock  Island  and  St.  Louis  Rail  Road  Company,"  II.  II. 
Boody,  the  Treasurer  of  the  same  Company,  and  B.  C.  Coblentz,  the 
Secretarj    of  the   same   Company,  to   me   personally   known   to  be  such, 

and    'hey    being    by    me    duly    sworn,    did    depose    and    say    that    he,    said 

George  Greene,  resided  at  Cedar   Rapids,  in  the  state  of  Iowa;  and  he, 

Said    II.    II.    Boody,    resided    in    Brooklyn,    in    the    State    of    New    York;    and 

that  he,  said  B.  C.  Coblentz,  resided  in  Sterling,  in  the  State  of  Illinois; 
that  he,  said  George  Gn  eae,  was  the  President,  and  he,  said  II.  II.  Boody, 
was  the  Treasurer,  and  he  said  B.  C.  Coblentz,  was  the  Secretary  of  the 
said  Rockford,  Rock  Island  and  St.  Louis  Rail  Road  Company;  that  they 
know  the  corporate  seal  of  the  said  Company;  that  the  seal  affixed  to  the 
foregoing  instrument,   purporting  to    be  the   seal   of  said   Company,  was 

SUCh  coi]. orate  seal;  that  it  was  so  affixed  by  older  of  the  Hoard  of  Di- 
rectors of  said  Company  and  that  they  severally  signed  their  names 
thereto    by   the    like   older   as    President,   Treasurer   and    Secretary    of   said 

Company;  and  the  said  G ge  Greene,  II.   II.  Boody  and  B.  C.  Coblentz 

also  severally  acknowledged  to  me  that  they  had  executed  the  said  in- 
strument freely  and  voluntarily,  and  as  the  ael  and  <\<'v<l  of  the  said  The 
Rockford,  Hock  Island  and  St.  Louis  Rail- Road  Company,  and  for  the 
Uses  and  purposes  therein  mentioned.  And  on  the  same  day,  also  person- 
ally appeared  before  me,  .J.  II.  Frothingham,  the  President  of  the  Union 
Trust  Company  of  New  York,  to  me  personally  known  to  lie  such,  and  he 
being  by  me  duly  sworn,  did  depose  and  say,  that  he  resided  in  Brooklyn, 
in  the  State  of  New  York;  that  he  was  the  President  of  the  said  Union 
Trust  Company  of  New  York;  that  he  knows  the  corporate  seal  of  the 
said  Company;  that  the  seal  affixed  to  the  foregoing  instrument,  pur- 
porting to  lie  the  seal  of  the  said  Company  last  above  named,  was  such 
corporate  Beal;  that  it  was  so  affixed  by  order  of  the  Board  of  Directors 
of  said  Company,  and  that  he  signed  his  name  thereto  by  the  like  order, 
as  the  President  of  said  Company;  and  the  said  J.  H.  Frothingham 
also  acknowledged  to  me  that  he  had  executed  the  said  instrument  freely 


CORPORATE  HISTORY  1161 

and  voluntarily,  and  as  the  act  and  deed  of  the  said  The  Union  Trust 
Company,  and  for  the  uses  and  purposes  therein  mentioned. 

In  witness  whereof,  I  have  hereunto  set  my  hand  and  affixed  my  notarial 
seal,  this  loth  day  of  June,  A.  D.  1868. 
[seal]  Charles  Nettleton, 

Notary  Public  in  and  for  the  City  and 
County  of  New-York,  State  of  New-York. 

TRUST  MORTGAGE,  October  23,  1868,  The  Rockford,  Rock  Island  and 
St.  Louis  Railroad  Company  to  Union  Trust  Company  of  New  York. 


This  Indenture,  made  on  this  23d  day  of  October  in  the  year  of  our  Lord 
one  thousand  eight  hundred  and  sixty-eight,  between  the  Rockford, 
Rock  Island  and  St.  Louis  Rail-Road  Company,  a  corporation  organized 
and  formed  by  and  under  the  laws  of  the  State  of  Illinois,  of  the  first 
part,  and  the  Union  Trust  Company  of  New-York,  a  corporation  duly 
organized  by  and  under  the  laws  of  the  State  of  New-York,  of  the  second 
part,  witnesseth: 

Whereas,  The  party  of  the  first  part  is  authorized  by  law  to  borrow  any 
sum  or  sums  of  money  which  may  be  necessary  for  the  construction, 
equipment  and  maintaining  of  its  rail-road,  and  to  mortgage  its  corporate 
property  and  franchises,  or  convey  the  same  by  deed  of  trust  to  secure 
the  payment  of  any  debt  contracted  by  the  said  party  of  the  first  part: 

And  whereas,  The  said  party  of  the  first  part,  by  a  resolution  of  its  Board 
of  Directors,  adopted  June  15,  1868,  duly  authorized  its  President,  Treas- 
urer and  Secretary  to  execute,  in  its  corporate  name,  and  to  issue  bonds 
to  be  designated  as  first  mortgage  bonds,  to  be  secured  by  a  mortgage  or 
deed  of  trust  on  the  first  and  second  grand  divisions  and  a  portion  of 
the  third  grand  division  of  its  rail-road,  in  such  form  and  for  such  amount 
as  the  said  President  and  Treasurer  may  deem  most  desirable,  for  the 
best  interest  of  the  said  Company  of  the  first  part,  to  aid  in  securing 
the  necessary  means  to  build  the  said  divisions  of  rail-road,  and  also 
to  enable  the  said  Company  to  secure  title  to  certain  coal  lands  along 
the  line  of  said  divisions  of  road,  and  to  properly  develop  and  work 
the  same: 

And  whereas,  The  said  resolution  authorized  the  said  President  and  Treas- 
urer to  designate  the  Trustee  or  Trustees,  and  to  incorporate  in  such 
deed  of  trust  such  terms,  conditions  and  rate  of  interest,  not  exceeding 
ten  per  cent,  per  annum,  as  they  may  think  best: 

And  whereas,  The  said  President  and  Treasurer  have  determined  to  make 
the  issue  of  bonds,  to  be  secured  by  a  deed  of  trust,  for  the  sum  of  five 
millions  of  dollars,  on  said  divisions  of  rail-road,  and  to  make  said 
bonds  payable  at  the  Agency  of  the  said  Rail-Road  Company,  in  the 
City  of  New-York,  fifty  years  from  the  first  day  of  August,  in  the  year 
one  thousand  eight  hundred  and  sixty-eight,  bearing  interest  at  the 
rate  of  seven  per  centum  per  annum,  payable  semi-annually,  at  the 
agency  aforesaid,  and  also  to  make  both  the  principal  and  interest  of 


1162       CHICAGO,   BURLINGTON   &   QI'IXCY   RAILROAD  COMPANY 

said  bonds  payable  in  United  states  gold  coin,  at  par,  in  the  City  of 
New-York,  free  from  any  government  tax,  or  in  British  sterling  money, 
in  the  City  of  London,  at  the  option  of  the  holder;  and  to  have  said 
bonds  duly  prepared  and  deposited  with  the  said  party  of  the  second 
part,  to  lie  delivered  over  to  the  Treasurer  of  said  rail-road  Company, 
on  the  order  of  its  President,  to  lie  used  exclusively  in  the  construct  ion 
and  equipment  of  said  rail-road,  and  to  the  purchase  and  working  of  coal 
lands  contiguous  or  convenient  thereto,  with  the  necessary  coal-road 
branches,  wlii.  h  said  bonds  are  all  for  one  thousand  dollars,  and  are 
in  the  form  following,  to  wit: 

$1,000.  UNITED  STATES  OF  AMERICA.  £200. 

State  of  Illinois. 

Tin  Rockford,  Roe)  Island  and  St.  Louis  Rail-Road  Company  First  A£ort- 
(iinn  Bond,  convertiblt  and  payabh  in  gold. 
Know  aU  Men  by  thest  Presents,  That  the  Rockford,  Rock  Island  and 
St.  Louis  Rail-Road  Company  hereby  acknowledges  itself  to  owe  the 
Union  Trust  Company  of  New  York,  or  bearer,  the  sum  of  one  thousand 
dollars,  in  United  states  gold  coin,  at  par,  to  lie  paid  at  the  agency  of 

the  Company,  in  the  City  of  New- York,  or  the  sum  of  two  hundred 
pounds  sterling,  to  be  paid  ad  an  agency  of  the  said  rail  road  Company  in 
the  city  of  London,  England,  at  the  option  of  the  holder  hereof,  on  the 

first    day    of    August,    one    thousand    nine    hundred    and    eighteen,    with    in- 
terest   on    the    paid    principal    from    the    first    day    of    August,    l.HtiS,   at    the 
ii   pel-  centum   per  annum,  in  gold  coin  as  aforesaid,  free  from 
any   government    tax,    at    such   agency     in     the    City     of     New     York,     or     in 

the  City  of  London,  on  the  first  days  of  February  and  August  in  each 
year,  until  the  said  principal  shall  lie  fully  paid,  on  the  presentation  of 
the   annexed   coupons  as   they    respectively    become   due.     This   bond    is 

of  a  scries  of  five  thousand,  numbered  from  one  to  five  thousand, 
inclusively,  and  each  for  one  thousand  dollars,  or  two  hundred  pounds 
sterling,  as  the  holder  may  elect,  amounting  in  the  aggregate  to  five  mil- 
lions of  dollars,  or  to  one  million  pounds  sterling,  and  all  of  even  date 
herewith,  secured  by  a  deed  of  trust  to  the  I'nion  Trust  Company  of  New- 
York,  bearing  the  same  date  as  this  bond,  and  conveying  to  the  said 
Trustee  all  the  rail-road  of  this  Company,  situated  and  located  between 
the  towns  of  Rockford  ami  Rock  Island,  comprising  all  of  the  first  and 
second  grand  divisions,  and  also  all  that  portion  of  the  third  grand 
division,  situated  and  located  between  the  second  grand  division  and 
a  point  on  the  Mississippi  River,  opposite  to  the  City  of  Burlington,  in 
the  State  of  Iowa,  and  all  coal  lands,  mines  and  branch  rail-roads  leading 
to  such  mines,  and  all  the  other  property,  rights  and  franchises  described 
in  the  said  deed  of  trust. 

It  is  lureby  expressly  agreed  by  the  said  rail-road  Company,  with  each 
and  eveiy  holdei  of  this  bond,  that  in  case  of  the  non-payment  of  any 
interest-coupon  hereto  attached,  if  such  default  shall  continue  for  six 
months  after  maturity  and  demand  of  payment,  or  in  case  of  the  non- 
payment  of   any   instalment   required    to    be   paid   into   the   sinking   fund, 


CORPORATE  HISTORY  1163 

provided  for  by  the  said  deed  of  trust,  if  such  default  shall  continue 
for  six  months  after  such  instalment  shall  have  become  payable,  then 
and  in  either  case  the  principal  of  this  bond  shall  become  due  in  the 
manner  provided  in  the  deed  of  trust;  and  the  said  Company  hereby 
expressly  waives  the  benefit  of  every  extension,  stay  or  appraisement 
law  which  has  been  or  may  hereafter  be  enacted. 

Any  holder  of  this  bond  may  at  any  time  have  the»  same  converted  into 
capital  stock  of  the  said  Company,  and  be  entitled  to  receive  therefor 
ten  shares  of  said  capital  stock  on  the  surrender  of  this  bond,  with  all 
the  unpaid  coupons  thereto  annexed. 

This  bond  shall  pass  by  delivery  or  by  transfer  on  the  books  of  the 
Company,  in  the  City  of  New-York,  after  a  registration  of  ownership 
certified  hereon  by  the  Transfer  Agent.  No  transfer,  except  upon  the 
books  of  the  Company,  shall  be  valid,  unless  the  last  transfer  be  to 
bearer,  which  shall  restore  transferability  by  delivery,  and  it  shall  con- 
tinue subject  to  successive  registrations  and  transfers  to  bearer  as  afore- 
said, at  the  option  of  the  holder. 

This  bond  shall  not  become  obligatory  unless  the  certificate  endorsed 
hereon  is  signed  by  the  authorized  officer  of  the  said  Union  Trust  Com- 
pany. 

In  witness  whereof,  the  said  party  of  the  first  part  has  caused  its 
corporate  seal  to  be  hereto  affixed,  and  these  presents  to  be  signed  by  its 
President    and    Treasurer,    and   countersigned   by   its    Secretary,    on    this 

day  of A.  D.  1868. 

President. 

Treasurer. 

Countersigned, 

Secretary. 

TRUSTEE'S  CERTIFICATE 
The  Union  Trust  Company  of  New-York  hereby  certifies,  that  this  is  one 
of  a  series  of  five  thousand  bonds  referred  to  in  the  within  mentioned  deed 
of  trust. 

Union  Trust  Company  of  New  York, 

By Trustee. 

To  each  of  which  bonds  there  is  attached  one  hundred  interest  cou- 
pons, numbered,  respectively,  from  one  to  one  hundred,  inclusively,  in 
the   following   form: 

$35.  The  Rockford,  Rock  Island  and  St.  Louis  Rail-Road  Company  £7. 
will  pay  the  bearer,  at  his  option,  thirty-five  dollars  in  coin,  at  its  agency 
in  the  City  of  New-York,  or  seven  pounds  sterling,  at  its  agency  in 
London,  on  February  1st,  1869,  interest  on  bond  No. 

B.  C.  Coblentz,  Secretary 

And  whereas,  at  a  meeting  of  the  Board  of  Directors  of  the  said  rail- 
road Company,  commenced  on  the  19th  day  of  October,  A.  D.  1868,  a 
resolution   was  unanimously  adopted,  in  the  words  following,  to  wit: 

Resolved,  That  the  President,  Treasurer  and  Secretary  be,  and  they  are 
hereby  authorized,  empowered  and  directed  to  execute,  in  due  form,  four 


1164      CHICAGO,  BURLINGTON   &   QTJLNCY  RAILROAD  COMPANY 

thousand    additional    bonds    of   one   thousand    dollars    each,   of   like    form, 
t»iior   and   effect    as   the   first   series   of   five   thousand    bonds,   to   aid   in 
securing  the  construction  and  equipment  of  the  third  grand  division  of 
this  Company'8  rail-road,  from  a   point  at  or  near  East  Burlington,  not 
further    east    than    Monmouth,   in   a    southerly    direction,   to   a   point    op- 
posite  the  City  of  -St.  Louis;  and  to  execute  a  mortgage  or  deed  of  trust 
to    the    Onion    Trust    Company   of   New   York   on    all   of   this   Company's 
road-bed  and  property  from   Rockford  to  St.  Louis,  to  secure  all  of  the 
bonds  issued  by  this  Company,  including  the  first  series  numbered  from 
to    five    thousand,    together    with    the    four    thousand,    bonds    hereby 
authorial  d    to    be   numbered    from   five   thousand   and   one   to   nine   thou- 
sand, inclusively,  and  to  affix  thereto  the  corporate  Beal  of  this  Company. 
.1'  1   ■>'<•■   ••'>.  The  second  series  of  bonds  authorized  by  said  resolution 
in   the   I       _       g  form,  excepting  tiny  are  described  as  "one  of  a 
i    thousand,  numbered   from   five  thousand  "and   one  to   nine 
thousand,    inclusively, ' '   and    describing   the   rail-road    of   this   Company 
ford   to  a   point   opposite  the  City  of  St.  Louis, 
comprising  all  of  the  firs!  I  and  third  grand  divisions,  and  branches 

id   rail-road  in  tin'  state  of  Illinois. 

And  to  each  of  said  bonds  there  is  to  be  affixed  a   United  States  Internal 
Rl     •  i  ue   Btamp,   to  the   value  of  one  dollar  and   ten   cents. 

Now,  I  this  1  '        witnesseth,  that  the  said  party  of  the  first 

part,  in  consideration  of  the  premises,  and  of  one  dollar,  the  receipt 
whereof  is  hereby  acnowledged,  and  in  order  to  secure  the  payment  of 

the    principal    and    i'  I     the    -aid     bonds,    as    the    same    shall    become 

due  and  payable,  according  to  the  tenor  thereof,  and  of  the  coupons 
thereto   annexed,    has  ined   and   sold,   ami    by   these   presents 

doth  grant,  bargain  and  -ell.  release,  convey  and  confirm  unto  the  said 
party  of  the  BeCOnd  part,  and  to  its  SUCCe880r  as  continuing  trustee,  all 
that  portion  of  the  line  of  -aid  rail  road  described  in  the  eighteenth 
section  of  the  act  incorporating  the  Rockford,  Rock  Island  and  st. 
Louis  Rail-Road  Company,  approved  February  16,  1865,  as  first,  second 
and    third     grand     divisi  mmencing    at     Rockford     and     extending 

ce,  ni  a  southerly  direction,  to  the  point  on  the  Mississippi  River 
opposite  >,,  ^;,j,|  City  of  8t.  Louis,  and  including  all  branches  and  tracks 
to  the  coal  lands  owned  or  leased  by  the  said  party  of  the  first  part, 
and  also  including  all  the  rail-road  rights  of  way,  depot  grounds,  coal 
lands  or  other  lands,  all  depots,  station  houses,  engine  houses,  car  houses, 
freight  houses,  grain  houses,  grain  elevators,  wood  houses,  coal  houses,  or 
other  buildings,  and  all  car  shops  and  machine  shops,  also  all  kinds  of 
machinery  and  tools  now  held  or  hereafter  to  be  acquired  for  use  in 
■ection  with  the  said  rail-road,  or  its  coal  lands  and  coal  mines, 
including  all  loeomotha  s.  tenders,  cars  or  other  rolling  stock  and  equip- 
ment, and  all  implements,  fuel  and  materials  for  the  construction, 
rating,  repairing  or  replacing  the  said  rail-road,  or  any  of  its  branches, 
or  in  operating  and  working  any  of  its  coal  mines  or  any  of  its  equip- 
ments in  the  counties  of  Winnebago,  Ogle,  Lee,  Whiteside,  Henry,  Rock 
Island,  Mercer,  Warren,  Henderson,  Macdonough,  Schuyler,  Cass,  Mor- 
gan, Scoft,  Greene,  Macoupin,  Madison  and  St.  Clair,  through  which  said 


CORPORATE  HISTORY  1165 

rail-road  is  located,  in  the  State  of  Illinois;  and  also  all  franchises  con- 
nected with  or  relating  to  the  said  rail-road,  and  which  are  now  held 
or  may  hereafter  be  acquired  by  the  said  party  of  the  first  part;  and 
also  all  rights,  claims  and  benefits  in  and  to  all  leases,  contracts  and 
agreements  now  made  or  which  may  hereafter  be  made  with  any  parties 
owning  any  coal  lands  or  mineral  lands,  or  with  any  other  parties  for 
any  other  property. 

Together  with  all  and  singular  the  tenements  and  appurtenances  there- 
unto belonging,  and  the  reversions,  remainders,  tolls,  incomes,  rents, 
issues  and  profits  thereof;  and  also  all  the  estates,  rights,  titles  and 
interests  whatsoever,  as  well  at  law  as  in  equity,  of  the  said  party  of 
the  first  part,  of,  in  and  to  the  same.  To  have  and  to  hold  the  above 
described  premises  and  property  unto  the  said  party  of  the  second  part, 
and  to  its  successor  as  continuing  trustee:  In  trust,  nevertheless,  for 
the  purposes  herein  expressed,  and  upon  the  following  conditions,  cov- 
enants and  agreements,  to  wit: 

Article  I. — Until  default  be  made  in  the  payment  of  the  principal  of 
the  said  bonds,  or  some  of  them,  or  until  default  shall  be  made  in  re- 
spect to  something  herein  required  to  lie  done  by  the  party  of  the  first 
part,  the  said  party  of  the  first  part  shall  possess,  manage,  operate  and 
enjoy  the  said  rail-road,  coal  lands  and  coal  mines,  with  their  equip- 
ments, and  all  the  other  property  and  franchises  hereinbefore  described, 
and  to  take  and  use  the  earnings,  incomes,  profits,  rents,  tolls  and  issues 
thereof,  and  dispose  of  the  same  in  any  manner  not  inconsistent  with  this 
instrument. 

Article  II. — In  case  default  shall  be  made  in  the  payment  of  any  of  the 
interest  coupons  annexed  to  any  of  the  foregoing  bonds,  acording  to 
the  tenor  thereof,  or  in  any  payment  required  to  be  made  into  the  sink- 
ing fund,  as  herein  provided,  and  if  such  default  shall  continue  for  the 
period  of  six  months,  it  shall  be  lawful  for  the  party  of  the  second  part, 
by  its  duly  authorized  officer,  agent  or  attorney,  to  enter  into  and  upon 
all  and  singular  the  premises  hereby  conveyed,  and  each  and  every  part 
thereof,  and  to  have,  hold  and  use  the  same  under  such  superintendent, 
manager,  receiver  or  agents  as  the  party  of  the  second  part  may  select 
to  conduct  the  business  of  said  rail-road  and  coal  mines,  and  to  exercise 
the  franchises  pertaining  thereto,  and  to  make,  from  time  to  time,  all 
repairs,  replacements,  additions  and  improvements  thereto  as  may  seem 
judicious,  and  to  collect  all  earnings,  dues,  freights,  incomes,  rents,  tolls, 
issues  and  profits  of  the  same,  and  of  every  part  thereof,  and  after  de- 
ducting the  expenses  of  operating  the  said  rail-road  and  coal  mines,  and 
of  conducting  the  business  thereof,  and  of  all  the  said  repairs,  replace- 
ments, additions  and  improvements,  and  of  all  taxes,  assessments  or  liens 
upon  the  said  premises,  or  any  part  thereof,  to  apply  the  money  arising  as 
aforesaid  to  the  payment  of  interest  coupons  in  the  order  in  which  they 
shall  have  become  due,  and  thereafter  to  the  payment  of  any  instal- 
ment or  balance  due  and  payable  to  the  sinking  fund  herein  established; 
and  after  paying  all  such  past  due  coupons,  and  all  instalments  or  balances 
due  to   the  sinking  fund,   to  apply  the   same  to  the  satisfaction  of  the 


1166      CHICAGO,   BURLINGTON   &   griNc'Y   RAILROAD  COMPANY 

principal  of  the  aforesaid  bonds  which  may  be  at  that  time  unpaid, 
rateably  and  without  discrimination  or  preference. 

AkTh  i.f  III.  In  case  default  shall  he  made  as  a  foresn  id,  and  shall  con- 
tinue as  aforesaid,  it  shall  likewise  lie  lawful  for  the  party  of  the  second 
part,  after  entry  as  aforesaid,  or  without  entry,  to  sell  and  dispose  of  the 

premise-  hereby  conveyed,  at  public  auction,  in  the  city  of  New- York, 
or  at   such   place  as  the  .-.aid   party  of  the  second   part   may   designate, 

having  first  given  notice  of  the  place  aiol  the  time  of  such  sale  by  ad 
\  ei  t  isi-meiit,    published    not    less   than   once   a    week    for   six    months  in   one 

or  mole  newspapers  published  in  the  city  of  New  Fork  and  in  sterling, 

Illinois,  and  to  adjourn  the  said  sale  from  time  to  time  by  announcement 
at    the   time   and   place  a  d  vert  isetl,  without   other  notice,  and   to   make  and 

deliver  to  the  purchaser  or  purchasers  thereof  g 1  and  sufficient  deed 

or  deeds  in  fee  simple;  which  sale,  made  as  aforesaid,  shall  be  a  per- 
petual  lien,   both   in   law  and   in   equity,  against   the   party   of  the   first 

part   and  all  other  persons  lawfully  claiming  the  same,  or  any   part   thereof, 

through  or  from  the  said  party;  and  after  deducting  from  the  proceeds 
allowance  for  all  expenses  thereof,  including  reasonable 

and    any    other    nece88ary    expenses    incurred    by    the    said 

trustee  in  managing  the  business  of  said  railroad  while  in  possession, 
and  in  arranging  'lie  Bale  thereof,  to  apply  the  proceeds  to  the  payment 
of  tin-  principal  of  such  of  the  aforesaid  bonds  as  may  lie  at  that  time 
unpaid,  whether  or  not   the  same  shall  have  previously  become  due,  and 

of  the  interest  which  shall  at  that  time  have  accrued  on  the  said  prin- 
cipal and  lie  unpaid,  without  discrimination  or  preference,  but   rateably, 

to   the  amount    of   such    unpaid    principal    and    such    accrued    and 

unpaid  interest,  in  United  States  gold  coin,  at  par;  and  if,  after  satis- 
faction then  surplus  of  the  Baid  pi  ..all  remain, 

to   pay    Mm-   s.nne   over   to   the    party   of   the    first    part. 

IV.  \t  any  sale  of  the  afore8aid  property,  or  any  part  thereof, 
whether   made   under    tin-    power    hei.in    granted    Or    by  .judicial   authority, 

the  party  of  the  Becond  pan  may  did  for  and  purchase  the  property  so 

.   or   any    part    thereof,    in    behalf   of    the    holders    of   the    lionds   secured 

by  this  instrument  and  then  outstanding,  in  proportion  to  the  respective 
int.      rta     •    such    bondholdei 

V. —  In  case  default  -hall  lie  made  in  the  payment  of  any  half 
year's  interest  on  any  of  the  aforesaid  bonds,  according  to  the  tenor 
of    the    coupons    annexed    thereto,    and    if    such    default    shall    continue    for 

the   period   of   six    months   after   such   coupons   shall    have   become   due 

and  payment  thereof  shall  have  been  demanded,  then  the  principal  of  all 

tin-    hoio's    secured    hereby,    if   a    majority    in    interest    of    all    the    holders 

said  bonds  direct  in  writing  before  the  interest  so  in  arrears  has 

been  paid,  shall  he  declared  by  the  said  party  of  the  second  part  to  be 

immediately  due  and  payable,  and  thereupon  the  same  shall  become 
due  and  payable,  any  thing  contained  in  the  said  bond  or  herein  to  the 
contrary  notwithsta nding. 

Article  VI. — At  the  end  of  every  six  months,  the  first  such  period  com- 
mencing on  the  first  day  of  August,  1875,  the  sum  of  ten  thousand  dol- 


CORPORATE   HISTORY  1167 

lars  shall  be  reserved  by  the  said  party  of  the  first  part,  and  within 
sixty  days  thereafter  be  paid  over  to  the  trustee  as  a  sinking  fund  for 
the  redemption  of  the  bonds  secured  by  these  presents.  The  trustee 
shall  at  once  deposit  the  said  surplus  so  paid  over  to  him,  in  the  United 
States  Trust  Company  of  the  City  of  New-York,  or  in  some  other  de- 
pository in  the  said  city,  deemed  by  him  to  be  safe;  and  the  said  moneys, 
together  with  all  accumulations  of  interest  thereon,  which  may  actually 
come  within  the  disposal  of  the  said  trustee,  shall  be  invested  by  the 
said  trustee  in  the  purchase  of  the  bonds  secured  by  these  presents, 
provided  the  same  can  be  obtained  at  a  rate  not  exceeding  ten  per  cent, 
above  the  par  of  the  said  bonds,  with  the  interest  accrued  thereon; 
and  the  bonds  so  purchased  shall  be  deposited  with  the  said  Trust 
Company,  or  other  depository  deemed  by  the  trustee  to  be  safe  as  afore- 
said, and  be  immediately  registered,  stamped  or  endorsed  as  belonging 
to  the  said  sinking  fund,  but  shall  remain  in  force,  and  the  interest 
thereon  shall  continue  to  be  paid  by  the  said  party  of  the  first  part, 
and  the  amount  of  such  interest  shall  be  added  and  applied  as  a  part 
of  the  capital  of  the  sinking  fund  hereby  established,  and  be  invested 
in  the  purchase  of  other  bonds  in  the  same  manner  as  the  semi-annual 
payments  of  six  thousand  dollars  herein  above  provided  for: 

And  preparatory  to  such  purchase  of  bonds,  the  said  trustee  shall 
give  ten  days'  notice  thereof,  in  one  or  more  of  the  daily  newspapers 
published  in  the  City  of  New-York,  and  shall  make  the  said  purchase 
at  the  lowest  price  or  prices  at  which  the  bonds  may  be  offered,  pur- 
suant to  such  notice,  or  at  such  lower  price  as  he  may  be  able  to  obtain 
the  same,  but  not  in  any  case  exceeding  the  rate  of  ten  per  cent,  above 
the  par  and  interest  of  the  said  bonds;  and  in  case  the  said  bonds 
cannot  Vie  purchased  at  such  rate  within  three  months  after  the  expira- 
tion of  the  notice  aforesaid,  then  the  said  money  shall  be  invested  in 
such  manner  as  the  trustee  may  deem  proper :  Provided,  nevertheless, 
that  it  shall  be  at  all  times  competent  for  the  party  of  the  first  part, 
and  the  holders  of  the  bonds  secured  hereby,  acting  by  a  majority  in 
interest,  to  enter  into  any  new  agreement  which  they  may  deem  neces- 
sary or  proper  for  the  modification  of  the  sinking  fund  hereby  estab- 
lished, or  the   regulation  of  investments  under  the  same. 

Article  VII. — The  said  party  of  the  first  part  shall  from  time  to  time, 
and  as  often  as  thereunto  requested  by  the  trustee,  execute,  acknowledge, 
and  deliver  all  such  further  deeds  and  conveyances  in  the  law  for  the 
better  assuring  unto  the  trustee,  the  rail-road,  coal  lands  and  equip- 
ments, rights  and  equities  hereinbefore  mentioned,  or  intended  so  to 
be,  and  all  other  property  and  things  whatsoever  which  may  be  here- 
after acquired  for  use,  in  connection  with  the  same,  or  any  part  thereof, 
in  said  counties,  and  all  franchises  now  held  or  hereafter  to  be  acquired, 
including  the  franchise  to  be  a  corporation. 

Article  VIII. — The  trustee  shall  have  full  power,  in  its  discretion,  upon 
the  written  request  of  the  party  of  the  first  part,  to  convey,  by  way  of 
release  or  otherwise,  to  the  persons  designated  by  the  said  Company,  any 
lands  acquired  or  held  for  the  purposes  of  stations,  depots,  shops  or  other 


1168       CHICAGO,    BlKLIXiiTtiX    &   QUINCE    RAILROAD   COMPANY 

buildings;  and  shall  also  have  power  to  convey  as  aforesaid,  on  like 
request,  any  lands  or  property  which,  in  the  judgment  of  the  trustee, 
shall  not  lie  necessary  tor  use  in  connection  with  the  said  rail-road,  or 
which  may  have  been  held  for  a  supply  of  fuel,  gravel  or  other  material 
and  also  to  coin  -      foresaid,  on  like   request,  any  lands  not  occupied 

by  the  track,  which  may  become  disused  by  reason  of  a  change  of  the 
location  of  any  station-house,  depot,  shop  or  other  building  connected 
with   the   said   rail-road.  b   lands  occupied   by   the   track   and  adja- 

cent to  such  station-nous  op  or  other  building  as  the  said  Com- 

pany may  deem  it  expedient  t"  diausi  -i  abandon  by  reason  of  such 
Change,  and  to  consent  to  any  such  change,  and  to  such  other  changes  in 
the   location   of   the   track,  oi  or  other   buildings,  as   in   their  judg- 

ment shall  have  become  expedient;  and  to  make  and  deliver  the  convey- 
ances to  carry  the  same  into  effect;  but  any  lands  which  may 
Re  acquired  for  permanent  use,  in  substitution  for  any  so  released,  shall 

be  conveyed  tn  the  trustee.  Upon  the  t'i  these  pi,  seats;  and  the 

-  •  have  full  power  to  allow  the  said  Company  from  time  to 
time    tn  dispose   of,  according   to   tb  a,  such   portions  of  the 

equipments,  machinery   and   imp  t   any  time  held   or  acquired    tin 

the  use  of  the  said  rail-road,  as  may  have  become  unlit  for  BUCh  Use,  re- 
placing   the    same    by    Hew,    which    shall    Re    conveyed    to    the    trustee,    or    Re 

otherwise  made  subject  to  the  operation  of  the-,'  presents, 

ARTICLE   IX. — The  said   party  of  the  first    part  shall  at   all   times  hereafter 

keep  at    its  offici  -    ttcy   in   the   City  of    New  Ymk    transfer    1 ks    for 

the  transfer  of  the  bonds  aforesaid,  and  of  the  stock  of  the  said  Com- 
pany. 

Article  X. — It  is  hi  lared  and  agreed                 -hall  Re  the  duty 

e  tru8te<  the  power  of  entry  1             granted,  or  the  power 

.  ur  both,  or  to  take  appropriate                ,in^s   in 

equi               I    law  t"  j!it-  of  the   bondholders  under  these 

•it-    in  writ  specified. 

1.  It  the  default   be  as  to   int<  pricipal  of  any  bends,  such   requi- 

I     trustee    shall    be    by    holders    of    not     b  -s    than     two 
million   dollars   in   the   agg     .  amount    of    the   said    bonds;    and   upon 

such  requisition,  ami  a  proper  indemnification  p<  rsons  making  the 

the    trustee    against    the    costs    and    expenses    to    be    by    them    in- 
curred,  't   shall   be   the   duty   of   the   trusl  ce    the    rights  of   the 

-    under   these    presents,    by    entry,    sale   or   legal    proceed; 
as  they,    being  advised   by  counsi  1    learned    in   the  law.   shall   deem   most 
expedient   for  the  interest  of  all  the  holders  of  the  said   bom 

2.  If  the  default  be  in  respect  to  any  payment  into  the  sinking  fund 
herein  established  by  article  sixth  of  these  presents,  or  be  in  the  omis- 
sion of  any  act  or  thing  required  by  article  seventh  of  these  presents 
for  the  further  assuring  of  the  title  of  the  trustee  to  any  property  or 
franchise  now  possessed  or  hereafter  acquired,  or  with  any  other  pro- 
vision herein  contained,  to  be  performed  or  kept  by  the  said  Company, 
then,  and  in  either  of  such  cases,  the  requisition  shall   be  as   aforesaid; 


CORPORATE  HISTORY  1169 

but  it  shall  be  within  the  discretion  of  the  trustee  to  enforce  or  waive 
the  rights  of  the  bondholders  by  reason  of  such  default,  subject  to  the 
power  hereby  declared  of  a  majority  in  interest  of  the  holders  of  said 
bonds,  by  requisition,  in  writing,  or  by  a  vote  at  a  meeting  duly  held, 
to  instruct  the  said  trustee  to  waive  such  default,  or  upon  adequate 
indemnity  as  aforesaid  to  enforce  their  rights  by  reason  thereof:  Pro- 
vided, that  no  action  of  the  said  trustee  or  bondholders,  or  both,  in 
waiving  such  default,  or  otherwise,  shall  extend  to  or  be  taken  to  affect 
any  subsequent  default,  or  to  impair  the  rights  resulting  therefrom. 

Article  XI. — It  is  mutually  agreed  by  and  between  the  parties  hereto, 
that  the  word  trustee,  as  used  in  these  presents,  shall  be  construed  to 
mean  the  trustee  for  the  time  being;  and  whenever  any  vacancy  may  be 
created  »  majority  of  the  bondholders  interested  shall  have  the  right 
to  appoint  a  successor  or  continuing  trustee,  and  the  acceptance  of  such 
appointment,  in  writing,  shall  immediately  and  by  force  of  such  written 
appointment  and  acceptance  vest  in  said  new  trustee,  as  fully  and  com- 
pletely in  all  respects  as  if  he  had  been  herein  named  as  the  party  of 
the  second  part. 

Article  XII.- — The  party  of  the  first  part,  in  consideration  of  the  premises 
and  of  one  dollar  duly  paid,  further  covenants  and  agrees  to  and  with 
the  party  of  the  second  part,  to  keep  open  an  office  or  agency  in  the  City 
of  New  York  for  the  payment  of  the  principal  and  interest  of  the  bonds 
hereby  secured  as  the  same  shall  become  payable,  and  for  the  transfer 
and  voting  registration  of  such  bonds. 

Article  XIII. — -The  party  of  the  first  part  further  covenants  and  agrees, 
that  the  proceeds  of  the  said  bonds  shall  at  all  times  be  faithfully  ap- 
plied to  the  uses  and  purposes  herein  specified,  and  to  ho  other  use  or 
purpose  whatsoever. 

Article  XIV. — And  the  said  party  of  the  first  part,  in  consideration  of 
the  premises,  hereby  covenants  and  agrees,  to  and  with  the  party  of 
the  second  part,  that  it,  the  said  party  of  the  first  part,  shall  and  will, 
at  all  times  hereafter,  observe,  perform  and  keep  all  and  every  the 
conditions,  covenants  and  provisions  herein  contained,  to  be  by  the  said 
party  of  the  first  part  performed  or  kept. 

Article  XV.— If  the  party  of  the  first  part  shall  well  and  truly  pay  the 
sums  of  money  herein  required  to  be  paid  by  the  said  party,  and  all 
interest  thereon,  at  the  times  and  in  the  manner  here  specified,  and  shall 
well  and  truly  keep  and  perform  all  the  things  herein  required  to  lie 
kept  and  performed  by  the  said  party,  according  to  the  true  intent  and 
meaning  of  these  presents,  then  and  in  that  case,  the  estate,  right,  title 
and  interest  of  the  said  parties  of  the  second  part,  and  of  their  suc- 
cessors in  the  trust  hereby  created,  shall  cease,  determine  and  become 
void,  otherwise  the  same  shall  be  and  remain  in  full  force  and  virtue. 

In  testimony  whereof,  the  party  of  the  first  part  has  caused  its  corporate 
seal  to  be  hereto  affixed,  and  these  presents  to  be  attested  by  the  sig- 
natures of  its  President,  Treasurer  and  Secretary;  and  the  party  of  the 
second  part  has  caused  its  corporate  seal  to  be  hereto  affixed,  and  the 


1170       CHICAGO,  BURLINGTON   &   QUINCY  RAILROAD  COMPANY 

same  to  be  attested  by  its  President,  to  testify  its  acceptance  of  the  said 
trust,  on  the  day  and  year  first  above  written. 

Eockford,  Eock  Island  and  St.  Louis  Railroad  Company, 

By  Geo.  Greene,  President. 
[seal]  H.  H.  Boody,  Treasurer. 

Union  Trust  Company   of  X.  Y. 
[seal]  By  J.  H.  Frothixuham,  Prest. 

B.  C.  Coblentz,  Secretary. 

State  of  New  York,  ) 

r  SS 

City  and  County  of  New  York  ) 

Be  it  remembered  that  on  this  twenty  third  of  October  A.  D.  one  thou- 
sand Eight  hundred  sixty  Eight  lief  ore  me,  Charles  Nettleton,  a  Notary 
Public  in  and  for  the  City  and  County  of  New  York  in  the  State  of 
New  Y"ork,  duly  commissioned  and  sworn  and  residing  in  said  City  of  New 
York  personally  appeared  George  Greene,  the  President  of  the  Eock- 
ford, Bo<k  Island  and  St.  Louis  Railroad  Company  and  H.  H.  Boody. 
the  Treasurer  and  B.  C.  Coblentz  the  Secretary  of  the  same  Company, 
to  me  respectively,  personally  known  to  be  three  of  the  real  persons 
whose  names  are  subscribed  to  the  foregoing  Instrument  and  they,  the 
said  George  Greene,  H.  H.  Boody  and  B.  C.  Coblentz  being  by  me  sev- 
erally duly  sworn  did  each  for  himself  depose  and  say  that  he  said 
George  Greene  resided  at  Cedar  Rapids  in  the  State  of  Iowa,  and  he 
said  H.  H.  Boody  resided  in  the  City  of  Brooklyn,  Kings  County  in 
the  State  of  New  York  and  he  the  said  15.  ('.  Coblentz  resided  in  Sterling 
in  the  State  of  Illinois.  That  he,  the  said  George  Greene  was  the  Presi- 
dent, that  lie  the  said  II.  II.  Boody  was  the  Treasurer  and  that  he,  the 
said  B.  <'.  Coblentz  was  the  Secretary  of  the  said  the  Eockford,  Eock 
Island  and  St.  Louis  Railroad  Company,  that  they  knew  the  Corporate 
seal  of  the  said  Company  that  the  seal  affixed  to  the  foregoing  Instru- 
ment purporting  to  be  the  seal  of  the  said  Company  was  such  Corporate 
seal  that  it  was  so  affixed  by  order  of  the  Board  of  Directors  of  said 
Company  and  that  they  severally  signed  their  names  thereto  by  the  like 
order  as  President,  Treasurer,  and  Secretary  of  said  Company,  respec- 
tively and  the  said  George  Greene,  H.  H.  Boody  and  B.  C.  Coblentz  also 
severally  acknowledged  to  me  that  they  had  executed  the  said  Instru- 
ment as  the  free  and  voluntary  act  and  deed  of  the  said  Eockford,  Eock 
Island  and  St.  Louis  Eailroad  Company  for  the  uses  and  purposes  therein 
set  forth.  And  on  this  same  day  also  before  me  personally  appeared 
J.  H.  Frothingham,  the  President  of  the  Union  Trust  Company  of  New 
York  to  me  personally  known  to  be  one  of  the  real  persons  whose 
names  are  affixed  to  the  foregoing  Instrument  and  the  said  J.  H.  Froth- 
ingham, being  by  me,  duly  sworn  did  depose  and  say  that  he  resided 
in  the  City  of  Brooklyn  aforesaid  that  he  was  the  President  of  the 
said  Union  Trust  Company  of  New  York,  that  he  knew  the  Corporate 
seal  of  the  said  Company  that  the  seal  affixed  to  the  foregoing  Instru- 
ment purporting  to  be  the  Corporate  seal  of  the  last  mentioned  Com- 
pany was  such  Corporate  seal  that  it  was  so  affixed  by  order  of  the  Board 


CORPORATE  HISTORY  1171 

of  Directors  of  said  last  mentioned  Company  and  that  he  signed  his  name 
thereto  by  the  like  order  as  President  of  said  last  mentioned  Company, 
and  the  said  J.  H.  Frothingham  also  acknowledged  to  me  that  he  had 
executed  the  said  Instrument  as  the  free  and  voluntary  act  and  deed 
of  the  said  The  Union  Trust  Company  of  New  York  for  the  uses  and 
purposes  therein  set  forth. 

In  Witness  whereof  I  have  hereunto  set  my  hand  and  affixed  my  notarial 
seal  the  day  and  year  first  above  written. 
[seal]  Charles  Nettleton, 

Notary  Public  in  and  for  the  City  and  County  of 
New  York  State  of  New  Yorlc. 


BECOBDED  IN   ILLINOIS. 

County 

Date 

Book 

Page 

Bock  Island 

March  20,  1869 

0. 

498 

Henry 

May  27,  1869 

90 

448 

Cass 

September  1,  1869 

I. 

314 

S'cott 

September  29,  1869 

N 

— 

►  In  Chancery. 


DECREE,  July  13,  1875,  in  the  Circuit  Court  of  the  United  States  for 
the  Northern  District  of  Illinois. 


Tuesday,  July  13,  A.  D.  1875. 
Present:      The   Honorable   Thomas   Drummond,   Circuit   Judge,   and   the 
Honorable    Henry    W.    Blodgett,    District    Judge. 
11675. 

The   Union  Trust  Company,  of  New  York, 

vs. 
The  Eockford,  Eock  Island  and  St.  Louis 
Eailroad    Company, 
The  Orion  and  Minersville  Eailroad  Company, 
and  Samuel  M.  Nickerson,  and  Eobert  S.  Noyes 
and  One  Hundred  and  Twenty-three  other  holders 
of  Bonds,  who  have  Intervened  Herein. 
This  cause   came  on   to  be  further  heard   at  this  term,  to-wit  on  the 
thirteenth  day  of  July,  A.  D.  1875,  and  no  other  exceptions  being  taken 
to   the  said  master's  report,  it  is  ordered  that  said  report  be,  and  the 
same   is,   in   all   things   affirmed.      And   thereupon   this   cause   coming    on 
for  final  hearing  upon  the  pleadings,  proofs  and  admissions  of  the  par- 
ties, and  having  been  argued  by  counsel,  upon  full  consideration  thereof, 
it  is  ordered  adjudged  and  decreed  as  follows,  viz.: 

First:  That  said  mortgage  of  June  15,  1868,  covers  all  that  por- 
tion of  the  Eockford,  Eock  Island  and  St.  Louis  Eailroad,  with  its  ap- 
purtenances, which  is  north  of  a  point  on  the  main  line  of  said  rail- 
road, due  east  of  the  city  of  Burlington,  in  the  State  of  Iowa,  together 
witli  all  the  real  estate  of  said  company,  north  of  that  point,  and 
the  holders  of  the  first  series  of  said  bonds,  numbered  from  one  to  five 


1172      CHICAGO,  BURLINGTON   &   QUINCE   RAILROAD  COMPANY 

thousand  inclusive,  which  are  secured  by  said  mortgage,  are  entitled 
to  a  first  and  prior  lien  for  the  payment  thereof,  upon  all  the  property 
covered  by  s;iid  mortgage  of  June  15,  1868,  and  it'  the  proceeds  of  said 
property,  at  the  sale  hereinafter  decreed  to  be  made,  are  insufficient 
for  the  full  payment  of  said  first  series  of  bonds,  the  holders  thereof, 
after  exhausting  such  proceeds,  are  entitled  for  any  balance  which  may 
be  due  upon  said  bonds,  to  share  pro  rata  with  the  holders  of  the  said 
ml  series  of  bonds,  cumbered  from  live  thousand  and  one  to  nine 
thousand  inclusive,  in  the  proceeds  of  all  the  other  property  of  said 
Railroad  Company,  covered   by  said  mortgage  of  October  2',i,  1868,  and 

the  holders  of  said   second  series  of   bonds  are    not    entitled    to  any   part    of 

the  proceeds  of  the  property,  covered  by  said  mortgage  of  June  15, 
1868,  unless  such  proceeds  are  more  than  sufficient  to  pay  the  whole  of 
said  first  -'iie-  iif  bonds,  in  which  event  the  holders  of  said  second 
:  bonds  would  have  a  lien  upon  SUCh  Surplus,  and  the  holders  of 
said    second  3,    iiuinhei  to    !<0()0    inclusive,    have    not 

the  right,  or  equity,  which  is  claimed  by  them  or  on  their  behalf,  in  this 
Buit,    to    require    the    respective    holders    of    said    first    series    of    bonds 

aumbers  1  to  5(IH(I  inclusive,  to  elect  whether  to  claim  and  have  the 
benefit    of    a    Inn    pro    rata    with    the    holders    of    the    said    second    series    of 

bonds,  upon  the  entire  property  covered  by  the  said  mortgage  of  October 

L'.'i,    ly»;,s,  and.  as  a    condition   thereof,  to   relinquish    priority   of  lien  under 

tin-  said  mortgage  of  June  L5,  L868,  upon  the  property  covered  thereby, 
for  tin-  benefil  of  said  firsl  series  of  bonds,  until  satisfied  to  the  exclusion 
of  Baid  second  Beries,  or  in  lieu  tl  i  claim  their  full  legal  right  and 

priority  of  lien,  under  the  said  mortgage  of  June  15,  1868,  upon  the 
property  embraced  therein,  for  tin-  exclusive  benefit  of  said  first  Beries 
of  bonds,  until  satisfied,  and  thereupon  relinquish  the  right  to  claim  the 
iii  of  -aid  mortgage  of  October  23,  L868,  until  after  satisfaction  of 
said  second  Beries  of  bonds,  uor  have  the  holders  of  said  second  series  of 
bonds  any  right  or  equity  to  put  the  holders  of  said  first  series  of  bonds 
to  any  election  in  the  premises,  or  to  require  them,  or  any  of  them,  to 
waive  any  right  of  preference  under  said  mortgage  of  June  15,  1868,  as 
a  condition  of  claiming  or  enjoying  the  full  benefit  of  the  security  af- 
forded to  them  by  said  mortgage  of  October  '-■'>,  1868;  that  the  property 
•red    by   Bald   mortg    -  BO  situated   that    it    would    lie  for   the    interest 

of  the  said  Railroad  Company,  of  the  holders  of  said  bonds  of  both  series, 
and  of  all  parties  concerned,  that   it    should  all  be  sold  together  and   not  in 

separate  parcels,  and  that  the  value  of  the  property  covered  by  the 
mortgage  of  June  15,  1868,  is  thirty  seven  per  cent,  of  the  value  of  the 
entire     property     covered     by     both    of    said    mortgages,     and     hereinafter 

decreed    to    be    SOld. 

That  the  principal  sum  of  both  series  of  bonds  in  said  mortgages 
tioned,  is  hereby  declared  to  be  due.  ami  the  said  bonds  and  coupons 
which  were  provisionally  reduced,  and  the  coupons  which  were  provi- 
sionally  funded  under  said  contracts  of  July  1st  and  October  9th,  1872, 
are  entitled  to  stand  in  full  force  and  effect  as  if  said  contracts  had  not 
been    made,    crediting    merely    on    such    coupons   the    cash    actually    paid 


CORPORATE  HISTORY  1173 

on  account  thereof,  except  that  the  holders  of  said  certificates  of  in- 
debtedness are  entitled  to  be  taken  and  held  as  the  equitable  owners 
of  said  coupons  in  lieu  of  which  they  were  issued,  and  the  holder 
of  said  preferred  stock,  after  the  holder  of  half -cancelled  bond,  on  ac- 
count of  which  it  was  issued,  shall  have  received  the  full  amount  of  his 
half  of  his  bond  and  interest  not  cancelled,  is  entitled  to  the  distributive 
share  of  any  residue  appertaining  to  such  provisionally  half-canceled 
bond. 

Second:  That  the  said  Eockford,  Rock  Island  and  St.  Louis  Railroad 
Company  pay  to  the  said  complainant,  the  Union  Trust  Company  of  New 
York,  the  trustee  in  said  mortgages  mentioned,  within  five  days  from 
this  date,  the  sum  of  eleven  million  two  hundred  and  fifty-one  thousand 
five  hundred  and  thirty-five  dollars  and  ninety  cents  ($11,251,535.90) 
in  gold,  with  interest  thereon  from  the  twenty-fourth  day  of  May,  1875, 
and  the  costs  of  this  suit,  the  said  sum  being  the  amount,  principal  and 
interest  found  by  said  master's  report  to  be  due  and  unpaid  upon  the 
bonds  of  said  railroad  company  secured  by  said  mortgages,  of  which 
sum  six  million  two  hundred  and  fifty-four  thousand  two  hundred  and 
nineteen  dollars  and  twenty-eight  cents  ($6,254,219.28)  was  due  on  the 
first  series  of  bonds  numbered  from  1  to  5,000  inclusive,  and  the  bal- 
ance four  million  nine  hundred  and  ninety-seven  thousand  three  hundred 
and  sixteen  dollars  and  sixty -two  cents  ($4,997,316.62)  on  the  second 
series  of  bonds  numbered  from  5,001  to  9,000  inclusive. 

Third:  That  in  default  of  such  payment  the  mortgaged  premises  in 
said  bill  of  complaint  mentioned,  including  the  entire  railroad  of  said 
Rockford,  Rock  Island  &  St.  Louis  Railroad  Company,  with  all  branches 
and  tracks,  to  the  coal  mines  owned  or  leased  by  it,  and  also  including 
all  the  railroads,  rights  of  way,  depot  grounds,  coal  lands  or  other  lands, 
all  depots,  station-houses,  engine-houses,  car-houses,  freight-houses,  grain- 
houses,  grain  elevators,  wood-houses,  coal-houses  or  other  buildings,  and 
all  car-shops  and  machine-shops;  also  all  kinds  of  rolling  stock  or  equip- 
ments, machinery  and  tools  held  for  use  in  connection  with  said  Rockford, 
Rock  Island  and  St.  Louis  Railroad  Company,  or  its  coal  lands  and 
coal  mines,  including  all  locomotives,  cars,  tenders  or  other  rolling-stock 
and  equipments,  and  all  implements,  fuel  and  materials  for  the  construc- 
tion, operating,  repairing  or  replacing  the  said  railroad  or  any  of  its 
branches,  or  in  or  for  operating  and  working  any  of  its  coal  mines  or 
any  of  its  equipments;  also  all  franchises  connected  with  or  relating  to 
the  said  railroad,  and  also  all  rights,  claims  and  benefits  in  and  to  all 
leases,  contracts  and  agreements  made  with  any  parties  owning  any 
coal  lands  or  mineral  lands  or  railroad  or  railroads,  or  with  any  other 
parties  for  any  other  property;  together  with  all  and  singular  the  tene- 
ments and  appurtenances  thereunto  belonging,  and  the  reversions,  re- 
mainders, tolls,  incomes,  rents,  issues  and  profits  thereof;  and  also  all 
the  estates,  rights,  titles  and  interests  whatsoever  as  well  at  law  as  in 
equity  of  the  said  Rockford,  Rock  Island  and  St.  Louis  Railroad  Com- 
pany, of,  in  and  to  the  same,  also  the  entire  railroad  of  the  Orion  and 
Minersville    Railroad    Company,    with    all    the    franchises,    privileges    and 


1174      CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

appurtenances  thereto  belonging,  and  all  other  property,  real  and  per- 
sonal, belonging  to  said  Rockford,  Rock  Island  and  St.  Louis  Railroad 
Company  and  Orion  and  MinersviUe  Railroad  Company  or  cither  of 
them,  and  which  is  now  in  the  possession  of  said  receiver  and  herein- 
after described  or  referred  to,  and  all  other  property,  lights,  franchises, 
and  things  which  shall  have  been  acquired  by  purchase  or  otherwise 
by  the  said  receiver  during  the  pendency  of  this  suit  for  use  in  con- 
nection with  said  railroads,  and  shall  be  at  the  time  of  the  sale  hereby 
decreed  in  his  possession  or  to  which  he  may  then  be  entitled,  be  sold  by 
Henry  W.  Bishop,  the  master  in  chancery  of  this  court,  together  as  one 
property   and    nol    in   separate   parcels   and   in   the   manner   hereinafter 

directed,  in  order  to  satisfy  and  pay  the  amount  due  on  said  mort- 
gages, the  costs  of  this  proceeding  and  the  said  several  sums  hereinafter 

decreed   to    be    paid;    thai    any    sale    hereunder   shall    be   at    public    auction 

to  the  highesl   bidder;  two  hundred  thousand  dollars  of  the  sum  bid  to 

be   paid   in   cash    at    the   time   of   sale,   and    the   balance   as   hereinafter 

provided    when   said   sale    (to   be   made   in   Chicago,   iu  the  State  of  Illinois 

at   such   time  as   said   master  shall  appoint,)   shall  be  continued   by  the 

COUrt,  thai  notice  of  BUCh  sale  shall  be  given  by  said  master  by  ad- 
vertisement thereof  daily,  six  times  in  each  week  for  three  successive 
weeks    preceding   the    day    of   sale,   in    one   daily   newspaper  of  general 

circulation    in    each    of    the    cities    of    Chicago    and    New    York,    that    after 

the  payment    to  the  master  of  said  sum   of  two  hundred  thousand  dol- 

-  of  the  sum  bid  by  the  purchaser  at  said  sale,  the  master  may  re- 
ceive from  such  purchaser  for  the  balance  of  the  sum  bid  at  such  sale, 
in  lieu  of  cash,  any  of  the  outstanding  and  unpaid  bonds  or  coupons 
issued  under  and  Becured  by  said  mortgages  of  June  15,  1868,  or  October 
'2'A,  lMis.  or  certificates  of  indebtedness  issued  in  lien  of  any  of  said 
coupons  at  such  per  centage  as  the  court  shall  direct  at  the  approval 
of  said  sale. 

Fourth:     Thai  out  of  the  purchase  money  received  by  the  master  from 
such   sale   he   shall   firsl    pay   the  costs  of   this  suit,   including  those  of 

all  the  parties   thereto,  to   be  taxed,  together  with   the  costs  and  expenses 

of  executing  this  decree,  and  to  the  said   Union  Trust  Company  of  New 

York   the  trustee   in   said   mortgages,   .'is  a  .just    allowance   for   its  reasonable 

expenses  and  compensation  and  counsel  fees,  the  sum  of  forty-two 
thousand,  five  hundred  and  six  dollars  and  ninety  five  cents  $42,506.95 
as  specified  in  said  master's  report,  and  to  the  attorneys  of  said  inter- 
vening bond-holders  the  sum  of  eight  thousand  four  hundred  dollars 
($8,400)  as  sp<  cined  in  said  master's  report,  and  to  the  Orion  and  Miners- 
viUe Railroad  Company,  from  the  proceeds  of  sale  to  which  the  holders 
of  the  firsl  series  of  bonds  are  herein  decreed  to  have  a  first  and  prior 
right  or  lien,  the  sum  of  twenty-nine  thousand  three  hundred  and  sixty- 
two  dollars  and  twenty  cents,  with  ten  per  cent,  per  annum  interest 
from  the  15th  day  of  June,  1875,  the  said  sum  being  the  balance  un- 
paid to  the  said  Orion  and  MinersviUe  Railroad  Company  and  agreed 
to  be  accepted  by  it  in  discharge  of  all  sums  due  or  hereafter  to  become 
due  under  its  contract  with  the  said  Rockford,  Rock  Island  and  St.  Louis 


CORPORATE  HISTORY  1175 

Railroad  Company  and  a  previous  decree  of  this  court,  and  upon  the 
payment  of  the  said  sum  of  twenty-nine  thousand  three  hundred  and 
sixty-two  dollars  and  twenty  cents  ($29,362.20)  with  interest  as  afore- 
said, to  the  said  Orion  and  Minersville  Eailroad  Company,  it  shall,  by 
a  good  and  sufficient  deed,  convey  to  the  purchaser  at  such  sale  its 
entire  line  of  road  with  the  privileges  and  appurtenances  thereunto 
belonging,  including  its  franchises  and  property  of  every  description, 
real  and  personal,  exclusive  of  the  money  hereinbefore  directed  to  be 
paid  to  the  said  railroad  company.  And  the  master  shall  reserve  in  his 
hands  such  further  sum  as  the  court  may  at  or  before  the  confirmation 
of  the  sale  direct,  subject  to  its  further  order  as  may  be  necessary  for  the 
protection  of  persons  who  have  filed  petitions  claiming  any  interest  in 
some  part  of  the  property  held  at  this  time  by  the  receiver,  if  any  such 
shall  be  found  to  exist. 

Fifth:  That  the  master  shall  pay  over  the  balance  of  the  proceeds 
of  said  sale  to  the  clerk  of  this  court,  who  shall  apply  the  same  under 
the  direction  of  the  court  to  the  payment  of  the  bonds,  coupons  and 
certificates  of  indebtedness,  issued  in  lieu  of  coupons  secured  by  said 
mortgages  respectively,  and  which  shall  then  be  outstanding  and  unpaid, 
paying  the  same  in  full  if  the  said  balance  be  sufficient  for  that  pur- 
pose, and  if  not,  he  shall  first  set  apart  thirty-seven  per  cent,  of  the 
said  balance,  less  the  sum  of  forty-eight  thousand,  one  hundred  and 
seventy-live  dollars  and  seventy-six  cents  ($48,175.76),  being  sixty- 
three  per  cent,  of  the  amount  heretofore  paid  and  the  entire  amount 
hereinbefore  directed  to  be  paid  to  the  Orion  and  Minersville  Rail- 
road Company  for  the  payment  of  the  first  series  of  bonds  numbered 
from  1  to  5,000  inclusive,  and  the  coupons  and  the  certificates  of  in- 
debtedness issued  in  lieu  of  any  of  said  coupons  thereto  belonging, 
and  from  the  sum  so  set  apart  the  clerk  shall  reserve  the  sum  of 
twenty-nine  thousand  three  hundred  and  forty-four  dollars  and  twenty- 
eight  cents  '($"9,344.28)  in  gold  coin  or  its  equivalent  in  United 
States  currency  on  the  day  of  sale  for  payment  as  follows:  that  is 
to  say,  to  the  holders  of  coupons  numbered  six  (6),  seven  (7),  eight 
(8),  nine  (9),  and  ten  (10),  belonging  to  said  first  series  of  bonds  who 
did  not  become  parties  to  said  provisional  contract  of  July  1  and 
October  9,  1872,  and  who  have  not  already  been  paid  such  sum,  an 
amount  which  shall  make  the  sum  paid  on  said  coupons  equal  to  the 
sum  the  holders  thereof  would  respectively  have  been  entitled  to  re- 
ceive had  they  been  parties  to  said  contract,  to-wit:  the  sum  of  seven- 
teen dollars  an  fifty  cents  on  each  coupon  No.  9,  seventeen  dollars  and 
fifty  cents  on  each  coupon  No.  10,  one  dollar  and  forty  cents  on  each 
unsealed  coupon  Nos.  6,  7,  8,  and  by  paying  to  the  holders  of  half- 
cancelled  coupons  of  certificates  of  indebtedness  issued  in  lieu  of  cou- 
pons under  said  provisional  contract  belonging  to  said  first  series  of  bonds 
who  have  not  already  received  the  sum  to  which  they  were  entitled 
under  said  contract  between  August  1,  1872,  and  up  to  and  including 
August  1,  1873,  any  balance  that  may  be  due  them  respectively  under 
said  contract,  the  above  mentioned  sum  of  twenty-nine  thousand  three 


1176      CHICAGO,   BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

hundred  and  forty-four  dollars  and  twenty-eight  cents  ($29,344.28) 
being  distributable  amongst  the  said  respective  classes  of  coupon  holders 
of  the  first  series  of  bonds  in  the  respective  sums  following,  as  shown  by 
the  said  master's  report,  that  is  to  say: 

Four  per  cent,  on  unsealed  coupons  6,  7  and  8,  being  equivalent 
of  interest   paid  on  debt  certificates  issued  for  corresponding 

coupons  on  scaled  bonds $3,356.08 

One  year's  interest  at  4  per  cent,  on  debt  certificates  issued  for 
coupons  6,  7  and  8  on  scaled  bonds,  such  interest  not  having 

been  called  for 1,698.20 

Scaled  coupons  No.  9  not  presented  for  payment 227.50 

Scaled  coupons   No.   10  not  presented  for  payment 927.50 

Coupons   No.  !».  on  unsealed    bonds,  $17.50  each 11,567.50 

Coupons  Xo.  10,  on  scaled  bonds,  $17.50  each 11,567.50 


29,344.28 


And  it  is  hereby  declared  and  adjudged  that  the  holders  of  the  above 
mentioned  coupons  are  entitled  to  receive  payment  out  of  the  proceeds 
ut'  said  sale  of  tin-  above  mentioned  sums,  amounting  in  the  aggregate 

tu  twenty  nine  thousand  three  hundred  and  forty-four  dollars  and  twen- 
ty-eight cents  in  gold  coin,  or  its  equivalent  as  aforesaid,  in  preference  to 
and  priority  over  the  holders  of  the  other  bonds  and  coupons  secured 
by  the  mortgages  aforesaid;  and  he  shall  then  apply  the  remainder  of 
said  thirty-seven  per  cent,  so  set  apart  to  the  payment  of  said  first 
snies  of  bonds  numbered  from  1  to  5,000  inclusive,  and  the  coupons 
belonging  to  the  sami  .  or  the  certificates  of  indebtedness  issued  in  lieu 
of  any  of  said  coupons,  pro  rata  and  in  proportion  to  the  amounts  due 
and  unpaid  on  them  respectively,  and  from  the  balance  then  remaining 
in  his  hands  the  clerk  shall  reserve  the  sum  of  fifteen  thousand  nine 
hundred  and  sixty  one  dollars  and  sixty-two  cents  ($15,961.62)  cash  in 
gold  coin,  or  its  equivalent  in  United  States  currency,  on  the  day  of 
sale,  for  payment  as  follows,  that  is  to  say:  to  the  holders  of  coupons 
numbered  6,  7,  8,  9  and  10  belonging  to  said  second  series  of  bonds 
numbered  from  5,001  to  9,000  inclusive,  or  to  representative  bonds  of 
smaller  denomination  issued  in  lieu  of  any  of  said  bonds,  who  did  not 
I.,  come  parties  to  said  provisional  contract  of  July  1  and  October  9, 
1872,  and  who  have  not  already  been  paid  such  sum,  an  amount  which 
shall  make  the  sum  paid  on  said  coupon  equal  to  the  sum  the  holders 
thereof  would  respectively  have  been  entitled  to  receive  had  they  been 
[parties  to  said  contract,  to-wit:  the  sum  of  seventeen  dollars  and  fifty 
cents  ($17.50)  on  each  coupon  Xo.  9,  the  sum  of  seventeen  dollars  and 
fifty  een+s  on  each  coupon  Xo.  10,  and  one  dollar  and  forty  cents  ($1.40) 
on  each  unsealed  coupon  Nos.  6,  7  and  8,  belonging  to  each  $l,n<Mi  bond, 
and  a  pro  rata  amount  in  coupons  belonging  to  representative  bonds  of 
smaller  denomination  than  $1,000,  and  by  paying  to  the  holders  of  half- 
eancelled  coupons  belonging  to  said  second  series  of  bonds,  or  certificates 
of   indebtedness,  issued  in   lieu  of   said  coupons  under   said  provisional 


CORPORATE  HISTORY  1177 

contract,  who  have  not  already  received  the  sum  to  which  they  were 
entitled  under  said  contract  between  August  1st,  1872,  up  to  and  in- 
cluding August  1st,  1873,  any  balance  that  may  be  due  them  respectively 
under  said  contract,  the  above  mentioned  sum  of  fifteen  thousand  nine 
hundred  and  sixty-one  dollars  and  sixty-two  cents  ($15,961.62),  gold, 
being  distributable  amongst  the  said  respective  classes  of  coupon  holders 
of  the  second  series  of  bonds,  in  the  respective  sums  following,  as  shown 
by  the  said  master's  report,  that  is  to  say: 

Four  per  cent,  on  unsealed  coupons  6,  7  and  8,  being  equivalent 
of  interest  paid    on   debt   certificates  issued   for   coupons   on 

scaled  bonds    $2,067.52 

One  year's  interest  at  4  per  cent,  on  debt  certificates  paid  for 
coupons  6,  7  and  8,  on  scaled  bonds,  such  interest  not  having 

been  called  for 1,530.35 

Scaled  coupons  No.  9  not  presented  for  payment 364.00 

Scaled  coupons  No.  10  not  presented  for  payment 1,020.25 

Coupons  No.  9  on  unsealed  bonds,  $17.50  each 5,489.75 

Coupons  No.  10  on  unsealed  bonds,  $17.50  each 5,489.75 


$15,961.62 

And  it  is  hereby  declared  and  adjudged  that  the  holders  of  the  above 
mentioned  coupons  are  entitled  to  receive  payment  out  of  the  proceeds 
of  said  sale  of  the  above  mentioned  sums,  amounting  in  the  aggregate 
to  fifteen  thousand  nine  hundred  and  sixty-one  dollars  and  sixty-two 
cents  ($15,961.62)  in  gold  coin  or  its  equivalent  as  aforesaid,  in  pref- 
erence to  and  priority  over  the  holders  of  the  other  bonds  and  coupons 
secured  by  the  mortgages  aforesaid;  and  he  shall  then  apply  the  balance 
remain: ng  to  the  payment,  pro  rata,  of  the  amount  remaining  due  and 
unpaid  upon  all  of  said  bonds  of  both  series  and  the  coupons  belonging 
to  the  same,  and  the  certificates  of  indebtedness  issued  in  lieu  of  any  of 
said  coupons,  in  proportion  to  the  said  amounts  remaining  due  and  unpaid 
thereon  respectively,  making  said  payments  on  representative  bonds 
and  coupons  of  smaller  denominations  whenever  issued  in  lieu  of  any 
of  said  original  bonds,  and  reckoning  said  bonds  of  the  first  series  Nos. 
1  to  5,000  inclusive,  for  the  purpose  of  such  pro  rata  payment  and 
distribution,  at  the  amount  remaining  due  thereon  after  crediting  the 
amount  received  or  receivable  thereon  under  the  foregoing  provision 
hereof,  for  their  pro  rata  shares  of  the  net  proceeds  calculated  as  afore- 
said of  the  property  covered  by  said  mortgage  of  June  15,  1868,  upon 
the  presentation  and  surrender  of  the  said  bonds  and  coupons  and  certifi- 
cates of  indebtedness  respectively,  and  shall  mark  on  each  bond,  coupon, 
and  certificate  of  indebtedness  so  surrendered,  the  amount  paid  thereon, 
and   deposit  the  same  in  his  office. 

Sixth:  And  the  said  clerk  is  hereby  ordered  and  directed,  on  receipt  of 
any  money  from  the  master  as  aforesaid  for  distribution,  to  give  notice 
to  the  holders  of  bonds,  coupons  and  certificates  of  indebtedness  entitled 
to  share  in  the  distribution  thereof  to  presert  their  bonds,  coupons  and 
certificates  of  indebtedness  for  payment  of  the  amounts  to  be  paid  there- 


1178       CHICAGO,   BURLINGTON   &   QUINCY   RAILROAD  COMPANY 

on  by  said  clerk  at  some  place  to  be  designated  in  said  notice,  by  publica- 
tion in  a  newspaper  published  in  each  of  the  cities  of  New  York  and 
Frankfort-on-the-Main,  Germany. 

Seventh:  that  William  II.  Ferry,  the  receiver  herein,  shall  account 
for  and  pay  over  to  the  said  master,  and  that  lie  be  and  he  is  hereby 
authorized  to  receive  from  him  the  net  earnings  and  income  of  said 
railroad  from  this  date  up  to  the  day  of  sale  and  until  any  purchaser  at 
said  sale  shall  take  possession,  and  any  amount  so  accounted  for  and 
i  over  to  said  master,  shall  he  added  to  the  proceeds  of  sale  and 
applied    in    the   same    manner    as    hereinbefore    directed. 

Eighth:  That  upon  the  completion  and  confirmation  by  the  court  of  any 
made  under  and  in  pursuance  of  this  decree,  the  said  master  shall 
make,  execute  and  deliver  to  the  purchaser  or  purchasers  thereat  a  good 
and  sufficient  deed  or  deeds  conveying  to  him  or  them  the  property,  rights, 
privileges  and  franchises  so  sold  to  and  purchased  by  him  or  them,  which 
said  deed  or  deeds  shall  be  valid  and  effectual  to  convey  to  and  vest,  in 
said  purchaser  or  purchasers  all  the  right,  title,  interest,  claim  and 
demand  whatever  in  law  or  equity  which  the  said  Bockkford,  Bock 
[st  ad  and  St.  Louis  Railroad  Company  had  at  the  time  of  the  execution 
and  delivery  of  Baid  mi  ?ages,  or  has  since  acquired,  or  which  was 
transferred   or  conveyed    by   Baid   mm  or  either  of  them,   of,  in   or 

to  the  said  property,  rights,  privileges  or  franchises  so  sold  and  con- 
\  eyed    by   s.i  i < I    master. 

That  the  Bale  so  made  shall  he  absolute  and  not  subject  to  any 
redemption,  nor  shall  there  1--  any  necessity  for  an  appraisement  of 
the  premises  to  be  Bold.  And  from  and  after  such  sale  and  the  conveyance 
thereupon  executed,  the  - .- 1 i •  1   Bockford,   I  land  and  St.  Louis  Bail- 

impany,  and  all  and  every  person  claiming  by,  through  or  under 
it  subsequently  to  the  tiling  of  the  original  lull  of  complaint  herein,  b< 
they  are  hereby  forever  barred  and  foreclosed  of  and  from  all 
and  every  interest,  estate,  right,  claim  or  equity  of  redemption  of,  in  or 
said  property,  lights,  privileges  or  franchises  so  sold,  and  every  part 
and  parcel  thereof.  That  upon  confirmation  of  such  Bale  and  conveyance 
by  sail!   i  ihe  receiver  shall  surrender  the  possession  of  said  rail- 

road her   with   all   depots,   station    ground,    rolling-stock,   materials 

and  other  property  of  every  kind  and  description  appurtenant  or  belong- 
ing thereto,  sold  under  this  decree  to  the  purchaser  or  purchasers  thereof. 

Ninth:  And  it  is  further  ordered  thai  the  master  make  report  to 
this  court  of  his  ,-irtings  and  doings  in  the  premises  with  all  convenient 
speed,  after  Baid  sale  shall  have  taken  place. 

Tenth:  And  it  is  further  ordered,  adjudged  and  decreed,  that  for  any 
portion  of  the  said  sums  found  due  on  the  bonds  secured  by  said  mort- 
gages, which  shall  remain  due  and  unpaid  after  the  sale  of  the  said 
mortgaged  property  under  and  by  virtue  of  this  decree,  in  consequence  of 
the  insufficiency  of  said  proceeds  of  sale  to  pay  the  same,  the  said  com- 
plainant, as  trustee,  shall  have  judgment  against  said  bockford,  Rock 
Island  and  St.  Louis  Railroad  Company,  and  be  entitled  to  have  a  writ 
or  writs  of  execution  against  all  the  property  of  said  company  to  collect 


CORPORATE  HISTORY  1179 

the  same  as  provided  by  the  rules  and  practice  of  this  court.  And  all 
questions  arising  in  this  cause  not  herein  or  heretofore  adjudicated  by 
the   court,    are   reserved   for   future   consideration. 

The  property  hereinbefore  directed  to  be  sold  which  has  been  reduced 
to,  and  is  now  in  the  actual  possession  of  the  receiver,  consists  of  the 
following: 

A  road  from  Rock  Island  Junction  to  Port  Byron  Junction,  thirty- 
nine  and  four-tenths  miles  (39  4-10). 

At  Rock  Island,  five-twelths  (5-12)  miles. 

From  Colona  to  Minersville,  one  and  four-tenths   (1  4-10)   miles. 

From  Orion  to  Monmouth,  thirty-eight  and  three-tenths  (38  3-10)  miles. 

Branch  road  from  Rock  River  Junction  to  coal  mines  at  Cleveland,  three 
and  five-tenths  (3  5-10)  miles. 

From  Monmouth  to  Alton  Junction,  one  hundred  and  sixty-one  and 
six-tenths    (161   6-10)   miles. 

A  detached  road  from  Keithburg  to  Sagetown,  which  has  no  con- 
nection with  any  of  the  other  roads,  seventeen  and  nine-tenths  (17  9-10) 
miles. 

A  joint  interest  with  the  Chicago  and  Northwestern  Railway  from 
Rock  Island  Junction  to  Sterling,  five  and  two-tenths   (5  2-10)   miles. 

A  contract  with  the  Chicago  and  Northwestern  Railroad  Company  for 
the  joint  use  of  said  road  between  said  points. 

A  right  of  way  from  Port  Byron  Junction  to  Rock  Island. 

From  Orion  to  Minersville,  a  distance  of  seven  and  six-tenths  (7  6-10) 
miles,  the  company  owns  right  of  way,  track  and  appurtenances  (sub- 
ject to  a  decree  entered  in  this  cause,  in  favor  of  the  Orion  and  Miners- 
ville Railroad). 

A  contract  with  the  Indianapolis  and  St.  Louis  Railroad  Company,  for 
the  use  of  its  road,  from  .Alton  Junction  to  East  St.  Louis,  twenty-one 
miles,  and  certain  depot  privileges  and  facilities  at  East  St.  Louis. 

A  contract  with  the  Chicago  and  Rock  Island  Railroad,  for  the  use 
of  its  track,  between  Colona  and  Port  Byron  Junction  and  from  Port 
Byron  Junction  to  Rock  Island,  side  tracks,  twenty-one  and  five-tenths 
(21  5-10)    miles. 

All  the  depots  along  the  line  of  the  Rockford,  Rock  Island  and  St. 
Louis  Railroad,  excepting  at  Sterling,  Rock  Island  Junction,  Port  Byron 
Junction,  Colona,  Alexandria,  Monmouth,  Bushnell,  Alton  Junction,  and 
the  freight  depot  at  Chapin. 

Car  shop,  blacksmith  shop,  machine  shop  and  round  house,  at  Beards- 
town,  together  with  the  tools  and  machinery  in  said  shops. 

An  engine-house  at  Rock  Island  Junction,  Sagetown  and  Keithsburg. 

Sundry  supplies  on  hand,  averaging  fifteen   thousand  dollars  worth. 

The  following  Boiling  Stock: 

Fourteen  (14)  first  and  second-class  coaches  and  sleepers. 

Fifteen  (15)  way  cars. 

Six  (6)  baggage  and  mail  cars. 

Three  hundred  and  ninety-one   (391)   freight  cars. 


1180      CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

Ninety-nine   (99)   stock  cars. 

Ninety  (90)  flat  cars. 

Three   hundred   and   seventeen    (317)    coal  cars. 

Thirty  (30)  Locomotives. 

The  following  real  estate,   in  Henry  County,  Illinois. 
Lots  one    (1),  two   (2),  three   (3)   and  five   (5),  in  block  number  ten 
(10),   Cleveland,   with    four   small    frame    buildings,   cut   in   two   by   side 
track  to  coal  mine.     Grantor's  title  based  on  tax  deed. 

In  Green  County,  Illinois. 

The  northeast  quarter  (1/4)  of  the  northeast  quarter  (x/4)  of  section 
thirty-six  (36),  town  ten  (10)  of  range  ten  (10),  west  of  the  third 
(3d)  principal  meridian. 

///  Schuyler  County,  Illinois. 

The  southeast  qnarter  (%)  of  section  nineteen  (19),  town  one  (1), 
ninth  of  range  one  (1)  east  of  the  fourth  (4th)  principal  meridian,  con- 
taining one  hundred   and  sixty  (1(50)  acres. 

The  fractional  southwest  quarter  (1/4)  of  section  twenty  (20),  town 
one  (1)  north  of  range  one  (1)  east  of  the  fourth  (4th)  principal 
meridian,  containing  sixty-live  and  twenty  one  one-hundredths  (65  21-100) 
acres. 

All  of  fractional  section  twenty  nine  (29),  in  town  one  (1)  north  of 
range  one(l)  east  of  the  fourth  principal  meridian,  containing  twenty- 
eight  and  seventy  seven  one  hundredths  (28  77-100)  acres. 

///  Cass  County,  Illinois. 
Sand  Pit,  being   in   the  south   half   (%)    of  the  southeast  quarter   (*4) 
of  section  thirty-five   (35),  town   eighteen   (18),  range  twelve   (12)  west 
of  the  third    (3d)    principal  meridian,  containing  ten   and  eighteen  one- 
hundredths    (10    18-100)    acres. 

In  Scott  County,  Illinois. 
Sand  Pit,  about  one  mile  from  railroad  being  in  the  northwest  quarter 
(Vi)   of  the   northwest   quarter    (%)    of  section    one    (1),  town   thirtei  n 
(13),   range    thirteen    (13)    west   of   the   third    (3d)    principal   meridian, 
containing  ten  (10)  acres. 

Also  the  following  real  estate,  situate  and  lying  in  Henry  county, 
Illinois,  held  in   trust   by   Henry   Curtis,  Jr. 

Paddleford  Farm. 

The  east  one-half  (y2)  of  the  northeast  quarter  (*4)  of  section  four 
(4),  township  seventeen  (17),  north  range  two  (2)  east  of  the  fourth 
(4th)  principal  meridian,  containing  eighty  (80)  acres. 

The  east  one-half  (Y2)  of  the  southeast  quarter  (%)  of  section  four 
(4),  township  seventeen  (17)  north  range  two  (2)  east  of  the  fourth  (4th) 
principal  meridian,  containing  eighty  (80)  acres. 


CORPORATE   HISTORY  1181 

The  west  one-half  (%)  of  the  northwest  quarter  (%)  of  section  three 
(3),  in  township  seventeen  (17),  north  of  range  two  (2)  east  of  the 
fourth   (4th)   principal  meridian,  containing  eighty  acres. 

Sheppard  Farm. 

The  southwest  quarter  (%)  of  section  thirteen  (13),  township  seven- 
teen (17)  north  of  range  one  (1)  east  of  the  fourth  (4th)  principal 
meridian,  containing  one  hundred  and  sixty  (160)  acres. 

The  south  one-half  (%)  of  the  southeast  quarter  (%)  of  section  four- 
teen (14),  township  seventeen  (17)  north  of  range  one(l),  east  of  the 
fourth    (4th)    principal   meridian,   containing   eighty    (80)    acres. 

The  south  one-half  (%)  of  the  south  one-half  (V2)  of  the  east  one-half 
(Y2)  of  the  northeast  quarter  (%)  of  section  fourteen  (14),  township 
seventeen  (17),  north  of  range  one(l),  east  of  the  fourth  (4th)  principal 
meridian,  containing  twenty  (20)  acres. 

All  in  Henry  County,  Illinois. 

In  Macoupin  County,  Illinois. 

The  west  one-half  (%)  of  the  west  one-half  (%)  of  the  northeast 
quarter  (%)  of  section  thirty-one  (31),  township  ten  (10),  north  of 
range  nine  (9),  west  of  the  third  (3d)  principal  meridian,  containing 
forty  (40)  acres. 

The  northwest  quarter  (1/4)  of  the  northwest  quarter  (%)  of  section 
thirty-one  (31),  township  ten  (10),  north  of  range  nine  (9),  west  of  the 
third   (3d)  principal  meridian,  containing  forty   (40)  acres. 

The  northeast  quarter  (%)  of  the  northwest  quarter  (%)  of  section 
thirty-one  (31),  township  (10),  north  of  range  nine  (9),  west  of  the 
third   (3d)   principal  meridian,  containing  forty(40)    acres. 

The  southeast  quarter  (x/4)  of  the  northwest  quarter  {x/±)  of  section 
thirty-one  (31),  township  ten  (10),  north  of  range  nine  (9),  west  of 
the  third  (3d)  principal  meridian,  containing  forty  (40)  acres,  making 
a  total  in  Macoupin  county  of  one  hundred  and  sixty  (160)  acres. 

Lot  number  six  (6)  in  block  number  three  (3)  in  Moore's  addition  to 
the  town  of  Brighton. 

In  Bock  Island  County,  Illinois. 

That  part  of  lot  five  (5)  lying  south  of  the  railroad  in  block  number 
two   (2)  in  Spencer  and  Case's  addition  to  Eock  Island. 

The  north  one  hundred  and  twenty  (120)  feet  of  lots  numbers  three 
(3)  and  four(4)  in  block  number  three  (3)  in  Wood's  second  addition  to 
Moline. 

The  north  one  hundred  and  twenty  (120)  feet  of  lot  number  seven 
(7)  in  block  number  nineteen  (19)  in  the  old  town  of  Moline. 

Fractional  part  of  lots  numbers  two  (2)  and  three  (3)  in  block  number 
fifteen  (15)  in  the  old  town  of  Moline,  lying  between  the  Rockford,  Rock 
Island  and  St.  Louis  Railroad  and  the  Chicago,  Rock  Island  and  Pacific 
Railroad. 


1182      CHICAGO,  BURLINGTON   &   QUINCY  RAILROAD  COMPANY 

The  court  reserves  to  itself  the  right,  after  the  sale  and  the  filing 
of  the  master's  report,  to  make  any  modification  of  the  order  of 
distribution  named  herein,  which,  upon  proper  application  to  it,  may  seem 
just  and  equitable. 

Northern  District  of  Illinois,  ) 

v  ss 
E  \sterx  Division.  ) 

I,  T.  C.  MacMillan,  Clerk  of  the  District  Court  of  the  United  States  for 
the  Northern  District  of  Illinois,  do  hereby  certify  the  above  and  fore- 
going to  be  a  true  and  complete  copy  of  the  certain  DECREE  entered  of 
Record  in  the  Circuit  Court  of  the  United  State  for  the  Northern  District 
of  Illinois,  on  the  thirteenth  day  of  July,  A.  D.  1875,  in  the  cause  entitled 
The  Union  Trust  Company  of  New  York  v.  The  Bockford,  Rock  Island 
and  St.  Louis  Railroad  Company,  The  Orion  and  Minersville  Railroad 
Company  ami  Samuel  M.  Nickerson,  and  Robert  S.  Noyes  anil  One  Hun- 
dred  and  Tvoenty-threi  Other  "Holders  of  Bonds,  who  have  Intervened 
Hen  in,  as  the  same  appears  from  the  original  Record  thereof  now  re- 
maining  in   my    custody   and   control. 

///  Testimony  Whereof,  I  have  hereunto  set  my  hand  and  affixed  the  seal 
of  said  C..uit,  at  my  office,  in  the  City  of  Chicago,  in  said  District,  this 
thirteenth  day  of  November,   L913. 

[seal]  T.  C.  MacMillan,  Clerk. 

By  John  H.  R.  Jamar, 

Deputy  Clerk. 
DECREE  May  17,  1876  confirming  sale. 

I*.  s.  cinuit  Court  Northern  District  of  Illinois. 

Wednesday  May  L7th  A.  D.  1876. 

Present  the  Hon.  Henry   VY.  Blodgett,  District  Judge. 

'flu    Union   Trust  Company  of  New  York^ 

v. 

Tin    Bockford,  Unci:  Island  and 

St.  Louis  Railroad  Company  and  others. _ 

This  rouse  came  on  to  be  further  heard  at  this  time,  and  was  argued  by 
counsel  and  thereupon  upon  consideration  thereof  it  was  ordered,  ad- 
judged and  decreed  as  follows,  viz:  That  the  sale  on  the  sixteenth  day 
of  August,  1875  by  Henry  W.  Bishop,  the  master  in  chancery  of  this 
court  and  the  purchase  at  said  sale  by  Heyman  Osterberg,  in  his  own 
name,  but  in  fact  as  trustee,  for  the  sum  of  $1,320,000.00  of  the  mort- 
gaged premises,  property  rights,  privileges  and  franchises  mentioned  and 
set  forth  in  the  proceedings  ami  the  decree  entered  in  this  cause  the  thir- 
teenth day  of  July,  1875  and  the  masters  report  of  said  sale  heretofore 
made,  be  and  the  same  are  in  all  tilings  ratified  and  confirmed,  and 
it  appearing  to  the  court  that  the  said  Heyman  Osterberg  as  trustee 
has  paid  to  the  said  Henry  W.  Bishop  Master  as  aforesaid  the  said 
sum  of  $1,320,000.00  with  $2,502.91  of  interest  thereon  as  required 
by  the  previous  orders  of  this  court,  the  said  Henry  W.  Bishop,  Master 
as   aforesaid   is    hereby   directed   to   make,    execute    and   deliver   to   the 


>In  equity. 


CORPORATE  HISTORY  1183 

said  Heyman  Osterberg,  as  trustee,  the  purchaser  at  said  sale  a  good 
and  sufficient  deed  conveying  to  the  said  Osterberg  as  trustee  and  his 
assigns  the  property,  rights,  privileges  and  franchises  so  sold  to  and 
purchased  by  him  to-wit:  the  entire  railroad  of  said  Eockford,  Eock 
Island  &  St.  Louis  Eailroad  Company,  with  all  branches  and  tracks 
to  the  coal  mines  owned  or  leased  by  it,  and  also  including  all  the  rail- 
roads, rights  of  way,  depot  grounds,  coal  lands  or  other  lands,  all 
depots,  station  houses,  engine  houses,  car  houses,  freight  houses,  grain 
houses,  grain  elevators,  wood  houses,  coal  houses  or  other  buildings,  and 
all  car-shops  and  machine  shops;  also  all  kinds  of  rolling  stock  or 
equipments,  machinery  and  tools  held  for  use  in  connection  with  said 
Eockford,  Eock  Island  and  St.  Louis  Eailroad  or  its  coal  lands  and  coal 
mines,  including  all  locomotives,  cars,  tenders  or  other  rolling  stock  and 
equipments,  and  all  implements,  fuel  and  materials  for  the  construction, 
operating,  repairing  or  replacing  the  said  railroad  or  any  of  its  branches, 
or  in  or  for  operating,  and  working  any  of  its  coal  mines  or  any  of  its 
equipments;  also  all  franchises  connected  with  or  relating  to  the  said 
railroad,  and  also  all  rights,  claims  and  benefits  in  and  to  all  leases, 
contracts  and  agreements  made  with  any  parties  owning  any  coal  lands 
or  mineral  lands  or  railroad  or  railroads,  or  with  any  other  parties  for 
any  other  property;  together  with  all  and  singular  the  tenements  and 
appurtenances  thereunto  belonging  and  the  reversions,  remainders,  tolls, 
incomes,  rents,  issues  and  profits  thereof;  and  also  all  the  estates,  rights, 
titles  and  interests  whatsoever  as  well  at  law  as  in  equity  of  the  said 
Eockford,  Eock  Island  and  St.  Louis  Eailroad  Company  of,  in  and  to  the 
same;  also  the  entire  railroad  of  the  Orion  and  Minersville  Eailroad 
Company,  with  all  the  franchises,  privileges  and  appurtenances  thereto 
belonging,  and  all  other  property,  real  and  personal,  belonging  to  said 
Eockford,  Eock  Island  and  St.  Louis  Eailroad  Company  and  Orion  and 
Minersville  Eailroad  Company  or  either  of  them,  including  the  property 
in  the  possession  of  William  H.  Ferry,  the  Eeceiver  in  said  cause  at 
the  time  of  said  sale  or  to  which  he  was  then  entitled  as  such  receiver 
as  follows: 

A  road  from  Eock  Island  Junction  to  Port  Byron  Junction,  thirty- 
nine  and  four-tenths   (39  4-10)  miles. 

At  Eock  Island  five-twelfths  (5-12)  miles.  From  Colona  to  Minersville 
one  and  four-tenths  (1  4-10)  miles. 

From  Orion  to  Monmouth,  thirty-eight  and  three-tenths  (38  3-10) 
miles. 

Branch  road  from  Eock  Eiver  Junction  to  coal  mines  at  Cleveland, 
three  and  five-tenths    (3  5-10)    miles. 

A  railroad  from  Monmouth  to  Alton  Junction,  one  hundred  and  sixty- 
one  and  six  tenths   (161  6-10)  miles. 

A  detached  road  from  Keithsburg  to  Sagetown,  which  has  no  con- 
nection with  any  of  the  other  roads,  seventeen  and  nine-tenths  (17  9-10) 
miles. 

A  joint  interest  with  the  Chicago  and  Northwestern  railway  from 
Eock  Island  Junction  to  Sterling,  five  and  two-tenths  (5  2-10)  miles. 


118-4       CHICAGO,   BURLINGTON    &    QILW'Y    RAILROAD  COMPANY 

A    contract    with    the    Chicago    and   Northwestern    Railway    Company 

for  the  joint  use  of  said  road  between  said  points. 

A  right  of  way  from  Port  Byron  Junction  to  Rock  Island. 

A  road  Hum  Orion  to  Minersville,  a  distance  of  seven  and  six-tenths 
(7   6-10)   miles. 

A  contract  with  the  Indianapolis  and  St.  Louis  Railroad  Company 
for  the  use  of  its  road  from  Alton  Junction  to  Kast  St.  Louis,  twenty- 
miles,  and  certain  depot   privileges  and  facilities  at   Kast  St.  Louis. 

A  contract  with  the  Chicago  and  Rock  Island  Railroad  for  the  use  of 
its  track  between  Colona  and  Port  Byron  Junction  and  from  Port  Byron 
Junction  to  Rock  Island  side  tracks  twenty  one  and  five  tenths  (21  5-10) 
mill's. 

All  the  depots  along  the  line  of  the  Rockford,  Rock  Island  and  St. 
Louis  Railroad,  excepting  at  Sterling,  Rock  Island  Junction,  Port  Byron 
Junction,  Colona,  Alexandria,  Monmouth,  Bushnell,  Alton  Junction,  and 
the  freight  depot  at  Chapin. 

ahop,    blacksmith    shop,   machine   Bhop   and    round   house   at   Beards- 
town,  together  with  tin-  tools  and  machinery  in  said  shops. 

An   engine-house  at    Bock   Island  Junction,  Sagetown  and   Keithsburg. 
Sundry  supplies  on  hand  averaging  fifteen  thousand  dollars  worth. 

The  following  Boiling   stuck-: 
Fourteen      it     first   and   second-class  coaches   and   sleepers. 

Fifteen    (15)    way   cars. 

Six    (6)    baggage   and    mail   cars. 

Three    hundred   and    ninety-one    '■'■'■•\t    freight    cars. 

Ninety-nine  ck  cars. 

Ninety   (90)   flat   cars. 

Three  hundred  ami  seventeen  (317)  coal  cars. 

Thirty   (30)   LocomotH 

Tin   following  real  estate,  in   Hewry  County,  Illinois. 

Lots  one  1  .  -wo  (2),  three  (3)  and  five  (5),  in  block  number  ten 
(10),  Cleveland,  with  four  small  frame  buildings,  cut  in  two  by  side 
track   to   coal   mine.     Grantors    title   based    on    tax    deed. 

In  <",,-,  i  ii  County,  Illinois. 

The  northeast  quarter  (%)  of  the  northeast  quarter  (x/4)  of  section 
thirty-six  (36),  town  ten  (10)  of  range  ten  (10),  west  of  the  third  (3rd) 
principal   meridian. 

//<  Schuyler  County,  Illinois. 

The  southeast  quarter  (%)  of  section  nineteen  (19),  town  one  (1), 
north  of  range  one  (1)  east  of  the  fourth  (4th)  principal  meridian,  con- 
taining one  hundred   and  sixty    (160)   acres. 

The  fractional  southwest  quarter  (%)  of  section  twenty  (20),  town  one 
(1)  north  of  range  one  (1)  east  of  the  fourth  (4th)  principal  meridian, 
containing  sixty-five  and  twenty-one  one-hundredths  (65  21-100)  acres. 


CORPORATE  HISTORY  1185 

All  of  fractional  section  twenty-nine  (29),  in  town  one  (1)  north  of 
range  one  (1)  east  of  the  fourth  principal  meridian,  containing  twenty- 
eight   and   seventy-seven   one-hundredths    (28    77-100)    acres. 

In  Cass  County  Illinois. 

Sand  pit,  being  in  the  south  half  (V£)  of  the  southeast  quarter  (%) 
of  section  thirty-five  (35),  town  eighteen  (18),  range  twelve  (12)  west 
of  the  third  (3rd)  principal  meridian,  containing  ten  and  eighteen  one- 
hundredths  (10  18-100)  acres. 

In  Scott  County,  Illinois. 
Sand  pit,  about  one  mile  from  railroad  being  in  the  northwest  quarter 
(%)  of  the  northwest  quarter  (*4)  of  section  one  (1),  town  thirteen  (13), 
range  thirteen  (13)  west  of  the  third  (3rd)  principal  meridian,  contain- 
ing ten  (10)  acres. 

In  Henry  County,  Illinois. 

Paddle  ford  farm. 

The  east  one-half  (%)  of  the  northeast  quarter  of  section  four  (4), 
township  seventeen  (17),  north  range  two  (2)  east  of  the  fourth  (4th) 
principle  meridian,  containing  eighty  acres. 

The  west  one-half  (y2)  of  the  northwest  (y±)  of  section  three 
(3),  in  township  seventeen  (17),  north  of  range  two  (2)  east  of  the 
fourth    (4th)   principal  meridian,   containing   eighty  acres. 

Shephard  farm. 

The  southwest  quarter  (x/4)  of  section  thirteen  (13),  township  seven- 
teen (17)  north  of  range  one  (1)  east  of  the  fourth  (4th)  principal 
meridian,  containing  one  hundred  and  sixty  (160)  acres. 

The  south  one-half  (%)  of  the  southeast  quarter  (%)  of  section  four- 
teen (14),  township  seventeen  (17)  north  of  range  one  (1)  east  of  the 
fourth   (4th)  principal  meridian,  containing  eighty   (80)   acres. 

The  south  one-half  (%)  of  the  south  one-half  (%)  of  the  east  one-half 
(V2)  of  the  northeast  quarter  (%)  of  section  fourteen  (14),  township 
seventeen  (17),  north  of  range  one  (1),  east  of  the  fourth  (4th)  principal 
meridian,  containing  twenty   (20)   acres.     All  in  Henry  County,  Illinois. 

In  McCoupin  County,  Illinois. 

The  west  one-half  (%)  of  the  west  one-half  (%)  of  the  northeast 
quarter  (%)  of  section  thirty-one  (31),  township  ten  (10),  north  of  range 
nine  (9),  west  of  the  third  (3rd)  principal  meridian,  containing  forty 
(40)  acres. 

The  northwest  quarter  (%)  of  the  northwest  quarter  (%)  of  section 
thirty-one  (31),  township  ten  (10),  north  of  range  nine  (9),  west  of  the 
third    (3rd)    principal    meridian,    containing   forty    (40)    acres. 

The  northeast  quarter  (%)  of  the  northwest  quarter  (1/4)  of  section 
thirty-one  (31),  township  ten  (10),  north  of  range  nine  (9),  west  of  the 
third    (3rd)    principal   meridian,    containing    forty    (40)    acres. 


1186       CHICAGO,  BURLIXGTOX   &   QUIXCY  RAILROAD  COMPANY 

The  southeast  quarter  (*4)  of  the  northwest  quarter  (*4)  of  section 
thirty-one  (31),  township  ten  (10),  north  of  range  nine  (9),  west  of  the 
third  (3rd)  principal  meridian,  containing  forty  (40)  acres,  making  a 
total  in  Macoupin  county  of  one  hundred  and  sixty  (160)  acres. 

Lot  number  six  (6)  in  block  number  three  (3)  in  Moore's  addition 
to  the  town  of  Brighton. 

In  Rock  Island  County,  Illinois. 

That  part  of  lot  five  (5)  lying  south  of  the  railroad  in  block  number 
two   (2)  in  Spencer  and  Case's  addition  to  Rock  Island. 

The  north  one  hundred  and  twenty  (120)  feet  of  lots  numbers  three 
(3)  and  four  (4)  in  block  number  three  (3)  in  Wood's  second  addition 
to  Moline. 

The  north  one  hundred  and  twenty  (120)  feet  of  lot  number  seven 
(7)  in  block  number  nineteen  (19)  in  the  old  town  of  Moline. 

Fractional  part  of  lots  numbers  two  (2)  and  three  (3)  in  block  number 
fifteen  (15)  in  the  old  town  of  .Moline,  lying  between  the  Eockford, 
Bock  Island  and  St.  Louis  Railroad  and  the  Chicago,  Eock  Island  and 
Pacific  Railroad. 

And  it  further  appearing  to  the  court  that  since  said  sale,  William 
H.  Ferry,  the  Receiver  herein,  has  compromised  under  the  direction  of 
the  court  a  claim  in  favor  of  said  Rockford,  Rock  Island  and  St.  Louis 
Railroad  Company  existing  at  the  time  of  said  sale  against  one  H.  H. 
Boody  and  under  said  compromise  lias  acquired  as  such  Receiver,  title  to 
the  following  premises  to-wit:  Nine  undivided  sixteenth  parts  (%<$) 
(The  whole  into  sixteen  parts  divided)  of  all  that  certain  tract  or  piece 
of  land,  situate  in  Barry  Township,  Schuylkill  County,  Pennsylvania, 
bounded  as  follows:  Beginning  at  a  stone,  a  corner  in  lands  of  John 
Moser,  thence  north  sixty  eight  (68°)  degrees  east,  one  hundred  and 
thirty  perches  to  a  stone,  thence  north  forty  one  degrees  east,  forty 
perches  to  a  stone,  thence  south  forty  nine  degrees,  east  seventy-six 
perches  to  a  black  oak:  thence  north  eighty  one  and  one  quarter  de- 
grees east,  eighty  perches  to  a  black  oak:  thence  south  fifty  eight  and 
one  half  degrees  east,  sixty  five  perches  to  a  white  oak:  thence  north 
eighty  six  and  one  half  degrees  east,  fourteen  perches  to  a  stone:  thence 
south  fifty  eight  degrees  west,  three  hundred  and  twelve  perches  to  a 
post,  thence  north  twenty  one  and  one  half  degrees  west,  two  hundred 
perches,  by  land  of  Harold  Kramer  and  John  Moser,  to  the  place  of 
beginning,  containing  three  hundred  and  twenty  three  acres,  more  or 
less,  and  also  nine  undivided  sixteenth  parts  (%$)•  The  whole  into 
sixteen  pars  divided,  of  all  hat  tract  or  certain  piece  of  land,  situate 
in  Barry  township,  Schuylkill  County,  aforesaid,  known  as  the  Henry  G. 
Weaver  tract,  containing  two  hundred  and  forty  seven  acres  and  twenty 
seven  perches,  bounded  and  described  as  follows:  Beginning  at  a  stone 
corner  of  the  Henry  G.  Weaver  tract  thence  south  forty  eight  and 
one  half  degrees  east,  one  hundred  and  thirty-two  perches  to  a  stone, 
thence  north,  forty  one   degrees   east,  forty  perches  to  a   stone,  thence 


CORPORATE  HISTORY  1187 

south  forty  nine  degrees  east,  twenty  nine  perches  to  a  stone,  thence 
north  sixty  eight  and  one  half  degrees  east,  one  hundred  and  eighty 
one  and  six  tenths  perches  to  a  stone,  thence  north  eighteen  and  one 
half  degrees  west,  one  hundred  and  ninety  five  perches  to  a  stone,  thence 
south  sixty  seven  and  one  half  degrees  west,  two  hundred  and  fifty 
eight  perches  to  a  stone,  thence  south  forty-four  degrees  west,  seven 
perches  to  a  stone,  thence  south  forty  nine  degrees  east,  forty  perches 
to  a  stone,  thence  south  forty  degrees  west  eighty-three  perches 
to  a  stone  and  the  place  of  beginning.  It  being  understood  that  the 
quantity  of  land  conveyed  or  intended  to  be  to  said  Eeceiver  under 
the  foregoing  description  was  about  Three  hundred  and  twenty  and 
one  half  acres  more  or  less,  together  with  all  and  singular  the  buildings, 
improvements,  ways,  roads,  lands,  woods,  mines,  minerals,  waters,  water 
courses,  rights,  liberties,  privileges,  hereditaments,  and  appurtenances. 
Whatsoever  thereto  belonging  or  in  any  wise  appertaining;  and  that 
said  Compromise  has  been  approved  and  confirmed  by  the  Court.  It 
is  further  ordered,  adjudged  and  decreed,  that  said  Master  also  convey 
in  said  deed  to  said  Osterberg,  in  addition  to  the  premises  herein  before 
mentioned  and  described,  the  said  last  described  premises,  and  it  further 
appearing  to  the  Court  from  the  Eeport  of  the  said  Eeceiver  William  H. 
Ferry  that  the  title  to  the  following  described  pieces  of  land  is  vested 
in  him  for  the  benefit  of  said  rail-road  to-wit:  Blocks  number  one 
hundred  and  one  and  one  hundred  and  four  in  the  city  of  Beardstown, 
two  strips  of  land  each  300,  feet  wide  being  150  feet  in  width  on 
each  side  of  the  centre  line  of  the  main  track  of  the  said  Eockford,  Eock 
Island  and  St.  Louis  Eail-road  as  the  same  is  located  and  operated  over 
and  across  and  upon  the  south  east  quarter  of  sect  30  and  the  north 
east  quarter  of  section  thirty  (30),  N,  E,  1  east  of  the  fourth  prin- 
cipal meridian,  which  pieces  of  land  constituted  part  of  the  right  of  way 
and  appurtenances  of  said  Eockford,  Eock  Island  and  St.  Louis  Eail-road, 
it  is  ordered  adjudged  and  decreed  that  the  said  Master  include  the 
same  in  his  said  deed  to  the  said  Heyman  Osterberg  as  Trustee  pur- 
chaser as  aforesaid. 

It  is  further  ordered  adjudged  and  decreed  that  the  said  Heyman 
Osterberg  as  Trustee  and  his  assigns  are  entitled  to  succeed  to  all  the 
estate,  rights  and  privileges  of  said  railroad  Companies  under  their 
respective  charters  or  acts  of  incorporation  and  to  control,  manage  and 
operate  said  railroad  under  said  charters  and  acts  of  incorporation  in 
the  same  manner  as  said  Eailroad  Companies  were  authorized  by 
said  charters  and  acts  of  incorporation  to  control,  manage  &  operate  the 
same. 

It  is  further  ordered  adjudged  and  decreed  that  the  said  defend- 
ants and  all  persons  claiming,  or  to  claim  from  or  under  them,  and  all 
persons  having  a  lien  subsequent  to  the  mortgages  in  the  pleadings  men- 
tioned by  judgment  or  decree  upon  the  premises,  rights,  and  prop- 
erty contained  in  said  mortgages  and  his  and  their  heirs  and  personal 
representatives  and  all  persons  claiming  under  them  be  forever  barred 
and  foreclosed  of  iand  from  all  equity  of  redemption  and  claim  of  in  or  to 


1188       CHICAGO,  BURLINGTON   &   QUINCY   KAILROAD  COMPANY 

said  mortgaged  premises,  rights,  franchises  and  property  aiid  every  part 
and    parcel    thereof. 

And  it  is  further  ordered  adjudged  and  decreed  that  the  said 
William  H.  Ferry,  the  receiver  execute  and  deliver  to  the  said,  Her- 
man Osterberg,  Trustee,  a  deed  assigning  and  transfering  to  the  said 
Osterberg  as  Trustee  and  his  assigns  all  the  right,  title  and  interest 
by  him  acquired  as  Such  Eeceiver  in  or  to  the  above  mentioned  and 
described  properly  or  any  part  thereof. 

Correct  Enter  T.  I).  May  17-76. 


}' 


Northern  District  of  Illinois, 

V  ss 
Eastern  Division. 

I,  John  H.  E.  Jamar,  Clerk  of  the  District  Court  of  the  United  States 
for  the  Northern  District  of  Illinois,  do  hereby  certify  the  above  and 
foregoing  to  be  a  true  and  complete  copy  of  the  certain  DECREE  en- 
tered of  Eecord  in  the  Circuit  Court  of  the  United  States,  for  the 
Northern  District  of  Illinois  on  the  seventeenth  day  of  .May,  A.  D.  1876, 
in  the  cause  entitled  The  Union  Trust  Company  of  New  York.  The 
Bockford,  Bock  Island  and  St.  Louis  Railroad  Company,  The  Orion  and 
.M ineisville  Railroad  Company  and  Samuel  M.  Nickerson,  and  Robert  S. 
Noyes  and  one  Hundred  and  Twenty-three  Other  Holders  of  Bonds,  who 
have  Intervened  Herein,  as  the  Bame  appears  from  the  original  Eecord 
therof  now  remaining  in  my  custody  and  control. 

In  Testimony  Whereof,  I  have  hereunto  set  my  hand  and  affixed  the  seal 
of  said  Court,  at  my  office,  in  the  City  of  Chicago,  in  said  District,  this 
twenty-second  day  of  November,  l'.»23. 

\l]  John  ii.  it.  Jamah, 

Clerk   District  Court. 

DEED,  December  9,  L875.     The  Orion  and  Minersville  Railroad  Company 
to  Heyman  Osterberg,  Trustee. 

re,  made  this  ninth  day  of  December  in  the  year  of  our  Lord 
one  thousand  eight  hundred  and  seventy  five  between  the  Orion  and 
Minersville  Railroad  Company  a  corporation  organized  under  and  by 
virtue  of  the  laws  of  the  State  of  Illinois  party  of  the  first  part,  and 
Heyman  Osterberg  as  Trustee  according  to  his  declaration  of  trust  on 
file  in  the  cause  hereinafter  mentioned,  party  of  the  second  part,  Wit- 
eth'. 

Whereas,  in  a  suit  pending  in  the  Circuit  Court  of  the  United  States  for 
the  Northern  District  of  Illinois,  wherein  The  Union  Trust  Company 
of  New  York  is  complainant  and  the  Bockford,  Rock  Island  and  St.  Louis 
Railroad  Company,  the  Orion  and  Minersville  Railroad  Company  and 
others  ore  defendants,  it  was  on  the  Twenty-ninth  day  of  March  A.  D. 
1875,     ordered,     adjudged     and     decreed     in     words     following,     to-wit: 

'•And  it  appearing  that  it  will  be  greatly  to  the  advantage  of  the 
said,  the  Bockford,  Rock  Island  and  St.  Louis  Railroad  Company,  so 
to  do,  the  contract  and  lease  entered  into  between  it  and  the  said,  the 


CORPORATE  HISTORY  1189 

Orion  and  Mincrsville  Railroad  Company  is  in  all  things  affirmed  and 
the  receiver  of  this  court  is  ordered  to  carry  the  same  and  all  its  pro- 
visions into  effect  and  it  appearing  that  there  is  now  due  under  the 
said  contract  and  lease  to  the  said  Orion  and  Minersville  Railroad  Com- 
pany the  sum  of  ($17,362.80)  seventeen  thousand  three  hundred  and 
sixty  two  dollars  and  eighty  cents,  and  that  the  further  sum  of  Nine 
thousand  five  hundred  dollars  will  fall  due  on  the  15th  day  of  June 
A.  D.  1875,  the  sum  of  nine  thousand  five  hundred  dollars  on  the  15th 
day  of  December  A.  D.  1875,  the  sum  of  Nine  thousand  five  hundred 
dollars  on  the  15th  day  of  June  A.  D.  1876,  and  the  sum  6f  Two  thou- 
sand five  hundred  and  five  dollars  and  ninety  four  cents  on  the  15th 
day  of  December  A.  D.  1876.  It  is  ordered,  adjudged  and  decreed  that 
the  Receiver  of  the  said  Rockford,  Rock  Island  and  St.  Louis  Railroad 
Company  out  of  any  money  in  his  hands  from  time  to  time,  which  can 
be  applied  to  that  purpose  pay  to  the  said  Orion  and  Minersville  Railroad 
Company  the  said  sum  of  Seventeen  thousand  three  hundred  and  sixty 
two  dollars  and  eighty  cents,  now  due  with  the  interest  on  the  sum 
remaining  from  time  to  time  unpaid  at  the  rate  of  ten  per  cent  per 
annum  and  that  he  also  pay  the  said  several  sums  above  specified,  as 
they  respectively  fall  due,  so  far  as  the  means  in  his  hands  may  from 
time  to  time  enable  him  to  do,  and  when  said  rentals  are  in  arrear  leave 
is  given  the  said  Orion  and  Minersville  Railroad  Company  from  time 
to  time  to  apply  to  this  Court  for  leave  to  enforce  such  rights  as  it 
may  have  under  said  contract  of  lease.  And  as  to  matters  concerning 
the  rebating  of  interest,  if  payment  of  said  installments  not  due  is 
made  before  they  shall  become  due  and  as  to  the  deeding  of  the  title 
in  fee  of  said  road  and  its  appurtenances  so  as  to  convey  the  revisionary 
interest  of  the  said  Orion  and  Minersville  Railroad  Company  in  said 
property  when  the  said  sum  shall  be  fully  paid  and  satisfied  the 
parties  are  ordered  to  abide  the  further  decree  of  this  Court." 

And  Whereas,  afterward,  towit:  on  the  29th  day  of  April  A.  D.  1875, 
the  Receiver  of  the  Rockford,  Rock  Island  and  St.  Louis  Railroad  Com- 
pany paid  to  the  party  of  the  first  part  hereto  the  said  sum  of  Seventeen 
thousand  three  hundred  and  sixty  two  dollars  and  eighty  cents  ($17,- 
362.80)  to  the  full  satisfaction  of  said  party  of  the  first  part  hereto. — 

And  Whereas,  afterwards,  towit: on  the  thirteenth  day  of  July  A.  D. 
1875,  the  said  Court  did  further  order,  adjudge  and  decree  among  other 
things: —  that  a  sale  of  the  property  of  the  said,  the  Rockford,  Rock 
Island  and  St.  Louis  Railroad  Company  should  be  made. 

And  by  the  same  decree  it  was  ordered: — "That  out  of  the  purchase 
money  received  by  the  Master  from  such  sale  he  shall  first  pay  the  costs 
of  this  suit,  including  those  of  all  the  parties  thereto,  to  be  taxed,  to- 
gether with  the  costs  and  expenses  of  executing  this  decree,  and  to  the 
said  Union  Trust  Company  of  New  York  the  trustee  in  said  mortgages, 
as  a  just  allowance  for  its  reasonable  expenses  and  compensation  and 
counsel  fees,  the  sum  of  forty  two  thousand  five  hundred  and  six  dol- 
lars and  ninety  five  cents  ($42,506.95)  as  specified  in  said  Master's  re- 
port, and  to  the  attorneys  of  said  intervening  bondholders  the  sum   of 


1190      CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

eight  thousand  four  hundred  dollars  ($8,400)  as  specified  in  said  Mas- 
ter's report,  and  to  the  Orion  and  Minersville  Eailroad  Company,  from 
the  proceeds  of  sale  to  which  the  holders  of  the  first  series  of  bonds  are 
herein  decreed  to  have  a  first  and  prior  right  or  lien,  the  sum  of  twenty 
nine  thousand  three  hundred  and  sixty  two  dollars  and  twenty  cents, 
with  ten  per  cent,  per  annum  interest  from  the  15th  day  of  June  A.  D. 
1875,  the  said  sum  being  the  balance  unpaid  to  the  said  Orion  and  Miners- 
ville Eailroad  Company  and  agreed  to  be  accepted  by  it  in  discharge  of 
all  sums  due  or  hereafter  to  become  due  under  its  contract  with  the 
said  Rockford,  Rock  Island  and  St.  Louis  Railroad  Company  and  a 
previous  decree  of  this  court,  and  upon  the  payment  of  the  said  sum 
of  Twenty  nine  thousand  three  hundred  and  sixty  two  dollars  and 
twenty  cents  ($29,362.20)  with  interest  as  aforesaid,  to  the  said  Orion 
and  Minersville  Railroad  Company,  it  shall,  by  a  good  and  sufficient 
deed,  convey  to  the  purchaser  at  such  sale  its  entire  line  of  road  with 
privileges  and  appurtenances  thereunto  belonging,  including  its  fran- 
chise and  property  of  every  description,  real  and  personal,  exclusive  of 
the  money  hereinbefore  directed  to  be  paid  to  the  said  Railroad  Com- 
pany. And  the  Master  shall  reserve  in  his  hands  such  further  sum  as  the 
Court  may  at  or  before  the  confirmation  of  the  sale  direct,  subject  to 
its  further  order  as  may  be  necessary  for  the  protection  of  persons  who 
have  filed  petitions  claiming  any  interest  in  some  part  of  the  property 
held  at  this  time  by  the  receiver,  if  any  such  shall  be  found  to  exist." 

And  Whereas  Henry  W.  Bishop  a  Master  in  chancery  of  said  court  was 
ordered  to  carry  said  decree  into  effect  and  has  sold  said  property  to 
Heyman  Osterherg  as  Trustee — as  aforesaid,  and  has  paid  to  said  Orion 
and  Minersville  Railroad  Company  the  said  sum  of  Twenty  nine  thou- 
sand three  hundred  and  sixty  two  20-100  dollars  ($29,362.20),  with  in- 
terest thereon  at  the  rate  of  ten  per  cent,  per  annum  from  the  said  15th 
day  of  June  A.  D.  1875. 

Now  Therefore  this  Indenture,  made  in  consideration  of  the  premises 
and  of  the  payment  by  said  Bishop  to  said  party  of  the  first  part  of 
the  said  sum  of  Twenty  nine  thousand  and  three  hundred  and  sixty 
two  dollars  and  twenty  cents  ($29,362.20)  and  the  said  interest  thereon 
to  this  date,  the  receipt  whereof  is  hereby  acknowledged  by  the  party 
of  the  first  part  as  and  for  full  satisfaction  and  discharge  of  the  moneys 
ordered  by  said  court  to  be  paid  to  it,  by  said  decree,  Witnesseth: 

That  the  said  party  of  the  first  part  doth  hereby  remise,  release,  trans- 
fer, set  over  and  convey  unto  the  said  "party  of  the  second  part,  as 
Trustee  as  aforesaid  and  assigns,  its  the  said  Orion  and  Minersville 
Railroad  Company's,  entire  line  of  road  with  the  privileges  and  appur- 
tenances thereunto  belonging,  including  its  franchises  and  property  of 
every  description,  real  and  personal  except  the  moneys  provided  by  said 
decree  to  be  paid  to  it. 

To  Have  and  To  Hold,  the  said  premises  hereby  conveyed  and  intended 
to  be  conveyed  unto  the  said  party  of  the  second  part,  Heyman  Oster- 
berg  as  Trustee  as  aforesaid,  and  to  his  assigns  only  proper  use,  benefit 
and  behoof  forever. 


CORPORATE  HISTORY  1191 

In  Witness  Whereof,  the  said  party  of  the  first  part,  The  Orion  and 
Minersville  Railroad  Company  has  caused  its  corporate  seal  to  be  hereto 
affixed,  and  these  presents  to  be  attested  by  the  signatures  of  its  Presi- 
dent and  Secretary  the  day  and  year  first  hereinabove  written  in  pur- 
suance of  the  Resolution  of  the  Board  of  Directors  of  said  party  of  the 
first  part,  passed  the  Seventh  day  of  December  A.  D.  1875. 
[seal]  P.    L.   Cable, 

President  0.  <$■  M.  R.  R.  Co. 
Henry  Curtis,  Jr., 
Secretary  0.  $  M.  R.  R.  Co. 


,1 


State  of  Illinois, 
Rock  Island  County. 

I,  Lucian  Adams,  a  Notary  Public  in  and  for  said  County  in  the  State 
aforesaid  do  hereby  certify,  that  P.  L.  Cable,  President  of  The  Orion 
and  Minersville  Railroad  Company  and  Henry  Curtis  Jr.,  Secretary 
of  the  said  Railroad  Company  personally  known  to  me  to  be  the 
identical  persons  whose  names  are  subscribed  to  the  foregoing  instru- 
ment as  such  President  and  Secretary,  appeared  before  me  this  day  in 
person,  and  being  by  me  duly  and  severally  sworn,  said: — that  he  the, 
said  P.  L.  Cable,  is  President  of  the  said  Orion  and  Minersville  Rail- 
road Company,  and  that  he,  the  said  Henry  Curtis  Jr.,  is  Secretary  of 
the  said  Company;  that  they  know  the  corporate  seal  of  said  Com- 
pany: that  the  seal  affixed  to  the  foregoing  instrument  is  such  cor- 
porate seal:  that  it  was  affixed  thereto  by  order  of  the  Board  of  Directors 
of  said  Company:  and  that  they  signed  their  names  thereto  by  like  order 
as    President    and    as    Secretary    of    said    Company. 

Witness  my   hand    and   Notarial   Seal   hereto   affixed   this   Ninth   day   of 
December  A.  D.  1875. 
[seal]  Lucian  Adams, 

Notary  Public. 

RECORDED   IN   ILLINOIS 
County  Date  Book  Page 

Henry 

MASTER'S  DEED,  May  18,  1876,  to  Heyman  Osterberg. 


This  Indenture,  made  this  eighteenth  (18th)  day  of  May,  A.  D.  1876, 
by  and  between  Henry  W.  Bishop,  as  Master  in  Chancery  of  the  Circuit 
Court  of  the  United  States  in  and  for  the  Northern  District  of  Illinois, 
party  of  the  first  part,  and  Heyman  Osterberg,  party  of  the  second 
part,  Witnesseth: 

Whereas,  on  the  13th  day  of  July,  A.  D.  1875,  one  of  the  days  of  the 
July  term,  A.  D.  1875,  of  the  Circuit  Court  of  the  United  States,  for  the 
Northern  District  of  Illinois,  it  was,  among  other  things,  ordered,  ad- 
judged, and  decreed  by  the  said  court,  in  chancery  sitting,  in  the  City  of 
Chicago,  in  said  district,  in  a  certain  cause,  then  depending  in  said  court, 


1192       CHICAGO,  BURLIXGTOX   &   QUINCY  RAILROAD  COMPANY 

between  the  Union  Trust  Company  of  New  York,  complainant,  and  the 
Rockford,  Rock  Island  &  St.  Louis  Railroad  Company,  The  Orion  & 
Minersville  Railroad  Company,  and  others  defendants,  that  the  mort- 
gaged premises  in  said  bill  of  complaint  mentioned  including  the  en- 
tire railroad  of  said  Rockford,  Rock  Island  &  St.  Louis  Railroad  Com- 
pany, with  all  branches  and  tracks  to  the  coal  mines  owned  or  leased 
by  it  and  also  including  all  the  railroads,  rights  of  way,  depot  grounds, 
coal  lauds  or  other  lands,  all  depots,  station-houses,  engine-houses,  car- 
houses,  freight-houses,  grain-houses,  grain-elevators,  wood-houses,  coal- 
houses,  or  other  buildings,  and  all  car  shops  and  machine  shops;  also 
all  kinds  of  rolling  stock  or  equipments,  machinery  and  tools  held  for 
use  in  connection  with  said  Rockford,  Rock  Island  &  St.  Louis  Rail- 
road Company,  or  its  coal  lands  and  coal  mines,  including  all  locomotives, 
cars,  tenders,  or  other  rolling  stuck  and  equipments,  and  all  other  im- 
plements find  and  materials  for  the  construction,  operating,  repairing  or 
replacing  the  said  railroad  or  any  of  its  branches,  or  in  or  for  operating 
and  working  any  of  its  coal  mines,  or  any  of  its  equipments;  also  all 
franchises  connected  with  or  relating  to  the  said  railroad,  and  also  all 
rights,  claims,  and  benefits  in  and  to  all  leases,  contracts,  and  agreements 
made  with  any  parties  owning  any  coal  lands,  or  mineral  lands,  or 
railroad,  or  railroads,  or  with  any  other  parties  for  any  ether  property; 
.  ther  with  all  and  singular  the  tenements  and  appurtenances  thereun- 
to belonging,  and  the  reversions,  remainders,  tolls,  incomes,  rents,  issues, 
and  profits  thereof;  and  also  all  tin'  estates,  rights,  titles,  and  interests 
whatsoever  as  well  at  law  as  in  equity,  of  the  said  Rockford,  Rock  Island 
&  St.  Louis  Railroad  Company  of,  in,  and  to  the  same,  also  the  entire 
railroad  of  the  Orion  &  Minersville  Railroad  Company,  with  all  the 
franchises,  privileges  and  appurtenances  thereto  belonging,  and  all  other 
property,  real  and  personal,  belonging  to  said  Rockford,  Rock  Island  cV- 
Louis  Railroad  Company  and  to  said  Orion  &  Minersville  Railroad 
apany  or  cither  of  them,  and  which  was  then  in  the  possession  of  the 
receiver    app  in    said    suit    and    described    or    referred    to    in    said 

dec  ice.  and  all  other  property,  rights,  franchises  and  things  which  had 
been  acquired  by  purchase  or  otherwise  by  the  said  receiver  during  the 
pendency  of  said  suit  for  use  in  connection  with  said  railroads,  and 
which  should  be  at  the  time  of  the  sale  thereby  decreed  in  his  possession, 
or  to  which  he  might  then  be  entitled,  be  sold  by  Henry  W.  Bishop,  the 
Master  iu  Chancery  of  said  Court,  together  as  one  property  and  not 
in  separate  parcels,  and  in  the  manner  directed  iu  said  decree,  in  order 
to  satisfy  and  pay  the  amount  due  on  said  mortgages,  the  costs  of  said 
proceeding  and  the  said  several  sums  in  said  decree  directed  to  lie  paid; 
that  any  sale  under  said  decree  should  be  at  public  auction  to  the  highest 
bidder;  two  hundred  thousand  dollars  of  the  sum  bid  to  be  paid  in  cash 
at  the  time  of  sale,  and  the  balance  as  provided  by  said  decree  when  said 
sale  (to  be  made  at  Chicago  in  the  State  of  Illinois  at  such  time  as 
said  Master  should  appoint)  should  lie  confirmed  by  the  court;  that 
notice  of  such  sale  should  be  given  by  said  Master  by  advertisement 
thereof   daily,    six   times   in   each   week   for  three   successive    weeks   pre- 


CORPORATE   HISTORY  1193 

ceding  the  day  of  sale,  in  one  daily  newspaper  of  general  circulation  in 
each  of  the  cities  of  Chicago  and  New  York. 

And,  Whereas,  the  said  Henry  W.  Bishop,  Master  in  Chancery  of  said 
court,  in  pursuance  of  the  said  order  and  decree  of  the  said  court,  and 
of  another  order  of  said  court,  entered  on  the  tenth  day  of  August,  A.  D. 

1875,  did  on  the  sixteenth  day  of  August,  A.  D.  1875  sell  at  public  auc- 
tion at  Chicago,  in  the  State  of  Illinois,  the  mortgaged  premises  in  said 
decree  mentioned,  having  first  given  previous  notice  of  said  sale  as  re- 
quired by  the  orders  and  decrees  aforesaid;  at  which  sale  the  premises 
so  sold  were  struck  off  to  Heyman  Osterberg  for  the  sum  of  one  million 
three  hundred  and  twenty  thousand  dollars,  that  being  the  highest  sum 
bid  for  the  same;  and,  whereas,  by  an  order  and  decree  of  said  court 
entered  in  said  cause  on  the  seventeenth  day  of  May,  A.  D.  1876,  it 
was,  among  other  things,  ordered,  adjudged  and  decreed  that  the  sale 
so  made  as  aforesaid  by  the  said  Henry  W.  Bishop,  the  Master  on  the 
sixteenth  day  of  August,  A.  D.  1875,  and  the  purchase  at  said  sale  by 
Heyman  Osterberg  in  his  own  name,  but,  in  fact,  as  Trustee  according 
to  his  declaration  of  trust  on  file  in  said  cause,  for  the  sum  of  thirteen 
hundred  and  twenty  thousand  ($1,320,000)  dollars  of  the  mortgaged 
premises,  property,  rights,  privileges  and-  franchises  mentioned  and  set 
forth  in  the  pleadings  and  in  the  said  decree  of  July  13th,  1875,  and  the 
Master's  report  of  said  sale  theretofore  made,  be  and  the  same  were  in 
all  things  ratified  and  confirmed,  and  it  appearing  to  the  court  that  the 
said  Heyman  Osterberg  had  paid  to  the  said  Henry  W.  Bishop,  Master 
as  aforesaid,  the  said  sum  of  thirteen  hundred  and  twenty  thousand 
dollars  with  twenty-five  hundred  and  two  dollars  and  ninety-one  cents 
($2,502.91)  of  interest  thereon  as  required  by  the  previous  orders  of 
said  court,  the  said  Master  was  directed  in  and  by  said  decree  of  the 
seventeenth  day  of  May,  A.  D.  1876,  to  make,  execute  and  deliver  to 
the  said  Heyman  Osterberg,  trustee  as  aforesaid,  the  purchaser  at  said 
sale,  and  his  assigns,  a  good  and  sufficient  deed  conveying  to  him  and 
his  assigns  the  property,  rights,  privileges  and  franchises  so  sold  and 
purchased  by  him,  and  hereinafter  particularly  described. 

And,  Whereas,  by  said  decree  of  the  Seventeenth  day  of  May,  A.  D.  1876, 
it  was  further  ordered,  adjudged  and  decreed,  that  the  said  Heyman 
Osterberg,  trustee  as  aforesaid,  and  his  assigns  were  entitled  to  succeed 
to  all  the  estate,  rights  and  privileges  of  said  railroad  companies  under 
their  respective  charters  or  acts  of  incorporation  and  to  control,  manage 
and  operate  the  said  railroads  under  said  charters  and  acts  of  incor- 
poration in  the  same  manner  as  said  railroad  companies  were  author- 
ized by  said  charters  and  acts  of  incorporation  to  control,  manage  and 
operate  the  same. 

And,  Whereas,  it  was  by  said  decree  of  the  seventeenth  day  of  May,  A.  D. 

1876,  further  ordered,  adjudged  and  decreed  that  the  said  Master  also 
include  in  his  deed  to  the  said  Heyman  Osterberg,  the  purchaser,  the 
tracts  of  land  hereinafter  described  as  situate  in  the  County  of  Schuyl- 
kill and  State  of  Pennsylvania,  which  lands,  it  is  stated  in  said  decree, 
were  acquired  in  satisfaction  of  a  claim  of  said  Bockford,  Bock  Island 


1194      CHICAGO,  BURLINGTON   &   QUINCY  RAILROAD  COMPANY 

and  St.  Louis  Eailroad  Company,  against  one  H.  H.  Boody,  existing  at 
the  time  of  sale. 

Now,  Therefore,  this  indenture  witnesseth  that,  in  pursuance  of  the  orders 
and  decrees  of  said  court  hereinbefore  set  forth  and  referred  to,  and  in 
consideration  of  the  said  sum  of  thirteen  hundred  and  twenty-two 
thousand,  five  hundred  and  two  dollars  and  ninety-one  cents  ($1,322,- 
502.91)  in  hand  paid  to  said  party  of  the  first  part,  the  receipt  whereof 
is  hereby  acknowledged,  the  said  party  of  the  first  part  as  such  Master 
in  Chancery  aforesaid,  hath  remised,  released  and  conveyed,  and  by 
these  presents  doth  remise,  release  and  convey  unto  the  said  party  of 
the  second  part,  trustee  as  aforesaid,  and  his  assigns  all  the  following 
described  premises,  being  the  premises  so  as  aforesaid  by  said  Master 
sold  in  pursuance  of  said  first  mentioned  decree  and  particularly  described 
and  ordered  to  be  conveyed  by  said  decree  of  the  seventeenth  day  of 
May,  A.  D.  1876. 

To-wit:  The  entire  railroad  of  said  Rockford,  Rock  Island  and  St. 
Louis  Railroad  Company  with  all  branches  and  tracks,  to  the  coal  mines 
owned  or  leased  by  it,  and  also  including  all  the  railroads  rights  of  way, 
depot  grounds,  coal  lands  or  other  lands,  all  depots,  station  houses, 
engine  houses,  car  houses,  freight  houses,  grain  houses,  grain  elevators, 
wood  houses,  coal  houses,  or  other  buildings,  and  all  car  shops  and  ma- 
chine shops;  also  all  kinds  of  rolling  stock  or  equipments,  machinery 
and  tools  held  for  use  in  connection  with  said  Rockford,  Rock  Island  and 
St.  Louis  Railroad,  or  its  coal  lands  and  coal  mines  including  all 
locomotives,  cars,  tenders,  or  other  rolling  stock  and  equipments,  and  all 
implements,  fuel  and  material  for  the  construction,  operating,  repair- 
ing or  replacing  the  said  railroad  or  any  of  its  branches  or  in  or  for 
operating  and  working  any  of  its  coal  mines  or  any  of  its  equipments; 
also  all  franchises  connected  with  or  relating  to  the  said  railroad,  and 
also  all  rights,  claims  and  benefits  in  and  to  all  leases,  contracts  and 
agreements  made  with  any  parties,  owning  any  coal  lands  or  mineral 
lands,  or  railroad  or  railroads  or  with  any  other  parties  for  any  other 
property  together  with  all  and  singular  the  tenements  and  appur- 
tenances thereunto  belonging,  and  the  reversions,  remainders,  tolls, 
incomes,  rents,  issues  and  profits  thereof;  and  also  all  the  estates,  rights, 
titles  and  interests  whatsoever  as  well  at  law  as  in  equity  of  the  said 
Rockford,  Rock  Island  and  St.  Louis  Railroad  Company  of,  in  and  to 
the  same;  also  the  entire  railroad  of  the  Orion  and  Minersville  Railroad 
Company,  witli  all  the  franchises,  privileges  and  appurtenances  thereto 
belonging,  and  all  other  property,  real  and  personal  belonging  to  said 
Rockford,  Rock  Island  and  St.  Louis  Railroad  Company  and  Orion 
and  Minersville  Railroad  Company,  or  either  of  them,  including  the 
property  in  the  possession  of  William  H.  Ferry,  the  receiver  in  said 
cause,  at  the  time  of  said  sale  or  to  which  he  was  then  entitled  as 
such  receiver  as  follows:  A  road  from  Rock  Island  Junction  to  Port 
Byron  Junction,  thirty-nine  and  four-tenths  (39-%0)  miles.  At  Rock 
Island,  five  twelfths  (^12)  miles.  From  Colona  to  Minersville,  one  and 
four-tenths    (l-$io)    miles.     From   Orion   to    Monmouth,    thirty-eight   and 


CORPORATE  HISTORY  1195 

three-tenths  (38-%0)  miles.  Branch  road  from  Eock  River  Junction  to 
coal  mines  at  Cleveland,  three  and  five-tenths  (3-%0)  miles.  A  railroad 
from  Monmouth  to  Alton  Junction,  one  hundred  and  sixty-one  and  six- 
tenths  (161-';4o)  miles.  A  detached  road  from  Keithsburg  to  Sagetown, 
which  has  no  connection  with  any  of  the  other  roads,  seventeen  and 
nine-tenths   (17-%,))  miles. 

A  joint  interest  with  the  Chicago  and  North  Western  Railway  from 
Rock  Island  Junction  to  Sterling,  five  and  two-tenths  (5-2/^q)  miles.  A 
contract  with  the  Chicago  and  North  Western  Railway  Company  for 
the  joint  use  of  said  road  between  said  points,  a  right  of  way  from  Port 
Byron  Junction  to  Rock  Island,  a  road  from  Orion  to  Minersville,  a 
distance  of  seven  and  six-tenths  (7-%o)  miles.  A  contract  with  the 
Indianapolis  and  St.  Louis  Company  for  the  use  of  its  road  from  Alton 
Junction  to  East  St.  Louis,  twenty-one  miles,  and  certain  depot  priv- 
ileges and  facilities  at  East  St.  Louis.  A  contract  with  the  Chicago  and 
Rock  Island  Railroad  for  the  use  of  its  track  between  Colona  and  Port 
Byron  Junction,  and  from  Port  Byron  Junction  to  Rock  Island,  side 
tracks,  twenty-one  and  five-tenths  (21-%0)  miles.  All  the  depots  along 
the  line  of  what  is  known  as  the  Rockford,  Rock  Island  and  St.  Louis 
Railroad,  excepting  at  Sterling,  Rock  Island  Junction,  Port  Byron 
Junction,  Colona,  Alexandria,  Monmouth,  Bushnell,  Alton  Junction 
and  the  freight  depot  at  Chapin,  car  shop,  blacksmith  shop,  machine 
shop  and  round  house  at  Beardstown,  together  with  the  tools  and  ma- 
chinery in  said  shops,  an  engine  house  at  Rock  Island  Junction,  Sage- 
town  and  Keithsburg. 

Sundry   supplies  on  hand  averaging  fifteen  thousand  dollars  worth. 

The  following  rolling  stock:  Fourteen  (14)  first  and  second  class 
coaches   and   sleepers. 

Fifteen  (15)  way-cars,  six  (6)  baggage  and  mail  cars,  three  hundred 
and  ninety-one  (391)  freight  cars,  ninety-nine  (99)  stock  cars,  ninety 
(90)  flat  cars,  three  hundred  and  seventeen  (317)  coal  cars,  thirty  (30) 
locomotives. 

The  following  real  estate  in  Henry  County,  Illinois. 

Lots  one  (1),  two  (2),  three  (3)  and  five  (5)  in  Block  number  ten 
(10),  Cleveland,  with  four  small  frame  buildings,  cut  in  two  by  side  track 
to  coal  mine,  grantor's  title  based  on  tax  deed. 

In  Green  County,  Illinois. 

The  North  East  quarter  (%)  of  the  North  East  (%)  of  Section  thirty- 
six  (36),  Town  ten  (10)  of  Range  ten  (10)  West  of  the  third  (3rd) 
Principal  Meridian. 

In  Schuyler  County,  Illinois. 

The  South  East  quarter  (%)  of  Section  nineteen  (19),  Town  one  (1) 
North  of  Bange  one  (1)  East  of  the  Fourth  (4th)  Principal  Meridian, 
containing  one  hundred  and  sixty  (160)  acres. 


1196       CHICAGO,  BURLINGTON   &   QUINCY  RAILROAD  COMPANY 

The  fractional  South  West  quarter  (%)  of  Section  twenty  (20),  Town 
one  (1)  North  of  Eange  one  (1)  East  of  the  Fourth  (4th)  Principal 
Meridian,  containing  sixty-five  and  twenty-one  one  hundredths  (65-2i^00) 
acres.  All  of  fractional  Section  twenty-nine  (29),  in  Town  one  (1) 
North  of  Eange  one  (1)  East  of  the  Fourth  Principal  Meridian,  con- 
taining twenty-eight  and  seventy-seven  one-hundredths  (28-7%00)  acres. 

In  Cass  Count)/,  Illinois. 
Sand    pit,    being   in    the    South    half    (%)    of    the    South    East    quartei 
(%)  of  Section  thirty-five   (35),  Town  eighteen  (18),  Range  twelve  (12) 
West  of  the  Third   (3rd)    Principal  Meridian,  containing  ten  and  eighteen 
one-hundredths    (10-i^100)    acres. 

In  Scott  County,  Illinois. 

Sand  pit,  about  one  mile  from  railroad,  being  in  the  North  West 
quarter  (%)  of  the  North  West  Quarter  (*4)  of  Section  one  (1),  Town 
thirteen  (13),  Range  thirteen  (13)  West  of  the  Third  (3rd)  Principal 
Meridian,  containing  ten  (10)   acres. 

In  Hairy  County,  Illinois. 

Paddleford  Farm.  The  East  one-half  (V2)  of  the  North  East  quarter 
(Vi)  of  Section  four  (4),  Township  seventeen  (17)  North,  Range  two 
(2)  East  of  the  Fourth  (4th)  Principal  Meridian,  containing  eighty  (80) 
acres. 

The  East  one-half  (%)  of  the  South  East  quarter  (%)  of  Section 
four  (4),  Township  seventeen  (17)  North,  Range  two  (2)  East  of  the 
Fourth  (4th)  Principal  Meridian,  containing  eighty  acres.  The  West 
one-half  (%)  of  the  North  West  quarter  (^4)  of  Section  three  (3),  in 
Township  seventeen  (17)  North,  of  Range  two  (2)  East  of  the  Fourth 
(4th)  Principal  Meridian,  containing  eighty  (80)  acres. 

Sheppard  Farm. 

The  South  West  quarter  (%)  of  Section  thirteen  (13),  Township  sev- 
enteen (17)  North,  of  Range  one  (1)  East  of  the  Fourth  (4th)  Principal 
Meridian,  containing  one  hundred  and  sixty  (160)  acres. 

The  South  one-half  (V2)  of  the  South  East  quarter  (%)  of  Section 
fourteen  (14),  Township  seventeen  (17)  North,  of  Range  one  (1)  East  of 
the  Fourth    (4th)   Principal  Meridian,  containing  eighty   (80)   acres. 

The  South  one-half  (%)  of  the  South  one-half  (%)  of  the  East  one- 
half  (V2)  of  the  North  East  quarter  (%)  of  Section  fourteen  (14), 
Township  seventeen  (17)  North,  of  Range  one  (1)  East  of  the  Fourth 
(4th)  Principal  Meridian,  containing  twenty  (20)  acres.  All  in  Henry 
County,  Illinois. 

In    Macoupin    County,   Illinois. 
The  West  one-half   (%)   of  the  West  one-half   (%)   of  the  North  East 
quarter    (%)    of   Section   thirty-one    (31),   Township   ten    (10)    North,   of 
Range  nine    (9)    West   of  the  Third    (3rd)    Principal   Meridian,  contain- 
ing forty   (40)  acres. 


CORPORATE  HISTORY  1197 

The  North  West  quarter  (%)  of  the  North  West  quarter  (%)  of 
Section  thirty-one  (31),  in  Township  ten  (10)  North,  of  Eange  nine 
(9)  West  of  the  Third  (3rd)  Principal  Meridian,  containing  forty  (40) 
acres. 

The  North  East  quarter  (%)  of  the  North  West  quarter  (%)  of  Sec- 
tion thirty-one  (31),  Township  ten  (10)  North,  of  Eange  nine  (9)  West 
of  the  Third   (3rd)   Principal  Meridian,  containing  forty   (40)   acres. 

The  South  East  quarter  (%)  of  the  North  West  quarter  (%)  of 
Section  thirty-one  (31),  Township  ten  (10)  North,  of  Eange  nine  (9) 
West  of  the  Third  (3rd)  Principal  Meridian,  containing  forty  (40) 
;n  res,  making  a  total  in  Macoupin  County  of  one  hundred  and  sixty  (160) 
acres. 

Lot  number  six  (6)  in  Block  number  three  (3)  in  Moor's  Addition 
to  the  Town  of  Brighton. 

In  Rock  Island  Comity,  Illinois. 

That  part  of  Lot  five  (5)  lying  South  of  the  railroad,  in  Block  num- 
ber two  (2)  in  Spencer  and  Case's  Addition  to  Eock  Island. 

The  North  one  hundred  and  twenty  (120)  feet  of  Lots  numbers  three 
(3)  and  four  (4)  in  Block  number  three  (3)  in  Wood's  Second  Addition 
to    Moline. 

The  North  one  hundred  and  twenty  (120)  feet  of  Lot  number  seven 
(7)    in  Block  number  nineteen  (19)   in  the  old  town  of  Moline. 

Fractional  part  of  Lots  numbers  two  (2)  and  three  (3)  in  Block  num- 
ber fifteen  (15)  in  the  old  town  of  Moline,  lying  between  the  Bock- 
ford,  Eock  Island  and  St.  Louis  Eailroad  and  the  Chicago,  Eock  Island 
and  Pacific  Eailroad. 

In  Schuylkill  County,  Pennsylvania,  the  following  premises,  to-wit. 

Nine  undivided  sixteenth  parts  (%6)  (tne  whole  into  sixteen  parts 
divided)  of  all  that  certain  tract  or  piece  of  land  situate  in  Barry 
Township,  Schuylkill  County,  Pennsylvania,  bounded  as  follows;  Be- 
ginning at  a  stone  a  corner  in  lands  of  John  Moser;  thence  North  sixty- 
eight  (68°)  degrees  East  one  hundred  and  thirty  perches  to  a  stone; 
thence  North  forty-one  degrees  East  forty  perches  to  a  stone;  thence 
South  fortv  nine  degrees  East  seventy-six  perches  to  a  black  oak;  thence 
North  eighty-one  and  one-quarter  degrees  East,  eighty  perches  to  a 
black  oak;  thence  South  fifty-eight  and  one-half  degrees  East,  sixty-five 
perches  to  a  white  oak;  thence  North  eighty-six  and  one-half  degrees 
three  hundred  and  twelve  perches  to  a  post;  thence  North  twenty-one  and 
one  half  degree  West,  two  hundred  perches  by  land  of  Harold  Kramer  and 
John  Moser  to  the  place  of  beginning,  containing  three  hundred  and  twen- 
ty-three acres,  more  or  less. 

And  also  nine  undivided  sixteenth  parts  (%«)  (the  whole  into  sixteen 
parts  divided)  of  all  that  tract  or  certain  piece  of  land  situate  in  Barry 
Township,  Schuylkill  County,  aforesaid,  known  as  the  Henry  G..  Weaver 
tract,  containing  two  hundred  and  forty-seven  acres  and  twenty-seven 
perches,  bounded  and  described  as  follows:     Beginning  at  a  stone  corner 


1198       CHICAGO,  BURLINGTON  &   QUINCY   RAILROAD  COMPANY 

of  the  Henry  G.  Weaver  tract;  thence  South  forty-eight  and  one-half 
degrees  East,  one  hundred  and  thirty -two  perches  to  a  stone;  thence 
North  forty-one  degrees  East,  forty  perches  to  a  stone;  thence  South 
forty-nine  degrees  East,  twenty -nine  perches  to  a  stone;  thence  North 
sixty-eight  and  one  half  degrees  East,  one  hundred  and  eighty-one  and 
six  tenths  perches  to  a  stone;  thence  North  eighteen  and  one-half  de- 
grees West,  one  hundred  and  ninety-five  perches  to  a  stone;  thence  South 
sixty-seven  and  one-half  degrees  West,  two  hundred  and  fifty-eight 
perches  to  a  stone;  thence  South  forty-four  degrees  West,  seven  perches 
to  a  stone;  thence  South  forty-nine  degrees  East,  forty  perches  to  a 
stone ;  thence  South  forty  degrees  west,  eighty-three  perches  to  a  stone ; 
and  the  place  of  beginning. 

And  also  the  following  described  pieces  or  parcels  of  land:  Blocks 
numbered  one  hundred  and  one  (101  and  one  hundred  and  four  (104)  in 
the  City  of  Beardstown,  two  strips  of  land  each  three  hundred  feet 
wide,  being  one  hundred  and  fifty  feet  in  width  on  each  side  of  the  center 
line  of  the  main  track  of  the  said  Rockford,  Bock  Island  and  St.  Louis 
Railroad  as  the  same  is  located  and  operated  over  and  across  and  upon 
the  South  East  quarter  of  Section  (30)  North,  Range  one  (1)  East  of 
the  Fourth  Principal  Meridian,  which  pieces  or  parcels  of  land  con- 
stituted part  of  the  right  of  way  and  appurtenances  of  said  Rockford, 
Rock  Island  and  St  Louis  Railroad. 

To  Have  and  to  Hold  the  said  premises  above  described  and  hereby  in- 
tended to  be  granted  to  said  party  of  the  second  part,  trustee  as  afore- 
said, and  his  assigns  forever. 

In  Witness  Whereof  I  have  hereunto  set  my  hand  and  seal  this  eighteenth 
day  of  May,  A.  D.  1876,  and  of  the  Independence  of  the  United  States 
the  100th  year. 
[seal]  Henry  W.  Bishop, 

Master  in  Chancery  of  the  U.  S.  Cir.  Court, 

Northern  Dist.  of  Illinois. 

The  words  "The  South  East  quarter  of  Section  three  (3)  and  were 
erased  before  signing"  And  "as  such  Master  in  Chancery  aforesaid." 

Henry  W.  Bishop, 
Master  in  Chancery  of  the  U.  S.  Cir.  Court, 

North.  Dist.  of  Illi. 
In  presence   of 
T.  W.  W.  Cole. 


State  of  Illinois,  ) 

v  SS. 

Cook  County.  \ 

I,  Norman  Hall,  a  Notary  Public  in  and  for  said  County,  in  the  State 
aforesaid,  do  hereby  certify  that  Henry  W  Bishop,  who  is  personally 
know  to  me  to  be  the  same  person  whose  name  is  subscribed  to  the 
annexed  Deed  of  Conveyance,  appeared  before  me  this  day  in  person  and 
acknowledged   that  he,  as  Master  in   Chancery,   and  signed,  sealed  and 


inKl'ORATK    HISTORY 


1199 


delivered  the     said  instrument  of  writing  as  his  free  act   and   deed  for 
the  uses  and  purposes  therein  expressed. 

Given  under  my  hand  and  Notarial  Seal  this  eighteenth  day  of  May, 


A.  D.  1876. 

Norman  Hall, 

[SEAL] 

Notary 

Public. 

EECOEDED 

IN 

ILLINOIS 

County 

Date 

Booh 

Page 

Whiteside 

May 

19, 

1876 

49 

226 

Bock  Island 

May 

23, 

1876 

59 

140 

Henry 

'May 

26, 

1876 

126 

65 

Mercer 

June 

8, 

1876 

27 

130 

Kxox 

June 

15, 

1876 

102 

Warren 

June 

22, 

1876 

61 

511 

Cass 

June 

10, 

1885 

42 

260 

Fulton 

June 

19, 

1885 

139 

431 

Greene 

July 

7, 

1885 

63 

275 

Jersey 

July 

17, 

1885 

63 

219 

Madison 

August 

29, 

1885 

172 

71 

Macoupin 

September 

10, 

1885 

D.U. 

167 

McDonough 

October 

12, 

1885 

58 

212 

MORGAX 

October 

31, 

1885 

37 

355 

Schuyler 

December 

3, 

1885 

55 

486 

Scott 

December 

14, 

1885 

1 

355 

Henderson 

January 

26, 

1895 

48 

183 

DEED  May  18,  1876.     Heyman  Osterberg  to  St.  Louis,  Rock  Island  and 
Chicago  Railroad  Company. 


litis  Indenture,  made  this  eighteenth  day  of  May,  A.  D.,  1876,  between 
Heyman  Osterberg,  trustee,  party  of  the  first  part,  and  the  St  Louis, 
Rock  Island  and  Chicago  Railroad  Company,  an  existing  corporation, 
duly  organized  under  and  by  virtue  of  the  laws  of  the  State  of  Illinois,  party 
of  the  second  part,  Witnesseth,  that  the  said  party  of  the  first  part,  for 
and  in  consideration  of  the  sum  of  five  million,  nine  hundred  and  ninety- 
two  thousand  dollars  in  hand  paid  by  the  said  party  of  the  second  part, 
the  receipt  whereof  is  hereby  acknowledged,  has  granted,  transfered 
and  conveyed,  and  by  these  presents  does  grant,  transfer  and  convey 
unto  the  said  party,  of  the  second  part,  and  to  its  successors  and  assigns, 
forever,  the  folloAving  premises,  which  premises  were  conveyed  to  said 
party  of  the  first  part  by  Henry  W.  Bishop,  the  Master  in  Chancery  of 
the  Circuit  Court  of  the  United  States  for  the  Northern  District  of 
Illinois,  on  the  eighteenth  day  of  May,  A.  D.,  1876,  under  and  in  pur- 
suance of  the  orders  and  decrees  of  said  Court  in  a  cause  depending  in 
said  court  wherein  The  Union  Trust  Company  of  New  York  was  com- 
plainant and  The  Rockford,  Rock  Island  and  St.  Louis  Railroad  Com- 
pany and  others  were  defendants,  to-wit:  All  the  right,  title  and  in- 
terest of  said  party  of  the  first  part  in  and  to  the  Rockford,  Rock  Island 
and    St.   Louis   Railroad   and   the   Orion   and   Minersville   Railroad,   with 


1200       CHICAGO,  BURLINGTON   &   QUINCY  RAILROAD  COMPANY 

the  privileges,  franchises  and  appurtenances  belonging  to  the  same  as 
fully  and  completely  as  the  same  were  conveyed  to  the  said  party  of 
the  first  part  by  said  Master,  which  premises  are  more  particularly 
described  as  follows,  to-wit: 

A  railroad  from  Eock  Island  Junction  to  Port  Byron  Junction,  thirty- 
nine  and  four  tenths  (39-$<jo)  miles. 

At  Rock  Island  five  twelfths  (%o)  °f  a  mile. 

From  Colona  to  Minersville,  one  and  four  tenths  (1-%))  miles. 

From  Orion  to  Monmouth  thirty-eight  and  three  tenths   (38-%0)  miles. 

Branch  road  from  Rock  River  Junction  to  coal  mines  at  Cleveland, 
three  and  five  tenths  (3->%0)  miles. 

Railroad  from  Monmouth  to  Alton  Junction,  one  hundred  and  sixty- 
one  and  six  tenths  (161-%0)  miles. 

A  detached  road  from  Keithsburg  to  Sagetown,  which  has  no  connec- 
tion with  any  of  the  other  roads,  seventeen  and  nine  tenths  (17-%0)  miles. 

A  joint  interest  with  the  Chicago  and  North  Western  Railway  from 
Rock  Island  Junction  to  Sterling,  five  and  two  tenths  (5-%0)  miles,  and 
a  contract  with  said  Chicago  and  North  Western  Railway  Company  for 
the  joint  use  of  said  road  between  said  points. 

A    right   of  way   from   Port   Byron   Junction    to   Rock   Island. 

A  railroad  from  Orion  to  Minersville,  a  distance  of  seven  and  six 
tenths  (7-<)40)  miles. 

A  contract  with  the  Chicago  and  Rock  Island  Railroad  Company  for 
the  use  of  its  track  between  Colona  and  Port  Byron  Junction  to  Rock 
Island,    Side    tracks    twenty-one    and    five    tenths    (21-^0)    miles. 

Including  herein  the  rights  of  way,  side  tracks,  road-beds,  super- 
structures, i inn,  ties,  chairs,  splices,  bolts,  nuts  and  spikes  of  said 
railroads,  all  the  lands,  depot  grounds,  station  houses,  depots,  viaducts, 
fences,  bridges,  timber  and  materials  appurtenant  to  said  railroads,  all 
the  engine,  tenders,  cars  and  machinery,  and  all  other  kinds  of  rolling 
stock  of  said  railroads  or  either  of  them,  all  the  rights,  privileges  and 
franchises  of  said  party  of  the  first  part  relating  to  said  railroads,  or 
either  of  them  and  with  the  authority  to  operate  said  railroads  as  the 
same  were  conveyed  to  said  party  of  the  first  part  by  said  Master, 
including  herein  all  machine  shops  and  the  implements  and  tools  con- 
tained therein  or  along  the  lines  of  said  railroads  or  either  of  them, 
although  the  same  may  not  be  herein  specifically  mentioned,  subject, 
however,  to  all  the  liabilities  of  said  railroads  or  either  of  them  incurred 
by  said  party  of  the  first  part  in  the  operation  or  management  of  the 
same  since  the  first  day  of  November,  A.  D.  1875,  including  the  taxes 
of  that  year  and  which  are  now  outstanding. 

To  Have  and  to  Hold  the  said  premises  above  conveyed  and  described 
with  the  appurtenances,  unto  the  said  party  of  the  second  part,  its  suc- 
cessors and  assigns,  forever. 

In  Witness  Whereof  the  said  party  of  the  first  part  has  hereunto  set  his 
hand   and   seal   the   day   and  year   first   above   written. 

Heyman  Osterberg  [seal] 

Trustee. 


CORPORATE  HISTORY 


1201 


State  of  .Missouri,      ) 

r  SS 

County  of  St.  Louis.  ) 

I,  Charles  A.  Fisk,  a  Notary  Public  in  and  for  and  residing  in  St. 
Louis,  St.  Louis  Co.,  Mo.,  do  hereby  certify  that  Heyman  Osterberg, 
personally  known  to  me  to  be  the  same  person  whose  name  is  subscribed 
to  the  foregoing  instrument,  appeared  before  me  this  day  in  person  and 
acknowledged  that  he  signed,  sealed  and  delivered  the  said  instrument 
as  his  free  and  voluntary  act,  for  the  uses  and  purposes  therein  set 
forth.  Given  under  my  hand  and  official  seal  this  Eighteenth  day  of 
May  A.  D.,  1876. 
[seal]  Charles  A.  Fisk, 

Notary  Public. 
St.  Louis  Co.,  Mo. 
Qualified  Jany.  29/73 
Expires  Jany.  27/77 

RECORDED  IN  ILLINOIS 


Coumty 

Date 

Book 

Page 

Whiteside 

May 

19, 

1876 

49 

233 

Rock  Island 

May 

25, 

1876 

59 

147 

Henry 

May 

29, 

1876 

126 

72 

Mercer 

June 

•     9, 

1876 

27 

137 

Kxox 

June 

15, 

1876 

102 

92 

Cass 

June 

10, 

1885 

42 

268 

Fulton 

June 

19, 

1885 

139 

426 

Greene 

July 

7, 

1885 

63 

283 

Jersey 

July 

17, 

1885 

63 

226 

Madison 

August 

29, 

1885 

172 

82 

Macoupin 

September 

10,  : 

L885 

D.E 

173 

McDonough 

October 

12, 

1885 

58 

210 

Morgan- 

October 

31, 

1885 

37 

363 

Schuyler 

December 

3, 

1885 

55 

497 

Scott 

December 

14, 

1885 

1 

349 

Warren 

January 

5, 

1886 

74 

365 

Henderson 

January 

26, 

1895 

48 

192 

ST.  LOUIS,  ROCK  ISLAND  AND 
CHICAGO  RAILROAD  COMPANY 

This  company  was  incorporated  under  the  General  Laws  of 
Illinois  by  Articles  dated  April  27,  1876  and  filed  with  the 
Secretary  of  State  May  10,  1876. 

The  line  of  the  road  is  designated  as  follows,  to  wit : 

"The  places  from  and  to  which  it  is  intended  to  construct, 
complete  and  operate  the  proposed  railroad  are  from  the  City 
of  East  St.  Louis,  in  the  County  of  St.  Clair,  State  of  Illinois, 
to  the  City  of  Rockford,  in  the  County  of  Winnebago,  State  of 
Illinois." 

It  was  organized  at  Rock  Island  May  10,  1876,  for  the  pur- 
pose of  acquiring  the  railroad  property  and  franchises  former- 
ly belonging  to  The  Rockford,  Rock  Island  and  St.  Louis  Rail- 
road Company. 

Of  date  May  18,  1876,  it  purchased  by  deed,  from  Heyman 
Osterberg,  Trustee,  the  entire  railroad  formerly  belonging  to 
The  Rockford,  Rock  Island  and  St.  Louis  Railroad  Company, 
described  as  follows : 

A  railroad  from  Rock  Island  Jet.  to  Port  Byron  Jet.,  39.4 
miles. 

At  Rock  Island,  four  tenths  of  a  mile. 

From  Colona  to  Minersville,  1.4  miles. 

From  Orion  to  Monmouth,  38.3  miles. 

Branch  road  from  Rock  River  Jet.  to  coal  mines  at  Cleve- 
land, 3.5  miles. 

From  Monmouth  to  Alton  Jet.,  161.6  miles. 

From  Keithsburg  to  Sagetown  (Gladstone),  17.9  miles. 

A  joint  interest  with  the  Chicago  &  North  Western  Railway 
Company  from  Rock  Island  Jet.  to  Sterling,  5.2  miles,  and  a 
contract  with  said  Chicago  &  North  Western  Railway  Com- 
pany for  the  joint  use  of  said  road  between  said  points. 

A  right  of  way  from  Port  Byron  Jet.  to  Rock  Island. 

From  Orion  to  Minersville,  7.6  miles. 

A  contract  with  the  Chicago,  Rock  Island  &  Pacific  Railway 
for  the  use  of  its  track  between  Colona  and  Port  Byron  Jet. 
to  Rock  Island,  together  with  side  tracks,  21.5  miles. 

1202 


CORPORATE  HISTORY  1203 

This  company  constructed  the  following  connecting  main 
line : 

From  a  connection  with  this  company's  line  at  Colona,  Illi- 
nois, thence  northerly  to  Barstow,  Illinois,  a  distance  (first 
main)  of  2.9  miles,  all  in  Illinois. 

From  the  terminus  of  this  company's  line  at  Port  Byron 
Junction,  Illinois,  thence  westerly  to  and  into  the  City  of  Rock 
Island,  a  distance  (first  main)  of  7  miles. 

The  connecting  line  from  Colona  to  Barstow  was  built  during 
1877. 

The  line  from  Port  Byron  Junction  into  Rock  Island  was 
built  during  1879. 

In  1876. the  Chicago,  Burlington  &  Quincy  Railroad  Company 
purchased  the  road  from  Herman  Osterberg  who  was  acting  as 
agent  for  the  Dutch  bondholders. 

Of  elate  February  1,  1877  (effective  October  1,  1876)  the  road 
was  leased  to  the  Chicago,  Burlington  &  Quincy  Railroad  Com- 
pany in  perpetuity. 

June  1,  1899  it  was  conveyed  to  the  Chicago,  Burlington  & 
Quincy  by  deed. 
ARTICLES  OF  ORGANIZATION,  April  21,  1876,  St.  Louis,  Rock  Island 

And  Chicago  Railroad  Company. 

The  undersigned,  for  the  purpose  of  organizing  a  railroad  corporation 
under  and  pursuant  to  the  laws  of  the  State  of  Illinois,  and  to  pur- 
chase, construct,  own,  maintain,  and  operate  a  railroad,  do  hereby  adopt 
the  following  articles  of  incorporation,  to  wit: 

ARTICLE    I. 

The  name  of  such  proposed  corporation  is,  and  shall  be,  the  St.  Louis, 
Rock  Island   and   Chicago   Railroad   Company. 

ARTICLE   II. 

The  places  from  and  to  which  it  is  intended  to  construct,  complete 
and  operate  the  proposed  railway,  are  from  the  city  of  East  St.  Louis, 
in  the  county  of  St.  Clair  and  State  of  Illinois,  to  the  city  of  Rockford, 
in  the  county  of  Winnebago,  and  State  of  Illinois. 

ARTICLE  III. 

The  place  at  which  shall  be  established  and  maintained  the  prin- 
cipal business  office  of  said  proposed  corporation,  is  the  city  of  Rock 
Island,  county  of  Rock  Island,  and  State  of  Illinois. 

ARTICLE  IV. 
The  time  of  the  commencement,  and  the  period  of  the  continuance  of 
said   proposed   corporation,   is    from   the    21st    day   of   April,    1876,   to   the 


1204       CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD   COMPANY 

21st   day  of  April,   1926,  being  a  period   of  fifty  years,  and   the  period 
of  its  existence  may  be  further  extended  in*  the  manner  provided  by  law. 

ARTICLE   V. 

The  amount  of  the  capital  stock  of  such  corporation,  shall  be  three 
million  dollars. 

ARTICLE  VI. 

The  names  and  places  of  residence  of  the  persons  forming  such  cor- 
poration, are  as  follows,  to  wit: 
John  M.  Gould,  Moline,  Ills. 
Charles  H.  Deere,  Moline,  Ills. 
Edward  D.  Sweeney,  Eock  Island,  Ills. 
W.  C.  Brewster,  Davenport,  Iowa. 
Geo.  Skinner,  Rock  Island,  Ills. 
Walter  Trumbull,  Eock  Island,  Ills. 
Heyman  Osterberg,  Eock  Island,  Ills. 

article  vii. 

The  names  of  the  members  of  the  first  board  of  directors  are  as 
follows: 

John  M.  Gould,  Chas.  H.  Deere,  Edward  D.  Sweeney,  W.  C.  Brewster, 
Geo.  Skinner,  Walter  Trumbull,  Heyman  Osterberg. 

The  officers  or  persons  in  whom  the  government  of  the  proposed  cor- 
poration and  the  management  of  its  affairs  shall  be  vested,  are  a  board 
of  directors,  consisting  of  seven  persons,  a  president  and  vice-president, 
both  of  whom  shall  be  members  of  said  board. 

article  viii. 
The  number  of  shares  of  capital  stock  shall  be  thirty  thousand,  and  the 
amount  of  each  share  shall  be  one  hundred  dollars. 

In  testimony  whereof,  we,  the  undersigned,  have  hereunto  severally 
subscribed  our  names  this  21st  day  of  April,  1876. 

John  M.  Gould, 
Charles  H.  Deere, 
Edward   D.   Sweeney. 
W.  C.  Brewster, 
George  Skinner, 
Walter  Trumbull, 
Heyman  Osterberg. 
State  of  Illinois, 


ss 
Eock  Island  County,  ' 

On  this  twenty-first  day  of  April,  1876,  before  me,  a  notary  public  in 
and  for  said  county,  personally  appeared,  John  M.  Gould,  Charles  H. 
Deere,  Edward  D.  Sweeney,  W.  C.  Brewster,  George  Skinner,  Walter 
Trumbull,  &  Heyman  Osterberg,  to  me  personally  known  to  be  the 
same  persons  who  executed  the  foregoing  articles,  and  severally  acknowl- 
edged that  they  executed  the  same  for  the  purposes  therein  set  forth. 

Witness  my  hand  and  notarial  seal,  this  21st  day  of  April,  A.  D.  1876. 
[seal!  M.  D.  Merrill,  N.  P. 


CORPORATE  HISTORY 


1205 


United  States  of  America,  ) 
STATE  ok  Illinois.  \ 

OFFICE  OF  SECRETARY. 

I,  George  H.  Harlow,  Secretary  of  the  State  of  Illinois,  do  hereby 
certify  that  the  within  and  foregoing  Articles  of  Organization  of  the 
St.  Louis,  Rock  Island  and  Chicago  Railroad  Company  were  duly  filed 
for  record  in  this  office  on  the  10th  day  of  May  A.  D.  1876  at  12 
o'clock  M.  and  recorded  inclusive  of  the  certificates,  thereto  attached, 
in  Book  No.  Two  (2)  of  Railway  Incorporations  at  pages  40  to  46 
inclusive. 

In  Witness  Whereof,  I  hereto  set  my  hand  and  affix  the  Great  Seal 
of  State,  at  the  City  of  Springfield,  this  Tenth  day  of  May  A.  D.  1876. 

Geo.  H.  Harlow, 
[seal]  •  Secretary  of  State. 


RECORDEE 

>  IN  ILLINOIS 

County 

Date 

Book 

Page 

Rock  Island 

April 

21, 

1876 

1 

299 

Henry 

April 

22, 

1876 

129 

187 

Winnebago 

April 

24, 

1876 

o 

31 

1  ii;i.i 

April 

25, 

1876 

F 

79 

Whiteside 

April 

25, 

1876 

70 

333 

Lee 

A]  nil 

25, 

1876 

B 

576 

Knox 

April 

26, 

1876 

102 

39 

Mi  DONOUGH 

April 

26, 

1876 

2 

567 

Schuyler 

April 

27, 

1876 

B 

56 

Pulton 

April 

27, 

1876 

o 

6 

Henderson 

April 

28, 

1876 

32 

188 

Warren 

April 

28, 

1876 

61 

479 

Mercer 

April 

29, 

1876 

27 

125 

Cass 

May 

1. 

1876 

A 

153 

Morgan 

May 

2, 

,  1876 

A 

443 

Scott 

May 

9 
"J 

1876 

M 

333 

Jersey 

May 

3, 

1876 

46 

127 

Greexe 

May 

3, 

1876 

A 

St.  Clair 

M  ay- 

9, 

1876 

1 

272 

Madison 

May 

9, 

1876 

108 

249 

Macoupin 

May 

10, 

1876 

C.B. 

441 

TRUST    MORTGAGE,    February    1,    1877.     St.    Louis,    Rock    Island    and 
Chicago  Railroad  Company  to  John  N.  A.  Griswold,  et  al.   Trustees. 


This  I  a  ill  a  i  n  re,  Made  this  first  (1st)  day  of  February,  in  the  year  of  Our 
Lord  one  thousand  eight  hundred  and  seventy-seven  (1877),  between 
the  St.  Louis,  Rock  Island  and  Chicago  Railroad  Company,  a  corporation 
duly  organized  under  and  in  accordance  with  the  laws  of  the  State  of 


1206       CHICAGO,  BURLINGTON  &   QUIXCY  RAILROAD  COMPANY 

Illinois,  a  party  of  the  first  part,  and  J.  X.  A.  Griswold,  of  the  State 
of  Ehode  Island,  and  John  N.  Denison  and  George  Tyson,  of  the  State 
of  Massachusetts,  trustees  herein,  and  parties  of  the  second  part: 

Witnesseth,  that  whereas  the  said  St.  Louis,  Eock  Island  and  Chicago 
Eailroad  Company  is  desirous  of  borrowing  money  to  an  amount  not 
exceeding  two  millions  five  hundred  thousand  dollars  ($2,500,000),  to 
provide  for  and  fund  its  outstanding  indebtedness,  and  to  complete  and 
equip  its  road,  and  has  resolved  to  execute  the  bond  or  bonds  of  said 
Company  therefor,  payable  in  currency,  amounting  in  the  aggregate  to 
two  millions  five  hundred  thousand  dollars  ($2,500,000),  bearing  date 
ii.-tober  first  (1st),  one  thousand  eight  hundred  and  seventy-six  (1876), 
having  twenty-live  (25)  years  to  run  to  maturity,  and  bearing  interest 
at  the  rate  of  seven  (7)  per  cent,  per  annum,  payable  semi-annually, 
in  currency,  on  the  first  (1st)  day  of  April  and  October  in  each  year, 
at  the  office  of  said  Company,  in  the  city  of  Boston,  where  both  princi- 
pal and  interest  are  made  payable,  or  at  such  other  place  as  the  said 
Compaify  may  designate  for  that  purpose,  which  said  bonds,  if  more 
than  our.  arc  to  bear  the  same  date,  and  are  to  stand  equally  secured 
by  this  Deed  of  Trust,  and  are  to  be  numbered  consecutively  from 
number  one  (1)  to  the  highest  number  which  may  be  issued,  inclusive; 
each  of  which  said  bonds  is  to  be  authenticated  by  a  certificate,  signed 
by  the  trustees,  or  a   majority  thereof,  named   in  this   Deed  of  Trust;   and 

/('/,■  i   St.    Louis,   Rock    [sland   ami    Chicago    Railroad   Company  is 

authorized  by  the  statutes  of  the  State  of  Illinois,  and  by  the  approval 
of  its  stockholders,  at  a  special  meeting  called  and  held  in  the  manner 
provided  by  law  for  that  purpose,  to  borrow  said  sum  of  money,  and 
secure   the   same   as   herein    provided; 

Now,  Therefore,  this  I  '■  ■■.  thai   the   said  St.  Louis,  Eock 

Island  and  Chicago  Eailroad  Company,  in  order  to  secure  the  payment 
of  its  said  bond  or  bonds,  and  the  interest  thereon,  and  in  consideration 
of  the  sum  of  live  dollars  to  it  in  hand  paid  by  the  parties  of  the 
second  part,  at  the  ensealing  and  delivery  of  these  presents,  the  receipt 
which  is  hereby  acknowledged,  has  granted,  bargained,  sold,  trans- 
ferred, and  conveyed,  and  by  these  pr<  oth  grant,  bargain,  sell, 
transfer  and  convey  to  !  I  parties  of  the  second  part,  their  succes- 
sors in  said  trust  and  assigns,  all  the  following  and  all  the  within 
di  scribed  property,   to-wit: 

All  the  present  and  in  future  to  be  acquired  property  of  said  Eailroad 
Company,  in  and  relating  to  the  said  railroads,  and  all  the  right,  title, 
interest  and  equity  of  redemption  therein,  that  is  to  say: 

All  the  main  line  and  branches  of  said  railroad  of  said  first  party  now 
made,  or  to  be  made,  constructed  and  to  be  constructed,  extending  from 
Sterling  to  East  St.  Louis,  and  also  all  the  right,  title  and  interest  of 
said  party  of  the  first  part,  in  and  to  what  were  formerly  known  as  the 
Eockford,  Eock  Island  and  St.  Louis  Eailroad,  and  the  Orion  ami  Miners- 
ville  Eailroad,  and  a  road  from  Keithsburg  to  Sagetown,  with  the  privi- 
leges, franchises,  and  appurtenances  belonging  to  the  same,  and  more 
particularly  described  as  follows,  to-wit: 


CORPORATE  HISTORY  1207 

Its  railroad  extending  from  Bock  Island  Junction  to  Port  Byron 
Junction,  thirty-nine  and  four-tenths  (39  4-10)  miles. 

Its  railroad  at  the  city  of  Eock  Island,  five-twelfths   (5-12)  of  a  mile. 

Its  railroad  from  Colona  to  Minersville,  one  and  four-tenths  (1  4-10) 
miles. 

From  Orion  to  Monmouth,  thirty-eight  and  three-tenths  (38  3-10)  miles. 

Its  branch  road  from  Eock  Eiver  Junction  to  coal  mines  at  Cleveland, 
three  and  five-tenths   (3  5-10)   miles. 

Its  railroad  from  Monmouth  Junction  to  Alton  Junction,  one  hundred 
and  sixty-one  and  six-tenths   (161  6-10)   miles. 

Its  detached  road  from  Keithsburg  to  Sagetown,  seventeen  and  nine- 
tenths  (17  9-10)  miles. 

Its  joint  interest  with  the  Chicago  and  North-Western  Eailway,  in  the 
road  from  Eock  Island  Junction  to  Sterling,  five  and  two-tenths  (5  2-10) 
miles;  and  a  contract  for  the  joint  use  of  said  road  between  said  points. 

Its  right  of  way  from  Port  Byron  Junction  to  Eock  Island. 

Its  railroad  from  Orion  to  Minersville,  a  distance  of  seven  and  six- 
tenths    (7    6-10)    miles. 

A  contract  with  the  Chicago,  Eock  Island  and  Pacific  Railroad  Com- 
pany, for  the  use  of  its  track  between  Colona  and  Port  Byron  Junction, 
and  Eock   Island. 

Side  tracks,  twenty-one  and  five-tenths  (21  5-10)  miles. 

Including  the  rights  of  way  of  said  described  railroads,  road-bed, 
superstructure,  iron,  ties,  chains,  splices,  bolts,  nuts,  spikes,  and  all  the 
lands  and  depot  grounds,  station  houses,  depots,  viaducts,  bridges,  timber 
and  materials  and  property  purchased  or  to  be  purchased  for  the  use 
of  said  railroads;  and  all  the  engines,  tenders,  cars  and  machinery,  and 
all  kinds  of  rolling  stock  now  owned  or  hereafter  purchased  by  said 
party  of  the  first  part,  for  and  to  be  used  upon  said  railroads;  and  all 
the  revenues  and  income  of  said  railroads,  and  all  the  franchises 
and  rights  of  said  party  of  the  first  part  relating  thereto,  and 
property  acquired  by  virtue  thereof,  now  in  possession,  or  hereafter 
to  be  acquired,  including  machine  shops,  tools,  implements  and  personal 
property  used  therein  or  along  the  line  of  said  railroads. 

To  Have  and  to  Hold  the  said  railroads  and  property,  and  all  and  singular 
the  said  premises  and  every  part  thereof,  with  the  appurtenances,  unto 
the  said  parties  of  the  second  part,  their  successors  in  said  trust  and 
assigns;  but  for  the  following  purposes  and  upon  the  following  express 
trust — that  is  to  say: 

In  case  the  said  St.  Louis,  Eock  Island  and  Chicago  Eailroad  Company 
shall  fail  to  pay  the  principal,  or  any  part  thereof,  or  any  of  the 
interest  on  said  bond  or  bonds  secured  or  intended  to  be  secured  hereby, 
at  any  time  when  and  where  the  same  may  become  due  and  payable, 
according  to  the  tenor  thereof,  and  for  thirty  days  thereafter,  then  and 
in  such  case  all  of  said  bonds,  if  more  than  one,  both  principal  and 
interest,  shall  thereupon,  at  the  option  of  the  holders  thereof,  become 
due  and  payable;  and  at  the  request  of  the  holders  of  one-tenth  in 
amount   of   said   bonds,   the   said  parties   of   the   second   part,   their   sue- 


1208       CHICAGO,  BURLINGTON   &   QUINCY  RAILROAD  COMPANY 

cessors  in  said  trust  or  assigns,  may  enter  into  and  take  possession  of 
all  and  singular  the  railroad,  premises  and  property  hereby  conveyed, 
and  as  the  attorneys  in  fact  or  agents  of  said  first  party,  by  themselves 
or  their  agents  duly  constituted,  have,  use  and  employ  the  same,  making 
from  time  to  time  all  repairs,  alterations,  and  additions  thereto  deemed 
by  them  necessary  or  useful,  and  after  deducting  the  expenses  of  such 
use,  repairs,  alterations  and  additions,  apply  the  proceeds  of  said  premises 
to  the  payment  of  the  principal  and  interest  of  all  such  of  said  bond  or 
bonds  as  then  remain  unpaid,  or  the  said  parties  of  the  second  part,  their 
successors  in  said  trust  or  assigns,  at  their  discretion,  may,  and  on  the 
written  request  of  the  holders  of  one-tenth  in  amount  of  said  bonds  then 
unpaid,  on  being  indemnified  for  all  costs  and  expenses,  shall  cause  the 
said  premises  to  be  sold  at  public  auction,  at  Chicago,  in  the  said  State 
of  Illinois,  after  giving  thirty  days'  notice  of  the  time  and  place  and 
terms  of  such  sale,  by  publishing  the  same  in  one  of  the  principal  news- 
papers for  the  time  being  published  in  each  of  the  cities  of  Chicago  and 
Boston,  and  upon  such  sale  to  execute  to  the  purchaser  or  purchasers 
thereof  a  good  and  sufficient  deed  or  deeds  of  conveyance  in  fee  simple 
for  the  same,  which  shall  be  a  bar  against  the  said  St.  Louis,  Kock  Island 
and  Chicago  Railroad  Company,  party  of  the  first  part,  its  successors 
and  assigns,  and  all  persons  claiming  under  it  or  them,  of  all  right,  title, 
interest   or  claim  in  or  to  the  said  premises,   or  any  part  thereof. 

And  the  said  trustees  shall,  after  deducting  from  the  proceeds  of  said 
sale  the  cost  and  expense  thereof,  and  of  managing  the  said  property, 
and  enough  to  indemnify  and  save  themselves  harmless  from  and  against 
all  liabilities  arising  from  this  trust,  and  their  own  reasonable  com- 
pensation, apply  so  much  of  the  proceeds  of  said  property  as  may  be 
necessary  to  the  payment  of  the  principal  and  interest  of  said  bond  or 
bonds  remaining  unpaid,  whether  the  same  may  be  then  due  and  pay- 
aide  or  otherwise;  and  shall  restore  the  residue  thereof  to  the  said 
party  of  the  first  part,  its  successors  and  assigns;  it  being  expressly 
understood  and  agreed  that  in  no  case  shall  any  claims  be  made  or 
advantage  taken  of  valuation,  appraisement,  redemption  or  extension 
laws,  by  said  party  of  the  first  part,  its  successors  or  assigns,  nor  any 
injunction  or  stay  of  proceedings  be  had,  or  any  process  be  obtained 
or  applied  for  by  it  or  them  to  prevent  such  entry,  sale  and  conveyance 
as  aforesaid. 

It  is  also  hereby  agreed  and  understood  that  it  shall  be  lawful  for 
the  said  Eailroad  Company,  party  of  the  first  part,  or  its  assigns,  to 
dispose  of  the  current  net  revenues  of  said  roads  hereby  conveyed,  as 
it  or  they  shall  elect,  until  default  shall  be  made  in  the  payment  of  the 
principal  or  interest  of  said  bond  or  bonds,  or  of  some  one  or  more  of 
them. 

And  the  said  party  of  the  first  part,  for  itself  and  its  successors,  here- 
by covenants  and  agrees  to  execute  and  deliver  any  further  reasonable 
and  necessary  conveyance  of  the  said  premises,  or  any  part  thereof,  to 
the  said  parties  of  the  second  part,  their  successors  in  said  trust  and  as- 
signs, which  counsel  may  advise,  for  the  more  fully  conveying  the  said  prem- 


CORPORATE  HISTORY  1209 

ises,  and  carrying  into  effect  the  objects  and  purposes  of  these  presents, 
and  of  making  them  embrace  the  property  and  effects  so  conveyed  or 
intended  to  be  conveyed. 

It  is  hereby  mutually  agreed  that  upon  the  payment  of  the  principal 
and  interest  of  said  bond  or  bonds,  the  estate  hereby  granted  to  the  said 
parties  of  the  second  part  shall  be  void,  and  the  right  to  the  premises 
and  property  hereby  conveyed  shall  revert  to  and  revest  in  said  party 
of  the  first  part,  its  successors  and  assigns,  without  any  acknowledgment 
of  satisfaction,   reconveyance,  re-entry,   or   other   act. 

And  it  is  also  hereby  mutually  agreed  that  the  said  parties  of  the  sec- 
ond part,  their  successors  in  said  trust  and  assigns,  shall  only  be  account- 
able for  reasonable  diligence  in  the  management  thereof,  and  shall  not  be 
responsible  for  the  acts  of  any  agent  employed  by  them  when  such  agent 
shall  have  been  employed  with  reasonable  discretion,  and  that  the 
parties  of  the  second  part,  and  their  successors  in  said  trust  and  assigns, 
shall  be  entitled  to  reasonable  compensation  for  their  labor  and  services 
in  the  management  of  said  trust. 

It  is  further  agreed  and  understood  that  the  said  trustees  shall  uot 
in  any  manner  be  liable  or  responsible  for  the  acts  of  each  other  to 
which  they  do  not  severally  assent. 

And  that  in  case  of  the  death,  mental  incapacity  or  resignation  of 
either  of  the  trustees  to  act  in  the  matter  of  said  trust,  all  his  right, 
estate,  interest,  power,  and  control  in  the  premises,  shall  be  divested, 
cease  and  determine,  and  the  said  Eailroad  Company  and  the  surviving 
trustee  or  trustees  may  mutually  agree  upon  a  new  trustee  to  supply  the 
said  vacancy,  and  his  appointment  shall  be  endorsed  hereon;  or  failing  so 
to  agree,  the  said  party  of  the  first  part,  or  its  successors,  may,  or,  in 
case  of  its  failure  to  take  proceedings  therefor  for  thirty  days,  the 
holders  of  a  majority  of  said  bonds  may  apply  to  any  court  in  the  said 
State  of  Illinois,  having  jurisdiction  of  the  premises,  to  appoint  a  new 
trustee  to  supply  said  vacancy;  and  such  new  trustee  appointed  in 
either  of  the  modes  aforesaid,  shall  become  vested  for  the  purposes 
aforesaid,  with  all  the  rights  and  interests  requisite  to  enable  him  to 
execute,  with  the  others,  the  purposes  of  this  trust,  without  any  further 
assurance  or  conveyance  of  the  same. 

But  should  it  be  desirable  or  necessary,  for  any  or  all  of  the  said  parties 
hereto  shall  execute  and  deliver  such  releases  and  conveyances  as 
counsel  shall  advise.  It  being  further  expressly  understood  that  the 
surviving  trustee  or  trustees  shall  be  fully  empowered  to  execute  all 
the  purposes  of  this  trust,  until  said  vacancy  or  vacancies  shall  be  so 
supplied. 

It  is  also  expressly  understood  and  agreed  that  no  bond  shall  be 
deemed  to  be  secured  by  or  issued  under  this  mortgage,  unless  the  same 
is  countersigned  by  a  majority  of  the  trustees  named  herein,  or  their 
successors  in  said  trust. 

And  the  said  parties  of  the  second  part  hereby  accept  the  trust  created 
l.y  these  presents. 

In  Witness  Whereof,  the  said  St.  Louis,  Eock  Island  and  Chicago  Rail- 


1210      CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

road  Company  has  caused  its  corporate  seal  to  be  hereto  affixed,  attested 
by  its  Secretary  and  its  corporate  name  to  be  hereto  subscribed  by  its 
President. 

And  the  said  parties  of  the  second  part  have  also  hereunto  set  their 
hands  and  seal  on  the  day  and  year  first  above  written. 

The  St.  Louis,  Eock  Island  and  Chicago  .Rail  Eoad  Company 

By  G.  G.  Haven, 
[seal]  President. 

Attest : 

L.  O.  GODDARD, 

Secretary. 

J. 
J. 


N.  A.  Griswold, 
X.  Denisox, 


George  Tyson, 


Trustees. 


ss. 


State  of  New  York,  j 

City  and  County  of  New  York.  )' 

Be  it  remembered  that  on  this  sixth  day  of  Feb'y,  A.  D.  1877,  before 
me,  a  Notary  Public,  residing  in  the  city  of  New  York,  county  of  New 
York,  and  State  of  New  York,  duly  commissioned  by  the  Governor  of 
the  State  to  take  acknowledgments  and  proofs  of  deeds,  and  other  instru- 
ments in  writing  under  seal,  personally  came  G.  G.  Haven,  President  of 
the  St.  Louis,  Rock  Island  and  Chicago  Railroad  Company,  who  is  known 
to  me  to  be  the  person  whose  name  is  signed  to  the  foregoing  deed  of 
conveyance,  who  being  by  me  duly  sworn,  deposes  and  says,  that  he 
resides  in  the  city  and  county  of  New  York  and  State  of  New  York; 
that  he  is  President  of  the  St.  Louis,  Rock  Island  and  Chicago  Railroad 
Company;  that  he  knows  the  corporate  seal  of  said  Company;  that  the 
seal  affixed  to  the  foregoing  conveyance  is  the  corporate  seal  of  said 
Company;  that  it  was  affixed  by  order  of  said  Company,  and  that  he 
signed  his  name  to  said  conveyance  by  like  order,  as  President  of  said 
Company,  and  acknowledged  that  he  executed  and  delivered  the  said 
'Iced  as  his  free  and  voluntary  act,  for  the  uses  and  purposes  therein 
set  forth;  and  that  the  said  Company  also  executed  said  conveyance  as 
its  free  and  voluntary  act,  for  the  uses  and  purposes  therein  set  forth. 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  official  seal  this 
sixth  day  of  Feby.,  A.  D.  1877. 
[seal]  Edwin  F.  Corey,  Jr. 

Notary  Public. 


County 

Rock  Island 

Mercer 

Whiteside 

Kxox 

Henry 


RECORDED 

IX   ILLINOIS 

Bate 

Boole 

March 

19,  1877 

V 

March 

20,  1877 

R 

March 

20,  1877 

49 

March 

21,  1877 

35 

March 

21,  1877 

124 

Page 
533 
280 
246 
40 
392 


CORPORATE   HISTORY  1211 


RECORDED 

IN 

ILLINOIS 

County 

Date 

Booh 

Page 

Warren 

March 

26, 

1877 

18 

33 

MCDONOUGH 

March 

27, 

1877 

3 

138 

Fulton 

March 

29, 

1877 

105 

563 

Schuyler 

March 

29, 

1877 

D 

265 

Cass 

March 

31, 

1877 

J 

512 

Henderson 

March 

31, 

1877 

7 

23 

Morgan 

April 

3, 

1877 

D.D. 

412 

Jersey 

April 

4, 

1877 

38 

628 

Scott 

April 

5, 

1877 

M 

495 

Greene 

April 

5, 

1877 

B 

356 

Macoupin 

April 

16, 

1877 

C.H. 

402 

Madison 

April 

19, 

1877 

123 

638 

St.  Clair 

. 



CONTRACT  AND  LEASE,  February  1,  1877,  St.  Louis,  Eock  Island  and 
Chicago  Railroad  Company  to  Chicago,  Burlington  &  Quincy  Railroad 
Company. 


This  Indenture  of  Lease  and  Contract,  made  this  first  day  of  February, 
A.  D.  eighteen  hundred  and  seventy-seven  (1877),  by  and  between  the 
St.  Louis,  Rock  Island  and  Chicago  Railroad  Company,  party  of  the 
first  part,  and  the  Chicago,  Burlington  &  Quincy  Railroad  Company, 
party  of  the  second  part,  both  corporations  organized  and  existing  under 
the    laws   of    the    State    of    Illinois. 

Whereas  said  first  party  is  authorized,  among  other  things,  to  construct, 
complete  and  operate  a  railroad  from  Sterling,  in  the  county  of  White- 
side, to  East  St.  Louis,  in  the  county  of  St.  Clair,  in  the  State  of 
Illinois,  and  now  owns  and  is  operating  the  same,  as  hereinafter 
described. 

And  Whereas,  for  the  purpose  of  providing  for  and  funding  its  outstand- 
ing indebtedness  and  the  completion  and  equipment  of  its  road,  it  has 
executed  its  bond  or  bonds  for  the  aggregate  sum  of  two  millions  five 
hundred  thousand  dollars,  of  the  date  of  October  first,  1876,  having 
twenty-five  years  to  run  to  maturity,  bearing  interest  at  the  rate  of 
seven  per  cent,  per  annum,  payable  semi-annually;  both  principal  and 
interest  payable  in  currency,  at  the  office  of  the  second  party,  in  the  city 
of  Boston,  Mass.;  and  has  secured  the  payment  of  the  same  by  a  trust 
mortgage,  duly  executed  by  it  to  J.  N.  A.  Griswold,  J.  N.  Denison  and 
George  Tyson,  trustees  therein,  upon  its  said  railroad,  extending  from 
Sterling  aforesaid  to  East  St.  Louis,  constructed  or  to  be  constructed, 
together  with  all  its  side  tracks  and  branches,  rights  of  way,  road-bed, 
superstructure,  grounds,  depot  buildings,  equipment,  leases,  contracts  and 
all  other  of  its  property  connected  therewith,  together  with  its  rights, 
privileges  and  franchises  belonging  thereto;  which  said  trust  mortgage 


1212      CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

bears  even  date  herewith,  and  has  been  duly  recorded  in  the  several 
counties  through  which  said  railroad  runs;  and 

Whereas  said  first  party,  in  order  that  said  railroad  may  be  more  fully 
equipped  and  efficiently  maintained  and  operated,  and  the  public  con- 
venience subserved,  and  also  that  means  may  be  provided  for  the  pay- 
ment of  the  semi-annually  accruing  interest  on  said  bonds,  it  has  re- 
solved to  enter  into  the  lease,  covenants  and  agreements  hereinafter 
mentioned,  and  in  reference  to  the  subject  matter  of  which  the  respec- 
tive parties  hereto  are  fully  authorized  by  the  laws  of  said  State  of 
Illinois,  and  by  the  action  of  their  respective  stockholders  to  contract 
as  herein   stipulated. 

Now,  Therefore,  this  Indenture  Witnesseth,  that  the  party  of  the  first 
part,  in  consideration  of  the  covenants  and  agreements  herein  con- 
tained, to  be  kept  and  performed  by  said  second  party,  it,  the  said  first 
party,  has  granted,  demised,  leased,  assigned  and  transferred,  and  by 
these  presents  doth  grant,  demise,  lease,  assign  and  transfer  unto  the  said 
party  of  the  second  part,  its  successors  and  assigns,  subject  to  the  mort- 
gage aforesaid,  all  the  following  demised  railroad,  leases,  contracts  and 
other  property  of  said  St.  Louis,  Bock  Island  and  Chicago  Railroad  Com- 
pany— that    is  to   say: 

Its  railroad  extending  from  Rock  Island  Junction  to  Port  Byron 
Junction,  thirty-nine  and  four-tenths  miles;  at  Rock  Island,  five-twelfths 
of  a  mile;  from  Colona  to  Minersville,  one  and  four-tenths  miles;  from 
Orion  to  Monmouth,  thirty-eight  and  three-tenths  miles. 

Its  branch  from  Rock  River  Junction  to  coal  mines  at  Cleveland,  three 
and  five  tenths   miles. 

Its  railroad  from  Monmouth  Junction  to  Alton  Junction,  one  hundred 
and   sixty-one  and  six-tenths  miles. 

Its  detached  road  from  Keithsburg  to  Sagetown,  seventeen  and  nine- 
tenths  miles. 

Its  joint  interest  with  the  Chicago  and  North-Western  Railway  Com- 
pany in  the  road  from  Rock  Island  Junction  to  Sterling,  five  and  two- 
tenths  miles.  And  a  contract  for  the  joint  use  of  said  road  between  said 
points. 

Its  right  of  way  from  Port  Byron  Junction  to  Rock  Island. 

Its  railroad  from  Orion  to  Minersville,  a  distance  of  seven  and  six- 
tenths  miles. 

A  contract  with  the  Chicago,  Rock  Island  and  Pacific  Railroad  Com- 
pany, for  the  use  of  its  track  between  Colona  and  Port  Byron  Junction 
and  Rock  Island. 

A  contract  with  the  Indianapolis  and  St.  Louis  Railroad  Company, 
for  the  use  of  its  road  from  Alton  Junction  to  East  St.  Louis,  twenty- 
one  miles,  and  certain  depot  facilities  at  East  St.  Louis;  including  here- 
in side  tracks  amounting  to  twenty-one  miles,  right  of  way,  'road-bed, 
superstructure,  all  the  lands  and  depot  grounds,  station  houses,  depots, 
viaducts,  fences  and  material  appurtenant  to  said  railroads;  all  the 
engines,  tenders,  cars  and  machinery,  and  all  other  kinds  of  rolling  stock 
of   said  railroads,  and  all  the  rights,  privileges  and  franchises   of  said 


CORPORATE  HISTORY  1213 

first  party  relating  to  said  railroads,  or  either  of  them;  together  with  the 
revenues  and  income  derived  or  to  be  derived  therefrom,  intending  hereby 
to  include  all  machine  shops,  and  the  implements  and  tools  containd 
therein  or  along  the  line  of  said  railroads,  or  either  of  them,  although 
the  same  might  not  be  herein  specifically  mentioned. 

To  have  and  to  hold  the  above  described  railroads,  premises  and  prop- 
erty, with  the  rights,  privileges  and  franchises  appertaining  thereto,  and 
the  income  and  revenue  to  be  derived  therefrom,  unto  the  said  party  of 
the  second  part,  its  successors,  and  assigns,  from  the  first  day  of  October 
last  to  the  end  of  the  chartered  existence  of  said  first  party,  its  succes- 
sors and  assigns,  being  fifty  years  from  the  tenth  day  of  May,  1876,  and 
during  the  extension  or  extensions,  renewal  or  renewals  of  the  chartered 
rights  and  existence  of  said  first  party,  as  hereinafter  provided. 

And  the  said  first  party  hereby  agrees  that  during  the  continuance  of 
this  lease  and  the  life  of  its  present  charter,  it  will  maintain  its  corporate 
organization,  by  the  annual  election  of  directors  and  officers,  and  the 
performance  of  such  other  acts  as  may  be  required  by  law  for  that  pur- 
pose. And  that  at  the  expiration  of  its  present  charter,  at  the  request 
of  said  second  party,  its  successors  and  assigns,  in  case  the  mortgage 
herein  mentioned  in  the  meantime  shall  not  have  been  foreclosed,  cause 
its  charter  to  be  renewed  and  extended  for  another  term  of  fifty  years,  or 
for  such  other  period  as  may  at  that  time  be  competent,  under  the  pro- 
visions of  law  authorizing  such   extensions  or  renewals. 

And  that  it  will  at  that  time  make,  execute  and  deliver  all  needful 
papers,  and  take  all  necessary  action  for  that  purpose. 

And  that  it  will  in  like  manner,  on  like  request,  at  each  successive 
expiration  of  its  charter — provided  always  that  no  foreclosure  of  said 
mortgage,  or  those  hereinafter  provided  for,  has  taken  place — renew 
and  extend  the  same.  And  will  during  all  such  renewals  and  extensions 
of  such  chartered  rights,  maintain  its  corporate  organization,  so  as  in 
effect  to  make  such  corporation  a  continuing  one. 

Said  first  party  further  agrees  that  it  will,  at  the  expiration  of  its 
present  chartered  existence,  and  at  the  termination  of  each  renewal  and 
extension  thereof,  as  hereinbefore  provided,  at  the  request  of  said  second 
party,  its  successors  and  assigns,  in  ease  no  foreclosure  of  said  mortgage 
shall  have  been  had,  renew  and  extend,  or  cause  to  be  renewed  and  ex- 
tended, this  lease  for  the  like  considerations  and  stipulations  herein 
mentioned,  so  as  in  effect  to  make  the  lease  of  the  property  herein  men- 
tioned, to  the  party  of  the  second  part,  its  successors  and  assigns,  per- 
petual. 

Said  second  party,  in  consideration  of  the  premises,  and  of  one  dollar 
to  it  paid  by  the  first  party,  the  receipt  of  which  is  confessed,  does 
hereby  covenant  and  agree  with  said  first  party,  its  successors  and  as- 
signs, to  take  possession  of  the  premises  and  property  hereby  demised, 
not  already  in  its  possession,  and  as  of  the  date  of  October  1st,  1876,  and 
to  pay  or  cause  to  be  paid,  all  taxes  and  assessments  that  may  be  lawfully 
levied,  charged  or  assessed  on  said  demised  premises,  or  any  part  thereof, 
during  the  continuance  of  this  lease  and  all  renewals  thereof. 


1214      CHICAGO,  BURLINGTON   &   QUINCY  RAILROAD  COMPANY 

And  also  at  all  times  to  keep  said  demised  road  in  good  order  and 
suitably  equipped;  to  maintain  and  operate  the  same  in  such  manner 
as  may  be  requisite  to  reasonably  accommodate  the  business  of  the 
country  through  which   said   demised  road  passes. 

And  also  in  addition  thereto  to  pay  an  annual  rental  therefor  of  one 
hundred  and  seventy-five  thousand  dollars,  at  its  office  in  the  city  of 
Boston,  Massachusetts,  in  the  manner  following — that  is  to  say: 

By  paying  semi  annually  the  maturing  interest  on  the  said  two 
millions  five  hundred  thousand  dollars  mortgage  bond  or  bonds  here- 
inbefore mentioned,  until  all  of  said  interest  shall  have  been  paid  in  full. 
And  thereafter,  and  after  the  maturity  of  said  bonds,  by  paying  in  lawful 
money  interest  thereon,  at  the  rate  of  seven  per  cent,  per  annum,  payable 
semi  annually  at  the  same  time  and  place,  unless  the  said  bonds  are 
extinguished  for  foreclosure,  or  otherwise,  until  the  expiration  of  the 
chartered  rights  of  said  Company. 

Provided,  however,  that  in  case  a  foreclosure  of  said  mortgage  shall  be 
had  before  the  maturity  of  said  bond  or  bonds,  or  before  the  expiration 
of  the  chartered  rights  of  said  Company,  then  and  thereafter  this  lease 
shall   erase   and   determine. 

But  in  case  no  foreclosure  of  said  mortgage  shall  take  place  before 
the  expiration  of  the  chartered  existence  of  said  Company,  and  in  case  a 
new  bond  or  bonds,  at  that  time  secured  by  mortgages  as  herein  pro- 
vided, shall  be  executed  and  delivered,  to  take  the  place  of  said  bond 
or  bonds,  then  the  rental  is  to  be  paid  by  paying  and  discharging  the 
interest  that  shall  accrue  on  such  new  bond  or  bonds.  And  in  like  man- 
ner by  paying  and  discharging  the  interest  of  successive  issues  of  bonds, 
as  herein  provided,  so  long  as  no  foreclosure  shall  be  had  of  any  of  such 
subsequent    and   successive   mortgages. 

It  being  understood  that  such  foreclosure,  whenever  it  may  occur, 
shall  terminate  the  leases  which   may  be  executed  as  herein  provided. 

It  is  further  agreed  that  in  case  no  foreclosure  shall  have  taken  place 
at  the  termination  of  the  present  charter  of  said  Company,  then  and  in 
case  the  holders  of  said  bond  or  bonds  shall  consent,  and  said  second 
party  in  writing  shall  so  elect,  said  first  party  having  hereby  renewed 
and  extended  its  charter,  and  executed  and  delivered  another  lease  as 
hereinbefore  provided,  shall  make,  execute  and  deliver  other  bonds  or 
bond  in  like  amount,  drawing  the  same  rate  of  interest,  and  of  like 
characters  as  those  hereinbefore  mentioned,  to  take  the  place  thereof, 
or  to  pay  and  discharge  the  same,  and  to  run  during  the  continuance 
of  said  renewed  charter. 

And  shall  in  like  manner  secure  the  payment  of  the  same,  principal 
and  interest,  by  a  trust  mortgage  duly  executed  and  delivered  on  the 
property  herein  described,  of  like  character  to  the  one  hereinbefore 
mentioned.  And  thereafter  at  each  expiration  of  its  renewed  charter 
and  lease  as  contemplated,  with  the  consent  of  the  holders  of  said  bonds, 
and  at  the  like  election  of  said  second  party,  it  shall  make,  execute  and 
deliver  successive  bonds  or  bond  and  mortgages  of  like  character,  to 
take  the  place  of  those  previously  existing. 


CORPORATE  HISTORY  1215 

But  it  is  expressly  agreed  that  in  the  meantime,  and  at  no  time,  shall 
sn ill  first  party  execute  any  second  mortgage  or  other  mortgages  than 
those  hereinbefore  mentioned  and  provided  for  on  the  property  herein 
described,  or  any  part  thereof. 

It  is  further  mutually  agreed  that  in  case  this  lease  shall  be  terminated 
at  any  time  for  any  cause,  the  said  first  party,  its  successors  and  as- 
signs, before  it  shall  be  entitled  to  the  possession  of  said  demised 
premises,  or  any  part  thereof,  shall  pay  to  said  second  party,  the  original 
cost  of  all  additional  construction  and  new  work  on  said  demised  prem- 
ises, and  of  all  permanent  improvements  made  thereon,  or  on  any  part 
thereof,  together  with  interest  on  all  such  sums,  at  the  rate  of  ten  per 
cent,  per  annum  from  the  time  of  the  payment  of  such  moneys,  and 
from  the  time  of  the  completion  of  each  item  of  construction  or  improve- 
ment. And  for  all  such  expenditures  and  payments  and  the  interest 
thereon,  said  second  party  shall  have  a  lien  which  shall  entitle  it  to 
the  possession  and  use  of  said  demised  premises,  and  the  revenues  to  be 
derived  therefrom,  until  the  same  shall  be  paid. 

It  is  also  mutually  agreed  that  no  increase  of  the  capital  stock  of 
said  firsl  party,  now  by  its  charter  fixed  at  three  millions  dollars,  shall 
lie  authorized  or  made  by  said  first  party,  its  successors  or  assigns,  by 
amendment  of  its  charter  or  otherwise.  And  also  that  the  covenants  and 
agreements  herein  contained  shall  be  binding  upon  the  successors  and  as- 
signs of  the  respective  parties  hereto. 

In  Witness  Whereof  the  parties  hereto  have  caused  their  corporate  names 
to  be  hereto  subscribed  by  their  respective  Presidents,  and  their  cor- 
porate  seals  to  be  hereto  attached  and  attested  by  their  respective 
Secretaries,  the  day  and  year  first  above  written. 

St.  Louis,  Rock  Island  &  Chicago  Railroad  Company 

By  G.  G.  Haven, 
[seal]  President. 

Attest: 

L.   O.   GODDARD, 

Secreta  ry. 

Chicago,   Burlington   &    Quincy   Railroad   Company 

By  Robert  Harris, 
[seal]  President. 

Attest: 

A.  T.  Hall, 
Secretary. 

State  of  New  York,  ) 

L  gg 

City  and  County  of  New  York.  \ 

Be  it  remembered  that  on  this  Sixth  day  of  February,  A.  D.,  1877,  be- 
fore me  a  Notary  Public  residing  in  the  City  of  New  York,  County  of 
New  York,  and  State  of  New  York,  duly  commissioned  by  the 
Governor  of  the  State  to  take  acknowledgments  and  proofs  of 
deeds      and      other      instruments      in      writing      under      seal,      personally 


1216       CHICAGO,  BURLINGTON   &   QUINCY  RAILROAD  COMPANY 

came  G.  G.  Haven,  President  of  the  St.  Louis,  Bock  Island  and  Chicago 
Eailroad  Company,  who  is  known  to  me  to  be  the  person  whose  name 
is  signed  to  the  foregoing  instrument,  who  being  by  me  duly  sworn, 
deposes  and  says  that  he  resides  in  the  City  and  County  of  New  York 
and  State  of  New  York,  that  he  is  President  of  the  St.  Louis,  Rock  Island 
and  Chicago  Eailroad  Company,  that  he  knows  the  Corporate  seal 
of  said  Company,  that  the  seal  affixed  to  the  foregoing  instrument  is 
the  Corporate  seal  of  said  Company:  that  it  was  affixed  by  order  of 
said  Company,  and  that  he  signed  his  name  to  said  instrument  by  like 
order,  as  President  of  said  Company,  and  acknowledged  that  he  executed 
and  delivered  the  said  instrument  as  his  free  and  voluntary  act  for  the 
uses  and  purposes  therein  set  forth:  and  that  the  said  Company  also 
executed  said  instrument  as  its  free  and  voluntary  act  for  the  uses  and 
purposes  therein  set  forth. 

In  Witness  Whereof  I  have  hereunto  set  my  hand  and  official  seal  this 
Sixth  day  of  February,  A.  D.  1877. 

Edwin  F.  Corey,  Jr. 
[seal]  Notary  Public. 

State  of  Illinois.  ) 

>  ss 
Cook  County.  ) 

I,  T.  S.  Howland,  do  hereby  certify  that  I  am  the  Secretary  of  the 
Chicago,  Burlington  and  Quincy  Eailroad  Company  and  keeper  of  its 
papers,  records  and  seal;  that  the  instrument  hereto  attached  is  a  true 
and  complete  copy  of  a  certain  Indenture  of  Lease  and  Contract,  by 
and  between  the  St.  Louis,  Eock  Island  and  Chicago  Eailroad  Company 
and  the  Chicago,  Burlington  and  Quincy  Railroad  Company,  dated 
February  1,  1877,  the  original  of  which  is  in  my  hands  as  such  keeper. 

In  Witness  Whereof  I  hereunto  set  my  hand  and  affixed  the  seal  of  said 
Company  this  Second  day  of  December,  1919. 

T.  S.  Howland, 
[  seal  ]  .  Secretary. 

TRUST  AGREEMENT,  February  1,  1877,  New  England  Trust  Company 
with  Chicago,  Burlington  &  Quincy  Railroad  Company. 

This  agreement  provides  for  the  deposit  by  the  Chicago,  Burlington  and 
Quincy  Eailroad  Company,  with  the  New  England  Trust  Company,  of  bonds 
of  the  St.  Louis,  Eock  Island  and  Chicago  Eailroad  Company  amounting 
to  $2,500,000,  to  secure  and  provide  sinking  fund  for  redemption  of  an 
issue  of  bonds,  by  the  Chicago,  Burlington  and  Quincy  Eailroad  Company 
amounting  to  $2,500,000.  These  bonds  are  dated  Oct.  1,  1876,  have  twenty- 
five  years  to  run,  bear  interest  at  the  rate  of  five  per  cent,  payable  semi- 
annually, and  mature  Oct.  1,  1901. 

The  Chicago,  Burlington  &  Quincy  Eailroad  Company  have  sold  by 
public  proposals,  and  propose  to  issue  at  once,  two  thousand  and  two 
hundred  bonds,  of  one  thousand  dollars  each  in  currency,  to  run  twenty-five 


CORPORATE  HISTORY  1217 

vcars,  from  October  1st,  1876,  with  five  per  cent  interest,  payable  semi- 
annually, at  the  office  of  the  Company  in  Boston,  Mass.,  on  the  first  day 
of  April  and  October  of  each  year:  and  they  propose  also  to  issue  and 
sell,  at  some  future  time,  three  hundred  other  bonds  of  the  same  tenor  and 
date:  such  bonds  as  are  countersigned  by  the  said  Trust  Company,  and 
no  other,  shall  be  entitled  to  the  benefits  of  the  Sinking  Fund,  provided 
by  this  agreement. 

As  fast  as  these  Bonds  are  issued,  the  Chicago,  Burlington  &  Quincy 
Railroad  Company  will  place  in  trust  with  the  New  England  Trust  Com- 
pany, an  equal  amount  of  the  registered  currency  bonds  of  the  St.  Louis, 
Rock  Island  &  Chicago  Railroad  Company,  to  run  twenty-five  years  from 
Oct.  1,  1876,  bearing  interest  at  the  rate  of  seven  per  cent  per  annum, 
payable  semi-annually,  and  secured  by  a  First  Mortgage,  on  the  said  St. 
Louis,  Rock  Island  &  Chicago  Railroad. 

At  the  date  of  the  maturity  of  the  semi-annual  interest  of  the  St. 
Louis,  Rock  Island  &  Chicago  Railroad  Bonds,  thus  placed  in  the  hands 
of  the  said  Trust  Company,  and  on  proper  acknowledgement  to  the  Chicago, 
Burlington  &  Quincy  Railroad  Company,  the  latter  Company  will  pay  to 
the  New  England  Trust  Company  the  difference  between  the  interest  on 
the  then  outstanding  five  per  cent  bonds  of  the  Chicago,  Burlington  & 
Quincy  Railroad  Company,  issued  under  this  agreement,  and  the  interest 
upon  the  seven  per  cent  bonds  of  the  St.  Louis,  Rock  Island  &  Chicago 
Railroad  Company,  held  by  said  Trust  Company  in  accordance  with  their 
agreement. 

The  total  amount  of  bonds  to  be  issued  by  each  of  said  Railroad  Com- 
panies under  this  agreement,  shall  not  exceed  two  million,  five  hundred  thou- 
sand dollars    f.f2,.")00,000). 

Said  Trust  Company,  upon  the  receipt  of  the  amount  of  such  difference 
in  interest,  shall  immediately  advertise,  in  one  or  more  daily  newspapers, 
published  in  Boston,  Mass.,  inviting  sealed  proposals  to  sell  them  said  bonds 
of  the  Chicago,  Burlington  &  Quincy  Railroad  Company,  to  the  amount  of 
the  money  in  said  Sinking  Fund  uninvested,  and  shall  accept  the  most 
favorable  offers,  provided  the  price  named  shall  not  exceed  par  and  accrued 
interest,  and  shall  cancel  the  bonds  so  purchased. 

Whenever  the  bonds  cannot  be  bought  at  a  price  not  exceeding  par  and 
interest  on  public  proposals,  then  the  Chicago,  Burlington  &  Quincy  Railroad 
Company  shall  invest  the  amount  of  the  money  held  by  the  New  England 
Trust  Company  in  those,  or  other  securities,  and  deposit  the  same  with  the 
said  Trust  Company,  provided  the  said  Trust  Company  do  not  object  to 
the  same  as  in  their  opinion  unsafe;  in  which  case,  the  money  is  to  be 
invested  by  the  Chicago,  Burlington  &  Quincy  Railroad  Company  in  said 
five  pei-  cent  bonds,  at  such  price  as  they  may  think  best,  or  in  United 
states  Bonds,  or  Bonds  of  either  of  the  New  England  States,  or  of  the 
state  of  Xew  York,  New  Jersey  or  of  the  City  of  Boston. 

The  five  per  cent  bonds  of  the  Chicago,  Burlington  &  Quincy  Railroad 
Company,  issued  in  accordance  with  this  Trust  and  so  purchased  by  the 
Chicago,  Burlington  &  Quincy  Railroad  Company,  shall  be  cancelled  by  the 
New  England  Trust  Company. 


1218       CHICAGO,  BURLINGTON   &   QUINCY  RAILROAD  COMPANY 

All  other  securities  so  purchased,  shall  be  registered  as  far  as  prac- 
ticable, and  the  same  shall  be  received  aud  held  by  the  New  England 
Trust  Company,  and  the  income  thereof,  together  with  interest  paid  on  the 
bonds,  shall  remain  on  deposit  with  the  said  Trust  Company,  they  allowing 
interest  on  the  same,  at  their  current  rates  on  deposits,  until  invested 
as  above,  in  said  live  per  cent  bonds  of  the  Chicago,  Burlington  &  Quincy 
Railroad  Company,  or  otherwise,  as  above  provided. 

In  as  much  as  the  five  per  cent  bonds  of  the  Chicago,  Burlington  &  Quincy 
Railroad  Company  subject  to  this  agreement,  were  not  issued  at  their  date, 
it  is  agreed  that  the  first  payment  into  the  Sinking  Fund  shall  not  be  the 
full  difference  between  the  five  and  seven  per  cent  interest  for  six  months, 
but  only  the  proportion  accrued  after  the  sale  and  payment  for  the  five 
per  cent  bonds. 

The  cost  of  advertising,  stamps  and  all  other  expenses,  other  than  the 
services  of  the  New  England  Trust  Company,  necessary  to  carry  this 
agreement  into  effect,  except  in  case  of  default  as  hereinafter  provided, 
to  be  paid  by  said  Chicago,  Burlington  &  Quincy  Railroad  Company. 

No  responsibility  shall  attach  to  the  New  England  Trust  Company,  for 
any  of  the  investments  made  in  accordance  with  the  provisions  of  this 
agreement,  or  in  regard  to  the  final  redemption  of  either  of  said  classes  of 
bonds,  or  the  interest  thereon,  other  than  as  funds  come  into  their  hands 
from  the  Sinking  Fund. 

The  compensation  for  said  services,  to  be  paid  by  the  said  Chicago, 
Burlington  &  Quincy  Railroad  Company  to  the  New  England  Trust  Com- 
pany, shall  be,  for  the  first  year  fifty  cents  on  each  bond  so  issued  by  the 
Chicago,  Burlington  &  Quincy  Railroad  Company,  and  twenty-five  cents  for 
each  and  every  year  thereafter,  on  each  bond  so  issued,  for  the  remainder 
of  the  term  of  twenty-five  years,  or  until  the  trust  shall  have  been  discon- 
tinued, as  provided  in  the  last  clause  of  this  agreement. 

In  case  of  default  of  the  Chicago,  Burlington  &  Quincy  Railroad  Com- 
pany to  pay  their  outstanding  bonds,  or  the  interest  upon  the  same,  for  the 
term  of  thirty  days  after  becoming  due,  then  upon  the  request  of  one- 
tenth  of  the  holders  of  said  bonds,  the  said  New  England  Trust  Company 
shall  sell  at  public  auction,  such  portion  of  the  St.  Louis,  Rock  Island  & 
Chicago  Railroad  Company  bonds,  or  other  securities  they  may  have  in- 
their  possession  for  said  trust,  as  may  be  necessary,  and  pay  the  proceeds 
pro  rata  to  the  amount  of  principal  and  interest  upon  all  the  bonds  of  the 
said  Chicago,  Burlington  &  Quincy  Railroad  Company,  issued  under  this 
agreement,  remaining  unpaid,  whether  due  or  otherwise,  and  after  said 
payment  from  the  proceeds  of  said  sale,  shall  render  the  surplus  thereof, 
if  any,  with  the  remainder  of  the  bonds  to  the  said  Chicago,  Burlington 
&  Quincy  Railroad  Company. 

In  case  of  the  default  of  the  St.  Louis,  Rock  Island  &  Chicago  Railroad 
Company,  on  either  principal  or  interest,  or  any  part  thereof,  then  the 
said  New  England  Trust  Company,  shall  thereupon,  if  the  said  Chicago, 
Burlington  &  Quincy  Railroad  Company,  by  a  vote  of  its  Directors  so 
direct,  instead  of  enforcing  said  bonds  by  foreclosure,  or  otherwise,  deliver 
the  whole  of  the  same,  or  those  of  them  on  which  default  has  been  made,  as 


CORPORATE   HISTORY  1219 

t!u-  Chicago,  Burlington  &  Quincy  Railroad  Company  shall  elect,  to  the 
said  Chicago,  Burlington  \-  Quincy  Railroad  <  'oinpnny,  upon  receiving  from 
it  other  equivalent  full  securities  to  the  satisfaction  of  said  Trust  Company, 
for  the  payment  of  the  Chicago,  Burlington  &  Quincy  Railroad  Company 
Bonds,  issued  under  this  agreement,  and  interest  upon  the  same:  which 
Becurities  are  to  be  held  and  administered  by  said  Trust  Company,  in  the 
same  manner  and  upon  the  same  trusts  as  those  upon  which  it  holds  the  St. 
Louis,  Kock  Island  ^.  Chicago  Railroad  Bonds. 

In  ease  the  New  England  Trust  Company  perforin  any  services,  in  con- 
sequence of  the  default  of  either  of  the  said  Railroad  Companies,  in  the 
payment  of  either  principal  or  interest  on  their  bonds,  then  the  said  New 
England  Trust  Company  shall  receive  a  reasonable  compensation  therefor, 
to  be  paid  out  of  the  proceeds  of  the  trust  funds,  before  payments  are 
made  for  or  on  account   of  interest  or  principal  of  said  bonds. 

It  is  understood  and  agreed,  that  upon  the  purchase  and  payment  at  any 
time  of  principal  and  interest,  and  cancellation  of  all  the  Chicago,  Bur- 
lington &  Quincy  five  per  cent  bonds,  countersigned  under  this  trust,  and 
up. in  the  payment  to  the  New  England  Trust  Company  of  all  the  expenses 
of  this  trust  as  agreed  on,  the  bonds  of  the  St.  Louis,  Rock  Island  & 
Chicago  Railroad  Company,  if  any,  and  the  securities  and  cash  remaining 
with  the  said  New  England  Trust  Company  under  this  trust,  shall  be 
paid  over  to  the  Chicago,  Burlington  &  Quincy  Railroad  Company. 

In  IVilnis.s  ll'lureof,  the  said  parties  have  interchangeably  caused  their 
respective  corporate  seals  to  be  hereto  affixed,  and  this  Instrument  to  be 
signed,  on  behalf  of  said  Chicago,  Burlington  &  Quincy  Railroad  Company, 
by  the  Chairman  of  its  Board  of  Directors,  and  in  behalf  of  said  New 
England  Trust  Company  by  its  Actuary,  all  having  been  duly  authorized 
hereunto  by  their  respective  corporations,  as  of  the  day  and  year  first  above 
written.  New  England  Trust  Co., 

[seal]  By  Jacob  H.  Lord, 

Actuary. 
The   Chicago,  Burlington  &  Quincy  Railroad  Company, 
[seal]  By  J.  N.  A.  Griswold, 

Chairman. 

Extract  from  the  Records  of  the  Finance  Committee  of  the  New  England 
Trust  Company. 

Voted,  that  the  Actuary  be  and  he  hereby  is  authorized  in  behalf  of  the 
Corporation  to  sign  the  Trust  Agreement  with  the  Chicago,  Burlington  and 
Quincy  Railroad  Company  dated  February  1,  1877,  to  secure  the  bonds 
issued  by  said  Company  for  the  purchase  of  the  St.  Louis,  Rock  Island  and 
Chicago  Railroad. 

A  true  copy.     Attest:  N.  H.  Heushman, 

Secretary  of  N.  E.  Trust  Co. 

APPOINTMENT    OF    TRUSTEE,    March    8,    1886.      William    J.    Ladd, 
successor  to  George  Tyson,  deceased. 

The  St.  Louis,  Rock  Island  and  Chicago  Railroad  Company  and  John 
N.   Denison    and    J.    N.    A.    Griswold   the    surviving   Trustees   under    the 


1220      CHICAGO,  BURLINGTON   &   QUINCY  RAILROAD  COMPANY 


mortgage  made  by  said  St.  Louis,  Rock  Island  and  Chicago  Railroad 
Company  to  John  N.  Denison  and  J.  N.  A.  Griswold  and  George  Tyson, 
dated  February  1,  1877,  said  George  Tyson  having  deceased  and  no  ap- 
pointment of  a  successor  having  hitherto  been  made,  do  hereby,  pur- 
suant to  the  provisions  of  said  mortgage,  agree  upon  and  appoint  Wil- 
liam J.  Ladd  of  Milton,  Massachusetts,  as  the  successor  in  said  Trust 
of  said  George  Tyson,  deceased. 

In  Witness  Whereof  the  said  St.  Louis,  Eock  Island  and  Chicago  Rail- 
road Company  hereto  signs  its  Corporate  name  by  J.  N.  A.  Griswold 
its  President,  thereunto  duly  authorized  by  a  vote  of  its  Board  of 
Directors  passed  on  the  eighth  day  of  March  1886,  and  the  said  John  N. 
Denison  and  J.  X.  A.  Griswold  sign  their  names  as  surviving  Trustees. 

St.  Louis,  Rock  Island  and  Chicago   Railroad   Company, 
[seal]  By  J.  N.  A.  Griswold, 

President. 
Attest:  By  John  N.  Denison, 

L.  O.  Goddard,  By  J.  N".  A.  Griswold, 

Secretary.  The  surviving  Trustees. 

March  26,  1886. 

I  hereby  accept  the  above  appointment  as  Trustee  under  the  said 
mortgage. 


William  J.  Ladd. 


County 

Henry 

Whiteside 

Rock    Island 

Mercer 

Warren 

Knox 

McDonotjgh 

Fulton 

Schuyler 

Cass 

Morgan 

Scott 

Greene 

Jersey 

Macoupin 

Madison 

St.  Clair 

Henderson 


RECORDED 

IN 

ILLINOIS 

Date 

Book 

April 

10, 

1886 

148 

April 

29, 

1886 

109 

May 

22, 

1886 

38 

July 

13, 

1886 

Y 

August 

3, 

1886 

74 

August 

21, 

1886 

45 

September 

6, 

1886 

1 

September 

15, 

1886 

146 

September 

20, 

1886 

E 

September 

23, 

1886 

R 

October 

2 

1886 

B 

October 

8, 

1886 

A 

December 

13, 

1886 

B 

December 

31, 

1886 

68 

January 

4, 

1887 

DV 

January 

14, 

1887 

125 

January 

18, 

1887 

183 

January 

24, 

1887 

39 

Page 
574 
301 
374 
287 
508 
477 
88 
541 
489 
175 
627 
76 
101 
155 
244 
453 
632 
251 


RELEASE,  January  3,  1912,  J.  N.  A.  Griswold  et  al.  to  St.  Louis,  Rock 

Island  and  Chicago  Railroad  Company. 

Know  All  Men  by  These  Presents,  That  We,  J.  N.  A.  Griswold,  of  the 
State  of  Rhode  Island,  Trustee,  and  William  J.  Ladd,  Of  Milton,  of  the 
State  of  Massachusetts,  Successor  in  Trust  to  George  Tyson,  Trustee, 
(John   N.   Denison,   Trustee,   having  deceased),  in  consideration   of  one 


CORPORATE  HISTORY  1221 

dollar  and  for  other  good  and  valuable  considerations,  the  receipt  whereof 
is  hereby  acknowledged,  do  hereby  remise,  convey,  release  and  quit  claim 
unto  the  St.  Louis,  Bock  Island  &  Chicago  Railroad  Company,  a  cor- 
poration duly  organized  under  and  in  accordance  with  the  laws  of  the 
State  of  Illinois,  all  the  right,  title,  interest,  claim  or  demand  what- 
soever we  may  have  acquired,  in,  through  or  by  a  certain  mortgage  deed 
hearing  date  the  tirst  day  of  February,  A.  D.  1877,  and  recorded  in  the 
Recorder's  Office  of  Rock  Island  County,  in  the  State  of  Illinois,  as 
Document  No.  11859,  in  Book  5  of  Mortgages,  Page  533;  and  recorded 
in  tls«-  Recorder's  Office  of  Cass  County  in  the  state  of  Illinois,  as  Docu- 
ment   No.   3411,   in   Book   "J"   of    Mortgages,   on    Pages   512   to   517;    and 

>rded    in    the    Recorder's    Office    of    McDonough    County,    in    the    State 

of  Illinois,  in  Book  3  of  Mortgages,  on  pages  138  to  143;  and  recorded 
in  the  Recorder's  Office  of  Whiteside  County,  in  the  State  of  Illinois, 
in  Book  49,  on  Page  246,  &c:  and  recorded  in  the  Recorder's  Office  of 
Schuyler  County  in  the  State  of  Illinois,  as  Document  No.  6758  in  Book 
"D"  of  Mortgagees,  on  Page  265,  &c;  and  recorded  in  the  Recorder's 
Office  of  Scott  County,  in  the  State  of  Illinois,  in  Book  "M"  of  Mort- 
gages, on  Pages  495  to  498;  and  recorded  in  the  Recorder's  Office  of 
Morgan  County  in  the  State  of  Illinois,  as  Document  No.  762,  in  Book 
No.  "D.D. "  of  Mortgages,  Page  412;  and  recorded  in  the  Recorder's 
Office  of  Henry  County,  in  the  State  of  Illinois,  in  Book  124,  Page  392; 
and  recorded  in  the  Recorder's  Office  of  Fulton  County  in  the  Sfate  of 
Illinois,  as  Document  No.  66485,  in  Book  105,  Page  563;  and  recorded 
in  the  Recorder's  Office  of  Macoupin  County  in  the  State  of  Illinois,  as 
Document  No.  1080,  in  Book  "C.H. ",  Page  402;  and  recorded  in  the 
Recorder's  Office  of  Mercer  County  in  the  State  of  Illinois,  as  Docu- 
ment No.  4320,  in  Book  "R"  of  Trust  Deeds,  &c,  on  Page  280;  and 
recorded  in  the  Recorder's  Office  of  Jersey  County  in  the  State  of  Illi- 
nois, in  Book  38  of  Mortgages,  Pages  628  to  632;  and  recorded  in  the 
Recorder's  Office  of  Knox  County  in  the  State  of  Illinois,  in  Book  35  of 
Mortgages,  Page  40;  and  recorded  in  the  Recorder's  Office  of  Madison 
County  in  the  State  of  Illinois,  in  Book  123  of  Records,  Pages  638  to  640; 
and  recorded  in  the  Recorder's  Office  of  Warren  County  in  the  State  of 
Illinois,  as  Document  No.  76875,  in  Book  18  of  Mortgages,  Page  33; 
and  recorded  in  the  Recorder's  Office  of  Henderson  County,  in  the  State 
of  Illinois,  as  Document  No.  23095,  in  Book  7  of  Mortgages,  Pages  23 
to  28;  ami  recorded  in  the  Recorder's  Office  of  Green  County  in  the 
State  of  Illinois,  in  Book  "B"  of  Mortgages,  Pages  356  to  360;  and 
recorded  in  the  Recorder's  Office  of  St.  Clair  County,  in  the  State  of 
Illinois;  to  the  premises  therein  described  together  with  all  the  ap- 
purtenances and   privileges  thereunto  belonging  or  appertaining. 

In  Witness  Whereof,  we  have  hereunto  set  our  hands  and  seals  this  third 
day  of  January,   1902.  J.  N.  A.  Griswold,  [seal] 

Trustee. 
William  J.  Ladd,  [seal] 

Successor  in  Trust  to  George  Tyson, 

Trustee. 


1222       CHICAGO,  BURLINGTON   &   QUINCY  RAILROAD  COMPANY 


e  Island,  ) 

tss. 

VPORT.  ) 


State  of  Rhode  Island, 
County  of  New] 

I,  Packer  Braman,  Notary  Public,  in  and  for  the  said  County  and 
in  the  State  aforesaid,  do  hereby  certify,  that  J.  N.  A.  Griswold, 
personally  known  to  me  to  be  the  same  person  whose  name  is  subscribed 
to  the  foregoing  Instrument,  appeared  before  me  this  day  in  person,  and 
acknowledged  that  he  signed,  sealed  and  delivered  the  said  Instrument 
;is  liis  free  and  voluntary  act,  for  the  uses  and  purposes  therein  set 
forth. 

Given  under  my  hand  and  Notarial  seal  this  third  day  of  January, 
A.   D.   1902. 

Packer  Braman, 
[seal]  Notary  Public. 


ss. 


State  of  Massachusetts, 
County  of  Suffolk. 

I,  Clarence  H.  Bissell,  Notary  Public,  in  and  for  the  said  County,  in 
the  State  aforesaid,  do  hereby  certify,  that  William  J.  Ladd,  per- 
sonally  known  to  me  to  be  the  same  person  whose  name  is  subscribed 
to  the  foregoing  Instrument,  appeared  before  me  this  day  in  person,  and 
acknowledged  that  he  signed,  sealed  and  delivered  the  said  Instrument 
as  his  free  and  voluntary  act,  for  the  uses  and  purposes  therein  set 
forth. 

Given  under  my  hand  and  Notarial  seal  this  fourth  day  of  January  1902. 

Clarence  H.  Bissell, 
[seal]  Notary  Public. 


RECORDED   IN   ILLINOIS 


County 

Date 

Book 

Page 

Greene 

January 

14, 

1902 

82 

366 

Schuyler 

January 

14, 

1902 

77 

64 

Whiteside 

January 

14, 

1902 

141 

607 

Warren 

January 

IB, 

1902 

36 

394 

Cass 

January 

21, 

1902 

8 

7 

Knox 

January 

22, 

1902 

K 

541 

Morgan 

January 

23, 

1902 

65 

476 

Scott 

January 

25, 

1902 

B 

151 

Rock  Island 

February 

19, 

1902 

80 

30 

Macoupin 

February 

20, 

1902 

G.F. 

539 

Jersey 

February 

24, 

1902 

98 

322 

Madison 

February 

25, 

1902 

287 

73 

St.  Clair 

February 

28, 

1902 

293 

181 

Henry 

February 

28, 

1902 

217 

531 

McDonough 

March 

4, 

1902 

82 

561 

Mercer 

March 

4, 

1902 

67 

353 

Fulton 

March 

18, 

1902 

233 

614 

Henderson 

April 

1, 

1902 

54 

356 

CORPORATE  HISTORY  1223 

DEED,  June  1,  1899,  St.  Louis,  Rock  Island   and  Chicago  Railroad  Com- 
pany  to  Chicago,   Burlington  &  Quincy  Railroad  Company. 

This  Indenture,  .Made  this  first  day  of  June,  A.  D.  1899,  by  and  between 
the  St.  Louis,  Rock  Island  and  Chicago  Railroad  Company,  party  of  the 
first  part,  and  the  Chicago,  Burlington  &  Quincy  Railroad  Company, 
party  of  the  second  part,  both  being  corporations  created,  organized, 
and   existing  under  and   by  virtue  of  the  laws  of  the   State  of  Illinois, 

Witnesseth:  That, 

Whereas,  The  first  party,  being  thereto  duly  authorized  by  law,  is  the 
owner  of  the  following  described  railroads  in  the  State  of  Illinois, 
to-wit: 

Beginning  at  and  within  the  City  of  Rock  Island,  in  Rock  Island 
County,  and  extending  thence,  via  Barstow,  southerly,  through  Mon- 
mouth and  Beardstown,  to  East  Alton  (formerly  called  Wann),  in  Madi- 
son County,  a  distance  of  about  two  hundred  and  twenty-six  and  fifty- 
seven  hundredths  (226.57)  miles;  together  with  all  lands  and  terminal 
properties  owned  by  the  first  party  in  East  St.  Louis,  St.  Clair  County; 
also  from  Barstow,  northeasterly,  to  Sterling,  in  Whiteside  County,  a 
distance  of  about  forty  and  forty-four  hundredths  (40.44)  miles;  also 
from  Gladstone,  in  Henderson  County,  to  Keithsburg,  in  Mercer  County, 
a  distance  of  about  seventeen  and  thirteen  hundredths  (17.13)  miles; 
and, 

Wht  nils.  The  railroads  of  the  first  party  connect  with  the  railroads  of  the 
second  party,  and  form  therewith  continuous  and  connected  lines  of 
railroad;  and, 

Whereas,  The  second  party  is  now  in  possession  of  and  operating  the  said 
above  described  railroads,  in  connection  with  its  own  railroads,  under  a 
lease  in  perpetuity,  and  has  offered  to  purchase  the  remaining  interests, 
property,  and  franchises  of  the  first  party  in  and  to  said  railroads,  upon 
the  terms  and  conditions  hereinafter  stated,  which  have  been  agreed 
to  by  the  directors  of  both  the  said  companies,  and  approved  by  the 
stockholders  owning  and  holding  two-thirds  in  amount  of  the  capital 
stock  of  the  parties  of  the  first  and  second  parts,  in  manner  and  form 
as  required  by  law: 

Now,  Therefore,  This  Indenture  Witnesseth:  That  the  said  party  of  the 
first  part,  for  and  in  consideration  of  five  dollars  to  it  in  hand  paid, 
tin1  receipt  of  which  is  hereby  acknowledged,  and  other  good  and  valuable 
considerations,  has  granted,  bargained,  and  sold,  and  by  these  presents 
does  grant,  bargain,  sell  and  convey,  release,  assign,  and  transfer,  to 
the  said  party  of  the  second  part,  all  and  singular  the  said  above  de- 
scribed  railroads,  and  all  its  right,  title,  and  interest  therein;  together 
with  all  rights  of  way,  road-bed,  bridges,  and  depot  and  other  lands, 
or  interest  therein;  and  all  station  houses  and  other  buildings  and  struc- 
tures of  whatever  kind  belonging  thereto;  together  with  all  the  fixtures 
and  appurtenances  appertaining  to  the  said  railroads,  or  in  any  manner 
connected  therewith;  also  all  rights,  privileges,  and  franchises  of  the 
said  party   of  the   fust    part,    in    and  to  the  aforesaid   railroads;   together 


1224      CHICAGO,  BURLINGTON   &   QUINCT  RAILROAD  COMPANY 

with  all  other  present  and  in  future  to  be  acquired  property,  of  every 
kind  and  description,  belonging  to  the  said  first  party,  except  its  fran- 
chise to  be  a  corporation. 

To  Have  and  to  Hold,  the  said  railroads  and  lands,  tenements,  rights, 
privileges,  and  franchises,  and  other  property,  above  mentioned  and  con- 
veyed, to  the  said  second  party,  its  successors  and  assigns,  forever. 

And  the  said  party  of  the  second  part  covenants  and  agrees  with  the 
said  party  of  the  first  part  to  equip  the  said  railroads,  or  cause  the  same 
to  be  equipped,  and  to  maintain  and  operate  the  same  in  such  manner  as 
to  furnish  reasonable  accommodations  to  the  public;  to  pay,  or  cause 
to  be  paid,  all  taxes  ami  assessments  that  may  he  lawfully  levied,  charged, 
or  assessed  upon  the  said  railroads  and  property,  or  any  part  thereof;  and 
to  assume  all  contracts,  bonds,  and  other  obligations,  of  whatsoever  kind, 
and  pay  and  discharge  all  debts  and  liabilities,  both  principal  and  in- 
terest, of  the  said  party  of  the  first  part,  as  they  may  severally  ma- 
ture; and  to  issue  and  deliver  to  the  owners  and  holders  of  the  capital 
stock  of  the  first  party,  one  share  of  its  own  capital  stock  for  every 
fifteen  shares  of  the  capital  stock  of  said  party,  upon  the  surrender 
and  transfer  to  it  of  such  shares  of  the  first  party's  stock. 

And  to  the  end  that  the  second  party  may  have,  hold,  use,  exercise, 
and  enjoy  the  railroads  and  property  and  franchises  of  the  first  party, 
hereby  conveyed  ami  intended  to  be  conveyed,  and  whether  now  existing 
or  hereafter  acquired,  as  fully  as  might  be  done  by  the  first  party,  if 
this  conveyance  had  not  been  made,  the  first  party  agrees  to  execute 
from  time  to  time  any  additional  assignment,  conveyance,  or  assurance, 
and  to  perform  any  act,  which  the  counsel  of  the  second  party  may  ad- 
vise; and,  for  the  purposes  aforesaid,  the  first  party  agrees,  if  the  second 
party  shall  so  desire  and  advise,  that  it  will  keep  up  and  maintain  its 
corporate  existence  and  organization. 

J  a  Witness  Whereof,  the  parties  hereto  have  caused  their  corporate  names 
to  be  hereunto  subscribed   by  their   respective  Presidents  or  Vice-Presi- 
dents,  and  their  corporate   seals  to   be   attached  and  attested   by  their 
respective  Secretaries,  all  on  the  day  and  year  first  above  written. 
St.   Louis,   Eock   Island    and    Chicago    Eailroad   Company, 
[seal]  By  C.  I.  Sturgis, 

Attest :  Vice-Presith  n  > . 

H.  W.  Weiss, 
Secretary. 

Chicago,  Burlington  &  Quincy  Eailroad  Company, 
[seal]  By  C.  E.  Perkins, 

Attest:  President. 

T.  S.  Howlaxd, 
Secretary. 

State  of  Illinois,  ) 

y  SS 

County  of  Cook.      \ 

Be  it  remembered,  that,  on  this  14  day  of  June,  A.  D.  1899,  before  me,  a 
Notary  Public,  in  and   for  said   County  and  State,  personally  appeared 


CORPORATE   HISTORY  1225 

C.  I.  Sturgis,  Vice-President  of  the  St.  Louis,  Eock  Island  and  Chicago 
Kail  road  Company,  a  corporation  organized  and  existing  under  the  laws 
ot'  the  State  of  Illinois,  personally  known  to  me  and  to  be  the  same 
person  whose  name  is  subscribed  to,  and  who  executed,  the  foregoing 
instrument  as  such  Vice-President,  who,  being  by  me  duly  sworn,  did 
say  that  he  is  Vice-President  of  the  said  St.  Louis,  Rock  Island  and 
Chicago  Railroad  Company;  that  he  knows  the  corporate  seal  of  said 
company;  that  the  seal  affixed  to  the  foregoing  instrument  is  the  cor- 
poiate  seal  of  said  Company;  that  it  was  affixed  by  order  of  the  Board  of 
Directors  of  said  Company;  that  said  instrument  was  signed  and  sealed 
in  behalf  of  said  Company  by  like  order  as  Vice-President  of  said  Com- 
pany; that  the  said  C.  1.  Sturgis  acknowledged  said  instrument,  and  that 
it  was  the  voluntary  act  and  deed  of  said  Company,  and  that  he,  as  such 
Vice-President,  signed,  sealed,  and  delivered  said  instrument,  as  the 
free  and  voluntary  act  and  deed  of  said  Company,  and  as  his  own  free 
and  voluntary  act  and  deed  as  such  Vice-President,  for  the  uses  and  pur- 
poses therein  set  forth. 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  official  seal,  this 
14  day  of  June,  A.  D.  1899. 

Herbert  Haase, 
[seal]  Notary  Public  for  said  County  and  State. 


State  of  Iowa,  ) 

County  op  Des  Moines.  ) 

Br  it  rcHientbrral,  that,  on  this  10th  day  of  June,  A.  D.  1899,  before  me, 
a  Notary  Public,  in  and  for  said  County  and  State,  personally  appeared 
C.  E.  Perkins,  President  of  the  Chicago,  Burlington  &  Quincy  Railroad 
Company,  a  corporation  organized  and  existing  under  the  laws  of  the 
State  of  Illinois,  personally  known  to  me  and  to  be  the  same  person 
whose  name  is  subscribed  to,  and  who  executed,  the  foregoing  instru- 
ment as  such  President,  who,  being  by  me  duly  sworn,  did  say  that 
he  is  President  of  the  said  Chicago,  Burlington  &  Quincy  Railroad  Com- 
pany; that  he  knows  the  corporate  seal  of  said  Company;  that  the  seal 
affixed  to  the  foregoing  instrument  is  the  corporate  seal  of  said  Com- 
pany; that  it  was  affixed  by  order  of  the  Board  of  Directors  of  said 
Company;  that  said  instrument  was  signed  and  sealed  in  behalf  of  said 
Company  by  like  order  as  President  of  said  Company;  that  the  said 
C.  E.  Perkins  acknowledged  said  instrument,  and  that  it  was  the  volun- 
tary act  and  deed  of  said  Company,  and  that  he,  as  such  President, 
signed,  sealed,  and  delivered  said  instrument,  as  the  free  and  voluntary 
act  -and  deed  of  said  Company,  and  as  his  own  free  and  voluntary  act 
and  deed  as  such  President,  for  the  uses  and  purposes  therein  set  forth. 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  official  seal,  this 
10th  day  of  June,  A.  D.  1899. 

W.  F.  McFarland, 
[seal]  Notary  Public  for  said  County  and  State. 


1226       CHICAGO,  BURLINGTON   &   QUINCY  RAILROAD  COMPANY 


County 
Knox 

Warren 
Eock  Island 
Henry 
Madison 

St.  Clair 

MERCER 

Henderson 

McDONOUGH 

Fulton 

8CHUYLLR 

Greene 
Jersey 
Macoupin 
Morgan- 
Cass 
Scott 
Whiteside 


RECORDED  IN  ILLINOIS 
Date 

June  15,  1899 

June  15,  1899 

June  16,  1899 

June  16,  1899 

June  17,  1899 

June  17,  1899 

June  21,  1899 

June  22,  1899 

June  23,  1899 

June  23,  1899 

June  24,  1899 

June  26,  1899 

June  26,  1899 

June  26,  1899 

June  27,  1899 

June  27,  1899 

June  27,  1899 

June  30,  1899 


Book 

Page 

161 

95 

94 

233 

112 

527 

205 

255 

266 

143 

268 

25 

66 

441 

48 

563 

82 

164 

221 

570 

72 

277 

82 

86 

87 

559 

FY 

171 

62 

90 

57 

539 

8 

560 

154 

301 

DAVENPORT,  ROCK  ISLAND  AND 

NORTH  WESTERN  RAILWAY 

COMPANY 

The  Davenport  and  Rock  Island  Railway  Bridge  Company 
Davenport  and  Rock  Island  Bridge,  Railway,  and  Terminal  Company 
The  Davenport,  Clinton  and  Eastern  Railway  Company 
The  Rock  Island  and  Eastern  Illinois  Railway  Company 
Davenport,  Rock  Island  and  Northwestern  Railway  Company   (Illi- 
nois) 
Moline  and  Peoria  Railway  Company 
Davenport,  Rock  Island  and  North  Western  Railway  Company  (Iowa) 


THE  DAVENPORT  AND  ROCK 

ISLAND  RAILWAY  BRIDGE 

COMPANY 

This  was  originally  in  1884,  a  project  in  the  minds  of  citizens 
of  Davenport  and  Rock  Island,  to  secure  another  .bridge  across 
the  Mississippi  River  between  the  two  cities,  but  it  remained 
dormant  for  about  eleven  years,  or  until  1895,  when  the  Ar- 
ticles of  the  Company  were  amended  to  include  the  words 
"Railway  and  Terminal  Company,"  and  the  purpose  was  ex- 
pressed "to  build,  construct,  own,  lease  or  accpiire  railroads 
in  the  State  of  Iowa  and  in  the  State  of  Illinois." 

Nothing  was  actively  done  for  about  three  years,  or  until 
1898,  when  the  project  enlisted  the  Burlington  and  St.  Paul 
Companies.  On  the  part  of  the  St.  Paul,  the  building  of  the 
bridge  known  as  "The  Crescent  Bridge"  would  give  that  Com- 
pany access  to  Davenport  for  its  east  side  line,  and  the  build- 
ing of  the  joint  road  between  Davenport  and  Clinton  would 
give  it  access  for  its  west  side  line  to  the  industries  of  Rock 
Island  and  Moline. 

To  the  Burlington  it  gave  access  to  Davenport,  and  through 
use  of  the  new  joint  road  between  Davenport  and  Clinton,  it 

1227 


1228       CHICAGO,  BURLINGTON   &    QXJ1NCY   RAILROAD  COMPANY 

afforded  a  much  shorter  line  for  its  east  side  passenger  busi- 
ness between  St.  Louis  and  St.  Paul. 

These  considerations  of  mutual  advantage  led  to  the  two 
Companies  jointly  furnishing  the  money  for  the  construction 
of  the  bridge  and  railroads,  and  becoming  joint  owners  of  the 
property  and  providing  for  its  joint  operation  under  the  agree- 
ments effective  February  27,  1901. 

The  first  Articles  are  dated  January  30,  1884,  and  the  pur- 
pose of  the  Company  was  stated  to  be  to  build  a  bridge  across 
the,  Mississippi  River  at  Davenport. 

Acts  of  Congress  approved  December  19,  1884,  and  March  3, 
1885,  were  procured,  granting  the  Company  the  right  to  build  a 
bridge  between  Rock  Island  and  Davenport. 

January  28,  1895,  by  resolution  of  the  Stockholders,  confirmed 
in  meeting  February  11,  1895,  the  name  of  the  Company  was 
changed  to  "Davenport  and  Rock  Island  Bridge,  Railway  and 
Terminal  Company,"  and  the  Articles  were  amended  so  that 
the  Company  was  authorized  "to  build,  lease  or  acquire  rail- 
roads in  Iowa  and  Illinois." 

June  10,  1898,  the  name  of  this  Iowa  Company  was  changed 
to  "Davenport,  Rock  Island  and  North  Western  Railway  Com- 
pany." 

Meantime,  in  1895,  another  Company  was  formed  under  the 
general  law  of  Iowa,  named  "The  Davenport,  Clinton  and 
Eastern  Railway  Company,"  to  build  a  road  from  Davenport 
in  a  northeasterly  direction  to  Clinton,  34.365  miles,  which  was 
completed  January  8, 1900. 

(Note:  Until  April,  1901,  this  company  connected  with  the 
Chicago  and  North  Western  Railway  at  a  point  approximately 
1.30  miles  south  of  the  North  Western  depot  at  Clinton,  Iowa, 
and  used  the  line  of  that  company  under  trackage  agreement. 
On  April  1,  1901,  this  company  made  a  connection  with  the 
Rock  Island  Railroad  at  Clinton  and  it  and  its  successors  used 
the  line  of  said  Rock  Island  Railroad  from  said  point  of  con- 
nection thence  northerly  1.71  miles  to  the  joint  Rock  Island- 
Burlington  depot  at  Clinton.) 

May  8,  1896,  a  company  named  "The  Rock  Island  and  East- 
ern Illinois  Railway  Company"  was  organized  to  build  from 
Rock  Island  easterly  via  Moline  to  Port  Byron  Junction.    This 


CORPORATE  HISTORY  1229 

Company  did  build  a  road  from  Thirty-eighth  Street,  Rock 
Island,  to  the  terminus  of  the  Moline  and  Peoria  Railway  in 
East  Moline,  Illinois,  5.867  miles,  completed  July  30,  1900. 

Of  the  same  date,  the  stockholders  of  this  Company,  by  reso- 
lution, changed  the  name  to  "Davenport,  Rock  Island  and 
Northwestern  Railway  Company,"  an  Illinois  corporation,  of 
the  same  name  as  the  Iowa  company. 

July  30,  1901,  this  Company  conveyed  all  its  property  by 
deed  to  the  "Davenport,  Rock  Island  and  North  Western  Rail- 
way Company, ' '  the  Iowa  company. 

September  25,  1900,  the  "Moline  and  Peoria  Railway  Com- 
pany" was  organized  under  the  general  law  of  Illinois  to  build 
from  East  Moline  to  Peoria,  and  did  build  from  the  terminus 
of  the  Davenport,  Rock  Island  and  Northwestern  at  East  Moline, 
to  the  north  bank  of  the  Rock  River,  6.688  miles,  during  1901. 
This  track  was  used  for  switching  purposes  to  serve  industries 
at  Carbon  Cliff  and  coal  mines.  July  30,  1901,  this  Company 
made  a  deed  of  all  its  property  to  the  Davenport,  Rock  Island 
and  North  Western  Railway  Company  of  Iowa. 

The  Davenport,  Rock  Island  and  North  Western  Railway 
Company,  the  Iowa  company,  continued  work  on  the  bridge 
commenced  by  the  "Terminal"  Company,  and  opened  the 
bridge  for  travel  January  1,  1900.  It  built  a  road  in  Daven- 
port from  a  connection  with  the  St.  Paul  Company  at  Iowa 
Street,  easterly  across  the  bridge  and  through  Rock  Island  to 
17th  Street,  Rock  Island,  3.12  miles,  including  the  bridge,  of 
which  2.085  miles  were  in  Iowa  and  1.035  miles  in  Illinois ;  and 
from  17th  Street  easterly  to  38th  Street,  in  Rock  Island,  1.45 
miles,  of  which  the  Company  owned  0.72  miles  jointly  with  the 
C.  B.  &  Q.  and  leased  0.73  miles  from  the  C.  B.  &  Q. ;  also  0.34 
miles  from  17th  Street  westerly. 

In  addition,  this  Iowa  Company,  by  deed  dated  July  30,  1901, 
acquired  the  "Davenport,  Clinton  and  Eastern"  from  Clinton 
to  Davenport,  34.365  miles,  and  also  the  road  formerly  belong- 
ing to  the  Rock  Island  and  Eastern  Illinois  to  East  Moline, 
5.867  miles,  by  deed  July  30,  1901;  also  the  line  built  by  the 
Moline  and  Peoria  Company,  6.688  miles,  by. deed  of  the  same 
date. 

This  made  the  mileage  owned  by  the  Iowa  Company,  includ- 


1230       CHICAGO,  BURLINGTON   &   QUINCY  RAILROAD  COMPANY 

ing  the  0.72  miles  owned  jointly  with  the  C.  B.  &  Q.  at  Rock 
Island,  50.76  miles,  of  which  36.45  miles  are  in  Iowa,  and  14.31 
miles  in  Illinois.  This  Iowa  Company  also  had  the  following 
trackage  rights : 

At  Clinton,  Iowa ;  1.71  miles  of  the  Chicago,  Rock  Island  & 
Pacific  Railroad,  including  station  facilities  at  the  Rock  Island- 
Burlington  station  in  said  city  of  Clinton. 

Belonging  to  the  Chicago,  Milwaukee  and  St.  Paul  Railway 
Company  in  Davenport,  Iowa,  between  Mississippi  Avenue  and 
Iowa  Street,  a  distance  (first  main)  of  .828  miles. 

Main  line  in  Rock  Island,  Illinois,  between  Seventeenth  Street 
and  Thirty-eighth  Street,  .735  miles  owned  by  the  Chicago, 
Burlington  &  Quincy  Railroad  Company. 

(Note  :  As  originally  constructed  this  company  used  .15  miles 
of  the  Rock  Island  &  Peoria  Railway — Chicago,  Rock  Island  & 
Pacific  Railroad — between  Eleventh  and  Thirteenth  Streets, 
Rock  Island.  The  use  of  this  trackage  was  discontinued  after 
November  16,  1901,  when  this  company  constructed  its  own  line 
between  the  above  points.) 

February  27,  1901,  each  of  these  four  Companies  executed  a 
joint  operating  agreement  witli  the  Chicago,  Burlington  & 
Quincy  and  the  Chicago,  Milwaukee  &  St.  Paul,  for  joint  control 
and  operation  of  the  entire  property,  of  which  they  are  joint 
owners,  to-wit :  Davenport,  Rock  Island  and  North  Western 
Railway  Company ;  Davenport,  Clinton  and  Eastern  Railway 
Company,  Davenport,  Rock  Island  and  Northwestern  Railway 
of  Illinois,  Moline  and  Peoria  Railway  Company. 


THE  DAVENPORT  AND  ROCK 

ISLAND  RAILWAY  BRIDGE 

COMPANY 

ARTICLES   OF   INCORPORATION,   January  30,   1884.     The   Davenport 
and  Rock  Island  Railway  Bridge  Company. 

The  undersigned,  James  T.  Lane,  J.  W.  Green,  W.  C.  Wadsworth,  G.  H. 
French,  L.  A.  Ellis,  P.  L.  Mitchell,  A.  C.  Dart,  Morris  Rosenfield,  V.  M. 
Blinding,  Charles  H.  Deere,  John  M.  Gould,  H.  A.  Ainsworth  and  S.  W. 
Wheelock,  hereby  associate  themselves  and  become  incorporated  under  the 
name  of  "The  Davenport  and  Rock  Island  Railway  Bridge  Company," 
under  the  provisions  of  Chapter  One  (1)  Title  Nine  (9)  of  the  Code  of 
I  own,  and  with  all  the  rights,  powers  and  privileges  thereby  given,  for 
the  purpose  of  erecting,  owning,  controlling  and  operating  a  bridge  across 
the  Mississippi  river  at  or  near  Davenport,  in  Scott  County,  Iowa,  to  form 
when  completed  a  link  in  a  continuous  line  of  Railway  from  the  State  of 
Illinois  into  the  State  of  Iowa;  and  we  hereby  adopt  the  following 

Articles  of  Incorporation 

Article  1. 
The  capital  stock  shall  be  the  sum  of  One  Million  Dollars,   represented 
by  Ten  Thousand   shares   or   certificates   of   stock    of   one   hundred    dollars 
each,  and  shall  be   paid   in  installments,  as  the   Board   of    Directors   shall 
determine. 

Article  2. 
The  business  of  the  corporation  shall  be  the  construction  of  a  bridge 
across  the  Mississippi  river,  at  or  near  the  City  of  Davenport,  Iowa,  and  the 
owning  and  operating  the  same  as  part  of  a  line  of  railway;  and  for  this 
purpose  the  said  Company  accjuire  and  hold  and  own  the  title  to  all  the 
real  estate  necessary  for  abutments,  piers,  approaches  and  tracks  leading 
to  or  connected  with  said  bridge. 

Article  3. 
The  business  of  the  corporation  shall  be  managed  and  conducted  by  a 
Board  of  Thirteen  Directors,  who  shall  be  elected  by  the  stockholders 
(each  share  of  stock  being  entitled  to  one  vote)  at  the  annual  meeting  to 
l>e  held  at  the  office  of  the  Company  in  the  City  of  Davenport,  Iowa,  on  the 
third  Tuesday  in  January  of  each  year,  who  shall  hold  office  for  one  year, 
and  until  their  successors  are  elected;  and  until  the  first  election  to  be  held 
on  the  third  Tuesday  of  January,  A.  D.  1885,  the  following  persons  shall 
constitute  the  first  Board  of  Directors,  viz:  — 

1231 


1232      CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

James  T.  Lane,  W.  C.  Wadsworth,  J.  W.  Green,  G.  H.  French,  L.  A.  Ellis, 
diaries  H.  Deere,  John  M.  Gould,  P.  L.  Mitchell,  A.  C.  Dart,  H.  A. 
Ainsworth,  S.  W.  Wheelock,  Morris  Rosenfield  and  V.  M.  Blanding. 

The  Board  of  Directors  shall  elect  a  President  and  Secretary  and 
Treasurer,  -who  shall  hold  office  for  one  year,  and  until  their  successors  are 
elected  and  qualified. 

Article  4. 
The  highest  amount  of  indebtedness  to  which  the  corporation  shall  at  any 
one  time  be  subject  shall  not  exited  two  thirds  of  the  capital  stock. 

Article  5. 
The  private  property  of  the  stockholders  shall  be  exempt  from  corporate 
debts. 

Article  6. 
The   corporation   may   commence   to   do   business  as  soon   as  fifty   shares 
of    capital    .stock    is    subscribed,    and    shall    continue    for    fifty    years    from 
the  first  (  1st  i  day  of  January,  A.  I).  1884. 

Article  7. 
The  said  Board  of  Directors  are  hereby  authorized  to  lease  said  bridge 
to  any  Railroad  Company  tli.it  will  give  satisfactory  guarantees  that  it 
will  operate  the  same  for  the  transportation  of  railway  cms,  in  accordance 
with  the  requirements  of  the  Act  of  Congress,  hereafter  to  be  passed, 
granting  to  this  corporation  a  license  to  build  said  bridge. 

Article  8. 
The  said  bridge  to  be  erected  shall  be  a  railway  bridge  for  the  passage 
of  railway  trains  and  shall  be  open  to  all  railroads  running  to  Davenport 
and  Rock  Island,  upon  equal  terms. 

James  T.  Lane  V.  M.  Blanding 

John  W.  Green  Morris  Eosenfield 

W.  C.  Wadsworth  H.  A.  Ainsworth 

Geo.  II.  French  P.  L.  Mitchell 

L.  A.  Ellis  A.  C.  Dart 

s.  \V.   Wheelock  C.  H.  Deere 
J.  M.  Gould 
Adopted 

Jan.  30,  1884. 

AN  ACT  OF  CONGRESS,  December  19,  1884.  To  authorize  the  con- 
struction of  a  bridge  across  the  Mississippi  River  at  Rock  Island,  Illi- 
nois, and  Davenport,  Iowa,  and  to  establish  it  as  a  post-route. 

Be  it  enacted  by  the  Senate  and  House  of  Representatives  of  the  United 
States  of  America  in  Congress  assembled,  "That  it  shall  be  lawful  for  the 
Davenport  and  Rock  Island  Railway  Bridge  Company,  a  corporation  duly 
created  and  organized  under  the  laws  of  the  State  of  Iowa,  to  build  a  bridge 


CORPORATE  HISTORY  1233 

across  the  Mississippi  River  at  Eoek  Island,  Illinois  and  Davenport,  Iowa,  as 
may  accommodate  the  Moline,  Rock  Island  and  Southern  Railroad,  a 
corporation  duly  organized  under  the  laws  of  the  State  of  Illinois,  on  the 
east  side  of  said  river,  and  the  Davenport,  Iowa  and  Dakota  Railroad,  a 
corporation  created  under  the  laws  of  the  State  of  Iowa,  on  the  west 
side  of  the  river,  and  for  the  accommodation  of  any  railroads  that  are  or 
may  hereafter  be  built,  and  to  lay  over  said  bridge  a  railroad  track  for 
the  more  perfect  connection  of  any  railroad  or  railroads  that  are  or  may 
be  constructed  to  the  said  river,  on  either  side  thereof  at  or  opposite  said 
point,"  under  the  limitations  and  provisions  herein  after  provided:  Provided, 
That  Congress  may  at  any  time  prescribe  such  rules  and  regulations  in 
regard  to  toll  and  otherwise  as  may  be  deemed  reasonable. 

Sec.  2.  That  said  bridge  shall  be  built  with  a  draw,  so  as  not  to  impede 
the  navigation  of  said  river;  said  draw  shall  be  a  pivot  draw,  over  the 
channel  of  said  river  usually  navigated,  and  with  span  giving  a  clear  width 
of  water  way  of  not  less  than  two  hundred  feet  on  each  side  of  the 
central  or  pivot  pier  of  the  draw,  and  the  next  adjoining  span  or  spans 
shall  give  a  clear  width  of  water  way  of  not  less  than  three  hundred 
feet,  and  said  spans  shall  not  be  less  than  three  hundred  feet,  and  said  spans 
shall  not  be  less  than  ten  feet  above  extreme  high  water  mark  and  not  less 
than  thirty  feet  above  low  water  mark,  measured  to  the  bottom  chord  of 
the  1  nidge,  and  the  piers  of  said  bridge  shall,  as  nearly  as  practicable,  be 
parallel  with  the  current  of  said  river:  Provided,  That  said  draw  shall 
always  be  opened  promptly  upon  reasonable  signal;  and  said  company,  or 
its  successors  and  assigns,  shall  at  all  proper  times  keep  and  maintain  all 
proper  lights  on  said  bridge  during  nights,  so  that  its  presence  may  always 
be  noticed  by  vessels  and  craft  navigating  the  channel  of  said  river.  And 
all  plans  for  the  construction  of  said  bridge  and  approaches  thereto  must 
first  be  submitted  to  the  Secretary  of  War  for  his  approval,  and  when  the 
same  shall  be  approved  by  said  Secretary  the  work  thereon  may  be  com- 
menced and  prosecuted  to  completion:  And  Provided  further,  That  said 
bridge  shall  be  constructed  with  said  aids  to  the  passage  of  said  bridge, 
in  the  form  of  booms,  dikes,  piers,  or  other  suitable  and  proper  structures 
for  confining  the  flow  of  water  to  a  permanent  channel  and  for  the  guiding 
qf  rafts,  steamboats,  and  other  water  craft  safely  through  the  draw  and 
raft  spans,  as  the  Secretary  of  War  shall  prescribe  and  order,  to  be  con- 
structed and  maintained  at  the  expense  of  the  Company  owning  said  bridge. 
And  Provided  further,  That  said  bridge  shall  as  nearly  as  may  be,  be 
constructed  at  right  angles  with  said  river  ov  the  current  thereof:  And 
Provided  further,  That  any  change  in  the  mode  of  construction  of  said 
bridge  shall  be  first  submitted  to  the  said  Secretary  for  his  approval,  and 
when  approved  the  said  company  may  then  proceed  with  the  construction 
according  to  said  change:  And  Provided  further,  That  if  said  bridge, 
when  constructed,  shall,  in  the  opinion  of  the  Secretary  of  War,  be  a 
substantial  obstruction  to  the  navigation  of  said  river,  the  said  Secretary 
shall  require  said  company  to  change  the  construction  thereof  so  as  to 
avoid  any  serious  and  substantial  obstruction  to  the  navigation  of  said 
river,  at  the  expense  of  the  owners  of  said  bridge. 


123-1       CHICAGO,  BURLINGTON   &   QUINCY   RAILROAD  COMPANY 

Sec.  3.  That  the  bridge  hereby  authorized  shall  be  a  lawful  structure, 
aud  shall  be  a  post-route,  upon  which  no  higher  charge  shall  be  made  for 
the  transportation  of  the  mails  of  the  United  States,  and  the  troops  and 
munitions  of  war,  or  for  passengers  or  freight  passing  over  said  bridge, 
then  the  rate  per  mile  paid  to  railroads  and  transportation  companies 
leading  to  said  bridge. 

Sec.  4.  That  all  railroad  companies  desiring  the  use  of  said  bridge  shall 
have  and  be  entitled  to  equal  rights  and  privileges  relative  to  the  passage 
of  railway  trains  or  cars  over  the  same,  and  over  the  approaches  thereto, 
upon  payment  of  reasonable  compensation  for  such  use;  and  in  case  the 
owner  or  owners  of  said  bridge  and  the  several  railroad  companies,  or  any 
one  of  them,  desiring  such  use  shall  fail  to  agree  upon  the  sum  or  sums 
to  be  paid,  and  upon  rules  and  conditions  to  which  each  shall  conform  in 
using  said  bridge,  all  matters  at  issue  between  them  shall  be  decided  by 
the  Secretary  of  War,  upon  a  hearing  of  the  allegations  and  proofs  of  the 
parties:  Provided,  That  the  provisions  of  section  three  in  regard  to 
charges  for  passengers  and  freight  across  said  bridge  shall  not  govern 
the  Secretary  of  War  in  determining  any  question  arising  as  to  the  sum 
or  sums  to  be  paid  to  the  owners  of  said  bridge  by  said  companies  for 
the  use  of  said  bridge. 

SKC.  5.  That  this  act  shall  be  subject,  except  as  above  mentioned,  to 
the  limitations  and  provisions  of  an  act  entitled  "An  Act  to  authorize 
the  Construction  of  a  bridge  across  the  Mississippi  Eiver  at  or  near  the 
town  of  Clinton,  in  the  State  of  Iowa,  and  other  bridges  across  said 
river  and  to  establish  them  as  post-roads,"  Approved  April  first  eighteen 
hundred  and  seventy   two. 

Sec  6.  That  the  right  to  alter,  amend,  or  repeal  this  act  is  hereby 
expressly  reserved:  and  the  right  to  require  any  changes  in  such  structure, 
or  its  entire  removal,  at  the  expense  of  the  owner  thereof  whenever  Congress 
shall  decide  that  the  public   interest  requires  it,  is  also  expressly  reserved. 

48th  Congress  i"  Session,  II.  R.  6760. 

In  the  Senate  of  the  United  States,  Dee.  19,  1884. 

Passed  the  House  of  Representatives,  Dec.  19,  1884. 

CERTIFICATE,  January  23,  1895,  The  Davenport  and  Rock  Island  Rail- 
way Bridge  Company. 

Whereas,  By  an  act  of  Congress,  approved  March  3,  1885,  entitled  "An 
act  to  authorize  the  construction  of  a  bridge"  across  the  Mississippi  River 
at  Rock  Island,  Illinois,  and  Davenport,  Iowa,  and  to  establish  it  as  a 
post  route"  the  Davenport  and  Rock  Island  Railway  Bridge  Company,  a 
corporation  existing  under  the  laws  of  the  State  of  Iowa,  *  *  *  Was 
authorized  to  construct  a  bridge  over  the  Mississippi  River  between  Daven- 
port, Iowa,  and  Rock  Island,  Illinois,  upon  obtaining  the  approval  by  the 
Secretary  of  War  of  such  design  and  drawings  and  map  of  location  of  the 
said  bridge  as  shall  comply  with  the  requirements  of  the  said  act: 

And  whereas,  The  Davenport,  and  Rock  Island  Railway  Bridge  Company 
has  submitted  to  the  Secretary  of  War,  for  his  examination  and  approval, 


CORPORATE  HISTORY  1235 

a  design  and  drawings  and  a  map  of  the  location  of  a  proposed  bridge  over 
said  river  at  said  place,  which  comply  with  the  requirements  of  said  act; 

Now  therefore,  This  is  to  certify  that  the  said  design  and  drawings  and 
map  of  location,  which  are  hereto  attached,  are  hereby  approved  by  the 
Secretary  of  War,  subject  to  the  following  condition: 

That  the  Engineer  Officer  of  the  United  States  Army,  in  charge  of  the 
district  within  which  the  bridge  is  to  be  built,  may  supervisei  its  construc- 
tion, in  order  that  said  plans  shall  be  complied  with. 

Witness  my  hand  this  twenty-third  day  of  January  1895. 

Daniel  S.  Lamont, 
[seal]  Sec.  of  State. 


DAVENPORT  AND  ROCK  ISLAND 

BRIDGE,  RAILWAY,  AND 

TERMINAL  COMPANY 

AMENDMENTS    TO    ARTICLES    OF    INCORPORATION,    January    28, 
1895,  Davenport  and  Rock  Island  Railway  Bridge   Company. 

Besolved — That  the  name  of  this  Company  be  and  is  hereby  changed 
to  the  "Davenport  and  Rock  Island  Bridge  Railway  and  Terminal  Com- 
pany. ' ' 

Bd  it  Besolval — That  Article  Two  (2)  of  the  Articles  of  Incorporation 
of  the  Davenport  and  Rock  Island  Railway  Bridge  Company  be  amended 
as  follows,  to  wit:  That  there  be  added  to  said  Article  Two  the  following — 
Said  Company  shall  be  authorized  to  build,  construct,  own,  lease  or  acquire 
railroads  in  the  State  of  Iowa  and  in  the  State  of  Illinois;  to  own,  pur- 
chase, lease  and  acquire  lands,  depots  or  other  buildings,  incident  or  nec- 
essary to  its  business;  to  acquire,  own,  or  obtain  right  of  way  for  railroad 
tracks,  depots  and  switches,  in  the  City  of  Davenport,  Iowa,  and  in  the  City 
of  Rock  Island,  Illinois;  to  construct,  own,  lease,  and  operate  a  railroad 
in  the  State  of  Iowa,  commencing  at  or  near  the  foot  of  Perry  Street,  on 
the  levee,  in  the  City  of  Davenport,  thence  westerly  along  the  Mississippi 
River  to  or  near  and  adjacent  to  the  city  cemetery  on  the  bank  of  said 
river  in  said  city;  thence  southerly  (on  a  bridge  to  be  built  by  this  Com- 
pany across  the  Mississippi  River  at  that  point)  to  the  boundary  line 
between  the  State  of  Iowa  and  the  State  of  Illinois,  there  to  connect  with 
a  line  of  road  running  into  the  City  of  Rock  Island,  Illinois. 

On  motion,  duly  seconded,  the  said  Resolutions*were  severally  approved 
and  adopted  by  the  unanimous  vote  of  all  the  stockholders  present  represent- 
ing the  actual  vote  of  Forty-six  (46)  shares  of  stock,  and  with  the  written 
consent  of  the  absentees  aforementioned  Twenty  (20)  additional  shares, 
making  the  consent  and  concurrence  of  the  vote  of  sixty-six  (66)  shares 
in  favor  of  the  resolutions,  and  negatively,  only  Five  (5)  shares  not  being 
represented  in  person  or  by  proxy  or  written  consent. 

On  motion  it  was  further  ordered  that  the  President  and  Secretary  be  em- 
powered and  directed  for  and  in  behalf  of  this  Company  to  affix  their  signa- 
tures to  said  amendments,  with  acknowledgment  thereof  before  a  Kotary 
Public  in  due  form  of  law,  and  transmit  the  said  amendments  duly  executed 
as  aforesaid  to  the  Secretary  of  State  of  the  State  of  Iowa  and  to  the 
Recorder  of  Scott  County  in  said  State  to  be  by  them  severally  filed  for 
record  and  recorded  in  their  respective  offices;  that  when  so  executed  and 
filed  for  record  the  said  amendments  shall  be  and  are  hereby  declared  to  be  in 
full  force  and  effect. 

1236 


CORPORATE  HISTORY  1237 

EXTRACT  from  minutes  of  stockholders'  meeting  of  January  18,  1898. 

Besolved  that  Article  Three  (3)  of  the  Articles  of  Incorporation  be 
amended  so  to  change  the  number  of  Directors  of  this  Company  from 
Thirteen  (13),  as  contained  in  said  Articles,  to  Seven  (7);  and  that  the 
President  and  Secretary  of  the  Company  be  and  they  are  hereby  authorized 
and  directed  to  execute  the  necessary  amendment  to  the  Articles  of  In- 
corporation as  required  by  law. 

Thereupon  the  President  and  Secretary  of  the  Company  made  and  ex- 
eeuted,  in  conformity,  the  following  amendment,  being  in  the  words  and 
figures  following,  to-wit: 

Amendment  to  Articles  of  Incorporation 

of  the 

Davenport  and  Rock  Island  Bridge  Railway  and  Terminal  Company. 

Know  all  men  by  these  Presents,  that  at  the  regular  Annual  Meeting  of 
the  Stockholders  of  the  Davenport  and  Rock  Island  Bridge  Railway  and 
Terminal  Company,  its  Articles  of  Incorporation  were  amended  as  follows, 
to-wit: 

' '  Article  Three,  of  said  Articles  of  Incorporation  is  modified  and  amended 
so  as  to  change  the  number  of  Directors  from  Thirteen  (13)  to  Seven  (7)." 

In  Witness  Whereof,  the  said  corporation  has  caused  these  presents  to  be 
executed,  this  18th  day  of  January^  1898,  by  its  President  and  Secretary, 
and  its  corporate  seal  affixed  hereto.  W.  C.  Wadsworth,  President. 

V.  M.  Blanding,  Secretary. 

AMENDMENT  TO  ARTICLES,  June  10,  1898,  for  change  of  name,  etc. 
State  op  Iowa, 
Secretary  op  State. 

I,  W.  S.  Allen,  Secretary  of  State  of  the  State  of  Iowa  and  keeper  of 
the  corporate  records  of  the  state,  Do  Hereby  Certify  that  the  attached 
instrument  in  writing  is  a  true  and  correct  copy  of  Amendments  to  Articles 
of  Incorporation  of  the 

Davenport  and  Rock  Island,  Bridge,  Railway  and  Terminal  Company 

changed  to 
Davenport,  Rock  Island  and  North  Western  Railway  Company 
of  Davenport,  Iowa  as  the  same  appear  of  record  in  this  office. 

In  Testimony  Whereof  I  have  hereunto  set  my  hand  and  affixed  the  official 
seal  of  the  Secretary  of  State  of  the  State  of  Iowa. 

Done  at  Des  Moines  this  24th  day  of  January,  A.  D.,  1919. 

W.  S.  Allen, 
[seal]  Secretary  of  State. 

By  R.  M.  Williams, 
Deputy. 
Amendments   to   Articles    of   Incorporation 
of  the 
Davenport  and  Rock  Island,  Bridge,  Railway  and  Terminal  Company. 
Know  all  men  by  these  presents,  That  by  a  vote  of  the,  stockholders  of 
the  Davenport  and  Rock  Island  Bridge  Railway  and  Terminal   Company, 
held  at  the  Company's  office  in  the  City  of  Davenport,  Iowa,  on  the  10th 


1238       CHICAGO,  BURLIXGTOX   &   QUINCY   RAILROAD   COMPANY 

day   of  Juue,   1898,  the  Articles   of  Incorporation   of   said   Company  were 
altered,  amended  and  changed  in  the  following  manner  and  form  to-wit: 

First. 
The  name  of  said  corporation  is  changed,  and  said  Company  shall  here- 
after be  known  and  designated  as  the  ' '  Davenport,  Bock  Island  and  North 
Western  Railway  Company." 

Second. 
Article   One    (1)    of   the  Articles   of   Incorporation   of  said  Company  is 
changed  to  read  as  follows: 

"The  Capital  Stock  of  said  corporation  shall  be  the  sum  of  Three  Million 
(3,000,000)  Dollars,  divided  into  shares  of  One  Hundred  (100)  Dollars 
each,  and  shall  be  paid  for  as  the  Board  of  Directors  shall,  from  time  to 
time,  determine. " 

In  Witness  Whereof,  the  said  Company  has  caused  these  presents  to  be 
executed  by  its  President  and  Secretary,  this  29th  day  of  June,  A.  D.  1898. 

Davenport  and  Bock  Island  Bridge, 
Railway  and  Terminal  Company. 
[seal]  By  H.  B.  Schuler,  Prest. 

E.   T.  Schuler,  Secy. 
State  op  Illinois, 


f 


ss 
DuPage  County. 

On  this  19th  day  of  July,  A.  D.  1898,  before  me,  a  Notary  Public  in  and 
for  said  County,  appeared  H.  B.  Schuler  and  E.  T.  Schuler,  to  me  personally 
known,  who  being  duly  sworn  did  say  that  H.  B.  Schuler  is  the  President, 
and  E.  T.  Schuler  is  the  Secretary,  of  the  Davenport  and  Bock  Island 
Bridge  Railway  and  Terminal  Company,  and  that  the  seal  affixed  to  said 
instrument  is  the  corporate  seal  of  said  corporation,  and  that  said  instrument 
w.is  signed  and  sealed  in  behalf  of  said  corporation  by  authority  of  the 
stockholders  of  said  corporation;  and  said  H.  B.  Schuler  and  E.  T.  Schuler 
acknowledged  said  instrument  to  be  the  voluntary  act  and  deed  of  said 
corporation.  Witness  my  hand  and  Notarial  Seal,  the  day  and  year  afore- 
said. Charles  D.  Clark, 
[seal]                                                  Notary  Public  in  and  for  DuPage  County, 

Illinois. 
State  of  Iowa, 
Scott  Co. 

Filed  for  record  the  3d  day  of  September  A.  D.   1898,  at  3:03  o'clock 
P.M.  and  Becorded  in  Book  "E"  of  Incorporations  page  449. 

Lon  Bryson, 
Recorder. 
Igantius  Schmidt, 
Deputy. 
State  op  Iowa,  ss. 

Filed  for  record  in  Office  of  Secretary  of  State  Sept.  9,  A.  D.  1898  and 
Recorded  in  Book  D-3  Page  216.  G.  L.  Dobson, 

Secretary  of  State. 
By  A.  C.  Smith, 
Deputy. 


THE  DAVENPORT,  CLINTON  AND 
EASTERN  RAILWAY  COMPANY 

ARTICLES  OF  INCORPORATION,  April  2,  1895,  The  Davenport,  Clin- 
ton and  Eastern   Railway  Company. 
The  State  of  Iowa, 
Secretary  of  State. 

I,  W.  C.  Hayward,  Secretary  of  State  of  the  State  of  Iowa,  do  hereby 
certify  that  the  attached  instrument  of  writing  is  a  true  and  correct  copy  of 
Articles  of  Incorporation  of  The  Davenport,  Clinton  and  Eastern  Railway 
Company,  of  Davenport,  Iowa,  as  the  same  appears  of  record  in  this  office. 

In  Testimony  Whereof,  I  have  hereunto  set  my  hand  and  affixed  the  seal 
of  the  Secretary  of  State  of  the  State  of  Iowa.  Done  at  Des  Moines,  the 
Capital  of  the  State  August  9th,  1907. 

W.  C.  Hayward, 
[seal]  Secretary  of  State. 

By  J.  M.  Jamieson, 
Deputy. 
Articles  of  Incorporation 
of 
The   Davenport,   Clinton   &   Eastern   Railway   Company. 

We,  whose  names  are  hereto  subscribed,  do  hereby  constitute  ourselves 
a  body  corporate  under  and  pursuant  to  the  provisions  of  Chapter  One  (1) 
Title  Nine  (9)  of  the  Code  of  Iowa,  and  we  do  hereby  adopt,  for  the 
government  of  such  body  corporate,  and  management  of  its  business,  the 
following  Articles  of   Incorporation. 

Article  I. 
The   name    of   this   Corporation   shall   be   "The    Davenport,   Clinton   and 
Eastern  Railway  Company,"  and  its  principal  place  of  transacting  busi- 
ness shall  be  at  the  City  of  Davenport,  Scott  County,  State  of  Iowa. 

Article  II. 
The  general  nature  of  the  business  to  be  transacted  by  this  corporation 
shall  be  the  acquiring,  construction,  owning,  and  operating  of  a  line  of 
railway  from  a  terminus  in  the  City  of  Davenport  in  a  North  Easterly 
direction  through  the  Counties  of  Scott  and  Clinton,  State  of  Iowa,  to  a 
terminus  in  or  near  the  City  of  Clinton,  Iowa,  and  for  the  purpose  of 
constructing  all  buildings,  branch  lines,  bridges  and  other  internal  improve- 
ment s  which  may  be  necessary  for  the  completion  and  operation  of  said 
line  of  railway;  including  the  right  to  extend  said  line  of  railway  from 
either  terminus,  within  the  state  of  Iowa  or  into  other  states  if  desired. 

1239 


1240       CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

Article  III. 

The  authorized  capital  stock  of  this  corporation  shall  be  Five  hundred 
thousand  Dollars  ($500000.00)  to  be  divided  into  shares  of  One  hundred 
Dollars  each :  and  to  be  paid  in  at  such  times  as  shall  be  directed  by  the 
Board  of  Directors  of  this  Corporation. 

Article  IV. 

This  corporation  shall  commence  business  as  soon  as  these  articles  are 
filed  for  Record  in  the  Recorder 's  office  of  Scott  County,  Iowa,  and  shall 
continue  for  Fifty   (50)   years. 

Article  V. 

The  affairs  of  this  corporation  shall  be  conducted  by  a  Board  of  Directors, 
consisting  of  Seven  persons,  which  Board  shall  be  elected  annually  from 
the  stock-holders  of  this  corporation  on  the  first  Monday  of  February  of 
each  year,  at  a  meeting  of  said  stock-holders  to  be  held  at  that  time  each 
year  at  the  office  of  this  corporation  at  said  city  of  Davenport.  Said  Board 
of  Directors  shall  elect  its  President,  Secretary  and  Treasurer,  who  shall 
hold  office  for  one  year,  and  until  their  successors  are  elected  and  qualified; 
and  such  officers  shall  qualify  as  shall  be  required  by  said  Board  of 
Directors. 

And  until  the  election  of  a  Board  of  Directors  in  February  1896,  the 
affairs  of  this  corporation  shall  be  conducted  by  a  Board  of  Three  Directors, 
consisting  of  the  following  named  persons,  to-wit,  Loren  M.  Downs,  Daniel  A. 
McGugin  and  Henry  Schnitger;  and  said  Board  "of  three  Directors  may 
elect  not  to  exceed  four  other  Directors  from  the  stock-holders  of  said 
corporation  to  constitute  with  themselves  a  Board  of  Directors  until  the 
said  election  in  February  1896;  and  until  said  election  in  February  1896, 
said  Loren  N.  Downs  shall  act  as  president,  and  said  Board  shall  elect  a 
Secretary  and  Treasurer.  And  said  Board  of  Directors  shall  have  power 
to  fill  any  vacancy  in  its  own  number  or  in  said  offices. 

Article  VI. 

This  corporation  shall  not  at  any  time  subject  itself  to  an  indebtedness 
(excepting  its  bonded  indebtedness)  to  exceed  the  sum  of  Three  hundred 
thousand  Dollars   ($300000.00). 

Article  VII. 

The  private  property  of  stockholders  of  this  corporation  shall  be  exempt 
from  corporate  debts. 

In  Witness  Whereof  we  have  hereunto  set  our  hands  this  2nd  day  of 
April,  1895. 

Loren  N.  Downs, 
Daniel  A.  McGugin, 
Henry  Schnitger. 


CORPORATE  HISTORY  1241 

State  of  Iowa, 


Iowa,  } 

STY.    \ 


Scott  Coun 

On  this  2nd  day  of  April  A.  D.  1895,  before  me  John  C.  Bills  a  Notary 
Public  in  and  for  said  County,  personally  came  Loren  N.  Downs,  Daniel  A. 
McGugin  and  Henry  Schnitger,  to  me  personally  known  to  be  the  identical 
persons  whose  names  are  affixed  to  the  above  Articles  of  Incorporation, 
and  acknowledged  the  execution  of  the  same  to  be  their  voluntary  act  and 
deed. 

Witness  my  hand  and  Notarial  Seal  the  day  and  year  above  written. 
[seal]  John    C.    Bills,   Notary   Public 

In  and  for  Scott  County,  Iowa. 

State  of  Iowa, 
Scott  County. 

Piled  for  Record  the  3d  day  of  April  A.  D.  1895  at  3/32  o'clock  P.  M. 
and  recorded  in  Book  E  of  Incorporations  page  73. 

Ferd  Aschermann,  Recorder. 

Ignatius  Schmidt,  Deputy. 

State  of  Iowa,  ss. 

Filed  for  Becord  in  Office  of  Secretary  of  State  Apr.  11,  A.  D.  1895 
and  Recorded  in  Book  S-2,  Page,  399. 

W.  M.  McFarland, 

Secretary  of  State. 
C.  S.  Byrkit,  Deputy. 

Amendment  to  Articles  of  Incorporation 

of  the 

Davenport,  Clinton  &  Eastern  Railway  Company. 

Know  All  Men  by  These  Presents,  That  by  vote  of  the  stockholders  of 
the  Davenport,  Clinton  &  Eastern  Railway  Company,  at  a  Special  Meeting 
held  at  the  Company's  office,  in  the  City  of  Davenport,  Iowa,  on  the  9th 
day  of  May,  A.  D.  1899,  the  Articles  of  Incorporation  of  said  Company 
were  altered,  amended  and  changed  in  the  following  manner  and'  form, 
to-wit: 

Article  3  of  the  Articles  of  Incorporation  of  said  Company  is  changed  to 
read  as  follows:  "The  Capital  Stock  of  said  Company  shall  be  the  sum 
of  One  Million,  Five  Hundred  Thousand  (1,500,000)  Dollars,  divided  into 
shares  of  One  Hundred  (100)  Dollars  each,  and  shall  be  paid  for  as  the 
Board  of  Directors  shall  determine." 

In  Witness  Whereof,  said  Company  has  caused  these  presents  to  be 
executed  by  its  President,  this  26th  day  of  May,  A.  D.  1899. 

Davenport,  Clinton  &  Eastern  Railway  Company, 
fsEAL]  By  H.  B.  Schuler, 

President. 


1242       CHICAGO,  BURLINGTON   &   QUINCY  RAILROAD  COMPANY 
State  of  Iowa, 


[owa,  ) 
jnty.  \ 


ss 
Scott  Coun 

On  this  26th  day  of  May,  A.  D.  1899,  before  rne,  a  Notary  Public  in  and 
for  said  County,  appeared  H.  B.  Schuler,  to  me  personally  known,  who, 
being  by  me  duly  sworn,  did  say,  that  he  is  the  President  of  the  Davenport, 
Clinton  &  Eastern  Railway  Company,  and  that  the  seal  affixed  to  said 
instrument  is  the  corporate  seal  of  said  corporation,  and  that  said  instru- 
ment was  signed  and  sealed  in  behalf  of  said  corporation  by  authority 
of  the  stockholders  of  said  corporation;  and  said  H.  B.  Schuler  acknowledged 
said  instrument  to  be  the  voluntary  act  and  deed  of  said  corporation. 

Witness  my  hand  and  Notarial  Seal,  the  day  and  year  aforesaid. 

Abner  Davison, 
[seal]  Notary   Public   in   ami    fur   Scott   County,  Iowa. 

RECORDED  IN  IOWA 

Can  nil/  Date  Book  Page 

Scott  May  27,  1899  E  519 

State  of  Iowa,  ss. 

Filed  for  Record  in  office  of  Secretary  of  State,  May  31,  A.  D.  1899, 
and  Recorded  in  Book  F-3,  Page  41. 

G.  L.  Dobsom, 

Secretary  of  State. 


THE  ROCK  ISLAND  AND  EASTERN 
ILLINOIS  RAILWAY  COMPANY 

ARTICLES  OF  INCORPORATION,  May  8,  1896,  Rock  Island  and  Eastern 

Illinois  Railway  Company. 

The  undersigned  for  the  purpose  of  organizing  a  railway  corporation 
under  and  pursuant  to  the  laws  of  the  State  of  Illinois,  do  hereby  adopt 
and  sign  the  following  Articles  of  Incorporation. 

First.  The  name  of  such  corporation  is  the  Rock  Island  and  Eastern 
Illinois  Railway  Company. 

Second.  The  place  from  and  to  which  it  is  intended  to  construct  said 
proposed  railway  are  as  follows, 

Beginning  at  the  most  practicable  point  at  or  near  the  South  west 
limits  of  the  Chicago  or  Lawer  addition  to  the  City  of  Rock  Island  in 
the  County  of  Rock  Island  State  of  Illinois  thence  in  an  easterly  direction 
as  nearly  as  practicable  in  line  with  the  Mississippi  River  through  the 
said  City  of  Rock  Island,,  the  City  of  Moline  and  terminating  at  or  near 
Port  Byron  Junction  in  the  State  of  Illinois  and  also  to  take  advantage 
and  benefit  of  all  rights  and  privileges  conferred  by  the  laws  of  the  State 
of  Illinois  for  the  acquisition  and  use  of  railroad  property  rights  and 
franchises  in  the  State  of  Illinois  and  other  States. 

Third.  The  place  at  which  shall  be  established  and  maintained  the 
business  office  of  said  corporation  shall  be  the  City  of  Rock  Island  and 
State  of  Illinois. 

Fourth.  The  time  of  the  commencement  and  the  period  of  continuance 
of  such  proposed  corporation  is  from  the  eighth  (8th)  day  of  May  A.  D. 
1896,  to  the  eighth  (8th)  day  of  May  A.  D.  1946,  being  a  period  of  fifty 
(50)   years. 

Fifth.  The  amount  of  the  capital  stock  of  such  corporation  shall  be  One 
Hundred  Thousand   ($100,000.)  Dollars. 

Sixth.  The  name  and  places  of  residence  of  the  persons  forming  such 
Corporation  are  as  follows, 

Names  Residence 

W.  C.  Wadsworth  Davenport,  Iowa 

C.  G.  Hipwell  Davenport,  Iowa 

F.  P.  Blair  Chicago,  Ills. 

V.  M.  Blanding  Rock  Island,  Ills. 

John  Crubaugh  Rock  Island,  Ills. 

Seventh.  The  above  named  incorporators  shall  constitute  the  Board  of 
Directors  of  said  Corporation  and  shall  hold  their  offices  until  their  suc- 
cessors are  elected  in  accordance  with  the  by-laws  to  be  established  and 
government  of  said  corporation  and  the  management  of  its  affairs  shall 
be  vested  in  said  Board  and  a  President  and  Secretary  etc. 

1243 


1244      CHICAGO,  BURLINGTON   &   QUINCY  RAILROAD  COMPANY 

Eighth.  The  number  of  shares  of  stock  shall  be  One  Thousand  (1000) 
•amount  of  each  share  shall  be  one  hundred  ($100)  Dollars. 

In  Witness  Whereof,  We,  the  Incorporators  aforesaid  do  hereunto  sub- 
scribe our  names  this  8th  day  of  May,  A.  D.  1896. 

W.  C.  Wadsworth, 
C.  G.  Hipwell, 
Frank  P.  Blair, 
V.  M.  Blanding, 
J.  Crubaugh. 

State  of  Illinois,        ) 

L  gg 

Bock  Island  County.  ) 

On  this  8th  day  of  May  A.  D.  1896,  before  me  a  Notary  Public  in  and 
for  said  County  personally  appeared  W.  C.  "Wadsworth,  C.  G.  Hipwell, 
Frank  Blair,  V.  M.  Blanding,  J.  Crubaugh,  to  me  personally  known  to  be 
the  same  persons  who  executed  the  foregoing  articles  and  they  severally 
acknowledged  that  they  executed  the  same  for  the  purposes  therein  set 
forth. 

Witness  my  hand  and  Notarial  seal  this  8th  day  of  May  A.  D.  1896. 
[seal]  Charles  Bueord, 

Xotary  Public. 

Filed  for  record  and  recorded  as  above  on  May  9th  A.  D.  1896  at  10:30 
o'clock  A.M. 

W.  H.  HlNRICHSEN, 

Sec'y  of  State. 
United  States  of  America,  ) 

r  SS 

State  of  Illinois,  \ 

Office  of  the  Secretary  of  State. 

I,  James  A.  Rose,  Secretary  of  State  of  the  State  of  Illinois,  do  hereby 
certify  that  the  foregoing  is  a  true  copy  of  Articles  of  Incorporation  of 
the  Bock  Island  and  Eastern  Illinois  Railway  Company,  which  was  filed 
for  record  in  this  office  on  the  9th  day  of  May,  1896,  at  10:30  o'clock  A.M., 
and  recorded  in  Book  No.  15  of  Railroad  Records. 

In  Witness  Whereof,  I  hereto  set  my  hand'  and  affix  the  Great  Seal  of 
State,  at  the  city  of  Springfield,  the  9th  day  of  August  A.  D.  1907. 

James  A.  Rose, 
[seal]  Secretary  of  State. 


DAVENPORT,  ROCK  ISLAND  AND 

NORTHWESTERN  RAILWAY 

COMPANY  (ILLINOIS) 

RESOLUTION,  July  30,  1900,  for  change  of  name. 
State  of  Illinois,  ) 
County  of  Cook.    \ 

Tliis  is  to  certify  that  the  Board  of  Directors  of  the  Rock  Island  and 
Eastern  Illinois  Railway  Company,  a  corporation  organized  and  existing  by 
virtue  of  the  laws  of  the  State  of  Illinois  (the  certificate  of  its  incorporation 
being  recorded  in  Book  No.  15  of  Railroad  Records  in  the  office  of  the 
Secretary  of  State  of  the  State  of  Illinois),  being  desirous  of  changing  the 
name  of  said  Corporation  to  the  following  name,  viz :  ' '  Davenport,  Rock 
Island  and  Northwestern  Railway  Company,"  did  on  the  10th  day  of  April 
A.  D.  1900,  call  a  special  meeting  of  the  stockholders  of  such  corporation 
for  the  purpose  of  submitting  to  a  vote  of  such  stockholders  the  question  of 
such  a  change  of  name,  to  be  held  on  the  second  day  of  July,  A.  D.  1900, 
at  the  hour  of  eleven  o  'clock  in  the  forenoon,  at  the  office  of  the  company  in 
the  City  of  Chicago,  Illinois ;  that  said  special  meeting  was  called  by  deliver- 
ing personally  and  by  depositing  in  the  post  office,  more  than  thirty  days 
before  the  time  fixed  for  such  meeting,  a  notice  properly  addressed  and 
stamped  to  each  stockholder,  signed  by  a  majority  of  said  directors,  stating 
the  time,  place  and  object  of  such  meeting;  that  a  general  notice  of  the 
time,  place  and  object  of  such  meeting  was  also  published  for  more  than 
three  successive  weeks  in  the  ' '  Rock  Island  Argus, ' '  a  daily  secular  news- 
paper of  general  circulation,  printed  and  published  in  the  City  of  Rock 
Island,  and  in  the  County  of  Rock  Island,  in  the  State  aforesaid,  being  the 
County  in  which  the  principal  business  office  of  said  corporation  is  located; 
that  the  first  publication  of  said  notice  was  in  the  issue  of  said  newspaper 
of  date  May  first,  1900,  and  that  the  same  was  published  in  each  successive 
and  daily  issue  of  said  newspaper  up  to  and  including  July  second,  1900. 

It  is  further  certified,  that  on  the  second  day  of  July,  A.  D.  1900,  at  the 
hour  of  eleven  o  'clock  in  the  forenoon,  and  at  the  office  of  said  corporation 
in  the  City  of  Chicago,  in  the  State  of  Illinois,  said  special  meeting  of  such 
stockholders  was  duly  convened  and  held,  at  the  time  and  place  specified 
in  said  notice;  that  there  were  present  at  said  meeting,  in  person  or  by 
proxy,  all  the  stockholders  of  said  corporation ;  that  said  meeting  was 
by  said  stockholders  adjourned  until  the  thirtieth  day  of  July,  A.  D. 
1900,  to  convene  at  the  same  place  and  at  the  hour  of  eleven  o'clock 
in  the  forenoon;  That  said  adjourned  meeting  of  such  stockholders  was 
duly  convened  and  held  at  the  time  and  place  last  aforesaid,  at  which 
adjourned   meeting    all    of    the    stockholders    owning    and    representing    all 

1245 


1246       CHICAGO,  BURLINGTON   &   QUIXCY   RAILROAD  COMPANY 

the  capital  stock  of  said  corporation,  were  present  in  person  or  by  proxy ; 
that  at  said  meeting  the,  question  of  such  change  of  name  of  said  corpora- 
tion -was  in  and  by  the  following  resolution  submitted  to  a  vote  of  such 
stockholders,   viz : 

"  Whereas,  the  Board  of  Directors  of  this  Corporation  desire  to  change 
its  name  to  the  'Davenport,  Eoek  Island  and  Northwestern  Railway  Com- 
pany';" 

11  Therefore,  Besolved ;  That  the  name  of  this  corporation  be,  and  the 
same  is,  hereby  changed  to  the  'Davenport,  Rock  Island  and  Northwestern 
Railway  Company,'  " 

And  it  is  further  certified,  that  at  such  meeting  each  stockholder  cast 
one  vote  for  each  share  of  stock  hold  by  him;  ami  all  the  said  stockholders 
voted  for,  and  votes  representing  all  of  the  stock  of  said  Corporation  were 
cast  for,  the  adoption  of  such  resolution  and  for  the  adoption  of  the  pro- 
posed change  of  name  towit :  The  ' '  Davenport,  Rock  Island  and  North- 
western Railway  Company,"  and  the  President  of  said  corporation  being 
absent  from  the  United  States,  the  said  corporation  ordered  this  certificate 
to  be  made  and  verified  by  its  Vice-President,  who  is  acting  as  the  Presi- 
dent, and  performing  all  the  duties  pertaining  to  such  office. 

In  Witness  Wlicreof,  this  certificate  has  been  signed  in  the  name  of 
said  Corporation  by  said  Vice-President,  under  the  seal  thereof,  and  verified 
by  him,  and  attested  by  the  Assistant  Secretary,  the  30th  day  of  July 
A.  D.  1900.  Rock  Island  and  Eastern  Illinois  Railway  Company, 

[seal]  By  John   S.  Keefe,   Vice  President. 

Attest:    O.  Owen,  Assistant  Secretary. 

State  of  Illinois,  ) 

r  SS 

County  of  Cook.    ) 

John  S.  Keefe,  being  duly  sworn  upon  oath,  doth  day,  that  he  is  the 
Vice  President  of  the  Rock  Island  and  Eastern  Illinois  Railway  Company, 
a  corporation  organized  and  existing  under  the  laws  of  the  State  of  Illinois; 
that  John  W.  Gates,  the  President  of  said  corporation  is  now  absent  from 
the  United  States,  and  has  been  so  absent  for  more  than  thirty  days  last 
past;  that  affiant  as  such  Vice  President,  is,  in  the  absence  of  such  President, 
now  acting  as,  and  is  performing  all  the  duties  of,  President  of  said  cor- 
poration, and  affiant  further  says  he  has  read  the  foregoing  certificate  or 
instrument  in  writing  and  knows  the  contents  thereof,  and,  of  his  own 
knowledge,  he  says  the  matters  and  things  herein  set  forth  are  true  as 
herein  stated ;  and  affiant  says  that  he  knows  the  seal  of  said  corporation, 
and  that  the  seal  affixed  to  the  said  certificate  is  the  seal  of  said  Corporation. 

John  S.  Keefe, 

Vice  President,  of  Rock  Island  and  Eastern 
Illinois  Railway  Company. 
Subscribed  and  sworn  to  by  John  S.  Keefe,  before  me  this   30th,   day 
of  July,  A.  D.  1900.  Albert  E:  Dacy, 

[seal]  Notary  Public. 

Filed  for  record  July  31st,  1900,  at  9  o'clock  A.M. 

Jaiies  A.  Rose, 
Sec  'y  of  State. 


CORPORATE  HISTORY  1247 

United  States  of  America,  ) 

v  ss. 

State  of  Illinois,  \  ' 

Office  of  thei  Secretary  of  State. 

I,  James  A.  Eose,  Secretary  of  State  of  the  State  of  Illinois,  do  hereby 
certify  that  the  foregoing  is  a  true  copy  of  certificate  of  change  of  name 
of  the  Rock  Island  &  Eastern  Illinois  Railway  Company  to  Davenport, 
Rock  Island  &  Northwestern  Railway  Company  which  was  filed  for  record 
in  this  office  on  the  31st  day  of  July,  1900,  at  9  o'clock  A.M.,  and  recorded 
in  Book  No.  17  of  Railroad  Records. 

In  Witness  Whereof,  I  hereto  set  my  hand  and  affix  the  Great  Seal  of 
State,  at  the  city  of  Springfield,  the  9th  day  of  August,  A.  D.  1907. 

James  A.  Rose, 
[seal]  Secretary  of  State. 


MOLINE  AND  PEORIA  RAILWAY 
COMPANY 

ARTICLES    OF    INCORPORATION,    September    25,    1900,    Moline    and 
Peoria  Railway  Company. 

First. — The  name  of  this  Corporation  shall  be  "Moline  and  Peoria 
Railway  Company." 

Second. — It  is  proposed  to  construct  the  said  Railway  from  a  terminus 
at  or  near  what  is  known  as  East  Moline  or  Port  Byron  Junction  in  the 
County  of  Rock  Island  in  the  State  of  Illinois  running  thence  into  and 
through  the  following  named  counties  in  the  State  of  Illinois,  viz: — Rock 
Island,  Henry,  Mercer,  Warren,  Knox,  Fulton  and  Peoria  to  a  terminus  in 
the  City  of  Peoria  in  the  County  of  Peoria  and  State  aforesaid;  with  a 
branch  line  extending  from  the,  main  line  at  or  near  the  City  of  Canton, 
in  Fulton  County,  to  the  city  of  Havana  in  Mason  County,  in  the  State 
aforesaid. 

Third. — The  principal  business  office  of  this  Corporation  shall  be  estab- 
lished and  maintained  at  Chicago,  Illinois. 

Fourth. — The  time  of  the  commencement  of  this  Corporation  shall  be 
September  twenty-ninth  (29th)   1900  and  continue  in  force  for  fifty  years. 

Fifth. — The  amount  of  the  Capital  Stock  of  this  Corporation  shall  be 
One  Hundred  Thousand  Dollars. 

Sixth. — The  names  and  places  of  residence  of  the  several  persons  forming 
this  Corporation  are:  — 

Names  Residence 

Clyde  A.  Morrison  Chicago,  Illinois 

Donald  H.  Mann  Chicago,  Illinois 

Herbert  D.  Howe  Chicago,  Illinois 

Wilton  B.  Judd  Chicago,  Illinois 

Gordon  J.  Murray  Chicago,  Illinois 

Seventh. — The  names  of  the  first  Board  of  Directors  are:  — 
Clyde  A.  Morrison,  Donald   H.   Mann, 

Herbert  D.  Howe,  Wilton  B.  Judd, 

Gordon   J.   Murray. 

And  the  government  of  this  Corporation  shall  be  vested  in  Board  of 
Five  Directors,  President,  Vice  President  and  Secretary  and  Treasurer  and 
such  other  officers  as  may  be  provided  by  the  by-laws  or  board  of  directors. 

Eighth. — The  Capital  Stock  of  this  Corporation  shall  be  divided  into 
One  thousand  shares  of  the  value  of  One  hundred  Dollars  each. 

1248 


CORPORATE  HISTORY  1249 

In  Witness  Whereof,  We  have  hereunto  severally  subscribed,  our  names 
this  25th  day  of  September  A.  D.  1900. 

Clyde  A.  Morrison, 
Donald  H.  Mann, 
Herbert  D.  Howe, 
Milton  B.  Judd, 
Gordon  J.  Murray. 

State  of  Illinois,  / 

L  gg 

County  of  Mason.  )  NO.  6451. 

This  instrument  was  filed  for  record  in  the  Eecorder's  Office  of  the 
County  aforesaid  on  the  29th  day  of  September,  A.  D.  1900,  at  12  o'clock 
M.  and  recorded  in  Book  72  of  Deeds  on  Page  207. 

H.  B.  Samuell, 
[seal]  Recorder. 

EECOEDED  IN  ILLINOIS 

County  Date 

Henry  September  27,  1900 

Peoria  September  27,  1900 

Rock  Island  September  27,  1900 

Knox  September  28,  1900 

Mercer  September  28,  1900 

Warren  September  28,  1900 

Fulton  September  29,  1900 

United  States  of  America,  ) 

V  gg 

State  of  Illinois,  ) 

Office  of  the  Secretary  of  State. 

I,  James  A.  Rose,  Secretary  of  State  of  the  State  of  Illinois,  do  hereby 
certify  that  the  foregoing  is  a  true  copy  of  Articles  of  Incorporation  of 
the  Moline  and  Peoria  Railway  Company  which  was  filed  for  record  in 
this  office  on  the  sixth  day  ofi  October,  1900,  at  four  o'clock  P.M.,  and 
recorded  in  Book  No.  15  of  Railroad  Records. 

In  Witness  Whereof,  I  hereto  set  my  hand  and  affix  the  Great  Seal  of 
State,  at  the  city  of  Springfield,  the  9th  day  of  August  A.  D.  1907. 

James  A.  Rose, 
[seal]  Secretary  of  State. 


Book 

Page 

214 

133 

5 

175 

4 

— 

168 

281 

66 

— 

94 

456 

3 

338 

DAVENPORT,  ROCK  ISLAND  AND 

NORTH  WESTERN  RAILWAY 

COMPANY  (IOWA) 

DEED,  July  30,  1901,  Davenport,  Clinton  &  Eastern  Railway  Company 

to  Davenport,  Rock  Island  &  North  Western  Railway  Company. 

Indenture,  Made  this  30th  day  of  July,  A.  D.  1901,  by  and  between  the 
Davenport,  Clinton  &  Eastern  Railway  Company),  a  corporation,  organized 
and  existing  under  and  by  virtue  of  the  laws  of  Iowa,  party  of  the  first 
part,  and  the  Davenport,  Rock  Island  &  North  Western  Railway  Company, 
a  corporation,  organized  and  existing  under  and  by  virtue  of  the  laws  of 
Iowa,  party  of  the  second  part. 

Whereas,  the  first  party,  being  thereunto  duly  authorized  by  law,  is  the 
owner  of  a  certain  railroad  hereinafter  described,  in  the  State  of  Iowa; 
and, 

Whereas,  the  railroads  of  the  parties  hereto  connect  and  make  a  con- 
tinuous railroad,  and  the  second  party  has  offered  to  purchase  the  railroad, 
property  and  franchises  of  the  first  party,  upon  the  terms  and  conditions 
hereinafter  stated,  which  have  "been  agreed  to  by  the  directors  of  both  the 
said  companies,  and  duly  approved  by  the  stockholders  owning  and  holding 
more  than  two-thirds  in  amount  of  the  capital  stock  of  the  said  companies: 

Now,  Tlierefore,  Tliis  Indenture  Witncsscth :  That  the  said  first  party, 
for  and  in  consideration  of  Five  Dollars,  to  it  in  hand  paid,  and  of  the 
covenants  hereinafter  contained,  by  these  presents  does  grant,  bargain, 
sell,  convey,  assign,  and  transfer  to  the  said  second  party,  the  following 
described  railroad,  property,   franchises,  and  privileges,  to-wit: 

Its  certain  railroad,  extending  from  the  City  of  Clinton,  State  of  Iowa, 
in  a  southerly  direction  along  the  west  bank  of  the  Mississippi  River  to 
a  point  of  junction  with  the  railroad  of  the  Chicago,  Milwaukee  &  St.  Paul 
Railway  Company  near  the  eastern  limits  of  the  City  of  Davenport  in  said 
state  near  Mississippi  Avenue  in  said  City;  together  with  certain  side,  spur 
and  industry  tracks,  and  the  right  to  use  the  railroad  of  the  Chicago, 
Milwaukee  &  St.  Paul  Railway  Company  between  Mississippi  Avenue  to  a 
point  near  Iowa  Street  in  said  City,  under  and  by  virtue  of  a  certain 
agreement  between  it  and  the  Chicago,  Milwaukee  &  St.  Paul  Railway  Com- 
pany, and  the  ordinances  in  said  agreement  referred  to,  which  agreement 
bears  date  the  first  day  of  November,  A.  D.  1899. 

Together  with  all  road-beds,  rights  of  way,  telegraph  lines,  bridges, 
depot  and  terminal  grounds,  and  other  lands  or  interest  therein;  station 
houses,  buildings  and  structures  of  whatsoever  kind,  leaseholds,  rights  under 
ordinances  or  contracts,  and  licenses;  rents,  profits,  income;  and  all  other 
property,  real  or  personal,  of  whatsoever  kind  and  wheresoever  situated, 

1250 


CORPORATE  HISTORY  1251 

now  owned  by  it  or  hereafter  to  be  acquired,  whether  appurtenant  to  the 
railroad  aforesaid  or  otherwise;  also  all  rights,  powers,  privileges,  franchises, 
and  immunities,  belonging  to  the  said  first  party,  except  its  franchise  to 
be  a  corporation. 

To  Have  and  To  Hold  the  same  to  the  said  second  party,  its  successors 
and  assigns,  forever. 

In  consideration  of  the  foregoing,  the  said  second  party  covenants  and 
agrees  with  the  said  first  party  that  it  will  equip  the  said  railroad,  or  cause 
the  same  to  be  equipped,  and  will  maintain  and  operate  the  same  in  such 
manner  as  to  furnish  reasonable  accommodations  to  the  public;  that  it 
will  pay,  or  cause  to  be  paid,  all  taxes  and  assessments  that  may  be  law- 
fully levied  upon  the  said  railroad  and  property,  or  any  part  thereof;  and 
that  it  will  assume  and  discharge  all  contracts,  debts,  liabilities,  and 
obligations,  of  whatsoever  kind,  of  the  said  first  party. 

And,  to  the  end  that  the  second  party  may  have,  hold,  use,  exercise, 
and  enjoy  the  railroad  and  property  and  franchises  of  the  first  party, 
hereby  conveyed  and  intended  to  be  conveyed,  and  whether  now  existing  or 
hereafter  acquired,  as  fully  as  might  be  done  by  the  first  party,  if  this 
conveyance  had  not  been  made,  the  first  party  agrees  to  execute  from  time 
to  time  any  additional  assignment,  conveyance  or  assurance,  and  to  perform 
any  act,  which  the  counsel  of  the  second  party  may  advise;  and,  for  the 
purposes  aforesaid,  the  first  party  agrees,  if  the  second  party  shall  so  desire 
and  advise,  that  it  will  keep  up  and  maintain  its  corporate  existence  and 
organization. 

In  Witness  Whereof,  the  parties  hereto  have  caused  their  corporate  names 
to  be  hereunto  subscribed  by  their  respective  Presidents,  and  their  corporate 
seals  to  be  hereunto  attached  and  attested  by  their  respective  Secretaries, 
the  day  and  year  first  above  written.  ( 

Davenport,  Clinton  &  Eastern  Eailway  Company, 
[seal]  By  Joseph  A.  Connell, 

Attest:   H.  H.  Field,  Secretary.  President. 

Davenport,  Eock  Island  &  North  Western  Eailway  Company, 
[seal]  '  By  Henry  E.  Williams, 

Attest:    II.  W.  Weiss,  Secretary.  President. 

State  op  Illinois,  ) 

r  SS 

County  of  Cook.    \ 

On  this  30th  day  of  July,  A.  D.  1901,  before  me  appeared  Joseph  A. 
Connell,  to  me  personally  known,  who,  being  by  me  duly  sworn,  did  say  that 
he  La  the  President  of  the  Davenport,  Clinton  &  Eastern  Eailway  Company, 
and  that  the  seal  affixed  to  said  instrument  is  the  corporate  seal  of  said 
corporation,  and  that  said  instrument  was  signed  and  sealed  in  behalf  of 
said  corporation  by  authority  of  its  Board  of  Directors,  and  said  Joseph  A. 
Connell  acknowledged  said  instrument  to  be  the  voluntary  act  and  deed 
of  said   corporation. 

Herbert  Haase, 
[seal]  Notary  Public  in  and  for  said 

County  and  State. 


1252       CHICAGO,  BURLINGTOX  &   QUIXCY  RAILROAD  COMPANY 
State  of  Illinois,  ( 


018,  i 
k.    \ 


ss 
County  of  Cook 

On  this  30th  day  of  July,  A.  D.  1901,  before  me  appeared  Henry  B. 
Williams,  to  me  personally  known,  who,  being  by  me  duly  sworn,  did  say 
that  he  is  the  President  of  the  Davenport,  Eock  Island  &  North  Western  Bail- 
way  Company,  and  that  the  seal  affixed  to  said  instrument  is  the  corporate 
seal  of  said  corporation,  and  that  said  instrument  was  signed  and  sealed 
in  behalf  of  said  corporation  by  authority  of  its  Board  of  Directors,  and 
said  Henry  E.  Williams  acknowledged  said  instrument  to  be  the  voluntary 
act  and  deed  of  said  corporation.  E.  C.  Nettels, 

[seal]  Notary  Public  in  and  for  said 

County  and  State. 

Chicago,  July  30,  1901. 
Mr.  Joseph  A.  Connell, 

President,  Davenport,  Clinton  &  Eastern  Ey  Co. 
Chicago,  111. 
Dear  Sir: 

I  have  examined  and  hereby  approve  description  in  deed  bearing  date 
July  30,  1901,  from  the  Davenport,  Clinton  &  Eastern  Bailway  Company 
to  the  Davenport,  Eock  Island  &  Xortli  Western  Eailway  Company  (Iowa). 

Yours  truly, 

W.  L.  Breckinridge, 

Chief  Engineer, 
Chicago,  Burlington  &  Quincy  E.  E.  Co. 
E.  O.  Eeeder, 

Prin.  Asst.  Engineer, 
Chicago,  Milwaukee  &  St.  Paul  Ey.  Co. 

EECOEDED  IN  IOWA 

County                                                      Date  Book                 Page 

Clinton                                           July  23,  1902  52                    274 

Scott                                                 July  26,  1902  68                     399 

Entered  for  taxation  in  Scott  County,  Iowa,  July  26,  1902. 

H.  F.  J.,  Auditor. 
U.  S.  Revenue  Stamps  $106.50 

DEED,  July  30,  1901,  Davenport,  Rock  Island  &  Northwestern  Railway 
Company  of  Illinois,  to  Davenport,  Eock  Island  &  North  Western  Eail- 
way Company  of  Iowa. 

Indenture,  Made  this  30th  day  of  July.  A.  D.  1901,  by  and  between  the 
Davenport,  Eock  Island  &  Northwestern  Eailway  Company,  a  corporation, 
organized  and  existing  under  and  by  virtue  of  the  laws  of  Illinois,  party  of 
the  first  part,  and  the  Davenport,  Eock  Island  &  North  Western  Eailway 
Company,  a  corporation,  organized  and  existing  under  and  by  virtue  of  the 
laws  of  Iowa,  party  of  the  second  part; 

Whereas,  the  first  party,  being  thereunto  duly  authorized  by  law,  is  the 
owner  of  a  certain  railroad  hereinafter  described,  in  the  State  of  Illinois; 
and, 


CORPORATE  HISTORY  1253 

Whereas,  the  second  party  is  in  possession  of  and  operating  the  railroad 
of  the  first  party,  and  the  railroads  of  said  parties  connect,  and  form  a 
continuous  railroad;  and. 

Whereas,  the  second  party  owns  and  controls  all  the  capital  stock  of  the 
first  party,  and  has  offered  to  purchase  in  fee  simple  the  railroad  of  the  first 
party,  together  with  all  the  rights,  powers,  privileges,  franchises,  immunities', 
and  other  property  used  in  connection  therewith  or  appertaining ,  thereto, 
upon  the  terms  and  conditions  hereinafter  stated;  and, 

Whereas,  the  said  sale  and  purchase,  with  the  terms  and  conditions  thereof , 
have  been  agreed  upon  between  the  boards  of  directors  of  both  parties,  and 
approved  and  confirmed  by  the  stockholders  owning  more  than  two-thirds 
in  amount  of  the  capital  stock  of  the  respective  companies,  in  manner  and 
form  as  required  by  law: 

Now,  Therefore,  This  Indenture  Witnesseth:  That  the  said  first  party,  for 
and  in  consideration  of  five  dollars,  to  it  in  hand  paid,  and  of  the  covenants 
hereinafter  contained,  by  these  presents  does  grant,  bargain,  sell,  convey, 
assign,  and  transfer  to  the  said  second  party,  the  following  described  rail- 
road, property,  franchises,  and  privileges,  to-wit: 

Its  certain  railroad,  extending  from  a  point  near  Thirty-eighth  Street  in 
the  City  of  Rock  Island  to  East  Moline  in  the  State  of  Illinois;  together 
with  certain  side,  spur  and  industry  tracks,  and  all  the  right,  title,  interest 
and  ownership  which  it  has  under  and  by  virtue  of  a  certain  agreement  be- 
tween the  Rock  Island  &  Eastern  Illinois  Railway  Company  (the  predeces- 
sor of  the  said  Davenport,  Rock  Island  &  Northwestern  Railway  Company 
of  Illinois)  and  the  Chicago,  Burlington  &  Quincy  Railroad  Company,  and 
certain  ordinances  therein  referred  to,  which  agreement  bears  date  the 
twelfth  day  of  April,  A.  D.  1898,  in  and  to  the  railroad  tracks  and  appurte- 
nant property  of  said  Chicago,  Burlington  &  Quincy  Railroad  Company,  desig- 
nated and  referred  to  in  said  agreement  as  "joint  tracks,"  from  a  point 
near  the  intersection  of  First  Avenue  and  Twelfth  Street  in  the  City  of  Rock 
Island,  to  the  ' '  T-rail ' '  monument  set  in  the  center  line  of  the  main  track 
of  said  Chicago,  Burlington  &  Quincy  Railroad  Company,  about  seventy-nine 
feet  west  from  the  east  line  of  Cable  Street  or  Twenty-ninth  Street  pro- 
duced, excepting  that  part  of  said  railroad  property  beginning  at  the  west 
line  of  Lot  Five  (5)  in  Block  Two  (2)  of  Spencer  &  Case's  Addition;  thence 
across  said  lot  to  the  west  line  of  Nineteenth  Street ;  thence  across  Nineteenth 
Street  to  the  west  line  of  Block  Three  (3)  in  said  Spencer  and  Case's  Addi- 
tion; thence  across  Block  Three  (3)  and  the  alley  therein  to  the  west  line  of 
Twentieth  Street;  thence  across  Twentieth  Street  to  Second  Avenue;  and 
the  right  under!  and  by  virtue  of  the  aforesaid  agreement,  which  it,  the 
Davenport,  Rock  Island  &  Northwestern  Railway  Company  of  Illinois,  has 
to  use  in  common  with  the  Chicago,  Burlington  &  Quincy  Railroad  Company, 
for  the  term  of  Ninety-nine  years,  the  main  track  and  the  second  track 
where  a  second  track  was  then,  or  might  thereafter  be  constructed,  together 
with  such  estate  appurtenant  thereto  as  is  provided  for  in  said  agreement, 
beginning  at  the  west  line  of  Lot  Five  (5)  in  Block  Two  (2)  of  Spencer  & 
Case's  Addition;  thence  across  said  Lot;  thence  across  Nineteenth  Street; 
thence  across  Block  Three  (3)  in  said  Spencer  &  Case's  Addition,  and  the 


1254      CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

alley  therein;  thence  across  Twentieth  Street  to  Second  Avenue;  and  also 
beginning  at  the  ' '  T-rail ' '  monument  aforesaid,  about  seventy-nine  feet  west 
of  the  east  line  of  Cable  or  Twenty-ninth  Streets  produced,  to  a  line  drawn  at 
right  angles  to  the  railroad  track  of  the  Chicago,  Burlington  &  Quincy  Rail- 
road Company  through  a  point  seven  hundred  feet  west  of  the  face  of  the 
parapet  wall  of  the  west  abutment  of  the  bridge  on  which  the  tracks  of  the 
Chicago,  Burlington  &  Quincy  Railroad  Company  cross  Fifth  Avenue  in  said 
City,  which  point  is  marked  by  a  ' '  T-rail ' '  monument  set  in  the  center  of  the 
main  track  of  said  last  named  Company,  and  is  shown  upon  the  plat  attached 
to  the  aforesaid  agreement. 

Together  with  all  road-beds,  rights  of  way,  telegraph  lines,  bridges,  depot 
and  terminal  grounds,  and  other  lands  or  interest  therein,  station  houses, 
buildings  and  structures  of  whatsoever  kind;  leaseholds,  rights  under  or- 
dinances, or  contracts,  and  licenses;  rents,  profits,  income;  and  all  other 
property,  real  or  personal,  of  whatsoever  kind  and  wheresoever  situated,  now 
owned  by  it,  or  hereafter  to  be  acquired,  whether  appurtenant  to  the  railroad 
aforesaid  or  otherwise ;  also  all  rights,  powers,  privileges,  franchises,  and 
immunities,  belonging  to  the  said  first  party,  except  its  franchise  to  be  a 
corporation. 

To  Have  and  to  Hold  the  same  to  the  said  second  party,  its  successors  and 
assigns,  forever. 

In  consideration  of  the  foregoing,  the  said  second  party  covenants  and 
agrees  with  the  said  first  party  that  it  will  equip  the  said  railroad,  or  cause 
the  same  to  be  equipped,  and  will  maintain  and  operate  the  same  in  such 
manner  as  to  furnish  reasonable  accommodations  to  the  public;  that  it  will 
pay,  or  cause  to  be  paid,  all  taxes  and  assessments  that  may  be  lawfully 
levied  upon  the  said  railroad  and  property,  or  any  part  thereof ;  and  that  it 
will  assume  and  discharge  all  contracts,  debts,  liabilities,  and  obligations, 
of  whatsoever  kind,  of  the  first  party. 

And,  to  the  end  that  the  second  party  may  have,  hold,  use,  exercise  and 
enjoy  the  railroad  and  property  and  franchises  of  the  first  party,  hereby 
conveyed  and  intended  to  be  conveyed,  and  whether  now  existing  or  here- 
after acquired,  as  fully  as  might  be  done  by  the  first  party,  if  this  convey- 
ance had  not  been  made,  the  first  party  agrees  to  execute  from  time  to  time 
any  additional  assignment,  conveyance,  or  assurance,  and  to  perform  any  act, 
which  the  counsel  of  the  second  party  may  advise ;  and,  for  the  purposes 
aforsesaid,  the  first  party  agrees,  if  the  second  party  shall  so  desire  and 
advise,  that  it  will  keep  up  and  maintain  its  corporate  existence  and 
organization. 

In  Witness  Whereof,  the  parties  hereto  have  caused  their  corporate  names 
to  be  hereunto  subscribed  by  their  respective  Presidents,  and  their  corporate 
seals  to  be  hereto  attached  and  attested  by  their  respective  Secretaries,  the 
day  and  year  first  above  written. 

Davenport,  Rock  Island  &  North  Western  Railway  Company, 
[seal]  By  Charles  V.  Carpenter,  President. 

Attest:  W.  R.  Morrison,  Secretary. 

Davenport,  Rock  Island  &  North  Western  Railway  Company, 
[seal]  By  Henry  R.  Williams,  President. 

Attest :  H.  W.  Weiss,  Secretary. 


CORPORATE  HISTORY  1255 

State  of  Illinois,  j 


is  J 


ss. 
County  or  Cook 

Be  it  remembered  that  on  this  30th  day  of  July,  A.  D.  1901,  before  me,  a 
Notary  Public  in  and  for  said  county  and  state,  personally  appeared  Charles 
V.  Carpenter,  President  of  the  Davenport,  Rock  Island  &  Northwestern 
Railway  Company,  a  corporation  organized  and  existing  under  the  laws  of 
the  State  of  Illinois,  personally  known  to  me  and  to  be  the  same  person 
whose  name  is  subscribed  to  and  who  executed  the  foregoing  instrument  as 
such  President,  who,  being  by  me  duly  sworn,  did  say  that  he  is  the  Presi- 
dent of  the  said  Davenport,  Rock  Island  &  Northwestern  Railway  Company; 
that  he  knows  the  corporate  seal  of  said  Company;  that  the  seal  affixed  to 
the  foregoing  instrument  is  the  corporate  seal  of  said  Company;  that  it  was 
affixed  by  order  of  the  Board  of  Directors  of  said  Company;  that  said  in- 
strument was  signed  and  sealed  in  behalf  of  said  Company  by  like  order  as 
President  of  said  Company;  that  the  said  Charles  V.  Carpenter  acknowledged 
tlic  s.iiil  instrument,  and  that  it  was  the  voluntary  act  and  deed  of  said 
Company,  and  that  he,  as  such  President,  signed,  sealed  and  delivered  said 
instrument,  as  the  free  and  voluntary  act  and  deed  of  said  Company,  and  as 
his  own  free  and  voluntary  act  and  deed  as  such  President,  for  the  uses  and 
purposes  therein  set  forth. 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  official  seal,  this 
30th  day  of  July,  A.  D.  1901. 

Herbert  Haase, 
[seal]  Notary  Public  for  said  County  and  State. 

State  of  Illinois,  / 

y  ss. 
County  of  Cook.    \ 

Be  it  remembered,  that  on  this  30th  day  of  July,  A.  D.  1901,  before  me,  a 
Notary  Public  in  and  for  said  County  and  State,  personally  appeared  Henry 
R.  Williams,  President  of  the  Davenport,  Rock  Island  &  North  Western 
Railway  Company,  a  corporation  organized  and  existing  under  the  laws  of 
the  State  of  Iowa,  personally  known  to  me  and  to  be  the  same  person  whose 
name  is  subscribed  to  and  who  executed  the  foregoing  instrument  as  such 
President,  who,  being  by  me  duly  sworn,  did  say  that  he  is  the  President  of 
the  said  Davenport,  Rock  Island  &  North  Western  Railway  Company;  that 
he  knows  the  corporate  seal  of  said  Company;  that  the  seal  affixed  to  the 
foregoing  instrument  is  the  corporate  seal  of  said  Company;  that  it  was 
affixed  by  order  of  the  Board  of  Directors  of  said  Company;  that  said  in- 
strument was  signed  and  sealed  in  behalf  of  said  Company  by  like  order  as 
President  of  said  Company;  that  the  said  Henry  R.  Williams  acknowledged 
the  said  instrument,  and  that  it  was  the  voluntary  act  and  deed  of  said 
Company,  and  that  he,  as  such  President,  signed,  sealed,  and  delivered  said 
instrument,  as  the  free  and  voluntary  act  and  deed  as  such  President,  for  the 
uses  and  purposes  therein  set  forth. 

In-  Jf'itness  Whereof,  I  have  hereunto  set  my  hand  and  official  seal,  this 
30th  day  of  July,  1901. 

E.  C.  Nettels, 
[seal]  Notary  Public  in  and  for  said  County  and  State. 


1256       CHICAGO,  BURLINGTON   &   QUINCY   RAILROAD  COMPANY 

Chicago,  July  30,  1901. 
Mr.  Chas.  Y.  Carpenter, 

President,  1).  R.  I.  &  N.  \Y.  Ry.  Co. 
Chicago,  111. 
Dear  Sir: 

I  have  examined  and  hereby  approve  description  in  deed  bearing  date 
July  30,  1901  from  the  Davenport,  Rock  Island  &  Northwestern  Railwaj 
Company  (of  Illinois)  to  the  Davenport,  Rock  Island  &  North  Westerr. 
Railway  Company  (of  Iowa). 

Yours  truly, 

W.  L.  Breckinridge,  Chief  Engineer, 
Chicago,  Burlington  &  Quincy  R.  R.  Co. 

E.  O.  Reeder,  Prim.  Asst.  Engineer, 
Chicago,  Milwaukee  &  St.  Paul  Ry.  Co. 

RECORDED    IN   ILLINOIS 
County  Date  Book  Page 

Rock  Island  July  23,  1902  124  259 

DEED,  July  30,  1901,  Moline  &  Peoria  Railway  Company  to  Davenport, 

Rock  Island  &  North  Western  Railway  Company  of  Iowa. 

Indentwre,  Made  this  30th  day  of  July,  A.  D.  1901,  by  and  between  the 
Moline  &  Peoria  Railway  Company,  a  corporation,  organized  and  existing 
under  and  by  virtue  of  the  laws  of  Illinois,  party  of  the  first  part,  and  the 
Davenport,  Rock  Island  &  North  Western  Railway  Company,  a  corporation, 
organized  and  existing  under  and  by  virtue  of  the  laws  of  Iowa,  party  of  the 
second  part ; 

Whereas,  the  first  party,  being  thereunto  duly  authorized  by  law,  is  the 
owner  of  a  certain  railroad  hereinafter  described,  in  the  state  of  Illinois; 
and, 

Whert  as,  the  second  party  is  in  the  possession  of  and  operating  the  railroad 
of  the  first  party,  and  the  railroads  of  said  parties  connect,  and  form  a 
continuous  railroad ;  and, 

Wlicreas,  the  second  party  owns  and  controls  all  the  capital  stock  of  the 
first  party,  and  has  offered  to  purchase  in  fee  simple  the  railroad  of  the  first 
party,  together  with  all  the  rights,  powers,  privileges,  franchises,  immuni- 
ties, and  other  property  used  in  connection  therewith  or  appertaining  thereto, 
upon  the  terms  and  conditions  hereinafter  stated;  and, 

Whereas,  the  said  sale  and  purchase,  with  the  terms  and  conditions  there- 
of, have  been  agreed  upon  between  the  boards  of  directors  of  both  parties, 
and  approved  and  confirmed  by  the  stockholders  owning  more  than  two 
thirds  in  amount  of  the  capital  stock  of  the  respective  companies,  in  manner 
and  form  as  required  by  law; 

Now,  Therefore,  This  Indenture  Witiusseth :  That  the  said  first  party, 
for  and  in  consideration  of  five  dollars,  to  it  in  hand  paid,  and  of  the 
covenants  hereinafter  contained,  by  these  presents  does  grant,  bargain,  sell, 
convey,  assign,  and  transfer  to  the  said  second  party,  the  following  de- 
scribed railroad,  property,  franchises,  and  prrvileges,  to-wit : 


CORPORATE    HISTORY  1257 

Its  certain  railroad,  beginning  at  East  Moline,  thence  extending  in  an 
easterly  and  southerly  direction  to  a  point  near  Rock  River,  a  distance  of 
about  six  and  one  half  (6%)  miles,  in  Rock  Island  County,  state  of  Illinois: 

Together  with  all  road-beds,  rights  of  way,  telegraph  lines,  bridges,  depot 
and  terminal  grounds,  and  other  lands  or  interest  therein;  station  houses, 
buildings  and  structures  of  whatsoever  kind;  leaseholds,  rights  under 
ordinances,  or  contracts,  and  licenses;  rents,  profits,  incomes;  and  all  other 
property,  real  or  personal,  of  whatsoever  kind  and  wheresoever  situated,  now 
owned  by  it  or  hereafter  td  be  acquired,  whether  appurtenant  to  the  rail- 
road aforesaid  or  otherwise ;  also  all  rights,  powers,  privileges,  franchises, 
and  immunities,  belonging  to  the  said  first  party,  except  its  franchise  to 
be  a  corporation. 

To  Have  and  to  Hold  the  same  to  the  said  second  party,  its  successors  and 
assigns,  forever. 

In  consideration  of  the  foregoing,  the  said  second  party  covenants  and 
agrees  with  the  said  first  party  that  it  will  equip  the  said  railroad,  or  cause 
the  same  to  be  equipped,  and  will  maintain  and  operate  the  same  in  such 
manner  as  to  furnish  reasonable  accommodations  to  the  public;  that  it  will 
pay,  or  cause  to  be  paid,  all  taxes  and  assessments  that  may  be  lawfully 
levied  upon  the  said  railroad  and  property,  or  any  part  thereof;  and  that  it 
will  assume  and  discharge  all  contracts,  debts,  liabilities,  and  obligations,  of 
whatsoever  kind,  of  the  said  first  party. 

And,  to  the  end  that  the  second  party  may  have,  hold,  use,  exercise,  and 
enjoy  the  railroad  and  property  and  franchises  of  the  first  party,  hereby 
conveyed  and  intended  to  be  conveyed,  and  whether  now  existing  or  here- 
after acquired,  as  fully  as  might  be  done  by  the  first  party,  if  this  conveyance 
had  not  been  made,  the  first  party  agrees  to  execute  from  time  to  time  any 
additional  assignment,  conveyance,  or  assurance,  and  to  perform  any  act, 
which  the  counsel  of  the  second  party  may  advise ;  and,  for  the  purposes 
aforesaid,  the  first  party  agrees,  if  the  second  party  shall  so  desire  and  ad- 
vise, that  it  will  keep  up  and  maintain  its  corporate  existence  and  organiza- 
tion. 

In  Witness  Whereof,  the  parties  hereto  have  caused  their  corporate  names 
to  be  hereunto  subscribed  by  their  respective  Presidents,  and  their  corporate 
seals  to  be  hereto  attached  and  attested  by  their  respective  Secretaries,  the 
day  and  year  first  above  written. 

Moline  &  Peoria  Railway  Company, 
[seal]  By  Joseph  A.  Connell,  President 

Attest :  W.  R.  Morrison,  Secretary 

Davenport,  Rock  Island  &  North  Western  Railway  Company, 
[seal]  By  Henry  R.  Williams,  President 

Attest:  H.  W.  Weiss,  Secretary 

State  of  Illinois,  / 

>  ss 
County  of  Cook.    ) 

Be  it  remembered,  that  on  this  30th  day  of  July,  A.  D.  1901,  before  me,  a 
Notary  Public  in  and  for  said  county  and  state,  personally  appeared  Joseph 


1258       CHICAGO,  BURLINGTON   &   QU1NCY   RAILROAD  COMPANY 

A.  Connell,  President  of  the  Moliue  &  Peoria  Railway  Company,  a  corpora- 
tion organized  and  existing  under  the  laws  of  the  state  of  Illinois,  personally 
known  to  me  and  to  be  the  same  person  whose  name  is  subscribed  to  and  who 
executed  the  foregoing  instrument  as  such  President,  who,  being  by  me 
duly  sworn,  did  say  that  he  is  the  President  of  the  said  Moline  &  Peoria 
Railway  Company ;  that  he  knows  the  corporate  seal  of  said  Company ;  that 
the  seal  affixed  to  the  foregoing  instrument  is  the  corporate  seal  of  said 
Company;  that  it  was  affixed  by  order  of  the  Board  of  Directors  of  said 
Company;  that  said  instrument  was  signed  and  sealed  in  behalf  of  said 
Company  by  like  order  as  President  of  said  Company;  that  the  said  Joseph 
A.  Connell  acknowledged  the  said  instrument,  and  that  it  was  the  voluntary 
act  and  deed  of  said  Company,  and  that  he,  as  such  President,  signed,  sealed, 
and  delivered  said  instrument,  as  the  free  and  voluntary  act  and  deed  of 
said  Company,  and  as  his  own  free  and  voluntary  act  and  deed  as  such 
President,  for  the  uses  and  purposes  therein  set  forth. 

In   Witness  Whereof,  I  have  hereunto  set  my  hand  and  official  seal,  this 
30th  day  of  July  1901. 

Herbert  Haase, 
[seal]  Notary  Public  for  said  County  and  State. 


State  of  Illinois,  ) 

v  SS 

County  of  Cook.     \  " 

Be  it  remembered,  that  on  this  30th  day  of  July  A.  D.  1901,  before  me,  a 
Notary  Public  in  and  for  said  county  and  state,  personally  appeared  Henry 
R.  Williams,  President  of  the  Davenport,  Rock  Island  &  North  Western 
Railway  Company,  a  eorporation  organized  and  existing  under  the  laws  of 
the  state  of  Iowa,  personally  known  to  me  and  to  be  the  same  person  whose 
name  is  subscribed  to  and  who  executed  the  foregoing  instrument  as  such 
President,  who,  being  by  me  duly  sworn,  did  say  that  he  is  the  President,  of 
the  said  Davenport,  Rock  Island  &  North  Western  Railway  Company;  that 
he  knows  the  corporate  seal  of  said  Company;  that  the  seal  affixed  to  the 
foregoing  instrument  is  the  corporate  seal  of  said  Company;  that  it  was 
affixed  by  order  of  the  Board  of  Directors  of  said  Company;  that  said  in- 
strument was  signed  and  sealed  in  behalf  of  said  Company  by  like  order  as 
President  of  said  Company;  that  the  said  Henry  R.  Williams  acknowledged 
the  said  instrument,  and  that  it  was  the  voluntary  act  and  deed  of  said 
Company,  and  that  he,  as  such  President,  signed,  sealed,  and  delivered  said 
instrument,  as  the  free  and  voluntary  act  and  deed  of  said  Company,  and  as 
his  own  free  and  voluntary  act  and  deed  as  such  President,  for  the  uses  and 
purposes  therein  set  forth. 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  official  seal,  this 
30th  day  of  July  1901. 

E.  C.  Nettels, 
[seal]  Notary  Public  for  said  County  and  State. 


CORPORATE    HISTORY  1259 

Chicago,  July  30,  190] 

Mr.  James  A.  Connell, 

President  Moline  &  Peoria  Ry.  Co.,  Chicago,  111. 
Dear  Sir: 

I  have  examined  and  hereby  approve  the  description  in  deed  dated  July 
30,  1901,  of  the  Moline  &  Peoria  Railway  Company  to  the  Davenport,  Rock 
Island  &  North  Western  Railway  Company  (of  Iowa). 

Yours  truly, 
W.  L.  Breckinridge,  Chief  Engineer, 
Chicago,  Burlington  &  Quincy  R.  R.  Co. 
E.  O.  Reeder,  Prin.  Asst.  Engineer, 
Chicago,  Milwaukee  &  St.  Paul  Ry.  Co 


RECORDED  IN  ILLINOIS 

County 

Date 

Boole 

Page 

Rock  Island 

July  23,  1902 

124 

253 

OPERATING  AGREEMENT,  February  27,  1901,  with  Chicago,  Mil- 
waukee &  St.  Paul  Railway  Company  and  Chicago,  Burlington  &  Quincy 
Railroad  Company. 

This  Agreement,  made  this  twenty-seventh  day  of  February,  A.  D.  1901, 
between  the  Davenport,  Clinton  &  Eastern  Railway  Company,  a  corporation 
of  Iowa;  the  Davenport,  Rock  Island  &  North  Western  Railway  Company, 
a  corporation  of  Iowa;  the  Davenport,  Rock  Island  &  Northwestern  Rail- 
way Company,  a  corporation  of  Illinois,  and  the  Moline  &  Peoria  Railway 
Company,  a  corporation  of  Illinois,  parties  of  the  first  part;  the  Chicago, 
Milwaukee  &  St.  Paul  Railway  Company,  a  corporation  of  the  State  of 
Wisconsin,  party  of  the  second  part,  and  the  Chicago,  Burlington  &  Quincy 
Railroad  Company,  a  corporation  of  the  State  of  Illinois,  party  of  the 
third  part; 
Witnesseth: 

(a)  The  Davenport,  Clinton  &  Eastern  Railway  Company  owns  a  line 
of  railroad  extending  from  the  City  of  Clinton,  State  of  Iowa,  in  a  southerly 
direction  along  the  west  bank  of  the  Mississippi  River  to  a  point  of  junc- 
tion with  the  railroad  of  the  Chicago,  Milwaukee  &  St.  Paul  Railway 
Company  near  the  eastern  limits  of  the  City  of  Davenport  in  said  State 
near  Mississippi  Avenue  in  said  City;  together  with  certain  side,  spur  and 
industry  tracks,  rights  of  way,  depot  grounds,  yards  and  terminal  facilities 
and  the  right  to  use  the  railroad  of  the  Chicago,  Milwaukee  &  St.  Paul 
Railway  Company  between^  Mississippi  Avenue  to  a  point  near  Iowa  Street 
in  said  City,  under  and  by  virtue  of  a  certain  agreement  between  it  and 
the  Chicago,  Milwaukee  &  St.  Paul  Railway  Company,  and  the  ordinances 
in  said  agreement  referred  to,  which  agreement  bears  date  the  first  day 
of  November,  A.  D.  1899. 

(b)  The  Davenport,  Rock  Island  &  North  Western  Railway  Company 
of  Iowa  owns  a  line  of  railroad  extending  from  Iowa  Street  in  the  City  of 
Davenport  to  a  point  near  Seventeenth  Street  in  the  City  of  Rock  Island, 
State    of    Illinois,    together    with    a    bridge    across    the    Mississippi    River, 


1260     CHICAGO,    BURLINGTON    &    QUINCY    RAILROAD    COMPANY 

and  certain  side,  spur  and  industry  tracks,  rights  of  way,  depot  grounds, 
yards  and  terminal  facilities,  and  the  right  to  use  a  certain  portion  of 
the  railroad  of  the  Eock  Island  &  Peoria  Eailroad  Company  in  the  City 
of  Eock  Island,  under  a  certain  agreement  between  that  Company  and  the 
Davenport,  Eock  Island  &  Northwestern  Eailway  Company,  bearing  date 
the  twenty-second  day  of  April,  1899. 

(c)  The  Davenport,  Eock  Island  &  Northwestern  Eailway  Company  of 
Illinois  (formerly  the  Eock  Island  &  Eastern  Illinois  Eailway  Company) 
owns  a  line  of  railroad  from  a  point  near  Thirty-eighth  Street  in  the  City 
of  Eock  Island  to  East  Moline  in  the  State  of  Illinois,  together  with 
certain  side,  spur  and  industry  tracks,  rights  of  way,  depot  grounds,  yards 
and  terminal  facilities,  and  under  and  by  virtue  of  a  certain  agreement 
between  the  aforesaid  Eock  Island  &  Eastern  Illinois  Eailway  Company, 
and  the  said  Chicago,  Burlington  &  Quincy  Eailroad  Company  and  certain 
ordinances  therein  referred  to,  which  agreement  bears  date  the  twelfth 
day  of  April,  A.  D.  1898,  it  owns  in  common  with  the  said  Chicago,  Burling- 
ton &  Quincy  Eailroad  Company  the  railroad  tracks  and  appurtenant  prop- 
erty, designated  and  referred  to  in  said  agreement  as  "joint  tracks"  from 
a  point  near  the  intersection  of  First  Avenue  and  Twelfth  Street  in  the 
City  of  Eock  Island,  to  the  "Trail"  monument  set  in  the  center  line  of 
the  main  track  of  said  Chicago,  Burlington  &  Quincy  Eailroad  Company, 
about  seventy-nine  feet  west  from  the  east  line  of  Cable  Street  or  Twenty- 
ninth  Street  produced,  excepting  that  part  of  said  railroad  property  begin- 
ning at  the  west  line  of  Lot  five  (5)  in  Block  Two  (2)  of  Spencer  &  Case's 
Addition;  thence  across  said  lot  to  the  west  line  of  Nineteenth  Street; 
thence  across  Nineteenth  Street  to  the  west  line  of  Block  Three  (3)  in  said 
Spencer  &  Case's  Addition;  thence  across  Block  Three  (3)  and  the  alley 
therein ;  to  the  west  line  of  Twentieth  Street ;  thence  across  Twentieth  Street 
to  Second  Avenue;  and  under  and  by  virtue  of  the  aforesaid  agreement, 
it,  the  Davenport,  Eock  Island  &  Northwestern  Eailway  Company  of  Illinois, 
has  the  right  to  use  in  common  with  the  Chicago,  Burlington  &  Quincy 
Eailroad  Company,  for  the  term  of  ninety-nine  years,  the  main  track  and 
the  second  track  where  a  second  track  was  then,  or  might  thereafter  be 
constructed,  together  with  such  estate  appurtenant  thereto  as  is  provided 
for  in  said  agreement,  beginning  at  the  west  line  of  Lot  Five  (5)  in 
Block  Two  (2)  of  Spencer  &  Case's  Addition;  thence  across  said  Lot; 
thence  across  Nineteenth  Street;  thence  across  Block  Three  (3)  in  said 
Spencer  &  Case's  Addition,  and  the  alley  therein;  thence  across  Twentieth 
Street  to  Second  Avenue,  and  also  beginning  at  the  ' '  Trail ' '  monument 
aforesaid,  about  seventy-nine  feet  west  of  the  east  line  of  Cable  or  Twenty- 
ninth  Streets  produced,  to  a  line  drawn  at  right  angles  to  the  railroad 
track  of  the  Chicago,  Burlington  &  Quincy  Eailroad  Company  through  a 
point  seven  hundred  feet  west  of  the  face  of  the  parapet  wall  of  the  west 
abutment  of  the  bridge  on  which  the  tracks  of  the  Chicago  Burlington  & 
Quincy  Eailroad  Company  cross  Fifth  Avenue  in  said  City,  which  point  is 
marked  by  a  "T-rail"  monument  set  in  the  center  line  of  the  main  track 
of  said  last  named  Company,  and  is  shown  upon  the  plat  attached  to  the 
aforesaid  agreement. 


CORPORATE  HISTORY  1261 

(d)  The  Moline  &■  Peoria  Railway  Company,  owns  a  line  of  railroad 
from  Easl  Moline,  Illinois,  to  a  point  near  Hock  River,  about  six  and  one- 
hajf  miles  in  length,  together  with  certain  side,  spur  and  industry  tracks, 
rights  of  way,  depot  grounds,  yards  and  terminal  facilities. 

(e)  The  railroads  of  the  parties  of  the  first  part,  aggregating  about 
fifty  miles  in  length,  are  now  being  operated  under  the  name  of  the  Daven- 
port, Kock  Island  &  North  Western  Railway  Company,  of  Iowa,  and  the 
parties  of  the  first  part  propose  to  continue  to  operate  said  railroads  and 
to  grant  to  the  parties  of  the  second  and  third  part,  the  joint  and  equal 
right  to  run  their  own  engines,  cars  and  trains  of  all  classes,  and  to  trans- 
act thereby  and  with  their  own  employes  all  such  business  as  is  usually 
carried  on  by  railroad  companies,  over  and  upon  said  railroads,  and  for 
the  purpose  aforesaid  to  use  jointly  with  the  parties  of  the  first  part,  the 
terminals,  and  terminal  facilities  in  any  wise  owned,  controlled  or  operated 
by  said  parties  of  the  first  part,  or  any  of  them. 

(f)  In  consideration  of  the  premises,  and  of  the  sum  of  One  Dollar 
by  each  to  the  other  paid,  the  receipt  whereof  is  by  each  hereby  acknowl- 
edged, and  in  further  consideration  of  the  benefits  and  advantages  which 
each  expects  to  derive  from  this  agreement,  and  their  mutual  and  dependent 
covenants  herein  contained,  the  parties  hereto  have  agreed,  and  do  hereby 
agree,  each  with  the  others,  as  follows,  to  wit: 

Article  I. 

SECTION  1.  The  parties  of  the  first  part  hereby  severally  grant  to  the 
parties  of  the  second  and  third  part,  the  joint  possession  and  use  (in  com- 
mon with  the  parties  of  the  first  part)  of  all  and  every  portion  of  the 
railroads  and  appurtenant  property  hereinbefore  described,  together  with 
like  possession  and  use  of  all  the  side,  spur  and  industry  tracks,  yards 
and  terminal  facilities  of  every  kind  and  description,  owned  or  used  by 
said  parties  of  the  first  part,  and  all  such  other  railroads,  rights  of  way, 
terminal  or  other  facilities  which  said  parties  of  the  first  part,  or  any 
of  them,  may  at  any  time  hereafter  acquire;  together  with  all  improvements 
and  betterments  upon  the  railroads  and  premises,  the  use  of  which  is  herein- 
above  granted. 

The  railroads  and  premises  referred  to  in  this  Section,  are  shown  in 
red  color  on  the  plat,  marked  "Exhibit  A,"  hereto  attached,  and  made 
a  part  hereof. 

Section'  2.  The  parties  of  the  first  part  hereby  severally  covenant  and 
agree  that  the  parties  of  the  second  and  third  part  may,  at  all  times  during 
the  term  of  this  agreement,  and  by  and  with  their  (the  second  and  third 
parties)  own  employes  and  equipment,  transact  over  and  upon,  and  by 
means  of  any  or  all  of  the  aforesaid  railroads  and  facilities,  all  such  busi- 
ness as  is  usually  carried  on  by  railroad  companies,  jointly  and  in  common 
with  the  parties  of  the  first  part,  subject  only  to  the  terms  and  conditions 
hereinafter  contained. 

i  ion   3.      The   parties   of  the  first    part    hereby   further   severally  cove- 
nant and  agree  to  maintain,  at  all  times,  and  keep  in  reasonable  condition 


1262       CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

and  repair,  all  the  railroads,  property  and  premises,  the  joint  use  of  which 
is  hereby  granted  to  the  second  and  third  parties ;  to  pay  when  and  as  the 
same  become  due  and  payable,  all  taxes  and  assessments  which  may  .be 
lawfully  levied  thereon,  or  on  any  part  thereof;  comply  with  all  the  regula- 
tions prescribed  by  law  for  the  safety  of  the  public ;  and  to  keep  insured 
against  damage  or  destruction  by  fire,  all  warehouses  and  like  perishable 
property,  to  the  maintenance,  repairs  and  renewals  of  which  the  parties  of 
the  second  and  third  part  are,  under  the  terms  hereof,  obligated  to  contribute. 
Section  4.  The  parties  of  the  first  part  hereby  further  severally  covenant 
and  agree  to  order  and  direct  the  movement  of  all  engines,  ears  and  trains, 
on  any  and  every  part  of  said  railroads,  under  such  reasonable  rules  and 
regulations,  usual  and  customary  among  railroads,  as  they  may  from  time 
to  time  adopt;  that  time  schedules,  so  far  as  they  relate  to  the  trains  of  the 
parties  of  the  second  and  third  part,  shall  be  prepared  with  the  assent  of  the 
General  Managers'  thereof,  and  said  trains  shall  have  equal  rights,  except 
that  passenger  trains  shall  have  preference  over  trains  of  an  inferior  class; 
that  in  and  upon  the  aforesaid  railroads  and  premises,  the  parties  of  the 
second  and  third  part,  shall,  in  every  respect  have  the  same  rights  and 
privileges  in  the  transaction  of  their  business,  as  the  parties  of  the  first  part 
respectively  possess  and  enjoy. 

Article  II. 

The  foregoing  grants,  covenants  and  agreements  of  the  parties  of  the  first 
part,  are  made  and  with  the  parties  of  the  second  and  third  part,  on  the 
following  express  conditions: 

Section  1.  The  parties  of  the  second  and  third  part  shall  each  repay 
to  the  parties  of  the  first  part,  one-half  of  all  the  taxes  and  assessments 
which  are  lawfully  levied  and  assessed  upon  the  railroads  and  property 
herein  mentioned  and  paid  by  the  parties  of  the  first  part,  as  hereinbefore 
provided;  and  that  they,  the  parties  of  the  second  and  third  part,  likewise 
agree  that  each  will  repay  to  the  parties  of  the  first  part,  or  to  such  of  them 
as  shall  make  the  payments,  one-half  of  all  the  payments  hereafter  made  by 
them  or  any  of  them,  to  the  parties  of  the  second  and  third  part,  and  to  the 
Eock  Island  &  Peoria  Railroad  Company,  under  the  agreements  hereinbefore 
in  subdivisions  "a,"  "b"  and  "e"  of  this  agreement  referred  to,  on 
account  of  taxes  and  assessments,  and  the  right  to  use  the  railroad  tracks 
and  property  as  provided  for  in  said  agreements.  The  remaining  payments 
which  the  parties  of  the  first  part  shall  make  under  said  agreements  for 
maintenance,  operation,  etc.,  shall  be  repaid  to  them  or  such  of  them  as  shall 
make  the  payments,  by  the  parties  of  the  second  and  third  part,  on  the  basis 
of  wheelage,  as  provided  for  in  Section  2  of  Article  II  of  this  agreement. 

Section  2.  The  parties  of  the  second  and  third  part  shall  also  pay  their 
pro-rata  proportion  on  a  wheelage  basis,  of  the  cost  actually  incurred  in  the 
maintenance  and  operation  (including  insurance,  management  and  super- 
intendence) of  the  railroad  property,  the  right  to  use  which  jointly  with  the 
parties  of  the  first  part,  is  granted  in  and  by  Article  I ;  but  in  ascertaining 
the  amount  to  be  paid  by  them  respectively,  the  earnings  of  the  parties  of 
the  first  part  shall  first  be  applied  to  and  deducted  from  the  total  or  actual 


CORPORATE  HISTORY  1263 

cost  incurred  in  the  maintenance  and  operation  of  said  railroads  and  proper- 
ty: Provided,  always,  that  neither  the  party  of  the  second  part  nor  the 
party  of  the  third  part,  shall,  during  any  calendar  year,  pay  less  than  fifteen 
(15)  per  cent  of  the  amount  payable  for  the  maintenance  and  operation  of 
the  railroads  and  property  herein  mentioned,  whether  it  uses  said  property 
or  not. 

Section  3.  The  term  "wheelage"  as  used  in  the  next  preceding  section, 
shall  be  taken  to  mean  the  number  of  engines  and  ears  handled  on  the  rail- 
roads of  the  parties  of  the  first  part,  by  all  the  parties  hereto,  whether  using 
the  whole  or  any  part  thereof.  In  computing  wheelage,  each  engine  with 
tender  shall,  in  all  cases,  be  counted  as  one  car. 

Section  4.  The  parties  of  the  second  and  third  part  shall  make  all  the 
payments  in  this  Article  II  required  of  them  to  be  made,  within  twenty  (20) 
days  after  the  rendering  of  proper  bills  therefor,  and  such  bills  shall  be 
rendered  as  soon  as  may  be  after  the  first  of  each  month. 

Article  III. 

The  party  of  the  second  part  and  the  party  of  the  third  part,  each  for 
itself,  hereby  accepts  all  the  covenants  and  agreements  of  the  parties  of 
the  first  part,  set  out  in  this  agreement,  subject  to  all  the  terms  and  condi- 
tions therein  specified ;  and  in  consideration  thereof,  each  covenants,  promises 
and  agrees  to  and  with  the  parties  of  the  first  part,  and  to  and  with  each 
other,  as  follows,  to  wit : 

Section  1.  Each  will  make  all  the  payments  hereinabove  required  of 
each  to  be  made,  at  the  times  and  in  the  manner  prescribed  therefor. 

SECTION  2.  Each  will,  at  all  times,  strictly  keep  and  perform  each  and 
all  of  the  other  terms  and  conditions  contained  in  this  agreement  on  its 
part  to  be  performed. 

Article  IV. 

It  is  mutually  understood  and  agreed  by  and  between  the  parties  of  the 
first  part,  and  the  parties  of  the  second  and  third  part,  as  well  as  between 
the  parties  of  the  second  and  third  part,  as  follows,  to  wit: 

Section  1.  The  parties  of  the  first  part  shall,  and  agree  that  they  will 
keep  accurate  books  of  account,  showing  in  detail  all  the  expenses  in  any 
wise  pertaining  to  the  railroad  and  premises,  the  joint  use  of  which  is  here- 
inbefore granted  to  the  parties  of  the  second  and  third  part,  and  the 
wheelage  (as  defined  in  Section  2  of  Article  II),  of  all  engines  and  cars  run 
or  handled  thereon  by  each  and  all  the  parties  using  the  same,  and  will 
render  to  each  of  the  parties  of  the  second  and  third  part,  monthly  state- 
ments in  detail,  of  all  the  items  aforesaid;  and  said  books  so  far  as  they 
relate  to  said  matters,  shall  be  open  during  usual  business  hours,  to  the 
inspection  of  the  General  Manager  or  other  person  duly  authorized  by  him, 
of  the  parties  of  the  second  or  third  part. 

SSCTION  2.  The  parties  of  the  first  part  shall  be  bound  to  use  only 
reasonable  and  customary  care,  skill  and  diligence  in  maintaining  and  re- 
pairing the  roadways,  tracks,  structures  and  appliances  of  and  pertaining 
to  the  railroad  and  premises  which  the  parties  of  the  second  and  third  part 
are  in  and  by  Article  I  granted  the  right  to  use;  and  all  the  employes  of  the 


1264      CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

parties  of  the  first  part  (except  enginemen  and  trainmen)  employed  in 
maintaining,  repairing  and  operating  said  railroads  and  premises,  or  any 
part  thereof,  or  in  dispatching,  giving  orders  for  or  directing  the  move- 
ments of  trains,  shall,  for  the  purposes  of  this  agreement  be  deemed  and 
taken  to  be  joint  employes  of  all  the  parties  hereto. 

Section  3.  Neither  of  the  parties  of  the  second  or  third  part  shall,  by 
reason  of  any  defects  in  said  roadways,  tracks,  structures  or  appliances,  or 
by  reason  of  the  failure  or  neglect  of  the  parties  of  the  first  part  or  any  of 
them,  to  repair  said  defects,  have  or  make  against  them,  or  either  of  them, 
any  claim  or  demand  for  any  loss,  damage  or  injury  whatsoever  arising 
from  such  defects,  neglect  or  failure;  but  in  case  the  parties  of  the  first 
part,  or  any  of  them,  shall  fail,  to  repair  any  defect  within  a  reasonable 
time  after  either  the  parties  of  the  second  or  third  part  has  given  written 
notice  to  them  or  any  of  them,  specifying  the  defect  and  requesting  that  it 
be  repaired,  then  the  parties  of  the  second  and  third  part,  or  either  of  them 
shall  have  the  right  to  make  the  necessary  repairs  at  once,  and  the  parties 
of  the  first  part  shall  and  will  pay  the  cost  thereof. 

Section  4.  Each  of  the  parties  hereto  shall  and  will,  at  all  times,  assume, 
bear,  settle  and  pay  all  loss,  cost,  damage  or  injury  which  its  property,  or 
property  in  its  custody,  or  its  employes  or  passengers  may  suffer  while  the 
said  parties  are  running  their  respective  engines,  cars  or  trains  upon  or  over 
any  of  the  railroads  or  premises,  the  use  of  which  is  granted  by  Article  I 
hereof;  no  matter  how  much  loss,  damage  or  injury  may  occur;  provided, 
however,  and  the  said  parties,  and  each  of  them,  expressly  covenant  and 
agree  with  each  other,  that  in  case  of  a  collision  between  their  respective 
engines,  cars  or  trains,  caused  by  negligence  of  enginemen  or  trainmen, 
while  on  any  of  the  railroads  or  premises  aforesaid,  the*  party  whose  em- 
ployes are  at  fault  shall  be  responsible  for,  and  shall  settle  and  pay  the 
entire  loss  and  damage  caused  thereby;  and  in  case  such  collision  is  caused 
by  the  fault  of  the  train  employes  of  more  than  one  of  the  parties  hereto,  or 
by  the  fault  of  a  joint  employe,  each  party  shall  bear  and  pay  all  the  loss 
and  injury  which  its  own  property,  or  property  in  its  custody,  or  its  employes 
or  passengers  may  suffer  in  consequence  thereof. 

Section  5.  Except  as  hereinbefore  provided,  each  of  said  parties  shall, 
and  will  at  all  times  assume,  bear  and  pay  all  loss,  damage  or  injury  which 
its  engines,  cars  or  trains  may  do  to  third  persons,  or  to  the  property  of 
third  persons,  and  each  shall  and  will  at  all  times,  and  does  hereby  in- 
demnify the  other  against  all  claims  or  demands  for  or  on  account  of  any 
loss  or  damage  which  each  has  hereinabove  agreed  itself  to  assume  and 
bear. 

Section  6.  In  case  of  any  injury  or  damage  to  persons  or  property 
caused  by  the  operation  of  trains  over  and  upon  the  railroads  and  premises 
embraced  in  this  agreement,  and  it  cannot  be  determined  which  party 
operated  the  train  by  which  such  injury  or  damage  was  caused,  the  cause 
thereof  shall  be  regarded  as  concealed  and  the  compensation,  if  any,  made 
for  such  injury  or  damage,  shall  be  apportioned  to  and  paid  by  the  parties 
hereto,  on  the  basis  of  wheelage  for  the  month  in  which  such  injury  or 
damage  occurred. 


CORPORATE  HISTORY  1265 

Section  7.  In  case  suit  shall  be  commenced  against  the  parties  of  the 
first  part,  or  any  of  them,  founded  upon  any  damage  or  injury  done  by 
the  engines,  cars  or  trains  of  either  the  party  of  the  second  or  third  part, 
while  the  same  are  on  any  of  the  tracks,  the  use  of  which  is  hereby  granted, 
the  parties  of  the  first  part,  or  any  of  them,  may  give  notice  thereof  to  the 
parties  of  the  second  and  third  part,  or  either  of  them  as  the  case  may  be, 
and  thereupon  they  or  either  of  them,  shall  assume  the  defense  of  said  suit, 
and  shall  and  will  save  and  hold  the  parties  of  the  first  part  harmless  from 
all  loss  or  cost  by  reason  thereof. 

Section  8.  Any  officer  or  employe  of  the  party  of  the  first  part,  engaged 
in  the  operation  of  any  part  of  the  premises,  jointly  occupied  and  used 
under  this  agreement,  shall  be  discharged  upon  the  written  request  of  either 
of  the  parties  of  the  second  or  third  part. 

Article  V. 

It  is  further  mutually  understood  and  agreed  by  and  between  the  parties 
hereto,  as  follows;  to  wit: 

Section  1.  The  parties  of  the  second  and  third  part,  or  either  of  them, 
shall  have  the  right  to  construct  and  connect  with  the  tracks  of  the  parties 
of  the  first  part,  any  branch  track  or  extension  of  the  railroads  now  owned 
by  the  parties  of  the  first  part,  and  shall  also  have  the  right  to  extend  any 
existing  main,  side,  spur  or  other  track  of  said  parties  of  the  first  part; 
and  also  to  construct,  maintain  and  operate  side,  spur  or  other  tracks  addi- 
tional to  those  already  constructed  and  owned  by  the  parties  of  the  first 
part,  upon  the  premises  now  owned  or  which  may  hereafter  be  acquired  by 
the  party  of  the  first  part,  or  any  of  them ;  and  also  to  acquire  any  additional 
facilities  or  conveniences,  or  to  construct  any  additional  buildings  or  struc- 
tures, either  upon  property  belonging  to  the  parties  of  the  first  part,  or 
upon  property  which  either  the  party  of  the  second  part  or  the  party  of  the 
third  part  may  now  own  or  hereafter  acquire. 

Section  2.  If  either  of  the  parties  of  the  second  or  third  part,  desire 
to  exercise  any  of  the  rights  herein  last  above  granted,  it  shall  give  written 
notice  to  the  other  to  that  effect,  and  the  other  party  shall,  within  thirtj 
days  therefrom,  notify  the  party  giving  such  notice,  whether  it  elects  to  join 
in  the  construction  and  maintenance  of  the  proposed  additions  or  facilities, 
and  if  it  elects  to  join  in  the  construction  and  maintenance  of  such 
additional  facilities,  then  such  additions  or  facilities  may  be  con- 
structed and  maintained  at  the  joint  and  equal  expense  of  both  par 
ties.  If  such  party  shall  elect  not  to  join  in  the  construction  and 
maintenance  of  such  additional  facilities,  then  the  party  desiring 
them  shall  have  the  right  to  construct  and  maintain  them  at  its  sole 
expense,  and  for  its  sole  use.  If  such  additions  and  facilities  are 
constructed  and  maintained  at  the  joint  expense  of  both  parties,  then  each 
shall  own  an  undivided  one-half  thereof.  If  constructed  at  the  sole  expense 
of  either  of  the  parties,  they  shall  be  owned  by  the  party  constructing  them. 

Section  3.  It  is  mutually  understood  and  agreed  by  and  between  the 
parties  of  the  second  and  third  part,  that  if  at  any  time  within  two  years 
after  the   construction   of  any  of  the  additions  or   facilities  mentioned  in 


1266      CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

this  Article  V  by  either  of  the  parties,  the  other  may  acquire  the  joint 
and  equal  use  and  ownership  thereof  by  paying  to  the  party  constructing 
the  same;  one-half  of  the  cost  of  said  property  and  improvement,  with  in- 
terest thereon  at  six  per  cent  per  annum. 

Section  4.  It  is  further  mutually  agreed  by  and  between  the  parties 
hereto,  that  such  branches,  extensions,  additions,  structures,  building  or 
facilities  as  are  owned  by  either  the  second  or  third  party  hereto,  may  be 
removed  by  the  party  owning  them  at  any  time  during  the  term  of  this 
agreement,  or  within  one  year  after  the  termination  thereof,  and  such  as 
are  owned  jointly  by  the  parties  of  the  second  and  third  part,  may,  likewise, 
be  removed  by  them  within  the  time  above  stated,  if  they  so  elect,  and  if  they 
cannot  agree  upon  the  removal  thereof,  then  and  in  that  event,  the  matter  in 
dispute  shall  be  determined  by  arbitration,  as  hereinafter  provided. 

Section  5.  It  is  further  mutually  understood  and  agreed  by  and  between 
the  party  of  the  second  part  and  the  party  of  the  third  part,  that  in  case 
any  vacant  property  of  the  parties  of  the  first  part  is  to  be  used  solely  by 
either  the  party  of  the  second  part  or  the  party  of  the  third  part,  then  such 
use  shall  be  by  mutual  agreement  between  the  party  of  the  second  part  and 
the  party  of  the  third  part ;  and  in  case  they  cannot  agree  upon  such  use,  then 
it  shall  be  submitted    and   decided   l>y  arbitration  as  hereinafter  provided. 

Section  6.  It  is  further  mutually  understood  and  agreed  by  and  between 
the  party  of  the  second  part  and  the  party  of  the  third  part,  that  with  re- 
spect to  the  agreements  between  the  Davenport,  Clinton  &  Eastern  Railway 
Company  and  the  party  of  the  second  part,  of  the  date  of  November  1st, 
1899,  and  between  the  bock  Island  &  Eastern  Illinois  Eailway  Company 
(now  the  Davenport,  Eoek  Island  &  Northwestern  Railway  Company  of 
Illinois),  and  the  party  of  the  third  part,  of  the  date  of  April  12th,  1898, 
hereinbefore  in  subdivisions  "a"  and  "c"  of  this  agreement  referred  to, 
the  party  of  the  third  part,  shall  have,  possess  and  enjoy  all  the  rights, 
property  and  interests  which  were  granted  by  the  party  of  the  second  part 
to  said  Davenport,  Clinton  &  Eastern  Railway  Company  under  the  afore- 
said agreement,  and  that  the  party  of  the  second  part  shall  have,  possess 
and  enjoy  all  the  rights,  property  and  interests  which  were  granted  by  the 
party  of  the  third  part  to  the  Rock  Island  &  Eastern  Illinois  Railway  Com- 
pany (now  the  Davenport,  Rock  Island  &  Northwestern  Railway  Company  of 
Illinois)  under  the  aforesaid  agreement,  without  further  compensation 
therefor. 

Article  VI. 

This  agreement  shall  remain  in  force  and  effect  for  the  period  of  nine 
hundred  and  ninety-nine  years  from  and  after  the  date  thereof. 

Article  VII. 

For  the  considerations  aforesaid  and  for  the  carrying  out  of  all  the  grants, 
covenants  and  conditions  contained  in  the  preceding  articles  of  this  agree- 
ment, all  the  parties  hereto  expressly  covenant  and  agree  as  follows, 
to  wit : 


CORPORATE  HISTORY  1267 

Section  1.  If  at  any  time  a  question  shall  arise,  touching  the  con- 
struction of  any  part  of  this  agreement,  or  concerning  the  business  or  the 
manner  of  transacting  the  business  to  be  carried  on  under  its  provisions, 
or  concerning  the  observance  or  performance  of  any  of  its  conditions,  upon 
which  question  they  cannot  agree,  then  the  question  shall  be  submitted  to 
the  arbitrament  of  three  disinterested  persons,  familiar  with  such  business 
and  experienced  in  railway  management.  The  party  demanding  such 
reference  shall  give  to  the  other  party  notice  of  such  demand,  stating 
specifically  the  question  to  be  submitted  for  decision,  and  nominating  a 
person  who  has  the  required  qualifications  to  act  as  one  referee.  If  at  the 
expiration  of  ten  days  from  the  receipt  of  such  notice  the  party  receiving  it 
has  not  notified  the  party  demanding  the  reference  of  its  nomination  of  a 
second  referee,  having  like  qualifications,  the  party  making  the  demand  may 
make  such  selection.  The  first  and  second  referees  chosen  shall  select  a  third 
and  when  the  board  is  complete  the  referees  shall  fix  a  day  and  place  for 
the  hearing,  of  which  the  parties  shall  be  severally  notified.  If  the  two 
referees  chosen  shall  be  unable  to  agree  upon  a  third  referee,  such  third 
referee  may  be  appointed,  upon  ten  days'  notice,  on  motion  of  either  party, 
by  a  judge  of  the  Circuit  Court  or  District  Court  of  the  United  States  for 
the  District  of  Illinois.  After  hearing  the  testimony  and  arguments  which 
may  be  submitted  by  each  party,  the  referees,  if  they  unanimously  agree 
upon  an  award,  shall  state  it  in  writing,  which,  when  delivered  to  both 
parties,  shall  be  binding  and  conclusive  upon  each,  and  each  party  hereby 
expressly  agree  to  be  conclusively  bound  thereby.  If  they  cannot  unan- 
imously agree  they  shall,  by  like  agreement  select  two  additional  referees 
having  like  qualifications.  If  the  two  additional  referees  cannot  be  agreed 
upon,  they  may  be  appointed  by  a  judge  of  the  Circuit  Court  or  District 
Court  of  the  United  States,  as  hereinbefore  provided.  To  the  board  thus 
constituted  shall  be  submitted  a  statement  of  the  facts  as  to  which  there  is  a 
unanimous  agreement  between  the  three  referees  first  selected,  and  the 
testimony  as  to  the  matters  remaining  in  dispute.  The  award  of  a  majority 
of  the  five  referees  shall  be  in  writing,  and  when  delivered  to  the  parties, 
shall  be  as  final  and  conclusive  as  an  award  by  the  first  chosen  referees 
would  have  been;  and  each  or  either  shall  immediately  make  such  changes  in 
the  conduct  of  its  business,  or  such  payments  or  restitution,  as  the  case  may 
lie,  as  are  in  and  by  such  award  required  of  it  to  be  made. 

Section  2.  The  books  and  papers  of  both  parties  so  far  as  they  relate 
to  any  matter  submitted  to  arbitration,  shall  be  open  to  the  examination  of 
the  arbitrators,  and  the  party  against  whom  the  award  shall  be  made  shall 
pay  all  the  fees  and  expenses  of  the  arbitration;  and  until  the  arbitrators 
shall  make  their  awards  upon  any  question  submitted  to  them,  the  business, 
settlements  and  payments  to  be  transacted  and  made  under  the  terms  of  this 
agreement,  shall  continue  to  be  transacted  and  made  in  the  manner  and 
form  existing  prior  to  the  arising  of  such  question. 

Section  3.  If  either  party  shall  refuse  to  keep  and  perform  such  award, 
the  adverse  party  may  enforce  the  same  by  apt  proceedings  in  any  court  of 
law  or  equity. 


1268       CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

Article  VIII. 
Section  1.     All  the  notices  which  are  hereinbefore  provided  to  be  given 
by  either  party  to  the  other,  shall  be  given  by  serving  the  same  on  the 
president,  for  the  time  being,  of  such  party. 

Article  IX. 
Section  1.  If,  for  any  reason,  any  of  the  covenants  or  agreements  in 
this  agreement  contained,  which  are  not  material  to  the  right  of  the  parties 
of  the  second  and  third  part  to  use  the  premises  hereinabove  mentioned  or 
referred  to,  shall  be  adjudged  void,  such  adjudication  shall  not  affect  the 
validity  or  obligation  of  any  other  covenant  or  agreement  which  is  in  itself 
valid.  Any  controversy  as  to  the  construction  or  validity  of  any  covenant  or 
agreement  shall  not  delay  the  performance  of  any  other  covenant  or  agree- 
ment; and  iu  the  event  of  a  failure  in  law  of  any  of  the  covenants  or  agree- 
ments herein  contained,  such  steps  shall  be  taken  and  such  contracts  shall 
be  made,  as  shall  be  advised  by  counsel,  to  carry  into  effect  the  purpose  and 
intent  hereby  expressed. 

Article  X. 
Each  of  the  parties  hereto  further  covenants  and  agrees  with  all  the 
others  that  if  it  shall  at  any  time  during  the  continuance  of  this  agreement, 
by  lease,  sale,  consolidation,  or  otherwise,  assign  or  in  any  manner  transfer 
its  rights  under  this  agreement  or  its  property,  or  its  rights  and  franchises 
in  or  to  any  or  all  of  the  premises  mentioned  in  the  preceding  articles  hereof, 
then  any  instrument  setting  out  and  containing  any  such  lease,  sale  or 
consolidation  shall  contain  a  covenant  that  the  same  is  made  subject  to  all 
the  provisions  of  this  agreement;  and  that  its  lessee,  grantee  or  assignee, 
as  the  case  may  be,  shall,  by  the  acceptance  of  such  instrument,  and  of  such 
lease,  grant,  transfer  or  assignment  become  bound  to  do  and  perform  such 
acts  as  are  by  the  terms  hereof  required  to  be  done  by  the  party  making 
such  lease,  grant,  transfer  or  assignment,  including  all  acts  which  may  be 
necessary  to  preserve  in  full  force  the  several  obligations,  promises  and 
agreements  herein  contained,  for  the  full  term  hereof. 

Article  XI. 
If,  for  any  reason,  either  the  party  of  the  second  part  or  the  party  of  the 
third  part,  shall  fail  to  perform  and  carry  out  any  or  all  the  covenants  and 
agreements  on  its  part  to  be  performed  under  this  agreement,  such  failure 
shall  not  in  any  manner  affect  the  validity  of  this  agreement  as  between 
the  other  party  and  said  parties  of  the  first  part;  and  the  same  shall  con- 
tinue and  be  in  full  force  and  effect  as  between  such  other  party  and  the 
parties  of  the  first  part. 

Article  XII. 

Nothing  in  this  agreement  shall  be  construed  so  as  to  give  the  control  of 

the  franchises  or  the  railroad  and  property  of  the  parties  of  the  first  part 

or  of  any  of  them  to  the  parties  of  the  second  or  third  part  or  either  of 

them;  and  the  parties  of  the  first  part  expressly  reserve  the  right  to  permit 


CORPORATE   HISTORY  1269 

other  railroad  companies  to  use  their  railroads  and  property  jointly  with  the 
parties  of  the  second  and  third  part,  subject  nevertheless  to  the  rights  of 
such  second  and  third  parties  as  reserved  and  specified  in  this  agreement. 
7/i  Witness  Whereof,  the  parties  have  caused  this  agreement  to  be  ex- 
ecuted by  their  proper  officers,  thereunto  duly  authorized,  and  their  corporate 
seals  to  be  hereto  affixed  and  properly  attested,  the  day  aud  year  first  above 
written.  Davenport,  Clinton  &  Eastern  Eailway  Company, 

[seal]  By  J.  W.  Gates,  Its  President 

Attest :  Charles  F.  Eoche,  Secretary 

Davenport,  Eock  Island  &  North  Western  Eailway 
[seal]  Company  of  Iowa, 

Attest:  Charles  F.  Eoche,  Secretary  J.  W.  Gates,  Its  President 

Davenport,  Eock  Island  &  Northwestern  Eailway 
[seal]  Company  of  Illinois, 

Attest:  Charles  G.  Gates,  Secretary  J.  W.  Gates,  Its  President 

[seal]  Moline  &  Peoria  Eailway  Company, 

Attest:   James  M.  Wait,  Secretary  J.  S.  Keefe,  Its  President 

[seal]  Chicago,  Milwaukee  &  St.  Paul  Eailway  Company, 

Attest :  E.  W.  Adams,  Asst.  Secretary  A.  J.  Earling,  Its  President 

[seal]  Chicago,  Burlington  &  Quincy  Eailroad  Company, 

Attest:  H.  W.  Weiss,  Asst.  Secretary    By  J.  C.  Peasley,  Its  Vice  President 

SUPPLEMENTAL  AGREEMENT,  October  28,  1901. 

This  Agreement  made  this  twenty-eighth  day  of  October,  A.  D.,  1901, 
is  supplemental  to  an  agreement  made  the  27th  day  of  February,  A.  D., 
1901,  between  the  Davenport,  Clinton  &  Eastern  Eailway  Company  of  Iowa, 
the  Davenport,  Eock  Island  &  North  Western  Eailway  Company  of  Iowa, 
the  Davenport,  Eock  Island  &  Northwestern  Eailway  Company  of  Illinois, 
and  the  Moline  &  Peoria  Eailway  Company  of  Illinois,  parties  of  the  first 
part ;  the  Chicago,  Milwaukee  &  St.  Paul  Eailway  Company,  a  corporation 
of  the  State  of  Wisconsin,  party  of  the  second  part,  and  the  Chicago,  Bur- 
lington &  Quincy  Eailroad  Company,  a  corporation  of  the  State  of  Illinois, 
party  of  the  third  part. 

WitnessetTi : 

Whereas,  it  is  provided  in  Section  1,  Article  I  of  said  original  agreement  as 
follows: 

"The  railroads  and  premises  referred  to  in  this  section  are  shown  in  red 
color  on  the  plat,  marked  'Exhibit  A,'  hereto  attached,  and  made  a  part 
hereof. ' ' 

And  Whereas,  it  was  found  to  be  impracticable  to  show  the  railroads  and 
premises  in  the  manner  above  described  by  attaching  plats  to  said  original 
agreement,  and  since  the  making  of  said  agreement  plats  have  been  pre- 
pared in  triplicate  showing  said  railroads  and  premises,  which  plats  are 
numbered  from  One  (1)  to  Sixty-seven  (67)  inclusive  and  are  bound  in 
volumes,  which  said  volumes  are  authenticated  by  the  signatures  of  Burton 
Hanson,  General  Solicitor  of  the  Chicago,  Milwaukee  &  St.  Paul  Eailway 
Company,  Chester  M.  Dawes,  General  Solicitor  of  the  Chicago,  Burlington  & 


1270       CHICAGO,   BURLINGTON   IS    QUINCY  RAILROAD   COMPANY 

Quincy  Railroad  Company  and  E.  F.  Potter,  General  Manager  of  the  Daven- 
port, Eock  Island  &  Northwestern  Railway  Company  of  Iowa,  upon  the 
back  of  plat  numbered  One  (1)  ; 

Now,  Therefore,  tliis  agreemt  tit  Witnessetlt,  That  said  plats  so  bound  and 
authenticated  as  aforesaid  shall  be,  and  they  are  hereby  made  a  part  of  the 
original  agreement  in  lieu  and  in  place  of  the  plat  therein  referred  to. 

In  Witness  Whereof,  the  parties  have  caused  this  agreement  to  be  executed 
by  their  proper  officers  thereunto  duly  authorized,  and  their  corporate  seals 
to  be  hereto  affixed  and  properly  attested,  the  day  and  year  first  above 
written.  Davenport,  Clinton  &  Eastern  Railway  Company, 

[seal]  By  Joseph  A.  Connell,  Its  Presidt  at 

Attest:  H.  H.  Field,  Secretary 

Davenport,  Rock  Island  &  North  Western  Railway 
[seal]  Company  of  Iowa,       H.  R.  Willlvms,  Its  President 

Attest:   II.  W.  Weiss,  Secretary 

Davenport,  Rock  Island  &  North  Western  Railway 
[seal]  Company  of  Illinois, 

Attest:  W.  R.  Morrison,  Secretary  By  C.  V.  Carpenter,  Its  President 

[seal]  Moline  &  Peoria  Railway  Company, 

Attest:  W.  R.  Morrison  By  Joseph  A.  Connell,  Its  President 

[seal]  Chic  ago.  Milwaukee  &  St.  Paul  Railway  Company, 

Attest:  E.  W.  Adams,  Assistant  Secretary  By  A.  J.  Earling,  Its  President 
[seal]  Chicago,  Burlington  &  Quincy  Railroad  Company, 

Attest:   H.  W.  Weiss,  Secretary  By  Geo.  B.  Harris,  Its  President 

Form  Approved  C.  M.  Dawes 


THE  JACKSONVILLE  AND  SAINT 
LOUIS  RAILWAY  COMPANY 

The  Illinois  Farmers'  Eailroad  Company 

The  Jacksonville,  North-Western  and  South-Eastern  Railway 

Company 
The  Jacksonville  Southeastern  Railway  Company 
The  Jacksonville,  Louisville  &  St.  Louis  Railway  Company 
Jacksonville  &  Concord  Railway  Company 
The  Jacksonville  and  Saint  Louis  Railway  Company 


THE  ILLINOIS  FARMERS'  RAILROAD 

COMPANY 

This  company  was  incorporated  by  a  Special  Act  of  the  Illi- 
nois Legislature,  in  force  February  28,  1867.  The  company 
was  authorized  to  construct  a  railroad 

"from  the  town  of  Virginia  in  Cass  County  by  the  most  eligible 
route  to  the  town  of  DuQuoin,  Perry  County,  through  the  towns 
of  Scottville,  Barrs  Store,  Chesterlield  and  Staunton,  in  Ma- 
coupin County." 

By  Section  9  it  was  authorized 
"to  sell  its  road,  franchises,  real  and  personal  property  to  any 
other  company  or  companies  which  may  have  been   or  may 
hereafter  be  incorporated  by  this  state,  upon  such  terms  as  may 
be  mutually  agreed  upon  between  said  companies." 

By  an  amendment,  in  force  April  20,  1869,  the  starting  point 
of  the  road  was  changed  from  the  town  of  Virginia  to  the  City 
of  Jacksonville,  and  Carlinville  was  substituted  for  Chester- 
field as  one  of  the  points  on  the  road. 

The  date  of  its  organization  is  not  given  because  its  record 
books  are  not  available,  but  it  built  from  Jacksonville,  Illinois, 
thence  southeasterly  to  a  connection  with  The  Jacksonville, 
North-Western  and  South-Eastern  Railway  near  Franklin,  Illi- 
nois, a  distance  of  about  thirteen  miles. 

It  was  completed  in  1870. 

By  deed  dated  July  10,  1872,  this  company  conveyed  all  of 
its  railroad  property  and  franchises  to  the  Jacksonville,  North- 
Western  and  South-Eastern  Railway  Company. 

1271 


1272       CHICAGO,  BURLINGTON   &   QUINCY   RAILROAD   COMPANY 

ACT  OF  LEGISLATURE 

Approved   February   28,    1867. 

State  of  Illinois,  Department  of  State 

James  A.  Rose,  Secretary  of  State. 
To  all  to  whom  these  Presents  Shall  Come,  Greeting: 

I,  James  A.  Rose,  Secretary  of  State  of  the  State  of  Illinois,  do 
hereby  certify  that  the  following  and  hereto  attached  is  a  true  copy 
of  an  act  entitled,  "An  act  to  incorporate  the  Illinois  Farmers'  Rail- 
road Company,"  approved  February  28,  1867,  the  original  of  which  is 
mow  on   file  and  a   matter  of  record  in  this  office. 

In  Testimony  Whereof,  I  have  hereunto  set  my  hand  and  caused  to  be 
affixed  the  Great   Seal   of  State.     Done  at   the   City   of  Springfield,  this 
12th  day  of  April  A.  D.  1905. 
[ seal] 

James  A.  Rose, 
Secretary  of  State. 

AX    ACT  to  incorporate  The   Illinois  Farmers'  Railroad   Company. 

Section  1.  Be  it  enacted  by  the  People  of  the  State  of  Illinois,  repre- 
sented  in  iht  General  Assembly,  That  William  M.  Maddox,  Robert  Hoxsey, 
B.  L.  Dorsey,  Sargeant  Gobble  and  Isham  J.  Peebles,  of  Macoupin 
county,  and  E.  W.  Turner,  John  Epler,  Benjamin  C.  Berry,  and  J.  K. 
Van  Demark  of  Cass  county,  and  their  associates,  successors  and  as- 
signs, are  hereby  created  a  body  corporate  and  politic,  under  the  name 
and  style  of  "The  Illinois  Farmers'  Railroad  Company,"  with  perpetual 
succession,  and  by  that  name  be  and  they  are  hereby  made  capable, 
in  law  and  equity,  to  sue  and  be  sued,  plead  and  be  impleaded,  defend 
and  be  defended,  in  any  court  of  law  and  equity  in  this  State,  or  in 
any  other  place;  to  make,  have  and  use  a  common  seal,  and  the  same 
to  renew  and  alter  at  pleasure;  and  shall  be  and  are  hereby  vested 
with  all  the  powers,  privileges  and  immunities  which  are  or  may  be 
necessary  or  convenient  to  carry  into  effect  the  purposes  and  objects 
of   this   act,    as   herein    set    forth. 

§  2nd.  Said  Company  is  hereby  authorized  and  empowered  to  locate, 
construct  and  complete,  and  to  maintain,  equip  and  operate  a  Railroad 
with  a  single  or  double  track,  and  with  such  appurtenances  as  may  be 
deemed  necessary  by  the  Directors,  for  the  convenient  use  of  the  same, 
from  the  town  of  Yiginia,  in  Cass  county,  by  the  most  eligible  route 
to  the  town  of  Du  Quoin,  Perry  county,  through  the  towns  of  Scottville, 
Barrs  Store,  Chesterfield  and  Staunton,  in  Macoupin  county,  and  for 
this  purpose  to  enter  upon  and  take  a  strip  of  land,  one  hundred  feet 
wide,  the  entire  length  of  said  road,  and  to  survey  and  determine  the 
line  of  said  road  upon  such  route  between  said  points,  and  shall  have 
power  and  authority  to  regulate  the  time  and  manner  in  which  goods 
and  effects  and  persons  shall  be  transported  on  the  same,  and  prescribe 
the  manner  in  which  said  railroad  shall  be  managed,  and  the  rate  of 
toll    for   the    transportation    of    persons    and    property    thereon,    and    for 


CORPORATE   HISTORY  1273 

the  storage  of  merchandise  and  other  property  under  its  charge;  all 
shall  have  power  to  provide  all  necessary  stock  and  material  for  the 
operation  of  said  road,  and  shall  have  power  to  erect  and  maintain  all 
necessary  depots,  stations,  shops,  and  other  buildings  and  machinery 
for   the  accommodation,   management    and   operation   of   said   road. 

§  3rd.  The  said  Company  is  hereby  authorized  by  its  engineers 
and  agents,  to  cuter  upon  any  lands  for  the  purpose  of  making  the 
necessary  surveys  and  examinations  of  said  line  of  road  and  to  enter 
upon  and  appropriate  to  its  exclusive  use  and  control,  all  and  singular, 
any  lands,  streams,  and  materials  of  every  kind  for  the  location  of 
depots  and  stopping  stations,  for  constructing  bridges,  dams,  embank- 
ments, excavations,  station  grounds,  spoil  banks,  turn-outs,  engine- 
houses,  shops  and  other  buildings  necessary  for  constructing,  completing, 
altering,  maintaining,  preserving  and  complete  operations  of  said  road; 
but  when  said  lands,  streams  or  materials  belong  to  any  person  or  per- 
sons, company  or  corporation,  and  cannot  be  obtained  by  contract, 
grant  or  release,  the  same  may  be  taken  and  paid  for,  if  any  damages 
are  assessed  in  the  manner  provided  for  taking  lands  for  the  construc- 
tion of  public  roads,  canals,  and  other  public  works,  as  prescribed  in 
the  act  concerning  right  of  way,  approved  March  3d,  1845,  or  in  the 
manner  and  upon  the  principle  provided  and  contained  in  "An  act  to 
amend  the  law  condemning  the  right  of  way  for  purposes  of  internal 
improvements,"  approved  June  22,  1852,  or  as  provided  in  any  other 
general  act  relating  to  the  same  subject.  And  when  the  damages  as- 
sessed, if  any,  are  paid  or  tendered,  the  said  lands,  streams  and  materials 
shall  be  vested  in  said  Company.  Provided,  That  if  the  owners  of  any 
lands,  streams  or  materials  taken  for  the  purposes  provided  in  .this 
section,  or  in  other  sections  of  this  act,  shall  appeal  from  the  assess- 
ment of  damages  for  taking  the  same,  the  said  Company  may  tender 
to  the  owner  or  pay  to  the  clerk  of  the  court  to  which  the  appeal  is 
taken,  for  the  use  of  the  owner  or  owners,  the  amount  of  damages 
assessed,  and  file  with  the  clerk  of  said  court,  a  bond  with  security 
to  be  approved  by  him,  for  the  payment  of  such  additional  damage  and 
costs  as  may  be  awarded  against  said  company  on  the  trial  of  said 
appeal;  then  said  Company  may  take  possession  of  and  hold,  for  its  ex- 
clusive use,  such  lands,  streams  or  materials  in  the  same  manner  as  if 
said  had  not  been  taken;  Provided,  further,  that  a  deposit  of  the 
amount  assessed  as  damages  as  aforesaid,  with  the  clerk  of  the  circuit 
court  of  the  county  where  such  lands  &c.  are  situated  for  the  use  of 
the  (inner  of  such  lands,  &c,  shall  be  equivalent  to  a  tender  of  such 
amount,  so  as  to  authorize  said  Company  to  take  and  hold  such  lands. 

^  4th.  The  persons  named  in  the  first  section  of  this  act  are  hereby 
appointed  Commissioners,  who,  or  a  majority  of  whom,  may  open  books 
for  subscriptions  to  the  capital  stock  of  said  Company,  giving  notice 
of  tin'  times  and  places  when  and  where  said  books  will  be  opened, 
at  least  thirty  days  previous  thereto,  by  publication  in  one  newspaper 
published  in  each  of  the  counties  of  Morgan,  Macoupin  and  Cass,  if 
there  be   a   newspaper    then    published   in   each   county.      The   said   Com- 


1274       CHICAGO,  BURLINGTON  &   QUINCY   RAILROAD  COMPANY 

missioners,  or  a  majority  of  them,  shall  attend  at  the  places  appointed 
for  the  opening  of  said  books,  and  shall  continue  to  receive  subscriptions 
either  personally  or  by  such  agent  or  agents  as  they  shall  appoint  for 
that  purpose,  until  the  sum  of  one  hundred  thousand  dollars  shall  have 
been  subscribed;  and  as  soon  as  said  sum  shall  be  subscribed,  the  said 
Commissioners  shall  give  twenty  days'  notice  in  a  newspaper  published 
in  each  of  said  three  counties,  of  an  election  by  said  stock-holders  of 
a  board  of  directors,  as  herein  provided  for,  for  the  management  of 
said  Company's  affairs.  At  such  time  and  place,  so  appointed  for  that 
purpose,  the  commissioners  or  a  majority  of  them,  shall  attend  and  act 
as  inspectors  of  said  election,  and  the  stock-holders  present  shall  pro- 
ceed  to  elect  three  directors  by  ballot;  and  the  commissioners  present 
shall  certify  the  result  of  such  election,  under  their  hands,  which  certifi- 
cate shall  be  recorded  in  the  record  book  of  said  Company,  and  shall 
be  BUfficienI  evidence  of  the  election  of  directors  therein  named.  >."o 
person  shall  be  a  director  who  shall  not  have  subscribed  as  many  as 
live  shares  to  the  capital  stock.  The  directors  thus  elected  shall  hold 
office  for  one  yeai-,  and  until  their  successors  are  elected  and  qualified. 
Said  commissioners  shall  deliver  said  certificate  and  all  the  subscrip- 
tions   books    and    monies    received   to    said    directors. 

§  5th.  The  capital  stock  of  said  company  shall  be  five  hundred 
thousand  dollar 8,  which  shall  be  divided  into  shares  of  one  hundred 
dollars  each,  and  may  l>c  increased  by  the  board  of  directors  of  said 
company,  to  any  sum  deemed  necessary,  in  the  discretion  of  said  board, 
to  complete  the  works  herein  authorized,  and  the  same  shall  be  sub- 
scribed  for  and  taken,  under  the  direction  of  said  board,  at  such  times 
and  in  such  places  and  manner,  as  the  said  directors  shall,  from  time 
to  time,  direct. 

§  6th.  The  affairs  of  said  company  shall  lie  managed  by  a  Board 
of  Three  Directors,  to  be  chosen  annually  by  the  stock-holders  from 
among  themselves.  At  all  elections  for  directors,  each  stockholder  shall 
We  entitled  to  one  vote  for  each  shale  of  stock  held  by  him,  and  may 
vote  personally  or  by  proxy;  and  a  plurality  of  the  votes  given  at  any 
election  shall  determine  the  choice.  The  directors  shall  hold  their 
offices  for  one  year  after  their  election  and  until  their  successors  are 
elected  and  qualified,  and  shall  elect  one  of  their  number  as  President 
of  said  Board;  and  in  case  of  any  vacancy  occuring  in  said  Board  be- 
tween   elections,    the    sa may    lie    tilled    by    the    hoard,    at    any    legal 

meeting  of  the  directors;  and  the  person  so  elected  to  till  the  vacancy 
shall  hold  his  office  until  the  next  annual  meeting  of  the  stockholders. 
In  ease  of  the  absence  of  the  president  of  the  Board,  the  directors 
shall  have  power  to  elect  a  president  pro  tempore,  who  shall  exercise 
for  the  time  being,  all  the  legal  powers  of  the  president  of  said  board 
The  Board  of  Directors  may  call  special  meetuigs  of  stockholders  for 
the  election  of  directors,  if  their  number  is  increased,  or  for  other 
purposes. 

§  7th.  It  shall  be  lawful  for  the  directors  to  make  calls  upou  the 
sums  subscibed  to  the   capital  stock  of  said  Company   at   such   times   and 


CORPORATE   HISTORY  1275 

in  such  amounts  as  they  shall  deem  fit,  giving  at  least  twenty  days' 
, nit  ice  of  each  of  said  calls,  by  personal  service  or  by  publication  in 
a  newspaper  in  the  county  in  which  the  stockholder  resides,  or  in 
which  the  subscription  was  made;  and  in  case  of  failure  on  the  part 
of  any  stockholder  to  make  payment  of  any  call,  made  as  aforesaid, 
by  said  directors,  for  sixty  days  after  the  same  shall  have  been  due, 
the  said  Board  of  Directors  are  hereby  authorized  to  declare  said  stock 
so  in  arrears,  and  all  sums  paid  thereon  forfeited  to  the  company; 
or  said  directors  may  enforce  the  payment  of  the  whole  amount  sub- 
scribed   by    any    stockholder,    by    suit. 

§  8th.  Said  company  is  hereby  authorized  and  empowered  to  bor- 
row; from  time  to  time,  such  sums  of  money  as  in  their  discretion 
may  be  deemed  necessary,  to  aid  in  the  construction,  completing,  equip- 
ping, operating  or  repairing  of  said  railroad,  and  to  issue  its  bonds, 
payable  within  or  without  this  State,  bearing  any  rate  of  interest  not 
exceeding  ten  per  centum  per  annum,  and  to  sell  and  dispose  of  the 
same  at  above  or  below  par,  as  may  be  agreed  on,  for  any  amount  so 
borrowed  or  obtained  therefore;  and  all  sales  of  bonds  that  may  be 
made  at  less  than  their  par  value  shall  be  good  and  valid  and  binding 
upon  said  Company,  the  same  as  if  said  bonds  had  been  sold  at  par; 
and  said  company  shall  not  have  the  right  to  put  in  a  plea  of  usury  in 
any  action  founded  upon  any  of  said  bonds. 

§  9th.  It  shall  be  lawful  for  said  Company  to  unite  or  connect  with 
any  other  railroad  or  company  which  may  have  been  or  may  hereafter 
be  incorporated  by  this  State,  on  the  line  or  route  or  at  either  terminus 
of  its  said  road,  and  to  grant  to  such  company  the  right  to  construct 
or  use  any  portion  of  said  road  hereby  authorized  to  be  constructed, 
upon  such  terms  as  may  be  mutually  agreed  upon  between  said  com- 
panies, and  also  to  purchase  or  to  lease  all  or  any  part  of  any  other 
railroad  which  is  or  hereafter  may  be  built  in  this  State  on  the  line 
or  route  of  its  road,  (sell  its  road,  franchise,  real  and  personal  property, 
to  any  other  company  or  companies  which  may  have  been,  or  may 
hereafter  be  incorporated  by  this  State,  upon  such  terms  as  may  be 
mutually  agreed  upon  between  said  companies). 

§  10th.  Said  company  shall  have  authority  to  construct  its  road 
on  or  across  any  stream  of  water,  water  course,  road,  highway,  rail- 
road or  canal,  which  the  route  of  said  road  shall  intersect,  but  the 
company  shall  restore  the  stream  or  water  course,  road  or  highway  thus 
intersected,  to  its  former  state,  or  so  near  thereto,  as  not  materially 
to  impair  its  usefulness.  Whenever  the  said  railroad  shall  intersect 
a  road  or  highway,  the  company  shall  have  power  to  change  the  line  of 
the  road  or  highway,  if  said  change  shall  not  materially  impair  the 
usefulness  of  such  road  or  highway;  and  the  Company  may  take  such 
additional  lands  as  may  be  necessary,  for  the  change  of  said  road  or 
highway,  making  compensation  therefor,  to  be  ascertained  as  in  other 
cases   provided   in    this   act. 

§  11th.  Any  person  who  shall  wilfully  injure  or  obstruct  said  road 
or   any    part   of   the    appendages    thereto,   shall   be   deemed   guilty   of   a 


1276       CHICAGO,  BURLINGTON   &   QUIXCY  RAILROAD   COMPANY 

misdemeanor,  and  shall  forfeit  to  the  use  of  the  Company  a  sum  three- 
fold the  amount  of  the  damages  occasioned  by  such  injury  or  obstruc- 
tion, to  be  recovered  in  an  action  of  debt,  in  the  name  of  said  Company, 
with  costs  of  suit,  before  any  justice  of  the  peace,  or  before  any  court 
of  record  in  this  State. 

§  12th.  Said  company  shall  have  power  by  mortgage  or  deed  of  trust 
on  its  railroad  and  the  rents  and  profits  thereof,  and  on  all  or  any 
part  of  the  property,  real  or  personal,  or  franchises  owned  by  said  com- 
pany, to  secure  the  payment  of  its  bonds  issued  by  virtue  of  the  pro- 
visions of  this  act,  or  such  sums  of  money  as  said  company  may  agree 
to  pay,  for  all  or  any  of  the  purposes  connected  with  the  construction 
or  operation  of  its  said  railroad,  herein  authorized  to  be  constructed. 

§  13th.  Said  company  shall  have  power  to  make  and  ordain  such 
rules  and  by-laws  as  may  be  necessary  or  expedient  for  the  government 
of  the  Company,  its  servants,  and  agents;  and  the  certificate  of  the 
secretary  or  principal  clerk  of  the  company,  under  the  corporate  seal 
of  the  company,  shall  be  received  in  all  courts  and  places  as  evidence 
of  said  rules  and  by-laws,  the^  appointment  of  agents  or  officers,  or  of 
any  order  of  the  Company,  and  also  of  the  due  organization  thereof. 

§  14th.  The  said  Board  of  Directors  shall  have  power  to  appoint 
all  necessary  clerks,  secretaries,  and  all  other  officers  and  agents 
necessary  in   the  transaction  of  the  business  of  said  company. 

§  15th.  The  stock  of  said  Company  is  hereby  declared  to  be  personal 
property,  and  transferable  in  such  manner  as  shall  be  provided  by  the 
by-laws   of   the    Company, 

§  10th.  Said  Company  shall  have  power  to  have,  receive,  hold,  sell, 
and  dispose  of  any  donations  of  real  or  personal  property,  for  the  use 
of  the  Company,  and  to  acquire  by  purchase  and  hold  real  estate  for 
the  use  of  said  Company,  in  the  constructing  or  operating  said  railroad, 
or  to  sell  and  convey  the  same,  if  found  not  necessary  or  proper  to 
be  retained. 

§  17th.  Said  Company  may  commence  building  its  road  at  any  time 
within  five  years  from  the  passage  of  this  act,  and  shall  own  and 
operate  such  part  as  may  be  completed,  notwithstanding  the  whole  road 
may    not    lie    finished. 

§  18th.  Said  Company  is  hereby  authorized  to  receive  subscriptions 
to  its  capital  stock,  payable  at  any  time  or  in  any  manner  that  may 
be  specially  agreed  upon  by  the  company  and  the  subscriber. 

§  19th.  Elections  may  be  held  by  or  in  any  county,  city  or  incor- 
porated town  situated  on  or  near  the  line  of  said  railroad,  as  the  same 
may  be  surveyed  or  located  hereafter,  upon  the  question  whether  such 
county,  city  or  town  shall  subscribe  for  any  specified  amount  in  shares 
of  the  capital  stock  of  said  Company.  Twenty  day's  notice  shall  be 
given  of  the  time  of  holding  such  election,  and  the  election  shall  be 
conducted  in  the  mode  prescribed  in  an  act  entitled  "An  act  supple- 
mental to  an  act  entitled  'An  act  to  provide  for  a  general  system  of 
railroad  incorporations,'  "  approved  November  6th,  1849,  or  in  the  mode 


CORPORATE    HISTORY  1277 

prescribed  in  any  other  general  law  relating  to  such  elections,  or  in  the 
mode  in  which  county,  city  or  town  elections  are  usually  conducted, 
and  if  a  majority  of  the  votes  actually  cast  at  any  such  election  shall 
be  "for  subscription"  it  shall  be  the  duty  of  the  county  court,  (or 
board  of  supervisors,  where  township  organization  exists,)  or  the  cor- 
porate authorities  of  such  county,  city  or  town  to  subscribe  without 
unnecessary  delay,  upon  request  of  said  Company,  for  shares  of  said 
capital  stock,  to  the  amount  so  voted,  and  to  issue  and  deliver  to  said 
company,  without  unnecessary  delay,  the  same  amount  (as  the  stock 
so  subscribed)  of  the  bonds  of  such  county,  city  or  town,  as  the  case 
m;iy  be,  payable  at  any  time  specified,  in  not  exceeding  twenty  years 
from  their  date,  with  annual  or  semi-annual  coupons,  for  not  exceeding 
ten  per  centum  interest  per  annum  attached;  which  bonds  and  coupons 
may  be  made  payable  within  or  without  this  State,  as  said  Company  may 
request,  and  the  provisions  of  the  above  mentioned  act,  approved  No- 
vember 6,  1849,  except  such  as  are  inconsistent  with  the  provisions  of  this 
act,  shall  apply  to  and  govern  every  election  referred  to  in  this  section, 
in  getting  up  the  election  and  the  other  matters  connected  with  or 
growing  out  of  such  electing  but  this  act  shall  govern  said  elections, 
so  far  as  it  is  applicable  to  them. 

$  20th.  It  shall  be  the  duty  of  such  County  Court,  Board  of  Supervis- 
ors, City  or  town  corporate  authorities,  to  order  the  holding  of  such 
election  and  give  notice  thereof,  upon  being  requested  so  to  do,  by 
one-fourth  of  the  legal  voters  of  such  county,  city  or  town,  as  the  case 
may  be. 

§  21st.  Said  Company  may  bring  suit  against  any  of  its  stockhold- 
ers for  capital  stock  or  upon  any  other  claims  or  demands  against 
stockholders  or  other  persons,  in  any  county  in  which  the  stock  may 
have  been  subscribed,  or  in  which  the  cause  of  action  may  have  arisen 
or  accrued,  although  the  defendant  or  defendants  may  reside  in  a 
different  county  or  counties;  and  no  stockholder  or  officer  of  the  Com- 
pany shall,  on  account  of  his  being  such  stockholder  or  officer,  be  in- 
competent to  testify  as  a  witness,  or  to  act  in  any  ministerial  capacity 
in  any  suit  or  other  legal  proceeding  in  which  the  Company  may  be  a 
party;  Provided,  that  nothing  in  this  section  shall  authorize  any  person 
to  testify  for  himself  or  herself  in  any  suit  brought  against  such  person 
by  the  company  or  against  the  company  by  such  person. 

§  22nd.  The  said  company  shall  carry  and  transport  the  mail  of  the 
United  States,  on  such  terms  as  may  be  agreed  upon,  and  all  such 
freights  and  passengers  as  may  be  offered,  if  required  so  to  do,  on  the 
terms  usual  witli  like  railroad  companies. 

§  23rd.  There  shall  be  one  resident  director  of  said  Company  in  Cass 
county,  one  in  Morgan  county,  and  one  in  Macoupin  county;  and 
when  the  removal  of  any  director  from  either  of  said  counties  leaves 
such  county  without  a  resident  director,  such  removal  shall,  of  itself, 
constitute  a  vacancy  in  the  board,  to  be  filled  as  other  vacancies,  and 
all  appointments  and  elections  contrary  to  the  letter  and  spirit  of  this 


1278       CHICAGO,  BURLINGTON   &   QUINCY   RAILROAD   COMPANY 

section  shall  be  null  and  void,  and  in  all  appointments  and  elections  of 
directors  one  only  shall  be  appointed  or  elected  at  a  time,  before  the 
appointment  or  election  of  another  is  acted  on;  at  least  this  course  shall 
be  pursued  until  each  of  said  counties  has  secured  or  obtained  one 
resident  director. 

?  24th.  The  board  of  directors,  may  by  an  order,  to  be  entered  of 
record  by  the  secretary,  in  the  book  he  keeps  for  recording  the  proceed- 
ings of  the  board  in,  authorize  all  subscriptions  made  or  to  be  made  to 
the  capital  stuck  of  the  company,  in  any  one  county,  or  specially  made 
to  be  extended  in  such  county,  situated  on  or  near  the  line  or  route  of 
said  road,  as  the  same  may  be  surveyed  or  located,  to  be  exclusively 
expended  for  the  construction  of  that  part  of  said  road  which  lies  within 
such  county;  which  order  shall  be  binding  in  law,  and  such  subscriptions 
expended  accordingly;  and  in  every  such  case  the  directors  may  make 
calls  of  the  stock  subscribed  in  or  by  such  county,  or  specially  made  to 
!><•  expended  in  such  county,  without  making  the  same  calls  on  other 
counties  or  the  stockholders  residing  therein,  and  every  such  county 
shall  constitute  a  separate  division  of  the  road,  to  be  called  by  an 
appropriate  name,  according  to  the  pre*  Lsions  of  such  order,  of  the 
hoard;  and  such  division  may  be  constructed,  completed  and  operated 
separately,  until  an  adjoining  part  or  division  shall  be  ready  for  being 
operated;  after  which  such  separate  division  shall  be  operated  in  con- 
nection with  such  adjoining  part,  division  or  divisions,  and  the  pro- 
visions of  this  section  shall  apply  to  each  county  on  the  line  of  the  road. 

§  25th.  It  shall  l>e  a  sufficient  compliance  with  this  act  for  said  Com- 
pany to  locate,  construct  and  operate  its  railroad  from  any  point  south 
of  Virginia,  on  the  line  or  route  of  the  Illinois  River  railroad,  as  the 
same  has  been  surveyed,  or  may  be  located,  not  exceeding  five  miles 
south  of  Virginia  to  the  said  town  of  Du  Quoin;  Provided,  that  said 
company  shall  construct  its  road,  with  reasonable  dispatch  all  the  way 
to  Virginia,  unless  the  Illinois  River  road  shall  be  completed  as  far  south 
-  'lie  point  of  intersection  provided  for  in  this  section  by  the  time  said 
road  from  Du  Quoin  to  said  point  shall  be  completed. 

26th.  The  right  of  way  and  the  real  estate  purchased  by  said 
Company,  or  donated  to  it,  or  which  shall  become  its  property  by 
operation  of  law,  whether  by  mutual  agreement,  or  not,  shall,  upon 
the  payment  of  the  amount  due  therefor,  if  anything,  to  the  owner  or 
owners,  become  vested  in  said  company  in  fee  simple. 

§  27th.  In  all  cases  where  subscriptions  of  stock  shall  be  made  to 
said  company  by  any  county,  city  or  town,  it  shall  be  the  duty  of  the 
county  court  (or  board  of  supervisors  where  township  organizations 
exist)  city  or  town  corporate  authorities  respectively,  to  levy  a  sufficient 
tax  to  pay  the  interest  on  the  bonds  to  be  issued  for  said  stock,  which 
tax  may,  from  time  to  time,  be  increased  or  diminished,  so  as  to  produce 
sufficient  funds  for  the  payment  of  said  interest  as  it  shall  become  due. 

§  28th.  This  act  shall  take  effect  and  be  in  force  from  and  after  its 
passage,  and  shall  have  the  force  and  effect  of  a  public  act  and  shall  be 


CORPORATE    HISTORY  1279 

so  deemed  and  take  notice  of  in  all  courts  and  places  but  may  not  be 
published  with  the  public  laws. 

F.  Corwin, 
Speaker  of  the  House  of  Representatives. 
Wm.   Bross, 
Speaker  of  the  Senate. 
Approved  February  28,  1867. 
R.  J.  Oglesby. 

Private  Laws  Illinois  1S67,  Vol.  2,  Page  737. 

ACT   OF  LEGISLATURE 

Approved    April    20,    1869. 

AN  ACT  to  amend  an  act  entitled  "An  act  to  incorporate  the  Illinois 
Farmers'    Railroad    Company." 

********* 

Section  1.  Be  it  enacted  by  the  People  of  the  State  of  Illinois,  repre- 
si  nh  (I  in  the  General  Assembly,  That  the  act  entitled  "An  act  to  incor- 
porate the  Illinois  Farmers'  Railroad  Company,"  approved  February  28, 
1867,  be  amended,  as  follows:  Instead  of  commencing  at  and  running 
"from  the  town  of  Virginia,  in  Cass  county,"  as  provided  in  the  second 
section  of  the  act  to  which  this  is  an  amendment,  said  road  shall  com- 
mence  at  and  run  from  the  city  of  Jacksonville,  and  run  by  the  most 
eligible  route,  to  the  town  of  Du  Quoin,  in  Perry  county;  and  that 
section  twenty-five  of  said  act  be  so  amended  as  to  read  "Jacksonville" 
instead  of  "Virginia,"  and  that  the  second  section  of  said  act  be 
amended  further  by  striking  out  "Chesterfield"  as  one  of  the  points 
of  said  road  and  inserting  "  Carlinville. " 

•  §  2.  It  shall  be  lawful  for  the  corporate  authorities  of  the  towns, 
townships,  cities  and  counties  through  which  said  road  shall  pass,  to 
take  stock  in  the  said  company;  and  shall  also  be  empowered  to  make 
assessments,  levy  taxes  and  collect  the  same  in  the  manner  in  which  the 
said  several  towns,  townships,  cities  and  counties  assess  and  collect 
taxes,  for  the  purpose  of  paying  the  said  assessments  on  the  subscriptions 
to  the  said  stock  or  the  interest  accruing  thereon,  and  the  said  towns, 
townships,  cities  and  counties  may  issue  bonds  bearing  interest,  at  any 
point  they  may  designate,  either  within  or  without  the  state  of  Illinois, 
at  a  rate  not  exceeding  ten  per  cent,  per  annum,  payable  annually  or 
semi-annually,  as  they  may  elect:  Provided,  that  the  said  townships, 
cities  or  towns  shall  not  subscribe  to  the  stock  of  the  said  company, 
without  submitting  the  said  proposed  subscription  to  a  vote  of  the  legal 
voters  of  their  respective  towns,  townships,  or  cities,  thirty  days'  notice 
of  which  shall  be  given,  elections  held  and  returns  made  as  provided  by 
the  general  election  laws  of  this  state:  And,  provided,  further,  that  no 
such  bonds  shall  issue,  nor  shall  any  interest  be  payable  thereon  or 
accrue,  until  said  road  is  completed  through  the  said  town,  township, 
city    or    county:    And,    provided,    further,    that    the    subscriptions    on    the 


1280      CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

part  of  the  said  counties  shall  not  be  for  a  sum  exceeding  two  thousand 
dollars  per  mile  of  the  line  of  the  said  road  in  the  said  counties. 

$  3.  In  counties  not  under  township  organization  it  shall  be  lawful 
for  the  trustees  of  schools  to  make  subscriptions  for  their  respective 
townships,  and  issue  bonds  as  provided  in  the  preceding  section;  and 
for  the  purpose  of  paying  the  said  subscriptions  or  bonds,  or  the  interest 
thereon,  shall  levy  a  tax,  not  exceeding  the  rate  of  one  per  cent,  per 
annum,  upon  the  taxable  property  of  their  respective  townships,  and 
shall,  through  their  treasurer,  certify  the  said  assessment  to  the  clerk 
of  the  county  court  of  their  respective  counties,  and  it  shall  be  the  duty 
of  the  said  clerk  of  the  county  court  to  carry  out  the  tax  so  assessed 
upon  the  collector's  book;  and  the  amount  so  raised  by  taxation  shall 
remain  in  the  hands  of  the  treasurer  of  the  proper  county,  and  shall  be 
employed  by  him  in  paying  first,  the  interest  due  on  the  said  bonds,  and 
then  the  principal,  if  any  funds  shall  remain  in  his  hands,  and  for  no 
other  purpose 

$  4.  In  addition  to  the  corporators  named  in  the  said  act,  Thaddeus 
I).  Loomis  and  Thomas  Joiner  of  Macoupin,  and  William  Bruen  and 
James  Epler  of  Morgan  county,  shall  be  associated  with  the  said  corpora- 
tors, witli  all  the  rights,  privileges  and  powers  of  the  persons  named 
therein. 

$  5.  All  portions  of  the  said  act  as  are  inconsistent  with  this  amend 
meat  are  hereby  repealed;  and  this  shall  lie  taken  and  deemed  a  public 
act,  and  shall  be  in  force  from  and  after  its  passage. 

In  Force  April  1.1,  1869 

This  hill  having  been  returned  by  the  governor  with  objections  thereto,  and  after 
reconsideration  having  passed  both  houses  by  a  constitutional  majority,  it  has  become  a 
law  tins  twentieth  day  of  April,  A.  D.  1869. 

Edward  Kummel, 
Secretary  of  State. 

PrivaU    Laws  Illinois  1869,  Vol.  3,  Page  306. 


THE  JACKSONVILLE,  NORTH- 
WESTERN AND  SOUTH-EASTERN 
RAILWAY  COMPANY 

This  company  was  incorporated  by  Special  Act,  in  force  Feb- 
ruary 23,  1867.  It  was  authorized  to  construct  a  railroad 
"commencing  at  Jacksonville,  in  Morgan  County,  thence  to 
Sandoval,  in  Marion  County,  or  to  any  other  point  on  the  Illi- 
nois Central  Railroad  within  ten  miles  of  Sandoval,  thence  to 
Shawneetown,  on  the  Ohio  River,  or  to  any  other  point  on  said 
river,  or  on  the  Wabash  River  north  or  south  of  said  last  men- 
tioned town,  to  be  determined  by  said  company." 

By  Section  5  the  company  was  authorized 

"to  unite,  connect  or  consolidate  its  railroad  with  any  other 
railroad  constructed  or  which  may  hereafter  be  constructed  in 
this  state,  upon  such  terms  as  may  be  mutually  agreed  upon 
between  the  companies  so  uniting,  connecting  or  consolidating. 
. . .  The  said  corporation  may  furthermore  lease  or  purchase 
upon  such  terms  as  may  be  agreed  upon,  any  other  road  or 
parts  of  road,  either  wholly  or  partially  constructed,  which  may 
constitute  or  be  adopted  as  part  of  their  main  line." 

It  was  organized  at  Jacksonville  June  28,  1870,  and  built  from 
Virden,  Illinois,  thence  northwesterly  to  a  connection  with  The 
Illinois  Farmers '  Railroad  near  Franklin,  Illinois,  a  distance  of 
seventeen  and  seven-tenths  miles,  which  was  completed  prior 
to  July  1872.     Total  mileage,  30.7  miles. 

Of  date  July  10,  1872,  this  company  purchased  by  deed  the 
railroad  constructed  by  The  Illinois  Farmers'  Railroad  Com- 
pany, extending  from  a  connection  with  this  company's  line 
near  Franklin  to  Jacksonville,  Illinois. 

Of  date  July  10,  1872,  this  company  executed  a  trust  deed  to 
the  Farmers'  Loan  &  Trust  Co.,  trustee.  By  decree  entered  in 
the  Circuit  Court  of  Morgan  County,  Illinois,  of  date  May  17, 
1879,  the  road  was  ordered  sold  under  the  trust  deed. 

By  deed  dated  July  15,  1879,  Henry  Stryker,  Jr.,  Master  in 
Chancery,  conveyed  to  William  S.  Hook  by  Master's  deed  all  of 
the  railroad  property  and  franchises  formerly  belonging  to  The 

1281 


1282       CHICAGO,   BURLINGTON   &   QUINCY   RAILROAD  COMPANY 

Jacksonville,  Xortk-TVestern  and  Soutk-Eastern  Railway  Com- 
pany. 

By  deed  dated  July  25,  1879,  \Yilliam  S.  Hook  conveyed  all 
of  tke  said  property  to  Tke  Jacksonville  Soutkeastern  Railway 
Company. 

Of  date  July  28,  1880,  Tke  Jacksonville,  Xorth-TVestern  and 
Soutk-Eastern  Railway  Company  conveyed  to  Tke  Jacksonville 
Soutkeastern  Railway  Company  by  a  confirmatory  quit-claim 
deed,  all  of  tke  interest  in  tke  railroad  formerly  owned  by  tke 
first  named  company. 

ACT  OF  LEGISLATURE 
Approved   February    23,    1867. 

Incorporating     The     Jacksonville     North     Western     and     South     Eastern 
Railway  Company. 

State  of  Illinois. 
Department  of  State. 

James  A.  1?ose,  Secretary  of  State. 

To  all  to  whom  these  Presents  Shall  Come,  Greeting: 

I,  James  A.  Rose,  Secretary  of  State  of  the  state  of  Illinois,  do 
hereby  certify  that  the  following  and  hereto  attached  is  a  true  copy 
of  an  act  entitled,  "An  act  to  incorporate  the  Jacksonville  North 
Westers  and  South  Eastern  Railway  Company,"  approved  February  23, 
1867,  the  original  of  which  is  now  on  file  and  a  matter  of  record  in 
this    office. 

In   Testimony    Win    eof,  I  have  hereunto  set  my  hand  and  caused  to  be 
affixed  the   great    Seal   of   State.     Done   at    the   City   of   Springfield,   this 
12th  day  of  April  A.  D.  1905. 
[seal] 

James  A.  Rose, 
Secretary  of  State. 

AN    ACT    to    incorporate    the    Jacksonville    North    Western    and    South 
Eastern  Railway  Company. 

Section  1.  Be  it  <»(iet,<l  by  the  People  of  the  State  of  Illinois,  repre- 
sented in  the  General  Assembly,  That  Gyms  Epler,  Alexander  McDonald, 
M.  P.  Ayres,  Ralph  Reynolds,  Wm,  I.  Wyatt  and  John  A.  Crain,  of 
Morgan  county,  John  Bennyworth  of  Macoupin  county.  Richard  O 'Ban- 
non  of  Montgomery  county,  S.  Smith  of  Bond  county,  A.  A.  Feroo  and 
E.  S.  Condit,  of  Marion  county;  George  H.  Yarnell  of  Jefferson  county; 
A.  G.  Cloud  and  S.  S.  Marshall  of  Hamilton  county;  John  Eubanks  of 
White    county,    and    James    B.    Turner    and    Thomas    Ridgway    of   Gallatin 


CORPORATE    HISTORY  1283 

county,  of  the  State  of  Illinois,  and  their  associates  and  successors, 
are  hereby  created  a  body  corporate  and  politic,  under  the  name  and 
style  of  "The  Jacksonville  North  Western  and  South  Eastern  Railway 
Company,"  with  perpetual  succession  and  under  this  name  and  style 
shall  be  capable  of  suing  and  being  sued,  pleading  and  being  impleaded, 
defending  and  being  defended  against,  in  law  and  equity  in  all  courts 
and  places  whatsoever,  in  like  manner  and  as  fully  as  natural  persons; 
may  make  and  use  a  common  seal,  and  alter  or  renew  the  same  at 
pleasure,  and  by  their  said  corporate  name  and  style  shall  be  capable 
in  law  of  contracting  and  being  contracted  with,  shall  be  and  are 
hereby  invested  with  all  the  powers,  privileges,  immunities  and  fran- 
chises of  receiving  and  disposing  of  real  and  personal  estate  which 
may  be  needful  to  carrying  into  effect  fully  the  purposes  and  objects 
of  this  act;  and  said  company  are  hereby  authorized  and  empowered 
to  locate,  construct  and  complete  a  railroad,  commencing  at  Jackson- 
ville, in  Morgan  county,  thence  to  Sandoval  in.  Marion  county,  or  to  any 
other  point  on  the  Illinois  Central  railroad  within  ten  miles  of  Sandoval, 
and  thence  to  Shawneetown,  on  the  Ohio  River,  or  to  any  other  point 
on  said  River,  or  on  the  Wabash  River,  north  or  south  of  said  last 
mentioned  town,  to  be  determined  by  said  Company,  with  one  or  more 
tracks  or  lines  of  rails. 

Said  Company  shall  commence  the  construction  of  said  road  in 
good  faith  within  five  years,  and  shall  complete  the  same  within  ten 
years. 

§  2.  The  capital  stock  of  said  company  shall  consist  of  two  millions 
of  dollars,  and  may  be  increased  by  said  company  to  ten  millions,  to 
be  divided  into  shares  of  one  hundred  dollars  each.  The  immediate 
government  and  direction  of  said  company  shall  be  vested  in  seven 
directors,  who  shall  Vie  chosen  by  the  stockholders  of  said  company,  in 
the  manner  hereinafter  provided,  who  shall  hold  their  office  one  year 
after  their  election,  and  until  others  shall  be  duly  elected  and  qualified 
to  take  their  places  as  directors;  and  the  said  directors,  a  majority  of 
whom  shall  form  a  quorum  for  the  transaction  of  business,  shall  elect 
one  of  their  number  to  be  President  of  the  company,  and  shall  have 
power  to  appoint  or  elect  such  other  officers  as  they  shall  deem  proper. 

§  3.  The  corporation  hereby  created  shall  have  power  to  locate, 
construct,  furnish,  maintain  and  operate  a  railroad,  as  aforesaid,  with 
all  necessary  side-tracks,  turnouts,  switches,  depots,  stations,  and  all 
necessary  buildings,  erections  and  structures;  and  for  the  purpose  they 
arc  hereby  vested  with  all  the  powers  necessary  for  the  purchasing, 
taking,  holding  and  selling  and  transferring  property,  real  and  personal, 
as  natural  persons,  as  the  board  of  directors  may  deem  necessary  to 
carry  out  the   object   of  this   act. 

§  4.  For  the  purpose  of  acquiring  the  rights  of  way  for  the  con- 
struction of  said  road,  side  tracks,  and  turnouts,  and  grounds  for  depots, 
stations  and  other  buildings,  erections  and  structures,  and  for  the 
purpose  of  obtaining  stone,  gravel  and  other  materials  for  building, 
ballasting,  or  repairing  the  same,  and  of  a  vight  of  way  to  said  material, 


1284      CHICAGO,    BURLINGTON   &  QUINCY  RAILROAD   COMPANY 

the  said  company  be,  and  they  are  hereby  authorized  and  empowered 
to  take,  condemn  and  use  the  same,  under  the  provisions  of  an  act  to 
amend  the  law  condemning  the  right  of  way  for  purposes  of  internal 
improvement,  approved  June  22,  18.32. 

§  5.  Said  company  shall  have  power  to  unite,  connect  or  consolidate 
its  railroad  with  any  other  railroad  constructed,  or  which  may  here- 
after be  constructed  in  this  State,  upon  such  terms  as  may  be  mutually 
agreed  upon  between  the  companies  so  uniting,  connecting  or  consolidat- 
ing; and  for  that  purpose  full  power  is  hereby  given  to  said  company  to 
make  and  execute  such  contracts,  with  any  other  company,  as  will 
aecure  the  objects  of  such  connection  or  consolidation;  and  the  said 
corporation  may  furthermore  lease  or  purchase,  upon  such  terms  as 
may  lie  agreed  upon,  any  other  road  or  parts  of  road,  either  wholly 
or  partially  constructed,  which  may  constitute  or  be  adopted  as  part 
of  their  main  line;  and  by  such  lease  or  purchase,  they  shall  acquire 
and  become  vested  with  all  the  rights  and  franchises  pertaining  to 
such  road,  or  part  of  road  so  leased  or  purchased,  in  the  right  of  way, 
construction,  maintenance,  and  working  thereof.  Provided,  said  cor- 
poration hereby  created  shall  never  consolidate  or  connect  with  any 
railroad  company    except   a   continuous   line. 

§  6.  The  said  company  is  hereby  authorized  from  time  to  time,  to 
borrow  such  sum  or  sums  of  money  as  may  be  necessary  for  the  com- 
pleting, equipping,  furnishing,  operating  and  maintaining  their  said 
railroad,  and  to  issue  and  dispose  of  the  bonds  at  such  rate  of  interest 
and  at  such  discount  as  may  be  thought  for  the  benefit  of  the  company; 
and  to  mortgage  their  corporate  property  and  franchises,  or  convey 
the  same,  by  deed  of  trust,  to  secure  the  payment  of  any  debt  con- 
tracted by  said  company,  for  the  purpose  aforesaid. 

And  the  directors  of  said  company  may  confer  on  any  bondholder 
of  any  bond  issued  for  money  borrowed,  as  aforesaid,  the  right  to  con- 
vert the  principal  due  or  owing  thereon  into  stock  of  said  company, 
at  any  time,  and  may  further  authorize  the  holder  of  any  such  bonds 
to  vote  at  any  and  all  elections  for  the  election  of  officers  of  said 
corporation,  under  such  regulations  as  the  directors  of  said  company 
may  see  fit  to  adopt;  and  any  such  bonds  that  may  be  sold  or  disposed 
of  at  a  less  rate  than  par,  shall  be  as  valid  and  binding  upon  said 
company  as  if  the  same  were  sold  for  the  par  value  thereof. 

§  7.  All  the  corporate  powers  of  said  company  shall  be  vested  in  and 
exercised  by  a  board  of  directors,  to  consist  of  seven  members,  and 
such  officers,  agents  and  servants  as  they  shall  appoint.  Vacancies 
in  all  the  boards  of  directors  may  be  filled  by  a  vote  of  two  thirds  of 
the  directors  remaining;  such  appointees  to  continue  in  office  until  the 
next  annual  election  of  directors,  which  said  annual  election  shall  be 
held  at  such  time  and  place  as  may  be  designated  and  fixed  by  the 
by-laws  of  said  company,  thirty  day's  printed  notice  being  given  in 
two  newspapers,  having  circulation  along  the  line  of  said  railroad. 

.  §  8.  The  persons  named  in  the  first  section  of  this  act,  are  hereby 
appointed  commissioners,  who,  or  a   majority   of  them,   after  a  meeting 


CORPORATE    HISTORY  1285 

duly  called  by  thirty  day's  notice  thereof  in  three  public  newspapers 
published  on  or  near  the  route  of  said  road,  shall  meet  and  proceed  to 
open  books,  and  receive  subscriptions  to  the  capital  stock  of  said  com- 
pany. Ten  dollars  for  each  share  subscribed  shall  be  paid  ou  sub- 
scribing, and  whenever  fifty  thousand  dollars  shall  have  been  sub- 
scribed, the  subscribers  may  organize  said  corporation,  and  proceed 
to  the  election  of  directors;  and  when  the  directors  of  said  company 
are  chosen  the  said  commissioners  shall  deliver  the  said  subscription 
books,  with  all  sums  of  money  received  by  them  as  commissioners,  to 
said  directors. 

No  person  shall  be  a  director  who  shall  not  be  a  stockholder,  and 
each  stockholder  shall  be  entitled  to  one  vote  for  each  share  of  stock 
he  shall  hold,  upon  which  all  calls  have  been  paid.  The  directors  of 
aaid  company,  after  the  same  is  organized,  shall  have  power  to  open 
books,  to  fill  up  the  capital  stock  of  said  company,  or  any  part  thereof, 
at  such  time  as  they  may  deem  expedient;  and  all  installments  required 
to  be  paid  on  the  stock  originally  subscribed,  or  what  may  be  taken 
to  increase  said  capital,  shall  be  paid  at  such  times  and  in  such  amounts 
as  said  directors  may  prescribe:  Provided,  that  subscriptions  of  stock 
may  be  made  to  said  company  in  lands,  at  their  cash  value  at  the  time 
of  subscription,  as  may  be  agreed  upou  between  the  subscribers  and 
the  directors  of  said  company,  such  subscriptions  to  be  designated  on 
the  books  as  a  land  subscription,  and  to  be  considered  as  paid  by  a 
conveyance  of  such  land  to  the  company:  And  provided  also,  that 
owners  of  lands  along  or  near  the  line  of  said  road  may  be  authorized 
to  subscribe  stock  and  to  secure  payment  of  the  same,  by  promissory 
note  and  mortgage;  such  note  to  draw  eight  per  cent  interest,  payable 
semi-annually,  from  and  after  the  road  shall  have  been  completed 
through  to,  or  parallel  with  the  mortgaged  premises,  or  any  part  thereof, 
with  the  privilege  to  the  maker  to  discharge  the  principal  at  pleasure; 
such  subscription  to  be  designated  on  the  books  as  a  mortgage  sub- 
scription and  to  be  free  from  all  calls  upon  stock;  such  subscribers, 
however,  shall  have  no  right  to  vote  as  stockholders  in  said  corporation, 
until  interest  shall  have  become  payable  upon  such  subscriptions:  And, 
Provided  further,  that  said  corporation  shall  dispose  of  all  lands  to 
which  it  may  acquire  title  or  fee  other  than  such  real  estate,  as  it  may 
acquire  for  the  use  and  operations  of  said  road,  as  in  this  act  provided, 
within  five  years  after  the  acquisition  thereof.  Whenever  it  shall  be 
necessary  for  the  construction  of  said  railroad  to  intercept  or  cross 
the  track  of  any  other  railroad  or  stream  of  water,  or  water  course,  or 
road  or  highway  on  the  route  of  said  road,  it  shall  be  lawful  for  the 
company  to  construct  their  railroad  across  or  upon  the  same.  Provided, 
that  the  said  company  shall  restore  the  railroad,  stream  of  water,  water 
course,  road  or  highway,  intersected  or  crossed,  to  its  former  state,  or 
in   sufficient  manner  not  materially  to  impair  its  usefulness. 

§  9.  That  the  right  of  way  and  the  real  estate  for  the  right  of 
way,  and  for  the  purpose  aforesaid,  purchased  or  acquired  by  said 
company,    whether    by   agreement    or   otherwise,    or    which   shall   become 


1286       CHICAGO,  BURLINGTON  &  QUINCY   RAILROAD  COMPANY 

the  property  of  the  company,  by  operation  of  law,  as  in  the  act  pro- 
vided, shall,  upon  the  payment  of  the  money  agreed  or  adjudged  to  be 
paid  to  the  owner  or  owners  of  said  land,  as  a  compensation  for  the 
same,  become  the  property  of  said  company  in  fee  simple. 

§  10.  That  all  the  rights,  privileges  and  advantages,  with  the  limita- 
tions and  restrictions  conferred  upon  the  Illinois  Central  Railroad  Com- 
pany, also,  the  rights,  privileges  and  advantages,  with  their  limitations 
conferred  by  an  act  entitled,  "An  act  to  provide  for  a  general  system 
of  railroad  incorporations,"  approved  November  5,  1849;  and  the  several 
acts  amendatory  thereof,  except  as  hereinafter  qualified  are  hereby 
(•out. lied  upon  the  ".Jacksonville  North  Western  and  South  Eastern 
Railway  Company";  and  cities  and  counties  shall  lie  entitled  to  sub- 
scribe for  stock  in  said  company  in  like  manner  and  with  like  effect 
as  is  provided  in  the  said  act   referred  to,  and  acts,  amendatory  thereof. 

§  11.  To  further  aid  in  the  construction  of  said  road  by  said  com- 
pany, any  town  under  township  organization  in  any  county  through 
which  the  lines  of  said  railway  may  run,  may  subscribe  to  the  capital 
Stock  of  said   company,   in   any  sum    not   exceeding  fifty   thousand  dollars. 

$  li!.  No  such  subscription  shall  lie  made  until  the  question  has 
been  submitted  to  the  legal  voters  of  the  town  in  which  the  subscription 
is  proposed  to  be  made;  and  tin-  clerk  of  each  of  said  towns  is  hereby 
required,  upon  the  presentation  of  a  petition  signed  by  at  least  ten 
citizens  who  arc  lc»i:i  1  voters  and  tax  payers  of  the  town  for  which 
he  is  clerk,  in  which  petition  the  amount  proposed  to  be  subscribed 
shall  be  stated,  to  post  up  notices  in  at  least  three  of  the  most  public 
places  in  said  town,  which  notices  shall  be  posted  not  less  than  ten 
days  before  the  day  of  holding  such  election  notifying  the  legal  voters 
of  said  town  to  meet  at  the  usual  places  of  voting,  or  some  other  con- 
venient place  in  said  town,  for  the  purpose  of  voting  for  or  against, 
such  subscription;  but  no  such  vote  shall  be  taken  unless  at  a  regular 
election  for  town  and  county  officers. 

§  13.  If  it  shall  appear  that  a  majority  of  all  the  legal  voters  have 
voted  "for  subscription,"  it  shall  be  the  duty  of  the  supervisor  of 
each  of  said  towns  that  shall  vote  for  such  subscription,  to  subscribe 
to  the  capital  stock  of  said  railroad  company,  in  the  name  of.  the  town 
for  which  he  is  supervisor,  the  amount  so  voted  to  be  subscribed,  and 
to  receive  from  said  company  the  proper  certificates  therefor;  he  shall 
also  execute  to  said  company,  in  the  name  of  said  town,  bonds  bearing 
interest  not  to  exceed  ten  per  cent  per  annum,  which  bonds  shall  run 
for  a  term  of  uot  less  than  five  nor  more  than  twenty  years,  and  the 
interest  on  the  same  shall  be  made  payable  annually;  and  which 
bonds  shall  be  attested  by  the  clerk  of  the  town  in  whose  name  the 
bonds  are  issued;  and  it  shall  be  his  duty  to  make  a  record  of  the 
issuing  of  said  bonds.  Said  bonds  shall  be  delivered  to  the  President 
or  Secretary  of  said  railroad  company,  for  the  use  of  said  company. 

§  14.  It  shall  be  the  duty  of  the  clerk  of  each  of  said  towns  in 
which  a  vote  was  given  for  subscription,  within  ten  days  thereafter 
to  transmit  to  the  county  clerk  of  the  county  in  which  said  towns  are, 


CORPORATE    HISTORY  1287 

a   transcript   or  statement  of  the  vote   given,  and  the  amount   voted  to 
be  subscribed,  and  the  rate  of  interest  named  in  the  bonds. 

§  15.  It  shall  be  the  duty  of  the  county  clerk  annually  thereafter, 
to  compute  and  assess  upon  all  taxable  property  returned  by  the  assessor 
of  each  of  said  towns  which  have  voted  to  subscribe  a  sufficient  sum  to 
pay  the  interest  on  all  bonds  issued  by  the  respective  towns,  which  tax 
shall  be  extended  upon  the  collector's  books,  as  other  taxes  are,  and 
shall  be  collected  in  the  same  manner  that  other  taxes  are  collected; 
and,  when  collected,  shall  be  paid  unto  the  county  treasury,  as  county 
taxes   are   paid. 

§  16.  It  shall  be  the  duty  of  the  Treasurer  of  said  County  to  pay 
out,  on  the  presentation  to  him  of  the  bonds  issued  by  any  town,  as 
aforesaid,  the  amount  due  upon  each  of  said  bonds,  as  interest,  out  of 
any  money 'in  his  hands  for  the  purpose,  and  endorse  the  payment  upon 
said  bonds,  or  take  such  vouchers  as  he  may  prescribe.  He  shall  also 
keep  an  account  with  each  town  of  all  money  received  by  him,  and  paid 
on  account  of  said  towns,  which  account  shall,  at  all  times,  be  open  to 
inspection   by  all  persons  wishing  to  examine  the  same. 

§  17.  At  all  elections  for  officers  and  on  all  questions  voted  upon 
by  the  stockholders  of  said  company,  the  supervisors  of  the  town  or 
towns,  who  may  subscribe  to  the  stock  of  said  company,  shall  represent 
and  cast  the  vote  which  said  stock  is  entitled  to. 

§  18.  The  provisions  of  an  act  entitled,  "An  act  supplemental  to  an 
act  entitled,  'An  act  to  provide  for  a  general  system  of  railroad  incor- 
porations, approved  November  6,  1849,  and  also  of  "An  act  to  facilitate 
the  construction  of  railroads,"  approved  March  1st,  1854,  are  hereby 
declared  and  made  applicable  to  each  and  every  town  now  incorporated 
or  that  may  hereafter  be  incorporated,  situated  at  either  end  or  near 
the  line  of  said  railway  as  it  may  hereafter  be  surveyed  and  located; 
and  the  corporate  authorities  of  any  such  town  may  order  an  election 
or  elections  to  be  held  in  such  town,  by  the  legal  voters  thereof,  upon 
the  question,  whether  the  town  in  its  corporate  capacity  will  or  will 
not  subscribe  to  the  capital  stock  of  said  "Railway  Company,"  any 
sum  not  exceeding  fifty  thousand  dollars.  And  in  case  any  such  election 
shall  be  held,  the  same  shall  be  conducted  as  the  town  elections.  And 
if  at  any  such  election  a  majority  of  the  voters  voting  shall  be  in  favor 
of  making  such  subscription,  the  provisions  of  the  two  acts  recited  in 
this  section  and  also  of  all  other  general  laws  relating  to  subscriptions 
by  counties  or  cities  to  the  capital  stock  of  all  railroad  companies, 
shall  apply  and  govern  the  corporate  authorities  of  such  town  in  making 
such  subscription,  so  far  as  the  same  is  applicable,  and  in  all  the  subse- 
quent proceedings  relating  thereto,  and  the  rights  of  such  town  against 
said  company  shall  be  the  same,  with  the  like  remedies  to  enforce  such 
lights  as  the  rights  and  remedies  of  counties  in  cases  of  county  sub- 
scriptions. 

§  19.  The  road  to  be  constructed  by  said  company  may  be  divided 
into  two  divisions:  that  portion  of  the  road  between  Jacksonville  and 
the  Illinois  Central  RaUroad  shall  be  designated  the   first  division,  and 


1288       CHICAGO,   BURLINGTON    &   QUINCY   RAILROAD   COMPANY 

that  portion  between  the  Illinois  Central  Railroad  and  the  Ohio  or 
Wabash  River,  shall  be  designated  the  second  division;  and  subscribers, 
either  individual,  or  corporate,  to  the  stock  of  said  company,  may 
designate  upon  which  division  of  said  road  such  subscription  shall  be 
applied;  and  said  corporation  shall  faithfully  apply  such  subscriptions 
to  the  division  thus  designated;  l>ut  any  surplus  of  stock  subscribed 
for  the  benefit  of  s;iid  road  remaining  after  the  construction  of  said 
division  may  be  applied  by  said  company  in  aid  of  the  construction  of 
the  other  division,  and  said  corporation  is  authorized  and  empowered 
to  locate,  construct  and  operate  said  Railway  in  and  through  either 
one  of  said  divisions  only,  without  so  locating,  constructing  and  operat- 
ing through  the  other  divisions  as  said  corporation  may  determine,  and 
for  that  purpose  shall  have  all  the  rights,  powers,  privileges  and  im- 
munities  granted   by    this    act. 

§  20.  Any  railroad  company  with  whose  road  the  aforesaid  road 
may  intersect  or  connect,  is  hereby  authorized  and  empowered  to  BUb- 
BCribe  to  the  capital  stock  of  this  company,  any  sum  not  exceeding 
one  hundred  thousand  dollars,  and  shall  have  the  same  rights,  privih  _ 
and  powers  as  other  stockholders  in  this  company,  and  shall  be  Bubjecl 
to  the  same  conditions,  restrictions  and  limitations  as  other  stock- 
holders therein. 

§  21.  No  stockholder,  whether  corporate  or  natural  persons,  shall 
be  otherwise  liable  upon  his,  her  or  their  subscription  of  stock,  than 
for  the  amount  of  their  respective  subscriptions  of  stock  to  said  com- 
pany, and  according  to  the  calls  of  the  directors  :is  hereinbefore  provided. 

£   22.      This  act    shall   take  effect    from   and   after   its  passage. 

P.   CORWIN, 
Speaker  of  the  House  of  Representatives. 
W.M.   Bross, 
Speaker  of  the  Senate. 
Aim-roved  Feb.  23,  1867 
R.  J.  Ogleshy 

DEED,   July   10,  1872,   The   Illinois  Farmers'  Railroad   Company   to   The 

Jacksonville,   North   Western  and   South   Eastern  Railway  Company. 

********* 

This  Indenture,  made  the  Tenth  day  of  July  in  the  year  One  thousand 
eight  hundred  and  seventy  two,  Between  The  Illinois  Farmers  Rail  Road 
Company,  party  of  the  first  part,  and  The  Jacksonville  North  Western 
and   South    Eastern    Railway    Company,    party    of   the    second    part. 

Ulirreas  the  said  party  of  the  first  part  is  a  corporation  duly  created  and 
organized  under  and  by  virtue  of  a  certain  act  of  the  General  Assembly 
of  the  State  of  Illinois  entitled  "An  Act  to  incorporate  The  Illinois 
Farmers'  Rail  Road  Company"  approved  February  28th  1867,  and 
under  a  certain  other  act  thereof  entitled  "An  act  to  amend  an  act 
entitled  'an  act  to  incorporate  the  Illinois  Farmers  Rail  Road  Com- 
pany approved  February  28,   1867." 


CORPORATE    HISTORY  1289 

And  Whereas  under  and  in  pursuance  of  the  powers  in  it  vested  thereby 
the  said  party  of  the  first  part  has  constructed  a  railroad  from  a  point 
in  the  City  of  Jacksonville  in  the  County  of  Morgan  in  said  State  of 
Illinois  to  a  point  near  the  Village  of  Franklin  in  said  County  where 
the  said  railroad  connects  with  or  is  intersected  by  the  railroad  here- 
tofore constructed  by  the  said  party  of  the  second  part. 

And  Whereas  the  said  party  of  the  second  part  is  a  corporation  duly 
formed  and  organized  under  and  by  virtue  of  a  certain  Act  of  the 
General  Assembly  of  said  State  entitled  "An  Act  to  incorporate  the 
Jacksonville  North  Western  and  South  Eastern  Railway  Company," 
approved  February  23,  1867. 

And  Whereas  in  and  by  the  said  last  mentioned  act  the  said  party  of  the 
Second  part  is  authorized  to  purchase  upon  such  terms  as  may  be 
agreed  upon  any  other  road  or  parts  of  road  either  wholly  or  partially 
constructed  which  may  constitute  or  be  adopted  as  part  of  its  Main 
Line,  and  it  being  further  thereby  provided  that  by  such  purchase  the 
said  party  of  the  second  part  shall  acquire  and  become  vested  with  all 
the  rights  and  franchises  pertaining  to  such  road  or  parts  of  road  so 
purchased  in  the  right  of  way,  construction,  maintenance  and  working 
thereof. 

And  Whereas  the  said  Rail  Road  hereinafter  granted  and  conveyed  con- 
stitutes a  part  of  the  authorized  Line  of  the  said  party  of  the  second 
part,  inasmuch  as  the  said  party  of  the  second  part  is  duly  authorized 
to  locate,  construct  and  operate  a  Rail  Road  from  the  City  of  Jackson- 
ville aforesaid  to  a  point  at  or  near  the  village  of  Franklin  aforesaid 
over  and  by  way  of  the  same  route  as  the  said  already  constructed  line, 
and  the  said  party  of  the  second  part  has  resolved  to  adopt  the  said 
road  heretofore  constructed  by  the  party  of  the  first  part  as  part  of 
its  own  main  line,  and  for  that  purpose  has  agreed  to  purchase  the  same. 

And  Whereas  the  said  party  of  the  first  part  is  duly  authorized  to  sell 
and  dispose  of  its  said  Rail  Road  and  the  premises  connected  therewith 
and  has  agreed  to  sell  and  dispose  of  the  same  to  the  said  party  of 
the  second  part  at  the  price  hereinafter  mentioned. 

Now  Therefore  This  Indenture  Witnesseth:  that  the  said  party  of  the  first 
part,  for  and  in  consideration  of  the  premises  and  the  sum  of  Two 
hundred  and  seventeen  thousand  five  hundred  and  forty  &  5%oo 
Dollars  to  it  duly  paid  by  the  said  party  of  the  second  part,  at  or 
before  the  ensealing  and  delivery  of  these  presents,  the  receipt  where- 
of is  hereby  acknowledged,  has  granted,  bargained,  sold,  assigned, 
transferred  and  set  over,  and  by  these  presents  Doth  grant,  bargain, 
sell,  convey,  assign,  transfer  and  set  over  unto  the  said  party  of  the 
second  part,  its  successors  or  assigns,  All  and  singular  that  part  or 
portion  of  the  Railroad  belonging  to  the  said  party  of  the  first  part 
and  known  as  the  Illinois  Farmers  Hail  Road,  which  extends  from  a 
point  in  the  City  of  Jacksonville,  Morgan  County,  Illinois,  to  a  point 
where  the  road  of  the  said  party  of  the  second  part  intersects  or  con- 
nects with  the  road  of  the  said  Illinois  Farmers  Rail  Road  near  the 
village  of  Franklin  in  Morgan  County  in  the  State  of  Illinois  aforesaid, 


1290       CHICAGO,  BURLINGTON   &   QUINCY  RAILROAD  COMPANY 

being  a  distance  of  thirteen  miles,  more  or  less,  including  the  road-bed 
of  such  hereby  granted  portion  of  said  Eail  Road  and  the  super- 
structure and  tracks  thereon,  and  the  switches,  turnouts,  bridges,  via- 
ducts, culverts,  fences,  and  other  structures,  and  all  lands,  buildings  and 
premises  used  or  held  for  use  for  depot  or  station  purposes,  engine 
houses,  shops,  and  all  other  buildings  and  machinery  erected  thereon, 
and  all  property  used  or  held  in  connection  with  such  Rail  Road; 
together  with  all  the  rights,  powers,  franchises,  privileges,  rights  of 
way,  easements,  tenements  and  appurtenances  thereunto  belonging  or 
in  any  wise  appertaining:  And  also  all  the  estate,  right,  title  and 
interest,  property,  possession,  claim  and  demand  whatsoever,  as  well 
in  law  as  in  equity,  of  the  said  party  of  the  first  part  of  in  and  to  the 
same,  and  every  part  and  parcel  thereof,  with  the  appurtenances: 

To  Have  and  to  Hold  all  and  singular  the  above  granted  Rail  Road  lands 
and  premises,  and  the  right,  franchises,  privileges,  easements  and 
property,  unto  the  said  party  of  the  second  part,  its  successors,  legal 
representatives  and  assigns,  to  its  and  their  only  proper  use,  benefit 
and   behoof  forever. 

And  the  said  party  of  the  first  part  hereby  doth  covenant,  promise  and 
agree  to  and  with  the  said  party  of  the  second  part,  its  successors,  legal 
representatives  and  assigns,  that  the  said  party  of  the  first  part  is 
seized  in  fee  simple  of,  and  hath  good  right,  full  power  and  lawful 
authority  to  grant  and  convey  the  Rail  Road  lands  and  premises  here- 
in before  granted  and  conveyed,  and  that  the  said  party  of  the  second' 
part  shall  and  may,  at  all  times  hereafter,  peaceably  and  quietly  have, 
hold,  use,  occupy,  possess  and  enjoy  the  above  granted  premises,  and 
every  part  and  parcel  thereof,  with  the  appurtenances,  without  any 
let,  suit,  trouble,  molestation,  eviction  or  disturbance  of  the  said  party 
of  the  first  part,  or  of  any  other  person  or  persons  lawfully  claiming 
or    to    claim    the    same. 

And  that  the  same  now  are  free,  clear,  discharged  and  unencumbered  of 
and  from  all  former  and  other  grants,  titles,  charges,  judgments,  taxes, 
assessments  and  encumbrances  of  what  nature  and  kind  soever  which 
may  have  been  created  or  suffered  by  the  said  party  of  the  first  part. 

And  that  the  said  party  of  the  first  part  and  all  and  every  person 
or  persons  whatsoever  lawfully  or  equitably  deriving  any  estate,  right, 
title  or  interest  of,  in,  or  to  the  herein  before  granted  premises,  by, 
from,  under  or  in  trust  for  it  or  them,  shall  and  will,  at  all  time  or  times 
hereafter,  and  as  often  as  thereunto  requested  by  the  said  party  of  the 
second  part  its  successors,  legal  representatives  or  assigns,  execute, 
acknowledge  and  deliver  any  and  all  such  further  and  other  deeds 
and  assurances  in  the  law  for  the  better  and  more  effectually  vesting, 
assuring  and  confirming  to  the  said  party  of  the  second  part,  its 
successors,  legal  representatives  and  assigns,  the  said  Rail  Road  and 
premises,  and  the  said  easements,  privileges  and  franchises,  as  by  the 
said  party  of  the  second  part,  its  legal  representatives,  successors  or 
assigns,  its  or  their  counsel  learned  in  the  law,  shall  or  may  be  reason- 
ably advised,  devised  or  required. 


CORPORATE    HISTORY  1291 

And  the  said  party  of  the  first  part,  the  above  described  and  hereby 
granted  premises,  and  every  part  and  parcel  thereof,  with  the  ap- 
purtenances unto  the  said  party  of  the  second  part,  its  legal  repre- 
sentatives, successors  and  assigns,  against  the  said  party  of  the  first 
part  and  against  all  person  or  persons  whomsoever  lawfully  claiming 
or  to  claim  the  same,  Shall  and  will  Warrant,  and  by  these  presents 
forever  Defend. 

In  Witness  Whereof  the  said  party  of  the  first  part  hath  caused  its 
corporate  seal  to  be  hereunto  affixed  and  these  presents  to  be  signed 
by  its  President  and  Secretary,  the  day  and  year  first  above  written. 
Attest : 

Jas.  Berdan. 
[seal]  Marshall  P.  Ayers,  Prest. 

William  S.  Hook, 
Sec. 

State  of  Illinois,) 

>  ss. 
Morgan  County.    \ 

I,  James  Berdan,  a  Notary  Public  for  the  City  of  Jacksonville  in 
the  said  County  of  Morgan  and  State  of  Illinois,  certify  that  on  the 
day  of  the  date  hereof,  Marshall  P.  Ayers  President  of  the  Illinois 
Farmers  Eailroad  Company,  and  William  S.  Hook,  Secretary  of  the 
said  Company,  who  are  personally  known  to  me  to  be  the  identical 
persons  whose  names  are  subscribed  to  the  foregoing  deed  as  having 
executed  the  Same,  and  •  known  also  to  me  to  be  such  President  and 
Secretary  respectively,  did  before  me  severally  acknowledge  that  they 
executed  the  said  deed  by  the  authority  and  direction  of  the  said 
Company,   for  the  uses  and  purposes  therein   expressed. 

In  Witness  Whereof  I  have  hereunto  set  my  name  and  Notarial  Seal  at 
my  office  at  Jacksonville,  Morgan  County,  Illinois  this  tenth  day  of 
.July   A.   D.    1872. 

Jas.  Berdan, 
[seal]  Notary  Public. 

RECORDED   IN  ILLINOIS 

Count  n  Date  Time  Book  Page 

Morgan  July  22,  1872,       11     A.M.  14  66 

TRUST  MORTGAGE,  July  10,  1872.  The  Jacksonville,  North  Western  and 
South  Eastern  Railway  Company  to  Farmers  Loan  and  Trust  Company. 

********* 

This  Indenture  made  the  tenth  day  of  July  in  the  year  of  Our  Lord  one 
thousand  eight  hundred  and  seventy  two  Between  The  Jacksonville 
North  Western  and  South  Eastern  Rail  Way  Company  a  corporation 
of  the  State  of  Illinois  of  the  first  part  and  the  Farmers  Loan 
and  Trust  Company,  a  corporation  of  the  State  of  New  York  of  the 
second  part:  Whereas:  The  said  party  of  the  first  part  is  a  cor- 
poration    duly  formed  and  organized  under  a   certain   act  of  the  Legisla- 


1292       CHICAGO,  BURLINGTON   &   QUINCY  RAILROAD  COMPANY 

ture  of  the  State  of  Illinois  entitled  "An  Act  to  incorporate  the 
Jacksonville  North  Western  and  South  Eastern  Rail  Way  Company" 
approved  February  28th  1867: 

And  Whereas  the  said  party  of  the  first  part  is  the  owner  of  a  certain 
line  of  Railroad  constructed  and  in  operation  from  Jacksonville  in 
Morgan  County  in  the  State  of  Illinois  to  Yirden  in  Macoupin  County, 
in  the  same  State:  and  is  engaged  or  about  to  engage  in  the  con- 
struction and  continuation  of  said  railroad  along  the  route  authorized 
by  law  until  the  same  shall  extend  from  Jacksonville  aforesaid  to 
Mount  Vernon  in  the  County  of  Jefferson  and  the  said  State  of  Illinois. 

And  Whereas,  In  pursuance  of  the  powers  and  authorities  duly  vested  in 
it,  the  said  party  of  the  first  part,  in  order  to  defray  its  obligations 
in  connection  with  the  acquisition  and  construction  of  said  railroad 
has  resolved  to  issue  a  series  of  bonds  to  an  aggregate  amount  not 
exceeding  the  rate  of  twenty  thousand  dollars,  for  each  mile  of  the 
said  railroad  which  is  or  shall  be  from  time  to  time  constructed  and 
put  in  operation  by  the  said  party  of  the  first  part:  which  said  bonds 
shall  be  of  like  tenor  and  date,  and  for  one  thousand  dollars  each, 
and  be  payable  in  thirty  years  from  date  in  gold  coin  of  the  United 
States  of  America  at  the  City  of  New  York  and  bear  interest  at 
the  rate  of  seven  per  centum  per  annum,  payable  semi  annually  in 
the  like  gold  coin,  at  the  Baid  City  of  New  York  or  in  British  pounds 
sterling,  at  the  rate  of  seven  pounds  five  shillings  and  ten  pence  for 
each  thirty  five  dollars  at  the  City  of  London  in  England,  or  in  silver 
florins  at  the  City  of  Frankfort  on  the  Main  'in  Germany  at  the  rate 
of  Eighty  seven  and  one  half  florins  for  each  thirty  five  dollars  which 
paymenl  of  interest  shall  in  all  cases  be  made  free  of  United  States 
taxation :  — 

And  Win  mis.  The  said  bonds  are  or  are  to  be  all  of  like  tenor,  and  date, 
and  in  substantially  the  following  form:  — 

FIRST  MORTGAGE  BOND. 
United  States  of  America. 
$1000  State  of  Illinois.  $1000 

The  Jacksonville  North  Western  and  South  Eastern  Railway  Company 
for  value  received  promises  to  pay  to  the  Farmers  Loan  and  Trust 
Company  of  the  City  of  New  York,  or  bearer,  on  the  First  day  of  July 
A.  D.  1902,  in  the  City  of  New  York,  one  thousand  dollars,  in  United 
States  Gold  Coin,  of  or  equal  to  the  present  standard,  with  interest 
thereon  at  seven  per  cent  per  annum,  free  of  United  States  taxes, 
payable  semi-annually  on  the  first  days  of  January  and  July  in  each 
year,  upon  presentation  and  surrender  of  the  annexed  coupons  therefor, 
such  interest  to  be  paid  either  in  New  York,  London  or  Frankfort  on 
the  Main,  at  the  option  of  the  holder  as  specified  in  the  coupons:  In 
case  of  default  of  payment  of  such  interest  when  due,  and  continuance 
of  such  default  for  six  months  after  demand,  the  principal  of  this 
bond  and  of  all  the  bends  of  the  series  of  which  this  is  one  will  be 
subject   to   become   due   and  payable   immediately,   upon   the    conditions 


CORPORATE    HISTORY  1293 

provided  in  the  trust  deed  hereinafter  mentioned:  This  Bond  is  one 
of  a  series  of  similar  bonds  issued  and  to  be  issued  from  time  to  time 
by  said  Railway  Company,  the  aggregate  amount  whereof  to  be  at 
any  time  outstanding  is  limited  to  the  rate  of  twenty  thousand  dollars 
in  said  bonds  at  par  for  each  and  every  mile  of  the  railway  of  said 
Railway  Company,  which  has  been  or  shall  be  from  time  to  time  com- 
pleted and  put  in  operation,  and  the  payment  of  this  bond  in  common 
with  the  other  bonds  of  such  series  is  secured  by  a  Deed  of  Trust  or 
Mortgage  bearing  even  date  herewith  and  conveying  to  said  Trust 
Company  all  and  singular  the  Jacksonville  North  Western  and  South 
Eastern  RailWay  extending  from  Jacksonville  to  Mount  Vernon,  in  the 
State  of  Illinois,  being  a  distance  of  about  one  hundred  and  twenty  five 
miles,  more  or  less,  together  with  the  equipments  and  appurtenances 
of  the  said  Railway,  and  all  rights,  privileges  and  franchises  thereunto 
appertaining  as  well  as  all  property,  rights,  privileges  and  franchises 
whatsoever,  present  and  future,  to  be  acquired  of  the  said  Railway 
Company: — 

This  Bond  shall  not  become  valid  or  obligatory  until  the  certificate 
authenticating  the  same  which  is  endorsed  hereon  shall  have  been  duly 
signed  by  the  president,  or  other  duly  authorized  officer,  of  the  said 
Trust  Company.  In  Witness  Whereof  the  said  Railway  Company  has 
caused  its  corporate  seal  to  be  hereunto  affixed  and  the  same  to  be 
attested  by  the  signatures  of  the  President  and  Secretary,  and  has 
likewise  caused  the  signature  of  its  Secretary  to  be  attached  to  the 
several  coupons  hereunto  annexed  this  first  day  of  July  A.  D.  1872. 
[seal]  M.  P.  Ayers, 

President. 

Wm.  S.  Hook, 
Secretary. 

And  Whereas,  each  of  said  bonds  has  coupons  thereto  annexed  represent- 
ing the  several  installments  of  interest  to  become  due  thereon,  and 
said  coupons  bear  the  signature  of  the  Secretary  of  said  Company  and 
are  in  substantially  the  following  form. — 

The  Jacksonville  North  Western  and  South  Eastern  Railway  Company 
will  pay  to  the  bearer  (as  he  may  elect)  in  the  City  of  New  York 
thirty-five  Dollars  United  States  Gold  Coin,  or  in  London  seven  pounds 
five  shillings  and  ten  pence  sterling,  or  in  Frankfort  on  the  Main 
eighty  seven  florins  and  thirty  Kreutzers,  free   of  United  States  taxes, 

on  the  first  day  of  being  six  months  interest  on  Bond  No.  — . 

Wm.  S.  Hook, 
Secretary. 

And  Whereas,  it  is  the  true  intent  &  meaning  of  these  presents  that  each 
and  all  of  the  said  bonds  whether  now  executed  or  hereafter  to  be 
executed  shall  be  equally  secured  to  be  paid  by  these  presents. 

Now  Therefore,  This  Indenture  Witnesseth,  That  the  said  party  of  the 
first  part,  in  order  the  better  to  secure  the  payment  of  said  bonds  and 


1294       CHICAGO,   BURLIXGTOX   &   QTJINCY   RAILROAD  COMPANY 

all  of  the  interest  to  accrue  thereon,  and  for  and  in  consideration  of 
the  premises  and  of  the  sum  of  one  dollar,  to  the  party  of  the  first 
part  duly  paid  by  the  said  party  of  the  second  part,  at  or  before  the 
ensealing  and  delivery  of  these  presents,  the  receipt  whereof  is  hereby 
acknowledged,  hath  granted,  bargained  and  sold,  and  by  these  presents 
doth  grant,  bargain,  sell,  convey,  transfer,  assign  and  set  over  unto 
the  said  party  of  the  second  part,  his  heirs  and  assigns  all  and  singular 
the  said  railroad  now  belonging  to  the  said  party  of  the  first  part  and 
which  the  said  party  of  the  first  part  is  by  law  authorized  to  construct 
extending  and  to  be  constructed  from  the  city  of  Jacksonville,  in  Morgan 
County,  in  the  State  of  Illinois  aforesaid  to  the  town  of  Mount  Vernon, 
in  Jefferson  County,  in  the  same  State  being  a  distance  of  about  one 
hundred  and  twenty  five  miles.  And  also  all  rolling  stock,  equipment 
and  machinery  connected  or  to  be  conected  with  said  Railroad,  and  all 
property,  rights  and  franchises  now  held  or  hereafter  to  be  acquired, 
by  the  said  party  of  the  first  part,  its  successors  01*  assigns,  in  connection 
therewith  including  in  the  premises  hereby  granted  all  the  railways, 
ways  and  rights  of  way.  and  all  the  depot  grounds  and  other  lands, 
and  all  the  tracks,  bridges,  viaducts,  culverts  fences,  and  other  struc- 
tures, and  all  the  depots  stations,  station  houses,  engine  houses,  car 
houses,  freighthouses.  wood  houses  and  other  buildings,  and  all  machine 
shops,  and  other  shops  held  or  acquired,  and  which  shall  be  held  or 
acquired,  for  use  in  connection  with  the  said  Railroad,  or  in  connection 
with  the  business  thereof:  and  including  also  all  the  locomotives,  tend 
passenger,  b:  __■_.'■  _  ts  and  other  cars,  and  all  the  rolling  stock  and 
equipment,  and  all  the  machinery,  tools,  implements,  fuel  and  materials 
for  constructing,  operating,  repairing  or  replacing  the  said  railroad  or 
the  equipments  or  appurtenances  of  the  said  railroad,  now  held,  or 
hereafter  to  be  acquired,  by  the  said  party  of  the  first  part:  together 
with  all  and  singular  the  tenements,  hereditaments  and  appurtenances 
to  the  said  Railroad  and  premises  or  any  part  thereof:  belonging  or  in 
anywise  appertaining  and  the  reversion  &  reversions,  remainder  and 
remainders,  tolls,  incomes,  rents  issues  and  profits  thereof  and  also  all 
the  estate,  right,  title,  interest  property,  possession,  claim  and  demand 
whatsoever,  as  well  in  law  as  in  equity,  of  the  said  party  of  the  first 
part,  of  in  and  to  the  same,  and  any  and  every  part  and  parcel  thereof 
with  the  appurtenances,  and  also  all  books  of  account  and  vouchers  kept 
and  to  be  kept  by  the  said  party  of  the  first  part,  and  all  other  property, 
whatsoever,  which  the  said  party  of  the  first  part  now  holds  or  shall 
hereafter  acquire.  To  Have  and  To  Hold  the  said  Railroad  and  premises, 
and  all  the  franchises  and  property  hereinbefore  described  unto  the  said 
party  of  the  second  part,  its  successors  and  assigns  forever.  But  in 
Trust  nevertheless,  for  the  uses  and  purposes,  and  with  and  subject  to 
the  powers,  agreements,  and  conditions,  hereinafter  in  that  behalf 
mentioned  and  set  forth:  And  this  Indenture  Further  Witnesseth  that 
For  the  considerations  aforesaid  and  in  order  the  better  and  more  effec- 
tually to  secure  the  payment  of  said  bonds  and  of  all  interest  to  accrue 
thereon,    the    said    party    of    the    first    part    has    covenanted,    promised 


CORPORATE    HISTORY  1295 

granted  and  agreed  to  and  with  the  said  party  of  the  second  part  its 
successors  and  assigns  as  follows  to-wit:  Article  First,  until  default 
shall  be  made  by  the  said  party  of  the  first  part,  its  successors  or  assigns, 
in  the  payment  of  interest  or  principal  of  said  bonds,  or  in  the  due 
observance  of  the  covenants  and  agreements  hereinafter  contained  on 
the  part  and  behalf  of  the  said  party  of  the  first  part  the  said  party  of 
the  first  part  its  successors  and  assigns  shall  be  suffered  and  permitted 
to  remain  in  the  actual  possession  of  the  said  railroad  aud  premises  aud 
to  exercise  the  franchises  and  rights  relating  thereto,  and  to  collect, 
receive  and  use  the  tolls,  incomes,  rents,  revenues,  issues  and  profits 
thereof  in  any  manner  which  will  not  impair  the  lien  created  by  these 
presents:  And  the  said  party  of  the  first  part  hereby  covenants,  promises 
and  agrees  to  and  with  the  said  party  of  the  second  part  aud  to  and  with 
its  successors  in  the  Trust  hereby  created,  that  the  said  party  of  the 
first  part,  its  successors  and  assigns  remaining  in  the  possession  of  the 
said  railroad  aud  jueniises  shall  and  will  keep  the  said  railroad  in  good 
order  aud  safe  running  condition,  and  shall  and  will  from  time  to  trme, 
pay  and  discharge  all  taxes,  assessments  and  governmental  charges, 
which  may  be  lawfully  imposed  upon  the  said  railroad  and  premises, 
or  upou  any  part  thereof,  and  the  lieu  of  which  might  or  could  be  held 
to  be  prior  to  the  lien  of  these  presents,  so  that  the  priority  of  these 
presents  may  be  duly  preserved  aud  the  said  party  of  the  first  part  will 
not  do  or  suffer  any  acts  or  thing  whatsoever,  whereby  the  lieu  hereof 
may,  or  can  be  impaired,  until  the  said  bonds  and  all  interest  thereon 
shall  be  fully  paid  and  satisfied. 

Article  Second.  In  case  default  shall  be  made  in  the  payment  of  any 
semi-annual  installment  of  interest  which  may  accrue  upon  the  said 
bonds  or  upon  any  of  them,  wheu  such  interest  shall  become  due  and  be 
demanded,  and  such  interest,  or  any  part  thereof  shall  remain  unpaid 
and  in  arrear  for  the  period  of  three  months,  or  in  case  default  shall  be 
made  in  the  due  observance  and  performance  of  the  covenant  of  further 
assurance  hereinafter  set  forth  or  in  the  payment  of  any  taxes  assess- 
ments or  other  governmental  charges,  which  may  be  lawfully  levied  or 
imposed  upon  the  said  railroad  and  premises,  or  upon  any  part  thereof 
and  either  of  said  last  mentioned  defaults  shall  continue  for  the  period 
of  one  year,  or  in  case  default  shall  be  made  in  the  payment  of  the 
principal  of  said  bonds,  or  any  one  of  them,  then  and  in  any  and  every 
such  case  of  default,  it  shall  be  lawful  for  the  said  party  of  the  second 
part,  as  the  trustee  under  these  presents,  or  for  any  successor  of  the  said 
party  of  the  second  part  in  the  trusts  created  by  these  presents  to  enter 
into  and  upon  the  railroad  and  premises  hereinbefore  granted  or  con- 
veyed and  each  and  every  part  of  the  same,  and  from  thenceforth  the 
said  railroad  and  premises  and  each  and  every  part  thereof,  and  all 
and  singular  the  rights  and  franchises  hereinbefore  granted,  to  have, 
hold,  and  enjoy  operating  the  said  railroad  by  such  superintendents, 
managers,  receivers,  assistants  and  servants,  or  other  attorneys  or 
agents  as  the  said  trustee  shall  deem  proper,  and  making  from  time  to 
time  all   such  repairs  and  replacements  and  all  such   useful  alterations, 


1296      CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

additions  and  improvements  to  the  said  railroad  and  premises,  as  the 
said    trustee   may    deem    expedient    and    judicious. 

And  it  shall  likewise  be  lawful  for  the  said  trustee,  after  any  and 
every  default  happening  and  continuing  as  aforesaid  to  collect  and 
receive  all  tolls,  fares,  freights,  rents,  revenues,  incomes,  issues  and 
profits  of  the  said  railroad  and  premises  and  of  every  part  and  parcel 
thereof  and  after  deducting  therefrom  all  the  expenses  lawfully  incurred 
in  making  such  entry  or  in  otherwise  obtaining  possession  of  said 
premises  including  reasonable  attorney  and  council  fees  as  well  as  any 
and  all  expenses  of  holding,  operating  and  managing  the  said  railroad 
and  premises  and  conducting  the  business  thereof;  including  the  costs 
and  expenses  of  all  such  repairs,  replacements,  alterations,  additions  and 
improvements  as  may  be  made  by  said  trustee  as  aforesaid  and  all  pay- 
ments which  may  he  made  or  be  due  for  taxes  and  assessments  or  other 
charges  or  liens  prior  to  the  lien  of  these  presents  upon  the  said  railroad 
and  premises  or  upon  any  part  or  parcel  thereof  and  just  compensation 
for  the  trustees  own  services,  to  apply  any  and  all  tolls,  incomes,  rents, 
revenues,  issues  ami  profits  of  the  said  railroad  and  premises  which  may 
lie  received  by  said  trustee  as  aforesaid  to  the  payment,  first  of  all 
overdue  interest  on  said  bonds  with  interest  thereon,  and  secondly  to 
the  payment  of  all  interest  accruing  during  such  possession  of  said 
trustee,  which  payments  of  interest  shall  lie  made  to  the  holders  of  the 
bonds  ami  coupons,  evidencing  the  right  to  the  same,  ratably  and  without 
discrimination  or  preference  between  them. 

Article  Third.  In  case  default  shall  be  made  in  the  payment  of 
interest  on  any  of  the  said  bonds,  and  such  interest  shall  remain  unpaid 
and  in  arrear  for  the  space  of  three  months  as  aforesaid  or  in  case 
default  shall  lie  made  in  the  payment  of  the  principal  of  any  of  said 
bonds:  then,  and  in  any  and  every  such  case  of  default  in  the  payment 
nt  such  interest  or  principal  of  said  bonds  it  shall  likewise  be  lawful 
for  the  said  party  of  the  second  part  being  the  trustee  under  these 
presents  or  for  any  of  its  successors  in  the  trust  hereby  created  after 
entry  upon  the  said  premises  as  aforesaid  or  without  any  entry  thereon, 
to  sell  and  dispose  of  all  and  singular  the  railroad  and  premises  and  of 
all  and  singular  the  property,  rights  and  franchises  hereinbefore  granted 
or  conveyed  or  intended  so  to  be,  which  shall  then  remain  subject  to 
the  lien  or  operation  of  these  presents,  at  public  auction  in  the  city 
of  Jacksonville  aforesaid,  or  in  the  city  of  New  York:  and  at  such  time 
as  such  trustee  shall  appoint,  but  preparatory  to  such  sale,  the  said 
trustee  shall  give  public  notice  of  the  time  and  place  when  and  where 
the  same  is  to  be  made  by  advertisement  thereof  published  at  least 
three  times  a  week  for  six  successive  weeks  in  two  newspapers  in  the 
city  of  New  York,  and  also  by  advertisement  published  at  least  once 
a  week  for  six  successive  weeks  in  one  newspaper  in  the  said  City  of 
Jacksonville  and  one  newspaper  in  the  said  town  of  Mount  Vernon: 
And  it  shall  be  lawful  for  said  trustee  to  make  and  deliver  to  any 
purchaser  or  purchasers  at  such  sale  a  good  and  sufficient  deed,  or  good 
and   sufficient   deeds   in   the   law   of    and   for   the   railroad   and   property 


CORPORATE    HISTORY  1297 

which  shall  be  sold  as  aforesaid  to  such  purchaser  or  purchasers:  — 
And  it  is  hereby  expressly  declared  and  agreed  that  any  sale  which 
shall  be  made  as  aforesaid  shall  be  a  perpetual  bar  both  at  law  and  in 
equity  against  the  said  party  of  the  first  part  and  against  its  successors 
and  assigns  and  against  any  and  all  persons  whomsoever,  claiming  or  to 
claim  the  said  railroad  or  other  property  so  sold  or  any  part  or  parcel 
thereof  by  from  through  or  under  the  said  party  of  the  first  part  its 
successors  or  assigns.  And  after  deducting  from  the  proceeds  of  such 
sale  just  allowances  for  all  expenses  connected  therewith  including 
attorney  and  council  fees,  as  well  as  any  and  all  advances,  expenses 
and  liabilities  which  such  trustee  may  have  made  or  incurred  in  operat- 
ing or  maintaining  the  said  railroad  or  in  managing  the  business  thereof 
or  in  arranging  for  making  or  completing  the  sale  aforesaid  and  also 
all  payments  made,  or  necessary  or  proper  to  be  made  for  taxes  or 
assessments  or  for  other  charges  or  liens  prior  to  the  lien  of  these 
presents,  if  any  such  there  shall  be  on  the  said  railroad  and  premises  or 
on  any  part  thereof  as  well  as  just  and  reasonable  compensation  for 
its  or  his  own  services,  the  said  trustee  shall  and  may  use  and  apply 
the  purchase  money  and  proceeds  of  such  sale  in  and  to  the  payment  of 
the  principal  of  such  of  said  Bonds  as  may  be  at  that  time  outstanding 
and  unpaid  whether  or  not  such  principal  thereof  shall  have  by  the 
terms  of  said  bonds  previously  become  due  and  of  the  interest  which 
shall  have  accrued  upon  the  said  principal  up  to  that  time  and  be 
unpaid  (with  interest  thereon  if  the  same  be  overdue)  without  dis- 
crimination or  preference  as  between  principal  and  interest,  but  ratably 
to  the  aggregate  amount  of  such  unpaid  principal  and  accrued  and 
unpaid  interest — it  being  understood  and  hereby  declared  and  agreed 
that  upon  any  sale  of  said  premises  which  may  be  made  as  aforesaid, 
or  upon  any  sale  thereof  which  may  be  made  under  or  by  virtue  of  the 
judgment  or  decree  of  any'  Court  of  competent  jurisdiction,  rendered 
in  any  suit  or  proceedings  for  the  enforcement  or  foreclosure  of  the 
lien  hereby  created,  the  principal  of  all  the  bonds  aforesaid  shall  become 
and  be  immediately  due  and  payable:  And  it  is  hereby  further  declared 
and  agreed,  that  payment  of  the  principal  and  interest  of  the  bonds 
aforesaid  out  of  the  proceeds  of  the  sale  of  sa  id  premises  as  aforesaid 
shall  be  made  to  the  persons  holding  the  said  bonds  and  coupons  evi- 
dencing the  right  of  such  principal  and  interest  without  discrimination 
or  preference  between  them  on  account  of  the  time  of  the  actual  issue 
of  said  bonds:  And  it  is  further  declared  and  agreed  that  if  after 
payment  in  full  of  all  the  said  bonds,  principal  and  interest,  including 
the  interest  on  overdue  coupons  a  surplus  of  the  said  proceeds  of  sale 
shall  remain  the  said  trustee  shall  and  may  pay  over  such  surplus  to 
the  said  party  of  the  first  part  hereto  its  successors  or  assigns,  or  as 
any  Court  of  competent  jurisdiction  shall  lawfully  direct.  And  it  is 
hereby  declared  and  agreed,  that  the  said  trust.ee  may  adjourn  such 
sale,  or  cause  the  same  to  be  adjourned  by  announcement  made  at  the 
time  and  place,  appointed  for  such  sale,  and  if  so  adjourning  such 
sale,    he    may    afterwards    make    such    sale,    or    cause    the    same    to    be   , 


1298       CHICAGO,  BURLINGTON   &   QUINCY  RAILROAD  COMPANY 

made  at  the  time  and  place  to  which  the  same  shall  be  so  adjourned 
and  without  further  publication  of  notice  thereof  unless  in  the  judg- 
ment of  said  trustee  the  publication  of  such  adjournment  should  be 
advisable  in  which  case  the  said  trustee  may  in  its  discretion  cause 
the  same  to  be  made.  And  it  is  further  declared  and  agreed  that  the 
receipt  of  the  trustee  shall  be  a  sufficient  discharge  to  the  purchaser 
or  purchasers  of  the  property  which  shall  be  sold  as  aforesaid  for 
his  or  their  purchase  money:  and  that  such  purchaser  or  purchasers 
his  or  their  heirs  executors  or  administrators  shall  not  after  paying 
such  purchase  money  and  receiving  such  receipt,  be  liable  to  see  to 
the  application  of  such  purchase  money  upon  or  for  the  trusts  or 
purposes  of  these  presents  or  be  in  any  manner  whatsoever  answerable 
for  any  loss,  mis-application  or  non-application  of  such  purchase  money 
or  for  any  part  thereof. — And  it  is  hereby  further  declared  and  agreed 
that  in  case  of  default  as  aforesaid  the  party  of  the  first  part  shall 
waive  and  it  does  hereby  waive  the  benefit  of  any  and  all  extensions, 
stay  and  appraisement  laws  which  now  exist  or  which  shall  hereafter 
be  enacted. 

Article  Fourth.  It  is  hereby  mutually  agreed  that  at  any  public 
sale  of  the  railroad  and  property  hereinbefore  conveyed  which  may  be 
made  by  virtue  of  the  power  hereinbefore  granted,  or  by  virtue  of 
Judicial  authority  for  the  purpose  of  enforcing  the  lien  of  these 
presents,  the  trustee  under  these  presents  for  the  time  being,  may  in 
his  own  discretion  and  not,  otherwise  bid  for  and  if  the  same  be  ob- 
tainable at  the  price  hereinafter  mentioned  purchase  and  acquire  the 
property  so  offered  for  sale,  in  behalf  of  all  the  holders  of  the  bonds 
aforesaid  which  shall  then  be  outstanding  in  proportion  to  the  amount 
of  said  bonds  and  of  the  overdue  coupons  thereunto  belonging  by 
them  respectively  held.  Provided  however,  that  nothing  herein  con- 
tained shall  authorize  'he  said  trustee  to  bid  for  the  entire  property 
then  held  upon  the  trusts  of  this  Indenture  on  behalf  of  the  holders 
of  said  bonds,  a  sum  exceeding  the  whole  amount  of  said  bonds  then 
outstanding  with  the  interest  accrued  thereon,  and  the  expenses  of 
such  sale  or  an  amount  reasonably  proportionate  thereto  for  any  part 
of  the  said  property. 

And  it  is  hereby  further  agreed,  that  the  bonds  and  overdue  coupons 
aforesaid  or  any  of  them  shall  be  received  in  payment  or  on  account 
of  the  purchase  money  of  any  property  which  shall  be  offered  for  sale 
as  aforesaid,  as  equivalent  to  so  much  of  the  said  purchase  money  as 
would  be  distributable  and  payable  thereon  out  of  the  proceeds  of 
such  sale  whether  such  sale  be  made  by  virtue  of  the  powers  herein- 
before granted,  or  by  judicial  authority,  or  both. 

Article  Fifth.  In  case  default  shall  be  made  in  the  payment  of 
any  semi-annual  installment  of  interest  to  accrue  on  any  of  the  said 
bonds  when  such  interest  shall  become  payable  and  if  such  interest 
shall  remain  unpaid  and  in  arrear  for  the  space  of  six  months  then, 
and  in  each  and  every  such  ease  of  the  happening  and  continuing  of 
such   default   in   the  payment   of  interest  the  principal  of  each   and  all 


CORPORATE    HISTORY  1299 

of  said  bonds  may  be  declared  by  the  trustee  for  the  time  being  here- 
under or  by  a  majority  in  interest,  of  the  holders  of  all  the  said  bonds 
which  may  then  be  outstanding  and  unpaid  at  the  option  of  such  trustee 
of  such  majority  in  interest  of  bondholders  to  be  and  thereupon  the 
same  shall  become  and  be  due  and  payable  immediately,  notwith- 
standing that  the  time  limited  in  said  bonds  for  payment  thereof  may 
not  then  have  elapsed,  provided  however,  that  the  exercises  of  such 
option  shall  be  evidenced  by  an  instrument  in  writing  duly  signed  by 
such  trustee  or  such  majority  in  interest  of  said  bond-holders  and  served 
upon  the  said  party  of  the  first  part  or  the  same  shall  be  declared  by 
a  resolution  of  a  majority  in  interest  of  said  bondholders  passed  by  a 
meeting  of  said  bondholders  duly  convened  and  held  as  hereinafter  men- 
tioned and  a  duly  authenticated  copy  whereof  shall  be  served  on  the 
said  party  of  the  first  part. 

Article  Sixth.  It  is  hereby  expressly  declared  and  agreed  that  in  case 
default  shall  be  made  in  the  payment  of  interest  upon  any  of  the  said 
bonds  where  such  interest  shall  become  due  and  be  demanded  and  that 
such  default  shall  continue  for  the  space  of  six  months,  or  in  case  default 
shall  be  made  in  the  payment  of  the  principal  of  any  of  the  said  bonds 
when  the  same  shall  become  due,  then,  and  in  either  and  every  such  case  of 
default,  it  shall  be  the  duty  of  the  trustee  for  the  time  being,  under 
these  presents  to  exercise  the  powers  of  entry  and  sale  hereinbefore 
granted  or  to  take  appropriate  proceedings,  at  law  or  in  equity  to  en- 
force the  rights  of  the  holders  of  said  bonds  upon  a  requisition  to  that 
effect  being  made  upon  the  said  trustee  signed  by  holders  of  at  least 
one  fourth  in  amount  of  said  bonds  then  outstanding  and  upon  a  proper 
indemnification  to  said  trustee  against  all  costs  and  expenses  to  be  by 
such  trustee  incurred  in  the  premises. 

Article  Seventh.  The  Trustee  under  these  presents  shall  have  at 
all  times  while  the  said  bonds  or  any  of  them  remain  outstanding  and 
the  said  trustee  is  hereby  granted  full  power  and  authority  to  be  exer- 
cised in  its  own  discretion  and  not  otherwise,  to  release  from  the  lien 
and  operation  of  these  presents,  in  such  manner  as  it  may  be  advised 
upon  the  request  in  writing  of  the  said  party  of  the  first  part,  its 
successors  or  assigns,  any  portion  of  the  aforesaid  premises,  not 
being  part  of  the  main  line  of  the  said  Railroad,  which  in  the  judg- 
ment of  such  trustee,  shall  not  be  necessary  for  use  in  connection 
therewith  and  which  shall  have  been  acquired  for  station  or  depot  pur- 
poses, or  for  shops  or  other  buildings,  or  for  supplying  fuel,  gravel, 
or  other  material,  but  which  in  the  judgment  of  such  trustee  it  shall 
have  become  unnecessary  or  inexpedient  to  retain  in  consequence  of 
its  having  become  necessary  or  desirable  to  change  the  location  of  such 
depot,  shop,  or  other  building  or  to  substitute  other  lands  for  the 
purpose  of  supplying  such  fuel,  gravel  or  material  provided  always 
that  any  and  all  lands  and  premises  which  shall  be  acquired  for  sta- 
tion or  depot  purposes  or  for  shops  or  other  buildings  or  for  the  pur- 
pose of  supplying  fuel,  gravel  or  other  material  shall  be  conveyed  to 
the   said  trustee   to   be   held  by   him   upon   the   trusts   of   these   presents 


1300       CHICAGO,  BURLINGTON   &   QUINCY  RAILROAD  COMPANY 

in  the  same  manner  as  the  premises  so  released.  And  the  said  trustee 
may  also  allow  the  said  Company  its  successors  or  assigns  to  dispose 
of  any  rolling  stock  equipment  and  machinery  or  other  personal  prop- 
erty, which  may  be  held  for  use  upon  or  in  connection  with  said  Kail- 
road  or  the  business  thereof  but  which  in  said  trustee's  judgment 
shall  have  become  unfit  or  undesirable  for  such  use.  Provided  Always 
that  any  and  all  rolling  stock  equipment  and  machinery  or  other  per- 
sonal property  which  may  be  acquired  in  substitution  for  any  similar 
property  so  disposed  of  shall  become  and  be  subject  to  the  lien  of 
these  presents. 

Article  Eighth.  The  said  party  of  the  first  part  shall  before  the  first 
day  of  J  a  Hilary  A.  D.  1873  appoint  and  designate  an  Agency  at  the 
City  of  New  York,  for  the  payment  of  the  interest  on  said  bonds,  as 
such  Interest  shall  become  due  in  American  Gold  Coin,  and  the  said 
party  of  the  first  part  shall  also  before  the  date  last  aforesaid,  appoint 
and  designate  an  Agency  in  each  of  the  cities  of  London  in  England 
and  Frankfort  on  the  Main  in  Germany,  for  the  payment  o.f  such  in- 
terest in  the  coin  at  which  the  same  is  hereinbefore  expressed  to  be 
payable  at  such  places  respectively  and  the  said  party  of  the  first 
part  shall  at  all  times  while  said  bonds  or  any  of  them  remain  out- 
standing have  agencies  at  both  said  cities  for  the  purpose  of  paying 
such  interest. 

Article  Ninth.  It  is  hereby  expressly  declared  and  these  presents  are 
upon  the  condition  that  if  the  said  party  of  the  first  part  shall  well 
and  truly  pay  and  discharge  the  interest  on  each  and  every  of  the 
said  bonds  as  the  same  shall  mature,  and  shall  well  and  truly  pay 
and  discharge  the  principal  of  each  and  every  of  the  said  bonds  when 
such  principal  shall  become  due  and  payable,  according  to  the  true 
intent  and  meaning  of  said  bonds,  and  these  presents  shall  well  and 
truly  keep  and  perform  the  other  covenants  and  agreements  in  these 
presents  contained  to  be  by  it  kept  ..V  performed  then  these  presents  and 
all  the  estate  and  interest  thereby  granted  shall  cease  determine  and 
become  void,  otherwise  the  same  shall  be  and  remain  in  full  force  and 
virtue  and  the  said  party  of  the  first  part  hereby  covenants,  promises 
and  agrees  to  and  with  the  said  party  of  the  second  part  and  to  and 
with  its  successors  in  trust  hereby  created,  that  the  said  party  of  the 
first  part  shall  and  will  well  and  truly  pay  the  said  bonds  and  all  interest 
to  accrue  thereon,  at  the  time  and  in  the  manner  in  said  bonds  mentioned 
and   according  to  the  true  interest  and  meaning  thereof. 

Article  Tenth.  It  is  hereby  declared  and  agreed  that  the  trustee  under 
these  presents  shall  be  entitled  to  a  reasonable  compensation  for  any 
services  which  the  said  trustee  may  hereafter  render  in  the  trust  hereby 
created  to  be  paid  by  the  said  party  of  the  first  part,  that  the  said 
trustee  shall  not  be  answerable  for  the  default  or  misconduct  of  any 
agent  or  attorney  who  may  be  appointed  by  it  in  pursuance  of  these 
presents,  if  such  agent  or  attorney  be  selected  with  reasonable  care  and 
that  the  said  trustee  shall  not  be  answerable  or  accountable  for  anything 
whatever   in  connection   with   said  trust,  but  gross  negligence   or   wilful 


CORPORATE    HISTORY  1301 

misconduct  or  default.  And  it  is  further  declared  and  agreed  that  the 
trustee  hereunder  may  at  any  time  be  removed  by  a  majority  in  interest 
of  the  bona  fide  holders  of  said  bonds,  provided  such  removal  be  made 
by  an  instrument  in  writing  under  seal,  duly  executed  and  acknowledged, 
that  the  said  trustee  may  resign  the  trust  under  these  presents  at  any 
time  by  giving  sixty  days  notice  in  writing'  of  the  intention  so  to  do,  to 
the  said  party  of  the  first  part  and  to  such  of  the  holders  of  said  bonds 
as  shall  have  registered  with  such  trustee  their  names  and  post  office 
addresses,  provided  such  notice  of  resignation  be  served  on  the  said  party 
of  the  first  part  at  its  principal  office  and  on  the  bondholders  who  shall 
have  so  registered  their  names  and  addresses  with  said  trustee  by  the 
deposit  thereof  in  the  mail  at  the  city  of  New  York,  directed  to  said 
bondholders  respectively.  And  it  is  further  agreed  and  declared  that  in 
case  the  trustee  hereby  appointed  or  any  successors  of  such  trustee  shall 
at  any  time  hereafter  resign  the  said  trust,  or  be  removed  therefrom,  as 
aforesaid  another  trustee  may  and  shall  be  appointed  by  a  majority  in 
interest  of  the  holders  of  said  bonds,  by  an  instrument  in  writing  duly 
signed  by  such  majority  in  interest  of  said  bondholders  or  by  the  note  of 
a  majority  in  interest  of  said  bondholders  given  at  a  meeting  of  such 
bondholders  duly  convened  and  held  as  hereinafter  provided.  And  it  is 
further  agreed  and  declared,  that  in  case  the  appointment  of  a  trustee 
shall  be  unduly  delayed  and  the  trust  shall  remain  vacant  for  more  than 
sixty  days  any  holder  or  holders  of  said  bonds  to  the  aggregate  amount 
of  one  hundred  thousand  dollars  or  upwards,  upon  reasonable  notice  to 
the  said  party  of  the  first  part,  apply  to  any  Court  of  competent  juris- 
diction for  the  appointment  of  a  new  trustee,  but  no  bondholder  shall 
be  entitled  to  make  such  application  to  Court  until  reasonable  time  to 
wit  sixty  days  shall  have  been  allowed  for  the  purpose  of  enabling  a 
majority  in  interest  of  said  bondholders  to  appoint  a  new  trustee  as 
aforesaid:  And  it  is  hereby  further  agreed,  that  it  shall  be  the  duty  of 
any  trustee  resigning  or  being  removed  as  aforesaid  to  execute  acknowl- 
edge and  deliver,  but  not  at  his  own  cost  or  expense,  but  at  the  cost 
and  expense  of  the  party  of  the  first  part  any  and  all  deeds  and  instru- 
ments which  may  be  reasonably  requested  by  the  said  new  trustee  to 
execute  for  the  purpose  of  assuring  the  title  in  said  premises  to  such 
trustee.  And  it  is  hereby  further  expressly  declared  and  agreed  that 
whenever  and  as  often  as  any  contingency  shall  arise  in  which  the 
action  of  a  majority  in  interest  of  the  holders  of  said  bonds  shall  be 
necessary  or  in  which  the  said  bondholders  are  herein  declared  to  have 
any  discretionary  voice  or  power  the  trustee  hereunder  shall  be  and  is 
hereby  authorized  and  empowered  at  the  proper  cost  and  expense  of 
the  said  party  of  the  first  part,  to  call  a  meeting  of  all  the  holders  of 
bonds  secured  hereby  to  be  held  in  the  city  of  New  York  by  advertise- 
ment to  be  published  three  times  in  each  week  for  six  weeks  in  two 
newspapers  of  good  circulation  amongst  the  business  community  in  that 
city  and  also  in  our  newspaper  in  the  city  of  London,  England,  and  in 
default  of  such  meeting  being  called  by  the  said  trustee  within  thirty 
days    after    notification    in    writing    by    any    bondholder    of    the    necessity 


1302     CHICAGO,    BURLINGTON    &    QUINCY    RAILROAD    COMPANY 

therefor,  it  shall  be  competent  for  any  holder  or  holders  of  said  bonds 
to  the  aggregate  amount  of  one  hundred  thousand  dollars,  to  eall  said 
meeting  in  the  manner  aforesaid. 

Provided  however  that  at  any  meeting  called  as  aforesaid  a  majority 
in  interest  of  the  holders  of  said  bonds  may  prescribe  and  establish 
such  rules  as  they  may  deem  proper  for  the  calling  of  future,  similar 
meetings,  and  the  regulation  of  the  proceedings  thereof.  And  it  is 
hereby  declared  and  agreed  that  at  any  meeting  convened  and  held 
pursuant  to  these  presents  the  holders  of  said  bouds  shall  be  competent 
to  exercise  in  person  or  by  proxy,  all  the  powers  and  authorities  con- 
ferred upon  them  by  these  presents.  Provided  nevertheless,  that  any 
person  appearing  at  said  meeting  of  bond  holders  and  claiming  the  right 
to  participate  therein  shall  be  requested  by  any  bondholders  present 
thereat  produce  the  bond  or  bonds  upon  which  such  person  may  claim  the 
right  to  vote  at  such  meeting,  or  file  an  affidavit  with  the  Chairman  of 
such  meeting,  that  he  the  person  so  claiming  the  right  to  participate  in 
such  meeting  is  a  holder  of  one  or  more  of  the  bonds  aforesaid,  or  the 
proxy  of  such  holder,  in  which  affidavit  he  shall  specify  the  amount  and 
number  of  the  bonds  which  he  claims  to  hold  or  represent  before  being 
allowed  to  vote  at  such  meeting,  except  for  the  purpose  of  temporarily 
organizing  the  same  and  on  the  adjournment  of  such  meeting  all  such 
affidavits  shall  be  delivered  to  the  trustee  under  these  presents. 

And  this  Indenture  fwther  Witnesseth  that  the  said  party  of  the  first 
part,  for  the  consideration  aforesaid  has  promised  and  agreed  and  does 
hereby  covenant  promise  and  agree  to  and  with  the  said  party  of  the 
second  part  and  its  successors  and  successor  in  the  trust  hereby  created, 
that  the  said  party  of  the  first  part  its  successors  and  assigns  shall  and 
will  well  and  truly  pay  or  cause  to  be  paid  unto  the  holder  or  holders 
of  said  bonds,  the  principal  and  interest  thereof  as  the  same  shall 
become  payable,  according  to  the  tenor  of  said  bonds  and  the  terms 
of  the  coupons  thereto  annexed:  and  shall  and  will  do  observe  and  per 
form  any  and  every  act  and  thing  mentioned  in  or  required  by,  these 
presents,  to  be  by  it  or  them  done,  observed  and  performed,  and  that 
the  said  party  of  the  first  part  its  successors  and  assigns  shall  and  will 
from  time  to  time  and  at  all  times  hereafter,  and  as  often  as  thereunto 
requested  by  the  trustee  under  this  indenture  execute  acknowledge  and 
deliver  all  such  further  deeds,  conveyances  and  assurances  in  the  law,  for 
the  better  assuring  unto  the  said  party  of  the  second  part,  and  unto  its 
successors  and  successor  in  said  trust  upon  the  trusts  herein  expressed 
the  railroad  equipments,  appurtenances,  franchises  property  and  things 
hereinbefore  mentioned  and  particularly  any  and  all  property,  rights  and 
franchises  whatsoever,  which  shall  or  may  at  any  time  hereafter,  while 
the  said  bonds  or  any  of  them  remain  unpaid,  be  acquired  by  the  said 
party  of  the  first  part  its  successors  or  assigns,  as  by  the  said  trustee 
or  by  its  counsel  learned  in  the  law,  shall  be  reasonably  advised,  devised 
or  required. 

///  Witness  Whereof,  The  said  party  of  the  first  part,  has  caused  its  Cor- 
porate   seal    to    be    hereunto    affixed,    and    these    presents    to    be    signed 


CORPORATE    HISTORY  1303 

by  its  President  and  Secretary  and  the  said  party  of  the  second 
part  in  order  to  evidence  its  acceptance  of  the  trust  hereby  created  had 
also  caused  its  corporate  seal  to  be  hereunto  affixed  and  the  same  to  be 
attested  by  the  signatures  of  its  President  and  Secretary  the  day  and 
year  first   above   written. 

[seal]  Marshall  P.  Ayers, 

Prest. 
Signed,  sealed  and  delivered  in  presence  of  Jas.  Berdan. 

William  S.  Hook, 
[seal]  Sec. 

The  Farmers  Loan  &  Trust  Co., 
Attest:  Geo.  P.  Pitch,  Secretary.  By  R.  G.  Rolston,  President. 


I  ss. 


State  of  New  York, 
.City  and  County  of  New  York. 

Be  it  known  that  on  the  day  of  the  date  hereof  before  me  Edwin  F. 
Covey  Junior,  a  Notary  Public  of  the  State  of  New  York  duly  com- 
missioned and  sworn  and  dwelling  in  the  city  of  New  York  personally 
appeared  Rosewell  G.  Rolston  to  me  personally  known  and  known  to  me 
to  be  the  President  of  the  Farmers  Loan  and  Trust  Company:  Who  being 
by  me  duly  sworn  did  depose  and  say  that,  he  resides  in  the  city  of  New 
York  that  the  seal  which  is  affixed  to  the  foregoing  instrument  is  the 
corporate  seal  of  said  company  and  was  thereto  affixed  by  authority 
of  the  Board  of  Directors  of  said  Company  and  that  he  subscribed  his 
name    thereto    as    President    by    like    authority. 

In  Witness  Whereof  I  have  hereunto  set  my  hand  and  affixed  my  notarial 
seal,   this   twenty   eighth   day   of  June,   A.   D.   1872. 
[  seal]  Edwin  F.  Covey,  Jr. 

Notary  Public. 

State  of  Illinois,  ) 

y  ss 
Morgan  County.     \ 

Be  it  remembered,  that  on  the  day  of  the  date  hereof  Marshall  P. 
Avers,  President  of  the  Jacksonville  North  Western  and  South  Eastern 
Railway  Company,  and  William  S.  Hook,  Secretary  of  said  Company, 
who  are  personally  known  to  the  undersigned  a  notary  pubjic  for  the 
city  of  Jacksonville,  within  said  County  and  State,  and  residing  at  said 
City  of  Jacksonville  to  be  the  identical  persons,  whose  names  are  sub- 
scribed  to  the  foregoing  deed  of  trust  or  mortgage  as  having  executed 
the  same,  and  also  personally  known  to  me  to  be  such  President  and 
Secretary  respectively,  did  before  me  severally  acknowledge  that  they 
executed  the  said  deed,  by  the  authority  and  direction  of  the  said 
Company,  for  the  uses  and  purposes  therein  expressed. 

In  Witness  Whereof,  I  have  hereunto  set  my  name  and  affixed  my  Notarial 
seal  at  my  office  at  Jacksonville,  Illinois  this  tenth  day  of  July  A.  D. 
eighteen    hundred    and    seventy    two. 
[seal]  Jas.  Berdan,  Notary  Public. 

Recorded  July   20th   1872   at   3   O/c   P.   M. 


1304       CHICAGO,  BURLINGTON   &   QUINCY   RAILROAD  COMPANY 
State  of  Illinois.     )  • 

l  gg 

County  of  Morgan.  ) 

I,  F.  E.  Wanamaker,  Clerk  of  the  Circuit  Court  in  and  for  said  County 
and  State  aforesaid,  do  hereby  certify  the  above  and  foregoing  to  be 
a  true,  perfect  and  complete  copy  of  a  deed  recorded  in  Book  "Z"  on 
page    "439"    in   this    office. 

In  Witness  Whereof,  I  hereunto  set  my  hand  and  affix  the  seal  of  said 
court  at  my  office  in  Jacksonville,  Illinois,  this  4th  day  of  May,  A.  D. 
1923. 

F.  E.  Wanamaker, 
Clerk  of  tin    Circuit  Court  Morgan  County,  Illinois. 
[seal] 

DECREE,  May  17,  1879,  Circuit  Court  Morgan  County,  Illinois. 

circuit   Court   Record,   Chancery   5. 

193. 

The  Fanners  Loan  &  Trust  Company  vs.  the  Jacksonville,  North  Western 

&    South    Eastern   Railway    Company. 
BILL. 

And  now  on  this  17th  day  of  May,  1879,  come  the  parties  to  this 
suit  by  their  respective  solicitors,  and  this  cause  coming  on  to  be  heard 
upon  the  bill  and  exhibits  referred  to  and  made  part  of  the  same,  and 
the  answer  of  the  respondents,  and  on  motion  it  is  ordered  that  this 
cause  be  referred  to  the  Muster  to  pay  complainant  the  sum  due  on 
the  bonds  set  out  and  referred  to  in  the  bill  and  answer,  and  now 
again  OH  this  day  come  again  the  parties  and  presented  the  Master's 
report  which  is  filed,  and  which  being  fully  examined  by  the  Court, 
the  same  is  approved  and  ordered  to  be  recorded,  which  report  is  in 
the   woids   and   figures,  as  follows: 

"To  the  Hon.  Cyrus  Epler,  Judge  of  the  Circuit  Court  of  Morgan 
County,  State  of  Illinois,  in  Chancery  Sitting: 

In  pursuance  of  an  order  of  the  Honorable  Court  entered  in  said 
cause  this  17th  day  of  May,  1879,  by  which  it  was  referred  to  the  under- 
signed Master  in  Chancery  of  said  County,  I,  Henry  Stryker,  Jr.,  Master 
In  Chancery  of  said  County,  report  that  the  solicitor  of  the  complain- 
ant appeared  before  me  this  day  at  my  office  on  the  matters  in  refer- 
ence, and  that  I  examined  on  his  oath  by  me  first  duly  administered 
according  to  law  "William  S.  Hook,  who  testified  that  he  is  the  President 
of  the  said  Railway  Company,  and  that  it  executed  the  deed  of  trust 
exhibited  with  complainant's  bill,  and  the  bonds  therein  mentioned, 
which  deed  is  recorded  in  the  Recorder's  Office  of  the  Counties  of  Mor- 
gan, Sangamon,  Macoupin,  and  Montgomery;  that  the  principal  of  said 
bonds  is  $610,000.00  and  the  numbers  thereof  on  which  interest  has  been 
paid  and  the  statement  thereof  is  as  follows: 

Bonds  Nos.  52  &  73  have  coupons  due  Jan.  1st  and  July  1st,  1873,  paid, 
and  no  other  coupons  paid; 


CORPORATE   HISTORY  1305 

Bonds  Nos.  51  &  53  to  72  inclusive;  74  to  103  inclusive;  138  to  146 
inclusive;  148  to  160  inclusive;  171  to  210  inclusive,  in  all  113  bonds, 
have  coupons  from  Jan.  1st,  1873,  to  Jan.  1st,  1878,  inclusive,  in  all  11 
coupons  paid,  and  no  other; 

Bonds  Nos.  1  to  50  inclusive;  104  to  137  inclusive;  147-161  to  170 
inclusive;  211  to  610  inclusive,  have  no  coupons  paid;  in  all  495  bonds. 
The  taxes  for  this  year  are  unpaid  and  certain  taxes  for  a  former  year 
are  in  litigation,  all  of  which  is  respectfully  submitted. 

Henry  Stryker,  Jr., 

Master  in  Chancery. 

And  now  this  cause  coming  on  for  final  hearing  upon  the  bill,  answer, 
and  exhibits,  and  the  Master's  report,  and  the  papers  in  said  report 
referred  to,  and  the  Court  having  fully  heard  said  cause,  and  being  fully 
satisfied  in  the  premises  finds  that  the  respondent  did  on  the  10th  day  of 
July,  1872,  make  and  deliver  to  the  complainant  as  trustee  the  trust 
deed  mentioned  in  the  bill  of  complaint,  and  which  was  to  secure  610 
bonds  of  the  respondents  for  $1000.00  each  due  thirty  years  after  date 
with  semi-annual  interest  from  date,  payable  in  gold,  with  the  right 
rested  in  said  trustee  to  declare  the  principal  of  said  bonds  due  and 
payable  on  the  written  request  of  a  majority,  in  value  of  the  holders 
of  said  bonds,  if  the  matured  interest  on  the  same  should  be  overdue  for 
more  than  six  months. 

And  the  court  further  finds  that  said  mortgage  deed  was  duly  recorded 
in  the  office  of  the  Recorder  of  Deeds  in  each  and  all  of  the  Counties  in 
the  State  of  Illinois,  through  which  said  line  of  Railroad  runs,  and  it 
further  appearing  to  the  said  Court  that  the  respondent  has  made  default 
in  the  payment  of  the  interest  on  495  of  said  bonds  from  and  since  the 
date  of  said  bonds,  and  that  the  holders  of  a  majority  of  said  bonds  had 
requested  in  writing  the  complainant  to  declare  the  principal  of  all  of 
said  bonds  due  and  payable,  and  that  the  complainant  by  its  declaration 
in  writing  under  its  official  seal,  did  on  the  18th  day  of  April,  1879, 
declare  the  principal  of  said  bonds  due  and  payable,  and  which  declara- 
tion in  writing  is  on  file  in  this  case,  and  the  Court  further  finds  that 
all  of  the  principal  of  said  bonds  being  $610,000.00  is  due  and  unpaid 
and  for  interest  on  said  bonds  due  and  unpaid  to  this  date  there  is 
due  and  unpaid  the  sum  of  $250,026.10,  and  the  further  sum  of  $4676.43 
interest  on  matured  coupons,  making  the  sum  of  nine  hundred  and  six 
thousand  one  hundred  and  twelve  dollars  and  fifty  three  cents  ($906112.- 
53)  due  on  said  bonds  to  the  date  of  this  decree. 

It  is  therefore  ordered  and  decreed  by  the  court  that  the  defendant 
pay  to  the  complainant  for  the  use  of  the  several  bond  holders  as  herein- 
after provided,  the  said  sum  of  money  proved  due  as  aforesaid  within 
ten  days  from  this  date  with  six  per  cent,  interest  per  annum  from  the 
date  of  decree  to  the  date  of  payment,  and  if  default  be  made  in  the 
payment  of  said  sum  as  aforesaid,  then  it  is  further  ordered  and  decreed 
by  the  court  that  the  defendant,  and  all  persons  claiming  under  it  be 
forever  foreclosed   of  all  equity  of  redemption  in   and  to  the  road  bed, 


1306     CHICAGO,    BURLINGTON    &    QTJINCY    RAILROAD    COMPANY 

side   tracks,    and   other   real   estate,   depot    buildings   and   branches   men- 
tioned and  described  in  said  bill  of  complaint. 

And  it  is  further  ordered  and  decreed  that  all  and  singular  the  same 
be  sold  without  redemption  by  consent,  at  public  auction  to  the  highest 
bidder  at  the  South  door  of  the  Court  House  in  the  City  of  Jacksonville, 
Illinois. 

And  it  is  further  ordered  and  decreed  by  the  Court  that  out  of  the 
proceeds  arising  from  said  sale  shall  be  first  paid  all  costs  of  this  suit, 
and  of  the  making  of  said  sale. 

And  it  is  further  ordered  and  decreed  by  the  Court  that  after  the 
payment  of  costs  of  sale  and  this  decree,  the  Master  making  said  sale 
shall  then  pay  out  of  said  proceeds  the  interest  warrants  and  coupons 
unpaid,  and  the  interest  accrued  on  the  same  to  the  holders  of  the  same 
to  such  sum  as  will  make  the  sum  paid  on  said  bond  equal  in  interest 
paid  to  the  bond  holders  on  which  the  respondent  has  heretofore  paid 
interest,  and  after  the  payment  of  interest  so  as  to  equalize  said  bonds, 
then  the  remainder  of  the  proceeds,  if  any,  shall  be  equally  distributed 
upon  the  610  bonds  aforesaid  in  equal  amounts  until  the  proceeds  of  sale 
be  distributed,  and  if  any  of  said  proceeds  remain  after  the  payment 
of  all  of  such  costs,  and  the  sum  found  due  by  this  decree,  the  remainder 
shall  be  paid  over  to  the  defendant. 

And  it  is  further  ordered  and  decreed  that  said  sale  be  made  subject 
to  any  and  all  taxes  now  assessed  against  the  defendant  and  unpaid. 

And  it  is  further  ordered  and  decreed  that  any  of  the  holders  of  said 
bonds  shall  have  the  right  to  bid  at  the  sale  of  said  property. 

And  it  is  further  ordered  and  decreed  that  the  Master  in  Chancery 
making  said  sale  shall  receive  of  and  from  the  purchaser  the  overdue 
interest  warrants  on  said  bonds,  if  the  purchaser  shall  offer  to  pay  the 
purchase  price  in  said  interest  warrants,  and  if  the  same  be  purchased 
by  any  one  of  the  said  bond  holders,  the  purchase  money  may  be  paid  in 
bonds  and  interest  warrants,  and  in  cash,  such  sum  as  may  be  necessary 
to  equalize  the  distribution  of  the  proceeds  of  this  sale. 

And  it  appearing  to  the  court  that  the  bonds  and  interest  warrants 
aforesaid  have  been  deposited  witli  the  complainant  in  this  suit  to  enable 
it  to  proceed  with  this  foreclosure  suit,  it  is  therefore  ordered  that  the 
Master  making  said  sale  be,  and  he  is  hereby  authorized  to  receive  from 
the  purchaser  an  order  on  the  complainant  for  the  sum  of  said  bonds, 
and  interest  warrants  which  the  purchaser  may  be  entitled  to  pay  in 
said  purchase,  which  order  shall  be  received  and  accepted  by  said  Master 
and  when  said  bonds  and  warrants  are  delivered  to  him  by  the  com- 
plainant on  said  order,  the  said  Master  shall  report  the  same  to  this 
Court  for  cancellation. 

And  it  is  further  ordered  and  decreed  that  the  Master  shall  require 
of  the  bidder  at  said  sale  before  the  same  shall  be  accepted  by  the  said 
Master,  a  deposit  of  five  thousand  dollars  in  interest  warrants,  or  cash 
as  the  bidder  may  prefer  to  accompany  said  bid,  and  the  further  sum  of 


CORPORATE    HISTORY  1307 

fifteen  thousand  dollars  when  the  property  may  be  struck  off  to  such 
bidder,  which  may  be  in  said  warrants  or  in  cash  as  the  bidder  may 
prefer  as  a  security  that  the  said  bidder  will  perfect  his  bid  and  comply 
with  the  terms  of  this  sale,  and  with  the  terms  of  his  bid,  if  the 
property  shall  be  struck  off  to  him  or  them,  and  the  remainder  of  said 
bid  shall  be  fully  paid  on  the  tender  by  the  Master  making  the  sale 
of  a  deed  conveying  all  and  singular  the  said  property  and  franchises 
so  ordered  to  be  sold  as  aforesaid. 

And  it  is  ordered  and  decreed  by  the  Court  that  said  Master  make 
and  deliver  a  deed  for  said  property  on  the  purchaser  complying  with 
the  terms  of  this  sale. 

And  it  is  further  ordered  and  decreed  that  the  said  Master  shall  make 
report  to  this  Court  of  all  and  singular  his  proceedings  under  this  decree 
for  the  approval  of  the  Court. 

And  it  is  further  ordered  and  decreed  by  the  Court  that  the  Master  in 
Chancery  first  advertise  the  time,  terms  and  place  and  conditions  of  sale 
by  publication  of  notice  thereof  in  the  Jacksonville  Journal,  published 
in  Jacksonville,  Ills.;  said  sale  to  take  place  between  the  hours  of  12 
o  'clock  M.  and  3  o  'clock  P.  M.  on  the  day  advertised  for  the  sale  of 
the  property. 

And  it  is  further  ordered  and  decreed  that  upon  the  production  by  the 
purchaser  of  a  deed  duly  made  and  delivered  pursuant  to  the  terms  of 
this  decree  for  the  property  aforesaid,  and  a  demand  for  the  possession 
of  the  same,  the  defendant,  its  agents  and  its  servants  shall  surrender 
possession  of  all  of  said  property  to  the  purchaser  of  the  same,  and  it 
is  ordered  that  the  said  Master  make  report  of  his  proceedings  to  this 
court  for  its   approval. 

Endorsed  on  the  back  of  said  decree  is  the  following:  193  Farmers  Loan 
&  Trust  Co.  vs.  Jacksonville  N.  W.  &  S.  E.  Eailway  Co.  To  be  recorded, 
C.  Epler,  Judge.    Entered  O  Pg.  5.  M.  W.  &  L. 


[  ss. 


State  of  Illinois, 
Morgan  County. 

I,  John  A.  Eawlings,  Clerk  of  the  Circuit  Court,  and  ex-officio  re- 
corder, in  and  for  said  County  and  State  aforesaid,  do  hereby  certify 
that  the  above  and  foregoing  is  a  true,  correct  and  complete  transcript 
of  the  decree  in  a  certain  cause  then  pending  in  the  Circuit  Court  of 
said  County,  entered  on  the  17th  day  of  May,  1879,  on  the  Chancery 
side  thereof,  wlterein  The  Farmers  Loan  &  Trust  Company  was  com- 
plainant, and  The  Jacksonville  N.  W.  &  S.  E.  Eailway  Company  was 
defendant,  as  recorded  in  Circuit  Court,  Chancery  Eecord  O  at  pages 
5,  6,  7,  8,  and  9,  in  my  office  remaining. 

In  Testimony  Whereof  I  have  hereunto  set  my  hand  and  affixed  the  seal 
of  said  Court  this  first  day  of  August,  A.  D.  1912. 

John  A.  Eawlings, 
Circuit  Cleric  and  Recorder. 
[seal] 


1308       CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

MASTER'S  DEED,  July  15,  1879,  to  William  S.  Hook. 

This  Indenture  made  this  Fifteenth  day  of  July  1879  between  Henry 
Stryker,  Jr.,  Master  in  Chancery  of  Morgan  County  in  the  State  of 
Illinois  party  of  the  first  part  and  William  S.  Hook  of  the  County  of 
Morgan  and  State  of  Illinois  party  of  the  second  part  witnesseth. 
Whereas  in  pursuance  of  a  decree  entered  on  the  17th  day  of  May  1879 
by  the  Circuit  Court  of  said  Morgan  County  in  a  certain  case  then 
pending  therein  on  the  Chancery  side  thereof  wherein  The  Farmers  Loan 
and  Trust  Company  is  the  complainant  and  The  Jacksonville  North 
Western  and  South  Eastern  Railway  Company  is  the  respondent  the 
said  Master  in  Chancery  duly  advertised  according  to  law  the  premises 
and  property  hereinafter  described  for  sale  at  public  auction  to  the 
highest  bidder  for  cash  at  the  hour  of  Two  o'clock  in  the  afternoon 
on  the  Third  day  of  July  1879  at  the  south  door  of  the  Court  house  in 
the  City  of  Jacksonville  in  said  County  And  whereas  at  the  time  and 
place  so  as  aforesaid  appointed  for  said  sale  the  said  Master  in  Chancery 
attended  to  make  the  same  and  offered  and  exposed  said  premises  and 
property  for  sale  at  public  auction  to  the  highest  bidder  for  cash  and 
thereupon  William  S.  Hook  offered  and  bid  therefor  the  sum  of  Twenty 
Thousand  Dollars  $20,000  and  that  being  the  highest  bid  offered  said 
Master  in  Chancery  accordingly  struck  off  and  sold  to  said  William  S. 
Hook  for  said  sum  of  money  the  said  premises  and  property.  And 
whereas  said  Master  in  Chancery  duly  reported  said  sale  to  said  court  at 
said  term  and  the  said  court  on  July  15th  1879  it  being  one  of  the 
days  of  said  term  duly  approved  said  sale  and  on  all  things  confirmed 
said  sale  and  directed  said  Master  in  Chancery  to  execute  a  deed  for 
said  premises  and  property  to  the  said  William  S.  Hook.  Now  therefore 
in  consideration  of  the  premises  the  said  party  of  the  first  part  doth 
hereby  convey  unto  the  said  party  of  the  second  part  his  heirs  and 
assigns  the  said  premises  and  property  which  are  described  as  follows; 
namely  The  Railroad,  Bed,  Side  Track,  Depot  Buildings,  Station  Houses, 
and  all  other  real  estate  belonging  to  the  said  Jacksonville  North  West- 
ern &  South  Eastern  Railway  Company  now  constructed  and  in  opera- 
tion from  Jacksonville  in  Morgan  County,  Illinois  to  Virden  in  Macoupin 
County,  Illinois  and  all  rights  of  way  or  rights  to  extend  the  said  rail 
road  to  Mount  Vernon  in  Jefferson  County,  Illinois  and  all  the  franchises 
belonging  to  or  pertaining  to  the  same,  subject  to  all  claims  for  assessed 
and  unpaid  taxes.  To  have  and  to  hold  the  same  with  all  the  appurte- 
nances thereunto  belonging  unto  the  said  party  of  the-  second  part  his 
heirs   and   assigns    forever. 

Witness  the  hand  and  seal  of  the  said  party  of  the  first  part  the  day 
and  year   first   above  written. 

Henry  Stryker  Jr.,     [seal] 
Master  in  Chancery  of  Morgan  County. 


CORPORATE   HISTORY  1309 

State  of  Illinois,     ) 

>  ss 
County  of  Morgan. ) 

I,  B.  F.  Beesley,  a  Notary  Public  in  and  for  the  said  county  of  Morgan 
in  the  state  aforesaid  do  hereby  certify  that  Henry  Stryker  Jr.  Master 
in  Chancery  of  said  Morgan  County  who  is  personally  known  to  me 
to  be  the  same  person  whose  name  is  subscribed  to  the  foregoing  in- 
strument appeared  before  me  this  day  in  person  and  acknowledged 
that  he  signed,  sealed  and  delivered  the  said  instrument  as  his  free 
and  voluntary  act  as  such  Master  in  Chancery  for  the  uses  and  purposes 
therein   set    forth. 

Given  under  my  hand  and    Notarial  Seal  this  16th  day  of  July  1879. 

B.  T.  Beesley, 
[seal]  Notary  Public. 

RECORDED   IN   ILLINOIS 
County  Date  Time 

Morgan  July     18,1879  1:35  P.M. 

Sangamon  July     24,  1879  10     A.  M. 

Macoupin  January  30,  1880  12     M.  C.  T.  312 


Book 

Page 

27 

84 

62 

'624 

THE  JACKSONVILLE  SOUTH- 
EASTERN RAILWAY  COMPANY 

This  company  was  incorporated  under  the  General  Laws  of 
Illinois  by  Articles  dated  June  23,  1879,  and  filed  with  the  Secre- 
tary of  State  on  June  28,  1879.  By  the  second  article  the  com- 
pany described  its  road  as  follows: 

"The  railway  hereby  intended  to  be  constructed,  owned  and 
operated  is  as  follows:  Beginning  at  the  City  of  Jacksonville, 
in  the  County  of  Morgan  and  State  of  Illinois,  and  running  in 
a  southeasterly  direction  through  the  Counties  of  Morgan, 
Sangamon,  Macoupin,  Montgomery,  Bond,  Clinton  and  Marion, 
in  the  Stale  ot'  Illinois,  and  terminating  at  Centralia,  in  the  said 
( 'onnty  of  Marion." 

It  was  organized  at  Jacksonville,  June  28,  1879,  and  built 
from  the  terminus  of  The  Jacksonville,  Xorth-Western  and 
South-Eastern  at  Virden,  southeasterly  to  Litchfield,  twenty- 
three  and  two-tenths  miles,  and  from  thence  southerly  to 
Smithboro,  twenty-nine  miles  and  from  thence  southerly  to  Cen- 
tralia. twenty-nine  miles,  which  with  the  line  acquired  from 
The  Jacksonville,  Xorth-Western  and  South-Eastern  Railway 
extending  from  .Jacksonville,  southeasterly  to  Virden  of  thirty 
and  seven-tenths  miles  makes  a  total  mileage  of  111-9  miles. 

Of  date  July  2.1,  1879,  this  company  purchased  by  deed  from 
William  S.  Hook  the  line  of  railroad  extending  from  Virden 
northwesterly  to  Jacksonville,  Illinois,  formerly  the  property 
of  The  Jacksonville,  Xorth-Western  and  South-Eastern  Rail- 
way Company,  this  company  having  been  formed  to  acquire  the 
property  formerly  owned  by  the  last  named  company. 

The  line  from  Virden  to  Litchfield  was  completed  in  1880, 
and  the  line  from  Litchfield  to  Smithboro  was  completed  during 
1882  and  the  line  from  Smithboro  to  Centralia  was  completed  in 
December  1883. 

Of  date  July  1,  1882,  this  company  executed  a  trust  deed  to 
Henry  Dunn  and  Edgar  H.  Butler.  Trustees. 

Because  of  default,  the  property  of  this  company,  by  decree 
in  the  Circuit  Court  of  Marion  County,  Illinois,  entered  Febru- 

1310 


CORPORATE    HISTORY  1311 

ary  27,  1890,  was  turned  over  to  a  committee  consisting  of 
Robert  F.  Kennedy,  Charlemagne  Tower,  Jr.,  and  John  H. 
Catherwood. 

By  a  decree  of  the  Circuit  Court  of  Marion  County,  Illinois, 
entered  August  5,  1890,  in  a  case  wherein  Peter  Heiss  and 
others  were  complainants  and  The  Jacksonville  Southeastern 
Railway  Company  a  defendant,  the  Court  ordered  the  railroad 
property,  then  in  the  hands  of  said  committee,  to  be  sold  at 
public  auction. 

In  pursuance  of  the  decree  last  above  set  out,  L.  M.  Kagy, 
Master  in  Chancery,  conveyed  the  railroad  formerly  belonging 
to  The  Jacksonville  Southeastern  Railway  Company  to  Robert 
F.  Kennedy,  Charlemagne  Tower,  Jr.,  and  John  II.  Cather- 
wood, who  purchased  the  property  in  the  interest  of  the  mort- 
gage creditors,  said  deed  being  dated  October  4,  1890. 

The  mortgage  creditors,  through  their  committee,  remained 
in  possession  of  the  property  from  October  4,  1890,  until  Janu- 
ary 23,  1891,  when  the  said  committee  (Robert  F.  Kennedy, 
Charlemagne  Tower,  Jr.,  and  John  H.  Catherwood)  conveyed 
the  railroad  to  William  Elliott,  the  line  being  described  as 
follows : 

"being  a  railroad  formerly  known  as  The  Jacksonville  South- 
eastern Railway,  extending  from  the  City  of  Jacksonville,  in 
the  County  of  Morgan  and  State  of  Illinois,  through  the  Coun- 
ties of  Morgan,  Sangamon,  Macoupin,  Montgomery,  Bond,  Clin- 
ton and  Marion  to  the  City  of  Centralia,  in  the  County  of  Marion 
and  State  of  Illinois." 

Of  date  January  23,  1891,  William  Elliott  conveyed  to  The 
Jacksonville,  Louisville  &  St.  Louis  Railway  Company  the  prop- 
erty  above  described. 


ARTICLES  OF  ASSOCIATION,  June  23,  1879.    The  Jacksonville  South- 
eastern Railway  Company. 

Be  it  Remembered  that  we  the  undersigned  Marshall  P.  Avers,  Augustus 
E.  Avers,  Edward  S.  Greenleaf,  William  S.  Hook,  Isaac  L.  Morrison, 
Marcus  Hook  and  Jno.  A.  Ayers,  all  of  the  city  of  Jacksonville  and  County 
of  Morgan  in  the  State  of  Illinois,  have  made  and  entered  into  the  fol- 
lowing Articles  of  Association  for  the  purpose  of  constructing  and  oper- 
ating a  railway  ia  the  State  of  Illinois  which  Articles  have  been  adopted 
and  signed  by  us  as  follows: 


1312       CHICAGO,  BURLINGTON    &    QU1NCY    RAILROAD   COMPANY 


ARTICLE    I. 

The  name  of  the  corporation  hereby  proposed  to  be  created  is  and  shall 
be  The  Jacksonville  Southeastern  Railway  Company. 

ARTICLE     II. 

The  railway  hereby  intended  to  be  constructed,  owned  and  operated  is 
as  follows:  Beginning  at  the  City  of  Jacksonville,  in  the  County  of 
Morgan  and  state  of  Illinois  and  running  in  a  southeasterly  direction 
through  the  Counties  of  Morgan,  Sangamon,  Macoupin,  Montgomery, 
Bond,  Clinton,  and  Marion,  in  the  State  of  Illinois,  and  terminating  at 
Centralia     in    the    said    County    of    Marion. 

ARTICLE    III. 

The  principal  business  office  of  the  said  proposed  railway  corporation 
shall  be  kept  at  the  City  of  Jacksonville,  in  the  County  of  Morgan,  and 
State  of  Illinois. 

ARTICLE    IV. 

The  time  of  commencement  of  the  said  proposed  railway  corporation 
shall  be  from  the  date  of  the  recording  by  the  Secretary  of  State  of 
these  Articles,  and  the  samr  shall  continue  for  the  term  of  fifty  years. 

ARTICLE    V. 

The  capital  stuck  of  said  proposed  railway  corporation  shall  be  Two 
Million   of   Dollars    ($2,000,000.00.) 

ARTICLE     VI. 

The  names  and  places  of  residence  of  the  several   persons  forming  this 
association    for    incorporation    arc    as    follows,    to  wit: 
Marshall   1'.   Ayers,         residence,  Jacksonville,  Morgan  County,  Illinois, 

Augustus   E.  A;  residence,  Jacksonville,   Morgan  County,  Illinois. 

Edward  S.  Greenleaf,     residence,  Jacksonville,  Morgan  County,  Illinois. 
William    S.    Hook,  residence,  Jacksonville.   Morgan  County,  Illinois. 

[saac    L.    Morrison,  residence.   Jacksonville.   Morgan   County,   Illinois. 

Marcus    Hook,  sidence,  Jacksonville,  Morgan  County,  Illinois. 

John   A.   Ayers,  residence,  Jackson  ville.  Morgan  County,  Illinois. 

ARTICLE    VII. 

The  names  of  the  Board  of  Directors  of  said  proposed  railway  corpora- 
tion with  their  several  places  of  residence  are  as  follows:  William  S. 
Hook,  President,  residence,  Jacksonville,  Morgan  County,  Illinois,  Marshall 
P.  Avers,  Secretary  and  Treasurer,  residence  Jacksonville,  Morgan  County, 
Illinois:  Augustus  E.  Ayers,  residence,  Jacksonville,  Morgan  County, 
Illinois,  Edward  S.  Greenleaf,  residence  Jacksonville,  Morgan  County, 
Illinois,  Isaac  L.  Morrison,  residence  Jacksonville,  Morgan  County,  Illinois, 
Marcus  Hook,  residence  Jacksonville,  Morgan  County,  Illinois,  John  A. 
Avers,  residence   Jacksonville,   Morgan   County,   Illinois. 


CORPORATE   HISTORY 


1313 


The  management  of  the  affairs  of  said  proposed  corporation  shall  be 
rested  in  a  President,  and  such  other  subordinate  officers  as  the  Board 
of   Directors  may  elect   or   appoint. 


ARTICLE    VIII. 

The  number  of  shares  into  which  the  capital  stock  of  said  c< 
shall  be  divided  is  twenty  thousand  shares  of  One  Hundred  Dollars 
each,   making   a   sum    total   of    Two   Million    of   Dollars. 

In  Witness  Whereof  we  have  severally  subscribed  hereunto  our 
names  and  have  affixed  our  seals  to  the  same  at  Jacksonville,  111 
23rd  day  of  June,  A.  D.  1879. 

Marshall  P.  Ayers, 
Augustus  E.  Ayers, 
Edward  S.   Greenleaf, 
William  S.   Hook, 
Isaac    L.    Morrison, 
Marcus  Hook, 
John  A.  Ayers. 


RECORDED  IN  ILLINOIS: 


County 

Morgan 

Macoupin 

Montgomery 

Bond 

Clinton 

Marion 

Sangamon 


Date 

Time 

June  23   1879 

4:45  P.M. 

June  24  1879 



June  25  1879 

11       A.  M. 

June  25  1879 

4:15  P.M. 

June  26  1879 

8        A.M. 

June  26  1879 

11       A.  M. 

June  28  1879 

. 

Boole 
B 

C.  P. 
q 

13 

17 

1 

56 


irporation 
($100.00) 

respective 
inois,  this 

[seal] 
[seal] 
[seal] 
[seal] 
[seal] 
[seal] 
[seal] 


Page 
59 
541 
169 
552 
13 
539 
153 


ss. 


United  States  of  America 
State  of  Illinois 

office  of  the  secretary  of  state. 

I,  James  A.  Eose,  Secretary  of  State  of  the  State  of  Illinois,  do  hereby 
certify  that  the  foregoing  is  a  true  copy  of  the  Articles  of  Incorporation 
of  The  Jacksonville  Southeastern  Railway  Company,  which  was  filed  for  rec- 
ord in  this  office  on  the  28th  day  of  June  1879,  at  —  o'clock  —  M.,  and 
recorded  in  Book  No.  2  of  Railroad  Records. 

In  Witness  Whereof,  I  hereto  set-  my  hand  and  affix  the  Great  Seal  of 
State,  at  the  city  of  Springfield,  the  14th  day  of  April  A.  D.  1905. 
[seal]  James  A.  Rose, 

Secretary  of  State. 


DEED,    July    25,    1879.      William    S.    Hook    to    The    Jacksonville    South- 
eastern Railway  Company. 

This  deed  made  and  entered  into  this  twenty  fifth  day  of  July  A.  D.  1879 
by  and  between  William  S.  Hook  of  the  City  of  Jacksonville,  County  of 
Morgan  and  State  of  Illinois,  of  the  first  part  and  The  Jacksonville 
South   Eastern   Rail  Way  Company,   of  the   second   part   Witnesseth   That 


131-4       CHICAGO,   BURLINGTON   &   QUIXCY   RAILROAD  COMPANY 


the  said  party  of  the  first  part  for  and  in  consideration  of  the  sum  of 
Nine  Hundred  and  Ten  Thousand  Dollars  in  Certificates  of  the  Capital 
Stock  of  the  said  Jacksonville  South  Eastern  Kail  Way  Company,  the 
receipt  of  which  is  hereby  acknowledged,  has  sold,  remised  and  quit 
claimed,  and  by  these  presents  does  remise,  release  and  quit  claim  unto 
the  said  party  of  the  second  part  All  and  singular  the  railroad,  bed,  side 
tracks,  depot  buildings,  station  houses  and  all  other  real  estate  lately 
belonging  to  the  Jacksonville  North  Western  and  South  Eastern  Rail  Way 
Company  and  which  railroad  is  now  constructed  and  in  operation  from 
Jacksonville  in  Morgan  County  to  Virdin  in  Macoupin  County,  Illinois, 
together  with  all  rights  of  way  and  rights  to  extend  the  same  to  Mount 
Vernon  in  Jefferson  County,  Illinois,  and  also  all  rights  to  the  Franchises 
of  the  said  Jacksonville  North  Western  and  South  Eastern  Bail  Way  lately 
purchased  by  the  said  party  of  the  first  part  at  a  foreclosure  sale  made 
by  the  Master  in  Chancery  of  Morgan  County,  Illinois.  This  deed  is 
made  subject  to  any  and  all  liens  for  taxes  heretofore  assessed  and  unpaid. 
To  Have  and  to  Hold  the  same  to  the  said  party  of  the  second  part 
forever. 

In    Testimony    Whereof   the   said    William   S,    Hook   has   hereunto  set  his 
hand   and   affixed    his   seal    the   day   and    year    first    herein   written. 
[sfal]  William   S.  Hook. 


ss. 


state  of  Illinois 
Morgan  County 

I,  Marcus  Hook,  a  Notary  Public  in  and  for  the  County  &  State 
aforesaid  do  hereby  certify  that  William  S.  Hook  personally  known  to  me 
to  be  the  same  person  whose  name  is  subscribed  to  the  foregoing  instru- 
ment appeared  before  me  this  day  in  person  and  acknowledged  that  he 
had  signed,  sealed  and  delivered  the  said  instrument  as  his  free  and  volun- 
tary  act   for  the   uses   and    purposes   therein    set    forth. 

a    under   my    hand   and    Notarial   Seal   this   Twenty-fifth   day   of   July 

A.  D.    1^7:'. 

vL]  Marcus   Hook, 

Notary  Public. 


RECORDED   IN   ILLINOIS 

('■unity 

Date 

Book 

Page 

Morgan- 

July     1,  1880 

27 

464 

Sangamon 

July     3,  1880 

67 

— 

Macoupin 

July  30,  1880 

CY 

27 

QUIT  CLAIM  DEED,  July  28,  1880,  The  Jacksonville.  North  Western 
and  South  Eastern  Railway  Company  To  The  Jacksonville  South- 
eastern Railway  Company. 


This  Indenture  made  the  Twenty  eighth  day  of  July  A.  D.  Eighteen 
hundred  and  eighty,  between  the  Jacksonville  North  Western  and  South 
Eastern    Railway    Company,    a    corporation   created    and    subsisting    under 


CORPORATE    HISTORY  1315 

and  by  virtue  of  an  Act  of  the  Legislature  of  the  State  of  Illinois,  ap- 
proved February  28,  1867  party  of  the  first  part,  and  the  Jacksonville 
Southeastern  Eailway  Company,  a  corporation  of  the  State  of  Illinois 
party    of    the    second    part. 

Witnesseth,  That,  the  said  party  of  the  first  part,  for  and  in  considera- 
tion of  the  sum  of  one  dollar  in  hand  paid  by  the  said  party  of  the  second 
part,  the  receipt  whereof  is  hereby  acknowledged,  and  the  said  party 
of  the  second  part  forever  released  and  discharged  therefrom,  has  re- 
mised, released,  sold,  conveyed  and  quit  claimed,  and  by  these  presents 
does  remise,  release,  sell,  convey  and  quit  claim  unto  the  said  party  of  the 
second  part,  and  its  assigns  forever,  all  and  singular,  the  railway  hereto- 
fore constructed  by  the  said  party  of  the  first  part,  extending  from  the 
city  of  Jacksonville  in  Morgan  County  in  the  State  of  Illinois,  to  the 
City  of  Virden  in  Macoupin  County  in  the  same  state,  and  also  all  rolling 
stock,  equipment,  and  machinery  connected  with  said  railroad,  and  all 
franchises,  now  held  by  the  said  party  of  the  first  part  in  connection 
therewith,  including  in  the  premises  hereby  granted,  all  the  railways, 
ways  and  rights  of  way,  and  all  the  depot  grounds  and  other  lands  and 
all  the  tracks,  bridges,  viaducts,  culverts,  fences,  and  other  structures  and 
all  the  depots,  stations,  station-houses,  engine  houses,  car-houses,  freight- 
houses,  wood  houses  and  other  buildings,  and  all  machine-shops,  and 
other  shops  held  or  acquired  for  use  upon  the  aforesaid  line  of  railroad 
or  in  connection  with  the  business  thereof,  and  including  also  all  the 
locomotives,  tenders,  passenger,  baggage",  freight  and  other  cars,  and 
all  the  rolling  stock  and  equipment  and  all  the  machinery,  tools,  imple- 
ments, fuel  and  materials  for  constructing,  operating,  repairing  or  re- 
placing the  said  railroad  or  the  equipments  or  appurtenances  of  the  said 
railroad  now  held  by  the  said  party  of  the  first  part  together  with  all 
and  singular  the  tenements,  hereditaments  and  appurtenances  to  the  said 
railroad  and  premises  or  any  part  thereof  belonging,  or  in  anywise  ap- 
pertaining and  the  reversion,  and  reversions,  remainder  and  remainders, 
rents,  issues  and  profits  thereof,  and  also  all  the  estate,  right,  title,  inter- 
est, property,  possession,  claim,  and  demand  whatsoever,  as  well  in  law 
as  in  equity  of  the  said  party  of  the  first  part  of,  in,  and  to  the  same 
ami  any  and  every  part  and  parcel  thereof,  with  the  appurtenances. 

To  have  and  to  hold  the  said  railroad  and  premises  and  all  the  franchises 
and  property  hereinbefore  described  unto  the  said  party  of  the  second 
part,  it's  successors  and  assigns  forever. 

In  witness  whereof  the  said  party  of  the  first  part  has  caused  its  cor- 
porate seal  to  be  hereunto  affixed,  and  these  presents  to  be  signed  by  its 
president  and  secretary  on  the  day  and  year  first  above  written. 

The   Jacksonville,   Northwestern    and    South    Eastern   Railway    Company, 

[seal]  By  William  S.  Hook,  President. 

Marshall  P.  Ayers,  Secretary. 

State  of  Illinois,  ) 

J-  ss 
Morgan  County.     ) 

Be  it  Eemembcnil  that  on  the  day  of  the  date  hereof,  William  S.  Hook, 

president  of   the   Jacksonville  North  Western   and   South  Eastern  Railway 


1316       CHICAGO,  BURLINGTON   &   QUINCY  RAILROAD  COMPANY 

Company  and  Marshall  P.  Avers,  secretary  of  said  company,  who  are 
personally  known  to  the  undersigned  a  Notary  Public-  within  and  for  said 
County  and  state  and  residing  at  said  City  of  Jacksonville,  to  be  the 
identical  persons  whose  names  are  subscribed  to  the  foregoing  instrument 
of  writing  as  having  executed  the  same,  and  also  personally  known  to  me 
to  be  such  president  and  secretary,  respectively  did  before  me  severally 
acknowledge  that  they  executed  the  said  instrument  by  the  authority  and 
direction  of  the  said  company  for  the  uses  and  purposes  therein  expressed. 
In  Witness  Whereof,  I  have  hereunto  set  my  name  and  affixed  my  Notarial 
seal  at  my  office  in  Jacksonville,  Illinois,  this  the  28th  day  of  July 
A.  D.  1880. 

Charles  L.  Hastings, 
[seal]  Notary  Public. 

RECORDED  IN  ILLINOIS 
('minty  Dot*  Time  Book  Page 

Macoupin-  July  30,  1880         6     P.M.  C.  Y.  28 

TRUST  MORTGAGE,  July  1,  1882.  The  Jacksonville  Southeastern  Railway 
Company  to  J.  Benry  Dunn,  et  al.  Trustees. 

********* 

This  Indenture,  made  the  first  day  of  July,  in  the  year  of  our  Lord  One 
Thousand  Eight  Hundred  and  Eighty-two  between  the  Jacksonville 
Southeastern  Railway  Company,  a  corporation  of  the  State  of  Illinois, 
of  the  first  part  and  J.  Henry  Dunn  and  Edgar  H.  Butler,  both  of  the 
City  of  Philadelphia  and  State  of  Pennsylvania,  Trustees,  of  the  Second 
part. 

Whereas,  The  said  party  of  the  first  part  is  the  owner  of  a  certain  line 
of  Railroad,  constructed  and  in  operation  from  Jacksonville,  in  Morgan 
County,  in  the  State  of  Illinois,  to  Litchfield,  in  Montgomery  County, 
in  the  same  State,  and  is  engaged  or  about  to  engage  in  the  construction 
and  continuation  of  said  railroad  along  the  route  authorized  by  law 
until  the  same  shall  extend  from  Jacksonville  aforesaid  to  Centralia 
in  the  County  of  Marion,  in  the  said  State  of  Illinois. 

An<l,  Whereas,  at  a  meeting  of  the  Stockholders  of  said  Railway  Com- 
pany held  on  the  6th  day  of  April,  1882,  pursuant  to  law,  resolutions 
were  passed,  by  a  vote  of  more  than  three-fourths  of  the  outstanding 
stock  of  said  Company,  whereby  the  Board  of  Directors  was  authorized 
for  the  purpose  of  further  constructing  and  equipping  its  railroad  to 
contract  for  a  loan,  and  to  secure  the  payment  of  the  same  by  mortgage 
of  its  corporate  property  and  franchises  acquired  and  to  be  acquired. 

And,  Whereas,  At  a  meeting  held  on  the  same  day  a  quorum  being  present, 
the  Board  of  Directors  of  said  Company,  by  resolution  unanimously 
adopted,  authorized  the  President  of  said  Company  to  negotiate  a  loan, 
as  proposed  by  said  Stockholders  as  aforesaid.  And  Whereas,  in  pur- 
suance of  the  power  and  authority  duly  vested  in  it,  the  said  party 
of  the  first  part,  in  order  to  defray,  its  obligations  in  connection  with 
the    construction   and   equipment    of   said   railroad,    is     about     to     issue    a 


CORPORATE    HISTORY  1317 

scries  of  bonds,  the  aggregate  amount  whereof  to  be  at  any  time  out- 
standing is  limited  to  the  rate  of  Ten  Thousand  Dollars  in  said  bonds, 
at  par  for  each  and  every  mile  of  the  railway  of  said  Railway  Company, 
which  has  been,  or  shall  be  from  time  to  time  completed  and  put  in 
operation  which  said  bonds  shall  be  of  like  tenor  and  date,  and  for 
One  Thousand  Dollars  each,  and  be  payable  in  thirty  years  from  date 
in  gold  coin  of  the  United  States  of  America,  at  the  City  of  New  York, 
and  bear  interest  at  the  rate  of  six  per  cent,  per  annum,  payable  semi- 
annually in  the  like  gold  coin,  at  the  said  City  of  New  York,  which 
payment  of  interest  shall  in  all  cases  be  made  free  of  United  States 
taxation. 

And  Whereas,  The  said  bonds  are  or  are  to  be  of  like  tenor  and  date  and 
in   substantially   the   following   form: 

UNITED   STATES  OF  AMERICA 
State  of  Illinois. 

No.  $1,000. 

The  Jacksonville  Southeastern   Railway  Company. 
GENERAL  MORTGAGE  BOND. 

Know  all  men  by  these  presents,  that  the  Jacksonville  Southeastern  Rail- 
way Company  is  indebted  to  the  bearer  in  the  sum  of  One  Thousand 
Dollars  in  United  States  Gold  Coin,  which  indebtedness  it  promises  to 
pay  on  the  1st  day  of  July  A.  D.  1912,  in  the  City  of  New  York,  with 
interest  thereon  from  the  1st  day  of  July  1882  at  the  rate  of  Six  per 
centum,  payable  semi-annually  in  the  City  of  New  York,  on  the  presen- 
tation and  surrender  of  the  annexed  coupons,  as  they  severally  become 
due.  If  the  obligor,  or  its  successors,  shall  make  default  in  the  pay- 
ment of  the  semi-annual  interest  on  this  bond  for  six  months  from  the 
day  it  becomes  due,  then  without  demand  or  notice  the  whole  principal 
thereof  shall  become  due  and  payable,  and  may  at  once  be  enforced 
against    this    Company    or    its    successors. 

This  bond  is  one  of  a  series  of  similar  bonds  issued  and  to  be  issued 
from  time  to  time  by  said  Railway  Company,  the  aggregate  amount 
whereof  to  be  at  any  time  outstanding  is  limited  to  the  rate  of  Ten 
Thousand  Dollars  in  said  bonds,  at  par  for  each  and  every  mile  of  the 
railway  of  said  Railway  Company  which  has  been,  or  shall  be  from 
time  to  time  completed  and  put  in  operation,  and  the  payment  of  this 
Bond,  in  common  with  the  other  bonds  of  such  series,  is  secured  by  a 
Deed  of  Trust  or  Mortgage,  bearing  even  date  herewith  and  conveying 
to  J.  Henry  Dunn  and  Edgar  H.  Butler,  Trustees,  all  and  singular  the 
Jacksonville  Southeastern  Railway,  extending  from  Jacksonville  to 
Centralia,  in  the  State  of  Illinois,  being  a  distance  of  about  One  Hun- 
dred and  Ten  miles,  more  or  less,  together  with  the  equipments  and 
appurtenances  of  the  said  railway,  and  all  rights,  privileges  and  fran- 
chises thereunto  appertaining. 

This  bond  shall  not  be  valid  or  obligatory  until  the  certificate  au- 
thenticating the  same,  which  is  endorsed  hereon,  shall  have  been  duly 
signed  by  the  said  Trustees. 


1318       CHICAGO,  BURLINGTON   &  QUINCY  RAILROAD  COMPANY 

In  Witness  Whereof,  the  said  Eailway  Company  has  caused  its  Corporate 
Seal  to  be  hereunto  affixed,  and  the  same  to  be  attested  by  the  signa- 
tures of  the  President  and  Secretary  and  has  likewise  caused  the  sig- 
nature of  the  Secretary  to  be  attached  to  the  several  coupons  hereunto 
annexed,  this  first  day  of  July,  A.  D.  1882. 
[seal]  Wm.  S.  Hook, 

President. 
M.  P.  Ayers, 
Secretary. 

And  Whereas,  each  of  the  said  bonds  has  coupons  thereto  annexed  repre- 
senting the  several  installments  of  interest  to  become  due  thereon  and 
said  coupons  bear  the  signature  of  the  Secretary  of  said  Company,  and 
are    in    substantially    the    following    form. 

The  Jacksonville  Southeastern  Eailway  Company  will  pay  to  the 
bearer  in  the  City  of  New  York,  Thirty  Dollars  in  United  States  Gold 

Coin  on  the  first  day   of  18 —  being  six  months  interest  on  Bond 

No.   — . 

M.  P.  Ayers, 
Secretary. 

And  Whereas,  It  is  the  true  intent  and  meaning  of  these  presents  that 
each  and  all  of  the  said  bonds,  whether  now  executed  or  hereafter  to 
be  executed  shall  be   equally  secured  to  be   paid  by   these  presents. 

Now,  Therefore,  This  Indenture  Witnesseth,  that  the  said  party  of  the 
first  part,  in  order  the  better  to  secure  the  payment  of  said  bonds  and 
all  of  the  interest  to  accrue  thereon,  and  for  and  in  consideration  of 
the  premises,  and  of  the  sum  of  One  dollar  to  the  party  of  the  first 
part  duly  paid  by  the  said  party  of  the  second  part,  at  or  before  the 
ensealing  and  delivery  of  these  presents  the  receipt  whereof  is  hereby 
acknowledged  hath  granted,  bargained  and  sold,  and  by  these  presents 
doth  grant,  bargain,  sell,  convey,  transfer,  assign  and  set  over  unto 
the  said  party  of  the  second  part,  and  their  successors  in  trust,  all  and 
singular  the  said  railroad  now  belonging  to  the  said  party  of  the  first 
part,  and  which  the  said  party  of  the  first  part  is  by  law  authorized 
to  construct  and  to  be  constructed,  extending  from  the  City  of  Jackson- 
ville, in  Morgan  County,  in  the  State  of  Illinois,  aforesaid,  to  the  City 
of  Centralia,  in  Marion  County,  in  the  same  State  being  a  distance  of 
about  one  hundred  and  ten  miles,  more  or  less.  And  also  all  rolling 
stock  equipment  and  machinery  connected  or  to  be  connected  with 
said  railroad,  and  all  franchises  now  held  or  hereafter  to  be  acquired 
by  the  said  party  of  the  first  part,  its  successors  or  assigns,  in  connec- 
tion therewith  including  in  the  premises  hereby  granted  all  the  rail- 
ways, ways  and  rights  of  way,  and  all  the  depot  grounds  and  other 
lands  and  all  the  tracks,  bridges,  viaducts,  culverts,  fences  and  other 
structures  and  all  the  depots,  stations,  station  houses,  engine-houses, 
car-houses,  freight  houses,  wood-houses,  and  other  buildings,  and  all 
machine  shops   and  other    shops,   held    or  acquired,    and  which    shall  be 


CORPORATE    HISTORY  1319 

held  or  acquired  for  use  upon  the  aforesaid  line  of  railroad,  or  in  con- 
nection with  the  business  thereof,  and  including  also  all  the  locomotives, 
tenders,  passenger,  baggage,  freight  and  other  cars,  and  all  the  rolling 
stock  ami  equipment  and  all  the  machinery,  tools,  implements,  fuel  and 
materials  for  constructing,  operating,  repairing  or  replacing  the  said 
railroad  or  the  equipments  or  appurtenances  of  the  said  railroad  now 
held  or  hereafter  to  be  acquired,  by  the  said  party  of  the  first  part, 
together  with  all  and  singular  the  tenements,  hereditaments  and  ap- 
purtenances to  the  said  railroad  and  premises,  or  any  part  thereof 
belonging  or  in  anywise  appertaining,  and  the  reversion  and  reversions, 
remainder  and  remainders,  tolls,  incomes,  rents,  issues  and  profits  there- 
of, and  also  all  the  Estate,  right,  title,  interest,  property  possession,  claim 
and  demand  whatsoever  as  well  in  law  as  in  equity,  of  the  said  party 
of  the  first  part,  of,  in  and  to  the  same,  and  any  and  every  part  and 
parcel  thereof,  with  the  appurtenances,  and  also  all  books  of  account 
and  vouchers  kept  and  to  be  kept  by  the  said  party  of  the  first  part, 
which  the  said  party  of  the  first  part  now  holds  or  shall  hereafter 
acquire.  To  have  and  to  hold  the  said  railroad  and  premises  and  all 
the  franchises  and  property  hereinbefore  described  unto  the  said  party 
of  the  second  part,  their  successors  in  trust  forever,  but  in  trust,  never- 
theless for  the  uses  and  purposes  and  with  and  subject  to  the  powers, 
agreements  and  conditions  hereinafter  in  that  behalf  mentioned  and 
set  forth. 

And  this  indenture  further  witnesseth  that  for  the  considerations 
aforesaid  and  in  order  the  better  and  more  effectually  to  secure  the 
payment  of  said  bonds,  and  of  all  interest  to  accrue  thereon  the  said 
party  of  the  first  part  has  covenanted,  promised,  granted  and  agreed 
to  and  with  the  said  party  of  the  second  part,  and  their  successors,  as 
follows,   to-wit: 

Article  First:  Until  default  shall  be  made  by  the  said  party  of  the 
first  part  its  successors  or  assigns,  in  the  payment  of  interest  or  princi- 
pal of  said  bonds  or  in  the  due  observance  of  the  covenants  and  agree- 
ments hereinafter  contained  on  the  part  and  behalf  of  the  said  party 
of  the  first  part,  the  said  party  of  the  first  part,  its  successors  and 
assigns,  shall  be  suffered  and  permitted  to  remain  in  the  actual  posses- 
sion of  said  railroad  and  premises,  and  to  exercise  the  franchises  and 
rights  relating  thereto,  and  to  collect,  receive  and  use  the  revenues  and 
profits  thereof  in  any  manner  which  will  not  impair  the  lien  created 
by   these  presents. 

And  the  said  party  of  the  first  part  hereby  covenants,  promises  and 
agrees  to  and  with  the  said  party  of  the  second  part  and  their  suc- 
cessors,  that  the  said  party  of  the  first  part,  its  successors  and  assigns 
remaining  in  the  possession  of  the  said  railroad  and  premises,  shall  and 
will  keep  the  said  railroad  in  good  order  and  safe  running  condition, 
and  shall  and  will  from  time  to  time  pay  and  discharge  all  taxes,  as- 
sessments and  governmental  charges,  which  may  be  lawfully  imposed 
upon  the  said  railroad  and  premises,  or  upon  any  part  thereof,  and 
the    lien    of    which   might    or    could    be    held    to    be    prior    to    the    lien    of 


1320       CHICAGO,  BURLINGTON   &   QUINCY  RAILROAD  COMPANY 

these  presents  so  that  the  priority  of  these  presents  may  be  duly  pre- 
served, and  that  the  said  party  of  the  first  part  will  not  do  or  suffer 
any  act  or  thing  whatsoever  whereby  the  lien  hereof  may  or  can  be 
impaired,  until  the  said  bonds  and  all  interest  thereon  shall  be  fully 
paid  and  satisfied. 

Article  Second:     In  case  default  shall  be  made  in  the  payment  of  any 
semi-annual    installment    of    interest    which    may    accrue    upon    the    said 
bonds  or  upon   any  of   them,  when  such   interest  shall  become   due  and 
be  demanded  and  such  interest  or  any  part  thereof,  shall  remain  unpaid 
and  in  arrears  for  the  period  of  six  months  or  in  case  default  shall  be 
made  in  the  due  observance  and  performance  of  the  covenant  of  further 
assurance  hereinafter  set  forth,  or  in  the  payment  of  any  taxes,  assess- 
ments or  other  governmental  charges,  which  may  be  lawfully  levied  or 
imposed    upon   the  said   railroad   and   premises   or   upon    any    part   thereof, 
and  either  of  said  last  mentioned  defaults  shall  continue  for  the  period 
of  six   months  or  in  case  default  shall  be  made  in  the  payment   of  the 
principal   of  said  bonds,  or   of  any   one   of   them,   then  and  in   any   and 
every  such  case  of  default,  it  shall  be  lawful  for  the  said  party  of  the 
second  part  as  the  trustees  under  these  presents,  or  for  any  successors 
of  the  said  party  of  the  second  part  in  the  trust  created  by  these  pres- 
ents,   to    enter    into    and    upon    the    railroad    and    premises    hereinbefore 
granted  or   conveyed    and    each    ami    every   part    of   the  same,   and  from 
thenceforth    the    said    railroad    and    premises    and    each    and    every    part 
thereof,    and    all    and    singular    the    rights    and    franchises    hereinbefore 
granted,   to   have,   hold   and   enjoy   operating   the    said   railroad    by   such 
superintendents,    managers,    receivers,    assistants    and    servants   or    other 
attorneys   or  agents  as  the  said  trustees  shall  deem  proper  and  making 
from  time  to  time  all  such  repairs  and  replacements  and  all  such  useful 
alterations,  additions  and  improvements  to   the  said  railroad  and  prem- 
ises as  the  said  trustees  may  deem  expedient  and  judicious.     And  it  shall 
likewise    be   lawful   for   the   said   trustees,   after   any    and   every   default 
happening  and  continuing   as  aforesaid,  to  collect  and  receive  all  reve- 
nues and  profits  of  the  said  railroad  and  premises  and  of  every  part  and 
parcel  thereof,  and  after  deducting  therefrom  all  the  expenses  lawfully 
incurred    in    making    such    entry,    or    in    otherwise    obtaining    possession 
of    said    premises    including    reasonable    attorney    and    counsel    fees,    as 
well   as   any   and   all    expenses  of   holding,   operating   and   managing   the 
said  railroad  and  premises  and  conducting  the  business  thereof,  includ- 
ing the  cost  and  expense  of  all  such  repairs,   replacements,  alterations, 
additions  and  improvements,  as  may  be  made  by  said  trustees  as  afore- 
said,  and   all   payments   which    may   be   made   or   be    due    for   taxes  and 
assessments,  or  other  charges  of  liens  prior  to  the  lien  of  these  presents 
upon  the  said  railroad  and  premises,  or  upon  any  part  or  parcel  thereof 
and  just  compensation  for  the  trustees  own  services  to  apply  any  and  all 
revenues   and  profits   of   the    said   railroad   and  premises   which    may   be 
received  by  said  trustees  as  aforesaid,  to  the  payment,  first,  of  all  over- 
due  interest  on  the  said  bonds,  with   interest  thereon,   and  secondly  to 
the   payment    of    all    interest    accruing    during    such    possession    of    said 


CORPORATE    HISTORY  1321 

trustees,  which  payments  of  interest  shall  be  made  to  the  holders  of 
the  bonds  and  coupons,  evidencing  the  right  to  the  same,  ratably  and 
without  discrimination  or  preference  between  them. 

Article  Third:  It  is  hereby  mutually  agreed  that  at  any  sale  of  the 
railroad  and  property  hereinbefore  conveyed,  which  may  be  made  for 
the  purpose  of  enforcing  the  lien  of  these  presents,  the  trustees  under 
these  presents  for  the  time  being  may  in  thir  own  discretion,  and  not 
otherwise  bid  for,  and  if  the  same  be  obtainable  at  the  price  herein- 
after mentioned,  purchase  and  acquire  the  property  so  offered  for  sale, 
in  behalf  of  all  the  holders  of  the  bonds  aforesaid,  which  shall  then  be 
outstanding  in  proportion  to  the  amount  of  said  bonds,  and  of  the 
overdue  coupons  thereunto   belonging  by  them  respectively  held. 

Provided,  However,  That  nothing  herein  contained  shall  authorize  the 
Baid  trustees  to  bid  for  the  entire  property  then  held  upon  the  trusts 
of  this  indenture  on  behalf  of  the  holders  of  said  bonds,  a  sum  exceed- 
ing the  whole  amount  of  said  bonds  then  outstanding  with  the  interest 
accrued  thereon,  and  the  expenses  of  such  sale,  or  an  amount  reason- 
ably proportioned  thereto  for  any  part  of  the  said  property. 

And  it"  is  hereby  further  agreed  that  the  bonds  and  overdue  coupons 
aforesaid,  or  any  of  them  shall  be  received  in  payment,  or  on  account 
of  the  purchase  money  of  any  property  which  shall  be  offered  for  sale 
as  aforesaid,  as  equivalent  to  so  much  of  the  said  purchase  money  as 
would  be  distributable  and  payable  thereon  out  of  the  proceeds  of 
such  sale. 

Article  Fourth:  In  case  default  shall  be  made  in  the  payment  of 
any  semi-annual  installment  of  interest  to  accrue  on  any  of  the  said 
bonds  when  such  interest  shall  become  payable,  and  if  such  interest 
shall  remain  unpaid  and  in  arrear  for  the  space  of  six  months,  then 
and  in  each  and  every  such  case  of  the  happening  and  continuing  of 
such  default  in  the  payment  of  interest,  the  principal  of  each  and  all 
of  the  said  bonds  may  be  declared  by  the  trustees  for  the  time  being 
hereunder,  or  by  a  majority  in  interest  of  the  holders  of  all  the  said 
bonds  which  may  then  be  outstanding  and  unpaid,  at  the  option  of  such 
trustees,  or  of  such  majority  in  interest  of  bond  holders  to  be  and  there- 
upon the  same  shall  become  and  be  due  and  payable  immediately  not- 
withstanding that  the  time  limited  in  said  bonds  for  payment  thereof 
may  not   then  have   elapsed. 

Article  Fifth:  It  is  hereby  expressly  declared  and  agreed  that  in 
case  default  shall  be  made  in  the  payment  of  interest  upon  any  of  the 
said  bonds  when  such  interest  shall  become  due  and  be  demanded,  and 
such  default  shall  continue  for  the  space  of  six  months,  or  in  case  de- 
fault shall  be  made  in  the  payment  of  the  principal  of  any  of  the  said 
bonds  when  the  same  shall  become  due,  then,  and  in  either  and  every 
such  case  of  default,  it  shall  be  the  duty  of  the  trustees  for  the  time 
being,  under  these  presents  to  take  appropriate  proceedings  at  law  or 
in  equity  to  enforce  the  rights  of  the  holders  of  said  bonds  upon  a 
requisition  to  that  effect  being  made  upon  the  said  trustees,  signed  by 


1322       CHICAGO,   BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

holders    of,    at    least,    one    third    in    amount    of   the    said    bonds    then    out- 
standing. 

Article  Sixth:  The  Trustees,  under  these  presents,  shall  have  at  all 
times,  while  the  said  bonds,  or  any  of  them  remain  outstanding  and  are 
hereby  granted  full  power  and  authority  to  be  exercised  in  their  own 
discretion  and  not  otherwise,  to  release  from  the  lien  and  operation  of 
these  presents  in  such  manner  as  they  may  be  advised  upon  the  request 
in  writing  of  the  said  party  of  the  first  part,  its  successors  or  assigns 
any  portion  of  the  aforesaid  premises,  not  being  a  part  of  the  main 
line  of  the  said  railroad  which  in  the  judgment  of  such  trustees  shall 
not  be  necessary  for  use  in  connection  therewith,  and  which  shall  have 
been  acquired  for  station  or  depot  purposes,  or  for  shops  or  other  build- 
ings, or  for  supplying  fuel,  gravel,  or  other  material,  but  which  in  the 
judgment  of  such  trustees,  it  shall  have  become  unnecessary  or  inex- 
pedient to  retain  in  consequence  of  its  having  become  necessary  or  de- 
sirable to  change  the  location  of  such  depot,  shop  or  other  building,  or 
to  substitute  other  lands  for  the  purpose  of  supplying  such  fuel,  gravel 
or  material,  provided  always  that  any  and  all  lands  and  premises  which 
shall  be  acquired  for  station  or  depot  purposes,  or  for  shops  or  other 
buildings  or  for  the  purpose  of  supplying  fuel,  gravel  or  other  material 
shall  be  conveyed  to  the  said  trustees  to  be  held  by  them  upon  the 
trusts  of  these  presents  in  the  same  manner  as  the  premises  so  released. 
And  the  said  trustees  may  also  allow  the  said  Company,  its  successors 
or  assigns,  to  dispose  of  any  rolling  stock,  equipment,  and  machinery 
or  other  personal  property,  which  may  be  held  for  use  upon  or  in  con- 
nection with  said  railroad,  or  the  business  thereof,  but  which  in  said 
trustees  judgment  shall  have  become  unfit,  or  undesirable  for  such  use. 
Provided  always,  that  any  and  al!  rolling  stock,  equipment  and  machin- 
ery or  other  personal  property  which  may  be  acquired  in  substitution 
for  any  similar  property  so  disposed  of  shall  become  and  be  subject  to 
the   lien   of  these   presents. 

Article  Seventh:  It  is  hereby  expressly  declared,  and  these  presents 
are  upon  the  condition  that  if  the  said  party  of  the  first  part  shall 
well  and  truly  pay  and  discharge  the  interest  on  each  and  every  of 
the  said  bonds  as  tin'  same  shall  mature,  and  shall  well  and  truly  pay 
and  discharge  the  principal  of  each  and  every  of  the  said  bonds  when 
such  principal  shall  become  due  and  payable  according  to  the  true  intent 
and  meaning  of  said  bonds  and  of  these  presents,  and  shall  well  and 
truly  keep  and  perform  the  other  covenants  and  agreements  in  these 
presents  contained  to  be  by  it  kept  and  performed,  then  these  presents, 
and  all  the  estate  and  interest  thereby  granted  shall  cease,  determine 
and  become  void,  otherwise  the  same  shall  be  and  remain  in  full  force 
and  virtue,  and  the  said  party  of  the  first  part  hereby  covenants,  prom- 
ises and  agrees  to  and  with  the  said  party  of  the  second  part  and  to 
and  with  their  successors  in  trust,  that  the  said  party  of  the  first  part 
shall  and  will  well  and  truly  pay  the  said  bonds,  and  all  interest  to 
accrue  thereon,  at  the  time  and  in  the  manner  in  said  bonds  mentioned 
and  according  to   the  true   intent   and  meaning  thereof. 


CORPORATE   HISTORY  1323 

Article  Eighth:  It  is  hereby  declared  and  agreed  that  the  trustee 
under  these  presents  shall  be  entitled  to  a  reasonable  compensation  for 
any  services  which  the  said  Trustees  may  hereafter  render  in  the  trust 
hereby  created  to  be  paid  by  the  said  party  of  the  first  part  that  the 
said  trustees  shall  not  be  answerable  for  the  default  or  misconduct  of 
any  agent,  or  attorney  who  may  be  appointed  by  them  in  pursuance 
of  these  presents,  if  such  agent  or  attorney  be  selected  with  reasonable 
care,  and  that  the  said  trustees  shall  not  be  answerable  or  accountable 
tin  anything  whatever  in  connection  with  said  trust,  but  gross  negli- 
gence or  wilful  misconduct  or  default.  And  it  is  further  declared  and 
agreed  that  the  trustees  hereunder,  or  either  of  them,  may  at  any  time 
be  removed  by  a  majority  in  interest  of  the  bona  fide  holders  of  said 
bonds,  provided  such  removal  be  made  by  an  instrument  in  writing  un- 
der seal,  duly  executed  and  acknowledged:  that  the  said  trustees,  or 
either  of  them,  may  resign  the  trust  under  these  presents  at  any  time 
by  giving  sixty  days  notice  in  writing  of  the  intention  so  to  do,  to  the 
said  party  of  the  first  part,  and  to  such  of  the  holders  of  said  bonds 
as  shall  have  registered  with  such  trustees  their  names  and  post  office 
addresses,  provided  such  notice  of  resignation  be  served  on  the  said 
party  of  the  first  part  at  its  principal  office,  and  on  the  bondholders 
who  shall  have  so  registered  their  names  and  addresses  with  said  trus- 
tees, by  the  deposit  thereof  in  the  mail  directed  to  the  said  bondholders 
respectively.  And  it  is  further  agreed  and  declared  that  in  case  the 
trustees  hereby  appointed  or  either  of  them,  or  any  successor  of  such 
trustees  shall  at  any  time  hereafter  die  or  resign  the  said  Trust,  or  be 
removed  therefrom  as  aforesaid,  another  trustee  or  trustees  may  and 
shall  he  appointed  by  a  majority  in  interest  of  the  holders  of  said 
bonds,  by  an  instrument  in  writing  duly  signed  by  such  majority  in 
interest  of  said  bondholders,  or  by  the  votes  of  a  majority  in  interest 
of  said  bondholders  given  at  a  meeting  of  such  bondholders  duly  con- 
vened   ami    held    as    hereinafter    provided. 

And  it  is  further  agreed  and  declared  that  in  case  the  appointment 
of  a  trustee  shall  be  unduly  delayed,  and  the  trust  shall  remain  vacant 
for  more  than  sixty  days,  any  holder  or  holders  of  said  bonds  to  the 
aggregate  amount  of  One  hundred  thousand  Dollars  or  upwards,  upon 
reasonable  notice  to  the  said  party  of  the  first  part  may  apply  to  any 
Court  of  competent  jurisdiction  for  the  appointment  of  a  new  trustee, 
but  no  bondholders  shall  be  entitled  to  make  such  application  to  Court, 
until  a  reasonable  time,  to-wit:  Sixty  days  shall  have  been  allowed 
for  the  purpose  of  enabling  a  majority  in  interest  of  said  bondholders 
to   appoint  a   new  trustee  as  aforesaid. 

Ami  it  is  further  agreed  and  declared  that  in  the  event  either  of 
the  trustees,  party  of  the  second  part  herein,  or  the  successor  in  trust 
of  either  of  them,  shall  die,  or  for  any  reason  refuse  or  become  unable 
to  act  as  such  trustee  then  in  such  case  the  surviving  or  other  trustee 
or  surviving  or  other  successor  in  trust,  as  the  case  may  be,  until  the 
appointment  of  a  new  trustee,  as  herein  provided,  shall  have  and  exer- 
cise  all  the   powers    and    fulfill    and   discharge    all    the    trusts    by    these 


1324      CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

presents  conferred  upon  or  granted  to  said  trustees  and  their  successors 
in  trust  jointly. 

And  it  is  hereby  further  agreed  that  it  shall  be  the  duty  of  any 
trustee  resigning  or  being  removed  as  aforesaid,  to  execute,  acknowl- 
edge, and  deliver,  not  at  his  own  cost  or  expense,  but  at  the  cost  and 
expense  of  the  party  of  the  first  part  any  and  all  deeds  or  instruments 
which  he  may  be  reasonably  requested  by  the  said  new  trustee  to  ex- 
ecute for  the  purpose  of  assuring  the  title  in  said  premises  to  such 
trustee. 

And  it  is  herein  further  expressly  declared  and  agreed  that  when- 
ever and  as  often  as  any  contingency  shall  arise  in  which  the  action 
of  a  majority  in  interest  of  the  holders  of  said  bonds  shall  be  necessary 
or  in  which  the  said  bondholders  are  herein  declared  to  have  any  discre- 
tionary voice  or  power,  the  trustees  hereunder  shall  be  and  are  hereby 
authorized  and  empowered  at  the  proper  cost  and  expense  of  the  said 
party  of  the  first  part,  to  call  a  meeting  of  all  the  holders  of  bonds  se- 
cured hereby  to  be  held  in  the  City  of  New  York,  by  advertisements 
to  be  published  three  times  in  each  week  for  four  weeks  in  one 
newspaper  of  good  circulation  amongst  the  business  community  in  that 
City  and  in  default  of  such  meeting  being  called  by  said  trustees  within 
ten  days  after  notification  in  writing  by  any  bondholder  of  the  neces- 
sity therefor  it  shall  be  competent  for  any  holder  or  holders  of  said 
bonds  to  the  aggregate  amount  of  One  hundred  thousand  dollars  to 
call    said    meeting   in    the    manner    aforesaid. 

Provided,  However,  That  at  any  meeting  called  as  aforesaid  a  majority 
in  interest  of  the  holders  of  said  bonds  may  prescribe  and  establish 
such  rules  as  they  may  deem  proper  for  the  calling  of  future  similar 
meetings,  and  the  regulation  of  the  proceedings  thereof.  And  it  is 
hereby  declared  and  agreed,  that  at  any  meeting  convened  and  held 
pursuant  to  these  presents,  the  holders  of  said  bonds  shall  be  com- 
petent to  exercise  in  person,  or  by  proxy,  all  the  powers  and  authority 
conferred   upon    them    by   these    presents. 

Provided,  Nevertheless,  That  any  person  appearing  at  said  meeting  of 
bondholders  and  claiming  the  right  to  participate  therein  shall  if  re- 
quested by  any  bondholder  present  thereat,  produce  the  bond  or  bonds 
upon  which  such  person  may  claim  the  right  to  vote  at  such  meeting, 
or  file  an  affidavit  with  the  chairman  of  the  meeting  that  he  is  the  person 
so  claiming  the  right  to  participate  in  such  meeting  is  a  holder  of  one 
or  more  of  the  bonds  aforesaid,  or  the  proxy  of  such  holder  in  which 
affidavit  he  shall  specify  the  amount  and  number  of  the  bonds  which 
he  claims  to  hold  or  represent  before  being  allowed  to  vote  at  such 
meeting,  except  for  the  purpose  of  temporarily  organizing  the  same 
and  on  the  adjournment  of  such  meeting  all  such  affidavits  shall  be 
delivered   to   the  trustees  under  these   presents. 

And  This  Indenture  Further  Witnesseth,  That  the  said  party  of  the  first 
part  for  the  consideration  aforesaid,  has  promised,  and  agreed  and  does 
hereby  covenant,  promise  and  agree  to  and  with  the  said  party  of  the 
second  part,  and  their  successors,  that  the  said  party  of  the  first  part 
its   successors   and   assigns,    shall   and    will    well   and    truly    pay,    or    cause 


CORPORATE    HISTORY  1325 

to  be  paid  unto  the  holder  or  holders  of  said  bonds,  the  principal  and 
interest  thereof,  as  the  same  shall  become  payable  according  to  the 
tenor  of  said   bonds  and  the  terms  of  the  coupons  thereto  annexed,  and 

shall  and  will  do,  observe  and  perform  any  and  every  act  and  thing 
mentioned  in  or  required  by  these  presents  to  be  by  it  or  them  done, 
observed  and  performed,  and  that  the  said  party  of  the  first  part,  its  suc- 
cessors and  assigns,  shall  and  will,  from  time  to  time  and  at  all  times 
hereafter  and  as  often  as  thereunto  requested  by  the  trustees  under 
this  indenture,  execute,  acknowledge,  and  deliver  all  such  further  deeds, 
conveyances  and  assurances  in  the  law  for  the  better  assuring  unto  the 
said  party  of  the  second  part,  and  unto  their  successors,  upon  the  trusts 
herein  expressed,  the  railroad,  equipments,  appurtenances,  franchises, 
property,  and  things  hereinbefore  mentioned,  and  particularly  any  and 
all  franchises  whatsoever  which  shall  or  may  at  any  time  hereafter, 
while  the  said  bonds,  or  any  of  them,  remain  unpaid,  be  acquired,  by 
the  said  party  of  the  first  part,  its  successors  or  assigns,  as  by  the  said 
trustees,  or  1  > v  their  counsel  learned,  in  the  law,  shall  be  reasonably  advised, 
directed  or  required. 

In  Witness  Whereof,  The  said  party  of  the  first  part,  has  caused  its 
Corporate  Seal  to  be  hereunto  affixed,  and  these  presents  to  be  signed 
by  its  President  and  Secretary,  and  the  said  party  of  the  second  part 
in  order  to  evidence  their  acceptance  of  the  trust  hereby  created,  have 
also  subscribed  their  names  and  affixed  their  seals  to  these  presents  on 
the  day   and  year  first   above  written. 

The  Jacksonville  Southeastern  Railway  Company, 
|  seal]  By  William  S.  Hook,  President. 

Marshall  P.  Ayers,  Secretary. 
[seal]  J.  H.  Dunn, 

[seal]  E.  H.  Butler, 

Trustees. 

State  of  Illinois,  ) 

>  ss 
Morgan  County.    \  ' 

Be  it  remembered  that  on  the  day  of  the  date  hereof,  William  S.  Hook, 
President  of  the  Jacksonville  Southeastern  Railway  Company  and 
Marshall  P.  Ayers,  Secretary  of  said  Company,  who  are  personally  known 
to  the  undersigned,  a  Notary  Public  for  the  City  of  Jacksonville  within 
said  County  and  State  and  residing  at  said  City  of  Jacksonville  to  be 
the  identical  persons  whose  names  are  subscribed  to  the  foregoing  deed 
of  trust,  or  mortgage,  as  having  executed  the  same  and  also  personally 
known  to  me  to  be  such  president  and  secretary,  respectively,  did  before 
in.  severally  acknowledge  that  they  executed  the  said  deed  by  the  au- 
thority and  direction  of  the  said  Company  for  the  uses  and  purposes 
therein    expressed. 

In   Willi,  ss  Whereof  T  have  hereunto  set  my  name  and  affixed  my  Notarial 

Seal    at    my    office   in    Jacksonville,    Illinois    this  day    of   July,   A.   D. 

Eighteen  hundred    and  Eighty  two.  Charles  L.  Draper, 

[seal]  Notary  Public. 

Filed  July  14th,  A.  D.  1882,  at  3%  O'clock  P.  M.,  H.  R.  Hall,  Recorder. 


1326       CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD   COMPANY 
State  of  Illinois, 


W..J 


ss 
County  of  Mario 

I,  X.  W.  Salter,  Clerk  of  the  Circuit  Court  and  Recorder  of  Deeds  of 
Mariou  County,  and  keeper  of  the  records  and  files  thereof,  do  hereby 
certify  that  the  annexed  and  foregoing  is  a  true  and  correct  copy  of 
Trust  Deed  wherein  The  Jacksonville  Southeastern  Railway  Company 
is  Grantor  and  J.  H.  Dunn  and  E.  H.  Butler,  Trustees,  are  Grantees,  which 
was  recorded  on  the  14th  day  of  July,  1882,  at  3y2  P.  M.,  in  Book  T  of 
Mortgages,  on  Page  340. 

In   Wit  hiss  Whereof,  I  have  hereunto  set  my  hand  and  affixed  the  seal  of 
said   Circuit   Court   at   my   office  in   the   City   of   Salem,   in  said   County, 
this  16th  day  of  March,  A.D.  1917. 
[seal]  N.  W.  Salter, 

Cleric  of  the  Circuit  Court  and  Recorder  of 
Deeds,  of  Marion  County,  Illinois. 

DECREE,  February  27,  1890,  Circuit  Court,  Marion  County,  Illinois. 

********* 

State  of  Illinois, 


.-.}■ 


,  ss. 
Coi  n'ty  of  Marion, 

At  a  Circuit  Court  begun  and  held  in  and  for  the  County  of  Marion 
and  state  of  Illinois  at  the  court  house  in  the  City  of  Salem  on  the  second 
Monday.     It  being  the  10th  day  of  February,  A.D.  1890. 

Present.  lion.  Benjamin  R.  Burroughs,  Circuit  Judge;  W.  Scott  Mat- 
thews, Sheriff;  ('.  E.  Jennings,  States  Attorney;  Thus.  F.  Meagher,  Circuit 
Clerk;  Officers  holding  court. 

Monday  February  10th,  1890.  The  Court  having  this  day  met,  being 
the  first  day  of  the  term.  And  the  grand  jury  having  been  summoned 
by  the  Sheriff  and  being  duly  called  in  open  court  answer  to  their  names 
as  follows  towit :    *   *   *   *   * 

Peter  Heiss,  Peter  Heiss  and  Ferdinand  Heiss  as  Peter  Heiss  &  Son, 
Peter  Klepper,  Hugo  Prill,  Charles  Kaiser,  Fred  Buhler,  Godfried  Zoeller, 
Fred  Sanders,  Anna  Schuchman,  Barbary  Widman,  Admx.  of  Phillip 
Widman,  Dec.  Arnold  Vortride  Admr.  of  Minnie  Vorbride  Dec.  Anna  Eis, 
Matilda  Baumer,  Matilda  Lover,  Amelia  Ackerman,  Clara  Jahn,  Theresa 
Jahn,  Emil  Buehler,  Admr.  of  Bertha  Buehler  Dec.  and  Isaac  Coe  Com- 
plainants; vs.  Original  and  Amended  Bills;  The  Jacksonville  South  Eastern 
Railway  Co.;  The  Louisville  and  St.  Louis  Railway  Co. 

I.  Henry  Duim  and  Edgar  H.  Butler,  trustees  &  Co.  &  they  and  S.  C. 
Payne  Freer  and  John  G.  Shorthall  as  trustees  &c.  &  others  and  the 
Pennsylvania  Fire  Insurance  Company;  The  Penn  Mutual  Life  Insurance 
Company;  Charlemangue  Tower  Jr.  and  Richard  I.  Henry  Lee,  Exrs.  of 
the  estate  of  Charlemangue  Tower  Sr.  dee'd  John  M.  Kennedy,  Ferdi- 
nand A.  Litz;  Daniel  B.  Cummins  as  executor  of  the  last  will  of  Isaiah  V. 
Williamson  Dec.  and  Daniel  B.  Cummins  and  Edward  Y.  Townsend;  The 
Jacksonville  South  Eastern  Railway  Co.;  The  Louisville  and  St.  Louis  Rail- 
way Co.;  Peter  Heiss,  Ferdinand  Heiss,  Peter  Klepper,  Hugo  Prill;  Charles 


CORPORATE    HISTORY  1327 

Kaiser,  Fred  Buehler,  Gottfried  Zoeller,  Fred  Sanders,  Anna  Schuchman, 
Charles  Schuchman,  Barbary  Wildman  Admx.  &c.  Arnold  Vortride  Admrs. 
&c.  Anna  Eis,  Matilda  Baumer,  Matilda  Loyer,  Amelia  Ackerman,  Clara 
.hihii,  Theresa  Jahn,  Emiel  Buehler  Admr.  of  Bertha  Buehler  Dec.  Isaac 
Co,  O.  Henry  Dunn  and  Edgar  H.  Butler  as  trustees  and  L.  C.  Freer  and 
John  G.  Shortall  as  trustee  &  Co.,  Respondents. 

ORIGINAL  AND  AMENDED  BILLS 

And  now  on  this  27th  day  of  February  1890  came  the  parties  to  this 
suit  by  their  respective  solicitors  and  this  cause  came  on  to  be  heard 
upon  the  original  bill  and  the  amendments  to  the  same,  the  several 
answers  to  the  original  and  amended  bills  of  the  several  respondents  to 
the  same  the  cross  bill  tiled  in  said  cause  and  the  exhibits  made  part 
of  the  same,  the  answers  to  the  cross  bill  and  the  replications  to  the 
answers  to  the  original  and  amended  bill  and  cross  bill.  And  the  evi- 
dence of  the  case.  And  the  court  having  heard  the  arguments  of  counsel 
in  cause  and  being  sufficiently  advised  of  and  concerning  the  premises, 
the  court  finds  that  the  Jacksonville  South  Eastern  Railway  Company 
on  the  first  day  of  July  1880,  executed  a  mortgage  deed  to  respondents 
L.  C.  Paine  Freer  and  John  G.  Shortall  as  trustees  on  all  their  line  of 
Railway  from  Jacksonville  Illinois  to  Litchfield,  111.  to  secure  300  bonds 
of  said  Company  for  $1,000  each  drawing  interest  from  date  at  6  per  cent 
per  annum,  the  interest  payable  semi  annually;  that  said  mortgage  in- 
cluded all  the  rolling  stock  of  said  Company  and  all  of  its  tracks  then 
constructed  and  to  be  constructed  to  Litchfield,  111.  and  that  said  mort- 
gage was  duly  recorded  in  the  proper  counties  and  became  a  lien  upon 
all  the  property  of  said  Railway  Company  from  Jacksonville  to  Litch- 
field, 111.  and  that  all  of  the  principal  of  said  Bonds  is  unpaid  with  the 
interest  on  the  same  from  January  1st,  1889. 

And  the  court  further  finds  from  the  evidence  that  the  said  Jackson- 
ville South  Eastern  Railway  Company  on  the  first  day  of  July  1882 
executed  a  mortgage  upon  all  of  its  line  of  Railway  from  Jacksonville 
Illinois  to  Centralia  Illinois,  and  that  at  that  time  the  line  was  con- 
structed from  Jacksonville,  111.  to  Litchfield,  111.  And  was  afterwards 
constructed  to  Centralia,  111.  That  said  Railway  Company  issued  1120 
Bonds  of  $1,000,  each  secured  by  said  Mortgage  said  Bonds  falling  due 
on  Feby  1st,  1912,  and  drawing  interest  from  date  at  six  per  cent  per 
annum  payable  semi  annually.  And  said  Bonds  were  secured  by  said 
mortgage;  that  said  Bonds  amounted  to  $10,000  per  mile  of  completed 
Railroad.  And  the  Court  further  finds  that  the  City  of  Centralia  was 
organized  under  the  law  passed  by  the  Legislature  of  Illinois  and  that 
said  city  was  organized  under  said  law  prior  to  the  first  day  of  August, 
1870. 

And  the  court  further  finds  that  the  City  Authorities  of  Centralia  in 
the  year  1882  duly  passed  and  published  an  ordinance  granting  to  the 
Jacksonville  South  Eastern  Railway  Company  the  right  of  way  over 
and  upon  Chestnut  street  in  said  City  with  right  to  lay  down  and  there- 
after use  a  single  Railway  track  upon  said  street. 


1328       CHICAGO,   BURLINGTON   &   QUINCY   RAILROAD   COMPANY 

And  the  court  further  finds  that  said  Railway  Company  iu  the  mouth 
of  October  1883  laid  a  single  track  upon  said  street  and  the  same  has 
been  used  for  ordinary  Railway  purposes  since  that  date  that  said  track 
was  laid  upon  the  level  surface  of  the  ground  and  no  part  of  the  abuting 
property  on  said  street  was  taken  possession  of  or  in  any  way  interfered 
with  in  any  other  way  than  by  said  Railway  Company  except  such 
as  resulted  from  the  construction  and  operation  of  said  railroad  upon 
and  over  said  street  for  Railroad  purposes. 

And  the  court  further  finds  from  the  evidence  that  the  Jacksonville 
South  Eastern  Railway  Company  tailed  to  pay  the  taxes  upon  its  prop- 
erty in  the  several  Counties  through  which  said  liue  extends  and  on 
the  25th  day  of  June  1889  the  trustees  named  in  the  mortgage  of  July 
1st.  Iss2,  under  the  provisions  of  said  deed  entered  upon  and  took  pos- 
session of  all  of  said  line  of  Railroad  and  its  equipment  for  the  benefit  of 
the  holders  of  said  Bonds. 

And  the  court  further  finds  that  said  Railway  Company  failed  to  pay 
the  interest  on  said  Bonds  falling  due  July  1st,  1889  upon  all  of  said 
Bonds  and  said  intereBl  remaining  due  and  unpaid  for  more  than  six 
months,  on  the  second  day  of  January,  1S90  Dunn  and  Butler  as  trustees 
named  in  said  mortgage  declared  the  principal  of  all  of  said  Bonds  due 

and    payable    and    the    Court    further    finds    that    the    claims    of    the    several 

demands  set  up  l>y  the  Complainants  in  the  original  Bill  were  for  al- 
leged injury  to  abutting  property  OH  said  Chestnut  street  resulting  from 
the  construction  and  operation  of  said  Railroad  on  said  street  as  afore- 
said that  said  several  parties  instituted  suits  againsl  said  Railway  Com- 
pany and  secured  judgments  for  the  amounts  and  of  the  dates  as  follows: 
r  Klepper.  August  20th,  1888  for  $850.00;  Hugo  Prill,  August  27, 
1888  for  $8,000.00;  Fred  Buehler,  AugUBt  27,  1888  for  $2,700.00;  Gott- 
t'reid  Doeller,  August  27,  1888  for  $1,250.00;  Matilda  Lover,  August  27, 
188*  for  $1,500.00;  Bertha  Buehler.  August  27,  1888,  Amelia  Ackerman, 
August   27,    lvss,  Clara   Jahn,   August   27,   1888,  Theresa    Jahn,  August  27, 

1888  for  $3,000.on;  Fred  Banders,  August  27,  1888,  Charles  Schuchman, 
August  27.  1888,  Anna  Schuchman,  August  27,  1888  for  $1,750.00; 
Anna  His  and  Matilda  Baumer,  August  27,  1888  for  $2,400.00;  Peter 
Heiss,  August  28,  1888  for  $8,875.00  Peter  Heiss  and  Son,  August 
28,  1888  for  $9,000.00;  A.  Vortride  Admr.  of  &c.  August  28,  1888  for 
$5,000.00;  Charles  Kaiser,  August  28,  1888  for  $4,000.00;  Isaac  S.  Coe, 
August  28,  1888  for  $8,000.00;  Barbary  Widman  Ads.  of  &c.  August 
29th  1888  for  $500.00. 

And  upon  which  said  judgment  execution  has  been  issued  as  alleged 
in  said  bill  and  the  court  further  finds  from  the  evidence  that  Charle- 
magne Towers,  Jr.  and  Richard  Henry  Lee  as  Executors  of  Charlemagne 
Tower  deed,  are  the  owners  and  holders  of  Two  Hundred  of  said  Bonds 
with  the  interest  from  January  1st,  1889  making  together  the  sum  of 
$213,906.84.  That  Ferdinand  A.  Litz  is  the  owner  and  holder  of  one 
hundred  of  said  Bonds  with  the  interest  from  the  first  day  of  January 

1889  making  the  sum  of  106.953.42.  That  Daniel  B.  C.  Cumins  as  executor 
of  the  estate  of  Isaiah  V.  Williams  Dec.  is  the  owner  and  holder  of  one 


CORPORATE    HISTORY  1329 

hundred  and  sixty  of  said  bonds  with  the  interest  from  January  1st, 
1889,  making  the  sum  of  $171125.47.  That  said  Daniel  Cumins  is  the 
owner  in  his  own  right  of  ten  of  said  Bonds  with  the  interest  from 
January  1st,  1889  making  the  sum  of  $10655.34.  That  the  Penn  Mutual 
Life  Insurance  Company  is  the  owner  and  holder  of  $50000  of  said 
Bonds  with  the  interest  on  the  same  from  January  1st,  1889  making  the 
sum  of  53476.71.  That  John  M.  Kennedy  is  the  owner  and  holder  of 
twenty  four  of  said  Bonds  with  the  interest  from  January  1st,  1889, 
making  the  sum  of  $25,668.56.  That  Edward  Y.  Townsend  is  the  owner 
of  twenty  five  of  said  Bonds  with  the  interest  from  the  first  day  of 
January,  1889,  making  $26733.35.  That  the  Pennsylvania  Fire  In- 
surance Company  is  the  owner  and  holder  of  thirty  of  said  bonds  with 
the  interest  on  the  same  from  January,  1st,  1889  making  the  sum  of 
$32,086.02.  And  that  all  of  said  bonds  are  secure  by  the  mortgage  of 
the  date  of  July  1st,  1882  upon  the  line  of  said  Railway  from  Jackson- 
ville, 111.  to  Centralia,  111.  That  all  of  the  outstanding  bonds  not  held 
by  the  Complainants  in  the  Cross  Bill  are  also  secured  by  the  said  mort- 
gage. And  the  court  further  finds  that  said  Railway  property  was 
and  is  encumbered  by  lien  for  assessed  and  unpaid  taxes  in  the  sev- 
eral counties  through  which  the  said  road  runs  as  follows,  towit:  In 
Morgan  County  taxes  for  the  year  1888  for  the  sum  of  $2,511.05;  In 
Sangamon  County  for  the  year  1888  for  the  sum  of  $871.43;  In  Macoupin 
County  for  the  year  1888  for  the  sum  of  $2,739.91;  In  Montgomery 
County  for  the  year  1888  for  the  sum  of  $1,443.38;  In  Bond  County 
for  the  year  1888  for  the  sum  of  $2,221.99;  In  Clinton  County  for  the 
year  1888  for  the  sum  of  $1,198.50;  In  the  County  of  Marion  for  the  year 
1888  for  the  sum  of  $977.17. 

And  the  court  finds  from  the  inspection  of  the  several  declarations 
filed  in  the  Common  law  cases  in  which  the  judgments  hereinbefore 
mentioned  were  rendered  among  other  things  set  up  claims  for  dam- 
ages which  in  the  opinion  of  the  court  would  not  constitute  a  lien  upon 
the  railway  prior  to  and  superior  to  the  mortgage  lien  to  secure  the 
payment  of  the  bonds  held  by  the  Complainants  in  the  cross  bill  and  it 
appearing  to  the  court  that  the  Jacksonville  South  Eastern  Railway 
Company  after  filing  a  plea  in  each  of  said  cases  and  the  trial  of  the 
case  of  Peter  Clepper  against  said  Railway  Company  abandoned  all  of 
the  other  cases  and  made  no  defense  in  either  of  said  cases,  it  is  there- 
fore ordered  by  the  court  that  the  several  judgments  be  opened  And 
the  Complainants  in  the  cross  bill  be  let  in  to  defend  said  several  suits 
And  to  the  ruling  of  the  Court  in  this  issue  Complainants  in  the  original 
bill  excepts  and  thereupon  the  Complainants  in  the  original  bill  and 
its  amendments  move  the  court  for  an  order  referring  several  cases  to 
a  jury  to  ascertain  the  amount  of  damage  sustained.  And  the  court 
ordered  that  said  motion  be  granted  and  that  said  several  claims  of  the 
Complainants  in  the  original  bill  be  referred  to  the  jury  to  try  the  ques- 
tion under  an  issue  to  be  formed  under  the  direction  of  the  court.  And 
it  is  further  ordered  and  decreed  by  the  Court  that  the  several  sums  so 
found  in  favor  of  the  several  complainants  in  the  original  bill  and  its 


1330       CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD   COMPANY 

amendments  shall  be  taken  to  be  and  held  as  a  first  lien  upon  the  Rail- 
road of  the  Jacksonville  South  Eastern  Railway  Company  superior  to 
any  mortgage  lien  in  favor  of  the  Complainants  in  the  Cross  Bill  or  the 
holders  of  any  of  the  bonds  of  said  Railway  Company  secured  by  the 
mortgage  of  July  1st,  1882.  And  it  is  further  ordered  that  said  several 
judgments  shall  stand  as  a  security  and  as  a  lien  upon  said  Railroad 
from  the  date  of  the  said  several  judgments  for  whatever  sum  shall 
hereafter  be  found  to  be  in  the  opinion  of  the  Court  a  first  lien  upon 
said  Railroad  under  the  Constitution  of  the  State  of  Illinois.  And  the 
Complainants  in  the  cross  bill  except  to  so  much  of  the  order  made  in 
this  cause  as  holds  that  any  claim  in  favor  of  the  Complainants  in  the 
original  liill  or  either  of  them  is  a  superior  lien  upon  said  Railroad  to  the 
mortgage  lien  of  said  mortgage  dated  July  1st,  1882. 

And  it  is  further  ordered  and  decreed  by  the  Court  that  the  Jackson- 
ville South  Eastern  Railway  Company  pay  to  the  said  Complainants 
in  the  Cross  Bill  respectively  the  several  sums  of  money  hereinbefore 
found  to  be  due  each  of  them  and  that  said  payments  be  made  with  six 
per  cent  interesl  per  annum  within  twenty  days  from  the  date  of  this 
deeree.  And  it  is  further  ordered  that  said  sale  be  made  subject  to 
the  lien  aforesaid  and  that  said  sale  be  also  made  subject  to  the  lien 
for  taxes  due  and  unpaid.  And  subject  also  to  the  lien  of  the  first  mort- 
gage hereinbefore  recited  And  subject  to  whatever  may  be  found  due 
to  Butler  &  Dunn  as  trustees  on  a  final  settlement  with  them  of  their  ac- 
counts with  said  Railway  Company  from  June  25th,  1889,  the  date  they 
entered  into  possession  of  the  same  for  benefit  of  the  mortgage  Creditors. 

And  it  is  further  ordered  and  decreed  by  the  court  that  in  the  event 
of  the  failure  of  the  said  Jacksonville  South  Eastern  Railway  Company 
paying  said  several  sums  of  money  and  interest  within  the  time  fixed 
for  the  same  l>y  this  order,  that  the  said  Jacksonville  South  Eastern 
Railway  Company  and  all  persons  claiming  under  it  be  foreclosed  of  all 
equity  of  redemption  in  and  to  all  and  singular  the  railroad  aforesaid 
and  all  of  its  tracks,  side  tracks  sidings  depots  station  and  other  houses, 
and  all  of  its  shops  and  other  buildings  and  all  equipment-rolling  stock, 
cars  of  every  kind  and  other  machinery. 

And  it  was  further  ordered  ami  decreed  by  the  court  that  the  Master 
in  Chancery  of  Marion  County.  111.  proceed  to  sell  all  and  singular  said 
Railroad  tracks,  rights  of  way  switches  sidings  and  other  tracks,  depots, 
station-houses  and  other  buildings  and  branches  and  all  of  its  equipment 
of  every  kind,  said  sales  to  be  made  at  the  front  door  of  the  court  house 
in  the  City  of  Salem  in  the  County  of  'Marion  and  State  of  Illinois  at 
option  and  without  redemption  for  cash  and  between  the  hours  of  12 
o'clock  noon  and  3  o'clock  P.  M.  of  said  day. 

And  it  is  further  ordered  and  decreed  that  said  Master  in  Chancery 
shall  require  each  bidder  at  said  sale  for  said  property  to  deposit  with 
said  Master  in  Cash  three  thousand  dollars  or  an  amount  equivalent 
to  three  thousand  dollars  in  value  of  the  bonds  of  the  Jacksonville  South 
Eastern  Railway  Company  secured  by  said  mortgage  and  dated  July  1st, 
1882.  And  any  bid  of  any  person  not  accompanied  with  either  the  money 
or  the  bonds  as  hereinbefore  provided  shall  not  be  taken  or  received  by 


CORPORATE    HISTORY  1331 

s.i  id  Master  as  a  bid  for  said  property.  And  it  is  further  ordered  and 
decreed  by  the  Court  that  the  right  to  bid  at  such  sale  is  reserved  to  the 
said  Henry  J.  Dunn  and  Edgar  H.  Butler  as  trustees  and  also  to  each  and 
all  of  the  Complainants  in  the  Cross  Bill  filed  herein  upon  their  complying 
with  the  terms  of  this  decree. 

And  it  is  further  ordered  by  the  Court  that  said  Master  in  Chancery 
first  advertise  all  and  singular  said  property  describing  the  same  for  sale 
by  publication  of  notice  of  the  same  stating  the  terms  and  time  of  sale 
said  notice  of  sale  to  be  published  for  four  weeks  in  some  public  news- 
paper printed  and  published  in  said  City  of  Salem,  111. 

And  it  is  further  ordered  that  said  Kailroad  and  all  of  its  equipments 
be  sold  as  one  property  and  without  redemption.  And  it  is  further 
ordered  and  decreed  that  the  purchaser  of  said  property  shall  pay  on  the 
day  of  sale,  fifty  thousand  dollars  in  cash  or  Fifty  Thousand  Dollars  in 
the  bonds  of  the  Jacksonville  South  Eastern  Eailway  Company  of  the 
date  of  July  first,  1882.  And  that  within  ninety  days  from  the  date 
of  sale  the  purchaser  shall  pay  in  cash  to  the  Master  the  sum  of  Fifty 
five  Thousand  Dollars  and  the  remainder  of  the  purchase  money  may  be 
discharged  by  the  cancellation  of  the  bonds  of  the  Jacksonville  South 
Eastern  Eailway  Company  of  the  date  of  July  1st,  1882  at  par  with  ac- 
cumulated and  unpaid  interest  added,  said  balance  of  the  purchase  money 
to  be  applied  to  each  and  every  of  the  bonds  represented  in  due  pro- 
portion to  each  bond  at  par.  And  it  is  further  ordered  that  the  holder 
or  holders  of  any  of  said  bonds  not  held  by  either  of  the  parties  to  this 
suit  shall  be  entitled  to  present  them.  And  if  presented  or  evidence 
of  ownership  shall  be  produced  within  the  time  limited  for  the  full  pay- 
ment of  the  balance  of  said  purchase  money  then  each  bond  so  pre- 
sented or  the  ownership  proven  shall  be  entitled  to  payment  in  pro- 
portion with  these  held  by  the  Complainants  in  the  Cross  Bill,  and  it 
is  further  ordered  that  any. and  all  of  the  bonds  of  such  date  not  presented 
or  so  proven  by  the  date  aforesaid  shall  be  barred  from  all  right  to  par- 
ticipate in  the  distribution  of  the  proceeds  of  sale.  And  it  is  further 
ordered  that  the  said  Master  shall  hold  the  said  sum  of  Fifty  five  Thou- 
sand Dollars  so  to  be  brought  into  court  subject  to  the  further  order 
of  this  court,  and  it  is  further  ordered  that  said  sum  of  money  shall  be 
held  for  the  payment  of  whatever  sum  may  be  hereafter  found  due  the 
Complainants  in  the  original  bill  and  its  amendments  upon  the  final 
hearing  in  the  several  cases  of  the  judgments  referred  to  in  said  Bill 
and  which  several  judgments  have  been  ordered  opened  in  this  case  for 
further  investigation  and  which  said  sum  shall  be  found  of  the  character 
entitling  the  Complainants  or  either  of  them  to  a  lien  in  the  opinion  of 
the  court  upon  the  railroad  of  the  said  Jacksonville  South  Eastern  Rail- 
way Co.  superior  and  prior  to  the  lien  treated  by  the  mortgage  of  July 
1st,  1882,  in  the  opinion  of  the  court  under  the  Constitution  of  the  State 
of  Illinois. 

And  the  Complainants  in  the  cross  bill  except  to  the  refusal  of  the 
Court  in  the  ruling  hereinbefore  made. 

And  it  is  further  ordered  that  the  Master  in  Chancery  of  this  Court 
execute   an  additional  Bond  as  such   Master  in   the  penal  sum  of  Fifty 


1332       CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

Thousand  Dollars  with  to  be  approved  by  the  Judge  of  this  court,  and 
filed  in  the  office  of  the  Clerk  of  this  Court  before  the  execution  of  this 
decree. 

And  it  is  further  ordered  and  decreed  that  any  of  said  bonds  de- 
scribed in  the  pleadings  in  this  case  and  not  heretofore  produced  in 
this  court  shall  be  produced  or  the  holders  shall  come  into  this  case 
and  apply  for  relief,  then  it  is  ordered  that  said  holders  so  coming  into 
this  case  shall  be  entitled  to  share  equally  in  the  proceeds  of  said  sale 
with  the  Complainants  in  the  Cross  Bill,  that  is  to  say,  the  purchase 
money  shall  be  applied  equally  to  each  bond  so  represented. 

And  it  is  further  ordered  and  decreed  by  the  court  that  unless  the 
holders  of  the  said  bonds  of  the  date  of  July  1st,  1882,  and  not  parties 
to  this  suit,  shall  appear  before  the  .Master  and  make  proof  of  ownership 
of  said  Bonds  within  sixty  days  from  the  date  of  this  decree  if  a  sale 
shall  be  made  under  this  decree,  then  all  such  owners  or  holders  as  do 
not  so  appear  within  the  time  mentioned  shall  be  barred  by  this  decree 
and  the  proceeds  of  said  sale  except  so  far  and  as  much  thereof  as  shall 
he  hereafter  directed  by  this  Court  to  be  paid  to  Complainants  in  original 
bill  and  its  amendments  shall  be  applied  in  proportion  to  the  claim  of 
each  owner  is  to  the  purchase  price  of  the  property  after  deducting  all 
costs  that  is  to  say,  the  application  shall  be  pro  rata  on  each  bond  pre- 
sented. 

And  it  is  further  ordered  and  decreed  that  said  Master  in  Chancery 
shall  execute  a  deed  conveying  all  of  said  property  to  the  purchaser  or 
purchasers  upon  such  purchasers  complying  with  the  terms  and  condi- 
tions of  said  sale.  And  it  is  further  ordered  and  decreed  that  said  Mas- 
ter in  Chancery  shall  execute  a  deed  conveying  all  of  said  property  to 
the  purchaser  or  purchasers  upon  such  purchasers  complying  with  the 
terms  and  conditions  of  said  sale.  And  it  is  further  ordered  that  said 
Blaster  shall  make  report  of  his  proceedings  to  this  Court.  And  it  is 
further  ordered  that  the  respondent  J.  Henry  Dunn  and  Edgar  H.  Butler 
as  trustees  make  final  report  of  all  of  their  business  from  the  25th  day 
of  June,  1889,  to  the  date  of  said  sale  connected  with  and  concerning 
the  operation  of  said  Railway  for  the  use  and  benefit  of  said  holders  of 
the  mortgage  bonds  aforesaid. 

Approval  Benj.  I;.  Burroughs,  Judge. 


State  of  Illinois,    ) 

>  ss. 
County  of  Marion.  \ 

I,  John  M.  Shultz,  Clerk  of  the  Circuit  Court  in  and  for  said  county, 
do  hereby  certify  that  the  above  and  foregoing  is  a  true  and  perfect 
copy  of  the  convening  order  and  decree  rendered  by  said  Circuit  Court 
at  the  February  term,  A.  D.  1890,  in  the  case  of  Peter  Heiss  et  al.  vs. 
Jacksonville  Southeastern  Railway  Company,  et  al,  as  the  same  appears 
of  record  in  my  office,  as  recorded  in  Circuit  Court  record  "S"  pages 
319,  377,  378,  379,  380,  381,  382,  383,  384  and  385. 
[seal]  John  M.  Shultz, 

Cleric  of  Circuit  Court. 


CORPORATE    HISTORY  1333 

DECREE,  August  15,  1890,  Circuit  Court,  Marion  County,  Illinois. 


■,\ 


State  of  Illinois,    , 
County  of  Marion. 

At  a  regular  term  of  the  Circuit  Court  began  and  holden  in  and  for 
the  County  of  Marion  and  State  of  Illinois  at  the  Court  house  in  the  City 
of  Salem  on  the  second  Monday.  It  being  the  eleventh  day  of  August, 
1890.  Present  Officers  holding  court:  Hon.  William  Snyder,  Judge; 
Thomas  F.  Meagher,  Clerk;  W.  Scott  Matthews,  Sheriff;  C.  E.  Jennings, 
State 's  Attorney,  being  sick  and  unable  to  attend  court,  the  court  ap- 
points William  D.  Farthing  States  Attorney  for  this  term  of  court. 

Monday  August  12th,  1890.  The  court  having  this  day  met  being  the 
first  day  of  the  term.  And  the  Grand  Jury  having  been  summoned  by 
the  Sheriff  and  being  duly  called  in  open  court  answered  to  their  names 
as  follows,  to  wit :      ***** 

Peter  Heiss  and  other  Complainants  in  original  bill 

vs. 

The  Jacksonville  South  Eastern  Railway  Co.,  and 

other  Respondents  in   original  bill  and  the   Penn 

Mutual  Life  Insurance  Company,  The  Pennsylvania 

Fire   Insurance  Co.,  and   other  complainants. 

Cross  Bill 

vs. 

The  Jacksonville  South  Eastern  Railway  Co.,  and 

other  Respondents  in  Cross  Bill. 

And  now  on  this  fifteenth  day  of  August,  1890  came  the  parties  to  this 
suit  and  the  Court  thereupon  ordered  an  issue  to  be  formed  in  said  cause 
to  be  tried  by  a  jury  in  order  to  ascertain  the  amount  of  the  damage 
the  Complainants  in  the  original  bill  filed  herein  are  entitled  to  that  said 
Issue  be  in  the  following  form  towit. 

And  now  on  this  fifteenth  day  of  August  1890  it  being  one  of  the 
days  of  the  August  term  1890  of  this  Court  come  the  said  parties  by 
their  respective  solicitors  and  the  solicitors  for  each  of  said  parties  as 
claim  to  be  holders  of  judgments  of  this  Court  against  the  said  Defendant 
the  Jacksonville  South  Eastern  Railway  Co.  as  described  in  the  bill  of 
Complaint  herein  move  the  court  to  submit  to  a  trial  by  jury  the  fol- 
lowing issue  of  fact  the  damages  embraced  in  each  of  said  judgments 
being  the  judgments  in  the  following  cases: 

Peter  Heiss 
vs. 
The  Jacksonville  South  Eastern  Railway  Co. 

Peter  Heiss  &  Son 

vs. 

The  Jacksonville  South  Eastern  Railway  Co. 


1334      CHICAGO,  BURLINGTON  &   QUIXCY  RAILROAD   COMPANY 

Hugo  Prill,  Fred  Buehler 
vs. 
The  Jacksonville  South  Eastern  Railway  Co. 

Godfried  Zoeller 
vs. 
The  Jacksonville  South  Eastern  Railway  Co. 

Matilda  Lover 
vs. 
The  Jacksonville  South  Eastern  Railway  Co. 

Charles  Kaiser 
vs. 
The  Jacksonville  South  Eastern  Railway  Co. 

Bertha  Buehler 
vs. 
The  Jacksonville  South  Eastern  Railway  Co. 

Fred  Sanders 
vs. 
The  Jacksonville  South  Eastern  Railway  Co. 

Anna  E.  Eis,  et  al. 
vs. 
The  Jacksonville  South  Eastern  Railway  Co. 

Barbara  Widman  Admr. 
vs. 
The  Jacksonville  South  Eastern  Railway  Co. 

R.  Vortride  Adrn.  &  C. 
vs. 
The  Jacksonville  South  Eastern  Railway  Co. 

Peter  Klepper 
vs. 
The  Jacksonville  South  Eastern  Railway  Co. 

Isaac   F.   Coe 
vs. 
The  Jacksonville  South  Eastern  Railway  Co. 

towit.  what  if  any  damage  has  the  plaintiff  or  plaintiffs  sustained  in 
the  permanent  deterioration  in  the  market  value  of  the  property  de- 
scribed in  the  Declarations  filed  herein  by  reason  of  the  location  and  sub- 
sequent use  and  operation  of  the  Railroad  of  the  said  Jacksonville  South 
Eastern  Railway  Go.  upon  and  along  Chestnut  street  in  the  City  of  Cen- 
tralia  and  State  of  Illinois. 

And  the  court  having  heard  the  argument  of  solicitors  for  each  of 
said  parties  on  said  mot  ion  and  being  advised  in  the  premises  and  on 
consideration  thereof  it  is  ordered  by  the  Court  that  said  motion  be 
and  the  same  is  allowed  and  that  said  question  of  fact  as  above  in  said 


CORPORATE    HISTORY  1335 

motion  set  forth  be  submitted  and  tried  by  the  Court  and  a  jury  at 
the  present  August  term  of  this  Court  or  as  soon  thereafter  as  the  same 
can  be  heard  and  for  the  purpose  of  such  trial  it  is  further  ordered  by 
the  Court  that  the  said  issue  of  fact  in  said  judgments  be  set  for  trial  as 
follows,  that  in  the  first  four  above  named  judgments  said  trial  be  set 
for  Monday  August  25th  A.  D.  1890,  and  the  second  four  be  set  for 
trial  on  Tuesday  August  26th  A.  D.  1890  and  the  third  four  be  set  for 
trial  on  Wednesday  August  27th  A.  D.  1890  and  the  rest  for  trial  on 
Thursday  August  29th  A.  D.  1890.  And  afterwards  towit  on  the  25th  day 
of  August  1890  came  the  parties  to  this  suit  and  the  Court  thereupon 
a  jury  was  empannelled  to  try  the  issue  formed  by  the  order  of  the 
Court,  said  jury  after  hearing  the  evidence  and  the  instructions  of  the 
court  in  the  case  of  Peter  Heiss  vs.  the  Jacksonville  South  Eastern  Rail- 
way Co.  refered  to  in  the  original  bill  rendered  a  verdict  as  follows, 
towit:  We  the  jury  find  that  lots  8  9  and  10  in  Block  44  sustained  dam- 
ages to  the  amount  of  thirty  eight  hundred  Dollars  and  that  the  East 
half  of  the  south  half  of  Lot  10  Block  28  sustained  damages  to  the  amount 
of  Seven  hundred  dollars  whereupon  the  Complainants  in  the  Cross  Bill 
entered  a  motion  to  set  aside  the  verdict  and  thereupon  came  on  to 
be  tried  the  issue  ordered  to  be  tried  the  issue  ordered  to  beJ  tried  in 
the  case  of  Peter  Heiss  &  Son  vs.  Jacksonville  South  Eastern  Railway 
Company  and  the  jury  after  hearing  the  evidence  in  the  case  returned  a 
verdict  for  the  Defendant  and  thereupon  came  on  to  be  tried  by  a  jury 
the  issue  formed  in  the  case  of  Hugo  Prill  vs.  Jacksonville  South  East- 
ern Railway  Co.  and  the  jury  after  hearing  the  evidence  returned  a 
verdict  into  court  in  favor  of  the  said  Prill  as  follows  towit.  We  the 
jury  find  a  verdict  in  favor  of  Hugo  Prill  Twelve  Hundred  and  eighty 
Dollars  being  damages  and  the  Complainant  in  the  cross  bill  entered 
a  motion  for  a  new  trial  and  thereupon  came  on  to  be  tried  by  the  jury 
the  issue  formed  in  the  case  of  Fred  Buehler  vs.  the  Jacksonville  South 
Eastern  Railroad  Co.  and  the  jury  having  heard  the  evidence  and  in- 
structions of  the  court  returned  a  verdict  in  said  case  as  follows,  towit. 
We  the  jury  find  Fred  Buehler  a  business  as  hardware  merchant  sus- 
tained damages  to  the  amount  of  $300.00  on  S%  Lot  6  Block  28  and 
thereupon  the  Complainants  in  the  Cross  Bill  entered  motion  for  a  new 
trial  and  thereupon  came  on  to  be  tried  the  case  of  Godfrey  Zoeller  vs. 
the  Jacksonville  S.  E.  Railroad  Co.  and  the  jury  after  hearing  the 
evidence  and  instructions  returned  a  verdict  for  the  plaintiff  as 
follows  towit.  We  the  jury  find  that  the  plaintiff  has  sustained  damages 
on  real  estate  to  the  amount  of  ($350)  Three  Hundred  and  fifty  Dollars 
and  on  business  ($95.00)  Ninety  five  and  thereupon  the  Complainants 
in  the  Cross  Bill  entered  a  motion  to  set  aside  the  verdict. 

And  thereupon  came  on  to  be  tried  the  case  of  Matilda  Loyer  vs.  the 
Jacksonville  South  Eastern  Railway  Company  and  the  jury  after  hearing 
the  evidence  returned  into  court  a  verdict  as  follows:  towit.  We  the 
jury  find  the  property  described  towit  in  Lot  5  in  Block  28  sustained 
damages  to  the  amount  of  Eight  Hundred  (800.00)  on  two  thirds  of 
said  property  and  the  Complainants  in  the  cross  bill  entered  a  motion  for 


1336       CHICAGO,  BURLINGTON   &  QUINCY  RAILROAD   COMPANY 

a  new  trial  and  thereupon  came  on  to  be  tried  the  case  of  Charles  Kaiser 
vs  the  same.  And  the  jury  after  hearing  the  evidence  returned  a  verdict 
towit.  We  the  jury  find  that  the  plaintiff  is  entitled  to  One  Hundred 
and  eighty  ($180)  Dollars  damages,  and  thereupon  the  Complainants  in 
the  cross  bill  entered  motion  for  a  new  trial  and  thereupon  came  on 
to  be  heard  the  case  of  Bertha  Buehler  et  al  vs.  the  same.  And  the 
jury  having  heard  the  evidence  returned  a  verdict  into  court  as  follows 
towit.  We  the  jury  find  that  the  property  described  towit  Lot  6  in 
Block  twenty  eight  sustained  Damages  to  the  amount  of  $475.00  and 
thereupon  the  Complainants  in  the  Cross  Bill  entered  a  motion  for  a 
new  trial. 

And  thereupon  came  in  the  case  of  IVnl  Sanders  and  others  vs.  the 
same.  And  the  jury  after  hearing  the  evidence  returned  a  verdict  into 
court  as  follows  towit  We  the  jury  rind  that  the  Plaintiff  has  sustained 
damages  to  the  amount  of  $455.  And  thereupon  Complainants  in  the 
Cross  Bill  entered  motion  for  a  new  trial.  And  thereupon  came  on  to  be 
heard  the  case  of  Anna  Kiss  and  others  vs.  the  same  and  the  jury  after 
hearing  the  evidence  returned  into  Court  a  verdict  as  follows  towit. 
We  the  jury  find  the  property  described  towit,  in  Lot  3  Block  28  and  in 
21  feet  off  of  south  side  of  Lot  2  in  Block  28  sustained  damages  to  the 
amount  of  $850.00.  And  thereupon  Complainants  entered  motion  for 
a  new  trial  and  thereupon  came  on  to  be  beard  the  case  of  Barbary 
Widman  Admx.  of  &c.  vs.  the  same.  And  the  jury  after  hearing  the 
evidence  returned  a  verdict  as  follows  towit.  We  the  jury  find  that 
the  plaintiff  is  entitled  to  $230  damages  and  thereupon  Complainant  in 
the   cross  bill  entered  their  motion  for  a   new  trial. 

And  thereupon  came  on  to  be  tried  the  case  of  A.  Yortride  Admr. 
of  &C.  TO.  the  same.  And  the  jury  having  heard  the  evidence  in  the 
case  returned  into  court  the  following  verdict  towit.  We  the  jury  find 
that  the  property  described  towit  21  feet  south  side  of  Lot  Nine  Block 
21  in  the  Original  town  of  Ceutralia  sustained  damages  to  the  amount 
of  $500.00.  And  thereupon  the  Complainants  in  the  Cross  bill  entered 
motion  for  a  new  trial.  And  thereupon  came  on  to  be  heard  the  case 
of  Isaac  S.  Coe  vs.  the  same. 

And  the  jury  having  heard  the  same  in  the  case  returned  a  verdict 
into  court  as  follows  towit.  We  the  jury  find  that  Isaac  S.  Coe  has 
sustained  damages  on  the  above  described  property  to  the  amount  of 
Eleven  Hundred  and  Ninety  Dollars  and  thereupon  the  said  Complain- 
ants in  the  Cross  Bill  entered  motion  to  set  aside  the  verdict  in  this 
case. 

Whereupon  the  motions  for  new  trials  were  set  for  hearing  on  Fri- 
day, the  12th  inst.  And  now  on  Friday,  the  12th  day  of  September  1890 
came  on  to  be  heard  the  motion  of  the  complainants  in  the  Cross  Bill 
to  set  aside  the  several  verdicts  rendered  by  the  jury  upon  reason  filed, 
And  the  court  having  heard  the  same  and  being  fully  advised  of  and 
concerning  the  premises  ordered  that  said  motion  in  each  case  over- 
ruled, to  the  opinion  of  the  court  at  the  time  the  complainants  in  the 
cross  bill  excepted.     And  thereupon  the  complainants  in  the  original  Bill 


CORPORATE    HISTORY  1337 

entered  a  motion  to  set  aside  the  sale  of  the  property  ordered  by  the 
court  by  an  order  entered  at  the  last  term  of  this  court  to  be  sold.  And 
the  Court  overruled  the  same.  Complainants  then  offered  in  evidence 
the  same  original  judgments  set  out  in  the  original  bill.  And  there- 
upon the  court  found  that  the  sum  of  the  several  verdicts  so  found  by 
the  jury  amounted  to  the  sum  of  Eleven  thousand  Two  Hundred  and 
five  Dollars  and  that  each  and  all  of  the  several  sums  making  up  the 
same  are  under  the  provisions  of  the  Constitution  of  the  State  of  Illi- 
nois a  lien  upon  the  Kailroad  and  other  property  described  in  the  orig- 
inal bill  and  in  the  cross  bill  and  mortgage  made  a  part  of  the  same 
and  that  by  force  of  the  Constitution  of  the  State  of  Illinois  the  several 
plaintiffs  in  said  common  law  suit  have  a  prior  and  superior  lien  upon 
use  of  said  railroad  and  other  property  to  the  lien  of  the  mortgage  of 
the  said  holder  of  the  said  mortgage  bonds  of  the  Jacksonville  South 
Eastern  Eailroad  Company  dated  July  1st  1882  and  described  in  the 
mortgage  made  part  of  Cross  Bill  to  Defendants  Dunn  and  Butler  as 
trustees.  And  it  is  therefore  further  ordered  that  the  Master  out  of 
the  proceeds  of  the  sale  of  said  property  under  the  sale  ordered  made  by 
decree  of  the  date  of  February  27th  1890  first  pay  as  follows  towit. 

To  Peter  Heiss  the  sum  of  $4500.00 ;  To  Hugo  Prill  the  sum  of  $1280; 
To  Fred  Buehler  the  sum  of  $300.00;  To  Godfrey  Zoeller  the  sum  of 
$445.00;  Matilda  Loyer,  the  sum  of  $800.00;  Charles  Kaiser,  the  sum  of 
$180.00;  To  Bertha  Buehler  and  others  the  sum  of  $475.00;  To  Fred 
Sanders  and  others  the  sum  of  $455.00;  To  Anna  Eis  et  als  the  sum  of 
$850.00;  To  Barbara  Widman  Admx.  &c.  $230.00;  To  A.  Vortride  Admx. 
of  &c.  $500.00;  To  Isaac  S.  Coe  the  sum  of  $1,190.00;  making  the  sum 
of  Eleven  Thousand  Two  Hundred  and  five  Dollars  which  said  Master 
is  ordered  to  pay  out  of  the  proceeds  of  the  cash  payment  provided  to 
be  made  on  the  sale  of  said  mortgaged  property  to  all  of  which  ruling 
the  Complainants  in  the  Cross  bill  at  the  time  excepted.  And  it  is 
further  ordered  that  his  cause  is  set  for  final  disposition  on  the  fourth 
day  of  October,  1890,  to  give  time  for  the  Master  to  complete  his  report 
of  sale. 

And  now  on  this  fourth  day  of  October,  1890,  came  again  the  parties 
hereto  and  the  complainants  in  the  cross  bill  presented  the  Masters 
report  of  sale,  under  the  order  and  decree  rendered  therein,  at  the  last 
term  of  this  Court  and  move  the  court  to  approve  the  same  which  Mas- 
ters report   is  in  the  words  and   figures  following   towit. 

To  the  Hon.  R.  R.  Burroughs  presiding  Judge  of  said  Court.  The 
undersigned  Master  in  Chancery  of  said  court  respectfully  submits  his 
report  of  his  acting  and  doing  under  the  order  and  decree  rendered 
in  the  above  entitled  cause  at  the  last  term  of  this  Court.  That  the 
said  Jacksonville  South  Eastern  Railway  Company  failed  to  pay  any  part 
of  the  several  sums  of  money  found  by  said  decree  to  be  due  the  sev- 
eral Complainants  in  the  Cross  Bill  that  after  the  expiration  of  the 
time  fixed  for  such  payment  by  decree  at  the  instance  of  the  said  Com- 
plainants in  the  Cross  Bill  the  undersigned  caused  all  and  singular  the 
Railroad   and   other  property   described   in   said  order  and   decree   to   be 


1338      CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

advertised  for  sale  by  publication  of  notice  thereof  in  the  Marion  County 
Republican  a  public  newspaper  printed  and  published  in  the  City  of 
Salem  and  State  of  Illinois  stating  therein  the  terms  and  conditions 
of  said  sale  as  fixed  by  the  order  and  decree  aforesaid  and  describing 
the  property  to  be  sold  as  the  same  is  described  in  the  order  and  decree 
aforesaid  which  notice  of  said  sale  was  duly  published  for  four  suc- 
cessive weeks  in  said  paper  prior  to  the  day  fixed  by  said  notice  for 
s.i  id  sale  and  stating  therein  that  he  would  attend  at  the  south  front 
door  of  the  court  house  in  the  City  of  Salem  and  State  of  Illinois  be- 
tween the  hours  of  twelve  o'clock  noon  and  three  o'clock  P.  M.  on  the 
truth  day  of  May  181)0  and  offer  for  sale  for  cash  to  the  highest  bidder 
all  and  singular  the  railroad  and  other  property  to  satisfy  said  decree 
and  order  aforesaid  a  duly  certified  copy  of  said  notice  of  sale  as  hereto 
attached  and  made  a  part  of  this  report.  And  the  undersigned  further 
reports  that  at  the  time  and  the  place  specified  in  the  notice  of  sale 
aforesaid  the  undersigned  Master  in  Chancery  as  aforesaid  attended  and 
thereupon  offered  all  of  said  property  for  sale  upon  the  terms  and  con- 
ditions as  fixed  by  the  decree  and  order  aforesaid.  And  at  said  sale 
Robert  F.  Kennedy  Charlemagne  Tower  Sr.  and  John  II.  Catherwood  as 
a  Committee  representing  the  mortgage  creditors  mentioned  in  said  de- 
cree and  order  of  sale  bid  the  sum  of  Five  Hundred  Thousand  Dollars 
for  said  property  and  said  bid  l.eing  the  only  bid  made  at  said  sale  the 
said  Railroad  and  all  other  property  was  then  and  there  struck  off  to 
them  for  that  sum.  And  thereupon  on  the  same  day  the  purchasers  paid 
the  costs  of  said  suit  and  of  sale  taxed  at  the  sum  of  $281.55  and  paid 
to  the  undersigned  fifty  of  said  mortgage  bonds  of  said  Railway  Com- 
pany dated  .Inly  1st,  1882  and  numbered  416,  417,  418,  419,  420,  421,  422, 
423,  li' t,  125,  126,  427,  428,  429,  430,  431,  432,  433,  434,  43.1,  516,  517,  518, 
519,  520,  .".21,  522,  523,  524,  525,  526,  527,  528,  529,  530,  770,  771,  772,  773, 
77t,  77o,  776,  777,  778,  779,  780,  781,  782,  783,  784,  785,  786,  787,  788, 
789,  790,  701,  702,  793,  &  704  each  for  One  Thousand  Dollars  with  in- 
teresl  warrants  from  July  1st  1889  attached  and  all  subsequent  years. 
That  upon  the  payment  of  costs  and  the  said  sum  of  Fifty  Thousand 
Dollars  in  the  bonds  of  said  Railway  Company  the  undersigned  executed 
and  delivered  to  said  Bidders  a  certificate  showing  said  Bid  and  pay- 
ments and  showing  that  said  bidders  would  be  entitled  to  a  deed  to 
be  executed  by  the  undersigned  as  Master  in  Chancery  as  aforesaid 
when  the  terms  and  conditions  of  said  sale  were  fully  complied  with. 
And  the  undersigned  further  reports  that  said  bidders  did  not  pay  to 
the  undersigned  as  Master  in  Chancery  the  sum  of  Fifty-five  Thousand 
Dollars  as  a  part  of  the  purchase  money  as  directed  by  said  order  and  decree 
within  ninety  days  from  the  date  of  said  sale  nor  at  any  time  that 
since  the  retrial  of  the  several  common  law  eases  as  ordered  by  said 
order  and  decree  and  on  this  fourth  day  of  October  1890  said  bidders 
have  tendered  to  the  undersigned  the  sum  of  Eleven  Thousand  Two 
Hundred  and  five  Dollars  in  cash  that  being  the  sum  total  of  the 
several  verdicts  rendered  upon  second  trial  and  have  tendered  to  the 
undersigned  the  balance  of  said  bid  after  deducting  the  cash  for  pay- 


CORPORATE   HISTORY  1339 

meat  of  costs,  and  the  cash  now  tendered  and  the  fifty  thousand  Dollars 
in  Bonds  deposited  on  day  of  sale  the  balance  in  full  of  said  bid  of  five 
Hundred  Thousand  Dollars  in  said  Bonds.  The  undersigned  has  prepared 
and  lias  ready  for  delivery  to  said  purchasers  at  said  sale  a  deed  for 
all  and  singular  the  Eailroad  and  other  property  sold  as  aforesaid 
according  as  the  Court  may  direct.  The  undersigned  further  reports 
that  the  holders  of  the  bonds  of  said  Baihvay  Company  of  July  1st, 
1882  and  not  owned  by  the  Complainants  in  cross  bill  failed  to  appear 
before  the  undersigned  as  Master  in  Chancery  and  make  proof  of  such 
ownership  and  the  undersigned  further  reports  that  the  purchaser  sur- 
rendered to  be  cancelled  of  said  series  of  bonds  the  following  from  271 
to  290  inclusive,  from  637  to  646  inclusive.  Bonds  Nos.  185,  186,  187, 
198,  199,  240,  253,  252,  254,  255,  451  to  500  inclusive,  856  to  860  inclusive, 
866  and  867  inclusive,  56  to  65  inclusive,  697  to  706  inclusive,  556  to 
360  inclusive,  387  to  388  inclusive,  79  and  80,  908,  912,  913,  928  & 
731.  Bonds  Nos.  256,  903,  904.  Bonds  Nos.  597,  to  606  inclusive. 
Bonds  Nos.  881  to  890  inclusive.  Bonds  Nos.  46  to  55  inclusive. 
Bonds  Nos.  436  to  440  inclusive.  Bonds  Nos.  71  to  80  inclusive.  Bonds 
Nos.  261  to  270  inclusive.  Bonds  Nos.  683  to  686  inclusive.  Bonds  Nos. 
923  to  927  inclusive;  193  to  928  inclusive,  to  931  inclusive;  197,  195, 
194,  97  to  156  inclusive,  741  to  760  inclusive. 

Also  the  following  bonds. 

Nos.  11  to  40  inclusive.  Nos.  607  to  636  inclusive.  Nos.  781  to  790 
inclusive.  Nos.  1  to  10  inclusive.  Nos.  81  to  85  inclusive.  Nos.  377 
to  386  inclusive.     Nos.  821  to  835  inclusive.     No.  682. 

These  bonds  are  in  addition  to  the  fifty  bonds  deposited  at  the  time 
of  sale,  making  in  all  Four  Hundred  and  forty-nine  bonds,  the  interest 
upon  which  is  now  due,  and  unpaid  amounts  to  Forty  Thousand  three 
Hundred  and  twenty  Dollars  (40,320)  which  added  to  the  principal  and 
the  Eleven  Thousand  Two  Hundred  and  Five  Dollars  paid  in  cash  makes 
the  sum  of  Five  Hundred  Thousand  Five  Hundred  and  twenty-five 
Dollars  besides  the  costs  heretofore  paid  amounting  to  $281.55.  All 
of  the  above  bonds  are  now  in  my  hands  subject  to  the  order  of  the 
Court.  L.  M.  Kagy, 

Master  in  Chancery  of 
Marion  County,  Illinois. 

And  the  court  having  fully  considered  the  said  report  and  being 
fully  advised  of  and  concerning  the  same,  it  is  ordered  and  adjudged 
that  the  same  be  in  all  things  approved.  And  it  is  further  ordered  that 
said  Master  in  Chancery  accept  from  said  bidders  at  said  sale  the  said 
sum  of  Eleven  Thousand  two  Hundred  and  five  Dollars  in  cash  men- 
tioned in  said  report  in  lieu  of  the  sum  of  fifty-five  thousand  Dollars 
cash  on  said  sale  as  ordered  and  directed  by  the  decrees  and  order  of 
sale  made  and  entered  at  the  last  term  of  this  court.  And  it  is  further 
ordered  and  decreed  by  the  Court  that  said  Master  in  Chancery  except 
of  and  from  said  purchasers  payment  of  the  balance  of  said  bid  of  Five 
Hundred   thousand   Dollars   in   the   bonds   of   said   Railway   Company   of 


1340      CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD   COMPANY 

the  Date  aforesaid  and  it  is  furthei'  ordered  and  decreed  by  the  court 
that  the  Master  upon  receipt  by  him  of  said  balance  in  bonds  from  said 
purchasers  deliver  to  them  a  deed  conveying  all  and  singular  the  Bail- 
road  and  other  property  mentioned  in  said  decree  of  sale  subject  to  the 
liens  in  said  order  of  sale  mentioned  and  provided  for.  And  it  is 
further  ordered  and  decreed  that  the  Master  in  Chancery  distribute 
said  sum  of  Eleven  Thousand  Two  Hundred  and  five  Dollars  the  cash 
aforesaid  in  payment  of  the  said  several  sums  found  by  the  jury  in  each 
of  said  cases.  Satisfaction  of  the  lien  in  favor  of  each  of  said  Com- 
plainants in  the  original  Bill  given  them  under  and  by  force  of  the 
Constitution  of  the  State  of  Illinois  except  the  case  of  Peter  Klepper 
and  of  Henry  H.  Smith  which  cases  are  dismissed  on  motion  of  theii 
solicitors. 

And  the  court  further  orders  and  directs  that  the  Master  inasmuch 
as  the  amount  of  the  sale  of  said  mortgaged  property  after  the  pay- 
ment of  the  costs  and  of  the  cash  paid  into  court  and  ordered  to  be  paid 
to  the  said  several  complainants  in  the  original  bill  excepting  Peter 
Klepper  does  not  provide  a  fund  sufficient  with  which  to  discharge  the 
several  sums  found  due  the  several  Complainants  in  the  cross  bill.  It 
is  therefore  ordered  and  decreed  that  the  Master  make  a  calculation 
ascertaining  the  proportion  of  said  balance  after  deducting  the  costs 
and  the  said  sum  of  Eleven  Thousand  and  two  Hundred  and  five  Dol- 
lars each  of  the  said  Complainants  will  be  entitled  to  out  of  said  balance 
and  showing  the  balance  of  said  indebtedness  due  to  each  of  said  Com- 
plainants in  the  Cross  Bill  from  the  said  Jacksonville  South  Eastern 
Railway  Co.  and  the  said  Complainants  in  the  Cross  Bill  except  to  the 
Opinion  of  the  Court  in  rendering  said  decree  and  prayed  an  appeal  to 
the  supreme  court  which  is  granted  by  the  Court  upon  condition  the  Ap- 
pellants enter  into  bond  payable  to  the  Complainants  in  the  original 
bill  except  Peter  Klepper  in  the  sum  of  Twenty  five  Hundred  Dollars 
conditioned  according  to  law,  said  bond  and  certificate  of  evidence  or 
bill  of  exceptions  to  be  filed  in  thirty  days  by  consent  and  it  is  further 
ordered  thai  said  Master  retain  said  sum  of  Eleven  thousand  two  hun- 
dred and  five  Dollars  in  his  hands  and  not  pay  out  the  same  until  the 
expiration  of  thirty  days  from  this  date  and  if  said  appeal  bond  shall 
to  filed,  then  he  shall  retain  in  his  hands  said  sum  of  money  till  the  dis- 
position of  said  appeal,  said  appeal  bond  to  be  signed  by  William  S.  Hook 
and  Isaac  L.  Morrison  as  sureties  conditioned  as  follows  towit.  For 
the  payment  of  interest  at  legal  rate  upon  said  several  judgments  from 
their  several  dates,  of  all  costs  taxed  herein  by  the  decree  And  for  the 
payment  of  all  costs  and  demands  occasioned  by  the  taking  of  the  said 
appeal  and  it  is  further  ordered  that  this  cause  stand  upon  the  docket 
for  the  further  report  of  said  Master  and  for  final  settlement  with 
respondents,  Dunn  and  Butler. 


State  of  Illinois    ) 

V    CO 

County  of  Marion  ) 

I,  John   M.   Shultz,  Clerk  of  the  Circuit  Court  in  and  for  said  County, 
do  hereby  certify  that  the  above  and  foregoing  is  a  true  and  perfect  copy 


CORPORATE    HISTORY  1341 

of  the  convening  order  and  decree  rendered  by  said  Circuit  Court  at  the 
August  term,  A.  D.  1890,  in  the  case  of  Peter  Heiss  et  al.  vs  Jacksonville 
Southeastern  Railway  Company,  et  al.  as  the  same  appears  of  record  in 
my  office  as  recorded  in  Circuit  Court  record  "U",  pages  1,  72,  73,  74,  75, 
76,  77,  78  79,  80,  81  and  82. 

John  M.  Shultz, 
[seal]  •        Cleric  of  the  Circuit  Court. 

MASTER'S  DEED,   October  4,   1890,  to  Robert  F.  Kennedy  et  al.   Com- 
mittee. 

*  #  *  *  *  '  *  *  *  * 

This  Indenture  made  and  entered  into  this  fourth  day  of  October  A.  D. 
1890,  by  and  between  L.  M.  Kagy,  Master  in  Chancery  of  the  county  of 
Marion  and  State  of  Illinois,  party  of  the  first  part,  and  Robert  F.  Ken- 
nedy, Charlemagne  Tower,  Jr.,  and  John  H.  Catherwood  as  a  committee 
representing  the  Mortgage  creditors  of  the  Jacksonville  Southeastern  Rail- 
way Company,  parties  of  the  second  part,  witnesseth;  that  whereas  at 
the  February  term  A.  D.  1890  of  the  Circuit  court  of  the  County  of  Marion 
and  State  of  Illinois,  in  a  certain  case  therein  pending,  wherein  Peter 
Heiss  and  others  were  complainants,  on  original  bill,  and  the  Jacksonville 
Southeastern  Railway  Company  and  others,  were  respondents;  the  Penn 
Mutual  Life  Insurance  Company,  the  Penn  Fire  Insurance  Company  and 
others  were  complainants  in  a  cross  bill,  and  the  Jacksonville  Southeastern 
Railway  Company,  and  others  were  respondents,  it  was  ordered  and  decreed, 
amongst  other  things  by  the  court  that  the  Jacksonville  Southeastern  Rail- 
way Company  pay  to  the  several  complainants  in  the  cross  bill  the  several 
sums  found  due  each  of  them  by  said  decree,  with  six  per  cent  interest  per 
annum  from  date  thereof  in  twenty  days  from  the  date  of  this  decree  and 
order  aforesaid,  and  in  the  event  of  the  failure  of  the  said  Railway  Com- 
pany to  pay  the  said  sums  of  money  then  it  was  further  ordered  that  the 
Master  in  Chancery  of  said  county  and  State  proceed  to  sell  at  the  front 
door  of  the  court  house  in  the  city  of  Salem,  county  of  Marion,  and  State 
of  Illinois,  at  public  auction  for  cash  to  the  highest  bidder,  between  the 
hours  of  twelve  o  'clock  noon  and  three  o  'clock  P.  M.  of  the  day  fixed  for 
said  sale,  said  sale  to  be  of  all  and  singular  the  Railroad  aforesaid,  and  all 
of  its  tracks,  side  tracks,  sidings,  stations  and  their  houses,  and  all  of  its 
shops,  and  other  buildings,  and  all  equipments,  rolling  stock,  franchises, 
and  cars. 

And  it  was  further  ordered  by  the  court  that  the  Master  require  a  de- 
posit of  three  thousand  Dollars  in  cash  or  an  amount  equivalent  to  that 
sum  in  value  of  the  Mortgage  bonds  of  the  Jacksonville  Southeastern  Rail- 
way Company  of  the  date  of  July  1st,  1882,  and  that  no  bid  should  be 
received  by  him  unless  the  same  should  be  accompanied  with  the  cash,  or 
its  equivalent  in  the  said  bonds. 

And  it  was  further  ordered  that  said  sale  be  made  subject  to  the  lien 
for  unpaid  taxes,  and  subject  to  any  balance  due  to  Dunn  and  Butler 
trustees,  found  on  final  settlement,  and  subject  to  the  out  standing  Mort- 
gage described  in  cross  bill. 


1342       CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD   COMPANY 

And  it  was  further  ordered  that  said  Master  advertise  said  property 
for  sale,  by  publication  of  notice  of  said  sale,  stating  the  time,  terms,  and 
conditions  of  said  sale  with  a  description  of  the  property  to  be  sold,  by 
publication  of  notice  in  some  public  newspaper,  published  in  the  city  of 
Salem,  Illinois,  said  notice  of  sale  to  be  published  for  four  weeks  prior  to 
said  sale.  And  it  was  further  ordered  that  the  purchaser  should  pay  on  the 
day  of  sale,  to  the  Master  in  chancery,  fifty  thousand  dollars  in  cash,  or 
fifty  thousand  dollars  in  the  bonds  of  said  railway  company  dated  July 
1st,  1882,  and  should  pay  to  the  Master,  in  ninety  days  from  said  date  of 
sale,  fifty  live  thousand  dollars  in  cash,  and  the  remainder  of  the  purchase 
money  to  be  paid  in  the  Bonds  of' said  Railway  Company  at  the  election 
of  the  purchaser.  And  it  was  further  ordered  that  said  railway  property 
be  sold  as  one  property  and  without  redemption.  And,  whereas,  the  Jack- 
sonville Southeastern  Railway  Company  failed  to  pay  any  part  of  the  said 
several  sums  of  money  so  ordered  to  be  paid  within  the  time  limited  by 
said  order. 

Ami,  whereas,  the  party  of  the  first  part,  as  Master  in  chancery  as  afore- 
said, in  the  execution  of  the  decree  and  order  aforesaid  caused  the  said 
railway  property  to  be  advertised,  for  sale  by  notice  published  in  the  city 
of  Salem,  in  the  county  of  Marion  and  State  of  Illinois,  in  which  notice 
was  stated  the  time,  terms,  and  place  of  sale,  and  describing  therein  the 
property  to  be  sold,  as  aforesaid  and  stating  therein  that  he  would  attend 
at  the  front  door  of  the  Court  House,  in  the  city  of  Salem  between  the 
hours  of  twelve  noon  and  three  o'clock  I'.  M.  on  the  tenth  day  of  May, 
1890,  and  offer  for  sale  said  property  on  the  terms  and  conditions  in  said 
order  and  decree  contained,  which  said  notice  of  sale  was  published  for 
four  weeks  prior  to  the  date  fixed  tor  said  sale.  And  at  the  time  and  place 
specified  in  the  notice  of  sale  aforesaid  the  party  of  tin'  first  part  attended, 
and  thereupon  offered  for  sale,  upon  the  terms  and  conditions  in  said  order 
and  decree  provided,  and  in  said  notice  of  sale  mentioned,  the  railroad 
and  other  property  in  said  order  mentioned  and  described;  and  the  parties 
of  the  second  part,  being  the  highest  and  best  bidder  for  the  same,  became 
the  purchasers  thereof  for  the  sum  of  five  handled  thousand  Dollars.  And 
whereas  at  a  subsequent  term  of  the  court  hidden  on  the  4th,  day  of  October 
1890,  it  was  further  ordered  and  decreed  that  the  purchasers  pay  the 
Master  in  chancery  the  sum  of  Eleven  thousand  two  hundred  and  five 
dollars  in  lieu  of  the  sum  of  fifty  five  thousand  dollars  as  originally  decreed, 
and  that  the  balance  of  the  purchase  money  be  paid  in  the  bonds  of  the 
said  company  of  the  issue  of  July  1st,  1882. 

And  the  parties  of  the  second  part  having  fully  complied  with  all  the 
terms  and  conditions  of  said  sale,  as  modified  by  said  decree  of  October 
4th,  1890,  the  party  of  the  first  part,  as  Master  in  chancery,  as  aforesaid, 
thereupon  sold  and  by  these  presents  does  sell  and  convey  to  the  parties 
of  the  second  part,  their  heirs  and  assigns,  all  and  singular  the  railroad, 
and  all  of  its  equipment,  and  more  particularly  described  as  follows,  and 
being  a  railroad  extending  from  the  City  of  Jacksonville  in  the  County 
of  Morgan,  in  the  State  of  Illinois,  and  extending  from  thence  to  the 
City    of    Centralia,    in    Marion    County,    Illinois,   including    all    its    railway, 


CORPORATE    HISTORY  1343 

tracks,  side  tracks,  rights  of  war,  depots,  stations,  station  houses,  car 
houses  and  other  buildings,  machine  shops,  and  other  shops  of  every  kind 
and  all  of  its  equipments,  cars,  engines,  handcars,  and  other  cars,  and  all 
of  its  tools  and  other  implements  used  or  applied  in  the  conduct  of  its 
business,  and  all  other  property  to  the  said  Railroad  belonging  or  pertain- 
ing,   and   all    of    its   franchises   and    other    rights. 

And  for  the  consideration  aforesaid,  the  party  of  the  first  part,  as 
Master  in  Chancery  aforesaid,  does  by  these  presents  bargain,  sell  and 
convey  to  the  parties  of  the  second  part,  their  heirs  and  assigns  all  and 
singular  the  railroad  and  other  property  to  have  and  to  hold  the  same  to 
the  said  parties  of  the  second  part,  their  heirs  and  assigns  forever. 

In  testimony  whereof  the  said  party  of  the  first  as  Master  in  Chancery 
as  aforesaid,  has  hereunto  set  his  hand  and  affixed  his  seal  the  day  and 
year  first  herein  written. 

The  words  "said  sale"  and  "side  tracks"  being  first  interlined  on  the 
first  page. 

[seal]  L.  M.  Kagy, 

Masti  r  in  Chancery  of  Marion  County,  Illinois. 


I" 


State  of  Illinois 
Marion  County 

Be  it  remembered  that  on  this  day  personally  appeared  before  ine  the 
undersigned  Clerk  of  the  Circuit  Court  of  said  couuty  L.  M.  Kagy,  Master 
in  Chancery  of  said  county  and  who  is  personally  known  to  me  to  be  the 
same  person  who  executed  the  foregoing  deed  and  who  is  also  known  to 
me  to  be  Master  in  Chancery  of  said  county,  and  acknowledge  that  he  had 
executed  the  same  in  said  capacity  of  Master  in  Chancery,  freely  and  volun- 
tarily for  the  uses  and  purposes  therein  set  forth. 

In  testimony  I  have  hereunto  subscribed  my  name  and  affixed  my  seal  of 
office  at  Salem,  this  4th  day  of  October,  A.  D.  1890. 

[seal]  T.  F.  Meagher,  Clerk. 

Filed  for  record  Oct.  9th,  A.  D.  1890,  at  9  O 'Clock,  A.  M. 

B.  B.  Olbert,  Eec. 

State  of  Illinois  ) 

r   SS 

Macoupin  County  ) 

I,  Thomas  Cain,  Clerk  of  the  Circuit  Court  and  ex-officio  Recorder  for 
the  County  in  the  State  aforesaid,  do  hereby  certify,  that  the  above  is  a 
true,  perfect  and  complete  copy  of  a  Deed  Recorded  in  my  office  Oct.  9, 
1890,  at  9  o'clock,  A.  M.  on  Record  "EO"  pages  128,  129,  130,  and  131, 
as  it  appears  from  the  records  in  my  office.  I  hereby  certify  that  I  am 
custodian  of  said  records. 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  affixed  my  official 
seal,  at  Carlinville,  Illinois,  this  Second  day  of  August,  A.  D.  1912. 
[seal]  Thomas  Cain, 

Circuit   Cleric  and   ex-officio   Recorder. 


1344      CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

DEED,    January    23,    1891.      Robert    F.    Kennedy    et    al.    Committee,    to 

William  Elliott. 

This  Indenture,  made  and  entered  into  this  twenty-third  day  of  January 
A.  D.  1891,  by  and  between  Eobert  F.  Kennedy,  Charlemange  Tower  Junr. 
and  John  H.  Catherwood,  as  a  committee  representing  the  mortgage 
creditors  of  the  Jacksonville  Southeastern  Railway  Company  parties  of 
the  first  part,  and  William  Elliott,  of  the  City  of  Philadelphia,  and  State 
of  Pennsylvania  party  of  the  second  part,  Witnesseth;  that  for  and  in 
consideration  of  the  payment  of  the  sum  of  One  Million  one  hundred  and 
eighty  seven  thousand,  two  hundred  Dollars,  payable  in  the  first  con- 
solidated Mortgage  bonds  of  the  Jacksonville,  Louisville  &  St.  Louis  Kail- 
way  Company,  at  par,  the  parties  of  the  first  part,  have  sold,  and  by  these 
presents  do  sell,  quit  claim  and  convey  to  the  party  of  the  second  part, 
his  heirs,  and  assigns,  all  and  singular  the  railway  and  all  of  its  equip- 
ment, more  particularly  described  as  follows,  and  being  the  railway  former- 
ly known  as  the  Jacksonville  South  Eastern  Railway,  extending  from  the 
city  of  Jacksonville  in  the  County  of  Morgan,  and  State  of  Illinois,  through 
the  counties  of  Morgan,  Sangamon,  Macoupin,  Montgomery,  Bond,  Clin- 
ton, and  Marion  to  the  City  of  Centralia  in  the  county  of  Marion  and 
State  of  Illinois,  including  all  its  railway  tracks,  side  tracks,  rights  of 
way,  depots,  stations,  station  houses,  car  houses  and  other  buildings, 
machine  shops  and  other  shops,  of  every  kind  and  all  of  its  equipments, 
cars,  engines,  hand  cars,  and  other  cars,  and  all  of  its  tools,  and  other  im- 
plements used  or  applied  in  the  conduct  of  its  business,  and  all  other 
property,  to  the  said  railway  belonging  or  pertaining,  and  all  of  the  fran- 
chises and  other  rights,  the  property  hereby  conveyed  being  the  same 
property  conveyed  to  the  parties  of  the  first  part  by  L.  M.  Kagy,  Master 
in  Chancery,  of  the  county  of  Marion  in  the  State  of  Illinois,  by  deed  of 
date  of  the  fourth  day  of  October  A.  D.  1890.  And  for  the  consideration 
aforesaid,  the  receipt  whereof  is  hereby  acknowledged,  the  parties  of 
the  first  part  do  by  these  presents  bargain,  sell  and  convey  to  the  party 
of  the  second  part  his  heirs  and  assigns,  all  and  singular  the  railway  and 
other  property,  to  have  and  to  hold  the  .same  to  the  party  of  the  second 
part,   his   heirs   and   assigns   forever. 

In  testimony  whereof  the  parties  of  the  first  part  have  hereunto  set  their 
hands  and  affixed  their  seals  the  day  and  year  first  herein  named.  In 
presence  of  Eobert  F.  Kennedy,         [seal] 

H.  F.  Reardon,  Ciiaklemagne  Tower  Jr.,  [seal] 

John  Sparhawk  Jr.,  J  no.  II.  Catherwood,  [seal] 

the  date  January  A.  T).  1891  having  been  first  written  over  December 
A.  D.   1890. 


I' 


State  of  Pennsylvania, 
County  of  Philadelphia'' 

I,  II.  F.  Reardon  a  Notary  Public  within  and  for  the  county  aforesaid, 
State  of  Pennsylvania  Do  hereby  certify  that  on  the  23rd  day  of  January 
Anno  Domini  One  thousand  eight  hundred  and  ninety  one    (1891)   Robert 


CORPORATE    HISTORY  1345 

F.  Kennedy,  Charlemagne  Tower  Jr.  and  John  H.  Catherwood  personally 
known  to  me  to  be  the  same  persons  whose  names  are  subscribed  to  the 
foregoing  instrument  appeared  before  me  this  day  in  person  and  acknowl- 
edged that  they  signed,  sealed  and  delivered  the  said  instrument  as  their 
free  and  voluntary  act  for  the  uses  and  purposes  therein  set  forth  and 
contained. 

In  witness  whereof  I  hereunto  set  my  hand  and  affixed  my  notarial  seal, 
at  the  city  of  Philadelphia  this  twenty  third  day  of  January  Anno  Domini 
one  thousand  eight  hundred  and  ninety  one. 

H.  F.  Keardon, 
[seal]  Notary  Public. 

Philadelphia  County,  Pennsylvania. 
Filed  for  record  Feby.  7th,  A.  D.  1891  at  11  o'clock  A.  M. 

B.  B.  Olbert, 

Bee. 

State  of  Illinois) 

r  SS 

Macoupin  County  ) 

I,  Thomas  Cain,  Clerk  of  the  Circuit  Court  and  ex-officio  Eecorder 
for  the  County  in  the  State  aforesaid,  do  hereby  certify  that  the  above 
is  a  true,  perfect  and  complete  copy  of  a  Quit-Claim  Deed  Eecorded 
in  my  office  Feby.  7.  1891,  at  11  o'clock,  A.  M.  in  Book  "EO"  pages 
303  and  304,  as  it  appears  from  the  records  in  my  office.  I  hereby  certify 
that  I  am  custodian  of  said  records. 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  affixed  my  official 
seal,  at  Carlinville,  Illinois,  this  Second  day  of  August,  A.  D.  1912. 
[seal]  Thomas  Cain, 

Circuit  Clerk  and  ex-officio  Eecorder. 


THE  JACKSONVILLE,  LOUISVILLE 
&  ST.  LOUIS  RAILWAY  COMPANY 

This  company  was  incorporated  under  the  General  Laws  of 
Illinois  by  Articles  dated  December  30,  1889,  and  filed  with  the 
Secretary  of  State  January  18,  1890,  and  recorded  in  Book  11 
of  Railroad  Records. 

Article  2  of  the  said  Articles  provides  as  follows : 

"The  railway  hereby  intended  to  be  constructed,  leased  or 
purchased,  owned  and  operated,  is  as  follows:  Beginning  in  the 
City  of  Jacksonville,  in  the  County  of  Morgan  and  State  of  Illi- 
nois, and  running  through  the  Counties  of  Morgan,  Sangamon, 
.Macoupin,  Montgomery,  Bond,  Clinton  and  Marion,  in  the  State 
of  Illinois,  and  terminating  in  the  City  of  Centralia,  in  the  said 
( Jount'y  of  .Marion." 

The  dale  of  its  organization  is  not  given  because  its  record 
books  are  not  available  and  it  was  formed  for  the  purpose  of 
acquiring  the  line  from  Centralia  to  Jacksonville  formerly  The 
Jacksonville  Southeastern  Railway  Company;  one  hundred 
eleven  and  nine-tenths  miles. 

By  deed  dated  January  23,  1891,  this  company  purchased 
from  William  Elliott  the  line  of  railway  extending  from  Cen- 
tralia  to  Jacksonville,  Illinois,  formerly  the  property  of  The 
Jacksonville  Southeastern  Railway  Company,  this  company 
having  been  formed  Tor  the  purpose  of  acquiring  this  railroad 
property. 

The  Jacksonville,  Louisville  &  St.  Louis  Railway  Company 
executed  a  trust  deed,  dated  May  1,  1890,  to  the  Finance  Com- 
pany of  Pennsylvania,  Truslee.  Being  in  default,  the  Circuit 
Court  of  the  United  States  for  the  Southern  District  of  Illinois, 
by  decree  dated  April  23,  1896,  ordered  that  all  of  its  property 
be  sold,  and  appointed  Samuel  P.  Wheeler  as  Receiver. 

Of  date  June  29,  1896,  Philip  Barton  Warren,  Special  Master 
in  Chancery,  conveyed  to  Robert  F.  Kennedy  and  J.  II.  Dunn, 
the  railroad  property  formerly  owned  by  The  Jacksonville, 
Louisville  &  St.  Louis  Railway  Company. 

By  deed  dated  October  1,  1896,  Robert  F.  Kennedy  and  J.  H. 

1346 


CORPORATE    HISTORY  1347 

Dunn  conveyed  to  The  Jacksonville  and  Saint  Louis  Railway- 
Company  the  railroad  property  and  franchises  formerly  belong- 
ing to  The  Jacksonville,  Louisville  &  St.  Louis  Railway  Com- 
pany. 

ARTICLES   OF  ASSOCIATION,  December  30,   1889.     The  Jacksonville, 
Louisville  &  St.  Louis  Railway  Company. 

********* 

Be  it  Bcm<  mbered,  That  we,  the  undersigned,  Isaac  L.  Morrison,  David 
W.  Eider,  Weston  W.  Kent,  William  S.  Hook  and  Marcus  Hook,  all  of 
the  City  of  Jacksonville  and  County  of  Morgan,  in  the  State  of  Illinois, 
have  made  and  entered  into  the  following  Articles  of  Association,  for 
the  purpose  of  constructing,  leasing  or  purchasing,  owning  and  operating 
a  railway  in  the  State  of  Illinois,  which  Articles  have  been  adopted  and 
signed  by  us,  as  follows: 

ARTICLE   I. 

The  name  of  the  corporation  hereby  proposed  to  be  created  is,  and 
shall  be,  The  Jacksonville,  Louisville  &   St.  Louis  Eailway   Company. 

ARTICLE    II. 

The  Eailway  hereby  intended  to  be  constructed,  leased  or  purchased, 
owned  and  operated,  is  as  follows:  beginning  in  the  City  of  Jackson- 
ville, in  the  County  of  Morgan  and  State  of  Illinois,  and  running  through 
the  Counties  of  Morgan,  Sangamon,  Macoupin,  Montgomery,  Bond,  Clin- 
ton and  Marion,  in  the  State  of  Illinois,  and  terminating  in  the  City  of 
Centralia,  in  the  said  County  of  Marion. 

ARTICLE  III. 

The  principal  business  office  of  the  said  proposed  railway  corporation 
shall  be  at  the  City  of  Jacksonville,  in  the  County  of  Morgan  and  State 
of  Illinois. 

ARTICLE   IV. 

The  time  of  commencement  of  the  said  proposed  railway  corporation 
shall  be  from  the  date  of  the  recording  by  the  Secretary  of  State  of  these 
Articles,   and  the   same   shall   continue   for  a   term   of   fifty  years. 

ARTICLE  V. 

The  capital  stock  of  said  proposed  railway  corporation  shall  be  One 
Million,  Five  Hundred   Thousand  Dollars    ($1,500,000). 

ARTICLE  VI. 

The  names  and  places  of  residence  of  the  several  persons  forming  this 
Association  for  incorporation  are  as  follows,  to-wit: 

Isaac  L.  Morrison,  Eesidence,  Jacksonville,  Morgan  County,  Illinois. 
David  W.  Eider,  Eesidence,  Jacksonville,  Morgan  County,  Illinois. 
Weston  W.  Kent,  Eesidence,  Jacksonville,  Morgan  County,  Illinois. 
William  S.  Hook,  Eesidence,  Jacksonville,  Morgan   County,  Illinois. 
Marcus  Hook,  Eesidence,  Jacksonville,  Morgan  County,  Illinois. 


1348       CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

ARTICLE   VII. 

The  names  of  the  Board  of  Directors  of  said  proposed  railway  corpo- 
ration, with   their   several  places  of   residence,  are   as  follows: 

J.  Henry  Dunn,  Residence,  Germantown,  Pennsylvania. 

William  Elliott,  Residence,  Chestnut  Hill,  Pennsylvania. 

Isaac  L.  Morrison,  Residence,  Jacksonville,  Morgan  County,  Illinois. 

William  S.  Hook,  Residence,  Jacksonville,  Morgan  County,  Illinois. 

Marcus  Hook,  Residence,  Jacksonville,  Morgan  County,  Illinois. 

The  management  of  the  affairs  of  said  proposed  corporation  shall  be 
vested  in  a  President  and  such  other  subordinate  officers  as  the  Board 
of  Directors  may  elect  or  appoint. 

ARTICLE    VIII. 

The  number  of  shares  into  which  the  capital  stock  of  said  corporation 
shall  be  divided  is  fifteen  thousand  shares  of  One  Hundred  Dollars  ($100) 
each,  making  a  sum  total  of  One  Million,  Five  Hundred  Thousand  Dollars. 

In  Witness  Whereof,  We  have  severally  subscribed  hereto  our  respective 
names,  and  have  affixed  our  seals  to  the  same,  at  Jacksonville,  Illinois, 
this  30th  day  of  December,  A.  D.  1889. 

[seal]  Isaac  L.  Morrison, 

[seal]  David  W.  Rider, 

[seal]  Weston  W.  Kent, 

[seal]  William  S.  Hook, 

[seal]  Marcus  Hook. 

County 

.Montgomery 

M  \<  OTJPIN 

Morgan 

Bond 

('lixton 

Marion 

Sangamon 

Filed  Jan.  18,  1890,  at  8  o'clock  A.  M. 

United  States  op  America,  ) 
State  of  Illinois.  \ 

office  of  the  secretary  of  state. 

I,  James  A.  Rose,  Secretary  of  State  of  the  State  of  Illinois,  do  hereby 
certify  that  the  foregoing  is  a  true  copy  of  the  Articles  of  Incorporation 
of  The  Jacksonville,  Louisville  &  St.  Louis  Railway  Company,  which  was 
filed  for  record  in  this  office  on  the  18th  day  of  January,  1890  at  8  o'clock 
A.M.,  and  recorded  in  Book  No.  11  of  Railroad  Records. 

In  Witness  Whereof,  I  hereto  set  my  hand  and  affix  the  Great  Seal  of 
State,  at  the  city   of  Springfield,  the  14th  day  of  April,  A.  D.,   1905. 
[seal]  James  A.  Rose, 

Secretary  of  State. 


RECORDED  IN  ILLINOIS 

Date                    Time 

Book 

Page 

January 

3,  1890  11:00  a.m. 

A 

121 

December 

31,  1889 

EC 

591 

December 

30,  1889  4.10   p.m 

C 

289 

January 

6,  1890     8:00  a.m. 

1 

134 

January 

9,  1890  10:00  a.m. 

GG 

134 

January 

11,  1890     8:00  a.m. 

4 

84 

January 

15,  1890 

99 

— 

CORPORATE   HISTORY  1349 

DEED,  January  23,  1891.     William  Elliott  to  The  Jacksonville,  Louisville 
&  St.  Louis  Railway  Company. 


This  indenture,  made  and  entered  into  this  twenty  third  day  of  January 
A.  D.,  1891,  by  and  between  William  Elliott,  Bachelor,  of  the  city  of 
Philadelphia  and  State  of  Pennsylvania,  party  of  the  first  part  and  the 
Jacksonville,  Louisville  &  St.  Louis  Railway  Company,  a  corporation 
duly  organized  under  the  laws  of  the  State  of  Illinois  party  of  the 
second  part. 

W itnesseth :  that  for  and  in  consideration  of  the  payment  of  the  sum 
of  One  ^Million  one  hundred  and  eighty  seven  thousand  two  hundred 
Dollars,  payable  in  the  first  consolidated  Mortgage  Bonds  of  the  Jackson- 
ville, Louisville  &  St.  Louis  Railway  Company  at  par,  and  the  addi- 
tional sum  of  Fifteen  hundred  thousand  Dollars  payable  in  the  capital 
stock  of  said  Railway  Company,  at  par,  the  party  of  the  first  part  has 
sold,  and  by  these  presents  does  sell,  quit-claim  and  convey  to  the  party 
of  the  second  part,  its  successors  and  assigns  all  and  singular,  the  railway, 
and  all  of  its  equipment,  more  particularly  described  as  follows: 

And  being  the  Railway  formerly  known  as  the  Jacksonville  South- 
eastern Railway,  extending  from  the  city  of  Jacksonville,  in  the  county 
of  Morgan,  and  State  of  Illinois,  through  the  counties  of  Morgan,  San- 
gamon, Macoupin,  Montgomery,  Bond,  Clinton  and  Marion,  to  the  city 
of  Centralia,  in  the  county  of  Marion  and  State  of  Illinois,  including  all 
its  railway,  tracks,  side  tracks,  rights  of  way,  depots,  stations,  station 
houses,  car  houses,  and  other  buildings,  machine  shops,  and  other  shops 
of  every  kind,  and  all  of  its  equipment,  cars,  engines,  hand  cars,  and 
other  cars,  and  all  of  its  tools  and  other  implements  used  or  applied  in 
the  conduct  of  its  business,  and  all  other  property  to  said  railway  be- 
longing or  pertaining,  and  all  of  its  franchises  and  other  rights,  the 
property  hereby  conveyed  being  the  same  property  conveyed  to  the 
party  of  the  first  part  by  Robert  F.  Kennedy,  Charlemagne  Tower,  Junr. 
and  John  H.  Catherwood,  by  deed  of  date  of  the  23rd,  day  of  January 
A.  D.  1891.  And  for  the  consideration  aforesaid  the  receipt  whereof  is 
hereby  acknowledged  the  party  of  the  first  part  does  by  these  presents 
bargain,  sell  and  convey  to  the  party  of  the  second  part,  its  successors 
and  assigns  and  singular  the  railway  and  other  property,  to  have  and  to 
hold  the  same  to  the  party  of  the  second  part  its  successors  and  assigns 
forever. 

In  testimony  whereof  the  party  of  the  first  part  has  hereunto  set  his  hand 
and  affixed  his  seal  the  day  and  year  first  herein  named. 

William  Elliott,  [seal] 

In   presence   of    (The   date   Jan.)    A.  D.    1891 — having  been   first  written 
over  Dec.  A.  D.  1890,  on  line  1,  and  at  the  end  of  line  22. 

.Iojin  Sparhawk  Jr. 
II.  F.  Reardon. 


1350       CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD   COMPANY 

State  of  Pennsylvania,  ) 

y  ss. 
County  of  Philadelphia.^ 

I,  H.  F.  Reardon,  a  Notary  Public  within  and  for  the  county  afore- 
said, State  of  Pennsylvania,  do  hereby  certify  that  on  the  twenty  third 
day  of  January,  Anno  Domini  One  thousand  eight  hundred  and  Ninety 
one  (1891)  William  Elliott  personally  known  to  me  to  be  the  same  person 
whilst-  name  is  subscribed  to  the  foregoing  instrument  appeared  before 
me  this  day  in  person  and  acknowledged  that  he  signed,  sealed  and  de- 
livered the  said  instrument  as  his  free  and  voluntary  act  for  the  uses 
and  purposes  therein  set  forth  and  contained. 

In  witness  whereof,  1  hereunto  set  my  hand  and  affix  my  Notarial  seal, 
at  the  city  of  Philadelphia,  this  twenty  third  day  of  January,  Anno 
Domini  One  thousand  eight  hundred  and  Ninety  one. 

[seal]  H.  P.  Keakdon,  Notary  Public. 

Philadelphia  County,  Pennsylvania. 
Filed   for   record   Feby.   7th,   A.  D.    1891,   at   11   O'clock    A.M.,   B.   B. 
Olbert,  Per. 


State  of  Illinois,  ) 
MA(  ori'lN  County.  ) 


ss. 


I,  Thomas  Cain,  Clerk  of  the  Circuit  Court  and  ex-officio  Recorder  for 
the  County  in  tin-  State  aforesaid,  do  hereby  certify  that  the  above  is 
a  true,  perfect  and  complete  copy  of  a  Quit-Claim  Deed  Recorded  in  my 
office  Fel.y.  7,  1891,  at  11,  o'clock,  A.M.  in  Book  "EO"  pages  305  and 
306,  as  it  appears  from  the  records  in  my  office.  I  hereby  certify  that 
I  am  custodian  of  said  records. 

In   Witness  Whereof,  1  have  hereunto  set  my  hand  and  affixed  my  official 
seal,  at  Carlinville,  Illinois,  this  Second  day  of  August  1912. 
[seal]  Thomas  Cain, 

Circuit  Clerk  and  ex-officio  Eecorder. 

TRUST  MORTGAGE,   May   1,  1890.     The  Jacksonville,  Louisville  &  St. 
Louis  Railway  Company  to  Finance  Company  of  Pennsylvania,  Trustee. 

******** 

This  indenture'  made  this  first  day  of  May,  in  the  year  of  our  Lord  one 
thousand  eight  hundred  and  ninety,  bet  ween  the  Jacksonville,  Louisville 
and  St.  Louis  Railway  Company,  a  corporation  of  the  State  of  Illinois, 
party  of  the  first  part,  and  the  Finance  Company  of  Pennsylvania,  a 
corporation  created  by  and  existing  under  the  laws  of  the  State  of 
Pennsylvania  party  of  the  second  part,  as  trustees,  for  the  uses  and  pur- 
poses hereinafter  expressed. 

Witnesseth:  that  whereas  the  said  party  of  the  first  part  is  a  corporation 
duly  created  by  and  existing  under  the  laws  of  the  State  of  Illinois  with 
authority  to  construct,  lease,  purchase,  own  and  operate  a  railway  be- 
ginning in  the  city  of  Jacksonville  and  terminating  in  the  city  of  Cen- 
tralia  in  the  state  of  Illinois,  and 


CORPORATE    HISTORY  1351 

Whereas  the  said  Railway  Company  proposes  to  purchase,  own  and  op- 
erate a  line  of  Railway  formerly  known  as  the  Jacksonville  South  East- 
ern Railway,  extending  from  the  city  of  Jacksonville  to  the  city  of 
Centralia  all  in  the  State  of  Illinois,  and  also  proposes  to  equip  and 
pperate  said  line  of  railway,  and 

Whereas,  the  said  party  of  the  first  part,  in  order  to  purchase  own,  equip 
and  operate  said  railway,  desires  to  contract  a  loan  and  issue  bonds  for 
same,  and  secure  said  bonds  by  mortgage  or  deed  of  trust,  and 

Whereas,  the  Jacksonville  Southeastern  Railway  Company  has  heretofore 
issued  its  first  mortgage  bonds,  secured  by  mortgage  or  deed  of  Trust, 
made  the  first  day  of  July  A.  D.  1880,  and  of  which  there  are  now  bonds 
outstanding  to  the  amount  of  three  hundred  thousand  dollars,  and 

Whereas,  the  said  Jacksonville,  Louisville  and  St.  Louis  Railway  Com- 
pany proposes,  to  pay  or  redeem  and  retire  and  cancel  said  first  mortgage 
bonds  of  the  Jacksonville  Southeastern  Railway  Company,  and 

Whereas,  at  a  meeting  of  the  stockholders  of  said  Jacksonville,  Louisville 
and  St.  Louis  Railway  Company,  held  on  the  first  day  of  May  A.  D. 
1890,  pursuant  to  law,  resolutions  were  passed  by  a  unanimous  vote  of 
all  the  outstanding  stock  of  said  Company,  whereby  the  Board  of  Di- 
rectors was  authorized  for  the  purpose  of  constructing,  purchasing,  own- 
ing and  equiping  its  railway,  to  contract  for  a  loan,  and  secure  the  payment 
of  the  same  by  mortgage  of  its  corporate  property  and  franchises  acquired 
and  to  be  acquired,  and 

Whereas,  at  a  meeting  of  the  Board  of  Directors  of  said  Company  sub- 
sequently held  on  the  first  day  of  May  A.  D.  1890,  a  resolution  unanimous- 
ly adopted  authorized  the  President  of  said  Company  to  negotiate  a 
loan,  as  proposed  by  said  stockholders  aforesaid,  and 

Whereas,  in  pursuance  of  the  power  and  authority  duly  vested  in  it,  the 
said  party  of  the  first  part  in  order  to  pay,  redeem,  retire  and  cancel 
the  aforesaid  mortgage  bonds,  issued  by  the  Jacksonville  Southeastern 
Railway  Company,  amounting  in  the  aggregate  to  three  hundred  thou- 
sand dollars,  and  in  order  to  defray  its  obligations  in  connection  with 
the  purchase,  acquisition,  equipment  and  operation  of  said  railway,  is 
about  to  issue  a  series  of  bonds,  the  aggregate  amount  whereof  is  limited 
to  one  million,  six  hundred  and  eighty  thousand  dollars  on  said  bonds  at 
par,  upon  its  railway,  beginning  in  the  city  of  Jacksonville  and  ter- 
minating in  the  city  of  Centralia,  in  the  state  of  Illinois,  being  a  dis- 
tance of  one  hundred  and  twelve  miles,  more  or  less.  Said  bonds  shall 
be  of  like  tenor  and  date  and  for  one  thousand  dollars  each,  and  be 
payable  January  1st  A.  D.  1940,  in  gold  coin  of  the  United  States  of 
America  of  present  fineness  and  weight,  at  the  City  of  New  York,  and 
bear  interest  at  the  rate  of  five  per  cent  per  annum,  payable  semi 
annually  in  the  like  gold  coin  at  the  city  of  New  York,  which  payment  of 
interest  shall,  in  all  cases,  be  made  without  deduction  for  state  or  United 
States  taxes,  and 

Whereas,  the  said  bonds  are,  or  are  to  be,  all  of  like  tenor  and  date,  and 
in  substantially  the  following  form: 


1352      CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD   COMPANY 

No $1,000 

"The  Jacksonville,  Louisville  and  St.  Louis  Railway  Company" 
First  Consolidated  Mortgage — Five  Per  Cent  Bond. 

Know  all  men  by  these  presents:  That  the  Jacksonville,  Louisville  and 
St.  Louis  Railway  Company,  a  corporation  of  the  State  of  Illinois,  for 
value  received,  hereby  acknowledges  itself  indebted  to  the  Finance  Com- 
pany, of  Pennsylvania,  or  bearer  in  the  sum  of  One  Thousand  Dollars 
which  indebtedness  it  promises  to  pay  on  the  first  day  of  January  A.  D. 
1940  in  the  City  of  New  York  in  gold  coin  of  the  United  States,  of  the 
present  standard  of  weight  and  fineness,  with  interest  thereon  in  like 
gold  coin  from  the  first  day  of  January  A.  D.  1890  at  the  rate  of  five 
per  cent  per  annum,  payable  semi  annually  on  the  first  day  of  January 
and  July  of  each  year,  in  the  City  of  New  Ybrk  on  the  presentation  and 
surrender  of  the  annexed  coupons  as  they  severally  become  due,  without 
any  deduction  for  taxes  of  any  kind;  and  in  case  of  default  in  the  pay- 
ment of  any  of  the  interest  coupons  attached  to  this  bond  for  six  months 
from  the  day  the  same  shall  become  due,  then  without  demand  or  notice, 
the  whole  principal  thereof  shall  become  due  and  payable,  and  may  at 
once  be  enforced  ;i<,r:iinst  this  Company  or  its  successors. 

This  bond  is  one  of  a  series  of  similar  bonds,  numbered  consecutively 
from  one  upwards,  issued  and  to  be  issued  by  the  said  Railway  Com- 
pany, the  aggregate  amount  whereof  to  be  at  any  time  outstanding  is  lim- 
ited to  one  million,  six  hundred  and  eighty  thousand  dollars,  in  said 
bonds  at  par,  upon  its  railway  beginning  in  the  city  of  Jacksonville 
and  terminating  in  the  city  of  Centralia,  in  the  state  of  Illinois,  being 
a  distance  of  one  hundred  and  twelve  miles,  more  or  less.  The  payment 
of  this  bond,  with  all  the  bonds  of  the  series,  without  reference  to  the 
time  when  said  bonds  shall  be  actually  issued,  is  secured  by  a  deed  of 
trust  or  mortgage,  bearing  even  date  herewith,  conveying  to  the  Finance 
Company  of  Pennsylvania,  as  Trustee,  all  the  railway  aforesaid,  to- 
gether with  the  Equipment  and  appurtenances  of  said  railway,  and  all 
property,  rights,  privileges  and  franchises  thereunto  pertaining  or  in 
any  way  belonging. 

This  bond  shall  not  be  valid  or  obligatory  until  the  certificate  authen- 
ticating the  same,  which  is  indorsed  hereon,  shall  have  been  duly  signed 
by  the  said  Trustee. 

In  witness  whereof,  the  railway  Company  has  caused  its  Corporate  seal 
to  be  hereunto  affixed  and  the  same  to  be  signed  by  its  president  and 
secretary  and  has  likewise  caused  the  signature  of  the  Secretary  to  be 
affixed  to  the  several  coupons  hereunto  annexed  this  first  day  of  May 
A.  D.  1890. 

"The  Jacksonville,  Louisville  and  St.  Louis  Railway  Company" 

[seal]  "By President, 

Secretary." 


CORPORATE    HISTORY  1353 

State  of  Illinois, 

D sited  States  of  America. 

(Form  of  Coupon ) 

The  Jacksonville,  Louisville  and  St.  Louis  Bailway  Company  will 
pay  the  bearer,  in  the  City  of  New  York,  twenty-five  dollars  in  United 
Stales  Gold  Coin  (iii  tlir  first  day  of ,  being  six  months  in- 
terest on  bond  No.  

Secretary. 

Ami  Win  n  as,  K.ich  of  the  said  bonds  has  coupons  thereto  annexed  repre- 
senting the  several  installments  of  interest  to  become  due  thereon  and 
said  coupons  bear  the  engrav.ed  signature  of  the  Secretary  of  said  Com- 
pany and  arc  in  substantially  the  following  form: 

' '  Trustees  Certificate ' ' 
The  Finance  Company  of  Pennsylvania  hereby  certifies  that  this  bond  is 
one  of  a  series  of  bonds  issued  under   the   within  mentioned   mortgage 
or  deed  of  trust. 

The  Finance  Company  of  Pennsylvania, 
Trustee,  by    President. 

And  whereas  each  of  the  said  bonds  shall  bear  upon  it  the  guarantee 
of  the  Chicago  Peoria  and  St.  Louis  Eailway  Company,  authorized  at 
a  meeting  of  the  stockholders  of  said  last  named  Company  held  on  the 
28th  day  of  January  A.  D.  1890,  said  guarantee  shall  be  in  the  following 
form — 

{Form  of  Guarantee) 

For  value  received,  the  Chicago,  Peoria  and  St.  Louis  Eailway  Com- 
pany hereby  guarantees  the  payment  of  the  principal  and  interest  men- 
tioned  in   the  within   bond,  according  to  the  tenor  and  effect  thereof. 

In  witness  whereof  it  has  caused  its  corporate  seal  to  be  hereto  affixed 
and  this  obligation  to  be  subscribed  by  its  President  this  first  day  of 
May  1890. 

The  Chicago,  Peoria  &  St.  Louis  Eailway  Co. 

By President. 

And  whereas,  it  is  the  true  intent  and  meaning  of  these  presents  that 
each  and  all  of  the  said  bonds,  whether  now  executed  or  hereafter  to  be 
executed,  shall  be  equally  secured  to  be  paid  by  these  presents. 

Now  therefore,  this  Indenture  Witnesseth,  That,  in  pursuance  of  the  said 
resolutions  of  its  stockholders  and  Board  of  Directors,  the  said  party 
of  the  first  part,  in  order  the  better  to  secure  the  payment  of  said  bonds, 
and  all  of  the  interest  to  accrue  thereon,  and  for  and  in  consideration 
of  the  premises  and  of  the  sum  of  one  dollar  to  the  party  of  the  first 
pari  duly  paid  by  the  said  party  of  the  second  part  at  or  before  the 
ensealing  and  delivery  of  these  presents,  the  receipt  whereof  is  hereby 
acknowledged,  hath  granted,  bargained  and  sold,  and  by  these  presents 
doth   grant,   bargain,   sell,    convey   transfer,   assign   and   set   over   to   the 


1354      CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD   COMPANY 

said  party  of  the  second  part  and  its  successors  in  trust,  all  and  singular 
the  said  railway  now  belonging  and  which  may  hereafter  belong  to  the 
said  party  of  the  first  part,  and  which  the  said  party  of  the  first  part  is 
by  law  authorized  to  construct,  purchase,  acquire  and  operate,  beginning 
in  the  City  of  Jacksonville,  and  running  through  the  Counties  of  Mor- 
gan, Sangamon,  Macoupin,  Montgomery,  Bond,  Clinton,  and  Marion  and 
terminating  in  the  City  of  Centralia  in  said  county  of  Marion,  in  the 
state  of  Illinois,  and  also  all  rolling  stock,  equipment  and  machinery 
connected  or  to  be  connected  with  said  railway,  and  all  franchises  now 
held  or  hereafter  to  be  acquired  by  the  said  party  of  the  first  part,  its 
successors  or  assigns  in  connection  therewith,  including  in  the  premises 
hereby  granted,  all  the  railways,  ways,  rights  of  way,  and  all  the  depot 
grounds  and  other  lands,  and  all  the  tracks,  bridges,  viaducts,  culverts, 
fences  and  other  structures,  and  all  the  depots,  stations,  station  houses, 
engine  houses,  car  houses,  freight  houses,  wood-houses  and  other  build- 
ings, and  all  machine  shops  and  other  shops  held  or  acquired,  and  which 
shall  be  hebl  and  acquired,  for  use  upon  the  aforesaid  line  of  railway, 
or  in  connection  with  the  business  thereof;  and  including  also  all  the 
locomotives,  tenders,  passenger,  baggage,  freight  and  other  cars  and  all 
the  rolling  stock  and  equipment,  and  all  the  machinery,  tools,  implements, 
fuel  and  materials  for  constructing,  operating,  repairing  or  replacing  the 
said  railway  or  the  equipments  or  appurtenances  of  the  said  railway 
now  held  or  hereafter  to  be  acquired  by  the  said  party  of  the  first  part, 
together  with  all  and  singular  the  tenements  hereditaments  and  appur- 
tenances to  the  said  railway  and  premises,  or  any  part  thereof,  belonging 
or  in  any  wise  appertaining  and  the  reversion  and  reversions,  remainder 
and  remainders,  tolls,  incomes,  rents,  issue-  and  profits  thereof,  and  also 
all  the  estate,  right,  title,  interest,  property,  possession,  claim  and  de- 
mand whatsoever,  as  well  in  law  as  in  equity,  of  the  said  party  of  the 
first  part  of,  in  and  to  the  same,  and  any  and  every  part  and  parcel 
thereof,  with  the  appurtenances,  and  all  books  of  account  and  vouchers 
kept  and  to  be  kept  by  the  said  party  of  the  first  part,  which  the  said 
party  of  the  first  part  now  holds,  or  shall  hereafter  acquire.  To  have  and 
to  hold  the  said  railway  and  premises,  and  all  the  franchises  and  prop- 
erty hereinbefore  described  unto  the  said  party  of  the  second  part  and  its 
successors  in  trust  forever,  but  in  trust,  nevertheless,  for  the  uses  and 
purposes,  and  with  and  subject  to  the  powers,  agreements  and  conditions 
hereinafter  in  that  behalf  mentioned  and  set  forth. 

And  tli's  indenture  further  witnesseth  that  for  the  consideration  afore- 
said, and  in  order  the  better  and  more  effectually  to  secure  the  payment 
of  said  bonds  and  of  all  interest  to  accrue  thereon,  the  said  party  of  the 
first  part  has  covenanted,  promised,  granted  and  agreed  to  and  with 
the  said  party  of  the  second  part,  and  its  successors,  as  follows,  to-wit: 

Article  first.  The  party  of  the  first  part  shall,  upon  the  execution,  de- 
livery and  recording  of  this  mortgage  or  deed  of  trust,  make,  execute 
and  deliver  unto  the  said  party  of  the  second  part,  and  the  said  party 
of  the  second  part,  shall,  upon  the  request  of  the  President  or  Board  of 
Directors  of  said  party  of  the  first  part,  certify  or  countersign  and  de- 


CORPORATE    HISTORY  1355 

liver  to  the  said  party  of  the  first  part,  bonds  of  the  party  of  the  first 
part  intended  to  be  secured  thereby,  to  an  amount  not  exceeding  the  sum 
of  one  million  six  hundred  and  eighty  thousand  dollars,  upon  the  railway 
of  the  party  of  the  first  part,  beginning  in  the  City  of  Jacksonville,  and 
extending  to  the  city  of  Centralia,  all  in  the  State  of  Illinois,  being 
about  one  hundred  and  twelve  miles  of  railway,  more  or  less.  Provided 
however,  that  of  said  bonds,  bonds  to  the  amount  of  three  hundred  thou- 
sand dollars,  numbered  one  to  three  hundred,  inclusive,  shall  be  certified 
and  delivered  by  the  party  of  the  second  part  to  the  party  of  the  first 
part  only  on  the  surrender  and  delivery  to  the  party  of  the  second  part 
by  the  holder  or  holders  of  the  same  of  an  equal  amount  in  par  value 
of  the  first  mortgage  bonds  of  the  Jacksonville  South  eastern  railway 
Company,  previously  issued  and  now  outstanding.  And  all  and  every  of 
the  said  bonds  so  surrendered  and  exchanged  shall  be  held  by  the  party 
of  the  second  part,  without  cancellation,  and  without  any  release,  re- 
linquishment or  impairment  of  the  lien  or  security  of  the  mortgage  or 
deed  of  trust  under  which  the  said  surrendered  bonds  were  issued,  until 
the  whole  amount  outstanding  of  said  bonds  shall  have  been  surrendered, 
and  when  the  whole  amount  of  said  bonds  shall  have  been  surrendered, 
as  aforesaid,  they  shall  be  cancelled  and  delivered  to  the  party  of  the 
first  part,  its  successor  or  successors.  The  fact  of  the  surrender  as  aforesaid 
of  any  of  said  bonds  shall  constitute  an  agreement  of  the  party  of  the 
first  part,  as  the  holder  and  exchanger  of  said  bonds  that  the  said  party 
of  the  second  part  up  to  the  time  of  the  cancellation  and  delivery  of 
said  bonds  as  aforesaid,  and  as  the  trustees  of,  and  to  and  for  the  benefit, 
advantage  and  protection  of  the  holders  of  all  bonds  issued  and  out- 
standing under  this  mortgage,  or  deed  of  trust,  shall  be  invested  with 
and  entitled  to  fully  exercise  all  the  rights,  privileges,  resources  and 
remedies  given,  granted  and  declared  to  the  holder  of  said  surrendered 
bonds,  by  the  terms,  conditions  and  provisions  of  the  said  mortgage  or 
deed  of  trust,  under  which  said  bonds  were  issued. 

Article  Second.  Until  default  shall  be  made  by  the  said  party  of  the 
first  part,  its  successors  or  assigns  in  the  payment  of  interest  or  prin- 
cipal of  said  bonds,  or  in  the  due  observance  of  the  covenants  and  agree- 
ments hereinafter  contained  on  the  part  and  behalf  of  the  said  party  of 
the  first  part,  the  said  party  of  the  first  part,  its  successors  and  assigns, 
shall  be  suffered  and  permitted  to  remain  in  the  actual  possession  of  said 
railway  and  premises  and  to  exercise  the  franchises  and  rights  relating 
thereto  and  to  collect,  receive  and  use-  the  revenues  and  profits  thereof 
in  any  manner  which  will  not  impair  the  lien  created  by  these  presents. 

And  the  said  party  of  the  first  part,  hereby  covenants,  promises  and 
agrees  to  and  with  the  said  party  of  the  second  part  and  its  successors 
that  the  said  party  of  the  first  part,  its  successors  and  assigns,  remain- 
ing in  the  possession  of  the  said  railway  and  premises,  shall  and  will 
keep  the  said  railway  in  good  order  and  safe  running  condition,  and 
shall  and  will,  from  time  to  time,  pay  and  discharge  all  taxes,  assessments 
and  governmental  charges  which  may  be  lawfully  imposed  upon  the 
said  railway  and  premises,  or  upon  any  part  thereof,  and  the  lien  of  which 


1356      CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

might  or  could  be  held  to  be  prior  to  the  lien  of  these  presents,  so  that  the 
priority  of  these  presents  may  be  fully  preserved,  and  that  the  said  party 
of  the  first  part  will  not  do  or  suffer  any  act  or  thing  whatsoever  whereby 
the  lien  hereof  may  or  can  be  impaired,  until  the  said  bonds  and  all  interest 
thereon  shall  be  fully  paid  and  satisfied. 

Article  Third.  In  case  default  shall  be  made  in  the  payment  of  any 
semi-annual  installment  of  interest  which  may  accrue  upon  the  said  bonds, 
or  upon  any  of  them,  when  such  interest  shall  become  due,  and  be  de- 
manded, and  such  interest  or  any  part  thereof  shall  remain  unpaid 
and  in  arrears  for  the  period  of  six  months,  or  in  case  default  shall  be 
made  in  the  due  observance  and  performance  of  the  covenant  of  further 
assurance  hereinafter  set  forth,  or  in  the  payment  of  any  taxes,  assess- 
ments or  other  governmental  charges  which  may  be  lawfully  levied  or 
imposed  upon  the  said  railway  and  premises,  or  upon  any  part  thereof,  and 
either  of  said  last  mentioned  defaults  shall  continue  for  the  period 
of  six  months  or  in  case  default  shall  be  made  in  the  payment  of  the 
principal  of  said  bonds,  or  of  any  of  them,  then  and  in  any  and  every 
such  case  of  default,  it  shall  be  lawful  for  the  said  party  of  the  second 
part  as  trustee  under  these  presents,  or  for  any  successors  of  the  said 
party  of  the  second  part  in  the  trust  created  by  these  presents,  to  enter 
into  and  upon  the  railway  and  premises  hereinbefore  granted  or  con- 
veyed and  each  and  every  part  of  the  same,  and  from  thenceforth  the 
said  railway  and  premises,  and  each  and  every  part  thereof,  and  all 
and  singular,  the  rights  and  franchises  herein  before  granted,  to  have, 
hold  and  enjoy,  operating  the  said  railway  by  such  superintendents, 
managers,  receivers,  assistants  and  servants  or  other  attorneys  or  agents 
as  the  said  trustee  shall  deem  proper,  and  making  from  time  to  time 
all  such  repairs  and  replacements,  and  all  such  useful  alterations,  ad- 
ditions and  improvements  to  the  said  railway  and  premises  as  the  said 
Trustee  may  deem  expedient  and  judicious,  and  it  shall  likewise  be 
lawful  for  the  said  truster,  after  any  and  every  default  happening  and 
continuing  as  aforesaid,  to  collect  and  receive  all  revenues  and  profits 
of  the  said  railway  and  premises,  and  of  every  pari  and  parcel  thereof, 
and  after  deducting  therefrom  all  the  expenses  lawfully  incurred  in  mak- 
ing such  entry,  or  in  otherwise  obtaining  possession  of  said  premises, 
including  reasonable  attorney  and  counsel  fees,  as  well  as  any  and  all 
expenses  of  holding,  operating  and  managing  the  said  railway  and  prem- 
ises and  conducting  the  business  thereof  including  the  cost  and  ex- 
penses of  all  such  repairs,  replacements,  alterations,  additions  and  im- 
provements as  may  be  made  by  said  trustee  as  aforesaid,  and  all  pay- 
ments which  may  be  made  or  be  due  for  taxes  and  assessments,  or 
other  charges  or  liens  prior  to  the  lien  of  these  presents  upon  the  said 
railway  and  premises  or  upon  any  part  or  parcel  thereof,  and  just  com- 
pensation for  the  trustees  own  services,  to  apply  any  and  all  revenues 
and  profits  of  the  said  railway  and  premises  which  may  be  received  by 
said  trustee  as  aforesaid,  to  the  payment,  first,  of  all  overdue  interest 
on  the  said  bonds,  with  interest  thereon,  and  secondly  to  the  payment  of 
all  interest  accruing  during  such  possession  of  said  trustee,  which  pay- 


CORPORATE   HISTORY  1357 

ment  of  interest  shall  be  made  to  the  holders  of  the  bonds  and  coupons 
evidencing  their  right  to  the  same,  ratably  and  without  discrimination 
or  preference  between  them. 

Article  Fourth.  It  is  hereby  mutually  agreed,  that  at  any  sale  of 
the  railway  and  property  herein  before  conveyed,  which  may  be  made 
for  the  purpose  of  enforcing  the  lien  of  these  presents,  the  trustee  under 
these  presents  for  the  time  being,  may  at  its  own  discretion,  and  not 
otherwise,  bid  for,  and  if  the  same  be  obtainable  at  the  price  herein- 
after mentioned,  purchase  and  acquire  the  property  so  offered  for  sale, 
in  behalf  of  all  the  holders  of  the  bonds  aforesaid,  which  shall  then  be 
outstanding  in  proportion  to  the  amount  of  said  bonds  and  of  the  overdue 
coupons  thereunto  belonging  by  them  respectively  held. 

Provided,  however,  that  nothing  herein  contained  shall  authorize  the  said 
trustees  to  bid  for  the  entire  property  then  held  upon  the  trusts  of  this 
indenture  on  behalf  of  the  holders  of  said  bonds,  a  sum  exceeding  the 
whole  amount  of  said  bonds  then  outstanding  with  the  interest  accrued 
thereon,  and  the  expense  of  such  sale;  or  any  amount  reasonably  propor- 
tionate thereto  for  any  part  of  the  said  property. 

And  it  is  hereby  further  agreed  that  the  bonds  and  over  due  coupons 
aforesaid  or  any  of  them,  shall  be  received  in  payment  on  account  of  the 
purchase  money  of  any  property  which  shall  be  offered  for  sale  as  afore- 
said, as  equivalent  to  so  much  of  the  said  purchase  money  as  would  be 
distributable  and  payable  thereon  out  of  the  proceeds  of  such  sale. 

Article  Fifth.  In  case  default  shall  be  made  in  the  payment  of  any 
semi-annual  installment  of  interest  to  accrue  on  any  of  the  said  bonds 
when  such  interest  shall  become  payable,  and  if  such  interest  shall  re- 
main unpaid  and  in  arrear  for  the  space  of  six  months,  then  and  in  each 
and  every  such  case  of  the  happening  and  continuing  of  such  default 
in  the  payment  of  interest,  the  principal  of  each  and  all  of  the  said  bonds 
may  be  declared  by  the  trustee  for  the  time  being  hereunder  or  by  a 
majority  in  interest  of  the  holders  of  all  of  said  bonds  which  may  then  be 
outstanding  and  unpaid,  at  the  option  of  such  trustee  or  of  such  majority 
in  interest  of  bondholders,  to  be  and  thereupon  the  same  shall  become 
and  be  due  and  payable  immediately,  notwithstanding  that  the  time 
limited  in  said  bonds  for  the  payment  thereof,  may  not  have  elapsed. 

Article  Sixth.  It  is  hereby  expressly  declared  and  agreed  that  in 
case  default  shall  be  made  in  the  payment  of  interest  upon  any  of  the 
said  bonds'  when  such  interest  shall  become  due  and  be  demanded,  and 
such  default  shall  continue  for  the  space  of  six  months,  or  in  case  default 
shall  be  made  in  the  payment  of  the  principal  of  any  one  of  the  said 
bonds  when  the  same  shall  become  due,  then  and  in  either  and  every 
such  case,  of  default,  it  shall  be  the  duty  of  the  trustee  for  the  time 
being  under  these  presents  to  take  appropriate  proceedings  at  law  or  in 
equity  to  enforce  the  rights  of  the  holders  of  said  bonds  upon  a  requisi- 
tion to  that  effect  being  made  upon  the  trustee,  signed  by  holders  of  at 
least  one  third  in  amount  of  the  bonds  then  outstanding. 

Article  Seventh.  The  trustee  under  these  presents,  shall  have  at  all 
times  while  the   said  bonds  or  any  of  them  remain  outstanding,  and  is 


1358      CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

hereby  granted  full  power  and  authority,  to  be  exercised  iu  the  discre- 
tion of  said  trustee  and  not  otherwise,  to  release  from  the  lien  and  opera- 
tion of  these  presents  in  such  manner  as  it  may  be  advised,  upon  the 
request  in  writing  of  the  said  party  of  the  first  part,  its  successors  or 
assigns,  any  portion  of  the  aforesaid  premises,  not  being  a  part  of  the 
main  line  of  the  said  railway  which  in  the  judgment  of  such  trustee  shall 
not  be  necessary  tor  use  in  connection  therewith,  and  which  shall  have 
been  acquired  for  station  or  depot  purposes,  or  for  shops  or  other  build- 
ings, or  for  supplying  fuel,  gravel  or  other  material,  but  which  in  the 
judgment  of  such  trustee,  it  shall  have  become  unnecessary  or  inexpedient 
to  retain  in  consequence  of  its  having  become  necessary  or  desirable  to 
change  the  location  of  such  depot,  shop  or  other  building,  or  to  sub- 
stitute other  lands  for  the  purpose  of  supplying  such  fuel,  gravel  or 
material:  provided  always  that  any  and  all  lands  and  premises  which 
shall  be  acquired  for  station  or  depot  purposes  or  for  shops  or  other  build- 
ings, or  for  the  purposes  of  supplying  fuel,  gravel  or  other  material,  shall 
be  conveyed  to  the  said  trustee  to  be  held  by  it,  upon  the  trusts  of 
these  presents  in  the  same  manner  as  the  premises  so  released.  And  the 
said  trustee  may  also  allow  the  said  company,  its  successors  or  assigns 
to  dispose  of  any  rolling  stock,  equipment  and  machinery  or  other  per- 
SOnal  property  which  may  lie  held  for  use  upon  or  in  connection  with 
said  railway,  or  the  luisiness  thereof,  but  which  in  said  trustee's  judg- 
ment shall  have  become  unfit  or  undesirable  for  such  use:  Provided 
always,  that  any  and  all  rolling  stock,  equipment  and  machinery  or  other 
personal  property  which  may  be  acquired  in  substitution  for  any  similar 
property  so  disposed  of,  shall  become  and  be  subject  to  the  lien  of  these 
presents.  The  verified  certificates  of  the  president  or  Vice-president 
and  the  Chief  Engineer  of  the  party  of  the  first  part  shall  be  sufficient 

evidence  fco  the  trustee  of  the  propriety  of  making  any  release  under  this 
ait  icle. 

Article    Eighth.    It    is   hereby   expressly   declared,   ami    these    presents 

are  upon  the  condition,  that  if  the  said  party  of  the  tirst  part  shall  well 
and  truly  pay  and  discharge  the  interest  on  each  and  every  of  the  said 
bonds  as  the  same  shall  mature,  and  shall  well  and  truly  pay  and  dis- 
charge the  principal  of  each  and  every  of  the  said  bonds  when  such 
principal  shall  become  due  and  payable,  according  to  the  true  intent 
and  meaning  of  said  bonds  and  of  these  presents,  and  shall  well  and 
truly  keep  and  perform  the  other  covenants  and  agreements  in  these 
presents  contained,  to  be  by  it  kept  and  performed,  then  these  presents, 

and  all  the  estate  and  interest  thereby  granted,  shall  cease,  determine 
and  become  void,  otherwise  the  same  shall  be  and  remain  in  full  force 
and  virtue;  and  the  said  party  of  the  first  part  hereby  covenants,  prom- 
ises and  agrees  to  and  with  the  said  party  of  the  second  part  and  to  and 
with  its  successors  in  the  trust,  that  the  said  party  of  the  first  part  shall 
and  will  well  and  truly  pay  the  said  bonds,  and  all  interest  to  accrue 
thereon,  at  the  times  and  in  the  manner  in  said  bonds  mentioned,  and 
according  to  the  true  intent  and  meaning  thereof. 

Article  ninth.     It  is  hereby  declared  and  agreed  that  the  trustee  under 


CORPORATE    HISTORY  1359 

these  presents  shall  be  entitled  to  a  reasonable  compensation  for  any 
services  which  the  said  trustee  may  hereafter  render  in  the  trust  hereby 
created,  to  be  paid  by  the  said  party  of  the  first  part;  that  the  said 
trustee  shall  not  be  answerable  for  any  default  or  misconduct  of  any 
agent  or  attorney  who  may  be  appointed  by  it  in  pursuance  of  these 
presents,  if  such  agent  or  attorney  be  selected  with  reasonable  care, 
and  that  the  said  trustee  shall  not  be  answerable  or  accountable  for  any 
thing  whatever  in  connection  with  said  trust  but  gross  negligence  or 
willful  misconduct  or  default.  And  it  is  further  declared  and  agreed 
that  the  trustee  hereunder  may  at  any  time  be  removed  by  a  majority 
in  interest  of  the  bona  fide  holders  of  said  bonds,  providing  such  re- 
moval be  made  by  an  instrument  in  writing,  under  seal,  duly  executed 
and  acknowledged:  that  the  said  trustee  may  resign  the  trust  under 
these  presents,  at  any  time  by  giving  sixty  days  notice  in  writing,  of 
the  intention  so  to  do  to  the  said  party  of  the  first  part,  and  to  such 
of  the  holders  of  said  bonds  as  shall  have  registered  with  such  trustee, 
their  names  and  post  office  addresses,  provided  such  notice  of  resignation 
be  served  on  the  said  party  of  the  first  part  at  its  principal  office,  and 
on  the  bondholders  who  shall  have  so  registered  their  names  and  ad- 
dresses with  said  trustee,  by  the  deposit  thereof  in  the  mail  directed 
to  the  said  bondholders  respectively.  And  it  is  further  agreed  and 
declared  that  in  case  the  trustee  hereby  appointed  or  any  successor  of 
such  trustee  shall  at  any  time  hereafter  resign  the  said  trust,  or  be 
removed  therefrom,  as  aforesaid,  another  trustee  or  trustees  may  and 
shall  be  appointed  by  a  majority  in  interest  of  the  holders  of  said  bonds, 
by  an  instrument  in  writing  duly  signed  by  such  majority  in  interest  of 
said  bondholders,  given  at  a  meeting  of  such  bondholders,  duly  con- 
vened and  held  as  hereinafter  provided. 

And  it  is  further  agreed  and  declared,  that  in  case  the  appointment  of  a 
trustee  shall  be  unduly  delayed,  and  the  trust  shall  remain  vacant  for 
more  than  sixty  days,  any  holder  or  holders  of  said  bonds,  to  the  aggre- 
gate amount  of  one  hundred  thousand  dollars  or  upwards,  upon  reason- 
able notice  to  the  said  party  of  the  first  part,  may  apply  to  any  court  of 
competent  jurisdiction  for  the  appointment  of  a  new  trustee;  but  no 
bond  holder  shall  be  entitled  to  make  such  application  to  court  until  a 
reasonable  time,  to  wit:  sixty  days  shall  have  been  allowed  for  the  pur- 
pose of  enabling  a  majority  in  interest  of  said  bondholders  to  appoint  a 
new  trustee  as  aforesaid. 

And  it  is  hereby  further  agreed  that  it  shall  be  the  duty  of  any  trustee 
resigning  or  being  removed  as  aforesaid,  to  exercise,  acknowledge  and 
deliver  not  at  his  own  cost  or  expense,  but  at  the  cost  and  expense  of 
the  party  of  the  first  part,  any  and  all  deeds  or  instruments  which  such 
trustee  may  be  reasonably  requested  by  the  said  new  trustee  to  execute 
for  the  purpose  of  assuring  the  title  in  said  premises  to  such  new  trustee. 

And  it  is  hereby  further  expressly  declared  and  agreed  that  whenever  and 
as  often  as  any  contingency  shall  arise  in  which  the>  action  of  a  majority 
in  interest  of  the  holders  of  said  bonds  shall  be  necessary,  or  in  which  the 
said   bondholders   are   herein   declared   to   have    any   discretionary   Voice 


1360       CHICAGO,   BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

or  power,  the  trustee  hereunder  shall  be  and  is  hereby  authorized  and 
empowered,  at  the  proper  cost  and  expense  of  the  said  party  of  the 
first  part,  to  call  a  meeting  of  all  the  holders  of  bonds  secured  hereby, 
to  be  held  in  the  City  of  Xew  York,  by  advertisement  to  be  published 
three  times  in  each  week  for  four  weeks  in  one  newspaper  of  good  cir- 
culation amongst  the  business  community  in  that  city,  and  in  default  of 
such  meeting  being  called  by  s;iiil  trustee  within  ten  days  after  notifica- 
tion in  writing  by  any  bondholder  of  the  necessity  therefor,  it  shall 
be  competent  for  any  holder  or  holders  of  said  bonds  to  the  aggregate 
amount  of  one  hundred  thousand  dollars,  to  call  said  meeting  in  the 
manner  aforesaid. 

Provided,  hvu<  t><  r,  that  at  any  meeting  called  as  aforesaid,  a  majority 
in  interest  of  the  holders  of  said  bonds  may  prescribe  and  establish 
such  rules  as  they  may  deem  proper  for  the  calling  of  future  similar 
meetings  and  the  regulation  of  the  proceedings  thereof.  And  it  is  here- 
by declared  ami  agreed  that  at  any  meeting  convened  and  held  pursuant 
to  these  presents,  the  holders  of  said  bonds  shall  be  competent  to  exer- 
cise in  person  or  by  proxy  all  the  power  and  authority  conferred  upon 
them  by  these  presents. 

Provided  nevertheless,  that  any  person  appearing  at  said  meeting  of 
bondholders,  ami  claiming  the  right  to  participate  therein,  shall,  if 
requested  by  any  bondholders  present  thereat,  produce  the  bond  or  bonds 
upon  which  such  person  may  claim  the  right  to  vote  at  such  meeting,  or 
file  an  affidavit  with  the  Chairman  of  the  meeting  that  he,  the  person 
so  claiming  the  right  to  participate  in  such  meeting,  is  a  holder  of  one 
or  more  of  the  bonds  aforesaid,  or  the  proxy  of  such  holder,  in  which 
affidavit  he  shall  specify  the  amount  and  number  of  the  bonds  which  he 
claims  to  hold  or  represent,  before  being  allowed  to  vote  at  such  meeting 
except  for  the  purpose  of  temporarily  organizing  the  same,  and  on  the 
adjournment  of  such  meeting  all  such  affidavits  shall  be  delivered  to  the 
trustee  under  these  presents. 

And  this  indenture,  further  witnesseth,  that  the  said  party  of  the  first 
part  for  the  consideration  aforesaid,  has  promised  and  agreed  and 
does  hereby  covenant,  promise  and  agree  to  and  with  the  said  party  of 
the  second  part  and  its  successors,  that  the  said  party  of  the  first  part, 
its  successors  and  asigns  shall  and  will  well  and  truly  pay  or  cause  to 
be  paid  unto  the  holder  or  holders  of  said  bonds,  the  principal  and  in- 
terest thereof,  as  the  same  shall  become  payable  according  to  the  tenor 
of  said  bonds  and  the  terms  of  the  coupons  thereto  annexed;  and  shall 
and  will  do,  observe  and  perform  any  and  every  act  and  thing  men- 
tioned in  or  required  by  these  presents  to  be  by  it  or  them  done,  ob- 
served and  performed,  and  that  the  said  party  of  the  first  part,  its  suc- 
cessors and  assigns  shall  and  will  from  time  to  time  and  at  all  times  here- 
after, and  as  often  as  thereunto  requested  by  the  trustee  under  this  in- 
denture, execute,  acknowledge  and  deliver  all  such  further  deeds,  con- 
veyances and  assurances  in  the  law  for  the  better  assuring  unto  the  said 
party  of  the  second  part,  and  to  its  successors,  upon  the  trust  herein 
expressed,    the    railway,    equipments,    appurtenances,    franchises,    prop- 


CORPORATE    HISTORY  1361 

city  and  things  hereinbefore  mentioned,  and  particularly  any  and  all 
franchises,  whatsoever  which  shall  or  may  at  any  time  hereafter,  while 
the  said  bonds,  or  any  of  them,  remain  unpaid,  be  acquired  by  the  said 
party  of  the  first  part,  its  successors  or  assigns  as  by  the  said  trustee  or 
by  its  counsel,  learned  in  law,  shall  be  reasonably  advised,  directed  or 
required. 

In  Witness  whereof,  the  said  party  of  the  first  part  has  caused  its  cor- 
porate  seal  to  be  hereunto  affixed  and  these  presents  to  be  signed  by  its 
president  and  secretary  on  the  day  and  year  first  above  written,  and 
the  said  party  of  the  second  part,  in  order  to  evidence  its  acceptance 
of  the  trust  hereby  created  has  also  caused  its  corporate  seal  to  be 
hereunto  affixed  and  these  presents  to  be  signed  by  its  Vice-president 
and  Secretary. 

The  Jacksonville,  Louisville  and  St.  Louis  Railway  Company 

By  William  Elliott,  President. 
Attest:  Marcus  Hook,  Secretary. 
[seal] 

The  Finance  Company  of  Pennsylvania, 
By  Charlemagne  Toaver,  Jun'r,  Vicc-Prcsidrnt. 
Trustee. 

Attest:  R.  S.  Hubbard,  Secretary. 
[seal] 

State  of  Penna.  ) 

>  ss 
County  of  Philadelphia.  \  '  ' 

I,  A.  P.  Rutherford,  a  notary  public  within  and  for  the  City  of  Phila- 
delphia, State  of  Penna.,  do  hereby  certify  that  on  this  tenth  day  of 
May,  Anno  Domini  one  thousand,  eight  hundred  and  ninety  (1890),  Wil- 
liam Elliott,  personally  known  to  me  to  be  the  same  person  whose  name 
is  subscribed  to  the  foregoing  instrument,  appeared  before  me  this  day 
in  person  and  acknowledged  that  he  signed,  sealed  and  delivered  the 
within  and  foregoing  indenture  of  mortgage,  as  president  of  the  Jack- 
sonville, Louisville  &  St.  Louis  Railway  Company,  as  his  free  act  and 
deed  and  as  the  free  and  voluntary  act  and  deed  of  the  said  Railway 
Company,  for  the  uses  and  purposes  therein  set  forth  and  contained. 

In  witness  whereof  I  hereunto  set  my  hand  and  affix  my  notarial  seal  at 
the  city  of  Philadelphia  this  tenth  day  of  May  Anno  Domini  one  thou- 
sand, eight  hundred  and  ninety. 

A.  P.  Rutherford,  Notary  Public, 
[seal]  Philadelphia  City  4"  County,  P.  A. 

State  of  Illinois,    / 

y.  gg 

County  of  Morgan.  \ 

I,  W.  A.  Oliver,  a  Notary  Public  within  and  for  the  County  of  Morgan 
and  State  of  Illinois,  do  hereby  certify  that  on  this  seventh  day  of  May 
Anno  Domini,  one  thousand  eight  hundred  and  ninety  (1890),  Marcus 
Hook  personally  known  to  me  to  be  the  same  person  whose  name  is  sub- 


1362      CHICAGO,   BURLINGTON   &   QUINCY  RAILROAD   COMPANY 

scribed  to  the  foregoing  instrument,  appeared  before  me  this  day  in 
person  and  acknowledged  that  he  signed,  sealed  and  delivered  the  within 
and  foregoing  indenture  of  mortgage  as  Secretary  of  the  Jacksonville, 
Louisville  and  St.  Louis  Railway  Company,  as  his  free  and  voluntary  act 
and  deed  and  as  the  free  and  voluntary  act  and  deed  of  the  said  Railway 
Company,  for  the  uses  and  purposes  therein  set  forth  and  contained. 

J  Iness  whereof  I  hereunto  set  my  hand  and  affix  my  notarial  seal  at 

the  city  of  Jacksonville,  this  seventh  day  of  May  Anno  Domini  one 
thousand  eight  hundred  and  ninety. 

W.  A.  Oliver,  Notary  Public. 
[seal]  Morgan  County,  Illinois. 


STATE  OF  PENNSYLVANIA,     / 

L    CO 

County  of  Philadelphia.  ) 

I.  II.  p.  E&eardon,  a  notary  public,  within  and  for  the  county  of  Phila- 
delphia. State  of  Pennsylvania,  do  hereby  certify  that  on  this  thirteenth 
dav  of  May,  Anno  Domini  one  thousand,  eight  hundred  and  ninety  (1890) 
Charlemagne  Tower,  Jun'r,  and  R.  S.  Eubbard,  personally  known  to 
me  to  be  the  Bame  persons  whose  names  are  subscribed  to  the  fore- 
going instrument,  appeared  before  me  this  day  in  person  and  ac- 
knowledged the  signing  and  acceptance  as  Trustee,  of  the  within  and  fore- 
going indenture  of  mortgage  by  them,  as  Vice-President  and  Secretary 
respectively  of  the  Finance  Company  of  Pennsylvania  for  the  uses  and 
purposes   therein    set   forth    and   contained. 

/  II  tness  Whereoj  I  hereunto  set  my  hand  and  affix  my  notarial  seal  at 
the  city  of  Philadelphia,  this  thirteenth  day  of  May  Anno  Domini  one 
thousand  eight  hundred   and  ninety. 

[SEal]  II-  F.  Reardox,  Notary  Public. 

Recorded  Dec.  9,  1890  at  1.50  P.  M. 


>.i 


-     te  of  Illinois, 

y ss- 
County  of  Morgan. 

I,  F.  E.  Wanamaker,   Clerk  of  the  Circuit  Court  in  and  for  the  said 

County  in  the  state  aforesaid,  do  hereby  certify  the  above  and  fore- 
going to  be  a  true,  perfect  and  complete  copy  of  an  indenture  of  mortgage 
filed  for  record  in  this  office  in  Book  of  Mortgages  "UU"  on  Page 
"316". 

In  Witness  Whereof,  I  hereunto  sef  my  hand  and  affix  the  seal  of  said 
Court    at   my   office   in    Jacksonville,   Illinois   this    7th   day   of   May,   A.   D. 
1923. 
rSEAL-i  F.  E.  Wanamaker, 

Cleric  of  the  Circuit  Court. 
State  of  Illinois,  Morgan  County. 


In  Chancery. 


CORPORATE    HISTORY  1363 

DECREE,  April  23,  1896.     U.  S.  Circuit  Court  Southern  District  Illinois. 

********* 

IN  THE  CIRCUIT  COURT  OF  THE  UNITED  STATES 
FOR  THE  SOUTHERN  DISTRICT  OF  ILLINOIS. 
THURSDAY,  APRIL  23RD  A.  D.  1896. 

Present  Hon.  William  J.  Allen,  District  Judge. 
T.  N.  49,  7996. 

Henry  W.   Putnam  and  the  Finance  Company   of" 
Pennsylvania 
vs. 
Jacksonville,    Louisville    and    St.    Louis    Railway 
Company,  William  S.  Hook,  Mary  B.  Hook, 
Marshall  P.  Ayers,  and  Laura  Allen  Ayers. 
This  cause  came  on  to  be  heard  at  this  term  on  the   original  bill  of 
complaint  and  the  amended  and  supplemental  bill  of  complaint  and  the 
second    amended    and    supplemental    bill    of    complaint    against    the    de- 
fendant   the   Jacksonville,    Louisville    and    St.    Louis    Railway    Company 
(hereinafter  called  the  "Railway  Company")  William  S.  Hook,  Mary  B. 
Hook,  Marshall  P.  Ayers  and  Laura  Allen  Ayers,  and  the  exhibits  an- 
nexed to  said  bills  of  complaint  and  the  answer  of  said  "Railway  Com- 
pany" admitting  the  allegations  in  said  bill  of  complaint  and  consent- 
ing  to   this   decree   and   the   answer   of   the    said   William    S.   Hook    and 
Mary  B.  Hook,  and  the.  order  of  this  Court  permitting  said  The  Finance 
Company  of  Pennsylvania  to  withdraw  its  answer  and  to  become  a  com- 
plainant herein  and  upon  the  defaults  of  Marshall  P.  Ayers  and  Laura 
Allen    Ayers    and    the    several    orders,    decrees    and    proceedings    in    this 
cause,   and   was  argued   by  counsel   for   the   said    Complainants   and   the 
said    "Railway    Company,"    and    upon    consideration    thereof    and    upon 
motion  of  the  said  complainants.     It  is  now  therefore  ordered  and  found 
by  the  Court  as  follows: 

I.  That  the  material  allegations  of  the  said  respective  original  and 
the  amended  and  supplemental  and  the  second  amended  and  supple- 
mental bills  of  complaint,  filed  herein,  are  true  in  so  far  as  the  said 
allegations  relate  to  the  said  Railway  Company  and  that  said  "Rail- 
way Company"  is  insolvent. 

That  the  complainant  Henry  W.  Putnam  is  a  citizen  of  the  State  of 
New  York;  that  the  complainant  The  Finance  Company  of  Pennsylvania 
is  a  citizen  of  the  State  of  Pennsylvania  and  an  inhabitant  and  resi- 
dent therein;  that  The  Jacksonville,  Louisville  &  St.  Louis  Railway 
Company  is  a  citizen  of  the  State  of  Illinois,  and  an  inhabitant  and 
resident  of  the  Southern  District  thereof,  and  that  the  defendants  Wil- 
liam S.  Hook,  Mary  B.  Hook,  Marshall  P.  Ayers  and  Laura  Allen  Ayers 
are  all  citizens  of  the  State  of  Illinois  and  residents  and  inhabitants 
of  the  District  aforesaid. 

II.  That  on  the  1st  day  of  May,  1890,  said  "Railway  Company" 
being    thereunto    duly    authorized,    made    and    executed    its    1680    bonds, 


1364      CHICAGO,   BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

which  bonds  were  described  as  First  Consolidated  Mortgage  Five  Per 
Cent.  Bonds,  and  were  numbered  consecutively  from  1  to  1680  inclusive, 
each  for  the  sum  of  $1,000,  bearing  date  the  1st  day  of  May,  1890,  by 
the  terms  of  which  bonds  said  "Railway  Company"  promised  to  pay 
to  the  bearer  of  each  bond  the  sum  of  $1,000.  in  gold  coin  of  the  United 
States,  in  the  City  of  New  York  on  the  1st  day  of  January,  1940,  and 
also  interest  thereon  at  the  rate  of  live  per  cent,  per  annum,  payable 
semi-annually  in  like  gold  coin  in  the  City  of  New  York  on  the  presenta- 
tion and  surrender  of  coupons,  each  of  the  sum  of  $25.  annexed  to  the 
said  bonds,  as  they  severally  became  due  on  the  first  days  of  January 
and   July   in  each   year. 

III.  That  on  the  said  First  day  of  -May,  1890,  said  "Railway  Com- 
pany.'' in  order  to  secure  the  payment  of  the  principal  and  interest 
of  said  ItiSO  First  -Mortgage  Bonds  according  to  their  tenor,  purport  and 
effect,  duly  executed  and  delivered  to  the  complainant  The  Finance 
Company  of  Pennsylvania  a  certain  mortgage  or  deed  of  trust  dated  on 
said  1st  day  of  -May,  1890,  a  copy  whereof  is  annexed  to  the  original 
and  also  to  the  amended  and  supplemental  and  also  to  the  second 
amended  and  supplemental  lulls  of  complaint  herein,  and  which  was 
duly  recorded  in  the  several  counties  wherein  said  property  is  situ- 
ated and  through  which  said  railway  runs,  whereby  said  "Railway 
Company,"  Bold,  conveyed,  transferred,  assigned  and  set  over  to  said 
The    Finance   Company    of    Pennsylvania,   as   trustee,   and    its   lawful  suc- 

jsor  or  successors  in  the  trusts  created  by  said  mortgage  or  deed  of 
trust,  and  to  its  assigns,  the  property  particularly  described  in  said 
mortgage  or  deed  of  trust  of  May  1st,  1890,  to-wit,  all  and  singular,  the 
said  railway  then  belonging  and  which  might  thereafter  belong,  to  the 
said  "Railway  Company."  and  which  said  "Railway  Company"  was  by 
law  authorized  to  construct,  purchase,  acquire   and   operate,  as  follows: 

"Beginning  in  the  City  of  Jacksonville  and  running  through  the 
counties  of  Morgan,  Sangamon,  -Macoupin,  Montgomery,  Bond,  Clinton, 
and  Marion  and  terminating  in  the  City  of  Centralia  in  said  County 
of  Marion,  in  the  State  of  Illinois,  and  also  all  rolling  stock,  equipment 
and  machinery  connected  or  to  be  connected  with  said  railway,  and 
all  franchises  now  held  or  hereafter  to  be  acquired  by  the  said  party  of 
the  first  part,  its  successors  or  assigns,  in  connection  therewith,  including 
in  the  premises  hereby  granted,  all  the  railways,  ways,  rights  of  way,  and  all 
the  depot  grounds  and  other  lands,  and  all  the  tracks,  bridges,  viaducts, 
culverts,  fences,  and  other  structures,  and  all  the  depots,  stations,  sta- 
tion houses,  engine  houses,  car  houses,  freight  house,  wood  houses,  and 
other  buildings,  and  all  machine  shops  and  other  shops,  held  or  ac- 
quired and  which  shall  be  held  and  acquired,  for  use  upon  the  afore- 
said, line  of  railway,  or  in  connection  with  the  business  thereof;  and 
including  also  all  the  locomotives,  tenders,  passenger,  baggage,  freight 
and  other  cars,  and  all  the  rolling  stock  and  equipment,  and  all  the  ma- 
chinery, tools,  implements,  fuel  and  materials  for  constructing,  operating, 
repairing,  or  replacing,  the  said  railway,  or  the  equipments  or  appur- 
tenances of  the  said  railway,  now  held  or  hereafter  to  be  acquired,  by 


CORPORATE    HISTORY  1365 

the  said  party  of  the  first  part,  together  with  all  and  singular  the 
tenements,  hereditaments,  and  appurtetances  to  the  said  railway  and 
premises,  or  any  part  thereof,  belonging  or  in  anywise  appertaining  and 
the  reversion  and  reversions,  remainder  and  remainders,  tolls,  incomes, 
rents,  issues  and  profits  thereof,  and  also  all  the  estates,  right,  title, 
interest,  property,  possession,  claim  and  demands  whatsoever,  as  well 
in  law  as  in  equity,  of  the  said  party  of  the  first  part,  of,  in  and  to  the 
same,  and  any  and  every  part  and  parcel  thereof,  with  the  appurtenances, 
and  all  books  of  account  and  all  vouchers  kept  and  to  be  kept  by  the 
said  party  of  the  first  part  now  holds  or  shall  hereafter  acquire.  To 
Have  and  To  Hold  the  said  railway  and  premises  and  all  the  fran- 
chises and  property  hereinbefore  described,  unto  the  said  party  of  the 
second  part  and  its  successors  in  trust  forever,  but  in  trust  neverthe- 
less, for  the  uses  and,  purposes,  and  with  and  subject  to  the  powers, 
agreements  and  conditions  hereinafter  in  that  behalf  mentioned  and 
set  forth,  ' '  intending  hereby  to  describe  the  property  conveyed  to  the 
said  mortgagee. 

IV.  That  it  was  provided  in  said  mortgage  or  deed  of  trust  that 
said  The  Finance  Company  of  Pennsylvania,  as  such  trustee,  should 
certify  to  or  countersign  the  said  1680  mortgage  bonds  of  said  "Railway 
Company,"  and  deliver  or-  surrender  said  bonds  so  certified  or  counter- 
signed to  said  "Railway  Company";  and  that  in  pursuance  thereof  1380 
of  said  bonds  were  duly  certified  by  said  The  Finance  Company  of 
Pennsylvania  and  delivered  to  the  said  "Railway  Company." 

V.  That  the  said  1380  first  mortgage  bonds  together  with  coupons 
for  interest  thereon  annexed  thereto  were  thereupon,  and  prior  to  the 
filing  of  the  original  bill  of  complaint  herein,  issued  for  value  and  sold 
by  said  "Railway  Company,"  to  various  individuals  and  firms  who  are 
now  the  owners  and  holders  thereof,  and  that  all  of  said  bonds  are  out- 
standing, valid  and  legal  obligations  of  said  "Railway  Company." 

VI.  That  on  the  1st  day  of  January,  1894,  there  became  due  and 
payable  and  accruing  upon  all  said  bonds,  so  secured  by  said  mortgage 
or  deed  of  trust  of  May  1,  1890,  and  then  actually  outstanding,  the 
semi-annual  interest  evidenced  by  the  coupons  attached  to  said  bonds, 
amounting  to  the  sum  of  $34,500 ;  that  said  ' '  Railway  Company, ' '  was 
unable  to  pay  said  interest,  and  default  was  made  by  it  in  the  payment 
of  said  interest;  that  said  "Railway  Company"  wholly  failed,  omitted 
and  refused  to  pay  the  same,  although  said  coupons  were  on  said  day 
actually  presented  for  payment  at  the  place  where  the  same  were  pay- 
able, to  wit,  in  the  City  of  New  York,  and  payment  thereof  was  duly 
demanded  and  refused;  that  the  default,  failure,  and  inability  of  said 
"Railway  Company"  has  continued;  that  the  whole  of  said  interest  re- 
in;! ins  due  and  unpaid,  and  "that  no  part  or  portion  of  the  interest  sub- 
sequently accruing   has   been   paid. 

That  the  sums  which  arc  due  and  payable  to  date  of  this  decree  upon 
said  bonds  secured  by  said  mortgage  or  deed  of  trust  of  May  1,  1890, 
for  interest,  amount  in  the  aggregate  to  the  sum  of  $172,500,  made  up 
as  follows: 


1366      CHICAGO,  BURLINGTON  &  QUINCE  RAILROAD  COMPANY 

Interest   due   January   1st,   1894,  $34,500. 

Interest   due  July   1st,   1S94,  34,500. 

Interest   due   January   1st,   1895,  :'.4,500. 

Interest    due   July    1st,    1895,  34,500. 

Interest  due  January  1st,  1896.  34,500. 


Total,  $172,500. 

together    with    interest    on    the    coupons    since    each    of    them    became    due, 
at    the    rate   of    five    per    cent     per    annum. 

That  default  has  been  made  in  the  payment  of  each  and  every  of  said 
semi-annual  instalments  of  interest  on  the  said  bonds  after  such  interest 
became  payable,  and  that  all  of  such  interest  has  remained  unpaid,  and 
that  all  of  such  interest  excepting  the  semi-annual  instalment  of  inter- 
est which  became  due  on  the  first  day  of  January,  L896,  has  remained 
unpaid  and  in  arrear  for  mure  than  the  space  of  six  months  after  the 
same  became  due  and  payable.  That  after  and  by  reason  of  such  de- 
fault continuing  as  aforesaid,  the  complainant  The  Finance  Company 
of  Pennsylvania  has  pursuant  to  said  mortgage  or  deed  of  trust  declared 
the  principal  of  each  and  all  of  ^ : i i « 1  bonds  to  be  due  and  payable,  ami 
such  principal  has  become  ami  is  due  ami  payable. 

VII.  ///  Consideration   Whereof  and  Therefore,  It  Is  Ordered,  Adjudged 

and  Decreed  that  the  defendant,  The  Jacksonville,  Louisville,  &  St.  bonis 
Railway  Company  is  insolvent,  ami  that  it  shall,  on  or  before  the  e\ 
piration  of  five  days  from  the  date,  of  this  decree,  pay  into  this  Court 
or  into  the  hands  of  the  depositary  to  be  named  by  this  Court,  to  the 
credit  of  this  suit,  the  following  several  sums  and  interest  for  the  use 
and  bemtit  of  the  respective  parties  entitled  thereto. 

1.  A  sum  sufficient  to  pay  the  costs  and  expenses  of  this  cause  to  be 
taxed. 

1'.  For  the  use  and  l.enefit  ,,f  the  holders  of  the  said  bonds  and  the  un- 
paid coupons  and  interest  thereon  since  their  maturity  at  the  rate  of 
five  per  cent,  per  annum  secured  by  the  said  mortgage  or  deed  of  trust 
to  the  complainant,  The  Finance  Company  of  Pennsylvania,  the  sum 
of   $1,585,243.64. 

In  case  the  amount  herein  before  found  to  be  due  for  principal  and 
int. -rest  upon  the  bonds  secured  by  said  mortgage  or  deed  of  trust  of 
May  1,  1890  ami  for  interest  upon  the  matured  coupons  shall  be  paid  as 
hereinbefore  decreed,  then  any  of  the  parties  hereto  may  apply  to  this 
Court  for  such  further  relief  and  for  such  further  directions  as  may  be 
just   and  equitable. 

VIII.  It  Is  Further  Ordered,  Adjudged  and  Decreed  that  in  default  of 
such  payment  by  said  "Railway  Company"  or  by  any  one  claiming  un- 
der it  or  by  any  one  for  its  account,  the  said  mortgaged  premises,  prop- 
erty, and  franchises  shall  be  sold  as  hereinafter  directed,  without  valua- 
tion, appraisement,  redemption,  or  extension,  and  all  the  right,  title, 
estate,  interest  and  equity  of  redemption  of  said  "Railway  Company" 
and  of  each  and  all  of  the  parties  to  this  cause,  and  of  all  persons 
claiming  or  to  claim  under  them  or  either  of  them,   of,  in  or  to  the  said 


CORPORATE   HISTORY  1367 

mortgaged  premises,  property,  and  franchises,  and  every  part  and  parcel 
thereof  covered  by  said  mortgage  shall  be  forever  barred  and  fore- 
closed, and  without  right  of  redemption  in  the  mortgagor  "Railway 
Company"  or  in  judgment  creditors,  subject,  nevertheless,  to  the  reser- 
vation contained  in  the  paragraph  of  this  decree  numbered  XIV.  * 
IX.  It  Is  Further  Ordered,  Adjudged  and  Decreed  that,  said  mortgaged 
premises  and  property,  real,  personal  or  mixed,  rights,  privileges,  im- 
munities and  franchises,  shall  be  sold  upon  the  terms  and  in  the  maimer 
following: 

(1)  The  sale  of  said  railways,  property  and  franchises  shall  be  made 
by  Philip  Barton  Warren,  Esquire,  who  is  hereby  appointed  Special 
Master  to  make,  direct  and  conduct  the  said  sale  and  to  execute  and 
deliver  deeds  of  conveyance  of  the  property  to  be  sold  to  the  purchaser 
or  purchasers  thereof  upon  the  order  confirming  such  sale,  and  upon 
payment  or  settlement  of  the  purchase  price  bid  as  herein  provided; 
and  the  Court  reserves  the  right  in  Term  time  or  in  Chambers  to  appoint 
any  other  person  such  Special  Master  with  like  powers,  in  case  of  the 
death  or  inability  to  act  or  removal  of  the  Special  Master  herein  desig- 
nated. The  said  Special  Master  before  the  day  of  sale  shall  file  with 
the  Clerk  of  this  Court  his  bond,  with  surety  to  be  approved  by  the 
Court  or  a  Judge  thereof,  in  the  penal  sum  of  ten  thousand  dollars,  with 
the  condition  that  he  shall  faithfully  perform  the  duties  herein  imposed 
upon  him  as  such  Special  Master. 

(2)  The  Railways,  property  and  franchises  described  in,  and  covered 
by  said  mortgage,  the  same  being  the  railways,  property  and  franchises 
described  in  paragraph  III  of  this  decree,  and  the  property  pertaining 
thereto  including  such  portion  claimed  by  the  individual  defendants  or 
any  of  them,  shall  be  offered  for  sale  as  an  entirety. 

(3)  The  said  Special  Master  shall  give  public  notice  of  the  time 
and  place  of  such  sale  by  advertisement  and  previous  publication  of  a 
notice  published  not  less  than  once  a  week  for  four  successive  weeks 
prior  to  said  sale  in  a  newspaper  published  in  the  city  of  Springfield, 
and  in  a  newspaper  published  in  Jacksonville,  Illinois,  printed,  regularly 
issued,  and  having  a  general  circulation  in  the  counties  which  said 
Cities  are  located,  and  in  the  State  of  Illinois. 

(4)  The  sale  shall  be  at  public  auction  upon  the  premises  of  the  de- 
fendant railway  company,  namely  at  its  depot  at  Jacksonville,  a  station 
on  the  line  of  said  railway  company  in  the  county  of  Morgan,  in  the 
State  of  Illinois,  at  the  time  and  place  designated  in  such  public  adver- 
tisement  and   notice. 

(5)  The  said  Special  Master  may  adjourn  said  sale  from  day  to  day 
or  week  to  week  or  otherwise,  giving  such  notice  as  to  him  shall  seem 
reasonable  of  sucli  adjournment,  aiid  may  make  such  sale  at  the  time 
and  place  to  which  the  same  shall  be   adjourned. 

(6)  Said  Special  Master  shall  accept  no  bid  for  the  said  property 
mortgaged  to  said  The  Finance  Company  of  Pennsylvania,  as  aforesaid, 
and  above  directed  to  be  sold,  unless  the  said  bid  shall  be  at  least  the 
sum   of    $250,000.      If   the   Special   Master    does   not   receive   a    bid    of   at 


1368      CHICAGO,  BURLIXGTON  &  QUINCY  RAILROAD  COMPANY 

least  that  amount,  lie  shall  forthwith  adjourn  the  sale  and  apply  to 
the  court  for  instructions. 

(7)  The  Special  Master  shall  be  authorized  to  refuse  to  receive  or 
consider  any  bid  from  any  one  offering  to  bid  who  shall  not  first  deposit 
with  him,  as  a  pledge  that  he  will  make  good  his  bid  in  case  of  its  ac- 
ceptance,  the  sum  of  $5,000  in  money  or  by  certified  check,  or  $100,000 
par  value  of  the  bonds  to  be  first  paid  out  of  the  proceeds  of  the  sale 
of  said  mortgaged  property,  together  with  the  coupons  pertaining  to 
such  bonds.  The  deposit  so  received  from  any  unsuccessful  bidder  shall 
be  returned  to  him  when  the  property  shall  be  struck  down,  and  the 
deposit  received  from  the  successful  bidder  shall  be  deposited  in  the 
registry  of  this  Court  and  applied  on  account  of  the  purchase  price  of 
such  property.  Upon  the  acceptance  of  any  bid,  the  purchaser  •shall 
forthwith,  upon  demand,  deposit  with  the  said  Special  Master  a  sum 
in  cash,  or  by  certified  check  upon  any  national  bank  or  any  trust  com- 
pany,   which,    together    with   any    previous    deposit    of   cash    made    prior   to 

the  acceptance  of  the  bid,  shall  equal  twenty  per  cent,  of  the  amount 
of  the  bid;  but  the  purchaser  naaj  in  lieu  of  such  cash  or  certified  check 
deposit  with  the  special  Master  forty  per  cent,  of  the  amount  of  the 
bid  in  bonds  of  the  issue  to  be  tirst  paid  out  of  the  proceeds  of  such 
sale  as  hereinafter  provided,  together  With  the  coupons  pertaining 
thereto,  and  said  sum  or  bonds  shall  forthwith  be  likewise,  deposited 
liv  said  Special  Master  in  the  registry  of  this  Court  and  the  same  shall, 
upon  confirmation  of  tin'  sale,  be  applied  on  account  of  the  purchase 
price    of    the    property. 

(8)  In  case   any    bidder  or   purchaser  shall   fail   to  make  good   his   bid 
above   provided,  or  to   comply    with   any  orders   of  the  Court  relating 

to  the  consummation  of  the  purchase  or  to  any  payment  or  pari  payment 
to  he  made  on  account  thereof,  then  the  sums  or  bonds  deposited  by 
such  purchaser  or  purchasers  prior  to  said  bid  or  upon  or  after  its  ac- 
ceptance shall  lie  forfeited  as  a  penalty  for  such  non-compliance,  and 
shall  he  applied  towards  payments  of  the  expenses  of  a  re-sale,  aud 
towards  making  good  any  deficiency  or  loss  in  case  the  property  shall 
be  sold  at  a  less  price  upon  such  resale,  and  the  Court  reserves  the 
right  in  any  such  case  to  order  a  re  sale  of  the  property  upon  such 
notice  as  the  Court  shall  lix.  If  any  sale  for  which  the  deposit  is  made 
lie  not  confirmed  by  the  Court,  such  deposit  shall  be  returned  to  the 
bidder.  Any  bondholder  or  bondholders  or  their  representatives  may 
bid  ami  purchase  at  said  sale. 

(9)  The  purchaser  at  any  such  sale  shall  upon  confirmation  thereof 
by  the  ('on it  make  such  further  payment  or  payments  in  cash  on  account 
of  the  purchase  price  bid  as  the  Court  may  from  time  to  time  direct; 
provided  that  the  purchaser  may  in  lieu  of  cash,  after  sufficient  cash 
shall  have  been  provided  for  the  requirements  of  this  decree,  deliver  to 
the  Special  Master  to  be  stamped  as  hereinafter  provided,  any  of  the 
bonds  and  coupons  to  be  paid  out  of  the  proceeds  of  such  sale  upon  dis- 
tribution thereof  as  hereinafter  provided,  such  bonds  and  coupons  being 
received    in    lieu   of    (and   such   purchaser   being   credited    therefor   on   ac- 


CORPORATE   HISTORY  1369 

count  of  the  purchase  price)  such  sums  in  cash  as  would  be  payable  on 
such  bonds  and  coupons  out  of  the  proceeds  of  the  sale  if  the  whole 
amount  of  the  purchase  price  were  paid  in  cash. 

(10)  The  Receiver  shall,  prior  to  any  sale  hereunder,  and  as  soon  as 
practicable,  file  with  the  Clerk  of  this  Court,  a  statement  showing  as 
definitely  as  is  practicable,  all  indebtedness,  obligations  and  liabilities 
contracted  or  incurred  by  him  then  remaining  unpaid,  and  outstanding 
certificates,  and  shall  within  one  week  prior  to  the  time  of  the  sale 
file  with  the  Clerk  of  this  Court  a  further  statement  showing  as  definite- 
ly as  he  shall  find  practicable  any  additional  indebtedness,  obligations, 
certificates  "  or  liabilities  contracted  or  incurred  and  outstanding,  and 
also  the  amount  of  the  indebtedness,  obligations  and  liabilities  included 
in  such  first  statement  which   may  have   been  discharged. 

(11)  The  purchaser  or  purchasers  of  said  mortgaged  property  shall, 
as  part  of  the  consideration  and  purchase  price  of  the  property  purchased, 
take  the  same  upon  the  express  condition  that  he  or  they  or  his  or 
their  successors  or  assigns  shall  pay,  satisfy  and  discharge  so  much  of 
the  outstanding  receivers'  certificates  and  so  much  of  the  compensation 
to  said  Receiver  and  of  all  indebtedness,  obligations  or  liabilities  con- 
tracted or  incurred,  or  which  may  be  contracted  or  incurred,  or  addi- 
tional receivers '  certificates  which  may  be  issued  by  said  Receiver 
before  delivery  of  possession  of  the  property  sold  as  the  Court  shall  fix 
and  allow  and  order  to  be  paid  by  such  purchaser  or  purchasers  or  his  or 
their  successors  or  assigns.  The  Court  may  require  the  purchasers  to  pay 
all  or  any  part  of  such  compensation,  receivers'  certificates  and  indebted- 
ness so  assumed  before  delivery  of  possession  of  the  property  purchased; 
and  any  portion  of  such  certificates,  indebtedness,  obligations  and  lia- 
bilities which  shall  not  have  been  paid  by  the  purchaser  or  by  the  Re- 
ceiver prior  to  such  delivery  of  possession  shall,  when  duly  established, 
remain  and  constitute  a  fresh  lien  upon  the  property  in  the  hands  of 
the  purchaser  or  purchasers,  his  or  their  successors  and  assigns,  until 
fully  paid,  satisfied  or  discharged,  provided,  however,  that  any  such 
claims  for  indebtedness  obligations  or  liabilities,  contracted  or  incurred 
during  the  receivership  which  shall  not  have  been  presented  to  the 
Receiver  at  the  time  of  delivery  of  possession  of  such  property  shall 
be  presented  for  allowance  within  sixty  days  after  the  first  publication 
by  the  Receiver  of  a  notice  to  the  holders  of  such  certificates  and  claims 
for  indebtedness,  obligations,  and  liabilities  to  present  their  claims  for 
allowance.  The  Receiver  shall  publish  such  notice  at  least  once  a  week 
for  a  period  of  four  weeks  upon  request  of  any  such  purchaser  or  pur- 
chasers after  delivery  of  possession  of  the  property  to  the  purchaser 
or  purchasers;  and  any  such  claims  which  shall  not  be  presented  for 
allowance  within  the  period  of  sixty  days  after  the  first  publication  of 
such  notice  shall  not  be  enforceable  against  the  said  Receiver  nor  against 
the  property  sold  nor  against  the  purchaser  or  purchasers,  his  or  their 
successors  or  assigns. 

(12)  Any  such  purchaser  or  purchasers,  and  his  or  their  successors 
and   assigns,   shall   have   the    right   to   enter   his    or   their   appearance   in 


1370      CHICAGO,   BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

this  Court,  ;md  he  or  they,  or  any  of  the  parties  to  this  suit,  shall  have 
the  right  to  contest  the  allowance  of  any  claim  or  demand  pending 
and  undetermined  at  the  date  of  the  confirmation  of  the  sale,  and 
any  claim  or  demand  which  may  be  presented  thereafter  which  would 
be  payable  by  sueh  purchaser  or  purchasers,  his  or  their  succes- 
sors or  assigns,  or  which  would  be  chargeable  against  the  property 
purchased,  and  may  appeal  to  the  United  states  circuit  Court  of  Ap- 
peals  from  any  decision  relating  to  any  claim,  demand  or  allowance 
whatsoever,  according  to  the  law  and  practice  of  said  Court. 

(13)  The  said  Special  Master  may  fix  a  time  and  place  for  the 
final  consummation  of  any  such  sale  after  confirmation  thereof,  which 
time,  may,  however,  be  adjourned  by  consent  of  all  the  parties  or  by  the 
order   of   this   Court. 

(  1  4  |  At  the  time  fixed  by  the  Special  Master  for  the  consummation  of 
the  sale,  and  after  the  same  shall  have  been  confirmed  by  the  Court 
the  purchaser  or  purchasers  of  said  property  shall  deposit  the  amount 
of  the  balance  of  his  or  their  respective  bids  with  said  The  Finance 
Company  of  Pennsylvania,  in  the  city  of  Philadelphia,  in  cash  or  partly 

in    cash    and    partly    in    1 Is    as    aforesaid,    to    the    credit    of    the    Special 

Master  appointed   to  sell   said   property. 

X.  It  Is  Further  Ordered,  Adjudged  and  l><rn,,\  that  the  funds  arising 
from  the  sale  of  the  said  premises  shall  be  applied  as  follows: 

(1).  To  the  payment  of  the  msts  of  this  cause  and  of  all  proper 
expenses  attendant  upon  said  sale  including  the  compensation  of  the 
Special     Master     appointed     to     make     the    sale    and     the     payment    of    all 

charges,  compensations,  allowances  and  disbursements  of  the  complain- 
ants, Including  solicitors  and   counsel   fees,  and  of  the  Receiver  and   his 

solicitors  and  counsel,  and  also  all  such  other  proper  allowance,  compen- 
sation and  disbursements  to  the  parties  or  their  counsel  as  may  be 
directed  by  the  older  of  the  Court.  All  of  the  payments  to  be  made 
under  the  subdivision  shall  be  hereafter  fixed  and  allowed  and  taxed 
by   this  Court   or  a  Judge  thereof. 

(2).  The  balance  of  the  fund  realized  from  the  sale  of  the  premises 
covered  by  said  mortgage  to  The  Finance  Company  of  Pennsylvania, 
shall  be  applied  to  the  payment  of  the  anuiont  due  and  in  arrear  for 
principal  and  interest  on  said  $1,380,000  of  First  Consolidated  Mortgage 
Five  per  cent.  Cold  Bonds  in  full;  or,  if  the  said  fund  shall  not  be  suffi- 
cient to  pay  said  principal  and  interest  in  full,  then  ratably  to  the  pay- 
ment of  such  principal  and  interest,  without  preference  or  priority  of 
principal  over  interest  or  of  interest  over  principal.  In  case  the  fund 
is  insufficient  to  pay  said  bonds  and  coupons  and  interest  in  full,  said 
Special  Master  shall  stamp  or  cause  to  be  stamped  upon  said  bonds  or 
coupons  so  paid  the  amount  of  such  payment,  and  shall  return  said  bonds 
or  coupons  to  the  owners  thereof,  with  the  payment  so  stamped  upon 
the  same. 

XI.  It  Is  Further  Ordered,  Adjudged  and  Decreed  that  when  delivery  is 
made  by  the  Eeceiver  of  the  property  herein  ordered  to  be  sold  to  the 


CORPORATE    HISTORY  1371 

purchaser  or  purchasers,  said  Receiver  shall  file  his  accounts  before  the 
Special  Master,  showing  the  surplus  of  revenue  then  in  his  hands,  if  any, 
and  any  amount  realized  upon  the  sale  of  property  acquired  by  him, 
and  all  his  outstanding  liabilities,  liquidated  and  unliquidated,  and  the 
Court  reserves,  for  further  order  and  disposition,  all  questions  as  to  the 
distribution  of  said  surplus  and  amount,  if  any,  and  all  questions  as  to 
the  protection  of  the  Receiver  from  the  demands  and  claims  against  him 
pertaining  to  the  business  of  said  Receiver. 

XII.  It  Is  Further  Ordered,  Adjudged  and  Decreed  that  upon  payment 
of  the  purchase  price  by  the  purchaser  or  purchasers  of  said  property, 
the  said  special  Master  making  the  sale  shall  execute  a  deed  conveying 
the  property  purchased  to  such  purchaser  or  purchasers,  or  his  or  their 
assigns;  and  that  upon  the  execution  and  delivery  of  such  deed  the 
grantee  or  grantees  therein  shall  be  let  into  possession  of  the  premises 
conveyed.  The  purchaser  or  purchasers  shall,  after  such  delivery  of 
the  premises,  hold,  possess  and  enjoy  the  said  premises  and  property 
and  all  the  rights,  privileges,  immunities  and  franchises  appertaining 
thereto,  as  fully  and  completely  as  said  defendant,  The  Jacksonville, 
Louisville  &  St.  Louis  Railway  Company,  now  hold  or  enjoy,  or  held 
or  enjoyed,  at  the  time  of  the  commencement  of  the  suit  to  foreclose  the 
mortgage  upon  such  premises  and  property  or  were  or  are  entitled  to  hold  or 
enjoy  the  same:  and  the  respective  purchaser  or  purchasers,  and  his  or  their 
successors  and  assigns,  shall  thereupon  be  entitled  to  have  and  hold  the 
premises  so  conveyed  free  and  discharged  from  the  lien  and  incumbrance  . 
of  said  mortgage  and  from  the  claims  of  all  parties  to  this  suit  and  those 
claiming  under  them,  save  only  as  hereinafter  provided,  and  subject  to 
the  payment  of  any  amount  which  this  Court  may  find  and  determine 
to  be  due  and  payable  as  provided  in  this  decree. 

XIII.  It  Is  Further  Ordered,  Adjudged  and  Decreed  that  the  defendant 
The  Jacksonville,  Louisville  &  St.  Louis  Railway  Company  and  The 
Finance  Company  of  Pennsylvania,  trustee  of  said  mortgage,  shall,  as 
a  further  assurance  to  the  purchaser  or  purchasers,  severally  execute  their 
deed  or  deeds  or  join  with  the  Special  Master  in  the  execution  of  the 
deed  or  deeds  to  be  made  by  him  to  such  purchaser  or  purchasers,  of  the 
property  above  ordered  to  be  sold,  and  shall  thereby  convey  and  release 
to  the  respective  purchaser  or  purchasers,  their  rights,  titles,  and  in- 
terests in  the  property  conveyed  to  such  purchaser  or  purchasers  re- 
spectively. 

XIV.  It  Is  Further  Ordered,  Adjudged  and  Decreed  that  the  remaining 
undisposed  claims,  issues  and  equities  raised  by  the  answers  of  the 
defendants  William  S.  Hook  and  Mary  B.  Hook  and  the  intervening 
petitions  of  all  other  persons  or  corporations  now  on  file  be  reserved 
for  further  consideration  by  the  Court,  and  that  the  sale  of  the  mort- 
gaged premises  shall  not  affect  the  claims,  issues,  and  equities  so  raised, 
and  shall  be  made  subject  to  such  orders  and  decrees  as  may  hereafter 
be  made  by  the  Court  with  respect  to  all  and  singular  such  claims,  issues, 
and  equities,  but  that  the  sale  of  the  mortgaged  premises  shall  include  all 
and  singular  the  right,  title  and  interest  of   said  "Railway   Company" 


1372      CHICAGO,   BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

and    of    the    complainant    The    Finance    Company    of    Pennsylvania,    as 
mortgagee  in   and  to  the  property  claimed  by  any  of  the  defendants. 

XV.  It  Is  Further  Ordered,  Adjudged  and  Decreed,  that  any  party  to 
this  cause  and  also  any  intervening  petitioner  who  has  heretofore  duly 
filed  his  petition  herein  and  also  the  Receiver  may  at  any  time  apply 
to  this  Court  for  further  relief,  at  the  foot  of  this  decree,  as  well  as 
for  such  modifications  thereof  in  respect  to  the  terms  or  conditions  or 
the  said  sale,  or  to  the  distribution  of  the  proceeds  thereof,  or  in  respect 
to  any  other  matter  which  may  affect  the  rights  of  any  of  the  parties 
to  these  causes  as  may  be  just  and  proper,  and  jurisdiction  in  this  cause 
is  retained  by  this  Court  for  the  purpose  of  enforcing  all  the  provisions 
of  this  decree. 

United  States  of  America,         -^ 
hern  District  ok  Illinois,  Iss. 
.iik.kn  Division 
1.    B.   »'.  Brown,   Clerk   of  the    District   Court  of  the  United  States  for 
said    Southern    District    of   Illinois,    and    keeper    of   the   records   and   seals 
thereof,  do  hereby  certify  the  foregoing  to  be  a  true  copy  of  the  Decree 
of  Foreclosure  ami   Bale  entered   in   the  Circuit    now    District   Court,  April 
23rd,   L896,  in  a  certain  cause  wherein    Henry  YV.  Putnam  and  the  Finance 
Company  of  Pennsylvania  are  complainants  and  the  Jacksonville,  L/ouis- 
ville   and    st.    Louis    Railway    Company,    et    al    are    defendants   as    truly 

as    the    same    appears    of    record    in    my    office. 

In  Testimony  Whereof,  I  have  hereunto  set  my  hand  and  affixed  the  seal 
of  said  Court,  at  Springfield,  in  the  District  aforesaid,  this  3rd  day  of 
August    in   the  year   of  our  Lord    one   thousand    nine   hundred  and  twelve. 

B.  C.  Brown, 

\l]  Clerk. 

MASTER'S  DEED,  June  29,  1896  to  Robert  F.  Kennedy  et.  al. 

This  Indentun  made  and  entered  into  this  twenty  ninth  day  of  June  in 
the  year  of  our  Lord  one  thousand  eight  hundred  and  ninety-six,  by 
and  between  Philip  Barton  Warren,  of  Springfield,  Illinois,  as  Special 
Master  in  Chancery  appointed  by  the  Circuit  Court  of  the  United  States 
for  the  Southern  District  of  Illinois  in  the  cause  hereinafter  mentioned 
as  party  of  the  first  part  and  Bobert  F.  Kennedy  and  J.  II.  Dunn  parties 
of   the   second    part. 

Win  rid*  in  a  certain  cause  pending  in  the  Circuit  Court  of  the  United 
States  for  the  Southern  District  of  Illinois,  in  which  Henry  W.  Putnam 
and  the  Finance  Company  of  Pennsylvania  are  complainants  and  the 
Jacksonville,  Louisville  iv  St.  Louis  Railway  Company  ami  others  are 
defendants,  in  which  suit  Samuel  P.  Wheeler  was  duly  appointed  and 
acting  as  Receiver  of  said  Railway  Company  a  certain  decree  of  fore- 
closure and  sale  was,  on  the  23rd  day  of  April,  1896,  entered  in  said 
Court    wherein  and  whereby  it  was  adjudged  and  decreed  that   the  said 


CORPORATE   HISTORY  1373 

Jacksonville,  Louisville  &  St.  Louis  Railway  Company  pay,  or  cause 
to  be  paid,  within  five  (5)  days  from  the  date  of  the  said  decree,  into 
said  Court  or  into  the  hands  of  a  depository  to  be  named  by  the  said 
Court,  to  the  credit  of  the  said  suit,  certain  amounts  therein  found  to 
be  due  to  said  complainant,  the  Finance  Company  of  Pennsylvania  as 
Trustee  under  the  mortgage  or  deed  of  trust,  in  said  decree  mentioned, 
for  the  use  and  benefit  of  the  respective  parties  entitled  thereto. 

And  in  default  of  such  payment  by  said  defendant  Railway  Company, 
or  by  any  one  claiming  under  it,  or  by  any  one  for  its  account,  the 
mortgaged  premises,  property  and  franchises  be  sold  as  provided  in  said 
decree  without  valuation,    appraisement,   redemption   or  extension; 

And  Whereas  neither  the  Jacksonville,  Louisville  &  St.  Louis  Railway 
Company,  nor  any  one  claiming  under  it,  nor  any  one  for  its  account, 
made  the  payments  above  specified,  although  more  than  five  days  after 
the  date  of  said  decree  elapsed ; 

And  Whereas  the  said  Philip  Barton  Warren,  party  of  the  first  part  here- 
to, was  in  and  by  said  decree  appointed  Special  Master  to  make,  direct 
and  conduct  the  said  sale  and  to  execute  and  deliver  deeds  of  convey- 
ance of  the  property  to  be  sold  to  the  purchaser  or  purchasers  thereof, 
upon  an  order  confirming  such  sale  and  upon  payment  or  settlement  of 
the  purchase  price  bid  as    in  said   decree   provided; 

And  Whereas  the  said  Special  Master  did  on  the  10th  day  of  June,  1896, 
upon  the  premises  of  the  Jacksonville  &  St.  Louis  Railway  Company,  the 
defendant  Railway  in  said  cause,  at  its  depot  in  Jacksonville,  a  station 
on  the  line  of  said  Railway,  in  the  County  of  Morgan  and  State  of 
Illinois,  sell  at  public  auction  the  premises  and  property  in  said  decree 
mentioned  and  described,  having  given  due  notice  of  the  time  and  place 
of  sale  agreeably  to  said  decree,  at  which  sale  the  mortgaged  premises 
and  the  property,  having  been  first  offered  for  sale  as  in  said  decree 
provided  were  struck  off  to  Robert  F.  Kennedy  and  J.  H.  Dunn  the  said 
property  being  the  property  mentioned  in  said  decree  and  being  also 
described  as  follows; 

All  and  singular  the  Railway  and  property  of  the  said  Jacksonville, 
Louisville  &  St.  Louis  Railway  Company,  beginning  in  the  city  of 
Jacksonville  and  running  through  the  Counties  of  Morgan,  Sangamon, 
Macoupin,  Montgomery,  Bond,  Clinton  and  Marion,  and  terminating 
in  the  City  of  Centralia  in  said  County  of  Marion  in  the  State  of  Illinois, 
and  also  all  the  rolling  stock,  equipment  and  machinery  connected  with 
and  appurtenant  to  said  railway  and  all  franchises  held  by  said  Rail- 
way Company  in  connection  therewith,  including  all  the  railways,  ways, 
rights  of  way,  and  all  the  depot  grounds  and  other  lands  and  all  the 
tracks,  bridges,  culverts,  fences,  and  other  structures,  and  all  the  depots, 
stations,  station-houses,  engine-houses,  car  houses,  freight  houses,  wood- 
houses  and  other  buildings,  and  all  machine  shops  and  other  shops  held 
by  said  Railway  Company  for  use  upon  the  aforesaid  line  of  Railway 
or  in  connection  with  the  business  thereof,  and  including  also  all  the 
locomotives,  tenders,  passenger,  baggage,  freight  and  other  cars,  and 
all  the  rolling  stock  and  equipment,  and  all  the  machinery,  tools,  imple 


1374      CHICAGO,   BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

ments,  and  materials  for  constructing,  operating,  repairing  or  replacing 
the  said  Railway  or  the  equipments  or  appurtenances  of  said  Railway 
or  the  equipments  or  appurtenances  of  said  Railway,  together  with  all 
and  singular  all  the  tenements,  hereditaments  and  appurtenances  to  the 
said  Railway  and  premises  and  the  reversion  and  reversions  and  the 
remainder  and  remainders,  tolls,  incomes,  rents,  issues  and  profits,  and 
also  all  the  estate,  right,  title,  interest,  property,  possession,  claim  and 
demands  whatsoever  as  well  in  law  as  in  equity  of  the  said  Railway 
Company,  of,  in  ami  to  the  same  ami  part  ami  parcel  thereof,  with  the 
appurtenances  and  all  books  of  account  and  all  vouchers,  and  all  other 
property  of  any  kind  whatsoever  of  said  Railway  Company,  covered  by 
this  mortgage  to  the  Finance  Company  of  Pennsylvania  as  trustee, 
dated  May  1,  1890,  to  which  mortgage  ami  paragraph  three  (3)  of  said 
decree  reference  is  made  fur  a  fuller  description  of  said  property. 

Ami  Whereas,  the  said  Special  Master  did  agreeably  to  the  said 
decree,  on  or  about  the  11th  day  of  .lune  1  s S m > ,  make  and  file  in  the 
office  of  the  Clerk  of  the  said  Circuit  of  the  United  States  for  the 
Southern    Districl    of   Illinois,   his  report    of  the   said  sale  so  made; 

And  U'ht  mis,  by  an  order  and  decree  of  the  said  Court  made  on  the  11th 
day  of  June,  1896  it  was,  among  other  things,  ordered,  adjudged  and 
decreed  that  the  said  report  of  said  sale  be  in  all  respects  ratified,  ap- 
proved ami  confirmed  and  said  Special  -Master  directed  to  make  a  deed 
of  the  said  property  to  the  said  Robert  F.  Kennedy  and  J.  H.  Dunn,  or 
their  nominees  or  assigns  upon  their  compliance  with  the  terms  of  the 
said  purchase,  subject   to  the  conditions  mentioned  in  the  said  order. 

Now  Therefore,  the  said  I'hilip  Barton  Warren  as  such  Special  Master  in 
Chancery,  party  of  the  first  part,  for  the  consideration  aforesaid  to  him 
paid,  the  receipt  whereof  is  hereby  acknowledged,  in  pursuance  of  said 
decree  ami  of  order  id'  said  Court,  has  granted,  bargained,  sold,  assigned, 
transferred  ami  conveyed,  and  by  these  presents  does,  grant,  bargain, 
stdl,  transfer  and  convey  unto  the  said  Robert  F.  Kennedy  and  J.  H. 
Dunn  parties  of  the  second  pari  hereto,  their  successors  or  assigns,  all 
and  singular  the  railways,  franchises  ami  other  property,  real  and 
personal  describi  d  in  said  decree  of  foreclosure  and  sale  made  and 
entered  in  said  cause  as  aforesaid  and  more  particularly  hereinbefore 
described. 

To  have  and  to  hold,  possess  and  enjoy  the  said  Premises  and  all  prop- 
erty rights,  privileges,  immunities  and  franchises  pertaining  thereto 
as  fully  as  the  said  Jacksonville,  Louisville  &  St.  Louis  Railway  Company, 
the  said  Receiver  or  any  of  the  defendants  in  said  Cause  now  hold  or 
enjoy  or  held  and  enjoyed  at  the  time  of  the  commencement  of  the  suit 
to  foreclose  the  mortgage  upon  such  Premises  and  property,  or  were  or 
are  now  entitled  to  hold  and  enjoy  the  same  unto  the  party  of  the 
second  part,  their  successors  and  assigns,  the  Premises  hereby  conveyed 
free  and  discharged  from  the  lien  and  incumbrance  of  said  mortgage 
and  from  the  claims  of  all  parties  to  said  suit  and  those  claiming  under 
them  forever,  save  only  as  in  said  decree  provided. 


CORPORATE    HISTORY  1375 

In  Witness  Whereof  the  said  Philip  Barton  AVarren,  special  Master  as 
aforesaid  has  hereunto  set  his  hand  and  seal  on  the  date  herein  as  above 
written. 

Philip  Barton  Warren,    [seal] 
Special  Master. 


State  of  Illinois, 

L  gg^ 

County  of  Sangamon. 

I,  Ed.  M.  Henry  a  Notary  Public  in  and  for  said  County  in  the  State 
aforesaid  do  hereby  certify  that  Philip  Barton  Warren,  personally  known 
to  me  to  be  the  same  person  who  executed  the  foregoing  instrument,  per- 
sonally appeared  before  me  and  acknowledged  that  he  signed,  sealed  and 
delivered  the  foregoing  instrument  as  his  free  and  voluntary  act  for  the 
uses  and  purposes  therein  set  forth. 

Witness  my  hand  and  seal  this  twenty-ninth  day  of  June,  A.  D.  1896. 

Ed.  M.  Henry, 
[seal]  Notary  Public. 


State  of  Illinois,  > 

V    gg 

Macoupin  County.  \ 

I,  Thomas  Cain,  Clerk  of  the  Circuit  Court  and  ex-officio  Eecorder 
for  the  County  in  the  State  aforesaid,  do  hereby  certify  that  the  above 
is  a  true,  perfect  and  complete  copy  of  a  Deed  Becorded  in  Book 
"F  P"  of  Deeds  at  Page  358  as  it  appears  from  the  records  in  my  office. 
I  hereby  certify  that  I  am  custodian  of  said  records. 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  affixed  my  official 
seal,  at  Carlinville,  Illinois,  this  29th  day  of  October  A.  D.  1912. 

Thomas  Cain, 
[seal]  Circuit  Cleric  and  ex-offioio  Recorder. 


THE  JACKSONVILLE  AND  SAINT 
LOUIS  RAILWAY  COMPANY 

This  road  was  started  in  1867,  by  citizens  of  Jacksonville 
and  Virden,  Illinois,  and  between  those  points. 

The  first  Company  to  be  organized  was  named  Jacksonville, 
North  "Western  and  South  Eastern  Railway  Company,  under  a 
Special  Act  of  the  Illinois  Legislature  in  force  February  23, 
1867,  to  build  from  Virden  northwestwardly  towards  Jackson- 
ville, the  road  being  completed  from  Virden  to  Franklin,  (17.7 
miles),  to  a  connection  with  the  Illinois  Farmers  Railroad, 
July,  1872. 

The  second  Company  was  organized  by  Special  Act  of  the 
Illinois  Legislature  approved  February  28,  1867,  called  "The 
Illinois  Farmers'  Railroad  Company,"  amended  April  20,  1869, 
to  build  from  Jacksonville  southeast wardly  to  Franklin  to  a 
connection  with  the  Jacksonville  North  Western  and  South 
Eastern  Railway  (13  miles),  completed  in  1870. 

July  10,  1872,  the  Illinois  Farmers  Railroad  Company  con- 
veyed all  its  property  to  the  Jacksonville  North  Western  and 
South  Eastern  Railway  Company. 

July  10,  1872,  The  Jacksonville  North  Western  and  South 
Eastern  Railway  Company  executed  a  Mortgage  to  the  Farmers 
Loan  &  Trust  Company  of  New  York,  to  secure  an  issue  of 
bonds,  the  interest  upon  which  was  defaulted  and  foreclosure 
proceedings  resulted  in  a  Decree  May  17,  1879,  in  the  Circuit 
Court  of  Morgan  County,  Illinois,  under  which  Henry  Stryker, 
Jr.,  Master  in  Chancery,  executed  a  deed  to  William  S.  Hook, 
representing  the  bondholders,  dated  July  15,  1879. 

The  purchasers  incorporated  a  new  company  under  the  gen- 
eral laws  of  Illinois,  the  articles  being  dated  June  23,  1879,  and 
the  name  adopted  being  "The  Jacksonville  South  Eastern  Rail- 
way Company,"  and  William  S.  Hook  conveyed  the  road  to  this 
new  company  by  deed  dated  July  25,  1879. 

This  Company  extended  the  road  southeastwardly  from 
Virden  to  Centralia,  it  being  completed  to  that  point  in  Decem- 

1376 


CORPORATE   HISTORY  1377 

ber,  1883,  and  the  total  mileage  from  Jacksonville  to  Centralia 
being  111.9  miles. 

July  1,  1882,  this  Company  executed  a  Mortgage  to  Henry 
Dunn  and  Edgar  Butler,  Trustees,  to  secure  an  issue  of  bonds, 
on  which  it  defaulted,  and  foreclosure  proceedings  resulted 
in  a  Decree  February  27,  1890,  in  the  Circuit  Court  of  Marion 
County,  Illinois,  under  which  possession  of  the  road  was  turned 
over  to  Kennedy,  Tower  and  Catherwood,  a  Committee  of  the 
bondholders. 

August  15,  1890,  the  Circuit  Court  of  Marion  County  in  a 
case  wherein  Peter  Heiss  and  others  were  complainants,  ordered 
the  railroad  then  in  the  hands  of  said  bondholders  committee 
to  be  sold,  and  pursuant  to  that  Decree,  it  was  bid  in  by  the 
said  bondholders  committee,  and  conveyed  by  deed  of  date 
October  4,  1890,  from  L.  M.  Kagy,  Master  in  Chancery.  This 
committee  remained  in  possession  until  January  23,  1891,  when 
it  conveyed  the  property  to  "William  Elliott  by  deed  of  that 
date.  Elliott  caused  a  new  company  to  be  incorporated  under 
the  general  laws  of  Illinois,  named  "The  Jacksonville,  Louis- 
ville &  St.  Louis  Railway  Company,"  the  Articles  being  dated 
December  30,  1889,  and  Elliott  conveyed  the  road  to  it  by  deed 
January  23,  1891. 

May  1,  1890,  this  Company  executed  a  Mortgage  to  the 
Finance  Company  of  Pennsylvania,  as  Trustee,  to  secure  an 
issue  of  bonds,  upon  which  the  interest  was  defaulted,  resulting 
in  a  foreclosure  suit,  and  a  Decree  dated  April  23,  1896,  in  the 
Circuit  Court  of  the  United  States  for  the  Southern  District 
of  Illinois,  and  Samuel  P.  Wheeler  was  appointed  Receiver  in 
that  proceeding. 

June  28,  1896,  Philip  B.  Warren,  Special  Master,  executed 
a  deed  of  the  property  to  Robert  F.  Kennedy  and  J.  H.  Dunn, 
representing  the  bondholders,  who  organized  a  new  company 
named  "Jacksonville  and  St.  Louis  Railway  Company,"  to 
which  they  conveyed  the  property  by  deed  dated  October  1, 
1896. 

The  Chicago,  Burlington  &  Quincy  Railroad  Company  bought 
into  this  property  in  1903,  for  the  purpose  of  extending  it  to  the 
southern  Illinois  coal  fields,  and  caused  the  Jacksonville  &  Con- 
cord Railway  Company   to  be  organized  for  the  purpose   of 


1378      CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

building  from  Jacksonville  to  Concord,  to  connect  up  with  its 
St.  Louis  division. 

The  Articles  of  the  Jacksonville  &  Concord  Railway  Company 
are  dated  September  21,  1903,  and  the  road  (9.96  miles)  was 
completed  February  4,  1904,  and  the  road  was  leased  to  the 
Jacksonville  &  St.  Louis  Railway  Company  March  24,  1904,  and 
conveyed  to  that  Company  by  deed  July  1,  1904. 

July  1,  1904,  the  Jacksonville  &  St.  Louis  Company  made  a 
twenty-five  year  lease  of  its  road  to  the  C.  B.  &  Q.  R.  R.  Co., 
and  July  1,  1905,  conveyed  its  road  and  franchises  and  all  of 
its  property  to  that  Company  by  deed. 


ARTICLES  OF  INCORPORATION,  June  10,  1896,  The  Jacksonville  and 
Saint  Louis  Railway  Company. 

********* 

First:      The   name   of  this  corporation   shall  be   "The   Jacksonville   and 

Saint  Louis  Railway  Company. 

Second:  It  is  proposed  to  construct  the  said  railroad  from  Jacksonville 
in  the  county  of  Morgan  in  the  State  of  Illinois,  thence  through  the  Counties 
of  Morgan,  Sangamon.  Macoupin,  Montgomery,  Bond,  Clinton  to  the  City 
of  Centralia  in  the  County  of  Marion  in  said  state. 

Third:  The  principal  business  office  of  this  corporation  shall  be  estab- 
lished and  maintained  at  the  City  of  Chicago,  County  of  Cook,  Illinois. 

Fourth :  The  time  of  the  commencement  of  this  corporation  shall  be 
July  first  1896  and  continue  in  force  for  fifty  years. 

Fifth:  The  amount  of  the  Capital  Stock  of  this  corporation  shall  be 
One    Million   and   five   hundred    thousand   dollars. 

Sixth:  The  names  and  places  of  residence  of  the  several  persons  form- 
ing this  corporation  are: 

Names.  Eesidenee. 

Henry   A.    Gardner  Chicago,  Illinois. 

George  P.  Lee,  Chicago,  Illinois. 

Jacob  S.  Beck,  Chicago,  Illinois. 

Livingston  Griffin  Chicago,  Illinois. 

Willard  McPherson  Chicago,  Illinois. 

Seventh:  The  names  of  the  first  Board  of  Directors  are  Henry  A. 
Gardner,  George  P.  Lee,  Edward  F.  Lawrence,  Livingston  Griffin,  and 
Willard  McPherson.  And  the  government  of  this  corporation  shall  be 
vested   in   the  persons  forming  the  Board   of  Directors. 

Eighth:  The  Capital  Stock  of  this  corporation  shall  be  divided  into 
fifteen  thousand  of  the  value  of  One  Hundred  Dollars  each. 


CORPORATE   HISTORY  1379 

In  Witness  Whereof,  We  have  hereunto  severally  subscribed  our  names 
this  tenth  day  of  June,  A.  D.  1896. 

Henry  A.  Gardner, 
Jacob  S.  Beck, 
George  P.  Lee, 
Livingston  Griffin, 

WlLLARD   MCPHERSON. 

Filed  July  2,  A.  D.  1896  at  11  o'clock  A.  M. 

United  States  of  America  ) 
State  of  Illinois,  ) 

office  of  the  secretary  of  state. 

I,  James  A.  Rose,  Secretary  of  State  of  the  State  of  Illinois,  do  hereby 
certify  that  the  foregoing  is  a  true  copy  of  Articles  of  Incorporation  of 
"The  Jacksonville  and  Saint  Louis  Railway  Company,"  which  was  filed 
for  record  in  this  office  on  the  2nd  day  of  July  1896,  at  11  o'clock  A.  M., 
and  recorded  in  Book  No.  15  of  Railroad  Records. 

In  Witness  Whereof,  I  hereto  set  my  hand  and  affix  the  Great  Seal  of 
State,  at  the  city  of  Springfield,  the  14th  day  of  October  A.  D.  1905. 
[seal]  James  A.  Rose, 

Secretary  of  State. 

DEED,  October  1,  1896.     Robert  F.  Kennedy  et  al.  to  the  Jacksonville 
and  Saint  Louis  Railway  Company. 

********* 

This  Indenture,  made  and  entered  into  this  first  day  of  October,  A.  D. 
1896,  by  and  between  Robt.  F.  Kennedy  and  J.  H.  Dunn,  of  the  City  of 
Philadelphia,  State  of  Pennsylvania,  party  of  the  first  part,  and  The  Jack- 
sonville and  St.  Louis  Railway  Company,  party  of  the  second  part, 
Witnesseth;  That  in  and  for  the  consideration  of  Two  Hundred  and  Fifty 
Thousand  Dollars  ($250,000.)  and  other  good  and  valuable  considerations, 
by  the  party  of  the  second  part  to  the  party  of  the  first  part  paid,  the 
receipt  whereof  is  hereby  acknowledged,  the  said  party  of  the  first  part 
doth  hereby  grant,  bargain,  sell,  assign,  transfer  and  convey  unto  the 
said  party  of  the  second  part,  all  the  following  described  property: 

All  and  singular  the  railway  and  property  formerly  belonging  to  the 
Jacksonville,  Louisville  &  St.  Louis  Railway  Company,  and  recently  pur- 
chased by  the  party  of  the  first  part  at  mortgage  sale,  to  wit:  Beginning 
in  the  City  of  Jacksonville  and  running  through  the  Counties  of  Morgan, 
Sangamon,  Macoupin,  Montgomery,  Bond,  Clinton  and  Marion  and  termin- 
ating in  the  City  of  Centralia  in  said  County  of  Marion,  in  the  State  of 
Illinois,  and  also  all  rolling  stock,  equipment  and  machinery  connected 
with  and  appurtenant  to  said  Railway,  and  all  franchises  formerly  held 
by  the  said  Railway  Company  in  connection  therewith,  including  all  the 
railways,  ways,  rights  of  way,  and  all  the  depot  grounds  and  other  lands, 
and  all  the  tracks,  bridges,  viaducts,  culverts,  fences  and  other  structures, 
and     all     the     depots,     stations,     station-houses,    engine-houses,    car-houses, 


1380      CHICAGO,   BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

freight-houses,  wood-houses,  and  other  buildings,  and  all  machine  shops 
and  other  shops,  for  use  upon  the  aforesaid  line  of  Railway,  or  in  connec- 
tion with  the  business  thereof;  and  including  also  all  the  locomotives, 
tenders,  passenger,  baggage,  freight  and  other  cars,  and  all  the  rolling 
stock  and  equipment,  and  all  the  machinery,  tools,  implements,  fuel  and 
materials  for  constructing,  operating,  repairing,  or  replacing  the  said 
Railway  or  the  equipments  or  appurtenances  of  the  said  Railway,  together 
with  all  and  singular  the  tenements,  hereditaments  and  appurtenances  to 
the  said  Railway  and  premises,  ami  the  reversion  and  reversions,  remainder 
and  remainders,  tolls,  incomes,  rents,  issues,  and  profits;  and  also  the 
estate,  right,  title,  interest,  property,  possession,  claim  and  demands  what- 
soever, as  well  in  law  as  in  equity,  of,  in  and  to  the  same,  and  every  part 
and  parcel  thereof,  with  the  appurtenances  and  all  the  books  of  account, 
ami  all  the  vouchers,  and  all  other  property  of  any  kind  whatsoever,  ac- 
quired by  the  party  of  the  first  part,  and  covered  by  the  mortgage  of  the 
said  Jacksonville,  Louisville  and  St.  Louis  Railway  Company,  to  the 
Finance  Company  of  Pennsylvania,  as  trustee,  dated  May  1,  1890,  and 
recorded  in  the  office  of  the  Recorder  at  Jacksonville  in  the  County  of 
Morgan,  in  the  State  of  Illinois. 

Intending  hereby  to  convey  all  the  property  conveyed  in  accord  with 
said  mortgage  sale  to  the  party  of  the  first  part,  in  and  by  the  deed 
dated  the  Twenty  ninth  day  of  .June,  A.  D.  1896,  by  Philip  Barton  Warren 
of  Springfield,  Illinois,  a  Special  Master  in  Chancery  appointed  by  the 
Circuit  Court  of  the  United  States,  for  the  Southern  District  of  Illinois, 
in  the  cast'  of  Henry  \Y.  Putnam,  el  al.  vs.  The  Jacksonville,  Louisville  and 
St.  Louis  Railway  Company  el  al.  to  the  party  of  the  second  part  herein. 
To  Han  and  to  Hold,  possess  and  enjoy  the  said  premises,  and  all  the 
property,  rights,  privileges,  immunities  and  franchises  pertaining  thereto 
to  the  said  party  of  the  second  part,  its  successors  and  assigns  forever. 

In  Witness  Whereof,  the  party  of  the  first  part  have  signed  their  names 
and  set  their  seals  hereto,  on  the  day  and  year  first  above  written. 
Witnessed,  Sealed  and  Delivered 

in  the  Presence  of:  Robert  F.  Kennedy,  [seal] 

Stanislaus  Rkmak.  J.  11.  Dunn,  [seal] 

Harry  F.  Kellar. 

State  of  Pennsylvania.   ) 

i  gg 

County  op  Philadelphia.  \ 

I,  Stanislaus  Eemak,  a  Notary  Public,  in  and  for  said  County  in  the 
said  State  aforesaid,  do  hereby  certify,  that  Robert  F.  Kennedy  and  J.  H. 
Dunn,  personally  known  to  me  to  be  the  same  persons  who  executed  the 
foregoing  instrument,  personally  appeared  before  me  and  acknowledged 
that  they  signed,  sealed  and  delivered  the  foregoing  instrument  as  their 
free  and  voluntary  act,  for  the  use  and  purposes  therein  set  forth. 

Witness  my  hand  and  seal,  this  First  day  of  October,  A.  D.  1896. 

Stanislaus  Eemak, 
[seal]  Notary  Public. 

301  Drexel  Bldg.,  Philadelphia,  Pa. 


CORPORATE    HISTORY  1381 

State  op  Illinois,  ) 

>  ss 
Macoupin  County.  \ 

Filed  for  Record  November  13,  1896  Book  F.  F.  Page  362. 

Jno.  Homer,  Recorder. 

State  op  Illinois,  ) 

]•  ss 
Macoupin  County.  \ 

I,  Thom;is  Cain,  Clerk  of  the  Circuit  Court  and  ex-officio  Recorder  for  the 
county  in  the  State  aforesaid,  do  hereby  certify  that  the  above  is  a  true, 
perfect  and  complete  copy  of  A  Deed  Recorded  in  Book  ' '  FP ' '  of 
Deeds  at  Page  362  as  it  appears  from  the  records  in  my  office.  I  hereby 
certify  that  I  am  custodian  of  said  records. 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  affixed  my  official 
seal,  at  Carlinville,  Illinois,  this  29th  day  of  October  A.  D.  1912. 
[seal]  Thomas  Cain, 

Circuit  Cleric  and  ex-officio  Recorder. 


JACKSONVILLE  &  CONCORD 
RAILWAY  COMPANY 

This  company  was  incorporated  under  the  General  Laws  of 
Illinois  by  Articles  dated  September  21,  1903,  filed  with  the 
Secretary  of  State  on  September  24,  1903,  and  recorded  in 
Book  15  of  Railroad  Records  at  page  475. 

By  its  Articles  the  company  defined  its  line  of  road  as  follows  : 
"from  a  connection  with  the  Jacksonville  &  St.  Louis  Railway, 
in  the  City  of  Jacksonville,  in  Morgan  County,  in  the  State  of 
Illinois,  1  hence  in  a  generally  northwesterly  direction  to  a  con- 
nection with  the  Chicago,  Burlington  &  Quincy  Railroad  at  or 
near  Concord,  in  said  county  and  state." 

It  was  organized  at  Jacksonville  November  20,  1903,  and  built 
from  a  connection  with  the  Chicago,  Burlington  &  Quincy 
Railroad  near  Concord,  Illinois,  thence  southerly  to  a  connec- 
tion with  The  Jacksonville  and  Saint  Louis  Railway  at  Jackson- 
ville, Illinois,  a  distance  of  nine  and  ninety-six  one  hundredths 
miles.     It  was  completed  February  4,  1904. 

By  lease  for  twenty-five  years,  dated  March  22,  1904,  this 
company  leased  its  railroad  to  The  Jacksonville  and  Saint  Louis 
Railway  Company. 

In  1904  this  company  conveyed  all  of  its  property  to  The 
Jacksonville  and  Saint  Louis  Railroad  Company  by  deed,  dated 
July  1,  1904. 

ARTICLES  OF  INCORPORATION,  September  21,  1903.     Jacksonville  & 
Concord  Railway  Company. 

We,  the  undersigned,  Charles  V.  Carpenter,  Joseph  A.  Connell,  John  M. 
Dering,  Lars  B.  Larscn  and  William  II.  Henson,  desire  to  form  an  in- 
corporated company  for  the  purpose  of  constructing  and  operating  a  rail- 
road under  the  laws  of  Illinois,  hereby  adopt  the  following 

ARTICLES    OF    INCORPORATION: 

First :  The  name  of  the  proposed  corporation  shall  be  the  Jacksonville 
&  Concord  Railway  Company. 

Second:  It  is  intended  to  construct  the  proposed  railway  from  a  con- 
nection with  the  Jacksonville  &  St.  Louis  Railway  in  the  City  of  Jackson- 
ville,   in    Morgan   County,    in    the   State   of   Illinois,   thence   in   a    generally 

1382 


CORPORATE   HISTORY  1383 

northwesterly    direction   to    a    connection    with    the    Chicago    Burlington    & 
Quincy  Eailroad  at  or  near  Concord  in  said   County  and  State. 

Third:  The  principal  business  office  of  the  company  shall  be  established 
and  maintained  at  the  City  of  Chicago,  in  the  County  of  Cook  and  State 
of  Illinois. 

Fourth:  The  time  of  the  commencement  of  the  corporation  shall  be 
September  23rd,  1903,  and  it  shall  continue  for  fifty  (50)  years  thereafter, 
with  the  right  to  renew  the  same  as  may  be  provided  by  law. 

Fifth:  The  amount  of  the  capital  stock  of  the  corporation  shall  be 
three  hundred  thousand  dollars    ($300,000.) 

Sixth :  The  names  and  places  of  residence  of  the  several  persons  forming 
the  association  for  incorporation,  are : 

Names :  Kesidences : 

Charles  V.  Carpenter,  Downer's  Grove,  111. 

Joseph  A.  Connell,  La  Grange,  111. 

John  M.  Dering,  La  Grange,  111. 

Lars  B.  Larsen,  Chicago,  111. 

William  H.  Henson,  La  Grange,  111. 

Seventh:  The  names  of  the  first  Board  of  Directors  are:  Charles  V. 
Carpenter,  Joseph  A.  Connell,  John  M.  Dering,  Lars  B.  Larsen  and  William 
H.  Henson. 

The  government  of  the  corporation  and  the  management  of  its  affairs 
shall    be   vested   in   the   Board   of    Directors. 

Eighth.  The  capital  stock  of  the  corporation  shall  be  divided  into  three 
thousand  (3000)  shares,  of  the  par  value  of  one  hundred  dollars  ($100.00) 
each. 

In  Witness  Whereof,  we  have  hereunto  severally  subscribed  our  names, 
this  21st  day  of  September,  A.  D.  1903. 

Charles  V.  Carpenter,     [seal] 
Joseph  A.  Connell,  [seal] 

John  M.  Dering,  [seal] 

Lars  B.  Larsen,  [seal] 

William  H.  Henson.        [seal] 

State  of  Illinois,  ) 

l  SS 

County  op  Cook.    \ 

I,  J.  H.  Pettibone,  a  Notary  Public  in  and  for  the  County  and  State 
aforesaid,  do  hereby  certify  that  on  this  21st  day  of  September,  1903, 
personally  appeared  before  me  Charles  V.  Carpenter,  Joseph  A.  Connell, 
John  M.  Dering,  Lars  B.  Larsen  and  William  H.  Henson,  to  me  personally 
known  to  be  the  same  persons  who  executed  the  foregoing  statement,  and 
severally  acknowledged  that  they  have  executed  the  same  for  the  purposes 
therein   set   forth. 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  seal,  the  day  and 
year  above  written. 
[seal]  J.  H.  Pettibone, 

Notary  Public  in  and  for  said  County  and  State. 


1384      CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

RECORDED   IN   ILLINOIS 
County  Date  Time  Book  Page 

Morgan         September  24th  1903        9:30  A.  M.  E.  294 

United  States  of  America.  ) 

I    gg 

State  of  Illinois,  ) 

office  of  the  secretary  of  state 

I,  Harry  Woods,  Secretary  of  State  of  the  State  of  Illinois,  do  hereby 
certify  that  the  foregoing  is  a  true  copy  of  the  Articles  of  Incorporation 
of  Jacksonville  &  Concord  Railway  Company  which  was  filed  for  record 
in  this  office  on  the  2,">th  day  of  September,  L903,  at  nine  o'clock  A.  M., 
and   recorded   in   Book   No.   15   of  Railroad   Records. 

In  Witness  Whereof,  I  hereto  set  my  hand  and  affix  the  Great   Seal  of 
State,  al  the  City  of  Springfield,  the  8th  iluy  of  April,  A.  D.  1913. 
[seal]  Harry  Woods, 

Secretary  of  State. 

LEASE,    March   22,   1904.       Jacksonville   &   Concord   Railway   Company 
to  the  Jacksonville  and  Saint  Louis  Railway  Company. 

I mli  nl are  of  Lease,  made  this  22nd  day  of  March,  1904,  by  and  between 
the  Jacksonville  &  Concord  Railway  Company,  a  corporation  duly  organized 
and  existing  under  and  by  virtue  of  the  laws  of  the  State  of  Illinois,  party 
of  the  first  part,  and  the  Jacksonville  &  St.  Louis  Railway  Company,  a 
Corporation    created    and    existing    under    the    laws   of   the    State   of   Illinois, 

party  of  the  second  pari : 
Witnesst  Hi.  That, 

Win  nils,  the  first  party  owns  under  due  authority  of  law  a  railroad  ex- 
tending from  Jacksonville,  in  Morgan  County,  Illinois,  northwesterly  to 
Concord,    in   same  county,  ;i    distance  of   about    ten    (10)    miles;   and, 

When  us,  the  second  party  owns  a  railroad  which  connects  with  the  said 
railroad  of  the  first  party  at  Jacksonville,  in  Morgan  County,  Illinois, 
thereby  forming  a  continuous  and  connecting  line  of  railroad;  and, 

When  as,  the  execution  of  this  lease,  on  the  terms  and  conditions  herein 
stated,  has  Keen  duly  and  legally  authorized  and  approved  by  both  of  said 
parties: 

\mr.  Therefore,  This  Indenture  Witnesseth,  That  the  first  party, 
in  consideration  of  the  premises,  the  sum  of  One  Dollar  ($1.00),  receipt 
whereof  is  hereby  acknowledged,  and  of  the  covenants  and  agreements 
herein  contained,  to  be  kept  and  performed  by  the  said  second  party, 
has  demised  and  leased,  and  by  these  presents  does  demise  and  lease, 
unto  the  said  second  party,  its  successors  and  assigns,  for  the  term  herein- 
after stated,  all  and  singular  its  above  described  railroad,  together 
with  all  road-beds,  rights-of-way,  bridges,  depots  and  terminal  grounds, 
or  other  lands,  or  interest  therein,  station  houses,  buildings  and  structures 
of  whatsoever  kind;  leaseholds,  rights  under  contract,  ordinances,  and 
licenses;  telegraph  lines,  ties,  poles,  other  materials  and  supplies;  and  all 
other  property,  real  or  personal,  of  whatsoever  kind  and  wheresoever  situ- 


CORPORATE    HISTORY  1385 

ated,  now  owned  by  the  First  party  or  hereafter  to  be  acquired  by  it, 
whether  appurtenant  to  the  said  railroad  or  not,  together  with  the  rents, 
revenues  and  income  to  be  had,  levied  or  derived  therefrom;  also  all  rights, 
privileges  and  immunities  and  franchises  possessed  by  the  first  party,  ex- 
cept   its   franchise   to    be   a   corporation. 

To  have  and  to  hold  the  said  railroad,  property,  franchises  and  privileges 
for  and  during  the  term  of  twenty-five  years  from  the  date  of  this  Inden- 
ture. 

The  second  party,  in  consideration  of  the  premises,  hereby  covenants 
and  agrees  with  the  first  party,  either  by  itself  or  a  competent  third 
party,  to  take  immediate  possession  of  the  demised  railroad  and  property 
above  described,  to  keep  the  same  in  good  condition  and  repair  and 
equipped  with  all  necessary  rolling  stock,  and  to  maintain  and  operate 
said  railroad  in  such  manner  as  to  furnish  reasonable  accommodations  to 
the  public ;  to  pay,  or  cause  to  be  paid,  all  taxes  and  assessments  that  may 
be  lawfully  levied  or  charged  against  the  said"  railroad  and  property,  or 
any  part  thereof,  and  return  the  said  railroad  and  property  to  the  first 
party  at  the  expiration  of  the  term  of  this  lease  in  as  good  condition  and 
repair  as   they  were  at  the   commencement  thereof. 

The  second  party  in  addition  to  the  foregoing,  and  as  rental  for  the  use 
of  the  said  railroad  and  other  property  hereby  demised,  agrees  to  pay 
an  annual  sum  equal  to  thirty  (30)  per  cent  of  the  net  earnings  of  the 
demised  railroad;  earnings  upon  all  joint  business  to  be  computed  upon 
a  pro  rata  basis,  according  to  the  distance  carried  respectively  upon  the 
roads   of  the  parties  hereto. 

In  witness  ivhereof,  the  parties  hereto  have  caused  their  corporate  names 
to  be  hereunto  subscribed  by  their  Presidents,  and  their  corporate  seals 
to  be  hereunto  attached  and  attested  by  their  Secretaries,  the  day  and 
year  first  above   written. 

Jacksonville  &  Concord  Railway, 
[seal]  By  Joseph  A.  Connell,  President. 

Attest:  H.  W.  Weiss,  Secretary. 

Jacksonville  &  St.  Louis  Railway  Company, 
[seal]  By  Henry  A.  Gardner,  President. 

Attest:  H.  W.  Weiss,  Secretary. 

State  of  Illinois,  ) 

>  ss 
County  of  Cook.     ) 

On  this  22  day  of  March  A.  D.  1904,  before  me  appeared  Joseph  A. 
Connell,  to  me  personally  known,  who,  being  by  me  duly  sworn,  did  say 
that  he  is  the  President  of  the  Jacksonville  &  Concord  Railway  Company, 
and  that  the  seal  affixed  to  the  foregoing  instrument  is  the  corporate  seal 
of  said  corporation,  and  that  said  instrument  was  signed  and  sealed  in 
behalf  of  said  corporation  by  authority  of  its  Board  of  Directors,  and  said 
Joseph  A.  Connell  acknowledged  said  instrument  to  be  the  voluntary  act 
and  deed  of  said  corporation. 
[seal]  J.  H.  Pettibone, 

Notary  Public  in  and  for  said  County  and  State. 


1386      CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

State  of  Illinois, 


1 


ss 
County  of  Cook. 

On  this  22nd  day  of  March  A.  D.  1904,  before  me  appeared  Henry  A. 
Gardner,  to  me  personally  known,  who,  being  by  me  duly  sworn,  did  say 
that  he  is  the  President  of  the  Jacksonville  &  St.  Louis  Railway  Company, 
and  that  the  seal  affixed  to  the  foregoing  instrument  is  the  corporate  seal 
of  said  corporation,  and  that  said  instrument  was  signed  and  sealed  in 
behalf  of  said  corporation  by  authority  of  its  Board  of  Directors,  and 
said  Henry  A.  Gardner  acknowledged  said  instrument  to  be  the  voluntary 
act  and  deed  of  said  corporation. 
[seal]  Henry  L.  Stern, 

Notary  Public  in  and  for  said  County  and  State. 

State  of  Illinois,  ) 

>  ss. 
County  of  Cook.     \  ' 

This  is  to  certify  that  I  am  the  Secretary  of  The  Jacksonville  &  Concord 
Railway  Company,  a  corporation  organized  and  existing  under  and  by  virtue 
of  the  laws  of  the  State  of  Illinois,  and  that  I  am  the  keeper  of  the  papers, 
entries  and  records  of  said  Railway  Company;  that  the  within  and  fore- 
going instrument  is  a  true  copy  of  an  original  paper  and  record  of  said 
Railway  Company,  now   in   inv   possession  as  the  keeper  of  the  same. 

Witness  my  hand  and  the  corporate  seal  of  said  Railway  Company  this 
11th  day  of  May  A.   I).   1910. 
[seal]  H.  W.  Weiss,  Secretary. 

DEED,  July  1,  1904.     Jacksonville  &  Concord  Railway  Company  to  The 
Jacksonville  and  Saint  Louis  Railway  Company. 

This  Indenture,  Made  this  first  day  of  July,  1904,  by  and  between  the 
Jacksonville  &  Concord  Railway  Company,  party  of  the  first  part,  and  the 
Jacksonville  &  St.  Louis  Railway  Company,  party  of  the  second  part,  both 
being  corporations  created,  organized  and  existing  under  and  by  virtue 
of  the  laws  of  the  State  of  Illinois. 

Witnesseth :  Tha  I , 

Whereas,  The  first  party,  being  thereto  duly  authorized  by  law,  is  the 
owner  of  the  following  described  railroad  in  the  State  of  Illinois,  to-wit: 

Beginning  at  Jacksonville,  in  Morgan  County,  Illinois,  and  extending 
in  a  northwesterly  direction  to  Concord,  in  said  Morgan  County,  a  distance 
of  ;;hout  ten  (10)  miles;  and, 

Whereas,  The  railroad  of  the  first  party  connects  with  the  railroad  of  the 
second  party,  forming  a  continuous  and  connected  line  of  railroad;  and, 

Whereas,  The  second  party  is  now  in  possession  of  and  operating  the  said 
above  described  railroad,  in  connection  with  its  own  railroad,  and  has 
offered  to  purchase  the  remaining  interests,  property  and  franchises  of  the 
first  party  in  and  to  said  railroad,  upon  the  terms  and  conditions  herein- 
after stated,  which  have  been  agreed  to  by  the  directors  of  both  of  said 
companies,  and  approved  by  the  stockholders  owning  and  holding  two-thirds 


CORPORATE   HISTORY  1387 

in  amount  of  the  capita!  stock  of  the  parties  of  the  first  and  second  parts, 
in  manner  and  form  as  required  by  law: 

Nov;,  Therefore,  This  Indenture  Witnesseth:  That  the  said  party  of  the 
first  part,  for  and  in  consideration  of  the  sum  of  five  dollars  ($5.00)  to 
it  in  hand  paid,  the  receipt  of  which  is  hereby  acknowledged,  and  other 
good  and  valuable  considerations,  has  granted,  bargained,  and  sold,  and  by 
these  presents  does  grant,  bargain,  sell  and  convey,  release,  assign  and 
transfer,  to  the  said  party  of  the  second  part,  all  and  singular  the  said 
above  described  railroad,  and  all  its  right,  title  and  interest  therein; 
together  with  all  roadbeds,  rights  of  way,  bridges,  depot  and  terminal 
grounds,  of  the  first  party,  and  other  lands  or  interest  therein;  station 
houses,  buildings,  and  structures  of  whatsoever  kind;  and  all  other  property, 
real  or  personal,  of  whatsoever  kind  and  wheresoever  situated,  now  owned 
by  the  first  party  or  hereafter  to  be  acquired,  whether  appurtenant  to  its 
railroad  aforesaid  or  otherwise.  Also  all  rights,  privileges,  immunities, 
and  franchises  belonging  to  the  said  first  party,  except  its  franchise  to 
be  a  corporation. 

To  Have  and  To  Hold  the  same  to  the  said  second  party,  its  successors, 
and  assigns,  forever, 

In  consideration  of  the  foregoing,  the  said  second  party  covenants  and 
agrees  with  the  said  first  party  that  it  will  equip  the  said  railroad,  or 
cause  the  same  to  be  equipped,  and  will  maintain  and  operate  the  same, 
or  cause  the  same  to  be  maintained  and  operated,  in  such  manner  as  to 
furnish  reasonable  accommodations  to  the  public;  that  it  will  pay,  or 
cause  to  be  paid,  all  taxes  and  assessments  that  may  be  lawfully  levied  upon 
the  said  railroad  and  property,  or  any  part  thereof ;  and  will  assume  and 
discharge  all  contracts,  debts,  liabilities,  and  obligations  of  whatsoever 
kind,  both  principal  and  interest,  of  the  said  first  party,  as  they  may  sev- 
erally mature. 

And,  to  the  end  that  the  second  party  may  have,  hold,  use,  exercise,  and 
enjoy  the  railroad  and  property  and  franchises  of  the  first  party,  hereby 
conveyed  and  intended  to  be  conveyed,  and  whether  now  existing  ox- 
hereafter  acquired,  as  fully  as  might  be  done  by  the  first  party,  if  this 
conveyance  had  not  been  made,  the  first  party  agrees  to  execute  from 
time  to  time  any  additional  assignment,  conveyance,  or  assurance,  and  to 
perform  any  act,  which  the  counsel  of  the  second  party  may  advise;  and, 
for  the  purposes  aforesaid,  the  first  party  agrees,  if  the  second  party  shall 
so  desire  and  advise,  that  it  will  keep  up  and  maintain  its  corporate 
existence  and  organization. 

In  Witness  Whereof,  the  parties  hereto  have  caused  their  corporate  names 
to  be  hereunto  subscribed  by  their  respective  Presidents,  and  their  corporate 
seals  to  be  hereto  attached  and  attested  by  their  respective  Secretaries, 
the  day  and  year  first  above  written. 

[seal]  Jacksonville  &  Concord  Railway  Company, 

Attest:  H.  W.  Weiss,  Secretary.  By  J.  A.  Connell,  President. 

Jacksonville  &  St.  Louis  Railway  Company, 
[seal]  By  Henry  A.  Gardner,  President. 

Attest:  H.  W.  Weiss,  Secretary. 


1388      CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 
State  of  Illinois,  ) 

r  SS 

County  of  Cook.     ) 

On  this  7th  day  of  July,  A.  D.  1904,  before  me  appeared  J.  A.  Conncll, 
to  me  personally  known,  who,  being  by  me  duly  sworn,  did  say  that  he 
is  the  President  of  the  Jacksonville  &  Concord  Eailway  Company,  and  that 
the  seal  affixed  to  the  foregoing  instrument  is  the  corporate  seal  of  said 
corporation,  and  that  said  instrument  was  signed  and  sealed  in  behalf  of 
said  corporation  by  authority  of  its  Board  of  Directors;  and  said  J.  A. 
Connell  acknowledged  said  instrument  to  be  the  free  act  and  deed  of  said 
corporation. 

[SEAL]  J.   H.   PETTIBONE, 

Notary  Public  in  and  for  said  County  and  State. 
My  commission  expires,  March  3rd,  1906. 


State  of  Illinois,  ) 

i  ss 
County  of  Cook.     \ 

On  this  7th  day  of  July,  A.  D.  1904,  before  me  appeared  H.  A.  Gardner, 

to  me   personally  known,  who,  being  by   me   duly    sworn,  did   say  that  he 

is   the   President   of  the  Jacksonville  &  St.   Louis  Eailway   Company,  and 

that   the  seal  affixed  to  the  foregoing  instrument   is  the  corporate  seal  of 

said  corporation,  and  that  said  instrument  was  signed  and  sealed  in  behalf 

of  said  corporation  by  authority  of  its  Board  of  Directors;  and  said  H.  A. 

Gardner  acknowledged  said  instrument  to  be  the  free  act  and  deed  of  said 

corporation. 

[seal]  Vivian  Flexner, 

Notary  Public  in  and  for  said  County  and  State. 

My  commission  expires,  April  25,  1907. 


BECOBDED  IN  ILLINOIS 

Dah 

Book 

Page 

October  5,  1904 

74 

17 

County 

Morgan 

LEASE,  July  2,  1904,  The  Jacksonville  and  Saint  Louis  Eailway  Company 
to  Chicago,  Burlington  &  Quiney  Bailroad  Company. 

********* 

Indenture  of  Lease,  made  this  second  day  of  July,  1904,  by  and  between 
the  Jacksonville  &  St.  Louis  Eailway  Company,  a  corporation  duly  organized 
and  existing  under  the  laws  of  the  State  of  Illinois,  party  of  the  first 
part,  and  the  Chicago  Burlington  &  Quiney  Railroad  Company,  a  corpora- 
tion duly  created,  organized  and  existing  under  the  laws  of  the  same  state, 
party  of  the  second  part : 

Witnesseth,  That, 

Whereas,  the  first  party  owns  the  railroad  hereinafter  described,  extend- 
ing from  Concord  to  Centralia,  and  the  second  party  owns  a  system  of 
railroads  extending  from  Chicago  through  the  state  of  Illinois  and  other 
states,  including  in  said  system  a  railroad  extending  from  Monmouth  via 
Concord  to  East  St.  Louis,  the  roads  of  the  two  parties  thus  forming  a 
continuous  and  connected  line  of  railroad ;  and 


CORPORATE   HISTORY  1389 

Whereas,  the  first  party's  railroad  reaches  a  territory  in  which  there  are 
large  coal  deposits  which  can  be  most  profitably  worked  and  placed  upon 
tin-  market  through  a  close  alliance  with  the  second  party's  railroad  system, 
and  it  therefore  appears  to  be  to  the  mutual  advantage  of  the  parties  hereto 
and  the  public  that  the  railroad  of  the  first  party  shall  be  operated  in 
connection  with  and  as  a  part  of  the  second  party's  railroad  system;  and 

Whereas,  the  execution  of  this  indenture  has  been  authorized  by  proper 
resolution  of  the  directors  of  both  of  said  companies : 

Now,  therefore,  This  Indenture  Witnesseth,  That  the  first  party,  in  con- 
sideration of  the  premises,  the  sum  of  five  dollars  ($5.00),  the  receipt 
whereof  is  hereby  acknowledged,  and  of  the  covenants  and  agreements 
herein  contained,  to  be  kept  and  performed  by  the  said  second  party,  has  de- 
mised and  leased,  and  by  these  presents  does  demise  and  lease,  unto  the 
said  second  party,  its  successors  and  assigns,  for  the  term  hereinafter 
specified,  all  and  singular  its  railroad  described  as  follows,  to-wit;  Begin- 
ning at  Concord,  in  Morgan  County,  Illinois,  and  extending  thence 
southeasterly,  via  Jacksonville,  through  the  Counties  of  Morgan,  Sanga- 
mon, Macoupin,  Montgomery,  Bond,  Clinton,  and  Marion,  to  Centralia, 
in  said  Marion  County,  a  distance  of  about  one  hundred  and  twenty- 
one  (121)  miles,  together  with  all  roadbeds,  rights  of  way,  depot  and 
terminal  grounds,  or  other  lands,  or  interest  therein;  station  houses, 
buildings  and  structures  of  whatsoever  kind;  leaseholds,  rights  under 
contract,  ordinances  and  licenses;  telegraph  lines,  ties,  poles,  and  other 
materials  and  supplies;  cars,  locomotives,  tools  and  all  other  equip- 
ment, and  all  other  property,  real  and  personal,  of  whatsoever  kind 
and  wheresoever  situated,  now  owned  by  the  first  party  or  hereafter 
to  be  acquired  by  it,  whether  appurtenant  to  the  said  railroad  or  not, 
together  with  the  rents,  revenues  and  income  to  be  had,  levied,  or  derived 
therefrom;  also  all  rights,  privileges,  immunities  and  franchises,  possessed 
by  the  first  party,  except  its  franchise  to  be  a  corporation. 

To  Have  and  to  Bold,  the  said  railroad,  property,  franchises  and  priv- 
ileges for  and  during  the  term  of  twenty-five  (25)  years  from  the  date  of 
this  indenture. 

The  second  party,  in  consideration  of  the  premises,  hereby  covenants  and 
agrees  with  the  first  party,  either  by  itsself  or  a  competent  third  party, 
to  take  immediate  possession  of  the  demised  railroad  and  the  property 
above  described,  to  place  the  same  in  good  condition,  and  to  equip,  or  cause 
to  be  equipped,  the  said  railroad  with  all  necessary  rolling  stock  and  equip- 
ment, and  to  maintain  and  operate,  or  cause  to  be  maintained  and  operated, 
the  said  railroad  in  such  a  manner  as  to  furnish  reasonable  accommodations 
to  the  public ;  to  pay,  or  cause  to  be  paid,  all  taxes  and  assessments  that 
may  be  lawfully  levied  or  charged  against  the  said  railroad  property,  or 
any  part  thereof;  and  upon  the  expiration  of  the  term  of  this  lease  to 
return  the  said  railroad  and  property  to  the  first  party  in  as  good  condition 
and  repair  as  they  were  at  the  commencement  thereof. 

The  second  party  in  addition  to  the  foregoing,  and  as  rental  for  the  use 
of  the  said  railroad  and  property,  agrees  that  after  paying  the  expenses 
of    operating,    renewing,    replacing    and    maintaining    the    same,    including 


1390      CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

reasonable  improvements  and  additions  thereto,  taxes,  rentals  and  all  other 
proper  and  reasonable  charges,  to  apply  its  net  income,  if  any,  derived  from 
its  operation  of  said  demised  railroad,  to  the  payment  of  interest  on  the 
bonds  and  obligations  now  issued  for  which  the  first  party,  or  the  property 
owned  by  it,  is  liable,  or  obligated  to  pay. 

In  Witness  Whereof,  the  parties  hereto  have  caused  their  corporate  names 
to  be  hereunto  subscribed  by  their  respective  Presidents,  and  their  cor- 
porate seals  to  be  attached  and  attested  by  their  respective  Secretaries, 
the  day  and  year  first  above  written. 

Jacksonville  &  St.  Louis  Railway  Company, 
[seal]  By  Henry  A.  Gardner, 

President. 
Attest:  H.  W.  Weiss,  Secretary. 

Chicago,  Burlington  &  Quincy  Railroad  Company, 
[seal]  By  Geo.  B.  Harris, 

President. 
Attest:  T.  S.  Howland,  Secretin- y. 


State  op  Illinois,  ) 

i  ss 
County  of  Cook.     ) 

On  this  2nd  day  of  August,  1904,  before  me  appeared  Henry  A.  Gardner, 

to  me  personally  known,  who,  being  by  me  duly  sworn,  did  say  that  he  is 

the  President  of  the  Jacksonville  &  St.  Louis  Railway  Company,  and  that 

the  seal  affixed  to  the  foregoing  instrument   is  the  corporate  seal  of  said 

corporation,  and  that  said  instrument  was  signed  and  sealed  in  behalf  of 

said  corporation   by   authority  of   its  Board  of  Directors,  and  said  Henry 

A.  Gardner  acknowledged  said  instrument  to  be  the  voluntary  act  and  deed 

of  said  corporation. 

[seal]  J.  H.  Pettibone, 

Notary  Public  in  and  for  said  County  and  State. 


State  of  Illinois,) 

>  ss 
County  of  Cook.    \ 

On  this  22d  day  of  September,  1904,  before  me  appeared  Geo.  B.  Harris, 

to  me  personally  known,  who,  1  icing  by  me  duly  sworn,  did  say  that  he  is 

the  President  of  the  Chicago,  Burlington  &  Quincy  Railroad  Company,  and 

that  the  seal  affixed   to  the  foregoing  instrument  is  the  corporate  seal  of 

said  corporation,  and  that  said  instrument  was  signed  and  sealed  in  behalf 

of  said  corporation  by  authority  of  its  Board  of  Directors,  and  said  Geo. 

B.  Harris  acknowledged  said  instrument  to  be  the  voluntary  act  and  deed 

of  said  corporation.  Herbert  Haase, 

[seal]  Notary  Public  in  and  for  said  County  and  State. 

DEED,   July    1,   1905,   The  Jacksonville   and   Saint  Louis  Railway   Com- 
pany to  Chicago,  Burlington  &  Quincy  Railroad  Company. 

********* 

Indenture,  Made  this  first  day  of  July,  A.  D.  1905,  by  and  between  the 
Jacksonville   &   St.   Louis  Railway   Company,   party   of  the  first  part,   and 


CORPORATE    HISTORY  1391 

the  Chicago,  Burlington  &  Quincy  Eail  Eoad  Company,  party  of  the  second 
part,  both  being  corporations  created,  organized,  and  existing  under  and 
by  virtue  of  the  laws  of  the  State  of  Illinois,  Witnesseth:  That, 

Whereas,  The  first  party  being  thereunto  duly  authorized  by  law,  is  the 
owner  of  a  certain  railroad  hereinafter  described,  in  the  State  of  Illinois; 
and,  ' 

Whereas,  The  railroads  of  the  parties  hereto  connect,  and  make  a  con- 
tinuous railroad;  and, 

Whereas,  The  second  party  is  now  in  possession  of  and  operating  the  said 
railroad,  in  connection  with  its  own  railroad,  under  a  lease  for  twenty-five 
(25)  years,  and  has  offered  to  purchase  the  remaining  interests,  property, 
and  franchises  of  the  first  party  in  and  to  its  railroad,  upon  the  terms  and 
conditions  hereinafter  stated,  which  have  been  agreed  to  by  the  directors 
of  both  the  said  companies,  and  approved  by  the  stockholders  owning  and 
holding  two-thirds  in  amount  of  the  capital  stock  of  each  of  the  said 
companies,  in  manner  and  form  as  required  by  law: 

Now,  Therefore,  This  Indenture  Witnesseth :  That  the  said  first  party,  for 
the  considerations  hereinafter  expressed,  by  these  presents  does  grant,  bar- 
gain, sell,  convey,  release,  assign,  and  transfer,  to  the  said  second  party, 
the  following  described  railroad,  property,  franchises,  and  privileges,  to- 
wit : 

Its  certain  railroad,  beginning  at  Concord,  in  Morgan  County,  Illinois, 
thence  extending  southeasterly,  via  Jacksonville,  to  Centralia,  in  Marion 
County,  Illinois,  a  distance  of  about  one  hundred  and  twenty-one  (121) 
miles; 

Together  with  all  road-beds,  rights  of  way,  bridges,  depot  and  terminal 
grounds,  and  other  lands  or  interest  therein;  station  houses,  buildings,  and 
structures  of  whatsoever  kind;  leaseholds,  rights  under  contract  and 
licenses;  locomotives,  cars,  and  other  rolling  stock  and  equipment ;  tele- 
graph lines,  supplies,  tools,  and  material;  rents,  profits,  income;  and  all 
other  property,  real  or  personal,  of  whatsoever  kind  and  wheresoever  situ- 
ated, now  owned  by  it  or  hereafter  to  be  acquired,  whether  appurtenant  to 
the  railroad  aforesaid  or  otherwise.  Also  all  rights,  privileges,  immunities, 
and  franchises  belonging  to  the  said  first  party,  except  its  franchise  to  be 
a  corporation. 

To  Have  and  to  Mold  the  same  to  the  said  second  party,  its  successors, 
and  assigns,  forever. 

In  consideration  of  the  foregoing,  the  said  second  party  covenants  and 
agrees  with  the  said  first  party  that  it  will  equip  the  said  railroad,  or  cause 
the  same  to  lie  equipped,  and  will  maintain  and  operate  the  same,  or  cause 
the  same  to  be  maintained  and  operated,  in  such  a  manner  as  to  furnish 
reasonable  accommodations  to  the  public;  that  it  will  pay,  or  cause  to  be 
paid,  all  taxes  and  assessments  that  may  be  lawfully  levied  upon  the  said 
railroad  and  property,  or  any  part  thereof;  and  will  assume  and  discharge 
the  funded  debt,  both  principal  and  interest,  of  the  said  first  party,  as  it 
may  mature;  and  that  it  will  pay  to  the  owners  and  holders  of  the  capital 
stock  of  the  said  first  party  ten  (10)  dollars  for  each  share  of  their  stock, 
upon  the  presentation  and  surrender  of  the  certificates  therefor. 


1392      CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

And,  to  the  end  that  the  second  party  may  have,  hold,  use,  exercise,  and 
enjoy  the  railroad  and  property  and  franchises  of  the  first  party,  hereby 
conveyed  and  intended  to  be  conveyed,  and  whether  now  existing  or  here- 
after acquired,  as  fully  as  might  be  done  by  the  first  party,  if  this  con- 
veyance had  not  been  made,  the  first  party  agrees  to  execute  from  time 
to  time  any  additional  assignment,  conveyance,  or  assurance,  and  to  per- 
form any  act,  which  the  counsel  of  the  second  party  may  advise;  and,  for 
the  purposes  aforesaid,  the  first  party  agrees,  if  the  second  party  shall  so 
desire  and  advise,  that  it  will  keep  up  and  maintain  its  corporate  existence 
and  organization. 

In  Witness  Whereof,  the  parties  hereto  have  caused  their  corporate  names 
to  be  hereunto  subscribed  by  their  respective  Presidents,  and  their  cor- 
porate seals  to  be  hereto  attached  and  attested  by  their  respective  Secre- 
taries, the  day  and  year  first  above  written. 

Jacksonville   &   St.   Louis   Railway   Company, 
[seal]  By  Henry  A.  Gardner,  President. 

Attest: 

11.  W.  Weiss,  Secretary. 

Chicago,  Burlington  &   Quincy   Rail  Road  Company, 
[seal]  By  Geo.  B.  Harris,  President. 

Attest: 

T.  S.  Rowland,  Secretary. 


State  of  Illinois,) 

>  ss 
County  of  Cook.    \ 

On  this  20th  day  of  November,  A.  D.,  1905,  before  me  appeared  Henry 
A.  Gardner,  to  me  personally  known,  who,  being  by  me  duly  sworn,  did 
say  thai  he  is  the  President  of  the  .Jacksonville  <x  St.  Louis  Railway  Com- 
pany, and  that  the  sc;il  affixed  to  the  foregoing  instrument  is  the  corporate 
seal  of  said  corporation,  and  thai  said  instrument  was  signed  and  sealed 
in  behalf  of  said  corporation  by  authority  of  its  Hoard  of  Directors;  ami 
said  Henry  A.  Gardner  acknowledged  said  instrument  to  be  the  free  act 
and  deed  of  said  corporation.  Sophia  Chandler, 

Notary  Public  in  and  for  said  County  and  State. 
[seal]  My  commission  expires  December  15,  1908. 


State  of  Illinois,) 

>  ss. 
County  of  Cook.    \ 

On  this  21st  day  of  November,  A.  D.,  190.1,  before  me  appeared  Geo.  B. 

Harris,  to  me  personally  known,  who,  being  by  me  duly  sworn,  did  say  that 

he  is  the  President  of  the  Chicago,  Burlington  &  Quincy  Rail  Road  Company, 

and  that  the  seal  affixed  to  the  foregoing  instrument  is  the  corporate  seal 

of   said   corporation,    and   that   said   instrument   was   signed  and   sealed   in 

behalf  of  said  corporation  by  authority  of  its  Board  of  Directors;  and  said 

Geo.  B.  Harris  acknowledged  said  instrument  to  be  the  free  act  and  deed 

of  said  corporation.  J.  H.  Pettiboxe, 

Notary  Public  in  and  for  said  County  and  State. 

[seal]  My  commision  expires  March  3rd,  1906. 


CORPORATE    HISTORY 


1393 


County 

Morgan 

Sangamon 

Macoupin- 

Montgomery 

Bond 

Clinton 

Marion 


RECOEDED  IN  ILLINOIS 
Date 
November  24,  1905 
December  5,  1905 
January  11,  1906 
January  31,  1906 
February  3,  1906 
February  21,  1906 
March  14,   1906 


Time 

Book 

Page 

9 

45  A.M. 

74 

232 

8 

05  A.M. 

132 

192 

8 

30  A.M. 

224 

147 

8 

30  A.M. 

B 

544 

3    P.M. 

45 

588 

11:30  A.M. 

GG 

480 

1 

P.M. 

70 



FENTON  AND  THOMSON  RAILROAD 

COMPANY 

This  company  was  incorporated  under  the  General  Laws  of 
Illinois  by  Articles  providing  its  time  of  commencement  shall 
be  June  1,  1903.  By  the  second  section  of  its  articles,  this  com- 
pany defined  its  road  as  follows,  to  wit : 

"It  is  intended  to  construct  the  proposed  railway  from  a 
point  on  the  Galesburg  and  Savanna  branch  of  the  Chicago, 
Burlington  &  Quincy  Railroad,  about  two  miles  north  of  Fenton, 
in  the  County  of  Whiteside  and  State  of  Illinois ;  thence  in  a 
northerly  direction  to  a  point  about  three  miles  south  of  Thom- 
son, on  the  said  Galesburg  and  Savanna  branch  of  the  Chicago, 
Burlington  &  Quincy  Railroad,  in  said  County  and  State,  a  dis- 
tance of  about  12  miles." 

It  was  organized  at  Chicago,  July  6,  1903,  and  built  from 
Fenton  Junction,  on  the  Galesburg  and  Savanna  branch 
of  the  Chicago,  Burlington  &  Quincy  Railroad,  thence  in  a 
northerly  direction  to  Ebner,  Illinois,  on  the  same  branch  a 
distance  of  twelve  and  seven  tenths  miles. 

It  was  completed  January  1,  1905. 

By  lease  for  twenty-five  years,  dated  January  2,  1905,  this 
company  leased  all  of  its  road  to  the  Chicago,  Burlington  & 
Quincy  Railroad  Company. 

In  1906  this  company  conveyed  its  road  to  the  Chicago,  Bur- 
lington &  Quincy  Railroad  Company  by  deed,  dated  March  1, 
1906. 


ARTICLES    OF   INCORPORATION,   June   4,   1903.     Fenton    and    Thom- 
son Railroad  Company. 

********* 

We,  the  undersigned,  Henry  W.  Weiss,  Chester  M.  Dawes,  Charles  V. 
Carpenter,  Joseph  A.  Connell,  and  John  M.  Dering,  desiring  to  form  an 
incorporated  company  for  the  purpose  of  constructing  and  operating  a 
railroad  under  the  laws  of  Illinois,  hereby  adopt  the  following  Articles 
of  Incorporation: 

First :    The  name   of  the  proposed   corporation  shall  be  the  Fenton  and 
Thomson    Railroad    Company. 

1394 


CORPORATE    HISTORY  1395 

Second:  It  is  intended  to  construct  the  proposed  railway  from  a 
point  on  the  Galesburg  &  Savanna  Branch  of  the  Chicago,  Burlington  & 
Quincy  Railroad,  about  two  (2)  miles  north  of  Fenton,  in  the  County  of 
Whiteside,  ; i ml  State  of  Illinois;  thence  in  a  Northerly  direction  to  a 
point  about  three  (3)  miles  south  of  Thomson,  on  the  said  "Galesburg  & 
Savanna  Branch"  of  the  Chicago,  Burlington  &  Quincy  Railroad  in  said 
County  and  State, — a  distance  of  about  twelve  (12)  miles. 

Third:  The  principal  business  office  of  the  Company  shall  be  estab- 
lished and  maintained  at  the  City  of  Chicago  in  the  County  of  Cook 
and  State  of  Illinois. 

Fourth:  The  time  of  the  commencement  of  the  corporation  shall  be 
June  1st,  1903,  and  it  shall  continue  for  fifty  (50)  years  thereafter, 
with  the  right  to  renew  the  same  as  may  be  provided  by  law. 

Fifth:  The  amount  of  the  capital  stock  of  the  corporation  shall  be 
four  hundred  thousand  dollars   ($400,000.00). 

Sixth:  The  names  and  places  of  residence  of  the  several  persons  form- 
ing the  association  for  incorporation,  are: 

Names:  Residences: 

Henry  W.  Weiss,  Hinsdale,   Illinois, 

Chester  M.  Dawes,  Chicago,  Illinois, 

Charles  V.  Carpenter,  Downer 's  Grove,  Illinois, 

Joseph  A.  Connell,  LaGrange,  Illinois, 

John  M.  Dering,  LaGrange,  Illinois. 

Seventh:  The  names  of  the  first  Board  of  Directors  are:  Henry  W. 
Weiss,  Chester  M.  Dawes,  Charles  V.  Carpenter,  Joseph  A.  Connell  and 
John  M.  Dering. 

The  government  of  the  corporation  and  the  management  of  its  affairs 
shall  be  vested  in  the  Board  of  Directors. 

Eighth:  The  capital  stock  of  the  corporation  shall  be  divided  into 
four  thousand  shares  (4000)  of  the  par  value  of  one  hundred  dollars 
($100.00)  each. 

In  Witness  Whereof,  we  have  hereunto  severally  subscribed  our  names, 
this  day  of  A.  D.  1903. 

Henry  W.  W7eiss,  [seal] 

Chester  M.  Dawes,  [seal] 

Charles  V.  Carpenter,        [seal] 
Joseph  A.  Connell,  [seal] 

John   M.   Dering.  [seal] 


I 


State  of  Illinois, 

V  ss 
County  of  Cook. 

I,  J.  H.  Pettibone  a  Notary  Public  in  and  for  the  County  and   State 

aforesaid,  do  hereby  certify  that  on  this  fourth  day  of  June,  1903,  personally 

appeared  before  me  Henry  W.  Weiss,  Chester  M.  Dawes,  Joseph  A.  Connell, 

Charles  V.  Carpenter,  and   John   M.   Dering,   to  me   personally  known    to 

be  the  same  persons  who  executed  the  foregoing  statement,  and  severally 

acknowledged  that  they  have  executed  the  same  for   the  purposes  therein 

set  forth. 


1396      CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  seal,  the  day  and 
year   above  written. 
[SEAL]  J.  H.  PETTIBONE, 

Notary  Public. 

EECOBDED  IN  ILLINOIS 
County  Ihtti  Book  Page 

Whiteside  June  (5,   1903  173  166 

United  States  of  America,  ) 

>  ss. 
ik  of  Illinois.  \ 

office  of  secretary. 

I,  James  A.  Eose,  Secretary  of  State  of  the  State  of  Illinois,  do  hereby 
certify  that  the  foregoing  Articles  of  Incorporation  of  Fenton  and 
Thomson  Railroad  Company,  were  filed  for  record  in  the  office  of  the 
Secretary  of  State  of  the  State  of  Illinois  on  the  tenth  day  of  June,  A.  D. 
1903,  at  9  o'clock  A.  M,  and  duly  recorded  in  Book  No.  15  of  Eailroad 
Records,  at  page  451. 

In   Witness  Whereof,  1  hereto  set  my  hand  and  affix  the  Great  Seal  of 
State,  at  the  city  of  Springfield,  this  10th  day  of  June  A.D.  1903. 
[seal]  James  A.  Eose, 

Secretary  of  State. 


LEASE,   January  2,   1905.      Fenton    and   Thomson   Eailroad   Company   to 
Chicago,  Burlington  &  Quincy  Railroad  Company. 

**#**■**** 

This  Indenturt  of  Lease,  made  this  second  day  of  January,  1905,  by  and 
between  the  Fenton  >k  Thomson  Railroad  Company,  a  corporation  duly 
organized  and  existing  under  the  laws  of  the  State  of  Illinois,  party  of 
the  first  part,  and  the  Chicago,  Burlington  &  Quincy  Eailroad  Company, 
a  corporation  duly  created,  organized  and  existing  under  the  laws  of  the 
same  State,  party  of  the  second  part; 

Wit  a,  ss«  Hi :    That, 

Whereas,  the  first  party  owns  the  railroad  hereafter  described,  extending 
from  a  point  near  Fenton,  in  the  State  of  Illinois,  to  a  point  near  Thom- 
son, in  said  State,  and  the  second  party  owns  a  system  of  railroad  ex- 
tending from  Chicago,  through  the  State  of  Illinois  and  other  States, 
including  in  said  system  a  railroad  extending  from  Galesburg,  via  Fenton 
and  Thomson,  to  Savanna,  the  roads  of  the  two  parties  thus  forming 
a  continuous  and  connected  line  of  railroad;  and, 

Whereas,  it  appears  to  be  to  the  mutual  advantage  of  the  parties  hereto 
and  the  public  that  the  railroad  of  the  first  party  shall  be  operated  in  con- 
nection  with  and  as  a  part  of  the  second  party's  railroad  system;  and, 

Whereas,  the  execution  of  this  indenture  has  been  authorized  by  proper 
resolution  of  the  directors  of  both  of  said  Companies: 

Now,  Therefore,  This  Indenture  Witnesseth:  That  the  first  party,  in  con- 
sideration  of   the   premises,    the   sum   of   five   dollars    ($5.00),    the   receipt 


CORPORATE    HISTORY  1397 

of  which  is  hereby  acknowledged,  and  of  the  covenants  and  agree- 
ments herein  contained,  to  be  kept  and  performed  by  the  said  second 
party,  has  demised  and  leased,  and  by  these  presents  does  demise  and 
lease,  unto  the  said  second  party,  its  successors  and  assigns,  for  the  term 
hereinafter  specified,  all  and  singular  its  railroad,  described  as  fol- 
lows, to-wit :  Beginning  at  a  point  about  two  and  nineteen  one-hun- 
dredths  (2.19)  miles  northwest  of  Fenton,  on  the  Galesburg  and  Sa- 
vanna Branch  of  the  second  party's  railroad,  and  extending  thence  in  a 
northerly  direction  to  a  point  about  one  and  ninety-one  one-hundredths 
(1.91)  miles  south  of  Thomson,  on  the  same  Branch,  a  distance  of  about 
twelve  and  eight-tenths  (12.8)  miles,  together  with  all  road-beds,  rig'hts-of 
way,  depot  and  terminal  grounds,  or  other  lands,  or  interest  therein; 
station  houses,  buildings,  and  structures  of  whatsoever  kind;  leaseholds, 
rights  under  contract,  ordinances  and  licenses;  telegraph  lines,  ties,  poles 
and  other  materials  and  supplies;  cars,  locomotives,  tools  and  all  other 
equipment,  and  all  other  property,  real  and  personal,  of  whatsoever  kind 
and  wheresoever  situated,  now  owned  by  the  first  party  or  hereafter 
to  be  acquired  by  it,  whether  appurtenant  to  the  said  railroad  or  not, 
together  with  the  rents,  revenues  and  income  to  be  had,  levied,  or  de- 
rived therefrom;  also  all  rights,  privileges,  immunities  and  franchises, 
possessed  by  the  first  party,  except  its  franchise  to  be  a  corporation. 

To  Have  and  To  Hold  the  said  railroad,  property,  franchises  and  priv- 
ileges, for  and  during  the  term  of  twenty-five  (25)  years  from  the  date 
of  this  indenture. 

The  second  party,  in  consideration  of  the  premises,  hereby  covenants 
and  agrees  with  the  first  party,  either  by  itself  or  a  competent  third 
party,  to  take  immediate  possession  of  the  demised  railroad  and  the 
property  above  described,  to  place  the  same  in  good  condition,  and  to 
equip,  or  cause  to  be  equipped,  the  said  railroad  with  all  necessary 
rolling  stock  and  equipment,  and  to  maintain  and  operate,  or  cause  to 
be  maintained  and  operated,  the  said  railroad  in  such  a  manner  as 
to  furnish  reasonable  accommodations  to  the  public;  to  pay,  or  cause  to 
be  paid,  all  taxes  and  assessments  that  may  be  lawfully  levied  or  charged 
against  the  said  railroad  property,  or  any  part  thereof;  and,  upon  the  ex- 
piration of  the  term  of  this  lease,  to  return  the  said  railroad  and  property 
to  the  first  party  in  as  good  condition  and  repair  as  they  were  at  the  com- 
mencement thereof. 

The  second  party,  in  addition  to  the  foregoing,  and  as  rental  for 
the  use  of  the  said  railroad  and  property,  agrees  that,  after  paying  the 
expenses  of  operating,  renewing,  replacing  and  maintaining  the  same, 
including  reasonable  improvements,  and  additions  thereto,  taxes,  rentals 
and  all  other  proper  and  reasonable  charges,  it  will  apply  its  net  in- 
come, if  any,  derived  from  its  operation  of  said  demised  railroad,  to  the 
payment  of  interest  on  the  bonds  or  indebtedness,  for  the  cost  of  the 
construction  of  its  road,  for  which  the  first  party,  or  the  property  owned 
by  it,  is  liable,  or  is  obligated  to  pay. 

In  Witness  Whereof,  the  parties  hereto  have  caused  their  corporate  names 
to  be  hereunto  subscribed  by  their  respective  Presidents,  and  their  cor- 


1398       CHICAGO,   BURLINGTON   &  QUINCY  RAILROAD   COMPANY 

porate   seals  to  be   attached  and   attested   by  their   respective   Secretaries, 
the  day  and  year  first  above  written. 

Fenton   &   Thomson  Bailroad  Company, 
[seal]  By  Chester  M.  Dawes,  President. 

Attest : 

H.  W.  WEISS,  Secretary. 

Chicago,  Burlington  &  Quincy  Rail  Road  Company 
[seal]  By  Geo.  B.  Harris,  President. 

Attest : 

T.  S.  Howland,  Secretary. 

State  of  Illinois,  ) 

y  ss. 

Cook  County.  ) 

On  this  first  day  of  August,  A.  D.,  1905,  before  me  appeared  C.  M. 
Dawes,  to  me  personally  known,  who,  being  by  me  duly  sworn,  did 
say  that  he  is  the  President  of  the  Fenton  &  Thomson  Railroad  Com- 
pany, and  that  the  seal  affixed  to  the  foregoing  instrument  is  the  cor- 
porate seal  of  said  corporation,  and  that  said  instrument  was  signed  and 
sealed  in  behalf  of  said  corporation  by  authority  of  its  Board  of  Di- 
rectors; and  said  C.  M.  Dawes  acknowledged  said  instrument  to  be  the 
free  act  and  deed  of  said  corporation. 
[seal]  J.  H.  Pettibone, 

Notary  Public  in  and  for  said  County  and  State. 
My  commission  expires  March  third,  1906. 


\ 


State  of  Illinois,  , 

r  SS 

County  of  Cook. 

On  this  twenty-first  day  of  Nov.,  A.D.  1905,  before  me  appeared  Geo.  B. 
Harris,  to  me  personally  known,  who,  being  by  me  duly  sworn,  did 
say  that  he  is  the  President  of  the  Chicago,  Burlington  &  Quincy  Rail- 
road Company,  and  that  the  seal  affixed  to  the  foregoing  instrument  is 
the  corporate  seal  of  said  corporation,  and  that  said  instrument  was 
signed  and  sealed  in  behalf  of  said  corporation  by  authority  of  its  Board 
of  Directors;  and  said  Geo.  B.  Harris  acknowledged  said  instrument 
to  be  the  free  act  and  deed  of  said  corporation. 
[seal]  Leon  C.  James, 

Notary  Public  in  and  for  said  County  and  State. 
My  commission  expires  June  3rd,  1908. 


DEED,    March    1,    1906.      Fenton    and    Thomson    Railroad    Company    to 
Chicago,  Burlington  &  Quincy  Railroad  Company. 

This  Indenture,  Made  this  first  day  of  March  1906,  by  and  between  the 
Fenton  &  Thomson  Railroad  Company,  first  party,  and  the  Chicago, 
Burlington  &  Quincy  Rail  Road  Company,  second  party,  both  being 
corporations  created,  organized  and  existing  under  and  by  virtue  of  the 
laws  of  the  State  of  Illinois, 


CORPORATE    HISTORY  1399 

Witnesseth,  that. 

Whereas,  the  first  party,  being  thereto  duly  authorized  by  law,  is  the 
owner  of  the  following  described  railroad  in  the  state  of  Illinois,  to-wit: 

Beginning  at  a  point  near  Fenton,  in  Whiteside  County,  Illinois  and 
extending  in  a  northerly  direction  to  a  point  near  Thomson,  in  Carroll 
County,  Illinois,  a  distance  of  about  twelve  and  eight-tenths  (12.8)  miles, 
and 

Whereas,  the  railroad  of  the  first  party  connects  with  the  railroad  of  the 
second   party,   forming  a   continuous  and   connected   line   of   railroad,   and, 

Whereas,  the  second  party  is  now  in  possession  of  and  operating  the  said 
above  described  railroad,  in  connection  with  its  own  railroad  and  has  of- 
fered to  purchase  the  remaining  interests,  property  and  franchises  of  the 
first  party  in  and  to  said  railroad,  upon  the  terms  and  conditions  here- 
inafter stated,  which  have  been  agreed  to  by  the  Directors  of  both 
of  said  companies,  and  approved  by  the  stockholders  owning  and  hold 
ing  two-thirds  in  amount  of  the  capital  stock  of  the  parties  of  the  first 
and  second  parts,  in  manner  and  form  as  required  by  law: 

Now,  Therefore,  Tins  indenture  witnesseth,  that  the  said  first  party  for 
and  in  consideration  of  the  sum  of  Five  dollars  ($5.00)  to  it  in  hand 
paid,  the  receipt  of  which  is  hereby  acknowledged,  and  other  good  and 
valuable  considerations,  has  granted,  bargained,  and  sold  and  by  these 
presents  does  grant,  bargain,  sell  and  convey,  release  assign  and  trans- 
fer, to  the  said  second  party,  all  and  singular  the  said  above  described 
railroad,  and  all  its  right,  title  and  interest  therein,  together  with  all 
road-beds,  rights  of  way,  bridges,  depot  and  terminal  grounds,  of  the 
first  party  and  other  lands  or  interest  therein  station  houses,  buildings 
and  structures  of  whatsoever  kind;  and  all  other  property,  real  or  per- 
sonal, of  whatsoever  kind  and  wheresoever  situated,  now  owned  by  the 
first  party  or  hereafter  to  be  acquired,  whether  appurtenant  to  its  rail- 
road aforesaid  or  otherwise.  Also  all  rights,  privileges,  immunities,  and 
franchises  belonging  to  the  said  first  party,  except  its  franchise  to  be 
a  corporation. 

To  Have  and  to  Bold  the  same  to  the  said  second  party,  its  successors 
and  assigns,  forever. 

In  consideration  of  the  foregoing,  the  said  second  party  covenants  and 
agrees  with  the  said  first  party  that  it  will  equip  the  said  railroad  or  cause 
the  same  to  be  equipped,  and  will  maintain  and  operate  the  same,  or 
cause  the  same  to  be  maintained  and  operated,  in  such  a  manner  as  to 
furnish  reasonable  accommodations  to  the  public;  that  it  will  pay,  or 
cause  to  be  paid,  all  taxes  and  assessments  that  may  be  lawfully  levied 
upon  the  said  railroad  and  property,  or  any  part  thereof,  and  will  as- 
sume and  discharge  the  funded  debt,  both  principal  and  interest,  of  the 
said  first  party,  as  it  may  mature,  and  that  it  will  pay  to  the  owners  and 
holders  of  the  capital  stock  of  the  said  first  party  ten  (10)  dollars  for 
each  share  of  their  stock,  upon  the  presentation  and  surrender  of  the 
certificates  therefor. 

And  to  the  end  that  the  second  party  may  have,  hold,  use  exercise, 
and   enjoy   the  railroad  and  property  and  franchises  of  the   first  party, 


1400      CHICAGO,   BURLINGTON   &   QUINCY   RAILROAD   COMPANY 

hereby  conveyed  and  intended  to  be  conveyed,  and  whether  now  ex- 
isting or  hereafter  acquired,  as  fully  as  might  be  done  by  the  first  party, 
if  this  conveyance  had  not  been  made,  the  first  party  agrees  to  execute 
from  time  to  time  any  additional  assignment,  conveyance,  or  assurance, 
and  to  perform  any  act,  which  the  counsel  of  the  second  party  may 
advise;  and  for  the  purposes  aforesaid,  the  .first  party  agrees,  if  the 
second  party  shall  so  desire  and  advise,  that  it  will  keep  up  and  main- 
tain  its  corporate   existence   and   organization. 

In  Witness  Whereof,  the  parties  hereto  have  caused  their  corporate  names 
to  be  hereunto  subscribed  by  their  respective  Presidents,  and  their  cor- 
porate seals  to  be  hereto  attached  and  attested  by  their  respective  Sec- 
retaries, the  day  and  year  first  above  written. 

Penton  lV  Thomson  Railroad  Company, 
[seal]  By  Chester  M.  Dawes,  Its  President. 

Attest: 

H.  W.  Weiss,  Secretary. 

Chicago,  Burlington  &  Quincy  Rail  Road  Company 
\l]  By  Geo.  B.  HARRIS,  President. 

Attest : 

T.  S.  Rowland,  Secretary. 


\ 


state  of  Illinois, 

y  ss 
County  ok  Cook. 

On  this  21st  day  of  May  A.  D.  1906,  before  me  appeared  C.  M.  Dawes, 
to  me  personally  known,  who,  being  by  me  duly  sworn,  did  say  that  he 
is  the  President  of  the  Fenton  &  Thomson  Railroad  Company,  and  that 
the  seal  affixed  to  the  foregoing  instrument  is  the  corporate  seal  of  said 
corporation,  and  that  said  instrument  was  signed  and  sealed  in  behalf  of 
said  corporation  by  authority  of  its  Board  of  Directors;  and  said  C.  M. 
Dawes  acknowledged  said  instrument  to  be  the  free  act  and  deed  of  said 
corporation. 

J.  II.  Pettibone, 
Notary  Public  in  and  for  said  County  and  State. 
My  commission  expires,  March  ISth,  1910. 

State  of  Illinois,  ) 

y  SS 

County  of  Cook.    \ 

On  this  21st  day  of  May  A.  D.  1906,  before  me  appeared  Geo.  B. 
Harris,  to  me  personally  known,  who,  being  by  me  duly  sworn,  did  say 
that  he  is  the  President  of  the  Chicago,  Burlington  &  Quincy  Rail  Road 
Company,  and  that  the  seal  affixed  to  the  foregoing  instrument  is  the 
corporate  seal  of  said  corporation,  and  that  said  instrument  was  signed 
and  sealed  in  behalf  of  said  corporation  by  authority  of  its  Board  of 
Directors,  and  said  Geo.  B.  Harris  acknowledged  said  instrument  to  be 
the  free  act  and  deed  of  said  corporation. 
[seal]  Leon  C.  James, 

Xotary  Public  in  and  for  said  County  and  State. 
My  commission  expires,  June  3rd,  1908. 


CORPORATE   HISTORY  1401 

State  of  Illinois, 


,f 


ss 
Whiteside  County/ 

No.  63853. 
This  instrument  was  filed  for  record  in  the  Eecorder's  office  of  White- 
side  County,   aforesaid,  on   the   5th   day  of  June    A.  D.,   1906,   at   seven 
o'clock  A.  M.  and  recorded  in  book  185  of  Eecords,  on  page  154. 

L.  E.  Tuttle,  Recorder. 


NORTHERN  AND  SOUTHERN 
ILLINOIS  RAILROAD  COMPANY 

This  company  was  incorporated  under  the  General  Law  of 
Illinois  b}-  Articles  dated  July  12,  1904.  By  the  second  section 
of  the  Articles,  the  company  defined  its  road  as  follows,  to  wit: 

"It  is  proposed  to  construct  the  said  railroad  from  a  point  at 
or  near  Centralia,  in  the  County  of  Marion,  Illinois,  in  a  south 
and  southeasterly  direction,  to  a  point,  at  or  near  Herrin,  in  the 
County  of  Williamson,  Illinois." 

It  was  organized  at  Chicago,  July  28,  1904. 

It  built  from  a  connection  with  the  Cbicago,  Burlington  & 
Quincy  Railroad  at  Centralia,  Illinois,  thence  southerly  to  Her- 
rin, Illinois,  a  distance  of  fifty-one  and  fifty-six  one  hundredths 
miles,  and  a  branch  beginning  at  a  junction  point  witb  the 
main  line  1.5  miles  south  of  Cambon,  Illinois,  and  extending 
from  thence  easterly  to  West  Frankfort,  Illinois,  a  distance  of 
three  and  sixty-one  one  hundredths  miles.  This  branch  line 
was  originally  built  as  a  coal  spur,  but  has  been  main  line 
track  since  November  1,  191  (J. 

Total  mileage,  55.17  miles. 

It  was  completed  and  opened  to  Herrin,  April  1,  1906. 

By  lease  dated  July  2,  1906,  the  Northern  and  Southern  Illi- 
nois Railroad  Company  leased  all  of  its  railroad  property  for 
twenty-five  years  to  the  Chicago,  Burlington  &  Quincy  Railroad 
Company. 

In  1908  this  company  conveyed  its  railroad,  extending  from 
Centralia  to  Herrin,  together  with  spur  or  branch  tracks  to 
various  coal  mines,  to  the  Chicago,  Burlington  &  Quincy  Rail- 
road Company  by  deed  dated  December  1,  1908. 

ARTICLES  OF  INCORPORATION,  July  12,  1904,  Northern  and  South- 
ern Illinois  Railroad  Company. 

********* 

First.  The  name  of  this  corporation  shall  be  "Northern  and  Southern 
Illinois  Railroad  Company." 

Second.  It  is  proposed  to  construct  the  said  Railroad  from  a  point  at 
or  near  Centralia  in  the  County  of  Marion,  Illinois,  in  a  South  and  South 

1402 


CORPORATE    HISTORY  1403 

Easterly  direction  to  a  point  at  or  near  llerrin,  in  the  County  of  Williamson, 
Illinois. 

Third.  The  principal  business  office  of  this  Corporation  shall  be  estab- 
lished and  maintained  at  Chicago,  Illinois. 

Fourth.  The  time  of  the  commencement  of  this  corporation  shall  be 
July  twelfth,  1904,  and  continue  in  force  for  fifty  years. 

Fifth.  The  amount  of  the  Capital  Stock  of  this  Corporation  shall  be 
twmty-five  thousand  dollars. 

sixth.  The  names  and  places  of  residence  of  the  several  persons  forming 
this  Corporation  are: 

Names.  Eesidence. 

Dwight  Lawrence,  7  Eitchie  Place,  Chicago. 

Thomas  P.  Sheldon,  3737  Ellis  Avenue,  Chicago. 

Richard  S.  Folsom,  57  Lake-  Shore  Drive,  Chicago. 

John  E.  Philp,  298  E.  Superior  St.,  Chicago. 

Charles  A.  Folsom,  226  E.  41st  St.,  Chicago,  111.      • 

Seventh.  The  names  of  the  first  Board  of  Directors  are:  Dwight  Law- 
rence, Thomas  P.  Sheldon,  Eichard  S.  Folsom,  John  E.  Philp. 

And  the  government  of  this  Corporation  shall  be  vested  in  a  President, 
Vice  President,  Secretary  and  Treasurer. 

Eighth.  The  Capital  Stock  of  this  Corporation  shall  be  divided  into  250 
shares  of  the  value  of  one  hundred  dollars  each. 

In  witness  whereof,  We  have  hereunto  severally  subscribed  our  names  this 
twelfth  day  of  July,  A.  D.  1904. 

Dwigiit  Lawrence, 
Thomas  P.  Sheldon, 
Eichard   S.    Folsom, 
John  E.  Philp, 
Charles  A.  Folsom. 

United  States  of  America,  ) 

t  gg 

State  op  Illinois.  \ 

office  of  the  secretary  of  state. 

I,  James  A.  Eose,  Secretary  of  State  of  the  State  of  Illinois,  do  hereby 
certify  that  the  foregoing  is  a  true  copy  of  Articles  of  Incorporations  of 
the  Northern  and  Southern  Illinois  Railroad  Company  which  was  filed  for 
record  in  this  office  on  the  13th  day  of  July  1904,  at  9  o  'clock  A.  M.,  and 
recorded  in  Book  No.  24  of  Railroad  Records. 

In  Witness  Whereof,  I  hereto  set  my  hand  and  affix  the  Great  Seal  of 
State,  at  the  City  of  Springfield,  the  23rd  day  of  June  A.  D.  1905. 
[seal]  James  A.  Rose, 

Secretary  of  State. 

LEASE,  July  2,  1906,  Northern  and  Southern  Illinois  Railroad  Company 
to  Chicago,  Burlington  &  Quincy  Railroad  Company. 

*  *  #  -  *  *  *  *  *  * 

This  Indenture  of  Lease,  made  this  2nd  day  of  July  1906,  by  and  between 
the   Northern   &   Southern   Illinois  Railroad   Company,  a   corporation   duly 


1404      CHICAGO,   BURLINGTON  &  QUINCY  RAILROAD   COMPANY 

organized  and  existing  under  the  laws  of  the  State  of  Illinois,  first  party, 
and  the  Chicago,  Burlington  &  Quincy  Kailroad  Company,  a  corporation 
duly  created,  organized,  and  existing  under  the  laws  of  the  same  State, 
second  party ; 

Witnesseth,  that : 

Tl'lureas,  the  first  party  owns  the  railroad  hereafter  described,  extending 
from  a  point  near  Centralia,  in  the  state  of  Illinois,  to  a  point  near  Herrin, 
in  said  State  and  the  second  party  owns  a  system  of  railroad  extending  from 
Chicago,  through  the  state  of  Illinois  and  other  states,  including  in  said 
system  a  railroad  extending  from  Concord  to  Centralia  in  said  state  of 
Illinois,  the  roads  of  the  two  parties  thus  forming  a  continuous  and  con- 
nected line  of  railroad;  and. 

Whereas,  it  appears  to  be  to  the  mutual  advantage  of  the  parties  hereto 
and  the  public  that  the  railroad  of  the  first  party  shall  be  operated  in 
connection  with  and  as  a    part   of   the  second   party's  railroad   system;   and, 

Whereas,  the  execution  of  this  indenture  has  been  authorized  by  proper 
resolution  of  the  directors  of  both  of  said  companies: 

Now,  therefore,  This  Tndentun  Witness!  tit :  That  the  first  party  in  con- 
sideration of  the  premises,  the  sum  of  Five  Dollars  ($.3.00),  the  receipt 
of  which  is  hereby  acknowledged,  and  of  the  covenants  and  agreements  here- 
in contained,  to  be  kept  and  performed  by  the  said  second  party,  has  de- 
mised and  leased,  and  by  these  presents  does  demise  and  lease,  unto  the 
said  second  party,  its  successors  and  assigns,  for  the  term  hereinafter 
specified,  all  and  singular  its  railroad,  described  as  follows,  to-wit:  Begin- 
ning at  a  point  about  one  and  forty  hundredths  (1.40)  miles  southerly  from 
the  center  of  the  depot  at  Centralia,  in  Marion  County,  and  extending  thence 
in  a  southerly  direction  through  the  counties  of  Marion,  Jefferson  and 
Franklin,  to  Herrin,  in  Williamson  County,  a  distance  of  about  fifty-one  and 
fifty-six  hundreths  (51.56)  miles,  with  branch  or  stub  lines  to  various  coal 
mines  in  said  counties,  together  with  all  road-beds,  rights  of  way,  depot 
and  terminal  grounds,  or  other  lands,  or  interest  therein;  station  houses, 
buildings,  and  structures  of  whatsoever  kind;  leaseholds,  rights  under  con- 
tract, ordinances  and  licenses;  telegraph  lines,  ties,  poles,  and  other  ma- 
terials and  supplies;  and  all  other  property,  real  and  personal,  of  what- 
soever kind  and  wheresoever  situated,  now  owned  by  the  first  party  or 
hereafter  to  be  acquired  by  it,  whether  appurtenant  to  the  said  railroad  or 
not,  together  with  the  rents,  revenues  and  income  to  be  had,  levied,  or 
derived  therefrom;  also  all  rights,  privileges,  immunities  and  franchises, 
possessed  by  the  first  party,  except  its  franchise  to  be  a  corporation. 

To  have  and  to  hold  the  said  railroad,  property,  franchises  and  privileges, 
for  and  during  the  term  of  twenty-five  (25)  years  from  the  date  of  this 
indenture. 

The  second  party  in  consideration  of  the  premises,  hereby  covenants  and 
agrees  with  the  first  party  either  by  itself  or  a  competent  third  party,  to 
take  immediate  possession  of  the  demised  railroad  and  the  property  above  de- 
scribed, to  place  the  same  in  good  condition,  and  to  equip,  or  cause  to  be 
equipped,  the  said  railroad  with  all  necessary  rolling  stock  and  equipment, 
and  to  maintain  and  operate,  or  cause  to  be  maintained  and  operated,  the 


CORPORATE    HISTORY  1405 

said  railroad  in  such  a  manner  as  to  furnish  reasonable  accommodations  to 
the  public ;  to  pay,  or  cause  to  be  paid,  all  taxes  and  assessments  that  may  be 
lawfully  levied  or  charged  against  the  said  railroad  property  or  any  part 
thereof  j  and,  upon  the  expiration  of  the  term  of  this  lease,  to  return  the 
said  railroad  and  property  to  the  first  party  in  as  good  condition  and 
repair  as  they  were  at  the  commencement  thereof. 

The  second  party,  in  addition  to  the  foregoing,  and  as  rental  for  the  use 
of  the  said  railroad  and  property,  agrees  that,  after  paying  the  expenses  of 
operating,  renewing,  replacing,  and  maintaining  the  same,  including  rea- 
sonable improvements,  and  additions  thereto,  taxes,  rentals,  and  all  other 
proper  and  reasonable  charges,  it  will  apply  its  net  income,  if  any,  derived 
from  its  operation  of  said  demised  railroad,  to  the  payment  of  interest  on 
the  bonds  or  indebtedness,  for  the  cost  of  the  construction  of  its  road,  for 
which  the  first  party,  or  the  property  owned  by  it,  is  liable,  or  is  obligated 
to  pay. 

In  Witness  Whereof,  the  parties  hereto  have  caused  their  corporate  names 
to  be  hereunto  subscribed  by  their  respective  Presidents,  and  their  cor- 
porate seals  to  be  attached  and  attested  by  their  respective  Secretaries,  the 
day  and  year  first  above  written. 

Northern  &  Southern  Illinois  Railroad  Company, 
[seal]  By  Daniel  Willard,  President. 

Attest: 

H.  W.  Weiss,  Secretary. 

Chicago  Burlington  &  Quincy  Eailroad  Company, 
[seal]  By  Geo.  B.  Harris,  President. 

Attest: 

T.  S.  Howland,  Secretary. 

State  of  Illinois,  ) 

r  SS 

Cook  County.         \ 

On  the  21st  day  of  Deer.  A.  D.  1906,  before  me  appeared  D.  Willard, 
to  me  personally  known,  who  being  by  me  duly  sworn,  did  say  that  he  is 
President  of  the  Northern  &  Southern  Illinois  Railroad  Company,  and  that 
the  seal  affixed  to  the  foregoing  instrument  is  the  corporate  seal  of  said 
corporation,  and  that  said  instrument  was  signed  and  sealed  in  behalf  of 
said  corporation  by  authority  of  its  Board  of  Directors;  and  said  D.  Wil- 
lard acknowledged  said  instrument  to  be  the  free  act  and  deed  of  said  cor- 
poration. 

[SEAL]  J.    H.    PETTIBONE, 

Notary  Public  in  and  for  said  County  and  State. 
My  commission  expires,  March  12th,  1910. 


\ 


State  of  Illinois, 

y  ss 
Cook  County. 

On  this  21st  day  of  December  A.  D.  1906,  before  me  appeared  Geo.  B. 
Harris  to  me  personally  known,  who,  being  by  me  duly  sworn,  did  say  that 
he  is  the  President  of  the  Chicago,  Burlington  &  Quincy  Eailroad  Company, 
and  that  the  seal  affixed  to  the  foregoing  instrument  is  the  corporate  seal  of 


1406       CHICAGO,   BURLINGTON   &   QUINCY   RAILROAD   COMPANY 

said  corporation,  and  that  said  instrument  was  signed  and  sealed  in  behalf 
of  said  corporation  by  authority  of  its  Board  of  Directors,  and  said  Geo. 
B.  Harris  acknowledged  said  instrument  to  be  the  free  act  and  deed  of  said 
corporation. 

[SEAL]  J.  H.  Pettibone, 

Notary  Public  in  and  for  said  County  and  State. 
My  commission  expires,  March  ISth,  1910. 

DEED,  December  1,  1908,  Northern  and  Southern  Illinois  Railroad  Com- 
pany to  Chicago,  Burlington  <Sc  Quincy  Railroad  Company. 

********* 

Indenture,  Made  this  First  day  of  December,  A.  D.  1908,  by  and  between 
the  Northern  and  Southern  Illinois  Railroad  Company,  party  of  the  first 
part,  and  the  Chicago,  Burlington  &  Quincy  Rail  Road  Company,  party  of 
the  second  part,  both  being  corporations  created,  organized  and  existing 
under  and  by  virtue  of  the  laws  of  the  State  of  Illinois. 

Minnas,  The  firsi  party,  being  thereunto  duly  authorized  by  law,  is  the 
owner  of  a  certain  railroad,  hereinafter  described,  in  the  State  of  Illinois; 
and, 

Whereas,  The  railroads  of  the  parties  hereto  connect,  and  make  a  con- 
tinuous railroad  ;  and, 

Whereas,  The  second  party  is  now  in  possession  of  and  operating  the  said 
first  party's  railroad,  in  connection  with  its  own  railroad,  under  a  lease  for 
twenty-five  (25)  years,  and  has  offered  to  purchase  the  remaining  interests, 
property,  and  franchises  of  the  first  party  in  and  to  its  railroad,  upon  the 
term>  and  conditions  hereinafter  stated,  which  have  been  agreed  to  by  the 
directors  of  both  the  said  companies,  and  approved  by  the  stockholders 
owning  anil  holding  two-thirds  in  amount  of  the  capital  stock  of  each  of 
said  companies,  in  manner  and  form  as  required  by  law: 

X"w,  Therefore,  This  Indenture  Witnesseth:  That  the  said  first  party,  for 
tin'  considerations  hereinafter  expressed,  by  these  presents  does  grant,  bar- 
gain, sell,  convey,  release,  assign,  ami  transfer,  unto  the  said  second  party, 
the  following  described  railroad,  property  franchises  and  privileges,  to-wit : 

Its  certain  railroad  beginning  at  the  point  of  connection  with  the  rail- 
road of  the  second  party,  in  the  Northwest  Quarter  of  Section  No.  Nineteen 
(19),  Township  No.  One  (1)  North,  Range  No.  One  (1)  East,  at  Centralia, 
Marion  County,  Illinois,  and  extending  thence  in  a  southerly  direction 
through  the  counties  of  Marion,  Jefferson,  Franklin  and  Williamson,  to  the 
point  of  connection  with  the  railroad  of  the  Chicago  &  Carterville  Coal 
Company,  in  the  Northwest  Quarter  of  Section  No.  Nineteen  (19),  Town- 
ship No.  Fight  (8)  South,  Range  No.  Two  (2)  East,  at  Herrin,  in  said 
Williamson  County,  a  distance  of  about  Fifty  two  and  thirty-three  one- 
hundredths  (52.33)  miles,  together  with  all  side  tracks  and  connections, 
and  spur  or  branch  tracks  to  various  coal  mines  in  said  counties] 

Together  with  all  road-beds,  rights  of  way,  bridges,  depot  and  terminal 
grounds,  of  the  first  party,  and  other  lands  or  interest  therein;  station 
houses,    buildings,    and    structures    of    whatsoever    kind;    leaseholds,    rights 


CORPORATE    HISTORY  1407 

under  contract  and  licenses;  locomotives,  cars,  and  other  rolling  stock  and 
equipment;  telegraph  lines,  supplies,  tools,  and  materials;  rents,  profits, 
income;  and  all  other  property,  real  or  personal,  of  whatsoever  kind  and 
wheresoever  situated,  now  owned  by  the  first  party  or  hereafter  to  be 
acquired,  whether  appurtenant  to  its  railroad  aforesaid  or  otherwise.  Also 
all  rights,  privileges,  immunities  and  franchises  belonging  to  the  said  first 
party,  except  its  franchise  to  be  a  corporation. 

To  Have  and  to  Hold  the  same  to  the  said  second  party,  its  successors,  and 
assigns,  forever. 

In  consideration  of  the  foregoing,  the  said  second  party  covenants  and 
agrees  with  the  said  first  party  that  it  will  equip  the  said  railroad,  or  cause 
the  same  to  be  equipped,  and  will  maintain  and  operate  the  same,  or  cause 
the  same  to  be  maintained  and  operated,  in  such  manner  as  to  furnish 
reasonable  accommodations  to  the  public;  that  it  will  pay,  or  cause  to  be 
paid,  all  taxes  and  assessments  that  may  be  lawfully  levied  upon  the  said 
railroad  and  property,  or  any  part  thereof;  and  will  assume  and  discharge  all 
contracts,  debts,  liabilities,  and  obligations  of  whatsoever  kind,  both  prin- 
cipal and  interest,  of  the  said  first  party,  as  they  may  severally  mature ; 
and  that  it  will  pay  to  the  owners  and  holders  of  the  capital  stock  of  the 
first  party  ten  (10)  dollars  for  each  share  of  their  said  stock,  upon  the 
presentation  and  surrender  of  the  certificates  therefor. 

And,  to  the  end  that  the  second  party  may  have,  hold,  use,  exercise,  and 
enjoy  the  railroad  and  property  and  franchises  of  the  first  party,  hereby 
conveyed  and  intended  to  be  conveyed,  and  whether  now  existing  or  here- 
after acquired,  as  fully  as  might  be  done  by  the  first  party,  if  this  convey- 
ance had  not  been  made,  the  first  party  agrees  to  execute  from  time  to 
time  any  additional  assignment,  conveyance,  or  assurance,  and  to  perform 
any  act,  which  the  counsel  of  the  second  party  may  advise;  and,  for  the 
purposes  aforesaid,  the  first  party  agrees,  if  the  second  party  shall  so 
desire  and  advise,  that  it  will  keep  up  and  maintain  its  corporate  existence 
and  organization. 

In  Witness  Whereof,  the  parties  hereto  have  caused  their  corporate  names 
to  be  hereunto,  and  to  one  other  original,  subscribed,  and  their  corporate 
seals  to  be  affixed,  by  their  respective  Presidents,  and  said  corporate  seals 
to  be  attested  by  their  respective  Secretaries,  the  day  and  year  first  above 
written. 

Northern  and  Southern  Illinois  Eailroad  Company, 
[seal]  By  Daniel  Willard,  President. 

Attest : 

H.  W.  Weiss,  Secretary. 

Witness  to  signatures  of  D.  Willard  and  H.  W.  Weiss: 
J.  M.  Dering. 
Chicago,  Burlington  &  Quincy  Bail  Road  Company, 
[seal]  By  Geo.  B.  Harris,  President. 

Attest: 

T.  S.  Howland,  Secretary. 

Witness  to  signatures  of  George  B.  Harris  and  T.  S.  Howland: 
L.  B.  Larsen. 


1408      CHICAGO,   BURLINGTON  &   QUINCY  RAILROAD  COMPANY 
State  of  Illinois, 


; 


ss 
Cook  County, 

On  this  third  day  of  February  A.  D.  1909,  before  me  appeared  Daniel 
Willard,  to  me  personally  known,  who,  being  by  me  duly  sworn,  did  say  that 
he  is  the  President  of  the  Northern  and  Southern  Illinois  Eailroad  Company, 
that  the  seal  affixed  to  the  foregoing  instrument  is  the  corporate  seal  of 
said  corporation,  and  that  said  instrument  was  signed  and  sealed  in  be- 
half of  said  corporation  by  authority  of  its  Board  of  Directors;  and  said 
D.  Willard  acknowledged  said  instrument  to  be  the  free  act  and  deed  of  said 
corporation. 
[seal]  J.  H.  Pettibone, 

Notary  Public  in  and  for  said  County  and  State. 
My  en m mission  expires,  March  12,  1910. 

State  of  Illinois,  ) 

V  ss 
Cook  County.  ) 

On  this  fourth  day  of  February  A.  D.  1909,  before  me  appeared  George 

B.  Harris,  to  me  personally  known,  who,  being  by  me  duly  sworn,  did  say 

that  he   is  the    President   of  the  Chicago,  Burlington  &  Quincy  Eail  Eoad 

Company,  that  the  seal  affixed  to  the  foregoing  instrument  is  the  corporate 

seal  of  said  corporation,  and  that  said   instrument  was  signed  and  sealed 

in  behalf  of  said  corporation  by  authority  of  its  Board  of  Directors;  and 

said  George  B.  Harris  acknowledged  said  instrument  to  be  the  free  act  and 

deed  of  said  Corporation. 

[seal]  J.  H.  Pettibone, 

Notary  Public  in  and  for  said  County  and  State. 
My  commission  expires,  March  12th,  1910. 


RECORDED  IN 

ILLINOIS 

County 

Date 

Book 

Page 

Williamson 

December    14, 

1910 

90 

362 

Marion 

December    15, 

1910 

78 

516 

Jefferson 

December    19, 

1910 

78 

624 

Franklin 

December    22, 

1910 

81 

367 

HERRIN  &  SOUTHERN  RAILROAD 

COMPANY 

This  company  was  incorporated  under  the  General  Law  of 
Illinois  by  Articles  dated  June  25,  1909.  By  the  second  section 
of  said  Articles  this  company  denned  its  road  as  follows,  to  wit : 

"It  is  proposed  to  construct,  acquire,  maintain  and  operate 
a  railroad  from  a  point  at  or  near  the  town  of  Herrin,  in  the 
County  of  Williamson,  State  of  Illinois,  from  a  connection  with 
the  railroad  of  the  Northern  &  Southern  Illinois  Railroad  Com- 
pany; thence  extending  in  a  southerly  direction  through  the 
Counties  of  Williamson,  Johnson  and  Massac,  a  distance  of 
about  57  miles,  to  a  point  on  the  Ohio  River  on  the  boundary 
line  between  the  States  of  Illinois  and  Kentucky,  opposite  or 
near  the  town  of  Metropolis,  in  said  Massac  County,  111.,  with 
the  right  as  a  part  of  said  railroad  to  construct,  use  and  main- 
tain a  bridge  across  the  Ohio  River  as  may  be  authorized  by 
the  laws  of  Congress  and  of  the  State  of  Kentucky." 

It  was  organized  at  Chicago,  August  31,  1909. 

It  built  from  a  connection  with  the  Chicago,  Burlington  & 
Quincy  Railroad  at  Herrin  Junction,  Illinois,  thence  southerly 
to  a  connection  with  the  Chicago  &  Eastern  Illinois  Railroad 
at  Neilson,  Illinois,  and  from  a  connection  with  the  Chicago  & 
Eastern  Illinois  Railroad  at  West  Vienna,  Illinois,  thence 
southerly  to  Metropolis,  Illinois,  a  distance  of  fifty-eight  and 
forty-seven  one  hundredths  miles. 

From  Neilson  to  West  Vienna,  Illinois,  fifteen  and  seventy- 
nine  one  hundredths  miles,  operated  under  trackage  agree- 
ment with  the  Chicago  &  Eastern  Illinois  Railroad  Company 
dated  June  1,  1910. 

It  was  completed  and  opened  for  traffic  October  15,  1910. 

By  lease  dated  October  19,  1914,  the  Herrin  &  Southern  Rail- 
road Company  leased  all  of  its  railroad  property  to  the  Chi- 
cago, Burlington  &  Quincy  Railroad  Company  for  the  term  of 
twenty-five  years. 

In  1914  this  company  conveyed  all  of  its  property  to  the 
Chicago,  Burlington  &  Quincy  Railroad  Company  by  deed 
dated  October  29,  1914. 

1409 


1410       CHICAGO,   BURLINGTON   &   QUINCY   RAILROAD   COMPANY 

ARTICLES   OF  INCORPORATION,  June   25,   1909,  Herrin  &   Southern 
Railroad  Company. 


We,  the  undersigned,  D.  Willard,  F.  E.  Ward,  J.  M.  Dering,  E.  A. 
Howard,  L.  B.  Larson  desiring  to  form  an  incorporated  company  for  the 

purpose  of  constructing  and  operating  a  railroad  under  the  laws  of  the 
State  of  Illinois,  hereby  adopt  the  following  Articles  of  Incorporation: 

First:  The  name  of  the  proposed  corporation  shall  be  the  "Herrin  & 
Southern  Railroad  Company." 

Second:  It  is  proposed  to  construct,  acquire,  maintain  and  operate  a 
railroad  from  a  point  at  or  near  the  town  of  Herrin,  in  the  county  of 
Williamson  and  State  of  Illinois,  from  a  connection  with  the  railroad  of 
the  Northern  &  Southern  Illinois  Railroad  Company,  thence  extending  in  a 
southeasterly  direction  through  the  counties  of  Williamson,  .Johnson  and 
Massac,  a  distance  of  about  Fifty  seven  (57)  miles,  to  a  point  in  the  Ohio 
River  on  the  boundary  line  between  the  States  of  Illinois  and  Kentucky, 
opposite  or  near  the  town  of  Metropolis  in  said  Massac  County,  Illinois, 
with  the  righl  as  a  part  of  said  railroad  to  construct,  use  and  maintain  a 
bridge  across  the  Ohio  River,  as  may  lie  authorized  by  the  laws  of  Congress 
and  of  the  State  of  Kentucky. 

Third:  The  principal  business  office  of  the  corporation  shall  be  es- 
tablished  and  maintained  at  Chicago,  in  the  County  of  Cook  and  State  of 
Illinois. 

Fourth:  The  time  of  the  commencement  of  tins  corporation  shall  be 
June  25,  1909,  and  it  shall  continue  for  Fifty  (50)  years  thereafter,  with 
the  right  to  renew    the   same  as   may   he  provided    by   law. 

Fifth:  The  amount  of  the  capital  stock  of  the  corporation  shall  be  One 
hundred   thousand    dollars    ($100,000.00). 

Sixth:  The  names  and  places  of  resiliences  of  the  several  persons  form- 
ing this  association  for  incorporation,  are:  — 

X  nines  "Residences 

D.  Willard,  Chicago,    Illinois 
F.  E.  Ward,  Evanston,    Illinois 
J.  M.  Dering,  LaGrange,  Illinois 

E.  A.  Howard,  Chicago,   Illinois 
L.  B.  Larson,  Chicago,  Illinois 

Seventh:  The  names  of  the  members  of  the  first  Board  of  Directors 
of    this    corporation   are, 

D.  Willard  J.   M.  Dering 

F.  E.  Ward  E.    A.    Howard 

L.  B.  Larson 

And  the  government  of  the  corporation  and  the  management  of  its 
affairs  shall  be  vested  in  the  Board  of  Directors. 

Eighth:  The  capital  stock  of  the  corporation  shall  he  divided  into  one 
thousand  (1000)  shares,  of  the  par  value  of  one  hundred  dollars  ($100.00) 
each. 


CORPORATE    HISTORY 


1411 


h 


In  ivitness  whereof,  we  have  hereunto  severally  subscribed  our  names, 
this  25th  day  of  June,  A.  D.,   1909. 

Daniel  Willard,  [seal] 

F.    E.    Ward,  [seal] 

J.  M.  Dering,  [seal] 

E.  A.  Howard,  [seal] 

L.  B.  Larson.  [seal] 

State  of  Illinois, 
Cook  County. 

I,  J.  H.  Pettibone  a  Notary  Public  in  and  for  the  County  and  State 
aforesaid,  do  hereby  certify  that  on  this.  25th  day  of  June,  1909,  personally 
appeared  before  me 

I).  Willard,  J.   M.   Dering, 

F.  E.  Ward  E.   A.   Howard 

L.  B.  Larson 

to  me  personally  known  to  be  the  same  persons  who  executed  the  foregoing 

instrument,  and  severally  acknowledged  that  they  have  executed  the  same 

for  the  purposes  therein  set  forth. 

In  witness  whereof,  I  have  hereunto  set  my  hand  and  seal,  the  day  and 
year  first  above  written. 
[seal]  J.  II.  Pettibone, 

Notary  Public. 


ss. 


United  States  of  America, 
State  of  Illinois,  ' 

office  of  secretary. 

I,  James  A.  Rose,  Secretary  of  State  of  the  State  of  Illinois,  do  hereby 
certify  that  the  foregoing  Articles  of  Incorporation  of  the  Herrin  & 
Southern  Railroad  Company  were  filed  for  record  in  the  office  of  the 
Secretary  of  the  State  of  Illinois  on  the  1st  day  of  July  A.  D.  1909,  at 
12  o'clock  M.  and  duly  recorded  in  Book  No.  30  of  Railroad  Records,  at 
page  23. 

In  witness  whereof,  I  hereto  set  my  hand  and  affix  the  Great  Seal  of 
State,  at  the  city  of  Springfield,  this  1st  day  of  July  A.  D.  1909. 
[seal]  James  A.  Rose, 

Secretary  of  State. 


RECORDED  IN  ILLINOIS: 

County 

Date 

Book 

Page 

Williamson 

June  29,  1909 

8 

250 

Johnson 

June  30,  1909 

32 

120 

Massac 

June  30,  1909 

1 

353 

LEASE,    October    19,    1914.      Herrin    &    Southern    Railroad    Company    to 
Chicago,  Burlington   &  Quincy  Railroad  Company. 


This  Indenture  of  Lease,  Made  this  Nineteenth  day  of  October,  1914,  by 
and    between    the    Herrin    &    Southern    Railroad    Company,    a    corporation 


1412       CHICAGO,   BURLINGTON   &   QUINCY   RAILROAD   COMPANY 

duly  organized  and  existing  under  the  laws  of  the  State  of  Illinois,  party 
of  the  first  part,  and  the  Chicago,  Burlington  &  Quincy  Railroad  Company, 
a  corporation  duly  created,  organized  and  existing  uuder  the  laws  of  the 
same    State,    party    of    the    second    part: 

Witnesseth  : 

Whereas,  the  first  party  owns  the  railroad  hereinafter  described,  extend- 
ing southerly  from  a  point  near  Herrin,  in  the  State  of  Illinois,  to  Metrop- 
olis, in  said  State,  and  the  second  party  owns  a  system  of  railroads,  ex- 
tending from  Chicago,  through  the  State  of  Illinois  and  other  states,  in- 
cluding in  said  system  a  railroad  extending  to  a  point  of  connection  with 
the  railroad  of  the  Herrin  &  Southern  Railroad  Company  near  Herrin, 
the  roads  of  the  two  parties  thus  forming  a  continuous  ami  connected  line 
of  railroad;   and, 

Whereas,  it  appears  to  be  to  the  mutual  advantage  of  the  parties  hereto 
and  the  public  that  the  railroad  of  the  first  party  shall  lie  operated  in 
connection  with,  and  as  a   part  of,  the  second  party's  railroad  system;   and, 

Whereas,  the  execution  of  this  Indenture  has  been  duly  authorized  by  the 
Directors  and  Stockholders  of  both  of  said  Companies: 

Now,  Therefore,  This  linhn/nn  II' il iii  ss<  Hi :  That  the  first  party,  in  con- 
sideration of  the  premises,  the  sum  of  five  dollars  ($5.00),  the  receipt 
whereof  is  hereby  acknowledged,  ami  of  the  covenants  ami  agreements 
herein  contained,  to  be  kept  and  performed  by  the  said  second  party,  has 
demised  and  leased,  and  by  these  presents  does  demise  and  lease,  unto 
the  said  second  party,  its  successors  and  assigns,  for  the  term  hereinafter 
specified,  all  and  singular  its  railroad,  described  as  follows,  to-wit:  Be- 
ginning at  a  point  near  Herrin,  on  the  railroad  of  the  second  party,  and 
extending  thence  in  a  southerly  direction  about  fifty-four  (54)  miles  to  the 
City  of  Metropolis  in  said  state,  together  with  all  roadbeds,  rights-of-way, 
depot  and  terminal  grounds,  or  other  lands,  or  interest  therein;  station 
houses,  buildings  and  structures  of  whatsoever  kind;  leaseholds,  rights 
under  contract,  ordinances  ami  licenses;  telegraph  lines,  ties,  poles  and 
other  material  and  supplies;  cars,  locomotives,  tools,  and  all  other 
equipment,  and  all  other  property,  real  and  personal,  of  whatso- 
ever kind  and  wheresoever  situated,  now  owned  by  the  first  party  or 
hereafter  to  be  acquired  by  it,  whether  appurtenant  to  the  said  railroad 
or  not,  together  with  the  rents,  revenues  and  income  to  be  had,  levied,  or 
derived  therefrom ;  also  all  rights,  privileges,  immunities  and  franchises, 
possessed  by  the  first   party,  except   its  franchise  to  be  a  corporation. 

To  Have  and  To  Hold  the  said  railroad,  property,  franchises  and  priv- 
ileges, for  and  during  the  term  of  twenty-five  (25)  years  from  the  date 
of    this   Indenture. 

The  second  party,  in  consideration  of  the  premises,  hereby  covenants 
and  agrees  with  the  first  party,  either  by  itself  or  a  competent  third 
party,  to  take  immediate  possession  of  the  demised  railroad  and  the  prop- 
erty above  described,  to  place  the  same  in  good  condition,  and  to  equip,  • 
or  cause  to  be  equipped,  the  said  railroad  with  all  necessary  rolling  stock 
and  equipment,  and  to  maintain  and  operate,  or  cause  to  be  maintained 
and  operated,  the  said  railroad  in  such  a  manner  as  to  furnish  reasonable 


CORPORATE    HISTORY  1413 

accommodations  to  the  public;  to  pay,  or  cause  to  be  paid,  all  taxes  and  as- 
sessments that  may  be  lawfully  levied  or  charged  against  the  said  railroad 
property,  or  any  part  thereof;  and,  upon  the  expiration  of  the  term  of 
this  lease,  to  return  the  said  railroad  and  property  to  the  first  party  in 
as  good  condition  and  repair  as  they  were  at  the  commencement  thereof. 

The  second  party,  in  addition  to  the  foregoing,  and  as  rental  for  the 
use  of  the  said  railroad  and  property,  agrees  that,  after  paying  the  ex- 
penses of  operating,  renewing,  replacing,  .and  maintaining  the  same,  in- 
cluding reasonable  improvements,  and  additions  thereto,  taxes,  rentals 
and  all  other  proper  and  reasonable  charges,  it  will  apply  its  net  income, 
if  any,  derived  from  its  operation  of  said  demised  railroad,  to  the  payment 
of  interest  on  the  bonds  or  indebtedness,  for  the  cost  of  the  construction 
of  its  road,  for  which  the  first  party,  or  the  property  owned  by  it,  is  liable, 
or   is    obligated   to   pay. 

In  witness  whereof,  the  parties  hereto  have  caused  their  corporate  names 
to  be  hereunto  subscribed  by  their  respective  Presidents,  and  their  cor- 
porate seals  to  be  attached  and  attested  by  their  respective  Secretaries, 
the  day  and  year  first  above  written. 

Herrin  &  Southern  Railroad  Company, 
[seal]  By  E.  P.  Bracken,  President. 

Attest : 

II.  W.  Weiss,  Secretary. 

Chicago,   Burlington  &   Quincy  Eailroad   Company, 
[seal]  By  Hale  Holden,  President. 

Attest : 

H.  W.  Weiss,  Ass't  Secretary. 
Form  approved: 

E.  M.  Shelton. 

State  of  Illinois,  ) 

r  SS 

Cook  County.  ) 

On  this  19th  day  of  October,  A.  D.  1914,  before  me  appeared  E.  P. 
Bracken,  to  me  personally  known,  who,  being  by  me  duly  sworn,  did  say 
that  he  is  the  President  of  the  Herrin  &  Southern  Railroad  Company,  and 
that  the  seal  affixed  to  the  foregoing  instrument  is  the  corporate  seal  of 
said  corporation,  and  that  said  instrument  was  signed  and  sealed  in  be- 
half of  said  corporation  by  authority  of  its  Board  of  Directors;  and 
said  E.  P.  Bracken  acknowledged  said  instrument  to  be  the  free  act  and 
deed  of  said  corporation. 

[SEAL]  J.    H.    PETTIBONE, 

Notary  Public  in  and  for  said  County  and  State. 
My  commission  expires,  March  3rd,  1918. 

State  of  Illinois,  ) 

r  SS 

County  of  Cook.     \ 

On  this  19th  day  of  October  A.  D.  1914,  before  me  appeared  Hale  Holden, 
to  me  personally  known,  who,  being  by  me  duly  sworn,  did  say  that  he  is  the 
President  of  the  Chicago,  Burlington  &  Quincy  Railroad  Company  and 
that  the  seal  affixed  to  the  foregoing  instrument  is  the  corporate  seal   of 


1414      CHICAGO,   BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

said  corporation,  and  that  said  instrument  was  signed  and  sealed  in  be- 
half of  said  corporation  by  authority  of  its  Board  of  Directors;  and 
said  Hale  Holden  acknowledged  said  instrument  to  be  the  free  act  and 
deed  of   said  corporation. 

[SEAL]  J.    H.    PETTIBONE, 

Notary  Public  in  and  for  said  County  and  State. 
My  commission  expires,  March  3rd,  1018. 

DEED,  October  29,  1914,  Herrin  \-  Southern  Railroad  Company  to  Chicago, 
Burlington  &  Quincy  Railroad  Company. 

********* 

This  Indenture,  Made  this  29th  day  of  October,  A.  D.  1914,  by  and 
between  the  Herrin  &  Southern  Railroad  Company,  party  of  the  first  part, 
and  the  Chicago,  Burlington  <x  Quincy  Railroad  Company,  party  of  the 
second  part,  both  being  corporations  created,  organized,  and  existing  under 
and  by  virtue  of  the  laws  of  the  State  of  Illinois,  Ji'itncsseth,  That, 

}\'hereas,  The  first  party,  being  thereto  duly  authorized  by  law,  is  the 
owner  of  the  following  described  railroad  in  the  State  of  Illinois,  to-wit: 
Beginning  at  a  point  near  Herrin,  in  Williamson  County,  extending  thence 
southerly  to  Metropolis,  in  Massac  County,  a  distance  of  about  fifty-four 
(  54  i    miles  ;    and, 

Whereas,  The  railroad  of  the  first  party  connects  with  the  railroads  of  the 
second  party,  and  forms  therewith  a  continuous  and  connected  line  of 
railroad;  and, 

Whereas,  The  second  party  is  now  in  possession  of  and  operating  the  said 
above  described  railroad,  in  connection  with  its  own  railroads,  under  a 
(ease  for  twenty-five  (25)  years,  and  has  offered  to  purchase  the  remain- 
ing interests,  property,  and  franchises  of  the  first  party  in  and  to  said 
railroad,  upon  the  terms  and  conditions  hereinafter  stated,  which  have 
been  agreed  to  by  the  directors  of  both  the  said  companies,  and  approved 
by  the  stockholders  owning  and  holding  two-thirds  in  amount  of  the 
capital  stock  of  the  parties  of  the  first  and  second  parts,  in  manner  and 
form  as  required  by  law: 

Now,  Therefore,  This  Indenture  Witnesseth:  That  the  said  party  of  the 
first  part,  for  and  in  consideration  of  five  dollars  to  it  in  hand  paid,  the 
receipt  of  which  is  hereby  acknowledged,  and  other  good  and  valuable 
considerations,  has  granted,  bargained,  and  sold,  and  by  these  presents 
does  grant,  bargain,  sell  and  convey,  release,  assign,  and  transfer,  to  the 
said  party  of  the  second  part,  all  and  singular  the  said  above  described 
railroad,  and  all  its  right,  title,  and  interest  therein ;  together  with  all 
rights  of  way,  road-bed,  bridges,  and  depot  and  other  lands,  or 
interest  therein;  and  all  station  houses  and  other  buildings  and 
structures  of  whatever  kind  belonging  thereto ;  together  with  all  the  fix- 
tures and  appurtenances  appertaining  to  the  said  railroad,  or  in  any 
manner  connected  therewith ;  also  all  rights,  privileges,  and  franchises 
of  the  said  party  of  the  first  part,  in  and  to  the  aforesaid  railroad;  to- 
gether with  all   other   present  and   in   future   to  be  acquired  property,   of 


CORPORATE   HISTORY  1415 

every   kind   and   description,   belonging   to   the  said  first   party,   except   its 
franchise   to   be   a   corporation. 

To  have  and  to  hold,  the  said  railroad  and  lands,  tenements,  rights,  priv 
ileges,  and  franchises,  and  other  property,  above  mentioned  and  conveyed 
to  the  said  second  party,  its  successors  and  assigns,  forever. 

And  the  said  party  of  the  second  part  covenants  and  agrees  with  the 
said  party  of  the  first  part  to  equip  the  said  railroad,  or  cause  the  same 
to  be  equipped,  and  to  maintain  and  operate  the  same  in  such  manner  as 
to  furnish  reasonable  accommodations  to  the  public;  to  pay,  or  cause  to  be 
paid,  all  taxes  and  assessments  that  may  be  lawfully  levied,  charged,  or 
assessed  upon  the  said  railroad  and  property,  or  any  part  thereof;  and 
to  assume  all  contracts,  bonds,  and  other  obligations,  of  whatsoever  kind 
and  pay  and  discharge  all  debts  and  liabilities,  both  principal  and  in- 
terest, of  the  said  party  of  the  first  part,  as  they  may  severally  mature. 

And  to  the  end  that  the  second  party  may  have,  hold,  use,  exercise,  and 
enjoy  the  railroad  and  property  and  franchises  of  the  first  party,  hereby 
conveyed,  and  intended  to  be  conveyed  and  whether  now  existing  or  here- 
after acquired,  as  fully  as  might  be  done  by  the  first  party,  if  this  con- 
veyance had  not  been  made,  the  first  party  agrees  to  execute  from  time 
to  time  any  additional  assignment,  conveyance,  or  assurance,  and  to  per- 
form any  act,  which  the  counsel  of  the  second  party  may  advise;  and, 
for  the  purposes  aforesaid,  the  first  party  agrees,  if  the  second  party 
shall  so  desire  and  advise,  that  it  will  keep  up  and  maintain  its  corporate 
existence  and  organization. 

In  witness  whereof,  the  parties  hereto  have  caused  their  corporate  names 
to  be  hereunto  subscribed  by  their  respective  Presidents,  and  their  cor- 
porate seals  to  be  attached  and  attested  by  their  respective  Secretaries, 
all  on  the  day  and  year  first  above  written. 

Herrin  &  Southern   Eailroad   Company, 
[skal]  By  E.  P.  Bracken,  President. 

Attest : 

H.  W.  Weiss,  Secretary. 

Chicago,  Burlington  &  Quincy  Eailroad  Company, 
[seal]  By  Hale  Holden,  President. 

Attest: 

H.  W.  Weiss,  Ass't  Secretary. 
Form  approved, 

E.  M.  Shelton. 

State  of  Illinois, 
County  of  Cook. 

Be  it  remembered,  that,  on  this  29th  day  of  October,  A.  D.,  1914, 
before  me,  a  Notary  Public,  in  and  for  said  County  and  State,  personally 
appeared  E.  P.  Bracken,  President  of  the  Herrin  &  Southern  Eailroad 
Company,  a  corporation  organized  and  existing  under  the  laws  of  the 
State  of  Illinois,  personally  known  to  me  and  to  be  the  same  person  whose 
name  is  subscribed  to,  and  who  executed,  the  foregoing  instrument  as  such 


ss. 


1416       CHICAGO,   BURLINGTON  &   QUINCY  RAILROAD   COMPANY 

President,  who,  being  by  me  duly  sworn,  did  say  that  he  is  President  of 
the  said  Herrin  &  Southern  Railroad  Company;  that  he  knows  the 
corporate  seal  of  said  Company;  that  the  seal  affixed  to  the  foregoing  in- 
strument is  the  corporate  seal  of  said  Company;  that  it  was  affixed  by 
order  of  the  Board  of  Directors  of  said  Company ;  that  said  instrument 
was  signed  and  sealed  in  behalf  of  said  Company  by  like  order  as  Presi- 
dent of  said  Company;  that  the  said  E.  P.  Bracken  acknowledged  said 
instrument,  and  that  it  was  the  voluntary  act  and  deed  of  said  Company, 
and  that  he,  as  such  President,  signed,  sealed,  and  delivered  said  instru- 
ment, as  the  free  and  voluntary  act  and  deed  of  said  Company,  and  as 
his  own  free  and  voluntary  act  and  deed  as  such  President,  for  the  uses 
and  purposes  therein  set  forth. 

In  witness  whereof,  I  have  hereunto  set  my  hand  and  official  seal,  this 
29th  day  of  October,  A.  D.,  1914. 

[SEAL]  J.    II.    PETTIBONE, 

Notary  Public  in  and  for  said  County  and  State. 

State  of  Illinois,  ) 
County  of  Cook.     \ 

Be  it  remembered,  that,  on  this  29th  day  of  October,  A.  D.,  1914,  before 
me,  a  Notary  Public,  in  and  for  said  County  and  State,  personally  appeared 
Hale  Holden,  President  of  the  Chicago,  Burlington  &  Qulncy  Railroad 
Company,  a  corporation  organized  and  existing  under  the  laws  of  the 
State  of  Illinois,  personally  known  to  me  and  to  be  the  same  person  whose 
name  is  subscribed  to,  and  who  executed,  the  foregoing  instrument  as  such 
President,  who,  being  by  me  duly  sworn,  did  say  that  he  is  President  of 
the  said  Chicago,  Burlington  &  Quiney  Railroad  Company,  that  lie  knows  the 
corporate  seal  of  said  Company;  that  the  seal  affixed  to  the  foregoing  in- 
strument is  the  corporate  seal  of  said  Company;  that  it  was  affixed  by 
order  of  the  Board  of  Directors  of  said  Company;  that  said  instrument 
was  signed  and  sealed  in  behalf  of  said  Company  by  like  order  as  Presi- 
dent of  said  Company;  that  the  said  Hale  Holden  acknowledged  said 
instrument,  and  that  it  was  the  voluntary  act  and  deed  of  said  Company, 
and  that  he,  as  such  President,  signed,  sealed,  and  delivered  said  instru- 
ment, as  the  free  and  voluntary  act  and  deed  of  said  Company,  and  as 
his  own  free  and  voluntary  act  and  deed  as  such  President,  for  the  uses 
and   purposes   therein   set   forth. 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  official  seal,  this 
29th  day  of  October,  A.  D.,  1914. 
[seal]  J.  H.  Pettibone, 

Notary  Public  in  and  for  said  County  and  State. 


RECORDED  IN  ILLINOIS 

County 

Bate 

Booh 

Page 

Johnson 

October    31,    1914 

57 

457 

Massac 

November    3,  1914 

28 

358 

Williamson 

November  14, 1914 

114 

499 

FRANKLIN  &  WAVERLY  RAILWAY 

COMPANY 

This  company  was  incorporated  under  the  General  Law  of 
the  State  of  Illinois  by  Articles  dated  January  18,  1906.  By 
the  second  section  of  the  said  Articles,  the  company  defined 
its  road  as  follows,  to  wit : 

"It  is  intended  to  construct  the  said  railroad  from  Franklin, 
in  Morgan  County,  in  the  State  of  Illinois,  thence  in  a  general 
southerly  direction  to  Waverly,  in  said  Morgan  County,  in  said 
Slate." 

The  purpose  of  this  company  was  to  change  the  line  of  the 
Chicago,  Burlington  &  Quincy  Railroad  between  Franklin  and 
Waverly,  Illinois,  and  the  company  was  organized  in  the  in- 
terest of  the  Burlington  Company  and  all  of  the  construction 
paid  for  by  that  company. 

It  was  organized  at  Chicago,  October  1,  1906. 

It  built  from  a  point  south  of  Franklin,  Illinois,  to  a  point 
north  of  Waverly,  Illinois,  a  distance  of  one  and  fifty-seven 
one  hundredths  miles.  The  Jacksonville  and  Saint  Louis  line 
originally  constructed  between  Franklin  and  Waverly  has  been 
abandoned  since  the  opening  of  the  new  line  constructed  by 
this  company. 

The  line  was  completed  and  opened  for  business  in  January, 
1907. 

By  deed  dated  March  23,  1917,  this  company  conveyed  all 
of  its  property  to  the  Chicago,  Burlington  &  Quincy  Railroad 
Company. 

ARTICLES     OF     INCORPORATION,     January     18,     1906,     Franklin     & 
Waverly  Railway  Company. 

#*#■##*#*■# 

We,  the  undersigned,  Chester  M.  Dawes,  Charles  V.  Carpenter,  Joseph 
A.  Connell,  John  M.  Dering  and  Lars  B.  Larsen,  desiring  to  form  an  in- 
corporated company  for  the  purpose  of  constructing  and  operating  a  rail- 
road under  the  laws  of  Illinois,  hereby  adopt  the  following  articles  of  in- 
corporation: 

First.  The  name  of  the  proposed  corporation  shall  be  the  Franklin  & 
Waverly  Railway  Company, 

1417 


1418       CHICAGO,   BURLINGTON   &   QUINCY  RAILROAD   COMPANY 

Second.  It  is  intended  to  construct  the  said  railroad  from  Franklin, 
in  Morgan  County,  in  the  State  of  Illinois,  thence  in  a  generally  south- 
easterly direction  to   Waverly,  in  said  Morgan   County  in  said  State. 

Third.  The  principal  business  office  of  the  company  shall  be  established 
and  maintained  at  the  City  of  Chicago,  in  the  County  of  Cook  and  State 
of  Illinois. 

Fourth.  The  time  of  the  commencement  of  the  corporation  shall  be 
January  18th,  1906,  and  it  shall  continue  for  fifty  (50)  years  thereafter, 
with  the  right  to  renew   same,  as  may  be  provided  by  law. 

Fifth.  The  amount  of  the  capital  stock  of  the  corporation  shall  be 
Fifty   Thousand   Dollars    ($50,000). 

Sixth.  The  names  and  places  of  residence  of  the  several  persons  form- 
ing the  association  for  incorporation  are: 

Chester  M.  Dawes,  Chicago,  Illinois. 

Charles  V.  Carpenter,  Downer's  Grove,  Illinois. 

Joseph  A.  Connell,  La  Grange,  Illinois. 

John  M.  Dering,  La  Grange,  Illinois. 

Lars  B.  Larsen,  Chicago,  Illinois. 

Seventh.  The  names  of  the  first  Board  of  Directors  are  Chester  M. 
Dawes,  Charles  V.  Carpenter,  Joseph  A.  Connell,  John  M.  Dering  and 
Lars  B.  Larsen. 

Eighth.     The  capital  stock  of  the  corporation  shall  be  divided  into  five 
hundred   (500)  shares  of  the  par  value  of  one  hundred  dollars  ($100)  each. 
In  witness  whereof,  we  have  hereunto   severally   subscribed   our  names, 
this  18th  day  of  January,  A.  D.   1906. 

Chesteb  M.  Dawes,  [seal] 

Charles  V.  Carpenter,        [seal] 
Joseph  A.  Connell,  [seal] 

Lars  B.  Larsen,  [seal] 

John  M.  Dering.  [seal] 


State  of  Illinois,  ) 

v  SS 

County  of  Cook.     ) 

I,  J.  H.  Pettibone,  a  Notary  Public  in  and  for  the  county  and  state 
aforesaid,  do  herel>y  certify  that  on  this  18th  day  of  January  1906,  per- 
sonally appeared  before  me  Chester  M.  Dawes,  Charles  V.  Carpenter, 
Joseph  A.  Connell,  John  M.  Dering  and  Lars  B.  Larsen,  to  me  personally 
known  to  be  the  same  persons  who  executed  the  foregoing  statement,  ami 
severally  acknowledged  that  they  have  executed  the  same  for  the  purposes 
therein  set  forth. 

In  witness  whereof,  I  have  hereunto  set  my  hand  and  seal  the  day  and 
year  above  written. 

[seal]  J.  H.  Pettibone, 

Notary  Public  in  and  for  said  County  and  State. 


CORPORATE    HISTORY  1419 

United  States  of  America,  ) 
State  of  Illinois.  ) 

office  of  secretary. 

I,  James  A.  Rose,  Secretary  of  State  of  the  State  of  Illinois,  do  hereby 
certify  that  the  foregoing  Articles  of  Incorporation  of  the  Franklin  & 
Waverly  Railway  Company,  were  filed  for  record  in  the  office  of  the  Secre- 
t.irv  of  Slate  of  the  State  of  Illinois  on  the  5th  day  of  February,  A.  D. 
1906  at  9  o'clock,  A.  M.  and  duly  recorded  in  Book  No.  24  of  Railroad 
Records,  at  page  194. 

In  witness  whereof,  I  hereto  set  my  hand  and  affix  the  Great  Seal  of 
State,  at  the  City  of  Springfield,  this  5th  day  of  February,  A.  D.  1906. 
[seal]  James  A.  Rose, 

Secretary  of  State. 

RECORDED  IN  ILLINOIS 

County  Date  Book  Page 

Mokgax  February  7,  1906  F.  42 

DEED,  March  23,  1917,  Franklin  &  Waverly  Railway  Company  to  Chicago, 
Burlington  &  Quincy  Railroad  Company. 

#*■**#*■*■## 

Indenture,  Made  this  23rd  day  of  March,  1917,  by  and  between  the 
FRANKLIN  &  WAVERLY  RAILWAY  COMPANY,  first  party,  and  the 
CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY,  second 
party,  both  being  corporations  created,  organized  and  existing  under  and  by 
virtue  of  the  laws  of  the  State  of  Illinois. 

Wliercas,  the  first  party,  being  thereunto  duly  authorized  by  law,  is  the 
owner  of  a  certain  railroad,  hereinafter  described,  in  the  State  of  Illinois; 
and, 

iritmas,  the  railroads  of  the  parties  hereto  connect  and  form  a  con- 
tinuous railroad  and  the  second  party  is  now  in  the  possession  of  and 
operating  the  railroad  of  the  first  party  in  connection  with  and  as  an  ex- 
tension of  its  own  railroad,  and  has  offered  to  purchase  the  railroad,  prop- 
erty and  franchises  of  the  first  party  upon  the  terms  and  conditions  herein- 
after stated,  which  has  been  consented  to  by  the  Directors  of  both  of  said 
Companies  and  approved  by  the  Stockholders  owning  two-thirds  of  the 
capital  stock  of  each  of  the  said  companies,  and  said  purchase  and  sale 
have  been  approved  and  consented  to  by  the  State  Public  Utilities  Com- 
mission of  Illinois,  by  its  Order  entered  on  the  15th  day  of  March,  1917, 
as  required  by  law ; 

Now,  Therefore,  This  Indenture  Witnesseth:  That,  the  said  first  party, 
for  the  considerations  hereinafter  expressed,  by  these  presents  does  grant, 
bargain,  sell,  convey,  release,  assign  and  transfer  to  the  said  second  party 
the  following  described  railroad,  property,  franchises  and  privileges,  to-wit; 

A  certain  railroad  beginning  at  M.  P.  24.62  on  the  line  of  the  Chicago, 
Burlington  &  Quincy  Railroad,  in  the  northwest  quarter   Section  5 — T   13 


1420       CHICAGO,   BURLINGTON   &   QUINCY  RAILROAD   COMPANY 

N — E  8  W,  Morgan  County,  111.,  thence  running  in  a  southerly  direction 
5841.8  feet  through  Section  5  and  Section  4 — T  13  N — R  8  W  to  a  point 
in  the  last  named  Section;  thence  through  Sections  4  and  9  on  a  one 
degree  curve  to  the  left  2363.3  feet;  thence  in  an  easterly  direction  194.9 
feet  through  Section  9,  to  connection  with  line  of  said  Company  on  the 
north  line  of  said  Section  9 — T  13  N — E  8  W  together  with  all  roadbeds, 
rights-of-way,  bridges,  depots  and  terminal  grounds,  station  houses,  build- 
ings and  structures,  of  whatsoever  kind,  lease-holds,  rights  under  contract, 
ordinances  and  licenses,  and  all  other  property,  real  or  personal,  of  what- 
soever kind  and  wheresoever  situated,  and  now  owned  by  it  or  hereafter 
to  be  acquired,  whether  appurtenant  to  the  railroad  aforesaid,  or  qther- 
wise;  also,  all  rights,  privileges,  indemnities  and  franchises  belonging  to 
said  first  party,  except  its  franchise  to  be  a  corporation; 

To  Have  and  to  Hold  the  same  for  said  second  party,  its  successors  and 
assigns  forever. 

In  consideration  of  the  foregoing  the  said  second  party  covenants  and 
agrees  with  the  said  first  party  that  it  will  cancel  and  discharge  all  claims 
against  the  said  first  party  for  the  cost  of  the  construction  of  said  railroad, 
and  that  it  will  maintain  and  operate  the  same,  or  cause  same  to  be  main- 
tained and  operated,  in  such  a  manner  as  to  furnish  reasonable  accommoda- 
tions to  the  public;  that  it  will  pay  or  cause  to  be  paid  all  taxes  and  assess- 
ments that  may  be  lawfully  levied  upon  the  said  railroad  and  property,  or 
any  part   thereof. 

And,  to  the  end  that  the  second  party  may  have,  hold,  use,  exercise,  and 
enjoy  the  railroad  and  property  and  franchises  of  the  first  party,  hereby 
conveyed  and  intended  to  be  conveyed,  and  whether  now  existing  or  here- 
after acquired,  as  fully  as  might  lie  done  by  the  first  party,  if  this  con- 
veyance  had  not  been  made,  the  first  party  agrees  to  execute  from  time 
to  time  any  additional  assignment,  conveyance,  or  assurance,  and  to  perform 
any  act,  which  the  counsel  of  the  second  party  may  advise;  and  for  the 
purposes  aforesaid,  the  first  party  agrees,  if  the  second  party  shall  so 
desire  and  advise,  that  it  will  keep  up  and  maintain  its  corporate  existence 
and  organization. 

In  witness  whereof,  the  parties  hereto  have  caused  their  corporate  names 
to  be  hereunto  subscribed  by  their  respective  Presidents,  and  their  corporate 
seals  to  be  hereto  attached  and  attested  by  their  respective  Secretaries,  the 
day  a  ml  year  first  above  written. 

[seal]  Franklin  &  Waverly  Railway  Company, 

Attest:  By  Hale  Holden,  President. 

H.  W.  Weiss,  Secretary. 

[seal]  Chicago,  Burlington  &  Quiney  Eailroad  Company, 

Attest:  By  Hale  Holdex,  President. 

T.  S.  Howland,  Secretary.' 
Form  Approved: 

E.  M.  Sheltox. 
Description  Approved: 

\V~.  L.  Breckinridge. 


CORPORATE    HISTORY  1421 

(State  of  Illinois,  ) 

\  ss. 
County  of  Cook.    ) 

I,  J.  H.  Pettibone,  a  Notary  Public  in  and  for  said  County  and  State, 
do  hereby  certify  that  Hale  Holden,  President  of  the  Franklin  &  Waverly 
Railway  Company,  and  H.  W.  Weiss,  Secretary  of  said  Franklin  &  Waverly 
Railway  Company,  personally  known  to  me  to  be  the  same  persons  whose 
names  are  subscribed  to  the  foregoing  instrument  and  to  me  personally 
known  to  be  respectively  the  President  and  Secretary  of  said  Company, 
appeared  before  me  this  day  in  person  and  severally  acknowledged  that 
they  signed,  sealed  and  delivered  said  instrument  as  their  free  and  voluntary 
act  and  as  the  free  and  voluntary  act  of  said  Company,  being  thereunto 
duly  authorized  for  the  uses  and  purposes  therein  set  forth. 

Given  under  my  hand  and  Notarial  seal  this  23rd  day  of  March,  A.  D. 
1917. 

J.  H.  Pettibone. 


State  of  Illinois,  ) 

v  SS 

County  of  Cook.    \ 

I,  J.  H.  Pettibone,  a  Notary  Public  in  and  for  said  County  and  State, 
do  hereby  certify  that  Hale  Holden,  President  of  the  Chicago,  Burlington 
&  Quincy  Railroad  Company,  and  T.  S.  Howland,  Secretary  of  said 
Chicago,  Burlington  &  Quincy  Railroad  Company,  personally  known  to  me 
to  be  the  same  persons  whose  names  are  subscribed  to  the  foregoing  instru- 
ment and  to  me  personally  known  to  be  respectively  the  President  and  Secre- 
tary of  said  Company,  appeared  before  me  this  day  in  person  and  severally 
acknowledged  that  they  signed,  sealed  and  delivered  said  instrument  as 
their  free  and  voluntary  act  and  as  the  free  and  voluntary  act  of  said 
Company,  being  thereunto  duly  authorized  for  the  uses  and  purposes  therein 
set  forth. 

Given  under  my  hand  and  Notarial  seal  this  23rd  day  of  March,  A.  D. 
1917. 
[seal]  J.  H.  Pettibone. 

RECORDED  IN  ILLINOIS 
County  Date  Booh  Page 

Morgan  April  6,  1917  94  534 


CENTRALIA  &  SANDOVAL 
RAILROAD  COMPANY 

This  company  was  incorporated  under  the  General  Law  of 
Illinois  by  Articles  dated  June  12,  1909.  By  the  second  section 
of  its  said  Articles,  the  company  defined  its  line  as  follows, 
to  wit : 

"It  is  intended  to  construct  the  said  railroad  from  a  point  on 
llic  line  of  the  Chicago,  Burlington  &  Quincy  Railroad  Com- 
pany, in  Clinton  County,  Illinois,  about  one  and  one-half  miles 
north  of  Centralia,  Marion  County,  Illinois;  thence  in  a  gen- 
erally northeasterly  direction  to  Sandoval,  in  Marion  County, 
Illinois." 

It  was  organized  October  14,  1909,  at  Chicago. 

Mux  Line.-  From  a  connection  with  the  Chicago,  Burling- 
ton &  Quincy  Railroad  at  a  junction  1.75  miles  north  of  Cen- 
tralia, Illinois,  thence  northerly  to  Junction  City,  Illinois,  a 
distance  of  two  and  five  tenth  miles. 

It  was  completed  and  opened  for  traffic  during  1909. 

By  deed  dated  March  23,  1917,  this  company  conveyed  all  of 
its  property  to  the  Chicago,  Burlington  &  Quincy  Railroad 
Company. 

ARTICLES  OF  INCORPORATION,  June  12,  1909,  Centralia  &  Sandoval 
Railroad  Company. 

We,  the  undersigned,  Joseph  A.  Connell,  John  M.  Dering,  Henry  W.  Weiss 
Herbert  Haase  and  Edward  D.  Northam.  desiring  to  form  an  incorporated 
company  for  the  purpose  of  constructing  and  operating  a  railroad  under 
the  laws  of  the  State  of  Illinois,  hereby  adopt  the  following  articles  of 
incorporal  ion. 

First:  The  name  of  the  proposed  corporation  shall  be  the  Centralia  & 
Sandoval  Railroad  Company. 

Second:  It  is  intended  to  construct  the  said  railroad  from  a  point  on  the 
line  of  the  Chicago,  Burlington  &  Quincy  Railroad  Company,  in  Clinton 
County,  Illinois,  about  one  and  one-half  miles  north  of  Centralia,  Marion 
County,  Illinois:  thence  in  a  generally  northeasterly  direction  to  Sandoval, 
in  Marion  County,  Illinois. 

Third:  The  principal  business  office  of  the  Company  shall  be  established 
and  maintained  in  the  City  of  Chicago,  in  the  County  of  Cook  and  State 
of  Illinois. 

1422 


CORPORATE   HISTORY  1423 

Fourth:  The  time  of  the  commencement  of  the  corporation  shall  be 
June  1-th,  L909,  and  it  shall  continue  for  fifty  (50)  years  thereafter,  with 

the  right  to  renew  the  same  as  provided    by   law. 

Fifth:  The  amount  of  the  capital  stock  of  the  corporation  shall  be 
twenty-five  hundred  dollars  ($2,500.00). 

Sixth:  The  names  and  places  of  residence  of  the  several  persons  form- 
ing the  association  for  incorporation  are: 

Joseph  A.  Connell,  LaGrange,  111. 

John  M.  Dering,  LaGrange,  111. 

Henry  W.  Weiss,  Hinsdale,  HI. 

Herbert  Haase,  Western  Springs,  111. 

Edward  D.  Northam,  Aurora,  111. 

Seventh:  The  names  of  the  first  Board  of  Directors  are  Joseph  A.  Con- 
nell, John  M.  Dering,  Henry  W.  Weiss,  Herbert  Haase  and  Edward  D. 
Northam.  And  the  government  of  the  proposed  corporation  and  the 
management  of  its  affairs  shall  be  vested  in  a  President,  Vice  President, 
Secretary  and  Treasurer. 

Eighth:  The  capital'  stock  of  the  corporation  shall  be  divided  into 
twenty-five  (25)  shares  of  the  par  value  of  One  Hundred  Dollars  ($100.00) 
each. 

In  witness  ivhereof,  we  have  hereunto  severally  subscribed  our  names  this 
12th  day  of  June,  A.  D.,  1909. 

Joseph  A.  Connell, 
John  M.  Dering, 
Henry  W.  Weiss, 
Herbert  Haase, 
Edward  D.   Northam. 


f 


State  of  Illinois, 

y  ss 
County  op  Cook. 

I,  Frederick  K.  Warne,  a  Notary  Public  in  and  for  the  County  of  Cook 
and  State  of  Illinois  aforesaid  do  hereby  certify  that  on  this  12th  day  of 
June  1909,  personally  appeared  before  me  Joseph  A.  Connell,  John  M. 
Dering,  Henry  W.  Weiss,  Herbert  Haase  and  Edward-Northam,  to  me 
personally  known  to  be  the  same  persons  who  executed  the  foregoing  instru- 
ment and  severally  acknowledged  that  they  executed  the  same  for  the 
purposes  therein  set  forth. 

In  witness  whereof,  I  have  hereunto  set  my  hand  and  Notarial  Seal  the 
day  and  year  first  above  written. 
[seal]  Frederick  K.  Warne, 

Notary  Public  in  and  for  said  County  and  State. 

United  States  op  America,  / 

'    gg 

State  of  Illinois.  ) 

office  op  secretary. 
I,  James  A.  Eose,  Secretary  of  State  of  the  State  of  Illinois,  do  hereby 
certify   that   the   foregoing    Articles   of    Incorporation    of  the   Centralia    & 
Sandoval    Railroad    Company    were    filed    for    record    in    the    office    of    the 


1424       CHICAGO,   BURLINGTON   A-    QUINCY   RAILROAD   COMPANY 

Secretary  of  State  of  the  State  of  Illinois  on  the  22d  day  of  June  A.  D. 
1909,  at  nine  o'clock  A.  M.  and  duly  recorded  in  Book  No.  24  of  Railroad 
Records,  at  page  421. 

In  Witness  Whereof,  I  hereto  set  my  hand  and  affix  the  Great  Seal  of 
State,  at  the  city  of  Springfield,  this  22d  day  of  June  A.  D.  1909. 
[seal]  James  A.  Rose, 

Secretary  of  State. 

RECORDED  IN  ILLINOIS 

CouW  ii                                            Date                                  Book  Page 

Clixtov                             June  26,  1909                             ZZ  57 

Marion                              June  28,  1909                                9  412 

DEED,  March  23,  1917,  Centralia  &  Sandoval  Railroad  Company  to  Chi- 
cago, Burlington  &  Quincy  Railroad  Company. 

********* 

Indenture,  Made  this  23rd  day  of  March,  1917,  by  and  between  the 
Centralia  &  Sandoval  Railroad  Company,  first  party,  and  the  Chicago, 
Burlington  &  Quincy  Railroad  Company,  second  party,  both  being  corpora- 
tions created,  organized  and  existing  under  and  by  virtue  of  the  laws  of 
the  State  of  Illh; 

Whereas,  the  first  party,  being  thereunto  duly  authorized  by  law,  is  the 
owner  of  a  certain  railroad,  hereinafter  described,  in  the  State  of  Illinois; 
and, 

Whereas,  the  railroads  of  the  parties  hereto  connect  and  form  a  con- 
tinuous railroad  and  the  second  party  is  now  in  the  possession  of  and 
operating  the  railroad  of  the  first  party  in  connection  with  and  as  an 
extension  of  its  own  railroad,  and  has  offered  to  purchase  the  railroad, 
property  and  franchises  of  the  firsl  party  upon  the  terms  and  conditions 
hereinafter  stated,  which  has  been  consented  to  by  the  Directors  of  both 
of  said  Companies  and  approve!  by  the  Stockholders  owning  two-thirds  of 
the  capital  stock  of  each  of  the  said  Companies,  and  said  purchase  and 
sale  have  been  approved  and  consented  to  by  the  state  Public  Utilities 
Commission  of  Illinois,  by  its  Order  entered  on  the  15th  day  of  March, 
1917,  as  required  by  law: 

Now,  Therefore,  Tliis  Indenture  Witnesseth:  that,  the  said  first  party, 
for  the  considerations  hereinafter  expressed,  by  these  presents  does  grant. 
bargain,  sell,  convey,  release,  assign  and  transfer  to  the  said  second  party 
the  following  described  railroad,  property,  franchises  and  privileges,  to-wit: 

A  certain  railroad  beginning  at  M.  P.  118.78,  on  the  line  of  the  Chicago, 
Burlington  &  Quincy  Railroad,  in  the  northwest  quarter  of  Section  1 — T 
1  X — R  1  W,  Clinton  County,  111.,  about  two  and  three-quarter  miles  north 
of  Centralia.  Marion  County.  111.,  thence  in  a  northerly  direction  through 
turnout  and  nine  degree  curve  to  the  right  962.9  feet  to  a  point  in  the 
southwest  quarter,  Section  36,  T  2  N — R  1  W;  thence  in  a  northeasterly 
direction  through  Section  36,  3058.6  feet ;  thence  through  a  four  degree 
curve  to  the  left  384.2  feet;  thence  continuing  in  a  northeasterly  direction 


CORPORATE    HISTORY  1425 

3098.2  feet  through  Section  36— T  2  N— E  1  W,  and  Section  31  T  2  N— E 
1  E,  to  point  in  last  named  Section,  thence  through  six  degree  curve  to 
the  right  803.3  feet;  thence  continuing  east  through  Section  31,  921.9 
feet  ;  thence  through  curve  to  the  right  170.4  feet  to  a  point  on  the  center 
line  of  Eighth  Street,  Junction  City,  Marion  County,  111.,  thence  in  an 
easterly  direction  along  center  line  of  Eighth  Street  to  connection  with  wye 
tracks  of  the  Marion  County  Coal  Co.  together  with  all  roadbeds,  rights-of- 
way,  bridges,  depots  and  terminal  grounds,  station  houses,  buildings  and 
structures,  of  whatsoever  kind,  leaseholds,  rights  under  contract,  ordinances 
and  licenses,  and  all  other  property,  real  or  personal,  of  whatsoever  kind 
and  wheresoever  situated,  and  now  owned  by  it  or  hereafter  to  be  acquired, 
whether  appurtenant  to  the  railroad  aforesaid,  or  otherwise;  also,  all 
rights,  privileges,  indemnities,  and  franchises  belonging  to  said  first  party, 
except  its  franchises  to  be  a  corporation; 

To  Have  and  to  Hold  the  same  for  said  second  party,  its  successors  and 
assigns  forever. 

In  consideration  of  the  foregoing  the  said  second  party  covenants  and 
agrees  with  the  said  first  party  that  it  will  cancel  and  discharge  all  claims 
against  the  said  first  party  for  the  cost  of  the  construction  of  said  rail- 
road, and  that  it  wil  maintain  and  operate  the  same,  or  cause  same  to 
be  maintained  and  operated,  in  such  a  manner  as  to  furnish  reasonable 
accommodations  to  the  public ;  that  it  will  pay  or  cause  to  be  paid  all 
taxes  and  assessments  that  may  be  lawfully  levied  upon  the  said  rail- 
road and  property,  or  any  part  thereof. 

And,  to  the  end  that  the  second  party  may  have,  hold,  use,  exercise, 
and  enjoy  the  railroad  and  property  and  franchises  of  the  first  party, 
hereby  conveyed  and  intended  to  be  conveyed,  and  whether  now  existing 
or  hereafter  acquired,  as  fully  as  might  be  done  by  the  first  party,  if  this 
conveyance  had  not  been  made,  the  first  party  agrees  to  execute  from 
time  to  time  any  additional  assignment,  conveyance,  or  assurance,  and  to 
perform  any  act,  which  the  counsel  of  the  second  party  may  advise ;  and, 
for  the  purposes  aforesaid,  the  first  party  agrees,  if  the  second  party  shall 
so  desire  and  advise,  that  it  will  keep  up  and  maintain  its  corporate 
existence  and  organization. 

In  witness  whereof,  the  parties  hereto  have  caused  their  corporate  names 
to  be  hereunto  subscribed  by  their  respective  Presidents,  and  their  cor- 
porate seals  to  hereto  attached  and  attested  by  their  respective  Secretaries, 
the  day  and  year  first  above  written. 

[seal]  Centralia  &  Sandoval  Eailroad  Company, 

Attest:  By  Joseph  A.  Connell,  President. 

II.  W.  Weiss,  Secretary. 
[seal]  Chicago,  Burlington  &  Quincy  Eailroad  Company, 

Attest:  By  Hale  Holden,  President. 

T.  S.  Howland,  Secretary. 
Form  Approved: 

E.  M.  Shelton. 
Description  Approved : 

W.  L.  Breckinridge. 


1426       CHICAGO,   BURLINGTON   &   QUINCY   RAILROAD   COMPANY 
State  of  Illinois, 


\ 


ss 
County  of  Cook. 

I,  J.  H.  Pettibone,  a  Notary  Public  in  and  for  said  County  and  State, 
do  hereby  certify  that  Joseph  A.  Connell,  President  of  Centralia  &  Sandoval 
Railroad  Company,  and  H.  W.  Weiss,  Secretary  of  said  Centralia  &  San- 
doval Railroad  Company,  personally  known  to  me  to  be  the  same  persons 
whose  names  are  subscribed  to  the  foregoing  instrument  and  to  me  per- 
sonally known  to  be  respectively  the  President  and  Secretary  of  said  Com- 
pany, appeared  before  me  this  day  in  person  and  severally  acknowledged 
that  they  signed,  sealed  and  delivered  said  instrument  as  their  free  and 
voluntary  act  and  as  the  free  and  voluntary  act  of  said  Company,  being 
thereunto  duly  authorized  for  the  uses  and  purposes  therein  set  forth. 

Given  under  my  hand  and  Notarial  seal  this  23rd  day  of  March,  A.  D. 
1917. 
[seal]  J.  II.  Pettibone. 


State  of  Illinois,  ) 

>  ss. 
County  of  Cook.     \ 

I,  J.  II.  Pettibone,  a  Notary  Public  in  and  for  said  County  and  State, 
do  hereby  certify  that  Hale  Holden,  President  of  the  Chicago,  Burlington 
&  Quincv  Railroad  Company,  and  T.  S.  Rowland,  Secretary  of  said  Chi- 
cago, Burlington  &  Quincy  Railroad  Company,  personally  known  to  me  to 
be  the  same  persons  whose  names  are  subscribed  to  the  foregoing  instru- 
ment and  to  me  personally  known  to  lie  respectively  the  President  and 
Secretary  of  said  Company,  appeared  before  me  this  day  in  person  and 
severally  acknowledged  that  they  signed,  sealed  and  delivered  said  instru- 
ment as  their  free  and  voluntary  act  and  as  the  free  and  voluntary  act  of 
said  Company,  being  thereunto  duly  authorized  for  the  uses  and  purposes 
therein  set  forth. 

Given  under  my  hand  and  Notarial  seal  this  23rd  day  of  March,  A.  D. 
1917. 
[seal]  J.  II.  Pettibone. 


RECORDED  IN  ILLINOIS 


Coviit  y 
Marion 

Clinton- 


Date 

Book 

Page 

April     6,   1017 

93 

254 

April  18,  1917 

43 

562 

CHICAGO,  BURLINGTON  AND 
NORTHERN  RAILROAD  COMPANY 

Chicago,  Burlington"  and  Northern  Railroad  Company  (Illinois). 

Chicago  &  North  Wisconsin  Railway  Company. 
Chicago,  Burlington  &  Northern  Railroad  Company    (Consolidated). 

Winona,  Alma  and  Northern  Railway  Company. 

Chicago,  Burlington  and  Northern  Railroad  Company 
(Wisconsin). 

Chicago,  Burlington  &  Northern  Railroad  Company  (Minnesota). 

This  road  extends  from  Fulton  to  Savanna,  Illinois,  and  from 
Oregon,  Illinois,  westerly  to  Savanna,  and  thence  along  the  Mis- 
sissippi River  and  across  the  State  of  Wisconsin  to  St.  Paul,  Min- 
nesota. It  was  completed  and  opened  for  traffic  in  August,  1886. 
While  the  road  was  financed  and  constructed  and  for  several 
years  was  operated  by  a  separate  and  independent  corporation 
named  Chicago,  Burlington  and  Northern  Railroad  Company, 
that  company  was,  from  its  beginning,  affiliated  with  the  Chicago, 
Burlington  &  Quincy  Railroad  Company,  and  the  road  was,  in 
effect,  an  extension  of  that  company's  line  from  Aurora  and 
Oregon  to  St.  Paid. 

As  early  as  1870,  the  C.  B.  &  Q.  became  directly  concerned  in 
promoting  the  construction  of  the  railroad  then  being  built 
westerly,  by  the  Hinckley  interest,  from  Aurora,  known  as  the 
"Chicago  and  Iowa."  Prior  to  1883,  it  had  secured  virtual 
ownership  and  control  of  that  road  from  Aurora  to  Oregon,  and 
in  that  year  promoted  the  organization  in  Illinois  and  Wisconi- 
sin  and  Minnesota  of  the  companies  which  later  constituted  the 
Chicago,  Burlington  &  Northern. 

(THE  ILLINOIS  COMPANY) 

The  Chicago  &  North  Wisconsin  Railway  Company  was  or- 
ganized under  the  general  law  of  Illinois  for  the  incorporation 
of  railway  companies,  the  Articles  bearing  date  November  14, 
1883.  The  company  was  organized  at  Savanna,  Illinois,  No- 
vember 16,  1883,  and  was  authorized  to  build  a  railroad  from 
Chicago  via  Aurora  to  the  state  line  between  the  states  of  Illi- 

1427 


1428       CHICAGO.   BURLINGTON   &   QUINCY   RAILROAD   COMPANY 

nois  and  Wisconsin.  This  company  acquired  rights  of  way 
which  of  date  July  1,  1887,  it  conveyed  by  deed  in  fee  simple  to 
the  Chicago,  Burlington  and  Northern  Railroad  Company  of  Illi- 
nois. 

Of  date  August  22,  1885,  Articles  of  Incorporation  under  the 
general  law  of  Illinois  were  adopted  by  the  Chicago,  Burlington 
and  Northern  Railroad  Company,  covering  the  same  line  as  the 
North  Wisconsin  Company  whose  rights  of  way  it  purchased  in 
1887. 

Of  date  December  1,  1885,  the  company  executed  a  mortgage 
of  its  road  to  William  J.  I. add  and  Thomas  S.  Howland,  Trus- 
tees, to  secure  an  issue  of  three  million  dollars  in  forty  year 
bonds. 

Of  dale  November  15,  1ss-~>,  this  company  made  a  contract 
with  the  Consolidated  Company  of  Wisconsin  and  Minnesota  of 
the  same  name,  by  which  said  consolidated  company  agreed  to 
provide  the  means  for  building  the  road  in  Illinois  in  considera- 
tion of  three  millions  of  stock  and  three  millions  of  bonds  to  be 
issued  under  said  Mortgage  of  December  1,  1885. 

Of  date  November  16,  1885,  these  two  companies  made  what 
was  called  a  "Connecting  Contract"  by  the  terms  of  which  the 
Wisconsin  Company  agreed  to  furnish  equipment  and  to  main- 
tain and  operate  the  Illinois  road  and  pay  to  the  Illinois  Com- 
pany thirty  per  cent  of  the  gross  earnings  thereon  which  it 
guaranteed  would  be  sufficient  to  meet  the  interest  on  said  three 
million  dollars  of  bonds. 

The  actual  construction  work  on  the  Illinois  road  was  done 
under  a  contract  with  S.  II.  Mallory  &  Company,  dated  Decem- 
ber 2,  1885.    Mallory  was  acting  for  the  Wisconsin  Company. 

Of  date  June  1,  1888,  the  Illinois  Company  found  it  necessary 
to  borrow  $1,070,000  additional  in  order  to  finish  its  road,  which 
it  secured  by  a  second  mortgage  to  Francis  Beaumont  and 
Frederic  Stone,  Trustees. 

Of  date  February  25,  1889,  this  company  made  a  contract 
with  the  Dunleith  and  Dubuque  Bridge  Company  for  the  use  of 
its  bridge  across  the  Mississippi  River  at  Dubuque  in  order  to 
secure  an  entrance  to  that  City,  at  a  rental  of  $18,000  per  an- 
num, and  a  wheelage  proportion  of  the  cost  of  maintaining  and 
operating  the  bridge. 


CORPORATE   HISTORY  1429 

Of  the  same  date  (February  25,  1889)  this  company  made  a 
contract  with  the  Illinois  Central  Railroad  Company  for  the  use 
of  the  tracks  of  said  company,  from  Portage  Curve  to  East 
Dubuque,  (12.39  miles).  Both  of  these  contracts  are  subject  to 
termination  on  three  years'  notice  and  both  were  assigned  by 
this  company  to  the  Wisconsin  corporation. 

Of  date  March  1,  1899,  the  Illinois  Company  gave  a  twenty- 
five  year  lease  of  its  road  to  the  Chicago,  Burlington  &  Quincy 
Railroad  Company. 

Of  date  March  16,  1899,  this  company  made  a  Deed  in  fee 
simple  of  its  road  and  all  its  property. 

(THE  WISCONSIN  COMPANY) 

Winona,  Alma  and  Northern  Railway  Company  was  formed 
under  the  general  incorporation  laws  of  Wisconsin,  the  Articles 
being  dated  August  20,  1883,  to  build  a  railroad  from  a  point  on 
the  East  bank  of  the  Mississippi  River  in  Buffalo  County,  State 
of  Wisconsin  nearly  opposite  the  city  of  Winona  in  the  State  of 
Minnesota,  to  the  city  of  Menomonie  in  the  county  of  Dunn, 
State  of  Wisconsin,  with  a  lateral  branch  from  some  point  on  such 
main  line  westward  to  and  into  the  state  of  Minnesota. 

The  "lateral  branch"  was  the  only  road  that  was  intended  to 
be  built.  A  Patent  was  issued  by  the  state  of  Wisconsin,  dated 
August  21,  1883.  The  company  was  organized  at  Alma,  Wis- 
consin, August  20,  1883. 

In  October,  1883,  it  was  voted  to  extend  the  road  as  follows : 
'That  the  Winona,  Alma  and  Northern  Railway  Co.  extend  its 
road  from  the  original  initial  point  in  the  State  of  Wisconsin 
opposite  the  City  of  Winona,  Minnesota  to  a  point  on  the  south 
line  of  said  state  of  Wisconsin  at  or  near  and  into  the  city  of 
Dunleith  in  the  State  of  Illinois  with  a  branch  from  any  point 
of  said  line  southeasterly  and  into  the  State  of  Illinois.  The 
length  of  which  extension  will  be  one  hundred  and  seventy  five 
miles." 

The  Chicago,  Burlington  and  Northern  Railroad  Company  was 
formed  under  the  laws  of  Wisconsin,  the  Articles  being  dated 
August  26,  1885,  and  a  Patent  was  issued  by  the  State  of  Wis 
consin,  dated  August  28,  1885. 

Of  date  October  12,  1885,  the  Winona,  Alma  and  Northern,  in 
consideration  of  $755,000,  conveyed  its  railroad  and  all  of  its 


1430       CHICAGO,   BURLINGTON   &   QUINCY   RAILROAD   COMPANY 

property  to  this  newly  created  C.  B.  &  N.  Co.  by  deed  in  fee 
simple. 

(THE   MINNESOTA  COMPANY) 

In  the  State  of  Minnesota  a  corporation  of  the  same  name  was 
organized  under  the  general  law  of  that  state,  the  Articles 
being,  dated  August  27,  1885,  the  route  for  its  railroad  being 
described  as  follows : 

"Commencing  at  a  point  in  Washington  County,  Minnesota,  on 
the  state  line  between  the  States  of  Wisconsin  and  Minnesota, 
near  the  town  of  Prescott  in  Pierce  County,  Wisconsin,  (where 
it  will  connect  with  a  railroad  organized  and  in  process  of  con- 
struction in  and  through  the  State  of  Wisconsin),  thence  in  a 
northwesterly  direction  to  and  into  the  city  of  Minneapolis, 
Minnesota,  via  and  through  the  city  of  St.  Paul,  Minnesota." 

Of  date  October  21,  1885,  these  two  corporations  of  the  same 
name  (Chicago,  Burlington  &  Northern  Railroad  Company) 
created,  as  aforesaid  under  the  laws  of  Wisconsin  and  Minne- 
sota respectively  were  consolidated  into  one  corporation  of  the 
same  name  by  Articles  of  Consolidation. 

Of  date  November  25,  18M5,  this  company  made  an  important 
connecting  contract  with  the  Chicago,  Burlington  &  Quincy 
Railroad  Company  and  The  Chicago  and  Iowa  Railroad  Com- 
pany. 

Of  date  December  1,  1885,  the  consolidated  C.  B.  &  N.  Com- 
pany executed  a  mortgage  of  all  its  property  to  Parkman, 
Forbes  and  Sargent  to  secure  an  issue  of  nine  million  dollars  of 
forty  year  bonds. 

In  June,  1886,  the  Company  voted  to  construct  a  branch  of  its 
road  across  the  Mississippi  River  to  and  into  the  City  of  Wino- 
na, Minnesota.  Of  date  August  8,  1890  the  company  took  a 
Lease  of  the  bridge  from  the  Winona  Bridge  Railway  Company. 

Of  date  June  1,  1888,  the  Company  executed  a  second  mort- 
gage upon  all  its  property  to  the  American  Loan  &  Trust  Com- 
pany to  secure  an  issue  of  $3,625,000  of  forty  year  bonds. 

Of  date  March  1,  1899,  this  company  made  a  twenty-five  year 
Lease  of  its  road  to  the  Chicago,  Burlington  &  Quincy  Railroad 
Company. 

Of  date  June  1,  1899,  it  conveyed  its  road  and  all  its  property 
to  the  Chicago,  Burlington  &  Quincy  Railroad  Company  by  deed 
in  fee  simple. 


CHICAGO,  BURLINGTON  AND 

NORTHERN  RAILROAD  COMPANY 

(ILLINOIS) 

ARTICLES    OF    INCORPORATION,    November    14,    1883,    Chicago    and 
North  Wisconsin  Railway  Company. 

The  undersigned  subscribers  to  the  capital  stock  of  the  body  corporate 
hereinafter  named,  do  hereby  associate  ourselves  together  for  the  purpose 
of  constructing,  purchasing,  operating,  leasing  and  using  a  railroad  in  the 
State  of  Illinois,  and  do  adopt  the  following  Articles  of  Incorporation,  as 
follows : 

Article  First. 
The  name  of  the  corporation  shall  be  the  Chicago  and  North  Wisconsin 
Railway  Company. 

Article  Second. 
It  is  intended  to  construct  a  line  of  railroad  from  Chicago,  in  the  County 
of  Cook,  through  the  Counties  of  Cook,  Du  Page,  Kane,  De  Kalb,  Ogle, 
Carrol,  Stephenson  or  Jo  Daviess,  to  the  most  eligible  point  on  the  Wiscon- 
sin state  line  in  said  Jo  Daviess  or  Stephenson  Counties,  there  to  meet 
and  connect  with  another  Railroad  built  or  to  be  built  in  said  State  of  Wis- 
consin. But  should  it  be  found  that  any  line  of  Rail  Road  or  part  of  Rail 
Road  already  constructed  through  one  or  more  of  the  above  mentioned 
Counties,  can  be  leased,  used  or  operated,  by  said  Company,  or  running 
arrangements  made  with  the  corporations  owning  or  operating  the  same, 
then  it  is  proposed  to  construct  only  so  much  of  the  line  between  Chicago 
and  the  state  line  of  Wisconsin  aforesaid  as  is  necessary  to  form  a  con- 
tinuous line  of  Railroad  between  those  points. 

Article  Third. 
The   principal  business   office  of  said   proposed   corporation   shall  be  at 
Chicago  in  the  County  of  Cook  aforesaid. 

Article  Fourth. 
Said  proposed  corporation  shall  commence  on  the  fifteenth  day  of  Novem- 
ber A.  D.  1883  and  continue  fifty  years  and  for  such  other  period  as  may 
be  provided  by  law. 

Article  Fifth. 

The  amount  of  capital  stock  of  said  proposed  corporation  shall  be  four 
million  dollars    ($4,000,000.) 

1431 


1432       CHICAGO,   BURLINGTON   &    QUINCY   RAILROAD   COMPANY 

Article  Six. 

The  names  and  places  of  residence  of  the  several  persons  forming  this 
association  for  incorporation,  are:  A.  D.  Barnum,  Minneapolis,  Minnesota. 
W.  H.  Devore,  Port  Byron,  Illinois.  J.  W.  Traer,  Cedar  Rapids,  Iowa,  D. 
L.  Bowen,  Savanna,  Illinois,  D.  S.  Berry,  Savanna,  Illinois. 

Article  Seven. 

A.  D.  Barnum.  W.  II.  Devore,  J.  W.  Traer,  D.  L.  Bowen  and  D.  S.  Berry, 
subscribers  to  the  capital  stock  of  said  corporation  shall  comprise  the  first 
Board  of  Directors  of  said  Company,  and  are  authorized  and  empowered  to 
manage  the  affairs  of  said  Company  as  fully  and  to  the  same  extent  as 
directors  chosen  by  the  stockholders  at  their  annual  meeting.  The  manage- 
ment of  the  affairs  of  said  Company  shall  be  vested  in  its  Board  of  Direc- 
tors which  shall  elect  a  President,  Vice  President,  Secretary  and  Treasurer 
and  appoint  such  other  officers  as  it  shall  deem  necessary. 

Article  Eighth. 

The  number  of  shares  of  capital  stock  shall  be  forty  thousand  of  one 
hundred  dollars  ($100.00)  each. 

Article  Ninth. 

Winn  twenty  shares  of  said  capital  shall  be  subscribed,  the  said  body 
corporate  may  proceed  to  do  and  transact  all  business  appertaining  thereto, 
including  the  making  of  contracts  and  incurring  liabilities. 

In  Witness  Whereof,  we  have  hereunto  set  our  hands  and  seals  this  14 
day  of  November  A.  D.  1883. 

A.  D.  Barnum  [seal] 
W.  H.  Devore  [seal] 
J.  W.  Traer  [seal] 

D.  L.   Bowen  [seal] 

D.  S'.  Berry  [seal] 


f 


State  of  Illinois, 

V  ss 
County  of  Carroll. 

I,  Simon  Greenleaf,  a  Notary  Public  in  and  for  said  County  in  the  State 
aforesaid,  do  hereby  certify  that  A.  D.  Barnum,  J.  W.  Traer,  D.  L.  Bowen, 
W.  H.  Devore  and  D.  S.  Berry,  who  are  each  personally  known  to  me  to  be 
the  same  persons  whose  names  are  subscribed  to  the  foregoing  instrument, 
appeared  before  me  this  day  in  person  and  acknowledged  that  they  signed 
and  sealed  the  said  instrument  as  their  free  and  voluntary  act  for  the  uses 
and  purposes  therein  set  forth. 

Given  under  my  hand  and  official  seal  this  14  day  of  November  A.  D. 
1883. 
[seal]  Simon  Grefnleaf. 

Notary  Public. 


CORPORATE   HISTORY  1433 

United  States  of  America,  ) 
State  of  Illinois.  \ 

office  of  secretary. 

I,  Henry  D.  Dement,  Secretary  of  State  of  Illinois,  do  hereby  certify 
that  the  foregoing  Articles  of  Incorporation  of  the  Chicago  and  North 
Wisconsin  Railway  Company  were  filed  for  record  in  the  office  of  the 
Secretary  of  State,  of  the  State  of  Illinois  on  the  15th  day  of  November 
A.  D.  1883,  at  9  o  'clock  A.  M.  and  duly  recorded  in  Book  No.  6  of  Eailroad 
Records  at  Page  62. 

In  Witness  Whereof,  I  hereunto  set  my  hand  and  affix  the  Great  S'eal  of 
State,  at  the  City  of  Springfield,  this   loth  day  of  Nov.  A.  D.  1883. 
[seal]  Henry  D.  Dement, 

Secretary  of  State. 

RECORDED  IN  ILLINOIS 

County                                                   Date                           Booh  Page 

Carroll                                  November  16,  1883                 1  188 

Jo  Daviess                            November  19,  1883                 A  477 

DEED,  July  1,  1887,  Chicago  and  North  Wisconsin  Railway  Company  to 
Chicago,  Burlington  and  Northern  Railroad  Company. 

#  '  #  *  *  *  *  *  *  *- 

This  Indenture,  made  this  first  day  of  July,  1887,  between  the  Chicago 
&  North  Wisconsin  Railway  Company,  a  corporation  organized  and  existing 
under  the  laws  of  the  State  of  Illinois,  party  of  the  first  part,  and  the 
Chicago,  Burlington  &  Northern  Railroad  Company,  a  corporation  existing 
under  and  by  virtue  of  the  laws  of  the  State  of  Illinois,  party  of  the  second 
part, 

Witnesseth:  That  the  party  of  the  first  part  for  and  in  consideration  of 
the  sum  of  One  Dollar  ($1)  to  it  in  hand  paid  by  the  said  party  of  the 
second  part,  the  receipt  whereof  is  hereby  acknowledged,  has  granted,  bar- 
gained, sold  and  conveyed  and  by  these  presents  does  grant,  bargain,  sell 
and  convey  unto  the  said  party  of  the  second  part,  its  successors  and  assigns 
forever,  all  its  franchises  and  property  of  every  nature  and  description 
wherever  situated  including  the  following  described  tracts,  pieces  or  par- 
cels of  land,  situated  in  the  State  of  Illinois,  and  known  and  described  as 
follows,  to-wit : 

First.  All  those  portions  of  a  strip  of  land  one  hundred  (100)  feet  wide, 
traversed  centrally  by  the  center  line  of  the  Chicago  and  North  Wisconsin 
Railway  Company  as  originally  located  and  staked  out,  and  extending  over 
and  across  Sections  Thirty-three  (33),  Twenty-eight  (28),  Twenty-nine 
(29),  Twenty  (20),  nineteen  (19),  and  eighteen  (18)  in  Township  Twenty- 
six  (26)  North  of  Range  Two  (2)  East  of  the  Fourth  principal  meridian 
which  are  included  in  the  following  described  lands,  to-wit: 

The  North-west  quarter  of  the  South-east  quarter  of  Section  Thirty-three 
(N.W.  %  of  S.E.  14  Sec.  33)  being  land  conveyed  by  Jacob  Vogt  and  wife 
to  said  party  of  the  first  part  by  deed  recorded  May  14th,  1884;  A  portion" 


1434      CHICAGO,   BURLINGTON   &   QUINCY  RAILROAD   COMPANY 

of  the  South-west  quarter  of  the  North-east  quarter  of  Section  Thirty-three 
(33)  (S.W.  14  of  N.E.  14  Sec.  33)  being  land  conveyed  by  Hugh  R.  Bain 
and  wife  to  said  party  of  the  first  part  by  deed  dated  May  9th,  1884.  The 
South-west  quarter  of  the  South-west  quarter  of  Section  Twenty-eight 
(S.W.  %  of  S.W.  %  Sec.  28)  and  the  East  half  of  Section  Twenty-nine 
(E.  y^,  Sec.  29)  and  that  portion  of  the  North-east  quarter  of  the  North- 
west quarter  of  Section  Twenty-nine  (N.E.  %  of  N.W.  *4  Sec.  29)  lying 
South  of  the  highway  being  land  conveyed  by  Orson  A.  Hunt  and  wife 
to  said  party  of  the  first  part  by  deed  recorded  May  14th,  1884. 

That  portion  of  the  North-east  quarter  of  the  North-west  quarter  of 
Section  Twenty-nine  (N.E.  %  of  N.W.  %  Sec.  29)  laying  North  of  the 
highway;  the  South  half  of  the  South  half  of  the  South-west  quarter  of 
Section  Twenty  (S.  %  of  S.  V,  of  S.W.  %  Sec.  20)  and  the  North  west 
quarter  of  the  South-west  quarter  of  Section  Twenty  (N.W.  *4  of  S.  W. 
Yi  Sec.  20)  being  land  conveyed  by  William  H.  Chapman  to  said  party  of 
the  first  part  by  deed  recorded  April  24th,  1884. 

The  South  half  of  the  South-east  quarter  of  the  North-east  quarter  of 
Section  Nineteen  (S.  %  of  S.E.  %  of  N.E.  14  Sec.  19) ;  The  North-east 
quarter  of  the  South-east  quarter  of  Section  Nineteen  (N.E.  %  of  S.E.  % 
See.  1'.')  and  the  North  half  of  the  Southwest  quarter  of  the  S'outh-west 
quarter  of  Section  twenty  (N.  V,  of  S.W.  %  of  S.W.  %  Sec.  20)  being 
land  conveyed  by  Samuel  C.  Jameson  and  others  to  party  of  the  first  part 
by  deed  recorded  April  24th,  1884. 

The  South-east  quarter  of  the  North-east  quarter  of  Section  Nineteen 
(S.E.  %  of  N.E.  14  Sec.  19)  being  land  conveyed  by  Thomas  Jobe  and 
wife  to  said  party  of  the  first  part  by  deed  recorded  April  24th,  1884. 

The  North  west  quarter  of  the  South  west  quarter  of  Section  Eighteen 
(N.W.  *4  of  S.W.  ^4  Sec.  18)  being  land  conveyed  by  Charles  N.  Hammond 
and  wife  to  said  party  of  the  first  part  by  deed  recorded  May  12th,  1884. 

The  South-west  quarter  of  the  North-west  quarter  of  Section  Eighteen 
(S.W.  %  of  N.W.  ^4  Sec.  18)  being  land  conveyed  by  James  Hanna  and 
wife  to  said  party  of  the  first  part  by  deed  recorded  May  12th,  1884. 

Second.  All  those  portions  of  a  strip  of  land  one  hundred  (100)  feet 
wide,  traversed  centrally  by  the  center  line  of  the  Chicago  and  North 
Wisconsin  Railway  as  originally  located  and  staked  out  and  extending  over 
and  across  Township  Twenty-six  (26)  North  of  Kange  One  (1)  East  of 
the  Fourth  Principal  Meridian  which  are  included  in  the  following  described 
lands,  to-wit :  — 

The  East  half  of  the  North-east  quarter  of  Section  Thirteen  (E.  y2  of 
N.E.  y^  Sec.  13)  being  land  conveyed  by  James  Hanna  and  wife  to  said 
party  of  the  first  part  by  deed  recorded  May  12th,  1884. 

The  North-west  quarter  of  the  North-east  quarter  of  Section  Thirteen 
(N.W.  %  of  N.E.  y±  Sec.  13)  being  land  conveyed  by  Daniel  McAllister 
and  w'ife  to  said  party  of  the  first  part  by  deed  recorded  May  28th,  1884. 

The    South-west    quarter    of    the    South-east    quarter    of    Section    Twelve 
(S.W.  %  of  S.E.  14  Sec.  12)  being  land  conveyed  by  Julius  A.  Hammond 
and  wife  to  said  party  of  the  first  part  by  deed  recorded  May  14th,  1884. 
•    The   South   half   of   the   South-west    quarter   of   Section   Twelve    (S.    % 


CORPORATE    HISTORY  1435 

of  S.W.  %  Sec.  12)  being  land  conveyed  by  Sereno  D.  Edgerton  and  wife 
to  said  party  of  the  first  part  by  deed  recorded  May  12th,  1884. 

The  North  half  of  the  South-west  quarter  of  Section  Twelve  (N.  V2  of 
S.W.  %  Sec.  12)  being  land  conveyed  by  Julius  A.  Hammond  and  wife 
to  said  party  of  the  first  part  by  deed  recorded  May  14th,  1884. 

The  North-east  quarter  of  the  South-east  quarter  and  the  South  half  of 
the  North-east  quarter  of  Section  Eleven  (N.E.  14  of  S.E.  %  and  S.  Ms  of 
N.E.  Vi  Sec.  11)  being  land  conveyed  by  Thomas  E.  Edgerton  and  wife 
to  said  party  of  the  first  part  by  deed  recorded  May  20th,  1884. 

The  East  half  of  the  North-east  quarter  of  Section  Ten  (E.  V2  of  N.E. 
J/4  Sec.  10)  being  land  conveyed  by  John  Lattimer  and  wife  to  said  party 
of  the  first  part  by  deed  recorded  May  20th,  1884. 

The  North-west  quarter  of  the  North-east  quarter  of  Section  Ten  (N.W. 
%  of  N.E.  %  Sec.  10)  being  land  conveyed  by  Gustav  Franke  and  wife 
to  said  party  of  the  first  part  by  deed  recorded  May  14th,   1884. 

A  part  of  the  North-east  quarter  of  the  South-west  quarter,  the  North- 
west quarter  of  the  South-west  quarter  and  the  South-west  quarter  of  the 
North-west  quarter  of  Section  Three  (N.E.  %  of  S.W.  %—  N.W.  %  of 
S.W.  Vi  and  S.W.  %  of  N.W.  %  Sec.  3)  also  the  South-east  quarter  of 
the  North-east  quarter  of  Section  four  (S.E.  M  of  N.E.  %  Sec.  4)  being 
land  conveyed  by  John  Beatty  and  wife  to  said  party  of  the  first  part  by 
deed  recorded  Aug.  15th,  1884. 

The  South-east  quarter  of  the  North-west  quarter  of  Section  Three 
(S.E.  %  of  N.W.  */£  Sec.  3)  being  land  conveyed  by  George  Fablinger  and 
wife  to  said  party  of  the  first  part  by  deed  recorded  August  15th,  1884. 

Third.  All  those  portions  of  a  strip  of  land  one  hundred  and  seventy- 
five  feet  wide,  the  easterly  boundary  of  which  is  parallel  to  the  center  line 
of  the  Chicago  and  North  Wisconsin  Eailway  as  orginally  located  and 
staked  out  and  one  hundred  (100)  feet  distant  easterly  therefrom  and  ex- 
tending over  and  across  Sections  Twenty-eight  (28)  and  Twenty-one  (21) 
Township  Twenty-seven  (27)  North  Range  One  (1)  East  of  the  Fourth 
Principal  Meridian  which  are  included  in  the  following  described  lands, 
to-wit: 

The  South-east  quarter  of  the  South-west  quarter  of  Section  Twenty-eight 
(ft. PI  %  of  S.W.  y±  Sec.  28),  being  land  conveyed  by  George  Geiger  and 
wife  to  the  said  party  of  the  first  part  by  deed  recorded  May  29th,  1884. 

The  North-east  quarter  of  the  South-west  quarter  and  the  North-west 
quarter  of  the  South-east  quarter  of  Section  Twenty-eight  (N.E.  %  of 
S.W.  %  and  N.W.  %  of  S.  E.  %  Sec.  28),  being  land  conveyed  by 
Stephen  Younker  and  others  to  said  party  of  the  first  part  by  deed 
recorded  May  24th,  1884. 

An  undivided  one-third  interest  in  the  following  described  tract  in 
Section  Twenty-eight  (28)  ;  beginning  three  (3)  chains  East  of  the  center 
of  said  Section  Twenty-eight  (28),  thence  South  twenty-five  and  one  half 
degrees  West  (S.  25%°  W.)  one  and  two  tenths  (1.2)  chains;  thence 
West  to  West  line  of  said  Section;  thence  North  to  quarter  corner;  thence 
East  to  the  point  of  beginning;  also  the  West  half  of  the  North-east 
quarter  of  Section  Twenty-eight  (W.  y2  of  N.E.  %  Sec.  28),  being  the  land 


1436       CHICAGO,   BURLINGTON   &   QUINCY  RAILROAD   COMPANY 

an  undivided  one-third  interest  in  which  was  conveyed  by  Caroline  Lenfers 
to  said  party  of  the  first  part  by  deed  recorded  March  26th,  1884. 

The  North-west  quarter  of  the  South-east  quarter  and  the  South  half 
of  the  South-west  quarter  of  the  North-east  quarter  of  Section  Twenty-one 
(N.W.  %  of  S.E.  %  and  S.  v2  of  S.W.  Yi  of  N.E.  %  Sec.  21),  being 
land  conveyed  by  Eosanna  Wise  to  said  party  of  the  first  part  by  deed 
recorded  March  26th,  1884. 

The  North  half  of  the  South-west  quarter  of  the  North-east  quarter  of 
Section  Twenty-one  (N.  Y2  of  S.W.  y4  of  N.E.  %  See.  21),  being  land 
conveyed  by  Seth  Partridge  and  wife  to  said  party  of  the  first  part  by 
deed  recorded  March  18th,  1884. 

The  North-west  quarter  of  the  North-east  quarter  of  Section  Twenty-one 
(N.W.  %  of  N.E.  i,i  Sec.  21),  being  land  conveyed  by  Thomas  B.  Hughlett 
and  others  to  said  party  of  the  first  part  by  deed  recorded  March  29th,  1884. 

Fourth.  All  those  portions  of  a  strip  of  land  one  hundred  (100)  feet 
wide  traversed  centrally  by  the  center  line  of  the  Chicago  and  North  Wis- 
consin Railway  as  originally  located  and  staked  out  and  extending  over 
and  across  Sections  Sixteen  (16)  Nine  (9)  Eight  (8)  and  Five  (5)  in 
Township  Twenty-seven  (27)  North  of  Range  One  (1)  East  of  the  Fourth 
Principal  Meridian,  which  are  included  in  the  following  described  lands 
to- wit:  — 

The  South-west  quarter  of  the  South-east  quarter  of  Section  Sixteen  (16) 
(S.W.  14  of  S.E.  y4  See.  Hi),  being  land  conveyed  by  Unman  Dankbar 
and  wife  to  the  said  party  of  the  first  part  by  deed  recorded  March 
31st,  1884. 

The  North-east  quarter  of  the  South-east  quarter  of  Section  Sixteen 
(N.E.  Yi  of  S.E.  %  Sec.  16),  being  land  conveyed  by  Herman  Dankbar 
and  wife  to  the  said  party  of  the  first  part  by  deed  recorded  March 
31st,  1884. 

The  South  half  of  the  North-east  quarter  of  Section  Sixteen  (S.  Yi  of 
N.E.  Yi  Sec.  16),  being  land  conveyed  by  Robert  Entwistle  and  wife  to 
said  party  of  the  first  part  by  deed  recorded  March  11th,  1884. 

A  part  of  the  North-west  quarter  of  the  North-east  quarter  of  Section 
Sixteen  (N.W.  %  of  N.E.  4  Sec.  16),  the  South-west  quarter  of  the 
South  east  quarter  of  Section  Nine  (S.W.  y4  of  S.E.  y4  Sec.  9),  the 
South-east  quarter  of  the  South-west  quarter  of  Section  Nine  (S'.E.  Yi  of 
S.W.  Yi  Sec.  9)  and  the  North-east  quarter  of  the  South  half  of  Fractional 
Section  Eight  (N.E.  Yi  of  S.  Yi  Frac'l  Sec.  8),  being  land  conveyed  by 
Frank  Bautsch  and  wife  to  said  party  of  the  first  part  by  deed  recorded 
March  19th,  1884. 

The  South-west  quarter  of  the  South-west  Quarter  and  the  North  half 
of  the  South-west  quarter  of  Section  Nine  (S.W.  Yi  of  S.W.  Yi  and  N.  y2 
of  S.W.  Yi  Sec.  9),  being  land  conveyed  by  Andrew  Scharpf  and  wife  to 
said  party  of  the  first  part  by  deed  recorded  March  19th,  1884. 

The  South-east  quarter  of  the  North  half  of  Fractional  Section  Eight 
(S.E.  Yi  of  N.  Y-2  Frac'l  Sec.  8),  being  land  conveyed  by  Bernard  Daters 
and  wife  to  said  party  of  the  first  part  by  deed  recorded  March  19th„  1884. 

The  North  half  of  the  East  half  of  the  North  half,  and  the  West  half 


CORPORATE    HISTORY  1437 

of  the  North  half  of  Fractional  Section  Eight  (N.  %  of  E.  %  of  N.  V2 
and  W.  y2  of  N.  y2  Frac'l  Sec.  8),  being  hind  conveyed  by  Henry  Wool- 
weber  and  wife  to  said  party  of  the  first  part  by  deed  recorded  February 
7th,  1884. 

The  South-west  quarter  of  the  South-west  quarter  of  Section  Five 
(S.W.  %  of  S.W.  %  Sec.  5),  being  land  conveyed  by  John  Spratt  and  wife 
to  said  party  of  the  first  part  by  deed  recorded  March  4th,  1S84. 

Fifth.  A  strip  of  land  one  hundred  (100)  feet  wide  traversed  centrally 
by  the  center  line  of  the  Chicago  and  North  Wisconsin  Eailway  as  origi- 
nally located  and  staked  out  and  extending  over  and  across  the  following 
described  lands  in  Township  Twenty-seven  (27)  North  Eange  One  (1) 
West  of  the  Fourth  Principal  Meridian,  to-wit:  — 

The  North-east  quarter  of  Section  Twelve  (N.E.  %  Sec.  12)  East  of 
the  Galena  Eiver  being  land  conveyed  by  Henry  Woolweber  and  wife  to 
said  party  of  the  first  part  by  deed  recorded  February  7th,  1884. 

The  South-east  quarter  of  the  South-east  quarter  of  Section  One  (S'.E.  % 
of  S.E.  Y±  Sec.  1),  being  land  conveyed  by  George  W.  Spratt  and  wife  to 
said  party  of  the  first  part  by  deed  recorded  February  16th,  1884. 

Sixth.  Also  the  following  described  lands  situated  in  Carroll  County  in 
said  State  of  Illinois,  to-wit:  — 

The  whole  of  Lots  Seven  (7),  Eight  (8),  Nine  (9),  Ten  (10),  Eleven 
(11),  and  Twelve  (12)  in  Block  Thirty  (30)  of  the  town  (now  city)  of 
Savanna. 

The  whole  of  Lots  Nine  (9),  Ten  (10),  Eleven  (11),  Thirteen  (13), 
Fourteen  (14),  Fifteen  (15),  and  whole  of  Lot  Sixteen  (16)  except  the 
easterly  Thirty  (30)  feet  thereof, — in  Block  Thirty-one  (31)  of  the  Town 
(now  city)   of  Savanna. 

The  whole  of  Lots  Six  (6),  Seven  (7),  Eight  (8),  Nine  (9),  and  Ten 
(10)  in  Block  Thirty-two  (32)   of  the  Town  (now  city)   of  Savanna. 

The  Westerly  Sixty  (60)  feet  of  Lots  Eight  (8),  Nine  (9),  Ten  (10), 
Eleven  (11),  Twelve  (12),  Thirteen  (13),  and  Fourteen  (14)  in  Block 
Thirty-three  (33)  of  the  Town  (now  city)  of  Savanna. 

The  whole  of  Lots  Seven  (7),  Eight  (8),  and  Thirteen  (13)  in  Block 
Thirty-five  (35)  of  the  Town  (now  city)   of  Savanna. 

The  whole  of  Lots  Six  (6),  Seven  (7),  and  Eight  (8)  in  Block  Fifty 
(50)  of  Bellow's  Addition  to  the  Town  (now  city)  of  Savanna. 

Also  a  strip  of  land  Twenty  (20)  feet  in  width  on  each  side  of  and 
adjoining  the  center  line  of  the  Bailroad  of  the  Chicago  and  North  Wiscon- 
sin Eailway  Company  as  the  same  is  located  over  and  across  Lot  Five  (5) 
in  said  Block  Fifty  (50)  of  Bellow's  Addition  to  the  Town  (now  city) 
of  Savanna,  and  being  the  same  land  acquired  by  said  party  of  the  first 
part  from  Calvin  Hubbel  and  wife  by  deed  recorded  March  12th,  1884. 

The  whole  of  Lots  One  (1),  Two  (2),  and  Five  (5),  Six  (6),  Seven  (7), 
Eight  (8),  Nine  (9),  Ten  (10),  Eleven  (11),  Twelve  (12),  Thirteen  (13), 
Fourteen  (14),  Fifteen  (15),  Sixteen  (16),  Seventeen  (17),  Eighteen  (18), 
Nineteen  (19),  Twenty  (20),  Twenty-one  (21),  Twenty-two  (22),  Twenty- 
three  (23),  Twenty-four  (24),  Twenty-five  (25),  Twenty-six  (26),  Twenty- 
seven    (27),   Twenty-eight    (28),   Twenty-nine    (29),   Thirty    (30),    Thirty- 


1438       CHICAGO,   BURLINGTON   &   QUINCY   RAILROAD   COMPANY 

one   (31),  Thirty-two   (32),  in  Block  Fifty-one   (51)   of  Bellow's  Addition 
to  the  Town  (now  city)  of  Savanna. 

All  of  that  portion  of  Lot  One  (1)  of  the  North-east  fractional  quarter 
of  Section  Four  (4)  in  Township  Twenty-four  (24)  North  of  Bange 
Three  East  (Lot  1  of  Sec.  4,-T.  24  N.,-B.  3  E.)  of  the  Fourth  Principal 
Meridian,  lying  Westerly  of  the  Galena  and  Savanna  highway  and  Northerly 
of  Block  Fifty-one  (51)  of  Bellow's  Addition  to  the  Town  (now  city)  of 
Savanna. 

Also  the  whole  of  Lots  One  (1),  Two  (2),  Three  (3),  Four  (4),  Five  (5), 
Six  (6),  Seven  (7),  Eight  (8),  Nine  (9),  Ten  (10),  Eleven  (11),  and 
Twelve  (12)  in  Block  One  (1)  of  Hale's  Addition  to  the  Town  (now  city) 
of  Savanna. 

The  whole  of  Lots  Three  (3)  Four  (4),  Five  (5),  Six  (6),  Seven  (7), 
Eight  (8),  Nine  (9),  Ten  (10),  Eleven  (11),  and  Twelve  (12)  in  Block 
Nine  (9)  of  Hale's  Addition  to  the  Town  (now  city)  of  Savanna. 

The  whole  of  Lots  Three  (3),  Four  (4),  Five  (5),  Six  (6),  Seven  (7), 
Eight  (8),  Nine  (9),  Ten  (10),  Eleven  (11),  Twelve  (12),  Thirteen  (13), 
Fourteen  (14),  Fifteen  (15),  and  Sixteen  (16)  in  Block  Seventeen  (17) 
of  Hale's  Addition  to  the  Town  (now  city)  of  Savanna. 

Seventh.  All  those  portions  of  a  strip  of  land  one  hundred  (100)  feet 
wide,  traversed  centrally  by  the  center  line  of  the  Chicago  and  North 
Wisconsin  Railway  as  originally  located  and  staked  out  extending  over  and 
across  Sections  Thirty-three  (33),  Twenty-eight  (28),  Twenty-nine  (29), 
Twenty  (20),  Nineteen  (19),  and  Eighteen  (18)  in  Township  Twenty-six 
(26),  North  of  Bange  Two  (2)  East  of  the  Fourth  Principal  Meridian, 
which  are  included  in  the  following  described  lands,  to-wit:  — 

A  portion  of  the  South-west  quarter  of  the  North-east  quarter  of  Section 
Thirty-three  (Part  of  S.W.  %  of  N.E.  %  Sec.  33)  and  the  North-west 
quarter  of  Section  Thirty-three  (N.W.  U  Sec.  33),  being  land  acquired 
of  Thomas  B.  Bockins  and  others  by  said  party  of  the  first  part  by  order 
of  Court,  dated  July  29th,  1884. 

The  West  half  of  the  North-east  quarter  of  Section  Nineteen  (W.  Y2  of 
N.E.  %  Sec.  19)  and  the  Northeast  quarter  of  the  North  west  quarter  of 
Section  Nineteen  (N.E.  %  of  N.W.  %  Sec.  19),  being  land  acquired  of 
John  Eadie  and  others  by  said  party  of  the  first  part  by  order  of  the 
Court,  dated  July  29th,  1884. 

The  South-west  quarter  of  the  South-east  quarter  and  the  East  half  of 
the  South-west  quarter  of  Section  Eighteen  (S.W.  1,4  of  S.E.  %  and  E.  y2 
of  S.W.  %  Sec.  18),  being  land  acquired  of  Emily  F.  Miller  and  others 
by  said  party  of  the  first  part  by  order  of  Court,  dated  July  29th,  1884. 

Eighth.  All  those  portions  of  a  strip  of  land  one  hundred  (100)  feet 
wide  traversed  centrally  by  the  center  line  of  the  Chicago  and  North  Wis- 
consin Railway  as  originally  located  and  staked  out  and  extending  over  and 
across  Township  Twenty-six  (26)  North  of  Range  One  (1)  East  of  the 
Fourth  Principal  Meridian  which  are  included  in  the  following  described- 
lands,  to-wit:  — 

The  North-west  quarter  of  Section  Eleven  (11)   (N.W.  y4  Sec.  il),  being 


CORPORATE   HISTORY  1439 

land  acquired  of  James  L.  Edgerton  and  others  by  said  party  of  the  first 
pari  by  Order  of  Court,  dated  July  19th,  1884. 

The  South-east  quarter  and  a  part  of  the  East  half  of  the  South-west 
quarter  of  Section  Three  (S.E.  %  and  pt.  E.  y2  of  S.W.  %  Sec.  3),  being 
land  acquired  of  Margaret  A.  Young  and  others  by  said  party  of  the  first 
part  by  order  of  Court,  dated  July  29,  1884. 

The  North  half  of  the  North-east  quarter  of  Section  Four  (N.  y2  of  N.E. 
%  Sec.  4),  being  land  acquired  of  Nicholas  Peschang  and  others  by  said 
party  of  the  first  part  by  order  of  the  Court,  dated  April  15th,  1884. 

Ninth.  A  strip  of  land  one  hundred  (100)  feet  wide  traversed  centrally 
by  the  center  line  of  the  Chicago  and  North  Wisconsin  Railway  as  originally 
located  and  staked  out  and  extending  over  and  across  the  following  described 
lands  in  Township  Twenty-seven  (27)  North  of  Eange  One  (1)  East  of 
the  Fourth  Principal  Meridian,  to-wit: — 

The  South-west  quarter  of  the  South-east  quarter  and  the  west  half  of 
Section  Thirty-three  (S.W.  %  of  S.E.  %  and  W.  y2  Sec.  33),  being  land 
acquired  by  said  party  of  the  first  part  of  Nicholas  Peschang  and  others 
by  order  of  Court,  dated  April  15th,  1884. 

Tenth.  All  those  portions  of  a  strip  of  land  one  hundred  and  seventy- 
five  (  L75)  feel  wide  the  Easterly  boundary  line  of  which  is  parallel  to  the 
center  line  of  the  Chicago  and  North  Wisconsin  Railway  as  originally 
located  and  staked  out,  and  one  hundred  (100)  feet  distant  Easterly  there- 
from, and  extending  over  and  across  Sections  Twenty-eight  (28)  and 
Twenty-one  (21)  in  Township  Twenty-seven  (27)  North  of  Range  One  (1) 
East  of  the  Fourth  Principal  Meridian,  which  are  included  in  the  following 
described  lands,  to-wit:  — 

An  undivided  two-third's  interest  in  that  tract  in  Section  Twenty-eight 
(28)  beginning  three  (3)  chains  East  of  the  center  of  said  Section  Twenty- 
eight  (28) ;  thence  South  Twenty-five  and  one  half  degrees  West  (S. 
25y2  W.)  one  and  two  tenths  (1.2)  chains;  thence  West  to  West  line  of 
said  section;  thence  North  to  quarter  corner;  thence  East  to  point  of 
beginning;  also,  the  West  half  of  the  North-east  quarter  of  Section 
Twenty-eight  (W.  y2  of  N.E.  %  Sec.  28)  ;  said  undivided  two-thirds  in- 
terest having  been  acquired  by  said  party  of  the  first  part  of  Anna  C. 
Henke  and  Guardian  by  order  of  Court,  dated  May  2nd,  1884. 

The  South-west  quarter  of  the  South-east  quarter  of  Section  Twenty-one 
(S.W.  %  of  S.E.  y4  Sec.  21),  being  the  same  land  acquired  by  said  party 
of  the  first  part  by  quit  claim  deed  recorded  March  29th,  1884,  from 
Daniel  S.  Harris  and  wife  and  an  order  of  Court  against  Edward  L.  Taylor, 
dated  May  12th,  1884. 

Eleventh.  All  those  portions  of  a  certain  strip  of  land  one  hundred 
(100)  feet  wide  traversed  centrally  by  the  center  line  of  the  Chicago  and 
North  Wisconsin  Railway  as  originally  located  and  staked  out  and  extend- 
ing over  and  across  Section  Sixteen  (16)  Township  Twenty-seven  (27) 
North  of  Range  One  (1)  East  of  the  Fourth  Principal  Meridian,  which  are 
mi  hide.]  iii  the  following  described  lands,  to-wit:  — 

The  South-east  quarter  of  the  South-east  quarter  of  Section  Sixteen 
(S.E.   y4   of  S.E.   %   Sec.   16),  being  land   acquired  by  said  party  of  the 


1440      CHICAGO,   BURLINGTON   &   QUINCY   RAILROAD   COMPANY 

first  part  of  William  Kamphouse  and  others  by  order  of  Court,  dated  April 
15th,  1884. 

The  North-west  quarter  of  the  North-east  quarter  of  Section  Sixteen 
(N.W.  %  of  N.E.' .  %  Sec.  16),  being  land  acquired  by  said  party  of  the 
first  part  of  Christian  Schubert  and  others  by  order  of  Court,  dated 
April  7th,  1884. 

Twelfth.  A  strip  of  land  one  hundred  (100)  feet  wide  traversed  cen- 
trally by  the  center  line  of  the  Chicago  and  North  Wisconsin  Eailway  as 
originally  located  and  staked  out  and  extending  over  and  across  the  South- 
east quarter  of  the  North-west  quarter  of  Section  One  (1)  Township 
Twenty-seven  (27)  North  rEange  One  West  (S.E.  %  of  N.W.  %  Sec.  1,  T. 
27,  N.  E.  1  W.)  of  the  Fourth  Principal  Meridian,  being  the  land  acquired 
by  said  party  of  the  first  part  of  John  B.  Frentress  by  order  of  Court, 
dated  April  7th,  1884. 

To  Have  and  to  Hold  the  same  together  with  all  and  singular  the 
hereditaments  and  appurtenances  thereunto  belonging  or  in  any  wise  ap- 
pertaining unto  the  said  party  of  the  second  part,  its  successors  and  assigns, 
forever,  and  the  said  party  of  the  first  part  does  covenant  with  the  said 
party  of  the  second  part,  its  successors  and  assigns,  as  follows:  — 

1.  That  it  is  lawfully  seized  of  said  premises. 

2.  That  it  has  a  good  right  to  convey  the  same. 

3.  That  the  same  is  free  from  all  encumbrances. 

4.  That  the  said  party  of  the  second  part  shall  quietly  enjoy  and 
possess  the  same. 

5.  That  the  said  party  of  the  first  part  will  warrant  and  defend  the 
title  to  the  same  against  all  lawful  claims. 

In    Witness    Whereof    the  party  of  the  first  part    has    caused    its    cor- 
porate name  to  be  signed  hereto  by  its  President,  and  its  corporate  seal  to 
be  affixed  and  attested  by  its  secretary,  both  said  officers  being  thereunto 
duly  authorized,  on  the  day  and  year  first  above  written. 
[seal]  The  Chicago  &  North  Wisconsin  Eailway  Co., 

Attest:  By  Chester  M.  Dawes,  President. 

II.  W.  Weiss,  Secretary. 

State  of  Illinois,  ) 

v  SS 

County  of  Cook.     \ 

I,  Lester  O.  Goddard,  a  Notary  Public  within  and  for  said  State  and 
County,  do  hereby  certify  that  Chester  M.  Dawes,  President  of  the  Chicago 
&  North  Wisconsin  Eailway  Company,  and  H.  W.  Weiss,  Secretary  of  the 
said  Company,  to  me  personally  known  to  be  the  same  persons  whose  names 
are  subscribed  to  the  foregoing  instrument  as  such  President  and  Secretary 
respectively  appeared  before  me  this  day  in  person  and  acknowledged  that 
they  and  each  of  them  have  signed  said  instrument,  attached  the  Corporate 
Seal  of  said  Company  thereunto,  and  delivered  the  same,  as  the  free  and 
voluntary  act  of  the  Chicago  &  North  Wisconsin  Eailway  Company  for  the 
uses  and  purposes  therein  set  forth. 

Given  under  my  hand  and  Notarial  seal  this  13th  day  of  September,  1887. 
[seal]  Lester  O.  Goddard, 

Notary  Public. 


CORPORATE    HISTORY  1441 


RECORDED  IN  ILLINOIS 

Count  y 

Date 

Book 

Page 

Carroll 

September  17,  1887 

30 

272 

Jo  Daviess 

October        10,  1887 

62 

56 

ARTICLES  OF  INCORPORATION,  August  22,  1885,  Chicago,  Burlington 
and  Northern  Railroad  Company  [Illinois]. 

********* 

"We,  the  undersigned,  do  hereby  associate  ourselves  together  for  the  purpose 
of  constructing,  purchasing,  operating,  leasing  and  using  a  railroad  in  the 
State  of  Illinois,  and  do  adopt  the  following  articles  of  incorporation,  viz.: — ■ 

Article  I. 
The  name  of  the  corporation  shall  be  the  ' '  Chicago,  Burlington  and  North- 
ern Railroad  Company. ' ' 

Article  II. 

It  is  intended  to  construct  a  line  of  railroad  from  Chicago  in  the  County 
of  Cook,  through  the  Counties  of  Cook,  DuPage,  Kane,  DeKalb,  Ogle  and 
Carroll,  to  some  point  on  the  Mississippi  River  at  or  near  Savannah  in  Carroll 
County :  and  from  some  point  within  the  City  of  Fulton  in  Whiteside  County, 
northwardly  to  a  connection  with  the  road  above  mentioned  at  or  near 
Savannah;  thence  northwardly  to  the  boundary  line  of  the  State  of  Wis- 
consin in  Jo  Daviess  County,  there  to  meet  and  connect  with  another  railroad 
built  or  to  be  built  in  said  State  of  Wisconsin:  but  should  it  be  found  that 
any  line  of  railroad  already  constructed  in  or  through  one  or  more  of  the 
above  named  counties,  can  be  leased,  used  or  operated  by  this  company,  or 
running  arrangements  made  with  the  corporations  owning  or  operating  the 
same,  then  it  is  proposed  to  construct  only  so  much  of  the  line  above  described 
as  is  necessary  to  form  continuous  lines  of  railroad  between  said  point  in 
Fulton  and  the  north  boundary  of  Illinois,  and  between  Chicago  and  Savannah 
aforesaid. 

Article  III. 

The  principal  business  office  of  said  proposed  corporation  shall  be  at 
Chicago,  in  the  county  aforesaid. 

Article  IV. 

Said  proposed  corporation  shall  commence  on  the  24th  day  of  August, 
A.  D.  1885,  and  continue  fifty  years  and  for  such  longer  period  as  may  be 
provided  by  law. 

Article  V. 

The  amount  of  capital  stock  of  said  corporation  shall  be  three  millions  of 
dollars. 


1442       CHICAGO,   BURLINGTON   &   QUINCY   RAILROAD   COMPANY 


Article  VI. 

The  names  and  places  of  residence  of  the  several  persons  forming  the 
association  for  incorporation,  are 

L.  O.  Goddard,  Frank  S.  Bagg,  Charles  L.  Allen  and  H.  W.  Weiss,  all  of 
Chicago,  Illinois,  and  B.  E.  Watson,  Boston,  Massachusetts. 

Article  VII. 

L.  O.  Goddard,  Frank  S.  Bagg,  Charles  L.  Allen,  II.  W.  Weiss  and  B.  B. 
Watson,  subscribers  to  the  capital  stock  of  said  corporation,  shall  comprise 
the  lirst  hoard  of  directors. 

The  management  of  the  affairs  of  said  corporation  shall  be  vested  in  its 
board  of  directors,  which  shall  elect  a  president,  secretary  and  treasurer  and 
appoint  such  other  officers  as  it  shall  deem  necessary. 

Article  VIII. 

The  number  of  shares  of  capital  stock  shall  be  thirty  thousand  shares,  of 
one  hundred  dollars  each. 

In  witness  whereof,  we  have  hereunto  set  our  hands  and  seals  this  22nd 
day  of  August,  A.  U.  1885. 

L.  O.  Goddard. 
H.  W.  Weiss. 
Frank  S.  Bagg. 
Chas.  L.  Allen. 
B.  E.  Watson. 

United  States  of  America.) 

r  SS 

State  op  Illinois.  \ 

office  of  secretary. 

I,  Henry  I).  Dement,  Secretary  of  State  of  Illinois,  do  hereby  certify  that 
the  foregoing  Articles  of  Incorporation  of  the  Chicago  Burlington  &  North- 
em  Railroad  Company  were  filed  for  record  in  the  office  of  the  Secretary  of 
State  of  the  State  of  Illinois  on  the  25th  day  of  August  A.  D.  1885,  at  9 
o'clock  A.M.  and  duly  recorded  in  Book  No.  6  of  Railroad  Eecords  at  Page 
190. 

In  Witness  Whereof,  I  hereunto  set  my  hand  and  affix  the  Great  Seal  of 
State,  at  the  City  of  Springfield,  this  25th  day  of  August  A.  D.  1885. 
[seal]  Henry  D.  Dement,  Secretary  of  State. 

EECOEDED  IN  ILLINOIS 
County  Jinii 

Cook  August  26,  1885 

Kane  August  26,  1885 

Jo  Daviess  August  26,  1885 

DuPage  August  26,  1885 

Whiteside  August  26,  1885 

Carroll  August  26,  1885 

DeKalb  August  26,  1885 


Book 

Page 

2 

95 

127 

524 

B. 

66 

1 

417 

109 

205 

1 

293 

C. 

83 

CORPORATE    HISTORY  1443 

TRUST  MORTGAGE,  November  20,  1885,  Chicago,  Burlington  and  North- 
ern Railroad  Company  [Illinois]  to  William  J.  Ladd  and  T.  S.  Howland, 
Trustees. 

This  Indenture  of  Mortgage  made  this  Twentieth  (20th)  day  of  Novem- 
ber A.  D.  1885,  by  and  between  The  Chicago,  Burlington  &  Northern  Rail- 
road Company,  a  corporation  created  and  organized  under  and  in  con- 
formity with  the  laws  of  the  State  of  Illinois,  party  of  the  first  part,  and 
William  J.  Ladd  and  T.  S\  Howland,  of  Boston,  in  the  State  of  Massachu- 
setts, Trustees,  for  the  uses  and  purposes  and  upon  the  terms  and  condi- 
tions hereinafter  stated,  parties  of  the  second  part:  — 

Witiirssrth :  That  Whereas  The  Chicago,  Burlington  &  Northern  Railroad 
Company,  pursuant  to  the  terms  of  the  statutes  and  acts  of  the  legislature 
of  the  said  State  of  Illinois  creating  it,  and  of  the  organization  of  the  Com- 
pany under  and  in  accordance  therewith,  is  engaged  in  constructing  a  rail- 
road from  a  point  at  or  near  Oregon,  in  Ogle  Cpunty,  Illinois,  westerly  to  the 
town  (if  s.ivanna,  in  Carroll  County,  Illinois,  and  also  from  some  point  in 
the  city  of  Fulton,  in  Whiteside  County,  Illinois,  northerly  to  a  connection 
with  the  above  mentioned  railroad  at  or  near  Savanna,  and  thence  Northerly 
to  the  boundary  line  of  the  State  of  Wisconsin,  in  Jo  Daviess  County,  Illi- 
nois, there  to  meet  and  connect  with  the  railroad  of  the  consolidated  Chi- 
cago, Burlington  &  Northern  Railroad  Company  of  the  States  of  Wisconsin 
and  Minnesota,  built  or  to  be  built,  a  distance  in  all  of  about  one  hundred 
and  five  (105)  miles,  and 

Whereas  the  said  first  party  is  authorized  by  the  statutes  and  laws  afore- 
said, and  by  the  terms  of  its  organization  to  execute  Trust  Mortgages  of  its 
railroad  and  franchises  connected  therewith,  and  of  its  other  property  to 
secure  the  payment  of  bonds  issued  for  the  objects  and  purposes  hereinafter 
set  forth,  and 

Whereas  the  said  first  party  is  desirous  of  borrowing  money  to  an 
amount  not  exceeding  Three  Million  Dollars,  ($3,000,000.)  for  the  pur- 
pose of  constructing,  equipping,  completing,  finishing,  improving  and  oper- 
ating its  said  railroad,  and  purchasing  the  right  of  way  and  material  neces- 
sary for  the  superstructure  thereof  and  defraying  all  necessary  expenses  of 
transportation  and  other  charges  connected  with  the  building,  equipping 
and  operating  said  railroad,  ami  the  appendages  and  appurtenances  con- 
nected therewith,  and  for  other  purposes,  and  at  a  meeting  of  its  Board  of 
Directors  duly  called  and  held  at  Chicago,  Illinois,  on  the  twenty-seventh 
(27th)  day  of  August,  A.  D.  1885,  did  resolve  to  borrow  the  sum  of  Three 
Million  Dollars,  ($3,000,000.)  for  so  building,  equipping,  completing,  finish- 
ing, improving  and  operating  its  said  railroad,  and  for  other  purposes,  and 
to  execute  and  issue  the  bond  of  said  Company  for  the  said  sum  of  Three 
Million  Dollars,  ($3,000,000.)  of  the  date  of  November  Twentieth  (20th) 
A.  D.  1885,  having  Forty  (40)  years  from  April  First,  1886,  to  run  to  ma- 
turity, hearing  interest  from  and  after  April  first,  1886,  at  the  rate  of  Five 
per  centum  per  annum  payable  semi-annually  on  the  first  days  of  April  and 
October  in  each  year,  the  first  six  months  interest  to  be  payable  October 
First  1886,  and  the  principal  to  be  payable  April  First,  A.  D.  1926;   both 


1444      CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD   COMPANY 

principal  and  interest  to  be  payable  at  the  office  of  the  Company  in  the  city 
of  Boston,  Massachusetts,  or  at  such  other  places  as  the  said  Company  may 
appoint;  and  also  resolved  to  secure  the  payment  of  the  same,  both  princi- 
pal and  interest,  by  a  mortgage  of  its  said  railroad,  franchises  and  other 
corporate  property  of  every  nature  and  kind,  to  said  parties  of  the  second 
part  as  trustees  for  the  benefit  and  security  of  the  holders  of  said  bond, 
which  said  bond  shall  be  authenticated  by  a  certificate  signed  by  said  par- 
ties of  the  second  part  as  being  issued  under  and  secured  by  said  mortgage, 
and  which  said  resolution  of  the  Board  of  Directors  to  borrow  said  sum  of 
Three  Million  Dollars,  ($3,000,000.)  and  to  execute  the  bond  of  this  Com- 
pany for  that  amount  and  to  secure  the  same  by  mortgage  in  manner  afore- 
said, was  concurred  in  by  the  holders  of  all  of  the  stock  of  this  Company 
at  a  meeting  of  the  stockholders  duly  called  and  held  under  and  in  con- 
formity witli  the  statutes  of  the  State  of  Illinois  at  Chicago,  Illinois,  on  the 
sixth  day  of  November  A.  D.  1885. 

Now,  therefore,  This  Indenture  Witnesseth  That  the  said  Chicago,  Bur- 
lington &  Northern  Railroad  Company,  party  of  the  first  part,  in  order  to 
scrure  the  payment  of  its  said  bond,  issued  as  aforesaid,  and  the  interest 
thereon,  and  in  consideration  of  One  Dollar,  ($1.00)  to  it  in  hand  paid  by 
said  parties  of  the  second  part  at  the  ensealing  and  delivery  of  these  pres- 
ents, the  receipt  whereof  is  hereby  acknowledged,  has  granted,  bargained, 
sold,  transferred  and  conveyed,  and  by  these  presents  does  grant;  bargain, 
sell,  transfer  and  convey  to  said  parties  of  the  second  part,  their  survivor 
and  successors  in  said  trust,  and  assigns,  all  the  following  described  prop- 
erty, to  wit : 

All  the  present  and  in  the  future  to  lie  acquired  property  of  said  Railroad 
Company,  party  of  the  first  part,  in  and  relating  to  its  said  railroad,  except 
future  extensions  and  branches,  and  all  the  right,  title,  interest  and  equity 
of  redemption  therein;  that  is  to  say,  all  the  said  railroad  of  said  first  party, 
now  constructed  and  to  be  constructed,  extending  from  a  point  at  or  near 
Oregon,  Ogle  County,  Illinois,  westerly  to  the  town  of  Savanna,  in  Carroll 
County,  Illinois,  and  also  from  some  point  in  the  city  of  Fulton,  in  White- 
side County,  Illinois,  northerly  to  a  connection  with  the  above  mentioned 
railroad  at  or  near  Savanna,  and  thence  northerly  to  the  boundary  line  of 
the  State  of  Wisconsin,  in  Jo  Daviess  County,  Illinois,  there  to  meet  and 
connect  with  the  railroad  of  said  consolidated  Chicago,  Burlington  &  Nor- 
thern Railroad  Company,  built  or  to  be  built,  a  distance  in  all  of  about  One 
Hundred  and  five  (105)  miles  including  therein  the  rights  of  way,  road  bed, 
superstructure,  all  the  lands,  depots,  depot  grounds,  stationhouses,  viaducts, 
fences,  bridges,  timber  and  materials,  appurtenant  to  or  to  become  connected 
with  said  railroad,  and  all  property  purchased  or  to  be  purchased  for  the 
construction  of  said  railroad;  also  all  engines,  tenders,  cars  and  machinery, 
and  all  other  kinds  of  rolling  stock,  now  belonging  to  or  which  may  hereafter 
be  acquired  by  said  party  of  the  first  part  for  use  upon  its  said  railroad,  all 
of  which  shall  be  suitably  designated  and  marked,  but  not  including  cars 
and  other  rolling  stock  purchased  for  use  upon  future  extensions  or  branches; 
also  all  rights,  privileges  and  franchises  of  said  first  party  relating  to  said 
railroad,  and  property  acquired  by   virtue  thereof,   now  in   possession   or 


CORPORATE    HISTORY  1445 

which  may  hereafter  be  acquired,  including  all  machine  shops,  implements 
and  tools  contained  therein  or  along  the  line  of  said  railroad,  although  the 
same  may  not  be  herein  specifically  mentioned. 

To  have  and  to  hold  the  said  line  of  railroad  and  all  the  other  property 
and  interests  above  mentioned,  or  intended  to  be  mentioned  and  included, 
and  all  and  singular  said  premises  and  every  part  thereof,  with  the  appur- 
tenances, unto  the  said  parties  of  the  second  part,  or  the  survivor  of  them, 
and  their  successors  in  said  trust,  and  assigns,  but  for  the  following  pur- 
poses, and  upon  the  following  express  trusts,  that  is  to  say: 

In  case  the  said  Chicago,  Burlington  &  Northern  Railroad  Company  of 
Illinois,  shall  make  default  in  the  payment  of  taxes  and  adjustments,  as 
hereafter  provided,  after  thirty  (30)  days'  notice  in  writing  by  the  parties 
of  the  second  part  requiring  the  payment  thereof;  or  shall  fail  to  pay  the 
principal  or  any  part  thereof,  or  the  interest  on  said  bond  secured  or  in- 
tended to  be  secured  hereby  at  any  time  when  and  where  the  same  may 
become  due  and  payable  according  to  the  tenor  thereof,  and  for  sixty  (60) 
days  thereafter,  then  and  in  such  case,  at  the  written  request  of  the  holder 
of  said  bond  at  the  time  outstanding,  the  said  parties  of  the  second  part, 
their  survivor  or  successors  in  said  trust,  or  assigns,  may,  upon  being  in- 
demnified by  the  parties  making  the  application,  enter  into  and  take  posses- 
sion of  said  railroad  of  said  Illinois  Company,  and  all  other  property, 
rights  and  interests  hereby  conveyed  or  intended  to  be  conveyed,  and  as 
attorneys  in  fact  and  agents  of  said  first  party,  by  themselves  or  their 
agents  duly  constituted,  have,  use  and  employ  the  same  and  receive  the 
revenues  therefrom,  making  from  time  to  time  all  needful  repairs,  altera- 
tions and  additions  thereto,  and  after  indemnifying  themselves  from  loss, 
damage  or  liability  arising  from  the  management  of  said  trust,  apply  the 
net  earnings  of  said  railroad,  franchises  and  the  other  property  hereby  con- 
veyed, to  the  payment  of  all  such  interest  on  said  bond  as  may  at  that  time 
remain  in  arrear  and  unpaid,  but  when  and  as  soon  as  the  second  parties, 
out  of  such  net  earnings  shall  have  paid  off  all  such  arrears  of  interest,  and 
of  taxes  and  assessments,  or  such  net  earnings  in  their  hands  shall  be 
sufficient  for  that  purpose  they  shall  re-deliver  said  railroad  and  property 
to  the  first  party:  provided,  however,  that  nothing  in  this  provision  con- 
tained shall  be  deemed  or  construed  to  preclude  the  second  parties  proceed- 
ing to  foreclose  this  mortgage  in  the  manner  hereinafter  provided ;  or  the 
said  second  parties,  their  survivor,  or  their  successors  in  said  trust  or  as- 
signs, at  their  discretion  may,  and  upon  the  written  request  of  the  holders 
of  said  bond  then  unpaid  shall  upon  being  indemnified  by  the  parties  mak- 
ing the  application,  in  case  such  mode  of  foreclosure  shall  at  that  time  be 
authorized  by  law  cause  said  premises  and  property  to  be  sold  at  public 
auction  at  the  city  of  Chicago,  in  Cook  County,  Illinois,  after  giving  sixty 
(60)  days  notice  of  the  time,  place  and  terms  of  such  sale,  by  publishing 
the  same  at  least  four  times  in  each  week  in  one  or  more  of  the  principal 
newspapers  for  the  time  being  published  in  each  of  the  cities  of  Boston, 
Massachusetts,  New  York,  N.  Y.,  and  Chicago,  Illinois,  and  upon  such  sale 
execute  to  the  purchaser  or  purchasers  thereof  a  good  and  sufficient  deed  or 
deeds  of  conveyance  in  fee  simple  for  all  the  property  held  by  said  Com- 


1446       CHICAGO,   BURLINGTON   &    QUINCY   RAILROAD   COMPANY 

pany  under  such  title,  and  a  suitable  and  effective  conveyance  and  assign- 
ment for  all  other  property  held  by  said  Company  and  sold  by  said  parties 
of  the  second  part,  which  conveyances  shall  be  a  bar  to  the  Chicago,  Burling- 
ton &  Northern  Kailroad  Company  of  Illinois,  party  of  the  first  part,  its 
successors  and  assigns  and  all  persons  claiming  under  it  or  them,  of  all  right 
title,  interest  and  claim  in  or  to  said  premises  or  any  part  thereof. 

Said  trustees  shall  after  deducting  from  the  proceeds  of  such  sale  the 
costs  and  expense  thereof,  and  of  the  management  of  said  property,  and 
sufficient  to  indemnify  and  save  themselves  harmless  from  and  against  all 
liability  arising  from  this  trust,  appropriate  ami  apply  so  much  of  the  pro- 
is  of  said  property  as  may  be  necessary  to  the  payment  in  full  of  the 
principal  and  interest  of  said  bond  then  remaining  unpaid,  whether  the 
same  may  then  lie  due  and  payable  or  not,  and  shall  restore  the  residue 
thereof  to  said  first  party  its  successors  and  assigns. 

It  is  understood  and  agreed  that  in  no  case  shall  any  claim  be  made  under 
or  advantage  taken  by  said  first  party,  its  successors  or  assigns,  of  valua- 
tion, appraisement,  redemption  or  extension  laws  now  in  force  or  hereafter 
enacted;  nor  any  injunction  or  stay  of  proceedings  be  prayed  for  or  had, 
or  any  process  he  obtained  or  applied  for  by  it  or  them  to  prevent  such  en- 
try, sale  and  conveyance  as  aforesaid. 

And  further,  that  in  case  said  parties  of  the  second  part,  their  survivor 
or  successors  in  said  trust,  or  assigns,  shall,  for  any  reason,  omit  to  avail 
themselves  of  any  such  default  as  aforesaid,  such  omission  shall  not  preju- 
dice or  impair  tin-  rights  or  remedies  of  said  second  parties,  their  survivor 
or  successors  in  said  trust,  or  assigns,  to  avail  themselves  of  any  other  or 
further  neglect  or  default   of  said  first   party. 

Nor  shall  the  above  remedies  provided  for  in  cases  of  default  exclude  the 
parties  of  the  second  part,  their  survivor  or  successors  from  any  other  legal 
or  equitable  remedies  they  may  be  entitled  to  in  the  premises,  including  the 
foreclosure  of  this  indenture,  by  a  proper  proceeding  in  court.  In  case  a 
bill  shall  be  filed  for  the  foreclosure  hereof,  by  the  said  second  parties  they 
shall  he  entitled  as  a  matter  of  right  to  the  appointment  of  a  Eeceiver  of 
all  the  property  herein  conveyed,  and  from  the  proceeds  of  any  sale  under 
such  proceeding,  there  shall  first  be  paid  all  the  expenses  of  such  receiver- 
ship, ami  the  costs  of  such  proceeding,  including  compensation  to  said 
trustees  and  also  fees  of  counsel  and  attorneys,  and  all  other  expenses  and 
disbursements  properly  chargeable  against  said  first  party  or  the  said  prop- 
erty by  reason  of  any  default  on  the  part  of  said  first  party  in  carrying  out 
the  covenants  of  this  indenture,  the  residue  of  such  proceeds  to  be  applied 
to  the  payment  in  full  of  the  principal  and  interest  then  remaining  unpaid 
upon  said  bond,  and  any  surplus  to  be  paid  over  to  said  first  party  its 
successors  or   assigns. 

And  the  said  party  of  the  first  part,  for  itself  and  its  successors,  hereby 
agrees  to  execute  and  deliver  any  further  reasonable  and  necessary  con- 
veyance and  assignment  of  said  premises  or  any  part  thereof,  to  said  parties 
of  the  second  part,  their  survivor  or  successors  in  said  trust,  or  assigns, 
which  counsel  of  the  parties  of  the  second  part,  at  any  time,  may  advise, 
for  the  more  effectually  vesting  the  title  to  the  property  hereby  granted  or 


CORPORATE    HISTORY  1447 

intended  to  be  conveyed,  in  said  parties  of  the  second  part,  their  survivor 
or  successors  and  assigns,  and  for  the  more  fully  carrying  into  effect  the 
objects  and  purposes  of  these  presents. 

The  trustees  herein,  and  their  successors,  shall  at  all  times  have  full 
power  and  authority,  to  be  exercised  in  their  own  discretion  and  not  other- 
wise, to  release  or  convey  to  any  party  or  parties  who  may  be  designated  in 
writing  by  the  first  party  to  receive  the  same ;  or  to  release  from  the  lien 
or  operation  of  this  indenture,  in  such  other  manner  as  the  trustees  may 
deem  proper,  any  portion  of  the  premises  hereby  granted  appurtenant  to 
said  railroad,  but  which,  in  the  opinion  of  said  trustees,  shall  be  unnecessary 
for  use  in  connection  therewith,  and  also  to  release  and  convey  on  like  re- 
quest any  lands,  not  occupied  by  the  track,  which  may  become  disused  by 
reason  of  a  change  of  the  location  of  any  stationhouse  or  other  building 
connected  with  said  railroad,  and  such  lands  occupied  by  the  track  and  ad- 
jacent to  such  stationhouse,  depot,  or  other  building,  as  the  first  party  may 
deem  it  expedient  to  disuse  or  abandon  by  reason  of  such  change. 

Provided,  that  any  lands  or  other  property  acquired  by  the  first  party  in 
substitution  of  the  lands  so  released  and  conveyed  shall  immediately  be- 
come subject  to  the  lien  and  operation  of  this  indenture,  or  the  proceeds  of 
sale  of  any  property,  so  disused  shall  be  paid  over  to  ,the  said  trustees,  if 
they  so  request,  to  be  applied  upon  the  bond  hereby  secured,  or  to  be  held 
by  them  as  a  part  of  a  sinking  fund  for  the  ultimate  payment  of  such  bond, 
and  to  be  invested,  in  their  discretion,  for  that  purpose. 

It  is  hereby,  also,  mutually  agreed  and  understood  that  it  shall  be  lawful 
for  said  first  party,  its  successors  and  assigns  to  retain  possession  of  said 
property  hereby  conveyed,  and  to  receive  and  dispose  of  the  current  revenues 
of  said  railroad  and  property  hereby  conveyed  as  it  or  they  shall  deem 
proper,  until  default  shall  be  made  in  the  payment  of  the  principal  or  in- 
terest of  the  bond  hereby  secured,  or  some  part  thereof,  or  of  taxes  and 
assessments  that  may  be  lawfully  levied  or  assessed  upon  said  railroad  and 
property  connected  therewith,  as  they  shall  respectively  become  due  and 
payable. 

And  that  upon  full  and  final  payment  of  the  principal  and  interest  of 
said  bond,  issued  under  and  secured  by  this  instrument,  the  estate  hereby 
granted  to  said  parties  of  the  second  part  shall  be  void,  and  the  right  and 
title  to  the  premises  and  property  hereby  conveyed  shall  revert  to  and  re- 
vest in  said  party  of  the  first  part,  its  successors  and  assigns,  without  any 
acknowledgment  of  satisfaction,  reconveyance,  re-entry  or  other  act. 

And  further  that  the  bond  secured  by  and  issued  under  this  indenture, 
and  the  proceeds  thereof,  shall  be  used  for  and  appropriated  to  the  objects 
and  purposes  herein  contemplated.  And  said  bond  shall  at  any  time  be 
certified  by  said  second  parties,  their  survivor  or  successors  in  said  trust 
or  assigns,  upon  the  written  application  of  the  party  of  the  first  part,  ex- 
pressed through  a  resolution  of  its  Board  of  Directors  adopted  at  a  regular 
meeting,  or  a  special  meeting  called  for  that  purpose. 

It  is  further  mutually  agreed  that  the  said  parties  of  the  second  part, 
their  survivor  and  successors  in  said  trust,  or  assigns,  shall  only  be  account- 
able for  gross  negligence,  or  wilful  default  in  the  management  thereof,  and 


1448       CHICAGO,   BURLINGTON   &   QUINCY  RAILROAD   COMPANY 

shall  not  be  responsible  for  the  acts  of  each  other  to  which  they  do  not 
severally  assent,  nor  for  the  acts  of  any  agent  employed  by  them,  when 
such  agent  shall  have  been  selected  with  reasonable  discretion. 

And  that  said  second  parties,  their  survivor  or  successors  in  said  trust 
and  assigns,  shall  be  entitled  to  reasonable  compensation  for  their  labor, 
services  and  expenses  in  the  management  of  said  trust. 

And  further,  that  whenever  a  vacancy  among  said  parties  of  the  second 
part,  or  their  successors  shall  occur  by  death  resignation  or  inability  to  dis- 
charge the  duties  of  this  trust,  which  inability  shall  be  determined  and  de- 
clared by  resolution  of  the  Board  of  Directors  of  the  first  party,  the  first 
party  by  its  Board  of  Directors  shall  proceed  forthwith  to  nominate  and 
with  the  concurrence  of  the  remaining  trustee,  if  there  be  any  trustee  re- 
maining, to  appoint  a  new  trustee  to  fill  such  vacancy,  by  endorsing  such 
appointment  in  writing  on  one  part  of  this  indenture,  and  each  person  so 
appointed  shall  endorse  his  acceptance  of  such  appointment  upon  this  in- 
denture. 

In  case  such  vacancy  shall  not  be  filled  within  sixty  (60)  days  from  the 
occurrence  thereof  in  the  manner  aforesaid,  the  holders  of  said  bond  se- 
cured by  this  mortgage  and  then  outstanding,  may  apply  to  any  court  in 
the  State  of  Illinois  having  jurisdiction  of  the  premises  to  appoint  a  new 
trustee  or  trustees  to  supply  such  vacancy,  and  such  new  trustee  or  trustees 
appointed  in  cither  manner  shall  become  one  of  the  parties  of  the  second 
part,  ami  vested  for  the  purposes  aforesaid  with  all  rights,  interests  or 
powers  requisite  to  enable  him  or  them  to  execute  with  the  others  this  trust, 
without  any  further  assurance  or  conveyance  of  the  same.  But  should  it  be 
thought  desirable  or  necessary  by  the  counsel  of  the  second  parties,  the 
parties  hereto  shall  execute  and  deliver,  or  cause  to  be  executed  and  deliv- 
ered such  releases  and  conveyances  as  counsel  shall  advise  to  be  necessary. 

It  being  further  understood  that  the  remaining  trustee  shall  in  the  mean- 
time and  until  such  vacancy  shall  be  so  filled  be  fully  empowered  to  execute 
all  the  provisions  of  this  trust. 

Ami  that  each  and  every  of  the  stipulations  and  agreements  herein  con- 
tained shall  be  binding  upon  the  successor  or  successors,  survivor  and  as- 
signs, respectively,  of  the  parties  hereto. 

The  said  parties  of  the  second  part  hereby  severally  accept  the  trusts 
ciea ted  by  these  presents. 

In  Witness  Whereof  The  said  Chicago,  Burlington  &  Northern  Eailroad 
Company,  party  of  the  first  part,  has  caused  its  corporate  name  to  be  here- 
unto and  to  four  other  originals  subscribed,  and  its  corporate  seal  to  be 
hereto  attached  by  its  President  and  the  same  to  be  attested  by  its  Secre- 
tary; and  the  said  parties  of  the  second  part  have  also  hereunto,  and  to  the 
four  other  originals,  set  their  hands  and  seals,  all  on  the  day  and  year  first 
above  written. 

Chicago,  Burlington  &  Northern  Railroad  Company, 
[seal]  By  L.  O.  Goddard,  President. 

[seal]  William  J.  Ladd. 

[seal]  T.  S.  Howland. 

Attest 

H.  W.  Weiss,  Secretary. 


CORPORATE   HISTORY  1449 

State  of  Illinois,  ) 

V  ss. 
County  of  Cook.     ) 

I  Eichard  W.  Morrison,  a  Notary  Public  in  and  for  the  County  and  State 
aforesaid,  do  hereby  certify  that  L.  0.  Goddard,  President,  and  H.  W.  Weiss, 
Secretary  of  the  Chicago,  Burlington  &  Northern  Eailroad  Company,  who 
are  personally  known  in  me  to  be  the  same  persons  whose  names  are  sub- 
scribed to  the  foregoing  mortgage  as  such  president  and  secretary  appeared 
before  me  this  day  in  person  and  acknowledged  that  they  signed,  sealed  and 
delivered  the  said  instrument  of  writing  as  their  free  and  voluntary  act,  and 
as  the  free  and  voluntary  act  of  the  said  Eailroad  Company  for  the  uses 
and  purposes  therein  set  forth  and  caused  the  corporate  seal  of  said  Com- 
pany to  be  thereto  attached. 

Given  under  my  hand  and  Notarial  seal  this  Twenty  seventh  day  of 
November  A.  D.  1885.  Eichard  W.  Morrison, 

[seal]  Notary  Public. 

United  States  of  America,  / 

L  gg 

State  of  Illinois.  ) 

office  of  secretary. 

T,  Henry  D.  Dement,  Secretary  of  State  of  Illinois,  do  hereby  certify  that 
the  foregoing  Trust  Mortgage  of  the  Chicago,  Burlington  and  Northern 
Eailroad  Company  was  filed  for  record  in  the  office  of  the  Secretary  of  State 
of  the  State  of  Illinois  on  the  12th  day  of  December  A.  D.  1885,  at  2  o  'clock 
P.  M.  and  duly  recorded  in  Book  No.  7  of  Eailroad  Eeeords  at  Page  20. 

In  Witness  Whereof,  I  hereunto  set  my  hand  and  affix  the  Great  Seal  of 
State,  at  the  City  of  Springfield,  this  14th  day  of  December  A.  D.  1885. 
[seal]  Henry  D.  Dement, 

Secretary  of  State. 


EECOEDED  IN 

ILLINOIS 

County 

Date 

Boole 

Page 

Ogle 

December  12, 

1885 

45 

119 

Whiteside 

December  12, 

1885 

98 

549 

Jo  Daviess 

December  12, 

1885 

21 

277 

Carroll 

December  12, 

1885 

39 

164 

RELEASE,  May  10,  1909,  William  J.  Ladd  and  T.  S.  Howland,  Trustees 
to  Chicago,  Burlington  and  Northern  Eailroad  Company  [Illinois]. 

Whereas,  the  Chicago,  Burlington  &  Northern  Eailroad  Company,  a  corpora- 
tion organized  and  existing  under  the  laws  of  the  State  of  Illinois,  by  in- 
denture of  mortgage  bearing  date  the  twentieth  day  of  November,  1885,  in 
and  for  the  consideration  therein  mentioned  and  to  secure  the  payment  of  the 
bonds  therein  specified,  did  convey  certain  described  property  unto  William  J. 
Ladd  and  T.  S.  Howland  ;  and 

Whereas,  said  mortgage  has  been  recorded  as  follows: 

December  12,  1885,  in  the  office  of  the  Secretary  of  State  of  Illinois,  Book 
7  of  Eailroad  Eeeords,  Page  20. 


1450       CHICAGO,   BURLINGTON   &    QUINCY   RAILROAD   COMPANY 

December  12,  1885,  in  the  Recorder's  office  for  Ogle  County,  Illinois,  Book 
45  of  Mortgages,  Page  119. 

December  12,  1885,  in  the  Recorder's  office  for  Whiteside  County,  Illinois, 
Book  98  of  Records,  Page  549. 

December  12,  1885,  in  the  Recorder's  office  for  Jo  Daviess  County,  Illinois, 
Book  21  of  Mortgages,  Page  277. 

December  12,  1885,  in  the  Recorder's  office  for  Carroll  County,  Illinois, 
Book  39  of  Mortgages,  Page  164;  and 

Whereas,  all  the  bonds  issued  under  and  secured  by  said  mortgage  have 
been  fully  paid  and  cancelled  and  all  the  agreements  under  said  mortgage 
have  been  carried  out  on  the  part  of  said  Railroad  Company; 

Noiv.  Therefore,  We,  William  J.  Ladd  and  T.  S.  Howland,  Trustees  under 
said  mortgage,  hereby  certify  that  the  same  has  been,  and  is,  fully  paid 
and  satisfied  in  all  respects  and  we,  as  such  Trustees,  hereby  release  and  dis- 
charge the  property  covered  by  said  mortgage  of  and  from  the  lien  thereof. 

In  Witness  Whereof,  We  have  hereunto  set  our  hands  and  seals  this  tenth 
day  of  .May  A.  D.,  1909. 

William  J.  Ladd,  Trustee.       [seal] 
Witnesses:  T.  S.  Howland,  Trustee.       [seal] 

Chas.  E.  Nott. 

Francis  R.  Jewett. 


f' 


state  of  Massachusetts, 

V  ss. 
County  op  Suffolk. 

I,  Charles  E.  Nott,  a  Notary  Public,  do  hereby  certify  that  William  J. 
Ladd,  Trustee,  personally  known  to  me  to  be  the  same  person  -whose  name 
is  subscribed  t<>  the  foregoing  instrument,  appeared  before  me  this  day  in 
person  and  acknowledged  that  he  signed,  sealed  and  delivered  the  said  in- 
strument as  his  free  and  voluntary  act,  as  such  Trustee,  for  the  uses  and 
purposes  therein  set  forth. 

Givt  a  under  my  hand  and  official  seal  this  tenth  day  of  May,  A.  D.,  1909. 
[seal]  Chas.  E.  Nott, 

Notary  Public. 
My  Commission  Expires,  August  9th,  I'M .' 

State  of  Massachusetts,) 

v  SS. 

County  of  Suffolk.  \ 

I,  Charles  E.  Nott,  a  Notary  Public,  do  hereby  certify  that  T.  S.  Howland, 
Trustee,  personally  known  to  me  to  be  the  same  person  whose  name  is  sub- 
scribed to  the  foregoing  instrument,  appeared  before  me  this  day  in  person 
and  acknowledged  that  he  signed,  sealed  and  delivered  the  said  instrument 
as  his  tree  and  voluntary  act,  as  such  Trustee,  for  the  uses  and  purposes 
therein  set  forth. 

Given  under  my  hand  and  official  seal  this  tenth  day  of  May,  A.  D.,  1909. 
[■seal]  Chas.  E.  Nott, 

Notary  Public. 
My  Commission  Expires,  August  9th,  1912 


CORPORATE   HISTORY  1451 

RECORDED  IN  ILLINOIS 


County 

Date 

Booh 

Page 

Ogle 

May   28, 

1909 

K 

614 

Carroll 

June  10, 

1909 

6 

533 

Whiteside 

June  14, 

1909 

174 

336 

Jo  Daviess 

June  19, 

1909 

88 

481 

Secretary  of  State 

May   21, 

1909 

38 

49 

of  Illinois 

AGREEMENT,  November  15,  1885,  Chicago,  Burlington  and  Northern 
Railroad  Company  [Illinois]  and  Chicago,  Burlington  &  Northern  Rail- 
road Company  [Consolidated]. 


This  Agreement,  made  and  entered  into  this  fifteenth  (15th)  day  of  Novem- 
ber, A.  D.  1885,  by  and  between  the  Chicago,  Burlington  &  Northern  Rail- 
road Company,  a  corporation  organized  and  existing  under  the  laws  of  the 
State  of  Illinois,  party  of  the  first  part,  and  the  Chicago,  Burlington  & 
Northern  Railroad  Company,  a  consolidated  corporation  of  the  States  of  Wis- 
consin and  Minnesota,  and  organized  and  existing  under  the  laws  of  the  said 
States,  party  of  the  second  part, 

Witnesseth — That,  Whereas,  the  first  party  is  desirous  of  constructing  and 
equiping  its  railroad  from  a  point  at  or  near  Oregon,  in  Ogle  County,  Illinois, 
westerly,  to  and  into  the  town  of  Savanna,  in  Carroll  County,  Illinois,  and 
also  from  some  point  in  the  city  of  Fulton,  in  Whiteside  County,  Illinois, 
northerly,  to  a  connection  with  the  above  mentioned  railroad  at  or  near 
Savanna,  and  thence  northerly  to  the  boundary  line  of  the  State  of  Wisconsin, 
in  Jo  Daviess  County,  Illinois,  there  to  meet  and  connect  with  the  railroad  of 
said  consolidated  Chicago,  Burlington  &  Northern  Railroad  Company;  and, 
said  first  party  being  without  ready  means  or  resources  for  raising  money, 
has  resolved  to  borrow  for  that  purpose  Three  Million  Dollars  (3,000,000), 
for  which  it  will  issue  its  bonds  to  that  amount,  bearing  date  November  20th, 
1885,  having  forty  (40)  years  from  April  1st,  1886,  to  run  to  maturity,  and 
bearing  interest  at  the  rate  of  five  (5)  per  cent  per  annum,  payable  semi- 
annually, on  the  first  days  of  October  and  April  in  each  year,  and  to  secure 
the  same  by  a  first  mortgage  upon  its  entire  railroad  and  equipment,  and  all 
the  property  and  franchises  connected  therewith ;  and  has  further  resolved  to 
use  and  devote  its  Capital  Stock  for  the  said  purpose  of  construction  and 
equipment;  and 

Whereas,  the  second  party,  owning  a  long  and  valuable  line  of  railroad 
connecting  with  the  road  of  the  first  party  at  the  north  boundary  line  of  the 
State  of  Illinois,  and  extending  thence  to  the  city  of  St.  Paul,  has  proposed 
to  furnish  to  the  first  party  the  money  for  the  construction  and  equipment  of 
its  road,  and  to  purchase  the  said  stock  and  bonds  of  the  first  party  for  the 
money  so  furnished  in  the  manner  hereinafter  specified,  and  to  make  a  con- 
tract for  connecting  with  the  first  party's  railroad  upon  terms  to  be  mutually 
agreed  upon,  so  as  to  form  a  continuous  line ;  and 


1452       CHICAGO,   BURLINGTON   &   QUINCY  RAILROAD   COMPANY 

Whereas,  the  railroad  of  the  first  party  will  connect  at  Fulton  and  Oregon, 
Illinois,  with  valuable  lines  of  road  operated  to  and  into  the  cities  of  Chi- 
cago and  St.  Louis,  and  thus  the  second  party  may  be  furnished  with  a  track 
and  ready  means  of  access  to  said  cities: 

Now  Therefore,  the  said  parties  do  make  the  following  agreements,  to-wit: 

First.  The  second  party  agrees  to  furnish  to  the  first  party  the  money 
necessary  to  construct  and  equip  its  said  road  in  the  State  of  Illinois,  in  the 
full  paid  Capital  Stock  of  the  second  party,  to  the  amount  of  Three  Million 
Dollars  ($3,000,000),  to-wit:  Thirty  Thousand  (30,000)  shares  of  One  Hun- 
dred Dollars  ($100)  each,  and  Three  Million  Dollars  ($3,000,000)  in  its  five 
(5)  per  cent  bonds,  dated  December  1st,  1885,  having  forty  (40)  years  from 
April  1st,  1886,  to  run  to  maturity,  and  secured  by  a  first  mortgage  upon  its 
entire  line,  which  said  stock  and  bonds  are  to  be  delivered  when  and  as  called 
for  by  the  first  party,  the  proceeds  thereof  to  be  used  by  the  first  party  only 
for  the  construction  and  equipment  of  its  road,  aforesaid.  The  second  party 
further  agrees  that  it  will  form  a  connection  with  said  railroad  of  the  first 
party,  upon  such  equitable  terms  as  may  be  mutually  agreed  upon,  so  as  to 
make  the  same  part  of  a  through  line  between  St.  Paul  and  Chicago. 

Second.  In  consideration  of  all  the  foregoing,  the  first  party  agrees  to 
cause  to  lie  transferred  and  assigned  to  the  second  party,  as  full  paid,  Twenty- 
nine  Thousand  Nine  Hundred  and  Seventy-five  (29,975)  shares  of  its  Capital 
Stock  of  One  Hundred  Dollars  ($100)  each,  and  to  sell  and  to  deliver  to  said 
second  party  Three  Million  Dollars  ($3,000,000)  of  its  first  mortgage  bonds, 
of  the  form  and  tenor  above  described,  and  to  execute  the  connecting  con- 
tract, aforesaid. 

In  Witness  Whereof,  the  parties  have  caused  their  corporate  names  to  be 
hereunto  subscribed  l>y  their  respective  Presidents,  and  their  corporate  seals 
attached  by  their  Secretaries,  the  day  and  year  first  above  written. 

Chicago,  Burlington  &  Northern  Railroad  Company  of  Illinois, 
[seal]  By  L.  O.  Goddard,  President. 

Attest : 

II.  W.  Weiss,  Secretary. 

Chicago,  Burlington  &  Northern   Railroad  Company  of 
Wisconsin  and  Minnesota, 
[seal]  By  A.  E.  Touzalin,  President. 

Attest : 

J.  Murray  Forbes,  Secretary. 

LEASE,  November  Hi,  1885,  Chicago,  Burlington  &  Northern  Railroad 
Company  [Consolidated]  to  Chicago,  Burlington  and  Northern  Eailroad 
Company    [Illinois]. 

This  Agreement,  made  and  entered  into  this  sixteenth  (16th)  day  of 
November  A.  D.  1885,  by  and  between  the  Chicago,  Burlington  &  Northern 
Railroad  Company,  a  consolidated  corporation  created  and  existing  under 
the  laws  of  the  States  of  Wisconsin  and  Minnesota,  party  of  the  first  part, 
and  the  Chicago,  Burlington  &  Northern  Railroad  Company,  a  corporation 


CORPORATE   HISTORY  1453 

created  and  existing  under  the  laws  of  the  State  of  Illinois,  party  of  the 
second  part  : 

Witnesseth:  That  said  parties  have  agreed  to  connect  with  each  other, 
and  that  their  respective  railroads  shall  be  connected  and  operated  together, 
as  one  continuous  line,  upou  the  following  terms,  which  have  been  mutually 
agreed  upon,  to  wit: 

1st.  The  road  of  the  first  party  is  described  as  follows: 
A  railroad  from  a  point  on  the  State  line  between  the  States  of  Illinois 
and  Wisconsin,  in  Grant  County,  Wisconsin,  near  the  city  of  East  Dubuque 
in  the  State  of  Illinois,  northerly  into  and  through  the  Counties  of  Grant, 
Crawford,  Vernon,  LaCrosse,  Trempealeau,  Buffalo,  Pepin  and  Pierce  in 
the  State  of  Wisconsin  to  a  point  on  the  west  boundary  line  of  said  State 
of  Wisconsin,  in  or  near  the  town  of  Prescott  on  the  St  Croix  Eiver,  in 
said  Pierce  County,  thence  northwesterly  through  and  into  the  Counties  of 
Washington  and  Eamsey  in  the  State  of  Minnesota,  to  and  into  the  city 
of  St.  Paul,  Minnesota,  a  distance  in  all  of  about  two  hundred  and  fifty 
seven   (257)  miles,  and 

The  road  of  the  second  party  is  described  as  follows: 

A  railroad  from  a  point  in  or  near  Oregon  in  Ogle  County,  Illinois, 
westerly  to  and  into  the  town  of  Savanna,  in  Carroll  County,  Illinois,  and 
also  from  some  point  in  the  city  of  Fulton,  in  Whiteside  County,  Illinois, 
northerly  to  a  connection  with  the  above  mentioned  railroad  at  or  near 
Savanna  and  thence  northerly  to  the  boundary  line  of  the  State  of  Wis- 
consin in  Jo  Daviess  County,  Illinois,  a  distance  in  all  of  about  one  hundred 
and  five  (105)  miles. 

2d.  The  first  party  shall  furnish  such,  and  such  amount  of,  equip- 
ment and  rolling  stock  as  may  be  necessary  beyond  that  possessed  by  the 
second  party,  for  the  operation  of  the  second  party's  railroad,  and  shall 
connect  with  and  operate  the  said  railroad  in  a  first  class  manner,  so  as  to 
make  it  part  of  a  through  line  between  the  city  of  St.  Paul  and  the  cities 
of  Chicago  and  St.  Louis  and  shall  fix  and  collect  all  tolls  for  the  transpor- 
tation of  persons  and  property  over  said  road. 

3d.  The  first  party  shall  pay  all  taxes  and  assessments  that  may  be 
lawfully  charged  and  assessed  against  said  railroad  and  property  of  the 
party  of  the  second  part  during  the  continuance  of  this  contract,  and  shall 
maintain  said  road  and  keep  the  same  in  good  condition  and  repair :  it 
being  understood  that,  in  case  this  contract  shall  be  terminated  at  any 
time,  the  second  party,  before  it  shall  be  entitled  to  the  possession  of  said 
road,  shall  pay  to  the  first  party  the  original  cost  of  all  additional  con- 
struction which  the  first  party  may  deem  necessary  or  proper  to  make  on 
said  premises,  and  of  all  permanent  improvements  made  thereon,  with  in- 
terest upon  the  same,  at  the  rate  of  six  per  cent  (6%)  per  annum,  from 
the  time  of  the  completion  of  each  item  of  construction  and  improvement; 
and  for  all  such  expenditures  and  interest  thereon  the  first  party  shall  have 
a  lien  which  shall  entitle  it  to  hold  possession  of  and  use  said  premises 
and  the  revenues  to  be  derived  therefrom  until  all  such  expenditures  and 
interest  shall  be  paid. 

4th.     The    first    party    further    agrees    to    pay    over    semi-annually    on 


1454      CHICAGO,   BURLINGTON   &   QUINCY  RAILROAD   COMPANY 

the  first  days  of  April  and  October  in  each  year  to  the  second  party  thirty 
per  cent  (30%)  of  its  gross  earnings  on  all  business  done  on  or  over  the 
railroad  of  said  second  party;  earnings  from  all  joint  business  done  upon 
or  along  said  railroad  to  be  computed  upon  a  pro  rata  basis  per  mile, 
according  to  the  distance  carried  respectively  on  the  roads  of  the  two 
parties,  and  said  party  of  the  first  part  agrees  and  guarantees  that  the 
amount  so  to  be  paid  to  said  party  of  the  second  part  shall  in  each  year  be 
not  less  than  the  amount  of  the  interest  on  the  first  mortgage  bonds  of  said 
second  party,  to  wit;  One  hundred  and  fifty  thousand  dollars  ($150,000.) 
and  agrees  that  it  will  in  each  and  every  year  so  long  as  this  contract  shall 
remain  in  force  pay  over  to  said  second  party  at  least  that  sum. 

5th.  This  contract  continues  in  force  until  its  formal  termination, 
which  may  be  done  at  any  time  by  either  party's  giving  thirty  (30)  day's 
notice  in  writng  of  its  intention  to  so  terminate  it. 

In  Witness  Whereof,  the  parties  hereto  have  caused  their  corporate  names 
to  be  hereunto  affixed  by  their  respective  Presidents,  and  their  corporate 
seals  to  be  affixed  and  attested  by  their  respective  Secretaries,  the  day 
and  year  first  above  written. 

Chicago,  Burlington  &  Northern  R.  R.  Co.  of  Wisconsin  &  Minnesota, 
[  skal]  By  A.  E.  Touzalin,  Pres. 

Attest : 

J.  Murray  Forbes,  Secretary. 

Chicago,  Burlington  &  Northern  Railroad  Company  of  Illinois, 
[seal]  By  L.  O.  Goddard,  President. 

Attest: 

H.  W.  Weiss,  Secretary. 

TRUST  MORTGAGE,  October  1,  1888,  Chicago,  Burlington  and  Northern 

Railroad   Company    [Illinois]    to  Francis   B.  Beaumont  and  Frederic  M. 

Stone,  Trustees. 

This  indenture  of  Mortgage  made  this  first  day  of  October,  A.  D.  1888, 
by  and  between  the  Chicago,  Burlington  &  Northern  Railroad  Company,  a 
corporation  created  and  organized  under  and  in  conformity  with  the  laws 
of  the  State  of  Illinois,  party  of  the  first  part  (hereinafter  referred  to  as 
the  first  party),  and  Francis  B.  Beaumont  and  Frederic  M.  Stone,  of  the 
City  of  Boston  in  the  State  of  Massachusetts,  Trustees,  for  the  uses  and 
purposes  and  upon  the  terms  and  conditions  hereinafter  stated,  parties  of 
the  second  part   (hereinafter  referred  to  as  the  Trustees)  : 

Witnessetli :  That  Whereas,  the  first  party  is  now  the  owner  of  a  line 
of  railroad  extending  from  a  point  in  the.  Town  of  Oregon,  in  Ogle  County, 
Illinois,  westerly  to  and  into  the  Tow:i  of  Savanna,  in  Carroll  County, 
Illinois,  and  also  from  a  point  in  the  City  of  Fulton,  in  Whiteside  County, 
Illinois,  northerly  to  a  connection  with  the  above  mentioned  railroad  in  the 
Town  of  Savanna,  and  thence  northerly  to  the  boundary  line  of  the  State 
of  Wisconsin,  in  Jo  Daviess  County,  Illinois,  a  distance  of  one  hundred 
three  and  40/100  miles,  there  meeting  and  connecting  with  the  railroad  of 
the  consolidated  Chicago,  Burlington  &  Northern  Railroad  Company  of  the 
States  of  Wisconsin  and  Minnesota,  and  also  of  certain  branches,  to  wit:  — 


CORPORATE    HISTORY  1455 

the  Galena  Branch  line  extending  from  a  point  near  the  mouth  of  the 
Galena  River  to  and  into  the  city  of  Galena  in  the  State  of  Illinois,  and 
being  three  and  60/100  miles  in  length,  said  main  line  and  branches  of  the 
lust   party  making  a  total  mileage  of  one  hundred  and  seven  miles;  and 

Whereas  the  first  party  on  the  20th  day  of  November,  A.  D.  1885,  made 
and  executed  a  certain  mortgage  to  William  J.  Ladd  and  T.  S.  Howland, 
of  Boston,  in  the  State  of  Massachusetts,  Trustees,  of  all  its  railroad, 
railroad  property,  franchises  and  appurtenances  as  therein  described,  to 
secure  the  payment  of  the  five  per  cent  (5%)  Bonds  of  the  first  party  for 
the  sum  of  Three  million  dollars  ($3,000,000)  dated  November  20th,  A.  D. 
1885,  and  payable  on  the  1st  day  of  April,  A.  D.  1926:  and 

Whereas,  the  first  party  is  authorized  by  the  statutes  and  laws  afore- 
said, and  by  the  terms  of  its  organization  to  execute  Trust  Mortgages  of 
its  railroad  and  franchises  connected  therewith,  and  of  its  other  property 
to  secure  the  payment  of  Bonds  issued  for  the  objects  and  purposes  herein- 
after set  forth:  and 

Whereas,  the  first  party  is  desirous  of  borrowing  money  to  an  amount 
not  exceeding  one  million  and  seventy  thousand  dollars  ($1,070,000),  to 
pay  an  indebtedness  heretofore  incurred  by  said  first  party  to  obtain 
money  which  was  used  for  the  purpose  of  completing,  finishing,  improving 
and  operating  its  lines  of  railroad,  and  to  complete,  finish,  improve  and 
operate  its  lines  of  railroad,  and  at  a  meeting  of  its  Board  of  Directors 
duly  called  and  held  at  Chicago  in  the  State  of  Illinois  on  the  fourteenth 
day  of  July,  A.  D.  1888,  did  resolve  to  borrow  the  sum  of  one  million  and 
seventy  thousand  dollars  ($1,070,000),  with  which  to  pay  such  indebtedness 
so  incurred  and  for  completing,  finishing,  improving  and  operating  its 
said  railroad,  and  execute  and  issue  its  bond  for  the  said  sum  of  one 
million  seventy  thousand  dollars  of  the  date  of  June  first,  A.  D.  1888, 
having  thirty  (30)  years  from  said  last  mentioned  date  to  run  to  maturity, 
bearing  interest  from  and  after  the  first  day  of  June,  A.  D.  1888,  at  the 
rate  of  six  (6)  per  cent  per  annum,  payable  semiannually  on  the  first 
days  of  June  and  December  in  each  year :  the  first  six  months  interest  to 
be  payable  on  the  first  day  of  December,  A.  D.  1888,  and  principal  to  be 
payable  on  the  first  day  of  June,  A.  D.  1918,  both  principal  and  interest 
to  be  payable  at  the  office  of  the  first  party  in  the  City  of  Boston,  Massa- 
chusetts, or  at  such  other  place  as  it  may  appoint;  and  also  resolved  to 
secure  the  payment  of  the  same,  both  principal  and  interest,  by  a  second 
mortgage  of  its  railroad,  franchises  and  other  corporate  property  of  every 
nature  ami  kind,  to  said  parties  of  the  second  part  as  trustees,  for  the 
benefit  and  security  of  the  holders  of  said  bond,  which  said  bond  shall 
be  authenticated  by  a  certificate  signed  by  the  Trustees  as  being  issued 
under  and  secured  by  said  mortgage,  and  which  said  resolution  of  the 
Board  of  Directors  to  borrow  said  sum  of  one  million  seventy  thousand 
dollars  and  to  execute  a  bond  for  that  amount  and  to  secure  the  same 
by  mortgage  in  manner  aforesaid,  was  concurred  in  by  the  holders  of 
29,995  shares  of  the  stock  of  the  first  party  at  a  meeting  of  the  stockholders 
duly  called  ami  held  under  and  in  conformity  with  the  statutes  of  the 
State    of    Illinois,    at    Chicago,    on    the    twenty-second    day    of    September, 


1456       CHICAGO,   BURLINGTON   &   QUINCY   RAILROAD   COMPANY 

A.  D.  1888,  and  which  meeting  was  duly  adjourned  to  the  twenty-fourth 
day  of  September,  A.  D.  1888,  at  the  hour  of  10  o'clock  A.M.  at  the  same 
place,  the  same  being  more  than  two-thirds  in  amount  of  all  the  stock  of 
such  first  party  and  all  but  five  (5)  shares  thereof: 

Now  Therefore,  This  Indenture  Witnesseth,  That  the  first  party,  in  order 
to  secure  the  payment  of  its  said  bond,  issued  as  aforesaid,  and  the  interest 
thereon,  and  in  consideration  of  One  Dollar  ($1.00),  to  it  in  hand  paid  by 
the  Trustees  at  the  ensealing  and  delivery  of  these  presents,  the  receipt 
whereof  is  hereby  acknowledged,  has  granted,  bargained,  sold,  transferred 
and  conveyed,  and  by  these  presents  does  grant,  bargain,  sell,  transfer  and 
convey  to  the  Trustees  their  survivors  and  successors  in  said  trust,  and 
assigns,  all  the  following  described  property,  to  wit:  — 

All  the  present  and  in  the  future  to  be  acquired  property  of  the  first 
party,  in  and  relating  to  its  said  railroad,  except  future  extensions  and 
branches,  and  all  the  right,  title,  interest  and  equity  of  redemption  therein ; 
that  is  to  say,  all  the  said  railroad  of  the  first  party,  extending  from  a 
point  in  the  Town  of  Oregon,  in  Ogle  County,  Illinois,  westerly  to  the 
town  of  Savanna,  in  Carroll  County,  Illinois,  and  also  from  a  point  in  the 
city  of  Fulton,  in  Whiteside  County,  Illinois,  northerly  to  a  connection  with 
the  above  mentioned  railroad  in  the  town  of  Savanna,  and  thence  northerly 
to  the  boundary  line  of  the  State  of  Wisconsin,  in  Jo  Daviess  County, 
Illinois,  there  meeting  and  connecting  with  the  railroad  of  said  consolidated 
Chicago,  Burlington  &  Northern  Railroad  Company,  a  distance  of  one 
hundred  three  and  40/100  miles,  and  also  of  certain  branches,  to  wit,  the 
Galena  Branch  line  extending  from  a  point  near  the  mouth  of  the  Galena 
River  to  and  into  the  City  of  Galena  in  the  State  of  Illinois  and  being 
three  and  60/100  miles  in  length,  making  a  total  mileage  of  one  hundred 
and  seven  miles,  including  therein  the  rights  of  way,  road  bed,  super- 
structure, all  the  lands,  depots,  depot  grounds,  station  houses,  viaducts, 
fences,  bridges,  timber  and  materials  appurtenant  to  or  to  become  con- 
nected with  said  railroad,  and  all  property  purchased  or  to  be  purchased 
for  said  railroad;  also  all  engines,  tenders,  cars,  and  machinery,  and  all 
other  kinds  of  rolling  stock,  now  belonging  to,  or  which  may  hereafter 
be  acquired  by  the  first  party  for  use  upon  its  said  railroad  all  of  which 
shall  be  suitably  designated  and  marked,  but  not  including  cars  and  other 
rolling  stock  purchased  for  use  upon  future  extensions  or  branches:  also 
all  rights,  privileges  and  franchises  of  the  first  party  relating  to  said 
railroad,  and  property  acquired  by  virtue  thereof,  now  in  possession  or 
which  may  hereafter  be  acquired,  including  all  machine  shops,  implements 
and  tools  contained  therein  or  along  the  line  of  said  railroad,  although  the 
same  may  not  be  herein  specifically  mentioned:  the  premises  hereinbefore 
conveyed  being  subject  to  the  prior  lien  created  by  the  said  mortgage  to 
William  J.  Ladd  and  T.  S\  Howland,  Trustees,  dated  November  20th,  1885 ; 
and  also  in  addition  to  the  above  does  grant,  bargain,  sell,  transfer  and 
convey  to  the  Trustees,  their  survivors  or  successors,  its  said  branches  now 
built,  to  wit: —  the  Galena  Branch  line  aforesaid  extending  from  a  point 
near  the  mouth  of  the  Galena  River  to  and  into  the  City  of  Galena,  in  the 
State   of  Illinois,    including   therein    the   rights   of   way,    road   bed,   super- 


CORPORATE    HISTORY  1457 

structure,  all  the  lands,  depots,  depot  grounds,  station  houses,  viaducts, 
fences,  bridges,  timber  and  materials  appurtenant  to  or  to  become  connected 
with  said  branches. 

To  Have  and  To  Hold  the  said  line  of  railroad  and  said  branches  thereof 
and  all  the  other  property  and  interests  above  mentioned,  or  intended  to 
be  mentioned  and  included,  and  all  and  singular  said  premises  and  every 
part  thereof,  with  the  appurtenances,  unto  the  Trustees,  or  the  survivor  of 
them,  and  their  successors  in  said  trust,  and  assigns,  but  for  the  following 
purposes,  and  upon  the  following  express  trusts,  that  is  to  say: 

In  case  the  first  party  shall  make  default  in  the  payment  of  taxes  and 
:i-.sfssments,  as  hereafter  provided,  after  thirty  (30)  days  notice  in  writing 
by  the  Trustees  requiring  the  payment  thereof:  or  shall  fail  to  pay  the 
principal  or  any  part  thereof  or  the  interest  on  said  bond  secured  or 
intended  to  be  secured  hereby  at  any  time  when  and  where  the  same  may 
become  due  and  payable  according  to  the  tenor  thereof,  and  for  thirty  (30) 
da.vs  thereafter,  then  and  in  such  case,  at  the  written  request  of  the  holder 
of  said  bond  at  the  time  outstanding,  the  Trustees,  their  survivor  or 
successors  in  said  trust,  or  assigns,  may,  upon  being  indemnified  by  the 
parties  making  the  application,  enter  into  and  take  possession  of  said  rail- 
road of  the  first  party  and  branches  thereof  and  all  other  property,  rights 
and  interests  hereby  conveyed  or  intended  to  be  conveyed,  and  as  attorneys 
in  fact  and  agents  of  the  first  party,  by  themselves  or  their  agents  duly 
constituted,  have,  use  and  employ  the  same  and  receive  the  revenues  there- 
from, making  from  time  to  time  all  needful  repairs,  alterations  and 
additions  thereto,  and  after  indemnifying  themselves  from  loss,  damage  or 
liability  arising  from  the  management  of  said  trust,  apply  the  net  earnings 
of  said  railroad,  branches,  franchises  and  the  other  property  hereby  con- 
veyed, to  the  payment  of  all  such  interest  on  said  bond  as  may  at  that 
time  remain  in  arrear  and  unpaid,  but  when  and  as  soon  as  the  Trustees, 
out  of  such  net  earnings  shall  have  paid  off  all  such  arrears  of  interest,  and 
of  taxes  and  assessments,  or  such  net  earnings  in  their  hands  shall  be 
sufficient  for  that  purpose  they  shall  re-deliver  said  railroad  and  property 
to  the  first  party:  Provided  However,  that  nothing  in  this  provision 
contained  shall  be  deemed  or  construed  to  preclude  the  Trustees  proceeding 
to  foreclose  this  mortgage  in  the  manner  hereinafter  provided ;  or  the 
Trustees,  their  survivor,  or  their  successors  in  said  trust,  or  assigns,  at 
their  discretion  may,  and  upon  the  written  request  of  the  holders  of  said 
bond  then  unpaid  shall,  upon  being  indemnified  by  the  parties  making  the 
application,  In  case  such  mode  of  foreclosure  shall  at  that  time  be 
authorized  by  law,  cause  said  premises  and  property  to  be  sold  at  pubile 
auction  at  the  city  of  Chicago  in  the  State  of  Illinois,  after  giving  sixty 
(60)  days  notice  of  the  time,  place  and  terms  of  such  sale,  by  publishing 
the  same  at  least  four  times  in  each  week  in  one  or  more  of  the  principal 
newspapers  for  the  time  being  published  in  each  of  the  cities  of  Boston, 
Massachusetts,  New  York,  N.  Y.  and  Chicago,  Illinois,  and  upon  such  sale 
execute  to  the  purchaser  or  purchasers  thereof  a  good  and  sufficient  deed 
or  deeds  of  conveyance  in  fee  simple,  for  all  other  property  held  by  the 
first  party   and    sold   by   the    Trustees,   which   conveyance   shall  be   a    bar  to 


1458       CHICAGO,   BURLINGTON  &   QUINCY   RAILROAD   COMPANY 

the  first  party,  its  successors  and  assigns,  and  all  persons  claiming  under 
it  or  them,  of  all  right,  title,  interest  and  claim  in  or  to  said  premises 
or  any  part  thereof. 

And  in  case  of  such  default  in  the  payment  of  the  principal  or  interest 
of  said  bond  or  in  the  performance  of  any  of  said  covenants,  continued  for 
thirty  (30)  days  as  aforesaid,  the  principal  of  said  bond,  upon  notice  to 
that  effect,  to  be  given  by  the  Trustees  in  their  discretion  and  to  be 
served  in  writing  upon  the  Treasurer  of  the  first  party,  shall  become  and 
be  at  once  due  and  payable  and  shall  be  held  and  deemed  to  be  so  due  and 
payable  for  the  purposes  of  foreclosure  and  sale  under  this  instrument,  and 
for  all  other  purposes  whatever. 

The  trustees  shall,  after  deducting  from  the  proceeds  of  such  sale  the 
costs  and  expenses  thereof,  and  of  the  management  of  said  property  and 
sufficient  to  indemnify  and  save  themselves  harmless  from  and  against 
all  liability  arising  from  this  trust,  appropriate  and  apply  so  much  of  the 
proceeds  of  said  property  as  may  be  necessary  to  the  payment  in  full  of 
the  principal  and  interest  of  said  bond  then  remaining  unpaid,  whether  the 
same  may  then  be  due  and  payable  or  not,  and  shall  restore  the  residue 
thereof  to  the  first  party,  its  successors  and  assigns. 

It  7s  Understood  and  Agreed  that  in  no  case  shall  any  claim  be  made 
under  or  advantage  taken  by  the  first  party,  its  successors  or  assigns,  of 
valuation,  appraisement,  redemption  or  extension  laws  now  in  force  or 
hereafter  enacted;  nor  any  injunction  or  stay  of  proceedings  be  prayed  for 
or  had,  or  any  process  be  obtained  or  applied  for  by  it  or  them  to  prevent 
such  entry,  sale  and  conveyance  as  aforesaid. 

And  Further,  that  in  case  the  Trustees,  their  survivor  or  successors 
in  said  trust,  or  assigns,  shall,  for  any  reason,  omit  to  avail  themselves 
of  any  such  default  as  aforesaid  such  omission  shall  not  prejudice  or 
impair  the  rights  or  remedies  of  the  Trustees,  their  survivors  or  successors 
in  said  trust,  or  assigns,  to  avail  themselves  of  any  other  or  further  neglect 
or  default  of  the  first  party. 

Nor  shall  the  above  remedies  provided  for  in  cases  of  default,  exclude 
the  trustees,  their  survivor  or  successors,  from  any  other  legal  or  equitable 
remedies  they  may  be  entitled  to  in  the  premises,  including  the  foreclosure 
of  this  indenture,  by  a  proper  proceeding  in  court.  In  case  a  bill  shall  be 
filed  for  the  foreclosure  hereof,  by  the  Trustees  they  shall  be  entitled  as  a 
matter  of  right  to  the  appointment  of  a  Eeceiver  of  all  the  property 
herein  conveyed,  and  from  the  proceeds  of  any  sale  under  such  proceedings, 
there  shall  first  be  paid  all  the  expenses  of  such  receivership  and  the  costs 
of  such  proceeding,  including  compensation  to  the  trustees  and  also  fees 
of  counsel  and  attorneys,  and  all  other  expenses  and  disbursements  properly 
chargeable  against  the  first  party  or  the  said  property  by  reason  of  any 
default  on  the  part  of  the  first  party  in  carrying  out  the  covenants  of  this 
indenture;  the  residue  of  such  proceeds  to  be  applied  to  the  payment  in 
full  of  the  principal  and  interest  then  remaining  unpaid  upon  said  bonds, 
and  any  surplus  to  be  paid  over  to  the  first  party,,  its  .successors  or  assigns. 

And  the  first  party,  for  itself  and  its  successors,  hereby  agrees  to  execute 
and  deliver  any  further  reasonable  and  necessary  conveyance  and  assign- 
ment of  said  premises,  or  any  part  thereof,  to  the  Trustees,  their  survivor 


CORPORATE    HISTORY  1459 

or  successors  in  said  trust,  or  assigns  which  counsel  of  the  Trustees  at  any 
time  may  advise,  for  the  more  effectually  vesting  the  title  to  the  property 
hereby  granted  or  intended  to  be  conveyed,  in  the  Trustees,  their  survivor 
or  successors  and  assigns:  and  for  the  more  fully  carrying  into  effect  the 
objects  and  purposes  of  these  presents. 

The  trustees  herein,  and  their  successors,  shall  at  all  times  have  full 
power  and  authority  to  be  exercised  in  their  own  discretion,  and  not 
otherwise,  to  release  or  convey  to  any  party  or  parties  who  may  be  desig- 
nated in  writing  by  the  first  party  to  receive  the  same,  or  to  release  from 
the  lien  or  operation  of  this  indenture,  in  such  other  manner  as  the  trustees 
may  deem  proper,  any  portion  of  the  premises  hereby  granted  appurtenant 
to  said  railroad,  but  which,  in  the  opinion  of  the  trustees,  shall  be  unneces- 
sary for  use  in  connection  therewith,  and  also  to  release  and  convey  on  like 
request,  any  lands,  not  occupied  by  the  track,  which  may  become  disused 
by  reason  of  a  change  of  the  location  of  any  station  house,  or  other  build- 
ing connected  with  said  railroad,  and  such  lands  occupied  by  the  track 
adjacent  to  such  station  house,  depot,  or  other  building,  as  the  first  party 
may  deem  it  expedient  to  disuse  or  abandon  by  reason  of  such  change. 

Provided,  That  any  lands  or  other  property  acquired  by  the  first  party  in 
substitution  of  the  lands  so  released  and  so  conveyed  shall  immediately 
become  subject  to  the  lien  and  operation  of  this  indenture,  or  the  proceeds 
of  sale  of  any  property,  so  disused,  shall  be  paid  over  to  the  trustees,  if 
they  so  request,  to  be  applied  upon  the  bond  hereby  secured,  or  to  be  held 
by  them  as  a  part  of  a  sinking  fund  for  the  ultimate  payment  of  such 
bond,  and  to  be  invested,  in  their  discretion,  for  that  purpose. 

It  Is  Hereby  Also,  Mutually  Agreed  and  Understood,  that  it  shall 
be  lawful  for  the  first  party,  its  successors  and  assigns,  to  retain  pos- 
session of  said  property  hereby  conveyed,  and  to  receive  and  dispose  of  the 
current  revenues  of  said  railroad,  branches,  and  property  hereby  conveyed, 
as  it  or  they  shall  deem  proper,  until  default  shall  be  made  in  the  payment 
of  the  principal  or  interest  of  the  bond  hereby  secured,  or  some  part 
thereof,  or  taxes  and  assessments  that  may  be  lawfully  levied  or  assessed 
upon  said  railroad,  branches  and  property  connected  therewith,  as  they 
shall  respectively  become  due  and  payable. 

And  that  upon  full  and  final  payment  of  the  principal  and  interest  of 
said  bond,  issued  under  and  secured  by  this  instrument,  the  estate  hereby 
granted  to  the  Trustees  shall  be  void,  and  the  right  and  title  to  the 
premises  and  property  hereby  conveyed  shall  revert  to  and  revest  in  the 
first  party,  its  successors  and  assigns,  without  any  acknowledgment  of 
satisfaction,  re-conveyance,  re-entry  or  other  act. 

And  Further  that  the  bond  issued  under  and  secured  by  this  indenture, 
and  the  proceeds  thereof,  shall  be  used  for  and  appropriated  to  the  objects 
and  purposes  herein  contemplated.  And  said  bond  shall  at  any  time  be 
certified  by  the  Trustees,  their  survivor  or  successors  in  said  trust  or  as- 
signs, upon  the  written  application  of  the  first  party,  expressed  through 
a  resolution  of  its  Board  of  Directors,  adopted  at  a  regular  meeting  or  a 
special  meeting  called  for  that  purpose. 

It  Is  Further  Mutually  Agreed  that  the  Trustees,  their  survivor  and 
successors   in   said   trust,    or   assigns,   shall   only  be   accountable   for  gross 


1460       CHICAGO,   BURLINGTON  &   QUINCY   RAILROAD   COMPANY 

negligence,  or  wilful  default  in  the  management  thereof,  and  shall  not  be 
responsible  for  the  acts  of  each  other  to  which  they  do  not  severally  assent, 
nor  for  the  acts  of  any  agent  employed  by  them,  when  such  agent  shall 
have  been  selected  with  reasonable  discretion. 

And  that  the  Trustees,  their  survivor  or  successors  in  said  trust,  and 
assigns,  shall  be  entitled  to  reasonable  compensation  for  their  labor,  services 
and  expenses  in  the  management  of  said  trust. 

And  Further,  that  whenever  a  vacancy  among  the  Trustees,  or  their 
successors,  shall  occur  by  death,  resignation  or  inability  to  act,  to  be 
determined  and  declared  by  resolution  of  the  Board  of  Directors  of  the 
first  party,  the  first  party  by  its  Board  of  Directors  shall  proceed  forthwith 
to  nominate,  and,  with  the  concurrence  of  the  remaining  trustee,  if  there 
be  any  trustee  remaining,  to  appoint  a  new  trustee  to  fill  such  vacancy,  by 
endorsing  such  appointment  in  writing  on  one  part  of  this  indenture,  and 
each  person  so  appointed  shall  endorse  his  acceptance  of  such  appointment 
upon  this  indenture. 

In  Case  such  vacancy  shall  not  be  filled  within  sixty  (60)  days  from 
the  concurrence  thereof  in  the  manner  aforesaid,  the  holders  of  said  bond, 
secured  by  this  mortgage  and  then  outstanding  may  apply  to  any  court  in 
the  State  of  Illinois  having  jurisdiction  in  the  premises,  to  appoint  a  new 
trustee  or  trustees  to  supply  such  vacancy,  and  such  trustee  or  trustees 
appointed  in  either  manner  shall  become  one  of  the  parties  of  the  second 
part,  and  vested  for  the  purposes  aforesaid  with  all  the  rights,  interests  or 
powers  requisite  to  enable  him  or  them  to  execute  with  the  others  this 
trust,  without  any  further  assurance  or  conveyance  of  the  same.  But  should 
it  be  thought  desirable  or  necessary  by  the  counsel  of  the  trustees,  the  parties 
hereto  shall  execute  and  deliver,  or  cause  to  be  executed  and  delivered 
such  releases  and  conveyances  as  counsel  shall  advise  to  be  necessary. 

It  being  further  understood  that  the  remaining  trustee  shall  in  the  mean 
time,  and  until  such  vacancy  shall  be  so  filled,  be  fully  empowered  to 
execute  all  the  provisions  of  this  trust. 

And  that  each  and  every  of  the  stipulations  and  agreements  herein 
contained  shall  be  binding  upon  the  successor  or  successors,  survivor,  and 
assigns,  respectively,  of  the  parties  hereto. 

The  trustees  hereby  severally  accept  the  trusts  created  by  these  presents. 

In  Witness  Whereof,  the  said  Chicago,  Burlington  &  Northern  Railroad 
Company,  party  of  the  first  part,  has  caused  its  corporate  name  to  be 
hereunto,  and  to  four  other  originals,  subscribed,  and  its  corporate  seal 
to  be  hereto  attached  by  its  president,  and  the  same  to  be  attested  by 
its  secretary;  and  the  said  parties  of  the  second  part  have  also  hereunto, 
and  to  the  four  other  originals,  set  their  hands  and  seals,  all  on  the  day 
and  year  first  above  written. 

Chicago,  Burlington  and  Northern  Railroad  Company, 

By  L.  O.  Goddard,  President. 
Attest:  Francis  B.  Beaumont,       [seal] 

H.  W.  Weiss,  Secretary  Frederic  M.   Stone.  [seal] 

Signed,  sealed  and  delivered  in  presence  of  Witnesses  to  Trustees : 

J.  W.  Losey  W.  H.  Stone, 

Chester  M.  Dawes  Edward  C.  Perkins. 


CORPORATE   HISTORY  1461 

State  of  Illinois,  ) 
County  of  Cook.      ) 

Be  it  remembered  that  on  this  first  day  of  October,  A.  D.  1888,  before 
me,  a  Notary  Public  residing  in  said  county  and  state,  duly  commissioned 
to  take  acknowledgements  and  proofs  of  deeds  and  other  instruments  in 
writing  under  seal,  personally  came  L.  0.  Goddard,  President  of  the 
Chicago  Burlington  &  Northern  Railroad  Company,  who  is  known  to  me 
to  be  the  person  whose  name  is  signed  to  the  foregoing  mortgage,  and 
who,  being  by  me  duly  sworn,  deposes  and  says,  that  he  resides  in  the 
City  of  Chicago,  in  the  State  of  Illinois;  that  he  is  the  President  of  said 
Chicago,  Burlington  &  Northern  Railroad  Company,  a  corporation  created 
under  the  laws  of  the  State  of  Illinois;  that  the  seal  affixed  to  the  fore- 
going conveyance  is  the  corporate  seal  of  said  company;  that  it  was  affixed 
by  order  of  said  company,  and  that  he  signed  the  corporate  name  of  said 
company  to  said  conveyance,  by  like  order  as  President  of  said  company, 
and  acknowledged  that  he  executed  and  delivered  the  said  mortgage  on 
behalf  of  said  company,  as  his  free  and  voluntary  act,  and  that  the  said 
company  also  executed  said  conveyance,  as  its  free  and  voluntary  act,  for 
the  uses  and  purposes  therein  set  forth. 

In  Witness  Whereof,  I  hereunto  set  my  hand  and  official  seal  this  first 
day  of  October,  A.  D.  1888.  Chester  M.  Dawes, 

[seal]  Notary  Public. 


\ 


State  of  Illinois, 

^  ss. 
County  of  Ogle. 

I  hereby  certify  that  on  the   19th  day   of  October  A.  D.   1888   at  8:00 

o'clock  A.M.  I  received  for  record  and  the  same  is  on  file  in  my  office  to 

be  recorded,  an  Indenture  of  Mortgage  made  the  1st  day  of  October  A.  D. 

1888  between  the  Chicago,   Burlington  &   Northern   Railroad   Company  of 

Illinois,  party  of  the  first  part  and  Francis  B.  Beaumont  and  Frederic  M. 

Stone  of  the  City  of  Boston  in  the  State  of  Massachusetts,  Trustees  parties 

of  the  second  part,  said  mortgage  being  for  the  sum  of  One  Million  Seventy 

Thousand    ($],070,000)    Dollars    and    covering    the   railroad    property    and 

franchises  of  said  company  in  the  State  of  Illinois. 

In  Witness  Whereof  I  have  hereunto  set  my  hand  and  official  seal  this 

23d  day  of  October  A.  D.  1888.    Witness  my  hand  and  official  seal. 

Ralph  J.  Sensor, 

Recorder  of  Deeds, 

County  of  Ogle,  State  of  Illinois. 

[seal]  By  C.  M.  Gale,  Deputy. 


(    nil  III  jl 

Ogle 


In  accordance  with  a  resolution  of  the  Board  of  Directors  of  the  Chicago, 
Burlington  &  Northern  Railroad  Company,  adopted  on  the  26th  day  of 
October,   1905,   We  hereby  appoint   A.   G.   Stanwood  of  Boston,   Mass.,  as 


RECORDED  IN  ILLINOIS 

Date 

Book 

Page 

October  19,  1888 

45 

410 

1462       CHICAGO,   BURLINGTON   &   QUINCY   RAILROAD   COMPANY 

Trustee  under  the  foregoing  trust  deed  in  the  place  and  stead  of  Francis 
B.  Beaumont,  -who  died  on  the  1st  day  of  May,  1903. 
[seal]  Chicago,  Burlington  &  Northern  Railroad  Company, 

Attest :  By  C.  I.  Sturgis,  Its  President. 

H.  W.  Weiss,  Secretary. 

Frederic  M.  Stone,  Surviving  Trustee,     [seal] 
I  hereby  accept  the  appointment   of  trustee  under   the  foregoing  trust 
deed  in  the  place  and  stead  of  Francis  B.  Beaumont,  deceased. 

A.  G.  Staxwood.     [seal] 

RECORDED  IN  ILLINOIS 


County 

Date 

/ 

Carroll 

November  11, 

1905 

Whiteside 

November  11, 

1905 

Jo  Daviess 

November  11, 

1905 

Ogle 

November  16, 

1905 

Book 

Page 

(68 

267 

/44 

177 

139 

.-,.17 

39 

590 

63 

1 

Secretary  of  State  November  11,  1905  25  318 

RELEASE,  March  18,  1908,  Frederic  M.  Stone,  Trustee,  to  Chicago  Bur- 
lington and  Northern  Railroad  Company  [Illinois]. 

Whereas,  the  Chicago,  Burlington  &  Northern  Railroad  Company,  a  corpo- 
ration organized  and  existing  under  the  laws  of  the  State  of  Illinois,  by  in- 
denture of  mortgage  bearing  date  the  first  day  of  October,  A.  D.,  18S8,  in 
and  for  the  consideration  therein  mentioned  and  to  secure  the  payment  of 
the  bonds  therein  specified,  did  convey  certain  described  property  unto  F.  B. 
Beaumont  and  F.  M.  Stone ;  and 

Win  eras,  said  mortgage  lias  been  recorded  as  follows: 

November  11,  1905,  in  the  office  of  the  Secretary  of  State  for  Illinois,  Book 
25  of  Railroad  Records,  Page  318. 

November  16,  1905,  in  the  Recorder's  office  for  Ogle  County,  Illinois,  Book 
63  of  Mortgages,  Page  1. 

November  11,  1905,  in  the  Recorder's  office  for  Carroll  County,  Illinois, 
Book  68  of  Mortgages,  Page  267,  and  also  recorded  in  said  office  in  Book  44 
of  Mortgages,  Page  177. 

November  11,  1905,  in  the  Recorder's  office  for  Whiteside  County,  Illinois, 
Book  139  of  Records,  Page  557. 

November  11,  1905,  in  the  Recorder's  office  for  Jo  Daviess  County,  Illinois, 
Book  39  of  Mortgage,  Page  590;  and 

Whereas,  all  the  bonds  issued  under  and  secured  by  said  mortgage  have 
been  fully  paid  and  cancelled  and  all  the  agreements  under  said  mortgage 
have  been  carried  out  on  the  part  of  said  Railroad  Company;  and 

Whereas,  F.  B.  Beaumont  is  deceased  and  his  successor  in  trust,  A.  G. 
Stanwood,  is  also  deceased,  and  no  other  successor  in  trust  to  said  F.  B. 
Beaumont  has  been  appointed;  and 

Whereas,  said  F.  M.  Stone  is  now  the  sole  surviving  Trustee  under  said 
mortgage ; 


CORPORATE    HISTORY  1463 

Now,  Therefore,  I,  F.  M.  Stone,  :is  such  sole  surviving  Trustee  under  said 
mortgage,  hereby  certify  that  the  same  has  been,  and  is,  fully  paid  and 
satisfied  in  all  respects,  and  I  hereby  release  and  discharge  the  property 
covered  by  said  mortgage  of  and  from  the  lien  thereof. 

In  Witness  Whereof,  I,  F.  M.  Stone,  as  sole  surviving  Trustee,  have  here- 
unto set  my  hand  and  seal  this  18th  day  of  March,  A.  D.,  1908. 

Frederic  M.  Stone,  Sole  Surviving  Trustee.         [seal] 
Witnesses 

F.  R.  Jewett. 

0.  C.  Hart. 

state  op  Massachusetts,  ) 

v  SS. 

County  of  Suffolk.  \ 

1,  Charles  E.  Nott,  a  Notary  Public,  do  hereby  certify  that  F.  M.  Stone, 
sole  surviving  Trustee,  personally  known  to  me  to  be  the  same  person  whose 
name  is  subscribed  to  the  foregoing  instrument,  appeared  before  me  this  day 
in  person  and  acknowledged  that  he  signed,  sealed  and  delivered  the  said  in- 
strument as  his  free  and  voluntary  act,  as  such  Trustee,  for  the  uses  and 
purposes  therein  set  forth. 

Given  under  my  hand  and  official  seal  this  Eighteenth  day  of  March,  A.  D., 
1908. 
I  seal]  .  Chas.  E.  Nott, 

Notary  Public. 
My  Commission  Expires  August  9th,  1912 


RECORDED  IN  ILLINOIS 


Date 

Book 

Page 

May  28,  1909 

K 

616 

June  10,  1909 

6 

532 

June  14,  1909 

174 

335 

June  19,  1909 

88 

482 

s,  May  21,  1909 

37 

476 

County 
Ogle 
Carroll 
Whiteside 
Jo  Daviess 


A.GREEMENT,  February  25,  1889,  Dubuque   and  Dunleith  Bridge  Com- 
pany and  Chicago,  Burlington  &  Northern  Railroad  Company. 

********* 
This  Indenture,  made  this  25th  day  of  February  A.  D.  1889,  between  the 
Dunleith   and   Dubuque   Bridge  Company,  party  of  the  first  part,  and  the 
Chicago,  Burlington  and  Northern  Railroad  Company,  party  of  the  second 
part, 

Witnesseth:  Whereas  the  party  of  the  first  part  is  the  owner  of  a  railroad 
bridge  across  the  Mississippi  river  between  the  city  of  Dubuque,  in  the  State 
of  Iowa,  and  the  town  of  East  Dubuque,  in  the  State  of  Illinois,  and  of  a 
railroad  track  in  the  city  of  Dubuque  extending  from  the  westerly  end  of 
said  I  -ridge  to  the  south  line  of  Jones  street: 

And  Whereas  the  party  of  the  second  part  is  the  owner  of  and  operating 
a  line  of  railway  in  the  State  of  Illinois  along  or  near  the  easterly  bank  of 


1464      CHICAGO,   BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

the  Mississippi  river,  and  has,  by  a  certain  indenture  in  writing  made  with 
the  Illinois  Central  Railroad  Company  and  bearing  even  date  herewith,  ac- 
quired the  right  to  run  its  cars,  engines  and  trains  over  certain  tracks  of  the 
last-named  company  leading  to  and  connecting  with  the  easterly  end  of  the 
said  railroad  bridge: 

And  Whereas  the  party  of  the  second  part  is  engaged  in  the  transportation 
of  passengers  and  freight  over  its  said  line  of  railway  to  and  from  the  city 
of  Dubuque,  and  for  the  more  convenient  transaction  of  such  business  is  de- 
sirous of  using  the  railroad  bridge  and  track  of  the  party  of  the  first  part 
for  the  passage  of  passenger  and  freight  trains  across  the  Mississippi  river  be- 
tween Dubuque  and  East  Dubuque: 

Now,  Then  fore,  In  consideration  of  the  premises  and  of  the  covenants  and 
agreements  of  the  said  party  of  the  second  part  hereinafter  contained,  the 
said  partj  of  the  first  part  hereby  grants  to  the  party  of  the  second  part  the 
right  to  use  the  said  bridge  and  railroad  track  for  the  passage  of  its  locomo- 
tive engines  and  passenger  and  freight  trains  to  and  from  the  city  of 
Dubuque,  subject  to  the  terms  and  conditions  hereinafter  expressed. 

Any  other  railroad  company  may  be  allowed  to  use  the  said  bridge  and 
railroad  track  for  the  passage  of  its  trains  upon  such  terms  as  have  been,  or 
may  be  hereafter,  agreed  upon  between  such  company  and  the  party  of  the 
first  part. 

The  party  of  the  second  part  shall  have  the  right  to  the  passage  of  trains 
over  said  bridge  at  all  hours  of  the  day  and  night,  provided  it  shall  not  un- 
reasonably  interfere  with  the  passage  of  the  trains  of  other  companies  over 
the  same;  but  so  long  as  the  Illinois  Central  Railroad  Company  shall  continue 
to  use  the  said  bridge,  that  corporation  shall  have  the  right  to  arrange  the 
time-table  for  each  company  using  said  bridge  and  track,  which  right  shall 
be  judiciously  exercised,  so  as  not  to  produce  unnecessary  inconvenience  to  the 
public,  or  to  the  said  party  of  the  second  part. 

Preference  shall  be  given  in  all  cases  to  the  passage  of  passenger  trains. 

The  party  of  the  second  part  shall  be  at  the  expense  of  moving  its  own 
trains,  and  shall  assume  and  pay  all  expenses  incident  thereto,  including  the 
turning  of  switches,  and  no  engine  or  car  shall  be  moved  over  said  bridge  or 
track  taster  than  six  miles  an  hour. 

The  party  of  the  first  part  shall  have  general  supervision  and  control  of 
said  bridge  and  track,  and  may  make,  from  time  to  time,  such  reasonable 
regulations  for  the  use  thereof  as  it  shall  deem  proper. 

The  party  of  the  lirst  part  shall  signal  the  trains  of  the  party  of  the 
second  part  at  all  times  of  the  day  and  night,  and  for  that  purpose  shall  em- 
ploy skillful  signalmen  and  other  servants,  and  shall  keep  the  draw  closed 
except  when  open  for  the  passage  of  boats. 

The  party  of  the  first  part  shall  maintain  the  said  bridge  and  track,  and 
keep  the  same  in  repair,  so  that  trains  may  safely  pass  at  all  times  except 
when  the  crossing  shall  be  necessarily  temporarily  suspended  while  the  bridge 
is  undergoing  repairs,  or  when  the  draw  is  open  for  the  passage  of  boats. 
In  case  of  the  destruction  of  the  bridge  by  ice  or  flood,  it  shall  be  restored 
as  soon  as  practicable  by  the  party  of  the  first  part.     If  any  such  casualty 


CORPORATE   HISTORY  1465 

shall  occur  during  the  first  six  years  of  the  continuance  of  this  contract,  the 
cost  of  reparation  shall  be  borne  by  the  party  of  the  first  part. 

Accurate  books  of  account  shall  be  kept  by  the  party  of  the  first  part, 
which  shall  show  the  taxes  paid  by  the  said  party  of  the  first  part  on  said 
bridge  and  track,  and  all  sums  paid  for  maintenance,  operation,  renewals, 
repairs,  betterments  and  additions,  which  books  shall  always  be  open  to  the 
inspection  of  the  directors  and  officers  of  the  party  of  the  second  part. 

In  consideration  of  the  foregoing  grant,  the  party  of  the  second  part 
agrees  that  it  will  pay  to  the  said  party  of  the  first  part,  for  the  right  to  use 
said  bridge  and  railroad  track,  the  sum  of  eighteen  thousand  ($18,000)  per 
annum,  payable  in  equal  monthly  installments  of  one  thousand  five  hundred 
dollars  ($1,500)  each,  on  or  before  the  last  day  of  each  calendar  month  for 
that  month,  at  the  office  of  the  party  of  the  first  part  in  the  city  of  Chicago, 
and  that,  in  addition  thereto,  it  will  pay  such  proportion  of  the  cost  of  operat- 
ing and  maintaining  the  said  bridge  and  track,  including  all  sums  paid  for 
taxes,  operation,  renewals,  repairs,  betterments  and  additions,  as  the  number 
of  engines  and  cars  moved  across  said  bridge,  by  the  party  of  the  second  part, 
shall  bear  to  the  whole  number  of  engines  and  cars  moved  over  said  bridge  by 
all  parties  using  the  same.  An  accurate  account  shall  be  kept  showing  the 
number  of  engines  and  cars  moved  across  said  bridge,  which  shall  always  be 
open  to  the  inspection  of  the  party  of  the  second  part.  Monthly  statements 
of  such  account  shall  be  rendered  to  the  party  of  the  second  part,  and  settle- 
ments shall  be  made  of  these  expenses  on  or  before  the  fifteenth  (15th)  day 
of  each  month. 

It  is  understood  that  the  sum  above  agreed  to  be  paid  by  the  party  of  the 
second  part  has  been  fixed  upon  by  both  parties  for  the  local  traffic  of  the 
party  of  the  second  part  originating  at  or  consigned  to  the  city  of  Dubuque, 
which  will  pass  over  the  said  bridge;  and  it  is  hereby  covenanted  and  agreed, 
that  if  the  said  party  of  the  second  part  shall  own  or  control  any  line  of  rail- 
way extending  beyond  the  city  of  Dubuque,  on  the  west  side  of  the  Missis- 
sippi river,  or  make  any  traffic  alliance,  or  any  interchange  of  business,  with 
any  such  line  of  railways,  the  amount  to  be  paid  by  the  party  of  the  second 
part  for  the  use  of  the  said  bridge,  shall  be  subject  to  readjustment  and  in- 
erease  from  time  to  time,  as  shall  be  just  and  reasonable.  Eeadjustments 
may  be  demanded  by  either  party  as  often  as  once  in  each  year,  and  if,  upon 
any  such  occasion,  the  amount  to  be  added  to  the  said  eighteen  thousand 
dollars  per  annum,  on  account  of  such  new  business,  can  not  be  mutually 
agreed  upon  by  the  parties,  it  shall  be  submitted  to  referees,  one  to  be  ap- 
pointed by  each  party  hereto,  and  the  two  so  appointed  to  select  a  third,  and 
the  decision  of  said  referees,  or  a  majority  of  them,  shall  be  final  and  binding 
upon  both  parties.  Should  either  party  fail  to  select  and  name  a  referee  with- 
in twenty  days  from  the  time  it  shall  have  been  requested  in  writing  by  the 
other  party  so  to  do,  or  should  the  referee  chosen  by  such  party  refuse  or  fail 
to  act  and  a  substitute  willing  to  act  shall  not  have  been  selected  and  named 
before  the  expiration  of  the  said  twenty  days,  the  referee  selected  by  the 
party  demanding  the  reference  shall  name  the  second  referee  and  those  two 
shall  appoint  a  third.  The  decision  of  a  majority  of  the  referees  so  chosen 
shall  be  final  and  binding  on  the  parties  hereto.     When  any  readjustment 


1466       CHICAGO,   BURLINGTON   &    QUINCY   RAILROAD   COMPANY 

shall  have  been  made  by  agreement  of  the  parties  or  by  arbitration,  such 
readjustment  shall  continue  in  force  until  the  same  shall  be  changed  by  a 
new  agreement  or  arbitration. 

This  contract  shall  commence  on  the  first  day  of  March,  A.  D.  1889,  and 
shall  continue  in  force  for  six  years  from  that  date,  and  indefinitely  there- 
after, until  the  same  shall  be  terminated  by  notice  given  by  one  party  to  the 
other,  in  the  manner  next  hereinafter  provided:  If  either  party  shall  be 
desirous  of  terminating  the  said  contract  after  the  expiration  of  the  said 
term  of  six  years,  and  shall,  at  any  time  after  three  years  from  the  first  day 
of  March,  A.  D.  1889,  give  the  other  party  three  years'  previous  notice  in 
writing  of  such  its  desire  and  intention,  and  shall  duly  perform  and  observe 
all  the  covenants  hereinbefore  contained  on  the  part  of  such  party  to  be  per- 
formed and  observed  up  to  the  tim'e  of  such  determination,  then,  and  in  such 
case,  at  the  expiration  of  the  time  mentioned  in  such  notice,  which  shall  not 
be  less  than  three  years,  this  indenture,  and  everything  therein  contained,  shall 
cease  and  absolutely  determine:  Provided,  always,  and  it  is  hereby  agreed 
and  declared,  that  neither  party  shall  be  permitted  to  terminate  the  said 
contract  by  giving  the  notice  hereinabove  provided  for,  so  long  as  the  in- 
denture bearing  even  date  herewith,  made  by  the  party  of  the  second  part 
with  the  Illinois  Central  Railroad  Company,  providing  for  the  use  of  a  part 
of  that  company  's  railroad,  shall  continue  in  force,  and  a  notice  to  terminate 
the  same  shall  not  have  been  given  pursuant  to  the  provisions  in  that  behalf 
therein  contained. 

The  party  of  the  second  part  further  covenants  and  agrees,  in  considera- 
tion of  the  foregoing  grant,  that  it  will  not,  within  three  years  from  the 
date  of  this  indenture,  nor  at  any  time  thereafter,  before  notice  shall  have 
been  given  by  one  party  to  the  other,  for  the  termination  of  this  contract 
agreeably  to  the  provisions  in  that  behalf  herein  contained,  undertake, 
or  promote,  or  in  any  way  aid  or  assist  in  the  construction  of  any  new 
bridge  across  the  Mississippi  river,  in  the  vicinity  of  the  said  city  of 
Dubuque,  or  permit  the  authority  granted  to  the  said  party  of  the 
second  part,  its  successors  and  assigns,  by  an  Act  of  Congress,  approved 
July  19,  1886,  and  entitled,  "An  Act  to  authorize  the  construction 
of  a  railroad,  wagon  and  foot  passenger  bridge  across  the  Mississippi 
river,  at  or  near  Dubuque  in  the  State  of  Iowa,"  to  be  used  or  exer- 
cised for  that  purpose;  and  the  said  party  of  the  second  part  further 
covenants  and  agrees  that  it  will  cause  the  said  Act  of  Congress,  and  the 
powers  and  authority  thereby  conferred!,  to  be  made  over  and  assigned  in 
due  form  of  law  to  Alexander  G.  Hackstaff  and  J.  Murray  Forbes,  as  trustees, 
to  be  held  by  them  in  trust  for  the  joint  and  equal  benefit  of  both  parties 
hereto,  for  the  term  of  three  years  from  the  date  of  this  indenture,  and  in- 
definitely thereafter  until  notice  shall  be  given  by  one  of  the  parties  hereto 
to  the  other  for  the  termination  of  this  contract,  conformably  to  the  provi- 
sions on  that  subject  hereinbefore  contained.  On  such  notice  being  given  by 
either  party  the  said  Act  of  Congress  and  the  powers  and  authority  thereby 
conferred  shall  revert  to  the  said  party  of  the  second  part,  and  said  trustees 
shall  on  demand  execute  all  proper  instruments  to  reconvey  and  evidence  the 
re-transfer  thereof.  And  it  is  further  covenanted  and  agreed,  that  during 
the  continuance  of  the  said  trust,  neither  party  hereto  shall  part  with  its 


CORPORATE    HISTORY  1467 

i lit erest  in  the  said  Aet  of  Congress,  or  in  the  rights,  powers  and  privileges 
thereby  conferred,  or  make  any  use  or  disposition  thereof,  without  the 
written  concurrence  of  the  other. 

It  is  further  understood  and  agreed  and  these  presents  are  upon  the  ex- 
press condition  that  if  the  rent  or  any  of  the  money  payments  due  to  the  party 
of  the  first  part  under  the  provisions  of  this  contract,  or  any  part  thereof, 
shall  at  any  time  be  in  arrear  and  unpaid  for  sixty  days  after  the  same 
ought  to  have  been  paid,  whether  the  same  shall  have  been  expressly  demanded 
or  not,  and  such  default  shall  continue  for  thirty  days,  then  and  in  such  case 
it  shall  be  lawful  for  the  party  of  the  first  part,  at  its  election,  absolutely  to 
determine  this  indenture  by  a  notice  in  writing  to  be  served  upon  the  Presi- 
dent or  Secretary  of  the  party  of  the  second  part,  or  any  executive  officer  in 
charge  of  any  division  of  its  road,  or  left  for  the  party  of  the  second  part 
at  its  principal  business  office  in  the  city  of  Dubuque,  and  thereupon,  im- 
mediately after  the  delivery  of  such  notice,  the  said  party  of  the  first  part 
and  its  railroad  bridge  and  track  hereinbefore  referred  to  shall  thenceforth 
be  freed  and  discharged  from  all  obligations  created  by  this  indenture  which 
then  remain  unperformed,  and  thereafter  in  such  case  the  said  party  of  the 
second  part  shall  neither  have  nor  attempt  to  acquire  the  right  to  use  the  said 
railroad  bridge  and  track  for  the  passage  of  its  trains,  except  with  the  writ- 
ten consent  of  the  said  party  of  the  first  part,  and  upon  such  terms  as  shall. 
be  mutually  agreed  upon  by  both  parties  hereto.  And  it  is  further  mutually 
agreed  that  if  this  contract  shall  be  determined  by  notice  given  by  the  party 
of  the  first  part,  pursuant  to  the  provisions  in  that  behalf  last  above  set 
forth,  at  any  time  before  the  expiration  of  the  term  of  six  years  commencing 
on  the  first  day  of  March,  A.  D.  1889,  the  said  party  of  the  second  part  shall 
nevertheless  be  holden  and  firmly  bound  to  pay,  and  shall  pay  to  the  party 
of  the  first  part  on  demand,  as  liquidated  damages  for  the  failure  of  the  said 
party  of  the  second  part  strictly  to  observe  the  terms  of  this  contract,  a  sum 
of  money  equal  to  the  entire  rent  or  compensation  payable  to  the  party  of 
the  first  part  by  the  preceding  terms  of  this  indenture — to  be  computed  at  the 
rate  of  eighteen  thousand  dollars  per  annum — for  the  whole  residue  of  the 
said  term  of  six  years  then  unexpired. 

This  indenture  and  all  the  stipulations  and  agreements  therein  contained 
shall  apply  to  and  bind  the  successors  and  assigns  of  the  respective  parties 
hereto. 

In  witness  whereof  the  party  of  the  first  part  and  the  party  of  the  second 
part  have  hereto  set  their  respective  corporate  seals,  and  each  has  caused 
these  presents  to  be  signed  by  its  President  and  attested  by  its  Secretary  on 
the  day  and  year  first  above  written. 

Dunleith  and  Dubuque  Bridge  Company, 
[SEAL]  By  Stuyvesant  Fish, 

President. 

Attest: 

Caleb  H.  Booth,  Secretary. 

Chicago,  Burlington  and  Northern  Bailway  Company, 

tSEALJ  By  Lester  0.  Goddard, 

A,u'st:  President. 

Henry  W.  Weiss,  Secretary. 


1468       CHICAGO,   BURLINGTON   &   QUINCY   RAILROAD   COMPANY 

State  of  New  York, 

City  and  County  of  New  York. 

I,  Geo.  S.  Hickok,  a  Notary  Public  in  and  for  said  City  and  County  of 
New  York,  do  hereby  certify  that  Stuyvesant  Fish,  who  is  personally  well 
known  to  me  to  be  the  President  of  the  Duuleith  and  Dubuque  Bridge  Com- 
pany, and  the  identical  person  whose  name  is  subscribed  to  the  foregoing 
instrument  as  President  of  the  said  Company,  appeared  before  me  this  day 
in  person,  and  acknowledged  the  said  instrument  to  be  the  voluntary  act  and 
deed  of  the  said  Duuleith  and  Dubuque  Bridge  Company,  and  that  he 
executed  the  same  freely  and  voluntarily  as  President  of  said  Company. 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  notarial  seal  the 
2d  day  of  March,  A.  D.  1889. 

Geo.  S.  Hickok, 
[seal]  Notary  Public,  New  York  County. 


4ss- 


State  of  Iowa, 
County  of  Dubuque. 

I,  Ed.  W.  Duncan,  a  Notary  Public  in  and  for  said  County  of  Dubuque, 
do  hereby  certify  that  Caleb  II.  Booth,  who  is  personally  well  known  to  me 
to  be  the  Secretary  of  the  Duuleith  and  Dubuque  Bridge  Company,  and  the 
identical  person  whose  name  is  subscribed  to  the  foregoing  instrument  as 
Secretary  of  the  said  Company,  appeared  before  me  this  day  in  person,  and 
acknowledged  the  said  instrument  to  be  the  voluntary  act  and  deed  of  the 
said  Duuleith  and  Dubuque  Bridge  Company,  and  that  lie  executed  the  same 
freely  and  voluntarily  as  Secretary  of  said  Company. 

In  Witness  Whereof,  1  have  hereunto  set  my  hand  and  notarial  seal  the 
5th  day  of  .March,  A.  D.  1889. 

Ed.  \Y.  Duncan, 
[seal]  Notary  Public. 


State  of  Illinois,  ) 

r  SS 

County  of  Cook.    ) 

I,  Chester  M.  Dawes,  a  Notary  Public  in  and  for  said  County  of  Cook,  do 
hereby  certify  that  Lester  O.  Goddard,  who  is  personally  well  known  to  me 
to  be  the  President  of  the  Chicago,  Burlington  and  Northern  Railroad  Com- 
pany, and  the  identical  person  whose  name  is  subscribed  to  the  foregoing 
instrument  as  President  of  the  said  Company,  and  Henry  W.  Weiss,  who 
is  personally  well  known  to  me  to  be  the  Secretary  of  the  Chicago,  Burlington 
and  Northern  Railroad  Company,  and  the  identical  person  whose  name  is 
subscribed  to  the  foregoing  instrument  as  Secretary  of  the  said  Company, 
severally  appeared  before  me  this  day  in  person,  and  acknowledged  the  said 
instrument  to  be  the  voluntary  act  and  deed  of  the  said  Chicago,  Burlington 
and  Northern  Railroad  Company,  and  that  they  severally  executed  the  same 
freely  and  voluntarily  as  President  and  Secretary  of  said  Company. 

J  a  Witness  Whereof  I  have  hereunto  set  my  hand  and  notarial  seal  the  15th 
day  of  .March,  A.  D.  1889. 

Chester  M.  Dawes, 
[seal]  Xotarrj  Public. 


CORPORATE    HISTORY  1469 

ASSIGNMENT  OF  AGREEMENT,  March  15,  1889,  Chicago,  Burlington 
and  Northern  Railroad  Company  to  Alexander  G.  Hackstaff  and  J. 
Murray  Forbes,  Trustees. 

This  Indenture,  made  this  15th  day  of  March  A.  D.  1889,  between  the 
Chicago,  Burlington  and  Northern  Railroad  Company,  a  corporation  duly 
oiganized  under  the  laws  of  the  State  of  Illinois,  party  of  the  first  part, 
and  Alexander  G.  Hackstaff  and  J.  Murray  Forbes,  Trustees,  parties  of  the 
second  part, 

Wit7iesseth : 

Whereas,  by  a  certain  indenture  bearing  date  the  25th  day  of  February, 
A.  D.  1889,  between  the  Dunleith  and  Dubuque  Bridge  Company  and  the 
Chicago,  Burlington  and  Northern  Railroad  Company,  a  copy  whereof  is 
hereto  annexed,  the  said  Dunleith  and  Dubuque  Bridge  Company  did,  in 
consideration  of  the  covenants  and  agreements  of  the  said  Chicago,  Burling- 
ton and  Northern  Railroad  Company  therein  contained,  and  subject  to  the 
terms  and  conditions  therein  expressed,  grant  to  the  said  Chicago,  Bur- 
lington and  Northern  Railroad  Company  the  right  to  use  the  railroad 
bridge  across  the  Mississippi  river  between  the  city  of  Dubuque,  in  the 
State  of  Iowa,  and  the  town  of  East  Dubuque,  in  the  State  of  Illinois,  and 
the  railroad  track  in  the  city  of  Dubuque,  extending  from  the  westerly  end 
of  said  bridge  to  the  south  line  of  Jones  street,  belonging  to  the  said 
Dunleith  and  Dubuque  Bridge  Company,  for  the  passage  of  the  locomotive 
engines  and  passenger  and  freight  trains  of  the  said  Chicago,  Burlington 
and  Northern  Railroad  Company  to  and  from  the  city  of  Dubuque : 

And  Uliereas,  in  and  by  the  said  indenture,  the  said  Chicago,  Burlington 
and  Northern  Railroad  Company,  in  consideration  of  the  aforesaid  grant, 
did,  among  other  things,  covenant  and  agree  to  and  with  the  said  Dunleith 
and  Dubuque  Bridge  Company  that  it  would  not  within  three  years  from 
the  date  of  the  said  indenture,  nor  at  any  time  thereafter,  before  notice 
should  have  been  given  by  one  party  to  the  other  for  the  termination  of  the 
said  contract,  agreeably  to  the  provisions  in  that  behalf  therein  contained, 
undertake  or,promote,  or  in  any  way  aid  or  assist  in  the  construction  of  any 
new  bridge  across  the  Mississippi  river  in  the  vicinity  of  the  said  city  of 
Dubuque,  or  permit  the  authority  granted  to  the  said  Chicago,  Burlington 
and  Northern  Railroad  Company,  its  successors  and  assigns,  by  an  Act  of 
Congress  approved  July  19,  1886,  entitled,  "An  Act  to  authorize  the  con- 
struction of  a  railroad,  wagon  and  foot-passenger  bridge  across  the  Missis- 
sippi river  at  or  near  Dubuque,  in  the  State  of  Iowa,"  to  be  used  or  exer- 
cised for  that  purpose,  and  that  it  would  cause  the  said  Act  of  Congress, 
and  all  the  powers  and  authority  thereby  conferred  to  be  made  over  and 
assigned  in  due  form  of  law  to  Alexander  G.  Hackstaff  and  J.  Murray 
Forbes  as  Trustees,  to  be  held  by  them  in  trust  for  the  joint  and  equal 
benefit  of  the  said  Dunleith  and  Dubuque  Bridge  Company,  and  the  said 
Chicago,  Burlington  and  Northern  Railroad  Company  for  the  term  of  three 
years  from  the  date  of  the  said  indenture,  and  indefinitely  thereafter,  until 
notice  should  be  given  by  one  of  the  parties  thereto  to  the  other  for  the 


1470       CHICAGO,   BURLIXGTOX  &   QUINCY  RAILROAD   COMPANY 

termination    of   the    said    contract   conformably   to   the   provisions   on    that 
subject  therein  contained: 

Now,  tlierefore,  in  compliance  with  the  said  covenant,  and  in  consideration 
of  the  premises  and  the  sum  of  one  dollar  by  the  said  parties  of  the  second 
part  hereto  in  hand  paid  to  the  said  party  of  the  first  part,  the  said  party 
of  the  first  part  does  hereby  assign,  transfer  and  set  over  to  the  said 
parties  of  the  second  part,  their  successors  and  assigns,  the  said  Act  of 
Congress  approved  July  19,  1886,  entitled,  "An  act  to  authorize  the  con- 
struction of  a  railroad,  wagon  and  foot  passenger  bridge  across  the  Missis- 
sippi river  at  or  near  Dubuque,  in  the  State  of  Iowa,"  and  all  the  rights, 
powers,  privileges  and  authority  thereby  conferred,  to  be  held  by  them  in 
trust  for  the  joint  and  equal  benefit  of  the  said  Dunleith  and  Dubuque 
Bridge  Company  and  the  said  Chicago,  Burlington  and  Northern  Eailroad 
Company  for  the  term  and  to  and  for  the  uses  and  purposes  and  upon  the 
conditions  in  the  said  indenture  of  February  25,  1889,  set  forth  and  de- 
clared, that  is  to  say,  for  the  term  of  three  years  from  the  date  of  the  said 
indenture  and  indefinitely  thereafter,  until  notice  shall  be  given  by  one  of 
the  parties  thereto  to  the  other  for  the  termination  of  the  contract  therein 
contained,  conformably  to  the  provisions  on  that  subject  therein  expressed, 
which  said  provisions  are  as  follows,  to  wit: 

"This  contract  shall  commence  on  the  first  day  of  March,  A.  D.  1889, 
and  shall  continue  in  force  for  six  years  from  that  date,  and  indefinitely 
thereafter,  until  the  same  shall  lie  terminated  by  notice  given  by  one 
party  to  the  other,  in  the  manner  next  hereinafter  provided:  If  either  party 
shall  be  desirous  of  terminating  the  said  contract  after  the  expiration  of 
the  said  term  of  six  years,  and  shall,  at  any  time  after  three  years  from  the 
first  day  of  March.  A.  D.  1889,  give  the  other  party  three  years'  previous 
notice  in  writing  of  such  its  desire  and  intention,  and  shall  duly  perform 
and  observe  all  the  covenants  hereinbefore  contained  on  the  part  of  such 
party  to  be  performed  and  observed  up  to  the  time  of  such  determination, 
then,  and  in  such  case,  at  the  expiration  of  the  time  mentioned  in  such 
notice,  which  shall  not  be  less  than  three  years,  this  indenture,  and  every- 
thing therein  contained,  shall  cease  and  absolutely  determine:  Provided, 
ahcays,  and  it  is  hereby  agreed  and  declared,  that  neither  party  shall  be 
permitted  to  terminate  the  said  contract  by  giving  the  notice  hereinabove 
provided  for,  so  long  as  the  indenture  bearing  even  date  herewith,  made  by 
the  party  of  the  second  part  with  the  Illinois  Central  Eailroad  Company, 
providing  for  the  use  of  a  part  of  that  Company 's  railroad,  shall  continue 
in  force,  and  a  notice  to  terminate  the  same  shall  not  have  been  given 
pursuant  to  the  provisions  in  that  behalf  therein  contained." 

Upon  such  notice  being  given  by  either  party  to  the  said  indenture,  but 
not  before,  the  said  Act  of  Congress  and  all  the  rights,  powers,  privileges 
and  authority  thereby  conferred  shall  revert  to  the  said  party  of  the  first 
part,  and  the  said  parties  of  the  second  part  shall,  on  demand,  execute  all 
proper  instruments  to  reassign  and  evidence  the  retransfer  thereof. 

In  Witness  Whereof  the  said  party  of  the  first  part  has  caused  its  cor- 
porate seal,  attested  by  its  Secretary,  to  be  hereto  affixed,  and  these  presents 


» 


CORPORATE    HISTORY  1471 

to  be  signed,  acknowledged  and  delivered  by  its  President  the  day  and  year 
lirst  above  written. 

Chicago,  Burlington  and  Northern  Railroad  Company, 
[seal]  By  Lester  O.  Goddaiid 

President 
Attest: 

1 1  inky  W.  Weiss, 

Seen  tary. 

The  parties  of  the  second  part  hereby  accept  the  trust  created  by  the 
foil-going  indenture,  and  covenant  with  the  said  Chicago,  Burlington  and 
Northern  Railroad  Company  and  the  said  Dunleith  and  Dubuque  Bridge 
Company  thai  they  will  execute  the  same  according  to  the  true  intent  and 
meaning   thereof. 

In  Witness  Whereof  they  have  hereunto  set  their  hands  and  seals  this 
19th  day  .March  A.  D.  1889. 

Alexander  G.  IIackstaff         [seal] 
J.  Murray  Forbes         [seal] 

State  op  Illinois  ) 
County  of  Cook     \ 

I,  Chester  M.  Dawes,  a  Notary  Public,  in  and  for  said  Country  of  Cook, 
do  hereby  certify  that  Lester  O.  Goddard,  who  is  personally  well  known 
to  me  to  be  the  President  of  the  Chicago,  Burlington  and  Northern  Railroad 
Company  and  the  identical  person  whose  name  is  subscribed  to  the  fore- 
going instrument  as  President  of  the  said  Company,  and  Henry  W.  Weiss, 
who  is  personally  well  known  to  me  to  be  the  Secretary  of  the  Chicago, 
Burlington  and  Northern  Railroad  Company,  and  the  identical  person  whose 
name  is  subscribed  to  the  foregoing  instrument  as  Secretary  of  the  said 
Company,  severally  appeared  before  me  this  day  in  person,  and  acknowledged 
the  said  instrument  to  be  the  voluntary  act  and  deed  of  the  said  Chicago, 
Burlington  and  Northern  Bailroad  Company,  and  that  they  severally  exe- 
cuted the  same  freely  and  voluntarily  as  President  and  Secretary  of  said 
Company. 

///  Witness  Whereof  I  have  hereunto  set  my  hand  and  notarial  seal,  the 
15th  day  of  -March  A.  D.  1889. 

[seal]  Chester  M.  Dawes 

Notary  Public 

DEED,  Peln  nary  25,  1889,  Illinois  Central  Bailroad  Company  and  Chicago, 
Burlington  and  Northern  Railroad  Company. 

♦  ######## 

This  J  mil  nl  lire,  made  this  25th  day  of  February,  A.  D.  1889,  between  the 
Illinois  Central  Railroad  Company,  party  of  the  first  part,  and  the  Chicago, 
Burlington  and  Northern  Bailroad  Company,  party  of  the  second  part,  both 
corporations  organized  under  the  laws  of  the  State  of  Illinois, 

Witnesseth:  Whereas,  the  party  of  the  first  part  owns  and  operates  a  line 
of  railroad,  extending  southeasterly  towards  Chicago  from  the  east  end  of 


1472       CHICAGO,   BURLINGTON   &   QUINCY   RAILROAD   COMPANY 

the  railroad  bridge  over  the  Mississippi  River,  known  as  the  Dunleith  and 
Dubuque  bridge,  in  Jo  Daviess  county,  Illinois,  and  the  party  of  the  second 
part  owns  and  operates  a  railroad  extending  from  the  city  of  Fulton,  in 
Whiteside  county,  Illinois,  northerly  to  a  point  on  the  Illinois  Central  Rail- 
road, in  the  county  of  Jo  Daviess,  at  the  west  end  of  what  is  known  as 
Portage  Curve;  which  road  connects  with  and  is  operated  in  connection  with 
a  line  of  railroad  extending  from  the  State  line  between  Illinois  and  Wis- 
consin to  St.  Paul  in  the  State  of  Minnesota  : 

And,  whereas,  in  making  its  said  connection  the  party  of  the  second  part 
used  a  portion  of  the  right  of  way  of  said  party  of  the  first  part  between 
Second  street,  in  East  Dubuque,  and  Portage  Curve,  to  which  it  is  unable 
to  acquire  title,  and  by  a  deed  bearing  even  date  herewith  has  conveyed  to 
the  party  of  the  first  part  all  its  railroad  tracks  constructed  between  said 
last   named  points: 

Now,  therefore,  in  order  to  make  such  connection  complete  and  to  obtain 
a  connection  with  and  the  use  of  the  Dubuque  and  Dunleith  bridge,  and  in 
consideration  of  the  premises  the  parties  hereto  covenant  and  agree  with 
each  other  as  follows : 

First. — The  party  of  the  first  part  hereby  grants  unto  the  party  of  the 
second  part  the  right  to  connect  its  said  railroad  and  to  maintain  connec- 
tions of  its  said  railroad  with  the  railroad  of  the  party  of  the  first  part  at 
the  said  Portage  Curve,  and  also  in  East  Dubuque,  and  to  run  its  cars,  en- 
gines, and  trains  over  the  tracks  of  the  party  of  the  first  part  between  said 
point  of  junction  and  Second  street,  in  the  city  of  East  Dubuque.  The 
right  hereby  granted  shall  extend  to  the  use  of  both  of  the  main  tracks  of 
the  said  party  of  the  first  part  and  the  adjacent  side  tracks  and  switches  ap- 
purtenant thereto  and  used  for  side  tracking  for  the  purpose  of  meeting  and 
passing  trains,  and  shall  be  exercised  and  enjoyed  in  common  with  the 
party  of  the  first  part  and  such  other  railroad  company  or  companies  as  the 
said  party  of  the  first  part  may  permit  to  use  the  railroad  tracks  above  de- 
scribed. But  nothing  herein  contained  shall  be  so  construed  as  to  prevent 
the  party  of  the  first  part  from  readjusting  its  tracks  as  the  necessities  of 
business  or  convenience  may  from  time  to  time  require,  provided  that  the 
convenient  use  of  the  said  tracks  shall  always  be  preserved  to  the  said  party 
of  the  second  part. 

Second. — The  party  of  the  first  part  also  grants  unto  the  party  of  the 
second  part  the  right  to  lay  down  and  maintain  on  the  grounds  of  the  party 
of  the  first  part  in  Bast  Dubuque,  between  Second  street  and  a  point  five 
hundred  and  fifty  (550)  feet  north  of  the  center  line  of  the  Jack-Knife 
Draw,  so  called,  certain  tracks  for  its  separate  use,  to  be  laid  and  main- 
tained as  shown  upon  the  plat  hereto  attached,  marked  "Exhibit  A."  But 
it  is  distinctly  understood  and  agreed  that  the  party  of  the  first  part  shall 
have  the  right  to  make  such  connections  of  its  tracks  with  every  track  so 
laid  or  used  by  the  party  of  the  second  part,  and  to  put  in  and  maintain 
such  crossing  frogs  and  fixtures  over  or  upon  the  same,  for  the  use  and 
accommodation  of  the  party  of  the  first  part  and  its  tenants  or  licensees  as 
the  said  party  of  the  first  part  shall  deem  proper;  but  said  connections  and 
crossings  shall  not  be  used  so  as  to  unnecessarily  embarrass  or  hinder  the 


CORPORATE    HISTORY  1473 

movement  of  engines  and  trains  upon  the  main  track  of  the  party  of  the 
second  part.  The  party  of  the  second  part  shall  also  be  entitled  to  the  joint 
use,  in  common  with  the  party  of  the  first  part  and  such  other  railroad 
company  or  companies  as  the  party  of  the  first  part  may  admit  to  the  use 
of  the  same,  of  the  tunnel  and  tunnel  track  leading  to  the  east  end  of  the 
Dunleith  and  Dubuque  bridge,  and  the  station  house,  the  engine  house  and 
its  appurtenances,  and  the  side  tracks  in  the  yard  or  station  grounds  at 
East  Dubuque  belonging  to  the  said  party  of  the  first  part,  except  the 
tracks  adjacent  to  the  grain  elevator  and  the  two  river  warehouses  of  the 
party  of  the  first  part,  and  used  in  connection  therewith :  Provided,  how- 
ever, that  if  the  said  party  of  the  first  part  shall  hereafter  desire  to  remove 
the  said  engine  house  and  its  appurtenances  it  shall  be  at  liberty  to  do  so 
upon  giving  the  party  of  the  second  part  ninety  days'  notice  in  writing  of 
such  its  intention,  and  at  the  expiration  of  such  notice  the  right  of  the  said 
party  of  the  second  part  to  the  joint  use  of  the  said  engine  house  shall 
cease.  If  any  additional  tracks  shall  be  required  for  the  use  of  the  party 
of  the  second  part  between  Second  street  and  the  point  above  mentioned, 
five  hundred  and  fifty  (550)  feet  north  of  the  centre  line  of  the  Jack  Knife 
Draw,  all  matters  relating  thereto  shall  be  settled  by  mutual  agreement  of 
the  parties  hereto;  but  no  new  track  shall  be  laid  without  the  consent  and 
approval  of  the  party  of  the  first  part.  It  is  understood  that  the  tracks  at 
the  Jack-Knife  Draw  shall  be  rearranged,  if  practicable,  so  as  to  dispense 
with  the  said  Jack-Knife  Draw,  but  this  change,  if  made,  shall  be  in  con- 
formity to  plans  approved  by  both  parties  hereto  and  at  their  j6int  expense. 

Third. — The  party  of  the  first  part  shall,  at  its  own  expense,  within  six 
months  from  the  date  hereof,  and  as  much  sooner  as  practicable,  reduce  the 
gradients  of  its  original  or  easterly  main  track  between  Portage  Curve  and 
East  Dubuque,  so  that  the  party  of  the  second  part  can  run  its  usual  and 
customary  freight  trains  over  the  same  without  the  use  of  an  auxiliary  en- 
gine, if  it  shall  appear  that  the  present  gradients  are  such  as  to  prevent  its 
engines  from  hauling  the  trains  usually  hauled  on  the  tracks  of  the  party 
of  the  second  part  south  of  Portage  Curve  and  north  of  East  Dubuque  be- 
tween Savanna  and  St.  Paul.  Connections  are  to  be  made  at  Portage  Curve 
and  in  East  Dubuque  suitable  for  the  operation  by  both  parties  of  a  double- 
track  railroad  between  those  points,  and  for  the  convenient  passage  of  all 
trains  through  East  Dubuque  and  through  the  tunnel  to  the  Dunleith  and 
Dubuque  bridge. 

Fourth. — The  cars,  engines,  and  trains  of  the  party  of  the  second  part 
shall  be  run  over  and  upon  the  tracks  and  the  portion  of  said  railroad  so  to 
be  used  in  common,  under  and  according  to  the  orders  and  directions  of  the 
party  of  the  first  part,  to  be  given  through  its  officers,  agents,  and  servants, 
but  such  orders  and  directions  shall  be  reasonable,  and  afford  the  said  party 
of  the  second  part  fair  and  ample  privileges  for  the  prompt  and  efficient 
movement  of  its  cars,  engines  and  trains.  Trains  of  the  same  class  belonging 
to  any  party  entitled  to  the  use  of  the  said  railroad  shaft  be  moved  and  run 
over  said  tracks  on  an  equal  footing  and  without  discrimination.  Passenger 
trains  shall  in  all  cases  have  priority  over  freight  trains.  The  officers, 
agents,  and  servants  of  the  party  of  the  first  part,  authorized  by  it  to  give 


1474      CHICAGO,   BURLINGTON   &   QUINCY   RAILROAD   COMPANY 

orders  and  directions  for  the  movement  over  the  portion  of  road  referred 
to  of  cars,  engines,  and  trains,  shall  be  deemed  employes  of  both  parties,  to 
the  extent  that  the  party  of  the  first  part  shall  not  be  responsible  for  any 
damage,  injury,  or  loss  of  any  kind,  caused  by  their  negligence  in  giving,  or 
failing  to  give,  such  orders  and  directions  to  the  party  of  the  second  part, 
or  employes  on  its  trains;  neither  shall  the  party  of  the  first  part  be  liable 
to  the  party  of  the  second  part  for  any  loss,  injury,  or  damage  caused  by 
defects  iii  the  railroad  pr  appliances  used  in  common  under  this  contract; 
provided,  however,  that  upon  the  request  in  writing  of  the  manager  of  the 
party  of  the  second  part,  and  for  good  and  sufficient  cause,  any  such  em- 
ploye shall  be  discharged  by  the  party  of  the  first  part  and  not  thereafter 
employed  upon  that  part  of  the  road  except  with  its  consent. 

Fifth. — The  party  of  the  second  part  shall  have  the  right  to  maintain  for 
its  own  use  and  operate  the  Beveral  railroad  tracks  and  switches  heretofore 
laid  or  constructed  by  it  and  now  situated  upon  the  strip  of  ground  belong- 
ing to  the  party  of  the  first  part  lying  between  the  .Mississippi  River  and 
the  bluff,  and  extending  from  the  point  hereinabove  mentioned,  situated  five 
hundred  and  fifty  (550)  feel  north  of  the  Jack  Knife  Draw,  to  a  point 
aboul  tlncr  hundred  (300)  feet  south  of  the  Wisconsin  State  line,  as  shown 
npon  the  map  hereto  annexed,  marked  "  Exhibit  B."  But  in  case  the  party 
of  the  firsl  pari  should  hereafter  determine  to  extend  its  line  of  railroad 
northerly  from  Easl  Dubuque,  along  the  east  bank  of  the  Mississippi  River, 
or  should  it  become  interested  in  any  line  of  railroad  to  lie  built  from  East 
Dubuque  northerly  along  the  easl  bank  of  the  Mississippi  River,  it  is  dis- 
tinctly understood  and  agreed  that  a  roadway  thirty  (30)  feet  wide  upon 
and  along  the  westerly  side  of  the  strip  of  ground  above  described,  may  be 
occupied,  and  tie-  same  is  hereby  excepted  and  reserved  by  the  party  of  the 
first  part  for  tlcit  purpose;  and  the  said  party  of  the  second  part  shall, 
within  six  ( •'.  i  months  after  Bervice  of  notice  so  to  do,  remove  from  the  said 
roadway  so  reserved  any  track  or  tracks  or  other  works  or  structures  it  may 
have  thereon,  and  shall  thereafter  be  restricted  to  the  use  mid  occupation  of 
the  residue  of  the  above-described  Strip  of  ground  lying  between  the  said 
roadway  so  reserved  and  the  bluff:  Provided,  that  if  the  right  to  use  the 
tracks  of  the  said  party  of  the  second  part  for  the  purposes  above  indicated 
can  be  secured  on  satisfactory  terms,  the  parly  of  the  first  part  may,  at  its 
option,  waive  the  specific  enforcement  of  the  rights  reserved  in  this  article 
for  such  length  of  time  as  may  be  agreed  upon,  ami  shall  not  be  precluded 
thereby  from  afterwards  demanding  such  strict  enforcement,  if  it  shall  so 
elect.  It  is  also  mutually  understood  and  agreed  that  if  at  any  time  or 
times  the  passage  of  trains  across  the  Dunleith  and  Dubuque  bridge  shall 
be  interrupted,  the  party  of  the  firsl  part  shall  have  the  right,  for  itself, 
its  tenants  and  licensees,  while  such  interruption  shall  continue,  to  use  joint- 
ly with  the  said  party  of  the  second  part  the  graded  incline  now  existing, 
together  with  the  tracks  necessary  to  the  use  thereof,  north  of  the  said 
bridge,  to  aid  in  and  expedite  the  transfer  of  its  engines  and  cars  by  boat 
across    the    river. 

Sixth. — The  party  of  the  second  part  agrees  to  pay  to  the  party  of  the 
first  part,  as  rent  or  compensation  for  the  rights  and  privileges  hereinbe- 


CORPORATE    HISTORY  1475 

tore  granted,  the  sum  of  twenty-one  thousand  dollars  ($21,000)  per  annum, 
payable  in  equal  monthly  installments  of  seventeen  hundred  and  fifty  dol- 
lars ($1,750)  each,  on  or  before  the  last  day  of  each  calendar  month  for 
that  month,  at  the  office  of  the  party  of  the  first  part  in  Chicago,  Illinois, 
in  addition  to  its  proportion  of  the  cost  of  maintenance,  renewals  and  re- 
pairs, as  hereinafter  provided. 

Seventh. — The  party  of  the  first  part  agrees  to  keep  the  double-track  rail- 
road used  in  common' hereunder,  and  all  its  appurtenances  and  accessories, 
in  good  condition  and  repair;  to  keep  accurate  accounts  of  the  cost  and  ex- 
pense thereof,  and  of  all  taxes  and  special  assessments  assessed  upon  the 
property  used  in  common,  of  the  cost  of  policing  the  same,  and  of  the  joint 
station  expenses  at  East  Dubuque,  and  monthly,  on  or  about  the  tenth 
(10th)  day  of  each  month,  to  render  to  the  party  of  the  second  part  a  de- 
tailed statement  of  such  costs  and  expenses  for  the  preceding  month,  to- 
gether with  the  total  mileage  and  wheelage  over  the  road  so  used  in  com- 
mon of  all  parties  using  the  same  during  the  preceding  month.  The  party 
of  the  second  part  agrees  to  return  to  the  party  of  the  first  part  at  its  office 
in  Chicago,  on  or  about  the  fifth  (5th)  day  of  each  month,  a  true  statement 
of  its  mileage  and  wheelage  for  the  preceding  month  over  the  road  so  used 
in  common,  and  to  pay  to  the  party  of  the  first  part,  on  the  fifteenth  (15th) 
day  of  each  month,  at  its  office  in  Chicago,  such  a  proportion  of  said  costs 
and  expenses  for  the  preceding  month  as  the  number  of  wheels  per  mile  run 
over  or  upon  such  road,  or  any  part  thereof,  by  the  party  of  the  second  part 
during  such  preceding  month  bears  to  the  whole  number  of  wheels  per  mile 
run  over  said  road,  or  any  part  thereof,  during  the  same  month  by  all  parties 
using  the  same.  All  tracks,  sidings,  and  switches  set  apart  for  the  separate 
and  exclusive  use  of  the  party  of  the  second  part  shall  be  maintained  and 
kept  in  repair  by  the  party  of  the  second  part  at  its  sole  cost  and  expense. 

Eighth. — Should  any  additional  side  tracks  or  other  permanent  improve- 
ments be  provided  for  the  common  use  of  the  parties  hereto,  the  party  of  the 
second  part  shall  pay  to  the  party  of  the  first  part,  in  addition  to  the  rent 
or  compensation  hereinbefore  provided,  three  per  centum  per  annum,  upon 
the  cost  of  such  additions  and  improvements,  payments  to  be  made  monthly 
on  the  last  day  of  each  month,  as  provided  in  the  sixth  article. 

Ninth. — This  contract  shall  commence  on  the  first  day  of  March  A.  D. 
1889,  and  shall  continue  in  force  for  six  years  from  that  date,  and  indefinite- 
ly thereafter  until  the  same  shall  be  terminated  by  notice  given  by  one  party 
to  the  other  in  the  manner  next  hereinafter  provided.  If  either  party  shall 
be  desirous  of  terminating  the  said  contract  after  the  expiration  of  the  said 
term  of  six  years,  and  shall  at  any  time  after  three  years  from  the  first  day 
of  March  A.  D.,  1889,  give  the  other  party  three  years '  previous  notice  in 
writing  of  such  its  desire  and  intention,  and  shall  duly  perform  and  observe 
all  the  covenants  hereinbefore  contained  on  the  part  of  such  party  to  be 
performed  and  observed  up  to  the  time  of  such  determination,  then  and  in 
such  case,  at  the  expiration  of  the  time  mentioned  in  such  notice,  which 
shall  not  be  less  than  three  years,  the  preceding  articles  of  this  indenture 
and  everything  therein  contained  shall  cease  and  absolutely  determine:  Pro- 
vided, always,  and  it  is  hereby  agreed  and  declared,  that  neither  party  shall 


1476       CHICAGO,   BURLINGTON   &   QUINCY  RAILROAD   COMPANY 

be  permitted  to  terminate  the  said  contract  by  giving  the  notice  provided 
for  in  this  article  so  long  as  the  contract  bearing  even  date  herewith  made 
by  the  party  of  the  second  part  with  the  Dunleith  and  Dubuque  Bridge 
Company,  providing  for  the  use  of  that  company's  bridge  shall  continue  in 
force,  and  a  notice  to  terminate  the  same  shall  not  have  been  given  pursuant 
to  the  provisions  in  that  behalf  therein  contained. 

Tenth. — It  is  further  understood  and  agreed,  and  these  presents  are  upon 
the  express  condition,  that  if  the  rent,  or  any  of  the  money  payments  due  to 
the  said  party  of  the  first  part  under  the  provisions  of  this  contract,  or  any 
pari  thereof,  shall  at  any  time  be  in  arrear  and  unpaid  for  sixty  days  after 
the  same  ought  to  have  been  paid,  whether  the  same  shall  have  been  ex- 
pressly demanded  01  not,  or  if  the  said  party  of  the  second  part  shall  at  any 
time  fail  or  neglect  to  perform  and  observe  any  of  the  covenants,  conditions 
or  agreements  contained  in  this  indenture,  and  on  its  part  to  be  performed 
and  observed,  and  such  default  shall  continue  for  thirty  days,  then  and  in 
such  case  it  shall  be  lawful  for  the  party  of  the  first  part,  at  its  election, 
absolutely  to  determine  this  indenture  by  a  notice  in  writing,  to  be  served 
upon  the  President  or  Secretary  of  the  party  of  the  second  part,  or  any 
executive  officer  in  charge  of  tins  division  of  its  road,  or  left  for  the  said 
party  of  the  second  part  at  its  principal  business  office  in  Chicago.  Illinois; 
and  thereupon,  immediately  after  the  delivery  of  such  notice,  the  said  party 
of  the  first  pari  and  its  railroad  and  railroad  property  hereinbefore  referred 
to,  shall  thenceforth  be  freed  and  discharged  from  all  obligations  created 
by  this  indenture  which  then  remain  unperformed.  And  it  is  further  mutu- 
ally agreed  that  if  this  contracl  shall  be  determined  by  notice  given  by  the 
party  of  the  first  part  pursuant  to  the  foregoing  provisions  of  this  article 
at  any  time  before  the  expiration  of  the  term  of  six  years,  commencing  or 
the  first  day  of  March,  A.  !>.,  1889,  the  said  party  of  the  second  part  shall 
nevertheless  be  liohlen  and  firmly  bound  to  pay,  and  shall  pay,  to  the  party 
of  the  first  part  on  demand,  as  liquidated  damages  for  the  failure  of  the 
said  party  of  the  second  part  strictly  to  observe  the  terms  of  this  contract,  a 
sum  of  money  equal  to  the  entire  rent  or  compensation  payable  to  the  party 
of  the  first  part  by  the  terms  of  the  sixth  article  of  this  indenture  for  the 
whole  residue  of  the  said  term  of  six  years  then   unexpired. 

Eleventh. — In  case  this  contract  shall  be  terminated  by  notice  given  by 
either  party  pursuant  to  the  provisions  of  the  ninth  article  of  this  indenture, 
the  party  of  the  first  part  agrees  to  reconvey  to  the  party  of  the  second  part 
so  much  of  the  railroad  conveyed  by  the  party  of  the  second  part  to  the 
party  of  the  first  part,  by  deed  bearing  even  date  herewith,  as  lies  beyond 
the  limits  of  tin'  road  or  right  of  way  of  the  party  of  the  first  part,  between 
East  Dubuque  and  Portage  Curve — the  same  being  in  some  places  one  hun- 
dred (100)  feet,  and  in  others  two  hundred  (200)  feet,  in  width — as  the 
same  was  laid  out  and  held  prior  to  the  first  day  of  September,  A.  P.  1885: 
Provided,  the  said  party  of  the  second  part  shall  first,  and  before  the  termi- 
nation of  the  said  contract,  at  its  own  cost  and  expense,  prepare  the  bed  for 
a  new  railroad  track  along  the  westerly  side  of  the  present  easterly  main 
track  of  the  party  of  the  first  part  and  upon  a  level  with  it,  and  construct 
thereon  a  new  railroad  track  for  the  said  party  of  the  first  part,  to  take  the 


CORPORATE    HISTORY  1477 

plate  of  that  which  shall  be  reconveyed  to  the  party  of  the  second  part;  and 
the  right  is  hereby  granted  to  the  party  of  the  second  part  to  construct  such 
new  road-bed  so  far  as  practicable  on  the  right  of  way  and  land  of  the  party 
of  the  first  part,  without  cost  to  the  party  of  the  second  part  for  the  land 
so  used.  All  rilling  and  grading  and  ditching,  all  bridges  and  culverts,  and 
all  material  of  every  kind  required  for  the  construction  of  said  new  road-bed 
and  track,  and  its  suitable  protection  where  exposed  to  the  action  of  water, 
including  earth,  stone,  timber,  iron,  steel,  steel  rails,  ties  and  ballast,  must 
be  done,  provided  and  furnished  by  the  party  of  the  second  part  at  its  own 
cost  and  expense.  All  materials  used  in  the  work  must  be  new  and  the  best 
of  their  respective  kinds,  and  both  the  materials  and  workmanship  such  as 
are  required  in  the  construction  of  railroads  of  the  first  class.  Should  the 
party  of  the  second  part  give  the  notice  provided  herein,  and  decide  to  con- 
struct for  its  own  use  a  new  line  of  road  between  Portage  Curve  and  the 
Wisconsin  State  line,  it  shall  have  the  right  to  construct  and  throw  out  not 
exceeding  five  switches,  switch-tracks  and  connections  to  facilitate  the  work 
of  construction  at  any  place  between  East  Dubuque  and  Portage  Curve,  the 
same  to  be  removed  before  this  contract  expires;  and  this  indenture  and 
everything  therein  contained,  shall  be  without  prejudice  to  any  right  the 
party  of  the  second  part  may  now  have  to  construct  an  independent  line, 
and  to  resort  to  the  exercise  of  the  right  of  eminent  domain  in  the  manner 
provided  by  law  for  the  purpose  of  acquiring  the  necessary  land  on  which  to 
construct  a  road  between  Portage  Curve  and  the  Wisconsin  State  line;  but 
this  provision  shall  not  preclude  the  party  of  the  first  part  from  contesting 
the  existence  of  any  right  to  appropriate  any  part  of  its  right  of  way  or 
other  property,  or  from  resisting  any  condemnation  proceeding  which  may 
be  commenced  for  that  purpose  by  the  party  of  the  second  part. 

Twelfth. — This  contract  shall  be  construed  liberally  so  as  to  perfect  and 
to  secure  each  party  the  privileges  and  benefits  herein  provided  or  mani- 
festly intended ;  and  if  any  question  as  to  the  proper  construction  of  any  of 
the  provisions  herein  contained  or  any  difference  as  to  any  act  or  duties 
claimed  to  be  involved  in  the  performance  hereof  shall  arise,  if  the  same 
can  not  be  amicably  adjusted  by  and  between  the  parties  it  may  be  sub- 
mitted to  referees  to  be  chosen  in  the  manner  following:  The  party  demand- 
ing the  reference  shall  serve  upon  the  other  party  a  notice  of  such  demand, 
stating  the  question  upon  which  it  demands  the  judgment  of  the  referees, 
and  the  name  of  one  referee  by  it  chosen.  The  party  so  notified  shall,  with- 
in ten  days  after  receiving  such  notice  select  a  second  referee  and  notify  the 
other  party  thereof  in  writing.  The  referees  so  selected  shall,  within  a 
reasonable  time  meet  and  select  a  third  referee  and  fix  a  time  and  place 
for  hearing  the  parties  of  which  they  shall  be  notified  in  writing.  If  any 
referee  shall  fail  or  refuse  to  act,  the  party  by  whom  he  was  chosen  shall 
select  another  to  act  in  his  place.  The  award  of  any  two  of  said  referees 
made  after  hearing  the  party  or  parties  who  have  attended  in  compliance 
with  the  notice  required  to  be  given  as  above  stated  shall  be  final  and 
binding  on  the  parties,  and  they  severally  hereby  expressly  agree  to  be 
bound  thereby. 

Thirteenth. — This    indenture,    and    all    the    stipulations    and    agreements 


1478       CHICAGO,   BURLINGTON   &   QUINCY   RAILROAD   COMPANY 

therein  contained,   shall   apply  to  and  bind   the  successors  and  assigns  of 
the   respective   parties  hereto. 

In   Witness    Whereof  the   party  of  the   first   part   and  the  party   of  the 
second   part  have   hereto  set  their  respective  corporate  seals,  and  each  has 
caused    these   presents  to   be   signed   by  its   President   and  attested   by  its 
Secretary  on  the  day  and  year  first  above  written. 
[seal]  Illinois  Central  Railroad  Company, 

Attest  :  By  Stuyvesant  Fish, 

A.  G.  Hackstafp,  President. 

Seen  tori/. 
[seal]  Chicago,  Burlington  and  Northern  Railroad  Company, 

Attest:  By  Lester  O.  Goddard, 

Henry  W.  Weiss,  Secretary.  President. 


State  of  New  York, 

L   gg 

City  and  County  of  New  York. 

I.  Geo.  S.  Hickok,  a  Notary  Public  in  and  for  said  City  and  County  of 
New  York,  do  hereby  certify  that  Stuyvesant  Fish,  who  is  personally  well 
known  to  me  to  he  the  President  of  the  Illinois  Central  Railroad  Company, 
and  the  identical  person  whose  name  is  subscribed  to  the  foregoing  instru- 
ment as  President  of  the  said  Company,  and  Alexander  G.  llacktsaff,  who 
is  personally  well  known  to  me  to  he  the  Secretary  of  the  Illinois  Central 
Railroad  Company,  and  the  identical  person  whose  name  is  subscribed  to 
the  foregoing  instrument  as  Secretary  of  the  said  Company,  severally 
appeared  before  me  this  day  in  person,  and  acknowledged  the  said  instru- 
ment to  he  the  voluntary  act  and  deed  of  the  said  Illinois  Central  Railroad 
Company,  and  that  they  severally  executed  the  same  freely  and  voluntarily 
as    President    and    Secretary  of  said  Company. 

In   Witness  Whereof,  I  have  hereunto  set  my  hand  and  notarial  seal  the 
I'd  day  of  March,  A.  D.  1889. 
^seal]  Geo.  S.  Hickok, 

Notary  Public,  New  York  County. 


State  of  Illinois,  ) 

r  SS 

«'oi  xty  of  Cook.     \  ' 

I,  Chester  M.  Dawes,  a  Notary  Public  in  and  for  said  County  of  Cook, 
do  hereby  certify  that  Lester  O.  Goddard,  who  is  personally  well  known  to 
me  to  be  the  President  of  the  Chicago,  Burlington  and  Northern  Railroad 
Company,  and  the  identical  person  whose  name  is  subscribed  to  the  fore- 
going instrument  as  President  of  the  said  Company,  ami  Henry  W.  Weiss, 
who  is  personally  well  known  to  me  to  be  the  Secretary  of  the  Chicago, 
Burlington  and  Northern  Railroad  Company,  and  the  identical  person  whose 
name  is  subscribed  to  the  foregoing  instrument  as  Secretary  of  the  said 
Company,  severally  appeared  before  me  this  day  in  person,  and  acknowl- 
edged the   said    instrument   to   be  the   voluntary   act   and    deed   of   the    said 


CORPORATE    HISTORY  1479 

Chicago,  Burlington  and  Northern  Railroad  Company,  and  that  they 
severally  executed  the  same  freely  and  voluntarily  as  President  and  Secre- 
tary of  said  Company. 

In    Witness   Whereof,  I  have  hereunto  set  my  hand  and  notarial  seal  the 
15th  day  of  .March,  A.  I).  1889. 
[seal]  Chester  M.  Dawes, 

Notary  Public. 


LEASE,  March  1,  1899,  Chicago,  Burlington  and  Northern  Railroad  Com- 
pany to  Chicago,  Burlington  &  Quincy  Railroad  Company. 

********* 

This  Indenture  of  Lease  made  and  entered  into  this  first  day  of  March, 
A.  D.,  1899,  by  and  between  the  Chicago,  Burlington  &  Northern  Railroad 
Company,  a  corporation  created,  organized  and  existing  under  and  by 
virtue  of  the  laws  of  the  State  of  Illinois,  party  of  the  first  part,  and  the 
Chicago,  Burlington  &  Quincy  Railroad  Company,  a  corporation  created, 
organized  and  existing  under  and  by  virtue  of  the  laws  of  the  same  state, 
party  of  the  second  part; 

Witnesseth :  That  Whereas,  the  party  of  the  first  part  is  the  owner 
of  and  maintains  a  railroad  extending  from  a  point  at  or  near  the 
town  of  Oregon,  in  Ogle  County,  Illinois,  westerly  to  the  town  of  Savannah, 
in  Carroll  County,  Illinois,  and  also  from  a  point  in  the  City  of  Fulton,  in 
Whiteside  County,  Illinois,  northerly  to  a  connection  with  the  above  men- 
tioned railroad  at  or  near  Savannah,  and  thence  northerly  to  the  boundary 
line  of  the  State  of  Wisconsin,  in  Jo  Daviess  County,  Illinois,  where  it 
makes  a  connection  with  the  railroad  of  the  Chicago,  Burlington  &  Northern 
Railroad  Company,  a  corporation  of  the  States  of  Wisconsin  and  Minnesota, 
with  a  branch  from  Galena  Junction  to  Galena,  Illinois,  the  entire  length 
of  said  first  party's  railroad  being  about  one  hundred  and  six  (106)  miles; 
and, 

Whereas,  the  said  first  party  has  heretofore,  in  order  to  procure  funds 
to  [my  for  the  construction  and  equipment  of  its  road  and  other  lawful 
purposes,  been  compelled  to  borrow  large  sums  of  money,  for  which  it 
has  issued  its  mortgage  bonds,  and  for  which  it  is  now  liable  with  interest; 
and, 

Whereas,  the  said  party  of  the  second  part  owns  and  operates  a  line 
of  railroad  extending  from  Chicago  to  Oregon,  to  a  connection  at  said 
point  with  the  railroad  of  the  first  party:  and  it  is  believed  to  be  for  the 
mutual  interest  of  the  two  Companies  and  of  the  public,  that  the  said  first 
party's  railroad  and  property  shall  be  leased  to  and  operated  by  the  second 
party;  and, 

Whereas,  with  this  purpose  in  view,  meetings  of  the  respective  boards 
of  directors  of  said  corporations  have  been  duly  and  legally  called  and  held, 
at  which  the  lease  and  agreements  herein  contained  were  considered  and 
acted  upon,  subject  to  ratification  by  the  stockholders  of  the  party  of  the 
lirst  part ;  and, 


1480       CHICAGO,   BURLINGTON  &   QUINCY   RAILROAD   COMPANY 

Whereas,  more  than  four-fifths  of  the  said  stockholders  of  the  party 
of  the  first  part  have  approved  this  lease  in  writing,  as  shown  and  indicated 
by  their  written  instrument  of  approval  hereto  annexed, 

Now,  Therefore,  this  Indenture  Witnesseth:  That  the  party  of  the 
first  part,  the  Chicago,  Burlington  &  Northern  Railroad  Company,  in  con- 
sideration of  the  stipulations  and  agreements  herein  contained,  to  be  kept 
and  performed  by  the  party  of  the  second  part,  has  granted,  demised  and 
leased,  and  does  hereby  grant,  demise  and  lease  to  the  said  party  of  the 
second  part,  the  Chicago,  Burlington  &  Quincy  Railroad  Company,  its  suc- 
cessors and  assigns,  for  the  period  hereinafter  stated,  all  and  singular  its 
railroad  above  described,  and  extending  from  Oregon  to  Savannah,  and 
from  Fulton,  via  Savannah,  to  the  boundary  line  between  the  States  of 
Wisconsin  ami  Illinois  as  above  described,  together  with  all  rights  of  way 
and  depot  and  other  lands,  or  interests  therein,  belonging  to  or  connected 
witli  the  said  railroad:  all  station  houses  and  other  buildings  and  structures 
belonging  thereto  or  used  in  connection  therewith,  together  with  all  fixtures 
and  appurtenances  of  said  railroad,  together  with  all  other  property  of 
every  kind  ami  description  belonging  to  or  appurtaining  to  the  said  railroad 
or   any    pint    thereof. 

To  Havt  and  to  Hold  the  said  railroad,  and  the  premises  and  property 
above  mentioned  ami  described,  unto  the  said  Chicago,  Burlington  &  Quincy 
Railroad  Company  for  the  period   hereinafter  named. 

The  said  party  of  the  second  part,  in  consideration  of  the  premises  does 
hereby  covenant  and  agree  with  the  party  of  the  first  part,  its  successors 
ami  assigns,  to  take  immediate  possession  of  the  said  demised  railroad  and 
oilier  property  above  mentioned  and  described,  and  to  keep  the  said  railroad 

equipped,  ami  to  maintain  ami  operate  the  same  in  such  manner  as  to 
furnish  reasonable  accommodations  to  the  public,  and  to  pay  or  cause  to 
be  paid  all  taxes  and  assessments  thai  may  be  lawfully  charged  or  assessed 
against  said  railroad  and  property,  or  any  pari  thereof,  and  to  keep  the 
said  railroad  and  property  and  equipment  in  good  condition  and  repair, 
ami  to  ret  urn  the  same  to  the  party  of  the  first  part  at  the  expiration  of  this 
lease  in  as  good  condition  and  repair  as  they  are  at  the  commencement 
thereof. 

The  said  party  of  the  second  part,  in  addition  to  the  foregoing,  and  as 
rental  for  the  use  of  the  railroad  and  other  property  demised  as  aforesaid, 
agrees  to  pay  the  interest  upon  all  the  bonds  issued  by  the  party  of  the 
first  part,  as  aforesaid  and  now  outstanding,  and  the  interest  upon  any 
renewals  or  extensions  or  replacements  of  said  bonds,  or  any  of  them,  as 
and  when  the  several  installments  of  the  said  interest  mature  and  become 
due  and  payable:  the  interest  coupons  attached  to  the  said  several  bonds 
being  taken  up  and  cancelled  by  the  party  of  the  second  part  as  they  re- 
spectively mature. 

This  lease  shall  take  effect  on  the  date  hereof,  and  shall  continue  in  force 
for  the  period  of  twenty  five  (25)  years  from  March  1st,  1899. 

In  Witness  Whereof,  the  parties  hereto  have  caused  their  corporate  names 
to  be  hereunto,  and   to   one  other  original,  subscribed  by  their  respective 


CORPORATE    HISTORY  1481 

Presidents,  and  their  corporate  seals  to  be  attached  and  attested  by  their 
respective  Secretaries,  the  day  and  year  first  above  written. 

Chicago,  Burlington  &  Northern  Railroad  Company, 
[seal]  By  C.  I.  Sturgis, 

President. 
Attest:   II.  W.  "Weiss, 

Secretary. 
Chicago,  Burlington  &  Quincy  Bailroad  Company, 
[seal]  By  C.  E.  Perkins, 

President. 
Attest :    T.  S.  Howland, 

Secretary.  [$1.00  U.  S.  Rev.  Stamp.] 


I 


State  of  Illinois, 

V  ss 
County  of  Cook. 

Be  it  remembered  that  on  this  tenth  day  of  April,  A.  D.,  1899,  before 
me,  a  notary  public  in  for  for  said  County  and  State,  personally  came  C.  I. 
Sturgis,  president  of  the  Chicago,  Burlington  &  Northern  Railroad  Company, 
a  corporation  organized  and  existing  under  the  laws  of  the  State  of  Illinois, 
personally  known  to  me  to  be  the  same  person  whose  name  is  subscribed  to 
the  foregoing  instrument  as  such  president,  who  being  by  me  duly  sworn 
says  that  he  is  president  of  the  said  Chicago,  Burlington  &  Northern  Rail- 
road Company,  that  he  knows  the  corporate  seal  of  said  Company,  that  the 
seal  affixed  to  the  foregoing  conveyance  is  the  corporate  seal  of  said 
Company,  that  it  was  affixed  by  order  of  said  Company,  and  that  he  signed 
the  corporate  name  of  said  Company  to  said  conveyance  by  like  order  as 
president  of  said  Company,  and  acknowledged  that  he  as  president  signed 
and  delivered  said  instrument  as  the  free  and  voluntary  act  of  said  Com- 
pany, and  as  his  own  free  and  voluntary  act  as  such  president,  for  the  uses 
and  purposes  therein  set   forth. 

In  Witness  Whereof  I  have  hereunto  set  my  hand  and  official  seal 
this  tenth  day  of  April,  A.  D.,  1899. 

[seal]  Herbert  Haase, 

Notary  Public  for  said  County  and  State. 


Is 


State  of  Iowa, 

y  ss 
County  of  Des  Moines. 

Be  it  remembered  that  on  this  Eleventh  day  of  March,  A.  D.,  1899,  before 
me,  a  notary  public  in  and  for  said  County  and  State,  personally  came  C.  E. 
Perkins,  president  of  the  Chicago,  Burlington  &  Quincy  Railroad  Company, 
a  corporation  organized  and  existing  under  the  laws  of  the  State  of  Illinois, 
personally  known  to  me  to  be  the  same  person  whose  name  is  subscribed 
to  the  foregoing  instrument  as  such  president,  who  being  by  me  duly  sworn 
says  that  he  is  president  of  the  said  Chicago,  Burlington  &  Quincy  Railroad 
Company,  that  he  knows  the  corporate  seal  of  said  Company,  that  the  seal 
affixed  to  the  foregoing  conveyance  is  the  corporate  seal  of  said  Company, 
that  it  was  affixed  by  order  of  said  Company,  and  that  he  signed  the  cor- 
porate name  of  said  Companj'  to  said  conveyance  by  like  order  as  president 


1482       CHICAGO,   BURLINGTON  &   QUINCY   RAILROAD   COMPANY 

of  said  Company,  and  acknowledged  that  lie  as  president  signed  and  de- 
livered said  instrument  as  the  free  and  voluntary  act  of  said  Company,  and 
as  his  own  free  and  voluntary  act  as  such  president,  for  the  uses  and 
purposes  therein  set  forth. 

In  Witness  Whereof  I    have    hereunto    set    my    hand    and    official    seal 
this  Eleventh  day  of  March,  A.  D.,  1899. 
[seal]  H.  E.  Jarvis, 

Notary  Public  for  said  County  and  State. 

DEED,  June   1,  1899,  Chicago,  Burlington  and   Northern  Eailroad  Com- 
pany to  Chicago,  Burlington"  &  Quincy  Eailroad  Company. 

********* 

This  Indenture,  Made  this  first  day  of  June,  A.  D.  1899,  by  and  between 
the  Chicago,  Burlington  and  Northern  Eailroad  Company,  party  of  the 
first  part,  and  the  Chicago,  Burlington  &  Quincy  Eailroad  Company,  party 
of  the  second  part,  both  being  corporations  created,  organized,  and  existing 
under  and  by  virtue  of  the  laws  of  the  State  of  Illinois,  Witnesseth:   That, 

Whereas,  The  first  party,  being  thereto  duly  authorized  by  law,  is  the 
owner  of  the  following  described  railroads  in  the  State  of  Illinois,  to-wit: 

Beginning  at  Oregon,  in  Ogle  County,  and  extending  thence  north-westerly 
via  Savanna,  in  Carroll  County,  to  a  point  on  the  south  boundary  line  of 
the  State  of  Wisconsin,  in  Jo  Daviess  County,  where  it  connects  with  the 
railroad  of  the  Chicago,  Burlington  &  Northern  Eailroad  Company,  a  con- 
solidated corporation  of  the  States  of  Wisconsin  and  Minnesota,  a  distance 
of  about  eighty-seven  and  twenty-four  hundredths  (87.24)  miles;  also  ex- 
tending from  Savanna,  aforesaid,  to  Fulton,  in  Whiteside  County,  a  distance 
of  about  sixteen  and  seventy  two  hundredths  (16.72)  miles;  also  a  branch 
from  Galena  Junction  to  Galena,  in  Jo  Daviess  County,  a  distance  of  about 
three  and  eighty-two  hundredths  (3.82)   miles;   and, 

Whereas,  The  railroads  of  the  first  party  connect  with  the  railroads  of 
the  second  party,  and  form  therewith  continuous  and  connected  lines  of 
railroad;  and, 

Whereas,  The  second  party  is  now  in  possession  of  and  operating  the 
said  above  described  railroads,  in  connection  with  its  own  railroads,  under 
a  lease  for  twenty-five  (25)  years,  and  has  offered  to  purchase  the  remain- 
ing interests,  property,  and  franchises  of  the  first  party  in  and  to  said 
railroads,  upon  the  terms  and  conditions  hereinafter  stated,  which  have 
been  agreed  to  by  the  directors  of  both  the  said  companies,  and  approved 
by  the  stockholders  owning  and  holding  two-thirds  in  amount  of  the  capital 
stock  of  the  parties  of  the  first  and  second  parts,  in  manner  and  form  as 
required  by  law: 

Now,  Therefore,  This  Indenture  Witnesseth:  That  the  said  party  of  the 
first  part,  for  and  in  consideration  of  five  dollars  to  it  in  hand  paid,  the 
receipt  of  which  is  hereby  acknowledged,  and  other  good  and  valuable  con- 
siderations, has  granted,  bargained,  and  sold,  and  by  these  presents  does 
grant,  bargain,  sell  and  convey,  release,  assign,  and  transfer,  to  the  said 
party  of  the  second  part,  all  and  singular  the  said  above   described  rail- 


CORPORATE    HISTORY  1483 

roads,  and  all  its  right,  title,  and  interest  therein;  together  with  all  rights 
of  way,  road-bed,  bridges,  and  depot  and  other  lands,  or  interest  therein; 
and  all  station  houses  and  other  buildings  and  structures  of  whatever  kind 
belonging  thereto;  together  with  all  the  fixtures  and  appurtenances  apper- 
taining to  the  said  railroads,  or  in  any  manner  connected  therewith;  also 
all  rights,  privileges,  and  franchises  of  the  said  party  of  the  first  part,  in 
and  to  the  aforesaid  railroads;  together  with  all  other  present  and  in  future 
to  be  acquired  property,  of  every  kind  and  description,  belonging  to  the 
said  first  party,  except  its  franchise  to  be  a  corporation. 

To  Have  and  to  Hold,  the  said  railroads  and  lands,  tenements,  rights, 
privileges,  and  franchises,  and  other  property,  above  mentioned  and  con- 
veyed, to  the  said  second  party,  its  successors  and  assigns,  forever. 

And  the  said  party  of  the  second  part  covenants  and  agrees  with  the 
said  party  of  the  first  part  to  equip  the  said  railroads,  or  cause  the  same 
to  be  equipped,  and  to  maintain  and  operate  the  same  in  such  manner  as  to 
furnish  reasonable  accommodations  to  the  public;  to  pay,  or  cause  to  be 
paid,  all  taxes  and  assessments  that  may  be  lawfully  levied,  charged,  or 
assessed  upon  the  said  railroads  and  property,  or  any  part  thereof ;  and  to 
assume  all  contracts,  bonds,  and  other  obligations,  of  whatsoever  kind,  and 
pay  and  discharge  all  debts  and  liabilities,  both  principal  and  interest,  of 
the  said  party  of  the  first  part,  as  they  may  severally  mature ;  and  to  issue 
and  deliver  to  the  owners  and  holders  of  the  capital  stock  of  the  first  party, 
one  share  of  its  own  capital  stock  for  every  fifteen  shares  of  the  capital 
stock  of  said  first  party,  upon  the  surrender  and  transfer  to  it  of  such  shares 
of  the  first  party's  stock. 

And  to  the  end  that  the  second  party  may  have,  hold,  use,  exercise,  and 
enjoy  the  railroads  and  property  and  franchises  of  the  first  party,  hereby 
conveyed  and  intended  to  be  conveyed,  and  whether  now  existing  or  here- 
after acquired,  as  fully  as  might  be  done  by  the  first  party,  if  this  convey- 
ance had  not  been  made,  the  first  party  agrees  to  execute  from  time  to 
time  any  additional  assignment,  conveyance,  or  assurance,  and  to  perform 
any  act,  which  the  counsel  of  the  second  party  may  advise;  and,  for  the 
purposes  aforesaid,  the  first  party  agrees,  if  the  second  party  shall  so 
desire  and  advise,  that  it  will  keep  up  and  maintain  its  corporate  existence 
and   organization. 

I  a  Witness  Whereof,  the  parties  hereto  have  caused  their  corporate  names 
to  be  hereunto  subscribed  by  their  respective  Presidents,  and  their  cor- 
porate seals  to  be  attached  and  attested  by  their  respective  Secretaries,  all 
on  the  day  and  year  first  above  written. 

Chicago,  Burlington  and  Northern  Eailroad  Company, 
[seal]  By  C.   I.   Sturgis,  President. 

Attest: 

H.  W.  Weiss,  Secretary. 

Chicago,  Burlington  &  Quincy  Eailroad  Company, 
['seal]  By  C.  E.  Perkins,  President. 

Attest: 

T.  S.  Howland,  Secretary. 

[U.  S.  Eev.  Stamp  $531.] 


1484      CHICAGO,   BURLINGTON   &    QUINCY   RAILROAD   COMPANY 

State  of  Illinois, 


ss 
County  of  Cook 


I 

Be  it  remembered,  that,  on  this  15  day  of  June,  A.  D.  1899,  before  me, 
a  Notary  Public,  in  and  for  said  County  and  State,  personally  appeared 
C.  I.  Sturgis,  President  of  the  Chicago,  Burlington  and  Northern  Railroad 
Company,  a  corporation  organized  and  existing  under  the  laws  of  the  State 
of  Illinois,  personally  known  to  me  and  to  be  the  same  person  whose  name 
is  subscribed  to,  and  who  executed,  the  foregoing  instrument  as  such  Presi- 
dent, who,  being  by  me  duly  sworn,  did  say  that  he  is  President  of  the 
said  Chicago,  Burlington  and  Northern  Railroad  Company;  that  he  knows 
the  corporate  seal  of  said  Company ;  that  the  seal  affixed  to  the  foregoing 
instrument  is  the  corporate  seal  of  said  Company ;  that  it  was  affixed  by 
order  of  the  Board  of  Directors  of  said  Company;  that  said  instrument  was 
signed  and  sealed  in  behalf  of  said  Company  by  like  order  as  President 
of  said  Company;  that  the  said  C.  I.  Sturgis  acknowledged  said  instrument, 
and  that  it  was  the  voluntary  act  and  deed  of  said  Company,  and  that  he, 
as  such  President,  signed,  sealed,  and  delivered  said  instrument,  as  the 
free  and  voluntary  act  and  deed  of  said  Company,  and  as  his  own  free  and 
voluntary  act  and  deed  as  such  President,  for  the  uses  and  purposes  therein 
set  forth. 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  official  seal,  this 
15  day  of  June,  A.  D.  1899. 
[seal]  Herbert  Haase, 

Notary  Public  for  said  County  and  State. 


-I 


State  of  Iowa, 

y  ss 
County  of  Des  Moines. 

Be  it  remembered,  that,  on  this  14th  day  of  June,  A.  D.  1899,  before 
me,  a  Notary  Public,  in  and  for  said  County  and  State,  personally  appeared 
C.  E.  Perkins,  President  of  the  Chicago,  Burlington  &  Quincy  Railroad 
Company,  a  corporation  organized  and  existing  under  the  laws  of  the  State 
of  Illinois,  personally  known  to  me  to  be  the  same  person  whose  name 
is  subscribed  to,  and  who  executed,  the  foregoing  instrument  as  such  Presi- 
dent, who,  being  by  me  duly  sworn,  did  say  that  he  is  President  of  the  said 
Chicago,  Burlington  &  Quincy  Railroad  Company;  that  he  knows  the  cor- 
porate seal  of  said  Company ;  that  the  seal  affixed  to  the  foregoing  instru- 
ment is  the  corporate  seal  of  said  Company;  that  it  was  affixed  by  order  of 
the  Board  of  Directors  of  said  Company;  that  said  instrument  was  signed 
and  sealed  in  behalf  of  said  Company  by  like  order  as  President  of  said 
Company;  that  the  said  C.  E.  Perkins  acknowledged  said  instrument,  and 
that  it  was  the  voluntary  act  and  deed  of  said  Company,  and  that  he,  as 
such  President,  signed,  sealed,  and  delivered  said  instrument,  as  the  free 
and  voluntary  act  and  deed  of  said  Company,  and  as  his  own  free  and 
voluntary  act  and  deed  as  such  President,  for  the  uses  and  purposes  therein 
set  forth. 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  official  seal,  this 
14th  day  of  June,  A.  D.  1899.  W.  F.  McFarland 

[seal]  Notary  Public  for  said  County  and  State. 


CORPORATE    HISTORY  1485 

EECOEDED  IN  ILLINOIS 


County 
Jo  Daviess 
Carroll 
Ogle 
Whiteside 


Date 

Boole 

Page 

June  27,  1899 

76 

97 

June  28,  1899 

41 

532 

June  29,  1899 

105 

293 

June  30,  1899 

154 

296 

CHICAGO,  BURLINGTON  AND 
NORTHERN  RAILROAD  COMPANY 

(WISCONSIN) 

ARTICLES  OF  INCORPORATION,  August  20,  1883,  Winona,  Alma  and 
Northern  Railway  Company. 


We,  the  undersigned,  A.  Finkelnburg,  Richard  R.  Kempter,  J.  C.  Traer, 
Chas.  W.  Tracy  and  J.  W.  Traer,  do  hereby  associate  ourselves  together 
as  a  Corporation  under  the  laws  of  the  State  of  Wisconsin,  relating  to  the 
formation  of  Railroad  Corporations  for  the  purpose  of  locating,  construct- 
ing, maintaining  and  operating  a  Railroad  as  stated  in  the  following  Ar- 
ticles: 

Article  1.  The  name  of  the  Corporation  shall  he  the  Winona,  Alma  and 
Northern  Railway  Company. 

Article  2.  The  object  of  the  corporation  is  to  locate,  construct,  main- 
tain and  operate  a  railroad,  with  all  necessary  warehouses,  wharfs  and  ap- 
purtenances from  a  point  on  the  East  bank  of  the  Mississippi  River  in 
Buffalo  County,  State  of  Wisconsin,  nearly  opposite  the  City  of  Winona, 
in  the  State  of  Minnesota  to  the  City  of  Menominee  in  the  County  of  Dunn, 
State  of  Wisconsin,  with  a  lateral  branch  from  some  point  on  such  main 
line  westward  to  and  into  the  State  of  Minnesota. 

Article  3.  The  length  of  said  Railroad  and  Branch  will  he  one  hundred 
and  twenty-five  (125)  miles  located  in  the  Counties  of  Buffalo,  Pepin, 
Dunn,  St.  Croix  and  Pierce. 

Article  4.  The  principal  office  of  said  Company  shall  be  at  Alma  in 
Buffalo  County,  Wisconsin,  but  meetings  of  the  Board  of  Directors  may 
be  held,  and  branch  offices  may  he  established  in  the*  States  of  Iowa,  Illinois 
and  Minnesota   or  either  of  them. 

Article  5.  The  Capital  Stock  of  the  corporation  shall  be  five  hundred 
thousand  dollars  ($500,000)  divided  into  five  thousand  shares  (5000)  of 
one  hundred  dollars   ($100)   each. 

Article  6.  Until  the  first  annual  meeting  after  the  organization  of  said 
Company,  the  affairs  of  the  Company  shall  be  managed  by  a  board  of  five 
Directors,  who  shall  select  a  President  and  Vice  President  from  their  num- 
ber and  may  appoint  a  Treasurer  and  Secretary  and  such  other  officers  as 
they  shall  by  their  by-laws  prescribe. 

The  names  and  residences  of  the  directors  herein  referred  to  are  as  fol- 
lows: A.  Finkelnburg,  Fountain  City,  Buffalo  County,  Wisconsin;  Richard  R. 
Kempter,  Alma,  Buffalo  County,  Wisconsin;  J.  C.  Traer,  Vinton,  Iowa; 
Chas.  W.  Tracy,  Oskaloosa,  la.;  J.  W.  Traer,  Cedar  Rapids,  Iowa. 

1486 


CORPORATE   HISTORY  1487 

Article  7.  The  Board  of  Directors  of  said  Company  shall  by  their  by- 
laws prescribe  the  time  for  holding  the  annual  meetings  of  said  Company 
and  the  number  of  its  Directors. 

In  witness  whereof  we  the  above  named  Directors  have  hereunto  sub- 
scribed our  names  and  residence  and  the  number  of  shares  we  have  sever- 
ally agreed  to  take  of  the  Capital  Stock  of  said  Corporation  this  20th  day 
of  August  1883. 

A.  Finkclnburg,  Fountain  City,  Buffalo  County,  Wisconsin,  Five  (5) 
shares,  Richard  R.  Kempter,  Alma,  Buffalo  County,  Wisconsin,  Five  (5) 
shares,  J.  C.  Traer,  Vinton,  Iowa,  Ten  (10)  shares,  Chas.  W.  Tracy,  Oska- 
loosa,  Iowa,  Ten  (10)  shares,  J.  W.  Traer,  Cedar  Rapids,  Iowa,  Twenty  (20) 
shares. 

State  of  Wisconsin, 
Buffalo  County. 

We,  A.  Finkelnburg,  Richard  R.  Kempter  and  J.  C.  Traer,  being  severally 
first  duly  sworn  on  our  oaths  say,  that  we  are  three  of  the  directors  named 
in,  and  who  have  signed  the  foregoing  Articles  of  Incorporation,  that  the 
signatures  affixed  to  said  Articles  are  the  genuine  signatures  of  the  in- 
dividuals purporting  to  have  executed  said  Articles  of  organization,  that 
it  is  the  intention  in  good  faith  to  construct,  maintain  and  operate  the 
railroad  therein  mentioned. 

A.  Finkelnburg 
Richard  R.  Kempter 
J.  C.   Traer 
Subscribed  and  sworn  to  before  me  this  20th  day  of  August  1883. 
[seal]  J.  W.  DeGroff, 

Cleric  of  Circuit  Court 

State  of  Wisconsin, 
Buffalo  County. 

We,  J.  W.  Traer,  President  and  Glenn  W.  Traer,  Secretary  of  the  Winona, 
Alma  and  Northern  Railway  Company,  do  hereby  certify  that  we  have 
carefully  compared  the  above  copy  of  Articles  of  Incorporation  of  said 
Company  with  the  original  now  on  file  and  of  record  in  the  office  of  said 
Company,  and  that  the  same  is  a  true  and  correct  copy  of  said  Articles 
of  incorporation  and  of  the  whole  thereof. 

Witness  our  hands  this  14th  day  of  November,   1883. 

-J.  W.  Traer, 
Glenn  W.  Traer,  President 

Secretary. 

Resolved:  That  the  Winona,  Alma  and  Northern  Railway  Company  ex- 
tend its  road  from  the  original  initial  point  in  the  State  of  Wisconsin,  op- 
posite the  City  of  Winona,  Minnesota  to  a  point  on  the  south  line  of  said 
state  of  Wisconsin,  at  or  near  and  into  the  city  of  Dunleith,  in  the  State 
of  Illinois,  with  a  branch  or  branches  from  any  point  of  said  line  south- 
easterly to  and  into  the  State  of  Illinois.  The  length  of  which  extension 
will  be  one  hundred  and  seventy  five  miles  and  the  same  is  intended  to  be 


1488       CHICAGO,   BURLINGTON   &   QUTNCY  RAILROAD   COMPANY 

made  through  the  Counties  of  Trempealeau,  LaOosse,  Vernon,  Crawford 
and  Grant  in  the  State  of  Wisconsin,  and  the  length  of  such  branch  being 
one  hundred  and  twenty  five  miles  and  the  same  is  intended  to  be  made 
through  the  counties  of  Richland,  Iowa,  LaFayette  and  Green  Counties,  in 
the  State  of  Wisconsin. 

Resolved:  That  the  above  resolution  be  entered  in  the  record  of  the  pro- 
ceedings of  said  Eailway  Company  and  that  a  copy  of  such  record,  certified 
by  the  President  and  Secretary  of  said  Company,  he  filed  and  recorded  in 
the  office  of  the  Secretary  of  State  as  provided  by  law.  Dated  this  15th 
day  of  October  1883,  and  signed  by  the  Directors  of  said  Company. 

J.  W.  Traer,  Cedar  Eapids,  Iowa. 

A.  Finkelnburg,  Fountain  City,  Wis. 

Richard  R.  Kempter,  Alma,  Wis'n. 

Chas.  W.  Tracy,  Oskaloosa,  Iowa 

J.  C.   Traer,  Vinton,  Iowa 


Countt  of  Buffalo,) 
State  of  Wisconsin.  \  ' 

A.  Finkelnburg,  J.  W.  Traer,  Richard  Kempter,  being  duly  sworn  upon 
oath  depose  and  say  each  for  himself,  that  they  are  directors  of  the  Winona, 
Alma  and  Xorthern  Railway  Company,  that  the  signatures  to  the  above 
resolution  are  genuine,  and  that  it  is  intended  in  good  faith  to  construct 
and  operate   the   railroad   therein    mentioned. 

A.  Finkelnburg 
J.  W.  Traer 
Richard  R.  Kempter 
J.  C.  Traer. 
Subscrib( <1  and  sworn  to  before  me  this  15th  day  of  October  1883. 
[seal]  J.  W.  DeGroff, 

Clerk  of  Circuit  Court  of  Buffalo  County,  Wis. 

PATENT,  August  21,  1883,  Winona,  Alma  and  Northern  Railway  Com- 
pany. 

********* 

RAILROAD  PATENT 

STATE  OF  WISCONSIN 
To  All  in  Whom  these  Presents  shall  Come, 

(,,i  i  l in ;i : 

Whereas,  August  Finkelnburg,  Richard  R.  Kempter,  J.  C.  Traer,  Charles 
W.  Tracy,  and  J.  W.  Traer  have  filed  in  the  Office  of  the  Secretary  of  State, 
certain  Articles  of  Association,  with  a  view  to  forming  a  Corporation  to  be 
known  as  The  Winona  Alma  and  Northern  Railway  Company,  with  a  capital 
of  Five  hundred  thousand  dollars  ($500,000.00),  for  the  purpose  of  con- 
structing, maintaining  and  operating  a  Railroad  from  a  point  on  the  east 
bank  of  the  Mississippi  river  in  Buffalo  County,  State  of  Wisconsin,  to  the 
city  of  Menomonie  in  the  county  of  Dunn  State  of  Wisconsin,  with  a  branch 


CORPORATE    HISTORY  1489 

from  some  point  on  such  main  line,  to  and  into  the  State  of  Minnesota,  and 
having  complied  with  the  provisions  of  the  statutes  in  such  case  made  and 
provided;  Therefore  the  State  of  Wisconsin  does  hereby  grant  unto  the 
above  named  persons,  and  their  sucessors  and  assigns,  full  authority  by  and 
under  the  said  name  of  The  Winona  Alma  and  Northern  Eailway  Company 
to  exercise  the  powers  and  privileges  of  a  corporation,  for  the  purposes  above 
stated,  and  in  accordance  with  their  said  Articles  of  Association  and  the 
laws  of  this  State. 

In  Witness  Whereof,  These  presents  have  been  attested  with  the  Great 
Seal,  and  signed  by  the  Governor  and  countersigned  by  the  Secretary  of  the 
State  of  Wisconsin,  at  Madison  the  twenty  first  day  of  August,  in  the  year 
one  thousand  eight  hundred  and  eighty  three. 
[seal]  J.  M.  Eusk, 

Governor. 
Ernst  G.  Timme, 
Secretary  of  State. 

DEED,  October  12,  1885,  Winona,  Alma  and  Northern  Eailway  Company 
to  Chicago,  Burlington  and  Northern  Eailroad  Company. 

********* 

This  Agreement  made  and  entered  into  this  twelfth  day  of  October,  A.  D. 
1885,  by  and  between  the  Winona,  Alma  and  Northern  Eailway  Company, 
party  of  the  first  part,  and  the  Chicago,  Burlington  and  Northern  Eailroad 
Company,  party  of  the  second  part, 

Witnesseth :  Whereas,  the  said  first  party  is  authorized  to  build  a  railroad 
from  a  point  on  the  state  line  between  the  States  of  Illinois  and  Wisconsin, 
in  Grant  County,  near  Dunleith  in  the  State  of  Illinois,  thence  northerly  to 
a  point  on  the  state  line  between  the  States  of  Wisconsin  and  Minnesota  in 
Pierce  County,  Wisconsin,  near  the  town  of  Prescott  in  said  County,  the 
said  line  passing  into  and  near  the  towns  of  Prairie  du  Chien,  La  Crosse  and 
Alma  as  places  upon  its  line,  and  into  and  through  the  following  counties 
of  the  State  of  Wisconsin,  to-wit:  Grant,  Crawford,  Vernon,  La  Crosse, 
Trempealeau,  Buffalo,  Pepin  and  Pierce,  and 

Whereas  said  first  party  has  definitely  located  its  said  line  in  the  following 
Counties  by  filing  maps  of  its  route  therein,  to-wit :  Grant,  Crawford,  Vernon, 
La  Crosse,  Trempealeau,  Buffalo,  Pepin,  Pierce  and  St.  Croix:   and 

Whereas,  the  said  first  party  in  pursuance  of  its  charter  to  build  a  railroad 
has  procured  and  acquired  along  said  line  by  voluntary  conveyance  or  by 
<  "iidemnation,  valuable  rights  of  way  and  grants  of  land  for  depot  and  track 
purposes  ami  other  uses,  and  has  done  a  large  amount  of  grading,  bridging 
and  other  construction  work  upon  said  line,  and  has  acquired  iron,  ties  and 
lumber  for  bridges  and  other  material  for  its  said  line  and  tools  for  its 
use,  and  has  made  contracts  for  rights  of  way  and  for  construction,  and  has 
instituted  proceedings  for  acquiring  further  rights  of  way  under  the  Statute, 
some  of  which  proceedings  are  now  pending,  and 

Whereas,  the  first  party  being  without  ready  money  to  build  its  road  or 
pay  for  said  property,  has  agreed  to  issue  and  has  issued  to  the  persons  who 


1490      CHICAGO,   BURLINGTON   &   QUINCY   RAILROAD   COMPANY 

have  performed  work  and  advanced  money  to  pay  for  material  and  for 
rights  of  way  and  other  property,  certificates  of  its  capital  stock  and  agree- 
ments to  issue  and  deliver  to  them  its  bonds  secured  by  first  mortgage,  which 
certificates  for  stock  and  bonds  are  now  outstanding  in  the  hands  of  its 
creditors  and  amount  in  the  aggregate  to  $7."), 328.43,  and 

Whereas,  said  first  party  finds  itself  unable  to  procure  further  advances 
or  means  to  proceed  with  said  work,  and  in  consequence  has  been  compelled 
to  suspend  the  same  with  prospect  of  an  entire  abandonment  of  the  enter- 
prise, and 

Whereas,  the  second  party  lias  procured  a  patent  from  the  State  of  Wis- 
consin for  a  railroad  between  the  same  points  and  termini  and  through  the 
same  counties  and  places  above  described,  and  is  possessed  of  ample  means 
to  prosecute  ami  complete  the  same  and  to  operate  said  railroad  for  the 
benefit  of  its  stockholders  and  the  public,  and  has  offered  to  purchase  the 
said  property,  and 

U'ltcrcas  the  second  party  by  reason  of  its  connections  with  railroads  being 
constructed  in  the  States  of  Minnesota  and  Illinois  will  be  able  to  make 
said  line  in  the  State  of  Wisconsin  above  described  part  of  a  valuable  through 
line  between  St.  Paul,  Minnesota  and  the  cities  of  Chicago  and  St.  Louis. 

Now  Tlierefore,  in  consideration  of  the  sum  of  $755,328.43  payable  as 
hereinafter  specified,  and  at  the  request  of  all  the  stockholders  of  the  first 
party  and  of  all  its  creditors  holding  said  certificates,  the  following  several 
covenants  and   agreements  of  sale  are  made,  to-wit: — 

First.  The  first  party  sells,  assigns  and  transfers  to  the  second  party  all 
that  portion  of  its  railroad  above  mentioned  and  described  in  the  counties, 
through  the  places  and  between  the  termini  named,  and  all  its  property, 
rights  and  franchises  of  every  description  connected  therewith,  including 
all  rights  of  way  and  all  contracts  therefore,  with  full  power  of  substitution 
of  the  second  party  in  all  condemnation  proceedings  for  right  of  way  pending 
or  necessary  to  lie  instituted  upon  or  along  said  line;  also  all  grading,  em- 
bankments, track  or  tracks,  bridges  and  culverts,  and  all  work  and  material 
of  every  kind,  and  all  contracts  and  agreements  relating  thereto  or  to  the 
construction  of  that  portion  of  the  line  as  indicated,  and  all  agreements 
with  other  Railroad  Companies  for  connection  or  for  joint  use  of  tracks  or 
right  of  way,  or  depot  grounds  or  other  facilities:  also  all  rights  to  build 
bridges  over  navigable  streams  or  otherwise,  procured  from  the  United 
States  Government  or  other  authority:  and  the  first  party  agrees  to  execute 
and  deliver  a  formal  deed  of  conveyance  of  said  property  or  any  portion 
thereof,  and  in  addition  thereto  will  execute  and  deliver  any  other  deed, 
agreement,  conveyance  assignment  or  transfer  that  may  be  found  necessary 
or  that  counsel  may  advise  as  necessary  to  fully  invest  said  second  party  with 
said  property  and  rights  and  the  possession  and  use  thereof. 

Second.  The  second  party  agrees  to  take  possession  of  all  that  part  of 
the  railroad  and  property  of  the  first  party  above  described  and  to  construct 
and  complete  a  railroad  upon  said  route  with  connections  in  Minnesota  and 
Illinois  as  aforesaid,  and  in  payment  therefor  it  agrees  to  issue  to  the 
creditors  or  stockholders  of  the  first  party,  to-wit:  the  holder  of  certificates 
tor  stock  and  bonds  of  the  first  party  above  mentioned,  its  own  certificates 


CORPORATE    HISTORY  1491 

of  like  amount  and  similar  form  entitling  the  holders  thereof  to  the  stock 
of  the  second  party  and  to  its  bonds  secured  by  first  mortgage  upon  all  its 
railroad  in  the  State  of  Wisconsin. 

/»  witness  whereof,  the  said  parties  have  caused  their  corporate  names 
to  be  hereto  subscribed  by  their  respective  Presidents  with  the  corporate 
seals  attached,  the  day  and  year  first  above  written.  J.  W.  Traer, 

[seal]  President   of   the  Winona,   Alma  and  Northern 

Attest:  Eailway  Company. 

L.   O.  GODDARD, 

Secretary  of  the  Winona,  Alma  and  Northern 
Eailroad  Company. 
[seal]  A.  E.  Touzalin, 

President  of  the  Chicago,  Burlington  and  Northern 
Attest :  Eailroad  Company. 

BOBERT    C.    BRUNDAGE, 

Secretary  of  the  Chicago,  Burlington  and  Northern 
Eailroad  Company. 

ARTICLES  OF  ORGANIZATION,  August  26,  1885,  Chicago,  Burlington 
and  Northern  Eailroad  Company  [Wisconsin]. 

********* 

We,  the  undersigned,  W.  H.  Holcomb,  R.  C.  Brundage,  W.  B.  Lawson, 
J.  W.  Traer,  John  Brindley,  G.  W.  Traer,  and  J.  J.  Fruit,  hereby  associate 
ourselves  together  to  form  a  corporation  under  the  laws  of  the  state  of  Wis- 
consin for  the  purpose  of  locating,  constructing,  maintaining  and  operating 
a  railroad,  and  telegraph  lines  in  connection  therewith,  as  stated  in  the 
following  articles: 

Article  1. — The  name  of  the  corporation  is  to  be  the  Chicago,  Burlington 
&  Northern  Eailroad  Company. 

Article  2. — The  railroad  of  this  corporation  with  all  necessary  appurte- 
nances, and  with  telegraph  lines  in  connection  therewith,  is  to  be  constructed, 
maintained  and  operated  from  a  point  on  the  south  boundary  line  of  the 
State  of  Wisconsin,  in  Grant  County,  at  or  near  the  City  of  Dunleith  in  the 
State  of  Illinois,  northerly  to  a  point  on  the  west  boundary  line  of  the 
State  of  Wisconsin  in  or  near  the  town  of  Prescott  on  the  St.  Croix  Eiver 
in  Pierce  County,  there  to  connect  with  a  railroad  constructed  or  to  be 
constructed  in  the  State  of  Minnesota. 

Article  3. — The  length  of  said  railroad  will  be  two  hundred  and  twenty- 
five  miles,  and  the  following  are  the  names  of  the  counties  through  or  into 
which  the  said  railroad  is  made  or  intended  to  be  made,  to  wit: — Grant, 
Crawford,  Vernon,  La  Crosse,  Trempealeau,  Buffalo,  Pepin,  and  Pierce. 
Should  it  be  found  that  any  line  of  railroad  already  located  and  constructed 
or  in  process  of  construction  in  or  through  any  of  the  above  named  counties 
can  be  purchased  or  used  by  this  company  as  and  for  a  part  of  its  line, 
then  it  is  proposed  to  construct  only  so  much  of  the  line  above  described 
as  may  be  necessary  together  with  the  line  so  purchased  or  used  to  complete 
said  railroad  and  form  a  continuous  line  of  railroad  upon  the  route  and 
between   the  termini   above  mentioned. 


1492       CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD   COMPANY 

Article  4. — The  capital  stock  of  the  corporation  will  be  $4,500,000.,  con- 
sisting of  forty -five  thousand  shares  of  one  hundred  dollars  each. 

Article  5. — The  following  are  the  names  and  residences  of  the  directors 
of  the  corporation  who  shall  manage  its  affairs  for  the  first  year  and  until 
others  are  chosen  in  their  places : —  W.  H.  Holcomb,  R.  C.  Brundage,  W.  B. 
Lawson,  J.  W.  Traer,  John  Brindley,  G.  W.  Traer,  and  J.  J.  Fruit,  all  of 
La  Crosse,  in  La  Crosse  County,  State  of  Wisconsin. 

In    witness   whereof,  we,   the   persons   above   named   as   corporators   and 
directors,  hereunto   subscribe   our  names   and   places   of  residence  and  the 
number  of  shares  we  severally  agree  to  take  of  the  capital  stock  of  said 
corporation,  on  this  twenty-sixth  day  of  August,  A.  D.,  1885. 
J.  W.   Traer  Cedar  Bapids,  Iowa  Five  Shares 

W.  H.  Holcomb  La  Crosse,  Wis.  Five  Shares 

B.  C.  Brundage  La  Crosse,  Wis.  Five  Shares 

W.  B.  Lawson  La  Crosse,  Wis.  Five  Shares 

Glenn  W.  Traer  La  Crosse,  Wis.  Five  Shares 

J.  J.  Fruit  La  Crosse,  Wis.  Five  Shares 

John  Brindley  La  Crosse,  Wis.  Five  Shares 

We,  W.  B.  Lawson,  R.  C.  Brundage,  and  Glenn  W.  Traer,  being  severally 
first  duly  sworn,  on  our  oath  say,  that  we  are  three  of  the  directors  named, 
and  wlio  have  signed  the  foregoing  articles  of  association;  that  the  sig- 
natures fixed  to  the  said  articles  are  the  genuine  signatures  of  the  individuals 
purporting  to  have  executed  said  articles  of  organization,  and  that  it  is  the 
intention  in  good  faith  to  construct,  maintain  and  operate  the  railroad 
therein  mentioned. 

R.  C.  Brundage, 
W.  B.  Lawson, 
Glenn  W.  Traer. 
Subscribed  and  sworn  to  before  me  this  26th  day  of  August,  1885. 

A.  Harrison, 
[seal]  Notary  Public, 

La  Crosse  County,  Wis. 

United  States  of  America  "i 
State  op  Wisconsin,  Lss. 

Department  of  State. 

To  all  to  whom  these  presents  shall  come: 

I.  Ernst  G.  Timme,  Secretary  of  State,  of  the  State  of  Wisconsin,  do  here- 
by certify  that  the  foregoing  copy  of  articles  of  organization  of  the  Chicago, 
Burlington  and  Northern  Railroad  Company,  has  been  compared  by  me 
with  the  original  articles  of  organization,  on  file  in  this  department,  and 
that  the  same  is  a  true  copy  thereof,  and  of  the  whole  of  such  original. 

In  testimony  whereof,  I  have  hereunto  set  my  hand  and  affixed  my  official 
seal,  at  the  capitol,  in  the  City  of  Madison,  this  twenty-eighth  day  of 
August,  A.  D.,  1885. 

Ernst  G.  Timme, 
[seax]  Secretary  of  State. 


CORPORATE   HISTORY  1493 

PATENT,  August  28,  1885,  to  Chicago,  Burlington  and  Northern  Kail- 
road  Company  (Wisconsin). 
United  States  of  America 
The  State  Wisconsin 
Department  of  State 

To  All  to  Whom  These  Presents  shall  Come: 

I,  Fred  R.  Zimmerman,  Secretary  of  State  of  the  State  of  Wisconsin  and 
Keeper  of  the  Great  Seal  thereof,  do  hereby  certify  that  the  annexed  copy 
of  railroad  patent,  issued  to  Chicago,  Burlington  and  Northern  Railroad 
Company  1ms  been  compared  by  me  with  the  record  on  file  in  this  Depart- 
ment and  that  the  same  is  a  true  copy  thereof,  and  of  the  whole  of  such 
record. 

In  Testimony   Whereof,   I  have   hereunto  set  my  hand  and  affixed  the 
Great  Seal  of  the  State  at  the  Capitol,  in  the  City  of  Madison,  this  eighth 
day  of  November,  A.  D.1926. 
[seal]  Fred  R.  Zimmerman, 

Secretary  of  State. 

THE  STATE  OF  WISCONSIN 

To  All  to  Whom  These  Presents  shall  Come,  Greeting: 

Whereas,  W.  H.  Holcomb,  R.  C.  Brundage,  W.  B.  Lawson,  J.  W.  Traer, 
John  Brindley,  G.  W.  Traer  and  J.  J.  Fruit  have  filed  in  the  Office  of  the 
Secretary  of  State,  certain  Articles  of  Organization,  with  a  view  to  form- 
ing a  corporation,  to  be  known  as  Chicago,  Burlington  and  Northern  Rail- 
road Company,  and  with  a  capital  of  four  million  five  hundred  thousand 
($4,500,000)  dollars,  for  the  purpose  of  constructing,  maintaining  and 
operating  a  Railroad  from  a  point  in  Grant  County  Wis,  at  or  near  Dun- 
leith,  Illinois,  northerly  to  or  near  Prescott,  Wis,  to  connect  with  a  railroad 
constructed  or  to  be  constructed,  in  the  State  of  Minnesota,  and  have  com- 
plied with  the  provisions  of  the  Statutes  in  such  case  made  and  provided: 

Therefore,  The  State  of  Wisconsin  hereby  grants  unto  the  above  named 
persons,  and  their  associates,  successors  and  assigns,  full  authority,  by 
and  under  their  said  name  of  Chicago,  Burlington  and  Northern  Railroad 
Company,  to  exercise  the  powers  and  privileges  of  a  corporation,  for  the 
purposes  above  stated,  and  in  accordance  with  their  said  Articles  of  Organi- 
zation and  the  laws  of  this  State. 

In  Witness  Whereof,  These  presents  have  been  attested  with  the  Great 
Seal,  and   signed  by  the  Governor  and  countersigned  by  the  Secretary  of 
state  of  the  State  of  Wisconsin,  at  the  City  of  Madison,  the  twenty-eighth 
day  of  August,  in  the  year  one  thousand  eight  hundred  and  eighty -five. 
[seat,]  j.  m.  Rusk, 

Ernst  G.  Timme  Governor. 

Secretary  of  State. 


CHICAGO,  BURLINGTON  AND 
NORTHERN  RAILROAD  COMPANY 

(MINNESOTA) 

ARTICLES  OF  INCORPORATION,  August  27,  1885,  Chicago,  Burlington 
and  Northern  Railroad  Company  [Minnesota]. 

********* 

Articles  of  Incorporation  of  the  Chicago,  Burlington  &  Northern  Bail- 
road  Company.  The  persons  whose  names  are  hereto  subscribed,  hereby 
form  an  association  for  incorporation  under  and  in  pursuance  of  the  laws 
of  the  State  of  Minnesota,  for  the  purpose  of  building,  improving  and 
operating  a  railroad  and  telegraph  lines  in  connection  therewith,  and  they 
hereby  organize  by  adopting  and  signing  the  following  Articles  of  Incorpo- 
ration. 

First.  The  name  of  the  corporation  is  the  Chicago,  Burlington  and  North- 
ern Railroad  Company,  and  the  general  nature  of  the  business  is  to  build, 
improve  and  operate  a  railroad  with  single  and  double  tracks  and  side  tracks 
and  all  necessary  property  and  appurtenances  connected  therewith,  com- 
mencing at  a  point  in  Washington  County,  Minnesota,  on  the  State  line 
between  the  States  of  Wisconsin  and  Minnesota,  near  the  Town  of  Preseott 
in  Pierce  County,  Wisconsin  (where  it  will  connect  with  a  railroad  organ- 
ized and  in  process  of  construction  in  and  through  the  State  of  Wisconsin)  ; 
thence  in  a  northwestery  direction  to  and  into  the  City  of  Minneapolis, 
Minnesota,  via  and  through  the  city  of  St.  Paul,  Minnesota,  upon  such 
convenient  route  as  the  directors  may  determine;  and  said  corporation  may 
also  erect  and  maintain  lines  of  telegraph  along  or  over  its  lines  of  rail- 
road. The  principal  place  of  transacting  the  business  of  said  corporation 
shall  be  at  St.  Paul,  Minnesota,  and  branch  offices  may  be  established  at 
any  other  place  or  places  within  or  without  the  State  as  may  prescribed 
in  the  by  laws. 

Second.  The  time  of  commencement  of  said  corporation  shall  be  the 
twenty-seventh  day  of  August  A.  D.  1885,  and  the  period  of  its'  continuance 
shall  be  nine  hundred  and   ninety-nine  years  from  that   date. 

Third.  The  amount  of  the  Capital  Stock  of  said  corporation  is  $4,500,000. 
to  be  paid  in  as  called  for  by  the  Board  of  Directors  who  may  use  and 
dispose  of  the  Capital  Stock  or  any  part  thereof  in  the  construction  or 
operation  of  the  road,  or  other  purposes  of  the  company  as  may  be  deemed 
expedient. 

Fourth.  The  highest  amount  of  indebtedness  or  liability  to  which  said 
corporation  shall  at  any  time  be  subject,  exclusive  of  its  indebtedness  se- 
cured by  a  mortgage  of  its  property,  shall  not  at  any  one  time  exceed  two- 
thirds  of  the  amount  of  its  Capital  Stock. 

1494 


CORPORATE    HISTORY  1495 

Fifth.  The  following  are  the  names  and  places  of  residence  of  the  per- 
sons forming  this  incorporation,  to-wit:  Charles  L.  Allen,  II.  W.  Weiss, 
Frank  S.  Bagg,  C.  M.   Higginson  and  R.  E.  Wells,  all  of  Chicago,  Illinois. 

Sixth.  The  government  of  the  corporation  and  the  management  of  its 
affairs  shall  lie  vested  in  a  Board  of  five  Directors,  who  shall  be  elected  at 
the  annual  meeting  of  the  stockholders,  which  shall  be  held  on  the  Second 
Wednesday  in  June  in  each  year,  and  who  shall  hold  office  until  their  suc- 
cessors are  elected   and   qualified. 

The  names  of  the  first  board  of  Directors  are:  Charles  L.  Allen,  H.  W. 
Weiss,  Frank  8.  Bagg,  C.  M.  Higginson  and  R.  E.  Wells,  all  of  Chicago, 
Illinois,  who  shall  respectively  continue  in  office  until  the  second  Wednes- 
day in  June,  1886,  and  until  their  successors  are  elected  and  qualified. 

The  officers  of  the  Corporation  shall  be  a  President  Secretary  and  Treas- 
urer who  shall  be  elected  by  the  Board  of  Directors  of  the  Corporation  at 
its  first  meeting  and  at  the  first  meeting  of  the  Board  after  the  annual 
meeting  of  the  stockholders  in  each  year,  and  who  shall  hold  their  offices 
respectively  at  the  pleasure  of  the  Board  of  Directors.  Vacancies  in  the 
Board  of  Directors  or  in  the  offices  of  President  Secretary  or  Treasurer 
may  be  filled  by  the  Board  of  Directors  at  any  regular  or  special  meeting 
held  in  pursuance  of  the  by-laws. 

•Seventh.  The  number  of  shares  in  the  Capital  Stock  shall  be  forty-five 
thousand  of  one  hundred  dollars  each. 

In  Witness  Whereof,  we  have  hereunto  set  our  hands  and  seals  this 
twenty-seventh  day  of  August,  A.  D.  1885. 

Chas.  L.  Allen      [seal] 

H.  W.  Weiss  [seal] 

Witnesses  to  all  signatures:  Frank  S.  Bagg        [seal] 

L.  O.  Goddard  C.  M.  Higginson    [seal] 

W.  L.  Cooper  R.  E.  Wells  [seal] 


st\te  of  Illinois, 

y  ss 
County  of  Cook. 


I 

On  the  twenty-seventh  day  of  August  A.  D.  1885,  before  me  a  Notary 
Public,  in  and  for  said  County  and  State,  at  my  office  in  Chicago,  personally 
appeared  Charles  L.  Allen,  H.  W.  Weiss,  Prank  S.  Bagg,  C.  M.  Higginson 
and  R.  E.  Wells,  to  me  personally  known  to  be  the  identical  persons  de- 
scribed in  and  who  executed  the  foregoing  instrument,  and  acknowledged 
that  they  executed  the  same  as  their  free  act  and  deed. 

In  Witness  Whereof,  I  hereunto  set  my  hand  and  official  seal  on  the  day 
and  year  last  above  written. 
[seal]  Lester  O.  Goddard, 

Notary  Public. 
Filed  for  Record  August  28,  1885,  at  8  o'clock  A.  M. 

RECORDED  IN  MINNESOTA 

Date  Boole  Page 

Secretary  of  State  at  St.  Paul  August  28,  1885  M  307 

Ramsey  County  August  28,  1885  C  154 


CHICAGO,  BURLINGTON  & 

NORTHERN  RAILROAD  COMPANY 

(CONSOLIDATED) 

ARTICLES  OF  CONSOLIDATION,  October  21,  1885,  Chicago,  Burlington 
>.\:  Northern  Railroad  Company  [Consolidated]. 

********* 

The  Articles  of  Agreement  mul  consolidation  made  and  entered  into  this 
21st  day  of  October,  1885,  by  and  between  the  Chicago,  Burlington  & 
Northern  Railroad  Company,  a  corporation  organized  and  existing  under 
the  laws  of  the  state  of  Wisconsin,  party  of  the  first  part,  and  the  Chicago, 
Burlington  &  Northern  Railroad  Company,  a  corporation  organized  and 
existing  under  the  laws  of  the  state  of  Minnesota,  party  of  the  second  part ; 

Witnesseth:  Tliat  Whereas,  The  party  of  the  first  part  is  duly  authorized 
to  build  a  railroad  with  all  necessary  appurtenances  and  telegraph  lin^s 
connected  therewith,  from  a  point  on  the  south  boundary  line  of  the  state 
of  Wisconsin,  in  Grant  County,  Wisconsin,  at  or  near  the  City  of  Dunleith, 
in  the  State  of  Illinois,  northerly  to  a  point  on  the  west  boundary  line  of 
the  state  of  Wisconsin  in  or  near  the  town  of  Prescott  on  the  St.  Croix  River, 
in  Pierce  County.  Wisconsin,  and 

Whereas,  the  party  of  the  second  part  is  duly  authorized  to  build,  improve 
and  operate  a  railroad  and  telegraph  lines  and  all  necessary  property  and 
appurtenances  connected  therewith,  from  a  point  in  Washington  County, 
Minnesota,  on  the  state  line  between  the  states  of  Wisconsin  and  Minnesota, 
near  the  town  of  Prescott,  in  Pierce  County,  Wisconsin,  where  it  connects 
with  the  railroad  of  the  first  party  above  described,  thence  in  a  northwesterly 
direction  to  and  into  the  city  of  Minneapolis,  Minnesota,  via  and  through 
the  city  of  St.  Paul,  Minnesota,  upon  such  convenient  route  as  the  directors 
may  determine,  and 

Whereas,  The  respective  lines  of  railroad  of  the  said  parties  of  the  first 
and  second  parts  can  be  lawfully  connected  and  operated  together  to  con- 
stitute one  continuous  main  line  with  or  without  branches,  so  as  to  admit 
of  the  passage  of  trains  over  them  without  break  or  interruption,  and 

Wlitreas,  the  said  parties  are  desirous  of  consolidating  their  corporations 
and  their  capital  stock  and  property  and  franchises  into  a  new  corporation 
and  have  agreed  upon  the  terms  of  such  consolidation,  which  have  been 
duly  authorized  by  the  respective  boards  of  directors  of  said  companies,  and 

Whereas,  all  the  stockholders  in  each  of  the  parties  hereto  have  in  writing 
hereunto  annexed  consented  to  and  approved  these  articles  of  consolidation. 

Now,  Therefore,  it  is  agreed,  that  in  consideration  of  the  covenants  and 
agreements  herein  made  and  contained  and  for  other  good  and  valuable  con- 
siderations, the  parties  of  the  first  and  second  parts  have  consolidated  and 

1496 


CORPORATE    HISTORY  1497 

merged,  and  do  hereby  consolidate  and  merge  their  respective  corporations 
and  their  capital  stock,  property  and  franchises  into  a  new  corporation  to 
be  known  by  the  name  hereinafter  selected  and  stated,  which  shall  possess 
nil  the  rights  and  powers,  including  the  right  of  further  consolidations  with 
other  corporations,  and  all  the  franchises,  contracts,  privileges  and  immuni- 
ties possessed  by  either  of  the  corporations  parties  of  the  first  or  second 
parts  at  tlie  time  of  consolidation  or  amalgamation  by  the  laws  applicable 
to  tin-in  or  either  of  them,  and  the  said  parties  grant,  convey,  assign  and 
transfer  to  said  consolidated  company  all  the  railroads  and  property  of 
every  description,  owned  or  possessed  by  them  or  either  of  them,  including 
all  lands,  rights  of  way,  contracts  and  effects  of  every  nature  and  description, 
and  the  parties  hereby  adopt  and  agree  to  the  following  articles,  to-wit: — 

First.  The  name  of  the  consolidated  corporation  is  the  Chicago,  Burling- 
ton &  Northern  Railroad  Company,  and  the  general  nature  of  the  business 
is  to  build,  improve  and  operate  a  railroad  with  single  and  double  tracks 
and  side  tracks  and  all  necessary  property  and  appurtenances  con- 
nected therewith  from  a  point  on  the  south  boundary  line  of  the 
state  of  Wisconsin  in  Grant  County,  Wisconsin,  at  or  near  the  city 
of  East  Dubuque  in  the  state  of  Illinois,  northerly  to  a  point  on 
the  west  boundary  line  of  the  state  of  Wisconsin  in  or  near  the 
town  of  Prescott  on  the  St.  Croix  River  in  Pierce  County,  thence 
in  a  northwesterly  direction  to  and  into  the  city  of  Minneapolis,  Minnesota, 
via  and  through  the  city  of  St.  Paul,  Minnesota,  upon  such  convenient  route 
as  the  directors  may  determine,  and  said  corporation  may  also  erect  and 
maintain  lines  of  telegraph  along  and  over  its  line  of  railroad. 

The  length  of  said  railroad  will  be  two  hundred  and  fifty  six  and  41-100 
miles  and  the  following  are  the  names  of  the  counties  in  the  state  of  Wis- 
consin through  or  into  which  the  said  railroad  is  made  or  intended  to  be  made, 
to-wit:  Grant,  Crawford,  Vernon,  La  Crosse,  Trempealeau,  Buffalo,  Pepin 
and  Pierce,  and  in  the  state  of  Minnesota  the  counties  of  Washington, 
Ramsey  ami   Hennepin. 

The  principal  place  of  transacting  the  business  of  said  corporation  shall 
be  at  LaCrosse,  Wisconsin,  and  a  branch  office  is  hereby  established  at 
Boston,  Massachusetts,  and  other  branch  offices  may  be  established  at  any 
other  place  or  places  within  or  without  the  states  of  Wisconsin  and  Minne- 
sota as  may  be  prescribed  in  the  By-Laws. 

Second.  The  time  of  commencement  of  said  corporation  shall  be  the  21st 
day  of  October  1885,  and  the  period  of  its  continuance  shall  be  nine  hundred 
and  ninety  nine  years  from  that  date. 

Third.  The  amount  of  the  capital  stock  of  said  corporation  is  $12,000,- 
000.00,  consisting  of  one  hundred  and  twenty  thousand  shares  of  one  hundred 
dollars  each  to  be  paid  in  as  called  for  by  the  Board  of  Directors.  The 
stockholders  of  each  of  said  corporations,  parties  hereto,  shall  surrender 
to  the  said  consolidated  corporation  the  stock  in  the  parties  hereto  by  them 
held  respectively,  and  thereupon  the  Board  of  Directors  of  said  consolidated 
corporation  may  use  ami  dispose  of  the  capital  stock  or  any  part  thereof 
of  such  consolidated  corporation  in  the  construction,  equipment  or  operation 
of    its    railroad,    or    in    exchange    for    the    bonds    of    said    corporation,    and 


14!)S      CHICAGO,   BURLINGTON    &   QUINCY   RAILROAD   COMPANY 

for  such  other  uses  ami  purposes  of  said  corporation  as  they  may  deem 
expedient. 

Fourth.  The  highesl  amount  of  indebtedness  or  liability  to  which  said 
corporation  shall  at  any  time  be  subject,  exclusive  of  the  indebtedness  se- 
cured by  a  mortgage  of  its  property,  shall  not  at  any  one  time  exceed  two- 
thirds  of  the  amount  of  its  capital  stock. 

Fifth.  The  following  are  the  names  and  residences  of  the  directors  of  the 
corporation,  who  shall  manage  its  affairs  for  the  first  year  and  until  others 
are  chosen  in  their  places: 

John  L.  Gardner,  of  Boston,  Mass., 

Charles  J.  Paine,  of  Boston,  Mass., 

Augustus  Henienway,  of  Canton,  Mass., 

Alexander  Cochrane,  of  Boston,  Mass., 

W.  Powell  Mason,  of  Walpole,  N.  H., 

Albert  E.  Touzalin,  of  Boston,  Mass., 

Edward  C.  Perkins,  of  Milton,  Mass. 

Sixth.  The  government  of  the  corporation  and  the  management  of  its 
affairs  shall  be  vested  in  the  Board  of  Directors,  and  in  such  officers  and 
agents  as  the  Board  may  from  time  to  time  appoint.  The  Directors  shall  be 
elected  at   the  annual  meeting  of  the  stockholders. 

Seventh.  The  stockholders  shall  hold  a  regular  annual  meeting  at  La- 
Crosse,  Wisconsin,  on  the  second  Wednesday  in  June  in  each  year,  of  which 
meeting  all  stockholders  shall  take  notice  without  further  notification. 

Eighth.  The  Board  of  Directors  shall  have  power  to  adopt  by-laws  and 
rules  and  regulations  for  the  government  of  the  corporation  and  the  manage- 
ment of  its  affairs;  But  such  by-laws  may  be  modified  or  repealed  by  the 
stockholders  at  their  annual  meeting  or  at  any  special  meeting  duly  called 
for  that  purpose. 

Ninth.  The  consolidated  company  assumes  and  agrees  to  pay  and  fully 
discharge  all  the  debts,  obligations  and  liabilities  of  whatsoever  kind,  nature 
or  description  of  either  of  said  corporations,  parties  of  this  agreement. 

In  Witness  Whereof,  The  said  parties  have  caused  their  corporate  names 
to  be  hereunto  subscribed  by  their  respective  Presidents  and  their  corporate 
seals  attached  by  their  secretaries,  the  day  and  year  first  above  written. 

The    Chicago,    Burlington    &    Northern    Railroad    Company   a    corporation 
existing  under  the  laws  of  the  state  of  Wisconsin. 
[seal]  By  A.  E.  Toiv.alix,  President. 

Attest : 

Robert  C.  Brundauk, 
Secretary  of  the  Chicago,  Burlington   &    Northern   Railroad  Company,  a 
corporation  organized  and  existing  under  the  laws  of  the  state  of  Wiscon- 
sin. 

The  Chicago,  Burlington  &  Northern  Railroad  Company  |"t'  Minnesota]. 

[seal]  />'.i/  ('has.  I..  Ai.lkn.  Pres. 

Attest  : 

L.   0.   GODDAIiD, 

S<  en  tary. 


CORPORATE    niSTORY  1499 

The  undersigned,  who  are  the  holders  of  all  the  shares  of  the  capital  stock 
of  the  Chicago,  Burlington  &  Northern  Railroad  Company,  a  corporation  duly 
organized  and  existing  under  the  laws  of  the  state  of  Wisconsin,  do  hereby 
approve  and  consent  to  the  foregoing  and  annexed  agreement  and  articles 
of  consolidation  of  said  corporation  with  the  Chicago,  Burlington  &  Northern 
Railroad  Company,  a  corporation  duly  organized  and  existing  under  the  laws 
of  the  state  of  -Minnesota. 

In  Witness  Whin  of,  we  have  hereunto  set  our  hands  this  Twenty  first 
day  of  October  A.  D.,  1885. 

Glenn  W.  Traer, 

w.  e.  iiolcomb, 

John  Brindley, 

J.  J.  Fruit, 

Robert  C.  Brundage, 

W.  B.  Lawson, 

S.  H.  Mallory, 

J.  W.  Traer, 

A.  E.  Touzalin. 
We,  A.  E.  Touzalin,  President,  and  R.  C.  Brundage,  Secretary  of  the 
Chicago,  Burlington  &  Northern  Railroad  Company,  a  corporation  duly 
organized  and  existing  under  the  laws  of  the  state  of  Wisconsin,  do  hereby 
certify  that  the  following  is  a  true  list  of  all  the  stockholders  of  said  com- 
pany, and  of  the  number  of  shares  held  by  each,  and  that  each  of  the  stock- 
holders in  said  list  is  the  owner  and  holder  of  the  number  of  shares  of  such 
stock  set  against  his  name  in  said  list: 

Name.  Residence.  No.  of  Shares. 

Glenn  W.  Traer,  La  Crosse,  Wis.  Five 

W.  II.  Ilolcomb,  La  Crosse,  Wis.  Five 

R.     C.  Brundage,  La  Crosse,  Wis.  Five 

.1.  W.  Traer,  Cedar  Rapids,  la.  Five 

W.  B.  Lawson,  La  Crosse,  Wis.  Five 

J.  J.  Fruit,  La  Crosse,  Wis.  Five 

John   Brindley,  La  Crosse,  Wis.  Five 

A.  E.  Touzalin,  Boston,  Mass.  Five 

S.   II.    Mallory,  Chariton,  Iowa.  44,960 

A  ml  wt  furl  lnr  certify  that  the  persons  named  as  stockholders  in  said 
list  arc  the  same  persons,  who  as  such  stockholders,  have  signed  the  consent 
and  approval  of  articles  of  consolidation  of  such  corporation  with  the 
Chicago,  Burlington  &  Northern  Railroad  Company,  a  corporation  existing 
under  the  laws  of  the  state  of  Minnesota,  a  copy  of  which  articles  and 
consent  ami  signatures  is  hereto  annexed  ;  and  that  such  copies  are  true 
copies  of  said  articles  of  consolidation,  consent  and  signatures,  and  of  the 
whole  thereof. 

In  Witness  Whereof,  We  have  as  such  president  and  secretary  set  our 
hands  and  applied  the  seal  of  said  corporation  to  this  certificate  this  twenty- 
lirst  day  of  o.tober  A.  D.  1885.  A.  E.  Touzalin, 

President. 
[seal]  Robert  C.  Brundage, 

Secretary. 


1500      CHICAGO,   BURLINGTON   &   QUINCY  RAILROAD   COMPANY 

The  undersigned,  who  are  the  holders  of  all  the  shares  of  the  capital 
stock  of  the  Chicago,  Burlington  &  Northern  Railroad  Company  a  corpora- 
tion duly  organized  and  existing  under  the  laws  of  the  state  of  Minnesota, 
do  hereby  approve  and  consent  to  the  foregoing  and  annexed  agreement 
and  articles  of  consolidation  of  said  corporation  with  the  Chicago,  Burling- 
ton &  Northern  Railroad  Company,  a  corporation  duly  organized  and 
existing  under  the  laws  of  the  state  of  Wisconsin. 

In  Witness  Whereof,  We  have  hereunto  set  our  hands  this  twenty-first 
day  of  October,  A.  D.  1885. 

Chas.  L.  Allen, 
H.  W.  Weiss, 
Frank  S.  Bagg, 
C.  M.  Higginsox, 
R.  E.  Wells, 
S.  H.  Mallory. 

We,  Chas.  L.  Allen,  President,  and  L.  O.  Goddard,  Secretary,  of  the  Chi- 
cago, Burlington  &  Northern  Railroad  Company,  a  corporation  duly  organ- 
ized and  existing  under  the  laws  of  the  state  of  Minnesota,  do  hereby 
certify  that  the  following  is  a  true  list  of  all  the  stockholders  of  said 
company,  and  of  the  number  of  shares  held  by  each,  and  that  each  of  the 
stockholders  in  said  list  is  the  owner  and  holder  of  the  number  of  shares 
of  such  stock  set  against  his  name  in  said  list: 

Name                                        Residence  No.  of  Shares 

Chas.  L.  Allen,  Chicago,  Ills.,  5 

II.  W.  Weiss,  Chicago,  Ills.,  5 

Frank  S.  Bagg,  Chicago,  Ills.,  5 

C.  M.  Higginson,  Chicago,  Ills.,  5 

R.  E.   Wells,  Chicago,  Ills.,  5 

S.  H.  Mallory,  44,975 

And  we  further  certify  that  the  persons  named  as  stockholders  in  said  list 
are  the  same  persons,  who,  as  such  stockholders,  have  signed  the  consent  and 
approval  of  articles  of  consolidation  of  such  corporation  with  the  Chicago, 
Burlington  &  Northern  Railroad  Company,  a  corporation  existing  under  the 
laws  of  the  state  of  Wisconsin,  a  copy  of  which  articles  and  consent  and 
signatures  is  hereto  annexed ;  and  that  such  copies  are  true  copies  of  said 
articles  of  consolidation,  consent  and  signatures  and  of  the  whole  thereof. 

In  Witness  Whereof,  we  have,  as  such  president  and  secretary,  set  our 
hands  and  applied  the  seal  of  said  corporation  to  this  certificate  this  twenty- 
first  day  of  October,  A.  D.  1885. 

Chas.  L.  Allen, 

President. 
[seal]  L.  O.  Goddard, 

Secretary. 
Attest: 

L.  O.  Goddard, 

Secretary. 


CORPORATE    HISTORY  1501 

State  of  Minnesota,  J 

Secretary  of  State's  Office.  \ 

I.  Fred  Von  Baumbach,  Secretary'  of  State  of  the  State  of  Minnesota, 
do  hereby  certify  thai  1  have  compared  the  foregoing  copy  with  the  record 
in  in v  office  of  the  Articles  of  Consolidation  of  Chicago,  Burlington  & 
Northern  Railroad  Company  and  that  said  copy  is  a  true  and  correct  trans- 
cript of  said  record  and  of  the  whole  thereof. 

In    Testimony    Whereof,    1    have    hereunto    set   my   hand    and    Affixed   my 
official  seal,  the  Great  Seal  of  the  State,  at  St.  Paul,  on  this  Twenty-third 
day,  of  October,  A.  D.  1885. 
[seal J  Fred  Von  Baumbach, 

Secretary  of  State. 

AGREEMENT,  November  25,  1885,  Chicago,  Burlington  &  Northern  Rail- 
road Company  [Wisconsin  and  Minnesota],  Chicago,  Burlington  &  Quincy 
Railroad  Company  and  The  Chicago  and  Iowa  Railroad  Company. 

#*#####■•*# 

This  Agreement,  made  this  twenty-fifth  day  of  November,  A.  D.  1885, 
by  and  between  the  Chicago,  Burlington  &  Northern  Railroad  Company, 
a  consolidated  corporation  of  the  states  of  Wisconsin  and  Minnesota,  organ- 
ized and  existing  under  the  laws  of  said  states,  party  of  the  first  part,  and 
the  Chicago,  Burlington  &  Quincy  Railroad  Company,  and  the  Chicago  & 
Iowa  Railroad  Company,  parties  of  the  second  part,  the  two  last  named 
companies  being  corporations  organized  and  existing  under  the  laws  of  the 
state  of  Illinois:  — 

W ilnesseth:  That  Whereas,  the  said  consolidated  Chicago,  Burlington  & 
Northern  Railroad  Company  has  made  and  entered  into  a  connecting  con- 
tract with  the  Chicago,  Burlington  &  Northern  Railroad  Company  of  Illi- 
nois, a  corporation  duly  organized  and  existing  under  the  laws  of  that  state, 
by  which  said  contract  the  railroads  of  said  contracting  parties  are  made 
a  continuous  through  line  connecting  with  the  Chicago,  Burlington  &  Quincy 
Railroad  at  Fulton,  Illinois,  and  with  the  Chicago  &  Iowa  Railroad  at 
Oregon,  Illinois,  and  extending  thence  to  St.  Paul,  Minnesota ;  and 

Whereas,  the  parties  hereto  desire  to  make  such  arrangements  for  con- 
necting and  operating  and  doing  business  with  each  other  as  shall  be 
beneficial  to  all; 

Now  Therefore,  the  said  parties  hereto,  in  consideration  of  the  fore- 
going, and  each  in  consideration  of  the  agreements  of  the  party  of  the 
other  part  herein  made,  hereby  make  and  enter  into  the  following  agree- 
ments to  and  with  each  other,  to  wit: 

Article  I. 
For  the  purposes  of  this  agreement,  and  in  the  interchange  of  business 
hereinafter  provided  for,  the  railroad  of  the  said  consolidated  Chicago, 
Burlington  &  Northern  Railroad  Company  and  the  said  Chicago,  Burlington 
&  Northern  Railroad  Company  of  Illinois  shall  be  considered  as  one  line 
of  railroad  and  called  the  "road"  of  the  first  party,  and  the  Chicago, 
Burlington  &  Quincy  Railroad  and  the  Chicago  &  Iowa  Railroad  and  their 


1502       CHICAGO,   BURLINGTON   &   QULXCY  RAILROAD   COMPANY 

leased  lines,  and  the  Bailroads  mentioned  in  Article  VIII  of  this  agreement, 
which  are  owned  or  managed  by  either  of  them  through  the  ownership  of 
the  stock  or  in  any  other  way,  shall  also  be  considered  as  one  line  of  rail- 
road and  called  the  "road"  of  the  second  party. 

The  word  "business"  in  this  contract  shall  be  understood  as  covering 
both  freight  and  passenger  business,  except  when  either  is  distinctly 
specified. 

Article  II. 

It  is  mutually  agreed,  that  each  party  to  this  contract  shall  so  far  as  it 
can  lawfully  control  the  same,  send  by  the  road  of  the  party  of  the  other 
part  all  the  business  originating  at  stations  on  its  own  road,  or  received 
from  connecting  lines,  when  such  business  is  going  to  or  beyond  a  point 
on  the  road  of  the  other  party,  to  which  the  road  of  such  other  party  and 
its  connections  shall  afford  a  natural  and  reasonably  direct  route,  and  will 
adopt  all  lawful  and  proper  measures  for  so  directing  and  controlling  the 
said  business  in  the  same  manner  and  to  the  same  extent  as  though  the 
said  roads  were  owned  by  one  and  the  same  company,  except  the  business 
of  the  St.  Louis,  Keokuk  &  Northwestern  Eailroad,  and  its  connections 
between  Burlington,  Iowa,  and  St.  Louis,  Missouri,  on  the  west  side  of  the 
Mississippi  Eiver,  which  is  specially  excluded  from  this  contract:  It  being 
understood,  that  the  business  of  said  line  and  such  portion  of  the  business 
of  St.  Louis  as  may  be  done  over  it,  may  be  sent  by  way  of  the  railroad 
of  the  Burlington,  Cedar  Bapids  &  Northern  Railway  Company. 

Article  III. 

All  joint  business  shall  be  exchanged  either  at  the  town  of  Fulton,  that 
being  the  junction  point  of  the  Chicago,  Burlington  &  Northern  Eailroad 
of  Illinois  with  the  Chicago,  Burlington  &  Quincy  Eailroad,  or  at  the  town 
of  Oregon,  that  being  the  junction  point  of  the  Chicago,  Burlington  & 
Northern  Eailroad  of  Illinois  with  the  Chicago  &  Iowa  Eailroad;  and,  in 
directing  the  traffic  so  to  be  interchanged  at  one  of  the  said  junction  points,, 
that  one  shall  be  selected  which  affords  the  most  direct  and  feasible  route. 

Article  IV. 

On  all  business  interchanged  between  the  parties  hereto,  as  hereinbefore 
provided,  each  party  shall  have  its  local  rates,  when  the  sum  of  the  two 
locals  constitutes  the  through  rate.  When  it  is  necessary  to  make  through 
rates  which  are  less  than  the  sum  of  the  two  locals,  the  divisions  shall  be 
as  follows:  all  customary  arbitraries  being  first  deducted. 

Section  1.  On  all  business  between  St.  Paul,  or  points  reached  by  way 
of  St.  Paul,  and  any  point  on  or  east  of  the  Mississippi  Eiver,  rates  shall 
be  divided  pro  rata  per  mile. 

Section  2.  On  all  business,  except  that  described  in  Section  One  of  this 
Article,  when  the  actual  haul  on  the  road  of  the  parties  of  the  second  part 
is  not  over  seventy  five  (75)  per  cent  of  the  actual  haul  on  the  road  of  the 
party  of  the  first  part,  rates  shall  be  divided  pro  rata  per  mile. 

Section  3.     On  all  business,  except  that  described  in  Section  one  of  this 


CORPORATE    HISTORY  1")():5 

article,  when  the  actual  haul  on  the  road  of  the  parties  of  the  second  part 
exceeds  seventy  five  (75)  per  cent  of  the  actual  haul  on  the  road  of  the 
party  of  the  first  part,  each  mile  of  the  road  of  the  first  party  shall  be 
counted  as  a  mile  and  a  half. 

Section  4.  But  in  order  to  facilitate  business  and  save  work  in  keeping 
accounts  the  managing  officers  of  the  parties  hereto  may,  if  they  can,  agree 
from  time  to  time  upon  territorial  or  other  percentages  to  govern  in  mak- 
ing the  divisions  of  rates  even  though  the  same  may  not  be  strictly  upon  the 
pro  rata  basis  as  above  provided. 

Article  V. 
Neither  party  shall  make  through  rates  without  the  consent  of  the  other. 

Article  VI. 

The  parties  hereto  mutually  agree  that  each  of  them  shall  place  on  sale, 
at  each  of  the  stations  on  its  road,  coupon  or  through  tickets  between  such 
stations  and  each  of  the  stations  on  the  road  of  the  other;  and  that  they 
will  do  all  other  acts  in  their  power  to  trace  or  identify  the  earnings  of 
the  second  party  upon  the  business  to  and  from  the  road  of  the  first  party. 

Article  VII. 

The  parties  hereto  shall  carry  material,  each  for  the  uses  of  the  other, 
over  their  own  road,  charging  for  the  same  on  the  same  basis  as  is  now 
in  force  between  the  Chicago,  Burlington  &  Quincy  Eailroad  Company  and 
other  companies  whose  railroads  it  now  owns  or  controls. 

Article  VIII. 

The  said  Chicago,  Burlington  and  Quincy  Eailroad  Company  and  the 
said  Chicago  &  Iowa  Railroad  Company,  will  devote,  in  each  year  up  to 
December  1st,  1906  (unless  the  bonds  hereinafter  mentioned  are  sooner  re- 
deemed) one  half  (1-2)  of  their  estimated  net  earnings,  upon  the  main 
lines,  branches,  and  leased  lines  of  their  respective  roads,  and,  in  addition 
thereto,  the  Chicago,  Burlington  &  Quincy  Railroad  Company  will  devote 
a  sum  equal  to  one  half  (1-2)  of  the  estimated  net  earnings  upon  the 
following  roads,  to  wit:  — 

The  Hannibal  &  St.  Joseph  Railroad,  in  the  state  of  Missuori;  the  St. 
Louis,  Keokuk  and  Northwestern  Railway;  the  Chicago,  Burlington  &  Kan- 
sas City  Railway,  and  the  Kansas  City,  St.  Joseph  &  Council  Bluffs  Rail- 
road, in  the  states  of  Iowa  and  Missouri,  earned  during  the  previous  year 
on  all  business  to  and  from  the  "road"  of  the  first  party,  to  the  purchase, 
at  not  above  one  hundred  and  five  (105)  and  accrued  interest,  of  the  first 
mortgage  five  (5)  per  cent  bonds  of  said  consolidated  Chicago,  Burlington 
and  Northern  Railroad  Company.  The  business  year,  for  the  purposes  of 
this  agreement,  to  terminate  on  the  thirtieth   (30th)    day  of  November. 

Said  net  earnings  shall  be  estimated  by  taking  the  difference  between 
the  actual  receipts  per  ton,  and  per  passenger,  per  mile,  on  business  ex- 
changed with  the  Northern  Company,  and  the  actual  average  cost,  includ- 


1504      CHICAGO,   BURLINGTON   &   QUINCY   RAILROAD   COMPANY 

iug  taxes,  per  ton  and  per  passenger,  per  mile,  of  all  business  done  during 
the  preceding  calendar  year,  over  the  said  Chicago,  Burlington  and  Quincy 
Railroad,  said  Chicago  &  Iowa  Railroad,  their  leased  lines,  and  the  rail- 
roads mentioned  in  this  article  respeetivey,  to  be  ascertained  by  the  Gen- 
eral Auditor  of  said  Chicago,  Burlington  and  Quincy  Railroad  Company, 
•whose  decision  shall  be  final. 

Article  IX. 

The  said  Chicago,  Burlington  and  Quincy  Railroad  Company  guarantees 
that  the  amount  to  be  so  invested  in  each  year  for  twenty  (20)  years  from 
and  after  the  first  day  of  December,  A.  D.  1886,  at  which  time  it  is  ex- 
pected that  said  railroads  of  said  Illinois  Company  and  said  consolidated 
Company  will  be  in  operation  through  to  St.  Paul,  shall  not  be  less  than 
One   Hundred   Thousand    (100,000)   Dollars. 

Article  X. 

The  said  parties  of  the  second  part  will,  annually,  as  soon  as  possible 
after  the  close  of  said  business  year,  make  up  their  accounts,  showing  the 
amount  of  said  one  half  (%)  of  said  net  earnings  so  to  be  invested  in 
said  bonds,  and  will,  each  for  itself,  before  the  first  of  March  next  following, 
make  a  written  statement  to  the  Trustees  under  the  mortgage  to  be  made 
by  said  consolidated  Chicago,  Burlington  &  Northern  Railroad  Company, 
of  the  amount  of  money  so  to  be  invested,  and  on  or  before  that  date  pay 
over  to  them  said  amount,  to  be  by  them  invested  in  the  following  manner, 
to  wit: 

Section  1.  The  said  trustees  shall  forthwith,  in  the  month  of  March  in 
each  year,  or  as  soon  thereafter  as  practicable,  after  deducting  from  the 
sums  so  received  by  them  such  an  amount  as  they  shall  estimate  to  be  nec- 
essary to  cover  all  expenses  of  advertising  drawing,  &c,  but  not  their  com- 
missions, (said  amount  so  deducted  to  be  divided  between  said  Chicago, 
Burlington  and  Quincy,  and  said  Chicago  and  Iowa  Railroad  Companies, 
in  proportion  to  the  amounts  received  from  each)  give  notice,  by  public 
advertisement  daily,  except  Sundays,  for  one  week  in  a  daily  newspaper 
published  in  each  of  the  cities  of  Boston,  Massachusetts,  and  New  York, 
Xew  York,  stating  the  amount  to  be  so  invested  which  shall  be  the  amount 
remaining  after  the  above  deduction  is  made  and  asking  for  tenders  to 
sell  to  them  on  the  lowest  terms  said  bonds,  the  maximum  price  to  be  par 
and  five  (5)  per  cent  premium  and  accrued  interest. 

Section  2.  In  case  they  do  not,  in  the  foregoing  manner,  obtain  enough 
of  said  bonds  to  absorb  the  sum  in  their  hands,  they  may  purchase  said 
bonds  at  private  sale,  the  price  in  no  case,  however,  to  exceed  par  and  five 
(5)  per  cent  premium  and  accrued  interest. 

s,,tion  3.  In  the  event,  however,  that  no  bonds,  or  that  bonds  to  an 
amount  insufficient  to  absorb  the  sum  so  held  by  them  to  be  so  invested, 
are  obtained  by  both  the  above  methods,  then  said  trustees  shall  proceed 
to  draw  by  lot  such  amount  of  said  bonds  as  may  be  required  to  exhaust, 
as  nearly  as  may  be,  the  amount  so  in  their  hands  to  be  invested,  and  shall 
thereupon  give  notice  by  public  advertisement,  to  be  inserted  daily,  except 


CORPORATE    HISTORY  1505 

Sundays,  for  ten  (10)  days  in  a  daily  newspaper  published  in  each  of  the 
said  cities  of  Boston,  Massachusetts,  and  New  York,  New  York,  stating 
the  number  of  the  bonds  so  drawn,  and  the  day  when  the  said  bonds  will 
be  paid  at  one  hundred  and  five  (105)  and  accrued  interest,  on  presenta- 
tion to  said  trustees,  and  that  from  and  after  such  last  named  day  all  in- 
terest upon  bonds  thus  drawn  shall  cease. 

Interest  on  said  bonds,  when  purchased,  shall  cease  from  the  first  day 
of  the  month  next  following  such  purchase,  and,  when  drawn  by  said  trus- 
tees in  manner  aforesaid,  shall  cease  from  the  day  named  in  the  trustees' 
notice  of  drawing  as  the  day  for  presentation  of  said  bonds  for  payment. 

Section  4.  Said  trustees  shall,  as  soon  as  a  drawing  has  taken  place, 
if  one  is  necessary,  otherwise  as  soon  as  the  requisite  number  of  bonds 
have  been  purchased,  immediately  apportion  all  such  bonds,  whether  pur- 
chased or  drawn,  giving  the  numbers  and  denominations  of  the  bonds  set 
off  to  each,  between  said  two  companies,  parties  of  the  second  part,  to  wit: 
the  Chicago,  Burlington  and  Quincy  Bailroad  Company  and  the  Chicago 
and  Iowa  Bailroad  Company,  and  shall  deliver  said  bonds  to  them,  when 
and  as  fast  as  they  come  into  the  possession  of  said  trustees,  and  shall,  upon 
such  apportionment,  pay  over  any  balance  remaining  in  their  hands,  over 
and  above  the  amount  necessary  to  pay  for  said  bonds  so  purchased  and 
drawn,  and  expenses  not  including  commissions,  to  the  respective  com- 
panies to  which  it  belongs;  and  said  balance  shall  be  carried  forward  and 
added  to  the  amount  to  be  so  invested  in  the  following  year. 

Article  XI. 

Said  bonds,  as  soon  as  they  come  into  the  possession  of  said  Chicago, 
Burlington  and  Quincy  Bailroad  Company  and  the  said  Chicago  and  Iowa 
Bailroad  Company,  shall  be  presented  by  them  to  said  consolidated  Chicago, 
Burlington  and  Northern  Bailroad  Company,  which  Company  will  take  up 
and  cancel  said  bonds  so  presented,  and  will  issue  in  place  thereof  to  the 
Chicago,  Burlington  and  Quincy  Bailroad  Company  and  the  Chicago  and 
Iowa  Bailroad  Company,  respectively,  the  full  paid  capital  stock  of  said 
consolidated  Chicago,  Burlington  and  Northern  Bailroad  Company  to  an 
amount  equal  at  par  to  the  face  value  of  the  bonds  so  presented  by  each 
and  will  pay  to  said  companies,  respectively,  in  cash,  the  amount  of  ac- 
crued interest  due  upon  said  bonds  so  presented  by  each. 

Article  XII. 
Upon  such  apportionment,  notice  shall  be  immediately  given  to  said 
consolidated  Chicago,  Burlington  and  Northern  Bailroad  Company  by  said 
trustees,  or,  in  case  of  their  failure  so  to  do,  by  said  parties  of  the  second 
part,  of  the  numbers  of  said  bonds  so  purchased  and  drawn,  and  of  the 
apportionment  which  has  been  made  of  the  same  between  said  Chicago, 
Burlington  and  Quincy  Bailroad  Company  and  said  Chicago  and  Iowa  Bail- 
road Company;  and  said  two  last  named  companies  shall  become  respec- 
tively entitled  to  dividends,  from  and  after  the  days  on  which  interest  ceases 
on  said  bonds,  whether  purchased  or  drawn,  upon  an  amount  of  stock  equal 
at  .par  to  the  face  value  of  said  bonds  so  apportioned  to  them;  any  divi- 

i 


1506       CHICAGO,   BURLINGTON   &   QUINCY   RAILROAD   COMPANY 

derids,  however,  not  to  be  payable  to  them  until  and  as  fast  as  such  bonds 
are  actually  presented  to  said  consolidated  Chicago,  Burlington  and 
Northern  Railroad  Company. 

Said  Chicago,  Burlington  and  Quincy  Railroad  Company  and  said  Chi- 
cago and  Iowa  Railroad  Company  shall  also,  respectively,  be  and  become 
entitled  to  vote  upon  an  amount  of  stock  equal  at  par  to  the  face  value  of 
the  bonds  so  purchased  or  drawn  and  apportioned  to  them,  respectively, 
from  and  after  the  dates  when  interest  ceases  upon  such  bonds,  although 
such  bonds  may  not  have  been  actually  presented  and  cancelled  and  corre- 
sponding certificates  of  stock  actually  issued  to  said  two  companies  in  place 
thereof. 

Article  XIII. 
The   said   consolidated  Chicago,   Burlington   &    Northern  Railroad   Com- 
pany, will,  in  its  mortgage,  reserve  the  power  in  and  to  the  trustees  under 
the  same,  to  draw  bonds  for  the  purposes  hereinbefore  specified,  and  will 
make  all  accessary  provisions  for  so  doing. 

Article  XIV. 

The  consolidated  Chicago,  Burlington  and  Northern  Railroad  Company 
will  build  its  own  telegraph  Lines,  and  will  not  contract  with  the  Western 
Union  Telegraph  Company  or  any  other  Telegraph  Company,  except  tem- 
porarily, not  exceeding  a  year  al  a  time,  and  will  not  contract  with  any 
express  company   for  a   longer  period. 

If  it  makes  a  contract  with  the  Pullman  Palace  Car  Company  for  the 
use  of  its  Bleeping  cars,  the  same  shall  be  SO  made  as  to  expire  ;it  the  same 
time  that  the  existing  contract  between  the  Chicago,  Burlington  &  Quincy 
Railroad  Company  and  the  Pullman  Palace  Car  Company  expires;  and, 
generally,  the  consolidated  Chicago,  Burlington  &  Northern  Railroad  Com- 
pany will  make  no  contracts  with  other  companies  except  such  as  may 
be  consistent  with  the  relations  created   by  this  contract. 

Article  XV. 
The  said  consolidated  Chicago,  Burlington  &  Northern  Railroad  Com- 
pany will  not  exercise  its  right  of  calling  its  first  mortgage  bonds  at  par 
and  five  (">)  per  cent  premium  and  accrued  interest,  after  the  expiration 
of  ten  (10)  years  from  the  date  of  the  mortgage,  which  right  is  to  be 
reserved  in  the  mortgage  made  by  it,  without  the  consent  in  writing  of  the 
said  Chicago,  Burlington  and  Quincy   Railroad   Company. 

Article  XVI. 
Said  consolidated  Chicago,  Burlington  and  Northern  Railroad  Company 
will  forthwith  place  in  the  hands  of  trustees,  Three  Million  (3,000,000) 
Dollars  of  its  full  paid  capital  stock,  to  be  held  by  said  trustees  for,  and 
only  for,  the  following  purposes,  to-wit;  the  said  stock,  while  in  the  hands 
of  such  trustees,  shall  not  be  considered  as  issued,  and  shall  have  no  voting 
power  until  issued  to  said  Chicago,  Bur-lington  and  Quincy  Railroad  Com- 
pany and  said  Chicago  and  Iowa  Railroad  Company  under  the  provisions 
of   this   agreement,    except   that,   as   hereinbefore   provided    in   the  twelfth 


CORPORATE    HISTORY  1507 

(12th)  article  of  this  agreement,  said  two  last  named,  companies  may  be- 
come entitled  to  vote  upon  portions  of  said  stock  before  it  is  actually  issued 
to  them. 

The  said  trustees  shall,  at  any  and  all  times,  transfer  to  said  Chicago, 
Burlington  and  Quincy  Eailroad  Company  and  said  Chicago  and  Iowa  Bail- 
road  Company,  on  the  written  order  of  the  President  of  said  consolidated 
Chicago,  Burlington  and  Northern  Eailroad  Company,  duly  authorized  by 
a  vote  of  the  Directors,  an  amount  of  the  said  full  paid  capital  stock 
equal  at  par  to  the  face  value  of  the  said  first  mortgage  five  (5)  per  cent 
bonds  of  said  consolidated  Company,  so  purchased  or  drawn  and  offered 
for  redemption  by  said  Chicago,  Burlington  and  Quincy  Eailroad  Company 
and  said  Chicago  and  Iowa  Eailroad  Company,  in  the  manner  hereinbefore 
provided. 

The  agreement  or  deed  of  trust  shall  fully  and  carefully  provide  that 
said  stock  shall  be  available  and  be  used  for  and  only  for  the  above  pur- 
poses. 

Article  XVII 
It  is  mutually  agreed  between  the  parties  hereto,  that  during  the  life  of 
this  contract,  the  officers  and  employes  of  either  party,  when  travelling  upon 
the  business  of  their  respective  companies,  shall  be  transported  free  on  the 
roads  of  either  of  the  other  parties,  upon  the  request  of  the  President,  Vice 
President  or  other  managing  officers  of  such  party. 

Article  XVIII. 
It  is  further  mutually  agreed,  by  and  between  the  parties  to  this  agree- 
ment, that,  if  it  is  or  shall  become  necessary,  in  order  to  more  fully  carry 
out  the  objects  and  purposes  of  this  contract,  to  add  other  and  further 
stipulations,  then  the  same  shall  be  negotiated  in  a  spirit  of  fairness  and 
equity. 

Article  XIX. 

This  agreement  shall  continue  in  force  until  the  first  day  of  December, 
1906,  unless  sooner  terminated  by  the  mutual  consent  of  all  the  parties 
hereto. 

In  Witness  Whereof,  the  parties  have  caused  their  corporate  names  to 
be  hereunto,  and  to  two  other  originals,  subscribed  by  their  Presidents, 
and  their  corporate  seals  to  be  hereunto,  and  to  two  other  originals,  affixed 
and  attested  by  their  Secretaries,  on  the  day  and  year  first  above  written. 

Chicago,  Burlington  &  Northern  Eailroad  Company, 
[seal]  By  A.  E.  Touzalin,  President. 

Attest: — J.  Murray  Forbes,  Secretary. 

Chicago,  Burlington  &  Quincy  Eailroad  Company, 
[seal]  By  Charles  E.  Perkins,  President. 

Attest: — T.  S.  Howland,  Secretary. 

Chicago  &  Iowa  Eailroad  Company, 
[seal]  By  F.  H.  Head,  President. 

Attest: — L.  0.  Goddard,  Secretary. 


1508       CHICAGO,   BURLINGTON   &   QUINCY  RAILROAD   COMPANY 

TRUST  MORTGAGE,  Dec  ember  1,  1885,  Chicago,  Burlington  &  North- 
ern Railroad  Company  [Wisconsin,  Minnesota]  to  Henry  Parkman,  J.  Mal- 
colm Forbes,  and  Lucius  M.  Sargent,  Trustees. 

This  Indenture  of  Mortgage,  made  this  first  day  of  December,  in  the  year 
of  our  Lord  one  thousand  eight  hundred  and  eighty-five,  by  and  between 
the  Chicago,  Burlington  and  Northern  Railroad  Company,  a  consolidated 
corporation  of  the  States  of  Wisconsin  and  Minnesota,  and  organized  and 
existing  under  the  laws  of  said  States,  party  of  the  first  part,  and  Henry 
Parkman,  J.  Malcolm  Forbes  and  Lucius  M.  Sargent,  of  Boston,  in  the 
State  of  Massachusetts,  trustees,  for  the  uses  and  purposes  and  upon  the 
terms  and  conditions  herein  stated,  parties  of  the  second  part. 

Whereas,  the  said  Chicago,  Burlington  and  Northern  Railroad  Company 
is  engaged  in  constructing  a  railroad  from  a  point  on  the  State  line  between 
the  States  of  Illinois  and  Wisconsin,  in  Crant  County,  Wisconsin,  near  the 
City  of  East  Dubuque,  in  the  State  of  Illinois,  northerly  to  a  point  on  the 
west  boundary  line  of  the  State  of  Wisconsin,  in  or  near  the  Town  of 
Prescott  on  the  St.  Croix  River  in  Pieree  County,  Wisconsin,  and  thence 
northwesterly  in  the  State  id'  .Minnesota  to  ami  into  the  City  of  St.  Paul, 
a  distance  of  about  two  hundred  and  fifty  seven  ( L'.">7  )  miles,  and  the 
Chicago,  Burlington  and  Northern  Railroad  Company  of  Illinois,  a  corpora- 
tion created  and  organized  under  and  in  conformity  with  the  laws  of  said 
state  of  Illinois,  is  engaged  in  constructing  a  railroad  from  a  point  in  or 
near  Oregon  in  Ogle  County,  Illinois,  westerly  to  and  into  the  Town  of 
Savanna  in  Carroll  County,  Illinois,  and  also  from  some  point  in  the  City  of 
Fulton  in  Whiteside  County,  Illinois,  northerly  to  a  connection  with  the 
above-mentioned  railroad  at  or  aear  the  Town  of  Savannah,  and  theuce 
northerly  to  the  boundary  line  of  the  State  of  Wisconsin  in  Jo  Daviess 
County,  Illinois,  a  distance  of  about  one  hundred  and  live  (105)  miles,  there 
to  meet  ami  connect  with  the  railroad  of  said  consolidated  Chicago,  Burling- 
ton ami  Northern  Railroad  Company,  and  making  with  it  one  continuous 
line  of  railroad  from  St.  Paul  to  Fulton  and  Oregon,  Illinois,  at  which 
points  it  connects  with  the  railroad  system  of  the  Chicago,  Burlington  and 
Quincy  Railroad  Company,  a  distance  in  all  of  about  three  hundred  and 
sixty-two  (362)  miles;  and 

Whereas,  The  said  first  party  is  authorized  by  the  statutes  and  laws  afore- 
said, and  by  the  terms  of  its  organization,  to  execute  trust  mortgages  of  its 
railroad  and  franchises  connected  therewith,  and  of  its  other  property,  to 
secure  the  payment  of  bonds  issued  for  the  objects  and  purposes  herein 
set  forth  ;  and 

Whereas,  The  said  first  party  is  desirous  of  borrowing  money  to  an  amount 
not  exceeding  Nine  million  dollars  ($9,000,000),  for  the  purpose  of 
constructing  and  equipping  its  said  railroad,  and  purchasing  the  right  of 
way  ami  materials  necessary  for  the  superstructure  thereof,  and  of  defraying 
all  necessary  expenses  of  transportation  and  other  charges  connected  with 
the  building,  equipping  and  operating  said  railroad,  and  the  appendages 
and  appurtenances  connected  therewith,  and  for  the  purpose  of  furnishing 
aid  to  said  Chicago,  Burlington  and  Northern  Railroad  Company  of  Illinois, 


CORPORATE    HISTORY  1509 

as  it  is  authorized  by  law  to  do,  and  for  other  purposes;  and  at  a  meeting 
of  the  Board  of  Directors,  duly  called  and  held  at  its  Office  in  the  City  of 
Boston,  Mass.,  on  the  twenty-eighth  day  of  November  A.  D.  1885,  did 
resolve  to  execute  and  issue  Bonds  of  said  Company  for  the  sum  of  Nine 
million  dollars  ($9,000,000)  of  the  date  of  Dec.  1,  1885,  having  forty  (40) 
years  from  April  1,  1886,  to  run  to  maturity,  bearing  interest  from  and 
after  April  1,  1886,  at  the  rate  of  Five  per  centum  (5  %)  per  annum, 
payable  semi-annually  on  the  first  days  of  October  and  April  in  each  year, 
the  first  coupon  for  six  months'  interest  to  be  payable  Oct.  1,  1886,  and  the 
principal  to  be  payable  April  1,  A.  D.  1926;  both  principal  and  interest  to 
be  payable  at  the  Office  of  the  Company  in  the  City  of  Boston,  Massachusetts, 
or  at  such  other  places  as  the  said  Company  may  appoint,  and  to  be  in  the 
form  and  contain  the  provisions  following,  that  is  to  say:  — 

UNITED   STATES  OF  AMERICA. 

STATE  OF  WISCONSIN. 

Chicago,  Burlington  and  Northern  Railroad  Company. 

No first  mortgage  5  %  bonds.  No 

Knoio  all  Men  by  these  Presents,  That  the  Chicago,  Burlington  and  North- 
ern Railroad  Company,  a  consolidated  corporation  duly  created  and  organ- 
ized under  the  laws  of  the  States  of  Wisconsin  and  Minnesota,  is  indebted 
to  Henry  Parkman,  J.  Malcolm  Forbes  and  Lucius  M.  Sargent,  in  the  sum 
of  Dollars  in  the  lawful  money  of  the  United  States 

of  America,  which  the  said  Railroad  Company  promises  to  pay  at  its  Office 
in  Boston,  Massachusetts,  to  the  bearer  hereof,  or  in  case  of  registration, 
to  the  registered  holder,  on  the  First  day  of  April,  A.  D.  1926,  together 
with  interest  thereon  from  and  after  the  First  day  of  April,  A.  D.  1886, 
at  the  rate  of  5  per  cent  per  annum,  payable  semi-annually,  at  the  office  of 
the  Company  in  Boston,  or  at  such  other  places  as  the  Directors  of  said 
Railroad  Company  may  from  time  to  time  designate,  on  the  first  days  of 
October  and  April,  in  each  year,  on  the  presentation  and  surrender  of  the 
annexed  coupons  as  they  severally  become  due,  in  accordance  with  their 
provisions.  Said  coupons  to  be  paid  to  the  bearer  thereof,  whether  the 
Bond  is  registered  or  not,  and  the  Company  may,  but  shall  not  be  obliged 
to  require  proof  of  ownership  of  any  coupon  before  paying  the  same,  and 
payment  thereof  to  the  person  presenting  the  same  shall  in  any  case  dis- 
charge the  Company.  This  Bond  shall  pass  by  delivery  unless  registered, 
or,  if  registered,  by  transfer  upon  the  books  of  the  Company,  in  the  city  of 
Boston,  or  at  such  other  places  as  the  Company  may  hereafter  appoint. 
After  registration  of  ownership,  certified  hereon  by  the  Treasurer  or  Trans- 
fer Agent,  this  Bond  shall  not  pass  by  delivery  unless  the  last  transfer  on 
the  books  of  the  Company  shall  have  been  to  bearer;  the  Bond  to  be  subject 
to  successive  registrations  and  transfers  to  bearer  at  the  option  of  the 
lawful  holder. 

This  Bond  is  one  of  a  series  of  First  Mortgage  Bonds,  amounting  in  the 
aggregate  to  Nine  million  dollars  ($9,000,000),  issued  by  the  Chicago, 
Burlington  and  Northern  Railroad  Company,  payable  to  Henry  Parkman, 


1510       CHICAGO,   BURLINGTON   &   QUINCY   RAILROAD   COMPANY 

J.  Malcolm  Forbes  and  Lucius  M.  Sargent,  or  bearer:  all  bearing  even 
date  herewith,  and  secured  by  a  First  Mortgage  upon  all  its  said  Railroad, 
constructed  and  to  be  constructed,  and  all  the  property  and  franchises 
thereto  belonging,  not  including,  however,  any  future  Branches  or  Extensions 
thereof.  The  Construction  Bonds  of  the  Chicago,  Burlington  and  Northern 
Railroad  Company  of  the  State  of  Illinois,  secured  by  a  First  Mortgage 
upon  its  Road,  have  been  conveyed  to,  and  are  to  be  held  by  the  said 
Trustees  for  further  and  additional  security,  as  provided  in  the  Mortgage 
securing  the  Bonds  of  this  issue. 

The  Chicago,  Burlington  and  Quiiu-v  Railroad  Company,  and  the  Chicago 
and  Iowa  Railroad  Company,  have  agreed  to  devote  for  twenty  years  one 
half  of  their  net  earnings  on  all  business  to  and  from  the  Chicago,  Burling- 
ton and  Northern  Railroad  to  the  annual  purchase  of  the  Bonds  of  this 
issue,  at  not  above  one  hundred  and  five  (10;!)  and  accrued  interest.  And 
the  Chicago,  Burlington  and  Quincy  Railroad  Company  has  guaranteed  that 
after  the  said  Railroad  is  open  for  business  through  to  St.  Paul,  the  amount 
so  invested  in  each  year  shall  not  be  less  than  One  hundred  thousand  dollars 
($1(1(1,(1(10  i  for  twenty  years  from  such  date.  In  case  the  Bonds  cannot  be 
purchased  at  or  below  the  above  price,  after  public  advertisement,  then  a 
sufficient  amount  of  Bonds  to  absorb  the  fund  shall  be  drawn  by  lot,  and 
paid  for  ,it  one  hundred  and  live  (105)  and  accrued  interest,  and  when  so 
purchased,  or  drawn,  they  are  to  lie  converted  at  their  face  value  into  the 
Capital  Stock  of  the  Chicago,  Burlington  and  Northern  Railroad  Company, 
the  maker  hereof,  :it  par,  and  then  cancelled. 

The  Chicago,  Burlington  and  Northern  Railroad  Company  hereby  reserves 
the  right  to  redeem  all  the  Bonds  of  this  issue  on  April  1st,  1896,  or  on 
any  coupon  day  thereafter  before  the  maturity  of  the  Bonds,  at  One  hundred 
ami  five  (105)  ami  accrued  interest,  by  giving,  in  either  case,  notice  of 
its  intention  so  to  do,  by  publication  once  each  week  for  the  six  months 
next  preceding  the  date  fixed  for  their  redemption,  in  one  daily  newspaper 
published  in  each  of  the  Cities  of  Boston  and  New  York. 

This  Bond  is  to  be  valid  only  when  authenticated  by  a  certificate  endorsed 
hereon,  signed   by  the   trustees  above  named. 

///  Witness  Whereof  the  Chicago,  Burlington  and  Northern  Railroad 
Company  has  caused  its  corporate  seal  to  be  affixed  to  this  Bond,  and  the 
same  to  be  signed  by  its  President  and  its  Treasurer  under  the  date  of 
December  First,  A.  D.  1885. 

Chicago,  Burlington,  and   Northern   R.  R.  Company, 
By 
Treasurer President. 

And  did  also  resolve  to  secure  the  payment  of  the  same,  both  principal 
and  interest,  by  a  Mortgage  of  its  said  railroad,  franchises  and  other  cor- 
porate property  of  every  nature  and  kind,  to  said  parties  of  the  second 
part,  as  trustees,  for  the  benefit  and  security  of  the  holders  of  said  Bonds, 
which  said  Bonds  shall  be  authenticated  by  a  certificate  signed  by  said 
parties  of  the  second  part  as  being  issued  under  and  secured  by  said 
Mortgage. 


CORPORATE    HISTORY  1511 

Now,  therefore,  this  indenture  witnesseth ;  That  the  said  Chicago,  Bur- 
lington, and  Northern  Railroad  Company,  party  of  the  first  part,  in  order 
to  secure  the  payment  of  its  said  Bonds  to  be  issued  as  aforesaid,  and  the 
interest  thereon,  and  in  consideration  of  one  dollar  ($1.00)  to  it  in  hand 
paid  by  said  parties  of  the  second  part  at  the  ensealing  and  delivery  of  these 
presents,  the  receipt  whereof  is  hereby  acknowledged,  has  granted,  bar- 
gained, sold,  transferred  and  conveyed,  and  by  these  presents  does  grant, 
bargain,  sell,  transfer  and  convey  to  said  parties  of  the  second  part,  their 
survivors  and  successors  in  said  trust  and  assigns,  all  the  following  described 
property,  to  wit: 

All  the  present  and  in  the  future  to  be  acquired  property  of  said  Eailroad 
Company,  party  of  the  first  part,  in  and  relating  to  its  said  railroad,  except 
tut ure  extensions  and  branches,  and  all  the  right,  title,  interest  and  equity 
of  redemption  therein :  that  is  to  say,  all  of  said  railroad  of  said  first  party, 
now  constructed  and  to  be  constructed,  extending  from  a  point  on  the  State 
line  between  the  States  of  Illinois  and  Wisconsin,  in  Grant  County,  Wiscon- 
sin, near  the  City  of  East  Dubuque,  in  the  State  of  Illinois,  where  it 
connects  with  a  railroad  built  or  to  be  built  in  the  State  of  Illinois, 
northerly  into  and  through  the  Counties  of  Grant,  Crawford,  Vernon, 
La  Crosse,  Trempealeau,  Buffalo,  Pepin  and  Pierce,  in  the  State  of  Wiscon- 
sin, to  a  point  on  the  west  boundary  line  of  said  State  of  Wisconsin,  in  or 
near  the  Town  of  Prescott,  in  said  Pierce  County,  thence  northwesterly  into 
and  through  the  Counties  of  Washington  and  Ramsey,  in  the  State  of  Min- 
nesota, to  and  into  the  City  of  St.  Paul,  Minnesota,  a  distance  of  about  two 
hundred  and  fifty-seven  miles,  including  therein  the  rights  of  way,  road  bed, 
superstructure,  all  the  lands,  depots,  depot  grounds,  station  houses,  viaducts, 
fences,  bridges,  timber  and  materials  appurtenant  to  or  to  become  connected 
with  said  railroad  and  all  property  purchased  or  to  be  purchased  for  the  con- 
struction of  said  railroad;  also  all  engines,  tenders,  cars  and  machinery,  and 
all  other  kinds  of  rolling  stock  now  belonging  to  or  which  may  hereafter  be 
acquired  by  said  first  party,  all  of  which  shall  be  suitably  designated  and 
marked,  but  not  including  cars  and  other  rolling  stock  purchased  for  use  upon 
future  extensions  or  branches;  but  this  clause  shall  not  be  so  construed  as 
to  prevent  the  said  consolidated  Company  from  selling  any  materials  or  roll- 
ing stock,  in  the  ordinary  course  of  their  business,  to  be  replaced  by  new, 
which  shall  immediately  vest  in  said  trustees  without  any  further  convey- 
ance; also  all  the  rights,  privileges  and  franchises  of  said  first  party  relat- 
ing to  said  railroad,  and  property  acquired  by  virtue  thereof  now  in  posses- 
sion, or  which  may  hereafter  be  acquired,  including  all  machine  shops,  im- 
plements and  tools  contained  therein,  or  along  the  line  of  said  railroad,  al- 
though the  same  may  not  be  herein  specifically  mentioned;  also  all  the  Con- 
struction Bonds,  amounting  to  Three  million  dollars  ($3,000,000),  and  all  of 
the  Capital  Stock,  amounting  to  Three  million  dollars  ($3,000,000),  of  said 
Chicago,  Burlington  and  Northern  Railroad  Company  of  Illinois,  which  said 
stock  and  bonds  were  purchased  from  said  Illinois  Company  for  the  money 
furnished  to  it  for  the  construction  of  its  railroad  and  are  now  held  and 
owned  by  said  first  party,  and  are  hereby  by  it  assigned,  transferred  and 
conveyed  to  the  second  parties,  as  and  for  further  and  additional  security 


1512      CHICAGO,   BURLINGTON   &   QUINCY  RAILROAD   COMPANY 

for  the  payment  of  the  Bonds  secured  by  this  indenture,  subject,  however, 
to  the  provisions  relating  thereto,  hereinafter  contained ;  also  all  the  revenues 
and  income  of  said  consolidated  Chicago,  Burlington  and  Northern  Bailroad 
Company;  also  any  and  all  right,  title,  interest  and  property  which  said  first 
party  may  at  any  time  hereafter  acquire  in  or  to  said  railroad  of  said  Chi- 
cago, Burlington  and  Northern  Bailroad  Company  of  Illinois,  whether  by 
lease,  purchase,  consolidation  or  otherwise,  but  not  including  any  extensions 
or  branches  which  may  in  the  future  be  built  by  either  of  said  Companies, 
and  belong  to  or  be  acquired  by  said  consolidated  Chicago,  Burlington  and 
Northern  Bailroad  Company. 

The  party  of  the  first  part,  however,  reserves  to  the  trustees  hereunder, 
whenever  in  each  and  every  year  they  cannot  purchase  in  open  market,  after 
advertisement  in  the  manner  hereinafter  provided,  or  at  private  sale,  a  suffi- 
cient amount  of  the  Bonds  issued  hereunder  to  take  up  and  absorb  one  half 
(1-2)  of  the  net  earnings  of  said  Chicago,  Burlington  and  Quincy  Bailroad 
Company,  and  of  said  Chicago  and  Iowa  Bailroad  Company,  earned  during 
the  previous  business  year,  on  all  business  to  and  from  the  railroads  of  said 
consolidated  Chicago,  Burlington  and  Northern  Bailroad  Company,  and  of 
said  Chicago,  Burlington  and  Northern  Bailroad  Company  of  Illinois  (which 
said  one  half  (1-2)  of  net  earnings,  as  stated  in  said  Bonds,  said  Chicago, 
Burlington  and  Quincy  Bailroad  Company,  and  said  Chicago  and  Iowa  Bail- 
road Company  have  agreed  to  devote  to  the  purchase  of  the  bonds  issued 
hereunder),  the  right  to  and  they  shall  draw  by  lot,  and  pay  for  at  one  hun- 
dred and  five  (105),  and  accrued  interest,  after  giving  notice  in  the  manner 
hereinafter  provided,  a  sufficient  amount  of  the  bonds  issued  hereunder  to 
absorb  said  one  half  (1-2)  of  said  net  earnings,  and  reserves  also  the  right 
to  redeem  all  the  Bonds  of  this  issue  on  April  1st,  1896,  or  on  any  coupon 
day  thereafter  before  the  maturity  of  the  Bonds,  at  one  hundred  and  five 
(105)  and  accrued  interest,  by  giving,  in  any  case,  notice  of  its  intention  so 
to  do,  by  publication  once  each  week  for  the  six  months  next  preceding  the 
date  fixed  for  their  redemption,  in  one  daily  newspaper  published  in  each  of 
the  Cities  of  Boston,  Massachusetts,  and  New  York,  N.  Y. 

To  have  and  to  hold  the  said  railroad  of  the  said  consolidated  Chicago, 
Burlington  and  Northern  Bailroad  Company,  constructed  and  to  be  con- 
structed, and  all  the  other  property  and  interests  above  mentioned  or  in- 
tended to  be  included,  and  all  and  singular  said  premises  and  every  part 
thereof,  with  the  appurtenances,  unto  the  said  parties  of  the  second  part,  or 
the  survivors  of  them,  and  their  successors  in  said  trust  and  assigns;  but 
for  the  following  purposes,  and  upon  the  following  express  trusts,  that  is 
to  say: — 

In  case  the  said  consolidated  Chicago,  Burlington  and  Northern  Bailroad 
Company  shall  make  default  in  the  payment  of  taxes  and  assessments,  as 
herein  provided,  after  thirty  days'  notice  in  writing  by  the  parties  of  the 
second  part  requiring  the  payment  thereof;  or  shall  fail  to  pay  the  principal 
or  any  part  thereof,  or  any  of  the  interest  on  any  Bond  secured  or  intended 
to  be  secured  hereby  at  any  time  when  and  where  the  same  may  become  due 
and  payable  according  to  the  tenor  thereof,  and  for  sixty  (60)  days  there- 


CORPORATE    HISTORY  1513 

after,  then  and  in  such  case,  at  the  written  request  of  the  holders  of  one 
tenth  (1-10)  of  said  Bonds  at  the  time  outstanding,  the  said  parties  of  the 
second  part,  their  survivors  or  successors  in  said  trust  or  assigns,  may,  upon 
being  indemnified  by  the  parties  making  the  application,  enter  into  and  take 
possession  of  said  railroad  of  said  consolidated  Chicago,  Burlington  and 
Northern  Railroad  Company,  and  all  other  property,  rights  and  interests 
hereby  conveyed  or  intended  to  be  conveyed,  and  as  attorneys  in  fact  and 
agents  of  said  first  party,  by  themselves  or  their  agents  duly  constituted, 
have,  use  and  employ  the  same  and  receive  the  revenues  therefrom,  making 
from  time  to  time  all  needful  repairs,  alterations  and  additions  thereto,  and 
after  indemnifying  themselves  from  loss,  damage  or  liability  arising  from 
the  management  of  said  trust,  apply  the  net  earnings  of  said  railroad,  fran- 
chises and  the  other  property  hereby  conveyed,  less  such  an  amount  as  may 
be  necessary  for  the  payment  of  taxes  and  assessments  and  a  reasonable1 
compensation  to  the  trustees,  to  the  payment  of  all  such  interest  on  said 
Bonds  as  may  at  that  time  remain  in  arrear  and  unpaid,  in  the  order  in 
which  such  interest  shall  have  become  or  shall  become  due,  ratably  to  the 
persons  holding  the  coupons  evidencing  the  right  to  such  interest;  but  when 
and  as  soon  as  the  second  parties,  out  of  such  net  earnings,  shall  have  paid 
off  all  such  arrears  of  interest,  and  of  taxes,  and  assessments,  or  such  net 
earnings  in  their  hands  shall  be  sufficient  for  that  purpose,  they  shall  rede- 
liver said  railroads  and  property  to  the  first  party;  provided,  however,  that 
nothing  in  this  provision  contained  shall  be  deemed  or  construed  to  preclude 
the  second  parties  proceeding  to  foreclose  this  mortgage  in  the  manner  here- 
inafter  provided;  or  the  said  second  parties,  their  survivors  or  their  succes- 
sors in  said  trust  or  assigns,  at  their  discretion  may,  and  upon  the  written 
request  of  the  holders  of  one  tenth  (1-10)  of  said  Bonds  then  unpaid  shall, 
upon  being  indemnified  by  the  parties  making  the  application,  in  case  such 
mode  of  foreclosure  shall  at  that  time  be  authorized  or  permitted  by  law, 
cause  said  premises  and  property,  including  said  Construction  Bonds  and 
said  Capital  Stock  of  said  Illinois  Company,  to  be  sold  at  public  auction  at 
La  Crosse  in  said  State  of  Wisconsin,  after  giving  sixty  (60)  days'  notice 
of  the  time,  place  and  terms  of  such  sale,  by  publishing  the  same  at  least 
four  times  in  each  week  in  one  or  more  of  the  principal  newspapers  for  the 
time  being  published  in  each  of  the  Cities  of  Boston,  Massachusetts,  Xew 
York,  N.  V.  and  La  Crosse,  Wisconsin,  and  upon  such  sale  execute  to  the 
purchaser  or  purchasers  thereof  a  good  and  sufficient  deed  or  deeds  of  con- 
veyance in  fee  simple  for  all  the  property  held  by  said  Company  under  such 
title,  and  a  suitable  and  effective  conveyance  and  assignment  for  all  lease- 
holds and  other  property  held  by  said  Company  and  sold  by  said  parties  of 
the  second  part,  which  conveyances  shall  be  a  bar  to  the  Chicago,  Burlington 
and  Northern  Railroad  Company,  party  of  the  first  part,  its  successors  and 
assigns,  and  all  persons  claiming  under  it  or  them,  of  all  right,  title,  interest 
and  claim  in  or  to  said  premises  or  any  part  thereof. 

Said  trustees  shall,  after  deducting  from  the  proceeds  of  such  sale  the 
costs  and  expense  thereof,  and  of  the  management  of  said  property,  and 
sufficient  to  pay  all  taxes  and  assessments  and  a  reasonable  compensation  to 
themselves  for  their  services,  and  to  indemnify  and  save  themselves  harmless 


1514      CHICAGO,   BURLINGTON  &   QUINCY  RAILROAD   COMPANY 

from  and  against  all  liability  arising  from  this  trust,  appropriate  and  apply 
so  much  of  the  proceeds  of  said  property  as  may  be  necessary  to  the  payment 
in  full  of  the  principal  and  accrued  interest  of  said  Bonds  then  remaining 
unpaid,  whether  then  due  and  payable  or  not,  and  shall  restore  the  residue 
thereof  to  said  first  party,  its  successors  and  assigns;  and  in  case  said  pro- 
ceeds shall  not  be  sufficient  for  such  payment  in  full,  then  to  appropriate 
and  apply  the  same,  without  preference,  ratably  to  the  payment  of  all  of 
such  unpaid  principal  and  interest. 

It  is  understood  and  agreed  that  in  no  case  shall  any  claim  be  made  under 
or  advantage  taken  by  said  first  party,  its  successors  or  assigns,  of  valuation, 
appraisement,  redemption  or  extension  laws  now  in  force  or  hereafter  en- 
acted; nor  any  injunction  or  stay  of  proceedings  be  prayed  for  or  had,  or 
any  process  he  obtained  or  applied  for  by  it  or  them  to  prevent  such  entry, 
sale  and  conveyance  as  aforesaid. 

Atfl  further,  thai  in  case  said  parties  of  the  second  part,  their  survivors 
or  successors  in  said  trust  or  assigns,  shall,  for  any  reason,  omit  to  avail 
themselves  of  any  such  default  as  aforesaid,  such  omission  shall  not  preju- 
dice or  impair  the  rights  or  remedies  of  said  second  parties,  their  survivors 
or  successors  in  said  trust,  or  assigns,  to  avail  themselves  of  any  other  or 
further  neglect  or  default   of  said  first    party. 

Xor  shall  the  above  remedies  provided  for  in  cases  of  default  exclude  the 
parties  of  the  second  part,  their  survivors  or  successors,  if  they  shall  so  elect, 
from  any  other  legal  or  equitable  remedies  they  may  he  entitled  to  in  the 
premises,  including  any  other  legal  mode  of  foreclosing  this  mortgage. 

And  the  said  party  of  the  first  part,  for  itself  and  its  successors,  hereby 
agrees  to  execute  and  deliver  any  further  reasonable  and  necessary  convey- 
ance and  assignment  of  said  premises,  or  any  part  thereof,  to  said  parties 
of  the  second  part,  their  survivors  or  successors  in  said  trust,  or  assigns, 
which  counsel  of  the  parties  of  the  second  part,  at  any  time,  may  advise,  for 
the  more  effectually  vesting  the  title  to  the  property  hereby  granted,  or  in- 
tended to  be  conveyed,  in  said  parties  of  the  second  part,  their  survivors  or 
successors  and  assigns;  and  for  the  more  fully  carrying  into  effect  the  ob- 
jects  and   purposes  of  these    presents. 

It  is  hereby,  also,  mutually  agreed  and  understood  that  it  shall  be  lawful 
for  said  first  party,  its  successors  and  assigns,  to  retail)  possession  of  said 
property  hereby  conveyed,  and  to  receive  and  dispose  of  the  current  revenues 
of  said  railroads  and  property  hereby  conveyed,  as  it  or  they  shall  deem 
proper,  until  default  shall  be  made  in  the  payment  of  the  principal  or  in- 
terest of  the  Bonds  hereby  secured,  or  some  part  thereof,  or  of  taxes  and 
assessments,  as  herein  provided;  and  further,  that  said  first  party  hereby 
covenants  to  pay  all  taxes  and  assessments  that  may  be  lawfully  levied  or 
assessed  upon  said  railroad  of  said  consolidated  Company  and  property  con- 
nected therewith,  as  they  shall  respectively  become  due  and  payable. 

Ami  that,  upon  full  and  final  payment  of  the  principal  and  interest  of  said 
Bonds,  issued  under  and  secured  by  this  instrument,  the  estate  hereby 
granted  to  said  parties  of  the  second  part  shall  be  void,  and  the  right 
and  title  to  the  premises  and  property  hereby  conveyed  shall  revert  to  and 


CORPORATE    HISTORY  1515 

revest  in  said  party  of  the  first  part,  its  sucessors  and  assigns,  with- 
out any  acknowledgment  of  satisfaction,  re-conveyance,  re-entry  or  other 
act. 

And  further,  that  all  Bonds  secured  by  and  issued  under  this  indenture, 
and  the  proceeds  thereof,  shall  be  used  for  and  appropriated  to  the  objects 
and  purposes  herein  contemplated. 

And  further,  that  the  Bonds  issued  under  and  secured  by  this  Trust  Mort- 
gage are  to  be  issued  and  used  only  when  and  so  fast  as  the  same  and  the 
proceeds  thereof  shall  be  required  by  said  first  party,  its  successors  and  as- 
signs, for  the  payment  of  the  costs  and  expenses  of  construction  and  equip- 
ment of  the  said  railroad  of  said  consolidated  Chicago,  Burlington  and 
Northern  Railroad  Company,  constructed  and  to  be  constructed,  and  for  the 
other  objects  and  purposes  herein  mentioned  or  contemplated,  and  said 
Bonds  shall  at  any  and  all  times  be  certified  by  said  second  parties,  their 
survivors  or  successors  in  said  trust  or  assigns,  upon  the  written  application 
of  the  party  of  the  first  part. 

And  it  is  further  covenanted  and  agreed,  that  the  parties  of  the  second 
part  shall  collect  the  interest  on  said  Construction  Bonds  of  said  Chicago, 
Burlington  and  Northern  Railroad  Company  of  Illinois,  hereby  transferred 
to  them,  and,  when  so  collected,  as  long  as  the  terms  of  this  Mortgage  are 
complied  with  by  the  party  of  the  first  part,  shall,  on  the  first  days  of  April 
and  October  in  each  year,  pay  over  the  same  to  said  party  of  the  first  part ; 
and  also  that  said  parties  of  the  second  part  shall  execute  and  deliver  to 
said  first  party  a  power  of  attorney  of  even  date  herewith,  irrevocable  as 
long  as  the  terms  of  this  mortgage  are  complied  with  by  said  party  of  the 
first  part,  authorizing  it  to  vote,  as  it  shall  deem  best,  upon  all  of  said  Capi- 
tal Stock  of  said  Illinois  Company,  at  any  and  all  meetings  of  said  Company, 
and  to  collect  and  receive,  and  use  for  its  own  purposes,  any  and  all  divi- 
dends upon  the  same;  and  further  that  any  or  all  of  said  Capital  Stock  may, 
at  any  time  or  times,  by  consent  of  the  first  and  second  parties  hereto,  be 
used  or  disposed  of  in  such  manner  as  they  shall  judge  best. 

And  further,  in  case  and  as  soon  as  said  consolidated  Chicago,  Burlington 
and  Northern  Railroad  Company  shall  become  the  owner  in  fee  of  the  rail- 
road of  said  Chicago,  Burlington  and  Northern  Railroad  Company  of  Illi- 
nois, or  become  consolidated  with  that  Company,  the  title  to  said  railroad 
and  property  shall  thereupon  immediately  inure  to  the  parties  of  the  second 
part,  their  survivors  or  successors  in  said  trust  and  assigns,  for  the  objects 
and  purposes  of  this  trust,  and  the  party  of  the  first  part  shall  thereupon 
make  apt  and  suitable  conveyances  thereof  to  said  second  parties,  their  sur- 
vivors or  successors  in  said  trust;  and  that  thereupon  or  at  any  time  there- 
after, at  the  option  of  said  first  party,  it  shall  have  the  right  to  withdraw 
such  Construction  Bond  or  Bonds  as  are  secured  by  Mortgage  thereon,  and 
said  Capital  Stock  of  said  Illinois  Company,  from  the  operation  of  this  in- 
denture, and  the  said  second  parties,  upon  request  of  the  party  of  the  first 
part  hereto  in  writing  therefor,  shall  assign  and  redeliver  said  Capital  Stock, 
and  shall  cancel  and  redeliver  said  Construction  Bond  or  Bonds,  to  the  party 
of  the  first  part,  its  successors  and  assigns,  and  said  Mortgage  of  said  Chi 


1516       CHICAGO,   BURLINGTON   &   QUINCY  RAILROAD   COMPANY 

cago,  Burlington  and  Northern  Railroad  Company  of  Illinois,  securing  said 
Construction  Bonds,  shall  thereupon  be  discharged  of  record. 

It  is  further  covenanted  and  agreed,  that,  in  order  to  enable  the  said  Chi- 
cago, Burlington  and  Quincy  Railroad  Company  and  the  said  Chicago  and 
Iowa  Railroad  Company  to  invest  said  one  half  (%)  of  their  net  earnings 
in  said  Five  per  cent  (o%)  Bonds,  issued  hereunder,  and  in  accordance  with 
the  power  hereinbefore  reserved  to  the  trustees  of  drawing  Bonds  by  lot  for 
that  purpose,  said  trustees  shall — 

(1)  Give  notice,  in  the  month  of  March  in  each  year,  or  as  soon  there- 
after as  practicable,  by  public  advertisement  daily,  except  Sundays,  for  one 
week  in  a  daily  newspaper  published  in  each  of  the  Cities  of  Boston,  Mass., 
and  New  York,  X.  Y.,  stating  the  amount  to  be  so  invested,  and  asking  for 
tenders  to  sell  to  them  on  the  lowest  terms  Bonds  issued  under  this  mort- 
gage; the  maximum  price  to  be  par  and  five  per  cent  (5%)  premium  and 
accrued  interest. 

(2)  In  case  they  do  not  in  the  foregoing  manner  obtain  enough  of  said 
Bonds  to  absorb  the  sum  in  their  hands,  they  may  purchase  said  Bonds  at 
private  sale;  the  price  in  no  case,  however,  to  exceed  par  and  five  per  cent 
(5%)  premium  and  accrued  interest. 

(3)  And  in  the  event,  however,  that  no  Bonds  or  that  an  insufficient 
amount  of  Bonds  to  absorb  the  sum  so  held  by  them  to  be  so  invested  are 
obtained  by  both  the  above  methods,  then  said  trustees  shall  proceed  to  draw 
by  lot  such  an  amount  of  said  Bonds  as  shall  be  required  to  exhaust,  as 
nearly  as  may  be,  the  amount  so  in  their  hands  to  be  invested,  and  shall 
thereupon  give  notice  by  public  advertisement  to  be  inserted  daily,  except 
Sundays,  for  ten  (10)  days  in  a  daily  newspaper  published  in  each  of  the 
said  Cities  of  Boston,  Mass.,  and  New  York,  N.  Y.,  stating  the  numbers  of 
the  Bonds  so  drawn,  and  the  day  when  the  said  Bonds  will  be  paid  at  one 
hundred  and  five  (105)  and  accrued  interest  on  presentation  to  said  trustees, 
and  that  from  and  after  such  last-named  day  all  interest  upon  Bonds  thus 
drawn  shall  eease. 

Interest  on  said  Bonds,  when  purchased,  shall  cease  from  the  first  day  of 
the  montli  next  following  such  purchase,  and,  when  drawn  by  said  trustees  in 
manner  aforesaid,  shall  cease  from  the  day  named  in  the  trustees'  notice  of 
drawing  as  the  day  for  presentation  of  said  Bonds  for  payment. 

Said  trustees  shall,  as  soon  as  a  drawing  has  taken  place,  if  one  is  neces- 
sary, otherwise  as  soon  as  the  requisite  number  of  Bonds  have  been  pur- 
chased, immediately  apportion  all  such  Bonds,  whether  purchased  or  drawn, 
giving  the  numbers  and  denomination  of  the  Bonds  set  off  to  each,  between 
said  two  Companies,  to  wit :  the  Chicago,  Burlington  and  Quincy  Railroad 
Company  and  the  Chicago  and  Iowa  Railroad  Company,  and  shall  deliver 
said  Bonds  to  them  when  and  as  fast  as  they  come  into  the  possession  of 
said  trustees,  and  shall  upon  such  apportionment  pay  over  any  balance  re- 
maining in  their  hands,  over  and  above  the  amount  necessary  to  pay  for  said 
Bonds  so  purchased  and  drawn,  to  the  respective  Companies  to  which  it  be- 
longs, and  said  balance  shall  be  carried  forward  and  added  to  the  amount 
to  be  so  invested  in  the  following  year. 


CORPORATE    HISTORY  1517 

It  is  further  mutually  agreed  that  the  said  second  parties,  their  survivors 
and  successors  in  said  trust,  or  assigns,  shall  only  be  accountable  for  gross 
negligence  or  wilful  default  in  the  management  thereof,  and  shall  not  be  re- 
sponsible for  the  acts  of  each  other  to  which  they  do  not  severally  assent,  nor 
for  the  acts  of  any  agent  employed  by  them,  when  such  agent  shall  have  been 
selected  with  reasonable  discretion. 

And  that  said  second  parties,  their  survivors  or  successors  in  said  trust, 
and  assigns,  shall  be  entitled  to  reasonable  compensation  for  their  labor, 
services  and  expenses  in  the  management  of  said  trust. 

And  further,  that  whenever  a  vacancy  among  said  parties  of  the  second 
part,  their  survivors  or  successors,  shall  occur  by  death,  resignation  or  in- 
ability to  discharge  the  duties  of  this  trust,  which  inability  shall  be  deter- 
mined and  declared  by  resolution  of  the  Board  of  Directors  of  the  first  party, 
the  first  party  shall  proceed  forthwith  to  nominate,  and,  with  the  concurrence 
of  the  remaining  trustees  or  trustee,  as  the  case  may  be,  if  there  be  any 
trustee  remaining,  to  appoint  a  new  trustee  or  trustees  to  fill  such  vacancy 
or  vacancies,  by  endorsing  such  appointment  in  writing  on  one  part  of  this 
indenture,  and  each  person  so  appointed  shall  endorse  his  acceptance  of  such 
appointment  upon  this  indenture. 

In  case  such  vacancy  shall  not  be  filled  within  sixty  (60)  days  from  the 
occurrence  thereof  in  the  manner  aforesaid,  the  holders  of  one  hundred  (100) 
of  the  bonds  secured  by  this  mortgage  and  then  outstanding,  may  apply  to 
any  Court  in  the  States  of  Wisconsin  or  Minnesota  having  jurisdiction  of 
the  premises,  to  appoint  a  new  trustee  or  trustees  to  supply  such  vacancy, 
and  such  new  trustee  or  trustees  appointed  in  either  manner  shall  become 
one  of  the  party  or  parties  of  the  second  part,  and  vested  for  the  purposes 
aforesaid  with  all  rights,  interests  or  powers  requisite  to  enable  him  or  them 
to  execute  with  the  others  this  trust,  without  any  further  assurance  or  con- 
veyance of  the  same.  But,  should  it  be  thought  desirable  or  necessary  by 
the  counsel  of  the  second  parties,  the  parties  hereto  shall  execute  and  deliver 
or  cause  to  be  executed  and  delivered  such  releases  and  conveyances  as  coun- 
sel shall  advise  to  be  necessary. 

It  being  further  understood  that  the  remaining  trustee  or  trustees  shall  in 
the  mean  time,  and  until  such  vacancy  shall  be  so  filled,  be  fully  empowered 
to  execute  all  the  provisions  of  this  trust. 

And,  further,  that  in  relation  to  the  duties  herein  provided  to  be  per- 
formed by  said  three  trustees,  the  same  may  be  executed  and  performed  by  a 
majority  thereof. 

And  that  each  and  every  of  the  stipulations  and  agreements  herein  con- 
tained shall  be  binding  upon  the  successor  or  successors,  survivor  or  survi- 
vors, and  assigns  respectively,  of  the  parties  hereto. 

The  said  parties  of  the  second  part  hereby  severally  accept  the  trusts 
created  by  these  presents. 

In  witness  whereof,  The  said  Chicago,  Burlington  and  Northern  Eailroad 
Company,  party  of  the  first  part,  has  caused  its  corporate  name  to  be  here- 
unto, and  to  fifteen  other  originals,  subscribed,  and  its  corporate  seal  to  be 
I  ercto  attached  by  its  President,  and  the  same  to  be  attested  by  its  Secre- 


1518       CHICAGO,   BURLINGTON   &   QUINCY   RAILROAD   COMPANY 

tary;  and  the  said  parties  of  the  second  part  have  also  hereunto,  and  to  the 
fifteen  other  originals,  set  their  hands  and  seals,  all  on  the  day  and  year  first 
above  written. 
[seal]  The  Chicago  Burlington  &  Northern  E.  R.  Co. 

Attest :  By  A.  E.  Touzalin. 

J.  Murray  Forbes. 

Henry    Parkman.  [seal] 

J.  Malcolm  Forbes.       [seal] 
Lucius   M.   Sargent.       [seal] 
Signed,  sealed,  and  delivered  in  presence  of 
F.  B.  Beaumont. 
W.  L.  Watts. 


State  of  Massachusetts,  ) 

V  ss. 
County  of  Suffolk.  \ 

On  this  fifth  day  of  December  A.  D.  1885,  before  me,  a  Notary  Public 
in  and  for  said  County  of  Suffolk,  duly  commissioned  to  take  acknowledg- 
ments and  proofs  of  deeds  and  other  instruments  in  writing,  under  seal, 
personally  came  A.  E.  Touzalin,  President,  and  J.  Murray  Forbes,  Secretary 
of  the  Chicago,  Burlington  and  Northern  Railroad  Company,  to  me  known 
to  be  such  President  and  Secretary,  and  to  be  the  persons  who  executed 
the  foregoing  instrument,  and  whose  names  are  thereto  subscribed  as  such 
officers,  and  severally  duly  acknowledged  the  same  to  be  their  free  and 
voluntary  act  and  deed  as  such  President  and  Secretary,  and  the  free  and 
voluntary  act  and  deed  of  the  said  Chicago,  Burlington  and  Northern 
Railroad  Company,  for  the  uses  and  purposes  therein  expressed;  and  the 
said  A.  E.  Touzalin  and  J.  Murray  Forbes,  being  by  me  first  duly  sworn, 
did  depose  and  say:  That  they  are  respectively  President  and  Secretary, 
as  hereinbefore  stated,  of  said  Railroad  Company;  that  they  know  the  cor- 
porate seal  of  the  said  Company;  that  the  seal  affixed  to  the  foregoing 
instrument  is  the  corporate  seal  of  said  Railroad  Company;  that  it  was 
affixed  thereto  by  order  of  said  Company  duly  made,  and  that  they  signed 
their  respective  names  thereto  as  such  President  and  Secretary  by  the  like 
order. 

In  witness  whereof,  I  hereunto  set  my  hand  and  official  seal,  this  fifth  day 
of  December,  A.  D.  1885.  William  A.  Hayes  2d., 

[seal]  Notary  Public. 

RECORDED  IN  WISCONSIN 
County  Date 

La  Ckosse  December     8,  1885 

Trempealeau  December     9,  1885 

Vernon  December     9,  1885 

Buffalo  December     9,  1885 

Grant  December  10,  1885 

Pepin  December  10,  1885 

Crawford  December  10,  1885 

Pierce  December  19,  1885 

Secretary  of  State  December     9,  1885 


Book 

Page 

32 

83 

19 

409 

U 

283 

15 

285 

38 

113 

H 

578 

L 

318 

30 

387 

7 

231 

Book 

Page 

\Y 

174 

107 

10 

3 

422 

CORPORATE    HISTORY  1519 

EECOEDED  IN  MINNESOTA 
County  Bate 

Washington  December  11,  1885 

Kamskv  December  14,  1885 

Secretary  of  State  December  10,  1885 

APPOINTMENT,  December  2,  1885,  of  J.  Murray  Forbes,  Agent  and  A. 
E.  Touzalin,  Agent  with  Power  of  Attorney  for  S\  H.  Mallory  &  Co. 

Whereas,  we,  S.  II.  Mallory  &  Company,  of  Chariton,  Iowa,  on  the  twenty 
first  (21st)  day  of  November  1885,  entered  into  a  contract  with  the  Chi- 
cago, Burlington  and  Northern  Eailroad  Company,  a  consolidated  corpora- 
tion of  the  States  of  Wisconsin  and  Minnesota,  to  build  and  equip  the  rail- 
road of  said  Company;  in  payment  for  which  we  are  to  receive  Six  million 
dollars  ($6,000,000.)  of  the  full  paid  Capital  Stock  of  said  Company,  and 
Six  million  dollars  ($6,000,000.)  of  its  first  mortgage  bonds;  and  also  on  the 
second  day  of  December  1885  entered  into  a  contract  with  the  Chicago,  Bur- 
lington and  Northern  Eailroad  Company  of  Illinois  to  build  and  equip  the 
railroad  of  that  Company;  in  payment  for  which  we  are  to  receive  Three 
million  dollars  ($3,000,000.)  of  the  full  paid  Capital  Stock  and  Three  mil- 
lion dollars  ($3,000,000.)  of  the  first  mortgage  bonds  of  said  consolidated 
Chicago,  Burlington  and  Northern  Eailroad  Company  of  the  States  of  Wis- 
consin and  Minnesota,  and 

Whereas  we,  said  S.  H.  Mallory  &  Company,  desire  to  sell  and  dispose  of 
mi  id  stock  and  bonds,  amounting  to  Nine  million  dollars  ($9,000,000.)  of 
each,  at  the  highest  possible  figures  in  order  to  raise  the  necessary  money  for 
building  and  equipping  said  railroads  and  carrying  out  both  our  said  con- 
tracts in  a  manner  satisfactory  to  said  Eailroad  Companies,  and  cannot  our- 
selves advantageously  sell  and  dispose  of  said  stock  and  bonds. 

Now  Therefore,  in  order  to  sell  said  stock  and  bonds  to  the  best  advantage 
and  to  have  said  railroads  built  and  equipped  in  a  manner  satisfactory  to 
the  said  Companies,  we  hereby  irrevocably  appoint  J.  Murray  Forbes  of  Mil- 
ton, Massachusetts,  our  agent  to  call  for  and  have  issued  and  delivered  to 
him  at  such  times  and  in  such  installments  as  he  may  request,  and  to  receive 
said  Nine  million  dollars  ($9,000,000.)  of  Capital  Stock  and  Nine  million 
dollars  ($9,000,000.)  of  first  mortgage  bonds,  which  by  the  terms  of  said 
contracts  are  to  be  paid  to  us  by  said  Eailroad  Companies,  giving  to  said 
Forbes  full  power  to  sell  and  dispose  of  the  same  to  such  persons  and  upon 
such  terms  as  he  shall  think  best,  and  to  receive  and  receipt  for  all  such 
money  accruing  from  such  sales. 

We  also  hereby  irrevocably  appoint  A.  E.  Touzalin  our  agent  with  full 
power  to  make  and  sign  and  approve  sub-contracts  for  the  building  of  said 
railroads  and  for  obtaining  material  and  equipment  therefor,  and  to  per- 
form such  other  acts  as  may  be  necessary  to  push  said  contracts  to  speedy 
completion;  payment  for  such  building,  material  and  equipment  will  be  made 
by  our  said  agent,  J.  Murray  Forbes,  as  and  when  called  for  by  said  Touza- 
lin, and 


1520      CHICAGO,   BURLINGTON   &   QUINCY   RAILROAD   COMPANY 

We  hereby  further  authorize  and  empower  said  Forbes  to  use  expend  and 
dispose  of  so  much  of  the  money  received  by  him  as  our  Agent  from  the  sale 
of  said  stock  and  bonds  as  may  be  necessary  in  carrying  out  the  sub-con- 
tracts made  or  approved  by  said  Touzalin  for  building  and  equipping  said 
Railroads  aforesaid  and  in  carrying  out  our  obligation  under  said  contracts, 
it  being  understood  and  agreed  that  the  books  of  account  kept  by  said  J. 
Murray  Forbes  as  Treasurer  of  said  Consolidated  Chicago,  Burlington  and 
Northern  Eailroad  Company,  showing  the  receipts  of  money  and  expenditures 
of  the  same,  shall  be  treated  and  considered  as  showing  the  accounts  be- 
tween him  and  us,  said  Mallory  &  Company,  and  that,  as  said  agent,  he  shall 
not  be  obliged  or  required  to  keep  any  other  books  of  account. 

In  Witness  Whereof,  we  hereunto  set  our  hands  and  seals,  this  second 
(2nd)  day  of  December,  1885. 

S.  H.  Mallory  &  Co.     [seal] 

Signed  sealed  and  delivered  in  presence  of 

J.  J.  Burns. 

RELEASE  OF  MORTGAGE,  duly  12,  1908,  Henry  Parkman  and  T.  Jeffer- 
son Coolidge  Jr.,  Trustees,  to  Chicago,  Burlington  &  Northern  Railroad 
Company  [Wisconsin  and  Minnesota]. 

********* 

Whereas,  the  Chicago,  Burlington  &  Northern  Railroad  Company,  a  con- 
solidated corporation  of  the  States  of  Wisconsin  and  Minnesota  and  or- 
ganized and  existing  under  the  laws  of  said  States  by  indenture  of  mortgage 
bearing  date  the  first  day  of  December  1.SS5,  in  and  for.  the  consideration 
therein  named  and  to  secure  the  payment  of  the  bonds  therein  specified,  did 
convey  certain  described  property  unto  Henry  Parkman,  J.  Malcolm  Forbes 
and  Lucius  M.  Sargent,  their  survivors  and  successors  in  said  trust  and  as- 
signs;  and 

Whereas,  said  mortgage  has  been  recorded  as  follows: 

December  10,  L885,  in  the  office  of  the  Secretary  of  State  of  Minnesota, 
Book  3  of  General  Railroad  Records,  Page  422. 

December  11,  1885,  in  the  office  of  the  Register  of  Deeds  for  Washington 
County,  Minnesota,  Book  W  of  Mortgages,  Page  174. 

December  14,  1885,  in  the  office  of  the  Register  of  Deeds  for  Ramsey 
County,  Minnesota,  Book  107  of  Mortgages,  Page  10. 

December  9,  1885,  in  the  office  of  the  Secretary  of  State  for  Wisconsin, 
Volume  7  of  Railroad  Mortgages,  Page  231. 

December  9,  1885,  in  the  office  of  the  Register  of  Deeds  for  Trempealeau 
County,  Wisconsin,  Book  19  of  Mortgages,  Page  409. 

December  10,  1885,  in  the  office  of  the  Register  of  Deeds  for  Crawford 
County,  Wisconsin,  Book  L  of  Mortgages,  Page  318. 

December  9,  1885,  in  the  office  of  the  Register  of  Deeds  for  Vernon  Coun- 
ty, Wisconsin,  Book  U  of  Mortgages,  Page  283. 

December  8,  1885,  in  the  office  of  the  Register  of  Deeds  for  LaCrosse 
County,  Wisconsin,  Book  32  of  Mortgages,  Page  83. 

December  10,  1885,  in  the  office  of  the  Register  of  Deeds  for  Pepin  County, 
Wisconsin,  Book  H  of  Mortgages,  Page  578. 


CORPORATE   HISTORY  1521 

December  9,  1885,  in  the  office  of  the  Register  of  Deeds  for  Buffalo 
County,  Wisconsin,  Book  15  of  Mortgages,  Page  285. 

December  19,  1885,  in  the  office  of  the  Register  of  Deeds  for  Pierce 
County,  Wisconsin,  Book  30  of  Mortgages,  Page  387. 

December  10,  1885,  in  the  office  of  the  Register  of  Deeds  for  Grant  Coun- 
ty, Wisconsin,  Volume  38  of  Mortgages,  Page  113. 
and 

Whereas,  all  the  bonds  issued  under  and  secured  by  said  mortgages  have 
been  fully  paid  and  cancelled  and  all  the  agreements  under  said  mortgage 
have  been  carried  out  on  the  part  of  said  Railroad  Company;  and 

Whereas,  said  J.  Malcolm  Forbes  and  Lucius  M.  Sargent  are  no  longer 
Trustees  under  said  mortgage;  and 

Whereas,  T.  Jefferson  Coolidge,  Jr.  of  Boston,  Massachusetts,  has  been 
duly  appointed  as  successor  in  trust  to  said  Lucius  M.  Sargent; 

Now  therefore,  We,  Henry  Parkman,  as  Trustee,  and  T.  Jefferson  Coolidge, 
Jr.,  as  successor  in  trust,  respectively  under  said  mortgage,  hereby  certify 
that  the  same  has  been,  and  is,  fully  paid  and  satisfied,  in  all  respects,  and 
that  we,  as  such  Trustee  and  successor  in  trust  respectively,  hereby  release 
and  discharge  the  property  covered  by  said  mortgage  of  and  from  the  lien 
thereof. 

I  n  witness  whereof,  We  have  hereunto  set  our  hands  and  seals  this  second 
day  of  July,  A.  D.,  1908. 

Henry  Parkman,  [seal] 

Trustee. 
T.  Jefferson  Coolidge,  Jr.,     [seal] 
Witnesses:  Successor  in  Trust. 

F.  R.  Jeavett  to  H.  P. 

F.  G.  Maraspin  to  T.  J.  C,  Jr. 

State  of  Massachusetts,  ) 

r  SS 

County  of  Suffolk.  ) 

On  this  2d  day  of  July  A.  D.,  1908,  before  me  personally  appeared  Henry 
Parkman,  Trustee,  to  me  known  to  be  the  person  described  in  and  who 
executed  the  foregoing  instrument  and  acknowledged  that  he  executed  the 
same  as  his  free  act  and  deed,  as  such  Trustee. 

[seal]  Thomas  J.  Harper, 

Notary  Public. 
My  commission  expires:    August  16th,  1911 

State  of  Massachusetts,  ) 

y  ss. 

County  of  Suffolk.  ) 

On  this  2d  day  of  July,  A.  D.,  1908,  before  me  personally  appeared  T. 
Jefferson  Coolidge,  Jr.  Successor  in  Trust,  to  me  known  to  be  the  person  de- 
scribed in  and  who  executed  the  foregoing  instrument  and  acknowledged 
that  he  executed  the  same  as  his  free  act  and  deed,  as  such  Successor  in 
Trust. 

[seal]  Thomas  J.  Harper, 

Notary  Public. 
My  commission  expires:    August  16th,  1911 


1522       CHICAGO,   BURLINGTON   &   QUINCY  RAILROAD   COMPANY 
RECOEDED  IN  MINNESOTA 


County 

Date 

Book 

Page 

Washington 

June 

18, 

1909 

23 

630 

Ramsey 

June 

19, 

1909 

109 

213 

Secretary 

OF 

State 

at 

St. 

Paul 

May  27,  : 

1909 

12 

355 

RECOEDED 

IN  WISCONSIN 

County 

Date 

Book 

Page 

Trempealeau 

June 

24, 

1909 

44 

413 

Crawford 

July 

7, 

1909 

81 

577 

Vernon 

July 

12, 

1909 

28 

514 

LaCrosse 

July 

16, 

1909 

71 

498 

Buffalo 

July 

--> 

1909 

34 

529 

Pierce 

July 

29, 

1909 

110 

236 

Grant 

A  ugust 

-*, 

1909 

67 

114 

Pepin 

August 

12, 

1909 

V 

204 

Sei  i:etary 

OF 

State  at 

Madison 

August 

17, 

1909 

15 

190 

TRUST  MORTGAGE,  June  1,  1888,  Chicago,  Burlington  &  Northern 
Railroad  Company  [Wisconsin,  Minnesota]  to  the  American  Loan  and 
Trust  Company. 


This  Iinlintiin  of  Mortgage,  made  this  first  day  of  June,  in  the  year  of 
our  Lord  one  thousand  eight  hundred  and  eighty-eight,  by  and  between  the 
Chicago,  Burlington  and  Northern  Railroad  Company,  a  consolidated  cor- 
poration of  the  States  of  Wisconsin  and  Minnesota,  and  organized  and  exist- 
ing under  the  laws  of  said  States,  party  of  the  first  part  (hereinafter  re- 
ferred to  as  the  first  party),  and  the  American  Loan  and  Trust  Company,  a 
corporation  duly  organized  under  the  laws  of  the  Commonwealth  of  Massa- 
chusetts, trustee,  for  the  uses  and  purposes  and  upon  the  terms  and  condi- 
tions herein  stated,  party  of  the  second  party  (hereinafter  referred  to  as  the 
trustee  i . 

Whereas,  the  first  party  is  now  the  owner  of  a  line  of  railroad  extending 
from  a  point  on  the  State  line  between  the  States  of  Illinois  and  Wisconsin, 
in  Grant  County,  Wisconsin,  near  the  city  of  East  Dubuque,  in  the  State  of 
Illinois,  northerly  to  a  point  on  the  west  boundary  line  of  the  State  of  Wis- 
consin, near  the  town  of  Prescott,  on  the  St.  Croix  River,  in  Pierce  County, 
Wisconsin,  and  thence  northwesterly  in  the  State  of  Minnesota  to  and  into 
the  city  of  St.  Paul,  a  distance  of  about" two  hundred  and  forty-five  16/100 
i  l'45.16)  miles,  and  also  of  certain  branches,  to  wit,  the  La  Crosse  freight 
line,  six  12/100  miles  in  length;  the  La  Crosse  and  Black  River  line,  one 
48/100  miles  in  length,  and  the  Winona  Branch  line,  two  72/100  miles  in 
length,  said  main  line  and  branches  making  a  total  mileage  of  about  two 
hundred  and  fifty-five  48/100  miles;  and  the  Chicago,  Burlington  and 
Northern  Railroad  Company  of  Illinois,  a  corporation  created  and  organ- 
ized under  and  in  conformity  with  the  laws  of  the  said  State  of  Illinois,  is 
now  the  owner  of  a  line  of  railroad  extending  from  a  point  in  the  town  of 
Oregon,  in  Ogle  County,  Illinois,  westerly  to  and  into  the  town  of  Savanna 


CORPORATE    HISTORY  1523 

in  Carroll  County,  Illinois,  and  also  from  a  point  in  the  city  of  Fulton,  in 
Whiteside  County,  Illinois,  northerly  to  a  connection  with  the  above-men- 
tioned railroad  in  the  town  of  Savanna,  and  thence  northerly  to  the  boundary 
line  of  the  State  of  Wisconsin,  in  Jo  Daviess  County,  Illinois,  a  distance  of 
one  hundred  and  three  40/100  miles,  there  meeting  and  connecting  with  the 
railroad  of  said  first  party  and  making  witli  it  one  continuous  line  of  rail- 
road from  St.  Paul  to  Fulton  and  Oregon,  Illinois  (at  which  points  it  con- 
nects with  the  railroad  system  of  the  Chicago,  Burlington  and  Quincy  Rail- 
road Company),  and  also  of  a  certain  branch,  to  wit,  the  Galena  Branch  line, 
extending  from  a  point  near  the  mouth  of  the  Galena  River  to  and  into  the 
town  of  Galena,  Illinois,  and  being  three  60/100  miles  in  length;  said  main 
line  and  branches  of  said  Illinois  Company  making  a  total  mileage  of  one 
hundred  and  seven  miles,  and  the  railroads  owned  by  the  first  party  and  the 
said  Chicago,  Burlington  and  Northern  Railroad  Company  of  Illinois  making 
together  a  total  mileage  of  about  three  hundred  and  sixty-two  50/100  miles ; 
and 

Whereas,  the  first  party,  on  the  first  day  of  December,  A.  D.  1885,  made 
and  executed  a  certain  mortgage  to  Henry  Parkman,  J.  Malcolm  Forbes  and 
Lucius  M.  Sargent,  of  Boston,  in  the  State  of  Massachusetts,  trustees,  of  all 
its  railroad,  railroad  properties,  franchises  and  appurtenances,  as  therein 
described,  and  of  three  million  dollars  ($3,000,000)  of  the  construction 
bonds,  and  three  million  dollars  ($3,000,000)  of  the  capital  stock  of  the 
Chicago,  Burlington  and  Northern  Railroad  Company  of  Illinois,  to  secure 
the  payment  of  the  five  per  cent  bonds  of  the  first  party  to  the  total  amount 
of  nine  million  dollars  ($9,000,000),  payable  on  the  first  day  of  April,  A.  D. 
1926;  and 

Whereas,  the  first  party  has  also  issued  and  now  has  outstanding  its  de- 
benture bonds  or  notes  to  the  amount  of  two  million  two  hundred  and  fifty 
thousand  dollars,  dated  Dec.  1,  A.  D.  1886,  payable  Dec.  1,  A.  D.  1896,  bear- 
ing six  per  cent  (6%)  interest,  and  unsecured  by  any  mortgage,  in  and  by 
which  said  debenture  bonds  or  notes  it  is  provided  ' '  that  whenever  the  said 
company  shall  make  any  further  mortgage  covering  any  of  the  railroad  of 
said  company  described  in  and  covered  by  said  first  mortgage,  such  further 
mortgage,  which,  under  all  circumstances,  is  to  be  limited  to  ten  thousand 
dollars  per  mile,  shall  provide  that  out  of  the  bonds  issued  thereunder,  an 
amount,  the  principal  of  which  shall  be  equal  in  face  value  to  the  principal 
of  said  debentures  then  outstanding,  shall  be  reserved,  and  the  proceeds 
thereof  shall  be  applied  only  to  the  payment  of  an  equal  amount  of  said 
debentures ' ' ;  and 

Whereas,  the  first  party  is  authorized  by  the  statutes  and  laws  aforesaid, 
and  by  the  terms  of  its  organization,  to  execute  trust  mortgages  of  its  rail- 
road and  franchises  connected  therewith,  and  of  its  other  property,  to  secure 
the  payment  of  bonds  issued  for  the  objects  and  purposes  herein  set  forth; 
and 

Whereas,  the  first  party  is  desirous  of  borrowing  money  to  an  amount  not 
exceeding  three  million  six  hundred  and  twenty -five  thousand  ($3,625,000) 
dollars,  for  the  purpose  of  completing,  improving  and  maintaining  its  lines 
of  railroad,  and  of  providing  for  the  payment  of  said  debentures  now  out- 


1524      CHICAGO,   BURLINGTON  &  QUINCY  RAILROAD   COMPANY 

standing,  and  of  furnishing  aid  to  said  Chicago,  Burlington  and  Northern 
Railroad  Company  of  Illinois,  as  it  is  authorized  by  law  to  do,  and  for  other 
purposes;  and  at  a  meeting  of  its  Board  of  Directors,  duly  called  and  held 
.-it  its  office  in  the  city  of  Boston,  Massachusetts,  on  the  fourteenth  day  of 
August,  1888,  did  resolve  to  execute  ami  issue  its  bonds  of  the  date  of  June 
1,  1888,  having  30  years  from  June  1,  1888,  to  run  to  maturity,  bearing  in- 
terest from  and  after  June  1,  1888,  at  the  rate  of  not  over  six  (6%)  per 
centum  per  annum,  payable  semi-annually  on  the  first  days  of  June  and  De- 
cember in  each  year,  the  first  coupon  for  six  (6)  months'  interest  to  be 
payable  Dec.  1,  1888,  and  the  principal  to  be  payable  June  1,  A.  D.  1918, 
both  principal  and  interest  to  be  payable  at  the  office  of  the  company  in  the 
city  of  Boston,  Massachusetts,  or  at  such  other  place  or  places  as  the  Board 
of  Directors  may  appoint;  said  bonds,  however,  to  be  redeemable  at  par 
and  accrued  interest  on  June  1,  1898,  or  on  any  coupon  day  thereafter,  and 
to  be  in  the  form  and  contain  the  provisions  following,  that  is  to  say:  — 

united  states  of  america 

Chicago  Burlington  and  Northern  Railroad  Company. 

No second  mortgage     %  bonds.  No. .  .  . 

Know  all  men  by  these  presents,  That  Hie  Chicago,  Burlington  and 
Northern  Railroad  Company,  a  consolidated  corporation  duly  created  and 
organized  under  the  laws  of  the  states  of  Wisconsin  and  Minnesota,  is  in- 
debted to  the  American  Loan  and  Trust  Company,  a  corporation  duly  or- 
ganized under  the  laws  of  the  Commonwealth  of  Massachusetts,  in  the  sum 
of  one  thousand  dollars  in  the  lawful  money  of  the  United  States  of  Ameri- 
ca, which  the  said  railroad  company  promises  to  pay,  at  its  office  in  Boston, 
.Massachusetts,  to  the  bearer  hereof,  or,  in  case  of  registration,  to  the  regis- 
tered holder,  on  the  first  day  of  June,  A.  D.  1918,  together  with  interest 
thereon  from  and  after  the  first  day  of  June,  A.  D.  1888,  at  the  rate  of 
per  cent  per  annum,  payable  semi  annually  at  the  office  of  the  company  in 
Boston,  or  at  such  other  places  as  the  directors  of  said  railroad  company 
may  from -time  to  time  designate,  on  the  first  days  of  June  and  December  in 
each  year,  on  the  presentation  and  surrender  of  the  annexed  coupons  as  they 
severally  become  due,  in  accordance  with  their  provisions.  Said  coupons  to 
be  paid  to  the  bearer  thereof,  whether  the  bond  is  registered  or  not,  and  the 
company  may,  but  shall  not  be  obliged  to,  require  proof  of  ownership  of  any 
coupon  before  paying  the  same,  and  payment  thereof  to  the  person  present- 
ing the  same  shall  in  any  case  discharge  the  company.  This  bond  shall  pass 
by  delivery  unless  registered,  or,  if  registered,  by  transfer  upon  the  books 
of  the  company,  in  the  city  of  Boston,  or  at  such  other  places  as  the  com- 
pany may  hereafter  appoint.  After  registration  of  ownership,  certified 
hereon  by  the  treasurer  or  transfer  agent,  this  bond  shall  not  pass  by  de- 
livery unless  the  last  transfer  on  the  books  of  the  company  shall  have  been 
to  bearer;  the  bond  to  be  subject  to  successive  registrations  and  transfers 
to  bearer  at  the  option  of  the  lawful  holder. 

This  bond  is  one  of  a  series  of  second  mortgage  bonds  amounting  in  the 
aggregate  to  three  million  six  hundred  and  twenty-five  thousand  dollars, 
issued  by  the  Chicago,  Burlington  and  Northern  Railroad  Company,  payable 


CORPORATE   HISTORY  1525 

to  the  American  Loan  and  Trust  Company  or  bearer:  all  bearing  even  date 
herewith,  and  secured  by  a  second  mortgage  upon  all  its  said  railroad  and  all 
the  property  and  franchises  thereto  belonging,  not  including,  however,  any 
future  branches  or  extensions  thereof.  Bonds  of  the  Chicago,  Burlington 
and  Northern  Kailroad  Company  of  the  State  of  Illinois,  to  the  amount  of 
one  million  and  seventy  thousand  dollars  ($1,070,000),  secured  by  a  second 
mortgage  upon  its  road,  have  been  conveyed  to,  and  are  to  be  held  by,  the 
said  trustee  for  further  and  additional  security,  as  provided  in  the  mortgage 
securing  the  bonds  of  this  issue. 

The  Chicago,  Burlington  and  Quincy  Railroad  Company,  and  the  Chicago 
and  Iowa  Kailroad  Company,  have  agreed  to  devote,  for  twenty  years,  one 
half  of  their  net  earnings  on  all  business  to  and  from  the  Chicago,  Burling- 
ton and  Northern  Kailroad  to  the  annual  purchase  of  the  first  mortgage 
bonds  of  this  company,  at  not  above  one  hundred  and  five  (105)  and  accrued 
interest;  and  the  Chicago,  Burlington  and  Quincy  Railroad  Company  has 
guaranteed  that  after  the  said  railroad  is  open  for  business  through  to  St. 
Paul,  the  amount  so  invested  in  each  year  shall  not  be  less  than  one  hundred 
thousand  dollars  ($100,000)  for  twenty  years  from  such  date. 

The  Chicago,  Burlington  and  Northern  Kailroad  Company  hereby  reserves 
the  right  to  redeem  all  the  bonds  of  this  issue  on  the  first  day  of  June,  A.  D. 
1898,  or  on  any  coupon  day  thereafter  before  the  maturity  of  the  bonds,  at 
par  and  accrued  interest,  by  giving,  in  either  ease,  notice  of  its  intention  so 
to  do,  by  publication  once  each  week  for  the  six  months  next  preceding  the 
date  fixed  for  their  redemption,  in  one  daily  newspaper  published  in  each  of 
the  cities  of  Boston  and  New  York. 

This  bond  is  to  be  valid  only  when  authenticated  by  a  certificate  indorsed 
hereon,  signed  by  the  trustee  above  named. 

In  Witness  Whereof,  the  Chicago,  Burlington  and  Northern  Railroad  Com- 
pany has  caused  its  corporate  seal  to  be  affixed  to  this  bond,  and  the  same  to 
be  signed  by  the  chairman  of  its  finance  committee  and  its  treasurer,  there- 
unto duly  authorized,  under  the  date  of  June  1,  A.  D.  1888. 

Chicago,  Burlington  and  Northern  R.  R.  Company. 

by 

Treasurer  Chairmen    of  Finance  Committee. 

and  did  also  resolve  to  secure  the  payment  of  the  same,  both  principal  and 
interest,  by  a  second  mortgage  of  its  said  railroad,  branches,  franchises  and 
other  corporate  property  of  every  nature  and  kind,  to  said  party  of  the 
second  part,  as  trustee,  for  the  benefit  and  security  of  the  holders  of  said 
bonds,  which  said  bonds  shall  be  authenticated  by  a  certificate  signed  by  the 
trustee  as  being  issued  under  and  secured  by  said  mortgage. 

Now,  Therefore,  this  Indenture  Witnesseth:  That  the  first  party,  in  order 
to  secure  the  payment  of  its  said  bonds  to  be  issued  as  aforesaid,  and  the 
interest  thereon,  and  in  consideration  of  one  dollar  ($1.00)  to  it  in  hand 
paid  by  the  party  of  the  second  part  at  the  ensealing  and  delivery  of  these 
presents,  the  receipt  whereof  is  hereby  acknowledged,  has  granted,  bargined, 
sold,  transferred  and  conveyed,  and  by  these  presents  does  grant,  bargain, 
sell,  transfer  and  convey  to  the  party  of  the  second  part  as  trustee,  and  to 


1526       CHICAGO,   BURLINGTON  &   QUINCY  RAILROAD   COMPANY 

its  successors  in  said  trust  and  assigns,  all  the  following  described  property, 
to  wit :  — 

All  the  present  and  in  the  future  to  be  acquired  property  of  the  first  party, 
in  and  relating  to  its  railroad,  except  future  extensions  and  branches,  and 
all  the  right,  title,  interest  and  equity  of  redemption  therein;  that  is  to  say, 
all  of  said  railroad  of  the  first  party  extending  from  a  point  on  the  State 
line  between  the  States  of  Illinois  and  Wisconsin,  in  Grant  County,  Wiscon- 
sin, near  the  city  of  East  Dubuque,  in  the  State  of  Illinois,  where  it  con- 
nects with  the  railroad  of  said  Chicago,  Burlington  and  Northern  Railroad 
Company  of  Illinois,  northerly  into  and  through  the  counties  of  Grant, 
Crawford,  Vernon,  La  Crosse,  Trempealeau,  Buffalo,  Pepin  and  Pierce,  in 
the  State  of  Wisconsin,  to  a  point  on  the  west  boundary  line  of  said  State 
of  Wisconsin,  near  the  town  of  Prescott,  in  said  Pierce  County,  thence  north- 
westerly into  and  through  the  counties  of  Washington  and  Ramsey,  in  the 
State  of  Minnesota,  to  and  into  the  city  of  St.  Paul,  Minnesota,  a  distance 
of  about  two  hundred  ami  forty  live  lf>/100  miles,  and  also  its  said  branches 
now  built,  to  wit:  the  La  Crosse  freight  line,  six  12/100  miles  in  length; 
the  La  Crosse  and  Black  River  line,  one  48/100  miles  in  length,  and  the 
Winona  Branch  line,  two  72/100  miles  in  length,  including  therein  the  rights 
of  way,  road  bed,  superstructure,  all  the  lands,  depots,  depot  grounds,  sta- 
tion houses,  viaducts,  fences,  bridges,  timber  and  materials  appurtenant  to  or 

to  become  connected  with  said  railroad  ami  branches,  and  all  property  pur- 
chased or  to  be  purchased  for  said  railroad  and  branches;  also  all  engines, 
tenders,  cars  and  machinery,  and  all  other  kinds  of  rolling  stock  belonging 
to  or  which  may  hereafter  be  acquired  by  the  first  party,  all  of  which  shall 
be  suitably  designated  and  marked,  but  not  including  cars  ami  other  rolling 
Btock  purchased  for  use  upon  future  extensions  or  branches;  but  this  clause 
shall  not  be  so  construed  as  to  prevent  the  first  party  from  selling  any  ma- 
terials or  rolling  stock,  in  the  ordinary  course  of  its  business,  to  be  replaced 
by  new,  which  shall  immediately  vest  in  the  trustee  without  any  further  con- 
veyance; also  all  the  rights,  privileges  and  franchises  of  the  first  party  relat- 
ing to  said  railroad,  and  property  acquired  by  virtue  thereof,  now  in  posses- 
sion, or  which  may  hereafter  be  acquired,  including  all  machine  shops,  im- 
plements and  tools  contained  therein,  or  along  the  line  of  said  railroad,  al- 
though the  same  may  not  be  herein  specifically  mentioned;  also  all  the  con- 
struction bonds,  amounting  to  three  million  dollars  ($3,000,000),  and  all 
of  the  capital  stock,  amounting  to  three  million  dollars  ($3,000,000),  of  said 
Chicago,  Burlington  ami  Northern  Railroad  Company  of  Illinois,  which  said 
stock  and  bonds  were  purchased  from  said  Illinois  Company  for  the  money 
furnished  to  it  for  the  construction  of  its  railroad,  and  were  by  the  first 
party  assigned,  transferred  and  conveyed  to  Henry  Parkman,  J.  Malcolm 
Forbes  and  Lucius  M.  Sargent,  trustees,  under  its  said  first  mortgage  as  and 
for  further  and  additional  security  for  the  payment  of  the  bonds  secured  by 
said  first  mortgage;  also  all  the  revenues  and  income  of  the  first  party;  also 
any  and  all  right,  title,  interest  and  property  which  the  first  party  may  at 
any  time  hereafter  acquire  in  or  to  said  railroad  of  said  Chicago,  Burlington 
and  Northern  Railroad  Company  of  Illinois,  whether  by  lease,  purchase,  con- 
solidation or  otherwise,  but  not  including  any  extensions  or  branches  which 


CORPORATE   HISTORY  1527 

may  in  the  future  be  built  by  either  of  said  companies,  and  belong  to  or  be 
acquired  by  the  first  party;  the  premises  hereinbefore  conveyed  being  sub- 
ject to  the  prior  lien  created  by  the  said  mortgage  to  Henry  Parkman,  J. 
Malcolm  Forbes  and  Lucius  M.  Sargent,  trustees,  dated  December  1st,  A.  D. 
1885,  and  part  of  the  rolling  stock  belonging  to  the  first  party  being  also 
subject  to  the  prior  lien  created  by  an  equipment  mortgage  to  Francis  Pea- 
body,  Jr.,  E.  V.  R.  Thayer  and  Nathaniel  H.  Stone,  dated  February  1st, 
A.  D.  1888 ;  and  also  the  second  mortgage  bonds  of  the  said  Chicago,  Bur- 
lington and  Northern  Railroad  Company  of  Illinois,  amounting  to  one  mil- 
lion and  seventy  thousand  dollars  ($1,070,000),  which  said  second  mortgage 
bonds  were  issued  by  said  Illinois  Company  for  the  purpose  of  raising  money 
to  pay  an  indebtedness  incurred  by  it  for  completing,  finishing,  improving 
and  operating  its  lines  of  railroad  and  to  complete,  finish,  improve  and  oper- 
ate its  lines  of  railroad,  and  were  purchased  from  said  Illinois  Company  and 
are  now  held  and  owned  by  the  first  party,  and  are  hereby  by  it  assigned, 
transferred  and  conveyed  to  the  trustee,  as  and  for  further  and  additional 
security  for  the  payment  of  the  bonds  secured  by  this  indenture,  subject, 
however,  to  the  provisions  relating  thereto  hereinafter  contained. 

The  first  party  reserves  the  right  to  redeem  all  the  bonds  of  this  issue  on 
June  1,  1898,  or  on  any  coupon  day  thereafter  before  the  maturity  of  the 
bonds,  at  par  and  accrued  interest,  by  giving,  in  any  case,  notice  of  its  in- 
tention so  to  do,  by  publication  once  each  week  for  the  six -months  next  pre- 
ceding the  date  fixed  for  their  redemption,  in  one  daily  newspaper  published 
in  each  of  the  cities  of  Boston,  Massachusetts,  and  New  York,  N.  Y. 

To  have  and  to  hold  the  said  railroad  of  the  first  party,  and  said  branches 
thereof,  and  all  the  other  property  and  interests  above  mentioned  or  intended 
to  be  included,  and  all  and  singular  said  premises  and  every  part  thereof, 
with  the  appurtenances,  unto  the  trustee  and  its  successors  in  said  trust  and 
assigns;  but  for  the  following  purposes,  and  upon  the  following  express 
trusts,  that  is  to  say: — 

In  case  the  first  party  shall  make  default  in  the  payment  of  taxes  and  as- 
sessments, as  herein  provided,  after  thirty  days'  notice  in  writing  by  the 
trustee  requiring  the  payment  thereof;  or  shall  fail  to  pay  the  principal  or 
any  part  thereof,  or  any  of  the  interest  on  any  bond  secured  or  intended  to 
be  secured  hereby  at  any  time  when  and  where  the  same  may  become  due 
and  payable  according  to  the  tenor  thereof,  and  for  sixty  (60)  days  there- 
after, then  and  in  such  case,  at  the  written  request  of  the  holders  of  one 
tenth  (1-10)  of  said  bonds  at  the  time  outstanding,  the  trustee,  its  succes- 
sors in  said  trust  or  assigns,  may,  upon  being  indemnified  by  the  parties 
making  the  application,  enter  into  and  take  possession  of  said  railroad  of  the 
first  party  and  said  branches  thereof,  and  all  other  property,  rights  and  in- 
terests hereby  conveyed  or  intended  to  be  conveyed,  and  as  attorney  in  fact 
and  agent  of  the  first  party,  by  itself  or  its  agents  duly  constituted,  have, 
use  and  employ  the  same  and  receive  the  revenues  therefrom,  making  from 
time  to  time  all  needful  repairs,  alterations  and  additions  thereto,  and  after 
indemnifying  themselves  from  loss,  damage  or  liability  arising  from  the 
management  of  said  trust,  apply  the  net  earnings  of  said  railroad,  branches, 
franchises  and  the  other  property  hereby  conveyed,  less  such  an  amount  as 


1528      CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

may  be  necessary  for  the  payment  of  taxes  and  assessments  and  a  reasona- 
ble compensation  to  the  trustee,  to  the  payment  of  all  such  interest  on  said 
bonds  as  may  at  that  time  remain  in  arrear  and  unpaid,  in  the  order  in  -which 
such  interest  shall  have  become  or  shall  become  due,  ratably  to  the  persons 
holding  the  coupons  evidencing  the  right  to  such  interest;  but  when  and  as 
soon  as  the  trustee,  out  of  such  net  earnings,  shall  have  paid  off  all  such 
arrears  of  interest,  and  of  taxes  and  assessments,  or  such  net  earnings  in  its 
hands  shall  be  sufficient  for  that  purpose,  it  shall  redeliver  said  railroad, 
branches  and  property  to  the  first  party:  provided,  however,  that  nothing  in 
tliis  provision  contained  shall  be  deemed  or  construed  to  preclude  the  trustee 
proceeding  to  foreclose  this  mortgage  in  the  manner  hereinafter  provided; 
or  the  trustee,  its  successors  in  said  trust  or  assigns,  at  their  discretion  may, 
and  upon  the  written  request  of  the  holders  of  one  tenth  (1-10)  of  said 
bonds  then  unpaid,  shall  upon  being  indemnified  by  the  parties  making  the 
application  in  case  such  mode  of  foreclosure  shall  at  that  time  be  authorized 
or  permitted  by  law,  cause  said  premises  and  property,  including  said  con- 
struction bonds  and  said  capital  stock  and  said  second  mortgage  bonds  of 
said  Illinois  Company,  to  be  sold  at  public  auction  at  La  Crosse,  in  said 
state  of  Wisconsin,  after  giving  sixty  (60)  days'  notice  of  the  time,  place 
and  terms  of  such  sale,  by  publishing  the  same  at  least  four  times  in  each 
week  in  one  or  more  of  the  principal  newspapers  for  the  time  being  published 
in  each  of  the  cities  of  Boston,  Massachusetts,  New  York,  N.  Y.,  and  La 
Crosse,  Wisconsin,  and  upon  such  sale  execute  to  the  purchaser  or  purchasers 
thereof  a  good  and  sufficient  deed  or  deeds  of  conveyance  in  fee  simple  for 
all  the  property  held  by  the  first  party  under  such  title,  and  a  suitable  and 
effective  conveyance  and  assignment  for  all  leaseholds  and  other  property 
held  by  the  first  party  and  sold  by  the  trustee,  which  conveyances  shall  be  a 
bar  to  the  first  party,  its  successors  and  assigns,  and  all  persons  claiming 
under  it  or  them,  of  all  right,  title,  interest  and  claim  in  or  to  said  premises 
or  any  part  thereof. 

And  in  case  of  such  default  in  the  payment  of  the  principal  or  interest  of 
said  bonds,  or  in  the  performance  of  any  of  said  covenants,  continued  for 
sixty  days  as  aforesaid,  the  principal  of  all  of  said  bonds,  upon  notice  to 
that  effect,  to  be  given  by  the  trustee  in  its  discretion  and  to  be  served  in 
writing  upon  the  treasurer  of  the  first  party,  shall  become  and  be  at  once 
due  and  payable,  and  shall  be  held  and  deemed  to  be  so  due  and  payable  for 
the  purposes  of  foreclosure  and  sale  under  this  instrument  and  for  all  other 
purposes  whatever. 

The  trustee  shall,  after  deducting  from  the  proceeds  of  such  sale  the  costs 
and  expense  thereof,  and  of  the  management  of  said  property,  and  sufficient 
to  pay  all  taxes  and  assessments  and  a  reasonable  compensation  to  itself  for 
its  services,  and  to  indemnify  and  save  itself  harmless  from  and  against  all 
liability  arising  from  this  trust,  appropriate  and  apply  so  much  of  the  pro- 
ceeds of  said  property  as  may  be  necessary  to  the  payment  in  full  of  the 
principal  and  accrued  interest  of  said  bonds  then  remaining  unpaid,  whether 
then  due  and  payable  or  not,  and  shall  restore  the  residue  thereof  to  the 
first  party,  its  successors  and  assigns;  and  in  case  said  proceeds  shall  not  be 
sufficient  for  such  payment  in  full,  then  to  appropriate  and  apply  the  same, 


CORPORATE    HISTORY  1529 

without  preference,  ratably  to  the  payment  of  all  of  such  unpaid  principal 
and  interest. 

It  is  understood  and  agreed  that  in  no  case  shall  any  claim  be  made  under, 
or  advantage  taken  by,  the  first  party,  its  successors  or  assigns,  of  valuation, 
appraisement,  redemption  or  extension  laws  now  in  force  or  hereafter  en- 
acted; nor  any  injunction. or  stay  of  proceedings  be  prayed  for  or  had,  or 
any  process  be  obtained  or  applied  for  by  it  or  them  to  prevent  such  entry, 
sale   and    conveyance   as   aforesaid. 

And  further,  that  in  case  the  trustee,  its  successors  in  said  trust  or  assigns, 
shall,  for  any  reason,  omit  to  avail  themselves  of  any  such  default  as  afore- 
said, such  omission  shall  not  prejudice  or  impair  the  rights  or  remedies  of 
tin'  trustee,  its  successors  in  said  trust  or  assigns,  to  avail  themselves  of  any 
other  or  further  neglect  or  default  of  the  first  party. 

Nor  shall  the  above  remedies  provided  for  in  cases  of  default  exclude  the 
trustee  or  its  successors,  if  they  shall  so  elect,  from  any  other  legal  or  equit- 
able remedies  they  may  be  entitled  to  in  the  premises,  including  any  other 
legal  mode  of  foreclosing  this  mortgage. 

And  the  first  party,  for  itself  and  its  successors,  hereby  agrees  to  execute 
and  deliver  any  further  reasonable  and  necessary  conveyance  and  assign- 
ment of  said  premises,  or  any  part  thereof,  to  the  trustee  or  its  successors 
in  said  trust  or  assigns,  which  counsel  of  tne  trustee,  at  any  time,  may  ad- 
vise, for  the  more  effectually  vesting  the  title  to  the  property  hereby  granted, 
or  intended  to  be  conveyed,  in  the  trustee,  or  its  successors  and  assigns ;  and 
for  the  more  fully  carrying  into  effect  the  objects  and  purposes  of  these 
presents. 

It  is  hereby  also  mutually  agreed  and  understood  that  it  shall  be  lawful 
for  the  first  party,  its  successors  and  assigns,  to  retain  possession  of  said 
property  hereby  conveyed,  and  to  receive  and  dispose  of  the  current  revenues 
of  said  railroads,  branches  and  property  hereby  conveyed,  as  it  or  they  shall 
deem  proper,  until  default  shall  be  made  in  the  payment  of  the  principal  or 
interest  of  the  bonds  hereby  secured,  or  some  part  thereof,  or  of  taxes  and 
assessments,  as  herein  provided;  and  further,  that  the  first  party  hereby 
covenants  to  pay  all  taxes  and  assessments  that  may  be  lawfully  levied  or 
assessed  upon  its  said  railroad,  branches  and  property  connected  therewith, 
as  they  shall  respectively  become  due  and  payable. 

And  that,  upon  full  and  final  payment  of  the  principal  and  interest  of  said 
bonds,  issued  under  and  secured  by  this  instrument,  the  estate  hereby  granted 
to  the  trustee  shall  be  void,  and  the  right  and  title  to  the  premises  and 
property  hereby  conveyed  shall  revert  to  and  revest  in  the  first  party,  its 
successors  and  assigns,  without  any  acknowledgment  of  satisfaction,  re-con- 
veyance, re-entry  or  other  act. 

And  further,  that  all  bonds  issued  and  secured  by  this  indenture,  and  the 
proceeds  thereof,  shall  be  used  for  and  appropriated  to  the  objects  and  pur- 
poses herein  contemplated. 

And  further,  that  the  bonds  issued  under  and  secured  by  this  trust  mort- 
gage are  to  be  issued  and  used  only  when  and  so  fast  as  the  same  and  the 
proceeds  thereof  shall  be  required  by  the  first  party,  its  succcessors  and  as- 
signs, for  the  objects  and  purposes  herein  mentioned  or  contemplated,  and 


1530      CHICAGO,   BURLINGTON   &   QUINCY   RAILROAD   COMPANY 

said  bonds  shall  at  any  and  all  times  be  certified  by  the  trustee,  its  succes- 
sors in  said  trust  or  assigns,  upon  the  written  application  of  the  first  party. 

And  it  is  further  covenanted  and  agreed,  that  the  trustee  shall  collect  the 
interest  on  said  second  mortgage  bonds  of  said  Chicago,  Burlington  and 
Northern  Railroad  Company  of  Illinois,  hereby  transferred  to  them,  and, 
when  so  collected,  as  long  as  the  terms  of  this  mortgage  are  complied  with 
by  the  first  party,  shall,  on  the  first  days  of  June  ami  December  in  each  year, 
pay  over  the  same  to  the  first  party. 

And  fail  her.  in  case  and  as  soon  as  the  first  party  shall  become  the  owner 
in  fee  of  the  railroad  of  said  Chicago,  Burlington  and  Northern  Railroad 
Company  of  Illinois,  or  become  consolidated  with  that  company,  the  title  to 
said  railroad  and  property  shall,  subject  to  the  lien  of  the  first  mortgage  as 
aforesaid,  thereupon  immediately  inure  to  the  trustee,  its  successors  in  said 
trust  and  assigns,  for  the  objects  and  purposes  of  this  trust,  and  the  first 
party  shall  thereupon  make  apt  ami  suitable  conveyances  thereof  to  the 
trustee  or  its  successors  in  said  trust;  and  that  thereupon  or  at  any  time 
thereafter,  at  the  option  of  the  first  party,  it  shall  have  the  right  to  with- 
draw such  construction  bond  or  bonds  as  are  secured  by  mortgage  thereon, 
and  said  capital  stork  and  said  second  mortgage  bonds  of  said  Illinois  Com- 
pany from  the  operation  of  this  indenture,  and  the  trustee,  upon  request  of 
the  first  party  in  writing  therefor,  shall  assign  and  redeliver  said  capital 
stuck,  and  shall  cancel  and  redeliver  said  const  met  ion  bonds  and  said  sec- 
ond mortgage  bonds  to  the  firsl  party,  its  successors  and  assigns;  and  said 
mortgages  of  said  Chicago,  Burlington  and  Northern  Railroad  Company  of 
Illinois,  securing  said  construction  bonds  and  said  second  mortgage  bonds, 
shall  thereupon  be  discharged  of  record. 

It  Lb  hereby  expressly  understood  and  declared  thai  this  trust  mortgage  is 

made  subject   to  said   ti  1st   mortgage  hereinbefore  men!  ioned,  executed   by  the 

first   party  <m   its  railroad  and  other  property,  as  hereinbefore  stated,  to 

Henry   Parkman,  J.  Malcolm   Forties  and    Lucius   M.  Sargent,  dated   December 

1,  1885,  ami  also  subject  to  the  equipment  mortgage  hereinbefore  mentioned, 
executed  by  the  firsl  party  on  part  of  its  rolling  stock,  as  hereinbefore 
stated,  to  Francis  I'eabodv,  Jr.,  E.  V.  R.  Thayer  and  Nathaniel  H.  Stone, 
dated    February  1,  1888. 

It  is  further  mutually  agreed  that  the  said  trustee,  its  successor  and  suc- 
cessors in  said  trust,  shall  only  be  accountable  for  gross  negligence  or  wilful 
default  in  the  management  thereof,  and  shall  not  lie  responsible  for  the  acts 
of  any  agent  employed  by  it  or  them,  when  such  agent  shall  have  been  se- 
lected  with  reasonable  discretion. 

And  that  said  trustee,  its  successor  or  successors  in  said  trust,  shall  be  en- 
titled to  reasonable  compensation  for  its  labor,  services  and  expenses  in  the 
management  of  the  same. 

In  the  event  of  the  resignation  or  inability  to  act  of  said  trustee,  or  any 
trustee  of  these  presents,  which  inability  shall  be  determined  and  declared 
by  resolution  of  the  board  of  directors  of  the  first  party,  the  first  party  shall, 
by  a  vote  of  its  directors,  proceed  to  designate  a  successor  or  successors  in 
said  trust,  and  shall  notify  the  bondholders  of  such  designation  by  an  ad- 
vertisement in  one  daily  newspaper  in  each  of  the  cities  of  Boston  and  New 


CORPORATE   HISTORY  1531 

York,  to  be  published  three  times  a  week  for  three  successive  weeks,  and 
thereupon,  unless  the  holders  of  a  majority  in  amount  of  the  bonds  then  out- 
standing shall,  in  writing,  within  thirty  days  from  the  last  publication  of 
such  notice,  notify  the  first  party  of  their  dissent  from  such  appointment, 
the  same  shall  stand,  and  shall  by  the  first  party  be  indorsed  hereon. 

In  case  such  majority  of  the  bondholders  shall  dissent  as  aforesaid  from 
said  appointment  designated  by  the  first  party,  and  no  agreement  is  made 
between  the  first  party  and  such  majority  upon  an  appointment  to  fill  such 
vacancy,  within  sixty  (60)  days  from  the  last  publication  of  said  notice  to 
the  bondholders,  then,  upon  the  application  of  any  bondholder  under  these 
presents,  after  notice  to  the  first  party,  or  upon  the  application  of  the  first 
party,  a  new  trustee  or  trustees  may  be  appointed  by  the  judge  of  any  court 
having  jurisdiction  of  the  premises. 

If  either  the  first  party  or  a  majority  in  interest  of  the  bondholders  here- 
under shall  desire  to  remove  any  trustee  or  trustees  of  these  presents,  and 
substitute  other  trustee  or  trustees  in  its  or  their  place,  they  shall  have  the 
right  so  to  do  in  the  manner  following,  to  wit:  Such  majority  of  the  bond- 
holders shall  have  the  right,  in  a  written  communication  to  the  first  party, 
to  express  their  desire  for  such  change,  and  shall  designate  a  successor  or 
successors  to  take  the  place  of  the  trustee  or  trustees  they  desire  to  have  re- 
moved ;  and  if  such  change  and  such  new  appointment  shall  be  assented  to 
by  a  vote  of  the  directors  of  the  first  party,  such  new  appointment  shall 
stand,  and  it  shall  be  by  the  first  party  indorsed  hereon. 

In  like  manner  the  first  party,  by  vote  of  its  directors,  may  declare  its 
desire  to  make  such  change  of  trustee  or  trustees  hereunder,  and  designate  a 
successor  or  successors  to  succeed  in  said  trust,  and  shall  notify  the  bond- 
holders thereof  by  an  advertisement  in  one  daily  newspaper  in  each  of  the 
cities  of  Boston  and  New  York,  to  be  published  three  times  a  week  for  three 
successive  weeks;  and  thereupon,  if  a  majority  in  interest  of  the  holders  of 
all  the  outstanding  bonds  shall,  in  writing,  within  thirty  days  from  the  last 
advertisement,  notify  the  first  party  of  their  dissent  from  such  appointment 
of  trustee  or  trustees,  such  appointment  shall  be  void ;  otherwise,  the  appoint- 
ment shall  stand,  and  be  by  the  first  party  indorsed  hereon. 

The  person  or  persons,  or  corporation,  so  chosen  or  appointed  in  whatever 
manner  as  trustee,  or  named  in  such  judge's  appointment,  shall  thereupon 
be  and  become  the  trustee  or  trustees  for  the  time  being  of  these  presents  as 
fully  to  all  intents  and  purposes  as  if  these  presents  had  been  in  the  first 
place  executed  and  delivered  to  such  person,  persons  or  corporation. 

But,  should  it  be  thought  desirable  or  necessary  by  the  counsel  of  the 
trustee  or  trustees,  the  parties  hereto  shall  execute  and  deliver,  or  cause  to 
be  executed  and  delivered,  such  releases  and  conveyances  as  counsel  shall  ad- 
vise to  be  necessary. 

And  each  person  or  corporation  appointed  or  chosen  as  trustee,  in  what- 
ever method,  shall  indorse  an  acceptance  of  such  appointment  upon  this 
indenture. 

It  is  further  understood  that  during  a  vacancy  for  any  cause,  the  remain- 
ing trustee  or  trustees,  if  any,  shall,  until  such  vacancy  shall  be  filled,  be 
fully  empowered  to  execute  all  the  provisions  of  this  trust. 


1532       CHICAGO,   BURLINGTON   &   QUINCY   RAILROAD   COMPANY 

And  that  each  and  every  of  the  stipulations  and  agreements  herein  con- 
tained shall  be  binding  upon  the  successor  or  successors,  survivor  or  survi- 
vors, and  assigns,  respectively,  of  the  parties  hereto. 

The  said  trustee  hereby  accepts  the  trust  created  by  these  presents. 

In  Witness  Whereof,  the  said  Chicago,  Burlington  and  Northern  Kailroad 
Company,  party  of  the  first  part,  has  caused  its  corporate  name  to  be  here- 
unto, and  to  fifteen  (15)  other  originals,  subscribed  and  its  corporate  seal 
to  be  hereto  attached  by  William  Powell  Mason,  the  chairman  of  its  finance 
committee,  and  the  same  to  be  attested  by  its  secretary,  and  the  said  trustee 
has  also  hereunto,  and  to  the  fifteen  (15)  other  originals,  caused  its  corpor- 
ate name  to  be  subscribed,  and  its  corporate  seal  to  be  hereto  attached,  by 
its  president,  and  the  same  to  be  attested  by  its  actuary,  all  on  the  day  and 
year  first  above  written. 

The  Chicago  Burlington  &  Northern  R.  P.  Co., 
[seal]  by  William  Powell  Mason, 

Chairman  of  the  Finance  Committee. 

Signed,  sealed  and  delivered  in  presence  of 
Chas.  A.  Lovett 

W.    L.   Watts 
AtteM  : 

F.  B.  Beaumont,  Secretary 

American  Loan  and  Trust  Company, 
[seal]  by  S.  E.  Peabody, 

Prest.  pro  tern. 
Henry  C.  Butman. 
F.  W.  Jones. 
Attest: 
N.  W.  Jordan,  Actuary. 

State  of  Massachusetts,  ) 

>■  ss 
County  of  Si  kkm.k.  \  ' 

Be  it  remembered  that  on  this  23rd  day  of  October  A.  D.  1888,  before 
me,  a  QOtary  public  residing  in  Boston,  in  said  County  duly  commissioned 
to  take  acknowledgments  and  proofs  of  deeds  and  other  instruments  in 
writing,  under  seal,  personally  came  William  Powell  Mason,  the  Chairman 
of  the  Finance  Committe  of  the  Chicago,  Burlington  and  Northern  Railroad 
Company,  who  is  known  to  me  to  be  the  person  whose  name  is  signed  to 
tdie  foregoing  deed  of  conveyance,  and  who,  being  by  me  duly  sworn,  deposes 
and  says,  that  he  resides  in  said  Boston;  that  he  is  the  Chairman  of 
the  Finance  Committee  of  said  Chicago,  Burlington  and  Northern  Rail- 
road Company;  that  the  seal  affixed  to  the  foregoing  conveyance  is  the 
corporate  seal  of  said  company;  that  it  was  affixed  by  order  of  said  company, 
and  that  he  signed  the  corporate  name  of  said  company  to  said  conveyance, 
by  like  order,  as  the  Chairman  of  the  Finance  Committee  of  said  company; 
and  acknowledged  that  he  executed  and  delivered  the  said  deed  on  behalf 
of  said  company,  as  his  free  and  voluntary  act,  and  that  the  said  company 


Notary 

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CORPORATE    HISTORY  1533 

also  executed  said  conveyance,  as  its  free  arid  voluntary  act,  for  the  uses 
and  purposes  therein  set  forth. 

In  witness  whereof,  I  hereunto  set  my  hand  and  official  seal,  this  twenty- 
third  day  of  October  A.  D.  1888.  G.  Arthur  Hilton, 
[seal] 

EECOEDED  IN  WISCONSIN 

County  Date 

La  Crosse  October  27,  1888 

Vernon  October  29,  1888 

Pepin  October  29,  1888 

Buffalo  October  29,  1888 

Crawford  October  29,  1888 

Trempealeau  October  29,  1888 

Grant  October  30,  1888 

Pierce  October  30,  1888 

Secretary  of  State  October  29,  1888 

EECOEDED  IN  MINNESOTA 
County  Date 

Eamset  October  29,  1888 

Washington  October  29,  1888 

Winona  November     1,  1888 

Secretary  of  State  October  29,  1888 

RELEASE,  February  19,  1908,  American  Trust  Company,  formerly  Amer- 
ican Loan  and  Trust  Company,  Trustee  to  Chicago,  Burlington  &  Northern 
Eailroad  [Wisconsin  and  Minnesota]. 

********* 

Whereas,  the  Chicago,  Burlington  &  Northern  Eailroad  Company,  a  con 
solidated  corporation  of  the  States  of  Wisconsin  and  Minnesota  and  organ- 
ized and  existing  under  the  laws  of  said  States,  by  indenture  of  mortgage 
bearing  date  the  first  day  of  June,  A.  D.  1888,  in  and  for  the  consideration 
therein  named  and  to  secure  the  payment  of  the  bonds  therein  specified,  did 
convey  certain  described  property  unto  the  American  Loan  &  Trust  Com- 
pany, and 

llliereas,  said  mortgage  has  been  recorded  as  follows: 

October  29,  1888,  in  the  office  of  the  Secretary  of  State  for  Minnesota, 
Book  4,  General  Eailroad  Becords,  page  472. 

October   29,   1888,   in   the   office   of  the  Eegister   of   Deeds   for   Eamsey 
County,  Minnesota,  Book  170  of  Mortgages,  page  225. 

October  29,  1888,  in  the  office  of  the  Eegister  of  Deeds  for  Washington 
County,  Minnesota,  Book  2  of  Mortgages,  page  491. 

November   1,  1888,  in  the  office  of   the  Eegister  of  Deeds  for  Winona 
County,  Minnesota,  Book  45  of  Mortgages,  page  479. 

October  29,  1888,  in  the  office  of  the  Secretary  of  State  for  Wisconsin, 
Volume  8  of  E.  E.  M.  &  T.  D.,  page  288. 

October   29,   1888,   in  the    office   of   the   Eegister   of   Deeds    for  Vernon 
County,  Wisconsin,  Book  3  of  Mortgages,  page  237. 


1534      CHICAGO,  BURLINGTON    A    QTJINCY   RAILROAD   COMPANY 

October  27,  1888,  in  the  office  of  the  Register  of  Deeds  for  La  Crosse 
County,  Wisconsin,  Book  36  of  Mortgages,  page  483. 

October  29,  1888,  in  the  office  of  the  Register  of  Deeds  for  Pepin  County, 
Wisconsin,  Book  J.  of  Mortgages,  page  586. 

October  29,  1888,  in  the  office  of  the  Register  of  Deeds  for  Buffalo 
County,  Wisconsin,  Book  17  of  Mortgages,  page  104. 

October  29,  1888,  in  the  office  of  the  Register  of  Deeds  for  Crawford 
County.  Wisconsin,  Book  L.  of  Mortgages,  page  501. 

October  30,  1888,  in  the  office  of  the  Register  of  Deeds  for  Grant  County, 
Wisconsin,  Bonk  39  of  Deeds,  page  31". 

October  29,  1SSS,  in  the  office  of  the  Register  of  Deeds  for  Trempealeau 
County,  Wisconsin,  Book  22   of   -Mortgages,  page  378. 

October  30,  1888,  in  the  office  of  the  Register  of  Deeds  for  Pierce  County, 
Wisconsin,  Book  41  of  Mortgages,  page  315. 
and 

Whereas,  by  Act  of  the  Legislature  of  the  Commonwealth  of  Massachu- 
setts the  name  of  the  American  Loan  and  Trust  Company  was  changed  in 
February,  1907,  to  American  Trusl  Company;  and 

Whereas,  all  the  bonds  issued  under  and  secured  by  said  indenture  of 
mortgage  have  been  fully  cancelled; 

•'.  the  American  Trust  Company,  Trustee  under  said  mort- 
hereby  releases  and  discharges  the  property  covered  by  said  mortgage 
ad  from  the  lien  then 

I         ■   ess  whereof,  the  American  Trust  Company,  Trustee  as  aforesaid, 
has  caused   its  corporate   name  to  be  subscribed   and   its  corporate  seal  to 
be   hereto   attached   by    its    President,    and   the   same  to  be  countersigned 
by  its  Secretary,  tins  Nineteenth  day  of  February,  A.  D.  1908. 
[seal]  American   Trust   Company,  Trustee. 

Countersigned:  By  R.  G.  Fessemhn,  President. 

I  town,  Secretary. 
Witnesses: 

I!     Ql  \K    W.    I.!  ICHTOX, 

I.  lwb]  N'T  11.  Merchant. 
State  or  Ma>>achusetts,  ) 


[  ss 


County  of  Suffolk, 

Be  U  bered,  that  on  this  Nineteenth  day  of  February,  A.  D.,  1908, 

bi  fore  me,  Eugene  W.  Leighton,  a  Notary  Public,  residing  in  Newtonville, 
Mass..  duly  commissioned  to  take  acknowledgments  and  proofs  of  deeds 
and  other  instruments  in  writing  under  seal,  personally  came  R.  G.  Fessen- 
den,  the  President  of  the  American  Trust  Company,  Trustee,  who  is  known 
to  me  to  be  the  person  whose  name  is  signed  to  the  foregoing  deed  of 
release,  and  who,  being  by  me  duly  sworn,  deposes  and  -ays  that  he 
resides  in  Boston,  Mass.;  that  he  is  the  President  of  the  American  Trust 
Company;  that  the  seal  affixed  to  the  foregoing  conveyance  is  the  cor- 
porate seal  of  said  Company;  that  it  was  affixed  by  order  of  said  Company, 
and  that  he  signed  the  corporate  name  of  said  Company  to  said  release 
by  like   order,  as  President  of  said  Company,  and  acknowledged  that   he 


CORPORATE    HISTORY  1535 

executed  and  delivered  the  said  deed  on  behalf  of  said  Company  as  his  free 
and  voluntary  act ;  and  that  the  said  Company  also  executed  said  conveyance 
as  its  free  and  voluntary  act,  for  the  uses  and  purposes  therein  set  forth, 
as  such  Trustee. 

In  witness  whereof,  I  have  hereunto  set  my  hand  and  official  seal  this 
Nineteenth  day  of  February,  A.  D.,  1908. 

Eugene  W.  Leighton,  Notary  Public. 
My  commission  expires  February  5th,  1909. 

EECOEDED  IN  WISCONSIN 
County  Date  Bool-  Page 


Vernon 

June  29, 

1909 

28 

508 

LaCkosse 

July  2, 

1909 

71 

488 

Pepin 

July  17, 

1909 

V 

177 

Buffalo 

July  22, 

1909 

34 

528 

Pierce 

July  29, 

1909 

110 

238 

Grant 

August  4, 

1909 

67 

115 

Crawford 

August  17, 

1909 

81 

584 

Trempealeau 

September  8, 

1909 

44 

454 

Secretary  of  State  June     1,  1909  14  676 

EECOEDED  IN  MINNESOTA 

County                                                  Date                         Book  Page 

Eamsey                                           June     4,  1909                   109  198 

Washington                                June  14,  1909                    25  165 

Winona                                           June  22,  1909                     66  465 

Secretary  of  State                    May     1,  1909                    12  352 

LEASE,  March  1,  1889  (Effective  May  1,  1899),  Chicago,  Burlington  & 
Northern  Eailroad  Company  to  Chicago,  Burlington  &  Quincy  Eailroad 
Company. 

********* 

This  Indenture  of  Lease  made  and  entered  into  this  first  day  of  March, 
A.  D.  1899,  by  and  between  the  Chicago  Burlington  &  Northern  Eailroad 
Company,  a  consolidated  corporation  created,  organized  and  existing  under 
and  by  virtue  of  the  laws  of  the  States  of  Wisconsin  and  Minnesota,  party 
of  the  first  part,  and  the  Chicago,  Burlington  and  Quincy  Eailroad  Company, 
a  corporation  created,  organized  and  existing  under  and  by  virtue  of  the 
laws  of  the  State  of  Illinois,  party  of  the  second  part ; 

Witnesseth:  That,  Whereas  the  party  of  the  first  part  is  the  owner  of 
and  maintains  and  operates  a  railroad  extending  from  a  point  on  the  south 
boundary  line  of  the  State  of  Wisconsin,  in  Grant  County,  at  or  near  the  City 
of  East  Dubuque,  in  the  State  of  Illinois,  thence  northerly  to  a  point  on  the 
west  boundary  line  of  the  State  of  Wisconsin,  in  or  near  the  town  of 
Prescott,  on  the  St.  Croix  Eiver,  in  Pierce  County,  Wisconsin;  thence  in 
a  northwesterly  direction  to  and  into  the  City  of  Minneapolis,  Minnesota, 
via  and  through  the  City  of  St.  Paul,  Minnesota ;  the  length  of  said  railroad 
of  the  first  party  being  about  two  hundred  and  sixty  (260)  miles;  and, 


1536       CHICAGO.   BURLINGTON  &   QUINCY   RAILROAD   COMPANY 

Whereas,  the  said  first  party  has  heretofore,  in  order  to  procure  funds 
to  pay  for  the  construction  and  equipment  of  its  road,  and  for  other  pur- 
poses, been  compelled  to  borrow  large  sums  of  money,  for  which  it  has 
issued  its  mortgage  bonds,  for  which  the  said  first  party  is  now  liable, 
together  with  the  interest  thereon;  and, 

Whereas,  the  said  party  of  the  second  part  operates  a  line  of  railroad 
extending  from  Chicago,  Illinois,  to  the  said  point  on  the  boundary  line  be- 
tween the  States  of  Illinois  and  Wisconsin,  where  it  connects  with  the 
railroad  of  the  first  party ;  and  it  is  believed  to  be  for  the  mutual  interest 
of  the  two  companies  and  of  the  public,  that  the  said  first  party's  railroad 
and  its  equipment  and  other  property  shall  be  leased  to  and  operated  by  the 
party  of  the  second  part ;   and, 

Whereas,  witli  this  purpose  in  view,  meetings  of  the  respective  boards  of 
directors  of  said  corporations  have  been  duly  and  legally  called  and  held, 
at  which  the  lease  and  agreements  herein  contained  were  considered  and 
acted  upon,  subject  to  the  approval  of  the  stockholders  of  the  party  of 
the  first  part ;   and, 

Whereas,  more  than  four-fifths  of  the  said  stockholders  of  the  party  of  the 
first  part  have  approved  this  lease  in  writing,  as  shown  and  indicated  by 
their  written  instrument  of  approval  hereto  annexed, 

Now  therefore,  this  Indenture  Witneaseth:  That  the  party  of  the  first 
part,  the  Chicago,  Burlington  >.V  Northern  Railroad  Company,  in  considera- 
tion of  the  stipulations  and  agreements  herein  contained,  to  be  kept  and 
performed  by  the  party  of  the  first  part,  has  granted,  demised  and  leased, 
and  does  hereby  grant,  demise  and  lease  to  the  said  party  of  the  second 
part,  the  Chicago,  Burlington  &  Quincv  Railroad  Company,  its  successors 
and  assigns,  for  the  period  hereinafter  specified,  all  and  singular  its  railroad 
above  described,  extending  from  the  point  on  the  boundary  line  between 
the  States  of  Illinois  and  Wisconsin,  to  and  into  the  City  of  Minneapolis, 
.Minnesota,  together  with  all  rights  of  way  and  depot  and  other  lands, 
or  interests  therein,  belonging  to  or  connected  with  the  said  railroad  or 
any  part  thereof;  all  station  houses,  shops,  offices  and  other  buildings  and 
structures  of  whatsoever  kind  belonging  thereto,  or  used  in  connection 
therewith,  together  with  all  fixtures  ami  appurtenances  of  said  railroad; 
and  all  in  singular  the  equipment  and  rolling  stock  of  the  said  railroad, 
and  every  part  thereof,  including  engines,  cars  and  all  tools  and  machinery 
of  every  kind,  connected  with  the  equipment  of  said  railroad,  together  with 
all  other  property  of  every  kind  and  description  belonging  to  or  apper- 
taining to  the  said  railroad  and  its  branches,  or  any  part  or  portion 
thereof. 

To  Have  and  to  Hold  the  said  railroad  and  its  equipment  and  the  prem- 
ises and  property  above  mentioned  and  described,  unto  the  said  Chicago, 
Burlington  &  Quincv  Railroad  Company  for  and  during  the  period  herein- 
after  named. 

The  said  party  of  the  second  part,  in  consideration  of  the  premises  doth 
hereby  covenant  ami  agree  with  the  party  of  the  first  part,  its  successors  ami 
assigns,  to  take  immediate  possession  of  the  said  demised  railroad  and  its 
equipment    and    other    property    above    mentioned    and    described,    and    to 


CORPORATE    HISTORY  1537 

keep  the  said  railroad  equipped,  and  to  maintain  and  operate  the  same  in 
such  manner  as  to  furnish  reasonable  accommodations  to  the  public,  and  to 
pay  or  cause  to  be  paid  all  taxes  and  assessments  that  may  be  lawfully 
charged  or  assessed  against  said  railroad  and  property  or  any  part  thereof, 
and  to  keep  the  said  railroad  and  property  and  equipment  in  good  condi- 
tion and  repair,  and  to  return  the  same  to  the  party  of  the  first  part  at  the 
expiration  of  this  lease  in  as  good  condition  and  repair  as  they  are  at  the 
commencement  of  this  lease. 

A  correct  schedule  or  memorandum  of  the  engines,  cars  and  all  other 
rolling  stock  and  personal  property  leased  as  aforesaid,  is  hereto  annexed, 
together  with  the  estimated  value  thereof;  and  it  is  agreed  that  if,  for 
any  reason,  the  party  of  the  second  part  cannot  at  the  expiration  of  this 
lease,  return  to  the  party  of  the  first  part  the  identical  articles  so  scheduled, 
then  others  of  equal  value  may  be  substituted  therefor. 

The  said  party  of  the  second  part,  in  addition  to  the  foregoing,  and  as 
rental  for  the  use  of  the  said  railroad  and  its  equipment  and  the  other 
property,  demised  as  aforesaid,  agrees  to  pay  all  interest  upon  all  the 
bonds  issued  by  the  party  of  the  first  part,  and  now  outstanding,  and  also 
the  interest  upon  any  renewals  or  extensions  or  replacements  of  said  bonds, 
or  any  of  them,  as  and  when  the  several  installments  of  said  interest  mature 
and  become  due  and  payable,  during  the  period  of  this  lease,  the  interest 
coupons  attached  to  the  several  bonds  being  taken  up  and  cancelled  by  the 
second  party  as  they  respectively  mature. 

This  lease  shall  take  effect  on  the  date  hereof,  and  shall  continue  in  force 
for  the  period  of  twenty-five  (25)  years  from  and  after  this  date. 

In  Witness  Whereof,  the  parties  hereto  have  caused  their  corporate  names 
to  be  hereunto,  and  to  one  other  original,   subscribed  by  their  respective 
Presidents,  and  their  corporate  seals  to  be  attached  and  attested  by  their 
respective  Secretaries,  the  day  and  year  first  above  written. 
[seal]  Chicago,  Burlington  &  Northern  Eailroad  Company, 

Witness:  By  Geo.  B.  Harris,  President 

L.  B.  Larsen, 

J.  M.  Dearing. 
Attest : 

T.  S.  Rowland,  Secretary. 
[seal]  Chicago,  Burlington  &  Quincy  Eailroad  Company, 

Witness:  By  C.  E.  Perkins,  President. 

W.  W.  Baldwin, 

H.  E.  Jarvis 
Attest: 

T.  S.  Howland,  Secretary. 
[U.  S.  Kev.  Stamp  $1] 

State  of  Illinois,  ) 

v  SS. 

County  of  Cook.     \ 

On  this  eighteenth  day  of  March  A.  D.,  1899,  before  me  personally  ap- 
peared George  B.  Harris,  to  me  personally  known,  and  to  be  the  person  who 
executed  the  foregoing  instrument,  who,  being  by  me  duly  sworn  did  say 


1538       CHICAGO,   BURLINGTON    &    QUINCY  RAILROAD   COMPANY 

that  he  is  the  president  of  the  Chicago,  Burlington  &  Northern  Railroad 
Company,  a  consolidated  corporation  organized  and  existing  under  and  by 
virtue  of  the  laws  of  the  States  of  Wisconsin  and  Minnesota  and  that  the 
seal  affixed  to  said  instrument  is  the  corporate  seal  of  said  corporation,  and 
that  said  instrument  was  signed  and  sealed  in  behalf  of  said  corporation 
by  authority  of  its  board  of  directors,  ami  said  George  B.  Harris  acknowl- 
edged said  instrument  and  that  it  was  the  voluntary  act  and  deed  of  said 
corporation. 

In    Witness   Whereof  I  have  hereunto  set   my   hand  and  official  seal  the 
day  and  year  above  written. 
[seal]  H.  W.  Weiss, 

Notary  Public  for  said  County  and  State. 
My  commission  expires  Feb.  19,  1900. 


\ 


State  of  Iowa, 

L  gg 

County  of  Des  Moines. 

On  this  eleventh  day  of  March,  A.  D.  1899,  before  me  personally  appeared 
C.  E.  Perkins,  to  me  personally  known,  and  to  lie  the  person  who  executed 
the  foregoing  instrument,  who  being  by  me  duly  sworn  did  say  that  he 
is  the  president  of  the  Chicago,  Burlington  and  Quincy  Railroad  Company, 
a  corporation  organized  and  existing  under  and  by  virtue  of  the  laws  of 
the  State  of  Illinois,  and  that  the  seal  affixed  to  said  instrument  is  the 
corporate  seal  of  said  corporation,  and  that  said  instrument  was  signed 
and  scaled  on  behalf  of  said  corporation  by  authority  of  its  board  of  direc- 
tors and  said  ( '.  E.  Perkins  acknowledged  said  instrument  and  that  it  was 
the  voluntary  act  and  deed  of  said  corporation. 

7/i  Witness  Whereof  I  have  hereunto  set  my  hand  and  official  seal  the 
day   and  year  above  written. 
[seal]  H.  E.  Jarvis, 

Notary  Public  for  said  County  and  State. 
"Sly  commission    expires  July  4th,  1900. 


State  ok  Illinois. 

L   ggB 

County  oe  Cook. 


ois.  ) 

K.        \ 


DEED,  June  1,  1899,  Chicago,  Burlington  &   Northern  Bailroad  Company 
to  Chicago,  Burlington  Ac  Quincy  Bailroad  Company. 

This  Indenture,  Made  this  first  day  of  June,  A.  D.  1899,  by  and  between 
the  Chicago,  Burlington  &  Northern  Railroad  Company,  a  consolidated  cor- 
poration created,  organized,  and  existing  under  and  by  virtue  of  the  laws 
of  the  States  of  Wisconsin  and  Minnesota,  party  of  the  first  part,  and  the 
Chicago,  Burlington  &  Quincy  Railroad  Company,  a  corporation  created, 
organized,  and  existing  under  and  by  virtue  of  the  laws  of  the  State  of 
Illinois,  party  of  the  second  part,  Witnesseth:   That, 

Whereas,  The  first  party,  being  thereto  duly  authorized  by  law,  is  the 
owner  of  the  following  described  railroad  in  the  States  of  Wisconsin  and 
Minnesota,  to-wit: 

Beginning  at  a  point  on  the  south  boundary  line  of  the  State  of  Wiscon- 


CORPORATE    HISTORY  1539 

sin,  in  Grant  County,  where  it  connects  with  the  railroad  of  the  Chicago, 
Burlington  and  Northern  Eailroad  Company,  a  corporation  of  Illinois, 
thence  extending  north-westerly  via  La  Crosse,  to  and  into  St.  Paul  and 
Minneapolis,  Minnesota,  a  distance  of  about  two  hundred  and  fifty-eight 
and  thirty  hundredths  (258.30)  miles;  together  with  a  branch  from  East 
Winona,  Wisconsin,  to  Winona,  Minnesota,  a  distance  of  about  one  and 
nineteen  hundredths  (1.19)  miles,  and  all  railroads,  yards  and  terminal 
grounds,  and  other  lands  and  property  held  by  the  party  of  the  first  part, 
for  the  use  and  operation  of  its  said  railroad,  or  appurtenant  thereto,  lying 
and  situated  in  Dubuque,  Iowa,  Winona,  St.  Paul,  and  Minneapolis,  Minne- 
sota; also  certain  locomotives,  cars,  and  other  rolling  stock,  equipment, 
furniture,  telegraph  lines,  tools,  supplies,  materials,  implements,  machinery, 
and  personal  property;  and, 

Whereas,  The  railroad  of  the  first  party  connects  with  the  railroads  of 
the  second  party,  and  forms  therewith  a  continuous  and  connected  line  of 
railroad ;   and, 

Whereas,  The  second  party  is  now  in  possession  of  and  operating  the 
said  above  described  railroad,  in  connection  with  its  own  railroads,  under  a 
lease  for  twenty-five  (25)  years,  and  has  offered  to  purchase  the  remaining 
interests,  property,  and  franchises  of  the  first  party  in  and  to  said  railroad, 
upon  the  terms  and  conditions  hereinafter  stated,  which  have  been  agreed 
to  by  the  directors  of  both  the  said  companies,  and  approved  by  the  stock- 
holders owning  and  holding  two-thirds  in  amount  of  the  capital  stock  of 
the  parties  of  the  first  and  second  parts,  in  manner  and  form  as  required 
by  law : 

Now,  Therefore,  This  Indenture  Witnesseth:  That  the  said  party  of  the 
first  part,  for  and  in  consideration  of  five  dollars  to  it  in  hand  paid,  the 
receipt  of  which  is  hereby  acknowledged,  and  other  good  and  valuable  con- 
siderations, has  granted,  bargained,  and  sold,  and  by  these  presents  does 
grant,  bargain,  sell  and  convey,  release,  assign,  and  transfer,  to  the  said 
party  of  the  second  part,  all  and  singular  the  said  above  described  rail- 
road, and  all  its  right,  title,  and  interests  therein ;  together  with  all  rights 
of  way,  road-bed,  bridges,  and  depot  and  other  lands,  or  interest  therein; 
and  all  station  houses  and  other  buildings  and  structures  of  whatever  kind 
belonging  thereto ;  also  all  locomotives,  cars,  and  other  rolling  stock,  equip- 
ment, furniture,  telegraph  lines,  tools,  supplies,  materials,  implements,  ma- 
chinery, and  personal  property  owned  by  the  first  party;  together  with  all 
the  fixtures  and  appurtenances  appertaining  to  the  said  railroad,  or  in  any 
manner  connected  therewith ;  also  all  rights,  privileges,  and  franchises  of 
the  said  party  of  the  first  part,  in  and  to  the  aforesaid  railroad;  together 
with  all  other  present  and  in  future  to  be  acquired  property,  of  every  kind 
and  description,  belonging  to  the  said  first  party,  except  its  franchise  to  be 
a  corporation. 

To  Have  and  to  Hold,  the  said  railroad  and  lands,  tenements,  rights, 
privileges,  and  franchises,  and  other  property,  above  mentioned  and  con- 
veyed, to  the  said  second  party,  its  successors  and  assigns,  forever. 

And  the  said  party  of  the  second  part  covenants  and  agrees  with  the  said 
party  of  the  first  part  to  equip  the  said  railroad,  or  cause  the  same  to  be 


1540      CHICAGO.   BURLINGTON   &   QUINCY   RAILROAD   COMPANY 

equipped,  and  to  maintain  and  operate  the  same  in  such  manner  as  to  fur- 
nish reasonable  accommodations  to  the  public ;  to  pay,  or  cause  to  be  paid, 
all  taxes  and  assessments  that  may  be  lawfully  levied  charged,  or  assessed 
upon  the  said  railroad  and  property,  or  any  part  thereof;  and  to  assume 
all  contracts,  bonds,  and  other  obligations,  of  whatsoever  kind,  and  pay 
and  discharge  all  debts  and  Liabilities,  both  principal  and  interest,  of  the 
said  party  of  the  first  part,  as  they  may  severally  mature;  and  to  issue  and 
deliver  to  the  owners  and  holders  of  the  capital  stock  of  the  first  party, 
one  share  of  its  own  capital  stock  for  every  three  shares  of  the  capital 
stock  of  said  first  party,  upon  the  surrender  ami  transfer  to  it  of  such 
shares  of  the  first   party's   stock. 

And  to  the  end  that  the  second  party  may  have,  hold,  use,  exercise,  and 
enjoy  the  railroad  and  property  and  franchises  of  the  first  party,  hereby 
conveyed  and  intended  to  be  conveyed,  and  whether  now  existing  or  here- 
after acquired,  as  fully  as  might  l>e  done  by  the  first  party,  if  this  con- 
veyance had  not  been  made,  the  first  party  agrees  to  execute  from  time  to 
time  any  additional  assignment,  conveyance,  or  assurance,  and  to  perform 
any  act,  which  the  counsel  of  the  second  party  may  advise;  and,  for  the 
purposes  aforesaid,  the  first  party  agrees,  if  the  second  party  shall  so  de- 
sire and  advise,  that  it  will  keep  up  and  maintain  its  corporate  existence 
and  organization. 

In  Witness  Whereof,  the  parties  hereto  have  caused  their  corporate  names 
to  be  hereunto  subscribed  by  their  respective  Presidents,  and  their  corporate 
seals  to  be  attached  and  attested  by  their  respective  Secretaries,  all  on  the 
day  and  year  first   above  written. 

[seal]  Chicago,  Burlington  ..V  Northern  Railroad  Company, 

By  Geo.  B.  Harris 
Witnesses  to  signature  of  Geo.  B.  ELarris:  President. 

Fred  Clakk 

T.  Oliver  Stokes 
Attest  :      T.  S.  Howlaxd,  Seen  tarn. 
Witnesses  to  signature  of  T.  S.  Howland: 

W.  J.  Jarvis 

Wm.  E.  Curtis 

[seal]  Chicago,  Burlington  &  Quincy  Railroad  Company, 

By  C.  E.  Perkins 
Witnesses  to  signature  of  C.  E.  Perkins:  President. 

W.  W.  Baldwin 

W.  S".  McFarland 
Attest :     T.  S.  Howlaxd,  Seen  tary. 
Witnesses  to  signature  of  T.  S.  Howlaxd: 

W.  J.  Jarvis 

Wm.  R.  Curtis 
[U.  S.  Revenue  Stamps  $1645.50] 

[Taxes  Paid  and  Transfer  Entered  Jun  29  1899.] 
C.  J.  Minor,  County  Auditor 
by  C.  M.  D.  Deputy 


CORPORATE    HISTORY  1541 

City  Treasurer's  Office  St.   Paul  Minn.  Jun  29  1899   Assessments  Paid. 
C.  S.  Hurst,  City  Treas. 
J.  Frost 

[Taxes  Paid  and  Transfer  Entered  Jun  29  1899.] 
W.  E.  Johnson,  County  Auditor 
W.  W.  B. 

I  hereby  certify  that  the  within  described  property  does  not  appear  on 
the  tax  duplicate  for  delincpjent  taxes. 

O.  H.  Arosin,  Co.  Treas. 
per  Carlsper 

State  of  Illinois,  ) 

l  SS 

County  of  Cook.      \ 

Be  it  remembered,  that,  on  this  15  day  of  June,  A.  D.  1899,  before  me, 
a  Notary  Public,  in  and  for  said  County  and  State,  personally  appeared 
G.  B.  Harris,  President  of  the  Chicago,  Burlington  &  Northern  Bailroad 
Company,  a  consolidated  corporation  organized  and  existing  under  the 
laws  of  the  States  of  Wisconsin  and  Minnesota,  personally  known  to  me 
and  to  be  the  same  person  whose  name  is  subscribed  to,  and  who  executed, 
the  foregoing  instrument  as  such  President,  who,  being  by  me  duly  sworn, 
did  say  that  ho  is  President  of  the  said  Chicago,  Burlington  &  Northern 
Bailroad  Company;  that  he  knows  the  corporate  seal  of  said  Company;  that 
the  seal  affixed  to  the  foregoing  instrument  is  the  corporate  seal  of  said 
Company;  that  it  was  affixed  by  order  of  the  Board  of  Directors  of  said 
Company;  that  said  instrument  was  signed  and  sealed  in  behalf  of  said 
Company  by  like  order  as  President  of  said  Company;  that  the  said  G.  B. 
Harris  acknowledged  said  instrument,  and  that  it  was  the  voluntary  act 
and  deed  of  said  Company,  and  that  he,  as  such  President,  signed,  sealed, 
and  delivered  said  instrument,  as  the  free  and  voluntary  act  and  deed  of 
said  Company,  and  as  his  own  free  and  voluntary  act  and  deed  as  such 
President,  for  the  uses  and  purposes  therein  set  forth. 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  official  seal,  this 
15  day  of  June,  A.  D.  1899. 
[seal]  Hubert  Haase, 

Notary  Public  for  said  County  and  State. 
My  Commission  expires  Jan.  22,  1901. 


State  of  Iowa, 

L  gg 

County  of  Des  Moines 


I 

Be  it  remembered,  that,  on  this  14th  day  of  June,  A.  D.  1899,  before  me, 
a  Notary  Public,  in  and  for  said  County  and  State,  personally  appeared 
C.  E.  Perkins,  President  of  the  Chicago,  Burlington  &  Quincy  Railroad 
Company,  a  corporation  organized  and  existing  under  the  laws  of  the  State 
of  Illinois,  personally  known  to  me  and  to  be  the  same  person  whose  name 
is  subscribed  to,  and  who  executed,  the  foregoing  instrument  as  such  Presi- 
dent, who,  being  by  .me  duly  sworn,  did  say  that  he  is  President  of  the 
said  Chicago,  Burlington  &  Quincy  Bailroad  Company;  that  he  knows  the 


1542       CHICAGO,   BURLINGTON    &    QUINCY   RAILROAD   COMPANY 

corporate  seal  of  said  Company;  that  the  seal  affixed  to  the  foregoing  instru- 
ment is  the  corporate  seal  of  said  Company;  that  it  was  affixed  by  order 
of  the  Board  of  Directors  of  said  Company;  that  said  instrument  was 
signed  and  sealed  in  behalf  of  said  Company  by  like  order  as  President 
of  said  Company;  that  the  said  C.  E.  Perkins  acknowledged  said  instru- 
ment, and  that  it  was  the  voluntary  act  and  deed  of  said  Company,  and  that 
he,  as  such  President,  signed,  sealed,  and  delivered  said  instrument,  as  the 
free  and  voluntary  act  and  deed  of  said  Company,  and  as  his  own  free  and 
voluntary  act  and  deed  as  such  President,  for  the  uses  and  purposes  therein 
set  forth. 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  official  seal,  this 
14th  day  of  June,  A.  D.  1899. 
[seal]  W.  F.  McFarland, 

Notary  Puhlic  for  said  County  and  State. 
Mil  Commission  expires  July  4th    1900. 

EECOEDED  IN  MINNESOTA 

County  Date 

Washington  June  28  1899 

Winona  June  28  1899 

Hennkpin  June  29  1899 

Ramsey  July  18  1899 

Secretary  of  State  at  St.  1'aul  July  18  1899 

RECORDED  IN  IOWA 
County  Datt 

DUBUQUE  June  27  1899 

RECORDED  IN  WISCONSIN 
I  ounty  Datt 

Secretary  of  State  at  Madison         July  25  1899 

AGREEMENT,   August    8,  1890,   Winona  Bridge  Railway   Company  and 
Chicago,  Burlington  &  Northern  Railroad  Company. 

Tltis  Indenture,  made  and  entered  into  this  Eighth  day  of  August  in 
the  year  of  our  Lord  One  Thousand,  Eight  Hundred  and  Ninety  (1890), 
by  and  between  the  Winona  Bridge  Railway  Company,  a  corporation  created 
and  organized  under  the  laws  of  the  State  of  Minnesota,  party  of  the  first 
part,  and  the  Chicago,  Burlington  &  Northern  Railroad  Company  a  cor- 
poration created  and  organized  under  the  laws  of  the  States  of  Wisconsin 
and   Minnesota,  party  of  the  second   part, 

Witnesst  Hi:  That  the  said  party  of  the  first  part  for  and  in  consideration 
of  the  rents,  covenants  and  agreements  hereinafter  contained,  set  forth, 
and  appended  on  behalf  of  said  party  of  the  second  part,  its  successors 
and  assigns,  to  be  paid,  kept  and  performed,  has  granted,  demised  and 
leased,  and  by  these  presents  doth  grant,  demise  and  lease  unto  the  said 
party  of  the  second  part,  its  successors  and  assigns,  all  and  singular,  the 


Book 

Page 

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1 

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Boole 

Page 

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277 

CORPORATE    HISTORY  1543 

right  to  use  for  the  purpose  of  railway  traffic,  the  bridge  of  the  party  of 
the  first  part  from  the  City  of  Winona,  Minnesota,  across  the  Mississippi 
River  to  the  Wisconsin  shore,  and  its  appurtenances,  appendages,  protec- 
tions, railways  and  all  franchises  and  property  of  the  party  of  the  first 
part  however  or  wherever  acquired,  or  which  may  be  hereafter  acquired  in 
the  premises. 

That  the  use  and  rights  hereby  demised  shall  not  as  regards  said  premises 
be  deemed  exclusive ;  but  that  said  party  of  the  first  part,  may  from  time  to 
time,  lease  to  other  railroads  companies  the  right  to  use  said  bridge,  and 
that  the  right  to  use  said  bridge,  approaches  and  appurtenances,  and  that 
the  use  of  said  premises  shall  be  subject  to  the  reasonable  regulations 
from  time  to  time  adopted  by  the  party  of  the  first  part. 

To  Have  and  to  Hold  the  above  rights  and  privileges  in  said  premises, 
together  with  all  appurtenances  thereto,  without  reservation  unto  the  party 
of  the  second  part,  and  to  its  successors  and  assigns,  from  and  after  the 
date  hereof,  for  and  during  the  period  of  thirty  years  and  until  the  Eighth 
day  of  August,  1920,  upon  the  terms  and  conditions  hereinafter  contained, 
set  forth  and  appended. 

And  the  party  of  the  second  part  for  itself,  its  successors  and  assigns, 
hereby  covenants  and  agrees  to  and  with  the  said  party  of  the  first  part, 
that  is,  that  the  said  party  of  the  second  part,  its  successors  and  assigns, 
will  during  the  term  of  this  lease  employ  no  other  method  of  crossing  the 
Mississippi  Eiver  within  three  miles  of  said  bridge ;  but  will  carry  all 
traffic  controlled  by  it  destined  across  said  river  to,  from  or  through  the 
City  of  Winona,  over  said  bridge. 

And  the  said  party  of  the  second  part  hereby  for  itself,  for  its  successors 
and  assigns  hereby  covenants  and  agrees  to  and  with  the  said  party  of  the 
first  part,  its  successors  and  assigns  to  pay  the  party  of  the  first  part,  for 
the  use  of  its  said  bridge,  approaches  and  appurtenances,  under  and  during 
the  term  of  this  lease  at  the  end  of  each  month,  rent  and  tolls  at  the  rates 
particularly  set  forth  in  the  schedule  of  tolls  annexed  hereto  and  made  a 
part  of  this  lease  and  contract,  which  schedule  and  rates  are  hereby 
accepted  and  agreed  to  by  both  parties. 

The  said  party  of  the  second  part,  for  itself,  its  successors  and  assigns, 
hereby  further  covenants  and  agrees  to  and  with  the  said  party  of  the 
first  part,  that  is,  the  said  party  of  the  second  part  will  for  the  period  of 
five  years  from  the  date  of  the  completion  of  said  bridge,  pay  to  the  party 
of  the  first  part,  its  successors  and  assigns,  the  further  sum  of  One  Hundred 
($100.00)  Dollars  per  month  for  the  maintenance  of  and  repairs,  taxes  and 
insurance  upon  said  bridge  and  approaches,  and  the  party  of  the  first 
part  agrees  to  keep  said  bridge  and  approaches  in  good  condition  and  repair. 

And  the  said  party  of  the  second  part,  for  itself,  its  successors  and 
assigns,  hereby  further  covenants  and  agrees  that  it  will  at  all  times  here- 
after guarantee  and  indemnify  the  said  party  of  the  first  part  against  all 
claims  or  damage  growing  out  of  its  operation  of  said  bridge,  approaches, 
protections,  and  appurtenances,  and  will  pay  and  satisfy  all  damages  which 
may  be  legally  assessed  or  adjudged  against  either  of  the  parties  hereto, 
growing  out  of  its  operation  of  said  premises,  or  any  part  thereof. 


1544      CHICAGO,   BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

And  it  is  hereby  stipulated  and  agreed  that  if  said  party  of  the  second 
part,  or  its  successors  and  assigns,  shall  fail  to  keep,  observe  and  perform 
the  covenants,  conditions  and  agreements  herein  contained,  on  its  part  to 
be  kept,  observed  or  performed,  and  such  default  shall  continue  for  the 
period  of  three  months,  then  it  shall  and  may  be  lawful  for  the  party  of 
the  first  part  to  enter  upon  said  premises,  or  any  part  thereof,  such  default 
so  continuing  as  aforesaid,  and  after  demand  of  the  possession  of  said 
premises  so  obtained  under  this  lease,  and  the  failure  of  the  party  of  the 
second  part  to  surrender  the  same  and  its  use  thereof,  the  party  of  the 
second  part  shall  be  guilty  of  a  forcible  and  unlawful  detainer,  and  may 
be  proceeded  against  according  to  law;  but  no  re-entry  of  the  party  of  the 
first  part  shall  discharge  the  party  of  the  second  part  of  or  from  any  of 
the  covenants  herein  contained  on  its  part  and  behalf. 

In  Wit  in  ss  Whereof,  the  parties  herein  named  have  caused  these  presents 
to  be  sealed  with  their  corporate  seals,  attested  by  their  respective  Secre- 
taries, and  to  be  signed  by  their  respective  Presidents  on  the  day  and  year 
first  above  written. 

[seal!  Winona   Bridge   Railway  Company, 

Attest :  By  M.  G.  Norton,  President. 

H.  W.  Weiss, 

Secretary. 

[seal]  Chicago,  Burlington  &  Northern  Railroad  Company, 

Attest :  By  J.  Murray  Forbes,  President. 

F.  B.  Beaumont, 

Secretary. 


I 


State  of  Minnesota,! 

*  ss 

Cm    NTV    OF    WlXONA. 

On  this  twenty-seventh  day  of  October,  1890,  before  me  appeared  Matthew 
G.  Norton  to  me  personally  known,  who  being  by  me  duly  sworn,  did  say 
that  he  is  the  President  of  the  Winona  Bridge  Company  above  named,  and 
that  the  seal  affixed  to  the  foregoing  instrument  is  the  corporate  seal  of 
said  corporation,  and  that  said  instrument  was  signed  and  sealed  in  behalf 
of  said  corporation  by  authority  of  its  Board  of  Directors,  and  is  duly 
attested  by  the  Secretary  of  said  corporation,  and  the  said  M.  G.  Norton 
acknowledged  said  instrument  to  be  the  free  act  and  deed  of  said  corporation. 

Witness  my  hand  and  notarial  seal. 
[seal]  Wm.  Gale, 

Notary  Public. 


State  of  Massachusetts, 
County  of  Suffolk. 


\ 

On  this  Fourth  day  of  November  1890,  before  me  appeared  J.  Murray 
Forbes  to  me  personally  known  who  being  by  me  duly  sworn,  did  say  that 
he  is  the  President  of  the  Chicago,  Burlington  and  Northern  Bailroad  Com- 
p.iny  above  named,  and  that  the  seal  affixed  to  the  foregoing  instrument  is 
the  corporate  seal  of  said  corporation,  and  that  said  instrument  was  signed 
and  sealed  in  behalf   of  said   corporation   by  authority   of   its   Board   of 


CORPORATE   HISTORY  1545 

Directors,  and  is  duly  attested  by  the  Secretary  of  said  corporation,  and  the 
said  J.  Murray  Forbes  acknowledged  said  instrument  to  be  the  free  act 
and  deed  of  said  corporation. 

Witness  my  hand  and  notarial  seal. 
[seal]  Geo.  M.  Amerige, 

Notary  Public. 

THE   WINONA   BRIDGE   KAIL  WAY   COMPANY 

Schedule  op  Tolls,  Etc. 

Said  Chicago,  Burlington  and  Northern  Railroad  Company,  party  of 
the  second  part  in  the  agreement  to  which  this  is  annexed  and  is  made  a 
part  of,  hereby  for  itself,  its  successors  and  assigns,  covenants  and  agrees 
to  and  with  the  said  Winona  Bridge  Bailway  Company,  its  successors  and 
assigns,  to  pay  said  Bridge  Railway  Company  for  the  use  of  its  bridge, 
approaches,  and  appurtenances  under  and  during  the  term  of  this  lease, 
at  the  end  of  each  month,  tolls  at  the  following  rates,  hereby  agreed  to  and 
accepted  by  both  parties,  to  wit: — 

Four  ($4.00)  Dollars  per  car-load  for  freight  above  Fourth  class. 

Two  and  one-half  ($2.50)  Dollars  per  car-load  for  freight  of  Fourth  class 
or  under. 

Four  (4?)  per  hundred  pounds  on  freight  in  lots  less  than  a  car-load, 
not  however,  to  exceed  car-load  rates. 

Twenty-five    (25(;)    cents  per  passenger. 

In  case  said  party  of  the  second  part  shall  elect  to  run  any  of  the 
passenger  trains  of  its  main  line  across  said  bridge  into  the  City  of  Winona 
and  return,  no  toll  shall  be  charged  for  passengers  in  transit  on  such  train 
or  trains  not  stopping  at  Winona  or  East  Winona,  and  whose  destinations 
are  for  neither  of  said  points. 

No  charge  to  be  made  for  empty  cars,  engines,  passenger  cars  and 
cabooses. 

Attest:  Winona  Bridge  Railway  Company, 

F.  B.  Beaumont,  By  M.  G-.  Norton, 

Secretary.  President. 

Attest :  Chicago,  Burlington  &  Northern  R.R.  Co., 

H.   W.    Weiss,  By  J.  Murray  Forbes, 

Secretary.  President. 

SUPPLEMENTAL  AGREEMENT,  October  1,  1890,  Winona  Bridge  Rail- 
way Company  and  Chicago,  Burlington  &  Northern  Railroad  Company. 

********* 
This  Indenture,  made  and  entered  into  this  First  day  of  October,  A.  D. 
1890,  Witnesseth:— 

That  the  Winona  Bridge  Railway  Company,  a  corporation  of  the  State  of 
Minnesota,  and  the  Chicago,  Burlington  &  Northern  Railroad  Company,  a 
corporation  of  the  States  of  Wisconsin  and  Minnesota,  hereby  mutually 
covenant  and  agree,  each  with  the  other,  that  a  certain  indenture  of  lease, 
dated  the  Eighth  day  of  August,  A.  D.  1890,  executed  by  the  said  Winona 
Bridge    Railway    Company    to    the    said    Chicago,    Burlington    &    Northern 


1546       CHICAGO,   BURLINGTON   &    QUINCY   RAILROAD   COMPANY 

Railroad  Company,  granting  and  demising  the  right  to  use  the  bridge  of 
the  said  Winona  Bridge  Railway  Company  across  the  Mississippi  River  at 
Winona,  Minnesota,  and  its  approaches  and  other  property,  be  and  the 
same  is  hereby  amended  by  inserting  after  the  word  "thereof"  at  the  end 
of  the  last  line  but  one,  of  page  three  of  said  lease,  the  following  provision, 
to  wit:  — 

It  is  hereby  mutually  stipulated  and  agreed,  that  in  case  the  party  of 
the  first  part  shall  hereafter  lease  said  bridge  and  property  to  any  other 
railroad  company,  or  permit  any  other  railroad  company  to  use  said  bridge 
and  property  upon  terms  or  rentals  more  favorable  to  the  lessee  or  party 
using  the  same,  than  those  provided  for  in  this  indenture  of  lease,  then 
and  in  that  case,  during  the  whole  period  of  such  subsequent  lease  or  use, 
the  terms  and  rentals  herein  provided  for,  shall  be  deemed  modified  so  as 
to  be  as  favorable  as  those  granted  to  any  such  subsequent  lessee  or  party 
using  the  said  bridge  and  property. 

And  it  is  further  covenanted  and  agreed  between  the  parties  hereto, 
that  the  said  provision  so  to  be  inserted,  shall  be  and  become  a  part  of 
said  lease,  and  shall  be  binding  upon  the  parties  to  the  same,  their  respec- 
tive successors  and  assigns,  from  and  after  the  date  of  the  execution  of 
said   lease,  ami   throughout  the  full   term  thereof. 

J  a  Witness  Wtureof,  the  parties  herein  named  have  caused  these  presents 
to  be  sealed  with  their  corporate  seals,  attested  by  their  respective  Secre- 
taries, and  to  be  signed  by  their  respective  Presidents  on  the  day  and  year 
first  above  written. 

Winona  Bridge  Railway  Company, 
[seal]  By  M.  G.  Norton, 

President. 
Attest: 

II.  W.  Weiss,  Secretary. 

Chicago,  Burlington  &   Northern  Railroad  Company, 
[seal]  By  J.  Murray  Forbes, 

President. 
Attest: 

F.  B.  Beaumont,  Secretary. 

AGREEMENT,  September  1,  1915,  Chicago,  Burlington  &  Quincy  Rail- 
road Company,  Green  Bay  &  Western  Railroad  Company,  and  Winona 
Bridge  Railway  Company. 

********* 

Aon  i  in'  nt.  Made  and  entered  into  this  1st  day  of  September,  1915,  by 
and  between  Chicago,  Burlington  &  Quincy  Railroad  Company,  a  corpora- 
tion organized  and  existing  under  the  laws  of  the  .State  of  Illinois,  party 
of  the  first  part:  Green  Bay  &  Western  Railroad  Company,  a  corporation 
organized  and  existing  under  the  laws  of  the  State  of  Wisconsin,  party  of 
the  second  part :  and  Winona  Bridge  Railway  Company,  a  corporation 
organized  and  existing  under  the  laws  of  the  State  of  Minnesota,  party  of 
the  third  part. 


CORPORATE    HISTORY  1547 

Witnesseth :  Whereas,  the  party  of  the  third  part,  on  or  about  September 
first,  1890,  executed  and  delivered  to  the  Farmer 's  Loan  and  Trust  Company 
of  New  York,  Trustee,  its  Indenture  of  Mortgage  to  secure  an  issue  of 
$400,000.  of  5%  First  Mortgage  Bonds,  to  become  due  and  payable 
September  First,  1915,  of  which  said  First  Mortgage  Bonds  $384,000,  of 
par  value,  have  been  issued  and  are  outstanding,  of  which  the  first  party  owns 
$259,000,  the  balance  being  outstanding  in  the  hands  of  the  public;  and 

Whereas,  the  first  party  is  also  the  owner  of  two-thirds  of  the  capital  stock 
of  said  Winona  Bridge  Railway  Company,  viz:  $266,600;  and  the  said 
Green  Bay  &  Western  Bailroad  Company  is  the  owner  of  $133,200,  par 
value  of  the  total  capital  stock  issued  and  outstanding ;  and 

Whereas,  it  is  necessary  at  this  time  to  make  provision  for  the  payment 
or  extension  of  said  $384,000  of  bonds,  issued  and  outstanding  by  said 
Winona  Bridge  Kailway  Company  at  or  prior  to  the  maturity  thereof; 
and 

Whereas,  $104,000  now  in  the  treasury  of  the  Winona  Bridge  Railway 
Company  is  to  be  used  for  the  purpose  of  retiring  an  equal  amount  at 
par  of  its  said  First  Mortgage  bonds,  which  said  $104,000  is  to  be  restored 
to  the  treasury  by  the  Chicago,  Burlington  &  Quincy  Railroad  Company  and 
Green  Bay  &  Western  Railroad  Company,  in  the  proportion  of  their  respective 
stock  ownerships,  if  and  when  required  for  expenditures  for  maintenance, 
repairs  and  renewals  of  the  bridge  and  property  of  the  said  Winona  Bridge 
Railway  Company;  and 

Whereas,  the  third  party  is  the  owner  of  a  certain  bridge  and  property 
across  and  near  to  the  Mississippi  River  at  Winona,  Minnesota,  hereinafter 
termed  the  bridge  and  property  (of  the  third  party)  ; 

Now  Therefore,  in  consideration  of  the  premises  and  of  the  mutual  prom- 
ises hereinafter  set  forth,  it  is  mutually  agreed  by  and  between  the  parties 
hereto  as  follows; 


The  Chicago,  Burlington  &  Quincy  Railroad  Company  agrees  to  purchase 
$21,000  of  said  bonds  held  by  the  public,  at  par,  which  said  bonds,  when 
so  purchased,  shall  be  held  by  said  Chicago,  Burlington  &  Quincy  Railroad 
Company,  whereby  the  total  holdings  of  said  latter  company  of  said  bonds 
will  be  increased  to  $280,000;  Also,  of  the  amount  of  cash  now  in  the 
treasury  of  said  Winona  Bridge  Railway  Company,  $104,000  shall  be  used 
by  said  company  to  redeem,  pay  and  cancel  an  equal  amount  at  par  of  the 
said  outstanding  bonds  now  held  by  the  public.  By  proper  corporate  action, 
said  Winona  Bridge  Railway  Company  shall  make  and  execute  a  supple- 
mental mortgage  to  said  Farmers'  Loan  and  Trust  Company,  Trustee, 
dated  September  first,  1915,  to  secure  the  extension  of  $280,000  of  said 
bonds  which  have  not  been  retired,  for  a  period  of  twenty  years  from  said 
date,  to  draw  interest  at  six  per  cent  (6%)  per  annum,  payable  semi- 
annually. The  said  supplemental  mortgage  of  the  Winona  Bridge  Railway 
Company  shall  also  contain  a  provision  for  a  sinking  fund,  under  which 
one-twentieth  of  the  amount  of  said  bonds  so  extended  shall  be  retired 
annually  and  cancelled.     The  Chicago,  Burlington  &  Quincy  Railroad  Com- 


1548       CHICAGO,   BURLINGTON   &   QUINCY  RAILROAD   COMPANY 

pany  agrees  that  it  will,  upon  payment  of  the  same  from  said  sinking  fund, 
deliver  to  the  Trustee  of  said  supplemental  mortgage,  on  the  first  day  of 
September  1916,  and  thereafter  on  the  same  date  each  year,  one-twentieth 
of  said  bonds  held  by  it,  and  that  there  shall  also  be  a  proper  provision 
in  said  supplemental  mortgage  that  one-twentieth  of  said  bonds  may  be 
drawn  by  lot  by  the  Trustee  of  said  supplemental  mortgage,  provided  said 
Chicago,  Burlington  &  Quincy  Railroad  Company  shall  neglect  or  refuse 
to  deliver  each  year  said  one  twentieth  of  said  bonds,  upon  tender  of 
payment  of  the  same  with  interest.  The  Chicago,  Burlington  &  Quincy 
Railroad  Company  and  the  Green  Bay  &  Western  Railroad  Company  shall 
take  all  corporate  action  necessary  for  the  making  of  the  said  supplemental 
mortgage. 


In  the  event  that  the  yearly  revenue  received  by  the  said  Winona  Bridge 
Railway  Company  from  its  tolls,  charges,  rentals  and  income  shall  be 
insufficient  to  make  the  payments  necessary  for  the  interest  on  said  bonds 
and  said  sinking  fund  retirements,  after  paving  operating  expenses,  taxes, 
interest  and  other  proper  corporate  expenses,  and  maintaining  a  working 
capital  of  $20,000,  the  deficit  upon  said  interest  and  sinking  fund  require- 
ments shall  be  paid  by  said  Chicago,  Burlington  &  Quincy  Railroad  Company 
and  said  Green  Bay  &  Western  Railroad  Company,  in  the  proportion  of 
two  thirds  by  said  Chicago,  Burlington  ..V  Quincy  Railroad  Company,  and 
one-third  by  said  Green  Bay  &   Western  Railroad  Company. 


If,  after  making  the  payments  mentioned  in  paragraph  2  hereof,  and 
maintaining  a  working  capital  of  $20,000,  the  revenues  of  the  Winona 
Bridge  Railway  Company  shall  be  insufficient  to  meet  expenses  reasonably 
required  from  time  to  time  for  the  maintenance,  repair  or  renewal  of  said 
bridge  and  property,  the  Chicago,  Burlington  >.\:  Quincy  Railroad  Company 
and  the  Green  Bay  &  Western  Railroad  Company  further  agree  to  advance 
to  the  Winona  Bridge  Railway  Company,  during  the  term  of  this  agreement, 
in  the  proportion  of  two  thirds  and  one  third  respectively,  from  time  to  time, 
amounts  necessary  for  such  purposes.  But  the  advances  required  to  be 
made  by  the  first  and  second  parties  as  provided  in  this  paragraph,  shall 
not  exceed  the  sum  of  $104,000. 


Any  amount  advanced  by  the  Chicago,  Burlington  &  Quincy  Railroad  Com 
pany  and  Creen  Bay  &  Western  Railroad  Company,  pursuant  to  the  pro- 
visions of  paragraphs  2  and  3  hereof,  shall  be  repaid  to  them  by  the  third 
party,  with  five  per  cent  (5%)  interest  thereon,  at  the  end  of  each  fiscal 
year  ending  June  30th,  during  which  such  advances  are  made,  provided  there 
are  funds  in  the  treasury  of  said  Winona  Bridge  Railway  Company,  in 
excess  of  said  working  capital  of  $20,000.  If  there  are  not  funds  sufficient 
to  repay  said  advances  at  the  end  of  the  fiscal  year  when  made,  any  balance 
remaining  unpaid  shall  be  a  charge  on  said  funds  in  the  treasury  of  the 


CORPORATE    HISTORY  1549 

Winona  Bridge  Eailway  Company,  (in  excess  of  said  $20,000  working 
capital)  until  paid  with  interest.  Advances  made  under  paragraph  2  shall 
be  repaid  before  those  made  under  paragraph  3  hereof,  and  when  and  if, 
any  portion  of  said  advances  provided  for  in  paragraph  3  hereof,  shall  be 
repaid,  then  said  Chicago,  Burlington  &  Quincy  Railroad  Company  and  said 
Green  Bay  &  Western  Railroad  Company  agree  from  time  to  time  to  further 
advance,  in  the  proportion  of  two-thirds  and  one-third  respectively,  the 
difference  between  the  amount  so  repaid  and  the  sum  of  $104,000  when 
reasonably  required  for  maintenance,  repairs  or  renewals  of  said  bridge  and 
property;  but  at  no  time  shall  said  advances  exceed  a  total  of  $104,000 
during  the  life  of  the  agreement. 


It  is  agreed  between  said  Chicago,  Burlington  &  Quincy  Railroad  Company 
and  said  Green  Bay  &  Western  Railroad  Company  that  said  Burlington 
Company  shall  be  represented  by  three  Directors  on  the  Board  of  said 
Bridge  Company,  and  said  Green  Bay  Company  by  two  Directors  on  said 
Board.  The  Directors  representing  the  Green  Bay  &  Western  Railroad 
Company  shall  be  nominated  in  writing  by  the  President  of  the  Green  Bay 
&  Western  Railroad  Company.  Access  to  the  books  of  the  Bridge  Railway 
Company  shall  be  afforded  the  representatives  of  the  Green  Bay  &  Western 
Railroad  Company  at  all  reasonable  times.  In  all  matters  of  repairs, 
renewals  or  betterments,  exceeding  in  amount  $5,000.,  an  estimate  of  the 
said  expense,  with  a  detailed  statement  of  the  proposed  work,  shall  be  sub- 
mitted to  the  President  of  said  Green  Bay  &  Western  Railroad  Company, 
and  if  desired  by  him,  the  proper  officers  of  the  Bridge  Company,  or  the 
Chicago,  Burlington  &  Quincy  Railroad  Company,  shall  meet  him  or  his 
representative  on  the  property  of  the  Bridge  Company,  to  view  the  proposed 
repairs,  renewals  or  betterments ;  but  the  final  decision  for  making  such 
expenditures  shall  remain  in  the  majority  of  the  Board  of  Directors  of 
said  Bridge  Company. 

The  Chicago,  Burlington  &  Quincy  Railroad  Company,  party  of  the  first 
part,  further  agrees  that  during  the  term  of  this  agreement  and  the  due 
and  proper  performance  by  the  party  of  the  second  part  of  the  matters 
and  things  on  its  part  to  be  performed  hereunder,  the  said  first  party  will 
not  foreclose  on  the  mortgage  or  supplemental  mortgage  aforesaid,  or 
cause  or  permit  the  foreclosure  thereof. 

6 

It  is  agreed  between  the  parties  hereto  that  the  respective  leases,  dated 
August  8,  1890,  from  said  Winona  Bridge  Railway  Company  to  the  Chicago, 
Burlington  &  Northern  Railroad  Company,  (predecessor  of  the  first  party 
hereto),  and  Green  Bay,  Winona  &  St.  Paul  Railroad  Company,  (predecessor 
of  the  second  party  hereto),  with  any  supplements  thereto  subsequently 
executed,  granting  to  said  lessees  the  use  of  the  bridge,  railway  and 
properties  of  said  Winona  Bridge  Company  for  the  term  of  thirty  (30) 
years  from  said  date,  shall  be  extended  during  the  life  of  this  agreement 
and  until  the  said  issue  of  $280,000  of  bonds  now  held  by  the  first  party 


1550       CHICAGO.    BURLINGTON   &   QUINCY   RAILROAD   COMPANY 

are  paid  and  discharged,  together  with  interest  thereon.  Said  leases  are 
extended  upon  the  same  terms  as  now  provided  therein,  except  that  upon 
the  expiration  of  their  original  term,  the  tolls,  rental  and  compensation 
reserved  to  be  paid  by  the  respective  lessees,  the  parties  hereto,  for  the  use 
of  said  bridge,  railway  and  property,  may  be  modified  by  mutual  agreement 
of  the  parties  hereto.  If  the  said  parties  hereto  cannot  agree  at  that  time 
upon  what  tolls,  rental  or  compensation  are  reasonable  and  just  to  be  paid 
by  each  of  them,  the  said  question  shall,  upon  demand  of  either  party,  be 
fixed  by  arbitration  in  the  following  manner: 

The  party  desiring  smdi  arbitration  shall  select  an  arbitrator,  ami  give 
written  notice  thereof  to  the  other  party.  If  the  other  party  shall  fail 
to  name  an  arbitrator  on  its  behalf  within  ten  days  after  notice  upon  it  as 
aforesaid,  the  first  party  shall  appoint  an  arbitrator  for  the  party  in  default. 
If  the  two  arbitrators  so  chosen  cannot  agree  upon  the  said  tolls,  rental 
01  compensation,  they  shall  select  a  third  arbitrator,  or  in  the  event  of  their 
failure  to  agree  upon  such  third  arbitrator,  such  third  arbitrator  may  be 
appointed  bj  any  .Judge  of  the  District  Court  of  the  United  States  for 
the  district  that  shall  then  include  the  City  of  Winona,  Minnesota.  After 
hearing  the  parties,  the  decision  of  said  arbitrators,  or  a  majority  of  them, 
shall  be  final  and  binding  upon  both  parties  hereto,  and  the  tolls,  rental  or 
compensation  fixed  by  said  arbitrators,  or  a  majority  of  them,  for  the  use 
of    -aid    bridge,    railway    and    property,   shall    govern    for    the    term    of   said 

le.-ises  as  extended. 

In    WitneSi   Whereof,  the   parties   hereto  have  caused   this  instrument  to   be 
executed   on   their   behalf   by   their   proper  officers,  thereunto  duly  authorized, 
pectively,   ami   their   corporate   seals  to  be   hereunto  affixed   and  attested 
by  their  Secretaries,  on  the  day  and  year  in  this  agreement   first  written. 
[seal]  Chicago,  Burlington  &  Quincy  Railroad  Co., 

By  Bale  Eolden, 
Attest  :  President. 

T.  S.  Howl  an  i). 

Seen  tary. 
[seal]  Green  Bay  &   Western  Railroad  Company, 

IUi  .1.  A.  .Jordan, 
A 1 1  est :  President. 

C.  W.  Cox, 

Secretary. 
[seal]  Winona  Bridge  Railway  Company, 

By  W.  W.  Baldwin, 
Attest:  President. 

H.  W.  Weiss, 

See i i  fury. 
Form  approved: 

General  Counsel. 


PADUCAH  &  ILLINOIS  RAILROAD 

COMPANY 

This  Company  was  organized  in  1910,  in  the  joint  interest  of 
the  Chicago,  Burlington  &  Quincy  Railroad  Company  and  the 
Louisville  &  Nashville  Railroad  Company,  which  controls  the 
Nashville,  Chattanooga  &  St.  Louis  Railway  Company,  for  the 
interchange  of  business  between  the  two  systems. 

The  road  extends  from  a  connection  in  Paducah,  Kentucky, 
with  the  railroad  of  the  Paducah  &  Memphis  Division  of  the 
Louisville  &  Nashville  Railroad,  now  leased  to  the  Nashville, 
Chattanooga  &  St.  Louis  Railway  Company,  to  a  connection 
with  the  road  of  the  Ilerrin  &  Southern  Railroad  Co.  near 
Metropolis,  Illinois — including  the  Metropolis  Bridge  over  the 
Ohio  River — a  total  distance  of  13.94  miles,  of  which  12.42  miles 
are  in  Kentucky,  and  1.52  miles  in  Illinois. 

It  was  placed  in  operation  December  14,  1917.  It  was  built 
by  the  Paducah  &  Illinois  Railroad  Company,  which  was  in- 
corporated under  the  general  laws  of  the  State  of  Kentucky,  by 
Articles  of  Incorporation  dated  February  21,  1910,  which  pro- 
vided for  its  extension  into  the  State  of  Illinois.  The  Foreign 
Corporation  Act  of  Illinois  approved  July  1,  1905,  authorized 
such  extension  into  that  State,  and  its  provisions  were  complied 
with,  so  that  the  Kentucky  corporation  has  in  Illinois  all  the 
rights  of  an  Illinois  railroad  corporation. 

The  Bridge  over  the  Ohio  River  was  built  under  authority  of 
an  Act  of  Congress  approved  January  11,  1915,  authorizing  the 
Paducah  &  Illinois  Railroad  Company  to  build  and  own  it. 

The  Paducah  &  Illinois  Company  does  not  own  any  equipment 
and  its  Railroad  and  the  Metropolis  Bridge  are  operated  under 
contracts  with  the  Nashville,  Chattanooga  &  St.  Louis  Railway 
Company  and  the  Chicago,  Burlington  &  Quincy  Railroad  Com- 
pany, of  date  September  1,  1914,  and  an  agreement  supple- 
mental thereto,  of  date  July  1,  1915,  and  an  agreement  dated 
January  10,  1923,  between  said  companies  and  the  Illinois 
Central  Railroad  Company,  effective  as  of  September  1,  1920, 

1551 


1552      CHICAGO,   BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

admitting  the  Illinois  Central  Railroad  Company  to  joint  use  of 
the  Bridge  and  facilities  of  this  Company. 

Of  date  July  1,  1915,  a  Trust  Deed  upon  all  the  property  of 
the  Company  was  executed  to  the  Union  Trust  Company  of  Chi- 
cago, Illinois,  to  secure  an  issue  of  forty  year  bonds  not  exceed- 
ing $7,000,000,  bearing  four  and  one  half  per  cent  interest. 
Of  date  July  1,  1915,  a  Stock  Trust  Agreement  was  executed 
with  the  Union  Trust  Company  of  Chicago,  as  Trustee,  for  the 
purpose  of  protecting  the  rights  of  the  parties  to  the  operating 
agreement. 

ARTICLES  OF  INCORPORATION,  February  21,  1910,  Paducah  &  Illinois 
Railroad  Company. 

The  undersigned  incorporators,  T.  B.  Toon,  M.  K.  Gilbert,  J.  B.  Hampton, 
C.  W.  Shaft,  .1.  C.  Michael,  J.  A.  Mayfield  and  W.  T.  Burks,  hereby  associ- 
ate themselves  together  and  hereby  establish  a  corporation  for  the  transac- 
tion of  the  business  hereinafter  named. 

1.  The  name  of  the  corporation  shall  be  the  Paducah  &  Illinois  Railroad 
Company. 

2.  The  City  of  Louisville,  County  of  Jefferson,  State  of  Kentucky,  shall 
be  its  principal  place  of  business. 

3.  Its  business  shall  be  that  of  constructing,  owning,  operation  and  main- 
taining a  railroad  to  extend  from  a  point  of  connection  with  the  railroad 
of  the  Paducah  ,.v.  Memphis  Division  of  the  Louisville  &  Nashville  Railroad, 
now  under  lease  to  the  Nashville,  Chattanooga  &  St.  Louis  Railway,  at  or 
near  to  the  City  of  Paducah,  in  the  County  of  MeCracken,  to  a  point  at  or 
near  to  the  City  of  Metropolis,  in  the  County  of  Massac,  in  the  State  of 
Illinois,  or  to  such  other  point  or  points  in  said  State  as  from  time  to  time 
may  be  determined,  said  railroad  to  be  constructed  and  to  extend  from  the 
point  of  beginning  within  MeCracken  County  in  a  west  \va  rdly  or  northwest- 
wardly direction  to  any  point  that  shall  be  opposite  to  a  point  in  Illinois 
within  or  near  to  the  city  of  Metropolis,  thence  to  low  water  mark  on  the 
Illinois  shore  of  the  Ohio  River;  and  thence  the  same  may  be  extended  to 
the  city  of  Metropolis  or  to  such  other  point  or  points  in  the  State  of  Illi- 
nois as  from  time  to  time  may  be  determined,  or  it  may  connect  with  the 
structure  of  any  other  company  that  may  build  from  the  low  water  mark 
aforesaid  into  the  city  of  Metropolis,  or  to  such  other  point  or  points  within 
the  State  of  Illinois.  The  length  of  said  railroad  shall  be  about  twelve 
(12)  miles. 

4.  The  amount  of  capital  stock  shall  be  Ten  Thousand  ($10,000.00) 
Dollars  divided  into  One  Hundred  (100)  shares  of  One  Hundred  ($100) 
Dollars   each. 

5.  The  names  and  places  of  residence  of  the  different  stockholders  and 
the  number  of  shares  of  capital  stock  subscribed  by  each  are  as  follows: 
viz., 


CORPORATE    HISTORY  1553 


Name 

Residence 

Shares 

T.  B.   Toon, 

Louisville,  Ky. 

82 

M.  K.  Gilbert, 

Louisville,  Ky. 

3 

J.  B.  Hampton, 

Louisville,  Ky. 

3 

C.  W.  Shaft, 

Louisville,  Ky. 

3 

J.  C.  Michael, 

Louisville,  Ky. 

3 

J.  A.  Mayfield, 

Louisville,  Ky. 

3 

W.   T.   Burks, 

Louisville,  Ky. 

3 

6.  The  corporation  shall  begin  on  the  23rd  day  of  February,  1910,  and 
shall  continue  for  a  period  of  fifty   (50)   years. 

7.  The  affairs  of  said  corporation  shall  be  conducted  by  a  board  of 
Directors  consisting  of  five  (5)  members  and  by  such  officers  as  may  be 
elected  by  said  Board  of  Directors,  but  no  officer  need  also  be  a  Director. 

The  following  named  persons,  to-wit:  T.  B.  Toon,  M.  K.  Gilbert,  J.  B. 
Hampton,  C.  W.  Shaft  and  J.  C.  Michael,  shall  constitute  the  first  Board 
of  Directors,  and  they  shall  hold  their  offices  until  their  successors  shall  be 
elected  and  qualified.  A  Board  of  Directors  shall  be  elected  annually  on 
the  first  Wednesday  in  the  month  of  July,  and  such  election  shall  be  held  at 
the  principal  office  of  the  corporation  in  the  city  of  Louisville,  State  of 
Kentucky. 

8.  Said  corporation  shall  have  power  to  borrow  such  sums  of  money  as 
may  be  necessary  for  funding  its  floating  debt  or  for  completing,  equipping 
or  operating  its  road  or  any  part  thereof  or  for  paying  any  debts  incurred 
for  such  purposes,  and  it  may  issue  and  dispose  of  its  bonds  or  other 
obligations  for  any  amount  necessarily  borrowed  for  such  purpose  or  pur- 
poses, and  it  may  mortgage  its  corporate  property  and  franchises  or  any 
part  thereof  to  secure  the  payment  of  any  debt  contracted  or  to  defray  any 
expenditure  for  the  purposes  aforesaid. 

9.  The  private  property  of  the  stockholders  shall  not  be  subject  to  the 
payment  of  corporate  debts. 

In  Witness  Whereof,  the  said  incorporators  hereunto  subscribe  their  names 
and  acknowledge  this  to  be  their  act  and  deed  this  21st  day  of  February, 
1910. 

T.  B.  Toon, 
M.  K.  Gilbert, 
J.  B.  Hampton, 
C.  W.  Shaft, 
J.  C.  Michael, 
J.  A.  Mayfield, 
W.  T.  Burks. 

State  of  Kentucky, 
County  of  Jefferson. 

I,  G.  W.  B.  Olmstead,  Notary  Public  in  and  for  the  State  and  County 
aforesaid,  do  hereby  certify  that  the  foregoing  Articles  of  Incorporation 
of  the  Paducah  &  Illinois  Bailroad  Company  were  this  day  Produced  to 
me  in  my  county  by  the  parties  and  were  then  and  there  acknowledged  by 
T.  B.  Toon,  M.  K.  Gilbert,  J.  B.  Hampton,  C.  W.   Shaft,  J.  C.  Michael, 


1554       CHICAGO,   BURLINGTON   &   QUINCY   RAILROAD   COMPANY 

J.  A.  Mayfield  and  W.  T.  Burks  to  be  their  act  and  deed  for  the  uses  and 
purposes  therein  mentioned. 

My  commission  expires  on  the  24th  day  of  January,  1914. 
Given  under  my  hand  and  seal  of  office  this  21st  day  of  February,  1910. 

G.  W.  B.   Olmstead,  Notary  Public, 

Jefferson  County,  Kentucky. 

State  of  Kentucky, 
County  op  Jefferson. 

I,  P.  S.  Ear,  clerk  of  the  county  court,  for  the  county  and  State  afore- 
saidj  hereby  certify  that  the  foregoing  articles  of  incorporation  of  the 
Paducali  \  Illinois  Railroad  Company  were  lodged  for  record  this  the  21st 
day  of  Feb.  1910,  at  4:25  o'clock  P.M.  and  that  the  same  have  this  day 
together  with  the  foregoing  certificate  and  this  certificate,  been  duly  re- 
corded in  my  office. 

Witness  my  hand  this  21st  day  of  Feb.  1910. 

P.  S.  Eat,  Clerk. 

Jefferson  County. 

Court  Kentucky,  By  Lee  L.  Simmons,  D.C. 

State  or  Kentucky, 
County  of  Jefferson. 

T.  II.  Toon  and  M.  K.  Gilbert,  state  that  they  are  two  of  the  Directors 
named  in  the  attached  Articles  of  Incorporation  of  the  Paducah  &  Illinois 
Railroad  Company,  dated  February  21st.  1910.  That  Ten  Thousand  Dol- 
lara  has  in  ^ood  faith  been  subscribed  to  the  capital  stock  of  the  said  Bail- 
road  Company,  and  that  twenty  percent  thereof  has  been  paid  in  cash  to  the 
persons  named  in  said  Articles  of   Incorporation  as  Directors. 

T.  B.  Toon, 
M.  K.  Gilbert. 

Subscribed  and  sworn  to  by  T.  B.  Toon  and  M.  K.  Gilbert,  this  21st  day 
of  February,   1910. 

.My  commission  expires  January  2  1,  1914. 

G.  W.  B.  Olmstead, 

I  seal]  Notary  Public, 

Jefferson    County,    Kentucky. 

State  ok  Kentucky, 
Jefferson  County. 

Be  it  remembered,  at  the  Court  House  in  the  City  of  Louisville,  County, 
and  state  aforesaid,  in  the  County  Clerk's  office  of  Jefferson  County,  said 
Clerk  being  Custodian  of  Records  of  Articles  of  Incorporation  of  Articles 
and  Amended  Articles  of  Incorporation,  etc.  The  following  is  entered  of 
record  in  Corporation  Book  21,  page  277: — 

At  a  special  meeting  of  the  stockholders  of  the  Paducah  &  Illinois 
Railroad  Company,  held  on  the  1st  day  of  August,  1912,  at  its  principal 
office  in  the  City  of  Louisville,  State  of  Kentucky,  pursuant  to  a  written 
call  and  waiver  of  notice  signed  by  all  the  stockholders,  the  entire  capital 
stock  and  all  the  shares  thereof  being  represented  and  voting  thereat,  it  was 
unanimously 


CORPORATE    HISTORY  1555 

Resolved,  the  holders  of  all  the  capital  stock  having  in  writing  thereto 
consented,  that  Article  4  of  the  original  Articles  of  Incorporation  of  the 
Paducah  &  Illinois  Railroad  Company,  dated  and  executed  February  21st, 
1910,  which  are  recorded  in  Corporation  Book  19,  page  28,  et  seq;  in  the 
office  of  the  Clerk  of  the  Jefferson  County  Court,  State  of  Kentucky,  and 
filed  in  the  office  of  the  Eailroad  Commissioners  of  said  State,  and  in  the 
office  of  the  Secretary  of  said  State,  as  required  by  law,  be  amended  so  as 
to  provide  that  the  authorized  capital  stock  shall  consist  of  preferred 
stock  to  the  amount  of  Three  Million  ($3,000,000.)  Dollars  par  value, 
and  common  stock  to  the  amount  of  Ten  Thousand  ($10,000.)  Dollars  par 
value,  which  has  heretofore  been  provided,  the  present  capital  stock  being 
increased  by  the  issue  of  Three  Million  ($3,000,000)  Dollars,  all  of  which 
additional  stock  shall  be  preferred  stock,  to  be  divided  into  shares  of  One 
Hundred  ($100.00)  Dollars  each;  that  such  preferred  stock  shall  be  entitled 
to  receive  semi-annual  dividends  in  equal  parts,  at  the  rate  of  four  and 
one-half  (4%%)  per  cent,  per  annum,  payable  before  any  dividends  shall 
be  declared  on  the  common  stock,  and  said  preferential  dividends  shall 
be  cumulative;  that  on  the  dissolution  of  the  corporation,  voluntarily  or 
otherwise,  the  holders  of  the  preferred  stock  shall  be  entitled  to  have  their 
shares  redeemed  at  par  before  any  distribution  of  any  part  of  the  assets  of 
the  corporation  shall  be  made  to  the  holders  of  the  common  stock;  and  that 
the  preferred  stock  shall  have  no  right  to  vote  and  no  right  to  share  in  the 
management  of  the  Company." 

It  was  at  said  meeting  further  unanimously 

"Resolved,  that  the  President  and  Director's  of  the  Paducah  and 
Illinois  Railroad  Company,  be  directed  on  behalf  of  said  corporation  to 
execute,  sign,  and  acknowledge  such  amendment  to  said  Articles  of  Incorpora- 
tion as  may  be  necessary  to  carry  out  the  aforesaid  resolutions  and  to  do 
such  other  acts  as  may  be  required  by  law  to  aff ectuate  said  purpose. ' ' 

Pursuant  to  said  resolutions,  Article  four  of  the  Articles  of  Incorporation 
of  the  Paducah  and  Illinois  Railroad  Company  is  now  amended  so  that  the 
authorized  capital  stock  of  said  corporation  shall  consist  of  preferred 
stock,  of  the  quality  and  character  aforementioned,  to  the  amount  of  Three 
Million  ($3,000,000)  Dollars  par  value,  and  of  common  stock  of  Ten  Thou- 
sand ($10,000)  Dollars,  as  at  present  provided. 

In  Testimony  Whereof,  The  Paducah  and  Illinois  Railroad  Company  by 
T.  B.  Toon,  its  president,  and  said  T.  B.  Toon,  as  President  and  T.  B.  Toon, 
J.  C.  Michael,  J.  B.  Hampton,  F.  P.  Caldwell,  and  M.  K.  Gilbert,  its 
Directors,  have  hereunto  subscribed  their  names  this  1st  day  of  August, 
1912. 

Paducah  &  Illinois  Railroad  Company, 

By  T.  B.  Toon,  its  President 
T.  B.  Toon,  President 
Lseal]  T.  B.  Toon,  Director. 

Attest:  J.  C.  Michael,  Director. 

M.  K.  Gilbert,  J.  B.  Hampton,  Director. 

Secretary.  F.  P.  Caldwell,  Director. 

M.  K.  Gilbert,  Director. 


1556      CHICAGO,   BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

State  of  Kentucky,  ) 
Jefferson  County.    ) 

I,  G.  W.  B.  Olmstead,  a  Notary  Public  in  and  for  the  County  and  State 
aforesaid,  do  certify  that  on  this  date  personally  appeared  before  me,  T.  B. 
Toon,  President  and  one  of  the  five  Directors  of  the  Paducah  &  Illinois 
Eailroad  Company,  and  J.  C.  Michael,  J.  B.  Hampton,  F.  P.  Caldwell,  and 
M.  K.  Gilbert,  the  other  four  directors  of  said  company,  all  of  whom  are 
personally  known  to  me  to  be  the  President  and  Directors  of  the  said 
Paducah  &  Illinois  Eailroad  Company,  and  who  jointly  and  severally  ac- 
knowledged that  they  adopted,  signed,  and  executed  the  foregoing  amend- 
ment to  Article  Four  (4)  of  the  Articles  of  Incorporation  of  the  said 
Paducah  and  Illinois  Eailroad  Company,  to  be  their  act  and  deed,  and  for 
and  on  behalf  of  the  said  company,  and  for  the  purposes  therein  set  forth. 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  official  seal  this 
the  1st  day  of  August,  11)12.     My  commission  expires  on  the  24th  day  of 
January,  1914. 
[seal]  G.  W.  B.  Olmstead, 

Notary  Public, 
Jefferson  County,  Kentucky. 

I,  P.  S.  Eay,  Clerk  of  the  County  Court  of  Jefferson  County,  in  the  State 
of  Kentucky,  do  certify  that  on  this  day  at  3:00  o'clock  P.M.  the  foregoing 
Amended  Articles  of  Incorporation  were  produced  to  me  in  my  office,  and 
that  1  have  recorded  them,  this  and  the  foregoing  certificate  in  my  said 
office. 

Witness  my  hand  this  2nd  day  of  August,  1912. 

P.  S.  Eay, 

Clerk. 

State  of  Kentucky, 

Jefferson  County. 

I,  P.  S.  Eay,  Clerk  of  the  County  Court  of  Jefferson  County,  in  the  State 
of  Kentucky,  hereby  certify  that  under  the  laws  of  the  State  of  Kentucky, 
and  as  such  clerk  I  have  custody  of  the  corporation  Books  of  Jefferson 
County,  Kentucky,  in  which  the  laws  of  said  State  require  that  (Articles 
and  Amended  Articles  of  Incorporation,  etc.)  be  recorded;  and  I  further 
certify  that  the  above  and  foregoing  pages  contain  a  correct  transcript  of 
the  Amended  Articles  of  Incorporation  of  the  Paducah  &  Illinois  Eail- 
road Company,  of  the  State  of  Kentucky,  as  shown  of  record  in  my  office 
on  page  277,  Corporation  Book  21,  and  I  further  certify  that  I  have  com- 
pared said  transcript  with  said  original  record  and  I  certify  that  the  above 
transcript  is  a  correct  transcript  of  the  whole  of  said  original  record  of 
which  I  am  the  custodian. 

In  Testimony  Whereof,  I  have  hereunto  set  my  hand  and  affixed  the  seal 
of  said  court  and  said  county  of  which    1   am   the  custodian  at  the  Court 
House  in  the  City  of  Louisville,  this  5th  day  of  August,  1912. 
[seal]  P.  S.  Eay,  Cleric, 

Jefferson  County  Court,  Kentucky 


CORPORATE    HISTORY  1557 

State  of  Kentucky, 


,  SCT. 

Jefferson  County 


1- 

The  undersigned,  T.  B.  Toon,  President,  and  M.  K.  Gilbert,  Secretary, 
of  the  Paducah  and  Illinois  Eailroad  Company,  do  certify  that  the  fore- 
going is  a  true  copy  of  the  Amendment  to  Article  Four  (4)  of  the  Articles 
of  Incorporation  of  the  Paducah  and  Illinois  Eailroad  Company,  jointly 
and  severally  acknowledged,  adopted,  signed  and  executed  by  the  President 
and  all  the  Directors  thereof,  to  be  their  act  and  deed,  and  for  and  on 
behalf  of  said  company,  and  for  the  purposes  therein  set  forth  and  duly 
recorded,  as  required  by  law,  on  the  2nd  day  of  August,  1912,  in  the  Office 
of  the  County  Court  Clerk  of  Jefferson  County,  State  of  Kentucky,  in  which 
the  principal  office  or  place  of  business  of  said  company  is  located,  this 
attestation  and  certificate  being  made  as  required  by  section  764,  Kentucky 
Statutes,  in  order  that  the  foregoing  copy  may  be  duly  filed  in  the  office 
of  the  Eailroad  Commissioners  and  the  Secretary  of  State  of  the  State  of 
Kentucky. 

Given  under  our  hand  and  official  seal  of  said  company,  this  the  7th  day 
of  August,  1912. 
[sealJ  T.  B.  Toon, 

President. 
M.  K.  Gilbert, 

Secretary. 

Statement  required  by  section  4225  Kentucky  Statutes : 
To  the  Secretary  of  State, 

Frankfort,  Kentucky. 

The  Paducah  and  Illinois  Eailroad  Company  has  this  day,  in  accordance 
with  the  provisions  of  section  4225,  Kentucky  Statutes,  paid  into  the  State 
Treasury  the  sum  of  Three  Thousand  ($3,000)  as  per  copy  of  the  State 
Treasurer's  receipt  hereto  attached  as  part  hereof,  marked  Exhibit  E,  the 
said  sum  being  one-tenth  of  one  per  centum  upon  the  amount  of  the  increase 
of  Three  Million  ($3,000,000)  Dollars,  in  the  capital  stock,  which  the  said 
corporation  is  authorized  to  have,  under  the  provisions  of  the  amendment 
to  Article  four  (4)  of  its  Articles  of  Incorporation  this  day  filed  in  your 
office. 

This  August  9th,  1912. 
[seal]  Paducah  &  Illinois  Eailroad  Company, 

Attest:  By  T.  B.  Toon, 

M.  K.  Gilbert,  President. 

Secretary. 

Commonwealth  of  Kentucky, 
Office  of  Secretary  of  State. 

I,  C.  F.  Crecelius,  Secretary  of  State  for  the  Commonwealth  of  Kentucky, 
do  hereby  certify  that  the  Paducah  and  Illinois  Eailroad  Company,  has 
this  day  filed  in  this  office  a  certified  copy  of  the  amendment  to  Article 
Four  (4)  of  its  Articles  of  Incorporation  in  compliance  with  the  provisions 
of  Section  764,  Kentucky  Statutes,  and  that  the  foregoing  is  a  true  copy 
thereof. 


1558       CHICAGO,   BURLINGTON   &   QUINCY  RAILROAD   COMPANY 

I  do  hereby  further  certify  that  said  corporation  has  filed  with  me  in  my 
office  a  statement  showing  that  it  has  paid  into  the  State  Treasury  the 
sum  of  Three  Thousand  ($3,000),  being  one-tenth  of  one  per  centum  upon 
Three  Million  ($3,000,000)  Dollars  the  amount  of  the  increase  in  the 
capital  stock  which  said  corporation  is  authorized  to  have  by  the  amend- 
ment aforesaid  of  its  Articles  of  Incorporation,  as  required  by  the  pro- 
visions of  Section  1225,  Kentucky  Statutes. 

Witness  my  hand  and  official  seal,  this  the  9th  day  of  August,  1912. 
[seal]  C.  F.  Crecelius, 

Secretary  of  State  for  the  Commonwealth  of  Kentucky. 

State  of  KENTUCKY, 
Jefferson  County. 

Be  it  remembered,  at  the  Court  House  in  the  City  of  Louisville,  County 
and  State  aforesaid,  in  the  County  Court  Clerk's  office  of  Jefferson  County, 
said  clerk  being  custodian  of  Records  of  Articles  of  Incorporation,  of 
Articles  and  Amended  Articles  of  Incorporation,  etc.,  the  following  is  en- 
tered of  record  in  Corporation  Book  23,  page  304. 

At  an  adjourned  annual  meeting  of  the  stockholders  of  the  Paducah  & 
Illinois  Railroad  Company,  hold  on  the  third  day  of  August,  1914,  at  its 
principal  office  in  the  City  of  Louisville,  State  of  Kentucky,  pursuant  to 
the  adjournment  had  at  the  annual  stockholders  meeting,  which  was  held 
in  the  City  of  Louisville,  State  of  Kent  inky,  on  July  1,  1914,  and  a  waiver 
of  notice  signed  by  all  of  the  stockholders,  the  entire  common  capital  stock 
and  all  the  shares  thereof  being  represented  and  voting  thereat,  it  was 
unanimously  resolved  that : 

Resolved,  The  holders  of  all  the  common  capital  stock  having  thereto 
consented,  that  Article  Four  (4)  of  the  original  Articles  of  Incorporation 
of  the  Paducah  &  Illinois  Railroad  Company,  dated  and  executed  February 
21,  1910;  and  the  amended  Article  Four  (4)  of  said  Articles  of  Incor- 
poration, dated  and  exe<  uted  the  first  day  of  August,  1912;  which  original 
Articles  are  recorded  in  Corporation  Book  19,  page  28,  et  sequitor,  and 
which  amended  Article  Four  (4)  is  recorded  in  Corporation  Book  21, 
page  277,  in  the  office  of  the  Clerk  of  the  Jefferson  County  Court,  State  of 
Kentucky,  and  both  respectively  filed  in  the  office  of  the  Railroad  Com- 
missioners of  said  State,  and  in  the  office  of  the  Secretary  of  State  of  said 
State,  as  required  by  law,  be  further  amended  so  as  to  provide  that  the 
authorized  capital  stock  shall  consist  of  preferred  stock  to  the  amount  of 
Six  Million  (6,000,000)  Dollars,  par  value,  and  of  common  stock  to  the 
amount  of  Ten  Thousand  (10,000)  Dollars  par  value,  which  has  hereto- 
fore been  provided,  the  present  capital  stock  being  increased  by  the  issue 
of  Three  Million  (3,000,000)  Dollars,  all  of  which  additional  stock  shall 
be  preferred  stock,  to  be  divided  into  shares  of  One  Hundred  (100)  Dollars 
each,  that  all  the  said  Six  Million  (6,000,000)  Dollars  preferred  stock  shall  be 
entitled  to  receive  semi-annual  dividends,  in  equal  parts,  at  the  rate  of 
Four  and  one-half  (4%)  per  cent  per  annum,  payable  before  any  dividends 
shall  be  declared  on  the  common  stock,  and  said  preferential  dividends  shall 
be  cumulative;    that  on  the  dissolution  of  the  corporation,  voluntarily  or 


CORPORATE    HISTORY  1559 

otherwise,  the  holders  of  the  preferred  stock  shall  be  entitled  to  have  their 
shares  redeemed  at  par  before  any  distribution  of  any  part  of  the  assets 
of  the  corporation  shall  be  made  to  the  holders  of  the  common  stock;  and 
that  the  preferred  stock  shall  have  no  right  to  vote  and  no  right  to  share 
in  the  management  of  the  Company. 

It  was  at  said  meeting  further  unanimously  resolved: 

Resolved,  That  the  President  and  Directors  of  the  Paducah  &  Illinois 
Railroad  Company  be  authorized  and  directed,  on  behalf  of  said  corporation, 
to  execute,  sign  and  acknowledge  such  amendment  to  said  Articles  of 
Incorporation  as  may  be  necessary  to  carry  out  the  aforesaid  resolution, 
and  do  such  other  acts  as  may  be  required  by  law  to  effectuate  said  purpose. 

At  a  special  meeting  of  the  Board  of  Directors  of  the  said  Paducah  & 
Illinois  Railroad  Company,  held  at  the  Burlington  Building,  Chicago,  111.  on 
the  4th  day  of  August,  1914,  at  eleven  o'clock  a.m.,  pursuant  to  a  written 
call  and  waiver  of  notice  signed  by  all  the  Directors,  the  same  resolutions 
were  unanimously  passed  by  said  Board. 

Pursuant  to  said  resolutions  passed  by  the  said  stockholders  meeting  and 
by  the  Board  of  Directors,  Article  Four  (4)  of  the  Articles  of  Incorporation 
as  heretofore  amended  is  now  further  amended  so  that  the  authorized  capital 
stock  of  said  corporation  shall  consist  of  preferred  stock  of  the  quality 
and  character  aforesaid  mentioned  in  said  resolutions,  to  the  amount  of  Sii 
Million  (6,000,000)  Dollars,  par  value,  and  of  common  stock  to  the  amount 
of  Ten  Thousand  (10,000)  Dollars,  as  at  present  provided,  thereby  increas 
ing  the  authorized  issue  of  preferred  stock  from  Three  Million  Dollars,  pai 
value  to  Six  Million  Dollars,  par  value. 

In  Testimony  Whereof,  The  Paducah  &  Illinois  Railroad  Company,  by 
D.  Miller,  its  President,  and  said  D.  Miller,  as  President,  and  D.  Miller, 
Jno.  Howe  Peyton,  H.  E.  Byram,  W.  J.  Hills  and  F.  H.  Rawson,  its 
Directors,  have  hereunto  subscribed  their  names,  this  the  4th  day  of  August, 
1914. 

Paducah  &  Illinois  Railroad  Company, 
By  D.  Miller,  its  President, 
D.  Miller,  President, 
D.  Miller,  Director, 
Jno.  Howe  Peyton,  Director, 
H.  E.  Byram,  Director, 
L  seal  J  W.  J.  Hills,  Director, 

Attest:  F.  H.  Rawson,  Director. 

J.  H.  Ambrose,  Secretary. 

* 

State  of  Illinois, 
County  of  Cook. 

I,  W.  S.  Burley,  a  Notary  Public  in  and  for  the  County  and  State  afore- 
said, do  certify  that  on  this  day  personally  appeared  before  me  D.  Miller, 
the  President  and  one  of  the  five  Directors  of  the  Paducah  &  Illinois  Rail- 
■road  Company,  and  John  Howe  Peyton,  H.  E.  Byram,  W.  J.  Hills  and  F. 
H.  Rawson,  the  other  four  Directors  of  said  Company,  all  of  whom  are 
known  to  me   to  be  the   President   and   Directors  respectively   of   the   said 


1560      CHICAGO,    BURLIXTON    &    QUINCY   RAILROAD    COMPANY 

Paducah  &  Illinois  Railroad  Company,  and  who  jointly  and  severally 
acknowledged  that  they  adopted,  signed  and  executed  the  foregoing  amend- 
ment to  Article  Four  (4)  of  the  Articles  of  Incorporation  of  the  said 
Paducah  &  Illinois  Railroad  Company,  as  heretofore  amended,  and  to  be 
their  acts  and  deeds  for  and  on  behalf  of  said  company  and  for  the  pur- 
poses therein  set  forth. 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  official  seal  this 
4th  day  of  August,  1914.  My  Commission  expires  on  the  4th  day  of  October, 
1914. 

[SEAL]  W.   S.  BURLEY,  N.P. 

I,  P.  S.  Ray,  Clerk  of  the  County  Court  of  Jefferson  County,  in  the  State 
of  Kentucky,  do  certify  that  on  this  day  at  11  o'clock  a.m.,  the  foregoing 
amended  Articles  of  Incorporation  were  produced  to  me  in  my  office,  and 
that  1  have  recorded  them,  this  and  the  foregoing  certificate  in  my  said  office. 

Witness  my  hand  this  5th  day  of  August,  1914. 
[seal]  P.  S.  Ray,  Clerk. 

state  of  Kentucky, 
Jefferson  County. 

I,  P.  S.  Bay,  ('Krk  of  the  County  Court  of  Jefferson  County  in  the  State 
of  Kentucky,  hereby  certify  that  under  the  laws  of  the  State  of  Kentucky, 
and  as  such  clerk  1  have  custody  of  the  Corporation  Books  of  Jefferson 
I  ty,  Kentucky,  in  which  the  laws  of  said  state  require  that  Articles  and 
Amended  Articles  of  Incorporation,  etc.  be  recorded;  and  I  further  certify 
that  the  above  and  foregoing  pages  contain  a  correct  transcript  of  the 
amended  Articles  of  Incorporation  of  the  Paducah  &  Illinois  Railroad  Com- 
pany, of  the  State  of  Kentucky,  as  shown  of  record  in  my  office  on  page 
304  Corporation  Book  23,  and  1  further  certify  that  I  have  compared  said 
transcript,  with  said  original  record  and  I  certify  that  the  above  transcript 
is  a  correct  transcript  of  the  whole  of  said  original  record  of  which  I  am 
the  custodian. 

I  ■   Testimony  Whereof,  1  have  hereunto  set  my  hand  and  affixed  the  seal 
of  said  court   and  said  county  of  which   I  am  the  custodian   at   the  Court 
House  in  the  City  of  Louisville,  this  5th  day  of  August,  1914. 
[seal]  P.  s.  Ray,  CUc.,  Jefferson  Co.  Court,  Ky. 

The  undersigned,  D.  Miller,  President,  and  J.  H.  Ambrose,  Secretary  of 
the  Paducah  &  Illinois  Railroad  Company,  do  certify  that  the  foregoing  is 
a  true  copy  of  the  Amendment  to  Article  Four  (4)  of  the  Articles  of  In- 
corporation of  the  Paducah  &  Illinois  Railroad  Company,  jointly  and  sev- 
erally acknowledged,  adopted,  signed  and  executed  by  the  President  and 
all  the  Directors  thereof,  to  be  their  act  and  deed,  and  for  and  on  behalf 
of  said  Company,  and  for  the  purpose  therein  set  forth,  and  duly  recorded, 
as  required  by  law  on  the  5th  day  of  August,  1914,  in  the  office  of  the 
County  Court  Clerk  of  Jefferson  County,  State  of  Kentucky,  in  which  the 
principal  office  or  place  of  business  of  said  Company  is  located,  this  attesta-' 
tion  and  certificate  being  made  as  required  by  Section  764,  Kentucky 
Statutes,  in  order  that  the  foregoing  copy  may  be  duly  filed  in  the  office 


CORPORATE   HISTORY  1561 

of   the   Railroad   Commissioners  and  the   Secretary   of  State  of  the  State 
of  Kentucky. 

Given  under  our  hands  and  the  official  seal  of  said  Company,  this  the  13th 

day  of  August,  1914. 

D.  Miller, 
[seal]  President. 

J.  H.  Ambrose, 

Secretary. 

State  of  Kentucky, 
Jefferson  County. 

Be  it  remembered  at  the  Court  House  in  the  City  of  Louisville,  County  and 
State  aforesaid,  in  the  County  Court  Clerk's  Office  of  Jefferson  County, 
said  Clerk  being  custodian  of  Records  of  Articles  of  Incorporation,  of 
Articles  &  Amended  Articles  of  Incorporation,  etc.  the  following  is  entered 
of  record  in  Corporation  Book  24,  Page  320. 

At  an  annual  meeting  of  the  Stockholders  of  the  Paducah  &  Illinois  Rail- 
road Company,  held  on  the  seventh  day  of  July,  1915,  at  its  principal  office 
in  the  City  of  Louisville,  State  of  Kentucky,  pursuant  to  a  consent  in  writing 
signed  by  all  the  stockholders,  the  entire  common  capital  stock  and  all 
shares  thereof  being  represented  and  voting  thereat,  it  was  unanimously 
resolved  that: 

Resolved,  the  holders  of  all  the  common  capital  stock  having  thereto 
consented  in  writing,  that  Article  Four  (4)  of  the  original  Articles  of 
Incorporation  of  the  Paducah  &  Illinois  Railroad  Company,  dated  and 
executed  February  21,  1910;  and  the  amended  Article  Four  (4)  of  said 
Articles  of  Incorporation,  dated  and  executed  the  first  day  of  August,  1912, 
a%id  the  further  amended  Article  Four  (4)  of  said  Articles  of  Incorporation, 
dated  and  executed  the  Fourth  day  of  August,  1914 ;  which  original  Articles 
are  recorded  in  Corporation  Book  19,  page  28,  et  sequitor,  and  which  first 
amended  Article  Four  is  recorded  in  Corporation  Book  21,  page  277,  and 
which  second  amended  Article  Four  is  recorded  in  Corporation  Book  23, 
page  304,  in  the  office  of  the  Clerk  of  the  Jefferson  County  Court,  State  of 
Kentucky,  and  all  three  respectively  filed  in  the  office  of  the  Railroad  Com- 
missioners of  said  state,  and  in  the  office  of  the  Secretary  of  State  of  said 
State,  as  required  by  law,  be  further  amended  so  as  to  provide  that  the 
authorize  I  capital  stock  shall  consist  of  preferred  stock  to  the  amount  of 
Seven  Million  (7,000,000)  Dollars,  par  value,  and  of  common  stock  to 
the  amount  of  Ten  Thousand  (10,000)  Dollars,  par  value,  which  common 
stock  has  heretofore  been  provided  the  present  capital  stock  being  increased 
by  the  issue  of  One  Million  (1,000,000)  Dollars',  all  of  which  additional 
stock  shall  be  preferred  stock,  to  be  divided  into  shares  of  One  Hundred 
(100)  Dollars  each;  that  all  the  said  Seven  Million  Dollars  ($7,000,000) 
preferred  stock  shall  be  entitled  to  receive  semi-annual  dividends  in  equal 
parts  at  the  rate  of  five  (5%)  per  cent  per  annum,  payable  before  any 
dividends  shall  be  declared  on  the  common  stock,  and  said  preferential 
dividends  shall  be  cumulative;  that  on  the  dissolution  of  the  corporation, 
voluntarily    of    or    otherwise,   the   holders   of   the    preferred    stock   shall   be 


1562       CHICAGO,   BURLINGTON   &   QUINCY  RAILROAD   COMPANY 

entitled  to  have  their  shares  redeemed  at  par  before  any  distribution  of  any 
part  of  the  assets  of  the  corporation  shall  be  made  to  the  holders  of  the 
common  stock;  and  that  the  preferred  stock  shall  have  no  right  to  vote, 
and  no  right  to  share  in  the  management  of  the  Company. 

It  was  at  said  meeting  further  unanimously 

Besolved,  That  the  President  and  Directors  of  the  Paducah  &  Illinois 
Railroad  Company  be  authorized  and  directed,  on  behalf  of  said  corpora- 
tion to  execute,  sign  and  acknowledge  such  amendment  to  said  Article  of 
Incorporation  as  may  be  necessary  to  carry  out  the  aforesaid  resolution, 
and  do  such  other  acts  as  may  be  required  by  law  to  effectuate  said  purpose. 

At  a  special  meeting  of  the  Board  of  Directors  of  the  said  Paducah  & 
Illinois  Railroad  Company,  held  at  the  Burlington  Building,  Chicago,  Illinois, 
on  the  eighth  day  of  July,  1915,  at  4:30  o'clock  P.M.  pursuant  to  a  written 
call  and  waiver  of  notice  signed  by  the  Directors,  the  same  resolutions  were 
unanimously  passed  by  said  Board. 

Pursuant  to  said  resolutions  passed  by  the  said  stockholders  meeting  and 
by  the  Board  of  Directors,  Article  Four  (4)  of  the  Articles  of  Incorporation 
of  the  Paducah  &  Illinois  Railroad  Company,  as  heretofore  amended,  is  now 
further  amended  so  that  the  authorized  capital  stock  of  said  corporation 
shall  consist  of  preferred  stock,  of  the  quality  and  character  aforementioned 
in  said  resolutions,  to  the  amount  of  Seven  Million  (7,000,000)  Dollars, 
par  value,  and  of  common  stock  of  Ten  Thousand  (10,000)  Dollars,  as  at 
present  provided;  thereby  increasing  the  authorized  issue  of  preferred  stock 
from  Six  Million  (6,000,000)  Dollars,  par  value,  to  Seven  Million  (7,000,- 
000)   Dollars,  par  value. 

In  Testimony  Whereof,  The  Paducah  &  Illinois  Railroad  Company  by 
Hale  Holden,  Its  President,  and  said  Hale  Holden,  as  President,  and  Hale 
Holden,  Jno.  Eowe  Peyton,  F.  II.  Rawson,  W.  J.  Hills  and  II.  E.  Byram,  its 
Directors,  have  hereunto  subscribed  their  names  this  eighth  day  of  July,  1915. 
[seal]  Paducah  &  Illinois  Railroad  Company, 

By  Hale  Holden,  its  President 
Hale  Holden,  President. 
Hale  Holden, 
Attest:  Jno.  Howe  Peyton, 

J.  H.  Ambrose,  F.  H.  Rawson, 

Secretary  W.  J.  Hills, 

H.  E.  Byram, 

Directors. 

State  of  Illinois, 
County  of  Cook. 

I,  J.  H.  Pettibone,  a  Notary  Public  in  and  for  the  County  and  State 
aforesaid,  do  certify  that  on  this  day  personally  appeared  before  me  Hale 
Holden,  The  President  and  one  of  the  five  Directors  of  the  Paducah  & 
Illinois  Railroad  Company,  and  John  Howe  Peyton,  F.  H.  Rawson,  W.  J. 
Hills  and  H.  E.  Byram,  the  other  four  Directors  of  said  Company,  all  of 
whom  are  known  to  me  to  be  the  President  and  Directors  respectively  of  the 
said  Paducah  k  Illinois  Railroad  Company,  and  who  jointly  and  severally 


CORPORATE    HISTORY  1563 

acknowledged  that  they  adopted,  signed  and  executed  the  foregoing  amend- 
ment to  Article  Four  (4)  of  the  Articles  of  Incorporation  of  the  said  Pa- 
ducah  &  Illinois  Eailroad  Company,  as  heretofore  amended,  and  to  be  their 
acts  and  deeds  for  and  on  behalf  of  said  Company,  and  for  the  purposes 
therein  set  forth. 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  official  seal  this 
8th  day  of  July,  1915.  My  Commission  expires  on  the  3rd  day  of  March, 
1918. 

[SEAL]  J-   H-   PETTIBONE, 

Notary  Public. 

State  of  Kentucky, 
Jefferson  County. 

I,  P.  S.  Kay,  Clerk  of  the  County  Court  of  Jefferson  County,  in  the  State 
of  Kentucky,  do  certify  that  on  this  day  at  9:30  o'clock  A.M.,  the  fore- 
going Amended  Articles  of  Incorporation  were  produced  to  me  in  my  office, 
and  that  I  have  recorded  them,  this  and  the  foregoing  certificate  in  my 
said  office. 

Witness  my  hand,  this  22nd  day  of  July,  1915. 

P.  S.  Ray,  Clerk. 

State  of  Kentucky, 
Jefferson  County. 

I,  P.  S.  Ray,  Clerk  of  the  County  Court  of  Jefferson  County,  in  the 
State  of  Kentucky,  hereby  certify  that  under  the  laws  of  the  State  of 
Kentucky,  and  as  such  clerk  I  have  the  custody  of  the  Corporation  books 
of  Jefferson  County,  Kentucky,  in  which  the  laws  of  said  State  require 
that  Articles  and  Amended  Articles  of  Incorporation,  etc.  be  recorded;  and 
I  further  certify  that  the  above  and  foregoing  paper  contain  a  correct 
transcript  of  the  Amended  Articles  of  Incorporation  of  the  Paducah  & 
Illinois  Railroad  Company,  of  the  State  of  Kentucky,  as  shown  of  record 
in  my  office  on  Page  320,  Corporation  Book  24,  and  I  further  certify  that 
I  have  compared  said  transcript  with  said  original  record  and  I  certify 
that  the  above  transcript  is  a  correct  transcript  of  the  whole  of  said  original 
record  of  which  I  am  the  custodian. 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  affixed  the  seal 
of  said  court  and  County  of  which  I  am  the  custodian  at  the  Court  House 
in  the  City  of  Louisville,  this  22nd  day  of  July,  1915. 
L  seal  J  p.  s.  Ray, 

CXk.,  Jefferson  Co.  Court,  Ky. 

The  undersigned  Hale  Holden,  President,  and  J.  H.  Ambrose,  Secretary 
of  the  Paducah  &  Illinois  Railroad  Company,  do  certify  that  the  foregoing 
is  a  true  copy  of  the  Amendment  to  Articles  Four  (4)  of  the  Articles  of 
Incorporation  of  the  Paducah  &  Illinois  Railroad  Company,  jointly  and 
severally  acknowledged,  adopted,  signed  and  executed  by  the  President  and 
all  the  Directors  Thereof,  to  be  their  act  and  deed,  and  for  and  on  behalf 
of  said  Company,  and  for  the  purposes  therein  set  forth  and  duly  recorded, 
as   required  by  law,   on  the  22nd   day  of   July,   1915,  in   the   office   of  the 


1564      CHICAGO,   BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

County  Court  Clerk  of  Jefferson  County,  State  of  Kentucky,  in  which  the 
principal  office  or  place  of  business  of  said  Company  is  located,  this  attesta- 
tion and  certificate  being  made  as  required  by  Section  764,  Kentucky 
Statutes,  in  order  that  the  foregoing  copy  may  be.  duly  filed  in  the  office 
of  the  Eailroad  Commissioners  and  the  Secretary  of  State  of  the  State  of 
Kentucky. 

Given  under  our  hands  and  the  official  seal  of  said  Company,  this  23rd 
day  of  July,  1915. 
[seal J  Hale  Holden, 

President. 
J.  H.   Ambrose, 

Secretary. 

CONTRACT,  January  10,  1923.  between  Paducah  &  Illinois  Eailroad 
Company,  Party  of  thi  First  Part,  The  Nashville,  Chattanooga  and  St. 
Louis  Railway  and  Chicago,  Burlington  and  Quiney  Railroad  Company, 
Parties  of  the  Second  Part,  Union  Trust  Company,  of  Chicago,  Illinois, 
Party  of  the  Third  Part,  and  Illinois  Central  Railroad  Company,  Party  of 
the  Fourth  Part,  relating  to  the  ownership  and  use  of  the  property  of  the 
Paducah  ..v  Illinois  Railroad  Company. 

This  contract,  made  and  entered  into  this  Tenth  day  of  January,  1923, 
but  effective  as  of  12:01  A.  M.,  September  1,  1920,  by  and  between  the 
Paducah  &  Illinois  Railroad  Company,  a  corporation  organized  and 
existing  under  and  l>y  virtue  of  the  laws  of  the  State  of  Kentucky,  herein- 
after called  the  "Bridge  Company,"  party  of  the  first  part;  The  Nashville, 
Chattanooga  ..v.  St.  Louis  Railway,  a  corporation  organized  and  existing 
under  and  by  virtue  of  the  laws  of  the  State  of  Tennessee,  aiel  the  Chicago, 
Burlington  &  Quiney  Railroad  Company,  a  corporation  organized  and  ex- 
isting under  and  by  virtue  of  the  laws  of  the  Vtate  of  Illinois,  parties  of 
the  second  part;  Union  Trust  Company,  of  Chicago,  Illinois,  a  corporation 
of  the  State  of  Illinois,  hereinafter  called  the  "Trustee  Company,"  party 
of  the  third  part  ;  and  the  Illinois  Central  Railroad  Company,  a  corporation 
organized  and  existing  under  and  by  virtue  of  the  laws  of  the  State  of 
Illinois,  hereinafter  called  the  ''Illinois  Company,"  party  of  the  fourth 
part  ; 

Whereas,  the  Bridge  Company  has  constructed  a  line  of  railroad  approxi- 
mately fourteen  (14)  miles  long,  from  Metropolis,  Illinois,  to  Paducah, 
Kentucky,  the  entire  common  stock  of  which  company  is  now  owned  jointly 
and  equally  by  the  parties  of  the  second  part,  but  is  pledged  to  the  Trustee 
Company  for  the  purpose  and  under  the  conditions  set  out  in  a  Stock  Trust 
Agreement,  dated  July  1,  1915,  to  which  reference  is  here  made;   and, 

Whereas,  the  parties  of  the  second  part,  by  certain  contracts,  to  be  re- 
ferred to  later  in  detail,  have  entered  into  an  arrangement  for  the  con- 
struction and  operation  of  the  properties  of  the  Bridge  Company  as  well 
.as  the  financing  of  the  Bridge  Company;  and, 

Whereas,  the  Illinois  Company  is  desirous  of  coming  into  this  arrange- 
ment as  a  joint  and  equal  associate,  both  as  to  right  and  responsibility, 


CORPORATE    HISTORY  1565 

with  the  parties  of  the  second  part,  this  being  agreeable  to  said  parties 
of  the  second  part  and  to  the  Bridge  Company  and  the  Trustee  Company : 

Now,  therefore,  in  consideration  of  the  premises  and  the  mutual  covenants 
hereinafter  set  forth,  it   is  agreed  by  and  between   the  parties  hereto  as 

follows: 

Article  I. 

Specific  reference  is  here  made  to  the  following  contracts,  agreements, 
and  trust  agreements,  which  are  attached  hereto  and  made  a  part  hereof, 
marked  in  order  respectively,  Exhibits  1,  2,  3,  4,  and  5,  to  wit: 

Exhibit  No.  1.  Construction  and  Operating  Agreement,  dated  September 
1,  1914. 

Exhibit  No.  2.     Supplemental  Agreement,  dated  July  1,  1915. 

Exhibit  No.  3.     Stock  Trust  Agreement,  dated  July  1,  1915. 

Exhibit  No.  4.     Trust  Deed  Agreement,  dated  July  1,  1915. 

Exhibit  No.  5.  Division  of  Surplus  and  Deficit  Agreement,  dated  July  1, 
1915. 

The  parties  of  the  second  part,  with  the  approval  of  the  Trustee  Company, 
each  hereby  transfers  and  conveys  to  the  Illinois  Company,  sixteen  and 
two-thirds  (16%)  shares  of  the  Common  Capital  Stock  of  the  Bridge 
Company  for  the  consideration  to  each  of  One  Thousand  Six  Hundred 
Sixty-six  Dollars  and  Sixty-seven  Cents  ($1,66(5.67)  paid  by  the  Illinois 
Company,  receipt  whereof  is  hereby  acknowledged ;  said  transfer  and 
sale  being  subject  to  all  the  provisions  of  the  Stock  Trust  Agreement  hereto 
attached  as  Exhibit  3. 

It  is  hereby  agreed,  the  Trustee  Company  consenting  thereto,  that  said 
Stock  Trust  Agreement,  Exhibit  3,  shall  be  modified  to  the  following  extent, 
to  wit: 

Said  Trustee  Company  will  cause  the  minimum  number  of  shares  of  the 
Bridge  Company's  common  stock  necessary  to  qualify  for  directorship  in 
the  Paducah  &  Illinois  Railroad  Company  to  be  transferred  into  the  names 
of  the  six  parties  designated  in  writing,  by  the  Chicago,  Burlington  & 
Quincy  Railroad  Company,  The  Nashville,  Chattanooga  &  St.  Louis  Railway 
and  the  Illinois  Central  Railroad  Company,  each  company  designating  two ; 
it  being  the  intention  of  the  parties  that  the  Board  of  Directors  of  the 
Paducah  &  Illinois  Railroad  Company,  seven  in  number,  shall  be  made  up 
of  two  representatives  of  each  of  said  three  railroads,  and  one  official  of 
the  Trustee  Company. 

Article  II. 

The  second  parties  hereto  (by  virtue  of  the  supplemental  agreement 
dated  July  1,  1915,  Exhibit  2  hereto),  having  unconditionally  agreed  to 
"jointly  and  severally  guarantee  the  payment  by  the  Bridge  Company  of 
both  interest  and  principal  of  all  and  every"  of  the  bonds  of  the  Bridge 
Company,  the  principal  sum  not  exceeding  Seven  Million  Dollars  ($7,000,- 
000.00),  the  Illinois  Company  hereby  expressly  covenants  and  agrees  with 
the  second  parties,  and  each  of  them,  that  if  and  when  said  second  parties, 
or  either  of  them,  make  any  payments  on  account  of  said  guaranty  of  the 


1566      CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

principal  or  interest  of  said  bonds,  or  of  the  indebtedness  represented 
thereby,  or  of  the  sums  payable  to  the  sinking  fund  referred  to  in  said 
guaranty,  the  Illinois  Company  will  immediately  thereafter  reimburse  and 
pay  to  said  second  parties,  or  either  of  them,  as  the  case  may  be,  such  sum  or 
sums  of  money  as  it  would  be  liable  for  to  the  said  company  or  companies, 
parties  of  the  second  part,  making  such  payment  if  it  had  executed  jointly 
with  them  the  said  guaranty — it  being  the  understanding  that  as  to  any 
such  payment  or  payments  so  made  by  the  second  parties,  or  either  of 
them,  under  said  guaranty  the  liability  of  the  Illinois  Company  shall,  as 
between  each  of  the  said  two  companies,  parties  of  the  second  part,  and  the 
Illinois  Company,  be  the  same  as  though  it  had  signed  such  guaranty  with 
them;  and  if  by  reason  of  the  default  of  one  of  said  second  parties  the 
other  shall,  after  the  Illinois  Company  has  paid  its  one  third  share,  as  above 
provided,  be  found  to  have  borne  more  than  its  one-third  share  of  any  such 
payment  or  payments,  the  Illinois  Company  shall  make  good  to  it  one-half 
of  any  excess  so  remaining.  It  is  further  understood  and  agreed  between 
the  party  of  the  first  part  hereto,  the  parties  of  the  second  part  and  the 
Illinois  Company  that  the  latter  shall  be  entitled  to  participate  in  all 
rights,  stocks  and  other  benefits  accruing  from  payments  made  under  said 
guaranty  to  the  extent  of  the  amount  contributed  by  it  towards  or  on 
account  of  such  payment  or  payments,  and  that  should  either  of  said  second 
parties  or  the  Illinois  Company,  under  the  provisions  hereof,  pay  more  than 
their  respective  one-third  share  of  any  such  payment  or  payments,  it  and 
each  of  them,  shall  have  a  right  of  action  against  the  other  of  said  second 
parties  so  making  default  for  the  amount  of  such  excess,  together  with 
interest  thereon  at  the  rate  of  six  per  cent  (6%)  per  annum  and  such 
second  party  so  making  default  shall  be  severally  liable  therefor  to  the 
Illinois  Company  and  to  the  said  second  party  making  such  payment. 

Article  III. 
Commencing  as  of  September  1,  1920,  the  Illinois  Company  shall,  in  all 
matters  growing  out  of  said  contracts,  Exhibits  1  to  5,  inclusive,  be  con- 
sidered  .-is  a  joint  and  equal  associate,  in  every  respect,  with  the  Chicago, 
Burlington  &  Quincy  Railroad  Company  and  The  Nashville.  Chattanooga 
&  st.  Louis  Railway,  and  specifically  shall  become  one  of  the  second  parties 
in  the  Construction  and  Operating  Agreement,  dated  September  1,  19]  l, 
Exhibit  1  :  one  of  the  second  parties  to  the  Supplemental  Agreement, 
dated  July  1,  1915,  Exhibit  2  (except  that  the  Illinois  Company  will  not 
formally  or  directly  guarantee  payment,  either  interest  or  principal,  o>- 
both,  of  the  bonds  themselves  of  the  Bridge  Company,  executed  under  and 
by  virtue  of  the  provisions  of  the  Trust  Deed,  dated  July  1,  1915,  Kxhil.it 
4,  but  nothing  in  this  Article  shall  be  considered  as  a  modification  of  the 
obligation  of  the  Illinois  Company  to  the  Chicago,  Burlington  &  Quincy 
Railroad  Company  and  The  Nashville,  Chattanooga  &  St.  Louis  Railway, 
set  out  in  Article  II,  supra)  ;  one  of  the  first  parties  to  the  Stock  Trust 
Agreement,  dated  July  1,  1915,  Exhibit  3;  one  of  the  parties  to  the  Division 
of  Surplus  and  Deficit  Agreement  of  July  1,  1915,  Exhibit  5;  on  the  precise 
same  basis  and  subject  to  all  of  the   same  conditions  and   limitations,   all 


CORPORATE    HISTORY  1567 

and  singular,  as  the  Chicago,  Burlington  &  Quincy  Bailroad  Company  and 
The  Nashville,  Chattanooga  &  St.  Louis  Eailway;  it  being  the  intention 
of  the  parties  that  the  Illinois  Company  will,  except  as  in  this  agreement 
otherwise  provided,  share  with  the  second  parties  hereto  and  meet  each 
and  every  obligation,  liability  and  responsibility  assumed  by  the  second 
parties  hereto  under  said  contracts,  and  each  of  them,  Exhibits  1  to  5, 
inclusive,  subsequent  to  and  including  September  1,  1920,  to  the  same 
extent  and  as  fully  as  if  said  contracts,  Exhibit  1  to  5,  inclusive,  and  each 
of  them,  had  been  originally  executed  by  the  Illinois  Company,  Chicago, 
Burlington  &  Quincy  Bailroad  Company,  and  The  Nashville,  Chattanooga 
&  St.  Louis  Eailway,  instead  of  (but  in  the  same  relation  as)  said  second 
parties  hereto;  and  as  if  the  obligations,  liabilities  and  responsibilities 
assumed  by  said  second  parties  hereto  under  said  contracts  and  each  of 
them,  Exhibits  1  to  5,  inclusive,  had  in  like  manner  and  proportion  originally 
been  assumed  by  the  three  last  above  named  parties  instead  of  by  said 
second  parties  hereto. 

It  is  hereby  agreed,  the  Trustee  Company  consenting  thereto,  that  Section 
10  of  Article  II,  of  said  Construction  and  Operating  Agreement,  dated 
September  1,  1914,  Exhibit  1,  shall  be  modified  to  the  extent  that  the 
Auditing  Committee  therein  referred  to  shall  be  composed  of  three  members 
instead  of  two,  to  consist  of  the  Chief  Accounting  Officers  of  the  Illinois 
Company  and  each  of  said  second  parties  hereto. 

It  is  further  understood  and  agreed  between  the  parties  of  the  first  part 
hereto,  the  parties  of  the  second  part,  and  the  Illinois  Company,  that  in 
case  the  Illinois  Company  shall,  under  the  provisions  of  any  of  the  contracts 
named  in  Article  III  hereof,  pay  any  part  of  amounts  due  from  the  parties 
of  the  second  part,  or  either  of  them,  the  payment  of  which  has  been  de- 
faulted, the  Illinois  Company  shall  be  entitled  to  participate  in  all  rights, 
stocks  and  other  benefits  which,  under  the  terms  of  said  contracts,  accrue 
to  one  of  said  second  parties  through  or  by  payments  made  by  it  upon  the 
default  of  the  other  of  said  second  parties,  in  proportion  to  the  amounts 
so  paid  by  the  Illinois  Company. 

Article  IV. 

This  Agreement,  although  executed  on  the  Tenth  day  of  January,  1923, 
shall  be  retroactive  in  all  things,  commencing  12:01  A.  M.,  September  1, 
1920,  but  not  prior  thereto ;  but,  except  as  herein  otherwise  expressly  agreed, 
shall  not  impose  any  obligation  on  said  Illinois  Company  for  any  matters  or 
things  prior  to  said  last  date. 

Article  V. 

The  Illinois  Company  shall  pay  to  the  Bridge  Company,  within  thirty  (30) 
days  from  the  date  of  the  execution  of  this  contract,  as  rental  for  the  use 
made  by  the  Illinois  Company  of  the  transportation  facilities  of  the  Bridge 
Company  during  the  Guaranty  Period;  to-wit,  March  1,  1920,  to  and  in- 
cluding August  31,  1920;  the  sum  of  Twenty-two  Thousand  Five  Hundred 
Sixty-five  Dollars  and  Forty -nine  Cents  ($22,565.49),  and  such  payment  shall 
constitute  full  and  conclusive  settlement  between  the  parties  hereto  for  all 


1568       CHICAGO,   BURLINGTON   &   QUINCY  RAILROAD   COMPANY 

sums  due  from  the  Illinois  Company  as  rental  for  the  use  made  by  the 
Illinois  Company  of  said  transportation  facilities  of  the  Bridge  Company 
during  said  period.  All  sums  due  by  the  Illinois  Company  to  the  Bridge 
Company  growing  out  of  this  contract,  and  the  assumption  by  it  of  said 
contracts,  referred  to  herein  as  Exhibits  1,  2,  3,  4,  and  5,  for  the  period 
September  1,  1920,  to  the  date  hereof,  shall  be  paid  by  the  Illinois  Company 
to  the  Bridge  Company  within  sixty  (60)  days  from  the  date  hereof;  all 
payments  accruing  after  the  date  hereof  shall  be  made  by  the  Illinois 
Company  in  accordance  with  the  provisions  of  said  contracts. 

The  Illinois  Company  shall  also  within  sixty  (60)  days  from  the  date 
hereof,  pay  to  the  second  parties,  or  to  either  of  them  for  the  account  of 
both  said  second  parties,  one-third  ('.■;)  of  Three  Hundred  Ninety-seven 
Thousand,  One  Hundred  Fifty-one  Dollars  and  Thirty  three  Cents  ($397,- 
L51.33),  due  the  parties  of  the  second  part  by  the  Bridge  Company  on 
account  of  construction  advances  to  September  1,  1920,  (being  the  sum  of 
One  Hundred  Thirty-two  Thousand,  Three  Hundred  Eighty-three  Dollars 
and  Seventy  eighl  Cents  ($132,383.78),  for  which  said  second  parties  have 
net  been  reimbursed,  and  for  which  bonds  of  the  Bridge  Company  have 
not  been  issued. 

If,  upon  final  settlement  made  between  the  Bridge  Company  and  the 
Untied  states  Railroad  Administration,  the  Bridge  Company  has  not  funds 
available  to  pay  the  .-1111(111111  found  upon  such  final  settlement  to  be  due 
said  United  states  Kailio.nl  Administration  by  the  Bridge  Company  for 
Additions  and  Betterments  made  to  the  property  of  the  Bridge  Company 
during  Federal  Control  of  railroads,  the  Illinois  Company  and  each  of 
said  second  parties  shall,  by  way  of  loan,  advance  and  pay  to  the  Bridge 
Company  one-third  (%)  of  such  amount. 

Any  deficit  of  the  Bridge  Company  (as  defined  in  Exhibit  5)  existing  at 
L2:01   A.  .M.,  September   1,  1920,  from  operations  of  the  Bridge  Company 

prior  to  said  dale,  shall  be  paid  by  the  second  parties  hereto,  and  the 
Illinois  Company  shall  not  be  liable  to  pay  or  to  contribute  in  any  manner 
to  the  paymenl  of  such  deficit,  nor  shall  the  portion  of  any  surplus  derived 
from  operations  of  the  Bridge  Company  after  12:01  A.  M.,  September  1, 
L920,  to  which  the  Illinois  Company  may  be  entitled,  be  reduced  or 
diminished  by  the  application  of  such  surplus  to  any  deficits  of  the 
Bridge  Company  existing  at  12:01  A.  M.,  September  1,  1920,  from 
operations  of  the  Bridge  Company  prior  to  said  date. 

Any  sin  pin-,  of  the  Bridge  Company  (as  defined  in  Exhibit  5)  existing  at 
12:01  A.  M.,  September  1,  1920,  from  operations  of  the  Bridge  Company 
prior  to  said  date  shall  be  divided  between  and  paid  to  said  Chicago,  Burling- 
ton &  Quincy  Railroad  Company  and  said  The  Nashville,  Chattanooga  &  St. 
Louis  Railway,  in  accordance  with  the  provisions  of  Article  III  of  said 
Division  of  Surplus  and  Deficit  Agreement,  dated  July  1,  1915,  Exhibit  5, 
and  the  Illinois  Company  shall  not  be  entitled  to  any  part  thereof. 

It  is  understood  and  agreed  that  in  determining  the  amount  of  any  surplus 
or  deficit  from  the  operations  of  the  Bridge  Company  (as  defined  in  Exhibit 
5)  after  12:01  A.  M.,  September  1,  1920,  the  balance  of  Discount  on  Funded 
Debt,    being    the    sum    of    Ninety-six    Thousand,    Two    Hundred    Fifty-one 


CORPORATE   HISTORY  1569 

Dollars  and  Fifty-one  Cents  ($96,251.51),  shall  be  charged  to  income  of 
the  Bridge  Company,  distributed  ratably  each  month  during  the  remainder 
of  the  term  of  the  bonds  representing  said  Funded  Debt. 

Article  VI. 

It  is  expressly  agreed  by  all  of  the  parties  hereto  that  Section  5  of 
Article  III  of  the  Construction  and  Operating  Agreement,  dated  September 
1,  1914,  Exhibit  1,  shall  be,  and  the  same  is  hereby,  amended  to  read  as 
follows,  and  as  so  amended  shall  from  the  date  hereof  be  taken  and 
considered  as  Section  5  of  Article  III  of  said  Construction  and  Operating 
Agreement,  dated  September  1,  191-4,  Exhibit  1,  in  lieu  of  said  Section  5, 
Article  III,  as  therein  written: 

Section  5.  Except  when  and  to  the  extent  required  by  law,  the  Bridge 
Company  shall  not  grant  to  any  other  railway  company  or  companies  the 
right  to  use  said  facilities  of  the  Bridge  Company,  or  any  part  thereof, 
without  the  consent  in  writing  of  the  majority  in  number  of  the  railroad 
companies  then  owning  the  common  stock  of  the  Bridge  Company  and  not 
then  in  default,  and  the  Bridge  Company  shall  not,  without  the  consent 
in  writing  of  all  of  the  railroad  companies  then  owning  the  common  stock 
of  the  Bridge  Company  and  not  then  in  default,  grant  the  use  of  said 
facilities,  or  any  part  thereof,  to  any  other  railroad  company  or  companies, 
or  common  carriers,  upon  terms  more  favorable  than  those  accorded  to  the 
railroad  companies  then  owning  the  common  capital  stock  of  the  Bridge 
Company  and  not  then  in  default;  nor  shall  the  Bridge  Company  in  any 
case  grant  the  use  of  said  facilities,  or  any  part  thereof,  to  any  such  other 
railroad  company  if  such  additional  use  would  overburden  said  facilities  of 
the  Bridge  Company. 

The  Bridge  Company  expressly  agrees  that  it  will  not,  during  the  term 
hereof,  pay  or  obligate  itself  to  pay  any  sum  of  money  in  excess  of  the  sum 
of  Five  Thousand  ($5,000.00)  Dollars  for  any  individual  improvement  or 
addition  to  its  property,  the  cost  of  which  is  properly  chargeable  to  Boad 
and  Equipment  Account,  without  first  having  had  ami  obtained  the  consent 
thereto,  in  writing,  of  each  of  the  railroad  companies  at  the  time  owning 
common  stock  of  the  Bridge  Company  and  not  then  in  default. 

It  is  expressly  understood  and  agreed  that  the  Illinois  Company  shall  have 
the  right  at  any  time  during  the  life  of  this  contract,  to  establish  at  its 
own  sole  cost  and  expense,  a  connection  with  the  tracks  of  the  Bridge 
Company,  such  connection  to  be  owned  either  by  the  Illinois  Company  or 
by  a  company  whose  entire  trackage  is  operated  by  the  Illinois  Company, 
provided,  however,  that  such  connection,  when  installed,  shall  never  be  used 
for  the  operation  thereover  of  trains  of  any  company  other  than  the  Illinois 
Company,  unless  such  other  company  shall  have  been  admitted  to  the  use 
of  the  facilities  of  the  Bridge  Company  in  accordance  with  the  provisions  of 
Section  5  of  Article  III  of  said  Construction  and  Operating  Agreement 
dated  September  1,  1914,  as  amended  by  Article  VI  hereof. 

Article  VII. 
The  third  party  hereto,  the  Trustee  Company,  joins  in  this  contract  for 
the  sole  purpose  of  expressing  its  assent  to  the  provisions  hereof  in  so  far 


1570      CHICAGO,   BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

as  its  rights  and  obligations  as  Trustee  under  the  Stock  Trust  Agreement 
and  Trust  Deed,  being  Exhibits  3  and  4,  respectively,  are  affected,  and  to 
assent  to  the  modifications  of  Section  5  of  Article  III  of  the  Construction 
and  Operating  Agreement,  dated  September  1,  1914,  Exhibit  1,  as  set  out 
in  Article  VIj  supra. 

The  Bridge  Company,  party  of  the  first  part,  joins  in  this  contract  for  the 
purpose  of  expressing  its  assent  and  approval  to  all  of  the  provisions  hereof. 

Article  VIII. 

All  existing  contracts,  if  any,  verbal  or  written,  to  which  the  Illinois 
Company  is  a  party,  relating  to  its  right  to  use  the  transportation  facilities 
of  the  Bridge  Company,  are  hereby  terminated  as  of  September  1,  1920, 
except  as  t<>  liabilities  arising  thereunder,  growing  out  of  transactions  prior 
to  said  date. 

In  Witness  Whereof,  the  parties  hereto  have  caused  this  contract  to  be 
executed  in  quadruplicate  by  their  duly  authorized  officers,  the  day  and  year 
first  above  written. 

Paducah  &  Illinois  Railroad  Company, 
[seal]  By  Hale  Holden, 

President. 
Attest  :  Party  of  the  first  part. 

T.  A.  CLAEKSON, 
Secretary. 

Chicago,  Burlington  &  Quincy  Railroad  Company, 
[seal]  By  Hale  Holden, 

Pr<  siil,  nt . 
Attest :  Parties  of  the  second  part. 

C.  I.  Sti  rgis, 
t*  tary. 

The   Nashville,  Chattanooga  &  St.  Louis  Railway, 
[seal]  By  W.  R,  Cole, 

Presidt  nt. 
Attest:  Parties  of  the  second  part. 

T.  A.  Clakksox, 
S<  en  tary. 

Union  Trust  Company  of  Chicago, 
[seal]  By  F.  H.  Rawson, 

President, 
Attest:  Party  of  the  third  part. 

R.  F.  Chapix, 
Secretary. 

Illinois   Central  Railroad  Company, 
[seal]  By  C.  H.  Markham, 

President, 
Attest:  Party  of  the  fourth  part. 

Burt  A.  Beck, 

Assistant  Secretary. 


CORPORATE    HISTORY  1571 

State  of  Illinois,/ 

v  SS 

County  of  Cook.     ) ' 

I,  A.  D.  McLane,  a  Notary  Public  in  and  for  the  State  and  County  afore- 
said, do  hereby  certify  that  Hale  Holden,  as  President  of  the  above  named 
Paducah  &  Illinois  Eailroad  Company,  personally  known  to  me  to  be  the 
same  person  whose  name  is  subscribed  to  the  foregoing  instrument  as  such 
President,  personally  appeared  before  me  this  day  in  the  County  aforesaid, 
and  acknowledged  that  he  signed,  sealed  and  delivered  said  instrument 
as  the  free  and  voluntary  act  of  said  Paducah  &  Illinois  Eailroad  Company, 
and  as  his  own  free  and  voluntary  act  as  such  President  for  the  uses  and 
purposes  therein  set  forth ;  that  he  has  affixed  the  corporate  seal  of  said 
Company  and  has  caused  the  same  to  be  duly  attested  by  T.  A.  Clarkson, 
Secretary  of  said  Company;  all  of  which  has  been  done  by  him  under  and 
pursuant  to  the  authority  conferred  on  him  by  the  Board  of  Directors  of  said 
Paducah  &  Illinois  Eailroad  Company. 

Given  under  my  hand  and  notarial  seal,  this  12th  day  of  January,  1923. 

My  commission  expires  March  22,  1923. 
[seal J  A.  D.  McLane, 

Notary  Public  in  and  for  the  County 
of  Cook,  State  of  Illinois. 

State  of  Tennessee,) 
County  of  Davidson.  ) 

I,  E.  T.  Saunders,  a  Notary  Public  in  and  for  the  State  and  County 
aforesaid,  do  hereby  certify  that  T.  A.  Clarkson,  with  whom  I  am  personally 
acquainted  and  to  me  known  to  be  the  Secretary  of  the  Paducah  &  Illinois 
Eailroad  Company,  whose  name  is  signed  to  the  within  and  foregoing  in- 
strument, has  this  day  personally  appeared  before  me  in  the  County  afore- 
said, produced  to  me  the  said  instrument,  and  then  and  there  acknowledged 
the  same  and  declared  that  he  did  duly  attest  said  instrument  and  did  sign 
his  name  to  said  attestation. 

Given  under  my  hand  and  notarial  seal  this  10th  day  of  January,  1923. 

My  commission  expires  January  2nd,  1927. 
L  seal  J  E.  T.  Saunders, 

Notary  Public  in  and  for  said 
County  and  State. 

State  of  Illinois,  ) 

r  SS 

County  of  Cook.    \ 

I,  A.  D.  McLane,  a  Notary  Public  in  and  for  the  State  and  County  afore- 
said, do  hereby  certify  that  Hale  Holden,  as  President  of  the  above  named 
Chicago,  Burlington  &  Quincy  Eailroad  Company,  personally  known  to 
me  to  be  the  same  person  whose  name  is  subscribed  to  the  foregoing  in- 
strument as  such  President,  personally  appeared  before  me  this  day 
in  the  County  aforesaid,  and  acknowledged  that  he  signed,  sealed  and 
delivered  said  instrument  as  the  free  and  voluntary  act  of  said  Chicago, 
Burlington  &  Quincy  Eailroad  Company,  and  as  his  own  free  and  voluntary 
act  as  such  President  for  the  uses  and  purposes  therein  set  forth;  that  he 


L572       CHICAGO,   BURLINGTON    cV.    QUINCY   RAILROAD   COMPANY 

has  affixed  the  corporate  seal  of  said  Company  and  has  caused  the  same  to 
be  duly  attested  by  C.  I.  Sturgis,  Secretary  of  said  Company;  all  of  which 
has  been  done  by  him  under  and  pursuant  to  the  authority  conferred  on  him 
by  the  Board  of  Directors  of  said  Chicago,  Burlington  &  Quincy  Railroad 
Company. 

I  do  further  certify  that  C.  I.  Sturgis.  with  whom  1  am  personally  ac- 
quainted and  to  mi'  known  to  lie  the  Secretary  of  said  Chicago,  Burlington 
&  Quincy  Railroad  Company,  whose  name  is  signed  to  the  within  and  fore- 
going instrument,  has  also  this  day  personally  appeared  before  me  in  the 
County  aforesaid,  produced  to  me  said  instrument,  and  then  and  there 
acknowledged  the  same  and  declared  that  he  did  duly  attest  said  instrument 
and   did  Sign   his  name  to  the   said  attestation. 

//  under  my  hand  and  notarial  seal,    this  L2th  day  of  January,  1923. 
.My  commission  expires  March  22,  L923. 
\lJ  A.  1>.  Mi  Lax k, 

Notary   Public   in    and    for   the   County 
of  Cook,  State  of  Illinois. 


State  of  Tennessee,  , 

y  ss. 

[  'i     OF    I  >  WllL-IIN.  ' 


BE,) 
>N.J 


I,  i;.  T.  Saunders,  a  Notarj  Public  in  and  for  the  state  and  County 
aforesaid,  do  hereby  certify  that  W.  R.  Cole,  as  Presidenl  of  the  above 
named  The  Nashville,  Chattanooga  &  St.  Louis  Railway,  personally  known 
to  me  to  be  the  same  person  whose  name  is  subscribed  to  the  foregoing  in 

strumeiit   as   -ueli    President,  personally   appeared    before   me  this  day   in   the 

Countj  aforesaid,  and  acknowledged  thai  he  signed,  sealed,  and  delivered 
said  inst  rune  nt  as  the  U<r  and  voluntary  act  of  said  The  Nashville. 
Chattanooga    &    St.   Louis    Railway,  and   as  his  own   free  and   voluntary  act 

such  Presidenl  for  the  uses  and  purposes  therein  set  forth;  that  he  has 
affixed  the  corporate  seal  of  said  Railway  and  has  caused  the  same  to 
be  duly  attested  by  T.  A.  Clarkson,  Secretary  of  said  Railway;  all  of  which 
has  been  don,-  by  him  under  and  pursuant  to  the  authority  conferred  on  him 
by  tin-  Board  of  Directors  of  -aid  The  Nashville,  Chattanooga  &  St.  Louis 
Railway. 

1  do  further  certify  that  T.  A.  Clarkson,  with  whom  I  am  personally 
acquainted  and  to  me  known  to  be  the  Secretary  of  said  The  Nashville, 
Chattanooga  &  St.  Louis  Railway,  whose  name  is  signed  to  the  within 
and  foregoing  instrument,  has  also  this  day  personally  appeared  before  me 
in  the  County  aforesaid,  produced  to  me  said  instrument,  and  then  and 
there  acknowledged  the  same  and  declared  that  lie  did  duly  attest  said 
instrument  and  did  sign  his  name  to  said  attestation. 

a   under  my   hand   and   notarial  seal,  this  10th  day  of  January,  1923. 

My  commission   expires  January  2nd,  1927. 
Lseal]  R.  T.  Saunders, 

Notary    Public    in    and    for   said 
County   and    State. 


CORPORATE    HISTORY  1573 

State  of  Illinois, 


L.INOIS,  ) 

Cook.   ) 


,  ss. 
County  of  Cook. 

I,  W.  Lee  Stoetzel,  a  Notary  Public  in  and  for  the  State  and  •  County 
aforesaid,  do  hereby  certify  that  F.  H.  Rawson,  as  President  of  the  above 
named  Union  Trust  Company,  personally  known  to  me  to  be  the  same 
person  whose  name  is  subscribed  to  the  foregoing  instrument  as  such 
President,  personally  appeared  before  me  this  day  in  the  County  aforesaid 
and  acknowledged  that  he  signed,  sealed,  and  delivered  said  instrument  as 
the  free  and  voluntary  act  of  said  Union  Trust  Company,  and  as  his  own 
free  and  voluntary  act  as  such  President,  for  the  uses  and  purposes  therein 
set  forth ;  that  he  has  affixed  the  corporate  seal  of  said  Company  and  has 
caused  the  same  to  be  duly  attested  by  R.  F.  Chapin,  Secretary  of  said 
Company;  all  of  which  has  been  done  by  him  under  and  pursuant  to  the 
authority  conferred  on  him  by  the  Board  of  Directors  of  said  Union  Trust 
Company. 

I  do  further  certify  that  R.  F.  Chapin,  with  whom  I  am  personally  ac- 
quainted and  to  me  known  to  be  the  Secretary  of  said  Union  Trust  Company, 
whose  name  is  signed  to  the  within  and  foregoing  instrument,  has  also 
this  day  personally  appeared  before  me  in  the  County  aforesaid,  produced 
to  me  said  instrument,  and  then  and  there  acknowledged  the  same  and  de- 
clared that  he  did  duly  attest  said  instrument  and  did  sign  his  name  to 
said   attestation. 

(iiven  under  my  hand  and  notarial  seal,  this  30th  day  of  January,  1923. 

My  commission  expires  Mch.   loth,   1926. 
[seal!  W.  Lee  Stoetzel, 

Notary  Public  in  and  for  the  County 
and  State  aforesaid. 

State  of  Illinois,  / 

>  ss 
County  of  Cook.   \ 

I,  T.  G.  Taggart,  a  Notary  Public  in  and  for  the  State  and  County 
aforesaid,  do  hereby  certify  that  C.  H.  Markham  as  President  of  the  above 
named  Illinois  Central  Railroad  Company,  personally  known  to  me  to  be 
the  same  person  wh«se  name  is  subscribed  to  the  foregoing  instrument  as 
such  President,  personally  appeared  before  me  this  day  in  the  County 
aforesaid,  and  acknowledged  that  he  signed,  sealed  and  delivered  said 
instrument  as  the  free  and  voluntary  act  of  said  Illinois  Central  Railroad 
Company,  and  as  his  own  free  and  voluntary  act  as  such  President  for  the 
uses  and  purposes  therein  set  forth;  that  he  has  affixed  the  corporate  seal 
of  said  Company  and  has  caused  the  same  to  be  duly  attested  by  Burt  A. 
Beck,  Assistant  Secretary  of  said  Company;  all  of  which  has  been  done 
by  him  under  and  pursuant  to  the  authority  conferred  on  him  by  the 
Board  of  Directors  of  said  Illinois  Central  Railroad  Company. 

I  do  further  certify  that  Burt  A.  Beck,  with  whom  I  am  personally  ac- 
quainted and  to  me  known  to  be  the  Assistant  Secretary  of  said  Illinois 
Central  Railroad  Company,  whose  name  is  signed  to  the  within  and  fore- 
going instrument,  has  also  this  day  personally  appeared  before  me  in  the 
County    aforesaid,    produced    to    me    said    instrument,   and   then    and    there 


1574      CHICAGO,   BURLINGTON   &   QUINCY  RAILROAD   COMPANY 

acknowledged  the  same  and  declared  that  lie  did  duly  attest  said  instrument 
and  did  sign  his  name  to  said  attestation. 

Given  under  my  hand  and  notarial  seal,  this  13th  day  of  January,  1923. 
My  commission  expires  March  29,  1924. 
[SEAL J  T.  G.  Taggart, 

Notary  Public  in  and  for  the  County 
of  Cook,   State  of   Illinois. 


EXHIBIT    1 

AGREEMENT,  September  1,  1914,  between  Paducah  &  Illinois  Railroad 
Company  of  the  first  part,  the  Nashville,  Chattanooga  &  St.  Louis  Rail- 
way and  Chicago,  Burlington  &  Quincy  Railroad  Company  of  the  second 
part,  ami  Union  Trust  Company  as  Trustee,  of  the  third  part.  Relating 
to  construction  and  operation  of  a  bridge  across  the  Ohio  River  at  or  near 
Metropolis,  Illinois,  the  construction  of  connecting  tracks,  and  a  line  con- 
necting with  the  X.  C.  &  st.  L.  Ry.  near  Paducah,  Ky. 

An  c<ir(<  Hi'  nl.  made  this  first  day  of  September,  1914,  by  and  between  the 
Paducah  &  Illinois  Railroad  Company,  a  corporation  organized  and  existing 
under  ami  by  virtue  of  the  laws  of  the  State  of  Kentucky  (hereinafter 
called  the  Bridge  Company),  party  of  the  first  part,  The  Nashville,  Chat- 
tanooga &  St.  Louis  Railway,  a  corporation  organized  and  existing  under 
and  by  virtue  of  the  laws  of  the  State  of  Tennessee,  and  Chicago,  Burling- 
ton &  Quincy  Railroad  Company,  a  corporation  organized  and  existing  under 
and  by  virtue  of  the  laws  of  the  State  of  Illinois,  parties  of  the  second  part, 
and  Union  Trust  Company,  of  Chicago,  Illinois,  a  corporation  of  the  State 
of  Illinois,  the  corporate  trustee  under  the  first  mortgage  of  the  Bridge  Com 
panv  hereina  Iter  mentioned  (hereinafter  called  the  Trustee  Company), 
party  of  the  third  part. 

Win  nils,  the  Bridge  Company  is  about  to  acquire  the  necessary  land 
therefor  and  to  construct  a  bridge  across  the  Ohio  River  from  a  connection 
with  the  tracks  of  the  Chicago,  Burlington  l\:  Quincy  Railroad  Company  at 
or  in  the  vicinity  of  Metropolis,  Illinois,  and  to  construct  a  railroad  from 
the  said  bridge  to  a  point  of  connection  with  The  Nashville,  Chattanooga 
&  St.  Louis  Railway  near  Paducah,  Kentucky,  and  to  create  terminal  facili- 
ties for  interchange  of  traffic  near  said  point  of  connection,  all  of  which 
are  shown  in  detail  in  maps,  schedule,  plans  and  specifications  to  be  filed 
with  the  records  of  the  Bridge  Company,  which  said  maps,  schedule,  plans 
and  specifications  shall  be  marked  for  identification  by  the  Chief  Engineer 
of  each  of  the  railway  companies  parties  hereto  and  accepted  and  approved 
by  an  Executive  Officer  of  each  of  the  railway  companies  parties  hereto,  and 
which  are  hereafter  collectively  referred  to  as  the  "Plans"  and  are  made 
a  part  of  this  agreement  as  fully  as  if  set  forth  at  length  herein  or  attached 
hereto;   and 

Whereas,  the  Bridge  Company  after  the  completion  of  said  bridge,  con- 
necting railroad  and  other  facilities,  proposes,  either  itself  or  by  employing 
another  Railway  Company,  to  transfer  cars,  passengers  and  property  of  the 


CORPORATE    HISTORY  1575 

said  Railway  Companies  between  said  Metropolis,  Illinois,  and  Paducah, 
Kentucky ;  and 

Whereas,  the  Bridge  Company  is  about  to  execute  to  said  Trustee  Com- 
pany a  mortgage  or  Deed  of  Trust,  to  be  known  as  its  First  Mortgage, 
covering  all  the  property  of  the  Bridge  Company  now  owned  and  hereafter 
to  be  acquired  by  use  of  the  bonds  secured  thereby  or  their  proceeds,  in- 
cluding this  agreement  and  the  rentals  to  be  paid  hereunder  as  herein  pro- 
vided, to  secure  an  issue  of  bonds  of  the  Bridge  Company  not  to  exceed  in 
the  aggregate  six  millions  of  dollars,  at  any  one  time  outstanding;  and 

Whereas,  each  of  the  Railway  Companies,  parties  of  the  second  part  here- 
to, desires  for  the  purpose  of  greater  economy  and  convenience  to  avail  itself 
of  the  joint  use  of  the  bridge,  tracks  and  transfer  facilities  to  be  by  the 
Bridge  Company  created  and  operated,  and  the  Bridge  Company  is  willing 
to  perform  said  transfer  service  and  grant  to  the  Railway  Companies  the 
right  to  use  all  the  facilities  of  the  Bridge  Company  upon  the  terms  and 
conditions  hereinafter  set  forth  ; 

Now  therefore,  the  parties  hereto  do  mutually  covenant  and  agree  with 
each  other  as  follows : 

Article  I. 

The  Bridge  Company,  in  consideration  of  the  sums  to  be  paid  by  the  Rail- 
way Companies  respectively,  as  hereinafter  provided,  hereby  covenants  and 
agrees  with  the  Railway  Companies,  and  with  each  of  them,  as  follows: 

Section  1.  That  the  Bridge  Company  will  proceed  with  all  reasonable 
dispatch  to  acquire  the  necessary  land  and  complete  the  construction  of  a 
bridge  across  the  Ohio  River  with  tracks  to  connect  with  the  tracks  of  the 
Chicago,  Burlington  &  Quincy  Railroad  Company,  at  or  in  the  vicinity  of 
Metropolis,  Illinois,  and  to  a  point  of  connection  with  The  Nashville,  Chat- 
tanooga &  St.  Louis  Railway  near  Paducah,  Kentucky;  and  to  construct 
on  land  to  be  acquired,  facilities  for  interchanging  traffic  and  all  other 
facilities  that  the  Railway  Companies  may  require  of  it  except  local  freight 
and  passenger  stations  in  the  City  of  Paducah;  all  in  accordance  with  the 
"Plans"  which  shall  form  a  part  of  this  agreement. 

The  Bridge  Company  will  provide,  at  is  own  expense,  telegraph  and  tele- 
phone lines  for  its  use  and  that  of  the  Railway  Companies. 

Section  2.  That  the  Bridge  Company  will,  from  and  after  the  time 
when  said  bridge,  railroad  and  facilities  are  completed  and  ready  for  use, 
and  during  the  term  of  this  agreement,  with  its  own  motive  power,  employes 
and  facilities,  promptly  and  efficiently  haul  and  transport  all  cars  and  traffic 
received  by  it  from  either  of  the  Railway  Companies  at  Metropolis,  Illinois, 
or  Paducah,  Kentucky.  It  is  understood  that  said  service  may  be  per- 
formed either  by  the  Bridge  Company  or  such  corporation  or  other  agent 
as  it  may  arrange  with  to  perform  said  service  on  its  behalf. 

Section  3.  The  Bridge  Company  will  maintain  such  facilities  at  all 
times  during  said  term,  in  good  order,  condition  and  repair,  and  will  protect 
the  same  by  such  insurance  against  loss  or  damage  as  may  in  its  judgment 
be  reasonable,  the  cost  of  such  insurance  being  considered  a  part  of  the  ex- 


1576       CHICAGO,   BURLINGTON   &   QUINCY   RAILROAD   COMPANY 

pense  of  maintaining  and  operating  said  bridge  and  railroad  as  hereinafter 
provided. 

Section  4.  The  Bridge  Company  will  not  do  or  omit  to  do  any  act  the 
doing  or  omission  of  which  will  operate  directly  or  indirectly  to  forfeit  any 
of  the  rights,  privileges  and  franchises  acquired  under  its  charter,  or  how- 
soever acquired,  or  which  will  in  any  manner  impair  the  value  of  any  of  the 
privileges,  rights  or  property  the  right  to  use  which  is  herein  granted  to  the 
Railway  Companies,  or  to  impair  its  power  or  ability  to  perform  all  its 
obligations  in  this  contract  provided  fur;  and  that  it  will,  at  the  expiration 
of  the  present  term  of  its  corporate  existence,  cause  the  same  to  be  re- 
newed and  extended  in  manner  ami  form  as  may  then  he  provided  by  law. 
ami  will  cause  similar  renewals  and  extensions  to  be  made  from  time  to 
time  :iv  the  same  shall  be  necessarj  to  maintain  during  the  full  term  of  this 
emenl  and  any  extensions  thereof,  the  existence  and  powers  with  which 
it   is   now   vested.      It    will   at  all   times,   and    from   time   to   time   during   said 

term  and  an\  extensions  thereof,  when  requested  by  the  Railway  Companies, 
or  either  of  them,  put  forth  ami  exercise  each  and  every  corporate  power 
ami  do  each  am!  every  corporate  act  which  the  Bridge  Company  might  now 
or  may  at  any  time  hereafter  lawfully  put  in  force  or  exercise  to  enable  the 
Railway  Companies  and  each  of  them  to  enjoy  and  avail  themselves  of  and 
exercise  everj  right,  franchise  and  privilege  herein  granted  in  the  proper 
management  and  operation  of  the  facilities  according  to  the  terms  of  this 
agreement. 

io\  5.  The  Bridge  Company  will  repay  to  each  Railway  Company 
all  sums  which  shall  l>e  paid  or  advanced  to  the  Bridge  Company  by  such 
company  prior  to  the  date  when  said  facilities  shall  be  ready  for  use  as  in 

Section    11,   Article    II  T    hereof    provided. 

ON  •'.  Twenty  days  prior  to  tin'  date  upon  which  the  Railway  Com- 
panies are  by  any  provisions  of  this  agreemenl  required  to  make  payments, 
the  Bridge  Company  will  render  to  each  id'  them  a  statement  showing  the 
amount    to    lie    paid. 

Article  II. 

nox  1.  Each  Railway  Company  hereby  covenants  and  agrees  with 
the  Bridge  Company,  with  the  Tins'.-.  Company,  and  with  the  other  Railway 
i  lompanj  ,  as  follows,  viz. : 

The  Bridge  Company  shall,  from  time  to  time,  tix,  publish  and  collect, 
reasonable  and  lawful  tolls,  charges  and  compensation  for  the  transporta- 
tion of  freight  ami  passengers  and  other  property  over  said  bridge  and 
railroad  and  for  the  use  of  said  facilities  by  the  Railway  Companies,  and  in 
the  event   that   it    becomes   impracticable  for  any   reason,  for  said    Bridge 

Company  BO  to  do  ami  the  Railway  Companies  or  either  of  them,  may  law- 
fully publish  and  collect  said  tolls  ami  charges,  then  the  Railway  Companies 
or  either  of  them  shall  publish,  collect  and  pay  the  same  over  to  the  Bridge 
( lompany. 

The  Bridge  Company  covenants  and  agrees  to  apply  said  revenue  and 
pay  said  tolls,  rentals,  charges  and  compensation,  received  by  it,  in  the 
following  order,  to-wit : 


CORPORATE    HISTORY  1577 

1st.  To  the  cost  and  expense  incurred  by  the  Bridge  Company  during 
each  month  in  the  operation,  maintenance  and  repair  of  the  facilities  (after 
applying  to  such  renewal  and  repairs  any  sums  which  may  have  been  re 
eeived  on  account  of  insurance)  and  including  all  salaries,  wages,  supplies, 
insurance  and  rentals  and  all  other  expenses  whatsoever  during  such  months 
not  otherwise  herein  expressly  provided  for. 

2nd.  To  the  payment  of  all  taxes,  rates,  benefits,  assessments  or  other 
Governmental  charges  of  any  kind,  upon  or  on  account  of  said  bridge,  rail- 
road and  facilities. 

3rd.  To  the  payment  of  the  interest  as  it  may  become  due  and  payable, 
upon  any  bonds  that  shall  have  been  issued  and  that  may  be  outstanding 
under  said  First  Mortgage  of  the  Bridge  Company. 

4th.  To  any  sinking  fund  or  premium  payment,  payable  by  said  Bridge 
Company  under  the  terms  of  its  said  First  Mortgage. 

5th.  To  the  payment  of  dividends  on  any  preferred  stock,  issued  as  in 
Section  5  of  this  Article  provided. 

In  the  event  that  the  revenue  received  by  the  Bridge  Company  from  said 
tolls,  charges,  rentals  and  compensation,  shall  at  any  time  be  insufficient  to 
promptly  make  the  payments  or  any  of  them,  aforesaid,  then  the  Bailway 
Companies  shall  each  pay  to  the  Bridge  Company  one-half  of  the  remainder 
necessary  and  at  the  time  specified,  to  enable  it  to  make  the  payments  above 
mentioned. 

Section  2.  On  the  day  when  any  of  said  First  Mortgage  Bonds  of  the 
Bridge  Company  shall  become  due  and  payable,  either  by  their  terms  or  by 
acceleration  of  payment  as  provided  in  the  said  bonds  or  in  said  mortgage, 
each  Railway  Company  agrees  to  pay  to  the  Bridge  Company,  a  sum  equal 
to  one-half  of  the  principal  of  said  First  Mortgage  Bonds  payable  on  such 
date. 

Section  3.  In  case  either  of  the  Bailway  Companies  shall  make  default 
in  the  payment  of  any  sum  which  shall  be  payable  by  such  Bailway  Com- 
pany, then  the  sum  which  such  Railway  Company  in  default  failed  to  pay 
shall  be  paid  by  the  other  Company,  forthwith  upon  demand  of  the  Bridge 
Company;  or,  if  the  Bridge  Company  be  in  default,  as  hereinafter  specified, 
under  its  said  First  Mortgage,  then  except  as  to  payments  under  Section  5 
of  this  Article,  to  the  Trustee  Company  upon  its  demand. 

The  obligation  of  each  Bailway  Company  to  make  the  payments  specified 
in  this  Section  is  absolute  and  unconditional. 

No  termination  or  suspension  of  any  rights  of  either  Bailway  Company 
pursuant  to  any  provision  of  this  agreement,  or  otherwise,  shall  limit  or 
affect  the  obligation  of  the  Bailway  Company  whose  rights  are  terminated 
or  suspended  or  the  obligation  of  the  other  Bailway  Company  to  pay  the 
said  several  sums.  Each  of  the  Bailway  Companies  agrees  that  it  will  make 
the  several  payments  by  it  to  be  made  as  aforesaid  absolutely  and  uncondi- 
tionally, without  deduction  for  any  set-off  or  counterclaim  or  other  excuse, 
during  such  full  term. 

Except  as  provided  in  Section  4  of  this  Article  II,  the  several  sums  pay- 
able by  each  of  the  Bailway  Companies  under  the  foregoing  provisions  of 


1578       CHICAGO,   BURLINGTON   &    QUINCY  RAILROAD   COMPANY 

Section  1  of  this  Article  shall  be  payable  to  the  Bridge  Company  or  pur- 
suant to  its  written  order,  either  at  the  office  of  the  Bridge  Company  at 
Paducah,  Kentucky,  or  at  any  agency  or  depositary  elsewhere  to  be  desig- 
nated by  the  Bridge  Company  by  a  written  notice  to  each  Railway  Company, 
stating  the  sum  to  be  paid  by  it  and  the  date  and  place  of  payment,  which 
notice  shall  be  given  by  the  Bridge  Company  to  each  Railway  Company  at 
least  ten  days  prior  to  the  date  when  such  sum  shall  be  payable.  Each  sum 
payable  to  the  Bridge  Company  under  any  of  the  foregoing  provisions  of 
this  section  shall  be  set  apart  by  it  upon  special  trust,  to  apply  the  same  to 
the  payment  of  the  interest,  dividends  on  preferred  stock,  or  principal  of 
bonds,  sinking  fund,  or  other  obligations,  or  the  taxes,  rates,  benefits,  as- 
sessments or  other  governmental  charges  in  respect  of  which  such  sum  be- 
came payable  hereunder,  or  to  reimburse  the  Bridge  Company  to  the  extent 
it  shall  have  paid  any  of  said  items  out  of  its  other  funds. 

Section"  4.  The  sums  payable  by  the  Railway  Companies  under  this 
Artiele  (excepi  under  Section  5  of  this  Article)  are  hereby  assigned  to  the 
Trustee  under  said  First  .Mortgage  of  the  Bridge  Company,  as  additional 
senility  under  said  First  Mortgage;  provided,  however,  that  if  and  so  long 
as  the  Bridge  Company  >hall  not  be  in  default  in  the  payment  of  any  interest 
or  principal  of  any  of  said  First  Mortgage  Bonds  or  in  the  payment  of  any 
sinking  fund  payments  under  said  First  Mortgage,  the  several  sums  payable 
by  the  Railway  Companies  shall  he  payable  to  the  Bridge  Company  and  shall 
be  received,  collected  and  applied  by  it  as  provided  in  this  agreement. 

In  case  the  Bridge  Company  shall  In'  in  default  in  the  payment  of  any 
interest  or  principal  of  any  of  its  First  Mortgage  Bonds,  or  in  the  payment 
of  any  Sinking  Fund  payments  under  said  First  Mortgage,  and  the  Trustee 
Company  or  its  successor  Trustee  Company  under  said  First  Mortgage,  shall 
have  given  notice  of  such  default  to  the  Railway  Companies,  the  several 
sums  payable  by  the  Railway  Companies  under  the  foregoing  provisions  of 
this  section  during  the  continuance  of  such  default  shall  be  payable  to  the 
Trustee  Company  or  its  successor  at  its  main  office  within  ten  days  after 
written  notice  from  such  Trustee  Company.  Each  sum  paid  to  such  Trustee 
Company  or  its  successor  as  aforesaid  shall  be  received  by  it  upon  special 
trust  to  apply  the  same  to  the  payment  of  the  interest  or  principal  of  bonds, 
sinking  fund,  or  other  obligations,  or  the  taxes,  rates,  benefits,  assessments 
or  other  governmental  charges  in  respect  of  which  such  sum  became  payable, 
until  the  same  shall  be  fully  paid  or  discharged. 

Sectiox  5.  Whenever  the  Railway  Companies  shall  make  any  payments 
to  the  Bridge  Company  pursuant  to  Section  2  of  this  Article  on  account  of 
the  principal  of  said  First  Mortgage  Bonds  of  the  Bridge  Company,  or 
whenever  any  payment  is  made  to  the  sinking  fund  either  by  the  Bridge 
Company  out  of  its  income  or  by  the  Railway  Companies  pursuant  to  Sec- 
tion 1  of  this  Article,  then  the  Bridge  Company  shall  issue  and  shall  deliver 
to  the  Railway  Companies  preferred  stock  of  the  Bridge  Company  to  an 
amount  at  par  equal  to  the  par  value  of  the  bonds  purchased  for  the  sinking 
fund  in  any  year.  Such  preferred  stock  shall  be  entitled  to  receive  dividends 
payable  semi-annually  at  the  rate  of  and  limited  to  41L.%  per  annum,  before 
any  dividends  shall  be  declared  on  the  common  stock,  and  said  dividends 


CORPORATE    HISTORY  1579 

shall  be  cumulative;  and  on  the  dissolution  of  the  Bridge  Company,  whether 
voluntarily  or  otherwise,  the  holders  of  the  preferred  stock  shall  be  entitled 
to  have  their  shares  redeemed  at  par  before  any  distribution  of  any  part 
of  the  assets  of  the  Company  shall  be  made  to  the  holders  of  the  common 
stock.     The  preferred  stock  shall  not  be  entitled  to  a  vote. 

Section  6.  No  failure  of  the  Bridge  Company  or  of  the  Trustee  Com- 
pany or  its  successor  to  give  any  notice  or  to  make  a  demand  upon  either 
Railway  Company,  as  in  this  Article  provided,  shall  affect  the  obligation 
of  the  other  Railway  Company  to  make  the  payments  specified  in  Section  1 
of  this  Article ;  and  in  case  of  a  failure  to  give  to  either  Railway  Company 
notice,  as  hereinbefore  provided,  to  pay  any  sum,  such  notice  may  be  given 
at  any  time  thereafter  and  thereupon  such  sum  shall  be  payable  on  the 
tenth  day  after  such  notice  shall  have  been  given. 

Any  notice  to  or  demand  upon  the  Railway  Companies  under  this  Article 
may  be  given  by  mailing  the  same  addressed  to  such  Railway  Company  at 
Paducah,  Kentucky,  unless  such  Railway  Company  shall  have  given  previous 
notice  in  writing  to  the  Bridge  Company  and  to  the  Trustee  Company 
designating  some  other  address  to  which  such  notices  and  demands  shall  be 
mailed,  in  which  case  they  shall  be  so  sent  to  the  address  so  designated. 
Any  notice  or  demand  so  mailed  shall  be  deemed  duly  served  upon  the  com- 
pany  to  which  the  same  was  addressed  five  days  after  the  date  when  the 
same  was  mailed,  whether  or  not  such  notice  was  actually  received,  and  no 
other  notice  shall  be  required. 

Section  7.  If  either  of  the  Railway  Companies  shall  be  required  to 
make  any  payment  under  Section  3  of  this  Article  on  account  of  the  default 
of  the  other  Railway  Company,  then  the  claims  of  the  Bridge  Company 
against  the  Railway  Company  in  default  shall  be  held  and  enforced  by  the 
Bridge  Company,  as  Trustee  for  the  Railway  Company  that  made  such  pay- 
ment, and  the  Railway  Company  so  in  default  shall  be  liable  and  shall  pay 
interest  at  the  rate  of  six  per  cent,  per  annum  on  the  sum  in  default,  and 
any  sum  or  sums  received  or  collected  from  such  Railway  Company  in  de- 
fault shall  be  applied  to  reimburse  the  Railway  Company  which  made  such 
payment. 

The  Bridge  Company  is  authorized  to  make  sight  drafts  against  the  Rail- 
way Companies  for  any  sums  remaining  unpaid  after  the  same  became  due 
and  payable  under  this  agreement. 

Section  8.  The  accounts  for  each  fiscal  year  of  the  Bridge  Company 
shall  be  revised  and  any  errors  or  omissions  found  therein  shall  be  corrected 
and  supplied  and  all  necessary  readjustments  made  within  ninety  days  after 
the  close  of  such  fiscal  year,  but  any  error,  mistaken  estimate  or  omission 
in  any  bill  ngabist  the  Railway  Companies  shall  be  adjusted  by  suitable 
charges  or  credits  in  the  first  subsequent  bill  after  discovery  of  such  error, 
mistaken  estimate  or  omission  and  in  any  event  within  six  months  after 
the  close  of  such  fiscal  year. 

Section  9.  The  books  and  accounts  of  the  Bridge  Company  shall  be 
open  for  inspection  at  all  reasonable  times  by  the  President  of  each  of  the 
Railway  Companies,  or  by  such  officer  or  agent  as  he  may  appoint  to  inspect 
the  same.     The  Auditor  of  the  Bridge  Company  shall  render  to  the  Auditor 


1580      CHICAGO,   BURLINGTON  &   QUIXCY   RAILROAD   COMPANY 

of  each  of  the  Railway  Companies  monthly  statements  showing  all  busi- 
ness done  by  the  Bridge  Company  and  all  business  done  on  the  facilities  or 
any  part  thereof,  during  the  previous  month,  and,  upon  demand  of  either 
of  the  Railway  Companies,  shall  furnish  to  its  Auditor  promptly  such  in- 
formation as  such  Auditor  may  require  respecting  the  business  and  operation 
of  the  Bridge  Company. 

Section  10.  At  the  beginning  of  each  fiscal  year  the  Board  of  Directors 
of  the  Bridge  Company  shall  select  an  Auditing  Committee  of  two  mem- 
bers, to  be  composed  of  the  chief  accounting  officers  of  the  Railway  Com- 
panies, to  serve  for  the  fiscal  year  in  which  they  shall  be  appointed.  It  shall 
be  the  duty  of  the  Auditing  Committee  to  recommend  to  the  Board  of  Direc- 
tors from  time  to  time  such  changes  in  the  form  of  accounts  of  the  Bridge 
Company  as  they  may  deem  necessary  or  proper.  The  Auditing  Commit- 
tee shall  from  time  to  time  make  or  cause  to  be  made  audits  and  checks  of 
the  accounts  of  the  Bridge  Company  and  report  to  the  Board  of  Directors. 

Article  III. 

The  parties  hereto  severally  covenant  and  agree  with  each  other  as  follows: 

Section  1.  The  Bridge  Company  shall  have  the  exclusive  management 
and  control  of  the  operation,  maintenance,  repair  and  renewal  of  the  facili- 
ties and  every  part  thereof,  and  shall  establish  rules  and  regulations  govern- 
ing the  operation  of  trains  within  and  upon  the  facilities  and  the  use  and 
enjoyment  thereof  in  all  other  respects;  provided,  always,  that  such  rules 
and  regulations  shall  be  fair  .and  equitable  and  shall  apply  equally  and 
without  discrimination  to  the  Railway  Companies,  parties  hereto.  The  Rail- 
way Companies  agree  to  comply,  and  cause  their  employes  to  comply,  with 
such  rules  and  regulations. 

nox  2.  If  any  employe  of  the  Bridge  Company  (not  including  the 
elective  officers)  shall  be  deemed  by  either  of  the  Railway  Companies  to  be 
incompetent,  negligent  or  guilty  of  unfairness  or  discrimination,  or  other- 
wise unfit  for  the  performance  of  his  duties,  such  Railway  Company,  through 
a  representative  on  the  Board  of  Directors  of  the  Bridge  Company,  shall 
deliver  to  the  Bridge  Company  a  written  demand  for  the  removal  of  such 
employe,  and  thereupon  the  Bridge  Company  shall  dismiss  such  employe 
forthwith. 

i  ion  3.  The  plan,  character  and  cost  of  the  facilities  to  be  created 
and  provided  hereunder  shall,  subject  to  the  provisions  of  Section  1  of  Arti- 
cle I  hereof,  be  determine. I  by  the  Board  of  Directors  of  the  Bridge  Com- 
pany. 

Section  4.  In  case  either  of  the  Railway  Companies,  parties  hereto, 
shall  desire  any  addition  to  be  made  to  the  facilities  of  which  addition  it 
shall  have  the  exclusive  use,  the  Bridge  Company  may  make  such  addition 
and  grant  the  right  to  such  exclusive  use  upon  the  following  conditions  in 
this  Section  4  expressed,  but  not  otherwise,  viz. : 

(a)  The  company  to  which  such  right  of  exclusive  use  of  part  of  facil- 
ities shall  be  granted,  shall  enter  into  an  agreement  with  the  Bridge  Com- 
pany, and  thereby  obligate  itself    (1)    to  provide  the  necessary  funds  re- 


CORPORATE    HISTORY  1581 

quired  to  construct  said  additional  facilities  for  its  exclusive  use,  including 
all  improvements  thereon,  and  (2)  to  pay  sums  equal  to  all  taxes,  rates, 
levies,  benefits,  assessments  and  other  governmental  charges  on  the  property 
so  to  be  used  exclusively,  and  (3)  to  pay  all  expenses  incurred  by  the  Bridge 
Company  in  the  operation,  maintenance,  renewal  or  repair  of  the  property 
so  to  be  used  exclusively.  Or,  the  Bridge  Company  shall  have  the  option  to 
provide  from  its  funds  the  necessary  cost  of  such  facilities  to  be  exclusively 
used  by  either  company,  in  which  case  said  company  shall  pay  a  sum  equal 
to  five  per  cent,  interest  on  the  cost  to  be  fixed  in  such  agreement,  of  the 
portion  of  the  facilities  so  to  be  used  exclusively,  including  all  improvements 
thereof,  and  shall  make  other  payments  mentioned  in  above  clauses  (2)  and 
(3)  hereof,  together  with  its  proper  proportion  of  sinking  fund  payments 
payable  by  the  Bridge  Company.  The  Bridge  Company,  in  case  a  Eailway 
Company  shall  itself  provide  the  funds  for  such  facilities  so  to  be  used  ex- 
clusively, shall  have  the  option  at  any  time  thereafter,  to  purchase  such 
facilities  with  all  improvements  thereon,  at  their  fair  value. 

(b)  The  other  Eailway  Company  not  then  in  default  shall  have  con- 
sented in  writing  to  the  grant  by  the  Bridge  Company  of  such  right  of  ex- 
elusive  use  and  to  the  period  for  which  the  same  shall  be  granted  and  to 
the  other  terms  and  provisions  of  such  agreement. 

Section  5.  Except  when  and  to  the  extent  required  by  law,  the  Bridge 
Company  shall  not  grant  to  any  other  railway  company  the  right  to  use 
the  said  facilities  unless  each  Railway  Company  not  then  in  default  shall 
consent  thereto  in  writing. 

Section  6.  The  Bridge  Company,  while  it  is  performing  said  service  of 
transporting  freight,  passengers,  mail  and  express  for  the  Eailway  Com- 
panies, either  itself  or  by  an  agent,  shall,  as  to  cars,  property  or  passengers 
in  its  possession  or  on  its  tracks,  assume  the  obligation  of  a  common  carrier 
or  connecting  railroad  company  with  respect  thereto,  and  the  Bridge  Com- 
pany will  indemnify  the  Railway  Companies  and  each  of  them  against  all 
claims,  demands,  suits  and  expenses,  growing  out  of  the  same. 

The  Bridge  Company  shall  pay,  satisfy  and  discharge  all  losses,  damages, 
charges,  costs,  expenses  and  liabilities  (including  liabilities  for  loss  or 
damages  to  property  and  injury  or  death  to  persons  and  including  loss  by 
embezzlement  or  other  dishonesty  of  employes),  which  shall  be  suffered  or 
incurred  by  the  parties  hereto,  or  by  any  other  corporation  or  person  through 
or  by  reason  of  any  negligence,  carelessness,  misconduct  or  other  fault  of  the 
Bridge  Company,  or  of  any  of  its  officers,  agents,  employes  or  servants,  in 
the  management,  operation,  maintenance,  repair,  betterment,  extension,  and 
renewal  of  the  facilities,  or  due  to  any  defect  in  the  same,  or  to  causes  which 
cannot  be  ascertained ;  and  all  sums  paid  by  the  Bridge  Company  under  this 
clause  shall  be  included  as  part  of  the  maintenance  and  operating  expenses 
as  provided  for  in  paragraph  1st  of  Section  1  of  Article  II  and  shall  be  paid 
accordingly. 

Any  claim  against  the  Bridge  Company  based  upon  alleged  liability, 
which  would  be  chargeable  to  the  maintenance  and  operating  expenses  here- 
under, may  be  settled,  compromised  or  satisfied  by  the  Bridge  Company  on 


1582      CHICAGO,   BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

such  terms  as  it  may  deem  expedient,  either  before  or  after  legal  proceedings 
shall  have  been  instituted  in  respect  to  such  claim,  and  any  sums  paid  in 
settlement,  compromise  or  satisfaction  of  such  claim  shall  be  included  as 
a  part  of  said  maintenance  and  operating  expenses. 

Section  7.  Any  liability  or  expense  imposed  upon  the  Bridge  Company 
by  any  Employers'  Liability  or  Compensation  Law,  whether  or  not  result- 
ing from  the  negligence  of  the  Bridge  Company,  its  officers,  servants  or 
agents,  or  from  any  failure  or  defect  in  the  facilities,  or  from  causes  which 
(•.in not  be  ascertained,  shall  be  borne  by  the  Bridge  Company,  and  shall  be 
included  as  part  of  the  maintenance  and  operating  expenses,  as  provided  in 
Section  1  of  Article  II  hereof,  and  shall  be  paid  accordingly. 

skction  8.  Each  Railway  Company  shall  pay,  satisfy  and  discharge  all 
claims  and  liabilities  for  losses,  damages,  charges,  costs  and  expenses  (in- 
cluding liabilities  for  loss  or  damage  to  property  and  injury  or  death  of 
persons,  and  all  expenses  and  liabilities  imposed  by  any  Employers'  Liabil- 
ity or  Compensation  Law),  suffered  or  incurred  by  the  Bridge  Company  or 
by  either  Railway  Company,  or  by  any  other  corporation  or  person,  through 
or  by  reason  of  any  negligence,  carelessness,  omission  or  wrongful  act  of 
such  Railway  Company  or  of  any  of  its  officers,  agents,  employes  or  servants. 

Whenever  loss  or  damage  to  their  property,  passengers  or  employes  shall 
be  sustained  by  the  parties  hereto  through  their  joint  negligence,  then  each 
party  so  jointly  negligent  shall  bear  such  loss  or  damage  to  its  own  prop- 
erty, passengi  rs  or  employes;  hut  loss  or  damage  caused  by  such  joint  negli- 
gence to  other  persons  or  property,  or  to  property,  passengers  or  employes 

Of  any  one  of  the  parties  hereto  Who  Shall  not  have  been  so  jointly  negligent, 
shall  lie  borne  equally  by  the  parties  so  jointly  negligent. 

Section  9.  In  case  said  facilities  or  property  of  the  Bridge  Company 
shall  be  injured  or  destroyed  by  fire  or  other  cause,  the  Bridge  Company 
shall  and  will  repair  and  restore  or  rebuild  the  same  upon  substantially  the 
same  site  and  in  accordance  with  plans  which  shall  first  have  been  approved 
by  the  President  or  some  other  executive  officer  of  each  Railway  Company 
not  then  in  default.  Such  work  of  repairing  and  restoring  or  rebuilding 
shall  be  begun  as  soon  as  it  reasonably  may  be  after  such  injury  or  destruc- 
tion, and  shall  be  prosecuted  continuously  until  completion.  Pending  such 
restoration  or  rebuilding  such  temporary  arrangements  as  may  be  practi- 
cable shall  be  made  by  t he  Bridge  Company  for  the  accommodation  of  the 
Railway  Companies  and  there  shall  be  no  deductions  in  any  of  the  payments 
to  be  made  hereunder  by  the  Railway  Companies,  by  reason  of  such  injury 
or  destruction  of  said  facilities  or  property  of  the  Bridge  Company. 

Section  10.  The  Bridge  Company  shall  give  to  each  of  the  Railway 
Companies  thirty  days'  notice  in  writing  of  the  date  upon  which  the  facil- 
ities will  be  completed  and  ready  for  use  hereunder,  and  each  Railway  Com- 
pany agrees  that  it  will,  in  accordance  with  this  agreement  and  during  the 
term  thereof,  transfer  all  its  cars,  freight,  passengers,  mail  and  express 
interchanged  with  the  other  Railway  Company  or  destined  across  the  Ohio 
River  between  the  Illinois  Central  Bridge  near  Cairo,  Illinois,  and  the  mouth 
of  the  Cumberland  River  via  said  Bridge  and  facilities,  or  run  over  the  said 


CORPORATE    HISTORY  1583 

facilities  all  its  trains  crossing  the  Ohio  River  between  said  points;  pro- 
vided, however,  and  it  is  expressly  understood  and  agreed  by  and  between 
the  parties  hereto,  that  the  facilities  to  be  furnished  hereunder  by  the  Bridge 
Company  shall  at  all  times  be  adequate  for  the  accommodation  of  the  busi- 
ness of  each  Railway  Company. 

The  rights  herein  granted  by  the  Bridge  Company  are  for  the  trains  of 
the  Railway  Companies,  and  for  the  trains  of  any  railroad  company  whose 
railway  shall  be  at  the  time  leased  to  and  operated  by  either  of  the  Railway 
Companies,  its  successors  or  assigns,  and  for  the  trains  of  any  railroad 
company,  a  majority  of  whose  capital  stock  shall  be  at  the  time  owned  by. 
either  of  the  Railway  Companies,  its  successors  or  assigns,  but  do  not  in- 
clude the  right  to  use  such  facilities  by  or  for  the  trains  of  any  other  rail- 
road companies. 

Section  11.  It  is  expressly  understood  and  agreed  that  all  of  the  cove- 
nants and  agreements  to  be  performed  by  the  Railway  Companies  under  this 
agreement  are  several  and  not  joint,  and  in  no  event  shall  either  of  the  Rail- 
way Companies  be  liable  for  any  default  of  the  other,  except  as  herein  ex- 
pressly provided. 

Section  12.  The  several  covenants,  conditions  and  stipulations  of  this 
agreement  shall  be  binding  upon  and  inure  to  the  benefit  of  the  respective 
parties  thereto,  their  successors,  lessees  and  assigns.  No  assignment  by  either 
Railway  Company  of  any  interest  or  right  under  this  agreement,  whether  in 
connection  with  the  sale  of  the  assigning  Railway  Company's  railway  and 
other  property  or  otherwise,  shall  release  such  assigning  Railway  Company 
from  any  of  its  obligations  under  this  agreement.  If  either  Railway  Com- 
pany should  be  consolidated,  the  consolidated  company  shall  be  liable  to 
make  all  payments  and  to  perform  all  obligations  hereunder  which  would  be 
obligatory  upon  each  of  the  constituent  companies  if  such  consolidation  had 
not  been  made. 

Section  13.  If  either  Railway  Company  shall  fail  to  pay  any  sum, 
payable  by  it  hereunder,  on  or  before  the  date  when  the  same  shall  become 
due,  or  shall  fail  to  perform  or  to  comply  with  any  other  covenant  or  con- 
dition by  it  to  be  performed  or  complied  with  under  this  agreement,  and 
such  default  shall  continue  for  a  period  of  thirty  days  after  written  demand 
for  such  payment,  performance  or  compliance  shall  have  been  made  upon 
such  Railway  Company  by  the  Bridge  Company,  then  and  in  any  such  case 
the  Bridge  Company  shall  have,  and  is  hereby  given,  the  right  at  its  elec- 
tion to  exclude  such  Railway  Company  from  the  use  of  the  facilities,  and 
upon  giving  notice  in  writing  of  such  election  to  such  Railway  Company,  all 
rights  of  such  Railway  Company  to  use  the  facilities  shall  then  and  there, 
by  such  notice,  be  terminated  and  the  Bridge  Company  may  exclude  such 
Railway  Company  wholly  from  the  facilities;  but  such  termination  shall  not 
relieve  any  party  hereto  from  any  liability  that  may  have  accrued  prior  or 
shall  accrue  subsequent  to  the  date  of  such  termination  or  deprive  any  party 
of  the  right  to  enforce  such  liability,  and  such  termination  of  the  rights  of 
one  of  the  Railway  Companies  shall  not  affect  the  rights  or  obligations  of 
the    other   Railway    Company    whose   rights   have   not   been    so   terminated. 


1584     CHICAGO,    BURLINGTON    &    QUINCY   RAILROAD    COMPANY 

Nevertheless,  if  the  Railway  Company  in  default,  within  thirty  days  after 
receipt  of  any  statement  rendered  to  it  hereunder  by  the  Bridge  Company, 
shall  give  notice  in  writing  to  the  Bridge  Company  that  it  contests  the  cor- 
rectness of  any  specified  item  or  items  in  such  statement  and  shall  pay  to 
the  Bridge  Company  all  sums  other  than  the  item  or  items  so  specified  and 
also,  if  demanded  by  the  Bridge  Company,  shall  furnish  adequate  security 
for  the  contested  item  or  items,  then  so  long  as  such  Railway  Company  in 
good  faith  shall  contest  the  correctness  of  the  item  or  items  specified  in  such 
notice,  the  right  of  the  Railway  Company  to  use  the  facilities  shall  not  be 
terminated  under  this  section  by  reason  of  the  failure  of  such  Railway  Com- 
pany to  pay  in  full  such  item  or  items  so  contested.  But  no  such  notice, 
exclusion  or  termination  shall  relieve  such  Railway  Company  from  the  pay- 
ments, to  l»e  made  by  it  as  in  Section  1,  2  and  3,  Article  II  hereof  provided; 
it  being  agreed  and  understood,  ;.s  a  part  of  the  consideration  for  this 
agreement,  that  each  of  the  Railway  Companies  binds  itself  to  make  such 
payments  absolutely  and  at  all  events. 

In  case  such  default  of  either  Railway  Company  shall  be  in  respect  of 
payment  to  be  made  under  Sections  1  and  2,  Article  II,  and  shall  continue 
for  a  period  of  thirty  days  after  written  demand  for  such  payment,  per- 
formance or  compliance  shall  have  been  made  upon  such  Railway  Company 
by  the  Bridge  Company,  then  and  in  any  such  case  the  Bridge  Company 
shall,  anything  herein  contained  to  the  contrary  notwithstanding,  upon  re- 
quest in  writing  of  the  Railway  Company  not  in  default,  exercise  the  right 
hereinbefore  in  this  Section  13  given,  and  wholly  exclude  such  Railway  Com- 
pany so  in  default  from  the  use  of  the  facilities. 

In  case  either  Railway  Company  shall  be  excluded  from  the  use  of  the 
facilities  under  this  Section  13,  such  Railway  Company  shall  be  entitled,  at 
any  time  within  a  period  of  one  year  after  such  exclusion,  but  no  longer,  to 
be  reinstated  to  the  use  and  enjoyment  of  all  the  rights  and  privileges 
granted  to  it  hereunder  upon  payment  within  such  year  to  the  Bridge  Com- 
pany of  all  sums  for  which  it  is  in  arrears,  with  interest  thereon  from  the  date 
such  sums  became  due,  respectively  at  the  rate  of  six  per  cent,  per  annum,  to- 
gether with  interest  at  the  rate  of  six  per  cent,  per  annum  on  the  overdue 
installments  of  interest  and  upon  compliance  with  such  other  conditions 
and  considerations  as  the  Board  of  Directors  of  the  Bridge  Company  may 
impose. 

Each  of  the  Railway  Companies,  not  in  default,  shall  be  represented  by 
at  least  two  directors  on  the  Board  of  Directors  of  the  Bridge  Company,  and 
during  default  their  offices  shall  be  vacated  and  directors  may  be  elected 
by  the  other  directors  to  fill  such  vacancy.  All  of  the  issued  shares  of  com- 
mon stock  of  the  Bridge  Company  shall  be  deposited  with  the  Trustee  Com- 
pany under  a  stock  trust  agreement  which  shall  provide  for  the  forfeiture 
and  transfer  of  the  deposited  stock  belonging  to  either  company  which  shall 
be  in  default  under  this  agreement  and  not  reinstated  as  herein  provided, 
and  of  the  deposited  stock  of  its  representatives  on  the  Board  of  Directors  of 
the  Bridge  Company.  Any  stock  so  forfeited  shall  thereupon  become  the 
property  of  the  other  Railway  Company  not  then  in  default.     The  voting 


CORPORATE    HISTORY  1585 

power  and  dividend  rights  on  such  deposited  stock  shall  be  retained  by  the 
Railway  Company  so  long  as  it  shall  not  be  in  default,  and  shall  be  exer- 
cised by  the  Trustee  Company  as  to  the  stock  of  the  company  in  default, 
prior  to  its  transfer  to  the  other  Railway  Company. 

Section  14.  It  is  mutually  understood  and  agreed  that  while  each  Rail- 
way Company  shall  have  the  right  to  arrange  its  own  schedules  and  time- 
1.i I iles,  this  right  shall  be  judiciously,  fairly  and  equitably  exercised  by  each 
so  as  not  to  produce  unnecessary  inconvenience  to  the  other  Railway  Com- 
pany. Should  a  dispute  arise  between  the  Railway  Companies  as  to  the  ar- 
rangement of  trains,  the  use  of  the  facilities  or  the  time-table  or  train  sched- 
ule of  the  Railway  Companies,  the  Bridge  Company  expressly  reserves  the 
power  to  determine  and  enforce  the  proper  arrangement  and  order  of  trains, 
the  proper  use  of  the  facilities,  and  the  proper  arrangement  of  such  time- 
tables or  train  schedules,  and  to  direct  the  adoption  thereof,  and,  if  in  its 
judgment  it  shall  be  necessary  for  the  safe  and  proper  conduct  of  the  traffic 
over  and  upon  the  facilities,  the  Bridge  Company  shall  have  the  right  of 
regulating  or  prescribing  the  rate  of  speed  or  movement  of  trains  thereover 
and  thereon. 

Section  15.  If  at  any  time  a  difference  of  opinion  or  dispute  shall  arise 
between  the  Bridge  Company  and  either  Railway  Company,  or  between  the 
Railway  Companies,  in  respect  to  any  of  the  provisions  of  this  agreement, 
or  as  to  their  respective  rights,  liabilities  and  duties  hereunder,  the  question 
so  in  dispute,  if  it  cannot  be  settled  by  the  parties  themselves,  shall  be  re- 
ferred  to  a  Board  of  Arbitration  which  shall  consist  of  competent  and  dis- 
interested persons,  skilled  in  such  matters  and  shall  be  selected  as  follows: 
That  is  to  say,  each  party  shall  select  one  arbitrator  and  the  two  arbitrators 
thus  chosen  shall  select  a  third  arbitrator.  The  party  desiring  such  arbi- 
tration shall  give  written  notice  of  the  same  to  the  other  party,  stating  there- 
in definitely  the  question  or  questions  in  dispute,  and  naming  the  person 
selected  as  arbitrator  by  the  party  giving  such  notice;  and  thereupon,  it 
shall  become  and  be  the  duty  of  the  other  party,  within  twenty  days  after 
receipt  of  such  written  notice  to  name  the  arbitrator  selected  by  such  other 
party  as  above  provided ;  and  in  the  event  that  it  shall  fail  to  do  so,  then  the 
party  serving  such  notice  may  select  an  arbitrator  for  it,  and  the  arbitrators 
thus  chosen  shall  select  a  third  arbitrator.  In  the  event  that  the  two  arbi- 
trators chosen  by  either  method  aforesaid' cannot  agree  upon. a  third  arbi- 
trator, the  Judge  of  the  District  Court  of  the  United  States  for  the  District 
in  which  the  City  of  Paducah  is  located  may,  upon  the  application  of  any 
one  of  said  arbitrators,  appoint  the  third  arbitrator.  The  Board  of  Arbi- 
trators, thus  constituted,  shall  give  to  each  of  the  parties  between  whom 
such  difference  of  opinion  or  dispute  shall  have  arisen,  notice  of  the  time  and 
place  of  hearing,  which  shall  not  be  less  than  twenty  nor  more  than  thirty 
days  after  service  of  such  notice,  and  at  the  time  and  place  appointed  the 
said  arbitrators  shall  proceed  to  the  final  hearing,  unless,  for  good  cause 
shown,  of  which  the  arbitrators,  or  a  majority  of  them,  shall  be  the  judges, 
such  hearing  shall  be  postponed  until  some  later  date.  The  determination 
of  the  Board  of  Arbitrators,  so  constituted,  or  a  majority  of  them,  shall  be 


1586       CHICAGO,   BURLINGTON   &   QUINCY  RAILROAD   COMPANY 

made  in  writing,  and  a  report  thereof  delivered  to  each  of  the  parties  be- 
tween whom  such  difference  of  opinion  or  dispute  shall  exist,  within  sixty 
days  from  the  date  of  the  appointment  of  the  third  arbitrator,  to  be  chosen 
by  the  said  arbitrators  or  the  said  judge,  unless  the  parties  in  dispute  shall 
agree  to  enlarge  the  time  within  which  such  report  may  be  so  rendered;  and 
such  determination,  when  so  made,  shall  be  final  and  conclusive  upon  the 
parties  in  dispute  upon  the  question  or  questions  submitted  to  such  Board. 
All  expenses  attending  each  and  every  such  arbitration  shall  be  borne  equally 
by  the  parties  to  the  dispute  so  arbitrated.  Arbitration  under  this  Article 
shall  constitute  a  condition  precedent  to  the  institution  of  any  suit  or  litiga- 
tion upon  any  matters  herein  provided  to  be  arbitrated;  provided,  however, 
that  no  questions  or  disputes  arising  under  paragraph  2nd,  3rd  or  4th  of  Sec- 
tion 1  or  under  Section  2  of  Article  II  hereof  which  shall  affect  the  obliga- 
tions of  the  parties  to  make  the  payments  therein  provided  for  or  the  rights 
of  the  Trustee  or  bondholders  shall  be  the  subject  of  arbitration. 

Article  IV. 

This  agreement  is  hereby  transferred  and  assigned  to  the  Trustee  Com- 
pany under  said  First  Mortgage  of  the  Bridge  Company  by  way  of  further 
security  for  the  bonds  issued  under  and  secured  by  said  mortgage  and  such 
other  bonds  as  may  be  issued  in  accordance  with  the  terms  hereof,  and  it  is 
hereby  covenanted  and  agreed  by  and  between  the  parties  hereto  that  this 
agreement  is  subject  to  the  lien  of  said  First  Mortgage,  and  that  said  Trus- 
tee Company  shall  have  the  right  and  power  in  its  own  discretion  to  enforce 
and  require  the  enforcemenl  of  .-my  and  every  covenant  herein  contained,  the 
breach  of  which  may  in  its  judgment  affect  or  impair  the  rights  or  security 
of  said  Trustee  Company  or  the  bondholders  represented  by  it;  and  the 
Bridge  Company  hereby  expressly  agrees  to  protect  ami  hold  said  Trustee 
Company  harmless  from  every  expense,  liability,  claim,  charge,  action  or 
demand  which  might  impair  the  validity  of  this  agreement,  the  right  or 
security  of  said  Trustee  Company  or  the  bondholders  represented  by  it  or 
which  may  be  incurred  by  said  Trustee  Company  in  protecting  its  rights  and 
security  and  those  of  the  bondholders  represented  by  it ;  and  it  is  expressly 
understood  and  agreed  that  said  Trustee  Company,  in  exercising  the  powers 
conferred  by  this  Article  IV,  shall  not  in  any  manner  be  responsible  or  liable 
for  any  act,  default  or  misconduct  of  any  officer,  agent  or  other  person  em- 
ployed by  the  Trustee  Company,  except  for  wilful  default  or  misconduct. 

Except  when  otherwise  indicated,  the  words  "Trustee  Company"  or  any 
other  equivalent  term,  as  used  in  this  agreement,  are  intended  and  shall  be 
held  to  designate  the  Trustee  Company  under  the  said  First  Mortgage  of  the 
Padueah  &  Illinois  Bailroad  Company  and  any  successor  Trustee  Company 
under  said  First  Mortgage,  and  such  successor  Trustee  Company  shall  have 
and  is  hereby  granted  the  respective  rights  hereunder  of  the  Trustee  Com- 
pany named  in  said  First  Mortgage. 

In  Witness  Whereof,  the  parties  hereto  have  caused  these  presents  to  be 
signed  by  their  respective  Presidents  or  Vice-Presidents  thereunto  duly  au- 


CORPORATE    HISTORY  1587 

thorized  and  their  respective  corporate  seals  to  be  hereto  affixed  and  attested 
by  their  respective  Secretaries,  the  day  and  year  first  above  written. 

Executed  in  four  original  counterparts. 
[seal]  Paducah  &  Illinois  Railroad  Company, 

Attest:  By  Hale  Holden, 

H.  W.  Weiss,  Ass't  Secretary.  •  President. 

[seal]  The  Nashville,  Chattanooga  &  St.  Louis  Eailway, 

Attest:  By  Jno.  Howe  Peyton, 

T.  A.  Clarkson,  Secretary.  President. 

[seal]  Chicago,  Burlington  &  Quincy  Eailroad  Company, 

Attest:  By  Hale  Holden, 

H.  W.  Weiss,  Ass't  Secretary.  President. 

[seal]  Union  Trust  Company, 

Attest:  By  F.  H.  Rawson, 

R.  F.  Chapin,  Secretary.  President. 

State  of  Illinois,  ) 

r  SS 

County  of  Cook.     ) 

I,  W.  S.  Burley,  a  Notary  Public  in  and  for  the  State  and  County  afore- 
said, do  hereby  certify  that  Hale  Holden,  as  President  of  the  above  named 
Paducah  &  Illinois  Railroad  Company,  personally  known  to  me  to  be  the 
same  person  whose  name  is  subscribed  to  the  foregoing  instrument  as  such 
President,  personally  appeared  before  me  this  day  in  the  County  aforesaid, 
and  acknowledged  that  he  signed,  sealed  and  delivered  said  instrument  as 
the  free  and  voluntary  act  of  said  Paducah  &  Illinois  Railroad  Company, 
and  as  his  own  free  and  voluntary  act  as  such  President  for  the  uses  and 
purposes  therein  set  forth ;  that  he  has  affixed  the  corporate  seal  of  said 
Company  and  has  caused  the  same  to  be  duly  attested  by  H.  W.  Weiss,  Ass't 
Secretary  of  said  Company;  all  of  which  has  been  done  by  him  under  and 
pursuant  to  the  authority  conferred  on  him  by  the  Board  of  Directors  of 
said  Paducah  &  Illinois  Railroad  Company. 

I  do  further  certify  that  H.  W.  Weiss,  with  whom  I  am  personally  ac- 
quainted and  to  me  known  to  be  the  Ass't  Secretary  of  said  Paducah  & 
Illinois  Railroad  Company,  whose  name  is  signed  to  the  within  and  fore- 
going instrument,  has  also  this  day  personally  appeared  before  me  in  the 
County  aforesaid,  produced  to  me  said  instrument,  and  then  and  there 
acknowledged  the  same  and  declared  that  he  did  duly  attest  said  instrument 
and  did  sign  his  name  to  said  attestation. 

Given  under  my  hand  and  notarial  seal  this  28th  day  of  November,  1914. 
[seal]  W.  S.  Burley, 

Notary  Public  in  and  for  the  County  of 

My  Commission  expires  Oct.  5,  1918.  Cook,  State   of   Illinois. 

State  of  Tenn.  ) 

>  SS 

County  of  Davidson.  ) 

I,  W.  Edgar  McFarland,  a  Notary  Public  in  and  for  the  State  and  County 
aforesaid,  do  hereby  certify  that  Jno.  Howe  Peyton,  as  President  of  the 
above  named  The  Nashville,  Chattanooga  &  St.  Louis  Railway,  personally 


1588       CHICAGO,   BURLINGTON  &   QUINCY   RAILROAD   COMPANY 

known  to  me  to  be  the  same  person  whose  name  is  subscribed  to  the  fore- 
going instrument  as  such  President,  personally  appeared  before  me  this  day 
in  the  county  aforesaid,  and  acknowledged  that  he  signed,  sealed,  and  de- 
livered said  instrument  as  the  free  and  voluntary  act  of  said  The  Nashville, 
Chattanooga  &  St.  Louis  Railway  and  as  his  own  free  and  voluntary  act 
as  such  President  for  the  uses  and  purposes  therein  set  forth,  that  he  has 
affixed  the  corporate  seal  of  said  Railway  and  has  caused  the  same  to  be 
duly  attested  by  T.  A.  Clarkson,  Secretary  of  said  Railway;  all  of  which 
has  been  done  by  him  under  and  pursuant  to  the  authority  conferred  on  him 
by  the  Board  of  Directors  of  said  The  Nashville  &  St.  Louis  Railway. 

I  do  further  certify  that  T.  A.  Clarkson,  with  whom  I  am  personally  ac- 
quainted and  to  me  known  to  be  the  Secretary  of  said  The  Nashville,  Chat- 
tanooga &  St.  Louis  Railway,  whose  name  is  signed  to  the  within  and  fore- 
going instrument,  has  also  this  day  personally  appeared  before  me  in  the 
county  aforesaid,  produced  to  me  said  instrument,  and  then  and  there 
acknowledged  the  same  and  declared  that  he  did  duly  attest  said  instrument 
and   did  sign  his  name  to  said  attestat ion. 

GiVi  ii  undei  my  hand  and  notarial  seal  this  8th  day  of  December,  1914. 
[seal]  W.  Edgar  McFarland, 

Notary  Public  in  and  for  the  County  of 
.My  Commission  expires  July  is,  IS) IS.  Davidson,  State  of  Tennessee. 


\ 


State  of  Illinois, 

V  SS 

Co rx tv  of  Cook. 

1.  W.  s.  Burley,  a  Notary  Public  in  and  for  the  State  and  County  afore- 
said, do  hereby  certify  that  Hale  Holden,  as  President  of  the  above  named 
Chicago,  Burlington  <!c  Quincy  Railroad  Company,  personally  known  to  me 
to  be  the  same  person  whose  name  is  subscribed  to  the  foregoing  instrument 
as  such  President,  personally  appeared  before  me  this  day  in  the  County 
aforesaid,  ami  acknowledged  that  he  signed,  sealed  and  delivered  said  instru- 
ment as  the  free  and  voluntary  act  of  said  Chicago,  Burlington  &  Quincy 
Railroad  Company,  and  as  his  own  free  and  voluntary  act  as  such  President 
for  the  uses  and  purposes  therein  set  forth ;  that  he  has  affixed  the  corporate 
seal  of  said  Company  and  has  caused  the  same  to  be  duly  attested  by  H.  W. 
Weiss,  Ass't  Secretary  of  said  Company:  all  of  which  lias  been  done  by  him 
under  and  pursuant  to  the  authority  conferred  on  him  by  the  Board  of  Di- 
rectors of  said  Chicago,  Burlington  &  Quincy  Railroad  Company. 

I  do  further  certify  that  H.  W.  Weiss,  with  whom  I  am  personally  ac- 
quainted and  to  me  known  to  be  the  Asst.  Secretary  of  said  Chicago,  Burling- 
ton &  Quincy  Railroad  Company,  whose  name  is  signed  to  the  within  and 
foregoing  instrument,  has  also  this  day  personally  appeared  before  me  in  the 
County  aforesaid,  produced  to  me  said  instrument,  and  then  and  there 
acknowledged  the  same  and  declared  that  he  did  duly  attest  said  instrument 
and  did  sign  his  name  to  said  attestation. 

Givt  n  under  my  hand  and  notarial  seal  this  28th  day  of  November,  1914. 
[seal]  W.  S.  Burley, 

Notary  Public  in  and  for  the  County  of 
My  Commission  expires  Oct.  oth,  1918.  Cook,  State  of  Illinois. 


CORPORATE   HISTORY  1589 

State  of  Illinois 


XOIS,   ) 
OK.        )' 


County  op  Cook. 

I,  J.  D.  Matthews,  a  Notary  Public  in  and  for  the  State  and  County  afore- 
said, do  hereby  certify  that  F.  H.  Rawson,  as  President  of  the  above  named 
Union  Trust  Company,  personally  known  to  me  to  be  the  same  person  whose 
name  is  subscribed  to  the  foregoing  instrument  as  such  President,  personally 
appeared  before  me  this  day  in  the  County  aforesaid  and  acknowledged  that 
he  signed,  sealed  and  delivered  said  instrument  as  the  free  and  voluntary  act 
of  said  Union  Trust  Company,  and  as  his  own  free  and  voluntary  act  as 
such  President,  for  the  uses  and  purposes  therein  set  forth;  that  he  has 
affixed  the  corporate  seal  of  said  Company  and  has  caused  the  same  to  be 
duly  attested  by  R.  F.  Chapin,  Secretary  of  said  Company ;  all  of  which  has 
been  done  by  him  under  and  pursuant  to  the  authority  conferred  on  him  by 
the  Board  of  Directors  of  said  Union  Trust  Company. 

I  do  further  certify  that  R.  F.  Chapin,  with  whom  I  am  personally  ac- 
quainted and  to  me  known  to  be  the  Secretary  of  said  Union  Trust  Company 
whose  name  is  signed  to  the  within  and  foregoing  instrument,  has  also  this 
day  personally  appeared  before  me  in  the  County  aforesaid,  produced  to  me 
said  instrument,  and  then  and  there  acknowledged  the  same  and  declared 
that  he  did  duly  attest  said  instrument  and  did  sign  his  name  to  said  attesta- 
tion. 

Given  under  my  hand  and  notarial  seal  this  nineteenth  day  of  December, 
1914. 
[seal J  J.  D.  Matthews, 

Notary  Public  in  and  for  the  County 
My  Commission  expires  December  5th,  1917.  and  State  aforesaid. 

SUPPLEMENTAL  AGREEMENT,  July  1,  1915,  between  Paducah  & 
Illinois  Railroad  Company  of  the  first  part,  The  Nashville,  Chattanooga  & 
St.  Louis  Railway  and  Chicago,  Burlington  &  Quincy  Railroad  Company  of 
the  second  part,  and  Union  Trust  Company  as  Trustee  of  the  third  part. 
Relating  to  construction  and  operation  of  a  bridge  across  the  Ohio  River 
at  or  near  Metropolis,  Illinois,  the  construction  of  connecting  tracks,  and 
a  line  connecting  with  The  N.  C.  &  St    L.  Ry.  near  Paducah,  Ky. 

Supplemental  Agreement,  made  this  first  day  of  July,  1915,  by  and  be- 
tween Paducah  &  Illinois  Railroad  Company,  a  corporation  organized  and 
existing  under  and  by  virtue  of  the  laws  of  the  State  of  Kentucky  (here- 
inafter called  the  Bridge  Company),  party  of  the  first  part,  The  Nashville, 
Chattanooga  &  St.  Louis  Railway,  a  corporation  organized  and  existing 
under  and  by  virtue  of  the  laws  of  the  State  of  Tennessee,  and  Chicago, 
Burlington  &  Quincy  Railroad  Company,  a  corporation  organized  and  exist- 
ing under  and  by  virtue  of  the  laws  of  the  State  of  Illinois,  hereinafter 
sometimes  called  the  Railway  Companies,  parties  of  the  second  part,  and 
Union  Trust  Company,  of  Chicago,  Illinois,  a  corporation  of  the  State  of 
Illinois,  the  corporate  trustee  under  the  first  mortgage  of  the  Bridge  Com- 
pany hereinafter  mentioned  (hereinafter  called  the  Trustee  Company), 
party  of  the  third  part. 


1590     CHICAGO,    BURLINGTON   &   QUINCY   RAILROAD   COMPANY 

Whereas,  the  parties  hereto  on  the  first  day  of  September,  1914,  executed 
an  agreement  relating  to  the  construction  and  operation  of  a  bridge  across 
the  Ohio  River,  at  or  near  Metropolis,  Illinois,  and  the  construction  of  a 
railroad  connecting  said  bridge  with  The  Nashville,  Chattanooga  &  St. 
Louis  Railway  near  Paducah,  Kentucky,  with  terminal  and  interchange 
facilities;  and, 

Whereas,  the  said  agreement  contemplated  the  making  and  delivery  of  a 
First  Mortgage  by  the  said  Bridge  Company  covering  its  bridge,  railroad 
terminal  and  other  facilities  then  owned,  or  thereafter  acquired  by  use  of 
the  bonds  to  be  issued  under  said  mortgage,  including  said  agreement  and 
the  rentals  to  be  paid  thereunder,  to  secure  an  issue  of  bonds  of  the  Bridge 
Company  not  to  exceed  in  the  aggregate  six  millions  of  dollars,  and  which 
said  bonds  should  draw  interest  at  the  rate  of  four  and  one  half  per  cent. 
(4%$  I  per  annum,  and  to  he  dated  September  1,  1914,  and  to  mature 
September  1,  1954,  and  to  be  extinguished  on  or  before  said  date  of  maturity 
by  annual  contributions  to  a  sinking  fund  beginning  September  1,  1920; 
but  which  said  First  Mortgage  has  not  been  executed  or  any  bonds  issued 
and  sold  thereunder;  and, 

H  /ureas,  said  agreement  of  September  1,  1914,  among  other  things,  con- 
templated  that  each  of  the  Railway  Companies  in  return  for  any  pay- 
ments to  the  Bridge  Company" on  account  of  the  principal  of  said  First 
Mortgage  bonds,  or  whenever  contributions  are  made  from  the  sinking  fund, 
either  by  the  Bridge  Company  or  by  the  Railway  Companies,  the  Bridge 
Company  should  issue  and  deliver  to  the  Railway  Companies  preferred  stock 
in  amount  equal  at  par  to  such  payments,  which  said  preferred  stuck  should 
be  entitled  to  receive  dividends  payable  semi  annually  at  the  rate  of,  and 
limited  to  4%%  per  cent,  per  annum,  before  any  dividends  should  be  de- 
clared on  the  common  stock;  and, 

Whereas,  since  the  execution  of  said  agreement  of  September  1,  1914,  it 
has  been  determined  that  the  authorized  amount  of  the  bonds  that  may  be 
issued  under  said  First  Mortgage  shall  be  increased  to  seven  million  dollars, 
and  the  same  shall  also  be  jointly  and  severally  guaranteed,  as  to  principal 
and  interest  and  Sinking  Fund  payments,  by  the  Railway  Companies  by 
causing  their  guaranty  to  be  placed  on  each  of  the  bonds  to  be  issued  under 
said  First  Mortgage  as  hereinafter  provided; 

Now,  Therefore,  in  consideration  of  the  premises  and  of  the  covenants 
and  agreements  hereinafter  set  forth,  it  is  agreed  between  the  parties  hereto 
as  follows : 

Section  1.  It  is  agreed  that  each  of  the  Railway  Companies,  in  the 
event  that  the  revenue  received  by  the  Bridge  Company  from  the  tolls, 
charges,  rentals  and  compensations  for  the  use  of  its  bridge,  railroad  and 
property  shall  be  insufficient  to  make  the  payments  as  provided  in  Article 
II,  Section  1,  of  said  agreement  of  September  1,  1914,  each  of  the  Railway 
Companies  shall  pay  to  the  Bridge  Company  one-half  the  remainder  neces- 
sary, including  interest  at  the  rate  of  4%  per  cent,  per  annum,  on  the  bonds 
issued,  or  to  be  issued  under  said  First  Mortgage  of  the  Bridge  Company 
to  an  amount  not  exceeding  seven  millions  of  dollars  at  any  one  time  out- 
standing and  including  contributions  to  the  sinking  fund  payable  to  said 


CORPORATE    HISTORY  1591 

Bridge  Company,  and  also  the  payment  of  dividends  on  any  preferred  stock 
issued  by  the  Bridge  Company,  at  the  rate  of  4%  per  cent,  as  provided  in 
said  agreement  of  September  1,  1914,  and  shall  pay  one-half  the  principal 
of  said  bonds  in  accordance  with  Section  2  of  said  Article  II  thereof  in  such 
increased  amount  now  authorized.  It  is  further  agreed  that  Section  5  of 
Article  II  of  said  agreement  of  September  1,  1914,  providing,  among  other 
things,  that  ' '  the  Bridge  Company  shall  issue  and  shall  deliver  to  the  Rail- 
way Companies  preferred  stock  of  the  Bridge  Company  to  an  amount  at 
par  equal  to  such  payment"  (referring  to  any  payments  on  account  of  the 
principal  of  the  First  Mortgage  Bonds  of  the  Bridge  Company,  or  to  the 
sinking  fund  created  for  said  bonds),  shall  be  amended  so  that  in  case  any 
Bonds  are  paid  or  retired  at  a  premium  of  not  more  than  2%%,  the  Rail- 
way Companies  shall  receive  preferred  stock  at  par  equal  only  to  the  par  of 
said  bonds. 

Section  2.  It  is  hereby  agreed  between  the  parties  hereto,  for  the 
benefit  of  each  and  all  the  present  or  future  holders  of  all  the  bonds  to  be 
issued,  or  reissued  or  exchanged  under  or  as  provided  in  the  First  Mortgage 
of  the  Bridge  Company,  dated  July  1,  1915,  to  Union  Trust  Company  as 
Trustee,  as  follows : 

The  Railway  Companies,  for  a  valuable  consideration,  shall  and  will 
jointly  and  severally  guarantee  the  payment  by  the  Bridge  Company  of  both 
thy  interest  and  principal  of  all  and  every  of  the  said  bonds,  whether  in 
temporary  or  definitive  form,  according  to  their  tenor,  by  causing  their 
guaranty  to  be  placed  on  each  of  their  said  bonds  to  be  issued,  or  reissued 
or  exchanged,  under  or  as  provided  in  the  said  First  Mortgage,  substantially 
in  the  form  following: 

The  Nashville,  Chattanooga  &  St.  Louis  Railway,  and  Chicago,  Burlington 
&  Quincy  Railroad  Company,  for  value  received,  do  hereby,  jointly  and  sev- 
erally, unconditionally  guarantee  to  the  holder  of  the  within  bond  the  pay- 
ment of  the  principal  thereof  and  of  the  indebtedness  represented  thereby, 
and  of  the  interest  on  the  said  bond  and  indebtedness  and  of  all  sums  pay- 
able to  the  Sinking  Fund  provided  for  in  said  First  Mortgage,  as  such  prin- 
cipal and  the  installments  of  the  said  interest  and  Sinking  Fund  payments 
shall  respectively  become  due;  and  in  case  of  the  failure  of  the  Bridge 
Company  punctually  to  make  payment  of  either  the  principal  or  the  interest 
and  Sinking  Fund  payments  as  the  same  shall  become  due,  do  hereby  jointly 
and  severally  agree  punctually  to  make  such  payments. 

In  Witness  Whereof  the  said  guarantor  companies  have  caused  their  re- 
spective corporate  names  and  the  signatures  or  the  engraved  facsimile  sig- 
natures of  their  respective  presidents  or  vice-presidents  to  be  hereunto 
affixed  and  this  guaranty  to  be  countersigned  on  behalf  of  each  of  them 
by  Union  Trust  Company,  their  agent  duly  appointed  for  that  purpose. 
The  Nashville,  Chattanooga  &  St.  Louis  Railway, 

By "... 

President. 
Chicago,  Burlington  &  Quincy  Railroad  Company, 

By .' 

President. 


1592      CHICAGO,   BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

Countersigned  on  behalf  of  each  of  the  above  Railway  Companies  by  the 
undersigned  Union  Trust  Company  as  its  agent,  which  hereby  certifies  that 
by  agreement  in  writing  dated  July  1st,  1915,  deposited  with  the  under- 
signed simultaneously  with  the  delivery  to  it  of  said  First  Mortgage,  and 
signed  by  the  Railway  Companies  whose  engraved  signatures  are  attached 
to  the  foregoing  guaranty,  it  is  provided  as  follows: 

The  Railway  Companies  adopt  respectively  the  engraved  signatures  to 
the  guaranty  upon  the  First  Mortgage  bonds  of  the  Bridge  Company  to  be 
issued  under  the  mortgage  dated  July  1,  1915,  and  authorize  Union  Trust 
Company  to  countersign  said  guaranty  on  behalf  of  each  of  the  Railway 
Companies,  and  its  counter  signature  of  any  guaranty  shall  be  conclusive 
evidence  of  the  validity  and  due  execution  thereof  by  each  of  the  Rail- 
way Companies. 

Union  Trust  Company, 

Agent, 

By 

Vice  President. 

The  Railway  Companies  adopt  respectively  the  engraved  signatures  to 
the  guaranty  upon  the  First  Mortgage  bonds  of  the  Bridge  Company  to  be 
issued  under  the  mortgage  dated  July  1,  1915,  and  authorize  Union  Trust 
Company  to  countersign  said  guaranty  on  behalf  of  each  of  the  Railway 
Companies,  and  its  counter  signature  of  any  guaranty  shall  be  conclusive 
evidence  of  the  validity  and  due  execution  thereof  by  each  of  the  Railway 
Companies. 

The  Railway  Companies  and  each  of  them  assent  to  all  the  terms  and 
conditions  of  the  said  bonds,  and  of  the  said  First  Mortgage,  and  hereby 
waive  presentation  or  demand  of  any  of  the  said  bonds  and  of  any  interest 
coupons,  and  waive  protest  of  the  said  bonds  and  of  any  interest  coupons, 
and  waive  notice  of  presentation,  demand  and  protest,  and  of  any  sale 
of  the  mortgaged  premises  or  other  trust  estate  in  pursuance  of  the  said 
First  Mortgage,  whether  by  the  Trustee  thereunder  or  in  judicial  pro- 
ceedings. The  obligations  of  the  Railway  Companies  shall  not  be  affected 
by  any  action  taken  under  the  said  First  Mortgage  in  the  exercise  of  any 
right  or  power  thereby  conferred  or  by  any  failure  or  omission  on  the  part 
of  the  Trustee  under  the  said  First  Mortgage  to  enforce  any  rights  given 
thereunder  or  conferred  thereby,  or  by  any  failure  or  omission  on  the  part 
of  the  holder  of  any  of  the  said  bonds  to  enforce  any  right  of  such  bond- 
holder against  the  Bridge  Company  or  any  successor  corporation,  or  by 
any  action  of  the  Trustee  under  the  said  First  Mortgage,  or  of  any  bond- 
holder against  the  Bridge  Company  or  any  successor  corporation  under 
the  said  bonds  or  the  said  First  Mortgage,  or  by  any  action  of  the  Trustee 
or  of  any  bondholder  in  granting  indulgence  to  the  Bridge  Company  or  any 
successor  corporation,  or  in  waiving  defaults  on  the  part  of  the  Bridge 
Company  or  any  successor  corporation  under  the  said  bonds  or  the  said 
First  Mortgage;  and  no  proceedings  taken  for  the  enforcement  of  the  said 
First  Mortgage  or  for  the  sale  thereunder  of  the  mortgaged  premises  or 
trust  estate  shall  affect  the  obligations  of  the  Railway  Companies  or  any 
of  them. 


CORPORATE    HISTORY  1593 

This  agreement  of  guaranty  may  be  enforced  directly  by  the  holders  of 
the  said  bonds,  as  well  as  by  the'  Trustee  and  its  respective  successors  in  the 
trust  under  the  said  First  Mortgage,  from  time  to  time  as  often  as  occa- 
sion may  arise;  and  only  for  the  purposes  of  this  Section  2,  the  said 
Trustee  is  made  a  party  to  and  has  executed  this  agreement,  and  the 
Trustee  shall  not  be  considered  or  held  to  be  a  party  to  any  of  the  agree- 
ments contained  in  the  other  sections  of  this  agreement.  The  provisions 
of  this  Section  2  shall  not  be  subject  to  modification  or  change,  anything 
in  this  supplemental  agreement  to  the  contrary  notwithstanding. 

Section  3.  The  sums  payable  by  the  Eailway  Companies  under  this 
supplemental  agreement  and  this  agreement  itself,  are  hereby  assigned  to 
the  Union  Trust  Company,  Trustee,  under  said  First  Mortgage  of  the 
Bridge  Company,  as  additional  security  on  said  mortgage;  subject,  how- 
ever, to  the  provisions  of  said  original  agreement  of  September  1,  1914, 
except  as  herein  modified. 

Section  4.  It  is  further  agreed  that  Section  5  of  Article  II  of  said 
Agreement  dated  September  1,  1914,  be  amended  by  striking  out  the  words 
"to  such  payment"  in  the  first  and  second  lines  of  page  9,  and  substitut- 
ing therefor  the  words  ' '  to  the  par  value  of  the  bonds  purchased  for  the 
Sinking  Fund  in  any  year. ' ' 

Section  5.  Except  as.  changed  herein,  all  the  provisions  of  said  original 
agreement  of  September  1,  1914,  between  the  parties  hereto,  are  in  all 
respects  ratified  and  confirmed  as  and  for  the  agreements  of  the  respective 
parties  hereto,  and  said  original  agreement  and  this  supplemental  agreement 
shall  be  in  effect  for  the  term  of  forty  years  from  July  1st,  1915. 

In  Witness  Whereof,  the  parties  hereto  have  caused  these  presents  to  be 
signed  by  their  respective  Presidents  or  Vice-Presidents  thereunto  duly 
authorized  and  their  respective  corporate  seals  to  be  hereto  affixed  and 
attested  by  their  respective  Secretaries,  the  day  and  year  first  above 
written. 

[seal]  Paducah  &  Illinois  Eailroad  Company, 
Attest:  By  Hale  Holden, 

J.  H.  Ambrose,  President. 

Secretary. 

[seal]  The  Nashville,  Chattanooga  &  St.  Louis  Eailway, 

Attest :  By  Jno.  Howe  Peyton, 

T.  A.  Clarkson,  President. 

Secretary. 

[seal]  Chicago,  Burlington   &   Quincy  Eailroad    Company, 

Attest :  By  Hale  Holden, 

T.  S.  Howland,  President. 

Secretary. 

[seal]  Union  Trust  Company, 
Attest :  By  F.  h.  Eawson, 

E.  F.  Chapin,  President. 

Secretary. 


1594      CHICAGO,   BURLINGTON   &   QUINCY  RAILROAD  COMPANY 
State  of  Illinois, 


oisj 


,  ss. 
County  of  Cook. 

I.  W  S.  Burley,  a  Notary  Public  in  and  for  the  State  and  County  afore- 
said, do  hereby  certify  that  Hale  Eolden,  as  President  of  the  above  named 
Padueah  &  Illinois  Railroad  Company,  personally  known  to  me  to  be  the 
same  person  whose  name  is  subscribed  to  the  foregoing  instrument  as  such 
President,  personally  appeared  before  me  this  day  in  the  County  aforesaid, 
and  acknowledged  that  he  signed,  sealed  and  delivered  said  instrument 
as  the  free  and  voluntary  act  of  said  PaducaU  &  Illinois  Railroad  Company, 
and  as  his  own  free  and  voluntary  act  as  such  President  for  the  uses  and 
purposes  therein  set  forth;  that  he  has  affixed  the  corporate  seal  of  said 
Company  and  has  caused  the  same  to  be  duly  attested  by  J.  II.  Ambrose, 
Secretary  of  said  Company;  all  of  which  has  been  done  by  him  under  and 
pursuant  to  the  authority  conferred  on  him  by  the  Board  of  Directors  of 
said  Padueah  &  Illinois  Railroad  Company. 

I  do  further  certify  that  .1.  11.  Ambrose,  with  whom  I  am  personally 
acquainted  and  to  me  known  to  be  the  Secretary  of  said  Padueah  &  Illinois 
Railroad  Company,  whose  name  is  signed  to  the  within  and  foregoing 
instrument,  has  also  this  day  personally  appeared  before  me  in  the  County 
aforesaid,  produced  to  nie  said  inst  rument ,  and  then  and  there  acknowledged 
the  same  and  declared  that  he  did  duly  attest  said  instrument  and  did  sign 
his  name  to  said   attestation. 

Owen   iimler   my  hand  and  notarial  seal  this  23rd  day  of  December,   L915. 

My  Commission  expires  Oct.  i,  11*18. 

\L]  W.    S.    RfKLKY, 

Notary  Public  in  and  for  the  County  of  Cook, 
State  of  Illinois. 

state  of  Illinois,  ) 

v  SS. 
i  ni   ',  r,    OF  '  'OOK.        )  '  ' 

I,  W.  s.  Burley,  a  .Notary  Public  in  and  for  the  State  and  County  afore- 
said, do  hereby  certify  that  Jno.  Howe  Peyton,  as  President  of  the  above 
named  The  Nashville,  Chattanooga  &  St.  Louis  Railway,  personally  known 
to  me  to  be  the  same  person  whose  name  is  subscribed  to  the  foregoing 
instrument  as  such  President,  personally  appeared  before  me  this  day  in 
the  county  aforesaid,  and  acknowledged  that  he  signed,  sealed,  and  delivered 
said  instrument  as  the  free  and  voluntary  act  of  said  The  Nashville,  Chat- 
tanooga &  St.  Louis  Railway  and  as  his  own  free  and  voluntary  act  as 
such  President  for  the  uses  and  purposes  therein  set  forth,  that  he  has 
affixed  the  corporate  seal  of  said  Railway  and  has  caused  the  same  to  be 
duly  attested  by  T.  A.  Clarkson,  Secretary  of  said  Railway;  all  of  which 
has  been  done  by  him  under  and  pursuant  to  the  authority  conferred  on  him 
by  the  Board  of  Directors  of  said  The  Nashville,  Chattanooga  &  St.  Louis 
Railway. 

I  do  further  certify  that  T.  A.  Clarkson,  with  whom  I  am  personally 
acquainted  and  to  me  known  to  be  the  Secretary  of  said  The  Nashville, 
Chattanooga  &  St.  Louis  Railway,  whose  name  is  signed  to  the  within  and 
foregoing  instrument,   has  also  this  day  personally  appeared  before  me  in 


CORPORATE    HISTORY  1595 

the  county  aforesaid,  produced  to  me  said  instrument,  and  then  and  there 
acknowledged  the  same  and  declared  that  he  did  duly  attest  said  instru- 
ment and  did  sign  his  name  to  said  attestation. 

Given  under  my  hand  and  notarial  seal  this  23rd  day  of  December,  1915. 

My  Commission  expires  Oct.  4,  1918. 

[SEAL J  W.   S.  BURLEY, 

Notary  Public  in  and  for  the  County  of  Cook, 
State  of  Illinois. 


3'|sf 


State  of  Illinois, 
County  of  Cook. 

I,  W.  S.  Burley,  a  Notary  Public  in  and  for  the  State  and  County  afore- 
said, do  hereby  certify  that  Hale  Holden,  as  President  of  the  above  named 
Chicago,  Burlington  &  Quincy  Railroad  Company,  personally  known  to  me 
to  be  the  same  person  whose  name  is  subscribed  to  the  foregoing  instrument 
as  such  President,  personally  appeared  before  me  this  day  in  the  County 
aforesaid,  and  acknowledged  that  he  signed,  sealed  and  delivered  said  instru- 
ment as  the  free  and  voluntary  act  of  said  Chicago,  Burlington  &  Quincy 
Bailroad  Company,,  and  as  his  own  free  and  voluntary  act  asi  such  President 
for  the  uses  and  purposes  therein  set  forth;  that  he  has  affixed  the  corporate 
seal  of  said  Company  and  has  caused  the  same  to  be  duly  attested  by  T.  S. 
Howland,  Secretary  of  said  Company;  all  of  which  has  been  done  by  him 
under  and  pursuant  to  the  authority  conferred  on  him  by  the  Board  of 
Directors  of  said  Chicago,  Burlington  &  Quincy  Bailroad  Company. 

I  do  further  certify  that  T.  S.  Howland,  with  whom  I  am  personally 
acquainted  and  to  me  known  to  be  the  Secretary  of  said  Chicago,  Burling- 
ton &  Quincy  Bailroad  Company,  whose  name  is  signed  to  the  within  and 
foregoing  instrument,  has  also  this  day  personally  appeared  before  me  in 
the  County  aforesaid,  produced  to  me  said  instrument,  and  then  and  there 
acknowledged  the  same  and  declared  that  he  did  duly  attest  said  instru- 
ment and  did  sign  his  name  to  said  attestation. 

Given  under  my  hand  and  notarial  seal  this  23rd  day  of  December,  1915. 

My  Commission  expires  Oct.  4,  1918. 
L  seal  J  W.  S.  Burley, 

Notary  Public  in  and  for  the  County  of  Cook, 
State  of  Illinois. 

State  of  Illinois,  ) 

v  ss 
County  of  Cook.      \  ' 

I,  Harry  L.  Rickard,  a  Notary  Public  in  and  for  the  State  and  County 
aforesaid,  do  hereby  certify  that  F.  H.  Rawson,  as  President  of  the  above 
named  Union  Trust  Company,  personally  known  to  me  to  be  the  same  person 
whose  name  is  subscribed  to  the  foregoing  instrument  as  such  President, 
personally  appeared  before  me  this  day  in  the  County  aforesaid  and 
acknowledged  that  he  signed,  sealed  and  delivered  said  instrument  as  the 
free  and  voluntary  act  of  said  Union  Trust  Company,  and  as  his  own  free 
and  voluntary  act.  as  such  President,  for  the  uses  and  purposes  therein  set 
forth;  that  he  has  affixed  the  corporate  seal  of  said  Company  and  has 
caused  the  same  to  be   duly  attested  by  R.   F.  Chapin,   Secretary   of   said 


1596     CHICAGO,    BURLINGTON    &    QUINCY    RAILROAD    COMPANY 

Company;  all  of  which  has  been  done  by  him  under  and  pursuant  to  the 
authority  conferred  on  him  by  the  Board  of  Directors  of  said  Union  Trust 
Company. 

I  do  further  certify  that  R.  F.  Chapin,  with  whom  I  am  personally 
acquainted  and  to  me  known  to  be  the  Secretary  of  said  Union  Trust  Com- 
pany, whose  name  is  signed  to  the  within  and  foregoing  instrument,  has 
also  this  day  personally  appeared  before  me  in  the  County  aforesaid,  pro- 
duced to  me  said  instrument,  and  then  and  there  acknowledged  the  same 
and  declared  that  he  did  duly  attest  said  instrument  and  did  sign  his  name 
to  said  attestation. 

G  ven  under  my  hand  and  notarial  seal  this  24th  day  of  December,  1915. 

My  Commission  expires  April  11th,  1916. 
[seal]  Harry  L.  Rickard, 

Notary  Public  in  and  for  the  County 
and  State  aforesaid. 

EXHIBIT    3 

STOCK  TRUST  AGREEMENT,  July  1,  1915,  between  The  Nashville, 
Chattanooga  &  St.  Louis  Railway,  and  Chicago,  Burlington  &  Quincy 
Railroad  Company,  of  the  first  part,  Union  Trust  Company,  Trustee,  of 
the  second  part,  and  Paducah  &  Illinois  Railroad  Company  of  the  third 
part,  relating  to  stock  of  the  Paducah  &  Illinois  Railroad  Company. 

An  Agreement,  Made  this  1st  day  of  July,  1915,  between  The  Nashville, 
Chattanooga  \  St.  Louis  Railway,  a  corporation  of  the  state  of  Tennessee, 
and  Chicago,  Burlington  &  Quincy  Railroad  Company,  a  corporation  of 
the  State  of  Illinois  (hereinafter  called  the  Railway  Companies)  parties  of 
the  firsl  part;  Onion  Trust  Company,  a  corporation  of  the  State  of  Illinois 
(hereinafter  called  the  Trustee),  party  of  the  second  part;  and  Paducah  & 
Illinois  Railroad  Company,  a  corporation  of  the  state  of  Kentucky  (here- 
inafter called  the  Bridge  Company),  party  of  the  third  part. 

Whereas,  the  Bridge  Company  is  about  to  execute  and  deliver  to  the 
Trustee  a  certain  mortgage  or  deed  of  trust  to  secure  an  issue  of  not 
exceeding  $7,000,000  in  face  amount  of  first  mortgage  bonds  of  the  Bridge 
Company,  which  mortgage  or  deed  of  trust  is  substantially  of  the  tenor  of 
Exhibit  A  hereto  attached;  and 

Whereas,  each  Railway  Company  has  acquired  and  owns  an  equal  number 
of  shares,  to  wit,  fifty  (50)  shares  of  the  par  value  of  $100  each  of  the 
common  stock  of  the  Bridge  Company,  and  the  Railway  Companies  have 
entered  into  an  operating  agreement  with  the  Bridge  Company,  and  with 
the  Trustee,  dated  September  1,  1914,  with  an  agreement  supplemental 
thereto  of  this  date,  substantially  of  the  tenor  of  Exhibit  B  hereto  attached, 
whereby,  among  other  things,  the  Bridge  Company  has  granted  to  the 
Railway  Companies,  severally,  the  right  to  use  its  proposed  bridge  across 
the  Ohio  River  at  or  near  Metropolis,  Illinois,  and  the  railroad  and  railroad 
facilities  to  be  constructed  or  otherwise  acquired  by  the  Bridge  Company 
between  said  bridge  and  the  City  of  Paducah,  Kentucky,  as  well  as  certain 
terminal  properties  to   be   acquired   by  the   Bridge  Company  in  and  about 


CORPORATE    HISTORY  1597 

the  City  of  Paducah,  as  set  forth  in  said  Exhibit  B,  (which  bridge,  railroad, 
facilities  and  property  are  hereinafter  called  the  Bridge  property),  and 
each  Railway  Company,  as  an  inducement  to  the  execution  by  the  other 
.Railway  Company  of  the  agreement  composing  said  Exhibit  B,  and  in 
consideration  thereof,  and  for  other  valuable  considerations,  has  agreed 
with  the  other  Eailway  Company,  to  execute  these  presents,  and  to  assign 
and  transfer,  or  to  cause  to  be  assigned  and  transferred,  to  the  Trustee  all 
said  shares  of  the  common  stock  of  the  Bridge  Company  acquired  by  such 
Railway  Company,  (except  directors'  qualifying  shares  certificates  for 
which,  endorsed  in  blank  for  transfer,  are  also  to  be  deposited  with  the 
Trustee,  hereunder),  for  the  purpose  of  securing  the  due  and  punctual 
performance  of  this  agreement,  and  of  such  operating  agreement,  and  agree- 
ment supplemental  thereto,  Exhibit  B ;  now  therefore,  it  is  mutually  agreed 
by  and  between  the  parties  hereto,  as  follows: 

Article  I. 

Section  1.  This  agreement  shall  be  executed  by  the  parties  hereto  in 
quadruplicate,  one  of  which  shall  be  delivered  to  each  of  the  said  parties. 

Each  Railway  Company  forthwith  will  deliver,  or  cause  to  be  delivered, 
to  the  Trustee  certificates  in  the  name  of  the  Trustee,  or  duly  endorsed 
in  blank  for  transfer,  representing  fifty  (50)  shares  of  the  common  stock 
of  the  Bridge  Company. 

Out  of  the  shares  of  stock  so  delivered  to  the  Trustee  by  each  Railway 
Company,  the  Trustee  will  cause  the  minimum  number  of  shares,  necessary 
to  qualify  two  Directors  of  the  Bridge  Company,  to  be  transferred  into  the 
names  of  the  persons  designated  in  writing  by  each  Railway  Company,  as 
its  nominees  to  act  upon  the  Board  of  Directors  of  the  Bridge  Company 
and  a  like  number  of  shares  necessary  to  qualify  one  Director  to  be  trans- 
ferred to  the  person  designated  in  writing  by  both  railway  companies  as 
their  joint  nominee,  and  shall  cause  the  remainder  of  said  shares  deposited 
with  the  Trustee  to  be  transferred  upon  the  books  of  the  Company  into  the 
name  of  the  Trustee,  as  trustee  for  such  company  so  delivering  the  same, 
subject  to  the  provisions  of  this  agreement. 

Each  Railway  Company  hereby  assigns  and  transfers  to  the  Trustee  the 
shares  of  stock  of  the  Bridge  Company  represented  by  such  certificates  so 
to  be  delivered  by  it  to  the  Trustee;  and  the  Trustee,  subject  to  the  terms 
and  conditions  of  this  agreement,  shall  have  and  be  entitled  to  exercise  all 
the  rights  and  powers  of  a  stockholder  in  respect  of  said  shares,  other 
than  said  Directors'  qualifying  shares. 

All  said  shares  of  stock  of  the  Bridge  Company  so  to  be  delivered  to  the 
Trustee  shall  be  held  by  the  Trustee  in  trust  for  the  purposes  and  upon  the 
terms  and  conditions  herein  expressed,  until  delivered,  transferred  or 
surrendered  by  the  Trustee  as  herein  provided. 

Section  2.  No  additional  shares  of  common  stock  shall  be  issued  by  the 
Bridge  Company  except  with  the  consent  in  writing  of  each  Railway  Com- 
pany. Whenever,  and  as  often  as  the  Bridge  Company  shall  issue  additional 
shares  of  common  stock,  the  shares  of  such  additional  stock,  in  equal 
amounts,  shall  be  offered  to  each  Railway  Company  not  then  in   default 


1598       CHICAGO,   BURLINGTON   &   QUINCY  RAILROAD   COMPANY 

under  this  agreement,  or  under  said  agreements  Exhibit  B;  and  each 
Railway  Company  agrees  to  subscribe  and  pay  for  such  additional  stock  upon 
such  terms  as  may  be  agreed  upon,  or  default  of  such  agreement,  on  such 
terms  as  may  be  fixed  and  determined  by  the  Board  of  Directors  of  the 
Bridge  Company;  to  the  end  that  the  interest  of  each  Railway  Company 
not  in  default,  represented  by  its  ownership  of  shares  of  common  stock 
of  the  Bridge  Company,  shall  at  all  times  be  equal;  and  any  and  all  shares 
of  additional  stock  so  subscribed  and  paid  for  shall  forthwith  be  delivered 
and  transferred  to  the  Trustee,  and  all  the  terms  and  provisions  of  this 
agreement  shall  apply  thereto,  to  the  same  extent  as  the  stock  of  the 
Bridge  Company  now  owned  by  the  Railway  Companies  and  transferred 
to  the  Trustee  under  this  agreement. 

Section  3.  Nothing  in  this  agreement  contained  shall  affect  the  right 
of  the  Bridge  Company  to  issue  its  preferred  stock,  provided  that  such 
stock  shall  have  no  voting  power.  The  Bridge  Company  shall  have  the 
right  to  issue,  and  the  Railway  Companies,  their  successors  and  assigns,  to 
hold,  receive,  possess,  transfer  or  dispose  of,  such  preferred  stock,  and  such 
stock  may  provide  for  a  preference  over  the  common  stock  as  to  assets  and 
as  to  dividends,  at  such  rate  as  the  Bridge  Company  may  choose,  and  the 
dividends  thereon  may  be  made  cumulative,  it  not  being  intended  by  this 
instrument  to  impose  any  restrictions  upon  the  amount,  form,  effect, 
possession  or  transfer  of  any  preferred  stuck  issued  by  the  Bridge  Company, 
except  that  no  voting  power  shall  attach  to  any  preferred  stock  so  issued. 

Article  II. 

SECTION  1.  Each  Railway  Company  covenants  and  agrees  to  and  with 
the  other  Railway  Company,  as  follows: 

(a)  To  execute  said  agreement  supplemental  to  the  operating  agree- 
ment substantially  in  the  form  shown  in  Exhibit  B; 

(b)  To  pay  promptly  when  due  every  sum  of  money  that  may  become 
payable  by  it  under  said  agreements  Exhibit  B,  and  to  conform  and  comply 
with  all  the  terms,  covenants  and  provisions  of  said  agreements; 

(c)  From  time  to  time,  upon  demand  of  the  Trustee,  to  pay  one-half  of 
the  expenses  of  the  Trustee  hereunder,  including  the  reasonable  compensation 
of  the  Trustee  and  all  expenses  that  may  be  incurred  in  preserving  the 
pledged  stock  and  of  defending  and  enforcing  the  rights  and  interests  of 
the  parties  hereto  in  respect  of  said  stock  or  under  this  agreement ;  and 
also,  to  the  same  extent,  to  indemnify  the  Trustee  against  all  damage  and 
liability  while  acting  hereunder,  and  also  from  time  to  time,  upon  demand 
of  the  Trustee,  to  pay  the  taxes,  if  any,  assessed  upon  the  stock  pledged 
by  such  Railway  Company  hereunder  and  then  held  by  the  Trustee. 

Section  2.  The  By-laws  of  the  Bridge  Company  shall  be  made  to 
conform  with  the  provisions  of  this  agreement  and  of  said  Exhibit  B,  and 
when  so  made  they  shall  not  be  thereafter  changed  with  respect  thereto 
except  by  the  unanimous  vote  of  the  Board  of  Directors  of  the  Bridge 
Company. 

Section  3.  Exhibit  B,  as  used  herein,  shall  be  deemed  to  include  the 
said  agreements  as  originally   executed  and  as   they  may  subsequently  be 


CORPORATE    HISTORY  1599 

amended  or  modified  by  the  parties  thereto,  as  therein  provided.  The  ex- 
pression, the  Railway  Companies,  shall  include  the  Railway  Companies  and 
each  of  them,  parties  of  the  second  part  to  this  agreement;  and  also  such 
of  the  successors  of  the  Railway  Companies  as  shall  succeed  to  the  rights 
and  privileges  granted  by  said  agreements  Exhibit  B,  and  shall  become 
bound  by  their  obligations;  provided,  that  no  such  successor  railway  com- 
pany shall  have  any  beneficial  interest  in  the  common  stock  of  the  Bridge 
Company,  pledged  by  its  predecessor  under  this  agreement,  until  such 
successor    railway  company   shall  have  become  a   party  to  this  agreement. 

Article  III. 

Section  1.  In  case  either  of  the  Railway  Companies  shall  make  default 
in  the  pavment  of  any  sum  which  shall  be  payable  by  it  under  this  agree- 
ment, then  the  Railway  Company  so  in  default  shall  be  liable  to  pay  interest 
upon  such  sum,  at  the  rate  of  six  per  cent,  per  annum,  from  the  due  date 
for  such  pavment,  until  such  sum  shall  be  fully  paid. 

SECTION  '2.  In  case  either  of  the  Railway  Companies  shall  be  in  default 
in  respect  to  any  payment  to  be  made  under  the  agreements  as  shown  in 
said  Exhibit  B,  or  under  this  agreement,  or  in  the  performance  of  any  of 
its  covenants  or  agreements  therein  or  herein  contained,  then  until  such 
Railway  Company  shall  have  paid  such  sum,  with  interest  as  aforesaid, 
and  shall  have  complied  with  such  covenants  or  agreements,  the  other 
Railway  Company  not  then  in  default  shall  be  entitled  to  vote  upon  the 
shares  transferred  to  the  Trustee  by  the  Railway  Company  in  default, 
then  held  by  the  Trustee  hereunder,  at  all  meetings  of  the  stockholders  of 
the  Bridge  Company,  for  the  election  of  Directors,  and  for  all  other  purposes, 
and  the  Trustee  shall  execute  and  deliver  to  the  Railway  Company  not 
then  in  default  a  power  of  attorney  appointing  such  Railway  Company,  or 
any  person  or  persons,  who  may  be  designated  by  such  Railway  Company  in 
writing,  the  attorney,  agent  and  proxy  of  the  Trustee,  with  power  of 
substitution,  to  vote  upon  such  shares  at  all  meetings  of  stockholders  of  the 
Bridge  Company. 

Section  3.  If  either  of  the  Railway  Companies  shall  be  excluded  from 
the  use  of  the  Bridge  property,  as  provided  in  the  agreements  shown  in 
Exhibit  B  and  particularly  in  Section  13  of  Article  III  of  the  agreement 
dated  September  1,  1914,  the  Trustee  shall  thereafter  hold  the  shares  trans- 
ferred to  it  by  the  Railway  Company  so  excluded  from  the  use  of  the  Bridge 
property,  for  the  use  and  benefit  of  the  other  Railway  Company,  which  may 
then  be  entitled,  under  the  provisions  of  the  agreements  composing  Exhibit 
B,  to  use  and  enjoy  the  Bridge  property;  and  each  of  the  Railway  Com 
panies  hereby  agrees  with  the  Trustee,  and  with  the  other  Railway  Company, 
to  release  and  relinquish  to  the  Trustee  all  further  right,  title  or  interest  in 
or  to  its  said  shares,  and  that  this  instrument  shall  operate  as  a  release  and 
relinquishment  thereof  in  the  event  that  it  shall  be  excluded  from  the  use 
of  the  Bridge  property  as  aforesaid,  and  consents  and  requests  that  the 
Trustee  shall  thereafter  hold  said  shares,  under  the  terms  of  this  instrument, 
for  the  use  and  benefit  of  (he  other  Railway  Company  which  may  then  lie 
entitled  to  use  the  Bridge   property  under  the  terms  of  the  agreements  in 


1600       CHICAGO,   BURLINGTON   &   QUINCY   RAILROAD   COMPANY 

Exhibit  B;  provided  that  of  either  of  the  Railway  Companies,  after  being 
excluded  from  the  use  of  the  Bridge  property,  as  provided  in  the  agreements 
in  Exhibit  B,  and  particularly  in  Section  13  of  Article  III  of  the  agreement 
nf  September  1,  1914,  shall  be  reinstated  and  become  entitled  to  use  the 
Bridge  property,  as  therein  provided,  the  Trustee  shall  thereafter,  and  so 
long  as  such  Railway  Company  shall  be  entitled  to  use  the  Bridge  property 
under  said  agreements  composing  Exhibit  B,  hold  the  shares  of  stock 
transferred  to  it  by  such  Railway  Company  under  the  terms  of  this  agree- 
ment, in  the  suae  manner  and  to  the  same  extent  as  though  such  company 
had  never  lieen  excluded  from  the  use  of  the  Bridge  property. 

Section  4.  If  either  of  the  Railway  Companies  shall  be  excluded  from 
the  use  of  the  Bridge  property,  as  provided  in  the  agreements  in  Exhibit  B, 
and  particularly  in  Section  13  of  Article  III  of  the  agreement  of  September 
1,  1914,  and  uihui  the  delivery  to  the  Trustee  of  a  written  notice  of  such 
exclusion,  signed  by  the  Presidenl  or  one  of  the  Vice-Presidents  of  the 
Bridge  Company,  the  Trustee  shall  thereupon  forthwith  cause  to  be  trans- 
ferred   into    its    own    name,    as    Trustee    under    this   agreement,    the    share    or 

shares  of  stuck  deposited  with  the  Trustee  and  standing  in  the  name  of  the 
persons  who  are  then  the  nominees  and  representatives  of  such  excluded 
Railway  Company  on  the  Hoard  of  Directors  of  the  Bridge  Company;  and 
the  Trustee  thereafter  shall  hold   such  share  or  shares  of  stock,  under  the 

terms    of    this    instrument,    for    the    use1    ami    benefit    of    the    other    Railway 

Company  which  may  tin  11  in-  entitled  to  use  the  Bridge  property,  under 
the  terms  of  Exhibil  I'.;  provided  that  if  such  excluded  company  shall  be 
reinstated  ami  again  become  entitled  to  use  the  Bridge  property,  as  in 
Exhibil  B  provided,  such  Director*'  shares  shall  he  again  transferred  to 
the  nanus  of  the  nominees  Of  the    Railway  Company,  so   reinstated,  and   the 

certificate  representing  such  shares  shall  be  by  them  endorsed  in  blank, 
f<>r  transfer,  and  deposited   with  the  Trustee  to  be  held  by  it   under  this 

agreement. 

:dn  5.  In  the  event  that  the  Directors  Of  the  Bridge  Company  shall 
eleel  new  Directors  to  take  the  place  nf  those  theretofore  representing  the 
excluded  Railway  Company,  the  Trustee  shall  cause  the  necessary  number 
of  shares  formerly  belonging  to  the  excluded  Railway  Company  to  be 
registered  in  the  name  nf  the  new  Directors,  that  they  may  be  properly 
qualified,  and  the  certificate  representing  such  shares  shall  be  by  them 
endorsed  in  blank,  for  transfer,  and  deposited  with  the  Trustee  to  be  held 
by  it  under  this  agreement. 

Article  IV. 
SE<  tion  1.  Each  Railway  Company,  if  and  so  long  as  it  shall  not  be  in 
default  in  making  payment  of  any  sum  by  it  payable  under  said  agreements 
in  Exhibit  B,  or  under  this  agreement,  or  in  the  performance  of  any  of  the 
covenants  and  agreements  therein  or  herein  contained,  shall  be  entitled  to 
receive  from  the  Trustee  all  dividends  received  or  collected  by  the  Trustee 
upon  the  shares  transferred  by  such  Railway  Company  to  the  Trustee,  and 
then  held  by  the  Trustee  hereunder ;  and,  from  time  to  time,  at  the  written 
request  of  the  Railway  Company  not  then  in  default,  the  Trustee  shall 
deliver  to  such  Company  proper  dividend  orders,  addressed  to  the  Bridge 


CORPORATE    HISTORY  1601 

Company,  directing  the  payment  to  such  Company  of  the  dividends  to  which 
it  is  so  entitled;  and  the  Trustee  shall  pay  over  to  such  Railway  Company 
all  such  dividends  that  shall  be  collected  or  received  by  the  Trustee  upon 
such  shares;  but  if  and  so  long  as  either  Eailway  Company  shall  be  in 
default  as  aforesaid,  any  dividends  upon  the  shares  of  stock  of  the  Bridge 
Company,  transferred  by  such  defaulting  Eailway  Company  to  the  Trustee, 
which  may  be  received  by  the  Trustee  during  such  default,  shall  forthwith 
be  paid  over,  by  the  Trustee  to  the  Railway  Company  not  then  in  default; 
Provided,  that  if  either  of  the  Eailway  Companies,  after  being  excluded 
from  the  use  of  the  Bridge  property,  as  provided  by  the  terms  of  Exhibit 
B,  and  particularly  in  Section  13  of  Article  III  of  the  agreement  of 
September  1,  1914,  shall  be  reinstated  and  become  entitled  to  use  the 
Bridge  property  as  therein  provided,  such  dividends  shall  upon  such  rein- 
statement be  refunded  to  the  Eailway  Company  so  reinstated  by  the  other 
Eailway  Company  which  received  them,  but  without  interest  for  the  period 
before  such  reinstatement. 

Section  2.  Each  Eailway  Company,  if  and  so  long  as  it  shall  not  be  in 
default  in  making  payment  of  any  sum  by  it  payable  under  said  agreement 
in  Exhibit  B,  or  under  this  instrument,  or  in  the  performance  of  any  of 
its  covenants  or  agreements  therein  or  herein  contained,  shall  be  entitled 
to  vote  at  all  meetings  of  the  stockholders  of  the  Bridge  Company  for  the 
election  of  Directors,  and  for  all  other  purposes  not  inconsistent  herewith, 
upon  all  the  shares  of  stock  of  the  Bridge  Company  transferred  by  such 
Eailway  Company  to  the  Trustee,  and  then  held  by  the  Trustee;  also  upon 
the  shares  of  stock  of  the  Bridge  Company  transferred  to  the  Trustee  and 
then  held  by  the  Trustee  for  the  use  and  benefit  of  the  Eailway  Company 
then  entitled  to  the  use  of  the  Bridge  property,  as  provided  in  Article  III 
hereof ;  and  the  Trustee,  from  time  to  time,  shall  execute  and  deliver  to 
such  Eailway  Company,  not  in  default,  a  power  of  attorney  appointing 
such  Eailway  Company,  or  any  person  or  persons  who  may  be  designated 
in  writing  by  such  Eailway  Company,  the  attorney,  agent  and  proxy  of  the 
Trustee,  with  power  of  substitution,  to  vote  upon  such  shares  at  all  meetings 
of  the  stockholders  of  the  Bridge  Company  held  within  ninety  days  after 
the  date  of  such  power  of  attorney;  provided,  however,  that  any  such  power 
of  attorney  shall  be  canceled  and  terminated  by  the  execution  and  delivery 
by  the  Trustee  of  any  power  of  attorney  under  the  provisions  of  Section  2 
of  Article  III  of  this  agreement,  and  shall  also  be  terminated  as  to  either 
Eailway  Company  by  the  exclusion  of  such  Eailway  Company  from  the  use 
of  the  Bridge  property,  as  provided  in  the  agreements  composing  Exhibit 
B,  and  particularly  in  Section  13  of  Article  III  of  the  agreement  of 
September  1,  1914;  and  such  power  of  attorney  shall  also  be  canceled  and 
terminated  and  a  new  power  of  attorney  shall  be  issued  by  the  Trustee  in 
favor  of  the  Eailway  Company  which,  during  such  period  of  ninety  days, 
shall  make  good  all  defaults  previously  existing. 

Article  V. 
This  agreement  may  be   terminated   or  modified  at  any  time  by  an   in- 
strument in  writing  executed  by  each  Eailway  Company  not  then  in  default; 


1602      CHICAGO,   BURLINGTON    &   QTJINCY  RAILROAD  COMPANY 

but  unless  so  terminated,  this  agreement  shall  continue  in  force  so  long 
as  said  agreements  in  Exhibit  B  shall  remain  in  force.  In  case  of  any 
such  termination  of  this  agreement,  the  Trustee  shall  re-transfer  and  re- 
deliver to  each  Railway  Company  not  then  in  default  any  shares  of  stock 
of  the  Bridge  Company  transferred  by  it  to  the  Trustee,  and  it  shall  also 
transfer  and  deliver  to  the  Railway  Company  not  then  in  default  any  shares 
then  held  by  the  Trustee  for  the  use  and  benefit  of  such  Railway  Company 
under  Article  III  hereof,  upon  payment  by  such  Railway  Company  of  all 
sums  by  it  payable,  under  said  agreements  in  Exhibit  B  and  under  this 
agreement,  to  the  Bridge  Company. 

Article  VT. 

The  Trustee  has  become  party  to  these  presents  onlj  for  the  purpose  of 
signifying  its  acceptance  of  the  trusts  hereunder;  the  Bridge  Company 
has  become  a  party  to  these  presents  to  signify  its  assenl  to  the  provisions 
of  Section  2  of  Article  I  and  Section  2  of  Article  1 1  hereof;  it  being  under 
I  that  this  agreement  is  made  for  the  purpose  of  furnishing  to  each 
Railwaj  Company  security  for  the  performance  by  the  other  Railway 
Company  of  its  covenants  and  agreements  contained  in  said  agreements 
composing  Exhibil  B,  and  in  this  instrument,  and  thai  the  provisions  of 
this  agreement  shall  in  no  manner  impair  or  affect  any  of  the  terms,  con- 
ditions or  provisions  of  said  mortgage  or  deed  of  trust  for  the  benefit  of  the 
trusts  thereunder,  or  of  the  holders  of  the  bonds  thereby  secured,  or  any  of 
the  terms,  conditions  or  provisions  of  said  agreements  in   Exhibit  B. 

Article  VII. 

Any  demand,  request,  notice,  designation  or  selection  to  be  made  by  the 
Railway  Companies,  or  ether  of  them,  or  by  the  Bridge  Company,  under 
any   provision  hereof,  shall  be  sufficiently  given  and  served  when  signed  by 

the    President    or  a    Vice-President,  or   by   the  Chairm; f  the    Executive 

Committee,  or  by  the  Comptroller,  or  Secretary  or  an  Assistant  Secretary 
of  the  Company  in  whose  behalf  the  same  shall  purport  to  be  made,  and 
delivered  to  or  served  upon  any  one  of  such  officers  of  the  other  Railway 
Company  or  of  the  Bridge  Company. 

Article  VIII. 

SECTION  1.  The  Trustee,  or  any  successor  trustee,  may  resign  and  be 
discharged  from  the  trusts  created  by  this  agreement,  by  giving  to  each 
Railway  Company  notice  in  writing  of  such  resignation,  specifying  the  date 
when  such  resignation  shall  take  effect.  Such  resignation  shall  take  effect 
from  the  date  specified  in  such  notice,  unless  previously  a  successor  trustee 
shall  be  appointed,  as  hereinafter  provided,  in  which  event  such  resignation 
shall  take  effect  immediately  upon  the  appointment  of  such  successor 
trustee.  The  Trustee,  or  any  successor  trustee,  at  any  time  may  be  removed 
from  the  trusteeship  by  the  Railway  Companies  or  Company  not  then  in 
default,  by  an  instrument  in  writing  duly  signed  by  them  or  it,  or  by  their  or 


CORPORATE    HISTORY  1603 

its  attorneys  duly  authorized.  Upon  removal,  the  Trustee  so  removed  shall 
be  entitled  to  the  payment  of  its  reasonable  charges  for  the  services  rendered 
by  it,  and  the  expenses  incurred  by  it  in  the  management  of  the  trust. 

Section  2.  In  case,  at  any  time,  a  vacancy  shall  exist  in  the  trusteeship 
hereunder,  from  whatever  cause  arising,  the  Eailway  Companies  or  Company 
not  then  in  default  may,  by  written  appointment  under  their  or  its  respective 
hand,  appoint  a  new  trustee  or  successor  trustee;  the  appointment  of  a  new 
trustee  or  successor  trustee,  as  herein  provided,  shall  be  effectual  to  vest  in 
such  trustee  so  appointed  the  appropriate  authority,  rights,  powers  and 
duties  herein  provided  in  that  behalf;  and  in  every  case  of  resignation  by 
a  trustee,  or  of  removal  of  a  trustee,  the  Trustee  so  resigning  or  removed 
shall,  at  the  request  of  either  of  the  Eailway  Companies  or  of  Trustee  so 
appointed,  assign,  transfer  and  deliver  to  such  successor  Trustee  all  moneys, 
shares  of  stock,  rights,  contracts,  choses  in  action,  evidences  of  indebtedness 
and  all  other  matters  or  things  then  held  by  it  as  Trustee  under  this 
agreement. 

The  word  ''default"  wherever  it  occurs  in  this  agreement  shall  be  con- 
strued to  mean  a  default  hereunder  or  under  said  agreements  composing 
Exhibit  B. 

In  witness  whereof,  each  of  the  parties  hereto  has  caused  these  presents  to 
be  signed  by  its  President,  or  one  of  its  Vice-Presidents,  and  its  corporate 
seal  to  be  hereunto  affixed  and  attested  by  its  Secretary  or  an  Assistant 
Secretary,  the  day  and  year  first  above  written. 

The  Nashville,  Chattanooga  &  St.  Louis  Eailway, 
[seal]  By  Jno.  Howe  Peyton, 

Attest:  President. 

T.  A.  Clarkson, 
Secretary. 

Chicago,  Burlington  &  Quincy  Eailroad  Company, 
[seal]  By  Hale  Holden, 

Attest :  President. 

T.  S.  Howland, 
Secretary. 

Union  Trust  Company, 
[seal]  By  F.  H.  Eawson, 

Attest :  President. 

E.  F.  Chapin, 
Secretary. 

Paducah   &   Illinois   Eailroad   Company, 
[seal]  By  Hale  Holden, 

Attest :  President. 

J.  H.  Ambrose, 
Secretary. 


1604      CHICAGO,  BURLINGTON   &   QUINCY   RAILROAD   COMPANY 

EXHIBIT  4 

TRUST  MORTGAGE,  July  1,  1915,  Paducah  &  Illinois  Railroad  Company 
to  Union  Trust  Company,  Trustee. 

Tliis  Indenture,  dated  this  1st  day  of  July,  in  the  year  one  thousand  nine 
hundred  and  fifteen,  by  and  between  Paducah  &  Illinois  Railroad  Company, 
a  corporation  organized  ami  existing  under  and  by  virtue  of  the  laws  of  the 
State  of  Kentucky,  hereinafter  for  convenience  styled  the  Bridge  Company, 
party  of  the  first  part,  and  Union  Trust  Company,  a  corporation  organized 
and  existing  under  and  by  virtue  of  the  laws  of  the  State  of  Illinois,  herein- 
after for  convenience  styled  the  Truster,  party  of  the  second  part, 
Witnesseth  that  : 

llli,  rms,  the  Bridge  Company  desires  to  borrow  money  to  pay  for  the 
acquisition  of  necessary  real  estate  and  construction  of  a  bridge  across  the 
Ohio  River  at  or  in  the  vicinity  of  Metropolis,  Illinois,  together  with  ap- 
proaches thereto,  and  a  railroad  in  connection  therewith  to  point  of  connec- 
tion with  The  Nashville,  Chattanooga  &  >St.  Louis  Railway  near  Paducah, 
Kentucky,  the  creation  of  terminal  facilities  near  said  point  of  connection, 
tor  completing,  equipping  and  operating  the  railroad  of  the  Bridge  Com- 
pany, and  for  other  corporate  purposes;  and 

Whereas,  to  such  ends,  the   Bridge  C pany,  in  pursuance  of  resolutions 

of  its  stockholders  and  Board  of  Directors  adopted  at  meetings  duly  called 
and  lnld.  and  in  the  case  of  the  stockholders  by  the  unanimous  vote  of  the 
holders  of  all  of  the  capital  stock  of  the  Bridge  Company,  has  determined 
to  make  provision  under  this  indenture  for  an  issue  of  First  Mortgage 
Bonds,  limited  to  tin'  principal  amount  of  seven  million  dollars  at  any  one 
time  outstanding,  to  he  payable  duly  1st,  L955,  at  the  office  of  the  Trustee 
in  the  City  of  Chicago  or  at  tin'  agency  of  the  Company  in  the  Borough  of 
Manhattan,  New  York  city,  in  gold  coin  of  the  United  states  of  America 
of  the  present  standard  of  weighl  and  fineness,  with  interest  at  the  rate  of 
I'j  per  cent,  per  annum,  payable  in  like  gold  coin  semi  annually  on  the  first 
day  of  January  and  the  first  day  of  July  in  each  year  at  said  office  or  agency, 
and  to  secure  the  same  l>y  mortgage  of  and  upon  all  of  its  property,  rights, 
privileges  and  franchises  now  owned  or  hereafter  acquired  with  said  bonds 
or  the  proceeds  thereof;   and 

ll'Ia  rms,  the  bonds  to  be  secured  by  this  indenture  are  to  be  coupon  bonds 
of  the  denomination  of  one  thousand  dollars,  numbered  consecutively  from 
1  upwards,  and  registered  bonds  of  the  denominations  of  one  thousand 
dollars,  and  also  of  five  thousand  dollars,  every  such  bond  to  bear  distinctive 
numbers  or  designations,  and  all  such  bonds,  from  time  to  time,  as  directed 
by  the  Board  of  Directors  of  the  Bridge  Company,  are  to  be  executed  in  the 
name  and  on  behalf  of  the  Bridge  Company  and  under  its  corporate  seal 
by  the  President,  or  a  Vice-President,  and  by  the  Secretary,  or  an  Assistant 
Secretary,  of  the  Bridge  Company;  and 

Whereas,  such  coupon  bonds  are  to  be  substantially  of  the  following 
tenor,  to  wit : 


CORPORATE    HISTORY  1605 

(Form  of  Coupon   Bond) 

No $1,000. 

UNITED  STATES  OF  AMERICA. 

Paducah  &  Illinois  Railroad  Company, 

First  Mortgage  4^   Per  Cent.  Forty-Year,  Sinking  Fund  Gold  Bond. 

Paducah  &  Illinois  Railroad  Company,  a  corporation  of  the  State  of 
Kentucky  (hereinafter  called  the  "Bridge  Company"),  for  value  received, 
promises  to  pay,  on  the  first  day  of  July  in  the  year  1955,  at  the  office  of 
Union  Trust  Company  in  the  City  of  Chicago,  or  at  the  office  or  agency  of 
the  Company  in  the  Borough  of  Manhattan,  New  York  City,  to  bearer,  or, 
if  registered,  to  the  registered  holder  of  this  bond,  one  thousand  dollars, 
gold  coin  of  the  United  States  of  America  of  the  present  standard  of  weight 
and  fineness,  and  to  pay  interest  thereon  from  July  1st,  1915,  at  the  rate  of 
4%  per  cent,  per  annum,  such  interest  to  be  payable  at  said  office  or  agency 
in  like  gold  coin,  semi-annually,  on  the  first  day  of  January  and  the  first 
day  of  July  in  each  year,  but  only  upon  presentation  and  surrender  of  the 
annexed  coupons  therefor  as  they  severally  mature. 

Both  the  principal  and  interest  of  this  bond  are  payable  without  deduc- 
tion for  any  tax  or  taxes  which  the  Bridge  Company  may  be  required  to  pay 
thereon  or  to  retain  therefrom  under  any  present  or  future  law  of  the  United 
States,  or  of  any  state,  county,  municipality  or  other  taxing  authority  there- 
in, except  the  federal  income  tax. 

This  bond  is  one  of  a  duly  authorized  issue  of  coupon  bonds  and  regis- 
tered bonds  of  the  Bridge  Company  issued  and  to  be  issued  to  an  amount 
not  exceeding  seven  million  dollars  in  the  aggregate  of  the  principal  thereof 
at  any  one  time  outstanding,  under  and  in  pursuance  of,  and  all  equally 
secured  by,  a  mortgage  or  deed  of  trust  dated  July  1st,  1915,  duly  executed 
by  the  Bridge  Company  to  Union  Trust  Company,  as  trustee,  of  the 
property  and  franchises  mentioned  in  said  mortgage  or  deed  of  trust,  to 
which  reference  is  hereby  made  for  a  description  of  the  property  and  fran- 
chises mortgaged  and  pledged,  the  nature  and  extent  of  the  security  and 
the  rights  of  the  holders  of  said  bonds  under  the  same,  and  the  terms  and 
conditions  upon  which  said  bonds  are  issued  and  secured. 

The  bonds  of  this  issue  are  entitled  to  the  benefits  of  the  Sinking  Fund 
provided  by  said  mortgage  or  deed  of  trust,  and  are  subject,  in  and  after 
the  year  1921,  to  purchase  for  the  Sinking  Fund  at  a  premium  of  2%%  above 
their  par  value  and  accrued  interest. 

In  case  a  sufficient  amount  of  bonds  cannot  be  bought  at  a  price  not  ex- 
ceeding a  premium  of  2%%  above  par  value  and  interest,  then  the  said 
Trustee  in  the  month  of  May  of  each  year,  shall  draw  by  lot  from  bonds 
then  outstanding  an  amount  as  nearly  as  may  be  equal  to  the  fund  in  the 
possession  of  the  said  Trustee,  and  shall  on  or  before  the  first  day  of 
July  following  such  drawing  pay  for  the  same  at  a  premium  of  21/£% 
above  par  value  and  accrued  interest  up  to  the  said  first  day  of  July,  after 
which  date  interest  thereon  shall  cease.  Notice  of  such  drawing,  stating 
the  numbers  of  the  bonds  drawn,  shall  be  published  by  the  Trustee,  at 
least  once  a  week,  for  two  successive  weeks,  in  at  least  one  daily  news- 


1606       CHICAGO,   BURLINGTON   &    QUINCY   RAILROAD   COMPANY 

paper  of  general  circulation  published  in  the  City  of  New  York,  and  one 
published  in  the  City  of  Chicago,  the  first  publication  to  be  not  later 
than   fifteen   days   after   such    drawing. 

The  principal  of  this  bond  may  be  declared  due  in  the  manner  and  with 
the  effect  provided  in  said  mortgage  or  deed  of  trust,  in  case  default 
shall  be  made,  and  shall  continue,  as  therein  provided. 

This  bond  may  be  registered  as  to  principal  in  the  owner's  name  on 
the  books  of  the  Bridge  Company  provided  tor  that  purpose  at  the  office 
of  the   Trustee   in   thi     -  City    of   Chicago,   or  at   the   office   or   agency   of 

the  Bridge  Company  in  the  Borough  of  Manhattan,  New  York  City,  such 
registry  being  noted  on  the  bond  by  the  Bridge  Company's  bond  registrar, 
r  which  no  transfer  shall  be  valid  unless  made  on  such  books  in  the 
manner  prescribed  in  said  mortgage  or  deed  of  trust,  and  similarly  noted 
on  the  bond;  but  the  same  may  lie  discharged  from  registry  by  being  trans- 
ferred to  bearer,  after  which  transferability  by  delivery  shall  be  restored; 
but  again,  from  time  to  time,  it  may  be  registered  or  transferred  to  bearer 
as  before.  Such  registration,  however,  -hall  not  affect  the  negotiability  of 
the  coupons,  but  the  s;nne  shall  be  payable  to  bearer  and  transferable  by 

delivery   merely.      This   bond   also,  ;is   provided   in   said    mortgage  or  deed   of 
it,    may    be    exchanged    for   a    registered    1m. ml    withou    coupons,    ami    said 

•  1  bond  may,  in  turn  be  re  exchanged  for  a  coupon  bond,  upon  pay- 
ment of  the  charge  provided  for  in  said  mortgage  or  deed  of  trust. 

This  bond  shall  not   becoi bligatory  for  any  purpose  until  it  shall  have 

been  authenticated  by  the  certificate,  hereon  endorsed,  of  the  Trustee  under 
said  mortgage  or  deed  of  ti 

tness  whereof,  Paducah  &  Illinois  Railroad  Company  has  caused 
these  presents  to  be  signed  by  its  President,  or  Vice-President,  and  its  cor- 
porate seal  to  be  hereunto  affixed  and  to  be  attested  bj    its  Secretary,  or 

Assistant  Secretary,  ami  coupons  for  said  interest,  authenticated  by  the 
engraved  facsimile  of  the  signature  of  Lts  Treasurer,  to  be  attached  hereto, 
this  first  day  of  July,  1915. 

Paducah   &    Illinois    Railroad   Company, 

By 

[seal]  President. 

Attest: 


Secretary. 

and 

Whereas,  there  axe  to  be  attached  to  the  said  coupon    1 ds   at   the  time 

of  the  issue  thereof,  coupons  representing  the  semi-annual  instalments  of 
interest  which  shall  become  due  thereon,  each  of  which  coupons  is  to  be 
substantially  of  the  following  tenor,  viz.: 

(Form  of  Interest  Coupon) 
No $22.50 

On    the   first    day    of    ,    ,    Paducah    &   Illinois   Railroad 

Company  will  pay  to  bearer,  at  the  office  of  Union  Trust  Company  in  the 
City  of  Chicago,  or  at  the  office  or  agency  of  the  Company  in  the  Borough 


CORPORATE    HISTORY  1607 

of  Manhattan,  New  York  City,  twenty-two  and  50/100  dollars,  gold  coin, 
without  any  deduction  for  any  taxes  except  the  federal  income  tax,  being 
six  months'  interest  then  due  on  its  First  Mortgage  4%  Per  Cent.  Forty 
Year  Sinking  Fund  Gold  Bond.    No 


Treasurer. 
and 

Whereas,  each  of  the  coupons  to  be  attached  to  such  coupon  bonds  is  to 
be  authenticated  by  the  engraved  facsimile  signature  of  the  present  Treas- 
urer or  of  any  future  Treasurer  of  the  Bridge  Company,  and  the  Bridge 
Company  may  adopt  and  use  for  that  purpose  the  engraved  facsimile  sig- 
nature of  any  person  who  shall  have  been  such  Treasurer,  notwithstanding 
The  fact  that  he  may  have  ceased  to  be  such  Treasurer  at  the  time  when 
such  bonds  shall  be  actually  certified  and  delivered  or  at  the  time  when  such 
coupons  shall  be  attached  to  the  bonds;  and 

Whereas,  such  registered  bonds  without  coupons  are  to  be  substantially  of 
the  following  tenor,  to  wit: 

(Form  of  Registered  Bond  Without  Coupons.) 

No $ 

UNITED  STATES  OF  AMERICA. 

Paducah  &  Illinois  Railroad  Company, 

Registered    First    Mortgage    4%     Per    Cent.    Forty- Year,     Sinking    Fund 

Gold  Bond. 

Paducah  &  Illinois  Railroad  Company,  a  corporation  of  the  State  of 
Kentucky,  hereinafter  termed  the  "Bridge  Company,"  for  value  received, 

promises  to  pay  to    or  registered  assigns,  on 

the  1st  day  of  July  in  the  year  1955  at  the  office  of  Union  Trust  Company 
in  the  City  of  Chicago,  or  the  the  office  or  agency  of  the  Company  in  the 

Borough  of  Manhattan,  New  York  City,  the  sum  of dollars, 

gold  coin  of  the  United  States  of  America,  of  the  present  standard  of 
weight  and  fineness,  and  to  pay  interest  thereon  from  the  first  day  of 
January  or  July,  as  the  case  may  be,  next  preceding  the  date  hereof  (unless 
this  bond  be  dated  January  1,  or  July  1,  and  in  that  event  from  its  date) 
at  the  rate  of  4%  per  cent,  per  annum,  such  interest  to  be  payable  to  the 
registered  holder  hereof  at  said  office  or  agency  in  like  gold  coin,  semi- 
annually, on  the  first  day  of  January  and  the  first  day  of  July  in  each  year. 

Both  the  principal  and  interest  of  this  bond  are  payable  without  deduc- 
tion for  any  tax  or  taxes  which  the  Bridge  Company  may  be  required  to 
pay  thereon  or  to  retain  therefrom  under  any  present  or  future  law  of  the 
United  States  or  of  any  state,  county,  municipality  or  other  taxing  authority 
therein,  except  the  federal  income  tax. 

This  bond  is  one  of  a  duly  authorized  issue  of  coupon  and  registered 
bonds  of  the  Bridge  Company  issued  and  to  be  issued  to  an  amount  not 
exceeding  seven  million  dollars  in  the  aggregate  of  the  principal  thereof 
at  any  one  time  outstanding,  under  and  in  pursuance  of,  and  all  equally 
secured  by  a  mortgage  or  deed  of  trust  dated  July  1st,  1915,  duly  executed 
by    the   Bridge    Company    to    Union    Trust    Company,    as    Trustee,    of    the 


1608       CHICAGO,   BURLINGTON   &    QUINCY   RAILROAD   COMPANY 

property  and  franchises  mentioned  in  said  mortgage  or  deed  of  trust,  to 
which  reference  is  hereby  made  for  a  description  of  the  property  and  fran- 
chises mortgaged  and  pledged,  and  the  nature  and  extent  of  the  security  and 
the  rights  of  the  holders  of  said  bonds  under  the  same,  and  the  terms  and 
conditions  upon  which  said  bonds  are  issued  and  secured.  The  bonds  of 
this  issue  are  entitled  to  the  benefits  of  the  Sinking  Fund  provided  by  said 
mortgage  or  deed  of  trust,  and  are  subjeel  in  and  after  the  year  1921,  to 
purchase  for  the  sinking  Fund  at  a  premium  of  2%$  above  their  par  value 
and  accrued  interest . 

In  case  a  sufficient  amount  of  bonds  cannot  be  bought  at  a  price  not 
exceeding  a  premium  of  2%#  above  their  par  value  and  interest,  then  the 
said  Trustee  in  the  month  of  M;iv  of  each  year,  shall  draw  by  lot  from  bonds 

then  outstanding  an  amount   as  nearly  as  may   be  equal   to  the   fund  in 

possession  of  the  said  Trustee,  and  .shall  on  or  before  the  first  day  of  July 
following  such  drawing  pay  for  the  same  at  a  premium  of  i^'.j';  above  par 
value  and  accrued  interest  up  to  the  said  lirst  day  of  .Inly,  after  which  date 
interest  thereon  shall  cease.  Notice  of  such  drawing,  stating  the  numbers  of 
the    bonds    drawn,   shall    lie    published    by   the    Trustee,   at    least    once   a    week, 

for  two  successive  weeks,  in  at   least   one  daily  newspaper  of  general  cir 

dilation   published   in  the  <'it\    of   New    Fork,  and  one   published  in  the  City 

of  Chicago,  the  first  publication  to  lie  not  later  than  fifteen  days  after  such 
drawing. 

The  principal  of  this  bond  may  be  declared  due  in  the  manner  and  with 
the    effect    provided    in    said    mortgage   or   deed    of   trust,   in   case    default    shall 

lie  made  and  shall  continue  as  therein  provided. 

This  bond  is  transferable  only  in  the  manner  prescribed  in  said  mortgage 
■  o-  deed  of  trust,  on  the  imoks  of  the  Bridge  Company  at  the  office  of  the 
Trustee  in  the  city  of  Chicago,  Illinois,  or  at  the  office  or  agency  of  the 

Bridge  Company  in  the  Borough  of  Manhattan,  New  York  City,  upon  sur- 
render  and   cancelation    of   this    bond;    and    thereupon   a    new    registered  bond 

will  in'  issu,  ,i  to  the  transferee  in  exchange  therefor,  on  payment  of  the 
charge  provided  for  in  said  mortgage  or  deed  of  trust.  This  bond,  also, 
in  the  manner  prescribed  in  said  mortgage,  or  deed  of  trust,  and  upon  pay- 
ment of  the  charge  therein  provided  for.  is  exchangeable  for  a  coupon  bond 
or  coupon  bonds  for  the  same  aggregate  principal  sum,  and  said  coupon 
bond  or  bonds  may  in  turn  be  exchanged  for  registered  bonds. 

This  bond  shall  not  become  obligatory  for  any  purpose  until  it  shall 
have  been  authenticated  by  the  certificate,  hereon  endorsed,  of  the  Trustee 
under  said  mortgage  'ir  deed  of  trust. 

In  witness  ■  .  Paducah  &  Illinois  Railroad  Company  has  caused 
these  presents  to  be  signed  by  its  President,  or  Vice-President,  and  its 
1  to  be  hereunto  affixed  and  to  he  attested  by  its  Secretary,  or 
Assistant  Secretary,  this day  of ,  19 

[seal]  Paducah  &  Illinois  Eailroad  Company, 

Attest :  By 

President. 

Secretary. 


CORPORATE    HISTORY  1609 

and 

Whereas,  on  each  of  said  coupon  bonds  and  on  each  of  said  registered 
bonds  without  coupons  there  is  to  be  endorsed  a  certificate  of  the  Trustee, 
or  its  successor  appointed  hereunder,  that  it  is  one  of  the  bonds  issued 
hereunder,  and  no  bond  shall  be  secured  by  this  indenture  or  be  obligatory  for 
any  purpose  unless  such  certificate  shall  have  been  executed  by  the  Trustee, 
or  its  successor  appointed  hereunder;  such  certificate  to  be  substantially  of 
the  following  tenor,  viz. : 

(Form  of  Trustee's  Certificate.) 
This  bond  is  one  of  the  bonds  described  in  the  within  mentioned  deed  of 

trust. 

Union   Trust   Company, 

Trustee. 

By 

and 

Whereas,  in  pursuance  of  due  action  of  its  stockholders  and  Board  of 
Directors  and  of  all  and  every  legal  authority  in  it  vested,  the  Bridge  Com- 
pany has.  executed  this  indenture  and  proposes  to  make  and  execute,  and 
from  time  to  time  to  issue,  the  bonds  secured  hereby;  and 

Whereas,  all  acts  and  things  prescribed  by  law  and  by  the  by-laws  of 
the  Bridge  Company  necessary  to  make  said  bonds,  when  certified  by  the 
Trustee,  valid,  binding  and  legal  obligations  of  the  Bridge  Company,  and 
these  presents  a  valid  indenture  to  secure  and  provide  for  the  payment  of 
said  bonds,  have  been  duly  complied  with  or  have  been  done  or  performed 
or  have  happened,  and  the  execution  and  issue  of  said  bonds  and  of  this 
indenture  have  been  in  all  respects  duly  authorized: 

Now,  therefore  this  indenture  witnesseth:  That  in  consideration  of  the 
premises  and  of  the  purchase  and  acceptance  of  such  bonds  by  the  holders 
thereof,  and  of  the  sum  of  one  dollar  to  it  duly  paid  by  the  Trustee  at  or 
before  the  ensealing  and  delivery  of  these  presents,  the  receipt  whereof  is 
hereby  acknowledged,  and  in  order  to  secure  the  payment  of  the  principal  and 
interest  of  all  such  bonds  at  any  time  issued  and  outstanding  under  this 
indenture,  according  to  their  tenor  and  effect,  and  the  performance  of  all 
the  covenants  and  conditions  herein  contained,  and  to  declare  the  terms  and 
conditions  upon  which  such  bonds  shall  be  issued  and  received,  Paducah  & 
Illinois  Railroad  Company,  party  of  the  first  part  hereto,  has  executnl  and 
delivered  these  presents,  and  has  granted,  bargained,  sold,  aliened,  remised, 
released,  conveyed,  confirmed,  assigned,  transferred  and  set  over,  and  by 
these  presents  does  grant,  bargain,  sell,  alien,  remise,  release,  convey, 
confirm,  assign,  transfer  and  set  over  unto  Union  Trust  Company,  party  of 
the  second  part,  its  successors  and  assigns,  forever ; 

All  and  singular,  the  property  of  the  Bridge  Company,  including  the 
right,  title,  interest  and  estate  of  the  Bridge  Company,  now  vested  or  which 
may  hereafter  be  vested,  in  and  to  the  bridge  of  the  Bridge  Company  across 
the  Ohio  River  at  or  in  the  vicinity  of  Metropolis,  Illinois,  and  all  lands, 
terminals,  yards,  roadbeds,  superstructures,  rights  of  way,  and  all  rails, 
tracks,    sidetracks,    sidings,    switches,    culverts,    tunnels,    bridges,    viaducts, 


1610      CHICAGO,   BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

offices,  buildings,  stations,  depots,  warehouses,  car  houses,  engine  houses, 
shops,  turntables,  water  stations,  fences,  telegraph  and  telephone  lines, 
structures,  erections  and  fixtures,  and  all  other  things  of  whatever  kind,  and 
any  and  all  easements,  leaseholds,  trackage  rights,  contracts  and  contract 
rights,  now  owned  or  hereafter  acquired  or  paid  for  with  the  bonds  here- 
inafter provided  to  be  issued,  or  their  proceeds,  and  which  at  any  time  shall 
belong  or  appertain  or  to  be  provided  for  use  upon  or  in  connection  with 
any  of  said  terminal  properties  or  any  other  properties  at  any  time  subject 
to  the  lien  of  this  indenture,  and  particularly  the  rights  and  interest,  of 
the  Bridge  Company  under  and  in  the  agreement  dated  the  1st  day  of 
September,  L914,  and  supplemental  agreement  dated  July  1,  1915,  made 
I. etween  the  Bridge  Company,  of  the  first  part,  The  Nashville,  Chattanooga 
&  St.  Louis  Railway  and  Chicago,  Burlington  &  Quincy  Railroad  Company, 
of  the  second  part,  and  Union  Trust  Company  as  Trustee,  of  the  third 
part ;  and 

Also,  any  and  all  locomotives,  engines,  cars,  and  other  rolling  stock, 
floating  and  other  equipment,  machinery,  instruments,  tools,  implements, 
materials  and  other  chattels  of  the  Bridge  Company  now  held,  or  hereafter 
acquired,  provided  or  paid  for  by  the  Bridge  Company  with  the  bonds  here- 
inafter provided  to  be  issued,  or  their  proceeds  for  use  upon  any  of  the 
said  Bridge,  railroad  or  terminal  properties,  or  any  other  properties 
at  any  time  subject  to  the  lien  of  this  indenture;  and 

Also,  any  and  all  corporate  or  other  rights,  privileges  and  franchises 
which  the  Bridge  Company  now  has,  or  which  the  Bridge  Company  here- 
after  shall  acquire,  possess  or  become  entitled  to  which  shall  be  paid  for 

with  the  bonds  hereinafter  provided  to  lie  issued  or  their  proceeds  for  or 
appertaining  to  the  construction,  maintenance,  use  or  operation  of  said 
Bridge,  railroad  or  terminal  properties,  or  any  other  properties  at  any 
time  subject   to  the    lien   of   this  indenture;    and 

Also,  any  and  all  the  rents,  issues,  profits,  tolls  and  other  income  of  said 
Bridge,  railroad  or  terminal  properties,  rights,  privileges  and  franchises, 
and  of  any  other  properties  at  any  time  subject  to  the  lien  of  this  indenture. 

Together  with  all  the  appurtenances  of  the  properties  above  described, 
excepting  the  last  day  of  each  and  every  demised  term  or  any  renewal 
thereof  now  owned  or  hereafter  acquired  by  the  Bridge  Company. 

T<i  liiii<  anil  to  hold,  the  premises,  bridges,  railroads,  properties,  real  and 
personal,  rights,  franchises,  estates,  and  appurtenances  hereby  conveyed  or 
assigned,  or  intended  to  be  conveyed  or  assigned,  unto  the  Trustee,  its 
successors  and  assigns  forever; 

But  in  trust,  nevertheless,  for  the  equal  and  proportionate  benefit  and 
security  of  all  present  and  future  holders  of  the  bonds  and  interest  obliga- 
tions issued  and  to  be  issued  under  ami  secured  by  this  indenture,  and  for 
the  enforcement  of  the  payment  of  said  bonds  and  interest  obligations  when 
payable,  and  the  performance  of  and  compliance  with,  the  covenants  and 
conditions  of  his  indenture,  without  preference,  priority  or  distinction  as  to 
lien  or  otherwise  of  any  one  bond  over  any  other  bond  by  reason  of  priority 
in  the  issue  or  negotiation  thereof,  or  otherwise;  so  that  each  and  every 
bond,  issued  and  to  be  issued  as  aforesaid,  shall  have  the  same  right,  lien 


CORPORATE    HISTORY  1611 

and  privilege  under  this  indenture,  and  so  that  the  principal  and  interest 
of  every  such  bond  shall,  subject  to  the  terms  hereof,  be  equally  and  pro- 
portionately secured  hereby  as  if  all  had  been  made,  executed,  delivered 
and  negotiated  simultaneously  with  the  execution  and  delivery  of  this 
indenture,  it  being  intended  that  the  lien  and  security  of  this  indenture 
shall  take  effect  from  the  day  of  the  date  hereof,  without  regard  to  the  date 
of  actual  issue,  sale  or  disposition  of  said  bonds,  as  though,  upon  such 
day,  all  of  said  bonds  were  actually  issued,  sold  and  delivered  to  pur- 
chasers for  value; 

And  hereby  it  is  covenanted  and  declared  that  all  such  bonds,  with  the 
coupons  for  interest  thereon,  are  to  be  issued,  certified,  and  delivered,  and 
that  the  mortgaged  premises  are  to  be  held  by  the  Trustee,  subject  to 
the  further  covenants,  conditions,  uses  and  trusts  hereinafter  set  forth, 
and  it  is  covenanted  between  the  parties  hereto  for  the  benefit  of  the 
respective  holders  from  time  to  time  of  the  bonds  issued  hereunder,  as 
follows,  viz. : 

ARTICLE  ONE. 

ISSUE   AND  APPROPRIATION   OF   BONDS. 

Section  1.  Certification  and  Delivery  of  Bonds.  The  coupon  and  reg- 
istered bonds  issued  under  this  indenture,  together  with  the  coupons  per- 
taining to  the  coupon  bonds,  shall  be  substantially  of  the  tenor  hereinbefore 
recited,  and  shall  be  known  as  the  First  Mortgage  4%  Per  Cent.  Forty- 
Year,  Sinking  Fund  Gold  Bonds  of  the  Bridge  Company.  The  coupon 
bonds  shall  be  of  the  denomination  of  $1,000  each  and  the  registered  bonds 
shall  be  of  the  denomination  of  $1,000  each,  or  any  multiple  of  $1,000  as 
the  Board  of  Directors  of  the  Bridge  Company  may  authorize  from  time 
to  time,  but  such  registered  bonds  shall  bear  interest  only  from  the  first 
day  of  January  or  July,  as  the  case  may  be,  next  preceding  the  date  of 
the  issue  of  such  registered  bonds,  or  from  their  date  if  they  are  issued 
on  the  first  day  of  either  of  those  months. 

From  time  to  time  the  bonds  to  be  secured  hereby  shall  be  executed  by 
the  Bridge  Company  and  by  it  shall  be  delivered  for  certification  to  the 
Trustee;  and  thereupon,  as  provided  in  this  Article,  and  not  otherwise,  the 
Trustee  shall  certify  and  deliver  the  same.  At  the  option  of  the  Bridge 
Company  from  time  to'  time,  any  of  such  bonds  may  be  executed,  certified 
and  delivered  originally  either  as  coupon  bonds  or  as  registered  bonds. 

The  amount  of  bonds  hereby  secured  which  may  be  executed  by  the 
Bridge  Company  and  which  may  be  certified  by  the  Trustee  is  limited,  so 
that  never  at  any  time  shall  there  be  outstanding  bonds  hereby  secured  for 
an  aggregate  principal  sum  exceeding  seven  million  dollars  ($7,000,000), 
inclusive  of  such  bonds  as  may  be  purchased  and  canceled  by  the  operation 
of  the  Sinking  Fund. 

Before  certifying  or  delivering  any  eoupon  bond  hereby  secured  the 
Trustee  shall  detach  and  shall  cancel  all  coupons  thereof  then  matured; 
and  every  registered  bond  shall  be  dated  on  the  day  of  the  actual  cer- 
tification thereof. 


1612      CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

Only  such  of  said  bonds  as  shall  bear  thereon  a  certificate  substantially 
in  the  form  hereinbefore  recited,  duly  executed  by  the  Trustee,  shall  be 
secured  by  this  indenture  or  shall  be  entitled  to  any  lien  or  benefit  here- 
under. Every  such  certificate  of  the  Trustee  upon  any  bond  executed  by  the 
Bridge  Company  shall  be  conclusive,  and  the  only  evidence  that  the  bond 
so  certified  was  duly  issued  hereunder,  and  is  entitled  to  the  benefit  of  the 
trust  hereby  created. 

Whenever,  from  time  to  time,  any  bonds  certified  by  the  Trustee  shall  be 
delivered  by  it  according  to  the  terms  of  this  indenture,  such  bonds  shall 
be  delivered  by  the  Trustee  upon  the  written  order  of  the  Bridge  Company, 
signed  by  its  President,  or  Vice-President,  and  by  its  Secretary,  or  Assist- 
ant Secretary  or  its  Treasurer,  and  under  its  corporate  seal. 

Bonds  shall  be  certified  by  the  Trustee,  and  delivered  as  above  provided, 
to  reimburse  the  Bridge  Company  for  expenditures  heretofore  made  and  to 
provide  for  expenditures  hereafter  made,  in  the  construction  and  completion 
of  the  Bridge,  railroad  and  terminal  facilities  of  the  Bridge  Company,  as 
follows  <  in  so  far  as  the  following  purposes  shall  be  purposes  for  which 
bonds  may  lawfully  be  issued  by  the  Bridge  Company): 

(1)  The  construction  and  completion  of  the  Bridge  across  the  Ohio 
River  at  or  near  Metropolis,  Illinois,  together  with  the  approaches  thereto, 
and  a  railroad  in  connection  therewith  to  a  point  of  connection  with  The 
Nashville,  Chattanooga  &  St.  Louis  Railway  near  Paducah,  Kentucky,  and 
all  necessary  terminal  and  other  facilities; 

(2)  The  acquisition  or  construction  by  the  Bridge  Company,  of  real 
estate,  rolling  stock  and  other  equipment,  or  of  additions,  improvements  or 
betterments  upon  or  pertaining  to,  or  for  use  in  connection  with,  the 
Bridge,  railroad  or  terminal  property  hereinbefore  described,  and  subject 
to  the  lien  of  this  indenture ; 

(3)  The  acquisition  or  construction  of  additions,  improvements,  or  better- 
ments upon  or  appertaining  to,  or  for  use  in  connection  with,  any  railroad 
or  properties  hereafter  acquired  or  leased  by  the  Bridge  Company,  when 
said  railroad,  or  properties  or  leasehold  estate  shall  have  become  subject  to 
the  lien  of  this  indenture,  and  when  said  leasehold  estate  shall  be  for  a 
term  extending  at  least  ten  (10)  years  beyond  the  date  of  maturity  of  the 
bonds  secured  hereby  : 

(4)  Paying  or  satisfying  any  mortgage  or  other  lien  upon  any  property 
purchased  by  the  issuance  of  bonds  hereunder,  as  hereinafter  provided. 

Section  2.  Requirements  for  Certification  of  Bonds.  Bonds  shall  be 
certified  and  delivered  by  the  Trustee  to  reimburse  the  Bridge  Company  for 
expenditures  previously  made  for  purposes  specified  in  Section  1  of  this 
Article  (with  interest  not  exceeding  the  interest  rate  on  the  bonds  secured 
by  this  indenture),  without  the  deposit  of  cash  as  hereinafter  provided  in 
Section  3,  and  deposited  cash  shall  be  paid  out  by  the  Trustee,  only  upon 
and  subject  to  the  following  conditions  and  restrictions,  namely: 

One.  There  shall  in  every  case  be  delivered  to  the  Trustee  the  following 
instruments: 

(a)  A  copy  of  a  resolution  of  the  Board  of  Directors  of  the  Bridge 
Company  requesting  the  Trustee  to  certify  and  deliver  a  specified  amount 


CORPORATE    HISTORY  1613 

of  said  bonds  or  to  pay  out  a  specified  amount  of  deposited  cash  to 
reimburse  the  Bridge  Company  for  expenditures  made  by  it,  whether  before 
or  after  the  date  of  this  mortgage,  for  one  or  more  of  the  purposes  for 
which  bonds  may  be  issued  hereunder. 

(b)  A  certificate  signed  by  the  President  or  one  of  the  Vice-Presidents 
or  the  Chief  Engineer  and  also  by  the  Comptroller,  Auditor  or  Treasurer  of 
the  Bridge  Company  setting  forth  that  said  expenditures  have  been  made 
on  account  of  some  one  or  more  of  said  purposes  and  stating  as  the  case 
may  be  (1)  a  general  description  and  location  of  the  work  done  and  property 
acquired  for  which  such  expenditures  have  been  made,  and  for  which  bonds 
may  be  lawfully  issued  hereunder,  and  (2)  also  setting  that  said  ex- 
penditures were  not  in  excess  of  the  fair  value  of  the  property  so  acquired 
or  of  such  work  and  that  none  of  such  expenditures  has  been  charged  to 
operating  expenses  or  other  cost  of  maintenance  or  included  in  any  ex- 
penditures reported  by  the  Bridge  Company  in  any  annual  or  other  report 
as  having  been  charged  to  operating  expenses  or  other  cost  of  maintenance, 
and  that  no  portion  of  the  expenditures  so  certified  was  made  the  basis  of 
the  issue  of  bonds  or  the  payment  of  deposited  cash  under  any  certificate 
previously  furnished  to  the  Trustee  under  this  Section,  and  (3)  whether 
such  property  is  known  or  believed  to  be  subject  to  any  lien  or  charge 
except  undetermined  liens  or  charges  incidental  to  construction  prior  or 
superior  to  the  lien  of  this  indenture  and  the  character  and  amount  of 
any  such  prior  liens  or  charges  and  that  such  property  has  become  subject 
to  the  lien  of  this  indenture  as  a  first  lien  except  as  aforesaid.  Interest 
on  the  bonds,  and  franchise  payments,  advances  and  interest  on  the  same 
not  exceeding  5%,  taxes  and  other  charges,  to  the  extent  that  the  same  are 
proper  charges  against  capital  account,  may  be  included  in  the  expenditures 
so  certified  during  the  period  of  construction.  The  period  of  construction 
for  the  purpose  of  this  clause  shall  be  deemed  to  mean  the  respective  periods 
of  construction  of  the  bridge  with  approaches  and  the  connecting  railroad 
with  terminals. 

(c)  None  of  the  bonds  shall  be  certified  or  delivered  and  none  of  the 
deposited  cash  shall  be  paid  out  for  or  in  respect  of  the  construction  or 
acquisition  of  property  subject  to  any  lien  or  charge  certified  as  aforesaid, 
unless  or  until  the  Trustee  shall  have  reserved  therefrom  deposited  cash 
authorized  to  be  issued  or  paid  out  under  this  indenture  equal  to  the  aggre- 
gate amount  of  such  certified  liens  or  charges.  Whenever  from  time  to 
time  thereafter  any  such  certified  liens  or  charges  in  respect  of  which  such 
reservation  shall  have  been  made  or  any  part  thereof  shall  have  been  paid 
or  satisfied  or  shall  be  acquired  and  be  effectually  subjected  to  the  lien  of 
this  indenture  (either  by  filing  with  the  Trustee  evidence  of  such  payment 
or  satisfaction  or  by  depositing  with  the  Trustee  evidences  of  indebtedness 
representing  such  liens  and  charges  or  by  other  methods  satisfactory  to  the 
Trustee),  then,  as  in  subdivision  Three  of  this  Section  provided  and  not 
otherwise  the  Trustee  shall  pay  to  the  Bridge  Company  or  upon  its  order  a 
proportionate  amount  of  deposited  cash  authorized  to  be  paid  out  hereunder 
and  reserved  by  the  Trustee  under  this  clause  (c),  but  so  that  the  amount 
of  such  deposited  cash  so  reserved  by  the  Trustee  shall  at  all  times  equal 


161-4       CHICAGO,    BURLINGTON    &    QUINCY   RAILROAD   COMPANY 

the  face  value  of  such  liens  and  charges  remaining  unsatisfied  and  not 
subjected  to  the  lien  of  this  indenture.  The  Bridge  Company  shall  from 
time  to  time  and  whenever  the  same  may  be  reasonably  required  or  ap- 
propriate furnish  to  the  Trustee  the  written  opinion  of  its  counsel  as  to  the 
payment  or  satisfaction  of  such  liens  and  charges  and  as  to  the  acquisition 
thereof  and  the  effectual  subjection  thereof  to  the  lien  of  this  indenture  and 
as  to  any  other  material  questions  that  may  arise  under  this  clause  (c). 

(d)  In  case  the  expenditure  so  certified  shall  have  been  for  the  acquisition 
of  property,  the  same  shall    ipso   facta  and  forthwith,  and  without  further 

conveyance  bee e  and  be  subject  to  the  lien  of  this  indenture  as  fully  as 

if  specifically  mortgaged  hereby,  but  if  the  Trustee  shall  so  require  a 
supplemental  indenture  shall  be  duly  executed  by  the  Bridge  Company  to 
the  Trustee  specifically  subjecting  the  same  to  the  lien  of  this  indenture. 

(e)  An  opinion  of  the  General  Counsel  of  the  Bridge  Company  (1)  that 
the  purposes  for  which  such  expenditures  were  made  are  purposes  for  which 
bonds  hereunder  may  lawfully  lie  issued  by  the  Bridge  Company,  ( '2  )  that 
the  Bridge  Company  has  good  title  to  the  property  acquired  or  constructed, 
(3)  whether  a  supplemental  indenture  is  necessary  or  desirable  for  the 
purpose  of  subjecting  the  same  to  the  lien  of  this  indenture,  and  (4)  that 
the  property  acquired  or  constructed  is  free  from  any  mortgage  or  lien 
prior  tu  the  lien  of  this  indenture,  except  undetermined  liens  or  charges 
incidental  to  construction  or  current  operation  and  except  as  provided  in 
Clause  '  of  this  Subdivision  One,  and  that  this  indenture  constitutes  a 
firs!    lien   thereon    except    as  aforesaid. 

Two.  The  Trustee  shall  receive  the  certificate  of  the  Secretary  or  one 
of  the  Assistant  Secretaries  of  the   Bridge   Company  under  the  corporate 

nf   lie-   Bridge  Company  as -lusive  evidence   of  the  adoption   by  the 

Board  of  Directors  of  the  Bridge  Company  of  any  of  the  resolutions  in  this 
Section  2  provided  for.  The  same  officer  or  officers  of  the  Bridge  Company 
need  not  certify  to  all  the  facts  or  opinions  required  to  be  certified  to 
under  the  provisions  of  this  Section,  but  different  officers  may  certify  to 
different  facts  and  opinions.  The  resolutions,  certificates,  statements  and 
opinions  required  by  this  Section  to  lie  delivered  to  the  Trustee  as  a  condition 
of  the  certification  of  bonds  or  the  payment  of  deposited  cash  hereunder 
may  be  received  by  the  Trustee  as  conclusive  evidence  of  any  fact  or  matter 
therein  set  forth  appertaining  to  its  right  or  duty  to  certify  or  deliver 
bonds  or  pay  such  cash  pursuant  to  the  provisions  of  this  Section,  and  shall 
be  full  warrant,  authority  and  protection  to  the  Trustee  acting  on  the  faith 
thereof  for  the  certification  by  it  of  such  bonds  or  the  payment  of  such 
cash,  not  only  in  reaped  of  the  facts,  but  also  in  respect  of  the  opinions 
therein  set  forth. 

Three.  Upon  the  delivery  to  the  Trustee  of  all  the  instruments  herein- 
before in  this  Section  required  to  be  delivered  for  the  purpose  of  authorizing 
the  certification  and  delivery  of  bonds  reserved  under  this  Section  and 
upon  the  delivery  to  the  Trustee  of  all  such  further  assurances  and  convey- 
ances, if  any,  as  shall  be  required  by  it,  and,  in  every  case  of  the  authentica- 
tion of  bonds,  upon  compliance  with  Section  4,  the  Trustee  shall,  upon  the 
written  order  of  the  Bridge  Company,  signed  by  its  President  or  one  of  its 


CORPORATE    HISTORY  1615 

Vice-Presidents,  and  by  its  Secretary  or  one  of  its  Assistant  Secretaries, 
under  its  corporate  seal,  certify  and  deliver  an  amount  of  bonds  issued 
hereunder,  taken  at  their  value  determined  as  hereinafter  in  this  subdivision 
Three  provided,  or  pay  an  amount  of  deposited  cash,  which  shall  equal  the 
amount  so  certified  to  have  been  expended  by  the  Bridge  Company. 

For  the  purpose  of  this  subdivision  Three  the  bonds  shall  be  taken  at  the 
value  at  which  a  resolution  of  the  Board  of  Directors  of  the  Bridge  Com- 
pany shall  state  that  the  same  have  been  sold  or  contracted  to  be  sold,  or  if 
no  such  sale  or  contract  shall  have  been  made,  then  such  value  shall  be  fixed 
by  resolution  of  said  Board  of  Directors ;  provided,  however,  that  the  value 
at  which  the  bonds  are  to  be  taken  shall  not  in  any  case  be  less  than  the 
price  fixed  by  the  Public  Utilities  Commission  of  Illinois  in  any  consent  or 
authorization  then  prescribed  or  required  by  law,  and  provided,  further,  that 
in  any  case  the  bonds  shall  not  be  taken  at  a  value  which  would  result  in  the 
issue  of  bonds  hereunder  to  an  aggregate  face  amount  exceeding  the  ag- 
gregate amount  of  deposited  cash  then  held  by  the  Trustee  and  of  all  proper 
capital  expenditures  theretofore  made  in  the  acquisition  or  construction  of 
the  bridge,  connecting  railroad  and  terminals  and  other  property  covered  by 
this  indenture  as  a  first  lien.  The  Trustee  shall  be  fully  protected  in  acting 
in  reliance  upon  the  certificate  signed  by  the  President  or  one  of  the  Vice- 
Presidents  or  the  Chief  Engineer  and  by  the  Comptroller,  Auditor  or  Treas- 
urer of  the  Bridge  Company  as  to  the  amount  of  proper  capital  expenditures 
so  made  in  addition  to  those  otherwise  certified  to  the  Trustee  under  this 
indenture. 

The  Bridge  Company  covenants  that  if  and  whenever  any  unsold  bonds 
shall  subsequently  be  sold  by  the  Bridge  Company  at  a  higher  price  than 
that  at  which  the  same  shall  have  been  so  valued,  the  excess  proceeds  shall 
be  paid  forthwith  to  the  Trustee  and  shall  be  deemed  deposited  cash  and 
shall  be  paid  out  accordingly. 

Section  3.  Right  to  Sell  Bonds  and  Deposit  Cash.  The  Bridge  Com- 
pany shall  have  the  right  from  time  to  time  to  sell  any  of  the  bonds  on  such 
terms,  by  such  methods  and  at  such  prices  as  may  be  approved  by  the  Board 
of  Directors  of  the  Bridge  Company  in  advance  of  making  expenditures  as 
aforesaid;  and  upon  the  deposit  with  the  Trustee  of  the  cash  proceeds  of 
such  sale  of  the  bonds  as  such  proceeds  shall  be  stated  in  the  written  order 
hereinafter  mentioned  and  in  the  resolution  approving  such  sale,  the  Trustee 
shall  certify  and  deliver  such  bonds  upon  the  written  order  of  the  Bridge 
Company,  signed  by  its  President  or  one  of  its  Vice-Presidents,  and  by  its 
Secretary  or  one  of  its  Assistant  Secretaries,  under  its  corporate  seal,  sub- 
jeet,  however,  to  the  provisions  of  Section  4  of  this  Article,  and  provided 
that  the  aggregate  amount  so  deposited  and  then  held  hereunder,  together 
with  the  aggregate  amount  of  all  proper  capital  expenditures  theretofore 
made,  whether  from  the  proceeds  of  bonds  or  stock,  or  otherwise,  in  the 
acquisition  and  construction  of  the  bridge,  railroad,  terminals  and  property 
covered  by  this  indenture  as  a  first  lien,  shall  at  least  equal  the  aggregate 
principal  amount  of  bonds  then  and  theretofore  certified  hereunder.  The 
Trustee  shall  be  fully  protected  in  acting  in  reliance  upon  a  certificate  signed 


1616      CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

by  the  President  or  one  of  the  Vice-Presidents  or  the  Chief  Engineer  and  by 
the  Comptroller,  Auditor  or  Treasurer  of  the  Bridge  Company  as  to  the 
amount  of  proper  capital  expenditures  so  made,  in  addition  to  those  other- 
wise certified  to  the  Trustee  under  this  indenture.  The  moneys  so  deposited 
are  herein  sometimes  called  deposited  cash  and  shall  be  deemed  to  be  held  by 
the  Trustee  under  and  subject  to  the  lien  of  and  as  part  of  the  security  pro- 
vided by  this  indenture  until  paid  out  from  time  to  time  as  hereinbefore 
provided.  All  deposited  cash  and  other  moneys  required  under  the  provisions 
of  this  Article  and  of  Section  7  of  Article  Three,  or  under  any  other  provi- 
sions of  this  indenture  to  be  paid  to  or  deposited  with  the  Trustee,  shall  be 
paid  to  the  Trustee.  All  such  moneys  held  by  the  Trustee  shall  be  deemed 
to  be  held  by  the  Trustee  subject  to  the  lien  of  and  as  a  part  of  the  security 
provided  by  this  indenture,  and  shall  be  paid  out  from  time  to  time,  but  only 
as  in  this  indenture  provided. 

Section  4.  Order  of  1'uhlic  Utilities  Commission.  In  every  instance  be- 
fore the  certification  of  bonds  hereunder  the  Bridge  Company  shall  file  with 
the  Trustee  a  duly  certified  copy  of  an  order  made  by  the  Public  Utilities 
Commission  of  the  State  of  Illinois,  or  by  any  other  analogous  board  of 
authority  the  consent  of  which  shall  at  the  time  be  prescribed  or  required 
by  law  as  a  condition  precedent  to  the  lawful  issue  of  bonds  by  the  Bridge 
Company,  authorizing  and  consenting  to  the  issue  of  at  least  the  amount  of 
bonds  then  requested  to  be  certified  and  delivered,  together  with  the  opinion 
of  counsel  of  the  Bridge  Company  in  writing  that  such  certification  and  con- 
sent is  sufficient  for  the  purpose,  and  evidence  satisfactory  to  the  Trustee 
of  the  payment  of  any  mortgage  recording  tax  or  other  tax  required  by  law 
to  be  paid  upon  or  because  of  the  certification  and  delivery  of  such  bonds. 

Section  5.  Exchange  of  Bonds.  Whenever  any  bond  or  bonds  shall  be 
issued  originally  as  a  registered  bond  or  bonds,  there  shall  be  reserved  by 
the  Bridge  Company  unissued  an  aggregate  face  amount  of  coupon  bonds 
of  the  denomination  of  $1,000  each,  equal  to  the  aggregate  face  amount  of 
the  registered  bond  or  bonds  so  issued,  and  the  number  or  numbers  of  the 
coupon  bonds  so  reserved  unissued  shall  by  the  Bridge  Company  be  endorsed 
on  such  registered  bond  or  bonds.  Whenever  any  registered  bond  shall  be 
surrendered  for  transfer,  the  Bridge  Company  shall  issue,  and  upon  surrender 
and  cancellation  of  the  bond  or  bonds  transferred,  the  Trustee  shall  certify 
and  deliver,  a  like  principal  amount  of  new  registered  bonds,  which  shall  have 
endorsed  thereon  the  same  number  or  numbers  of  coupon  bonds  which  were 
endorsed  upon  the  registered  bond  or  bonds  so  surrendered  and  canceled. 
The  holder  of  any  registered  bond  may  also  exchange  such  bond,  upon  sur- 
render and  cancellation  thereof,  for  coupon  bonds  of  the  denomination  of 
$1,000  each,  of  a  like  principal  amount,  bearing  all  unmatured  coupons  for 
interest  and  bearing  the  number  or  numbers  endorsed  upon  the  registered 
bonds  so  surrendered  and  canceled.  Whenever  any  coupon  bond  or  bonds 
of  the  denomination  of  $1,000,  together  with  all  unmatured  coupons  thereto 
belonging,  shall  be  surrendered  for  exchange  for  registered  bonds,  the 
Bridge  Company  shall  issue  and  the  Trustee  shall  certify  and  deliver,  in 
exchange  for  such  coupon  bonds,  a  like  principal  amount  of  registered  bonds, 


CORPORATE    HISTORY  1617 

which  shall  have  endorsed  thereon  the  same  number  or  numbers  borne  by  the 
coupon  bond  or  bonds  so  surrendered  for  exchange.  In  every  case  of  such 
exchange  the  Trustee  forthwith  shall  cancel  the  surrendered  bond  or  bonds 
and  coupons,  and  upon  demand  shall  deliver  the  same  to  the  Bridge  Company. 
Every  registered  bond  of  a  denomination  greater  than  $1,000  shall  bear 
thereon  ail  endorsement  in  the  following  form: 

"This  bond  is  issued  in  lieu  of  or  in  exchange  for  coupon  bonds 
numbered ,  for  $1,000  each,  not  contemporaneously  outstand- 
ing; and  coupon  bonds  bearing  the  above  numbers  will  be  issued  in  ex- 
change for  this  bond  upon  its  surrender  and  cancelation." 

Every  registered  bond  of  a  denomination  of  $1,000  shall  bear  thereon  an 
endorsement  in  the  following  form: 

* '  This  bond  is  issued  in  lieu  of  or  in  exchange  for  a  coupon  bond 

numbered ,  for  $1,000,  not  contemporaneously  outstanding; 

and  a  coupon  bond  bearing  the  above  said  number  will  be  issued  in  ex- 
change for  this  bond  upon  its  surrender  and  cancelation." 

For  any  exchange  of  coupon  bonds  for  registered  bonds,  and  for  any 
transfer  of  registered  bonds  without  coupons,  and  for  any  exchange  of  reg- 
istered bonds  without  coupons  for  coupon  bonds,  the  Bridge  Company,  at 
its  option,  may  require  the  payment  of  a  sum  sufficient  to  reimburse  it  for 
any  stamp  tax  or  other  Government  charge,  or  other  expense  connected  there- 
with, and  also  the  further  sum  of  one  dollar  for  each  new  coupon  bond  or 
registered  bond  without  coupons  issued  upon  such  exchange  or  transfer. 

Section  6.  Replacement  of  Mutilated,  Lost  or  Destroyed  Bonds.  In 
case  any  coupon  bond  issued  hereunder,  with  the  coupon  thereto  appertain- 
ing, or  any  registered  bond  without  coupons,  shall  become  mutilated  or  be 
lost  or  destroyed,  the  Bridge  Company,  in  its  discretion,  and  upon  receipt 
of  satisfactory  indemnity,  may  execute  and  thereupon  the  Trustee  shall 
certify  and  deliver  a  new  bond  of  like  tenor  and  date  (including  coupons 
in  case  of  .'i  coupon  bond  I  bearing  the  same  serial  number,  in  exchange  and 
substitution  for,  and  upon  cancelation  of,  the  multilated  coupon  bond  and 
its  coupons,  or  the  mutilated  registered  bond  bearing  the  same  serial  num- 
bers, or  in  lieu  of  and  substitution  for  the  coupon  bond  and  its  coupons  or 
the  registered  bond  so  mutilated,  lost  or  destroyed,  upon  receipt  of  satis- 
factory evidence  of  the  destruction,  mutilation  or  loss  of  such  coupon  bond 
and  its  coupons,  or  of  such  registered  bond,  and  upon  receipt  also  of  satis- 
factory indemnity.  The  Trustee  shall  not  incur  any  liability  for  anything 
done  by  it  in  good  faith  under  the  provisions  of  this  section. 

Section  7.  Temporary  Bonds.  Until  the  permanent  bonds  shall  be  en- 
graved  or  lithographed,  the  Bridge  Company  may  execute,  and,  upon  its 
request,  the  Trustee  shall  certify  and  deliver,  in  lieu  of  such  engraved  or 
lithographed  bonds  ami  subject  to  the  same  provisions,  limitations  and  con- 
ditions, temporary  printed  registered  bonds  of  any  denomination,  sub- 
stantially of  the  tenor  of  the  registered  bonds  to  be  issued  as  hereinbefore 
provided.  Upon  the  surrender  of  such  temporary  bonds  for  exchange,  the 
Bridge  Company  shall  issue,  and  upon  cancellation  of  such  surrendered  bonds, 


1618      CHICAGO,   BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

the  Trustee  shall  certify  and  deliver,  in  exchange  therefor,  engraved  or  litho- 
graphed coupon  bonds  or  registered  bonds  of  the  aggregate  par  value  of 
such  temporary  bonds  surrendered  and  until  so  exchanged  each  of  such 
temporary  bonds  shall  have  the  same  force  and  effect  and  shall  be  entitled 
to  the  same  security  as  the  corresponding  aggregate  amount  of  engraved  or 
lithographed  bonds  issued  hereunder. 

AETICLE  TWO. 

The  Bridge  Company  bonds  issued  hereunder  and  secured  hereby  shall  be 
payable  not  later  than  July  1st,  1955,  by  the  operation  of  a  Sinking  Fund 
to  be  created  by  the  payment  by  the  Bridge  Company  to  the  Trustee  at  its 
office  in  the  City  of  Chicago,  in  gold  coin  of  the  United  States  of  America, 
of  or  equal  to  the  present  standard  of  weight  and  fineness,  of  the  following 
sums,  which  the  Bridge  Company  covenants  are  sufficient  to  retire  the  entire 
issue  of  said  Bridge  Company  bonds  not  later  than  said  July  1st,  1955. 

(a)  On  or  before  the  1st  day  of  May,  1921,  and  thereafter  in  each 
calendar  year  on  or  before  the  1st  day  of  May  in  such  year,  in  respect 
of  said  Bridge  Company  bonds  at  any  time  prior  to  the  1st  day  of 
November,  1920,  certified  and  delivered  by  the  Trustee,  pursuant  to  any 
of  the  provisions  of  Article  One  of  this  Indenture,  the  sum  of  $28.5714 
in  respect  of  each  $1,000  in  principal  amount  of  said  Bridge  Company 
bonds  so  certified  and  delivered  prior  to  November  1,  1920. 

(b)  On  or  before  the  1st  day  of  May,  1922,  and  thereafter  in  each 
calendar  year,  on  or  before  the  1st  day  of  May  in  such  year,  in  respect 
of  additional  Bridge  Company  bonds  certified  and  delivered  by  the 
Trustee  pursuant  to  any  of  the  provisions  of  Article  One  of  this  In- 
denture on  or  at  any  time  after  said  November  1st,  1920,  and  prior  to 
the  1st  day  of  November  next  preceding  the  date  on  which  payment  of 
such  instalment  is  required  to  be  made,  the  following  sums,  in  respect 
of  each  $1,000  in  principal  amount  of  Bridge  Company  bonds  so  certi- 
fied and  delivered  during  any  calendar  year  hereinafter  designated: 

1922 $  29.4118 

1923 30.3030 

1924 31.2500 

1925 32.2580 

1926 33.3333 

1927 34.4828 

1928 35.7143 

1929 37.0370 

1930 38.4615 

1931 40.0000 

1932 41.6666 

1933 43.4783 

1934 45.4545 

1935 47.6190 

1936 50.0000 

1937 52.6315 


CORPORATE    HISTORY  1619 

1938 55.5555 

1939 58.8235 

1940 62.5000 

1941 , 66.6666 

1942 71.4285 

1943 76.9231 

1944 83.3333 

1945 • 90.9090 

1946 100. 

1947 111.1111 

1948 125. 

1949 142.8571 

1950 166.6666 

1951 200. 

1952 250. 

1953 •   333.3333 

1954 500. 

1955 1000. 

The  Bridge  Company  may  make  payment  of  the  whole  or  any  part  of  the 
Sinking  Fund  due  in  any  year  by  delivering  to  the  Trustee  any  of  the 
Bridge  Company  bonds,  accompanied  by  all  unmatured  coupons  appertain- 
ing thereto,  if  any,  reckoning  each  bond  by  the  face  value  thereof. 

All  moneys  received  by  the  Trustee  for  account  of  the  Sinking  Fund 
shall  be  applied  by  the  Trustee,  as  they  are  from  time  to  time  received,  to 
the  purchase  of  Bridge  Company  bonds,  so  far  as  in  the  judgment  of  the 
Trustee  is  reasonably  practicable,  at  prices  not  exceeding  the  then  market 
price  of  said  bonds  and  accrued  interest,  said  prices  in  no  event  to  exceed 
a  premium  of  2\/2%  above  the  par  of  said  bonds  and  accrued  interest,  and, 
to  the  extent  to  which,  at  the  time  of  any  drawing  by  lot  for  the  purposes 
of  the  Sinking  Fund  as  hereinafter  provided,  such  purchases  shall  not  have 
been  made  by  the  Trustee,  to  the  purchase  at  a  premium  of  2y2%  above 
par  and  accrued  interest  of  Bridge  Company  bonds  to  be  designated  for 
that  purpose  by  the  Trustee  by  lot.  Drawings  by  lot  for  the  purpose  of 
the  Sinking  Fund  shall  be  made  at  the  office  of  the  Trustee  in  the  City  of 
Chicago  under  the  supervision  of  the  Trustee,  and  shall  be  made  in  the 
discretion  of  the  Trustee  between  the  first  day  of  May  and  the  1st  day  of 
June  in  each  year,  beginning  with  the  year  1921,  and  shall  be  made  in  such 
manner  as  the  Trustee  may,  in  its  unrestricted  discretion,  determine  from 
the  numbers  of  the  coupon  bonds  then  outstanding,  or  held  reserved  against 
registered  bonds. 

Notice  of  any  such  drawing,  specifying  the  distinctive  numbers  of  the 
Bridge  Company  bonds  so  drawn,  shall  be  published  by  the  Trustee  on 
behalf  of  the  Bridge  Company  at  its  expense  at  least  once  in  each  week  for 
two  successive  weeks  in  at  least  one  daily  newspaper  of  general  circulation 
published  in  the  City  of  Chicago,  and  at  least  one  daily  newspaper  of  general 
circulation  published  in  the  City  of  New  York,  the  first  publication  to  be 
made  not  later  than  fifteen  days  after  such  drawing.  A  similar  notice  shall 
be  sent  by  the  Bridge  Company  through  the  mails,  postage  prepaid,  on  or 


1620       CHICAGO,   BURLINGTON   &   QUINCY   RAILROAD   COMPANY 

before  the  date  of  the  first  publication,  to  each  holder  of  registered  bonds 
so  drawn,  and  to  each  registered  holder  of  coupon  bonds  so  drawn,  at  the 
address  last  furnished  by  him  to  the  Bridge  Company. 

The  Bridge  Company  bonds  so  drawn  shall  be  purchased  at  a  premium 
of  21/£>9'<-  above  par  upon  the  first  day  of  duly  next  following  the  day  of 
BUCh  drawing,  and  from  and  after  such  first  day  of  .Inly  the  holder  thereof 
shall   cease   to   lie   entitled   to   interest    thereon. 

Bonds  drawn  for  purchases  for  the  Sinking  Fund  must  be  presented  with 
all  coupons  maturing  after  the  day  on  which  they  are  so  to  be  purchased, 
and  shall  he  paid  for  upon  presentation  thereof  on  or  after  such  day  des- 
ignated for  purchase,  at  the  office  of  the  Trustee  in  the  City  of  Chicago. 

Bridge  Company  bonds  at  a  premium  of  L'1 ..' ',  above  par  to  an  amount 
equal  to  the  amount  of  paymenl  to  the  Sinking  Fund  in  any  year  (less  the 
amount    of   any    Bridge  Company    bonds   at    a    premium   of   -Y>%    above   par 

delivered  by  the  Bridge  Company  to  the  Trustee  for  the  sinking  Fund  un- 
der the  provision  hereof)  shall  in  any  event  lie  purchased  by  the  Trustee 
for  the  sinking  Fund  in  each  year  provided  the  funds  therefor  are  furnished 

to  it  by  the  Bridge  Company;  and  if  the  Trustee  shall  purchase  bonds  for 
the  Sinking    Fund   at   prices   less  than  a    premium   of  '2f -j' ',    above   par  value 

aiol   accrued   interest,  the  amount  of  the  difference  between  the  purchase 

price  and  said  value   (or  discount)   shall  be  credited   to  the   Hridge  Company 

upon  the  next  succeeding  paymenl  on  accounl  of  the  sinking  Fund.  When- 
ever   any    coupon    I K.    the    numbers    of    which    shall    be    reserved    against 

an\  outstanding  registered  bond,  shall  be  drawn  for  purchase  for  the 
Sinking  Fund,  so  much  of  the  principal  of  such  registered  bond  as  is  repre- 

Sented  by  such  coupon  bonds  so  drawn,  shall  cease  to  bear  interest  after 
said  date  for  purchase,  and  such  coupon  bonds  so  drawn  shall  be  delivered 
to  the  Trustee  on  such  date  for  purchase,  and,  upon  surrender  of  such  reg- 
istered bond  at  the  transfer  agency  of  the  Bridge  Company  in  the  City  of 

Chicago  on  or  after  such  date  for  purchase,  the  registered  holder  shall  be 
entitled  to  receive  the  principal  amount  of  the  drawn  coupon  bond  or  bonds, 
and,  for  the  residue  of  the  principal  amount  of  his  registered  bond,  a  new 
coupon  or  register*  d  bond. 

All  Bridge  Company  bonds  acquired  by  means  of  the  Sinking  Fund  shall 
be  canceled  by  the  Trustee,  and  thereafter  held  by  the  Trustee  as  herein- 
after pro\  idi'd. 

Any  interest  on  Sinking  Fund  payments  allowed  by  the  Trustee  shall  be 
credited  to  the  Sinking  Fund. 

The  Bridge  Company  may  at  any  time  make  additional  payments  to  the 
Trustee  for  the  purposes  of  the  Sinking  Fund. 

All  moneys  held  in  the  Sinking  Fund  under  any  of  the  provisions  of  this 
Article  shall  be  held  by  the  Trustee  for  the  further  security  of  the  outstand- 
ing Bridge  Company  bonds  until  applied  to  the  purchase  by  the  Trustee  of 
Bridge  Company  bonds  for  the  Sinking  Fund,  or  until  the  designation  by 
lot  of  Bridge  Company  bonds  for  purchase;  but,  from  and  after  any 
designation  by  lot  of  bonds  for  purchase,  such  moneys  shall,  to  the  extent 
required  to  effect  such  purchase  of  the  bonds  so  designated,  lie  held  for  the 
payment  of  the  purchase  price  of  the  bonds  so  designated  for  purchase. 


CORPORATE   HISTORY  1621 

When  the  principal  and  interest  of  all  other  Bridge  Company  bonds  shall 
have  been  paid  in  full,  and  all  payments  to  the  Trustee,  or  otherwise, 
called  for  by  any  of  the  provisions  of  this  Indenture  shall  have  been  made 
by  the  Bridge  Company,  the  Trustee  shall,  on  written  demand,  pay  to  the 
Bridge  Company  at  the  office  of  the  Trustee  in  the  City  of  Chicago  all 
moneys  held  in  the  Sinking  Fund,  and  all  the  Bridge  Company  bonds  pur- 
chased for  the  Sinking  Fund  and  held  by  the  Trustee,  having  been  canceled 
by  the  Trustee  as  hereinbefore  provided,  shall  forthwith  thereafter  be 
physically  destroyed  in  the  manner  required  by  law  in  the  presence  of  a  rep- 
resentative of  the  Trustee  and  a  representative  of  the  Bridge  Company,  who 
shall  respectively  execute  in  duplicate  a  certificate  attesting  such  destruc- 
tion, and  deliver  one  counterpart  to  the  Bridge  Company  and  one  counter- 
part to  the  Trustee. 

No  expenses  in  connection  with  the  administration  of  the  Sinking  Fund 
of  any  character  shall  be  charged  against  the  moneys  in  the  Sinking  Fund, 
but  all  such  expenses  shall  be  borne  by  the  Bridge  Company. 

AETICLE  THEEE. 

PARTICULAR    COVENANTS   OF    THE   BRIDGE    COMPANY. 

Section  1.  To  Pay  Principal  and  Interest  of  Bonds.  The  Bridge  Com- 
pany covenants  to  pay,  duly  and  punctually  the  sinking  fund  payments  as 
herein  provided  and  the  principal  and  interest  of  every  bond  issued  and 
secured  hereunder  at  the  dates  and  the  place,  and  in  the  manner  mentioned 
in  such  bonds,  or  in  the  coupons  thereto  belonging,  according  to  the  true 
intent  and  meaning  thereof,  without  deduction  from  either  principal  or 
interest  for  any  tax  or  taxes  imposed  by  the  United  States,  or  any  State 
or  county,  municipality  or  other  taxing  authority  therein,  except  the  Federal 
income  tax,  which  the  Bridge  Company  may  be  required  to  pay  or  to  retain 
therefrom,  under  or  by  reason  of  any  present  or  future  law.  The  interest 
on  the  coupon  bonds  shall  be  payable  only  upon  presentation  and  surrender 
of  the  several  coupons  for  such  interest  as  they  respectively  mature,  and, 
when  paid,  such  coupons  shall  forthwith  be  canceled.  The  interest  on  the 
registered  bonds  without  coupons  shall  be  payable  only  to  the  registered 
holders  thereof. 

Section  2.  To  Execute  Further  Assurances.  All  property  which  here- 
after may  be  acquired  by  the  Bridge  Company  with  the  bonds,  or  the  pro- 
ceeds of  bonds,  issued  under  and  secured  by  this  indenture,  immediately 
upon  the  acquisition  thereof  by  the  Bridge  Company,  and  without  any 
further  conveyance  or  assignment,  shall  become  and  be  subject  to  the  lien 
of  this  indenture  as  fully  and  completely  as  though  now  owned  by  the 
Bridge  Company  and  specifically  described  in  the  granting  clauses  hereof, 
but  at  any  and  all  times  the  Bridge  Company  will  execute  and  deliver  any 
and  all  such  further  assurances  or  conveyances  thereof  as  the  Trustee  may 
reasonably  direct  or  require,  for  the  purpose  of  expressly  and  specifically 
subjecting  the  same  to  the  lien  of  this  indenture;  and  also  it  will  do,  execute, 
acknowledge  and  deliver,  or  cause  to  be  done,  executed,  acknowledged  and 
delivered  all  and  every  such  further  acts,  deeds,  conveyances,  transfers  and 


1622       CHICAGO,  BURLINGTON    &   QIIXCY   RAILROAD   COMPANY 

assurances  in  law  for  the  better  assuring,  conveying  and  confirming  unto  the 
Trustee  all  and  singular  the  hereditaments  and  premises,  estates  and  prop- 
erty hereby  conveyed,  or  intended  so  to  be  conveyed,  or  which  the  Bridge 
Company  may  hereafter  become  bound  to  convey  to  the  Trustee,  as  the 
Trustee  shall  reasonably  require;  provided,  however,  that  the  Bridge  Com- 
pany reserves  the  right,  except  as  in  this  indenture  expressly  otherwise  pro- 
vided, to  purchase  or  acquire  any  real  or  personal  property  free  from  the 
lien  of  this  indenture,  and  any  such  property  purchased  or  acquired  without 
the  use  of  bonds,  of  the  proceeds  of  bonds,  secured  by  this  indenture,  and 
without  reimbursement  of  any  part  of  the  expenditures  in  respect  thereof 
with  bonds  or  the  proceeds  of  bonds  issued  hereunder,  shall  be  free  from 
the  lien  of  this  indenture,  unless  specifically  subjected  thereto  by  an  instru- 
ment or  instruments  in  writing  executed  by  the  Bridge  Company  and  de- 
livered to  the  Trustee  for  that  purpose. 

Section  3.  To  Register  and  Transfer  Bonds.  The  Bridge  Company,  at 
an  office  t<>  be  maintained  by  it  in  the  City  of  Chicago  and  in  the  Borough 
of  Manhattan,  New  Fori  City,  will  keep  a  register  or  registers  for  the  regis- 
tration and  transfer  of  bonds  hereunder,  in  which  it  will  register,  subject 
to  such  reasonable  regulations  as  it  may  prescribe,  all  such  bonds  without 
coupons,  and,  upon  presentation  thereof  for  such  purpose,  any  sucli  coupon 
bonds  issued  hereunder;  and  such  register  or  registers  at  all  reasonable 
times  shall  be  open  to  the  inspection  of  the  Truster. 

All  notices  and  demands  in  respect  of  said  bonds  and  coupons  may  be 
served  at  said  ofh< •■  -. 

Upon  presentation  to  the  bond  registrar  of  the  Bridge  Company,  at  the 
place  where  such  register  shall  be  kept,  of  any  such  registered  coupon  bond, 
accompanied  by  delivery  of  a  written  instrument  of  transfer  in  a  form 
approved  by  the  Bridge  Company,  executed  by  the  registered  holder,  such 

bond  shall  be  transferred  upon  such  register  and  such  transfer  shall  be 
noted  by  such  bond  registrar  upon  the  bond.  The  registered  holder  of  any 
such  registered  coupon  bond  also  shall  have  the  right  to  cause  the  same 
to  be  registered  as  payable  to  bearer,  in  which  case  transferability  by 
delivery  shall  be  restored,  and  thereafter  the  principal  of  such  bond  when 
due  shall  be  payable  to  the  person  presenting  the  bond;  but  any  such 
coupon  bond  registered  as  payable  to  bearer  may  be  registered  again  in 
the  name  of  the  holder  with  the  same  effect  as  a  first  registration  thereof. 
Successive  registrations  and  transfers  as  aforesaid  may  be  made  from 
time  to  time  as  desired;  and  each  registration  of  a  coupon  bond  shall  be 
noted  by  the  bond  registrar  on  the  bond. 

Registration  of  any  coupon  bond,  however,  shall  not  restrain  the  negoti- 
ability of  any  coupon  thereto  belonging,  but  every  such  coupon  shall  con- 
tinue to  pass  by  delivery  merely,  ami  shall  remain  payable  to  bearer. 

Any  registered  bond  or  bonds  without  coupons  may  be  transferred  upon 
such  register  at  such  office  by  surrender  of  such  bond  to  such  bond  registrar 
for  cancelation,  accompanied  by  delivery  of  a  written  instrument  of  transfer 
in  a  form  approved  by  the  Bridge  Company,  duly  executed  by  the  registered 
holder  of  the  bond,  and  by  payment  of  any  charge  imposed  under  Section  4 
of  Article  One  hereof;  and  thereupon  a  new  registered  bond,  or  new  reg- 


CORPORATE    HISTORY  1623 

istcred    bonds,    for    an   equivalent    principal    sum    shall   be    issued    to    the 
transferee  or  transferees  as  provided  in  said  section. 

Section  4.  Not  to  Create  prior  Liens.  The  Bridge  Company  will  at  all 
times  keep  this  indenture  an  unimpaired  first  lien  upon  all  the  property 
hereby  mortgaged  or  at  any  time  subject  to  the  lien  of  this  indenture  except 
as  provided  in  paragraph  (c),  Section  2  of  Article  I  hereof;  it  will  not 
voluntarily  create,  or  suffer  to  be  created,  any  debt,  lien  or  charge  which 
would  be  prior  to  the  lien  of  these  presents  upon  the  mortgaged  premises 
or  any  part  thereof,  or  upon  the  income  thereof;  and  within  three  months 
after  the  same  shall  accrue,  it  will  pay,  or  will  cause  to  be  discharged,  or 
will  make  adequate  provision  to  satisfy  and  discharge,  all  lawful  claims  and 
demands  of  merchants,  laborers  and  others,  which,  if  unpaid,  might  by  law 
be  given  precedence  to  this  indenture  as  a  lien  or  charge  upon  the  mortgaged 
premises  or  any  part  thereof;  provided  that  nothing  in  this  section  con- 
tained shall  require  the  Bridge  Company  to  pay  any  such  debt,  lien  or  charge 
so  long  as  it  shall  in  good  faith  contest  the  validity  thereof. 

Section  5.  To  Pay  Taxes  and  Assessments.  The  Bridge  Company  from 
time  to  time  will  pay  and  discharge  all  taxes,  assessments  and  governmental 
charges  (the  lien  whereof  would  be  prior  to  the  lien  heTeof),  lawfully  im- 
posed upon  the  premises  hereby  mortgaged  or  upon  any  part  thereof,  or 
upon  the  income  and  profits  thereof,  and  also  all  taxes,  assessments  and 
governmental  charges  lawfully  imposed  upon  the  lien  or  interest  of  the 
Trustee  or  of  the  holders  of  the  bonds  hereby  secured  in  respect  of  such 
premises  hereby  mortgaged,  so  that  the  lien  and  priority  of  this  indenture 
shall  be  fully  preserved  at  the  cost  of  the  Bridge  Company  without  expense 
to  the  Trustee  or  the  bondholders. 

Section  6.  To  Maintain  Plant.  At  all  times  the  Bridge  Company  will' 
keep  and  maintain  the  Bridge,  tracks,  structures,  buildings,  fixed  plant  and 
machinery,  rolling  stock  and  other  equipment  at  any  time  covered  by  this 
indenture,  in  good  order  and  condition,  reasonable  wear  and  tear  excepted. 

Section  7.  To  Provide  Insurance.  The  Bridge  Company  will  insure  and 
keep  insured  to  a  reasonable  amount,  the  judgment  of  the  Bridge  Company 
to  be  conclusive  as  to  the  amount  upon  all  concerned,  against  destruction 
or  injury,  all  such  part  or  parts  of  the  said  premises  hereby  mortgaged  as 
may  be  reasonably  insurable,  the  policies  therefor  to  so  read  that  the  loss, 
if  any,  shall  be  payable  to  the  Trustee,  and  all  moneys  collected  for  such 
insurance  shall  be  held  by  the  Trustee  for  the  further  security  of  the  bond- 
holders hereunder,  until  the  Bridge  Company  shall  have  applied  a  sum  of 
money  to  the  reconstruction  or  repair  of  the  parts  of  the  property  destroyed 
or  injured,  or  to  the  erection  of  other  permanent  improvements  upon  such 
mortgaged  premises,  or  to  the  purchase  of  new  rolling  stock,  machinery  and 
equipment,  whereupon,  from  such  insurance  moneys  held  by  the  Trustee, 
there  shall  be  paid  to  the  Bridge  Company  from  time  to  time,  an  amount 
equal  to  the  amount  or  ahiounts  so  applied  by  it  to  such  reconstruction, 
repair  or  erection,  or  to  the  purchase  of  new  rolling  stock,  machinery  and 
equipment. 

A  certificate  signed  by  the  President  or  a  Vice-President  and  the  Treasurer 
or    Auditor,    under    the    corporate   seal,    of    the    Bridge    Company,    may   be 


1624       CHICAGO,   BURLINGTON    A-    QCIXCY   RAILROAD   COMPANY 

received  by  the  Trustee  .-is  conclusive  evidence  of  tin-  amounts  of  money  so 
applied  by  the  Bridge  Company  and  shall  be  full  warrant  to  tin'  Trustee  for 
its  action  on  the  faith  thereof;  lmt  the  Trustee,  in  its  discretion,  may  require 
any  other  reasonable  evidence  in  the  premises. 

section  8.  Application  of  Incomt  from  Mortgaged  Premises.  The  Bridge 
Company  will  first  pay  from  the  income  of  the  mortgaged  property,  after 
paying  the  operating  expenses  thereof,  the  taxes  and  assessments  thereon 
and  the  interest  accruing  upon  the  bonds  issued  hereunder;  and  the  net 
income  shall,  cither  before  or  after  default,  and  whether  said  property  is 
operated  by  the  Bridge  Company  or  by  the  Trustee  under  the  power  of 
entry  herein  reserved,  or  by  a  receiver  appointed  by  any  court  at  the  instance 
either  of  the  Bridge  Company  or  of  any  creditor,  stockholder  or  other 
person  interested  in  said  Company  or  having  the  right  to  apply  for  such 
appointment,  be  primarily  pledged  and  applied  to  the  payment  of  the  interest 
and  principal  of  said  bonds  according  to  the  respective  rights  or  priorities 
of  such  interest  and  principal  as  herein  declared. 

ARTICLE  FOUR. 
RIGHTS  Of  BRIDGE   COMPANY    UNTIL   DEFEASE 

Section  1.  To  linn   Possession.    Until  some  default  shall  have  been  made 

in   the  due  and   punctual   payment   of   the   interest    or   of  the  principal   of  Hie 

bonds  hereby  secured,  or  of  some  part  of  such  interesl  or  principal,  or  in  the 
due  ami  punctual  performance  ami  observance  of  some  covenanl  or  condition 
hereof  obligatory  upon  the  Bridge  Company,  and  until  such  default  shall 
have  continued  beyond  the  period  of  grace,  if  any,  herein  provided  in  re- 
I  thereof,  the  Bridge  Company,  its  successors  ami  assigns,  shall  be 
suffered  and  permitted  to  ntain  actual  possession  of  all  the  premises  hereby 
mortgaged,  ami  to  manage,  op,  rate  and  use  the  same,  ami  every  pari  thereof, 
with  the  right  ami  franchises  appertaining  thereto,  and  to  collect,  receive, 
take,  use  and  enjoy  the  tolls,  earnings,  incomes,  rents,  issues  and  profits 
thereof. 

Section  2.  May  Surrender  Possession,  The  Bridge  Company,  at  any 
time  before  full  paymenl  of  the  bonds,  and  whenever  it  shall  deem  it  ex- 
pedient for  the  security  of  the  bondholders,  although  there  he  then  no 
default  entitling  the  Trustee  to  enter  into  possession,  may,  with  the  con- 
sent of  the  Trustee,  surrender  to  it  possession  of  the  whole  or  any  part  of 
the  mortgaged  property,  for  any  period,  fixed  or  indefinite.  Upon  such 
surrender  the  Trustee  shall  enter  into  and  upon  the  property  so  surrendered 
and  shall  take  possession  thereof  for  such  period,  fixed  or  indefinite,  as 
aforesaid,  without  prejudice,  however,  to  its  righi  at  any  time  subsequently, 
when  entitled  thereto  by  any  provision  hereof,  to  insist  upon  and  to  main- 
tain such  possession  though  beyond  the  expiration  of  any  such  prescribed 
period.  Upon  any  such  voluntary  surrender  of  said  property,  the  Trustee, 
from  the  time  of  its  entry,  shall  operate  and  use  the  same  in  accordance 
with  the  provisions  of  this  indenture,  and  shall  receive  and  apply  the  income 
in  the  manner  provided  in  Section  2  of  Article  Six  hereof. 

Section  3.     To  Have  Mortgage  Satisfied.     If,  when  the  bonds  hereby 


CORPORATE    HISTORY  1625 

secured  shall  have  become  due  and  payable,  the  Bridge  Company  shall  well 
and  truly  pay,  or  cause  to  be  paid,  the  whole  amount  of  the  principal  and 
interest  due  upon  all  of  the  bonds  and  coupons  hereby  secured  and  then 
outstanding,  or  shall  provide  for  such  payment  by  depositing  with  the 
Trustee,  for  such  payment,  the  entire  amount  due  thereon  for  principal  and 
interest,  and  shall  also  pay  or  cause  to  be  paid  all  other  sums  payable  here- 
under by  the  Bridge  Company,  and  shall  well  and  truly  keep  and  perform 
all  the  things  herein  required  to  be  kept  and  performed  by  it  according  to 
the  true  intent  and  meaning  of  this  indenture,  then  and  in  that  case  all 
property,  rights  and  interest  hereby  conveyed  or  pledged  shall  revert  to 
the  Bridge  Company,  and  the  estate,  rights,  title  and  interest  of  the 
Trustee  shall  thereupon  cease,  determine  and  become  void,  and  the  Trus- 
tee, in  such  case,  on  demand  of  the  Bridge  Company  but  at  its  cost 
and  expense,  shall  enter  satisfaction  of  this  indenture  upon  the  record; 
otherwise  the  same  shall  be  continued  and  remain  in  full  force  and  virtue. 

ABTICLE   FIVE. 

RELEASES    OF    MORTGAGED    PROPERTY 

Sectiox  1.  Terms  Upon  Which  licit  a.si.s  May  Be  Made.  Upon  the 
written  request  of  the  President,  or  a  Vice-President,  of  the  Bridge 
Company,  approved  or  authorized  by  resolution  of  its  Board  of  Directors, 
from  time  to  time  while  the  Bridge  Company  is  in  possession  of  the 
mortgaged  premises,  but  subject  to  the  conditions  and  limitations  in 
this  section  prescribed,  and  not  otherwise,  the  Trustee  shall  release  from 
the  lien  and  operation  of  this  indenture  any  part  of  the  lands  and 
other  property  then  subject  thereto;  provided,  however,  that  no  part  of 
the  mortgaged  property  shall  be  released  hereunder,  unless  at  the  time 
of  such  release  it  no  longer  shall  be  necessary  or  advantageous  to  retain 
the  same  for  use  in  the  business  of  the  Bridge  Company,  and  no  such 
release  shall  be  made  unless  the  Bridge  Company  shall  have  sold,  or 
shall  have  contracted  to  exchange  for  other  property,  or  to  sell,  the 
property  so  to  be  released. 

The  proceeds  of  any  and  all  such  sales,  and  all  moneys  received  as 
compensation  for  any  property  subject  to  this  indenture  taken  by  exercise 
of  the  power  of  eminent  domain,  shall  be  set  apart  and  delivered  to  the 
Trustee  to  be  applied  by  the  Bridge  Company  to  the  purchase  of  other 
property,  real  or  personal,  or  in  betterments  of,  or  improvements  upon, 
any  part  of  the  premises  then  subject  hereto.  The  amount  of  such  ex- 
penditures shall  be  paid  out  by  the  Trustee  upon  the  written  order  of 
the  Bridge  Company,  signed  by  its  President  or  a  Vice-President  and 
by  its  Secretary  or  Assistant  Secretary  or  Treasurer.  Any  new  property 
acquired  by  the  Bridge  Company  to  take  the  place  of  any  property  here- 
under, ipso  facto,  shall  become  and  be  subject  to  the  lieu  of  this  in- 
denture, as  fully  as  if  specifically  mortgaged  hereby;  but,  if  requested 
by  the  Trustee,  the  Bridge  Company  will  convey  the  same  to  the  Trus- 
tee by  appropriate  deeds  upon  the  trusts  and  for  the  purposes  of  this 
indenture. 


1626      CHICAGO,   BURLINGTON   &  QUINCY  RAILROAD  COMPANY 

Nevertheless,  and  anything  herein  contained  to  the  contrary  notwith- 
standing, from  time  to  time,  upon  written  request  of  the  President  or  a 
Vice-President  of  the  Bridge  Company,  approved  or  authorized  by  resolu- 
tion of  its  Board  of  Directors,  and  subject  to  the  provisions  contained 
in  the  first  paragraph  of  this  section,  the  Trustee  shall  release  from 
the  operation  of  tins  indenture,  without  requiring  the  Bridge  Company 
to  account  for  the  proceeds  or  value  thereof,  such  pieces  or  parcels  of 
the  real  estate  covered  hereby  as  the  Bridge  Company  may  desire;  pro- 
vided, (1)  thai  ii"  Bingle  parcel  so  released  shall  exceed  $5,000  in  value, 
and  (2)  thai  in  ao  one  year  shall  the  several  parcels  so  released  ex- 
ceed  $10,000  in  value,  and  (3)  that  until  every  bond  hereby  secured 
shall    have     been    fully    paid    the    aggregate    amount     so    released    shall    not 

exceed  $50,000  in  value. 

The  Bridge  Company  from  time  to  time  may  make  changes  or  alter- 
ations in  or  substitutions  for  anj  leases  or  trackage  rights  subject  to 
this  indenture,  and  may  substitute  therefor  its  interest  in  any  other 
Hacks  which  it  may  hereafter  acquire,  lease  or  have  trackage  rights 
over,    when    such    after    acquired    tracks    or    interests    therein    make    unneces- 

sarj    the    retention    of    the    interests    or    rights    of    the    Bridge    Company 

in  all  or  in  any  part'  of  the  property  for  which  they  are  substituted. 
In  any  such  event,  any  new  or  modified  or  altered  lease,  trackage  rights 
or     interests    in     tracks    acquired     iii     substitution    shall     forthwith     become 

bound    by    and    be    subject    to    the    terms    of    this    indent  lire. 

The  Bridge  Company,  from  time  to  time,  while  in  possession  of  the 
mortgaged  premises,  also  shall  have  full  power,  iii  its  discretion,  to  dis- 
pose  of   any    portion    of    the    machinery,   equipment    and    implements,   at 

any  time  In  b  1  -object  to  the  lien  hereof,  which  may  have  become  unfit 
for     such     use,     but     it     shall     to     the     extent      necessary     replace     the    same 

by   m-w   machinery,  equipment   or   implements,   of  equivalent    value,   which 

shall     become    subject     to    this    indenture. 

In  no  evenl  shall  any  purchaser  or  purchasers  of  any  property  sold 
or  disposed  of  under  any  provisions  of  this  Article,  nor  shall  the  Trus- 
tee,   be   required   to  see  to  the  application  of  the  purchase  money. 

HON  -.  Tower  to  be  Exercised  by  Receiver  or  Trustee  in  Possession. 
In  case  the  mortgaged  premises  shall  be  in  the  possession  of  a  re- 
ceiver lawfully  appointed,  the  powers  in  and  by  this  Article  conferred 
upon  the  Bridge  Company  may  be  exercised  by  such  receiver  with  the 
approval  of  the  Trustee;  and  if  the  Trustee  shall  be  in  possession  of 
the  mortgaged  premises  under  any  provision  of  this  indenture,  then  all 
the  powers  by  this  Article  conferred  upon  the  Bridge  Company  may 
be  exercised  by  the  Trustee  in  its   discretion. 

Section  3.  Evidence  of  Facts  Required  for  Releases.  A  certificate 
signed  by  the  President  or  a  Vice  President  of  the  Bridge  Company,  under 
its  corporate  seal,  may  be  received  by  the  Trustee  as  conclusive  evidence 
of  the  value  of  any  property  sold  or  to  be  sold  and  of  any  other  facts 
mentioned  in  this  Article,  and  shall  be  full  warrant  to  the  Trustee  for 
its  action  on  the  faith  thereof;  but  the  Trustee  in  its  discretion,  may 
require  any  other  reasonable  evidence  in  the  premises. 


CORPORATE    HISTORY  1627 


AETICLE    SIX 


RIGHTS   AND   REMEDIES   OF   TRUSTEES   AND   BONDHOLDERS   IN   CASE   OF   DEFAULT. 

Section  1.  Lien  of  Detached  Coupons  Subordinated.  Neither  any 
coupon  belonging  to  any  bond  hereby  secured,  nor  any  claim  for  in- 
terest on  any  registered  bond,  which  in  any  way,  at  or  after  maturity, 
shall  have  been  transferred  or  pledged  separate  and  apart  from  the 
bond  to  which  it  relates,  shall,  unless  accompanied  by  such  bond,  be 
entitled,  in  case  of  a  default  hereunder,  to  any  benefit  of,  or  from,  this 
indenture,  except  after  the  prior  payment  in  full  of  the  principal  of 
the  bonds  issued  hereunder,  and  of  all  coupons  and  interest  obligations 
not  so  transferred  or  pledged. 

Section  2.  Entry  After  Default.  In  case  (1)  default  shall  be  made 
in  the  payment  of  any  interest  on  any  bond  or  bonds  secured  by  this 
indenture,  and  any  such  default  shall  continue  for  a  period  of  two 
months,  or  in  case  (2)  default  shall  be  made  in  the  due  and  punctual 
payment  of  the  principal  of  any  bond  hereby  secured,  or  of  any  Sinking 
Fund  payment,  or  in  case  (3)  default  shall  be  made  in  the  due  ob- 
servance or  performance  of  any  other  covenant  or  condition  herein  re- 
quired to  be  kept  or  performed  by  the  Bridge  Company,  and  any  such 
default  shall  continue  for  a  period  of  two  months  after  written  notice 
thereof  shall  have  been  given  to  the  Bridge  Company  by  the  Trustee, 
or  by  the  holders  of  a  majority  in  amount  of  the  bonds  hereby  secured 
and  then  outstanding — then  and  in  each  and  every  such  case,  the  Trustee 
personally,  or  by  its  agents  and  attorneys,  may  enter  into  and  upon  all 
or  any  part  of  the  Bridge,  tracks,  terminals,  property  and  premises, 
lands,  rights,  interests  and  franchises,  hereby  conveyed,  or  intended 
so  to  be,  and  each  and  every  part  thereof,  and  may  exclude  the  Bridge 
Company,  its  agents  and  servants,  wholly  therefrom;  and,  having  and 
holding  the  same,  may  use,  operate,  manage  and  control  said  Bridge, 
tracks,  terminals  and  other  premises,  and  conduct  the  business  thereof, 
either  personally  or  by  its  superintendents,  managers,  receivers,  agents, 
servants  or  attorneys,  to  the  best  advantage  of  the  holders  of  the  bonds 
hereby  secured;  and  upon  every  such  entry,  the  Trustee,  at  the  expense 
of  the  trust  estate,  from  time  to  time,  either  by  purchase,  repairs  or  con- 
struction, may  maintain  and  restore,  and  insure  or  keep  insured  the  roll- 
ing stock,  tools  and  machinery  and  other  property,  buildings,  Bridge 
and  structures  erected,  or  provided  for  use,  in  connection  with  said 
premises  whereof  they  shall  become  possessed  as  aforesaid;  and  like- 
wise from  time  to  time,  at  the  expense  of  the  trust  estate,  may  make 
all  necessary  or  proper  repairs,  renewals  and  replacements  and  useful 
alterations,  additions,  betterments  and  improvements  thereto  and  there- 
on, as  to  it  may  seem  judicious;  and  in  such  case,  the  Trustee  shall 
have  the  right  to  manage  the  mortgaged  premises  and  to  carry  on 
the  bushiess  and  exercise  all  rights  and  powers  of  the  Bridge  Company, 
either  in  the  name  of  the  Bridge  Company  or  otherwise,  as  the  Trus- 
tee shall  deem  best;  and  it  shall  be  entitled  to  collect  and  receive  all 
tolls,   earnings,   income,   rents,   issues   and   profits   of   the   same   and   every 


1628      CHICAGO,   BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

other  part  thereof;  and  after  deducting  the  expenses  of  operating  said 
Bridge,  railroad  and  terminals,  and  other  premises,  and  of  conducting 
the  business  thereof,  and  of  all  repairs,  maintenance,  renewals,  replace- 
ments, alterations,  betterments  and  improvements,  and  all  payments  which 
may  be  made  for  taxes,  assessments,  insurance,  and  prior  or  other  proper 
charges  upon  said  premises  and  property,  or  an)'  part  thereof,  as  well 
as  just  and  reasonable  compensation  for  its  own  services  and  for  all 
agents,  clerks,  servants  and  other  employes  by  it  properly  engaged  and 
employed  in  connection  therewith,  it  shall  apply  the  moneys  arising 
as  aforesaid  as  follows: 

In  case  the  principal  of  the  bonds  hereby  secured  shall  not  have 
become  due,  to  -the  payment  of  the  interest  in  default,  in  the  order 
of  the  maturity  of  the  instalments  of  such  interest,  with  interest  thereon 
at  the  rate  of  41/.  per  cent,  per  annum;  such  payments  to  be  made 
ratably  to  the  persons  entitled  thereto,  without  discrimination  or 
preference. 

In  case  the  principal  of  the  bonds  hereby  secured  shall  have  be- 
come due,  by  declaration  or  otherwise,  first  to  the  payment  of  the 
accrued  interest,  with  interest  on  the  overdue  instalments  thereof 
at  the  rate  of  !'■_.  per  cent,  per  annum,  Ln  the  order  of  the  ma- 
turity of  the  instalments,  and  next  to  the  payment  of  the  principal 
of  all  bonds  hereby  secured;  in  every  instance  such  payments  to 
be  made  ratably  to  the  persons  entitled  to  such  payments,  with- 
out discrimination  or  preference. 

These  provisions,  however,  are  not  intended  in  any  way  to  modify 
the  provisions  of  Section  1  of  this  Article  Six,  Imt   are  subject  thereto. 

Section  3.  Acceleration  of  Maturity  of  Principal.  In  case  default 
shall  be  made  in  the  payment  of  any  interest  on  any  bond  or  bonds 
hereby  secured,  or  of  any  Sinking  Fund  payment,  and  any  such  default 
shall  continue  for  a  period  of  six  months,  then,  and  in  every  case  of 
-mil  continuing  default,  upon  the  written  request  of  the  holders  of  a 
majority  in  amount  of  the  bonds  hereby  secured  then  outstanding,  the 
Trustee  shall,  or  without  such  request  in  its  discretion  may,  by  notice 
in  writing  delivered  to  the  Bridge  Company,  declare  the  principal  of  all 
bonds  hereby  secured  and  then  outstanding  to  be  due  and  payable  im- 
mediately, and  upon  any  such  declaration  the  same  shall  become  and 
be  immediately  due  and  payable,  anything  in  this  indenture  or  in  said 
bonds  contained  to  the  contrary  notwithstanding.  This  provision,  how- 
ever, is  subject  to  the  condition  that  if,  at  any  time  after  the  principal 
of  said  bonds  shall  have  been  so  declared  due  and  payable,  all  arrears 
of  interest  upon  all  such  bonds,  or  of  Sinking  Fund  payments,  with 
interest  at  the  rate  of  4%  per  cent,  per  annum  on  overdue  instalments 
of  interest,  together  with  all  expenses  and  the  reasonable  charge  of  the 
Trustee,  shall  either  be  paid  by  the  Bridge  Company  or  be  collected  out 
of  the  mortgaged  premises  before  any  sale  of  the  mortgaged  premises 
shall  have  been  made;  then  and  in  every  such  case  the  holders  of  a 
majority    in   amount   of   bonds   hereby   secured   then   outstanding,   by  writ- 


CORPORATE    HISTORY  1629 

ten  notice  to  the  Bridge  Company  and  to  the  Trustee,  may  waive  such 
default  and  its  consequences;  but  uo  such  waiver  shall  extend  to  or 
affect    any    subsequent    default,    or    impair    any    right    consequent    thereon. 

In  ease  the  Trustee  shall  have  proceeded  to  enforce  any  right  under 
this  indenture,  by  foreclosure,  entry  or  otherwise,  and  such  proceeding 
shall  have  been  discontinued  and  abandoned  because  of  such  waiver,  or 
for  any  other  reason,  or  shall  have  been  determined  adversely  to  the 
Trustee,  then  and  in  every  such  case,  the  Bridge  Company  and  the  Trus- 
tee shall  be  restored  to  their  former  position  and  rights  hereunder  in 
respect  to  the  mortgaged  premises,  and  all  rights,  remedies  and  powers 
of  the  Trustee  shall  continue  as  though  no  such  proceeding  had  been 
taken. 

Section  4.  Power  of  Sale.  In  case  (1)  default  shall  be  made  in  the 
payment  of  any  interest  on  any  bond  at  any  time  issued  under  and 
secured  by  this  indenture,  and  any  such  default  shall  continue  for  a 
period  of  six  months;  or  in  case  (2)  default  shall  be  made  in  the  due 
and  punctual  payment  of  the  principal  of  any  bond  hereby  secured  or 
of  any  Sinking  Fund  payment;  or  in  case  (3)  default  shall  be  made  in 
the  due  observance  or  performance  of  any  other  covenant  or  condition 
herein  required  to  be  kept  or  performed  by  the  Bridge  Company,  and 
any  such  last  mentioned  default  shall  continue  for  a  period  of  six  months 
after  a  written  notice  thereof  shall  have  been  given  to  the  Bridge  Com- 
pany by  the  Trustee,  or  by  the  holders  of  a  majority  in  amount  of  the 
bonds  hereby  secured  and  then  outstanding,  then  and  in  each  and  every 
such  case  of  default,  the  Trustee,  with  or  without  entry,  personally 
or  by  attorney,  in  its  discretion,  may  sell  to  the  highest  and  best  bidder 
ail  and  singular  the  mortgaged  and  pledged  property  and  premises,  in- 
cluding rights,  franchises,  interests  and  appurtenances,  and  other  real 
and  personal  property  of  every  kind,  and  all  right,  title,  interest,  claim 
and  demand  therein,  and  right  of  redemption  thereof,  in  one  lot  and  as 
an  entirety,  or  otherwise  as  the  court  may  decree,  which  sale  or  sales 
shall  be  made  at  public  auction  at  such  place  on  the  premises,  or  at 
such  other  place,  and  at  such  time  and  upon  such  terms,  as  the  Trus- 
tee may  fix  and  briefly  specify  in  the  notice  of  sale  to  be  given  as  herein 
provided. 

Section  5.  Foreclosure.  In  case  (1)  default  shall  be  made  in  the 
payment  of  any  interest  on  any  bond  at  any  time  issued  under  and  se- 
cured by  this  indenture  and  such  default  shall  continue  for  a  period  of 
six  months,  or  in  case  (2)  default  shall  be  made  in  the  due  and  punctual 
payment  of  the  principal  of  any  bond  hereby  secured  or  of  any  Sink- 
ing Fund  payment,  or  in  case  (3)  default  shall  be  made  in  the  due 
observance  or  performance  of  any  other  covenant  or  condition  herein 
required  to  be  kept  or  performed  by  the  Bridge  Company  and  such  de- 
fault shall  continue  for  a  period  of  six  months  after  a  written  notice 
thereof  shall  have  been  given  to  the  Bridge  Company  by  the  Trustee 
then  and  in  every  such  ease  the  Trustee  may  forthwith  proceed  to  pro- 
tect and  to  enforce  its  rights  and  the  rights  of  bondholders  under  this 
indent ure,  by  a  suit  or  suits  in  equity  or  at  law,  whether  for  the  specific 


1630      CHICAGO,   BURLINGTON   &   QUINCY   RAILROAD   COMPANY 

performance  of  any  covenant  or  agreement  contained  herein,  or  in  and 
of  the  execution  of  any  power  herein  granted  or  for  the  foreclosure 
of  this  indenture,  or  for  the  enforcement  of  any  other  appropriate  legal 
or  ecpiitable  remedy,  as  the  Trustee,  being  advised  by  counsel  learned 
in  the  law,  shall  deem  most  effectual  to  protect  and  enforce  any  of  its 
rights  or  duties  hereunder. 

Section  <i.  Bondholders  may  Direct  Trustee.  Upon  the  written  re- 
quest of  the  holders  of  a  majority  in  amount  of  bonds  hereby  secured 
ami  linn  outstanding,  in  case  of  any  such  continuing  default,  it  shall 
be  tlie  duty  of  the  Trustee,  upon  being  indemnified  as  hereinafter  pro- 
vided, td  take  steps  needful  for  the  protection  and  enforcement  of  its 
rights  ami  the  rights  of  the  holders  of  the  bonds  hereby  secured,  and 
tu  exercise  the  powers  of  entry  or  sale  herein  conferred,  or  both,  or 
to  take  appropriate  judicial  proceedings  by  action,  suit  or  otherwise, 
as  the  Trustee,  being  advised  by  counsel  learned  in  the  law,  shall  deem 
most  expedient  in  the  interest  of  the  holders  of  the  bonds  hereby  se- 
cured; but,  anything  in  this  indenture  to  the  contrary  notwithstanding, 
the  holders  of  seventy  five  per  cent,  in  amount  of  the  bonds  hereby 
seemed  and  then  outstanding,  from  time  to  time,  shall  have  the  right 
to  direct  and  control  the  action  of  the  Trustee  and  the  method  and 
place  of  conducting  any  and  all  proceedings  for  any  sale  of  the  premises 
hereby  conveyed  or  mortgaged  or  for  the  foreclosure  of  this  indenture, 
or   tor   the  appointment   of  a    receiver  or   any  other  proceeding  hereunder. 

Section  7.  Projurti/  In  Be  Sold  as  an  Entirety.  In  the*  event  of  any 
sale,  whether  made  under  the  power  of  sale  hereby  granted  and  con- 
fined, or  under  or  by  virtue  of  judicial  proceedings,  or  of  some  judg- 
ment or  decree  of  foreclosure  and  sale,  the  whole  of  the  property  hereby 
mortgaged  and  pledged  shall,  unless  otherwise  decreed  by  the  court,  be 
sold  in  one  parcel  and  in  entirety,  including  all  the  rights,  title,  estate, 
Bridge,  railroad,  terminals,  stations,  equipment,  franchises,  leases,  lease- 
hold interest,  contracts  and  other  real  anil  personal  property  of  every 
name  ami  nature;  and  this  provision  shall  hind  the  parties  hereto  and 
each  and  every  of  the  holders  of  the  bonds  and  coupons  hereby  se- 
cured or  intended  so  to  be. 

Skction  8.  Xotici  of  Salt  "Required.  Notice  of  any  such  sale  pur- 
suant to  any  provision  of  this  indenture  shall  state  the  time  and  place 
when  and  where  the  same  is  to  be  made,  and  shall  contain  a  brief 
general  description  of  the  property  to  be  sold,  and  shall  be  sufficiently 
given  if  published  once  in  each  week  and  for  four  successive  weeks 
prior  to  such  sale  in  a  newspaper  published  in  the  City  of  I'aducah, 
Kentucky,  and  in  a  newspaper  published  in  the  City  of  Chicago  and  in  the 
Borough  of  Manhattan,  City  of  New  York,  respectively. 

Section  9.  Adjournments  of  Sale.  From  time  to  time  the  Trustee 
may  adjourn  any  sale  to  be  made  by  it  under  the  provisions  of  this 
indenture,  by  announcement  at  the  time  and  place  appointed  for  such 
sale,  or  for  such  adjourned  sale  or  sales;  and,  without  further  notice 
or  publication,  it  may  make  such  sale  at  the  time  and  place  to  which 
the  same  shall  be  so  adjourned. 


CORPORATE   HISTORY  1631 

Section  10.  Conveyance  to  Purchaser.  Upon  the  completion  of  any 
sale  or  sales  under  this  indenture,  the  Trustee  shall  execute  and  de- 
liver to  the  accepted  purchaser  or  purchasers  a  good  and  sufficient  deed 
or  deeds  and  other  instruments,  conveying,  assigning  and  transferring 
the  property  and  franchises  sold.  And  the  Trustee  hereby  is  appointed 
the  true  and  lawful  attorney,  irrevocably,  of  the  Bridge  Company,  in 
its  name  and  stead  to  make  all  necessary  deeds  and  conveyances  of 
property  thus  sold;  and  for  that  purpose  it  may  execute  all  necessary 
acts  of  assignment  and  transfer,  and  may  substitute  one  or  more  per- 
sons with  like  power;  the  Bridge  Company  hereby  ratifying  and  con-, 
firming  all  that  its  said  attorney  or  such  substitute  or  substitutes  shall 
lawfully  do  by  virtue  thereof.  Nevertheless  the  Bridge  Company  shall, 
if  so  requested  by  the  Trustee,  join  in  the  execution  and  delivery  of 
any  such  deeds  of  conveyance,  assignment  and  transfer. 

Any  such  sale  or  sales  made  under  or  by  virtue  of  this  indenture, 
whether  under  the  power  of  sale  hereby  granted  and  conferred,  or  under 
or  by  virtue  of  judicial  proceedings,  shall  operate  to  divest  all  right, 
title  and  interest,  claim  and  demand  whatsoever,  either  at  law  or  in 
equity,  of  the  Bridge  Company,  of,  in  and  to  the  premises  sold,  and 
shall  be  a  perpetual  bar,  both  at  law  and  in  equity,  against  the  Bridge 
Company,  its  successors  and  assigns,  and  against  any  and  all  persons 
claiming  or  to  claim  the  premises  sold,  or  any  part  thereof,  from,  through 
or  under  the  Bridge  Company,  its  successors  or  assigns. 

The  personal  property  and  chattels  conveyed  or  intended  to  be  con- 
veyed by  or  pursuant  to  this  indenture  shall  be  real  estate  for  all  the 
purposes  of  this  indenture,  and  shall  be  held  and  taken  to  be  fixtures 
and  appurtenances  of  the  said  Bridge  and  railroad,  and  part  thereof, 
and  are  to  be  used,  and  sold  therewith  and  not  separate  therefrom, 
except  as  herein  otherwise  provided. 

Section  11.  Receipt  to  Purchaser.  The  receipt  of  the  Trustee  shall  be 
a  sufficient  discharge  to  any  purchaser  of  the  property  or  any  part  thereof, 
sold  as  aforesaid,  for  the  purchase  money,  and  no  such  purchaser  or  his 
representatives,  grantees  or  assigns,  after  paying  such  purchase  money 
and  receiving  such  receipt,  shall  be  bound  to  see  to  the  application 
of  such  purchase  money  upon  or  for  any  trust  or  purpose  of  this 
indenture,  or  in  any  manner  whatsoever  be  answerable  for  any  loss, 
misapplication  or  non-application  of  any  such  purchase  money  or  any 
part  thereof,  or  be  bound  to  inquire  as  to  the  authorization,  necessity, 
expediency  or  regularity  of  any  such  sales. 

Section  12.  Maturity  of  Principal  in  Case  of  Sale.  In  case  of  any 
such  sale,  whether  made  under  the  power  of  sale  hereby  granted,  or 
pursuant  to  judicial  proceedings,  the  whole  of  the  principal  sums  of  the 
bonds  hereby  secured,  if  not  previously  due,  shall  at  once  become  due  and 
payable,  anything  in  said  bonds  or  in  this  indenture  to  the  contrary  not- 
withstanding. 

Section  13.  Distribution  of  Proceeds  of  Sale.  The  purchase  money, 
proceeds  or  avails  of  any  such  sale,  whether  under  the  power  of  sale 
hereby  granted,  or  pursuant  to  judicial  proceedings,  together  with  any  other 


1632      CHICAGO,   BURLINGTON   &   QUINCY  RAILROAD  COMPANY 

sums  which  then  may  b'e  held  by  the  Trust,,'  under  any  of  the  pro- 
visions   of   this    Indenture,   as   part   of  the   trust    estate,   or   the    proceeds 

thereof,   shall   be  applied   as   follows: 

First.  To  the  payment  of  the  costs  and  expenses  of  such  sale, 
including  a  reasonable  compensation  to  the  Trustee,  its  agents,  at- 
torn  tunsel,    and    of    all    expenses,    liabilities    and    advances 

made  or  incurred  by  the  Trustee  in  managing  and  maintaining  the 
property  hereby  conveyed  or  intended  so  to  be,  and  to  the  pay- 
ment of  all  taxes,  assessments  or  liens  prior  to  the  lien  of  these 
presents,  excepl  any  taxes,  assessments  or  other  superior  liens  to 
which  such  sales  shall  have  been  made  subject; 

S  OOTld.  To  the  payment  of  the  whole  amount  then  owing  or  mi- 
paid  upon  the  bonds  herebj  secured  for  principal  and  interest,  with 
interesl  at  the  rat,  of  i1-.-  per  cent,  per  annum  on  the  overdue 
instalments  of  interest,  and  in  case  such  proceeds  shall  be  insufficient 

fcO  pay  in  full  the  whole  amount  so  due  and  unpaid  upon  the  said 
bonds,  then  to  the  payment  of  BUCh  principal  and  interest,  with- 
out   preference   or   priority    of   principal    over   interest,   or   of  interest 

Over  principal,  or  of  any  instalment  of  interest  over  any  other  in- 
stalment  of  interest,  ratably,  to  thi  ite  of  such   principal  and 

the    accrued    and    unpaid    interest  ;    subject,    however,    to    the    provisions 

of  Sec1  ion   1  of  this  Article  Sis ; 

Third.     The  surplus,  if  any.  Bhall  l"    paid  to  the   Bridge  Company, 
s,    or    to    whomsoever    may    he    lawfully    en 

titled    to     receive     the    same. 

Section   14.     Purchaser  May    Pay   m    Bonds.     Upon   any   such   sale  by 

the  Trustee  or  pursuant  to  judicial  pro  .  any  purchaser,  for  or 
in  settle! t  or  payment  of  the  p  price  of  the  property  pur- 
chased, shall  he  entitled  to  use  and  apply  any  bonds,  ami  any  matured 
and     unpaid    coupons    hereby    Secured  iwever,    to    the     provisions 

of    Section    1    of    this    Article),    by    presi  uch    bonds    and    coupons, 

iii    older    that    tie  re    m.i  \     i,,-    credited    thereon    the    sums    applicable    to 

the  payment  thereof  out  id'  the  net  proceeds  of  such  sale,  after  mak- 
ing any  deductions  which  may  he  made  from  the  proceeds  of  sale  for 
cost-.   i  ms    and    other   charges;    such    purchaser   there 

upon  shall  be  credited,  on  a, ■count  of  such  purchase  price  payable  by  him, 
with  sums  applicable  out  of  such  net  proceeds  to  the  payment  of,  ami  credited 

on.  the  bonds  and  coupons  so  present,',!;  and.  at  any  such  sale,  any  bond- 
holder or  bondhi  lay  hid  for  and  pure!  my,  and  may 
make  paymi  aforsaid,  and  upon  compliance  with  the  terms 
of  sale  may  hold,  retain  and  dispose  of  such  property  without  further 
accountability. 

mix    L5.     Waiver   of    /,'■  .    etc.      The    Bridge   Company   will 

not  at  any  time  insist  upon  or  plead]  or  in  any  manner  whatever  claim, 
or  take  the  benefit  or  advantage  of,  any  stay  or  extension  law,  now  or 
at  any  time  in  force  in  the  states  of  Kentucky  or  Illinois,  or  elsewhere; 
nor  will  it  claim,  take  or  insist  on,  any  benefit  or  advantage  from  any 
law   now   or   hereafter   in    force   providing   for   the    valuation    or   appraise- 


CORPORATE    HISTORY  1633 

ment  of  the  mortgaged  premises,  or  any  part  thereof,  prior  to  any 
sale  or  sales  thereof  to  be  made  pursuant  to  any  provision  herein  con- 
tained, or  to  the  decree  of  any  court  of  competent  jurisdiction;  nor 
after  any  such  sale  or  sales  will  it  claim  or  exercise  any  right  con- 
ferred by  any  statute  enacted  by  the  states  of  Kentucky  or  Illinois,  or 
otherwise,  to  redeem  the  property  so  sold  or  any  part  thereof;  and  it 
hereby  expressly  waives  all  benefit  and  advantage  of  any  such  law  or 
laws,  and  it  covenants  that  it  will  not  hinder,  delay  or  impede  the 
execution  of  any  power  herein  granted  and  delegated  to  the  Trustee, 
but  that  it  will  suffer  and  permit  the  execution  of  every  such  power  as 
though  no  such  law  or  laws  had  been  made  or  enacted. 

Section  16.  Trustee  Entitled  to  Appointment  of  Receiver.  Upon 
filing  a  bill  of  equity,  or  upon  commencement  of  any  other  judicial  pro- 
ceedings, to  enforce  any  right  of  the  Trustee  or  of  the  bondholders 
under  this  indenture,  the  Trustee  shall  be  entitled  to  exercise  the  right 
of  entry  herein  conferred,  and  also-  any  and  all  other  rights  and  powers 
herein  conferred  and  provided  to  be  exercised  by  the  Trustee  upon  the 
occurrence  and  continuance  of  default  as  hereinbefore  provided;  and, 
as  a  matter  of  contract  right  hereby  stipulated,  the  Trustee  shall  be 
entitled  to  the  appointment  of  a  receiver  of  the  premises  hereby  mort- 
gaged, and  of  the  earnings,  income,  revenue,  rents,  issues,  or  profits 
thereof,  with  such  powers  as  the  court  making  such  appointment  shall 
confer. 

Section  17.  Independent  Action  of  Bondholders  Restricted.  No  holder 
of  any  bond  or  coupons  hereby  secured  shall  have  any  right  to  institute 
any  suit,  action  or  proceeding  in  equity  or  at  law  for  the  foreclosure 
of  this  indenture,  or  for  the  execution  of  any  trust  thereof,  or  for  the 
appointment  of  a  receiver,  or  for  any  other  remedy  hereunder,  unless 
the  holders  of  a  majority  in  amount  of  the  bonds  hereby  secured,  then 
outstanding,  shall  have  made  written  request  upon  the  Trustee  to  take 
action  in  respect  of  the  matter  complained  of  and  shall  have  afforded 
to  it  a  reasonable  opportunity,  either  to  proceed  to  exercise  the  powers 
hereinbefore  granted,  or  to  institute  such  action,  suit  or  proceeding  in 
its  own  name,  and  the  Trustee  shall  not  have  taken  such  action ;  nor 
unless,  also,  they  shall  have  offered  to  the  Trustee  adequate  security  and 
indemnity  against  the  costs,  expenses  and  liabilities  to  be  incurred  therein 
or  thereby;  and  such  notification,  request  and  offer  of  indemnity  are 
hereby  declared,  in  every  case  at  the  option  of  the  Trustee,  to  be  con- 
ditions precedent  to  the  execution  of  the  powers  and  trusts  of  this  in- 
denture and  to  any  action  or  cause  of  action  for  foreclosure  or  for  the 
appointment  of  a,  receiver  or  for  any  other  remedy  hereunder;  it  beino- 
understood  and  intended  that  no  one  or  more  holders  of  bonds  and  coupons 
shall  have  any  right  in  any  manner  whatever  to  affect,  disturb  or  prejudice 
the  lien  of  this  indenture  by  his  or  their  action,  or  to  enforce  any  right 
hereunder,  except  in  the  manner  herein  provided,  and  that  all  proceed- 
ings at  law  or  in  equity  shall  be  instituted,  had  and  maintained  in  the 
manner  herein  provided  and  for  the  equal  benefit  of  all  holders  of  such 
outstanding  bonds  and  coupons. 


1634       CHICAGO,    BURLINGTON    &   QUINCY   RAILROAD   COMPANY 

Section  18.  Remedies  Cumulative.  Except  as  herein  expressly  pro- 
vided to  the  contrary,  no  remedy  herein  conferred  upon  or  reserved  to 
the  Trustee,  or  the  holders  of  bonds  hereby  secured,  is  intended  to  be 
exclusive  of  any  other  remedy,  but  each  and  every  such  remedy  shall 
be  cumulative,  and  shall  be  in  addition  to  every  other  remedy  given 
hereunder  or  now  or  hereafter  existing  at  law  or  in  equity  or  by  statute. 

Section  19.  Delay  or  Omission  by  Trustee  No  Waiver.  No  delay 
or  omission  of  the  Trustee,  or  of  any  holder  of  bonds  hereby  secured, 
to  exercise  any  right  or  power  accruing  upon  any  default,  continuing  as 
aforesaid,  shall  impair  any  such  right  or  power,  or  shall  be  construed 
to  be  a  waiver  of  any  such  default,  or  an  acquiescence  therein,  or  shall 
extend  to  any  subsequent  default;  and  every  power  and  remedy  given 
by  this  Article  to  the  Trustee,  or  to  the  Bondholders,  may  be  exercised 
from  time  to  time,  and  as  often  as  may  be  deemed  expedient,  by  the 
Trustee  or  by  the  bondholders. 

ARTICLE  SEVEN. 

IMMUNITY    OF    OFFICERS,    STOCKHOLDERS    AXD    DIRECTORS. 

.\.i  recourse  under  or  upon  any  obligation,  covenant  or  agreement  con- 
tained in  this  indenture,  or  in  any  bond  or  coupon  hereby  seemed,  or 
because  of  the  creation  of  any  indebtedness  hereby  seemed,  shall  be  had 
against  any  incorporator,  stockholder,  officer  or  director  of  the  Bridge 
Company,  or  of  any  successor  corporation,  either  directly  or  through  the 
Bridge  Company,  by  the  enforcemenl  of  any  assessment  or  by  any 
legal  or  equitable  proceeding  by  virtue  of  any  statute  or  otherwise;  it 
being  expressly  agreed  and  iindersl 1  thai  this  mortgage  and  the  obliga- 
tions hereby  Becured  are  solely  corporate  obligations,  and  that  no  personal 
liability  whatever  shall  attach  to,  or  be  incurred  by,  the  incorporators, 
stockholders,  officers  or  directors  of  the  Bridge  Company,  or  of  any  suc- 
cessor  corporation,  or  any  of  them,  iiecause  of  the  incurring  of  the  in- 
debtedness hereby  authorized  or  under  or  by  reason  of  any  of  the  obliga- 
tions, covenants  or  agreements  contained  in  this  indenture,  or  in  any  of 
the  bonds  or  coupons  hereby  seemed,  or  implied  therefrom;  and  that 
any  and  all  personal  liability,  of  every  name  and  nature,  and  any  and 
all  rights  and  claims  against  every  such  stockholder,  officer  or  director, 
whether  arising  at  common  law  or  in  equity,  or  created  by  statute  or 
constitution,  are  hereby  expressly  released  and  waived  as  a  condition 
of,  and  as  part  of  the  consideration  for,  the  execution  of  this  indenture 
and  the  issue  of  the  bonds  and  interest  obligations  secured  hereby. 

ARTICLE  EIGHT 

EVIDENCE    OF    BONDHOLDERS'    RIGHTS. 

Section  1.  Authentication  of  Instruments.  Any  request  or  other  in- 
strument, required  by  this  indenture  to  be  signed  and  executed  by  bond- 
holders, may  be  in  any  number  of  concurrent  instruments  of  similar  tenor, 
and  may  be  signed  or  executed  by  such  bondholders  in  person  or  by  agent 


CORPORATE    HISTORY  1635 

appointed  in  writing.  Proof  of  the  execution  of  any  such  request  or 
other  instrument,  or  of  a  writing  appointing  any  such  agent,  and  of 
the  holding  by  any  person  of  coupon  bonds  transferable  by  delivery, 
shall  be  sufficient  for  any  purpose  of  this  indenture,  and  shall  be  con- 
clusive in  favor  of  the  Trustee  with  regard  to  due  action  taken  by 
it,  under  such  request  or  other  instrument,  if  made  in  the  following  man- 
ner,  viz. : 

The  fact  and  date  of  the  execution  by  any  person  of  any  such 
request  or  other  instrument  or  writing  may  be  proved  by  the  certificate 
of  any  notary  public,  or  other  officer  authorized  to  take  acknowledg- 
ments of  deeds,  that  the  person  signing  such  request  or  other  in- 
strument acknowledged  to  him  the  execution  thereof;  or  by  an  affi- 
davit of  a  witness  to  such  execution. 

The  amount  of  coupon  bonds  transferable  by  delivery,  held  by 
any  person  executing  any  such  request  or  other  instrument  as  a  bond- 
holder, and  the  amount  and  issue  numbers  of  the  bonds  held  by  such 
person,  and  the  date  of  his  holding  the  same,  may  be  proved  by  a 
certificate  executed  by  any  trust  company,  bank,  bankers  or  other 
depositary  (wherever  situated),  if  such  certificate  shall  be  deemed 
by  the  Trustee  to  be  satisfactory,  showing  therein  that  at  the  date 
therein  mentioned  such  person  had  on  deposit  with  such  depositary 
the  bonds  described  in  such  certificate,  or  may  be  proved  in  such 
other  or  different  manner  as  may  be  satisfactory  to  the  Trustee.  The 
ownership  of  registered  coupon  bonds  or  of  registered  bonds  with- 
out coupons  shall  be  proved  by  the  registers  of  such  bonds. 

Section  2.  Apparent  Title  to  Bonds.  The  Bridge  Company  and  the 
Trustee  may  deem  and  treat  the  bearer  of  any  coupon  bond  hereby  se- 
cured, which  shall  not  at  the  time  be  registered  as  hereinbefore  author- 
ized, and  the  bearer  of  any  coupon  for  interest  on  any  such  bond,  whether 
such  bond  shall  be  registered  or  not,  as  the  absolute  owner  of  such 
bond  or  coupon,  as  the  case  may  be,  for  the  purpose  of  receiving  pay- 
ment thereof  and  for  all  other  purposes;  and  neither  the  Bridge  Com- 
pany nor  the  Trustee  shall  be  affected  by  any  notice  to  the  contrary. 

The  Bridge  Company  and  the  Trustee  may  deem  and  treat  the  person 
in  whose  name  any  registered  bond  without  coupons  issued  hereunder 
shall  be  registered  upon  the  books  of  the  Bridge  Company,  as  herein- 
before provided,  as  the  absolute  owner  of  such  bond,  for  the  purpose  of 
receiving  payment  of,  or  on  account  of,  the  principal  and  interest  of 
such  bond,  and  for  all  other  purposes,  and  may  deem  and  treat  the  person 
in  whose  name  any  coupon  bond  shall  be  so  registered  as  the  absolute 
owner  thereof,  for  the  purpose  of  receiving  payment  of,  or  on  account 
of,  the  principal  thereof,  and  for  all  other  purposes  except  to  receive 
payment  of  interest  represented  by  outstanding  coupons;  and  all  such 
payments  so  made  to  any  registered  holder  for  the  time  being,  or  upon 
his  order,  shall  be  valid  and  effectual  to  satisfy  and  discharge  the  liability 
upon  such  bond  to  the  extent  of  the  sum  or  sums  so  paid. 


1636      CHICAGO,   BURLINGTON   &   QTJINCY   RAILROAD  COMPANY 

AETICLE  NINE 

CONCERNING  THE  TRUSTEE. 

Section  1.  Immunities  and  Compensation.  The  Trustee  shall  uot  be 
answerable  for  the  default  or  the  misconduct  of  any  agent,  attorney  or 
employe  appointed  by  it  in  pursuance  hereof,  it'  such  agent,  attorney  or 
employe  shall  have  been  selected  with  reasonable  care,  or  for  anything 
whatever  in  connection  with  this  trust  instrument  except  wilful  miscon- 
duct or  gross  negligence.  Any  damage  which  the  Trustee  may  sustain, 
notwithstanding  the  exemption  herein  contained,  shall  be  deemed  a  pari 
of  the  reasonable  expenses  of  the  Trustee.  The  Trustee  shall  not  be 
under  any  obligation  to  take  any  action  towards  the  execution  or  en- 
forcement of  the  trusts  hereby  created  which,  in  the  opinion  of  the  Trus- 
tee, shall  be  likely  to  involve  it  in  expense  or  liability,  unless  one  or 
more  of  the  holders  of  the  bonds  hereby  secured  shall,  as  often  as  re- 
quired   by    the    Trustee,    furnish     it     reasonable    indemnity    satisfactory    to 

it    against  such   expense   or    liability;    nor   shall   the   Trustee    be    required 

to  take  UOtiee  of  any  default  hereunder,  including  any  default  under 
any  agreemeni  assigned  to  the  Trustee  as  security  hereunder,  unless 
notified  in  writing  of  such  default  by  the  holders  of  at  least  five  per 
cent,     ill     amount     of     the     bonds     hereby     secured     then     outstanding,     or     to 

take  any  action  in  respeel  of  an\  default  unless  requested  to  take  action 
in  respeel  thereof  bj  a  writing  signed  by  the  holders  of  not  less  than  a 
majority  in  amount  of  the  bonds  hereby  secured,  then  outstanding,  and 
tendered     reasonable     indemnity     as     aforesaid,     anything     herein     contained 

to  the  contrary  notwithstanding,  but  the  foregoing  provisions  of  this 
section  are  intended  only  for  the  protection  of  the  Trustee,  and  shall 
not  he  construed  to  limit  or  a  fled  any  discretion  or  power  by  any  pro- 
vision of  this  indenture  given  to  the  Trustee  to  determine  whether  or  not 
it  shall  take  action  in  respect  of  any  default,  without  such  notice  or 
request  from  bondholders,  or  t,,  affect  any  other  discretion  or  power 
given  to  the  Trustee.  Any  action  taken  by  the  Trustee  upon  the  request 
of  any  person  who  at  the  time  is  the  owner  of  any  bond  or  bonds  or 
coupon  or  coupons  hereby  Becured,  shall  be  conclusive  and  binding  upon 
all  future  owners  of  the  same  bond  or  bonds,  coupons  or  coupons. 

The  Trustee  shall  not  be  responsible  for  the  recording  of  this  or  any 
supplemental  indenture  and  shall  not  be  required  to  tile,  renew  or  con- 
tinue the  same  as  a  chattel  mortgage,  the  I'.ridge  Company  covenanting 
and   agreeing  to  record    the   same  as  a    mortgage  of   real    property. 

It  shall  not  be  any  part  of  the  duty  of  the  Trustee  to  effect  insurance 
againsl  tire  or  other  damage  on  any  portion  of  the  mortgaged  property 
or  to  renew  any  policies  of  insurance,  or  to  keep  the  mortgaged  premises 
free  from  the  lien  of  any  taxes,  charges  or  assessments,  or  to  make  any 
payments  on  account  thereof. 

The  Trustee  shall  not  be  responsible  for  the  collection  or  non-collection 
of  any  insurance  money  in  any  event,  but  only  for  such  insurance  money 
as  shall  come  into  its  hand,  nor  shall  the  Trustee  be  responsible  for  the 
amount   of   insurance   carried   by   the    Bridge   Company.      In    case    of    any 


CORPORATE  HISTORY  1637 

loss  covered  by  any  insurance  policy,  any  appraisement  or  adjustment 
thereof  and  settlement  or  payment  of  indemnity  therefor,  which  may  be 
agreed  upon  between  the  insurance  company  and  the  Bridge  Company  may 
be  consented  to  and  accepted  by  the  Trustee,  which  shall  in  no  way  be 
liable  or  responsible  for  such  adjustment. 

The  Trustee  shall  not  be  responsible  in  any  manner  whatsoever  for  the 
validity  hereof,  or  of  the  said  bonds  or  for  the  priority  thereof,  or  for 
the  amount  or  the  extent  of  the  security  afforded  by  the  property  covered 
hereby,  or  for  the  recitals  herein  or  in  said  bonds  contained;  nor  shall 
it  be  accountable  for  the  use  of  any  bonds  certified  and  delivered  by 
the  Trustee  hereunder  or  for  the  application  of  the  proceeds  of  such 
bonds. 

The  Trustee  may  acquire  bonds  secured  hereby  with  the  same  rights 
which  it   would  have   if  it  were  not  Trustee. 

All  moneys  coming  into  the  hands  of  the  Trustee  hereunder  may  be 
treated  by  it  until  such  time  as  it  is  required  to  pay  out  the  same,  as 
a  special  deposit,  without  any  liability  for  interest  save  such  as  during 
that  time  it  allows  to  its  general  depositors  in  its  banking  department. 

The  Trustee  shall  be  entitled  to  reasonable  compensation  for  all  services 
rendered  by  it  in  the  execution  of  the  trusts  hereby  created,  and  the 
Bridge  Company  agrees  to  pay  such  compensation  as  well  as  all  ex- 
penses, including  court  costs  and  reasonable  attorneys'  fees  necessarily 
incurred  or  disbursed  by  the  Trustee  hereunder,  from  time  to  time  upon 
demand;  and  for  the  payment  of  such  compensation  and  expenses  the 
Trustee  shall  have  a  first  lien  on  all  the  property  mortgaged  hereunder. 
The  Trustee  shall  be  protected  in  acting  upon  any  notice,  request,  con- 
sent, certificate,  resolution,  affidavit,  bond  or  other  paper  or  document 
believed  by  it  to  be  genuine  and  to  have  been  passed  or  signed  by  the 
proper  party. 

The  Trustee  may  advise  with  counsel,  including  counsel  of  the  Bridge 
Company,  and  the  opinion  of  counsel  shall  be  a  full  protection  and  justifica- 
tion for  anything  done  or  suffered  to  be  done  in  accordance  with  such 
opinion. 

Section  2.  Resignation  or  Bemoval.  The  Trustee,  or  any  trustee  or 
trustees  hereafter  appointed,  may  resign,  and  may  be  discharged  from 
the  trusts  created  by  this  indenture  by  serving  upon  the  Bridge  Company 
forty  days'  notice  in  writing,  addressed  to  the  Bridge  Company,  and 
to  the  bondholders,  specifying  a  date  when  such  resignation  shall  take 
effect,  which  notice  shall  be  published  by  the  Bridge  Company,  at  least 
once,  on  a  day  not  less  than  thirty  days  nor  more  than  sixty  days  prior 
to  the  date  so  specified,  in  a  newspaper  at  that  time  published,  respectively, 
in  the  City  of  Chicago  and  in  the  Borough  of  Manhattan,  City  of  New 
York,  and  in  the  City  of  Paducah,  Kentucky.  8uch  resignation  shall 
take  effect  on  the  day  specified  in  such  notice,  unless  previously  a  sue 
cessor  trustee  shall  be  appointed  as  hereinafter  provided,  in  which  event 
such  resignation  shall  take  effect  immediately  upon  the  appointment  of 
such  successor  trustee. 

Any  trustee  hereunder   may  be  removed  at   any  time  bjT  an  instrument 


1638       CHICAGO,   BURLINGTON  &   QUINCY   RAILROAD   COMPANY 

in  writing  under  the  hands  of  the  holders  of  two-thirds  in  amount  of 
the  bonds  hereby  secured  and  then  outstanding.  Such  instrument  shall 
be  executed  in  duplicate,  and  one  original  thereof  shall  be  lodged  with 
the  Bridge  Company   and  the  other  with  the  Trustee  so  removed. 

Section  3.  Appointment  of  Successor  Trustee.  In  case  at  any  time 
the  Trustee,  or  any  successor  trustee,  shall  resign  or  shall  be  removed  or 
otherwise  shall  be  or  become  incapable  of  acting,  a  successor  or  suc- 
cessors may  be  appointed  by  the  holders  of  a  majority  in  amount  of  the 
bonds  hereby  secured  then  outstanding,  by  an  instrument  or  concurrent 
instruments  signed  by  such  bondholders  or  their  attorneys  in  fact  duly 
authorized;  but  until  a  new  trustee  shall  be  appointed  by  the  bondholders 
as  herein  authorized,  the  Bridge  Company,  by  an  instrument  executed 
by  order  of  its  Board  of  Directors,  may  appoint  a  trustee  to  fill  such 
vacancy;  provided,  however,  that  every  such  trustee  shall  be  a  trust 
company  in  good  Btanding,  having  an  office  in  the  City  of  Chicago  or  iu 
the  Borough  of  Manhattan,  City  of  New  York,  if  there  be  such  a  com- 
pany  willing  and  aide  to  accept  the  trust  upon  reasonable  and  customary 
terms. 

Any  successor  trustee  appointed  hereunder  shall  execute,  acknowledge 
and  deliver  to  the  trustee  hist   iii  office  and  also  to  the  Bridge  Company 

an  instrument  accepting  such  appointment  hereunder,  and  thereupon  such 
successor  trustee,  without  any  further  act,  deed  or  conveyance,  shall  be- 
come vested  with  all  the  estate,  properties,  rights,  powers,  trusts,  duties 
and  obligations  of  its  predecessor  in  the  trust  hereunder,  with  like  effect 
as  if  originally  named  as  trustee  herein;  but,  nevertheless,  on  the  written 
request  of  the  successor  trustee,  the  trustee  ceasing  to  act  shall  execute 
and  deliver  an  instrument  transferring  to  such  successor  trustee,  upon 
the  trusts  herein  expressed,  all  the  estates,  properties,  rights,  powers 
and  trusts  of  the  trustee  so  resigning  or  removed,  subject,  nevertheless, 
to  any  lien  which  the  retiring  trustee  may  have  pursuant  to  any  pro- 
vision hereof;  and,  upon  request  of  any  such  successor  trustee,  the  Bridge 
Company  shall  make,  execute,  acknowledge  and  deliver  any  and  all  deeds, 
conveyances,  assignments  or  instruments  in  writing  for  more  fully  and 
certainly  vesting  in  and  confirming  to  such  successor  trustee  all  such 
estates,  properties,  rights,  powers  and  duties. 

ABTICLK   TEN. 

SUNDRY    PROVISIONS. 

Section  1.  Covenant  to  Bind  Successors  or  Assigns.  All  the  covenants, 
stipulations,  promises  and  agreements  in  this  indenture  contained,  by 
or  in  behalf  of  the  Bridge  Company,  shall  bind,  or  inure  to  the  benefit 
of,  its  successors  or  assigns,  whether  so  expressed  or  not. 

Section  2.  Definition  of  Terms.  Except  when  otherwise  indicated, 
the  words  "the  Trustee"  or  "said  Trustee"  or  any  other  equivalent 
term,  as  used  in  this  indenture,  shall  be  held  and  construed  to  mean  the 
Trustee,  for  the  time  being,  whether  original  or  successor;  the  words 
"Bond,"   "Bondholder"  and   "holder"   shall   include   the   plural  as  well 


CORPORATE    HISTORY  1639 

as  the  singular  number,  and  the  term  "majority"  shall  signify  "majority 
in  amount,"  whether  or  not  so  expressed. 

Union  Trust  Company,  party  hereto  of  the  second  part,  hereby  ac- 
cepts the  trusts  in  this  indenture  declared  and  provided,  and  agrees  to 
perform   the  same   upon   the  terms   and   conditions   hereinbefore   set   forth. 

In  witness  whereof,  as  of  the  day  and  year  first  above  written, 
Paducah  &  Illinois  Railroad  Company,  the  party  hereto  of  the  first  part, 
has  caused  this  indenture  to  be  signed,  and  its  corporate  seal  to  be 
hereunto  affixed  and  attested  by  its  officers  thereunto  duly  authorized; 
and  Union  Trust  Company,  the  party  hereto  of  the  second  part,  has 
caused  these  presents  to  be  signed,  and  its  corporate  seal  to  be  here- 
unto affixed  and  attested  by  its  officers  thereunto  duly  authorized. 
[seal]  Paducah  &  Illinois  Eailroad  Company, 

(L.  S.)  My  Hale  Holden, 

Attest :  President. 

J.  H.  Ambrose, 

Secretary. 

[seal]  Union  Trust  Company, 

(L.  SO  By  F.  H.  Rawson, 

Attest :  President. 

R.  F.  Chapin. 

Secretary. 
U.   S.   Revenue   stamps   to   the   amount   of   $1750.   affixed   and   cancelled 
Dec.  24,  1915. 

State  of  Illinois,  ) 
Cook  County.  ) 

I,  W.  S.  Burley,  a  Notary  Public  in  and  for  the  State  and  County 
aforesaid,  do  hereby  certify  that  Hale  Holden,  with  whom  I  am  per- 
sonally acquainted  and  to  me  known  to  be  the  President  of  Paducah  & 
Illinois  Railroad  Company,  whose  name  is  signed  to  the  within  and  fore- 
going mortgage  of  Paducah  &  Illinois  Railroad  Company  to  Union  Trust 
Company,  as  Trustee,  dated  the  first  day  of  July,  1915,  has  this  day 
personally  appeared  before  me  in  the  County  aforesaid  and  produced 
before  me  said  mortgage,  and  that  he  did  then  and  there  acknowledge  the 
same  before  me  in  the  County  aforesaid  and  declared  that  he  signed,  sealed 
and  delivered  the  same  as  President  of  Paducah  &  Illinois  Railroad  Com- 
pany, the  within  named  mortgagor,  and  for  and  on  behalf  of  said  Com- 
pany as  its  free  and  voluntary  act  and  deed,  and  as  his  own  free  and 
voluntary  act  as  such  President,  for  the  uses  and  purposes  therein  set 
forth,  having  as  such  President  signed  his  name  thereto  and  affixed  the 
corporate  seal  of  said  Company;  and  that  he  has  caused  the  same  to  be 
duly  attested  by  J.  H.  Ambrose,  the  Secretary  of  said  Company;  all 
of  which  has  been  done  by  him  under  and  pursuant  to  the  authority 
conferred  on  him  by  the  Board  of  Directors  of  said  Paducah  &  Illinois 
Railroad  Company. 

I  do  further  hereby  certify  that  J.  H.  Ambrose,  with  whom  I  am 
personally  acquainted  and   to  me  known   to  be  the   Secretary  of  Paducah 


1640      CHICAGO.   BURLINGTON    &   QUINCY   RAILROAD   COMPANY 

cV-  Illinois  Railroad  Company,  whose  name  :ilso  is  signed  to  the  within 
and  foregoing  mortgage  to  Union  Trust  Company,  as  Trustee,  dated 
the  first  day  of  July,  L915,  as  hereinbefore  referred  to,  lias  also  this 
dav  personally  appeared  before  me  in  the  County  aforesaid  and  pro- 
duced to  me  the  said  mortgage  and  thai  he  did  then  and  there  acknowl- 
edge the  same  and  he  declared  that,  by  the  direction  of  Hale  Holden, 
as  President  of  Paducah  &  Illinois  Railroad  Company  and  under  and 
pursuant  to  the  authority  conferred  by  the  Board  of  Directors  of  said 
Company,  he,  the  said  J.  II.  Ambrose,  has  duly  attested  said  mortgage 
and  signed  his  uame  to  said  attestation. 

Given  under  my  hand  and  notarial  seal  this  23rd  day  of  December, 
1915. 

My  commission  expires  Oct.  4,  1918.  W.  S.  Burlkv, 

[seal]  Nota/ry  Public  in  and  for  Cook  County, 

State  of  Illinois. 

State  of  Illinois.  / 

/■  ss 
of  Cook.     \ 

1.  Harry  L.  Rickard,  a  Notary  Public  in  and  for  the  State  and 
County  aforesaid,  do  hereby  certify  thai  P.  11.  Rawson,  as  President  of 
Onion  Trusl  Company,  whosi  i  gned  to  the  within  and  fore- 
going i!                of  Paducah  &   Illinois   Railroad  Company  to  Union  Trust 

Company,    as    Trustee,    dated    the    first     day    of    .Inly,     L915,    has    this    day 

sonally  appeared  before  me  in  the  County  aforesaid  ami  that  he  did  then 

and  there  acknowledge  the  s: to  be  the  free  and  voluntary  act  and  deed 

of  said  Union  Trusl  Company,  the  within  named  mortgagee,  and  as  his  own 
and  voluntary  .act  and  deed  as  such  President,  for  the  uses  and 
purposes  therein  Bel  forth,  that  lie  did  as  such  President  sign  his  name 
thereto  and  affix  the  corporate  Beal  of  .said  Company  and  that  he  has 
caused  the  same  to  be  duly  attested  by  R,  F.  Chapin,  the  Secretary  of  said 
Company,  all  of  which  has  been  done  by  him  under  and  pursuant  to  the 
authority  conferred  on  him  bj  the  Board  of  Directors  of  said  Union  Trust 
Company. 

And  1  do  further  certify  that  R.  F.  Chapin,  with  whom  I  am  per- 
sonally acquainted,  and  to  me  known  to  be  the  Secretary  of  Union  Trust 
Company,  whose  name  also  is  Bigned  to  the  within  and  foregoing  mort- 
gage to  said  Company,  dated  the  first  day  of  .July,  1!H.">,  1ms  also  this 
day  personally  appeared  before  me  in  the  County  aforesaid  and  produced 
to  me  said  mo  t(  .  ad  thai  he  did  then  and  thee  acknowledge  the 
same  and  declare  that,  by  direction  of  F.  II.  Rawson,  as  President  of 
Union  Trust  Company,  and  under  and  pursuant  to  the  authority  con- 
ferred by  the  Hoard  of  Directors  of  said  Company  he,  said  11.  F.  Chapin, 
has  duly  attested  said  mortgage  and  has  signed  his  name  to  said  attesta- 
tion. 

Given  under  my  hand  and  notarial  seal  this  24th  day  of  December,  1915. 

My  commission  expires  April   11th,   1916.  Harry  L.  Rickard, 

[seal]  Notary  Public  in  and  for  Cook  County, 

Doe.  699.  State  of  Illinois. 


CORPORATE    HISTORY  1641 

State  op  Illinois, 


'■} 


ss» 
Massac  County. 

Arthur   H.   Finley,   Clerk   of  the   Circuit   Court,   and   ex-officio   Eecorder, 

within   and    for   the   County   and   State   aforesaid,   do   hereby    certify    that 

the    within    and    foregoing    instrument    of    writing    was    filed    for    record 

on  the  27th  day  of  December,  A.  D.  1915,  at  10  o'clock  A.  M.,  and  duly 

recorded  in  volume  6  of  Mtges.  on  page  362. 

In    testimony    whereof,    I    have    hereunto    set    my    hand    the    day    and 

date  aforesaid. 

Arthur.  H.  Finley, 

Cleric. 

By 

Deputy  Cleric. 

State  of  Kentucky,       ) 
County  of  McCracken.  \ 

I,  Gus  G.  Singleton,  Clerk  of  the  County  Court  for  the  County  and 
State  aforesaid,  do  certify  that  the  foregoing  Mortgage  from  Paducah 
&  Illinois  Railroad  Company  to  Union  Trust  Company  was  lodged  for 
record  on  the  27th  day  of  December,  1915,  and  I  have  recorded  the  same, 
together  with  this  and  the  foregoing  certificate,  in  my  office. 
Given  under  my  hand  this  28th  day  of  December,  1915. 

Gus  G.  Singleton, 

Clerk. 

By 

D.  C. 


,i 


State  of  Kentucky, 

l  SCT 

County  of  McCracken. 

I,  Gus  G.  Singleton,  Clerk  of  the  County  Court  for  the  County  and 
State  aforesaid,  do  hereby  certify  that  the  above  and  foregoing  is  a 
true  and  correct  copy  of  an  instrument  of  writing  of  record  in  my 
office  in  Mortgage  book  #52  at  page  360. 

Given  under  my  hand  and  seal  of  office,  this  the  28th  day  of  December, 
1915. 

Gus  G.  Singleton, 
[seal]  Cleric  McCracken  County,  Ky.,  Court. 

EXHIBIT  5 

AGREEMENT,  July  1,  1915,  between  the  Chicago,  Burlington  &  Quincy 
Railroad  Company  of  the  first  part,  and   The  Nashville,  Chattanooga  & 
St.  Louis  Railway  of  the  second  part.     Relating  to  contributions  to  and 
division  of  surplus  and  deficit  of  Paducah  &  Illinois  Railroad  Company. 
This  Instrument,  Made  this,  the  first  day  of  July,  1915,  by  and  between 
the  Chicago,  Burlington  &  Quincy  Railroad  Company,  a  corporation  organ- 
ized and  existing  under  and  by  virtue  of  the  laws  of  the  State  of  Illinois, 
party  of  the  first  part,  and  The  Nashville,  Chattanooga  &  St.  Louis  Railway, 


1642      CHICAGO,   BURLINGTON  &  QUINCY   RAILROAD  COMPANY 

a  corporation  organized  and  existing  under  and  by  virtue  of  the  laws  of  the 
State  of  Tennessee,  a  party  of  the  second  part, 

II '  t  in  ssi  tli  : 

Whereas,  on  the  first  day  of  September,  1914,  an  agreement  was  entered 
into  by  and  between  Paducah  &  Illinois  Railroad  Company,  a  corporation 
organized  and  existing  under  and  by  virtue  of  the  faws  of  the  State  of 
Kentucky,  as  party  of  the  first  part,  hereinafter  called  the  Bridge  Company, 
and  the  Chicago,  Burlington  &  Quincy  Railroad  Company,  and  The  Nash- 
ville, Chattanooga  &  St.  Louis  Railway,  hereinafter  called  the  Railway 
Companies,  parties  of  the  second  part,  ami  the  Union  Trust  Company,  of 
Chicago,  Illinois,  a  corporation  of  the  State  of  Illinois,  as  party  of  the 
third  part,  for  tin-  construction,  maintenance  ami  operation  of  a  railroad 
bridge  across  the  Ohio  river,  at  or  near  Metropolis,  Illinois,  and  certain 
railroad  tracks  from  the  southern  terminus  of  said  bridge  connecting  with 
the  tracks  of  The  Nashville,  Chattanooga  &  st.  Louis  Railway  at  Paducah, 
Kentucky,  which  said  agreement  of  September  1,  l!»14,  has  been  modified 
in  certain  respects  by  a  supplemental  agreement  of  even  date  herewith, 
copies  of  which  Agreement  ami  Supplemental  Agreement  are  hereto  attached 
ami  made  a  part  hereof  marked  "Exhibit   A";  and 

Win  nils,  in  Section  1.  Article  II  of  said  Agreement  of  September  1, 
CM  \.  it  is  provided  as  follows : 

"Each  of  the  Railway  Companies  hereby  covenants  and  agrees  with  the 
Bi  dge  Company,  with  the  Trustee  Company,  and  with  the  other  Railway 
Company,  as  follows,  viz ; 

The  Bridge  Company  shall,  from  time  to  time,  fix,  publish  and  collect, 
reasonable  and  lawful  tolls,  charges  and  compensation  for  the  transportation 
of  freight  ami  passengers  ami  other  property  over  said  bridge  and  railroad 
and  for  the  use  of  said  facilities  by  the  Railway  Companies,  and  in  the 
event  that  it  be< tes  impracticable  for  an}  reason,  for  said  Bridge  Com- 
pany SO  to  do  and  the  Railway  Companies  or  either  of  them,  may  lawfully 
publish  and  collect  said  tolls  and  charges,  then  the  Railway  Companies 
or  either  of  them  shall  publish,  collect  ami  pay  the  same  over  to  the  Bridge 
Company. 

The  Bridge  Company  covenants  ami  agrees  to  apply  said  revenue  and 
pay  said  tolls,  rentals,  charges  and  compensation,  received  by  it,  in  the 
following  order,  to-wit: 

1st.  To  the  cost  ami  expense  inclined  by  t lie  Bridge  Company  during 
each  month  in  the  operation,  maintenance  and  repair  of  the  facilities 
afti  r  applying  to  such  renewal  and  repairs  any  sums  which  may  have  been 
ived  on  account  of  insurance)  and  including  all  salaries,  wages,  supplies, 
insurance  and  rentals  and  all  other  expenses  whatsoever  during  such 
month  not  otherwise  herein  expressly  provided  for,  and  further,  including 
all  loss  and  damage  to  the  facilities  covered  by  insurance,  but  excluding 
such  loss  and  damage  to  the  bridge  as  prevents  the  use  thereof. 

2d.  To  the  payment  of  all  taxes,  rates,  benefits,  assessments  or  other 
Governmental  charges  of  any  kind,  upon  or  on  account  of  said  bridge, 
railroad  and  facilities. 


CORPORATE   HISTORY  1643 

3d.  To  the  payment  of  the  interest  as  it  may  become  due  and  payable, 
upon  any  bonds  that  shall  have  been  issued  and  that  may  be  outstanding 
under  said  First  Mortgage  of  the  Bridge  Company. 

4th.  To  any  sinking  fund  or  premium  payment,  payable  by  said  Bridge 
Company  under  the  terms  of  its  said  First  Mortgage. 

5th.  To  the  payment  of  dividends  on  any  preferred  stock,  issued  as  in 
Section  5  of  this  Article  provided. 

In  the  event  that  the  revenue  received  by  the  Bridge  Company  from  said 
tolls,  charges,  rentals  and  compensation,  shall  at  any  time  be  insufficient 
to  promptly  make  the  payments  or  any  of  them,  aforesaid,  then  each  of 
the  Kailway  Companies  shall  pay  to  the  Bridge  Company  one-half  of  all 
sums  necessary  and  at  the  time  specified,  to  enable  it  to  make  the  payments 
above  mentioned, ' '  which  said  section  is  modified  by  Supplemental  Agree- 
ment of  this  date;  and 

Whereas,  in  Section  5  of  Article  II  of  said  Agreement  of  September  1, 
1914,  it  is  provided  as  follows: 

' '  Section  5.  Whenever  the  Bailway  Companies  shall  make  any  payments 
to  the  Bridge  Company  pursuant  to  Section  2  .of  this  Article  on  account  of 
the  principal  of  said  First  Mortgage  Bonds  of  the  Bridge  Company,  or 
whenever  any  payment  is  made  to  the  sinking  fund  either  by  the  Bridge 
Company  out  of  its  income  or  by  the  Railway  Companies  pursuant  to 
Section  1  of  this  Article,  then  the  Bridge  Company  shall  issue  and  shall 
deliver  to  the  Eailway  Companies  preferred  stock  of  the  Bridge  Company 
to  an  amount  at  par  equal  to  such  payment.  Such  preferred  stock  shall 
be  entitled  to  receive  dividends  payable  semi-annually  at  the  rate  of  and 
limited  to  ^y2%  per  annum,  before  any  dividends  shall  be  declared  on  the 
common  stock,  and  said  dividends  shall  be  cumulative;  and  on  the  dissolution 
of  the  Bridge  Company,  whether  voluntarily  or  otherwise,  the  holders  of  the 
preferred  stock  shall  be  entitled  to  have  their  shares  redeemed  at  par  before 
any  distribution  of  any  part  of  the  assets  of  the  Company  shall  be  made 
to  the  holders  of  the  common  stock.  The  preferred  stock  shall  not  be 
entitled  to  a  vote," 

Whereas,  on  account  of  the  method  of  constructing  rates  for  the  trans- 
portation of  traffic  from  points  north  of  the  Ohio  River  to  points  south  there- 
of, and  vice  versa,  the  said  tolls,  rentals,  charges  and  compensation  received 
by  the  Bridge  Company  will  necessarily  reduce  the  revenues  which  one  or 
both  of  the  railroads,  parties  to  this  agreement,  would  otherwise  have  re- 
ceived for  such  transportation,  and  will  in  that  sense  be  contributed  from 
the  revenues  of  one  or  both  of  said  railroads ;  and 

Whereas,  it  is  provided  in  said  Section  1  of  Article  II  of  said  agreement 
of  September  1,  1914,  as  modified  by  said  Supplemental  Agreement  of  this 
date,  that  in  case  the  revenue  received  by  the  Bridge  Company  from  its  said 
tolls,  rentals  and  compensation  shall  be  insufficient  to  promptly  make  the 
payments  therein  provided:  That  is  to  say,  1st — its  operating  expenses; 
2nd — taxes,  rates,  benefits,  assessments  or  other  governmental  charges 
against  its  property;  3rd— interest  on  bonds  as  it  may  become  due  and 
payable ;  4th — sinking  fund  or  premium  payments  under  the  terms  of  its 
First  Mortgage;   and  5th — dividends  on  preferred  stock  issued  as  provided 


164-i      CHICAGO,   BURLINGTON    &    QUINCY  RAILROAD   COMPANY 

in  said  Section  5  of  Article  II  of  said  agreement  of  September  1,  11>  1 4, 
then  the  Railway  Companies  shall  pay  to  the  Bridge  Company  all  sums 
necessary  and  at  the  time  specified  to  enable  the  Bridge  Company  to  make 
the  payments  above  mentioned;  and 

Whereas,  it  is  desired  by  each  of  said  Companies  that  there  shall  be  a 
definite  and  specific  understanding  between  them;  first,  determining  how 
and  in  what  proportion  the  preferred  stock,  to  lie  issued  on  account  of  any 
payment  made  to  the  sinking  fund  by  the  Bridge  Company  out  of  its 
income  or  out  of  sums  paid  by  the  Railway  Companies,  as  provided  in 
Section  5  of  Article  II  of  said  original  agreement  as  modified  by  the  Sup- 
plemental  Agreement  of  this  date  shal]  lie  so  issued  and  delivered  to  each 
Railway  Company;  second,  in  what  proportion  any  deficit  shall  be  paid  by 
each  Railway  Company;  and  third,  in  what  proportion  any  surplus  of  the 
Bridge  Company  shall  be  distributed  between   the   Railway  Companies; 

ire,  in  consideration  of  the  premises,  it  is  agreed  as  follows: 


Statements  shall  be  prepared  each  calendar  month  by  the  Bridge  Com 
pany,  ami  a  copy  thereof  delivered  to  each  of  the  parties  hereto,  showing 
the  amount  of  revenue  received  by  it  from  its  tolls,  rentals  ami  compensation 
for  the  preceding  calendar  month,  and  also  showing  what  proportion  thereof 
has  been  contributed  respectively  from  the  revenues  of  each  of  the  parties 
hereto.  A  similar  statement  for  each  fiscal  year  shall  be  furnished  by  the 
Bridge   Company    to   each    of   the    parties   hereto. 

II. 

In  the  event  that  the  revenue  received  by  the  Bridge  Company  for  any 

calendar  month  from  its  tolls,  rentals,  charges  and  compensation  shall  be 
insufficient   to  make  the  payments  ch.  to  such   calendar  month  pro- 

vided for  in    -  -     fcion   1   of  Article   II    of  said  agreement  of  September  1, 

I'.'l  \.  as  modified  by  Supplemental  Agreement  of  this  'late,  the  deficit  shall 
be  paid  by  the  parties  to  this  agreement  in  the  same  proportion  as  it  may 
be    ■  id   under  the   preceding   paragraph    that    such    revenue   of  the 

[ge   Company   shall  have   beei itributed  to  for  such   calendar   month 

from  the  revenu  ach  of  the  parties  hereto   respectively.     Such  pay- 

ments  so    made   by    each    of   the    parties    hereto    shall    constitute   a    floating 
indebtedness  of  the  Bridge  Company  ami  shall   !»•  Liquidated  by  the  Bridge 
pany  out   of  its   future  revenues   before   there  -hall   be  any   distribution 
of  surplus  as  hereinafter  provii 

III. 

In  the  event,  at  the  tremination  of  any  fiscal  year,  there  shall  be  a 
surplus  from  the  operations  of  the  Bridge  Company,  after  making  the 
payments  provided  for  in  said  section  1  of  Article  II  of  the  agreement  of 
September  1.  1914,  as  modified  by  Supplemental  Agreement  of  this  date, 
and  after  paying  any  previous  deficits  as  provided  for  in  paragraph  II  of 
this  agreement,   such   surplus   shall  be   divided  between   the  parties  hereto 


CORPORATE   HISTORY  1645 

in  the  proportion  which  each  of  them  has  contributed  from  its  revenues  to 
the  revenues  of  the  Bridge  Company,  as  ascertained  by  the  statements  pro- 
vided for  in  paragraph  I  hereof. 

IV. 

When  any  preferred  stock  shall  be  issued  by  the  Bridge  Company  under 
Section  5  of  Article  II  of  said  agreement  of  September  1,  1914,  as  modified 
by  Supplemental  Agreement  of  this  date,  either  on  account  of  payments 
made  to  the  sinking  fund  by  the  Bridge  Company  out  of  its  revenues  from 
operation,  or  out  of  sums  paid  by  the  parties  hereto,  such  preferred  stock 
shall  be  issued  and  delivered  to  each  of  the  Railway  Companies  parties 
hereto,  in  the  same  proportion  which  each  of  them  has  contributed  from  its 
revenues  to  the  revenues  of  the  Bridge  Company  for  the  fiscal  year  during 
which  such  payments  to  the  sinking  fund  have  been  made,  as  ascertained 
by  the  statements  provided  for  in  paragraph  I  hereof. 

V. 

The  term  "deficit"  when  used  in  this  agreement,  shall  signify  the  amount 
by  which  the  revenue  received  by  the  Bridge  Company  is  insufficient  to  make 
the  payment  provided  for  in  Section  1  of  Article  II  of  the  agreement  of 
September  1,  1914,  as  modified  by  the  Supplemental  Agreement  of  this 
date,  and  the  term  "surplus,"  whenever  it  appears  shall  signify  the  amount 
of  revenue  remaining  after  said  payments  shall  have  been  deducted  there- 
from. 

VI. 

This  Instrument  shall  remain  in  force  during  the  term  of  the  operating 
agreement  and  agreement  supplemental  thereto  herein  referred  to  and  made 
a  part  hereof,  and  shall  be  binding  upon  and  inurel  to  the  benefit  of  the 
successors  and  assigns  of  each  party  hereto. 

In  witness  whereof,  each  party  hereto  has  caused  this  Instrument,  and  an 
Instrument  of  like  tenor  and  even  date,  to  be  executed  by  its  President,  and 
its  corporate  seal  to  be  affixed  and  attested  by  its  Secretary,  both  thereunto 
duly  authorized,  the  day  and  year  first  above  written. 

Chicago,  Burlington  &  Quincy  Eailroad   Company 
[seal]  By  Hale  Holden, 

President. 
Attest: 

T.  S.  Howland, 
Secretary. 

The  Nashville,  Chattanooga  &  St.  Louis  Railway 
L  seal  J  By  Jno.  Howe  Peyton, 

President. 
Attest : 

T.  A.  Clarkson, 
Secretary. 


1646       CHICAGO,   BURLINGTON  &   QUINCY  RAILROAD   COMPANY 

CONTRACT  Dated  April  29,  1926,  effective  January  1,  1926,  between 
Paducah  &  Illinois  Railroad  Company,  party  of  the  first  part,  The  Nash- 
ville, Chattanooga  and  St.  Louis  Railway,  and  Chicago,  Burlington  and 
Quincy  Railroad  Company  and  Illinois  Central  Railroad  Company,  parties 
of  the  second  part,  and  Union  Trust  Company,  of  Chicago,  Illinois  party 
of   the    third    part. 

Amending  sections  1,  2,  3,  and  5  of  article  II  of  the  "construction  and 
operating  agreement"  dated  September  1,  1914,  cancelling  sections  1  and 
3  of  "  Supplemental  Agreement ' '  dated  July  1,  1915,  and  cancelling 
"Division  of  Surplus  and  Deficit  Agreement"   dated  July  1,   1915. 

THIS  AGREEMENT,  made  and  entered  into  this  Twenty-ninth  day  of 
April,  1926,  by  and  between  the  Paducah  &  Illinois  Railroad  Company,  a 
corporation,  organized  and  existing  under  and  by  virtue  of  the  laws  of 
the  State  of  Kentucky,  hereinafter  called  the  "Bridge  Company,"  as 
party  of  the  first  part,  The  Nashville,  Chattanooga  and  St.  Louis  Railway, 
a  corporation,  organized  and  existing  under  and  by  virtue  of  the  laws  of  the 
State  of  Tennessee;  the  Chicago,  Burlhigton  &  Quincy  Railroad  Company, 
a  corporation,  organized  and  existing  under  and  by  virtue  of  the  laws  of 
the  State  of  Illinois;  and  the  Illinois  Central  Railroad  Company,  a  cor- 
poration, organized  and  existing  under  and  by  virtue  of  the  laws  of  the 
State  of  Illinois,  as  parties  of  the  second  part,  hereinafter  referred  to 
as  the  "  Railway  Companies";  and  the  Union  Trust  Company,  of  Chicago, 
Illinois,  ;i  corporation  of  the  State  of  Illinois,  hereinafter  called  the 
"Trustee  Company,"  as  party  of  the  third  part; 

Witness*  >!,:    That. 

Whereas,  the  said  above  named  parties  did  on  the  10th  day  of  January, 
A.  D.  l!'L'.l.  inter  into  a  certain  agreement  in  writing  of  that  date,  but 
by  its  terms  made  effective  as  of  12:iH  A.  M.,  September  1,  1920,  which 
said  agreement  referred  to  the  following  contracts,  agreements  and  trust 
agreements  attached  thereto  and  made  a  part  thereof  and  marked  in 
order,   respectively,   Exhibits    1.   2,   :'.,    4,   and   5,  to  -wit : 

Exhibit  Xo.  1.  Construction  and  Operating  Agreement,  dated  Septem- 
ber  1,   1914. 

Exhibit  Xo.  2.     Supplemental  Agreement,  dated  July  1,  1915. 

Exliil.it   Xo.  :i.     Stork   Trust   Agreement,  dated  July  1,   1915. 

Exhibit   Xo.  4.     Trust  Deed  Agreement,  dated  July  1,  1915. 

Exhibit  Xo.  5.     Division  of  Surplus  and  Deficit  Agreement,  dated  July 
1,  1915. 
and, 

Whereas,  the  said  agreement  dated  the  10th  day  of  January,  1923,  and 
the  said  contracts,  agreements  and  trust  agreements  therein  and  herein- 
above referred  to  are  still  in  force  and  effect  among  the  parties  hereto; 
and, 

Whereas,  the  parties  hereto  are  desirious  of  changing  some  of  the  pro- 
visions of  said  contracts,  as  hereinafter  set  forth,  and  the  said  Railway 
Companies  are  desirous  of  cancelling  and  annuling  said  agreement  dated 
July  1,  1915,  designated  as  the  "Division  of  Surplus  and  Deficit  Agreement," 
Exhibit  X'o.  5  aforesaid; 


CORPORATE    HISTORY  1647 

Now  therefore,  in  consideration  of  the  premises  and  of  the  mutual 
covenants  and  agreements  of  the  parties  hereto  as  hereinafter  set  forth, 
it  is  agreed  by  and  between  the  parties  hereto  as  follows: 

Article  I. 

It  is  expressly  agreed  by  and  between  all  of  the  parties  hereto  that 
Sections  1,  2,  3,  and  5  of  Article  II  of  the  "Construction  and  Operating 
Agreement, "  dated  September  1,  1914,  Exhibit  1,  shall  be  and  the  same 
are  hereby  amended  to  read  as  follows,  and  as  so  amended  shall  from 
January  1,  1926  be  taken  and  considered  as  Sections  1,  2,  3  and  5  of 
Article    II    as    therein    written. 

' '  Section  1.  It  is  hereby  covenanted  and  agreed  by  and  between  each 
of  said  Eailway  Companies  with  each  other  and  with  the  Bridge  Com- 
pany, and  by  and  between  said  Bridge  Company  and  each  of  said  Eailway 
Companies,  the  said  Trustee  Company  consenting  thereto,  as  follows,  viz: 

"(a).  The  Bridge  Company  shall,  from  time  to  time,  fix  and  publish 
reasonable  and  lawful  tolls  and  charges  covering  the  transportation  of 
freight  and  passengers  and  other  property  over  said  bridge  and  railroad 
and  the  use  of  said  facilities;  or,  the  Railway  Companies,  or  either  of 
them,  may  fix  and  publish  said  tolls  and  charges  covering  the  transporta- 
tion of  freight  and  passengers  and  other  property  over  said  bridge 
and  railroad  and  the  use  of  said  facilities  of  the  Bridge  Company. 

"(b).  The  Railway  Companies  hereby  agree  that  they  will  pay  to  the 
Bridge  Company  for  the  transportation  of  freight  and  passengers  and 
other  property  over  said  bridge  and  railroad  by  or  for  said  Railway 
Companies,  and  for  the  uses  of  said  facilities  by  said  Railway  Companies, 
a  sum  of  money  which  shall  be  sufficient  to  enable  the  Bridge  Company 
to  pay,  and  the  Bridge  Company  covenants  and  agrees  that  it  will  apply 
and  pay  said  sum  so  received  by  it,  in  the  following  order,  to-wit: 

' '  1st.  To  the  cost  and  expense  incurred  by  the  Bridge  Company  during 
each  month  in  the  operation,  maintenance  and  repair  of  the  facilities 
(after  applying  to  such  renewal  'and  repairs  any  sums  which  may  have 
been  received  on  account  of  insurance,  and  to  the  cost  and  expense  of 
operation,  maintenance  and  repair  of  the  facilities  any  revenue  received 
by  it  from  sources  other  than  said  Railway  Companies)  and  including 
all  salaries,  wages,  supplies,  insurance  and  rentals  and  all  other  ex- 
penses whatsoever  incurred  in  the  operation,  maintenance  and  repair  of 
said  facilities  during  such  month  not  otherwise  herein  expressly  provided 
for. 

' '  2nd.  To  the  payment  of  all  taxes,  rates,  benefits,  assessments  or 
other  Governmental  charges  of  any  kind,  upon  or  on  account  of  said  bridge, 
railroad  and    facilities. 

' '  3rd.  To  the  payment  of  the  interest  as  it  may  become  due  and  pay- 
able, upon  any  bonds  that  shall  have  been  issued  and  that  may  be  out- 
standing  under  said  First   Mortgage  of  the  Bridge   Company. 

"(c).  All  freight  and  passengers,  and  other  property  transported  over 
said  bridge  and  railroad  by  or  for  each  of  said  Railway  Companies,  and 
all  use  made  of  said   facilities  by  each  of  said   Railway  Companies,  shall 


1648       CHICAGO,   BURLIXGTON   &   QUINCY  RAILROAD   COMPANY 

be  calculated  at  the  said  published  tolls  and  charges  applicable  thereto, 
and  each  of  the  said  Railway  Companies  hereby  covenants  and  agrees 
that  it  will  pay  to  the  Bridge  Company,  monthly,  within  ten  days  after 
the  receipt  of  bills  therefor  from  the  Bridge  Company,  such  proportion 
of  any  and  all  sums  from  time  to  time  required  by  the  Bridge  Company 
to  make  the  payments  specified  in  items  1st,  2nd,  and  3rd  of  the  fore- 
going paragraph  (b),  as  the  total  amount  of  tolls  and  charges  calculated 
on  the  freight  and  passengers  and  other  property  transported  over  said 
bridge  and  railroad  by  or  for  it,  and  on  the  uses  made  by  it  of  said 
facilities,  bears  to  the  total  amount  of  tolls  and  charges  calculated  on  all 
freight  and  passengers  and  other  property  transported  over  said  bridge 
and  railroad  by  all  of  said  Railway  Companies,  and  on  the  uses  made  of 
said  facilities  by  all  of  said  Railway  Companies  during  the  month  covered 
by  such  bills;  Provided,  that  the  amount  payable  to  the  Bridge  Com- 
pany by  each  of  said  Railway  Companies  on  account  of  interest  on  bonds 
of  the  Bridge  Company  as  specified  in  item  3rd  of  paragraph  (b)  hereof 
shall  be  computed  in  like  manner  and  upon  the  same  basis,  except  that 
for  said  item  3rd  the  nearest  convenient  six  months  shall  be  taken  as 
the  period  for  which  the  computation  shall  be  made  instead  of  one  month 
as  above  provided. 

"(d).  The  Bridge  Company  shall  for  each  calendar  month  prepare 
and  render  to  each  of  said  Railway  Companies  itemized  bills  showing  in 
detail  all  freight  and  passengers  and  other  property  transported  over  said 
bridge  and  railroad  by  or  for  each  of  said  Railway  Companies  and  all 
uses  made  of  said  facilities  by  each  of  said  Railway  Companies  during 
the  month  covered  by  such  bills,  ami  showing  the  amounts  (computed  as 
hereinabove  provided)  payable  to  the  Bridge  Company  by  each  of  said 
Railway  Companies  on  account  of  (1)  expenses,  (2)  taxes,  and  (3)  in- 
terest, as  specified  in  items  1st,  2nd  and  3rd  of  paragraph  (b)  hereof; 
Provided,  that  payments  by  the  Railway  Companies  on  account  of  said 
item  3rd  of  paragraph  (b)  hereof  as  and  when  required  by  the  Bridge 
Company  shall  be  computed  upon  the  nearest  convenient  six  months  period 
as  hereinabove  provided.  Payment  of  such  bills  by  the  said  Railway 
Companies  shall  not  be  delayed  for  errors  which  are  not  serious  ami  im- 
portant, but  such  bills  shall  l>e  paid  promptly  by  said  Railway  Companies 
as  rendered  notwithstanding  any  error  of  ordinary  character  likely  to 
occur  in  railroad  accounts,  the  necessary  corrections  to  be  made  in  sub- 
sequent bills.  Similar  statements  covering  each  fiscal  year  shall  be  pre- 
pared by  the  Bridge  Company  and  a  copy  thereof  furnished  by  it  to 
each  of  said  Railway  Companies. 

"  $  2.  (a).  On  the  day  when  any  of  said  First  Mortgage  Bonds  of 
the  Bridge  Company  shall  become  due  and  payable,  either  by  their  terms 
or  by  acceleration  of  payment  as  provided  in  the  said  bonds  or  in  said 
mortgage,  each  Railway  Company  agrees  to  pay  to  the  Bridge  Company 
a  sum  equal  to  one-third  of  the  principal  of  said  First  Mortgage  Bonds 
payable   on  such   date. 

"(b)  The  said  Railway  Companies  hereby  covenant  and  agree  with 
each  other  and  with  said  Bridge  Company  that  they  will  subscribe  during 


CORPORATE    HISTORY  1649 

each  year  for  an  amount  of  the  preferred  stock  of  the  Bridge  Company 
which  shall  be  equal  at  par  to  the  amount  of  the  sinking  fund  payments 
required  to  be  made  by  the  Bridge  Company  in  each  year  under  its  said 
First  Mortgage  (each  of  said  Bailway  Companies  agreeing  to  subscribe 
for  one-third  of  said  amount  of  said  preferred  stock),  and  each  of  said 
Railway  Companies  agrees  to  pay  into  the  treasury  of  the  Bridge  Com- 
pany on  account  of  such  subscription  to  said  preferred  stock,  as  and 
when  required  by  the  Bridge  Company  during  each  year,  one-third  of 
the  amount  of  the  sinking  fund  payments  required  to  be  made  by  the 
Bridge   Company  under   its  said  First   Mortgage   during   such  year. 

' '  §  3.  In  case  cither  of  the  said  Railway  Companies  shall  make  de- 
fault in  the  payment  of  any  sum  which  shall  be  payable  by  such  Railway 
Companies  as  provided  in  Section  1  and  Section  2  hereof,  then  the  sum 
which  such  Railway  Company  in  default  failed  to  pay  shall  be  paid  by  the 
other  Railway  Companies  parties  hereto  upon  demand  of  the  Bridge 
Company;  or,  if  the  Bridge  Company  be  in  default  as  hereinafter  specified 
under  its  said  First  Mortgage,  then  except  as  to  payments  under  par. 
(b)  of  Section  2  of  this  Article,  and  Section  5  of  this  Article,  to  the 
Trustee  Company  upon  its  demand. 

"The  obligation  of  each  Railway  Company  to  make  the  payments 
specified  in  this   Section  is  absolute  and   unconditional. 

"No  termination  or  suspension  of  any  rights  of  either  Railway  Com- 
pany pursuant  to  any  provision  of  this  agreement,  or  otherwise,  shall 
limit  or  affect  the  obligation  of  the  Railway  Company  whose  rights  are 
terminated  or  suspended  or  the  obligation  of  the  other  Railway  Companies  to 
pay  the  said  several  sums.  Each  of  the  Railway  Companies  agree  that  it 
will  make  the  several  payments  by  it  to  be  made  as  aforesaid  absolutely 
and  unconditionally,  without  deduction  for  any  set-off  or  counterclaim 
or   other  excuse,   during   such  full  term. 

"Except  as  provided  in  Section  4  of  this  Article  II,  the  several  sums 
payable  by  each  of  the  Railway  Companies  under  the  foregoing  provisions 
of  Sections  1  and  2  of  this  Article  shall  be  payable  to  the  Bridge  Company 
or  pursuant  to  its  written  order,  either  at  the  office  of  the  Bridge  Com- 
pany at  I'aducah,  Kentucky,  or  at  an  agency  or  despositary  elsewhere  to 
be  designated  by  the  Bridge  Company  by  a  written  notice  to  each  Railway 
Company,  stating  the  sum  to  be  paid  by  it  and  the  date  and  place  of 
payment,  which  notice  shall  be  given  by  the  Bridge  Company  to  each 
Railway  Company  at  least  ten  days  prior  to  the  date  when  such  sum  shall 
be  payable.  Each  sum  payable  to  the  Bridge  Company  under  any  of  the 
foregoing  provisions  of  this  section  shall  be  set  apart  by  it  upon  special 
trust,  to  apply  the  same  to  the  payment  of  the  interest  or  principal  of 
bonds,  sinking  fund,  or  other  obligations,  or  the  taxes,  rates,  benefits, 
assessments  or  other  governmental  charges  in  respect  of  which  such  sum 
became  payable  hereunder,  or  to  reimburse  the  Bridge  Company  to  the 
extent  it  shall  have  paid  any  of  said  items  out  of  its  other  funds. 

"§  5.  Whenever  the  Railway  Companies  shall  make  any  payments 
to  the  Bridge  Company  pursuant  to  Section  2  of  this  Article  on  account 
of  the  principal   of  said   First  Mortgage  Bonds  of  the  Bridge   Company, 


1650      CHICAGO,   BURLINGTON   &   QUINCY  RAILROAD   COMPANY 

or  on  account  of  the  sinking  fund  payments  required  to  be  made  by  the 
Bridge  Company  under  its  said  First  Mortgage,  then  the  Bridge  Com- 
pany shall  issue  and  shall  deliver  to  the  Railway  Companies  preferred 
stock  of  the  Bridge  Company  to  an  amount  at  par  equal  to  the  par  value 
of  the  bonds  purchased  for  the  sinking  fund  in  any  year.  Such  preferred 
stock  shall  be  entitled  to  receive  dividends  payable  semi-annually  at  the 
rate  of  and  limited  to  4%%  per  annum  before  any  dividends  shall  be 
declared  on  the  common  stock,  and  said  dividends  shall  be  cumulative; 
and  on  the  dissolution  of  the  Bridge  Company,  whether  voluntarily  or 
otherwise,  the  holders  of  the  preferred  stock  shall  be  entitled  to  have 
their  shares  redeemed  at  par  before  any  distribution  of  any  part  of  the 
assets  of  the  Bridge  Company  shall  be  made  to  the  holders  of  the  common 
stock.     The  preferred  stock  shall  not  be  entitled  to  a  vote." 

Article  II. 

It  is  expressly  agreed  by  all  of  the  parties  hereto  that  the  agreement 
dated  the  first  day  of  July,  191."),  entered  into  by  and  between  the  Chicago, 
Burlington  &  Quincy  Railroad  Company  and  The  Nashville,  Chattanooga 
&  St.  Louis  Railway,  designated  as  "Division  of  Surplus  and  Deficit 
Agreement,"  Exhibit  No.  5,  is  hereby  cancelled  and  terminated  as  of  the 
31st  day  of  December,  1925. 

Article  III. 
It  is  expressly  agreed  by  and  between   the  parties  hereto  that  Section 
1    and   Section    3    of    said    Supplemental    Agreement,    dated    July    1,    1915, 
Exhibit  No.  2,  shall  be  and  the  same  are  hereby  cancelled  and  terminated 
as  of  the  31st  day  of  December,  1925. 

Article  IV. 
The  .sums  payable  by  said  Railway  Companies  under  said  original  agree- 
ment dated  September  1,  1914,  as  herein  modified,  and  under  said  Supple- 
mental Agreement  dated  July  1,  1915,  as  herein  modified,  and  under 
this  agreement  itself,  are  hereby  assigned  to  the  Union  Trust  Company, 
Trustee  under  said  First  Mortgage  of  the  Bridge  Company,  as  additional 
security  on  said  mortgage,  subject,  however,  to  the  provisions  of  said 
original  agreement  of  September  1,  1914,  and  of  said  Supplemental 
Agreement  dated  July  1,  1915,  as  modified  by  this  agreement. 

Article  V. 
It  is  further  agreed  by  and  between  said  Bridge  Company,  party  of  the 
first  part  hereto,  and  said  Railway  Companies,  parties  of  the  second  part 
hereto,  and  by  each  of  said  Railway  Companies  with  each  other  and  with 
the  Bridge  Company,  that  this  agreement  shall  not  be  changed,  nor  shall 
any  provisions  hereof  be  modified  or  altered,  without  the  consent  of  said 
Bridge  Company  and  said  Railway  Companies  and  each  of  them,  and  that 
this  agreement  shall  be  binding  upon  the  said  Bridge  Company  and  said 
Railway  Companies  and  each  of  them,  and  their  lessees,  successors  and 
assigns,  respectively. 


CORPORATE   HISTORY  1651 

Article  VI. 
Except  as  herein  modified  the  said  Construction  and  Operating  Agree- 
ment, dated  September  1,  1914,  the  said  Supplemental  Agreement  dated 
July  1,  1915,  the  said  Stock  Trust  Agreement  dated  July  1,  1915,  the  said 
Trust  Deed  Agreement  dated  July  1,  1915,  and  the  said  agreement  dated 
January  10,  1923,  shall  remain  in  full  force  and  effect  and  be  binding 
upon  the  parties   hereto,  their  lessees,   successors  and  assigns,  respectively. 

Article  VII. 
The  Trustee  Company  enters  into  this  agreement  for  the  sole  purpose 
of  signifying  its  assent  to  this  agreement  as  an  agreement  between  said 
first  party  and  said  second  parties  hereto,  but  with  the  express  under- 
standing and  agreement  that  nothing  in  this  agreement  contained  shall 
be  construed  as  changing  or  modifying  in  any  respect  the  obligations  of 
the  Bridge  Company  and/or  of  the  said  Railway  Companies  and/or  of 
either  of  them,  made  and  entered  into  for  the  benefit  and  protection  of 
the  bondholders  under  said  First  Mortgage  of  the  Bridge  Company  as 
set  forth  in  said  existing  agreements,  and  that  said  existing  agreements 
as  between  said  Trustee  Company  and  said  Bridge  Company  and/or  said 
Railway  Companies,  and  each  of  them,  shall  stand  and  be  enforcible  for 
the  benefit  and  protection  of  the  bondholders  under  said  First  Mortgage 
of  the  Bridge  Company  with  the  same  force  and  effect  as  if  this  agree- 
ment had  not  been  made. 

In  witness  whereof,  the  parties  hereto  have  caused  this  agreement  to  be 
executed  in  quintuplicate  and  by  their  duly  authorized  officers,  the  day 
and   year   first   above   written. 

Paducah  &  Illinois  Railroad  Company, 
[seal]  By  Hale  Holden, 

President. 
Attest : 

E.  J.  Alden,  Assistant  Secretary. 

The  Nashville,  Chattanooga  and  St.  Louis  Railway, 
[seal]  By  J.  B.  Hill. 

President. 
Attest : 

D.  S.  Huggins,  Assistant  Secretary. 

Chicago,  Burlington  &  Quincy  Railroad  Company, 
[seal]  By   Hale   Holden, 

Attest :  President. 

C.  I.  Sturgis,  Secretar;/. 

Illinois   Central  Railroad   Company, 
[seal]  By  A.  E.  Clift, 

Attest:  Senior  Yioe  President. 

Burt  A.  Beck,  Assistant  Secretary. 
[seal]  Union  Trust  Company,  as  Trustee, 

Attest:  By  C.  R.  Holden, 

R.  F.  Chapin,  Secretary.  Vice  President. 


1652       CHICAGO.   BURLINGTON   &   QUINCY   RAILROAD   COMPANY 
State  of  Illinois,} 

v  SS. 

County  of  Cook.      ,  ' 

I,  A.  D.  McLane,  a  Notary  Puljlic  in  and  for  the  State  and  County 
aforesaid,  d"  hereby  certify  that  Hale  Holden,  as  President  of  the  above 
named  Paducah  &  Illinois  Railroad  Company,  personally  known  to  me  to 
be  the  same  person  whose  name  is  subscribed  to  the  foregoing  instrument 
as  such  President,  personally  appeared  before  me  this  day  in  the  County 
aforesaid,  and  acknowledged  that  he  signed,  sealed  and  delivered  said  in- 
strument as  the  free  and  voluntary  act  of  said  Paducah  &  Illinois  Eailroad 
Company,  and  as  his  own  free  and  voluntary  act  as  such  President  for  the 
uses  and  purposes  therein  set  forth ;  that  he  has  affixed  the  corporate  seal 
of  said  Company  and  has  caused  the  same  to  be  duly  attested  by  E.  J.  Alden, 
Assistant  Secretary  of  said  Company;  all  of  which  has  been  done  by  him 
under  and  pursuant  to  the  authority  conferred  on  him  by  the  Board  of 
Directors  of  said  Paducah  &  Illinois  Railroad  Company. 

n   under  my  hand  and  notarial  seal,  this   2i'th  day  of  April,   1926. 

My   commission   expires  March  22,   1927. 
[seal]  A.  D.  McLane, 

Notary  Public  in  and  for  tht    County  of  Cool;,  State  of  111 


I- 


State  of  Illinois,! 
County  of  Cook. 

I.  A.  I».  McLane,  a  Notary  Public  in  and  for  the  State  and  County  afore- 
said. '/"  hereby  certify  that  B.  .1.  Alden,  with  whom  I  am  personally  ac- 
quainted and  to  me  known  to  be  the  Assistant  Secretary  of  the  Paducah 
&  Illinois  Railroad  Company,  whose  name  is  signed  to  the  within  and  fore- 
going instrument,  has  this  day  personally  appeared  before  me  in  the 
County  aforesaid,  produced  to  me  the  said  instrument,  and  then  and  there 
acknowledged  the  same  and  declared  that  she  did  duly  attested  said  in- 
strument and  did  sign  her  name  to  said  attestation. 

G  under  my  hand  and  notarial  seal,  this  20th  day  of  April,  1926. 

My   commission  expires  March  22,   1927. 
[seal]  A.  D.  McLane, 

Notary  Public  in  and  for  said  County  and  State. 

State  of  Texxessee.) 
Couxty  of  Davidson.  J 

I,  R.  T.  Saunders,  a  Notary  Public  in  and  for  the  State  and  County 
aforesaid,  do  hereby  certify  that  J.  B.  Hill  as  President  of  the  above  named 
The  Xashville,  Chattanooga  &  St.  Louis  Railway,  personally  known  to  me 
to  be  the  same  person  whose  name  is  subscribed  to  the  foregoing  instrument 
as  such  President,  personally  appeared  before  me  this  day  in  the  County 
aforesaid,  and  acknowledged  that  he  signed,  sealed,  and  delivered  said 
instrument  as  the  free  and  voluntary  act  of  said  The  Xashville,  Chattanooga 
&  St.  Louis  Railway,  and  as  his  own  free  and  voluntary  act  as  such  Presi- 
dent for  the  uses  and  purposes  therein  set  forth;   that  he  has  affixed  the 


CORPORATE   HISTORY  1653 

corporate  seal  of  said  Railway  and  has  caused  the  same  to  be  duly  attested 
by  D.  S.  Huggins,  Asst.  Secretary  of  said  Railway;  all  of  which  has  been 
done  by  him  under  and  pursuant  to  the  authority  conferred  on  him  by  the 
Board  of  Directors  of  said  The  Nashville,  Chattanooga  &  St.  Louis  Rail- 
way. 

J  do  further  certify  that  D.  S.  Huggins,  with  whom  I  am  personally 
acquainted  and  to  me  known  to  be  the  Asst.  Secretary  of  said  The  Nash- 
ville, Chattanooga  &  St.  Louis  Railway,  whose  name  is  signed  to  the  within 
and  foregoing  instrument,  has  also  this  day  personally  appeared  before 
me  in  the  County  aforesaid,  produced  to  me  said  instrument,  and  then  and 
there  acknowledged  the  same  and  declared  that  he  did  duly  attest  said 
instrument  and  did  sign  his  name  to  said  attestation. 

GvOi  a  under  my  hand  and  notarial  seal,  this  13th  day  of  May,  1926. 

My   commission   expires   January  2,   1927. 
[seal]  R.  T.  Saunders, 

Notary  Public  in  and  for  said  County  and  State. 


State  of  Illinois,] 
County  op  Cook. 


oisJ 


I,  A.  D.  McLane,  a  Notary  Public  in  and  for  the  State  and  County 
aforesaid,  do  hereby  certify  that  Hale  Holden,  as  President  of  the  above 
named  Chicago,  Burlington  &  Quiney  Railroad  Company,  personally  known 
to  me  to  be  the  same  person  whose  name  is  subscribed  to  the  foregoing 
instrument  as  such  President,  personally  appeared  before  me  this  day  in 
the  County  aforesaid,  and  acknowledged  that  he  signed,  sealed  and  de- 
livered said  instrument  as  the  free  and  voluntary  act  of  said  Chicago,  Bur- 
lington &  Quiney  Railroad  Company,  and  as  his  own  free  and  voluntary 
act  as  such  President  for  the  uses  and  purposes  therein  set  forth;  that  he 
has  affixed  the  corporate  seal  of  said  Company  and  has  caused  the  same 
to  be  duly  attested  by  C.  I.  Sturgis,  Secretary  of  said  Company;  all  of 
which  has  been  done  by  him  under  and  pursuant  to  the  authority  conferred 
on  him  by  the  Board  of  Directors  of  said  Chicago,  Burlington  &  Quiney 
Railroad  Company. 

I  do  further  certify  that  C.  I.  Sturgis,  with  whom  I  am  personally  ac- 
quainted and  to  me  known  to  be  the  Secretary  of  said  Chicago,  Burlington 
&  Quiney  Railroad  Company,  whose  name  is  signed  to  the  within  and  fore- 
going instrument,  has  also  this  day  personally  appeared  before  me  in  the 
County  aforesaid,  produced  to  me  said  instrument,  and  then  and  there  ac- 
knowledged the  same  and  declared  that  he  did  duly  attest  said  instrument 
and  did  sign  his  name  to  the  said  attestation. 

Given  under  my  hand  and  notarial  seal,  this  29th  day  of  April,  1926. 

My  commission  expires  March  22,  1927. 
[seal]  A.  D.  McLane, 

Notary  Public  in  and  for  the  County  of  Cook,  State  of  Illinois. 


1654      CHICAGO,   BURLINGTON   &   QUINCY   RAILROAD   COMPANY 
State  of  Illinois,) 


SS. 

County  of  Cook 

I,  A.  E.  L.  Gareiss,  a  Notary  Public  in  and  for  the  State  and  County 
aforesaid,  do  hereby  certify  that  A.  E.  Clift,  as  Senior  Vice  President  of 
the  above  named  Illinois  Central  Railroad  Company,  personally  known  to 
me  to  be  the  same  person  whose  name  is  subscribed  to  the  foregoing  in- 
strument as  such  Senior  Vice  President,  personally  appeared  before  me 
this  day  in  the  County  aforesaid,  and  acknowledged  that  he  signed,  sealed 
and  delivered  said  instrument  as  the  free  and  voluntary  act  of  said  Illinois 
Central  Railroad  Company,  and  as  his  own  free  and  voluntary  act  as  such 
Senior  Vice  President  for  the  uses  and  purposes  therein  set  forth;  that 
he  has  affixed  the  corporate  seal  of  said  Company  and  has  caused  the  same 
to  be  duly  attested  by  Burt  A.  Beck,  Asst.  Secretary  of  said  Company; 
all  of  which  has  been  done  by  him  under  and  pursuant  to  the  authority 
conferred  on  him  by  the  Board  of  Directors  of  said  Illinois  Central  Rail- 
road Company. 

/  do  further  certify  that  Burt  A.  Beck,  with  whom  I  am  personally  ac 
quainted  and  to  me  known  to  be  the  Asst.  Secretary  of  said  Illinois  Central 
Railroad  Company,  whose  name  is  signed  to  the  within  and  foregoing  in- 
strument, has  also  this  day  personally  appeared  before  me  in  the  County 
aforesaid,  produced  to  me  said  instrument,  and  then  and  there  acknowledged 
the  same  and  declared  thai  he  did  duly  attest  said  instrument  and  did  sign 
his  name  to  said  attestation. 

Given  under  my  hand  and  notarial  seal,  this  3rd  day  of  May,  1926. 

My  commission  expires  September  4,  l'.i:27. 
[seal]  A.  E.  L.  Gareiss, 

Notary  Public  in  and  for  the  County  of  Cool;,  State  of  Illinois. 

state  of  Illinois,) 

v  SS 

I  "    ntv  of  Cook.     \  ' 

I,  Frank  A.  Wehman,  a  Notary  Public  in  and  for  the  State  and  County 
aforesaid,  do  her*  by  a  rtify  that  O.  R.  Holden,  as  Vice  President  of  the 
above  named  Union  Trust  Company,  personally  known  to  me  to  be  the 
same  person  whose  name  is  subscribed  to  the  foregoing  instrument  as  such 
Vice  President,  personally  appeared  before  me  this  day  in  the  County 
aforesaid  and  acknowledged  that  he  signed,  sealed,  and  delivered  said  in- 
strument as  the  free  and  voluntary  act  of  said  Union  Trust  Company,  and 
as  his  own  free  and  voluntary  act  as  such  Vice  President,  for  the  uses  and 
purposes  therein  set  forth;  that  he  has  affixed  the  corporate  seal  of  said 
Company  and  has  caused  the  same  to  be  duly  attested  by  R.  F.  Chapin, 
Secretary  of  said  Company;  all  of  which  has  been  done  by  him  under  and 
pursuant  to  the  authority  conferred  on  him  by  the  Board  of  Directors  of 
said  Union  Trust  Company. 

/  do  further  certify  that  R.  F.  Chapin,  with  whom  I  am  personally  ac- 
quainted and  to  me  known  to  be  the  Secretary  of  said  Union  Trust  Com- 
pany, whose  name  is  signed  to  the  within  and  foregoing  instrument,  has 
also    this    day    personally    appeared    before    me    in    the    County    aforesaid, 


CORPORATE    HISTORY  1655 

produced  to  me  said  instrument,  and  then  and  there  acknowledged  the 
same  and  declared  that  he  did  duly  attest  said  instrument  and  did  sign  his 
name  to  said  attestation. 

Given  under  my  hand  and  notarial  seal,  this  18th  day  of  May,  1926. 

My  commission  expires   May   24,   1927. 
[seal]  Frank  A.  Wehman, 

Notary  Public  in  and  for  the  County  and  State  aforesaid. 


AGREEMENT,  September  14,  1915,  Chicago,  Burlington  &  Quincy  Rail- 
road Company,  and  Peoria  and  Pekin  Union  Railway  Company.  Use 
of  tracks,  union  passenger  station  and  facilities  at  Peoria,  Illinois. 
1.27  miles. 

This  Agreement,  Made  and  entered  into  this  14th  day  of  September, 
A.  D.  1915,  by  and  between  the  Chicago,  Burlington  &  Quincy  Railroad 
Company,  hereinafter  called  the  ' '  Burlington  Company, ' '  party  of  the 
first  part,  and  the  Peoria  and  Pekin  Union  Railway  Company,  hereinafter 
called  the   ' '  Union   Company, ' '  party   of  the   second   part. 

Whereas,  on  the  24th  day  of  July  A.  D.  1913,  the  City  of  Peoria,  Peoria 
County,  Illinois,  through  its  Council  granted  to  the  Burlington  Company 
a  franchise  to  lay  and  construct  switch  tracks  from  a  point  on  its  line 
situated  in  Water  Street  in  the  City  of  Peoria,  Illinois,  and  located  about 
one  hundred  seventy-five  (175)  feet  southwesterly  from  Bridge  Street  in 
said  City  from  said  point  to  and  across  two  adjoining  tracks  of  the  Union 
Company,  thence  across  Water  Street  entering  upon  and  across  lot  twelve 
(12)  block  thirty-eight  (38)  in  the  City  of  Peoria,  Illinois,  thence  across 
Bridge  Street  and  thence  upon  and  across  lots  seven,  eight  and  nine  (7-8-9) 
in  block  thirty-seven  (37)  in  the  City  of  Peoria,  Illinois,  thence  into  and 
upon  Commercial  Alley  (Street)  as  shown  in  yellow  on  blue  print  attached 
hereto  and  made  a  part  hereof,  and 

Whereas,  certain  objections  having  been  made  by  the  Union  Company 
against  the  laying  or  construction  of  said  proposed  crossings  in,  upon 
and  across  the  tracks  of  the  Union  Company,  as  shown  on  the  said  blue 
print,   and 

Whereas,  it  has  been  mutually  agreed  by  and  between  both  parties 
hereto  that  the  Burlington  Company  will,  during  the  continuance  of  this 
agreement,  abandon  the  plan  to  construct  said  crossings  in  the  tracks  of 
the  Union  Company  without  waiving  its  right  sustained  by  the  Railroad 
and  Warehouse  Commission  and  the  Supreme  Court  of  the  State  of 
Illinois,  to  so  construct  said  crossings,  and  in  lieu  of  the  construction  and 
installation  of  the  said  crossings  in  the  tracks  of  the  Union  Company 
as  aforesaid,  the  Burlington  Company  does  hereby  agree  to  use,  and  the 
Union  Company  does  hereby  agree  to  permit  the  Burlington  Company 
the  use  of  its  tracks  on  Water  Street  (as  indicated  in  red  on  said  blue 
print)  from  a  point  near  the  southwesterly  line  of  Chestnut  Street  in  the 
City  of  Peoria,  extending  to  a  point  about  one  hundred  fifty  (150') 
feet  southwesterly  from  Bridge  Street  in  the  City  of  Peoria,  the  said 
tracks  so  shown  in  red  on  said  blue  print  being  for  convenience  hereinafter 


1656       CHICAGO,   BURLINGTON  &   QUINCY  RAILROAD   COMPANY 

called  the  "joint  tracks,"  under  the  following  terms  and  conditions  (the 
said  terms  and  conditions  being  in  accordance  with  the  Finding  of  date 
July  1,  1915,  of  Board  of  Arbitration  composed  of  R.  N.  Begien,  of 
Cincinnati,  Ohio,  H.  A.  Boomer,  of  Indianapolis,  Indiana,  and  E.  P.  Bracken, 
cf  Chicago,  Illinois,  appointed  by  both  parties  hereto  for  the  purpose  ami 
with  authority  to  decide  ami  settle  a  disagreement  and  an  issue  between 
the  parties  hereto,  concerning  proposed  crossings  over  the  tracks  of  the 
Union  Company  by  the  Burlington  Company  in  Water  .Street  in  the  City 
cf  Peoria  and  changing  and  rearranging  the  construction  of  Bridge  Street 
•viaduct   in   said    City)  : 

Article  I. 

The  right  is  hereby  granted  by  the  Union  Company  to  the  Burlington 
Company  for  the  use  of  said  joint  tracks  for  a  period  of  Twenty-five 
(25)  years  from  date  hereof;  but  the  Union  Company,  in  making  said 
giant,  does  not  confer  to  the  Burlington  Company  any  greater  rights 
or  privileges  than  those  now  or  hereafter  possessed  by  said  Union  Company. 

A.RTICLE    II. 

It  is  agreed  between  the  parties  hereto  that  the  Burlington  Company 
will  construct  ami  install  its  proportion  (about  one-half)  of  a  cross-over 
(as  indicated  on  said  blue  print  )  at  its  own  sole  expense,  from  its  main 
track  to  the  main  track  of  the  Union  Company  near  Chestnut  Street  and 
it  is  hereby  agreed  that  the  Union  Company  will  construct,  install  and 
maintain  its  proportion  (one  half)  of  said  crossover,  ami  the  Burlington 
Company  will  reimburse  the  Onion  Company  for  all  expense  incurred  by 
the  Union  Company  on  account  of  the  installation  and  maintenance  of 
the  said  one-half  of  said  crossover,  but  the  ownership  of  said  one-half 
(Y2)  of  said  crossover  shall  be  ami  remain  the  property  of  the  Union 
Company. 

Article  III. 

It  is  agreed  between  the  parties  hereto  that  the  Union  Company  will 
construct,  install  and  maintain  a  switch  and  turnout,  including  frogs,  guard 
rail  and  appurtenances  at  a  point  on  its  track  about  one  hundred  fifty 
(150')  feet  south  of  Bridge  Street  at  the  junction  or  connection  of  said 
proposed  Commercial  Alley  switch  tracks  of  the  Burlington  Company 
and  the  Burlington  Company  does  hereby  agree  to  reimburse  the  Union 
Company  for  the  total  cost  to  the  Union  Company  of  the  construction 
and  installation  of  said  switch  and  turnout;  the  ownership  of  said  switch 
and  turnout  shall  be  and  remain  the  property  of  the  Union  Company. 

Article  IV. 

For  the  use  of  said  joint  line  herein  granted  the  Burlington  Company 
hereby  agrees  to  pay  to  the  Union  Company,  in  monthly  payments  to 
be  made  within  thirty  (30)  days  after  receipt  of  bills  therefor  from 
the  Union  Company,  as  follows : 


CORPORATE    HISTORY  1657 

(a)  Such  proportion  of  a  sum  equal  to  five  per  centum  per  annum  on 
the  valuation  of  $2,097.00  dollars  on  the  portion  of  said  joint  tracks 
located  between  the  point  marked  "G"  and  the  point  marked  "H" 
on  said  blue  print  (the  said  valuation  being  the  agreed  value  of 
said  portion  of  said  tracks  exclusive  of  the  value  of  lands  for  right 
of  way  therefor)  as  the  number  of  cars  and  engines  operated  by 
the  Burlington  Company  over  said  portion  of  said  joint  tracks  bears 
to  the  total  number  of  cars  and  engines  operated  thereover  by  all 
the  companies  using  the  same,  each  engine  to  be  counted  as  two  cars. 

(b)  Such  proportion  of  a  sum  equal  to  five  per  centum  per  annum  on 
the  valuation  of  $1,303.00  dollars  on  the  portion  of  said  joint  tracks 
located  between  the  point  marked  "H"  and  the  point  marked  "M" 
on  said  blue  print  (the  said  valuation  being  the  agreed  value  of 
said  portion  of  said  tracks  exclusive  of  the  value  of  lands  for  right 
of  way  therefor)  as  the  number  of  cars  and  engines  operated  by  the 
Burlington  Company  over  said  portion  of  said  joint  tracks  bears 
to  the  total  number  of  cars  and  engines  operated  thereover  by  all 
the  companies  using  the  same,  each  engine  to  be  counted  as  two  cars. 

(c)  Such  proportion  of  the  cost  of  operation,  maintenance,  repairs  and 
renewal  of  the  portion  of  said  joint  tracks  located  between  the  point 
marked  "D"  and  the  point  marked  "H"  on  said  blue  print  as  the 
number  of  cars  and  engines  operated  by  the  Burlington  Company 
over  said  portion  of  said  joint  tracks  bears  to  the  total  number  of 
cars  and  engines  operated  thereover  by  all  the  companies  using  the 
same,  each  engine  to  be  counted  as  two   cars. 

(d)  Such  proportion  of  the  cost  of  operation,  maintenance,  repairs  and 
renewal  of  the  portion  of  said  joint  tracks  located  between  the  point 
marked  "G"  and  the  point  marked  "H"  on  said  blue  print  as 
the  number  of  cars  and  engines  operated  by  the  Burlington  Company 
over  said  portion  of  said  joint  tracks  bears  to  the  total  number  of 
cars  and  engines  operated  thereover  by  all  the  companies  using  the 
same,  each  engine  to  be  counted  as  two  cars. 

It  is  understood  and  agreed  that,  to  save  bookkeeping  in  determining  the 
Burlington  Company's  proportion  of  rental,  maintenance,  repairs,  renewals 
and  operation  under  paragraphs  (a),  (b),  (c),  and  (d)  of  this  article 
IV,  the  Burlington  Company's  wheelage  proportion  is  agreed  upon  as 
five  percent  for  zones  ' '  G "  to  ' '  H "  and  twenty -five  percent  for  zones 
"  H "  to  ' '  M  "  and  "  D  "  to  "  H  "  until  such  time  as  either  party  hereto 
shall  feel  that  any  of  such  proportions  is  not  representative  of  the  wheelage 
proportion  hereinbefore  in  this  Article  IV  prescribed,  in  which  event  the 
said  proportion  shall  be  increased  or  decreased  as  the  General  Managers 
of  the  parties  hereto  shall  agree  from  time  to  time.  In  event  of  failure 
of  the  General  Managers  to  agree  on  any  proportion  within  sixty  days 
after  receipt  of  notice  from  either  party  hereto  to  the  other  of  a  desire 
for  a  revision  thereof,  the  Burlington  Company's  proportion  shall  be 
determined  by  actual  enumeration  on  the  wheelage  basis  hereinbefore  in 
this  Article  IV  prescribed. 


1658      CHICAGO,   BURLINGTON  &   QUINCY  RAILROAD   COMPANY 

Article  V. 
It  is  hereby  agreed  between  the  parties  hereto  that  the  Burlington  Com- 
pany will  pay  to  the  Union  Company  the  sum  of  One  Thousand  Six  Hundred 
Eighty-five  ($1,685.00)  Dollars  which  it  is  agreed  is  its  proper  proportion 
that  the  Burlington  Company  shall  and  will  pay  to  the  Union  Company 
towards  the  cost  to  the  Union  Company  of  the  construction  and  installation 
of   the   structure   known   as   Bridge    Street    Viaduct. 

Article  VI. 
It  is  hereby  agreed  by  and  between  the  parties  hereto  that  the  Burlington 
Company  will,  at  its  own  sole  expense,  make  all  necessary  changes  in 
and  upon  Bridge  Street  Viaduct  for  the  purpose  of  enabling  the  trains 
and  engines  of  the  Burlington  Company  to  pass  beneath  said  viaduct  and 
into  and  upon  tracks  in  Commercial  Alley  (Street),  which  tracks  are 
indicated  upon  said  blue  print. 

Aktici.k  VII. 

SECTION  1.  All  persons  engaged  in  the  maintenance,  repair  and  operation 
of  the  joint  tracks,  although  paid  by  the  Union  Company  shall,  as  respects 
liability  for  loss,  damage,  injury  or  death  be  deemed  and  considered  the 
joint   employes  of  the   Union  Company  and   the   Burlington  Company. 

If  any  persons  are  engaged  partly  in  such  maintenance,  repair  or  operation, 
and  partly  in  service  not  connected  therewith,  then  and  in  that  case  they 
shall  be  regarded  as  joint  employes  only  to  tin'  extent  of  their  engagement 
for  the  joint  use  and  benefit  of  the  Union  Company  and  the  Burlington 
Company. 

Engine  and  train  men  of  each  party  engaged  solely  in  its  own  service 
shall  not  be  considered   joint    employes  hereunder. 

$   2.   Each    party    hereto    shall    bear   and   pay   for: 

All  loss,  damage,  injury  or  death  sustained  by  any  person  or  persons 
whomsoever  (including  both  parties  hereto  and  their  employes)  which 
is  caused  wholly  by  the  negligence  or  willful  acts  of  its  sole  employes, 
or  by  any  defect  in  or  failure  of  its  engines  or  cars. 

§   3.  Each  party  hereto  shall  bear  and  pay  for: 

All  loss  or  damage  to  its  own  property;  property  in  its  custody; 
property  of  its  sole  employes ;  property  of  its  passengers  and  other  persons 
on  its  trains; — injury  to,  or  death  of,  its  sole  employes;  its  passengers 
and  other  persons  on  its  trains; — loss,  damage,  injury  or  death  not  in 
this  section  specifically  mentioned,  sustained  by  itself,  its  sole  employes, 
its  passengers  and  other  persons  on  its  trains  and  the  owners  of  property 
in  its  custody. 

When  such  loss,  damage,  injury  or  death  is  caused  by  or  results  from: 

(a)  Any  defect  or  imperfection  in  said  joint  tracks  or  any  part  thereof, 

(b)  unknown  causes. 

(c)  the  negligence   or  willful  act  of  a  joint  employe. 

(d)  the   concurrent   negligence    or  willful   acts   of   a   joint   employe   and 
a  sole  employe  of  either  or  both  parties. 

(e)  the   concurrent   negligence  or  willful  acts   of   the  sole  employes   of 
both  parties. 


CORPORATE    HISTORY  1659 

(f)  negligence  or  willful  acts  of  third  persons. 

(g)  negligence   or  willful  acts  when   the   responsibility   therefor   cannot 

be   determined. 

(h)   an  Act  of  God  or  inevitable  accident. 

§  4.  Each  party   hereto   shall   bear   and  pay  for   all: 

Loss  or  damage  to  property  of  joint  employes;  property  of  third  persons 
— injury  to  or  death  of  joint  employes  or  of  third  persons,  when  such 
loss,  damage,  injury  or  death  is  caused  by  or  results  from  the  concurrent 
negligence  or  willful  acts  of  a  joint  employe  and  its  sole  employe. 

§  5.  All  loss,  damage,  injury  or  death,  liability  for  which  is  not  in 
this  agreement  otherwise,  provided  for,  shall  be  borne  and  paid  for  by 
the  parties  hereto  on  the  same  basis  that  the  expense  of  maintenance  is 
borne  by  said  parties  under  Article  IV  hereof  in  respect  to  the  portion  of 
said  joint  line  upon  which  such  loss,  damage,  injury  or  death  shall  occur; 
the  intention  being  that  this  Section  5  shall  cover  all  loss,  damage,  injury 
or  death  not  mentioned  in  Section  3  of  this  Article  (except  as  provided 
in  Section  4  hereof)    due  to  any  of  the  causes  specified  therein. 

§  6.  If  either  party  hereto  shall  pay  or  be  compelled  to  pay  any  sum 
or  sums  for  which  the  other  party  is  liable  under  the  terms  of  this  agree- 
ment, such  other  party  agrees  to  repay  to  it,  such  sum  or  sums  together 
with  all  costs  and  expenses  incident  thereto,  promptly  upon  receipt  of 
bills  therefor;  provided,  however,  that  neither  party  shall  pay  any  such 
sum  or  sums  without  giving  to  the  other  party  an  opportunity  to  assume 
the   payment    or    defend    against    the    payment    thereof. 

In  case  a  suit  or  suits  shall  be  commenced  against  either  party  hereto, 
for  or  on  account  of  any  loss,  damage,  injury  or  death,  for  which  the 
other  party  is  liable  under  the  terms  of  this  agreement,  the  party  so  sued 
shall  give  to  the  other  party  notice  in  writing  of  the  pendency  of  such 
suit,  and  thereupon  such  other  party  shall  assume  the  defense  of  such 
suit  and  shall  save  and  hold  the  party  so  sued  harmless  from  all  loss,  cost 
and  expense  by  reason  thereof. 

Neither  party  shall  be  concluded  by  any  judgment  against  the  other 
unless  it  had  reasonable  notice  that  it  was  required  to  defend,  and  had 
reasonable  opportunity  to  make  such  defense.  When  such  notice  and 
opportunity  shall  have  been  given,  the  party  so  notified  shall  be  concluded 
by  the  judgment  as  to  all  matters  which  could  have  been  litigated  in 
such   suit. 

Article  VIII. 
Section  1.  If  at  any  time  a  question  shall  arise  touching  the  construc- 
tion of  any  part  of  this  agreement,  or  concerning  the  business,  or  manner 
of  transacting  the  business  carried  on  under  the  provisions  hereof,  or 
concerning  the  observance  or,  performance  of  any  of  the  conditions  herein 
contained,  upon  which  question  the  parties  hereto  can  not  agree,  such 
question  shall  be  submitted  to  the  arbitrament  of  three  (3)  persons, 
to  be  chosen  one  by  the  Union  Company,  one  by  the  Burlington  Company 
and  one  by  the  two  so  chosen;  provided,  however,  that  the  amount  of 
rental  to  be  paid  by  the  Burlington  Company  for  the  use  of  said  joint 
tracks   shall   not  be   a   question   for   arbitration  hereunder. 


1660       CHICAGO,   BURLINGTON   &   QUINCY  RAILROAD   COMPANY 

The  party  desiring  such  arbitration  shall  select  its  arbitrator  and 
give  written  notice  thereof  to  the  other  party,  and  shall  in  such  notice 
state  precisely  the  matter  or  matters  which  it  proposes  to  bring  before 
the  arbitrators;  and  only  the  matters  so  stated  shall  be  considered  or 
decided  by  them.  If  either  party  shall  fail  to  name  an  arbitrator  within 
ten  (10)  days  after  written  notice  as  aforesal  I  has  been  by  the  other 
party  given  to  it,  the  arbitrator  named  by  the  party  giving  such  notice, 
may  and  shall,  name  and  appoint  an  arbitrator  for  and  in  behalf  of  the 
party  so  in  default,  and  the  arbitrator  so  named  and  appointed  shall 
lave  the  same  power  and  authority  as  if  he  had  been  chosen  by  such 
party. 

If  the  two  arbitrators  so  chosen  shall  fail  to  select  a  third  arbitrator 
within  ten  (10)  days  after  the  selection  of  the  second  arbitrator  as 
aforesaid,  such  third  arbitrator  may  be  appointed  upon  ten  (10)  days 
notice  by  either  party  hereto  to  the  other  party  hereto  of  its  intention  to 
make  application  therefor,  by  any  Judge  of  the  District  Court  of  the 
United  states  for  the  Districl  which  shall  then  include  the  City  of  Peoria, 
Illinois.  The  arbitrators  shall,  as  soon  as  possible  after  their  selection, 
meet  to  hear  and  decide  the  questions  submitted  to  them,  and  shall  give 
to  each  party  reasonable  notice  of  the  time  and  place  of  such  meeting. 
After  hearing  both  parties  and  taking  such  testimony  or  making  such 
investigation  as  they  may  deem  necessary,  they  shall  make  in  writing 
their  award  upon  the  question  or  questions  so  submitted  to  them,  and 
-hall  serve  a  copy  of  such  award  upon  eaeli  party  hereto,  and  the  award 
of  such  arbitrators,  or  a  majority  of  them,  shall  be  final  and  binding 
upon  both  parties;  and  each  or  either  party  shall  immediately  make 
such  changes  in  the  conduct  of  its  business  or  such  payment  or  restitution, 
-  the  case  may  be,  as  in  and  by  such  award  may  he  required  of  them 
i.  spectively. 

The  books  and  papers  of  both  parties,  so  far  as  they  relate  to  the 
matters  submitted  to  arbitration,  shall  be  open  to  the  examination  of 
Hie  arbitrators,  and  the  party  against  whom  the  award  shall  be  made 
shall  pay  all  the  fees  and  expenses  of  the  arbitrators.  Until  the  arbitrators 
shall  make  their  award  upon  any  question  submitted  to  them,  the  business, 
settlements  and  payments  to  be  transacted  ami  made  under  this  agreement 
-hall  continue  to  be  transacted  and  made  in  the  manner  and  form  existing 
prior   to  the  rise   of  such  question. 

In  Witness  Whereof,  both  parties  have  hereunto  subscribed,  the  date 
and  year  first  above  written. 

Chicago,  Burlington  &  Quincy  Eailroad  Company, 
[seal]  Vy  Hale  Holden, 

Attest :  President. 

II.  \V.  Weiss,  Asst.  Secretary. 

Peoria  and  Pekin  Union  Bailway  Company, 
[seal]  By  H.  K.  Pixkxey, 

Attest :  President. 

J.  F.  Kiefer,  Secretary. 
Approved  as  to  form:  Approved  for  execution: 

F.  S.  Eobinsox  E.  W.  Johxsox,  General  Manager. 


CORPORATE    HISTORY  1661 

AGREEMENT.    September    1,    1904,    The    Jacksonville    and    Saint   Louis 

Railway  Company  and  Chicago,  Peoria  and  St.  Louis  Eailway  Company 

of  Illinois.     Tracks  at  Jacksonville,  Illinois.     0.52  miles. 

This  Agreement,  made  this  first  day  of  September,  1904,  by  and  between 
the  Jacksonville  and  St.  Louis  Railway  Company,  a  corporation  duly 
created  by  and  organized  under  the  laws  of  the  State  of  Illinois  (herein- 
after called  the  Jacksonville  Company),  of  the  one  part,  and  the  Chicago, 
Peoria  and  St.  Louis  Railway  Company  of  Illinois,  a  corporation  duly 
<  rented  by  and  organized  under  the  laws  of  the  State  of  Illinois  (herein- 
after called  the  Peoria  Company),  of  the  other  part; 

Witnesseth  as  Follows: 

Whereas,  The  main  track  of  the  Jacksonville  Company  has  a  connection 
with  the  main  track  of  the  Peoria  Company,  which,  when  measured  along 
its  center  line,  is  described  as  follows :  Commencing  at  a  point  eleven  and 
twenty-five  one  hundredths  (11  25-100)  feet  east  of  the  west  line  and 
on  the  south  line  of  the  north  half  of  lot  four  (4)  in  Mathers  &  Newman 
Addition  to  the  City  of  Jacksonville,  said  point  being  the  connecting 
point  of  the  center  line  of  the  main  tracks  of  the  said  railway  companies ; 
from  thence  north  along  the  center  line  of  the  Peoria  Company  two  thousand 
nine  hundred  and  forty-eight  and  two-tenths  (2,948  2-10)  feet  over, 
upon  and  across  the  north  one-half  (%)  of  said  lot  four  (4)  across  State 
street,  along  the  east  line  of  Illinois  avenue,  across  the  Wabash  Railroad 
to  the  heel  of  a  frog  in  said  Peoria  Company's  main  track,  said  heel  of 
frog  being  seven  and  one-half  (7%)  feet  south  of  the  south  line  of  Inde- 
pendence avenue,  measured  at  right  angles  thereto. 

Ami,  Winn  as,  The  Jacksonville  Company  desires  to  obtain  from  the 
Peoria  Company  the  right  to  the  joint  use  of  certain  main  tracks,  sidings, 
switches  and  wye  (connecting  to  the  Wabash  R.  R.),  in  the  City  of 
Jacksonville  from  the  point  of  connection  first  above  mentioned  north 
to  or  near  Independence  avenue  where  the  tracks  of  the  Jacksonville  and 
Concord  Railway  Company  begin. 

J/i'/,  }\'h<  rr-as.  The  Peoria  Company  is  willing  to  grant  to  the  Jackson- 
ville Company  the  right  to  use  the  right  of  way  of  the  Peoria  Company 
for  the  main  track  of  the  Jacksonville  Company  for  the  distance  above 
specified,  and  also  the  right  to  use  the  right  of  way  of  the  Peoria 
Company  for  its  side  tracks  and  wye  as  above  specified,  and  the  Peoria 
Company  is  further  willing  to  grant  to  the  Jacksonville  Company  the 
right  to  the  joint  use  of  so  much  of  the  main  track  of  the  Peoria  Company 
as  lies  between  the  point  of  connection  first  above  described  and  the  con- 
met  ion  with  the  Jacksonville  and  Concord  Railway  Company  near  Independ- 
ence avenue,  including  certain  sidings,  switches  and  wye,  and  other  property 
incident  to  the  use  of  the  same  in  the  said  City  of  Jacksonville  between 
the  points  above  described,  and  also,  in  cases  of  emergency,  the  right  to 
use,  without  compensation  therefor,  a  so-called  house  track  indicated  in 
purple  on  the  plat  hereinafter  referred  to. 

And,  Whereas,  The  Jacksonville  Company  desires  to  acquire  this  right 
to  the  joint  use  of  the  property  of  the  Peoria  Company  in  Jacksonville, 
Illinois,  for  the  purpose  of  running  its  engines  and  cars  over  the  same 
and  conducting  its  business  thereon. 


1662      CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD   COMPANY 

Noiv,  Therefore,  The  parties  hereto  have,  in  consideration  of  their  mutual 
covenants  entered  into  the  following  agreement: 

Article  I. 

The  Peoria  Company  hereby  grants  to  the  Jacksonville  Company  the 
right  to  the  joint  use  of  the  main  track  of  the  Peoria  Company,  between 
the  first  above  mentioned  point  of  connection  of  the  main  track  of  the 
two  companies  and  a  point  at  or  near  Independence  avenue,  in  Jacksonville, 
Illinois,  and  also  of  certain  sidings,  switches  and  wye,  and  other  property 
incident  to  the  use  of  the  same  in  the  City  of  Jacksonville  between  the 
points  above  described,  and  also  in  cases  of  emergency  said  so-called 
"housetrack. "  This  right  to  such  joint  use  is  to  be  upon  the  terms  and 
conditions  of  this  agreement  and  during  its  full  period,  subject  to  termi- 
nation as  hereinafter  set   forth. 

A  plat  and  schedule  of  the  tracks  and  property  so  to  be  jointly  used 
i?  hereto  attached,  marked  "A."  Such  plat  and  schedule  is  to  be  taken 
as  part  hereof  and  the  valuations  of  the  same,  as  set  forth  on  said  plat 
and  schedule,  shall  be  taken  as  their  true  value  for  the  purposes  of  this 
agreement.  Said  value  aggregates  the  sum  of  Fifty  Thousand  ($50,000.00) 
dollars. 

Article  II. 
The  Jacksonville  Company  shall  pay  to  the  Peoria  Company  for  the 
light  to  the  joint  use  of  said  tracks  and  property,  with  the  Peoria  Company 
and  any  other  Company  which  may  be  admitted  to  the  use  of  the  whole 
or  any  part  of  the  same,  such  a  proportion  of  five  (5)  per  cent  per 
annum  upon  the  above  valuation,  or  the  valuation  increased  or  diminished 
according  to  the  terms  hereof,  as  the  number  of  engines  and  cars  of 
whatever  kind  run  by  the  Jacksonville  Company  upon  or  over  any  of  the 
tracks  jointly  used  shall  bear  to  the  total  number  of  such  engines  and 
ears  so  run  by  all  companies  over  the  tracks  covered  by  this  agreement, 
each  engine  or  car  to  be  reckoned  as  a  unit,  and  the  Peoria  Company 
shall  have  the  sole  right  to  admit  other  companies  to  the  joint  use  as 
aforesaid,  but  subject  to  the  rights  and  obligations,  and  only  upon  the 
same  terms  and  conditions  (except  as  to  compensation  to  the  Peoria 
Company  for  use)   as  are  created  and  imposed  by  this  agreement. 

Article  III. 

The  tracks  and  other  property  jointly  used  shall  be  maintained  by  the 
Peoria  Company  and  it  hereby  covenants  to  keep  the  same  in  good  order 
and  repair.  And  the  Jacksonville  Company  agrees  to  pay  to  the  Peoria 
Company  for  such  maintenance  and  repairs  in  the  proportion  that  the 
number  of  engines  and  cars  of  whatever  kind  run  by  the  Jacksonville 
Company  into,  out  of,  or  through  the  property  jointly  used,  shall  bear 
to  the  total  number  of  such  engines  and  cars  so  run  by  all  companies; 
each  engine   or  car  to  be  reckoned  as  a  unit. 

The  engines  and  cars  of  trains  whose  run  terminates  at  Jacksonville, 
thus  having  a  movement  in  one  direction,  in-bound,  and  another  movement 
in  the  opposite  direction,  out-bound,  shall  be   counted  twice. 


CORPORATE    HISTORY  1663 

A  car  set  out  by  one  train  and  taken  up  by  another  shall  be  counted 
twice.  Engines  and  cars  engaged  in  switching  movements  shall  not  be 
counted  by  either  party. 

The  payment  of  the  rental  shall  be  made  by  the  Jacksonville  Company 
quarterly,  on  January  1st,  April  1st,  July  1st  and  October  1st  in  each 
year. 

Each  company  shall  report  to  the  other,  monthly,  the  number  of  its 
engines  and  cars  of  all  kinds  passing  over  the  said  track  jointly  used 
or  any  part  thereof,  as  above  stated,  and  the  Peoria  Company  shall 
render,  quarterly,  at  the  end  of  March,  June,  September  and  December 
of  each  year,  a  bill  to  the  Jacksonville  Company  for  the  amount  due  by 
the  Jacksonville  Company  under  this  article  of  agreement.  And  the  Jack- 
sonville Company  shall  pay  the  same  within  thirty  (30)   days  thereafter. 

Each  company  shall  have  the  right  to  inspect  the  records  of  the  other 
company,  showing  the  movement  of  all  engines  and  cars  on  and  over 
the  property  jointly  used. 

The  taxes  upon  the  property  embraced  herein  and  cost  of  maintenance 
of  the  property,  including  sidings  and  other  property,  street  lighting, 
interlocking  plants  and  compensation  paid  to  joint  employes  and  supplies 
furnished  for  the  benefit  of  both  companies  shall  all  be  paid  by  the  Peoria 
Company  and  then  divided  between  the  two  companies  in  the  same  propor- 
tion as  is  fixed  in  this  article  for  the  division  of  maintenance  and  repairs 
of  the  said  tracks  and  property. 

The  Peoria  Company  shall  render  to  the  Jacksonville  Company,  quarterly, 
bills  covering  the  items  of  all  the  cost  and  expenses  mentioned  in  the  last 
paragraph  above,  and  the  Jacksonville  Company  shall  pay  its  due  proportion 
thereof,  within  thirty  (3.0)  days  after  such  bills  are  furnished. 

The  Peoria  Company  shall  permit  the  Jacksonville  Company  to  have 
access  to  all  necessary  books  and  documents  in  its  possession,  showing 
the  amounts  and  character  of  its  expenditures. 

The  Peoria  Company  further  agrees  to  use  every  endeavor  to  secure 
trustworthy  and  efficient  men  to  operate  any  interlocking  plant  which 
the  Peoria  Company  may  control,  covered  by  this  agreement,  and  it  will 
employ  no  one  who  is  objectionable  to  the  Jacksonville  Company  and 
will  discharge  any  such  objectionable  employe  on  the  written  request  of 
the  Jacksonville  Company. 

In  case  the  Peoria  Company  shall  fail  to  maintain  the  tracks  and  property 
covered  by  this  agreement  and  to  keep  the  same  in  good  order  and  repair, 
within  the  period  of  ten  days  after  notice  from  the  Jacksonville  Company 
that  repairs  are  needed,  then  the  Jacksonville  Company  shall  have  the 
right  to  make  the  necessary  repairs  upon  the  tracks  and  property  covered 
by  this  agreement,  and  to  charge  its  due  proportion  of  the  same  to  the 
Peoria  Company  as  provided  in  this  Article. 

Article  IV. 
Improvements   and   additions   to    the    property   to    be    jointly   used   shall 
be   made    only   with    the    consent    of    both    companies.      If   they    are    of    a 
character  properly   chargeable   to   capital   account   they   shall  be   taken   as 


1664      CHICAGO,   BURLINGTON  &   QUINCY   RAILROAD   COMPANY 

adding  to  the  fixed  value  of  the  property  herein  embraced;  otherwise  they 
shall  be  added  to  maintenance  account  and  paid  for  accordingly. 

Article  V. 

The  engines  and  cars  of  the  Jacksonville  Company,  while  on  the  tracks 
jointly  used,  shall  be  managed  by  the  employes  of  the  Jacksonville  Company 
and  .shall  be  subject  to  the  rules  and  direction  of  the  officers  of  the  Operating 
Department  of  the  Peoria  Company. 

Schedules  of  the  movements  of  trains  over  the  tracks  affected  by  this 
agreement  shall  be  arranged  by  joint  action  of  the  Transportation  Depart- 
ments of  the  parties  hereto. 

Trains  of  either  party  shall  have  the  right  of  way  over  all  trains  of  the 
other  party  of  an  inferior  class,  but  the  trains  of  the  Peoria  Company 
shall  have  the  right  of  way  over  the  trains  of  the  Jacksonville  Company 
of  the  same  class. 

Article  VI. 

Section  foremen,  switchmen,  watchmen,  telegraph  operators  and  laborers, 
(.1   any   persons  employed  in  the  maintenance  or  care  or  operation  of  the 

property  jointly  used,  .shall,  in  respect  of  the  liability  of  the  Peoria  Company 
and  the  Jacksonville  Company  using  said  track  or  tracks,  to  each  other 
or  to  third  persons,  growing  out  of  the  fault  or  negligence  of  such  servant 
or  employes,  be  di  inied  and  held  to  be  the  sole  servants  of  the  company 
upon,   or    in    connect  ion    with    whose   engine,   train,   car   or   property   any   loss 

or  damage  may  have  occurred. 

should  any  damage  to  persons  or  property  result  from  any  negligence 
of  the  Jacksonville  Company,  its  officers  or  agents,  it  agrees  to  hold  the 
Peoria  Company  harmless  against  such  damages.  And  should  the  Peoria 
Company  be  sued  ami  judgment  rendered  against  it  for  such  damages,  the 
Jacksonville  Company  binds  itself  to  pay  the  same,  with  all  costs  incident 
thereto,  or  to  refund  the  same  and  costs  should  the  Peoria  Company  have 
already   paid  such   damages  or  costs. 

Should  any  damage  to  persons  or  property  result  from  any  negligence 
cf  the  Peoria  Company,  its  officers  or  servants,  it  agrees  to  hold  the  Jackson- 
ville Company  harmless  against  all  such  damages.  And  should  the  Jackson- 
ville Company  be  sued  and  judgment  rendered  against  it  for  such  damages, 
the  Peoria  Company  binds  itself  to  pay  the  same,  with  all  the  costs  incident 
thereto,  or  to  refund  the  same  and  costs  should  the  Jacksonville  Company 
have  already  paid  such  damages  and  costs. 

Should  any  damage  result  from  the  joint  negligence  of  the  parties  hereto, 
or  of  their  servants,  each  party  shall  suffer  and  pay  the  damage  to  its  own 
employes  and  property  in  its  charge.  And  all  damage  to  other  persons  or 
property,  the  cost  and  expense  thereof,  shall  go  into  the  joint  account  as 
an  operating  expense  and  be  charged  to  the  account  of  maintenance  and 
repairs,  provided  for  in  Article  III,  and  each  party  shall  pay  its  proportion 
thereof,  as  therein  provided. 

In  case  the  parties  can  not  agree  as  to  whose  trains  or  employes  were  at 
fault,   or   as   to   the   amount   of   damage   done,   all   such   questions   shall   be 


CORPORATE    HISTORY  1665 

referred  to  arbitration,  in  the  manner  hereinafter  provided,  and  each  party 
shall  abide  by  and  perform  the  awards,  and  comply  with  the  decision  of 
the  arbitrators,  which  decision  shall  terminate  the  controversy. 

Article  VII. 
The  tracks  covered  by  this  agreement,  to  be  jointly  used  by  the  parties 
hereto,  are  particularly  shown  in  red  upon  the  plat  hereto  attached,  iden- 
tified  by  the  signatures  of  J.  P.  Eamsey  for  the  C.  P.  &  St.  L.  Ey.  Co.,  and 
W.  L.  Breckinridge  for  the  J.  &  St.  L.  Ey.  Co.,  to  which  reference  may 
be  had,  and  which  is  made  a  part  hereof. 

Article  VIII. 
Arbitration. 
Section  1.  If  at  any  time  a  question  shall  arise  touching  the  construction 
of  any  part  of  this  contract,  or  concerning  the  business  or  manner  of  trans- 
acting the  business  carried  on  under  the  provisions  hereof,  or  concerning 
the  observance  or  performance  of  any  of  the  conditions  herein  contained, 
upon  which  question  the  parties  hereto  can  not  agree,  such  question  shall 
be  submitted  to  the  arbitrament  of  three  (3)  disinterested  persons  to  be 
chosen,  one  by  the  Peoria  Company,  one  by  the  Jacksonville  Company  and 
the  other  by  the  two  so  chosen.  The  party  desiring  such  arbitration  shall 
select  its  arbitrator  and  give  written  notice  thereof  to  the  other  party, 
and  shall  in  such  notice  state  precisely  the  matter  or  matters  which  it 
proposes  to  bring  before  the  arbitrators;  and  only  the  matters  so  stated 
shall  be  considered  or  decided  by  them.  If  either  party  shall  fail  to  name 
an  arbitrator  within  ten  (10)  days  after  notice  as  aforesaid  has  been  by 
the  other  party  given  to  it,  the  arbitrator  named  by  the  party  giving  such 
notice  may  and  .shall  name  and  appoint  an  arbitrator  for  and  on  behalf  of 
the  party  so  in  default,  and  the  arbitrator  so  named  and  appointed  shall 
have  the  same  power  and  authority  as  if  he  had  been  chosen  by  such  party. 
If  the  two  arbitrators  thus  chosen  shall  fail  to  select  a  third  arbitrator 
within  ten  (10)  days  after  the  selection  of  the  second  arbitrator,  as  aforesaid, 
such  third  arbitrator  may  be  appointed,  upon  ten  (10)  days'  written  notice 
by  either  party  hereto  to  the  other  party  hereto  of  its  intention  to  make 
application  therefor,  by  any  judge  of  the  District  Court  of  the  United  States 
for  the  district  which  shall  then  include  the  City  of  Jacksonville,  111.  The 
arbitrators  shall,  as  soon  as  possible  after  their  selection,  meet  to  hear  and 
decide  the  questions  submitted  to  them,  and  shall  give  to  each  party  reason- 
able notice  of  the  time  and  place  of  such  meeting.  After  hearing  both  parties 
and  taking  such  testimony  or  making  such  investigation  as  they  may  deem 
necessary,  they  shall  make  in  writing  their  award  upon  the  question  or 
questions  so  submitted  to  them,  and  shall  serve  a  copy  of  such  award  upou 
each  party  hereto,  and  the  award  of  such  arbitrators,  or  of  a  majority  of 
them,  shall  be  final  and  binding  upon  both  parties,  and  each  or  either  party 
shall  immediately  make  such  changes  in  the  conduct  of  its  business,  or  such 
payments  or  restitution,  as  the  case  may  be,  as  in  and  by  such  award  may 
be  required  of  them,  respectively.  The  books  and  papers  of  both  parties  so 
far  as  they  relate  to  matters  submitted  to  arbitration,  shall  be  open  to  the 


1666       CHICAGO,   BURLINGTON  &   QUINCY   RAILROAD   COMPANY 

examination  of  the  arbitrators,  and  the  expense  of  the  arbitration  shall 
be  divided  equally  between  the  parties.  Until  the  arbitrators  shall  make 
their  award  upon  any  question  submitted  to  them,  the  business,  settlements 
and  payments  to  be  transacted  and  made  under  this  agreement  shall  con- 
tinue to  be  transacted  and  made  in  the  manner  and  form  existing  prior 
to  the  rise  of  such  question. 

Article  IX. 
If  at  any  time  hereafter,  by  operation  of  law,  or  because  of  any  judicial 
proceeding,  the  Peoria  Company,  or  any  successor  or  assign,  trustee  or 
receiver  thereof,  shall  have  the  option  to  terminate  this  agreement,  then 
and  in  any  such  case,  the  said  Jacksonville  Company,  its  successor  or  assign 
shall  also  have  the  option  to  terminate  it. 

Article  X. 
The  term  of  this  agreemenl   shall  be  fifty   (50)   years  from  its  date  and 
thereafter  until  sixty   (60)   days'  notice  has  been  given  by  either  party  to 
terminate  the  same. 

Article  XI. 

All  covenants  herein  shall  bind  not  only  the  parties  hereto  but  their  suc- 
cessors or  assigns. 

In  Witness  of  all  which,  the  parties  hereto  have  under  resolution  of  their 
respective  Boards  of  Directors,  caused  these  presents  to  be  signed  by  the 
President  of  each  company,  and  have  caused  the  seal  of  each  company  to 
be  hereunto  affixed. 

Chicago,  Peoria  and  St.  Louis  Eailway  Company  of  Illinois, 
[seal]  By  Chas.  E.  Kimball, 

President. 
Attest:  II.  W.  Berger,  Secretary. 

The  Jacksonville  and  St.  Louis  Eailway  Company, 
[seal]  Henry  A.  Gardner, 

Prcsitlt  nl. 
Attest:   II.  W.  Weiss,  Secretary. 
Form  approved: 
C.  M.  Dawes. 

SUPPLEMENTAL  AGREEMENT,   May  3,  1915,  Chicago,  Burlington  & 

Quincy  Railroad  Company  and  Chicago,  Peoria  and  St.  Louis  Railroad 

Company's  Receivers.    Tracks  at  Jacksonville,  Illinois. 

This  Supplemental  Agreement,  Made  and  entered  into  this  3rd  day  of 

May,    1915,   by   and  between   the   Chicago,   Burlington   &   Quincy   Railroad 

Company,  hereinafter  called  the  "Burlington  Company,"  first  party,  and 

the  Chicago,  Peoria  and  St.  Louis  Railroad  Company,  Bluford  Wilson  and 

William  Cotter,  Receivers  thereof,  hereinafter  called  the  "Peoria  Company," 

second  party. 

Witnesseth :  That, 

Whereas,  a  certain  plat  is  attached  to  and  made  a  part  of  an  agreement 
of  date  September  1,  1904,  between  the  Jacksonville  and  St.  Louis  Railway 


CORPORATE    HISTORY  1667 

Company  (the  predecessor  of  the  Burlington  Company,  and  said  Peoria 
Company,  to  show  the  location  of  certain  tracks  of  the  Peoria  Company  at 
Jacksonville,  Illinois,  used  jointly  by  the  parties  hereto  under  said  agree- 
ment ;  and, 

Whereat),  owing  to  changes  made  in  said  tracks  of  the  Peoria  Company 
at  said  place  since  the  execution  of  said  agreement,  the  aforesaid  plat  does 
not  show  the  true  location  thereof  as  the  same  now  exist,  the  true  location 
of  the  said  tracks  of  the  Peoria  Company,  which  the  Burlington  Company 
has  the  right  to  use  jointly  with  the  Peoria  Company  under  said  agreement, 
being  shown  in  red  on  plat  No.  8186,  hereto  attached  and  made  a  part 
hereof;  and 

Whereas,  the  tracks  shown  in  green  on  said  plat  No.  8186  are  the  exclusive 
property  of  the  Peoria  Company;   and 

Whereas,  it  is  desired  by  the  parties  hereto  to  substitute  said  plat  No. 
8186  for  said  plat  accompanying  said  agreement  of  date  September  1,  1904; 
Now,   Therefore,   in   consideration   of   the   premises   it   is  agreed  by  and 
between  the  parties  hereto  as  follows: 

Said  plat  No.  8186  shall  be,  and  the  same  is  hereby  substituted  for  said 
plat  accompanying  said  agreement  of  date  September  1,  1904. 

All  the  provisions  of  said  agreement  of  date  September  1,  1904,  except  as 
herein  modified,  shall  be  and  remain  in  full  force  and  effect. 

In   Witness   Whereof,  the  parties   hereto   have   caused   this   supplemental 
agreement  to  be  duly  executed  the  day  and  year  first  above  written. 
Chicago,  Burlington  &  Quincy  Railroad  Company, 
F.  S.  Robinson  By  H.  E.  Byram 

Chicago,  Peoria  and  St.  Louis  Railroad  Company, 

By  W.  C.  Htjrst, 
General  Manager  for  Receivers  of  said  Chi- 
cago, Peoria  &  St.  Louis  Railroad  Company. 

AGREEMENT,  June  1,  1910,  Chicago  and  Eastern  Illinois  Railroad  Com- 
pany  and   Chicago,   Burlington   &    Quincy   Railroad   Company.     Tracks 
between  Neilson  and  West  Vienna,  Illinois.    15.79  miles. 
This  Agreement  made  this  first  day  of  June,  1910  by  and  between  the 
Chicago   and  Eastern  Illinois  Railroad   Company,   a  corporation   organized 
and  existing  under  the  laws  of  the  State  of  Illinois,  hereinafter  called  the 
Eastern  Illinois  Company  party  of  the  first  part,  and  Chicago  Burlington 
&  Quincy  Railroad  Company,  a  corporation  organized  and  existing  under 
the  laws  of  the  State  of  Illinois,  hereinafter  called  the  Burlington  Company, 
party  of  the  second  part. 

Whereas,  the  Burlington  Company  desires  to  use  a  portion  of  the  railroad 
of  the  Eastern  Illinois  Company  between  a  point  fifty-two  and  three  tenths 
(52.3)  feet  South  of  station  number  four  hundred  and  six  (406)  in  the 
South-west  Quarter  (S.W.  Y^)  of  Section  Twenty-three  (23),  Township  ten 
(10)  South,  Range  two  (2)  East  of  the  Third  Principal  Meridian,  in  Wil- 
liamson County,  Illinois,  and  a  point  thirty-seven  and  one  tenth  (37.1)  feet 
south  of  Station  number  twelve  hundred  and  forty  (1240)  in  the  North 
half  (N.i^)  of  the  Southeast  Quarter  (S.E.%)  of  Section  Thirty-four  (34), 


1668       CHICAGO,   BURLINGTON   &    QUIXCY  RAILROAD   COMPANY 

in  Township  twelve  (12)  South,  Eange  two  (2)  East  of  the  Third  Principal 
Meridian,  in  Johnson  County,  Illinois,  a  distance  of  fifteen  and  seventy-nine 
one  hundredths  (15.79)  miles,  as  shown  on  plat  hereto  attached  and  made 
a  part  of  this  agreement;  and 

Whereas,  The  Eastern  Illinois  Company  is  willing  to  grant  such  use,  upon 
the  terms  and  conditions  hereinafter  set  forth; 

Now,  Therefore,  this  Agreement  Witnesseth: 

That  the  parties  hereto,  in  consideration  of  the  premises  and  the  sum 
of  one  dollar  ($1.00),  lawful  money  of  the  United  States,  by  each  of  said 
partii  s  paid  to  the  other  before  the  ensealing  aud  delivery  of  these  presents, 
the  receipt  whereof  is  hereby  acknowledged,  have  agreed,  and  do  agree  and 
bind  themselves  as  follows: 

Article  I. 
Covenants  of  the  Eastern  IUiuois  Company. 

SECTION  1.  The  Eastern  Illinois  Company,  for  and  in  consideration  of 
the  "premises  and  of  the  covenants  and  agreements  mi  the  part  of  the 
Burlington  Company  to  he  by  it  kept  ami  performed,  as  hereinafter  men- 
tioned, has  granted,  and  does  hereby  grant,  unto  the  Burlington  Company, 
it^  successors  and  assigns,  strictly  subject,  however,  to  the  terms  and  stipu- 
lations in  this  agreement  expressed,  the  full  and  equal  right  and  privilege 
of  using  jointly  with  the  Eastern  Illinois  Company,  and  such  other  companies 
as  may  now  or  hereafter  use  the  same,  its  line  of  railroad  between  a  point 
fifty-two  and  three  tenths  (.".L'.:t  i  feet  South  of  station  number  four  hundred 
and  six  (406)  in  the  Southwest  Quarter  (S.W.  %)  of  Section  twenty-three 
I,  in  Township  ten  |  L0)  South,  Eange  two  (2)  East  of  the  Third  Prin- 
cipal Meridian  in  Williamson  County,  Illinois,  and  a  point  thirty-seven  and 
one  tenth  (37.1  i  feel  South  of  station  number  twelve  hundred  and  forty 
(1240)  in  the  North  half  (X.  \'.2)  of  the  Southeast  Quarter  (S.E.  %)  of 
Section  thirty-four  (34),  in  Township  twelve  (12)  South,  Eange  two  (2) 
East  of  the  Third  Principal  Meridian  in  Johnson  County,  Illinois,  a  distance 
of  fifteen  and  seventy-nine  hundredths  (15.79)  miles,  which,  for  the  purpose 
of  this  agreement,  is  hereafter  called  the  joint  line  (but  including  auy 
branches),  together  with  all  improvements,  additions  and  betterments  to 
said  joint  line  which  may  be  hereafter  constructed  or  acquired  by  the 
Eastern  Illinois  Company. 

The  use  herein  grauted  shall  be  for  the  purpose  of  the  mails  and  of 
passenger,  freight  and  express  traffic,  and  such  other  business  as  is,  or 
may  hereafter  be  commonly  carried  on  by  railroad  companies  to,  from  and 
between  all  existing  stations  and  such  other  stations  as  shall  hereafter  be 
established  on  said  joint  line,  including  business  between  such  stations  and 
points  on  other  railroads,  and  in  all  respects  to  do  business  as  if  the  said 
Burlington  Company  were  the  owner  of  the  said  joint  line. 

§  2.  Nothing  in  this  agreement  contained  shall  be  construed  in  any 
manner  to  affect  or  abridge  any  of  the  corporate  franchises  or  powers  of 
the  Eastern  Illinois  Company  to  use  and  operate  its  railroad  and  property 
on  its  own  behalf  at  all  times,  and  to  perform  and  exercise  all  the  corporate 
franchises,  powers  and  privileges  which  it  may  at  any  time  possess,  but  not 


CORPORATE    HISTORY  1669 

so  as  to  unnecessarily  impair  in  any  manner  the  rights  and  privileges 
hereby  granted  to  the  Burlington  Company. 

§  3.  Excepting  contracts  already  entered  into  between  the  Eastern 
Illinois  Company  and  other  companies,  the  Eastern  Illinois  Company  shall 
not,  before  the  termination  of  this  agreement,  make  or  renew  any  contract 
with  any  Express  Company  concerning  the  carriage  of  express  matter,  busi- 
ness or  messengers  upon  or  over  the  joint  line  which  will  in  any  wise,  inter- 
fere with  the  unrestricted  right  of  the  Burlington  Company  to  carry  through, 
— but  not  local, — express  matter,  business  or  messengers  upon  or  over  the 
s.ime,  or  to  enter  into  a  contract  with  any  Express  Company  which  it  may 
at  any  time  or  times  for  the  purpose  select. 

§  4.     The    Eastern    Illinois    Company    hereby    grants    to    the    Burlington 

Company,  during  tl xistence  of  this  agreement,  upon  condition  that  the 

Burlington  Company  shall  first  obtain  the  consent  thereto  of  the  Western 
Union  Telegraph  Company,  the  right,  license  and  privilege  to  construct, 
maintain  and  operate  at  its  own  expense,  for  the  commercial  and  other 
business  of  the  Burlington  Company,  such  telegraph  and  telephone  wires 
as  it  shall  desire  and  crossarms  for  the  support  thereof,  on  the  telegraph 
ami  telephone  poles  of  the  Eastern  Illinois  Company,  with  instruments  at 
all  stations  on  and  along  said  joint  line. 

§  5.  The  Eastern  Illinois  Company  shall,  at  the  sole  expense  of  the 
Burlington  Company,  construct  the  necessary  connections  between  its  rail- 
road and  the  tracks  of  the  Burlington  Company  constituting  the  Northern 
and  Southern  termini  of  the  portion  of  the  railroad  the  use  of  which  is 
hereby  granted,  and  shall  thereafter  properly  maintain  and  operate  said 
connections  at  the  sole  expense  of  the  Burlington  Company. 

§  6.  The  Eastern  Illinois  Company  shall  erect  at  said  points  of  con- 
nection interlocking  plants  upon  the  approval  of  the  Eailroad  and  Ware- 
house Commission  of  the  State  of  Illinois,  and  shall  thereafter  maintain  and 
operate  the  same,  and  the  entire  expense  of  the  construction,  maintenance 
and  operation  of  said  interlocking  plants  shall  be  borne  by  the  Burlington 
Company. 

§  7.  The  books  and  accounts  of  the  Eastern  Illinois  Company  shall, 
so  far  as  they  relate  to  the  expenses  and  services  rendered  on  joint  account, 
be  open  during  the  usual  business  hours  for  the  inspection  of  the  President 
of  the  Burlington  Company,  or  other  persons  duly  authorized  by  it  to  make 
such  inspection. 

§  8.  The  Eastern  Illinois  Company  shall  at  all  stations  on  the  joint 
line,  employ  all  necessary  agents  and  servants  and  will  require  them  to  give 
the  same  care  and  attention  to  the  business  and  telegraph  and  telephone 
service  of  the  Burlington  Company  as  to  its  own  business.  All  such  employes 
shall  be  neutral  and  impartial  and  shall  give  the  Burlington  Company 
equality  of  services  with  the  Eastern  Illinois  Company.  They  shall  receive 
general  orders  from  the  Eastern  Illinois  Company,  but  the  Burlington 
Company  may  issue  orders  direct  to  such  employes  respecting  the  conduct 
of  its  own  business.  Any  such  orders,  however,  shall  not  in  any  way 
interfere  or  conflict  with  the  dutie  of  such  employes  respecting  the  Eastern 
Illinois  Company.    The  Eastern  Illinois  Company  shall  upon  complaint  of 


1670       CHICAGO.    BURLINGTON   &   QUIXCY   RAILROAD   COMPANY 

the  Burlington  Company,  for  reasonable  cause  by  it  stated,  transfer  any 
such  agent  or  servant  from  the  joint  line. 

The  Burlington  Company  shall  at  all  times  at  its  own  expense  furnish 
such  stations  with  such  station  supplies  as  may  be  required  solely  for  the 
transaction  of  the  separate  business  of  the  Burlington  Company,  and  the 
Eastern  Illinois  Company  shall  at  all  times  furnish  such  stations  with  all  other 
station  supplies.  Station  supplies  furnished  and  used  by  the  Eastern  Illinois 
Company  for  its  separate  business,  shall  not  be  charged  to  operating  ex- 
I « uses  as  hereinafter  provided,  but  the  expense  thereof  shall  be  borne 
ly  by  tin-   Eastern   Illinois  Company. 

The  Eastern  Illinois  Company  shall  upon  the  request  of  the  Burlington 
Company,  require  such  station  agents  and  other  employes  as  receive  or 
handle  moneys  for  or  on  account  of  the  Burlington  Company,  to  give  such 
reasonable  bonds  or  other  indemnity  as  the  latter  company  may  require 
against  loss  through  the  carelessness  or  dishonesty  of  such  employes.  The 
premiums  or  compensations  for  the  same  shall  be  paid  by  the  Burlington 
Company.  In  ease  of  a  shortage  occurring  in  the  accounts  of  any  sueh  agent 
or  employe,  where  it  is  Impracticable  to  determine  to  which  party  the 
money  belonged  at  the  time  of  sueh  shortage,  the  loss  shall  be  apportioned 
between  the  parties  hereto  on  the  basis  of  the  <jross  revenue  accruing  to 
each  party  on  the  class  of  business  handled  by  the  employe  in  such  position 
at  such  station  for  the  twelve  calendar  months  preceding  that  in  which  said 
shortage  was  discovered;  provided,  however,  if  any  such  shortage  shall  be 
discovered  before  the  expiration  of  one  year  from  the  date  of  this  agreement, 
such  loss  shall  be  apportioned  on  the  basis  of  the  gross  revenue  accruing 
to  each  party  on  the  class  of  business  handled  by  the  employes  in  such  posi- 
tion at  such  station  during  the  period  of  time  this  agreement  shall  have 
been  in  effect. 

Neither  party  hereto  shall  have  or  make  any  claim  against  the  other 
[.arty  hereto  for  any  such  loss  occurring  through  the  dishonesty,  shortage 
or  defalcation  of  any  such  employe. 

Article  II. 

Covenants  of  the  Burlington  Company. 

Section*  1.  The  Burlington  Company  hereby  accepts  the  terms,  covenants 
and  agreements  hereby  entered  into  by  the  Eastern  Illinois  Company. 

v^  '2.  The  Burlington  Company  shall,  from  the  day  upon  which  it  com- 
mences the  use  of  said  joint  line,  and  thereafter  during  the  entire  time  this 
contract  is  in  force,  pay  or  cause  to  be  paid,  to  the  Eastern  Illinois  Company 
at  its  office  in  the  City  of  Chicago,  Illinois,  or  to  its  successors  or  assigns, 
in  gold  coin  of  the  United  States  of  or  equal  to  the  present  standard  of 
weight  and  fineness,  and  free  and  clear  of  all  taxes,  without  any  previous 
demand,  on  or  before  the  twentieth  day  of  each  month,  for  the  use  of  said 
joint  line  as  follows: 

(a)  A  sum  equal  to  one-twelfth  of  two  and  one-half  (2%)  per  cent, 
per  annum  on  a  valuation  of  Thirty-four  Thousand  Eight  and  86/100  Dollars 
($34,008.86)  per  mile  of  main  track,  being  a  total  valuation  of  Five  Hundred 
and  Thirty-seven  Thousand  Dollars  ($537,000.00). 


CORPORATE   HISTORY  1671 

(b)  A  sum  equal  to  one-twelfth  of  two  and  one-half  (2%)  per  cent,  per 
annum  upon  the  full  cost  of  all  improvements  and  betterments  on  said  joint 
line,  including  those  provided  for  by  special  assessments,  changes  in  profile 
and  alignment,  ballast,  relaying  with  rail  of  heavier  material  than  section 
now  in  use,  the  strengthening  of  bridges  and  all  additions  thereto  provided 
for  the  equal  joint  use  hereunder.  The  terms,  improvements  and  better- 
ments used  above,  as  they  may  relate  to  existing  structures  of  any  nature, 
shall  be  construed  to  mean  the  difference  between  the  estimated  cost  of 
replacing  such  structures  in  kind  and  the  net  cost  of  the  structures  actually 
erected,  after  deducting  the  full  value  of  all  salvage  or  other  credits  obtained 
from  the  structure  so  removed  and  replaced,  and  the  Burlington  Company 
shall  not  be  required  to  pay  any  additional  compensation  for  the  added 
value  of  any  improvements  or  betterments  which  may  be  made  for  the  sole 
cr  exclusive  use  of  the  Eastern  Illinois  Company,  or  any  other  company 
using  said  joint  line,  but  the  Burlington  Company  may,  if  it  so  desires,  join 
with  the  Eastern  Illinois  Company  and  such  other  companies  as  may  use 
such  joint  line,  in  the  use  of  such  improvements  and  betterments  at  any 
time  during  the  term  of  this  agreement  upon  the  same  terms  and  conditions 
as  apply  to  improvements  and  betterments  made  for  the  joint  use  of  all 
parties  using  said  joint  line. 

(c)  A  proportionate  share  of  the  cost  of  operation,  maintenance,  repairs 
and  renewals  of  said  joint  line,  such  proportionate  share  to  be  determined 
by  the  ratio  which  the  locomotive  and  car  mileage  of  the  Burlington  Com- 
pany over  said  joint  line  bears  to  the  entire  locomotive  and  car  mileage  of 
all  parties  over  said  joint  line,  each  locomotive  to  be  counted  as  two  cars. 
There  shall  be  included  in  such  cost,  (1)  the  salary  and  wages  of  such 
officers  and  employes  of  the  Eastern  Illinois  Company  as  shall  be  necessarily 
and  solely  employed  in  the  performance  of  duties  incident  to  the  common 
use  of  said  joint  line,  and,  (2)  such  proportion  of  the  salaries  and  wages 
of  employes  not  higher  in  grade  than  a  division  superintendent,  whose  duties 
relate  to  the  joint  line,  and  also  to  additional  mileage  of  the  Eastern 
Illinois  Company,  including  Superintendents,  Dispatchers,  operators,  road- 
masters  and  engineers  and  their  respective  forces,  engaged  in  the  main- 
tenance or  repair  of  the  joint  line,  or  in  the  conduct  of  the  joint  operation 
thereover,  as  the  number  of  miles  included  within  the  joint  line  bears  to 
the  whole  number  of  miles  within  the  jurisdiction  or  territory  of  such  em- 
ployes respectively. 

§  3.  The  Eastern  Illinois  Company  agrees  to  keep  all  buildings  and 
structures  subject  to  loss  or  damage  by  fire  on  said  joint  line  insured  against 
loss  or  damage  by  fire  in  responsible  insurance  companies  and  in  case  of 
loss  or  damage  by  fire,  shall  apply  the  insurance  money  collected  by  it  upon 
the  cost  of  repairing  or  renewing  such  buildings  and  structures,  and  agrees 
that  the  Burlington  Company  shall  only  be  obliged  to  pay  its  proportionate 
share  (as  hereinbefore  defined)  of  the  cost  of  such  repairs  or  renewals  in 
excess  of  the  insurance  collected  thereon. 

§  4.  The  Eastern  Illinois  Company  shall  keep  accurate  accounts  of  such 
cost  of  maintenance,  operation,  repairs  and  renewals,  and  shall  furnish  the 
Burlington  Company  a  copy  of  the  same  on  or  before  the  twentieth  day 


1672       CHICAGO,   BURLINGTON   &   QUINCY  RAILROAD   COMPANY 

of  the  mouth  succeeding  the  month  for  which  such  statement  is  rendered, 
and  the  amount  due  by  the  Burlington  Company  to  the  Eastern  Illinois 
Company  shall  be  paid  on  or  before  the  last  day  of  the  month  in  which 
such  statement  is  rendered;  provided,  always  that  the  value  at  the  time  of 
renewal  or  replacement  of  all  materials  so  renewed  or  replaced  shall  be 
credited  to  the  expense  of  maintenance  for  the  purpose  of  this  agreement. 

§  5.  The  Burlington  Company  will,  in  addition  to  all  other  payments 
hereunder  likewise  pay  to  the  Eastern  Illinois  Company,  from  time  to  time 
after  being  paid  by  it,  and  within  fifteen  (15)  days  after  the  receipt  of 
an  itemized  .statement  thereof,  its  proportionate  share  of  the  cost  of  in- 
surance against  loss  by  fire  and  of  all  taxes  which  have  accrued  during 
the  term  of  this  agreement  on  property  jointly  used  and  to  be  used  here- 
under, such  proportionate  share  to  be  determined  by  the  ratio  which  the 
locomotive  ami  ear  mileage  of  the  Burlington  Company  over  said  joint  line 
bears  to  the  entire  locomotive  and  ear  mileage  of  all  parties  over  said  joint 
line,  each  locomotive  to  be  counted  as  two  (2)  cars.  It  is  understood  and 
agreed  that  the  Eastern  Illinois  Company  shall  pay  such  taxes  as  they 
shall  become  due  and  payable,  and  afterwards  be  reimbursed  by  the  Bur- 
lington Company  for  its  proportionate  slia're  as  herein  provided. 

§  6.  If  the  use  of  said  joint  line  shall  at  any  time  be  interrupted  or 
traffic  thereover  be  delayed  by  any  cause  which  could  not  have  been  reason- 
ably foreseen  and  provided  against,  and  if  in  such  case  the  use  thereof 
shall  be  fully  restored  with  all  reasonable  diligence,  then,  and  in  that  case, 
neither  of  the  parties  hereto  shall  have  any  claim  against  the  other,  or  its 
lessors,  lessees,  successors  or  assigns  for  loss  or  damage  of  any  kind  caused, 
by,  or  resulting  from,  such  interruption  or  delay;  nor  shall  the  Burlington 
Company  in  such  ease  be  entitled  to  any  abatement  of  any  of  its  rentals, 
unless  said  interruptions  shall  continue  for  a  period  of  one  month  or  more. 

§  7.  Whereas,  the  Burlington  Company  proposes  to  construct  a  line  of 
railroad  extending  from  a  connection  with  the  railroad  of  the  Eastern 
Illinois  Company  at  or  near  the  Southern  terminus  of  said  joint  line  in  a 
Southeasterly  direction  to  or  near  the  Village  of  Metropolis,  Massac  County, 
Illinois,  or  to  some  other  point  in  the  State  of  Illinois,  on  or  near  the  Ohio 
River,  and  in  addition  thereto,  proposes  to  construct  at  some  future  time 
a  line  of  railroad  paralleling  said  joint  line  in  a  general  way  and  extending 
from  a  connecton  with  the  railroad  of  the  Burlington  Company  near  the 
Northern  Terminus  of  said  joint  line  to  or  near  the  Southern  terminus 
thereof. 

Tkrrefore,  In  consideration  of  the  premises  and  of  the  covenants  and 
agreements  herein  contained,  the  Burlington  Company  hereby  expressly 
covenants  and  agrees  that  if  at  any  time  during  the  continuance  of  this 
agreement  and  after  either  or  both  of  said  lines  of  railroad  are  constructed 
by  it  as  aforesaid,  the  Eastern  Illinois  Company  shall  desire  the  right  to 
use  either  or  both  thereof,  and  shall  express  such  desire  in  writing,  it 
will  grant  unto  the  Eastern  Illinois  Company  such  right  upon  terms  and 
conditions  similar  in  all  respects  to  the  terms  and  conditions  in  this  agree- 
ment contained,  and  will  enter  into  a  written  contract  with  the  Eastern 
Illinois  Company  granting  unto  it  such  right  of  user. 


CORPORATE    HISTORY  1673 

§  8.  The  use  hereby  granted  to  the  Burlington  Company  is  for  its  own 
business  only,  including  all  business  transported  over  its  own  line,  and 
the  Burlington  Company  shall  not  under  cover  of  this  agreement,  permit  or 
provide  for  the  use  by  any  other  railroad  company,  person  or  persons, 
of  said  joint  property,  or  haul  trains  of  others  over  same,  or  any  part 
thereof. 

§  9.  If  the  Burlington  Company  shall  at  any  time  during  the  term  of 
this  agreement,  desire  any  additional  side,  industrial  or  passing  tracks  or 
other  facilities  which  do  not  now  or  then  exist  on  said  joint  line,  it  shall 
give  to  the  Eastern  Illinois  Company  notice  in  writing  of  such  desire,  and 
the  Eastern  Illinois  Company  may  within  sixty  (60)  days  after  receiving 
such  notice,  proceed  to  construct  such  track  or  tracks  or  provide  such  facili- 
ties for  joint  use  hereunder. 

If  the  Eastern  Illinois  Company  shall  fail  to  proceed  to  construct  such 
additional  tracks  or  provide  such  additional  facilities  within  sixty  (60)  days 
after  the  receipt  of  such  notice,  the  Burlington  Company  may,  at  its  own 
expense,  construct  or  provide  the  same,  and  shall  maintain  and  be  the  sole 
owner  thereof,  and  shall  have  the  right  to  use  and  remove  the  same,  or  any 
part  thereof,  during  the  term  of  this  agreement;  Provided,  however,  that 
if  the  Eastern  Illinois  Company  shall  at  any  time  after  such  construction 
or  acquisition  elect  to  use  said  tracks  or  facilities,  it  shall  have  the  right 
to  do  so,  and  for  such  use  shall  pay  to  the  Burlington  Company  monthly 
a  sum  equal  to  one-twelfth  of  two  and  one-half  per  cent  (2%%)  per  annum 
upon  the  net  cost  of  same,  and  in  addition  thereto  a  proportionate  share  of 
the  cost  of  operation,  maintenance,  repairs  and  renewals  of  said  tracks  and 
facilities,  such  proportionate  share  to  be  determined  by  the  ratio  which 
the  locomotive  and  car  mileage  of  the  Eastern  Illinois  Company  over  said 
tracks  bears  to  the  entire  locomotive  and  car  mileage  of  all  parties  over  said 
tracks,  each  locomotive  to  be  counted  as  two  (2)  cars;  Provided,  further, 
that  if  the  Eastern  Illinois  Company  shall,  in  case  of  such  election  to  use 
as  aforesaid,  also  elect  to  maintain  and  repair  such  tracks  or  facilities,  it 
shall  have  the  right  to  do  so,  and  the  expense  thereof  shall  be  borne  in 
accordance  with  paragraph  (c)  of  Section  2  of  Article  II  of  this  agreement 
respecting  maintenance  and  operation;  and  provided,  further,  that  the 
Eastern  Illinois  Company  shall  have  the  right  at  any  time  before  such  tracks 
or  facilities  are  removed  by  the  Burlington  Company,  to  purchase  the  same 
by  paying  to  the  Burlington  Company  the  cost  of  construction  or  acquisition 
thereof. 

Article  III. 

Mutual  Covenants 

SECTION  1.  The  maintenance,  operation,  repairs  and  renewals  of  the  joint 
line  shall  be  under  the  sole  charge  and  supervision  of  the  Eastern  Illinois 
Company,  which  Company  shall  keep  said  line  in  good  condition.  But  if 
the  Eastern  Illinois  Company  shall  fail  to  repair  any  defect  or  defects 
within  a  reasonable  time  after  notice  in  writing  from  the  Burlington  Com- 
pany  so  to  do,  specifying  the  said  defect  or  defects,  the  Burlington  Company 
may  repair  same  at  the  cost  and  expense  of  the  Eastern  Illinois  Company, 


1674      CHICAGO,   BURLINGTON   &   QUINCY  RAILROAD   COMPANY 

subject  to  the  provisions  herein  contained  respecting  the  division  of  the 
cost  and  expenses  of  maintenance  and  operation. 

§  2.  The  engines  and  cars  of  the  Burlington  Company,  while  on  the 
joint  line,  shall  be  operated  by  the  employes  of  the  Burlington  Company, 
subject,  however,  to  the  rules  and  directions  of  the  Eastern  Illinois  Com- 
pany. Schedules  for  the  movement  of  trains  over  the  said  joint  line 
shall  be  arranged  by  the  joint  action  of  the  Eastern  Illinois  Company  and 
such  other  companies  as  may  use  such  joint  line.  The  Eastern  Illinois 
Company  shall  have  the  right  to  examine  the  employes  of  the  Burlington 
Company  upon  the  rules  and  regulations  of  said  Eastern  Illinois  Company 
for  the  government  of  its  employes  engaged  in  handling  engines,  ears  or 
trains  upon  the  joint  line,  and  the  Burlington  Company  shall  not  employ, 
or  retain  in  its  employ,  in  the  running  of  its  trains  or  engines  upon  the 
joint  line,  any  employes  who  may  fail  upon  such  examination  or  be  ob- 
jectionable or  unsatisfactory  to  the  Eastern  Illinois  Company. 

Trains  of  each  party  shall  have  the  right  of  way  over  all  trains  of  the 
other  party  of  an  inferior  class,  but  otherwise,  as  nearly  as  may  be  practic- 
able, equality  of  right,  privilege  ami  advantage  shall  lie  given  to  the  trains 
oi  the  same  class  operated  by  either  party.  All  schedules,  rules  and  regula- 
tions shall  lie  reasonable  ami  just  to  both  parties,  ami  shall  secure  to  neither 
any  unfair  preference  or  discrimination  against  the  other.  If  the  parties 
cannot  agree  upon  the  adoption  of  any  .schedule,  rule  or  regulation,  or  as  to 
the  modification  or  execution  of  any  one  in  existence,  either  party  may 
demand  a  decision  of  such  point  in  dispute  by  arbitration  in  manner  and 
form  hereinafter  provided. 

§  3.  No  discrimination  shall  lie  made  by  the  Eastern  Illinois  Company 
in  favor  of  or  against  the  Burlington  Company  in  connection  with  the  use 
of  the  joint  line.  All  operators,  despatches,  agents  and  others  engaged  in 
the  supervision,  maintenance  or  operation  of  the  joint  line  (including  inter- 
locking plants)  though  paid  by  the  Eastern  Illinois  Company  in  the  first 
place,  shall  be  considered  ;is,  and  arc  in  fact,  joint  employes  of  the  parties 
hereto,  as  respects  Liability  for  damage  or  injury  due  to  any  act  or  omission 
to  act,  in  respect  to  the  maintenance,  repair  or  joint  operations  over  the 
joint  line,  and  they  shall  render  to  each  party  such  service  as  they  may  be 
called  upon  to  lender  within  the  scope  of  their  position  or  employment,  and 
shall  be  romoved  from  the  service  of  the  joint  line  upoii  written  request 
of  either  party  hereto. 

§  4.  Except  as  hereinafter  otherwise  expressly  provided,  each  party 
hereto  shall  be  solely  liable  for  all  injury,  loss  or  damage  caused  by  its 
own  trains,  engines  or  cars  to  the  other  party  hereto,  or  to  third  persons, 
or  caused  to  its  own  trains,  engines  or  cars  or  to  persons  or  property  thereon. 

§  5.  Each  of  the  parties  hereto  assumes  all  responsibility  for  accidents 
or  casualties  upon,  or  to  its  own  trains,  and  to  its  passengers,  freight  and 
employes  by  reason  of  any  imperfection  of  the  track,  or  misplacement  of 
switches  by  its  own  or  a  joint  employe,  or  strangers,  or  for  damages  for 
stock  killed  or  injury  that  may  occur  to  persons  walking  upon  the  track 
or  at  highway  crossings  (if  any  liability  therefor)  or  from  any  other  cause 


CORPORATE    HISTORY  1675 

(aside  from,  or  except  collision  in  any  form  with  the  trains  of  the  other 
party,  or  negligence  of  an  exclusive  employe  of  the  other  party),  and  no 
such  accident  or  casualty  shall  give  either  party  a  right  of  action  or  claim 
against  the  other  party,  it  being  the  intention  and  design  that  each  party 
shall  be  responsible  for  its  own  trains,  for  the  conduct  of  its  own  and  joint 
employes  as  respects  such  trains,  freight,  passenger  and  employes,  and 
generally,  except  when  the  other  party  or  its  employes  are  at  fault. 

§  6.  In  the  event  of  the  killing  of  stock  not  in  transit,  or  of  damage 
on  account  of  personal  injuries  to  persons  not  riding  on  the  trains  of  either 
party  hereto,  or  of  any  damage  by  fire  caused  by  or  incident  to  the  operation 
of  its  trains  upon  the  joint  line,  or  on  lands  adjoining  the  same,  and  without 
regard  to  the  physical  conditions  of  the  joint  line  or  its  appurtenances,  the 
claims  arising  shall  be  adjusted  and  settled  by  the  proper  officer  of  the 
Eastern  Illinois  Company  after  notice  to  the  Burlington  Company  (if  it 
be  intended  to  hold  that  Company  liable)  and  the  party  at  fault  shall  pay 
and  bear  the  full  amount  so  paid  in  settlement  of  the  liability;  provided, 
however,  that  in  the  event  of  its  being  impossible  for  want  of  evidence  to 
fix  the  liability  in  such  cases  on  one  of  the  parties  hereto,  the  amount  of 
liability,  including  all  costs,  shall  be  divided  between  the  parties  hereto 
in  the  same  proportion  as  expenses  of  maintenance  and  operation  shall  be 
divided  for  the  month  in  which  the  accident  occurred.  In  the  event  of 
loss,,  damage  or  injury  occurring  to  persons  or  property  on  the  trains  of 
either  party  hereto,  the  proper  officer  of  the  party  on  whose  train  such  loss, 
damage  or  injury  may  occur,  shall  settle  the  same,  and  in  all  cases  of 
settlement  under  this  clause,  the  release  executed  shall  be  made  to  include 
and  free  and  discharge  both  of  the  parties  hereto  from  all  further  liability. 

§  7.  In  case,  by  reason  of  any  accident  to  the  engine,  train  or  car  of  one 
of  the  parties  hereto,  loss,  damage  or  injury  shall  be  done  to  the  engine, 
train  or  car,  or  to  persons  or  property  thereon,  of  the  other  party  hereto, 
on  another  track,  the  party  to  whose  engine,  train  or  car  such  accident  occurs 
shall  be  solely  responsible  for  and  shall  pay  for  such  loss,  damage  or  injury. 

§  8.  In  case  of  a  collision  between  the  respective  engines,  cars  or  trains 
of  the  parties  hereto  while  on  the  joint  line,  or  in  case  of  injury,  loss  or 
damage  resulting  from  any  other  cause,  the  party  whose  employes  shall  have 
been  alone  at  fault  shall  be  solely  responsible  for  and  settle  and  pay  for 
the  entire  loss  and  damage  caused  thereby,  and  shall  save'  the  other  party 
harmless  therefrom;  and  in  case  any  such  collision  shall  be  caused  by  the 
fault  of  the  employes  of  both  parties,  or  by  the  fault  of  any  joint  employe 
or  employes,  or  in  case  the  cause  of  the  collision  shall  be  concealed  so  that 
it  cannot  be  determined  whose  employe  or  employes  were  at  fault,  each, 
party  shall  bear  and  pay  for  all  loss,  damage  or  injury  which  its  own 
property  or  property  in  its  custody  or  its  employes  or  its  passengers  may 
have  suffered  in  consequence  thereof. 

§  9.  In  the  event  of  destruction  of  or  injury  or  damage  to  any  of  the 
depots,  buildings,  bridges,  culverts  or  other  appurtenances  as  a  result  of  the 
carelessness,  or  by  reason  of  the  negligence,  of  either  one  of  the  parties 
to  this  agreement,  the  whole  of  the  expense  of  replacing  or  renewing  the 
property,  less  the  insurance  collected  therefrom,  shall  be  paid  by  the  party 


1676       CHICAGO,   BURLINGTON   &   QUINCY   RAILROAD   COMPANY 

at  fault,  provided  that  the  said  replacing  or  renewing  shall  be  of  the  same 
general  character  as  the  work  destroyed. 

§  10.  In  case  any  of  the  Burlington  Company's  trains  shall  be  wrecked 
while  running  upon  any  track  of  the  Eastern  Illinois  Company,  the  use  of 
which  is  hereby  granted,  such  wreck  shall  be  picked  up  and  removed  by 
the  Eastern  Illinois  Company  and  the  cost  of  such  service  shall  be  borne  and 
paid  for  by  the  Burlington  Company. 

§  11.  In  case  a  suit  or  suits  be  commenced  against  either  party  hereto 
for  or  on  account  of  any  damage  or  injury  for  which  the  other  party  is 
liable  under  the  terms  of  this  agreement,  the  party  so  sued  shall  give  to 
the  other  party  notice  in  writing  of  the  pendency  of  such  suit,  and  thereupon 
such  other  party  shall  assume  the  defense  of  such  suit  and  shall  save  and 
hold  the  party  so  sued  harmless  from  all  loss,  cost,  or  expense  by  reason 
thereof. 

§  12.  In  the  issuance  of  time  cards  from  time  to  time  the  parties  hereto 
shall  bear  equally  the  expense  thus  incurred,  in  case  it  becomes  necessary 
mi  account  of  the  change  in  time  of  the  trains  of  each  of  the  parties  hereto  to 
issue  new  time  cards;  but  if  it  becomes  necessary  to  issue  such  new  time 
cards  by  reason  of  the  change  in  time  of  the  trains  of  one  of  the  parties 
hereto  and  not  the  other,  the  party  making  the  change  in  time  shall  bear 
the  entire  expense  thus  incurred. 

§  13.  The  rights  of  the  Burlington  Company  under  this  agreement  shall 
be  dependent  upon  the  prompt  payment  by  it  of  all  moneys,  and  the  faithful 
performance  by  it  of  all  of  its  obligations,  the  payment  or  performance 
of  which  it  has  assumed  in  this  agreement.  If  ninety  days'  default  shall  be 
made  by  the  Burlington  Company  in  the  making  of  any  payments  which 
it  is  required  to  make  by  this  agreement,  after  such  payments  shall  have 
become  due,  or  if  the  Burlington  Company  shall  fail  for  ninety  days  to 
comply  with  any  of  its  covenants  under  this  agreement,  the  Eastern  Illinois 
Company,  may  at  its  option,  give  to  the  Burlington  Company  written  notice 
thereof,  and  if  such  delinquent  payments  are  not  made  to  the  Eastern  Illinois 
Company,  or  such  covenants  are  not  complied  with  within  thirty  (30)  days 
from  and  after  the  receipt  by  the  Burlington  Company  of  such  written 
notice  the  Eastern  Illinois  Company  may  declare  this  agreement  terminated 
and  annulled  and  may  exclude  the  Burlington  Company  from  any  further 
use  and  enjoyment  of  the  rights  and  privileges  by  this  agreement  granted. 

§  14.  Nothing  in  this  agreement  contained  shall  prevent  the  Eastern 
Illinois  Company  from  admitting  one  or  more  additional  railroad  companies 
.to  the  use  of  the  joint  line,  provided  such  additional  use  shall  not  interfere 
materially  with  the  full  enjoyment  by  the  Burlington  Company  of  the  rights 
and  privileges  herein  granted;  and  provided  further  that  such  additional 
company  or  companies  so  using  the  joint  line  shall  participate  with  the 
Eastern  Illinois  Company  and  the  Burlington  Company  on  a  locomotive 
and  car  mileage  basis  as  above  denned  in  the  payment  of  operating  expenses, 
repairs,  renewals  and  maintenance  of  the  joint  line;  and  provided  further 
that  the  Burlington  Company  in  case  of  the  admission  of  such  other  com- 
pany or  companies,  shall  at  all  time  be  accorded  as  favorable  terms  and 


CORPORATE    HISTORY  1677 

conditions  in  the  matter  of  the  use  of  said  joint  line  as  such  other  company 
or  companies  are  accorded. 

Article  IV. 
Arbitration. 
Section'  1.  In  case  of  any  dispute  or  difference  arising  under  this  agree- 
ment, the  same  shall  be  submitted  to  two  (2)  arbitrators,  one  of  whom 
shall  be  appointed  by  the  Eastern  Illinois  Company,  and  the  other  by  the 
Burlington  Company,  and  if  these  two  arbitrators  cannot  agree,  they  shall 
select  a  third,  who  shall  be  a  disinterested  party,  and  the  decision  of  a 
majority  of  said  arbitrators  upon  any  question  submitted  shall  be  final 
and  conclusive  and  binding  upon  the  parties  hereto.  In  case  either  of  the 
parties  shall  fail  to  appoint  an  arbitrator  for  a  period  of  thirty  (30)  days 
after  written  notice  by  the  other  party  to  make  such  appointment,  then 
and  in  that  event,  the  arbitrator  appointed  by  the  other  party  shall  have 
the  right  to  appoint  another  arbitrator,  and  the  two  arbitrators  so  chosen 
shall  select  a  third,  and  in  case  the  two  arbitrators  so  appointed  by  the 
parties  hereto  in  the  manner  aforesaid,  shall  fail  within  thirty  (30)  days 
after  their  appointment  to  select  a  third  arbitrator,  said  third  arbitrator 
shall,  on  the  application  of  any  party  hereto,  be  appointed  by  the  Judge 
of  the  District  Court  of  the  United  States  for  the  Northern  District  of 
Illinois.  The  three  (3)  arbitrators  so  chosen  and  selected  shall  hear  and 
decide  all  questions  of  difference  submitted  to  them  in  writing,  and  their 
decision,  or  that  of  a  majority  of  them,  shall  be  final,  conclusive  and  binding 
upon  the  parties  hereto.  Until  the  arbitrators  shall  make  their  award  upon 
any  question  submitted  to  them,  the  business,  settlements  and  payments 
to  be  transacted  and  made  under  this  agreement  shall  continue  to  be  trans- 
acted and  made  in  the  manner  and  form  existing  prior  to  the  rise  of  such 
questions. 

Article  V. 
Term. 

Section  1.  This  agreement  shall  take  effect  upon  the  date  upon  which 
the  Burlington  Company  commences  the  use  of  said  joint  line  and  shall 
continue  for  the  period  of  five  (5)  years  from  said  date  and  thereafter 
until  the  expiration  of  one  year  from  the  date  upon  which  one  of  the  parties 
shall  give  to  the  other  notice  in  writing  of  its  desire  to  terminate  same. 
In  the  event  of  the  termination  of  this  agreement  as  aforesaid,  or  in  any 
other  manner,  each  party  shall  have  the  right,  notwithstanding  such  termi- 
nation, to  recover  from  the  other  any  obligation  or  liability  which  may 
have  ace  rued  under  this  agreement  while  the  same  was  effective  and  in 
operation. 

§  2.  All  the  grants,  covenants  and  stipulations  herein  contained  shall 
inure  to  the  benefit  of  and  be  binding  upon  the  successors  and  assigns  of  the 
respective  parties  hereto;  provided,  however,  that  no  assignment  by  the 
Burlington  Company  of  this  agreement,  or  any  of  the  rights  or  privileges 
hereby  granted, — otherwise  than  in  connection  with  the  assignment,  transfer 
or  lease  of  all  of  the  railroad  property  of  the  Burlington  Company, — shall 


1678      CHICAGO,   BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

be  made  without  the  written  consent  of  the  Eastern  Illinois  Company,  and 
any  such  assignment  made  without  the  consent  of  the  Eastern  Illinois 
Company  shall  be  absolutely  void. 

In  Witness  Whereof  the  parties  hereto  have  caused  this  agreement  to  be 
signed  by  their  respective  Presidents  or  Vice-Presidents,  and  their  respective 
corporate  seals  to  be  hereunto  affixed,  attested  by  their  respective  Secretaries 
or  Assistant  Secretaries,  the  day  and  year  first  above  written. 

Chicago  and  Eastern  Illinois  Eailroad  Company, 

By  B.  L.  Winchell, 
[seal]  President. 

Attest:    J.  S.  Ford 

Chicago,  Burlington  &  Quincy  Eailroad  Company, 

By  D.  Miller, 
Lseal]  President. 

Attest:    T.  S.  Rowland,  Secretary. 
Approved  as  to  form: 
E.  M.  Shelton 

SUPPLEMENTAL  AGREEMENT,  June  4,  1923,  Chicago  and  Eastern 
Illinois  Railway  Company  and  Chicago,  Burlington  &  Quincy  Railroad 
Company.     15.79    miles. 

This  Supplemented  Agreement,  made  and  entered  into  this  4th  day  of 
June,  1923  by  and  between  the  Chicago  and  Eastern  Illinois  Railway  Com- 
pany, a  corporation  organized  and  existing  under  the  laws  of  the  State 
of  Illinois,  party  of  the  first  part  hereinafter  called  the  Eastern  Illmois 
Company,  and  the  Chicago,  Burlington  &  Quincy  Railroad  Company,  a 
corporation  organized  and  existing  under  the  laws  of  the  State  of  Illinois, 
party  of  the  second  part,  hereinafter  called  the  Burlington  Company, 
Wit  in  ssi  Hi  : 

Whereas,  on  to-wit:  June  1st,  1910,  the  Chicago  and  Eastern  Illinois 
Eailroad  Company,  predecessor  of  the  Eastern  Illinois  Company,  and  the 
Burlington  Company  entered  into  a  certain  written  agreement  by  the  terms 
of  which  the  said  Chicago  and  Eastern  Illinois  Eailroad  Company  granted 
unto  the  Burlington  Company  the  right  to  use  in  common  with  the  said 
Chicago  and  Eastern  Illinois  Railroad  Company  its  line  of  railroad  between 
a  point  fifty-two  and  three-tenths  (52.3)  feet  south  of  Station  Number  Pour 
Hundred  Six  (406)  in  the  Southwest  Quarter  (S.W.  %)  of  Section  Twenty- 
three  (23),  Township  Ten  (10)  South,  Range  Two  (2)  East  of  the  Third 
Principal  Meridian,  Williamson  County,  Illinois,  and  a  point  thirty-seven 
and  one-tenth  (37.1)  feet  south  of  Station  Number  Twelve  Hundred  Forty 
(1240)  in  the  north  half  of  the  Southeast  Quarter  (S.E.  %)  of  Section 
Thirty-four  (34)  in  Township  Twelve  (12)  South,  Range  Two  (2)  East  of  the 
Third  Principal  Meridian,  Johnson  County,  Illinois,  a  distance  of  fifteen 
and  seventy-nine  hundredths   (15.79)   miles,  and, 

Whereas,  said  parties  re-valued  as  of  September  1st,  1921,  the  said 
property  of  the  Eastern  Illinois  Company  so  used  in  common  and  now  desire 
to  substitute  in  Paragraph  Two  (2)  of  Section  Two  (2)  of  Article  Two  (II) 


CORPORATE    HISTORY  1679 

of  said  original  agreement  said  new  valuation  in  lieu  of  the  valuation  therein 
stated,  and, 

Whereas,  said  parties  also  desire  to  extend  the  term  of  said  original 
agreement  for  a  further  period  of  five  (5)  years  from  May  1st,  1922,  as 
well  as  to  add  another  provision  to  said  original  agreement  with  reference 
to  division  of  expense  growing  out  of  damage  to  property  not  belonging 
to  or  in  the  custody  of  the  parties  hereto  caused  by  joint  employes,  and  in 
case  of  damage  or  injury  by  any  cars,  trains,  engines  or  other  appliances 
while  being  used  solely  in  the  maintenance,  repair  or  renewal  of  the  joint  line, 
and  in  case  of  personal  injuries  to  or  death  of  joint  employes  while  so 
engaged,  when  not  caused  by  the  trains,  engines  or  cars  of  the  parties 
hereto,  other  than  work  trains  engaged  in  the  work  on  the  joint  track. 

Now,  Therefore,  the  parties  hereto,  in  consideration  of  the  premises  and 
the  sum  of  One  Dollar  ($1.00),  lawful  money  of  the  United  States  of 
America,  by  each  of  said  parties  paid  to  the  other  before  the  ensealing  and 
delivery  of  these  presents,  the  receipt  whereof  is  hereby  acknowledged,  have 
agreed,  and  do  agree,  to  bind  themselves  as  follows: 

1. — Paragraph  (a)  and  the  first  sentence  of  Paragraph  (b)  of  Section  Two 
(2),  Article  Two  (II)  of  said  original  agreement  between  the  parties 
hereto  dated  June  1st,  1910,  shall  be  changed  to  read  as  follows  and,  as  so 
changed,  shall  be  effective  as  of  May  1st,  1922 : 

"(a)  A  sum  equal  to  one-twelfth  (1/12)  of  Two  and  one-half 
per  cent  (2%%)  per  annum  on  a  valuation  of  One  Million  Dollars 
($1,000,000.00)." 

"(b)   A  sum  equal  to  one-twelfth    (1/12)   of  Two  and  one-half 
per  cent  (2%%)  per  annum  upon  the  full  cost  of  all  improvements 
and  betterments  on  said  joint  line  made  after  September  1st,  1921, 
including   those   provided   for   by    special   assessments,   changes   in 
profile  and  alignment,  ballast,  re-laying  with  rail  of  heavier  material 
than  section  now  in  use,  the  strengthening  of  bridges  and  all  ad- 
ditions thereto  provided  for  the  equal  joint  use  hereunder. 
2. — The  term  of  said  original  agreement  as  modified  hereunder  shall  be 
extended  for  a  further  period  of  five    (5)   years  from  May  1st,  1922,  and 
unless  said  original  agreement  so  modified  is  canceled  by  either  party  hereto 
giving  to  the  other  written  notice  of  its  desire  so  to  do  one   (1)  year  prior 
to  the  termination  of  said  five   (5)   year  perid,  the  same  shall  continue  in 
force  and  effect  thereafter  until  the  expiration  of  one    (1)   year  from  the 
date  upon  which  one  of  the  parties  hereto  shall  give  to  the  other  notice  in 
writing  of  its  desire  to  terminate  the  same. 

3. — That  effective  as  of  March  1st,  1917,  there  shall  be  added  to  Article 
Three  (III)  of  said  original  agreement  as  Section  Ten  A  (10A)  thereof, 
the  following  provision : 

' '  Section  10A.  In  case  of  damage  to  property  not  belonging  to 
or  in  the  custody  of  the  parties  hereto,  caused  by  joint  employes, 
and  in  case  of  damage  or  injury  by  any  cars,  trains,  engines  or 
other  appliances  while  being  used  solely  in  the  maintenance,  repair 
or  renewal  of  the  joint  line,  and  in  case  of  personal  injuries  to 
or  death  of  joint  employes  while  so  engaged  when  not  caused  or 


1680      CHICAGO,   BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

contributed   to   by   trains,   engines   or   cars   of   the    parties   hereto, 
other   than  work  trains  engaged   in  work   on   the  joint  track,   all 
costs  and  expenses  connected  therewith  or  caused  by  reason  thereof, 
shall  be  charged  to  the  cost  of  operation,  maintenance,  repairs  and 
renewals  of  said  joint  line  ami  shall  be  borne  by  the  parties  hereto 
under  the   provisions   of   Paragraph    (C)    of   Section   Two    (2)    of 
Article  Two  (II)  hereof." 
In    Witness    Whereof,  the   parties  hereto  caused   this   supplemental  agree- 
ment to  he  signed  by  their  respective  Presidents  or  Vice-Presidents,  and  their 
respective  corporate  seals  to  be  hereunto  affiled,  attested  by  their  respective 
Secretaries  or  Assistant  Secretaries,  the  day  and  year  first  above  written. 

Chicago  and  Eastern  Illinois  Railway  Company, 
[seal]  By  W.  J.  Jackson, 

President. 
Attest:    F.  R.  Austin,  Secretary. 

Chicago,  Burlington  &  Quincy  Railroad  Company, 
[seal]  By  Hale  IIolden, 

President. 
Attest:    E.  J.  Aldex,  Asst.  Secretary. 
Form  O.  K. 

Tnos.  J.  Lawless,  Attorney. 
Approved  as  to  form : 

II.  T.  Dick,  (it  m  ral  Solicitor. 

AGREEMENT.     Dated:    August  5,  1913.     Effective:    November  4,   1912. 

The  Baltimore  and  Ohio  Southwestern  Railroad  Company  and  Chicago, 

Burlington    ,v    (Quincy    Railroad    Company.      Subject:    Common    use    by 

C.  B.  &  Q.  R.  R,  of  B.  &  O.  S.  W.  tracks  between  Shattuc  and  East 

St.  Louis,  Ills. 

This  Agreement,  Made  and  entered  into  this  5th.  day  of  August,  1913, 
by  and  between  The  Baltimore  and  Ohio  Southwestern  Railroad  Company, 
s  corporation  by  consolidation  under  the  laws  of  the  States  of  Ohio  and 
Indiana,  hereinafter  called  "Baltimore  Company,"  party  of  the  first  part, 
ami  tin'  Chicago,  Burlington  ami  Quincy  Railroad  Company,  a  corporation 
under  the  laws  of  the  State  of  Illinois,  hereinafter  called  "Burlington 
Company,"   party   of  the  second   part. 

Wit  in  ssi  th  : 

That,  Whereas,  Said  Baltimore  Company  owns  and  operates  a  line 
of  railroad  in  the  State  of  Illinois  and  through  the  counties  of  Clinton 
and   St.   Clair;    and, 

Whereas,  Said  Burlington  Company  operates  a  line  of  railroad  in 
the  State  of  Illinois  from  Beardstown  to  Centralia,  which  line  of  railroad 
crosses  that  of  said  Baltimore  Company  at  Shattuc,  in  Clinton  County, 
State  of  Illinois;   and, 

Whereas,  Said  Burlington  Company  desires  to  use  that  part  of  the 
line  of  railroad  of  said  Baltimore  Company  extending  from  said  Shattuc 
westwardly  through  said  Clinton  and  St.  Clair  Counties,  into  the  city  of 
East  St.  Louis,  in  said  St.  Clair  County,  for  the  purpose  of  carrying  freight 


CORPORATE    HISTORY  1681 

and  passenger  traffic  over  said  line  of  railroad  between  said  Shattuc  and 
said  East  St.  Louis,  including  in  said  term  "traffic"  both  mail  and  express 
matter,  which  line  of  railroad  between  said  points  of  Shattuc  and  East 
St.  Louis  is  shown  in  red  and  yellow  on  the  blue  print  hereto  attached, 
marked  "B.  &  O.  File  7791-1A, "  signed  by  the  respective  Chief  Engineers 
of  the  parties  hereto,  and  made  a  part  of  this  agreement ;    and, 

Whereas,  Said  Baltimore  Company  is  willing  to  permit  said  Burlington 
Company  to  use  said  line  of  railroad  between  said  points  for  the  purposes 
aforesaid,  upon  the  terms  and  conditions  hereinafter  set  out  and  not 
otherwise ; 

Now,  Therefore,  It  is  mutually  agreed  by  and  between  the  parties 
hereto,  each  in  consideration  of  the  covenants  and  agreements  of  the  other, 
as  follows,  to-wit : 

1.  Said  Baltimore  Company,  upon  the  terms  and  conditions  hereinafter 
contained,  hereby  grants  unto  said  Burlington  Company,  its  successors  and 
assigns,  the  right,  for  and  during  the  term  of  twenty  (20)  years  from 
the  date  of  this  contract,  and  thereafter  unless  and  until  this  contract 
shall  be  terminated  upon  five  (5)  years'  written  notice  by  either  party 
hereto  to  the  other,  which  notice  may  be  given  so  as  to  terminate  this 
contract  at  the  end  of  said  term  of  twenty  (20)  years,  or  at  the  end  of 
any  year  thereafter,  unless  the  same  shall  be  sooner  terminated  as  herein- 
after provided,  to  run  its  engines  and  trains  over  the  main  tracks  and 
passing  tracks  of  that  portion  of  the  railroad  of  said  Baltimore  Company 
extending  from  Shattuc,  in  Clinton  County,  to  East  St.  Louis,  in  St.  Clair 
County,  Illinois,  being  a  distance  of  approximately  fifty-five  (55)  miles, 
and  to  use  the  water  tanks,  coal  bins  and  other  appurtenances  necessary 
to  operate  and  carry  on  the  business  of  said  Burlington  Company  over 
said  portion  of  the  railroad  of  said  Baltimore  Company,  upon  the  terms 
and  conditions  hereinafter  set  out. 

The  right  to  use  the  tracks  aforesaid  by  said  Burlington  Company  is 
confined  to  the  running  of  its  engines,  trains  and  cars  over  the  same, 
and  no  right  is  acquired  by  it  to  transact  any  local  business  of  any  sort 
whatsoever  upon  said  tracks  at  or  between  said  junction  points  of  Shattuc 
and  East  St.  Louis.  The  term  "local  business"  is  meant  to  include  all 
business  between  Shattuc  aud  East  St.  Louis,  and  all  business  at  or  to  or 
from  points  between  said  junction  points  of  Shattuc  and  East  St.  Louis. 
If  the  Burlington  Company  is  required  by  law  to  transact  any  such  local 
business,  then  the  net  profits  of  such  business  shall  be  paid  to  the  Baltimore 
Company. 

2.  The  use  of  said  tracks  by  said  Burlington  Company  under  this  contract 
shall  be  common  with  the  use  of  the  same  by  said  Baltimore  Company, 
and  by  any  other  company  or  person  to  whom  said  Baltimore  Company 
may  grant  the  right  to  use  the  same,  or  any  part  thereof,  and  shall  be 
under  such  reasonable  rules  and  regulations  as  said  Baltimore  Company 
may  from  time  to  time  prescribe  for  their  use  and  operation. 

Said  Baltimore  Company  shall  provide  for  the  running  by  said  Burlington 
Company  over  the  aforesaid  part  of  the  railroad  of  said  Baltimore  Company 
of  such  engines,  trains  and  cars  as  said  Burlington  Company  shall  desire 


1682      CHICAGO,   BURLINGTON   &   QUINCY   RAILROAD   COMPANY 

to  run,  the  movement  of  all  of  which  shall  be  under  the  control  of  the 
proper  officers  of  said  Baltimore  Company  while  on  the  rails  of  said 
Baltimore  Company,  and  the  officers  of  said  Baltimore  Company  shall  for 
that  purpose  be  considered  officers  of  both  of  the  parties  hereto.  However, 
the  engines  and  care  of  said  Burlington  Company  while  on  the  railroad 
of  said  Baltimore  Company  shall  be  managed  by  the  employes  of  said 
Burlington  Company,  subject,  however,  to  the  reasonable  rules  and  directions 
of  the  officers  of  the  Operating   Department   of  said   Baltimore  Company. 

Schedules  of  the  movements  of  trains  over  said  railroad  shall  be  arranged 
by  the  Superintendents  of  the  parties  hereto,  provided  passenger  trains 
of  all  kinds  shall  have  precedence  over  all  other  trains.  The  cost  of 
printing  such  schedules  shall  l>e  charged  as  follows:  If  all  parties  shall 
desire  a  change  of  schedule  at  the  same  time  the  cost  of  printing  such 
schedule     shall     be    considered     as     part     of    the     operating    expenses,    to    be 

apportioned  and  assumed  as  hereinafter  provided.  If  only  one  party  shall 
'.(-ire  such  change,  the  cost  of  printing  shall  lie  borne  by  such  party. 
The  customary  spring  and  fall  changes  in  time  schedules  shall  be  considered 
as  a  pari  of  the  operating  expenses,  to  be  borne  as  hereinafter  provided. 
If  it  is  necessary  because  of  tin  requirements  of  said  Burlington  Company 
to    issue   a    new    lime   schedule,   although   no   request    therefor   has   been   made 

by  said  Burlington  Company,  then  the  cost  of  printing  said  schedule  shall 

be   borne   entirely    by    said    Burlington    Company. 

3.  For  the  use  of  such  railroad  and  facilities  (shown  in  red  and  yellow 
on  said  plat  i  from  Shattuc  to  Mast  St.  Louis,  said  Burlington  Company 
agrees  to  pay  the  Baltimore  Company,  its  successors  and  assigns,  as  rental 
therefor,  two  and  one  half  per  centum  per  annum  of  the  valuation  of  said 
railroad  and  facilities  herein  provided  for,  which  valuation  for  the  purposes 
of  this  contract  it  is  agreed  shall  be  Two  Million  Pour  Hundred  and 
Eighty-two  Thousand  Two  Hundred  and  Seventy  Dollars  and  Seventy-five 
Cents  ($2,482,270.75).  Said  sum  shall  be  due  at  the  end  of  each  calendar 
month,  and  shall  be  payable  on  or  before  the  end  of  the  calendar  month 
next  succeeding,  and  shall  be  due  and  payable  notwithstanding  any  addition- 
al use  that  may  be  granted  of  said  tracks  by  said  Baltimore  Company. 
But  as  to  the  use  and  maintenance  and  taxes  and  all  other  charges  herein 
provided  to  be  paid  by  said  Burlington  Company  on  a  mileage  basis, 
it  is  understood  that  the  mileage  of  any  other  company  that  may  be 
allowed  to  use  said  tracks  shall  be  counted  and  treated  as  mileage  of 
said  Baltimore  Company. 

1.  Win  never,  in  the  opinion  of  the  General  Manager  of  said  Baltimore 
Company  or  the  officer  hereafter  performing  the  duties  now  incumbent 
upon  said  General  Manager,  or  by  virtue  of  any  law,  statute,  or  order  of 
any  commission  or  other  lawful  authority,  it  shall  be  necessary  to  protect 
the  connection  at  Shattuc,  Illinois,  between  the  tracks  of  said  Burlington 
Company  and  those  of  said  Baltimore  Company,  or  the  connection  of 
said  tracks  at  East  St.  Louis,  Illinois,  with  an  interlocking  plant  or  other 
safety  device,  then  said  Burlington  Company  shall  construct,  maintain 
and  operate  said  interlocking  plant  or  other  safety  device.  Said  construction, 
maintenance    and    operation    shall    be    to    the    satisfaction    of    the    General 


CORPORATE    HISTORY  1683 

Manager  of  said  Baltimore  Company  or  the  officer  hereafter  performing 
the  duties  now  incumbent  upou  said  General  Manager,  and  in  compliance 
with  any  statute,  law,  or  order  of  any  commission  or  other  lawful  authority, 
and  shall  be  at  the  sole  cost  and  expense  of  said  Burlington  Company. 
Said  Burlington  Company  at  its  sole  cost  and  expense  shall  obtain  the 
approval  of  the  Railroad  and  Warehouse  Commission  of  the  State  of 
Illinois  to  any  plans  providing  for  said  interlocking  plant  or  other  safety 
device,  but  before  submitting  said  plans  to  said  Commission,  shall  first 
Obtain  the  written  approval  of  said  plans  by  said  Baltimore  Company. 
It  is  agreed  and  understood  that  this  provision  shall  apply  only  to  inter- 
lockers  at  the  connection  points  heretofore  referred  to  at  Shattuc,  Illinois, 
and  East  St.  Louis,  Illinois,  and  shall  not  be  construed  to  apply  to  inter- 
lockers  or  saftey  devices  installed  at  any  other  points  between  said  Shattuc 
and  said  East  St.  Louis.  If  said  Burlington  Company  shall  be  able  to 
include  within  any  existing  interlocking  plant  either  of  said  connection 
tracks,  it  may  do  so,  at  its  sole  cost  and  expense,  the  additional  cost  of 
maintenance  and  operation  to  be  divided  as  may  be  provided  for  in  any 
existing  contract  respecting  the  operation  and  maintenance  of  such  inter- 
locking plant.  Division  of  liability  for  accidents  where  such  an  interlocking 
plant  is  utilized  shall  be  upon  the  basis  of  any  existing  contract  respecting 
such  interlocking  plant. 

The  maintenance  of  that  part  of  the  line  of  the  railroad  of  said  Baltimore 
Company  to  be  used  under  this  contract,  and  all  improvements  or  additions 
which  may  be  made  under  the  provisions  of  this  agreement,  shall  be  under 
the  charge  and  supervision  of  said  Baltimore  Company,  and  said  part  of 
said  railroad  shall  be  kept  and  maintained  in  first  class  condition  judged 
by  the  standard  of  lines  of  the  same  class,  and  in  accordance  with  the 
policy  of  said  Baltimore  Company  as  to  the  remainder  of  the  division 
of  which  said  fifty-five    (55)   miles  form  a  part. 

Said  Baltimore  Company  may  make  any  necessary  changes,  betterments 
and  improvements  it  may  desire  in  and  upon  the  aforesaid  part  of  its 
line,  including  double  tracks,  renewals  of  culverts  and  bridges,  and  the 
substitution  of  one  kind  of  material  for  another,  the  installation  of  a 
block  system  and  of  interlockers,  as  shall  be  in  accordance  with  good 
railroading  and  as  in  the  judgment  of  said  Baltimore  Company  may  be 
proper,  or  as  shall  be  required  by  any  statute  or  other  lawful  authority, 
and  shall  make  such  changes,  betterments  and  improvements  as  may  be 
required  from  time  to  time  to  create  and  maintain  the  physical  condition 
above  described,  and  the  disposition  of  the  cost  therefor,  as  to  whether  it 
shall  be  treated  as  an  operating  expense  or  a  charge  to  capital  account, 
shall  be  in  accordance  with  the  policy  and  practice  of  said  Baltimore 
Company  with  reference  to  like  expenditures  on  the  remainder  of  its 
railroad,  and  in  accordance  with  established  railroad  uses  as  to  railroad 
lines  of  like  character  with  reference  to  like  expenditures.  If  such  expendi- 
tures, or  any  portion  thereof,  shall  be  charged  to  any  other  accounts  than 
operating  expenses,  then  said  Burlington  Company  hereby  agrees  to  pay 
to  said  Baltimore  Company  two  and  one-half  per  centum  per  annum  on 
the   cost   of  such   betterments   and   improvements,   said   payments   to   be   in 


1684      CHICAGO,   BURLINGTON   &   QUINCY  RAILROAD   COMPANY 

addition  to  any  other  payments  to  be  made  by  said  Burlington  Company 
to  said  Baltimore  Company  under  the  terms  of  this  agreement;  provided, 
however,  if  any  of  said  betterments  or  improvements  shall  be  in  the 
nature  of  additional  facilities,  the  necessity  for  the  construction  of  which 
arises  solely  from  the  admission  by  the  Baltimore  Company  of  any  other 
company  or  companies  to  the  use  of  the  aforesaid  part  of  its  line,  or 
any  portion  thereof,  no  interest  rental  on  the  cost  of  such  additional 
facilities  shall  lie  charged  to  the  Burlington  Company. 

Said  Baltimore  Company  shall  have  the  right  to  arrange  with  the 
Owners    of    lands    adjoining    its    tracks,    or    with    others,    as    to    the    plowing 

of  fire  guards  upon  property  adjoining  the  tracks  covered  by  this  agreement, 

and  as  to  other  precautions  against  lire  or  stock  claims,  in  which  event 
the  cost  and  expense  incident  thereto  shall  tie  charged  fco  the  maintenance 
account    ami    divided    between    the    parties    hereto    as    other    maintenance    of 

way   expenses. 
Said    Baltimore   Company    shall    keep   correct    accounts   of   the   cost   of 

repairing,    maintaining,    renewing,    improving   and    keeping   up   the    property 

red    hereby,   and    tin-   cost    ami    expense    incurred    of   Agent-operators, 
Telegraph    or    Telephone    Operators,    Towermen,    Levermen,    signal    Men, 

Road    Watchmen,   ami    other    employes    employed    in    the    handling   of   trains, 

the  employes  and  officers  who  may  he  engaged  in  the  repair  of  the  aforesaid 

portion   of  the   line   of    railroad   of  said    Baltimore   Company,  and  of  the 

of   supplying   water   tanks   with   water,   and   of  the  wages  of  such   other 

employes  as  are  engaged  in  the  common  service  of  the  parties  hereto. 

5.  Said  Burlington  Company,  in  addition  to  the  other  payments  herein 
provided  fur,  including  the  monthly  rental,  shall  pay  monthly  to  said 
Baltimore  Company  such  proportion  of  all  expenses  from  time  to  time 
incurred  by  said  Baltimore  Companj  in  renewing  and  maintaining  the 
tracks,    bridges,    structures,    fences    and    righl    of    way,    ami    switches   and 

appliances     and     other     property     necessary     or     proper     in     the    operation    of 

the  tracks  covered  by  this  agreement,  and  such  proportion  of  all  operating 

expenses  incurred  ill  the  common  service  of  the  parties  hereto,  and  of 
the  cost  of  supplying  water  tanks  with  water,  as  the  car  and  engine 
mileage  of  said  Burlington  Company  over  said  tracks  shall  hear  to  the 
total  car  ami  engine  mileage  of  both  said  Burlington  Company  and  said 
Baltimore  Company  such  proportion  of  all  expenses  from  time  to  time 
proportional  amount  so  to  he  paid  shall  lie  included,  in  addition  to  the 
exp<  ttses  of  the  officers  and  employes  herein  referred  to,  the  proper  propor- 
tion, as  hereinafter  defined,  of  the  salaries  and  cost  of  services  of  the 
division  officers  and  employes  and  their  subordinates  and  assistants,  includ- 
ing the  officers  engaged  in  the  Operating  and  Accounting  Departments 
of  said  Baltimore  Company  as  are  necessary  for  the  carrying  out  of  this 
agreement;  the  part  of  the  salaries  or  wages  of  division  officers  or  employes, 
and  their  subordinates  and  assistants,  and  of  officers,  their  subordinates 
and  assistants,  engaged  in  the  Operating  and  Accounting  Departments 
as  aforesaid,  which  is  to  be  included  in  the  cost  and  expense  to  be  jointly 
paid  as  aforesaid,  shall  be  ascertained  by  the  proportion  which  the  number 
of   miles   used   under   this   agreement   shall   bear   to    the   whole   number   of 


CORPORATE    HISTORY  1685 

miles  over  which  the  service  of  such  officers,  their  assistants  and  subordinates, 
or  employes,  extend. 

Said  Baltimore  Company  shall  render  a  bill  to  said  Burlington  Company 
f or  said  Burlington  Company 's  share  of  said  expense  at  the  end  of  each 
month,  which  bill  said  Burlington  Company  agrees  that  it  will  pay  to  said 
Baltimore  Company  on  or  before  the  end  of  the  month  next  succeeding. 

Said  Burlington  Company  shall  also  pay  to  said  Baltimore  Company, 
af  often  as  they  shall  accrue  and  become  payable,  such  proportions  of  any 
and  all  taxes,  assessments,  duties,  imposts  and  charges  whatsoever  as  may 
be  levied,  assessed  or  imposed  during  the  term  hereby  granted,  by  any 
government  or  lawful  authority  whatsoever,  upon  the  tracks  or  property 
of  said  Baltimore  Company,  which  said  Burlington  Company  is  entitled 
to  use  under  this  agreement,  as  the  car  and  engine  mileage  of  said  Burlington 
Company  shall  bear  to  the  total  car  and  engine  mileage  of  said  Burlington 
Company  combined  with  that  of  said  Baltimore  Company  during  the 
calendar  year  for  which  such  taxes  and  assessments  shall  be  levied;  bills 
for  such  proportions  of  said  taxes,  assessments,  duties,  imposts  and  charges 
to  be  rendered  by  said  Baltimore  Company  to  said  Burlington  Company, 
and  the  same  to  be  payable  on  or  before  the  end  of  the  month  next 
succeeding  that  in  which  they  are  rendered,  it  being  the  intent  hereof 
that  all  governmental  charges  upon  the  aforesaid  property,  the  use  of 
which  is  hereby  granted,  shall  be  paid  in  part  by  said  Burlington  Company 
as  herein  provided,  however  the  form  thereof  may  change,  and  in  whatever 
manner  or  by  whatever  name  the  taxes,  assessment,  impost  or  charge 
may  be  imposed  or  called,  but  said  Burlington  Company  shall  not  be 
required  to  pay  any  part  of  any  special  assessment  or  taxes  levied  upon 
or  against  any  property  of  said  Baltimore  Company  not  used  by  said 
Burlington  Company.  Special  assessments  levied  because  of  special  improve- 
ments shall  be  considered  as  part  of  the  maintenance  expense,  and  shall 
be  divided  between   the   parties   hereto   accordingly. 

6.  It  is  understood  and  agreed  that  all  tracks  necessary  to  be  laid  in 
order  to  make  connection  with  the  tracks  of  said  Baltimore  Company  at 
Shattuc  and  East  St.  Louis,  shall  be  constructed  and  maintained  entirely 
at  the  expense  of  said  Burlington  Company. 

7.  It  is  understood  and  agreed  that  the  employes  of  said  Burlington 
Company,  while  on  the  tracks  of  said  Baltimore  Company,  shall  be  subject 
to  the  reasonable  rules  and  regulations  of  said  Baltimore  Company.  If 
any  employe  of  said  Burlington  Company,  including  those  engaged  in  the 
maintenance  and  operation  of  the  interlockers  at  Shattuc  and  East  St. 
Louis,  shall  prove  objectionable  to  said  Baltimore  Company,  said  Burlington 
Company,  upon  request  from  said  Baltimore  Company,  for  reasons  deemed 
by  said  Baltimore  Company  good  and  sufficient,  shall  not  permit  said 
objectionable  employe  on  said  tracks,  and  shall  discharge  those  engaged 
in  the  maintenance   and   operation   of   said   interlockers. 

8.  In  case  said  Burlington  Company  shall  at  any  time  fail  for  sixty 
(60)  days  to  pay  any  sum  of  money  that  shall  become  due  under  this 
contract,  or  in  case  it  shall  refuse  or  neglect  for  such  time  to  perform 
any   condition,    stipulation   or   agreement    herein    contained,    upon    its   part 


1686      CHICAGO,   BURLINGTON   &  QUINCY  RAILROAD  COMPANY 

to  be  performed,  said  Baltimore  Company  may,  at  its  option,  terminate 
this  contract  and  all  the  provisions  thereof  upon  giving  thirty  (30) 
days'  written  notice  to  said  Burlington  Company  of  its  intention  so  to 
do,  and  thereupon  this  contract  and  all  rights  of  said  Burlington  Company 
thereunder  shall  cease,  end  and  determine.  Provided,  however,  that  said 
Burlington  Company  shall  remain  liable  to  said  Baltimore  Company  for 
any  moneys  due  thereunder,  and  for  any  failure  on  the  part  of  said 
Burlington  Company  to  comply  with  the  terms  ami  conditions  of  this 
contract  to  the  time  of  the  expiration  thereof  as  aforesaid. 

It  is  expressly  understood  ami  agreed  that  if  said  Burlington  Company 
shall,   at    any   time    during   the   term    of   this   contract,    become   so   financially 

involved  that  a  receiver  of  its  property  and  franchises  shall  he  appointed, 
or  that  its  property  ami  franchises  shall  become,  by  judicial  sale,  vested 
in  some  other  person,  natural  or  artificial,  which  such  receiver  or  person 
shall    have    the    right    in    law    to    elect    whether    he    or    it    will    take    over   this 

trad    of   lease,   then   said    Baltimore   Company   shall   he  and   hereby   is 

re3ted  with  like  righl  of  election,  provided  the  same  shall  be  exercised 
by  it  within  mk  (6)  months  after  such  right  of  election  shall  be  vested 
in  any  such  receiver  or  person,  ami  Qotice  of  the  existence  of  such  right 
shall  bave  been  received  by  said  Baltimore  Company.  Provided,  however, 
that   before  said    Baltimore  Company    shall  exercise  such  election   it  shall 

first    notify    in    writing    BUCh    receiver    or    purchaser    at    judicial    sale,    as    the 

same  may  he.  of  its  intention  to  elecl  t..  exercise  such  right,  and  thereupon, 
unless  such  receiver  or  such  purchaser  shall  within  three  (3)  months  after 
the  receipt   of  such   notice  notify  the   Baltimore  Company  of  the  election 

of    SUCh     receiver    or    BUCh     purchaser    to    take    over    this    contract    of    lease, 

then  the  righl  of  said  Baltimore  Company  to  exercise  said  right  shall 
become  absolute  ami  it  may,  at  its  option,  thereupon  terminate  this  contract 
of    [ease  at   once. 

It  is  further  agreed  that  any  waiver  at  any  time  by  said  Baltimore 
Company  of  a  breach  of  any  condition  of  this  contracl  by  said  Burlington 
Company  shall  extend  only  to  the  particular  breach  so  waived,  and  shall 
in  no  manner  impair  or  affect  the  existence  of  such  condition  or  right  of 
Baltimore  Company,  its  successors  or  assigns,  thereafter  to  avail 
itself  of  such  conditions  or  any  subsequent   breach  thereof. 

9.  Said  Burlington  Company  agrees  that  it  shall  not  have  the  right 
to,  ami  will  not.  contract  or  arrange  with  any  other  railroad  company  or 
person,  whose  line  is  or  may  be  constructed  or  operated  directly  or  indirectly 
to  a  junction  with  the  railway  possessed  and  operated  by  said  Burlington 
Company,  for  the  running  of  trains  by  or  for  such  other  railroad  company 
over  the  whole  or  any  part  or  portion  of  the  line  of  railroad,  the  use  of 
which,  under  the  terms  of  this  agreement,  is  conferred  upon  said  Burlington 
Company,  without  the  consent  in  writing  first  obtained  of  said  Baltimore 
Company. 

10.  Said  Burlington  Company  agrees  that  it  will  and  it  does  hereby 
assume  all  risk  and  all  liability  for  injury  or  damage  to  persons  or  to 
property  in  its  possession,  or  to  the  property  of  third  persons,  caused 
by    its    trains,    cars    or    locomotives    operated    over    the    railway    tracks    or 


CORPORATE    HISTORY  1687 

bridges  covered  by  this  contract  where  such  injury  or  damage  is  caused 
by  its  officers,  agents  or  servants  employed  in  the  management,  running 
or  operation  of  its  trains,  cars  or  locomotives  in  any  manner  whatever, 
or  by  the  officers,  agents  or  servants  of  the  Baltimore  Company  in  charge 
of  any  interlocking  system,  bridges,  gates,  switches,  turntables  or  other 
appliances  or  devices  in  any  manner  whatsoever  connected  with  the  operation 
of  the  property  covered  by  this  contract,  or  in  charge  of  the  maintenance, 
renewal  and  repair  of  the  same,  or  in  charge  of  the  making  or  giving 
of  the  time-cards,  rules,  regulations  and  orders  in  any  manner  having  to 
do  with  the  management,  starting,  moving,  running  or  operation  of  said 
trains,  cars,  or  locomotives,  causing  such  injury  or  damage,  and  shall  and 
will,  during  the  continuance  of  this  contract,  save  and  keep  harmless 
the  Baltimore  Company  from  all  claims,  demands,  loss  or  damage  on 
account  thereof. 

Said  Burlington  Company  further  agrees  that  it  will,  and  it  does  hereby, 
assume  all  risk  and  all  liability  for  injury  or  damage  to  persons  or  to 
its  own  property,  or  to  the  property  of  third  persons  caused  by  its  trains, 
cars  or  locomotives  by  reason  of  or  growing  out  of  defects  in  the  right 
of  way,  roadbed,  track  or  tracks,  bridges  or  culverts,  or  the  insufficiency 
of  fences,  or  the  lack  of  fences,  along  the  right  of  way  of  the  railway 
and  tracks,  the  right  to  use  which  is  granted  by  this  agreement,  or  the 
failure  to  erect  or  to  build  signboards  or  gates  or  cattle  guards,  or 
other  protections  at  highway,  street,  or  other  crossings,  public  or  private, 
in  compliance  with  the  law,  or  the  failure  to  erect  interlocking  systems 
or  other  safety  appliances  at  railway  crossings,  connections  or  intersections, 
or  the  erection  or  construction  of  fences,  signboards,  gates,  cattle  guards, 
interlocking  systems,  or  other  safety  appliances  or  protections,  or  to  provide 
watchmen  along  the  line,  the  right  to  use  which  is  granted  by  this  contract, 
which  do  not  fully  conform  to  the  law;  and  they  shall  and  will,  during  the 
continuance  of  this  contract,  save  and  keep  harmless  said  Baltimore 
Company  from  all  claims,  demands,  loss  or  damage  on  account  thereof; 
but  if  said  Baltimore  Company  shall  fail  to  repair  defects  in  its  tracks 
or  bridges,  the  right  to  use  which  is  granted  to  said  Burlington  Company, 
within  a  reasonable  time  after  notice  in  writing  by  said  Burlington  Com- 
pany shall  have  been  given,  specifying  such  defects,  or  shall  fail  to  build 
or  erect  such  fences,  signboards,  gates,  cattle  guards,  interlocking  systems, 
or  other  safety  appliances,  along  its  tracks,  the  right  to  use  which  it  has 
granted  as  aforesaid,  as  may  be  required  by  law,  or  to  repair  the  same, 
if  in  need  of  repairs,  within  a  reasonable  time  after  notice  in  writing 
by  said  Burlington  Company  shall  have  been  given,  specifying  the  place 
or  places  where  such  fences,  signboards,  gates,  cattle  guards,  interlocking 
systems,  or  other  safety  appliances  should  be  erected,  or  that  repairs 
thereon  are  needed,  or  changes  necessary  to  make  the  same  conform  to 
the  requirements  of  the  law,  then  and  in  every  such  case  said  Baltimore 
Company  shall  assume  all  risk  and  all  liability  caused  by  reason  thereof. 

Neither  party  shall  be  liable  to  the  other  for  any  loss,  damage,  or 
injury,  occasioned  by  the  negligence  of  the  officers,  servants  or  agents 
engaged   in    the   sole   business   or   the  sole  operation   of   the   trains    of   the 


1688      CHICAGO,  BURLINGTON   &   QCIXCY   RAILROAD   COMPANY 

employing  company;  this  clause,  however,  not  to  modify  the  two  clauses 
next   preceding. 

Said  Burlington  Company  further  agrees  that  in  case  any  action  or 
actions,  suit  or  suits,  shall  be  commenced  against  said  Baltimore  Company, 
growing  out  of  any  damage  or  injury  as  aforesaid,  whether  actual  or 
claimed,  for  which,  as  between  the  parties  hereto,  said  Burlington  Company 
is  liable,  if  there  is  any  liability,  said  Baltimore  Company  may  give 
written  notice  of  the  same  to  the  said  Burlington  Company,  and  thereafter 
said  Burlington  Company  shall  attend  to  the  defense  of  the  same,  and 
harmless  said  Baltimore  Company  from  all  expense,  counsel  fees, 
costs,  liabilities,  disbursements,  recoveries,  judgments  and  executions,  in 
any  manner  growing  out  of,  pertaining  to,  or  connected  therewith,  and 
in  the  event  that  any  service  in  connection  with  such  defense  shall  be 
rendered  at  the  request  of  said  Burlington  Company,  by  any  officer,  agent, 
representative  or  employe  of  said  Baltimore  Company,  who  shall  be  compen- 
sated  by   an   annual   or   other   salary,   so   that    no   special    sum    shall   lie    paid 

him  for  such  Bervice,  then  there  shall  lie  paid  to  said  Baltimore  Company, 
■  i.  account  of  the  services  so  rendered  by  said  salaried  employe,  a  reason- 
able sum  for  his  services  in  connection  with  the  matter  as  to  which  said 
Burlington  Company   is  or   is  claimed   to   be   liable. 

11.  Said  Burlington  Company  shall  forthwith  advise  said  Baltimore 
Company,  in  writing,  whether  it  will  or  will  not  assume  charge  of  any 
such  suit  so  commenced  againBt  said  Baltimore  Company,  and  if  it  shall 
refuse  so  to  do,  said  Baltimore  Company  may  conduct  the  defense,  and 
the  question  of  liability,  or  responsibility,  under  the  terms  hereof  shall 
thereafter  be  determined  by  arbitration  as  herein  provided,  save  that  the 
question  of  the  amount  of  the  loss  or  damage  shall  be  deemed  conclusively 
determined  by  any  final  judgment  that  may  be  rendered  in  such  action, 
and  that  in  the  event  of  the  failure  or  refusal  of  said  Burlington  Company 
to  assume  the  defense,  said  Baltimore  Company  shall  have  full  power 
and  authority  to  compromise  or  settle  any  such  claim  for  such  an  amount 
a>  it  may  deem  proper,  and  the  sum  so  agreed  upon  by  said  Baltimore 
Company  shall  be  deemed  final  and  conclusive  as  to  measure  of  damages 
or  amount  to  be  paid.  But  the  failure  of  said  Baltimore  Company  to 
give  notice  to  said  Burlington  Company  to  make  such  defense  shall  not 
prevent  the  Baltimore  Company  from  being  reimbursed,  if  in  fact  said 
Burlington  Company  is  the  party  who,  as  between  the  parties  hereto, 
should   undertake  the  defense   of  such  suit  or   suits. 

In  all  cases  of  collision  between  the  trains,  engines  or  cars  of  the  parties 
hereto,  each  party  shall  assume  and  bear  all  loss  on  account  of  damage 
to  its  engines,  cars  or  equipment,  or  to  engines  or  cars  being  operated 
by  it,  or  to  freight  or  other  traffic  being  hauled  by  it,  or  to  its  own  train 
employes  or  licensees,  or  passengers  on  its  trains  or  engines  or  cars 
involved  in  such  collision.  All  other  loss  or  damage  caused  by  such 
collision,  whether  to  employes  not  herein  specified,  or  to  third  parties, 
or  to  the  property  of  third  parties,  or  to  the  railroad  track  and  its 
appurtenances,  shall  be  divided  between  the  parties,  share  and  share  alike. 

Said   Baltimore   Company   agrees  to  procure  an  agreement   with   respect 


CORPORATE    HISTORY  1689 

to  liability  for  accidents  caused  by  collision,  substantially  in  the  form 
herein  provided  for  such  cases,  between  said  Baltimore  Company  and  such 
other  person  or  companies  as  may  hereafter  be  admitted  to  a  joint  use 
of  the  tracks  covered  by  this  agreement. 

In  cases  of  joint  liability,  that  is,  in  cases  in  which,  as  between  themselves, 
under  the  terms  hereof,  the  parties  hereto  shall  be  jointly  liable,  settlement 
shall,  whenever  reasonably  practical,  be  made  after  the  assent  of  the 
parties  involved  shall  have  been  secured,  but  where  they  do  not  agree, 
then  either  party  may  make  settlement  in  the  interest  of  both,  and  if 
the  same  shall  not  be  satisfactory,  the  question  of  the  reasonableness 
thereof  shall  be  left  to  arbitration  as  hereinafter  provided. 

In  cases  in  which  there  is  dispute  as  to  the  liability  as  between  them- 
selves and  the  parties  hereto,  either  may  settle  the  claim,  if  it  shall  deem 
fit  so  to  do,  and  the  question  of  the  reasonableness  of  the  amount  paid, 
and  of  liability  as  between  the  parties,  may  be  determined  by  arbitration 
as  hereinafter  provided.  If  in  any  case  it  shall  appear  or  shall  be  found 
by  the  arbitrators  that  both  of  the  parties  hereto  are  liable,  but  that  it 
is  impossible  to  determine  as  between  the  parties  who  shall  bear  the 
loss,  then  the  amount  shall  be  pro-rated,  share  and  share  alike,  between 
the  two  parties. 

The  term  "liability"  as  used  in  this  Article,  is  meant  to  include  not 
only  cases  in  which  there  is  in  fact  liability,  but  cases  in  which  a  liability 
is  claimed,  whether  the  same  shall  or  shall  not  have  been  established  by 
the  judgment  of  a  court  against  any  of  the  parties  hereto. 

12.  This  agreement  shall  not  be  construed  to  deprive  the  Burlington 
Company  of  the  right  under  an  existing  arrangement  between  the  Burlington 
Company,  and  the  Baltimore  Company,  to  use  about  eighteen-hundred 
(1800)  feet  of  the  track  of  the  Baltimore  Company  at  East  St.  Louis 
for  interchange  of  business  with  The  Louisville  &  Nashville  Eailroad 
Company,  and  said  right  of  the  Burlington  Company  shall  continue  in 
all  respects  the  same  as  if  this  agreement  had  not  been  made ;  it  being 
understood  and  agreed,  however,  by  and  between  the  parties  hereto  that 
from  and  after  the  date  of  the  execution  of  this  agreement  the  charge  of 
twenty-five  cents  (25^)  per  car  heretofore  made  by  the  Baltimore  Company 
against  the  Burlington  Company  for  said  use  of  said  track  shall  be 
discontinued. 

13.  If  any  difference  shall  arise  between  the  parties  hereto,  either  in 
respect  to  this  agreement  or  any  right,  advantage,  or  obligation  growing 
out  of  the  same,  then,  after  written  notice  from  one  party  to  the  other 
of  the  existence  and  nature  of  the  differences,  with  a  statement  of  the 
question  or  questions  upon  which  a  decision  is  desired,  the  same,  with  any 
question  or  questions  which  the  other  party  may  propose  for  decision, 
shall  be  submitted  to  arbitration  as  follows: 

To  such  person  skilled  in  railway  management  as  sole  arbitrator  as 
the  parties  may  agree  upon  within  thirty  (30)  days  after  notice,  and  his 
decision  in  writing  shall  be  final  and  binding  upon  both  parties. 

If  the  parties  shall  fail  to  agree  upon  such  arbitrator  within  the  time 


1690      CHICAGO.   BURLINGTON    ft    QUDSTCY   RAILROAD   COMPANY 

aforesaid,  then,  within  thirty  (30)  days  thereafter,  each  party  shall 
appoint  an  arbitrator  skilled  in  railway  management,  and  the  two  so 
appointed  shall  within  twenty  (20)  days  thereafter  choose  a  third.  If 
either  party  shall  fail  to  appoint  an  arbitrator  within  the  time  specified, 
the  other  party  may,  within  ten  (10)  days  after  such  failure,  appoint 
a  second  arbitrator,  and  the  two  so  appointed  shall  within  twenty  (20) 
days  thereafter  choose  a  third.  In  case  of  the  failure  of  the  two  arbitrators 
so  appointed  to  choose  a  third  within  said  period  of  twenty  (20)  days, 
then  said  third  arbitrator  shall  be  such  a  person  skilled  in  railway  manage- 
ment as  shall  be  named  by  any  acting  judge  of  the  Circuit  Court  of 
St.  Clair  County,  Illinois,  upon  the  application  of  any  party  to  the  arbitra- 
tion. So  soon  as  the  third  arbitrator  shall  be  chosen,  the  questions  shall 
be  submitted  to  the  three  arbitrators,  and  the  written  decision  of  any  two 
of  them  shall  be  final  and  binding. 

The   hearing   before   the   arbitrator   or   arbitrators   shall   be   at   such   place 

as   he   or   they   may  select   at    East    St.    Louis   in   the   State   of   Illinois,   or  at 

Louis,   in   the   State   of    Missouri,   but    the   arbitrator,   if   there   be   but 

one,   or   the    majority   of   them,    if    there    he    more   than    one,    may   adjourn 

the  hearing  to  such  other  place  or  places  as  he  or  they  may  deem  proper. 

If  the  sole  arbitrator,  or  if  any  majority  of  the  three  arbitrators,  shall 
fail  to  render  a  decision  within  thirty  (30)  days  after  tin-  final  submission 
of  the  question  or  questions  submitted,  either  party  may,  at  any  time 
before  a  written  decision  is  rendered,  elect  to  end  the  arbitration,  and 
s!  : j  1 1  have  the  right,  upon  giving  notice  as  aforesaid,  to  have  the  question 
of  differences  submitted  anew  to  a  new  arbitrator  or  arbitrators,  to  be 
selected   in  the  manner  above  specified. 

Pending  the  submission  to  arbitration  of  any  question,  and  until  the 
arbitrators  shall  have  rendered  their  decision,  no  legal  proceedings  shall 
be   taken    by   either   party   against    the   other. 

14.  This  contract  shall  hind  the  successors,  lessees  and  assigns  of  the 
respective  parties  hereto  as  fully  as  the  parties  themselves;  provided, 
however,  that  the  rights  herein  granted  shall  not  pass  to  any  assignee  or 
successor  of  said  Burlington  Company  who  shall  not  operate  the  railroad 
formerly   known   as   the   Chicago,   Burlington    &    Quincy   Railroad. 

The  side  notes  herein  are  for  convenience  of  reference  only,  and  are  not 
to  be  taken  as  affecting  the  interpretation  of  the  text. 

In  Witness  Whereof,  the  parties  hereto,  acting  through  their  corporate 
officers  thereunto  duly  authorized,  have  executed  this  contract  in  duplicate 
on  the  day  and  year  first  written  above. 

The  Baltimore  and  Ohio  Southwestern  Bailroad  Company, 
[seal]  By  Daxiel  Willard, 

Attest:  President. 

G.  F.   MAT,  Assistant  Secretary. 

Chicago,  Burlington  and  Quincy  Bailroad  Company, 
[seal]  By  D.  Miller, 

Attest :  President. 

H.  W.  Weiss,  Assistant  Secretary. 


CORPORATE    HISTORY  1691 

State  of   Maryland,/ 
City  of  Baltimore.     ) 

Be  it  Remembered,  That  on  this  fifth  day  of  August,  1913,  before 
me,  the  undersigned,  a  Notary  Public  in  and  for  the  State  and  City  afore- 
said, came.  The  Baltimore  &  Ohio  Southwestern  Bailroad  Company,  a 
corporation,  by  Daniel  Willard,  its  President,  and  G.  F.  May,  its  Assistant 
Secretary,  and  acknowledged  the  execution  of  the  foregoing  instrument 
to  be  the  voluntary  act  and  deed  of  said  corporation,  for  the  uses  and 
purposes  therein  set  forth. 

In  Witness   Whereof,  I  have  hereunto   subscribed  my   name   and   affixed 
my  notarial  seal  on  the  day  and  year  last  written  above. 
[seal]  Geo.  W.  Haulenbeek, 

Notary  Public  in  and  for  City  of  Baltimore,  State  of  Maryland. 
My  commission  expires  May   1st,  1914. 

State   of   Illinois,) 

y  ss  * 
County  of  Cook.      \ 

I,  W.  S.  Burley,  a  Notary  Public  in  and  for  the  State  and  County 
aforesaid,  do  hereby  certify  that  D.  Miller,  President  of  the  Chicago, 
Burlington  &  Quincy  Bailroad  Company,  a  corporation,  and  H.  W.  Weiss, 
Assistant  Secretary  of  said  Company,  who  are  severally  personally  known 
to  me  to  be  the  same  persons  whose  names  are  subscribed  to  the  foregoing 
instrument  as  such  President  and  Assistant  Secretary,  respectively,  and 
who  are  personally  known  to  me  to  be  the  President  and  Assistant  Secretary, 
respectively,  of  the  said  Chicago,  Burlington  &  Quincy  Bailroad  Company, 
appeared  before  me  this  day  in  person  and  acknowledged  that  they  signed, 
sealed  and  delivered  the  said  instrument  as  their  free  and  voluntary  act, 
and  as  the  free  and  voluntary  act  of  the  said  Chicago,  Burlington  & 
Quincy  Railroad  Company,  for  the  uses  and  purposes  therein  set  forth. 

Given  under  my  hand  and  notarial  seal,  this  9th  day  of  August,  1913. 
[seal]  W.  S.  Burley, 

Notary  Public  in  and  for  Cook  County,  State  of  Illinois. 

Chicago,  Burlington  &  Quincy  Bailroad  Company. 

Chicago,  111.,  May  10,  1916. 
Mr.  J.  M.  Davis, 

General  Manager,  B.  &  O.  S.  W., 
Cincinnati,  0. 
Dear  Sir:  — 

The  valuation  on  which  we  pay  rental  for  use  of  your  line  Shattuc  to 
East  St.  Louis  includes  coal  chute  at  Breese,  111.  We  are  also  paying 
a  proportion  of  the  cost  of  maintenance  and  operation  of  this  chute  on 
basis  of  main  line  car  mileage.  We  have  used  this  chute  only  in  emergency 
cases  and  since  January  1st  have  used  it  but  twice. 

We  would  be  glad  if  your  Company  will  eliminate  this  chute  as  a  joint 
line  facility  and  charge  us  your  regular  rates  for  the  small  amount  of 
coal  which  we  might  take  in  emergency  cases.     In  view  of  the  small  amount 


1692       CHICAGO,   BURLINGTON   &   QUINCY  RAILROAD   COMPANY 

of  use  which  we  have  made  of  this  facility  I  feel  that  we  are  justified 
in  making  this  request  and  1  trust  that  you  will  see  fit  to  meet  our  wishes. 

Yours  truly, 

E.  P.  Bracken. 

The  Baltimore  aud  Ohio  Southwestern  Railroad  Company, 
Operating  Department, 

Cincinnati,  Ohio,  June  16,  1916. 
Mr.  E.  P.  Bracken, 
General  Manager,  C.  B.  &  Q.  E.  R., 
Chicago,   Illinois. 
Dear  Sir: — 

Replying  to  your  letter  of  May  10th  with  reference  to  our  monthly  bills 
for  trackage  between  Shattuc  and  E.  St.  Louis  including  maintenance 
charge  for  coal   chute   at    Breese,  Ills. 

In  view  of  the  fact  that  you  do  net  regularly  make  use  of  this  facility, 
it  will  he  eliminated  in  future  bills.  It  should  be  understood,  however, 
thai  this  is  not  retroactive.  We  could  contend  that  the  coal  tipple  is 
indispensable  operating  facility  used  in  connection  with  the  operation 
et  the  joint  track,  and  not  wit  hstanding  that  you  have  only  made  occasional 
use  of  it,  the  charge  tor  maintenance  is  defensible.  The  concession  is 
made   for   the   sole    reason    that    you   do  not   regularly    use   the   facility. 

Yours  truly, 

.1.  M.  Davis, 
Ci  n<  nil  Manager. 

Chicago,  Burlington  &  Quincy  Railroad  Company. 

Chicago,  111.,  June  20,  1916. 
Mr.  J.  M.  Davis, 

General   Manager,  B.  &   O.   S.   W.  R.  R., 
Cincinnati,  O. 
Dear    Sir:  — 

I  have  your  letter  of  June  16th  about  coal  chute  at  Breese,  Illinois, 
;.nd   thank  you   for  the  concessions  you  are  willing  to  make. 

So  that  our  people  may  be  fully  advised  will  you  please  advise  me 
what  amount  will  lie  deducted  from  the  value  of  the  joint  line  on  account 
of  this  chute.  Yours  truly, 

E.  P.  Bracken. 

The  Baltimore  and  Ohio  Southwestern  Railroad  Company, 
Operating  Department, 

Cincinnati,  Ohio,  June  26,  1916. 
Mr.  E.  P.  Bracken, 

General  Manager,  C.  B.  &  Q.  R.  R.  Co., 
Chicago,   Illinois. 
Dear  Sir:  — 

Replying  to  your  letter  June  20th  relative  to  coal  chute  at  Breese, 
Illinois. 


CORPORATE   HISTORY  1693 

It  is  not  contemplated  to  make  any  reduction  in  the  valuation  of  the 
joint  track  and  facilities. 

Inasmuch  as  you  will  occasionally  use  the  coal  chute,  it  is  proper  to 
include  a  rental  charge.  The  concession,  waiving  a  wheelage  proportion 
of  maintenance  was  made  in  consideration  of  the  fact  that  you  do  not 
regularly  use  the  chute.  Should  conditions  change  in  this  respect,  the 
concession  will  be  withdrawn.  Yours  truly, 

J.  M.  Davis, 
General  Manager. 

Chicago,  Burlington  &  Quincy  Eailroad  Company. 
Mr.  J.  M.  Davis,  Chicago,  111.,  June  29,  1916. 

General  Manager,  B.  &  O.  S.  W.  E,  B., 
Cincinnati,  O. 
Dear  Sir:  — 

Eegarding  your  letter  of  June  26th  about  coal  chute  at  Breese,  Illinois. 
In  appreciation  of  your  generosity  I  will  not  urge  that  you  reduce  your 
rental  bills  as  you  have  agreed  to  waive  maintenance  expense.  My  letter 
of  May  10th  also  refers  to  operating  expense  and  as  same  is  in  the 
same  category  as  maintenance  expense  I  assume  that,  even  though  your 
letter  is  silent  as  to  operating  expense,  you  are  willing  to  waive  same. 
I  should  be  pleased  to  hear  from  you.  Yours  truly, 

E.  P.  Bracken. 

The  Baltimore  and  Ohio  Southwestern  Eailroad  Company, 
Operating  Department, 
Mr.  E.  P.  Bracken,  Cincinnati,  Ohio,  June  30,  1916. 

General  Manager,  C.  B.  &  Q.  E.  E., 
Chicago,  Ills. 
Dear  Sir:  — 

Eeplying  to  your  letter  of  June  29th  about  coal  chute  at  Breese,  Illinois. 

There  will  be  no   regular  charge  made  against  you  for  maintenance  or 

operation.     We  will  charge  you  only   for  such   coal  as  you  take,   adding 

15%  to  the  cost  of  the  coal  to  us  to  represent  cost  of  handling,  accounting, 

etc.  Yours  truly, 

J.  M.  Davis, 
General  Manager. 

Chicago,  Burlington  &  Quincy  Eailroad  Company. 
Mr.   II.  W.  Weiss,  Chicago,  111.,  July  3,  1916. 

Assistant  Secretary, 
Building. 
Dear  Sir:  — 

Herewith  for  file  with  the  Burlington  Company's  copy  of  contract 
(Aug.  5,  1913)  with  the  B.  &  O.  S.  W.  for  use  of  their  line  Shattuc  to 
East  St.  Louis,  certain  correspondence  pertaining  to  coal  chute  at  Breese, 
Illinois,  which  is  self  explanatory.  Yours  truly, 

E.  P.  Bracken. 


1694      CHICAGO,  BURLINGTON   &  QUINCY   RAILROAD  COMPANY 

EXHIBIT  A.  AGREEMENT,  Dated  October  1,  1889.  Between  the 
Terminal  Eailroad  Association  of  St.  Louis  and  the  Several  Proprietary 
Companies. 

Exhibit   A. 
Agreement   between    the    Terminal    Railroad   Association    of   St.    Louis 
and  the  Several  Proprietary  Companies. 

This  Agreement,  made  this  first  day  of  October,  in  the  year  Eighteen 
Hundred  and  Eighty-nine  between  the  Terminal  Railroad  Association  of 
St.  Louis,  as  first  party,  and  the  Missouri  Pacific  Railway  Company, 
the  St.  Louis,  Iron  .Mountain  and  Southern  Railway  Company,  the  Wabash 
Railroad  Company,  the  Terre  Haute  and  Indianapolis  Railroad  and  the 
St.  Louis,  Vandalia  and  Terre  Haute  Railroad  Companies  (representing 
din'  interest,  Vandalia  line),  the  Ohio  and  Mississippi  Railway  Company, 
tin1  Cleveland,  Cincinnati,  Chicago  and  St.  Louis  Railroad  Company,  and 
the  Louisville  and  Nashville  Railroad  Company,  as  second  party  (said 
companies  being  hereinafter  designated  as  proprietary  companies,  and 
each   covenanting  for  itself  alone  and  for  no  other  company  whatever), 

Jltur.s    Witness: 

Whereas,  The  first  party  has,  at  the  instance  and  request  of  the  several 
proprietary  companies  obtained,  by  purchase,  lease,  assignment  of  lease 
and  otherwise,  tin'  properties  heretofore  belonging  to  the  Union  Railway 
and  Transit  Company  of  St.  Louis  and  of  East  St.  Louis;  also  to  the 
Terminal  Railroad  "f  St.  Louis  and  Last  St.  Louis;  also  to  the  Union 
Depot  Company  of  St.  Louis:  also  to  the  St.  Louis  Bridge  Company  and 
thr  Tunnel  Railroad  of  St.  Louis,  to  the  end  that  said  properties  may 
Ik  held  in  perpetuity  as  a  unit,  and  developed  and  improved  in  the  interest 
of  tin'  proprietary  companies  for  the  purpose  of  furnishing  adequate 
terminal   facilities  in   St.   Louis  and  East  St.  Louis;  and, 

Whereas,  The  several  proprietary  companies  do  now  wish  to  secure  in 
proper  form  and  in  perpetuity  a  right  to  use  said  terminal  properties  of 
tin-   firsl    party   now   held   and   hereafter  to  be  acquired. 

Therefore,  it  is  agreed  between   tin   parties  as  follows: 

I.  In  consideration  of  the  covenants  and  payments  hereinafter  stipulated 
t(  be  performed  and  paid  by  the  proprietary  companies,  severally  but 
not  jointly,  the  first  party  hereby  grants  to  each  of  the  proprietary 
companies,  its  successors  and  assigns  forever,  a  right  of  joint  use  with 
each  other  and  with  such  other  companies  as  may  lie  admitted  as  proprietary 
lines  to  joint  use  thereof,  of  all  said  terminal  properties  of  the  first 
party  now  held  or  that  may  1m-  hereafter  acquired  in  St.  Louis,  Missouri, 
and  East  St.  Louis,  Illinois,  including  herein  the  St.  Louis  Bridge  and 
Tunnel  for  passenger  and  freight,  express  and  mail  business,  and  for 
interchange  of  the  same  between  each  other  and  with  the  public,  it  being 
understood  that  the  right  herein  granted  to  each  proprietary  company 
is  not  transferable  to  any  extent  whatever,  but  is  to  remain  as  an  appurte- 
nant  to   the   railroad   now   owned   by   each   proprietary   company. 

II.  The  first  party  agrees  to  procure,  as  soon  as  practicable,  additional 
real  estate  and  construct  thereon,  at  the  place  or  places  where  the  same 
shall  be  found  most  expedient,  a  new  union  passenger  station,  also  freight 


CORPORATE    HISTORY  1695 

station  or  stations,  additional  main  and  side  tracks,  switches  and  turnouts, 
wherever  the  same  may  be  necessary,  suitable  in  size  and  location  and 
manner  of  construction,  also  to  perform  promptly  and  efficiently  the 
work  of  receiving,  delivering  and  transferring  all  passenger  and  freight 
traffic  of  the  several  proprietary  companies  at  St.  Louis  and  East  St. 
Louis  and  of  other  railroad  companies  which  may  be  hereafter,  under 
the  terms  of  this  agreement,  admitted  to  a  joint  use  of  said  terminal 
properties.  And  the  right  of  joint  use  of  such  additional  structures 
and  improvements  whenever  the  same  shall  be  acquired  by  the  first  party 
is  hereby  granted  in  perpetuity  to  the  several  proprietary  companies,  the 
same  as  in  respect  to  properties  now  in  possession  and  hereinbefore  fully 
described. 

III.  In  consideration  of  the  foregoing  each  of  the  proprietary  companies, 
for  itself  only  and  not  for  others,  accepts  the  right  of  joint  use  herein- 
before granted  by  the  first  party  and  hereby  covenants  and  agrees  that 
it  will  forever  make  use  of  the  bridge  and  terminal  properties  of  the 
first  party,  as  above  described,  for  all  passenger  and  freight  traffic  within 
its  control  through,  to  and  from  St.  Louis  and  destined  to  cross  the  Missis- 
sippi Eiver  at  St.  Louis,  and  pay  therefor  as  herein  provided. 

IV.  The  directors  of  the  first  party  shall  be  eight  in  number,  the  same 
to  consist  of  one  representative  from  each  proprietary  company,  which 
number  may  be  increased  if  new  proprietary  lines  are  admitted.  And  there 
shall  be  an  additional  representative  at  large  to  be  chosen  by  all  the 
proprietary  companies,  such  representative  shall  be  appointed  President 
of  the  Board  of  Directors. 

The  Board  of  Directors  shall  prescribe  all  rules  and  regulations  in 
respect  to  the  use,  control  and  operation  of  said  terminal  system  and 
every  part  thereof.  They  shall,  through  their  Executive  Committee,  ap- 
point all  officers,  agents,  chiefs  of  departments,  prescribing  their  duties, 
and  they  shall  organize  the  service  in  the  way  most  conducive  to  the  best 
interests  of  the  Association  and  the  public.  They  shall,  from  among  their 
number,  appoint  an  Executive  Committee  of  three,  who  shall  serve  for 
one  year,  or  until  their  successors  are  elected,  which  committee  shall  have 
such  power  as  the  Board  may  delegate  to  them  in  the  by-laws. 

V.  It  is  agreed  that  such  rates  of  toll  or  charges  for  the  use  of  the 
bridge,  depots  and  other  properties  of  said  terminal  system  shall,  subject 
to  provisions  of  Article  13,  be  fixed  from  time  to  time  by  the  first  party 
as  will  produce  a  sum  sufficient  each  year  to  pay  the  following,  which  sums 
the  said  proprietary  companies,  each  for  itself  and  for  it  proportion  or 
amount,  hereby  agrees  to  pay,  viz. : 

1.  Eental  due  to  the  Bridge  and  Tunnel  Companies  under  the  lease 
heretofore    described,    as    follows: 

Interest  on  Bridge  Bonds $350,000 

Dividend  on  Bridge  Company  first  preferred  stock 149,400 

Dividend  on  Bridge  Company  second  preferred  stock 90,000 

Dividend  on  Tunnel  Bailroad  capital  stock 75,000 

To   maintain   corporate   organization   of   Bridge  and   Tunnel   Com- 
panies     2,500 


1696      CHICAGO,   BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

2.  Interest  on  all  outstanding  4%  per  x;ent.  bonds  of  the  first  party. 

3.  Dividends  on  such  bonds  or  preferred  stock,  not  now  contemplated, 
but  that  may  become  necessary  to  be  issued  hereafter  for  the  purpose  of 
future  extensions  and  betterments  to  the  property  of  the  first  party. 

4.  All  taxes  and  assessments,  premiums  of  insurance,  rentals  on  lease- 
holds and  expenses  of  every  kind  incurred  in  the  maintenance,  operation, 
repair  and  renewal  of  said  terminal  system  and  every  part  thereof. 

5.  A  sum  of  money,  not  exceeding  two  thousand  dollars  in  any  one 
year,  to  pay  whatever  expenses  may  be  legitimately  incurred  in  maintaining 
the  corporate  organization  of  the  first  party,  and  of  any  other  company 
or  companies  whose  creation  and  organization  may  become  necessary  in 
order  to  fully  accomplish  the  object  desired  in  the  reorganization  of  said 
terminal   system. 

VI.  As  the  current  revenues  derived  from  the  tolls  and  rentals  are  to 
be  applied  towards  meeting  the  fixed  charges  and  expenses  of  operation 
and  maintenance  above  specified,  and  it  being  the  intention  that  the 
Executive  Committee  shall  always  regulate  said  tolls,  charges  and  rentals, 
so  as  to  meet  the  fixed  charges,  interest  and  operating  expenses,  it  is 
understood  that  no  call  shall  be  made  upon  the  proprietary  lines  to  con- 
tribute toward  the  payment  of  any  such  charges  and  expenses  unless  by 
reason  of  extraordinary  decrease  of  traffic  or  other  temporary  unforseen 
circumstances,  there  should  not  be  in  the  treasury,  at  the  time  of  the 
maturing  of  any  of  the  coupons  of  the  Bridge  and  Tunnel  rentals,  a 
sum  sufficient  to  meet  the  same  promptly  on  the  day  when  due.  In  such 
case,  and  upon  a  resolution  of  the  Hoard  of  Directors  certifying  to  such 
a  deficiency,  each  proprietarj  I  me  shall  be  assessed  for  its  proportion  of 
such  deficiency,  based  upon  the  number  of  proprietary  companies  using 
said  depot,  and  drafts  from  the  Treasurer  of  the  first  party  (which  drafts 
shall  be  made  payable  fifteen  days  after  sight),  to  the  amount  of  said 
:.xsessment  shall  lie  made  upon  each  of  said  proprietary  lines  for  its 
said  proportion,  which  drafts  shall  be  promptly  paid,  and  thereafter  the 
tolls  shall  be  so  adjusted  as  to  yield  revenue  sufficient  to  reimburse  the 
companies  which   have  made  such  advances  with  interest  thereon. 

VII.  In  order  that  the  expenses  incident  to  the  maintenance  and  operation 
of  said  terminal  system  may  be  distributed  as  equitably  as  possible,  so 
as  to  have  each  class  of  traffic  hear  its  proper  proportion,  the  system  shall 
lie  divided  into  three  departments:  The  Union  Depot  Passenger  Department, 
the  Bridge  and  Tunnel  Transportation  Department  (which  shall  also  com- 
prise the  upper  or  wagon  roadway;,  and  the  General  Freight  Department. 
The  Union  Depot  Passenger  Department  shall  comprise  the  passenger 
station  and  buildings,  the  sheds,  storage  yards,  and  all  the  grounds  and 
t ;acks  designated  for  and  occupied  by  passenger  coaches  running  into  and 
out  of  said  depot.  The  Bridge  and  Tunnel  Department  shall  comprise  the 
movement  and  transportation  of  all  freight  and  passenger  traffic  across 
the  bridge  and  through  the  tunnel,  the  supervision  and  taking  care  of 
engines  and  rolling  stock,  roadbed,  structures,  machinery,  interlocking 
and  signal  apparatus,  shops  and  buildings,  and  also  the  supervision  and 
government  of  the  upper  or  wagon  roadway  traffic.     The  General  Freight 


CORPORATE    HISTORY  1697 

Department  shall  comprise  the  freight  yards,  warehouses,  stations,  offices 
and  bureaus  in  St.  Louis  and  East  St.  Louis,  the  receiving,  delivering 
and  forwarding  of  freight,  the  billing  thereof,  and  the  collection  of  all 
transfer  and  other  charges  thereon.  All  other  sub-departments  shall,  under 
the  direction  of  the  Board  of  Directors,  be  subordinated  to  one  of  these 
chief  departments.  The  Board  shall  appoint  one  Superintendent  for  each 
of  these  departments,  and  there  shall  be  one  General  Superintendent  or 
General  Manager,  under  whose  supervision  the  entire  system  shall  be 
managed. 

VIII.  For  the  purpose  of  securing  a  proper  division  of  accounts  between 
the  passenger  and  freight  service,  the  Board  of  Directors  of  the  first  party 
sliall,  from  time  to  time,  establish  and  declare  the  territory,  tracks,  yards, 
buildings  and  stations  for  the  maintenance  and  operating  expense  of  which 
the  passenger  traffic  shall  be  chargeable,  and  shall  also  declare  and  determine 
the  proportion  of  the  fixed  charges  assumed  by  the  party  of  the  first  part, 
which,  in  addition  to  the  expense  of  operation  and  maintenance,  shall  be 
borne  by  the  railroads  using  said  passenger  depot  department.  Such  expenses 
and  fixed  charges  shall  be  apportioned  on  a  wheelage  basis,  and  with  such 
modifications  as  the  Board  may,  from  time  to  time,  prescribe.  For  the  pro- 
portion of  each  company  using  the  passenger  depot,  drafts  shall  be  made 
on  the  15th  day  of  each  month,  for  the  proportion  of  expense  and  the  pro 
rate  of  fixed  charges  accrued  during  the  previous  month.  Delinquents  shall 
be  dealt  with  as  the  Board  of  Directors  may  prescribe. 

The  balance  of  fixed  charges  shall  be  defrayed  out  of  the  net  earnings 
derived  from  the  tolls  and  revenues  of  the  bridge  and  tunnel  and  from  all 
the  various  sources  appertaining  to  it.  The  freight  tolls  shall  cover  the 
handling  of  freight  billed  to  East  St.  Louis,  and  turned  over  to  the  bridge 
for  St.  Louis  delivery  and  all  track  deliveries,  but  should  stations  be 
established  in  St.  Louis  for  local,  and  in  East  St.  Louis  for  through,  freight, 
to  which  stations  the  several  lines  bill  direct,  the  expenses  of  such  stations, 
including  interest  on  the  cost  thereof,  shall  be  paid  by  the  roads  using  them, 
on  a  tonnage  basis. 

IX.  No  additions  or  betterments  whatever  shall  be  made  to  said  terminal 
system  which  will  require  the  issue  of  stocks,  or  bonds,  or  contributions 
from  proprietary  companies  using  said  terminal  system  otherwise  than  is 
hereinbefore  provided  for,  except  with  the  consent  of  three-fourths  of  the 
directors  of  the  first  party. 

X.  In  case  of  the  partial  or  total  destructions  by  fire  or  other  cause  of 
any  part  of  said  terminal  system,  the  same  shall  be  rebuilt  or  replaced  under 
the  direction  of  the  first  party,  and  the  cost  thereof  in  excess  of  insurance 
money  that  may  be  received  shall  be  borne  by  the  proprietary  companies 
using  said  terminal  system  on  the  basis  herein  prescribed  for  the  several 
systems  respectively,  the  same  to  be  computed  during  the  period  of  one  year 
next  preceding  the  casualty  resulting  in  such  destruction,  or  at  the  option 
of  the  Board  of  Directors  the  necessary  funds  for  such  rebuilding  or  replace- 
ment shall  be  obtained  by  the  issue  of  additional  securities  of  said  Terminal 
Association. 

XI.  All  claims  for  damages  growing  out  of  injury  or  loss  to  person  or 


1698       CHICAGO,   BURLINGTON   &   QUINCY  RAILROAD   COMPANY 

property  while  on  any  part  of  the  terminal  system,  and  caused  partially  or 
wholly  by  any  employee  of  the  first  party,  shall  be  paid  by  the  first  party 
and  charged  to  the  account  of  maintenance  and  operation  of  the  terminal 
system.  But  if  such  injury  or  loss  shall  be  caused  exclusively  by  an  em- 
ployee, or  through  the  fault  of  one  or  more  of  the  companies  using  said 
terminal  system,  claims  arising  thereon  shall  be  paid  by  the  company  which 
causes  such  injury  or  loss. 

XII.  The  General  Managers  or  other  chief  officers  of  the  companies  using 
the  passenger  depot,  in  conjunction  with  the  Superintendent  thereof,  shall 
establish  the  time  for  departure  ami  arrival  of  their  respective  trains,  and 
each  company  shall  receive  equal  ami  impartial  privileges  in  the  use  of  said 
terminal  system. 

XIII.  If  either  company  using  said  terminal  system,  or  any  part  thereof, 
shall  at  any  time  made  default  in  the  payment  of  either  of  the  payments 
herein  stipulated  by  it  to  he  paid,  or  in  the  performance  of  any  obligation 
herein  stipulated  to  be  performed  by  it,  and  such  default  shall  continue 
for  the  space  of  thirty  days  after  notice  ami  request  to  pay  or  perform,  in 
that  event  at  the  option  of  the  first  party,  but  not  otherwise,  all  rights  of 
such  party  in  default  to  the  use  ami  enjoyment  of  any  part  of  said  terminal 
system,  whether  by  virtue  of  this  agreement  or  otherwise,  shall  at  once 
cease  and  determine;  ami  sm-ii  defaulting  company  shall  ami  will  surrender 
and  yield  to  the  party  or  parties  not  in  default  undisturbed  and  peaceable 
possession  of  said  entire  terminal  system  and  every  part  thereof,  and  in  the 
event  of  either  of  the  said  companies  retiring  from  said  premises  in  default 
as  aforesaid  or  Otherwise,  it  is  agreed  that  the  company  or  companies  re- 
maining in  occupancy  of  said  terminal  system  will  pay,  in  the  manner 
provided  in  paragraph  VI.,  its  proportion  of  the  deficiency  arising  out  of 
such  default;  but  such  defaulting  party  shall,  notwithstanding  such  re-entry, 
still  be  liable  in  damages  to  the  said  party  of  the  firsl  part,  and  to  each 
of  said  proprietary   lines   for  all   damages  sustained   by   reason  of  its  default; 

provided,  however,  thai  the  total  gross  sum  which  any  one  of  the  proprietary 
companies  parties  hereto  shall  be  called  upon  to  pay  as  provided  in  Section 
VI.,  in  any  one  year  toward  making  up  any  deficit  in  the  net  earning,  to 
meet  the  fixed  charges  shall  not  in  any  one  year  exceed  one  seventh  of  one 
million  dollars,  which  last  named  sum  is  in  excess  of  the  entire  fixed  charges 
assumed  under  this  agreement,  and,  provided  further,  that  the  tolls  to  be 
levied  on  traffic  as  contemplated  in  this  agreement  shall  at  no  time  be  so 
great  as  to  place  any  proprietary  company  using  said  terminals  at  a  dis- 
advantage in  respect  to  its  traffic  that  be  in  competition  with  that  of  other 
lines. 

XIV.  The  first  party  agrees  that  it  will  cause  the  corporate  existence  of 
the  Union  Depot  Company  and  of  the  Union  Railway  and  Transit  Company 
of  East  St.  Louis  and  of  the  Terminal  Railroad  of  East  St.  Louis  to  be 
maintained  in  case  counsel  shall  deem  the  same  necessary,  ami  that  each  of 
said  companies  shall  exercise  its  franchises  solely  for  the  benefit  of  the 
fust  party.  All  of  the  capital  stock  of  these  companies  as  purchased  by  the 
first  party  shall  express  on  the  face  of  the  certificates  thereof  that  it  is  the 
property  of  said  first  party  and  that  it  is  not  to  be  alienated  from  its  owner, 


CORPORATE    HISTORY  1699 

except  that  portions  of  it  may  be  transferred  to  individuals  to  qualify  them 
as  directors  and  inspectors  of  elections  under  the  law;  but  such  stock  so 
issued  shall  express  upon  its  face  that  it  is  transferable  only  back  to  the 
company. 

XV.  All  subordinate  officers,  agents  and  employees  engaged  in  the  opera- 
tion of  the  terminal  system,  or  any  part  thereof  (not  including  herein  the 
general  officers),  shall  be  subject  to  removal  on  request  in  writing  of  either 
of  the  companies  using  the  same,  made  to  the  Executive  Committee  and 
for  good  cause  shown. 

XVI.  Neither  the  first  party  nor  any  of  its  officers,  agents  or  employees 
shall,  in  the  operation  of  said  terminal  system,  discriminate  in  any  manner 
whatever  in  favor  of  any  company  in  respect  to  the  use  of  the  same  or  any 
part  thereof,  or  in  respect  to  the  transfer  or  handling  of  cars,  and  each  of 
said  companies  shall  in  all  respects  have  equal  facilities  and  accommodations 
with  all  other  companies  now  or  hereafter  using  said  terminal  system,  except 
as  to  the  special  stations  assigned  to  special  lines,  as  provided  in  para- 
graph VIII. 

XVII.  Neither  party  hereto  shall  sell,  assign,  transfer  or  underlet  the 
rights  and  privileges  hereby  granted,  or  any  of  them,  to  any  other  com- 
pany or  companies  without  the  unanimous  consent  of  the  Board  of  Directors 
of  the  first  party. 

XVIII.  If  at  any  time  a  difference  of  opinion  shall  exist  in  respect  to  the 
rights  or  duties  of  any  company  using  the  terminal  system  under  this  agree- 
ment, or  under  the  rules  which  may  be  adopted  or  terms  and  conditions 
which  may  be  prescribed  by  the  Board  of  Directors,  the  question  in  dispute 
shall  be  referred  to  a  Board  of  Arbitrators,  consisting  of  three  competent 
disinterested  persons,  one  of  whom  shall  be  chosen  by  the  party  making 
complaint,  and  the  other  by  the  President  of  the  first  party,  and  the  two 
so  chosen  shall  select  a  third.  The  party  desiring  such  arbitration  shall  give 
written  notice  of  the  same  to  the  President  of  the  first  party,  setting  forth 
definitely  the  point  or  points  in  dispute,  and  name  the  person  selected  by 
such  party  to  act  as  arbitrator.  In  the  event  that  the  party  on  whom  such 
notice  shall  be  served  shall  not,  within  fifteen  days  of  said  service,  name  a 
second  disinterested  person  to  act  as  arbitrator,  the  party  giving  such 
notice  shall  select  a  second,  and  the  two  thus  chosen  shall  select  a  third. 
The  Board  of  Arbitration  thus  chosen  shall  proceed  at  once  to  hear,  consider 
and  determine  the  matters  submitted  to  them,  and  shall  proceed  to  give 
the  party  at  least  ten  days'  notice  of  the  time  and  place  of  hearing,  and  at 
the  time  and  place  appointed  shall  proceed  with  the  hearing,  unless  for 
good  cause,  of  which  the  arbitrators  shall  be  the  judges,  the  same  shall  be 
postponed  until  some  later  day  or  days,  and  the  decision  of  the  arbitrators 
or  a  majority  of  them  to  be  made  in  writing,  and  a  copy  thereof  to  be 
delivered  to  each  of  the  parties  to  the  dispute  shall  be  final  and  conclusive 
upon  the  parties  in  reference  to  the  matter  so  submitted. 

XIX.  This  agreement  may  be  executed  in  counterparts,  and  any  railroad 
company  not  named  as  second  party  hereto,  may  be  admitted  to  joint  use 
of  said  terminal  system  on  unanimous  consent,  but  not  otherwise,  of  the 
directors  of  the  first  party,  and  on  payment  of  such  a  consideration  as  they 


1700      CHICAGO,   BURLINGTON   &   QUINCY   RAILROAD   COMPAN1 

may  determine,  and  on  signing  this  agreement  or  any  counterpart  thereof 
t  lie  re  by  indicating  its  rights  and  duties  in  respect  to  use  of  said  terminal 
system  to  be  the  same  and  none  other  than  the  said  proprietary  companies 
named  as  second  party  hereto. 

In  Testimony  Whereof,  the  parties  have  caused  this  agreement  to  be 
executed  as  of  the  day  and  year  first  above  written. 

ADMISSION  AGREEMENT  of  new  companies.  Dated,  December  16, 
L902,  Terminal  Railroad  Association  of  St.  Louis,  Southern  Railway 
Company,  Illinois  Central  Railroad  Company,  The  Chicago  and  Alton 
Railway  Company,  Chicago,  Burlington  and  Quincy  Railway  Company 
and  Missouri,  Kansas  and  Texas  Railway  Company  and  the  Chicago 
and  Alton  Railroad  Company  and  Chicago,  Burlington  and  Quincy 
Railroad  Company. 

This  Agreement  made  this  sixteenth  day  of  December,  1902,  between 
Terminal  Railroad  Association  of  St.  Louis  (hereinafter  called  the  Terminal 
Company),  party  of  the  firsl  part;  Southern  Railwaj  Company  (hereinafter 
called  the  Southern  Company),  Illinois  Central  Railroad  Company  (herein- 
after called  the  Illinois  Companj  i,  'The  Chicago  and  Alton  Railway  Company 
(hereinafter  called  the  Alton  Company),  Chicago,  Burlington' and  Quiney 
Railway  Company  (hereinafter  called  the  Burlington  Company)  and  Mis- 
souri.   Kansas  and   Texas    Railway  Company    (hereinafter  called   the    Kansas 

Company),  and  hereinafter  designated  collectively  the  New  Companies, 
parties  of  the  second  cart;  The  Chicago  and  Alton  Railroad  Company  and 
Chicago,  Burlington  and  Quincy  Railroad  Company,  parties  of  the  third  part : 

On  the  tirst  day  of  October,  ISSJ),  a  certain  agreement  was  entered  into 
between  the  Terminal  Company,  as  first  party,  and  the  Missouri  Pacific 
Railway  Company,  St.  Louis,  Iron  .Mountain  and  Southern  Railway  Com- 
pany, Wabash   Railroad  Company,  Ohio  and  Mississippi  Railway  Company, 

Cleveland,  Cincinnati,  Chicago  and  St.  Louis  Railway  Company,  and  Louis- 
ville and  Nashville  Railroad  Company,  as  second  parties,  a  copy  of  which 
said  agreement  is  hereto  attached  marked  Exhibit  A,  and  made  pari  hereof 
with  like  force  and  effect,  as  if  the  Bame  were  herein  fully  set  forth,  and  is 
hereinafter  referred  to  as  Exhibit  A. 

Since  the  execution  of  said  agreement,  Exhibit  A,  Baltimore  and  Ohio 
Southwestern  Railroad  Company  (as  successor  of  said  Ohio  and  Mississippi 
Railway  Company),  St.  Louis  and  San  Francisco  -Railroad  Company,  St. 
Louis,  Vandnlia  and  Terre  Haute  Eailroad  Company,  and  The  Chicago, 
Rock  Island  and  Pacific  Railway  Company,  have  severally  become  and  now 
are  parties  to  said  agreement,  Exhibit  A,  as  parties  of  the  second  part 
thereto. 

The  New  Companies  severally  desire  to  become  parties  to  said  agreement, 
Exhibit  A,  their  rights  and  obligations  thereunder,  however,  to  become 
effective  only  as  and  from  the  day  of  the  date  hereof. 

The  Terminal  Company  and  all  of  the  parties  of  the  second  part  to  said 
agreement,  Exhibit  A,  are  willing  and  have  consented  that  the  New  Com- 
panies shall,  on  the  terms  and  conditions  herein  set  forth,  severally  become 
parties  to  said  agreement,  Exhibit  A. 


CORPORATE    HISTORY  1701 

Unanimous  consent  of  all  the  directors  of  the  Terminal  Company,  evi- 
denced by  the  adoption  of  a  resolution  by  its  board  of  directors,  has  been 
given  to  the  admission  of  the  New  Companies  severally  as  parties  of  the 
second  part  to  said  agreement  Exhibit  A. 

Noiv,  Therefore,  for  a  valuable  consideration,  it  is  agreed  between  the 
parties  hereto  as  follows : 

1.  The  Terminal  Company,  each  and  every  of  the  stockholders  and  each 
and  every  of  the  directors  thereof  having  thereto  consented,  in  consideration 
of  the  obligations  herein  severally  assumed  by  the  New  Companies,  does 
hereby  agree  to  cause  to  be  transferred  and  delivered  to  each  of  the  New 
Companies  two  thousand  fifty-eight  (2,058)  shares  of  the  capital  stock  of 
the  Terminal  Company,  said  two  thousand  and  fifty-eight  (2,058)  shares 
being  the  proportion  of  such  stock  now  held  severally  by  each  of  the  parties 
of  the  second  part  to  said  agreement  Exhibit  A,  and  does  hereby,  on  and 
from  this  date  admit  each  of  the  New  Companies  severally  to  the  joint  use 
with  the  parties  of  the  second  part  to  said  agreement  Exhibit  A  of  all  the 
terminal  facilities  of  the  Terminal  Company,  in  like  manner  and  to  like 
extent  as  if  the  New  Companies  had  at  this  date  executed  said  agreement 
Exhibit  A  as  parties  of  the  second  part ;  it  being  understood,  however,  that 
such  right  is  not  transferable  to  any  extent,  but  is  to  remain  as  appurtenant 
to  the  respective  railroads  of  the  New  Companies. 

2.  In  consideration  of  said  transfer  and  delivery  of  said  stock,  and  of 
such  admission  thereby  to  membership  as  a  proprietary  line  of  the  Terminal 
Company,  each  of  the  New  Companies  hereby  severally  assumes  the  obli- 
gations of  said  agreement  Exhibit  A  with  like  force  and  effect  as  if  it  had 
on  this  date  executed  as  party  of  the  second  part  said  agreement  Exhibit  A, 
and  accepts  the  right  of  joint  use  herein  granted  by  the  Terminal  Company, 
and  hereby  covenants  and  agrees  that  it  will  forever  make  use  of  the 
terminal  facilities  of  the  Terminal  Company  for  all  passenger  and  freight 
traffic  within  its  control,  to  and  from  St.  Louis  and  destined  to  cross  the 
Mississippi  River  at  St.  Louis,  and  to  pay  therefor  as  in  said  agreement 
Exhibit  A  provided. 

3.  It  is  hereby  declared  to  be  the  intention  of  the  parties  hereto,  and  the 
purpose  in  the  execution  of  this  agreement,  that  each  of  the  New  Companies, 
as  consideration  for  and  upon  acceptance  of  said  stock  and  the  execution 
of  this  agreement,  shall  be  and  does  hereby  become  a  party  to  said  agree- 
ment Exhibit  A  with  like  force  and  effect  as  if  it  had  executed  the  same 
as  of  October  1st,  1889,  the  date  upon  which  said  agreement  was  executed 
by  the  then  parties  thereto,  save  and  except  that  said  agreement  shall  become 
effective,  be  binding  upon  and  inure  to  the  benefit  of  each  of  the  New  Com- 
panies only  as  and  from  the  day  of  the  date  of  the  execution  and  delivery 
hereof. 

4.  The  stock  of  the  Terminal  Company  to  be  issued  as  herein  contemplated 
shall,  in  form  and  condition  of  issue,  correspond  in  all  respects  with  the 
certificates  of  stock  heretofore  severally  issued  to  said  parties  of  the  second 
part  to  said  agreement  Exhibit  A. 

5.  Upon  the  execution  and  delivery  hereof,  or  so  soon  thereafter  as  can 
be  conveniently  done,  two  shares  of  said  stock  allotted  to  each  of  the  New 


1702       CHICAGO,   BURLINGTON   &   QUINCY   RAILROAD   COMPANY 

Companies  shall  be  transferred  to  such  party  as  it  may  designate  as  a 
director  of  the  Terminal  Company  to  represent  its  interests  therein,  and 
for  the  purpose  only  of  qualifying  said  persons  as  director;  and  the  re- 
maining shares  of  said  stock  to  be  issued  to  the  New  Companies  as  herein 
contemplated,  shall  lie  transferred  to  them  severally,  ami  the  Terminal 
(  ompany  shall  cause  the  parties  designated  by  the  New  Companies  to  be 
elected  members  of  the  hoard  of  directors  of  the  Terminal  Company. 

6.  The  Alton  Company  is  lessee  of  the  railroad  of  The  Chicago  and  Alton 
Railroad  Company,  and  the  Burlington  Company  is  lessee  of  the  railroad 
of  Chicago,  Burlington  ami  Quincy  Railroad  Company.  Each  of  said  lessor 
companies  hereby  covenants  ami  agrees  that  it  will  forever  make  use  of  the 
terminal  facilities  of  the  Terminal  Company  for  all  passenger  ami  freight 
traffic  within  its  control  through,  to  and  from  St.  Louis  and  destined  to 
cross  tin-  Mississippi  River  at  St.  Louis  and  to  pay  therefor  as  in  said 
agreement  Exhibit  A  provided,  and  as  proprietary  companies  of  the  Ter- 
minal Company  may  from  time  to  time  undertake  or  he  required  to  pay; 
and   in  consideration   of  the  grant    by   the   Terminal  Company   of  such   right 

ot  use.  each  of  said  lessor  companies  does  hereby  assent  to  the  execution 
and  delivery  of  this  agreement  bj  it-  Lessee  company,  and  guarantees  unto 
the  Terminal  Company  the  faithful  performance  ami  observance  by  its 
mpany  of  'he  obligations  herein  ami  of  the  agreement,  Exhibit  A, 
on  the  part  of  its  lessee  company,  and  of  all  other  obligations  into  winch, 
as  a  proprietary  company  of  the  Terminal  Company,  its  lessee  may  enter 
with  the  Terminal  Company. 
In    ■  f    tin-    parties    hereto    have    caused    this    agreement 

to  be  executed   by  their  proper  officers,   in  seven  or  more   parts,  each  part  to 

he  deemed  an  original,  .-is  of  the  'lav  and  year  first  above  written. 

Terminal   Railroad   Association  of  St.  Louis, 

[seal]  By  Julius  8.  Walsh, 

Prcsidi  nt. 
st: 
JULIUS  S.  Walsh,  Jr.,  Asst.  Secretary. 

Southern  Railway  Company, 
\l]  By  S.  Spencer, 

Preside  tit. 
st: 
Geo.  R.  Anderson,  Asst.  Secretary. 

Illinois  Central  Railroad  Company, 
[seal]  By  Stutvesant  Fish, 

President. 
Attest: 

A.  ••.  Hackstaef,  Secretary. 

The  Chicago  and  Alton  Railway  Company, 
[seal]  By  S.  M.  Felton, 

President. 
Attest: 

Chas.  H.  Davis,  Asst.  Secretary. 


CORPORATE    HISTORY  1703 

The  Chicago  and  Alton  Kailroad  Company, 
[seal]  By  S.  M.  Felton, 

President. 
Attest : 

Chas.  H.  Davis,  Asst.  Secretary. 

Chicago,  Burlington  and  Quincy  Railway  Company, 
[seal]  By  Geo.  B.  Harris, 

President. 
Attest : 

H.  W.  Weiss,  Asst.  Secretary. 

Chicago,  Burlington  and  Quincy  Railroad  Company, 
[seal]  By  Geo.  B.  Harris, 

President. 
Attest: 

H.  W.  Weiss,  Asst.  Secretary. 

Missouri,  Kansas  and  Texas  Railway  Company, 
[seal]  By  C.  G.  Hedge, 

Vice-President. 
Attest: 

S.  Halline,  Secretary. 

TRUST  AGREEMENT,  Dated,  December  16,  1902.    The  Missouri  Pacific 

Railway  Company  and  others, Railroad  Companies,  and 

Central  Trust  Company  of  New  York  and  William  Taussig,  Trustees. 
An  Agreement  made  the  sixteenth  day  of  December,  in  the  year  one  thou- 
sand nine  hundred  and  two,  between  The  Missouri  Pacific  Railway  Company, 
St.  Louis,  Iron  Mountain  and  Southern  Railway  Company,  Wabash  Rail- 
road Company,  Pennsylvania  Company,  Baltimore  and  Ohio  Southwestern 
Railroad  Company,  Cleveland,  Cincinnati,  Chicago  and  S't.  Louis  Railway 
Company,  Louisville  and  Nashville  Railroad  Company,  St.  Louis  and  San 
Francisco  Railroad  Company,  The  Chicago,  Rock  Island  and  Pacific  Railway 
Company,  Southern  Railway  Company,  Illinois  Central  Railroad  Company, 
The  Chicago  and  Alton  Railway  Company,  Chicago,  Burlington  and  Quincy 
Railway  Company  and  Missouri,  Kansas  and  Texas  Railway  Company, 
hereinafter  termed  collectively,  for  convenience,  the  Railroad  Companies, 
of  the  first  part;  and  Central  Trust  Company  of  New  York  and  William 
Taussig,  as  Trustees  under  the  general  mortgage  of  Terminal  Railroad  As- 
sociation of  St.  Louis,  hereinafter  described,  of  the  second  part,  hereinafter 
termed  the  Trustees; 

Terminal  Railroad  Association  of  St.  Louis,  hereinafter  termed  the  Ter- 
minal Association,  is  a  corporation  organized  under  the  laws  of  the  State 
of  Missouri,  by  an  agreement  of  consolidation  made  on  the  26th  day  of 
July,  1889,  between  Union  Railway  and  Transit  Company  of  St.  Louis 
and  Terminal  Railroad  of  St.  Louis,  and  duly  filed  for  record  in  the  office 
of  the  Secretary  of  State  of  the  State  of  Missouri. 

The  Terminal  Association  was  so  organized  for  the  purpose  of  acquiring 
title  to  and  possession  of  various  terminal  railroad  facilities  in  St.  Louis 
and  East  St.  Louis,  and  to  secure  to  the  various  railroad  companies  owning 


1704      CHICAGO,   BURLINGTON   &   QUINCY  RAILROAD   COMPANY 

or  operating  railroads  entering  said  cities  an  efficient  and  economical 
method  for  interchanging  passenger  and  freight  traffic  at  the  points  named. 
By  an  agreement,  dated  October  1,  1889,  between  the  Terminal  Association, 
of  the  first  part,  and  The  Missouri  Pacific  Railway  Company,  St.  Louis, 
Iron  Mountain  and  Southern  Railway  Company,  Wabash  Railroad  Company, 
Ohio  and  Mississippi  Railway  Company,  Cleveland,  Cincinnati,  Chicago  and 
St.  Louis  Railway  Company,  and  Louisville  and  Nashville  Railroad  Com- 
pany, of  the  second  part,  the  Terminal  Association  granted  to  each  of  said 
companies,  and  each  of  said  companies  accepted,  a  right,  forever,  of  joint 
use  with  each  other  and  with  such  other  companies  as  might  be  admitted, 
as  proprietary  lines,  to  joint  use  thereof,  of  all  terminal  properties  of  the 
Terminal  Association  then  held  or  that  might  thereafter  he  acquired  in 
said  St.  Louis  and  East  St.  Louis,  Eor  passenger  and  freight,  express  and 

mail  business,  and  for  tie-  interchange  of  the  same  between  each  ether  and 
with  the  public,  the  right  granted  to  each  proprietary  company  to  remain 
as  appurtenant  to  the  railroad  then  owned  by  such  proprietary  company; 

and  each  of  said  proprietary  companies,  parties  to  said  agreement,  agreed 
forever  to  make  use  of  the  bridge  and  terminal  properties  of  the  Terminal 
Association  for  all  passenger  and  freight  t  rathe  within  its  control  through, 
to  and  from  St.  Louis  and  destined  to  cross  the  M  tssissippi  River  at  Si .  Louis. 
I'.,  said  agreement  it  was  provided  that  the  rates  of  toll  or  charges  should 
b<  fixed,  Bubjecl  as  therein  provided,  so  as  to  produce  a  sum  sufficient  each 
year  to  pay  the  tixed  charges  of  the  Terminal  Association,  including  rentals, 
taxes  and  assessments,  the  expenses  of  maintaining  the  corporate  organ- 
ization of  the  Terminal  Association  and  interest  and  dividends  on  such 
bonds  or  preferred  stock  not  then  contemplated  as  might  become  necessary 
to  be  thereafter  issued  for  the  purpose  of  future  extensions  and  betterments 
to  the  properties  of  the  Terminal  Association,  and  each  of  the  proprietary 
companies,  parties  thereto,  agreed  by  Article  XIII  thereof  to  pay  its  pro- 
portion of  any  deficiency,  provided  that  the  total  gross  sum  which  any  one 
lie  proprietary  companies,  parties  thereto,  should  be  called  on  to  pay  in 
any  one  year  towards  making  up  any  deficit  in  the  net  earnings  to  meet  the 
fixed  charges,  should  not  in  any  one  year  exceed  one-seventh  of  one  million 
dollars,  which  was  therein  stated  to  be  in  excess  of  the  entire  fixed  charges 
assumed  under  said  agreement,  and  provided,  further,  that  the  tolls  to  be 
levied  on  traffic,  as  contemplated  in  said  agreement,  should  at  no  time  be 
so  great  as  to  place  any  proprietary  company  using  said  terminals  at  a  dis- 
advantage in  respect  to  its  traffic  that  may  be  in  competition  with  that  of 
other  lines. 

Since  the  execution  of  said  agreement,  Baltimore  and  Ohio  Southwestern 
Eailroad  Company,  as  sucessor  of  said  Ohio  and  Mississippi  Railway  Com- 
pany, St.  Louis  and  San  Francisco  Railroad  Company,  The  St.  Louis,  Van- 
dalia  and  Terre  Haute  Railroad  Company,  The  Chicago,  Rock  Island  and 
Pacific  Railway  Company,  Southern  Railway  Company,  Illinois  Central  Rail- 
road Company,  The  Chicago  and  Alton  Railway  Company,  hereinafter  called 
the  Alton  Company,  Chicago,  Burlington  and  Quincy  Railway  Company, 
hereinafter  called  the  Burlington  Company,  and  Missouri,  Kansas  and  Texas 
Railway  Company,  hereinafter  called  the  Kansas  Company,  have  severally 


CORPORATE    HISTORY  1705 

become  parties  to  said  agreement.  The  railroad  companies,  parties  to  said 
agreement,  to-wit:  The  Missouri  Pacific  Eailway  Company,  St.  Louis,  Iron 
Mountain  and  Southern  Eailway  Company,  Wabash  Eailroad  Company,  The 
St.  Louis,  Vandalia  and  Terre  Haute  Eailroad  Company  (hereinafter  called 
the  Vandalia  Company),  Baltimore  and  Ohio  Southwestern  Eailroad  Com- 
pany, Cleveland,  Cincinnati,  Chicago  and  St.  Louis  Eailway  Company,  Louis- 
ville and  Nashville  Eailroad  Company,  St.  Louis  and  San  Francisco  Eailroad 
Company,  The  Chicago,  Eock  Island  and  Pacific  Eailway  Company,  Southern 
Eailway  Company,  Illinois  Central  Eailroad  Company,  the  Alton  Company, 
the  Burlington  Company  and  the  Kansas  Company,  are  hereinafter  termed, 
collectively,  Proprietary  Companies.  The  obligations  of  the  Vandalia  Com- 
pany under  said  agreement  have  been  duly  guaranteed  by  The  Pittsburg, 
Cincinnati,  Chicago  and  St.  Louis  Eailway  Company,  and  by  Terre  Haute 
and  Indianapolis  Eailroad  Company,  the  lessee,  for  account  of  itself  and  of 
said  The  Pittsburg,  Cincinnati,  Chicago  and  St.  Louis  Eailway  Company, 
of  the  line  of  railroad  of  the  Vandalia  Company;  the  obligations  of  the 
Alton  Company  thereunder  have  been  duly  guaranteed  by  The  Chicago  and 
Alton  Eailroad  Company  and  the  obligations  of  the  Burlington  Company 
thereunder  have  been  duly  guaranteed  by  Chicago,  Burlington  and  Quincy 
Eailroad  Company.  The  Pennsylvania  Company  now  owns  a  majority  of 
the  capital  stock  of  the  Vandalia  Company. 

The  Terminal  Association  since  said  October  1,  1889,  has  from  time  to 
time  acquired  additional  properties.  The  terminal  facilities  of  the  Terminal 
Association  both  at  St.  Louis  and  at  East  St.  Louis  are  inadequate  and  must 
be  extended  in  order  to  meet  the  requirements  of  the  Proprietary  Companies, 
and  for  efficiency  and  economy  it  is  desired  that  such  extension  of  terminal 
facilities  be  made  by  the  Terminal  Association. 

For  the  purposes  aforesaid,  as  well  as  to  provide  for  funding  its  existing 
bonded  indebtedness  and  for  the  improvement  and  betterment  of  its  system, 
the  Terminal  Association  has  determined  to  issue  its  bonds  limited  to  the 
aggregate  principal  amount  of  $50,000,000  at  any  one  time  outstanding, 
to  be  known  as  its  general  mortgage  bonds  and  hereinafter  called  the  general 
mortgage  bonds,  to  be  payable  the  first  day  of  January,  1953,  to  bear  interest 
from  the  first  day  of  January,  1903,  at  the  rate  of  four  per  cent  per  annum, 
payable  semi-annually  on  the  first  days  of  January  and  July  in  each  year, 
and  to  be  payable,  both  as  to  principal  and  interest,  at  the  office  or  agency 
of  the  Terminal  Association  in  the  City  of  New  York,  N.  Y.,  in  gold 
coin  of  the  United  States,  of  or  equal  to  the  present  standard  of  weight  and 
fineness,  and,  both  as  to  principal  and  interest,  without  deduction  for  any 
tax  or  taxes  which  the  Terminal  Association  may  be  required  to  pay  thereon 
or  retain  therefrom  under  any  present  or  future  law  of  the  United  States, 
or  of  any  state,  county  or  municipality  thereof;  and,  to  secure  said  bonds, 
has  determined  to  execute  and  deliver  to  Central  Trust  Company  of  New 
York  and  William  Taussig,  the  Trustees,  a  mortgage  and  deed  of  trust, 
hereinafter  called  the  general  mortgage,  of  all  its  property  and  franchises 
therein  particularly  described,  and  of  all  its  property  and  franchises  at  any 
time  by  it  to  be  acquired. 

The  Proprietary  Companies  are  the  owners  in  severalty  of  all  the  capital 


1706      CHICAGO,   BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

stock  of  the  Terminal  Association,  in  equal  shares,  and  said  action  on  the 
part  of  the  Terminal  Association  has  been  taken  at  the  instance  and  request 
of  the  Proprietary  Companies,  each  of  which  has  approved  the  general 
mortgage  bonds  and  the  general  mortgage  and,  in  respect  of  the  stock  of 
the  Terminal  Association  owned  by  it,  has  authorized  the  execution  and 
delivery  thereof. 

The  Terminal  Association  has  entered  into  an  agreement  to  sell  the 
general  mortgage  bonds,  or  some  of  them,  and  as  a  condition  precedent  to 
the  purchase  thereof,  and  as  part  of  the  consideration  inducing  such 
purchase,  the  Proprietary  Companies,  by  an  agreement  with  the  Terminal 
Association  and  the  Trustees,  bearing  date  the  sixteenth  day  of  December, 
1902,  hereinafter  called  the  Guaranty  Agreement,  have  agreed,  among  other 
things: 

(a)  That  such  rates  of  toll  or  charges  for  the  use  by  the  Proprie- 
tary Companies  of  the  properties  of  the  Terminal  Association, 
granted  under  the  agreement  of  October  1,  1889,  hereinabove  re- 
cited, shall  be  fixed  from  time  to  time  by  the  Terminal  Association 

as   will    produce    a    sum    sufficienl    each    year    to    pay    the    following 

charges,  which  arc  therein  and  hereinafter  termed  the  fixed  charges 

of  the   Terminal    Association,    to    wit  : 

1.  all  rentals  on  any  properties  leased  by  the  Terminal  As- 
sociation ; 

2.  interest  on  all  bonds  of  the  Terminal  Association  from 
time  to  time  outstanding,  theretofore   issued   or  authorized; 

3.  interest  on  all  the  general  mortgage  bonds  of  the  Terminal 

Association,  at   any  time  issued   under  the  general  mortgage  anil 

outstanding,  ami  such  sums  as  may  he  required  for  the  paymenl 

or   satisfaction    of    installments    of   the    sinking   fund   created 
under   the  general   mortgage  of  the  Terminal   Association; 

4.  all  taxes  and  assessments,  premiums  of  insurance,  pay- 
ments, charges  and  expenses  of  every  nature  incurred  in  the 
maintenance,  operation,  repair  and  renewal  of  the  system  and 
properties  of  the  Terminal  Association,  and  every  part  thereof; 

5.  whatever  expenses  may  lie  Legitimately  incurred  in  main- 
taining the  corporate  organization  of  the  Terminal  Associa- 
tion and  of  any  other  company  or  companies  whose  creation  or 
organization  may  lie  necessary  in  order  fully  to  accomplish 
tin'  objects  desired  in  the  organization  of  the  terminal  system 
of   the    Terminal    Association; 

(b)  that  the  proviso  contained  in  Article  XIII  of  the  agreement 
of  October  1,  18S9,  hereinabove  recited,  limiting  the  total  gross 
sum  which  any  one  of  the  Proprietary  Companies  may  be  called 
upon  to  pay  in  any  one  year  towards  making  up  any  deficit  in  the 
net  earnings  of  the  Terminal  Association  to  meet  the  fixed  charges 
of  the  Terminal  Association,  and  limiting  the  amount  of  the  tolls 
to  be  levied  on   traffic,  be  waived; 

(c)  that  the  Proprietary  Companies  will  forever  make  use  of  the 
properties  of  the  Terminal  Association  granted  under  said  agree- 


CORPORATE    HISTORY  1707 

merit  of  October  1,  1889,  for  all  passenger  and  freight  traffic  within 
their  control  through,  to  and  from  St.  Louis  and  destined  to  cross 
the  Mississippi  River  at  St.  Louis; 

((7)  that  the  Proprietary  Companies  will,  at  all  times,  pay  for 
the  use  of  the  properties  of  the  Terminal  Association  granted 
under  said  agreement  of  October  1,  1889,  the  tariff  rates  from  time 
to  time  established  by  the  Terminal  Association  for  such  use,  and 
that  such  tariff  rates  shall  be  so  fixed  as  to  insure  the  production  of 
sufficient  revenue  at  all  times  to  enable  the  Terminal  Association 
punctually  to  meet  and  discharge  the  fixed  charges  of  the  Terminal 
Association  as  defined  as  aforesaid  in  the  Guaranty  Agreement; 

(e)   that,  to  the  end  that  the  Terminal  Association  may  at  all 
times  be  able  to  pay  and  discharge  promptly  as  and  when  due  the 
interest  on  all  of  the  general  mortgage  bonds  issued  by  it,  as  well 
as    any    and    all    taxes,    costs,    charges,    expenses    and    obligations 
incurred  by  the  Terminal  Association,  or  for  which  it  shall  become 
liable  in  the  operation  and  maintenance  of  its  properties,  as  well 
as  installments  of  sinking  fund  under  the  general  mortgage  and 
the    other   fixed   charges    of   the    Terminal   Association   as    defined 
as   aforesaid    in   the   Guaranty   Agreement,    the   Proprietary   Com- 
panies, each  to  the  extent  of  one-fourteenth  thereof  only,  guarantee 
the  prompt  payment,  as  and  when  due,  of  all  interest  on  all  the 
general  mortgage  bonds  of  the  Terminal  Association  at  any  time 
issued  under  the  general  mortgage,  according  to  the  tenor  and  effect 
of  the  general  mortgage  bonds  and  of  the  general  mortgage,  and 
the   payment   and   satisfaction  of  the   installments   of  the   sinking 
fund  under  the  general  mortgage. 
The    Pittsburg,    Cincinnati,    Chicago    and    St.    Louis    Eailway    Company 
and    Terre    Haute    and    Indianapolis    Railroad    Company,    the    lessee,    for 
account    of    itself    and    said    The    Pittsburg,    Cincinnati,    Chicago    and    St. 
Louis  Railway  Company,  of  the  railroad  of  the  Vandalia  Company,  joined 
in    the    Guaranty    Agreement,    and    guaranteed    the   faithful    and   punctual 
performance    by    the    Vandalia    Company    of    the    covenants    thereof.      The 
Burlington  Company  is  the  lessee   of  the  railroad  of  Chicago,  Burlington 
and   Quincy  Railroad   Company,   and  the   Alton   Company  is  lessee   of  the 
railroad  of  The  Chicago  and  Alton  Railroad  Company;  said  lessor  companies 
joined  in  the  Guaranty  Agreement  and  respectively  guaranteed  the  faithful 
and  punctual  performance  by  their  respective  lessees  of  the  covenants  thereof. 
The  Railroad  Companies  desire  further  to  secure  the  general  mortgage 
bonds  of  the  Terminal  Association  by  the  assignment  and  transfer  of  the 
stocks  hereinafter  in  the  granting  clause  hereof  specified. 

For  a  valuable  consideration,  it  is  therefore  agreed  as  follows: 
First.  The  Railroad  Companies  bargain,  sell,  assign,  set  over,  transfer 
and  deliver  to  the  Trustees  nine  thousand  five  hundred  shares  of  one  hundred 
dollars  each,  full  paid  ami  non-assessable,  of  the  capital  stock  of  Wiggins 
Ferry  Company,  and  all  additional  shares  of  the  stock  of  said  Ferry 
Company  which  may  be  acquired  by  or  for  or  on  behalf  of  the  Railroad 
Companies,  or  any  of  them,  or  in  their  interest,   or  be  held  in  trust  for 


1708      CHICAGO,   BURLINGTON*   &    QIIXCY   RAILROAD   COMPANY 

them  or  for  their  benefit,  or  in  trust  for  or  for  the  benefit  of  any  of  them; 

To  Have  and  to  II<>hl  unto  the  Trustees,  their  successors  in  the  trust  and 
their  assigns,  forever,  on  the  trusts  and  for  the  uses  and  purposes,  and 
subject  to  all  the  terms,  provisions  and  stipulations  in  the  general  mortgage 
and  in  the  general  mortgage  bonds  contained,  and  for  the  uses  and  purposes, 
and  upon  and  subject  to  all  the  terms,  conditions,  provisos  and  agreements 
in  the  general  mortgage  expressed  and  declared,  ;is  additional  security  for 
the  general  mortgage  bonds  from  time  to  time  issued  under  the  general 
mortgage   of   the   Terminal    Association,   and    outstanding. 

S]  i  oxi).  If  the  said  sums  of  money  in  the  general  mortgage  bonds 
mentioned,  as  well  the  principal  as  the  interest  thereof,  shall  be  well  and 
truly  paid  at  the  times  and  in  the  manner  therein  and  in  the  general 
mortgage  expressed,  according  to  the  tenor  ami  effect  thereof,  then,  and 
in  such  case,  the  estate,  right,  title  and  interest  of  the  Trustees,  their 
successors  in  the  trust,  and   their  assigns,  shall  cease,  determine  and  become 

\oid,  and   upon   proof  being   given    to   the   reasonable  satisfaction   of  the 

Trustees    that    all    the   general    mortgage   bonds   at    any    time    issued   and   all 

accrued  interest  thereon  have  been  paid  off  and  satisfied,  and  upon  payment 
of  all  costs,  charges  and  expenses  incurred  by  the  Trustees  in  relation 
thereto,  the  Trustees  shall  reassign  or  cause  to  lie  re-assigned,  transferred 
and  delivered  to  tin'  Railroad  Companies,  or  on  their  order,  the  stocks 
hereby  assigned  and  transferred,  and  shall  cancel  and  satisfy  this  agreement. 

Third.  The  Railroad  Companies,  each  for  Itself,  expressly  waive  and 
m  Lease  all  right  to  have  the  stocks  embraced  in  this  agreement  and  hereby 
igned  and  transferred,  marshalled  in  any  foreclosure  of  the  general 
mortgage  or  other  enforcement  thereof;  and  the  trustees  in  the  general 
mortgage  or  any  court,  in  which  the  foreclosure  of  the  general  mortgage 
or  the  administration  of  the  trusts  by  the  general  mortgage  created  is 
sought,  shall  have  the  right  to  sell  the  stocks  hereby  assigned  and  trans- 
ferred, as  pari  of  the  mortgaged  premises  therein  embraced,  and  to 
determine  whether  such  sale  shall  be  made  of  the  mortgaged  premises  as 
a  whole,  in  a  single  lot  or  parcel,  01  in  more  than  one  parcel. 

Fourth.  The  Railroad  Companies  will  not,  nor  will  any  of  them,  at 
any  time,  insist  upon,  or  plead,  01  in  any  manner  whatever  claim  or  take 
the  benefit  or  advantage  of  any  stay  or  extension  law  wherever  enacted, 
now  or  at  any  time  hi  in  force,  which  may  affect  the  terms,  covenants 

and  performance  of  this  agreement,  or  of  the  general  mortgage,  nor 
will  the  Railroad  Companies,  nor  will  any  of  them,  claim,  take  or  insist 
upon  any  benefit  or  advantage  from  any  law  now  or  hereafter  in  force, 
providing  for  the  valuation  or  appraisement  of  the  trust  estate  embraced 
in  the  general  mortgage,  including  the  stocks  hereby  assigned  and  trans- 
ferred, prior  to  any  disposition  thereof  to  be  made  pursuant  to  any 
provision  of  the  general  mortgage  or  herein  contained,  or  to  the  decree 
of  any  court  of  competent  jurisdiction;  nor  will  the  Railroad  Companies, 
nor  will  any  of  them,  after  such  disposition,  claim  or  exercise  any  right 
under  any  law  or  statute  wherever  enacted  and  now  or  at  any  time  in 
force  to  redeem  the  trust  estate  embraced  in  the  general  mortgage,  including 
the  stocks  hereby  assigned  and  transferred,  or  any  part  thereof,  and  the 


CORPORATE    HISTORY 


1709 


Railroad  Companies  expressly  waive  any  benefit  and  advantage  under  any 
such  law  or  laws,  and  covenant  that  they  will  not  hinder,  delay  or  impede 
the  execution  of  any  power  in  the  general  mortgage  or  herein  or  hereby 
granted  and  delegated  to  the  Trustees,  but  will  suffer  and  permit  the 
execution  of  every  such  power  as  though  no  such  law  or  laws  had  been 
made  or  enacted. 

Fifth.  This  agreement  shall  extend  to  the  successors  of  the  respective 
parties  of  the  first  part  and  to  the  successors  in  the  trust  under  the  general 
mortgage  of  the  parties  of  the  second  part. 

In  Witness  Whereof  each  of  the  parties  of  the  first  part  has  caused  its 
corporate  seal  to  be  hereunto  affixed  and  this  agreement  to  be  signed  by 
its  president  or  a  vice-president,  and  its  secretary  or  an  assistant  secretary, 
and  Central  Trust  Company  of  New  York  has  caused  its  corporate  seal 
to  be  hereunto  affixed  and  this  agreement  to  be  signed  by  one  of  its 
vice-presidents  and  by  its  secretary  or  an  assistant  secretary  and  the  said 
William  Taussig  has  hereunto  subscribed  his  name  and  affixed  his  seal, 
the  day  and  year  first  above  written. 

The  Missouri  Pacific  Railway  Company, 
|  seal]  By  Geo.  J.  Gould, 

Attest :  President. 

A.  C.  Calef,  Secretary. 

St.  Louis,  Iron  Mountain  and  Southern  Railway  Company, 
[seal]  By  Geo.  J.  Gould, 

Attest:  President. 

A.  C.  Calef,  Secretary. 

Wabash   Railroad   Company, 
[seal]  By  Edgar  T.  Welles, 

Attest :  Vice-President. 

J.  V.   Otteson,  Secretary. 


Pennsylvania  Company, 

By  Joseph  Wood, 

Vice-President. 


[seal] 
Attest : 

S.  B.  Liggett,  Secretary. 

Baltimore  and  Ohio  Southwestern  Railroad  Company, 
[seal]  By  L.  F.  Loree, 

Attest :  President. 

G.  F.  May,  Secretary. 

Cleveland,  Cincinnati,  Chicago  and  St.  Louis  Railway  Company, 
[seal]  By  J.  D.  Layng, 

Attest :  Vice-President. 

E.  F.  Osborn,  Secretary. 

Louisville  and  Nashville   Railroad   Company, 
[seal]  By  Walker  D.  Hines, 

Attest :  First  Vice-President. 

W.  H.  Bruce,  Asst.  Secretary. 


1710      CHICAGO,   BURLINGTON   &   QUINCY  RAILROAD  COMPANY 

St.  Louis  and  San   Francisco  Eailroad  Company, 
[seal]  By  B.  F.  Yoakum, 

Attest:  President. 

J.  S.  Ford,  Asst.  Secretary. 

The  Chicago,  Eock  Island  and  Pacific  Railway  Company. 
[seal]  By  W.  B.  Leeds, 

Attest:  President 

Geo.  T.  Boggs,  Asst.  Secretary. 

Southern  Railway  Company, 

[seal]  By  S.  Spencer, 

Attest:  President. 

Geo.  R.  Anderson,  Assistant  Secretary. 

Illinois  Central  Railroad  Company, 
[seal]  By  Stuyvesant  Fish, 

Attest:  President. 

A.  G.  Hackstaff,  Secretary. 

The   Chicago   and   Alton  Railway   Company, 
[seal]  By  S.  M.  FELTON, 

Attest:  President. 

('has.  H.  Davis.  Asst.  Secretary. 

Chicago,   Burlington  and  Quincy  Railway  Company, 
[seal]  By  Geo.  B.  Harris, 

Attest:  President, 

11.  W.  WEISS,  Asst.  Secretary. 

Missouri,  Kansas  and  Texas  Railway  Company, 
[seal]  By  C.  G.  Hedge, 

Attest  :  Vice-President. 

S.  Halline,  Secretary. 

Central   Trust  Company  of  New  York, 
Lseal]  By  J.  N.  Wallace, 

Attest:  4  Vice-President. 

Geo.  Bertine,  Secretary. 

William  Taussig       .  [seal] 


,s 


State  of  Xew  York, 

y  ss 
County  of  New   York, 

On  this  28th  day  of  January,  in  the  year  1903,  before  me  personally 
came  George  J.  Gould,  to  me  personally  known,  who,  being  by  me  duly 
sworn,  did  depose  ami  say  that  he  resides  in  the  Town  of  Lakewood,  in 
the  State  of  Xew  Jersey;  that  he  is  the  president  of  The  Missouri  Pacific 
Railway  Company,  one  of  the  corporations  described  in  and  which  executed 
the  above  instrument;  that  he  knows  the  seal  of  said  corporation;  that 
the  seal  affixed  to  said  instrument  is  such  corporate  seal;  that  said  instru- 
ment was  signed  and  sealed  in  behalf  of  said  corporation  by  order  of  its 
board   of   directors,   and   that   he   signed   his  name   thereto   by   like   order; 


CORPORATE    HISTORY  1711 

and   said   George   J.   Gould   acknowledged   said   instrument   to   be   the   free 
act  and  deed  of  said  corporation. 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  affixed  my  official 
seal  the  day  and  year  aforesaid. 

My  commission   expires  on  the  30  day  of  Mch.   1903. 

H.  L.  Utter, 
[seal]  Notary  Public,  Kings  County, 

Certificate  filed  in  New  York  County,  New  York. 

State  of  New  I^ork,     ) 

r  SS 

County  of  New  Y^ork,\ 

On  this  28th  day  of  January,  in  the  year  1903,  before  me  personally 
came  George  J.  Gould,  to  me  personally  known,  who,  being  by  me  duly 
sworn,  did  depose  and  say  that  he  resides  in  the  Town  of  Lakewood,  in 
the  State  of  New  Jersey;  that  he  is  the  president  of  St.  Louis,  Iron 
Mountain  and  Southern  Railway  Company,  one  of  the  corporations  described 
in  and  which  executed  the  above  instrument;  that  he  knows  the  seal  of 
said  corporation;  that  the  seal  affixed  to  said  instrument  is  such  corporate 
seal;  that  said  instrument  was  signed  and  sealed  in  behalf  of  said  corpora- 
tion by  order  of  its  board  of  directors,  and  that  he  signed  his  name  thereto 
by  like  order;  and  said  George  J.  Gould  acknowledged  said  instrument 
to  be  the  free  act  and  deed  of  said  corporation. 

In  Witness  Whereof  I  have  hereunto  set  my  hand  and  affixed  my 
official  seal  the  day  and  year  aforesaid. 

My  commission  expires  on  the  30   day  of  Mch.,  1903. 

H.  L.  Utter, 
[seal]  Notary  Public,  Kings  County, 

Certificate  filed  in  New  York  County,  New  York. 

Commonwealth  of  Pennsylvania, 

'  ss 


1- 


County  of  Allegheny, 

On  this  4th  day  of  February,  in  the  year  1903,  before  me  personally 
came  Joseph  Wood,  to  me  personally  known,  who,  being  by  me  duly  sworn, 
did  depose  and  say  that  he  resides  in  the  City  of  Pittsburg,  in  the  Common- 
wealth of  Pennsylvania;  that  he  is  the  vice-president  of  Pennsylvania 
Company,  one  of  the  corporations  described  in  and  which  executed  the 
above  instrument;  that  he  knows  the  seal  of  said  corporation;  that  the 
seal  affixed  to  said  instrument  is  such  corporate  seal;  that  said  instrument 
was  signed  and  sealed  in  behalf  of  said  corporation  by  order  of  its  board 
of  directors,  and  that  he  signed  his  name  thereto  by  like  order;  and  said 
Joseph  Wood  acknowledged  said  instrument  to  be  the  free  act  and  deed 
of  said  corporation. 

In  Witness  Whereof  I  have  hereunto  set  my  hand  and  affixed  my 
official  seal  the  day  and  year  aforesaid. 

My  commission  expires  on  the  19th  day  of  January,  1907. 

I.    M.    McKlBBEN, 

[seal]  Notary  Public, 

County  of  Allegheny,  Pennsylvania. 


1712       CHICAGO,   BURLINGTON    &   QUINCY   RAILROAD   COMPANY 
State   of   Maryland, 


XD.J 


City  of   Baltimore,   ' 

On  this  6th  day  of  February,  in  the  year  1903,  before  me  personally 
came  L.  F.  Loree,  to  me  personally  known,  who,  being  by  me  duly  sworn, 
did  depose  and  say  that  he  resides  in  the  City  of  Baltimore,  in  the  State 
of  Maryland;  that  he  is  tin-  presidenl  of  Baltimore  and  Ohio  Southwestern 
Railroad  Company,  one  of  the  corporations  described  in  ami  which  executed 
the  above  instrument;  that  he  knows  the  seal  of  said  corporation;  that 
the  seal  affixed  to  said  instrument  is  such  corporate  seal;  that  said  instru- 
ment was  signed  and  sealed  in  behalf  of  said  corporation  by  order  of 
its  board  of  directors,  and  that  he  signed  his  name  thereto  by  like  order; 
and  said  L.  F.  Loree  acknowledged  said  instrument  to  be  the  free  act  and 
deed  of  said  corporation. 

In  Wit  a,  ss  Whereof  I  have  hereunto  se1  my  hand  and  affixed  my 
official  seal  the  day  and  year  aforesaid. 

My  commission  expires  on  the   1st  day  of  May,  1904. 

Geo.  W.  1 1. \r  u:\bkek, 
[seal]  Notary  Public, 

City  of  Baltimore,  Maryland. 


State    of    Kentucky,  ) 

r  SS 
.TV    OK   Jl  FT]  &SON,  )  '  ' 

On  this  31st  day  of  January,  in  the  year  1903,  before  me  personally 
came  Walker  D.  Hines,  to  me  personally  known,  who,  being  by  me  duly 
Bworn,  did  depose  ami  say  thai  he  resides  in  the  City  of  Louisville,  in 
the  state  of  Kentucky;  thai  he  is  the  first  vice-president  of  Louisville 
and     Nashville     Railroad    Company,    one    of    the    corporations    described    in 

and  which  executed  the  above  instrument;  that  he  knows  the  seal  of  said 
corporation;  that  the  seal  affixed  to  said  instrument  is  such  corporate 
lid  instrument  was  signed  and  sealed  in  behalf  of  said  corpora- 
tion by  order  of  its  board  of  directors,  and  thai  he  signed  his  name 
thereto  by  like  order;  ami  s.iid  Walker  D.  Lines  acknowledged  said 
instrument  to  be  the   free  act   and   deed  of  said  corporation. 

/  Witness  Whereof  I  have  hereunto  set  my  hand  and  affixed  my 
official   seal   the   day   and   year   aforesaid. 

My  commission  expires  on  the  29th  day  of  January,  1906. 

G.  W.  B.  Olm stead, 
[seal]  Notary  Public, 

County  of  Jefferson,  Kentucky. 

State  of  New  York,     } 

>  ss 
County  of  New  York,\ 

On  this  29th  day  of  January,  in  the  year  1903,  before  me  personally 
came  Benjamin  F.  Yoakum,  to  me  personally  known,  who,  being  by  me 
duly  sworn,  did  depose  and  say  that  he  resides  in  the  City  of  St.  Louis, 
in  the  State  of  Missouri;  that  he  is  the  president  of  St.  Louis  and  San 
Francisco  Railroad  Company,  one  of  the  corporations  described  in  and 
which  executed  the  above  instrument;  that  he  knows  the  seal  of  said  corpora- 
tion;  that  the  seal  affixed  to  said  instrument  is  such  corporate  seal;  that 


CORPORATE    HISTORY  1713 

said  instrument  was  signed  and  sealed  in  behalf  of  said  corporation  by 
order  of  its  board  of  directors,  and  that  he  signed  his  name  thereto  by 
like  order;  and  said  Benjamin  F.  Yoakum  acknowledged  said  instrument 
to  be  the  free  act  and  deed  of  said  corporation. 

In    Witness    Whereof    I    have    hereunto    set    my    hand    aud    affixed    my 
official  seal  the  day  and  year  aforesaid. 

My  commission  expires   on   the  30th   day  of  March,   1903. 

Philip  B.  Sheridan, 
[seal]  Notary  Public,  N.  Y.   Co. 


State  of  New  York,     ) 

r  SS 

County  of  New  York,} 

On  this  29th  day  of  January,  in  the  year  1903,  before  me  personally 
came  William  B.  Leeds,  to  me  personally  known,  who,  being  by  me  duly 
sworn,  did  depose  and  say  that  he  resides  in  the  City  of  New  York,  in  the 
State  of.  New  York ;  that  he  is  the  president  of  The  Chicago,  Bock  Island 
and  Pacific  Bailway  Company,  one  of  the  corporations  described  in  a nd 
which  executed  the  above  instrument;  that  he  knows  the  seal  of  said 
corporation;  that  the  seal  affixed  to  said  instrument  is  such  corporate 
seal;  that  said  instrument  was  signed  and  sealed  in  behalf  of  said  corpora- 
tion by  order  of  its  board  of  directors,  and  that  he  signed  his  name  thereto 
by  like  order;  and  said  William  B.  Leeds  acknowledged  said  instrument 
to  be  the  free  act  and  deed  of  said  corporation. 

In  Witness  Whereof  I  have  hereunto  set  my  hand  and  affixed  my 
official  seal  the  day  and  year  aforesaid. 

My   commission   expires   on  the   30th   day  of  March,   1904. 

Emma  Walter, 
[seal]  Notary  Public,  No.  11, 

New  York  County,  New  York. 

District   of   Columbia,) 
City    of    Washington,  Js 

On  this  6th  day  of  February,  in  the  year  1903,  before  me  personally 
came  Samuel  Spencer,  to  me  personally  known,  who,  being  by  me  duly 
sworn,  did  depose  and  say  that  he  resides  in  the  City  of  New  York,  in 
the  State  of  New  York;  that  he  is  the  president  of  Southern  Bailway 
Company,  one  of  the  corporations  described  in  and  which  executed  the 
above  instrument;  that  he  knows  the  seal  of  said  corporation;  that  the 
seal  affixed  to  said  instrument  is  such  corporate  seal ;  that  said  instrument 
was  signed  and  sealed  in  behalf  of  said  corporation  by  order  of  its  board 
of  directors,  and  that  he  signed  his  name  thereto  by  like  order;  and  said 
Samuel  Speneer  acknowledged  said  instrument  to  be  the  free  act  and 
deed  of  said  corporation. 

In  Witness  Whereof  I  have  hereunto  set  my  hand  and  affixed  my 
official  seal  the  day  and  year  aforesaid. 

My   commission   expires   on  the   5   day   of   February,    190G. 

Pearce  Norne,  Jr., 
[seal]  Notary  Public, 

District  of  Columbia. 


1714      CHICAGO,   BURLINGTON   &   QUINCY   RAILROAD   COMPANY 
State  of  New  York, 


4 


County  of  New  York  r 

On  this  9th  day  of  February,  in  the  year  1903,  before  me  personally 
came  Stuyvesant  Fish,  to  me  personally  known,  who,  being  by  me  duly 
sworn,  did  depose  and  say  that  he  resides  in  the  Town  of  Garrison,  in  the 
State  of  Xew  York;  that  he  is  the  president  of  Illinois  Central  Eailroad 
Company,  one  of  the  corporations  described  in  and  which  executed  the 
above  instrument;  that  he  knows  the  seal  of  said  corporation;  that  the 
seal  affixed  to  said  instrument  is  such  corporate  seal;  that  said  instrument 
was  signed  and  sealed  in  behalf  of  said  corporation  by  order  of  its  board 
of  directors,  and  that  he  signed  his  name  thereto  by  like  order;  and 
said  Stuyvesant  Fish  acknowledged  said  instrument  to  be  the  free  act 
and  deed  of  said  corporation. 

In  Witness  Whereof  I  have  hereunto  set  my  hand  and  affixed  my 
official  seal  the  day  and  year  aforesaid. 

My  commission  expires  on  the  30  day  of  March,  1904. 

John  J.  Daly, 
[seal]  Notary  Public.  Kings  County, 

Certificate  filed  in   New    York  County,  New  York. 


state  of  Illinois,  i 

r  SS 

County  of  Cook,    J 

On  this  31st  day  of  January,  in  the  year  1903,  before  me  personally  came 
s.  M.  Felton,  to  me  personally  known,  who,  being  by  me  duly  sworn,  did 
depose  and  say  that  he  resides  in  the  City  of  Chicago,  in  the  State  of 
Illinois;  that  he  is  the  president  of  The  Chicago  and  Alton  Railway  Com- 
pany, one  of  the  corporations  described  in  and  which  executed  the  above 
instrument;  that  he  knows  the  seal  of  said  corporation;  that  the  seal  affixed 
to  said  instrument  is  such  corporate  seal;  that  said  instrument  was  signed 
and  sealed  in  behalf  of  said  corporation  by  order  of  its  board  of  directors, 
and  that  he  signed  his  name  thereto  by  like  order;  and  said  S.  M.  Felton 
acknowledged  said  instrument  to  be  the  free  ad  and  deed  of  said  corpora- 
tion. 

In  Witness  Whereof  I  have  hereunto  set  my  hand  and  affixed  my 
official  seal  the  day  and  year  aforesaid. 

My    commission   expires   on   the   18th   day   of    September,   1904. 

Frank  G.  Offenloi  k. 
[seal]  Notary  Puhlic, 

Cook   County,   Illinois. 

State  of  Illinois,  / 

t  ss. 
County  of  Cook,    \ 

On  this   31st   day   of   January,   in   the   year   1903,  before   me   personally 

came  George  B.   Harris,  to  me  personally  known,  who,  being  by  me  duly 

sworn,  did  depose  and  say  that  he  resides  in  the  City  of  Chicago,  in  the 

State    of   Illinois;    that   he   is   the    president    of    Chicago,    Burlington    and 

Quinev  Railway  Company,  one  of  the  corporations  described  in  and  which 

executed  the  above  instrument;  that  he  knows  the  seal  of  said  corporation; 

that  the  seal  affixed  to  said  instrument  is  such  corporate  seal;    that  said 


CORPORATE    HISTORY  1715 

instrument  was  signed  and  sealed  in  behalf  of  said  corporation  by  order 
of  its  board  of  directors,  and  that  he  signed  his  name  thereto  by  like 
order;  and  said  George  B.  Harris  acknowledged  said  instrument  to  be  the 
free  act  and  deed  of  said  corporation. 

In    Witness    Whereof    I    have    hereunto    set    my    hand    and    affixed    my 
official  seal  the  day  and  year  aforesaid. 

My  commission  expires  on  the  3rd  day  of  March  1900. 

J.  H.  Pettibone, 
[seal]  Notary  Public, 

Cook  County,  Illinois. 


,1 


State  op  New  York, 

)•  ss 
County  op  New  York, 

On  this  9th  day  of  February,  in  the  year  1903,  before  me  personally  came 
Charles  G.  Hedge,  to  me  personally  known,  who,  being  by  me  duly  sworn, 
did  depose  and  say  that  he  resides  in  the  City  of  New  York,  in  the  State 
of  New  York;  that  he  is  the  vice-president  of  Missouri,  Kansas  and 
Texas  Eailway  Company,  one  of  the  corporations  described  in  and  which 
executed  the  above  instrument;  that  he  knows  the  seal  of  said  corporation; 
that  the  seal  affixed  to  said  instrument  is  such  corporate  seal;  that  said 
instrument  was  signed  and  sealed  in  behalf  of  said  corporation  by  order 
of  its  board  of  directors,  and  that  he  signed  his  name  thereto  by  like  order; 
and  said  Charles  G.  Hedge  acknowledged  said  instrument  to  be  the  free  act 
and  deed  of  said  corporation. 

In  Witness  Whereof  I  have  hereunto  set  my  hand  and  affixed  my  official 
seal  the  day  and  year  aforesaid. 

My  commission  expires  on  the  30  day  of  March  1904. 

John  J.  Daly, 
[seal]  Notary  Public,  Kings  County, 

Certificate  filed  in  New  York  County,  New  York. 


,i 


State  op  New  York, 

V  ss 
County  op  New  York, 

On  this  9th  day  of  February,  in  the  year  1903,  before  me  personally  came 
James  N.  Wallace,  to  me  personally  known,  who,  being  by  me  duly  sworn, 
did  depose  and  say  that  he  resides  in  the  Borough  of  Brooklyn,  in  the  City 
of  New  York,  in  the  State  of  New  York ;  that  he  is  the  Fourth  Vice-President 
of  Central  Trust  Company  of  New  York,  one  of  the  corporations  described 
in  and  which  executed  the  above  instrument;  that  he  knows  the  seal  of 
said  corporation ;  that  the  seal  affixed  to  said  instrument  is  such  corporate 
seal;  that  said  instrument  was  signed  and  sealed  in  behalf  of  said  corpora- 
tion by  order  of  its  board  of  trustees,  and  that  he  signed  his  name  thereto 
by  like  order ;  and  said  James  N.  Wallace  acknowledged  said  instrument  to 
be  the  free  act  and  deed  of  said  corporation. 

In  Witness  Whereof  I  have  hereunto  set  my  hand  and  affixed  my  official 
seal  the  day  and  year  aforesaid. 

My  commission  expires  on  the  30  day  of  March  1904. 

John  J.  Daly, 
[seal]  Notary  Public,  Kings  County, 

Certificate  filed  in  New  York  County,  New  York. 


1716       CHICAGO,   BURLINGTON   &   QUINCY   RAILROAD   COMPANY 

State  of  Missouri,  j 


i 


ss. 


On  this  31st  day  of  January,  in  the  year  1003,  before  me  personally  ap- 
peared William  Taussig,  to  me  personally  known  to  be  the  person  described 
in  and  who  executed  the  foregoing  instrument,  and  acknowledged  that  he 
i  xecuted  the  same  as  his  free  act  and  deed  for  the  considerations  and  purposes 
therein  mentioned  and  set  forth. 

In  Witness  Whereof  I  have  hereunto  set  my  hand  and  affixed  my  official 
seal  the  day  and  year  first  hereinabove  written. 

My  commission  expires  the  18th  day  of  September,  1906. 

H.  D.  Heuer, 
[seal]  Notary  Public, 

City  of  St.  Louis,  Missouri. 


K.s 


State  of  New  York, 

y  ss 
County  of  New  York, 

On  this  seventh  day  of  February,  in  the  year  I'.mi:;,  before  me  personally 
eame  Edgar  T.  Welles,  to  me  personally  known,  who,  being  by  me  duly 
sworn,  did  depose  and  say  that  he  resides  in  the  City  of  New  York,  in  the 
state  nf  New  York;  that  he  is  the  president  of  The  Wabash  Railroad  Com- 
pany, one  of  the  corporations  described  in  and  which  executed  the  above 
instrument;  thai  he  knows  the  seal  of  said  corporation;  that  the  seal  affixed 
to  said  instrument  is  such  corporate  sea!;  that  said  instrument  was  signed 
ami  sealed  in  behalf  of  said  corporation  by  order  of  its  board  of  directors, 

and  that   he  signed  his  name  thereto  by  like  order;  and  said   Edgar  T.  Welles 
acknowledged  said  instrument  to  be  the  free  ad  and  deed  of  said  corporation. 
In  Witness  Whereof  I   have  hereunto  set  my  hand  and  affixed  my  official 
seal  the  day  and  \  ear  a  foresaid. 

My  commission  expires  on  the  30  day  of  March  1904. 

Charlotte  A.  Van  Brunt, 
[seal]  Notary  Public,  Kings  County,  No.  4. 

Certificate  filed  in  New  York  County. 


4 


State  of  New  York, 

V  ss 
Oounty  of  New  York, 

On  this  29th  day  of  January,  in  the  year  1903,  before  me  personally  came 
J.  1).  Layng,  to  me  personally  known,  who,  being  by  me  duly  sworn,  did 
depose  and  say  that  he  resides  in  the  City  of  New  York,  in  the  State  of 
New  York;  that  lie  is  vice-president  of  Cleveland,  Cincinnati,  Chicago  and  St. 
Louis  Eailway  Company,  one  of  the  corporations  described  in  and  which 
executed  the  above  instrument;  that  he  knows  the  seal  of  said  corporation; 
that  the  seal  affixed  to  said  instrument  is  such  corporate  seal;  that  said 
instrument  was  signed  and  sealed  in  behalf  of  said  corporation  by  order  of 
its  board  of  directors,  and  that  he  signed  his  name  thereto  by  like  order; 
and  said  J.  D.  Layng  acknowledged  said  instrument  to  be  the  free  act  and 
deed  of  said  corporation. 


CORPORATE    HISTORY  1717 

In  Witness  Whereof  I  have  hereunto  set  my  hand  and  affixed  my  official 
seal  the  day  and  year  aforesaid. 

My  commission  expires  on  the  30   day  of  Mch,   1904. 

A.Lansing  Baird, 
[seal]  Notary  Public, 

New  York  County,  New  York. 

GUARANTEE   AGREEMENT.    Dated  December  16,  1902,  The  Missouri 
Pacific  Railway  Company  and  others, 

Proprietary    Companies ;     the    Pittsburg,    Cincinnati,    Chicago    and    St. 
Louis  Railway   Company  and  Terre   Haute   and  Indianapolis   Railroad 
Company,    Guarantors    of    the    St.    Louis,    Vaudalia    and    Terre    Haute 
Railroad  Company;  the  Chicago  and  Alton  Railroad  Company,  Guaran- 
tor of  the  Chicago  and  Alton  Railway  Company;   Chicago,  Burlington 
and  Quincy  Railroad  Company,  Guarantor  of  Chicago,  Burlington  and 
Quincy  Railway  Company;  Terminal  Railroad  Association  of  St.  Louis; 
and  Central  Trust  Company  of  New  York  and  William  Taussig,  Trustees. 
An  Agra  mt  nt    made  the   sixteenth   day  of  December,   in   the  year   one 
thousand  nine  hundred  and  two,  between  The  Missouri  Pacific  Railway  Com- 
pany, St.  Louis,  Iron  Mountain  and  Southern  Railway  Company,  Wabash 
Railroad  Company,  The  St.  Louis,  Vandalia  and  Terre  Haute  Railroad  Com- 
pany,   Baltimore    and    Ohio    Southwestern    Railroad    Company,    Cleveland, 
Cincinnati,  Chicago  and  St.  Louis  Railway  Company,  Louisville  and  Nash- 
ville Railroad  Company,   St.  Louis  and   San  Francisco  Railroad  Company, 
The  Chicago,  Rock  Island  and  Pacific  Railway  Company,  Southern  Railway 
Company,  of  the  second  part;   Terminal  Railroad  Association  of  St.  Louis, 
way  Company,  hereinafter  called  the  Alton  Company,  Chicago,  Burlington 
and  Quincy  Railway  Company,  hereinafter  called  the  Burlington  Company, 
and  Missouri,  Kansas  and  Texas  Railway  Company,  hereinafter  called  the 
Kansas  Company ;  which  collectively  are  hereinafter  termed,  for  convenience, 
Proprietary  Companies,  of  the  first  part;  The  Pittsburg,  Cincinnati,  Chicago 
and   St.  Louis  Railway  Company,  hereinafter  termed  the  Panhandle  Com- 
pany, Terre  Haute  and  Indianapolis  Railroad  Company,  hereinafter  termed 
the    Terre    Haute    Company,    The    Chicago    and    Alton    Railroad    Company, 
hereinafter  called  the   Alton  Railroad   Company,   and   Chicago,   Burlington 
and  Quincy  Railroad  Company,  hereinafter  called  the  Burlington  Railroad 
Company,  of  the  second  part;   Terminal  Railroad  Association  of  St.  Louis 
hereinafter  termed  the  Terminal  Association,  of  the  third  part;  and  Central 
Trust  Company  of  New  York  and  William  Taussig,  hereinafter  termed  the 
Trustees,  as  Trustees  under  the  general  mortgage  of  the  Terminal  Associa- 
tion hereinafter  described,  of  the  fourth  part ; 

The  Terminal  Association  is  a  corporation  organized  under  the  laws  of 
the  State  of  Missouri,  by  an  agreement  of  consolidation  made  on  the  26th 
day  of  July,  1889,  between  Union  Railway  and  Transit  Company  of  St. 
Louis  and  Terminal  Railroad  of  St.  Louis,  and  duly  filed  for  record  in  the 
office  of  the  Secretary  of  State  of  the  State  of  Missouri. 

The  Terminal  Association  was  so  organized  for  the  purpose  of  acquiring 
title  to  and  possession  of  various  terminal  railroad  facilities  in  St.  Louis 


1718      CHICAGO.   BURLINGTON   i-   QUINCY   RAILROAD   COMPANY 

and  East  St.  Louis,  and  to  secure  to  the  various  railroad  companies  owning 
or  operating  railroads  entering  said  cities  an  efficient  and  economical 
method  for  interchanging  passenger  and  freight  traffic  at  the  points  named. 

By  an  agreement,  dated  October  1,  1889,  between  the  Terminal  Association, 
of  the  first  part,  and  The  Missouri  Pacific  Railway  Company,  St.  Louis,  Iron 
Mountain  and  Southern  Railway  Company,  Wabash  Railroad  Company,  Ohio 
and  Mississippi  Railway  Company,  Cleveland,  Cincinnati.  Chicago  and  St. 
Louis  Railway  Company  and  Louisville  and  Nashville  Railroad  Company,  of 
the  second  part,  the  Terminal  Association  granted  to  each  of  said  companies, 
and  each  of  said  companies  accepted,  a  right,  forever,  of  joint  use  with  each 
other  and  with  such  other  companies  as  might  be  admitted,  as  proprietary 
lines,  to  joint  use  thereof,  of  all  terminal  properties  of  the  Terminal 
Association  then  held  or  that  might  thereafter  be  acquired  in  said  St.  Louis 
and  Easl  St.  Louis,  for  passenger  and  freight,  express  and  mail  business, 
and  for  the  interchange  of  the  same  between  each  ether  and  with  the  public, 
the  right  granted  to  each  proprietary  company  to  remain  as  appurtenant  to 
the  railroad  then  owned  by  such  proprietary  company;  and  each  of  said 
proprietary  companies,  parti  greed   forever  to  make 

ua     of  the  bridge  and  terminal  p  a  of  the  Terminal  Association  for 

all  passenger  and  freight  traffic  within  its  control  through,  to  and  from 
1  to  cross  the  Mississippi   River  at  St.  Louis. 

By  said  agrei  ment  it  was  provided  that  the  rates  of  toll  or  charges  should  be 
fixed,  subject  as  therein  provided,  so  as  to  produce  a  sum  sufficient  each  year 
to  pay  the  fixed  charges  of  the  Termini  it  ion,  including  rentals,  taxes 

and  assessments,  the  expi  maintaining  the  corporate  organization  of 

the  Terminal  Association  and  interest  ami  dividends  on  such  bonds  or  prefer- 
red st'u-k  no;  then  contemplated  as  might  become  necessary  to  be  thereafter 
issued  for  the  purpose  of  future  extensions  and  betterments  to  the  properties 
of  the  Terminal  Association,  and  each  of  the  proprietary  companies,  parties 
then  g  Article   XIII  thereof  to   pay   its   proportion  of  any  de- 

ficiency, provided  that  the  total  gross  sum  which  any  one  of  the  proprietary 
companies,  parties  thereto,  should  be  called  on  to  pay  in  any  one  year 
towards  making  up  any  deficit  in  the  net  earnings  to  meet  the  fixed  charges, 
should  not  in  any  one  year  exceed  one-seventh  of  one  million  dollars,  which 
was  therein  stated  to  he  in  excess  of  the  entire  fixed  charges  assumed  under 
and  provided,  further,  that  the  tolls  to  be  levied  on  traffic, 
as  contemplated  in  said  agreement,  .should  at  no  time  he  so  great  as  to  place 
any  proprietary  company  using  said  terminals  at  a  disadvantage  in  respect 
9  traffic  that  may  he  iu  competition  with  that  of  other  lines. 

Since  the  execution  of  said  agreement,  Baltimore  and  Ohio  Southwestern 
Railroad  Company,  as  successor  of  said  Ohio  and  Mississippi  Railway  Com- 
pany, st.  Louis  and  San  Francisco  Railroad  Company,  The  St.  Louis, 
Vandalia  and  Terre  Haute  Railroad  Company,  hereinafter  called  the  Van- 
dalia  Company,  The  Chicago,  Rock  Island  and  Pacific  Railway  Company, 
Southern  Railway  Company,  Illinois  Central  Railroad  Company,  the  Alton 
Company,  the  Burlington  Company,  and  the  Kansas  Company,  have  severally 
become  parties  to  said  agreement ;  the  obligations  of  the  Vandalia  Company 
under  said  agreement  have  been  duly  guaranteed  by  the  Panhandle  Company 


CORPORATE    HISTORY  1719 

and  the  Terre  Haute  Company;  the  obligations  of  the  Alton  Company 
thereunder  have  been  duly  guaranteed  by  the  Alton  Railroad  Company  and 
the  obligations  of  the  Burlington  Company  thereunder  have  been  duly  guaran- 
teed by  the  Burlington  Railroad  Company. 

The  Terminal  Association  since  said  October  1,  1889,  has  from  time  to 
time  acquired  additional  properties.  The  terminal  facilities  of  the  Terminal 
Association  both  at  St.  Louis  and  at  East  St.  Louis  are  inadequate  and  must 
be  extended  in  order  to  meet  the  requirements  of  the  Proprietary  Companies, 
and  for  efficiency  and  economy  it  is  desired  that  such  extension  of  terminal 
facilities  be  made  by  the  Terminal  Association. 

For  the  purposes  aforesaid,  as  well  as  to  provide  for  funding  existing 
bonded  indebtedness  and  for  the  improvement  and  betterment  of  its  system, 
the  Terminal  Association  has  determined  to  issue  its  bonds  limited  to  the  ag- 
gregate principal  amount  of  $50,000,000  at  any  one  time  outstanding,  to  be 
known  as  its  general  mortgage  bonds  and  hereinafter  called  the  general  mort- 
gage bonds  to  be  payable  the  first  day  of  January,  1953,  to  bear  interest  from 
the  first  day  of  January,  1903,  at  the  rate  of  four  per  cent  per  annum,  pay- 
able semi-aiinually  on  the  first  days  of  January  and  July  in  each  year,  and  to 
be  payable,  both  as  to  principal  and  interest,  at  the  office  or  agency  of  the 
Terminal  Association  in  the  City  of  New  York,  N.  Y.,  in  gold  coin  of  the 
United  States,  of  or  equal  to  the  present  standard  of  weight  «nd  fineness,  and, 
both  as  to  principal  and  interest,  without  deduction  for  any  tax  or 
taxes  which  the  Terminal  Association  may  be  required  to  pay  thereon 
or  retain  therefrom  undter  any  present  or  future  law  of  the  United 
States,  or  of  any  state,  county  or  municipality  thereof;  and,  to  secure 
said  bonds,  has  determined  to  ercecute  and  deliver  to  Central  Trust 
Company  of  New  York  and  William  Taussig,  the  Trustees,  a  mortgage 
and  deed  of  trust,  hereinafter  called  the  general  mortgage,  of  all  its 
property  and  franchises  therein  particularly  described,  and  of  all  its 
property  and  franchise  at  any  tim'e  by  it  to  be  acquired. 

The  Proprietary  Companies  are  the  owners  in  severalty  of  all  the  capital 
stock  of  the  Terminal  Association,  in  equal  shares,  and  said  action  on  the 
part  of  the  Terminal  Association  has  been  taken  at  the  instance  and  request 
of  the  Proprietary  Companies,  each  of  which  has  approved  the  general 
mortgage  bonds  and  the  general  mortgage  and,  in  respect  of  the  stock  of 
the  Terminal  Association  owned  by  it,  has  authorized  the  execution  and 
delivery  thereof.  Said  approval  and  authorization  on  the  part  of  the  Van- 
dalia  Company  has  been  given  with  the  consent  and  approval  of  the  Pan- 
handle Company  and  of  the  Terre  Haute  Company,  and  said  approval  and 
authorization  on  the  part  of  the  Alton  Company  and  the  Burlington  Company 
has  been  given  with  the  consent  and  approval,  respectively,  of  the  Alton 
Railroad  Company  and  the  Burlington  Railroad  Company. 

The  Terminal  Association  has  entered  into  an  agreement  to  sell  the  general 
mortgage  bonds,  or  some  of  them,  and  as  a  condition  precedent  to  the 
purchase  thereof,  and  as  part  of  the  consideration  inducing  such  purchase, 
the  Proprietary  Companies,  being  owners  of  all  the  capital  stock  of  the 
Terminal  Association  and  interested  in  the  extension  of  its  terminal  facilities, 
have  agreed  to  execute  and  deliver  this  agreement. 


1720      CHICAGO,   BURLINGTON   &   QUINCY   RAILROAD   COMPANY 

For  a  valuable  consideration: 

First.  It  is  agreed  between  the  Terminal  Association,  the  Proprietary 
Companies  and  the  Trustees  as  hereinafter  in  this  article  set  forth: 

(a)  Such  rates  of  toll  or  charges  for  the  use  by  the  Proprietary  Companies 
of  the  properties  of  the  Terminal  Association,  granted  under  the  agreemenl 
of  October  1.  lvv!',  hereinabove  recited,  shall  be  fixed  from  time  to  time 
by  the  Terminal  Association  as  will  produce  a  sum  sufficient  each  year  to 
pay  the  following  charges,  which  are  hereinafter  termed  the  fixed  charges  of 
the  Terminal  Association,  to  wit: 

1.  all  rental  on  any  properties  Leased  l>y  the  Terminal  Association; 

2.  interest  on  :ill  bonds  of  the  Terminal  Association  from  time  to 
time  outstanding,  heretofore  issued  or  authorized; 

3.  interest  on  all  the  general  mortgage  bonds  of  the  Terminal  As 

ation,  at  any  time  issued  under  the  general  mortgage  and  out- 
standing, and  such  sums  as  may  be  required  for  the  paymenl   or 

satisfaction  of  instalments  of  the  sinking  fund  created  under  the 
general   mortgage  Of  the   Terminal   Association; 

4.  all  taxes  and  assessments,  premiums  of  insurance,  payments, 
charges  and  expenses  of  every  nature  incurred  in  the  maintenance, 
operation,  repair  and  renewal  of  the  system  and  properties  of  the 

Terminal  Association  and  ever}   pari  thereof; 

."..    whatever  expenses  may  be  Legitimately  incurred   in  maintaining 

the  corporate  organization  of  the  Terminal  Association  and  of  any 
other  company  or  companies  whose  creation  or  organization  may  be 
necessary  in   order  fully  to  accomplish  the  objects  desired  to  the 

iii/.ation    of    the    terminal    -\stem    of    the    Terminal    Association, 

(b)  The  proviso  contained  in  Article  .\  1 1 1  of  the  agreemenl  of  October 

1,    lss<»,  liereinali  ted,    limiting  the  total   gross  sum   which  any  one  of 

the  Proprietary  Companies  may  be  called  upon  to  pay  in  any  one  year 
towards   making   up  any   deficil    in   the   nel   earnings  of  the   Terminal   As- 

soriation  to  meet  the  charges  defined  in  the  preceding  subdivision,  and 
limiting  the  amount  of  the  tolls  to  lie  Levied  on  traffic  as  contemplated  in 
said  agrei  ment,  is  hereby  waived. 

■id.  The  Proprietary  <  lompanies,  each  for  itself  and  not  for  the  others, 
|\ereby  covenanl  and  agree,  to  ami  with  the  other-,  ami  separately  to  and 
with  the  Terminal  Association,  ami  separately  to  and  with  the  Trustees  as 
trustees  of  an  express  trust,  as  hereinafter  in  this  article  se1  forth: 

(a)  the  Proprietary  Companies  will  forever  make  use  of  the 
properties  of  the  Terminal  Association  granted  under  said  agree- 
menl of  October  !,  1 S89,  for  all  passenger  and  freighl  traffic  within 

their  control  through,  to  and  from  St.  I.ouis  and  destined  to  cross 
the  Mississippi  River  at  St.  Louis; 

(b)  the  Proprietary  Companies  will,  at  all  times,  pay  for  the  use 
of  the  properties  of  the  Terminal  Association  granted  under  said 

agreement    of  October    1,    L889,   the   tariff    rates   from   time   to   time 

Mished    by    the    Terminal    Association    for   such    use,    ami    such 

tariff  rates  shall  be  so  fixed  as  to  insure  the  production  of  sufficient 

revenue  at  all  times  to  enable  the  Terminal  Association  punctually 


CORPORATE    HISTORY  1721 

to  meet  and  discharge  the  fixed  charges  of  the  Terminal  Association 
hereinabove  in  the  first  article  of  this  agreement  specified; 

(c)  not  less  than  thirty  days  nor  more  than  sixty  days  prior  to 
each  and  every  interest  day  in  the  general  mortgage  and  in  the 
general  mortgage  bonds  specified,  a  meeting  of  the  board  of 
directors  of  the  Terminal  Association  shall  be  held,  at  which  shall 
be  submitted  by  its  auditor,  treasurer  or  other  proper  officer,  a  state- 
ment of  the  funds  that  will  be  available  for  the  purpose  of  meet- 
ing at  maturity  the  fixed  charges  of  the  Terminal  Association  as 
defined  in  the  first  article  of  this  agreement.  If,  from  such  state- 
ment it  appears  that  such  funds  will  not  be  adequate  to  pay  said 
fixed  charges  maturing  on  and  prior  to  said  next  ensuing  interest 
day,  the  Terminal  Association  shall  make  sight  drafts,  respectively, 
upon  each  Proprietary  Company  for  its  proportion  of  the  deficit, 
as  shown  by  such  statement,  payable  not  less  than  ten  days  before 
such  interest  day,  and  such  draft  upon  its  each  of  the  Proprietary 
Companies,  for  itself  agrees  to  accept  and  punctually  to  pay ; 

(d)  for  the  purpose  of  carrying  into  effect  the  foregoing  cov- 
enants of  this  article  and  to  the  end  that  the  Terminal  Association 
may  at  all  times  be  able  to  pay  and  discharge  promptly  as  and  when 
due  the  interest  on  all  of  the  general  mortgage  bonds  issued  by  it, 
as  well  as  any  and  all  taxes,  costs,  charges,  expenses  and  obligations 
incurred  by  the  Terminal  Association,  or  for  which  it  shall  become 
liable  in  the  operation  and  maintenance  of  its  properties,  as  well  as 
instalments  of  sinking  fund  under  the  general  mortgage  and  the 
other  fixed  charges  of  the  Terminal  Association  as  defined  in  the 
first  article  hereof,  each  of  the  Proprietary  Companies  does  hereby, 
each  to  the  extent  of  one-fourteenth  thereof  only,  guarantee  the 
prompt  payment,  as  and  when  due,  of  all  interest  on  all  the  general 
mortgage  bonds  of  the  Terminal  Association  at  any  time  issued 
under  the  general  mortgage,  according  to  the  tenor  and  effect  of 
the  general  mortgage  bonds  and  of  the  general  mortgage,  and  the 
payment  and  satisfaction  of  the  instalments  of  the  sinking  fund 
under  the  general  mortgage. 

Third.  The  Proprietary  Companies,  each  for  itself  and  not  for  the  others, 
hereby  covenant  and  agree  to  and  with  the  others,  and  the  Terminal  Asso- 
ciation agrees  with  the  Proprietary  Companies  that,  if  under  subdivision 
(c)  of  the  next  preceding  article,  the  Proprietary  Companies,  or  any  of 
them,  shall  be  required  to  make  payment  to  the  Terminal  Association  of 
any  deficit  in  the  net  earnings  of  the  Terminal  Association  to  meet  the  fixed 
charges  of  the  Terminal  Association  as  defined  in  the  first  article  of  this 
agreement,  the  tolls  of  the  Terminal  Association  shall  thereafter  be  so 
adjusted  as  to  yield  revenue  sufficient  to  reimburse  each  of  the  Proprietary 
Companies  which  shall  have  made  such  advances,  for  the  amount  of  its  ad- 
vances with  interest  thereon  at  the  rate  of  four  per  centum  per  annum. 

Fourth.  The  Proprietary  Companies  and  the  Terminal  Association  agree 
with  each  other  that  nothing  in  this  agreement  contained  shall  be  construed 


1722      CHICAGO.    BURLINGTON   &   QUIXCY   RAILROAD  COMPANY 

(a)  to  affect,  as  among  themselves,  the  obligation  of  the  Prop- 
rietary Companies  under  the  foregoing  articles  and  the  covenants 
of  said  agreement  of  October  1,  1889,  to  pay  to  the  Terminal 
Association  for  their  respeetive  use  of  its  properties  the  tariff  rates 
from  time  to  time  established  by  the  Terminal  Association  for  such 
use;  or 

(b)  to  impair  the  right  of  the  Proprietary  Companies  to  be 
reimbursed  by  the  Terminal  Association  for  any  advances  made  by 
them,  el-  any  of  them,  under  or  in  pursuance  of  any  of  the  cov- 
enants in  the  preceding  articles  of  this  agreement,  or  in  pursuance 
of  said  agreement  of  October  1,  1889. 

Fifth.  Tin-  Terie  Baute  Company  is  the  Lessee  for  account  of  itself  and 
the  Panhandle  Company  of  the  railroad  of  the  Vandalia  Company,  For  a 
valuable  consideration,  the  Panhandle  Company  and  the  Ten.'  Haute  Com- 
pany, each  for  itself,  hereby  guarantee  unto  the  Proprietary  Companies, 
and   separately   unto   the   Terminal    Association,   ami    separately   unto   the 

Trustees,  the   faithful   and  punctual   p  LC€   by   the    Vandalia   Company 

of  each  of  the  covenants  of  this  agreement   on  the  part  of  the  Vandalia 
Company. 

sixth.     The  Burlington  Company  is  th  of  the  railroad  of  the  Bur- 

lington  Railroad   Company,  and   the   Alton   Company   is  the   lessee  of  the 
railroad   of   the   Alton    Railroad   Company;    and   the   Burlington    Railroad 

Company  and  the  Alton   Bailroad  Company  are  guarantors  of  the  obligations 

of  their  respective  Lessees  under  the  agreement  of  Octoi.er  1,  18»9.    For  a 

valuable   consideration   the    Burlington    Railroad   C pany    and   the   Alton 

Railroad  Company,  each  for  it-elf,  hereby  guarantee  unto  the   Proprietary 
Companies,  and  separately  unto  the  Terminal   Association,  and   separately 

unto  the   Trustees,  the  faithful  and   punctual   performance   by   its  said  lessee 
of  each  of  the  covenants  of  this     E        aenl  mi  the  part  of  its  said  lessee. 

/  u  itness  Whereof  each  of  the  corporations,  parties  hereto,  has  caused 
it-  corporate  seal  t"  be  hereunto  affixed,  ami  this  agreemenl  to  be  signed 
1  \  its  president  or  a  vice-president  and  tary  or  an  assistant  secretary 

i  ad   the  -aid   William  Taussig  lias  hereunto  subscribed   his  name  and  affixed 
his  seal,  the  day  and  year  first  above  written. 

The  Missouri  Pacific  Railway  Company, 
[seal]  By  Geo.  J.  Gould, 

President. 
Attest: 

A.  C.  Calef,  Secretary. 

St.  Louis,  Iron  Mountain  and  Southern  Railway  Company, 
[seal]  By  Geo.  J.  Gould, 

President. 
Attest: 

A.  C.  Calef,  Secretary. 

Wabash  Railroad  Company, 
[seal]  By  Edgar  T.  Welles, 

st:  lice-President. 

J.  Y.  Ottesox,  Secretary. 


CORPORATE    HISTORY  1723 

The  St.  Louis,  Vandalia  and  Terre  Haute  Railroad  Company, 
[seal]  By  Joseph  Wood, 

Attest :  •  Vice-President. 

S.  B.  Liggett,  Secretary. 

Baltimore  and  Ohio  Southwestern  Railroad  Company, 
[seal]  By  L.  F.  Loree, 

Attest :  President. 

G.  P.  May,  Secretary. 
Cleveland,  Cincinnati,  Chicago  and  St.  Louis  Railway  Company, 
[seal]  By  J.  D.  Layng, 

Attest :  Vice-President. 

E.  F.  Osborn,  Secretary. 

Louisville  and  Nashville  Railroad  Company, 
[seal]  By  Walker  D.  Hines, 

Attest:  First  Vice-President. 

W.  H.  Bruce,  Asst.  Secretary. 

St.  Louis  and  San  Francisco  Railroad  Company, 
[seal]  By  B.  F.  Yoakum, 

Attest :  President. 

J.  S.  Ford,  Asst.  Secretary. 

The  Chicago,  Rock  Island  and  Pacific  Railway  Company, 
[seal]  By  W.  B.  Leeds, 

Attest :  President. 

Geo.  T.  Boggs,  Asst.  Secretary. 

The  Pittsburg,  Cincinnati,  Chicago  and  St.  Louis  Railway  Company, 
[seal]  By  Joseph  Wood, 

Attest :  Vice-President. 

S.  B.  Liggett,  .Secretary. 

Terre  Haute  and  Indianapolis  Railroad  Company, 
[seal]  By  J.  J.  Turner, 

Attest :  Vice-President. 

W.  G.  Phelps,  Asst.  Secretary. 

Southern  Railway  Company, 
[seal]  By  S.  Spencer, 

Attest :  President. 

Geo.  R.  Anderson,  Asst.  Secretary. 

Illinois  Central  Railroad  Company, 
[seal]  By  Stuyvesant  Fish, 

Attest :  President. 

A.  G.  Hackstaff,  Secretary. 

The  Chicago  and  Alton  Railway  Company, 
[seal]  By  S.  M.  Felton, 

Attest :  President. 

Chas.  H.  Davis,  Asst.  Secretary. 


1724      CHICAGO,   BURLINGTON  &   QUINCY  RAILROAD   COMPANY 

The  Chicago  and  Alton  Railroad  Company, 
[seal]  By  S.  M.  Felton, 

Attest : 

Chas.  H.  Davis,  Asst.  Secretary. 

Chicago,  Burlington  and  Quincy  Railway  Company, 
[seal]  By  Geo.  B.  Harris, 

Attest :  President. 

H.  W.  Weiss,  Asst.  Secretary. 

Chicago,  Burlington  and  Quincy  Railroad  Company, 
[seal]  By  Geo.  B.  Harris, 

Attest :  President. 

11.  W.  Weiss,  Asst.  Secretary. 

Missouri,  Kansas  and  Texas  Railway  Company, 
[seal]  By  C.  G.  Hedge, 

Attest :  J '  ice-President. 

S.  Halline,  Secretary. 

Terminal  Railroad  Association  of  St.  Louis, 
[seal]  By  Julius  S.  Walsh, 

Attest:  President. 

Julius  S.  Walsh,  Jr.,  Asst.  Secretary. 

Central  Trust  Company  of  New  York, 
[seal]  By  J.  N.  Wallace, 

Attest:  4  Vice-President. 

Geo.  Bertixe,  Secretary. 

William  Taussig         [seal] 


4 


State  of  New  York, 

y  ss 
County  of  New  York. 

On  this  28th  day  of  January,  in  the  year  1903,  before  me  personally  came 
George  J.  Gould,  to  me  personally  known,  who,  being  by  me  duly  sworn,  did 
depose  and  say  that  he  resides  in  the  Town  of  Lakewood,  in  the  State  of 
New  Jersey;  that  he  is  the  president  of  The  Missouri  Pacific  Railway  Com- 
pany, one  of  the  corporations  described  in  and  which  executed  the  above 
instrument;  that  he  knows  the  seal  of  said  corporation;  that  the  seal 
affixed  to  said  instrument  is  such  corporate  seal;  that  said  instrument  was 
signed  and  sealed  in  behalf  of  said  corporation  by  order  of  its  board  of 
directors,  and  that  he  signed  his  name  thereto  by  like  order;  and  said 
George  J.  Gould  acknowledged  said  instrument  to  be  the  free  act  and  deed 
of  said  corporation. 

In  Witness  Whereof  I  have  hereunto  set  my  hand  and  affixed  my  official 
seal  the  day  and  year  aforesaid. 

My  commission  expires  on  the  30  day  of  March  1903. 

H.  L.  Utter, 
[seal]  Notary  Public,  Kings  County, 

Certificate  filed  in  New  Yrork  County,  New  York 


CORPORATE    HISTORY  1725 

State  op  New  York, 


,i 


ss 
County  of  New  York  ' 

On  this  I'sth  day  of  January,  in  the  year  1903,  before  me  personally  came 
George  J.  Gould,  to  me  personally  known,  who,  being  by  me  duly  sworn,  did 
depose  and  say  that  he  resides  in  the  ,Town  of  Lakewood,  in  the  State  of 
New  Jersey;  that  he  is  the  president  of  St.  Louis,  Iron  Mountain  and 
Southern  Railway  Company,  one  of  the  corporations  described  in  and  which 
executed  the  above  instrument;  that  he  knows  the  seal  of  said  corporations; 
that  the  seal  affixed  to  said  instrument  is  such  corporate  seal;  that  said 
instrument  was  signed  and  sealed  in  behalf  of  said  corporation  by  order  of 
its  board  of  directors,  and  that  he  signed  his  name  thereto  by  like  order; 
and  said  George  J.  Gould  acknowledged  said  instrument  to  be  the  free  act 
and  deed  of  said  corporation. 

In  Witness  Whereof  I  have  hereunto  set  my  hand  and  affixed  my  official 
seal  the  day  and  year  aforesaid. 

My  commission  expires  on  the  30  day  of  March  1903. 

H.  L.  Utter, 
[seal]  Notary  Public,  Kings  County, 

Certificate  filed  in  New  York  County,  New  York. 


h 


Commonwealth  op  Pennsylvania,) 
County  op  Allegheny, 

On  this  4th  day  of  February,  in  the  year  1903,  before  me  personally  came 
Joseph  Wood,  to  me  personally  known,  who,  being  by  me  duly  sworn,  did 
depose  and  say  that  he  resides  in  the  City  of  Pittsburg,  in  the  Commonwealth 
of  Pennsylvania;  that  he  is  the  vice-president  of  The  St.  Louis,  Vandalia 
and  Terre  Haute  Railroad  Company,  one  of  the  corporations  described  in 
and  which  executed  the  above  instrument ;  that  he  knows  the  seal  of  said 
corporation;  that  the  seal  affixed  to  said  instrument  is  such  corporate  seal; 
that  said  instrument  was  signed  and  sealed  in  behalf  of  said  corporation 
by  order  of  its  board  of  directors,  and  that  he  signed  his  name  thereto 
by  like  order;  and  said  Joseph  Wood  acknowledged  said  instrument  to  be 
the  free  act  and  dead  of  said  corporation. 

In  Witness  Whereof  I  have  hereunto  set  my  hand  and  affixed  my  official 
seal  the  day  and  year  aforesaid. 

My  commission  expires  on  the  19th  day  of  January,  1907. 

I.  M.  McKibben, 
[seal]  Notary  Public, 

County  of  Allegheny,  Pennsylvania. 


State  of  Maryland,) 
City  op  Baltimore,  \ 

On  this  5th  day  of  February,  in  the  year  1903,  before  me  personally  came 
L.  F.  Loree,  to  me  personally  known,  who  being  by  me  duly  sworn,  did 
depose  and  say  that  he  resides  in  the  City  of  Baltimore,  in  the  State  of 
Maryland ;  that  he  is  the  president  of  Baltimore  and  Ohio  Southwestern 
Railroad  Company,  one  of  the  corporations  described  in  and  which  executed 
the  above  instrument;  that  he  knows  the  seal  of  said  corporation;  that 
the  seal  affixed  to  said  instrument  is  such  corporate  seal;  that  said  instru- 


1726      CHICAGO,   BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

ment  was  signed  and  sealed  in  behalf  of  said  corporation  by  order  of  its 
board  of  directors,  and  that  he  signed  his  name  thereto  by  like  order;  and 
said  L.  F.  Loree  acknowledged  said  instrument  to  be  the  free  act  and  deed 
of  said  corporation. 

In  Witness  Whereof  I  have  hereunto  set  my  hand  and  affixed  my  official 
seal  the  day  and  year  aforesaid. 

My   commission  expires  on  the  1st  day  of  May   1904. 

Geo.  W.  Haulenbeek, 
[seal]  Notary  Publiv, 

City  of  Baltimore,  Maryland. 


mate    of    Kentucky,) 

r  SS 

County  of  Jefferson,^  ' 

On  this  31st  day  of  .J  an  nary,  in  the  year  1903,  before  me  personally  came 
Walker  1).  Hines,  to  me  personally  known,  who,  being  by  me  duly  sworn,  did 
depose  and  say  that  he  resides  in  the  City  of  Louisville,  in  the  State  of 
Kentucky;  that  he  is  the  firsl  vice-president  of  Louisville  and  Nashville 
Railroad  Company,  one  of  the  corporations  described  in  and  which  executed 
the  above  instrument;  that  he  knows  the  seal  of  said  corporation;  that  the 
seal  affixed  to  said  instrument  is  such  corporate  seal;  that  said  instrument 
was  signed  and  sealed  in  behalf  of  said  corporation  by  order  of  its  board 
of  directors,  and  thai  he  signed  his  name  thereto  by  like  order;  and  said 
Walker  D.  Hines,  to  me  personally  known,  who  being  by  me  duly  sworn,  did 
of  said  corporation. 

In  Witness  Whereof  I  have  hereunto  set  my  hand  and  affixed  my  official 
seal  the  day  and  year  aforesaid. 

My  commission  expires  oil   the  29  day  of  .January  1906. 

G.  W.  B.  Olm stead, 
[Si  m.I  Notary  Public, 

County  of  Jefferson,  Kentucky. 


State  ok  New  York, 


[    SS. 


On  this  29th  clay  of  January,  in  the  year  1903,  before  me  personally  came 
Benjamin  P.  Yoakum,  to  me  personally  known,  who,  being  by  me  duly  sworn, 
did  depose  and  say  that  he  resides  in  the  City  of  St.  Louis,  in  the  State 
of  Missouri;  that  he  is  the  president  of  St.  Louis  and  San  Francisco  Railroad 
Company,  one  of  the  corporations  described  in  and  which  executed  the  above 
instrument;  that  he  knows  the  seal  of  said  corporation;  that  the  seal  affixed 
to  said  instrument  is  such  corporate  seal;  that  said  instrument  was  signed 
and  sealed  in  behalf  of  said  corporation  by  order  of  its  board  of  directors, 
and  that  he  signed  his  name  thereto  by  like  order;  and  said  Benjamin  F. 
Yoakum  acknowledged  said  instrument  to  be  the  free  act  and  deed  of  said 
corporation. 

In  Witness  Whereof  I  have  hereunto  set  my  hand  and  affixed  my  official 
seal  the  day  and  year  aforesaid. 

My  commission  expires  on  the  30th  day  of  March  1903. 

Philip  B.  Sheridan, 
[seal]  Notary  Public,  N.  Y.  Co. 


CORPORATE    HISTORY  1727 

State  of  New  York, 


ss 
County  op  New  York  ' 

On  this  29th  day  of  January,  in  the  year  1903,  before  me  personally  came 
William  B.  Leeds,  to  me  personally  known,  who  being  by  me  duly  sworn,  did 
depose  and  say  that  he  resides  in  the  City  of  New  York,  in  the  State  of 
New  York ;  that  he  is  the  president  of  The  Chicago,  Eock  Island  and  Pacific 
Railway  Company,  one  of  the  corporations  described  in  and  which  executed 
the  above  instrument ;  that  he  knows  the  seal  of  said  corporation ;  that  the 
seal  affixed  to  said  instrument  is  such  corporate  seal ;  that  said  instrument 
was  signed  and  sealed  in  behalf  of  said  corporation  by  order  of  its  board 
of  directors,  and  that  he  signed  his  name  thereto  by  like  order ;  and  said 
William  B.  Leeds  acknowledged  said  instrument  to  be  the  free  act  and  deed 
of  said  corporation. 

In  Witness  Whereof  I  have  hereunto  set  my  hand  and  affixed  my  official 
seal  the  day  and  year  aforesaid. 

My  commission  expires  on  the  30  day  of  March,  1904. 

Emma  Walter, 
[seal]  Notary  Public,  No.  11, 

New  York  County,  New  York. 

Commonwealth  of  Pennsylvania,) 

*-  ss. 
County  of  Allegheny,  ( 

On  this  4th  day  of  February,  in  the  year  1903,  before  me  personally  came 
Joseph  Wood,  to  me  personally  known,  who,  being  by  me  duly  sworn,  did 
depose  and  say  that  he  resides  in  the  City  of  Pittsburg,  in  the  Commonwealth 
of  Pennsylvania;  that  he  is  the  vice-president- of  The  Pittsburgh,  Cincinnati, 
Chicago  and  St.  Louis  Railway  Company,  one  of  the  corporations  described 
in  and  which  executed  the  above  instrument;  that  he  knows  the  seal  of  said 
corporation;  that  the  seal  affixed  to  said  instrument  is  such  corporate  seal; 
that  said  instrument  was  signed  and  sealed  in  behalf  of  said  corporation 
by  order  of  its  board  of  directors,  and  that  he  signed  his  name  thereto  by 
like  order;  and  said  Joseph  Wood  acknowledged  said  instrument  to  be  the 
free  act  and  deed  of  said  corporation. 

In  Witness  Whereof  I  have  hereunto  set  my  hand  and  affixed  my  official 
seal  the  day  and  year  aforesaid. 

My  commission  expires  on  the  19th  day  of  January,  1907. 

I.  M.  McKibben, 
[seal]  Notary  Public, 

County  of  Allegheny,  Pennsylvania. 

Commonwealth  of  Pennsylvania,) 
County  of  Allegheny  \ 

On  this  4th  day  of  February,  in  the  year  1903,  before  me  personally  came 
James  J.  Turner,  to  me  personally  known,  who,  being  by  me  duly  sworn, 
did  depose  and  say  that  he  resides  in  the  City  of  Pittsburg,  in  the  Common- 
wealth of  Pennsylvania ;  that  he  is  the  vice-president  of  Terre  Haute  and 
Indianapolis  Railroad  Company,  one  of  the  corporations  described  in  and 
which  executed  the  above  instrument;  that  he  knows  the  seal  of  said  cor- 
poration;  that  the  seal  affixed  to  said  instrument  is  "such  corporate  seal; 


1728      CHICAGO,   BURLINGTON   &   QUIXCY   RAILROAD  COMPANY 

that  said  instrument  was  signed  and  sealed  in  behalf  of  said  corporation  by 
order  of  its  board  of  directors,  and  that  he  signed  his  name  thereto  by  like 
order:  and  said  James  J.  Turner  acknowledged  said  instrument  to  be  the 
free  act  and  deed  of  said  corporation. 

In  Witness  Whereof  I  have  hereunto  set  my  band  and  affixed  my  official 
seal  the  day  and  year  aforesaid. 

My  commission  expires  on  the  19th  day  of  January  1907. 

I.    M,    McKlBBEN 

[seal]  Notary  Public, 

County  of  Allegheny,  Pennsylvania. 


District  of  Cohmhia./ 

V  ss 
City    ok   Washington".  ) 

On  this  6th  day  of  February,  in  the  year  1903,  before  me  personally  came 
Samuel  S  me  personally  known,  who,  being  by  me  duly  sworn,  did 

depose  and  say  that  he  res  -  the  City  of  New  York,  in  the  State  of 
New  Y'>rk;  that  he  is  the  president  of  Southern  Railway  Company,  one  of 
the  corporations  described  in  and  which  executed  the  above  instrument: 
thai  he  knows  the  seal  ot*  said  corporation;  that  the  seal  affixed  to  said  in- 
strument is  such  corporate  seal;  that  said  instrument  was  signed  and  sealed 
in  behalf  Of  said  corporation  by  order  of  its  board  of  directors,  and  that  he 
signed  his  name  thereto  by  like  order;  and  said  Samuel  Spencer  acknowl- 
edged said  instrument  to  be  the  free  act  and  deed  of  said  corporation. 

//-  ll    tness  Whereof  I  have  hereunto  set  my  hand  and  affixed  my  official 

seal  the  clay  and  year  aforesaid. 

My  commission  expires  on   the  5  day  of  February,  1906. 

Peabce  Xorne,  Jr. 
[seal]  Notary  Public, 

District    of   Columbia. 


K,S 


State  of  N  ew  \  ork, 

wr       y SS- 

County  of  New  \oick. 

On  this   9th   day   of   February,   in   the   year   1903,  before  me  personally 

came   Stuyvesant    Fish,   to   me   personally   knowa,   who,  being   by  me  duly 

rn,   did    •  td    say   that    he  in   the    Town    of   Garrison,    in 

the  State  of  New   5Tork;  that  he  is  the  president  of  Illinois  Central  Railroad 

pany,  one  of  the  corporations  described  in  and  which  executed  the  above 

■  uineiit ;  that  he  knows  the  seal  of  said  corporation;  that  the  seal  affixed 

to  said  instrument   i-  such  corporate  seal;  that  said  instrument  was  signed 

and  sealed  in  behalf  of  said  corporation  by  order  of  its  board  of  directors, 

■  _■  his    name   thereto    by   like   order;    and    said    Stuyvesant 

Fish   acknowledged   said    instrument    to   be   the   free   act   and   deed   of   said 

corpora  tii 'ii. 

In    Witness  Whereof  I  have  hereunto  set  my  hand  and  affixed  my  official 
seal  the  day  and  year  aforesaid. 

My  commissi. .n   expires  on  the  30  day   of  March,  1904. 

John  J.  Daly 
[seal]  Notary  Public,  Kings  County, 

Certificate  filed  in  New   York  County,  New  York. 


CORPORATE    HISTORY  1729 

State  of  Illinois,  j 


jois, ) 


County  of  Cook 

On  this  31st  day  of  January,  in  the  year  1903,  before  me  personally 
came  S.  M.  Felton,  to  me  personally  known,  who,  being  by  me  duly  sworn, 
did  depose  and  say  that  he  resides  in  the  City  of  Chicago,  in  the  State 
of  Illinois;  that  he  is  the  president  of  The  Chicago  and  Alton  Eailway 
Company,  one  of  the  corporations  described  in  and  which  executed  the 
above  instrument;  that  he  knows  the  seal  of  said  corporation;  that  the 
seal  affixed  to  said  instrument  is  such  corporate  seal;  that  said  instrument 
was  signed  and  sealed  in  behalf  of  said  corporation  by  order  of  its  board 
of  directors,  and  that  he  signed  his  name  thereto  by  like  order;  and  said 
S.  M.  Felton  acknowledged  said  instrument  to  be  the  free  act  and  deed 
of  said  corporation. 

In  Witness  Whereof  I  have  hereunto  set  my  hand  and  affixed  my  official 
seal  the  day  and  year  aforesaid. 

My   commission   expires   on   the   18th   day   of   September,   1904. 

Frank  G.  Offenlock 
[seal]  Notary  Public, 

Cook  County,  Illinois. 

State  of  Illinois,) 
County  of  Cook,     ) 

On  this  31st  day  of  January,  in  the  year  1903,  before  me  personally 
came,  S.  M.  Felton,  to  me  personally  known,  who,  being  by  me  duly  sworn, 
did  depose  and  say  that  he  resides  in  the  City  of  Chicago,  in  the  State 
of  Illinois;  that  he  is  the  president  of  The  Chicago  and  Alton  Railroad 
Company,  one  of  the  corporations  described  in  and  which  executed  the 
above  instrument;  that  he  knows  the  seal  of  said  corporation;  that  the 
seal  affixed  to  said  instrument  is  such  corporate  seal;  that  said  instrument 
was  signed  and  sealed  in  behalf  of  said  corporation  by  order  of  its  board 
cf  directors,  and  that  he  signed  his  name  thereto  by  like  order;  and  said 
S.  M.  Felton  acknowledged  said  instrument  to  be  the  free  act  and  deed 
of  said  corporation. 

In  Witness  Whereof  I  have  hereunto  set  my  hand  and  affixed  my  official 
seal  the  day  and  year  aforesaid. 

My   commission   expires   on   the    18th    day   of   September    1904. 

Frank  G.  Offenlock 
[seal]  Notary  Public, 

Cook  County,  Illinois. 

State  of  Illinois,) 

v  ss. 
County  of  Cook,     \ 

On   this   31   day   of   January,   in   the   year    1903,   before   me   personally 

came  George  B.  Harris,  to  me  personally  known,  who  being  by  me  duly  sworn, 

did  depose  and  say  that  he  resides  in  the  City  of  Chicago,  in  the  State 

of   Illinois;    that  he   is  the  president   of   Chicago,   Burlington   and   Quincy 

Eailway  Company,  one  of  the  corporations  described  in  and  which  executed 

the   above   instrument ;    that   he  knows   the   seal  of  said  corporation ;    that 

the  seal  affixed  to  said  instrument  is  such  corporate  seal;  that  said  instru- 


1730      CHICAGO,   BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

ment  was  signed  and  sealed  in  behalf  of  said  corporation  by  order  of  its 
board  of  directors,  and  that  he  signed  his  name  thereto  by  like  order; 
and  said  George  B.  Harris  acknowledged  said  instrument  to  be  the  free 
act  and  deed  of  said  corporation. 

///   Witness  Whereof  1  have  hereunto  set  my  hand  and  affixed  my  official 
seal  the  day  and  year  aforesaid. 

My   commission  expires  on  the  3   day  of  March   1906. 

J.   11.   Pkttihoxk 
[seal]  Notary  Public, 

Cook   County,   Illinois. 
State  of   [llinois, j 


ss. 
County  of  Cunk, 

On  this  31st  day  of  January,  in  the  year  L903,  before  me  personally 
came  George  B.  Harris,  to  me  personally  known,  who,  being  by  me  duly 
sworn,  did  depose  and  say  that  he  resides  in  the  City  of  Chicago,  in  the 
state  of  [llinois;  thai  he  is  the  presidenl  of  Chicago,  Burlington  and  Quincy 
Railroad  Company,  one  of  the  corporations  described  in  and  which  executed 
the  above  instrument;  thai  he  knows  the  seal  of  said  corporation;  that 
the  seal  affixed  to  said  instrumenl  is  such  corporate  seal;  thai  said  instru- 
ment was  signed  and  sealed  in  behalf  of  said  corporation  by  order  of  its 
board  of  directors,  and  thai  he  signed  his  name  thereto  by  like  order; 
and  said  George   B.    Hams  acknowledged  said   instrumenl    to   be  the   free 

art    and    deed    ,,f    s;,id    corporal  ion. 

J  it   II  itness  Whereof  1  have  hereunto  set  my  hand  and  affixed  my  official 

seal  the  day  and  year  aforesaid. 

.My  commision  i  spires  on  the  3rd  day  of  .March,  1906. 

J.   11.    I'kttihoxk 
[seal]  Notary  Public, 

Cook  County,   Illinois. 

M  ATI      01      N]   W     YoitK, 


K.( 


.'V   OK   -\l  ..     5 

On  this  9th   day  of   February,   in   the  year   L903,   before   me  personally 
came  Charles  G.   Bedge,  to  me  personally  known,  who,  being  by  me  duly 

-worn,   did    depose   and    say   that    he    resides    in    the   City  of    New    York,  in 

the    Statl     of    New    York,    that    he    is    the    \  ire  president    of    Missouri,    Kansas 

and  Texas  Railway  Company,  one  of  the  corporations  described  in  and  which 
llted  the  above  instrument;   that   he  knows  the  seal  of  said  corporation ; 
that    the    seal    affixed    to    said    instrument    is    such    corporate    seal;    that    said 
instrument    •>  d  and   sealed   in  behalf  of  said  corporation  by  order 

of  its  board  of  directors,  and  that  he  signed  his  name  thereto  by  like 
order;  and  said  Charles  G.  Hedge,  acknowledged  said  instrument  to  be 
the  free  act   and  deed  of  said  corporation. 

In   Witness  Whereof  I  have  hereunto  set  my  hand  and  affixed  my  official 
seal  the  day  and  year  aforesaid. 

My  commission  expires  on  the  30  day  of  March,  1904. 

John  J.  Daly, 
[seal]  Notary  Public,  Kings  County, 

Certificate  filed  in  New  York  County,  New  York. 


CORPORATE    HISTORY  1731 

State  of  New  York, 


RK,J 


County  of  Neav  Y^ork,  r ' 

On  this  7th  day  of  February,  in  the  year  1903,  before  me  personally 
came  Julius  S.  Walsh,  to  me  personally  known,  who,  being  by  me  duly 
sworn,  did  depose  and  say  that  he  resides  in  the .  City  of  St.  Louis,  in  the 
State  of  Missouri;  that  he  is  the  president  of  Terminal  Eailroad  Association 
of  St.  Louis,  one  of  the  corporations  described  in  and  which  executed  the 
above  instrument;  that  he  knows  the  seal  of  said  corporation;  that  the 
seal  affixed  to  said  instrument  is  such  corporate  seal;  that  said  instrument 
was  signed  and  sealed  in  behalf  of  said  corporation  by  order  of  its  board 
of  directors,  and  that  he  signed  his  name  thereto  by  like  order;  and  said 
Julius  S.  Walsh  acknowledged  said  instrument  to  be  the  free  act  and  deed 
of  said  corporation. 

In  Witness  Whereof  I  have  hereunto  set  my  hand  and  affixed  my  official 
seal  the  day  and  year  aforesaid. 

My  commission  expires  on  the  30  day  of  March,  1904. 

John  J.  Daly, 
[seal]  Notary  Public,  Kings  County, 

Certificate  filed  in  New  York  County,  New  York. 


State  of  New  Y'ork, 

y  ss 
County  of  Neav  Ytork, 

On  this  9th  day  of  February,  in  the  year  1903,  before  me  personally 
came  James  N.  Wallace,  to  me  personally  known,  who,  being  by  me  duly 
sworn,  did  depose  and  say  that  he  resides  in  the  Borough  of  Brooklyn, 
in  the  City  of  New  York,  in  the  State  of  New  York;  that  he  is  the  Fourth 
Vice-President  of  Central  Trust  Company  of  New  York,  one  of  the  corpora- 
tions described  in  and  which  executed  the  above  instrument;  that  he  knows 
the  seal  of  said  corporation;  that  the  seal  affixed  to  said  instrument  is  such 
corporate  seal ;  that  said  instrument  was  signed  and  sealed  in  behalf  of 
said  corporation  by  order  of  its  board  of  trustees,  and  that  he  signed  his 
name  thereto  by  like  order;  and  said  James  N.  Wallace  acknowledged 
said  instrument  to  be  the  free  act  and  deed  of  said  corporation. 

In  Witness  Whereof  I  have  hereunto  set  my  hand  and  affixed  my  official 
seal  the  day  and  year  aforesaid. 

My  commission  expires  on  the  30  day  of  March,  1904. 

John  J.  Daly, 
[seal]  Notary  Public,  Kings  County, 

Certificate  filed  in  New  York  County,  New  York. 


State   of   Missouri,  ) 

y  ss 

City  of  St.  Louis,   ) 

On  this  31st  day  of  January,  in  the  year  1903,  before  me  personally 
appeared  William  Taussig,  to  me  personally  known  to  be  the  person  described 
in  and  who  executed  the  foregoing  instrument,  and  acknowledged  that  he 
executed  the  same  as  his  free  act  and  deed  for  the  considerations  and 
purposes  therein  mentioned  and  set  forth. 


1732      CHICAGO.   BURLINGTON   &   QTJINCY   RAILROAD  COMPANY 

In  Witness  Whereof  I  have  hereunto  set  my  hand  and  affixed  my  official 
seal  the  day  and   war  first  hereinabove  written. 

My  commission  expires  on  the  18th  day  of  September,  1906. 

II.  D.   Hki'k.k, 
[seal]  Notary  Public, 

City  of  St.  Louis,  Missouri. 


i 


ss. 


State  of  New   Yokk, 
.  n  oy  New  Fork 

On  this  seventh  day  of  February,  in  the  year  1903,  before  me  personally 
came  Edgar  T.  Welles,  to  me  personally  known,  who,  being  by  me  duly 
sworn,  did  depose  and  say  thai  he  resides  in  the  City  of  New  York,  in 
the  Mate  of  New  Fork;  thai  he  is  the  vice-president  of  The  Wabash 
Railroad  Company,  one  of  the  corporations  described  in  and  which  executed 
the  above  instrument;  that  he  knows  the  seal  of  said  corporation;  that 
the    seal    affixed    to    said    instrument    is    such    corporate    seal;    that    said 

Instrument   was  sig I  and  Bealed  in  behalf  of  said  corporation  by  order 

of  its  board  of  directors,  and  thai  he  signed  his  name  thereto  by  like  order; 
and   said    Edgar   T.    Welles  acknowledged  said   instrument   to   be  the  free 

ad    deed    of    said    COrpi .ra t  i< .11. 

In  Witness  Whereof  I  have  hereunto  set  my  hand  and  affixed  my  official 
s<  al  the  day  and  year  aforesaid. 

My  commission  expires  on  the  30  day  of  March,  1904. 

Charlotte  a.  Van  Brunt, 
[seal]  Notary  Public,  Kings  County,  No.  4, 

Certificate  filed  in  New   York  County. 


State  oj1  New  York,  ) 

i  ss 
County  of  New  Fork,  J ' 

On  this  29  day  of  January,  in  the  year  1903,  before  me  personally  came 
J.  1>.  I.ayng,  to  me  personally  known,  who,  being  by  me  duly  sworn, 
did  depose  and  say  that  he  resides  in  the  City  of  New  York,  in  the  State 
of  New  Fork;  that  he  is  vice  president  of  Cleveland,  Cincinnati,  Chicago 
find  St.  Louis  Railway  Company,  one  of  the  corporations  described  in 
and  which  executed  the  above  instrument;  that  he  knows  the  seal  of  said 
corporation;  that  the  seal  affixed  to  said  instrument  is  such  corporate 
seal:  that  said  instrument  was  signed  and  sealed  on  behalf  of  said  corpora- 
tion by  order  of  its  board  of  directors,  and  that  he  signed  his  name  thereto 
by  like  order;  and  said  J.  D.  Layng  acknowledged  said  instrument  to  be 
the  free  act   and  deed   of  said  corporation. 

In  Witness  Whereof  I  have  hereunto  set  my  hand  and  affixed  my  official 
seal  the  day  and  year  aforesaid. 

My  commission  expires  on  the  30  day  of  March,  1904. 

A.  Lansing  Baird, 
TsealI  Notary   Public, 

New  Y"ork  County.  New  York. 


CORPORATE    HISTORY  1733 

FERRY  STOCK  AGREEMENT.  Dated,  December  16,  1902.  The  Missouri 
Pacific  Railway  Company  and  others,  and  Terminal  Railroad  Association 
of  St.   Louis. 

An  Agreement  made  the  sixteenth  day  of  December,  in  the  year  one 
thousand  nine  hundred  and  two,  between  The  Missouri  Pacific  Railway 
Company,  St.  Louis,  Iron  Mountain  and  Southern  Railway  Company, 
Wabash  Railroad  Company,  Pennsylvania  Company,  Baltimore  and  Ohio 
Southwestern  Railroad  Company,  Cleveland,  Cincinnati,  Chicago  and  St. 
Louis  Railway  Company,  Louisville  and  Nashville  Railroad  Company,  St. 
Louis  and  San  Francisco  Railroad  Company,  The  Chicago,  Rock  Island 
and  Pacific  Railway  Company,  Southern  Railway  Company,  herein- 
after called  the  Southern  Company,  Illinois  Central  Railroad  Company, 
hereinafter  called  the  Illinois  Company,  The  Chicago  and  Alton  Railway 
Company,  hereinafter  called  the  Alton  Company,  Chicago,  Burlington  and 
Quincy  Railway  Company,  hereinafter  called  the  Burlington  Company,  and 
Missouri,  Kansas  and  Texas  Railway  Company,  hereinafter  called  the 
Kansas  Company,  which  collectively  are  hereinafter  termed,  for  convenience, 
the  Railroad  Companies,  of  the  first  part ;  and  Terminal  Railroad  Asso- 
ciation of  St.  Louis,  hereinafter  termed  the  Terminal  Association,  of  the 
second  part; 

The  Terminal  Association  is  a  corporation  organized  under  the  laws  of 
the  State  of  Missouri,  by  an  agreement  of  consolidation  made  on  the  26th 
day  of  July,  1889,  between  Union  Railway  and  Transit  Company  of  St. 
Louis  and  Terminal  Railroad  of  St.  Louis,  and  duly  filed  for  record  in 
the  office  of  the  Secretary  of  State  of  the  State  of  Missouri. 

The  Terminal  Association  was  so  organized  for  the  purpose  of  acquiring 
title  to  and  possession  of  various  terminal  railroad  facilities  in  St.  Louis 
and  East  St.  Louis,  and  to  secure  to  the  various  railroad  companies  owning 
or  operating  railroads  entering  said  cities  an  efficient  and  economical 
method  for  interchanging  passenger  and  freight  traffic  at  the  points  named. 

By  an  agreement,  dated  October  1,  1889,  between  the  Terminal  Associa- 
tion, of  the  first  part,  and  The  Missouri  Pacific  Railway  Company,  St. 
Louis,  Iron  Mountain  and  Southern  Railway  Company,  Wabash  Railroad 
Company,  Ohio  and  Mississippi  Railway  Company,  Cleveland,  Cincinnati, 
Chicago  and  St.  Louis  Railway  Company,  and  Louisville  and  Nashville 
Railroad  Company,  of  the  second  part,  the  Terminal  Association  granted 
to  each  of  said  companies,  and  each  of  said  companies  accepted,  a  right, 
forever,  of  joint  use  with  each  other  and  with  such  other  companies  as 
might  be  admitted,  as  proprietary  lines,  to  joint  use  thereof,  of  all  terminal 
properties  of  the  Terminal  Association  then  held  or  that  might  thereafter 
be  acquired  in  said  St.  Louis  and  East  St.  Louis,  for  passenger  and 
freight,  express  and  mail  business,  and  for  the  interchange  of  the  same 
between  each  other  and  with  the  public,  the  right  granted  to  each  pro- 
prietary company  to  remain  as  appurtenant  to  the  railroad  then  owned 
by  such  proprietary  company;  and  each  of  said  proprietary  companies, 
parties  to  said  agreement,  agreed  forever  to  make  use  of  the  bridge  and 
terminal  properties  of  the  Terminal  Association  for  all  passenger  and  freight 


17-S4      CHICAGO,   BURLINGTON    &    QUINCY  RAILROAD  COMPANY 

traffic  within  its  control  through,  to  and  from  St.  Louis  and  destined  to 
cross  the  Mississippi  River  at  St.  Louis. 

I'.\    said   agreement    it    was   provided   that   tlic   rates  of  toll  or  charges 

should  be  axed,  subject  as  therein  provided,  so  as  to  produce  a  sum  sufficient 

i  year  to  pay  the  fixed  charges  of  the  Terminal  Association,  including 

rentals,  taxes  and  assessments,  the  expenses  of  maintaining  the  corporate 

organization   of  the   Terminal   Association   and    interest    and    dividends  on 

BUCh     Ixi  nds    or     p  I     Stock     not     then     contemplated     as     might     become 

necessary  to  be  thereafter  issued  for  the  purpose  of  future  extensions  and 
to  the  properties  of  the  Terminal  Association,  and  each  of 
the  proprietary  companies,  parties  thereto,  agreed  by  Article  XIII  thereof 
to  pay  its  proportion  of  any  deficiency,  provided  that  the  total  gross  sum 
which   any   one   of   the   proprietary   companies,   parties   thereto,   should  be 

tailed    on    to    pay    in    any    one    year    towards    making    up    any    deficit    in    the 

uel  earnings  to  meet  the  fixed  charges,  should  not   in  any  one  year  exceed 

nth  of  one  million  dollars,  which  was  therein  stated  to  be  in  excess 

ot    the  entire  fixed  charges  assumed   under  said  agreement,  and   provided, 

further,   that    the   tolls   to    be    levied    on    traffic,   as   contemplated    in   said 

lement,  should  at  do  time  be  bo  great  as  to  place  any  proprietary 
company  said   terminals  at   a   disadvantage   in   respect    to  its  traffic 

that   may  be  in  competition  with  that  of  other  tines. 

I the  execution   of  said  agreement,    Baltimore  and   Ohio   Southwestern 

Railroad  Company,  as  wr  of  said  Ohio  and  Mississippi  Railway  Com- 

pany,  st.    Louis   and    San    Francisco    Railroad    Company,   The   st.    Louis, 

Yandalia    and    Tern-    Haute    Railroad    Company,    The    Chicago,    Rock    Island 

and  Pacific  Railway  Company,  the  Southern  Company,  the  Illinois  Company, 
the  Alton  Company,  Burlington  Company,  and  the  Kansas  Company,  have 
severally  become  parties  to  said  agreement.  The  Railroad  Companies, 
parties  to  said  agreement,  to  wit:  The  Missouri  Pacific  Railway  Company, 
St.  Louis,  Hon  Mountain  and  Southern  Railway  Company,  Wabash  Railroad 

Company,    The    St.    Louis,    Vamlalia    and    Terre    Haute    Railroad    Company 

(hereinafter  called  the  Vamlalia  Company),  Baltimore  and  Ohio  South- 
western   Railroad   Company,  Cleveland,  Cincinnati,  Chicago  and   St.   Louis 

Railway    Company,    Louisville    and    Nashville    Railroad    Company,    St.    Louis 

and  San  Francisco  Railroad  Company,  The  Chicago  Rock  Island  and 
Pacific    Railway   Company,   the   Southern   Company,   the    Illinois  Company, 

the    Alton    Company,    the    Burlington    Company    and    the    Kansas    Company. 

hereinafter  termed  collectively  Proprietary  Companies.    The  obligations 

ot  the  Vamlalia  C pany  under  said  agreement  have  been  duly  guaranteed 

by   The   Pittsburg,  Cincinnati,  Chicago  and   St.    Louis   Railway  Company, 

and  by  Terre  Haute  and  Indianapolis  Railroad  Company,  the  lessee,  for 
account  of  itself  and  of  said  The  Pittsburg,  Cincinnati,  Chicago  and  St. 
Louis  Railway  Company,  of  the  line  of  railroad  of  the  Vandalia  Company. 
The  Pennsylvania  Company  now  owns  a  majority  of  the  capital  stock  of 
the  Vandalia  Company.  The  Burlington  Company  is  the  lessee  of  the 
railroad  of  Chicago,  Burlington  and  Quincy  Railroad  Company  and  the 
Alton  Company  is  lessee  of  the  railroad  of  The  Chicago  and  Alton  Railroad 
Company;    said    lessor    companies    have    respectively    duly    guaranteed    the 


CORPORATE   HISTORY  1735 

faithful  and  punctual  performance  of  the  obligations  on  the  part  of  their 
respective    lessees    under    said    agreement. 

The  Terminal  Association  since  said  October  1,  1889,  has  from  time  to 
time  acquired  additional  properties.  The  terminal  facilities  of  the  Terminal 
Association  both  at  St.  Louis  and  at  East  St.  Louis  are  inadequate  and 
must  be  extended  in  order  to  meet  the  requirements  of  the  Proprietary 
Companies,  and  for  efficiency  and  economy  it  is  desired  that  such  extension 
of  terminal  facilities  be  made  by  the  Terminal  Association. 

For  the  purposes  aforesaid,  as  well  as  to  provide  for  funding  existing 
bonded  indebtedness  and  for  the  improvement  and  betterment  of  its  system, 
the  Terminal  Association  has  determined  to  issue  its  bonds  limited  to  the 
aggregate  principal  amount  of  $50,000,000  at  any  one  time  outstanding, 
to  be  known  as  its  general  mortgage  bonds  and  hereinafter  called  the 
general  mortgage  bonds,  to  be  payable  the  first  day  of  January,  1953,  to 
bear  interest  from  the  first  day  of  January,  1903,  at  the  rate  of  four  per 
cent,  per  annum,  payable  semi-annually  on  the  first  days  of  January  and 
July  in  each  year,  and  to  be  payable,  both  as  to  principal  and  interest, 
at  the  office  or  agency  of  the  Terminal  Association  in  the  City  of  New 
York,  N.  Y.,  in  gold  coin  of  the  United  States,  of  or  equal  to  the  present 
standard  of  weight  and  fineness,  and,  both  as  to  principal  and  interest, 
without  deduction  for  any  tax  or  taxes  which  the  Terminal  Association 
may  be  required  to  pay  thereon  or  retain  therefrom  under  any  present  or 
future  law  .of  the  United  States,  or  of  any  state,  county  or  municipality 
thereof;  and,  to  secure  said  bonds,  has  determined  to  execute  and  deliver 
to  Central  Trust  Company  of  New  York  and  William  Taussig,  hereinafter 
termed  the  Trustees,  a  mortgage  and  deed  of  trust,  hereinafter  called 
the  general  mortgage,  of  all  its  property  and  franchises  therein  particularly 
described,  and  of  all  its  property  and  franchises  at  any  time  by  it  to 
be    acquired. 

The  Proprietary  Companies  are  the  owners  in  severalty  of  all  the  capital 
stock  of  the  Terminal  Association,  in  equal  shares,  and  said  action  on 
the  part  of  the  Terminal  Association  has  been  taken  at  the  instance  and 
request  of  the  Proprietary  Companies,  each  of  which  has  approved  the 
general  mortgage  bonds  and  the  general  mortgage  and,  in  respect  of 
the  stock  of  the  Terminal  Association  owned  by  it,  has  authorized  the 
execution  and  delivery  thereof. 

The  Terminal  Association  has  entered  into  an  agreement  to  sell  the 
general  mortgage  bonds,  or  some  of  them,  and  as  a  condition  precedent 
to  the  purchase  thereof,  and  as  part  of  the  consideration  inducing  such 
purchase,  the  Proprietary  Companies,  by  an  agreement  with  the  Terminal 
Association  and  the  Trustees,  bearing  date  the  sixteenth  day  of  December, 
1902,  hereinafter  called  the  Guaranty  Agreement,  have  agreed,  among 
other  things : 

(a)  that  such  rates  of  toll  or  charges  for  the  use  by  the  Proprietary 
Companies  of  the  properties  of  the  Terminal  Association,  granted 
under  the  agreement  of  October  1,  1889,  hereinabove  recited,  shall  be 
fixed  from  time  to  time  by  the  Terminal  Association  as  will  produce 
a   sum   sufficient   each   year   to   pay  the  following    charges,   which   are 


1736       CHICAGO,   BURLINGTON   &    QUIXCY   RAILROAD  COMPANY 

therein  and  hereinafter  termed  the  fixed  charges  of  the  Terminal 
Association,   to  wit : 

1.   all  rentals  on  any  properties  leased  by  the  Terminal  Association; 
-.   interest  on  all   bonds  of   the    Terminal   Association   from   time 
to  time  outstanding,  theretofore   issued  or  authorized; 

3.  interest  on  all  the  general  mortgage  bonds  of  the  Terminal 
Association,  at  any  time  issued  under  the  general  mortgage  and 
outstanding,  and  such  sums  as  may  be  required  for  the  payment 
or  satisfaction  (if  installments  of  the  sinking  fund  created  under 
the  general  mortgage  of  the  Terminal  Association; 

4.  all    taxes    and    assessments,    premiums    of    insurance,    payments, 

charges  and  expenses  of  every  nature  incurred  in  the  maintenance, 
operation,  repair  and  renewal  of  the  system  and  properties  of  the 
Terminal  Association,  and  every  part  thereof; 

5.  whatever  expenses  may  he  Legitimately  incurred  in  maintaining 
the  corporate  organization  of  the  Terminal  Association  and  of  any 
other  company  or  companies  whose  creation  or  organization  may 
l.e  necessary  in  order  fully  to  accomplish  the  objects  desired  in  the 
organization  of  the  terminal  system  of  the  Terminal  Association; 
(h)   that    the    proviso  contained    in    Article  XIII  of  the   agreement 

of  October  1,  1889,  hereinabove  recited,  limiting  the  total  gross  sum 
which  any  one  of  the  Proprietarj  Companies  may  be  called  upon  to 
pay  in  any  one  year  towards  making  up  any  deficit  in  the  net  earnings 
of  the  Terminal  Association  to  meet  the  axed  charges  of  the  Terminal 
Association,  and  limiting  the  amount  of  the  tolls  to  be  levied  on 
traffic,     be     waived  ; 

(c)  that  the  Proprietary  Companies  will  forever  make  use  of  the 
properties  of  the  Terminal  Association  granted  under  said  agreement 
of  October    1,   1889,   for  all    passenger   and    freight    traffic    within   their 

ntrol  through,  to  and  from  St.  Louis  and  destined  to  cross  the 
Mississippi    River    at    St.    Lot 

(d)  that  the  Proprietary  Companies  will,  at  all  times,  pay  for  the 
use  of  the  properties  of  the  Terminal  Association  granted  under  said 
agreement  of  October  1,  1889,  the  tariff  rates  from  time  to  time 
established  by  the  Terminal  Association  for  such  use,  and  that  such 
tariff  rates  shall  be  so  fixed  as  to  insure  the  production  of  sufficient 
revenue  at  all  times  to  enable  the  Terminal  Association  punctually 
to  meet  and  discharge  the  fixed  charges  of  the  Terminal  Association 
as  defined  as  aforesaid   in  the  Guaranty  Agreement; 

(e)  that,  to  the  end  that  the  Terminal  Association  may  at  all  times 
be  able  to  pay  and  discharge  promptly  as  and  when  due  the  interest 
on  all  of  the  general  mortgage  bonds  issued  by  it,  as  well  as  any 
and  all  taxes,  costs,  charges,  expenses  and  obligations  incurred  by  the 
Terminal  Association,  or  for  which  it  shall  become  liable  in  the  opera- 
tion and  maintenance  of  its  properties,  as  well  as  installments  of 
sinking  fund  under  the  general  mortgage  and  the  other  fixed  charges 
of  the  Terminal  Association  as  defined  as  aforesaid  in  the  Guaranty 
Agreement,    the    Proprietary    Companies,    each    to    the    extent    of    one- 


CORPORATE   HISTORY  1737 

fourteenth  thereof  only,  guarantee  the  prompt  payment,  as  and  when 
due,  of  all  interest  on  all  the  general  mortgage  bonds  of  the  Terminal 
Association  at  any  time  issued  under  the  general  mortgage,  according 
to   the   tenor   and   effect   of   the    general   mortgage   bonds    and   of   the 
general  mortgage,  and  the  payment  and  satisfaction  of  the  installments 
of  the  sinking  fund  under  the  general  mortgage. 
The  Pittsburg,  Cincinnati,  Chicago  and  St.  Louis  Railway  Company  and 
Terre  Haute  and  Indianapolis  Railroad  Company,  the  lessee,   for  account 
of  itself  and  said  The  Pittsburg,  Cincinnati,  Chicago  and  St.  Louis  Railway 
Company,  of  the  railroad  of  the  Vandalia  Company,  joined  in  the  Guaranty 
Agreement,  and  guaranteed  the  faithful  and  punctual  performance  by  the 
Vandalia   Company   of   the   covenants    thereof.      The    Burlington    Company 
i3  the  lessee  of  the  railroad  of  Chicago,  Burlington  and  Quincy  Railroad 
Company,  and  the  Alton  Company  is  lessee  of  the  railroad  of  The  Chicago 
and  Alton  Railroad  Company;    said  lessor  companies  joined  in  the  Guar- 
anty  Agreement,    and    respectively   guaranteed   the    faithful    and    punctual 
performance  by  their  respective  lessees  of  the  covenants  thereof. 

The  Railroad  Companies  have  desired  further  to  secure  the  general 
mortgage  bonds  of  the  Terminal  Association  by  the  pledge  and  deposit  of 
the  stocks  hereinafter  specified,  and  are  about  to  execute  and  deliver  to 
the  Trustees  under  the  general  mortgage,  a  trust  agreement  substantially 
in  the  form,  a  copy  of  which  has  been  exhibited  to  the  parties,  and  to 
deposit  with  the  Trustees,  to  be  held  upon  the  trusts  therein  declared, 
certificates  for  not  less  than  ninety-five  hundred  (9,500)  shares  of  the 
capital  stock  of  Wiggins  Ferry  Company,  properly  endorsed  in  blank  for 
transfer. 

For  a  valuable  consideration  it  is  agreed  as  follows: 
First.  The  Railroad  Companies  will  from  time  to  time,  as  the  Railroad 
Companies,  or  any  of  them,  may  acquire  additional  shares  of  stock  of 
Wiggins  Ferry  Company,  assign  and  transfer  or  cause  to  be  assigned 
and  transferred,  under  said  trust  agreement,  the  additional  stock  of  Wiggins 
Ferry  Company  so  acquired,  to  the  Trustees,  to  be  held  by  the  Trustees 
upon  the   trusts   declared  in  said  trust  agreement. 

Second.  Said   trust   agreement   having   been   so   executed   and   delivered, 
(a)  the  Terminal  Association  will,  on  or  before  the  30th  day  of  January, 
1903,  pay  to  the  Railroad  Companies,  the  following  amounts: 

to    The   Chicago,   Rock   Island    and   Pacific   Railway   Company,    the 
sum  of  $3,389,833.19 

with  interest  thereon  at  the  rate  of  three  per  cent,  per  annum  from 
April  30,  1902,  to  October  31,  1902,  and  thereafter  at  the  rate  of 
five  per  cent,  per  annum;  thereafter,  the  Terminal  Association  will 
pay  to  said  The  Chicago,  Rock  Island  and  Pacific  Railway  Company, 
such  further  sum  not  exceeding  $100,000  as  said  Railway  Company  may 
be  or  become  liable  for  or  which  it  may  pay  in  settlement  or  compro- 
mise of  any  equitable  claims  or  demands  of  any  kind  whatsoever, 
arising  or  growing  out  of  or  connected  with  its  purchase,  or  its  attempt 
to  purchase,  any  shares  of  stock  of  said  Wiggins  Ferry  Company; 
to  the  others  of  the  Railroad  Companies,  the  sum  of  $3,844,276.22 


1738       CHICAGO,   BURLINGTON    A    <JUIN<  Y    RAILROAD   COMPANY 

with  interest  thereon  at   the  rate  of  three 
per  cent,  per  annum  from  April  30,  1902,  to  October  31,  HH)2,  and  there- 
after at  the  rati'  of  five  per  cent,  per  annum; 
(b)  the  Terminal  Association  will  also  pay  to  any  of  the  Railroad  Com- 
panies which  shall  assign  and  transfer  to  the  Trustees,   under  said  trust 
agreement,  additional  shares  of  the  stock  of  said  Wiggins  Perry  Company, 
the  cosl  to  such  Railroad  Company  of  such  additional  stock. 

Third.  Subject  to  the  pledge  of  said  stock  of  Wiggins  Ferry  Company, 
under  said  trust  agreement,  it  is  declared  l>y  the  Railroad  Companies  that 

the  title  to  all  stock  of  said  Wiggins  Ferry  Company,  at  any  time  assigned 
and    transferred    to    the    Trustees,    under    said    trust    agreement,    shall,    at 

tlie  time  of  such  assignment  and  transfer,  vest   in  the  Railroad  Companies 

n  equal  undivided  shares  in  severalty;  provided,  however,  if  any  company, 

party  to  the  Agreement   of  October    1.    I88i»,  or  to  the  (luaranty   Agreement, 

make  default   in  the  performance  of  any   obligation  assumed  or  imposed 

upon    it    under   said    agreement    of   Oetoher    1.    ls.sit,    or    under    the   Guaranty 

:nd  the  Terminal  Association   by   reason  of  such  default  shall 

!«■  entitled  to  exclude  the  company  so  in  default  from  tin-  use  of  the 
properties  the  use  of  which  is  therein  granted,  then  and  thereupon  the  interest 

i.|  ^tock  of  Wiggins  I'Vm  Company  pledged  under  said  trust  agreement 

3UCh  Company   so   in  default    as   well   as  of  each   company  guaranteeing  the 

obligations  under  either  of  said  agreements  of  the  companj  so  in  default, 
shall  cease  and  determine  and  shall  vest  in  the  others  of  the  Railroad 
Companies,  parti  of  the  first  part,  in  equal  shares  in  severalty. 

In    Witness    Whereof   the    parties    hereto    have    caused    then-    respective 
iU  to  !*■  hereunto  affixed  and  this  agreement  to  lie  signed  by 
the  -.,■  presidents  or  rice  presidents,  ami  their  respective  secretaries 

or  assistant    Secretaries   in   one  or  moie   pa  its,  each   of  which   shall   he  deemed 
i  iginal. 

The  .Missouri   Pacific   Railway   Company, 
vl]  By  Geo.  J.  Gould, 

Presidt  nt. 

A.   C.   Cai.i  i  ,  .////. 

Louis,  Iron  .Mountain  and  Southern    Railway  Company, 

\l]  By  Geo.  J.  Gould, 

st  :  President. 
A.  ( '.  Calef,  >'  crt  t< 

Wabash  Railroad  Company, 

[seal]  By  Edgab  T.  Welles, 

Attest:  Vict  Pn  sidt  nt. 
J.  V.  Otti—    6T,  &     rt  i<iry. 

1'.  iinsylvania   Company, 

[seal]  By  Joseph  Wood, 

st:  Vice-President. 
S.  B.  Liggett,  Secretary. 

B     timore    and   Ohio   Southwestern  Railroad   Company, 

[seal]  L.  F.  Loree, 

Attest:  President. 
G.  F.   May,  Secretary. 


CORPORATE   HISTORY  1739 

Cleveland,  Cincinnati,  Chicago  and  St.  Louis  Railway  Company, 
[seal]  J.  D.  Layng, 

Attest :  Vice-President. 

E.  F.  Osborn,  Secretary. 

Louisville    and   Nashville   Railroad    Company, 
[seal]  By  Walker  D.  Hines, 

Attest :  President. 

W.  H.  Bruce,  Asst.  Secretary. 

St.  Louis  and  San  Francisco  Railroad  Company, 
[seal]  By  B.  F.  Yoakum, 

Attest:  President. 

J.  S.  Ford,  Asst.  Secretary. 

The  Chicago,  Rock  Island  and  Pacific  Railway  Company, 
[seal]  By  W.  B.  Leeds, 

Attest :  President. 

Geo.  T.  Boggs,  Asst.  Secretary. 

Southern   Railway    Company, 
[seal]  By  S.   Spencer, 

Attest :  President. 

Geo.  R.  Anderson,  Asst.  Secretary. 

Illinois   Central   Railroad   Company, 
[seal]  Stuyvesant  Fish, 

Attest :  President. 

A.  G.  Hackstaff,  Secretary. 

The  Chicago  and  Alton  Railway  Company, 
[seal]  By  S.  M.  Felton, 

Attest :  President. 

Chas.  H.  Davis,  Asst.  Secretary. 

The  Chicago  and  Alton  Railroad  Company, 
[seal]  By  S.  M.  Felton, 

Attest :  President. 

Chas.  H.  Davis,  Asst.  Secretary. 

Chicago,  Burlington  and  Quincy  Railway  Company, 
[seal]  By  Geo.  B.  Harris, 

Attest :  President. 

H.  W.  Weiss,  Asst.  Secretary. 

Chicago,  Burlington  and  Quincy  Railroad  Company, 
[seal]  By  Geo.  B.  Harris, 

Attest :  President. 

H.  W.  Weiss,  Asst.  Secretary. 

Missouri,  Kansas  and  Texas  Railway  Company, 
[seal]  By  C.  G.  Hedge, 

Attest:  Vice-President. 

S.  Halline,  Secretary. 

Terminal  Railroad  Association   of   St.   Louis, 
[seal]  By  Julius  S.  Walsh, 

President. 
Attest : 

Julius  S.  Walsh,  Jr.,  Asst.  Secretary. 


1740      CHICAGO,  BURLINGTON   &  QUINCY  RAILROAD  COMPANY 
State  of  New  York, 


,\ 


ss 
County  of  New  York  r 

On  this  28th  day  of  January,  in  the  year  1903,  before  me  personally 
came  George  J.  Gould,  to  me  personally  known,  who,  being  by  me  duly 
sworn,  did  depose  and  say  that  he  resides  in  the  Town  of  Lakewood,  in 
the  State  of  New  Jersey;  that  he  is  the  president  of  The  Missouri  Pacific 
Railway  Company,  one  of  the  corporations  described  in  and  which  executed 
the  above  instrument;  that  he  knows  the  seal  of  said  corporation;  that 
tin  seal  affixed  to  said  instrument  is  such  corporate  seal;  that  said  instru- 
ment was  signed  and  sealed  in  behalf  of  said  corporation  by  order  of  its 
hoard  of  directors,  and  that  he  signed  his  name  thereto  by  like  order;  and 
said  George  J.  Gould  acknowledged  said  instrument  to  be  the  free  act  and 
deed  of  said  corporation. 

In  Witness  Whereof  I  have  hereunto  set  my  hand  and  affixed  my  official 
seal  the  day  and  year  aforesaid. 

My  commission  expires  on  the  30  day  of  March,  1903. 

H.  L.  Utter, 
[seal]  Notary  Public,  Kings  County, 

Certificate  tiled  in  New   York  County. 


,\ 


State  of  New  York, 

L   gg 

County  of  Xkw  York, 

On  this  28th  day  of  January,  in  the  year  1903,  before  me  personally 
came  George  J.  Gould,  to  me  personally  known,  who,  being  by  me  duly 
sworn,  did  depose  and  say  that  lie  resides  in  the  Town  of  Lakewood,  in 
the  State  of  New  Jersey;  that  he  is  the  president  of  St.  Louis,  Iron 
.Mountain  and  Southern  Railway  Company,  one  of  the  corporations  described 
in  and  which  executed  the  above  instrument;  thai  he  knows  the  seal  of 
said  corporation;  that  the  seal  affixed  to  said  instrument  is  such  corporate 
seal;  that  said  instrument  was  signed  and  sealed  in  behalf  of  said  corpora- 
tion by  order  of  its  board  of  directors,  and  thai  he  signed  his  name  thereto 
by  like  order;  and  said  George  J.  Gould  acknowledged  said  instrument 
to  be   the   free   act    and   deed   of  said   corporation. 

///  Witness  Whereof  I  have  hereunto  set  my  hand  and  affixed  my  official 
seal  the  day  and   year  aforesaid. 

My  commission  expires  on  the  30  day  of  March,  1903. 

H.  L.  Utter, 
[seal]  Notary  Public,   Kings   County, 

Certificate  filed  in  New  York  County. 

Commonwealth   of  Pennsylvania,) 

v  gs. 

County  of  Allegheny.  \  ' 

On  this  4th  day  of  February,  in  the  year  1903,  before  me  personally 
came  Joseph  Wood,  to  me  personally  known,  who,  being  by  me  duly  sworn, 
did  depose  and  say  that  he  resides  in  the  City  of  Pittsburg,  in  the  Common- 
wealth of  Pennsylvania;  that  he  is  vice-president  of  Pennsylvania  Company, 
one  of  the  corporations  described  in  and  which  executed  the  above  instru- 
ment; that  he  knows  the  seal  of  said  corporation;  that  the  seal  affixed 
to  said  instrument  is  such  corporate  seal;  that  said  instrument  was  signed 


CORPORATE   HISTORY  1741 

and  sealed  in  behalf  of  said  corporation  by  order  of  its  board  of  directors, 
and  that  he  signed  his  name  thereto  by  like  order;  and  said  Joseph  Wood 
acknowledged  said  instrument  to  be  the  free  act  and  deed  of  said  corpora- 
tion. 

In  Witness  Whereof  I  have  hereunto  set  my  hand  and  affixed  my  official 
seal  the  day  and  year  aforesaid. 

My-  commission  expires  on  the  19th  day  of  January,  1907. 

I.  M.  McKibben 
[seal]  Notary  Public, 

County  of  Allegheny,  Pennsylvania. 
State  of  Maryland,) 


id,) 


ss 
City  of  Baltimore,  ' 

On  this  6th  day  of  February,  in  the  year  1903,  before  me  personally 
came  L.  F.  Loree,  to  me  personally  known,  who,  being  by  me  duly  sworn, 
did  depose  and  say  that  he  resides  in  the  City  of  Baltimore,  in  the  State  of 
Maryland;  that  he  is  the  president  of  Baltimore  and  Ohio  Southwestern 
Bailroad  Company,  one  of  the  corporations  described  in  and  which  executed 
the  above  instrument ;  that  he  knows  the  seal  of  said  corporation ;  that 
the  seal  affixed  to  said  instrument  is  such  corporate  seal;  that  said  instrument 
was  signed  and  sealed  in  behalf  of  said  corporation  by  order  of  its  board 
of  directors,  and  that  he  signed  his  name  thereto  by  like  order;  and  said 
L.  F.  Loree  acknowledged  said  instrument  to  be  the  free  act  and  deed  of 
said  corporation. 

In  Witness  Whereof  I  have  hereunto  set  my  hand  and  affixed  my  official 
seal  the  day  and  year  aforesaid. 

My  commission  expires  on  the   1st  day  of  May,  1904. 

Geo.  W.  Haulenbeek 
[seal]  Notary  Public, 

City  of  Baltimore,  Maryland. 
State  of  Kentucky,) 
County  of  Jefferson,  ) 

On  this  31st  day  of  January,  in  the  year  1903,  before  me  personally 
came  Walker  D.  Hines,  to  me  personally  known,  who,  being  by  me  duly 
sworn,  did  depose  and  say  that  he  resides  in  the  City  of  Louisville,  in  the 
State  of  Kentucky;  that  he  is  the  first  vice-president  of  Louisville  and 
Nashville  Bailroad  Company,  one  of  the  corporations  described  in  and 
which  executed  the  above  instrument;  that  he  knows  the  seal  of  said  corpora- 
tion; that  the  seal  affixed  to  said  instrument  is  such  corporate  seal;  that 
said  instrument  was  signed  and  sealed  in  behalf  of  said  corporation  by 
order  of  its  board  of  directors,  and  that  he  signed  his  name  thereto  by 
like  order;  and  said  Walker  D.  Hines  acknowledged  said  instrument  to 
be  the  free  act  and  deed  of  said  corporation. 

In  Witness  Whereof  I  have  hei-eunto  set  my  hand  and  affixed  my  official 
seal  the  day  and  year  aforesaid. 

My  commission  expires  on  the  29th  day  of  January,  1906. 

G.  W.  B.  Olmstead 
[seal]  Notary  Public, 

County  of  Jefferson,  Kentucky. 


1742      CHICAGO,   BURLINGTON   A   QTJINCT   RAILROAD  COMPANY 

State  of  Nbw  York, 


4 


County  or  New  York  r 

On  this  29th  Jay  of  January,  in  the  year  1903,  before  me  personally 
came  Benjamin  F.  Yoakum,  to  mo  personally  known,  who,  being  by  mo  duly 
-worn,  did  depose  and  say  that  ho  resides  in  the  City  of  St.  Louis,  iu  the 
Stat.-  of  Missouri:  that  ho  is  the  president  of  St.  Louis  and  San  Francisco 
Railroad  Company,  one  of  the  corporations  described  in  and  which  executed 
the  above  instrument;  that  ho  knows  the  seal  of  said  corporation;  that 
tin  seal  affixed  to  said  instrument  is  such  corporate  seal;  that  said  instru- 
•  was  signed  and  sealod  in  behalf  of  -aid  corporation  by  order  of  its 

board  of  dii  ttd   that   ho   signed   his   name  thereto  by  like  order;   and 

Benjamin   F.    Yoakum   acknowledged  said   instrument  to  be  the  free 
ad  deed  of  .said  corporation. 

:    tnesa  H  1  have  hereunto  set  my  band  and  affixed  my  official 

the  day  and  year  aforesaid. 
My  commission  <  spires  on  the  30th  day  of  March,  1003. 

Philip  B.  shkridax, 
>l]  .  .   N.    Y.  Co. 


K.J 


State  oe   \  York, 

nty  oe  New  York. 

On  this  L'<tth  day  of  January,  in  the  year  1903,  before  me  personally  came 

William  B.  I.       -.  to  me  personally  known,  who.  being  by  me  duly  sworn, 

did  depose  and  say  that  he  resides  in  the  City  of  New  York,  in  the  State 

of  New    Fork;  that  ho  is  the  pi  I  The  Chicago,  Rock  Island  and 

tic    Railway   Company,   one   of  the   corporations   described   in   and    which 

ited  the  above  instrument:  that  he  knows  the  seal  of  said  corporation; 

that  the  seal  affixed   to  said   instrument   is  such  corporate  seal;   that  said 

instrument  "        signed  and  sealed   in  behalf  of  said  corporation  by  order  of 

its   board   of  directors,  ami  that   !  _       .   his   name  thereto   by  like  order; 

and   said    William   B.    Leeds   ackt  _     I    said    instrument   to   be  the  free 

act  and   deed   of  said  corporation. 

/      i!        ess   Whereof  I  have  hereunto  set  my  hand  and  affixed  my  official 

the  day  and  year  aforesaid. 
My  commission  expires  on  the  30th  day  of  March.  1904. 

Emma  Walter 
[6eal]  Notary  Public,  -\"<>.  11, 

New  York  County,  New  York. 

District  of  Columbia,! 

'  ss. 


On  this  6th  day  of  February,  in  the  year  1903,  before  me  personally  came 
Samuel   S  .   to  me  personally  known,  who,   being  by  me  duly  sworn, 

did  depose  and   say   that   he  resides  in  the  City  of  New    York,  in  the  State 
New  York:   that  he  is  the  president  of  Southern  Railway  Company,  one 
of  the  corporations  described  in  and  which  executed  the  above  instrument; 
that  he  knows  the  se:  !  corporation;   that  the  seal  affixed  to  said  in- 

strument is  such  corporate  seal;  that  said  instrument  was  signed  and  sealed 


CORPORATE    HISTORY  1743 

in  behalf  of  said  corporation  by  order  of  its  board  of  directors,  and  that 
he  signed  his  name  thereto  by  like  order;  and  said  Samuel  Spencer  acknowl- 
edged said  instrument  to  be  the  free  act  and  deed  of  said  corporation.. 

In  Witness  Whereof  I  have  hereunto  set  my  hand  and  affixed  my  official 
seal  the  day  and  year  aforesaid. 

My  commission  texpires   on  the  5   day   of   February,   1906. 

PEA.RCE    NORNE,    Jr. 

[seal]  Notary  Public, 

District  of  Columbia. 


,1 


State  of  New  York, 

V  ss 
County  of  New  York, 

On  this  31st  day  of  January,  in  the  year  1903,  before  me  personally  came 
S.  M.  Felton,  to  me  personally  known,  who,  being  by  me  duly  sworn,  did 
depose  and  say  that  he  resides  in  the  City  of  Chicago,  in  the  State  of  Illinois; 
that  he  is  the  president  of  The  Chicago  and  Alton  Railway  Company,  one 
of  the  corporations  described  in  and  which  executed  the  above  instrument; 
that  he  knows  the  seal  of  said  corporation;  that  the  seal  affixed  to  said  instru- 
ment is  such  corporate  seal;  that  said  instrument  was  signed  and  sealed  in 
behalf  of  said  corporation  by  order  of  its  board  of  directors,  and  that  he 
signed  his  name  thereto  by  like  order;  and  said  S\  M.  Felton  acknowledged 
said  instrument  to  be  the  free  act  and  deed  of  said  corporation. 

In  Witness  Whereof  I  have  hereunto  set  my  hand  and  affixed  my  official 
seal  the  day  and  year  aforesaid. 

My  commission  expires  on  the  18th  day  of  September,  1904. 

John  J.  Daly 
[seal]  Notary  Public,  Kings  County, 

Certificate  filed  in  New  York  County,  New  York. 


State  of  Illinois,  / 

>  ss 
County  of  Cook,   \ 

On  this  31st  day  of  January,  in  the  year  1903,  before  me  personally  came 
S\  M.  Felton,  to  me  personally  known,  who,  being  by  me  duly  sworn,  did 
depose  and  say  that  he  resides  in  the  City  of  Chicago,  in  the  State  of  Illinois ; 
that  he  is  the  president  of  The  Chicago  and  Alton  Railway  Company,  one 
of  the  corporations  described  in  and  which  executed  the  above  instrument; 
that  he  knows  the  seal  of  said  corporation;  that  the  seal  affixed  to  said  instru- 
ment is  such  corporate  seal;  that  said  instrument  was  signed  and  sealed  in 
behalf  of  said  corporation  by  order  of  its  board  of  directors,  and  that  he 
signed  his  name  thereto  by  like  order;  and  said  S.  M.  Felton  acknowledged 
said  instrument  to  be  the  free  act  and  deed  of  said  corporation. 

In  Witness  Whereof  I  have  hereunto  set  my  hand  and  affixed  my  official 
seal  the  day  and  year  aforesaid. 

My  commission  expires  on  the  18th  day  of  September  1904. 

Frank  G.  Offenlock 
[seal]  Notary  Public, 

Cook  County,  Illinois. 


1744      CHICAGO,   BURLINGTON  &   QUINCY  RAILROAD  COMPANY 
State  of  Illinois,  j 


I 


ss 
Oounty  of  Cook 

On  this  31st  day  of  January,  in  tire  year  1903,  before  me  personally  came 
S.  M.  Felton,  to  me  personally  known,  who,  being  by  me  duly  sworn,  did 
depose  and  say  that  he  resides  in  the  City  of  Chicago,  in  the  State  of 
Illinois;  that  he  is  the  president  of  The  Chicago  and  Alton  Railroad  Com- 
pany,    of  the  corporations  described  in  and  which  executed  the  above 

instrument  ;  that  he  knows  the  seal  of  said  corporation;  that  the  seal  affixed 
to  said  instrument  is  such  corporate  seal;  that  said  instrument  was  signed 
and  sealed  in  behalf  of  said  corporation  by  order  of  its  board  of  directors, 
and  thai  he  signed  his  name  thereto  by  like  orderj  and  said  S.  M.  Felton 
acknowledged  said  instrument  to  be  the  free  act  and  deed  of  said  corporation. 

In  Witness  Whereof  1  have  hereunto  set  my  hand  and  affixed  my  official 
seal  the  day  and  year  aforesaid. 

My  commission  expires  on  the  L8th  day  of  September,  1904. 

Frank  G.  Offenlock 
[seal]  Notary  Pttblio, 

Cook  County,  Illinois. 


State  of  Illinois.) 

>  ss 
1  to    \ty   of  Cook,    )  ' 

On  this  .; i  day  of  January,  in  the  year  L903,  before  me  personally  came 
George  B.  Harris,  to  me  personally  known,  who,  being  by  me  duly  sworn, 
did  depose  and  Bay  that  he  resides  in  the  City  of  Chicago,  in  the  state  of 
Qlinois;  that  he  is  the  president  of  Chicago,  Burlington  and  Quincy  Rail- 
way Company,  one  of  the  corporations  described  in  and  which  executed  the 
above  instrument;  that  he  knows  the  seal  of  said  corporation;  that  the  seal 
affixed  to  said  instrument   is  Buch  corporate  seal;  that  said  instrument  was 

Bigned    and    sealed    in    behalf   of   said    corporation   by   order   of   its   board   of 

directors,  and  that  he  signed  in-  name  thereto  by  like  orderj  and  said 
George  B.  Harris  acknowledged  said  instrument  to  be  the  free  act  and  deed 
of  said  corporation. 

//i  Witness  Whereof  I  have  hereunto  set  my  hand  and  affixed  my  official 
seal   the  day   and   year  aforesaid. 

My   cominisssioii   expires   on    the   3   day   of    March,   1906. 

J.  H.  Fettibovk 
[seal]  Notary  Public, 

Cook  County,  Illinois. 

i  e  of  Illinois,) 

r  SS 

Col  xtv  of  Cook,   \  ' 

On  this  31  day  of  January,  in  the  year  1903,  before  me  personally  came 
George  B.  Harris,  to  me  personally  known,  who,  being  by  me  duly  sworn, 
did  depose  and  say  that  he  resides  in  the  City  of  Chicago,  in  the  State  of 
Illinois;  that  he  is  the  president  of  Chicago,  Burlington  and  Quincy  Rail- 
mad  Company,  one  of  the  corporations  described  in  and  which  executed  the 
above  instrument;  that  he  knows  the  seal  of  said  corporation;  that  the  seal 
affixed  to  said  instrument  is  such  corporate  seal;  that  said  instrument  was 
signed  and  sealed  in  behalf  of  said  corporation  by  order  of  its  board  of 


CORPORATE    HISTORY  1745 

directors,  and  that  he  signed  his  name  thereto  by  like  order ;  and  said 
George  B.  Harris  acknowledged  said  instrument  to  be  the  free  act  and  deed 
of  said  corporation. 

In  Witness  Whereof  I  have  hereunto  set  my  hand  and  affixed  my  official 
seal  the  day  and  year  aforesaid. 

My  eommisssion  expires  on  the  3  day  of  March,  1906. 

J.  H.  Pettibone 
[seal]  Notary  Public, 

Cook  County,  Illinois. 


State  of  New  York, 

y  ss. 
County  of  New  York, 

On  this  9th  day  of  February,  in  the  year  1903,  before  me  personally  came 
Charles  G.  Hedge,  to  me  personally  known,  who,  being  by  me  duly  sworn, 
did  depose  and  say  that  he  resides  in  the  City  of  New  York,  in  the  State 
of  New  York;  that  he  is  the  vice-president  of  Missouri,  Kansas  and  Texas 
Eailway  Company,  one  of  the  corporations  described  in  and  which  executed 
the  above  instrument;  that  he  knows  the  seal  of  said  corporation;  that  the 
seal  affixed  to  said  instrument  is  such  corporate  seal;  that  said  instrument 
was  signed  and  sealed  in  behalf  of  said  corporation  by  order  of  its  board 
of  directors,  and  that  he  signed  his  name  thereto  by  like  order;  and  said 
Charles  G.  Hedge  acknowledged  said  instrument  to  be  the  free  act  and  deed 
of  said  corporation. 

In  Witness  Whereof  I  have  hereunto  set  my  hand  and  affixed  my  official 
seal  the  day  and  year  aforesaid. 

My  commission  expires  on  the  30  day  of  March,  1904. 

John  J.  Daly 
[seal]  Notary  Public,  Kings  County, 

Certificate  filed  in  New  York  County,  New  York. 

County  of  New  York,  ) 
State  of  New  York,    \ 

On  this  7th  day  of  February,  in  the  year  1903,  before  me  personally  came 
Julius  S.  Walsh,  to  me  personally  known,  who,  being  by  me  duly  sworn,  did 
depose  and  say  that  he  resides  in  the  City  of  St.  Louis,  in  the  State  of 
Missouri;  that  he  is  the  president  of  Terminal  Railroad  Association  of 
St.  Louis,  one  of  the  corporations  described  in  and  which  executed  the  above 
instrument;  that  he  knows  the  seal  of  said  corporation;  that  the  seal  affixed 
to  said  instrument  is  such  corporate  seal;  that  said  instrument  was  signed 
and  sealed  in  behalf  of  said  corporation  by  order  of  its  board  of  directors, 
and  that  he  signed  his  name  thereto  by  like  order;  and  said  Julius  S.  Walsh 
acknowledged  said  instrument  to  be  the  free  act  and  deed  of  said  corporation. 

In  Witness  Whereof  I  have  hereunto  set  my  hand  and  affixed  my  official 
seal  the  day  and  year  aforesaid. 

My  commission  expires  on  the  30  day  of  March,  1904. 

John  J.  Daly 
[seal]  Notary  Public,  Kings  County, 

Certificate  filed  in  New  York  County,  New  York. 


York     ) 

,.         >•  ss. 
v  1okk,\ 

ay  nf  February,  in  the  year  1903,  before  me  personally  came 


1746      CHICAGO,   BURLINGTON  &   QUINCY  RAILROAD  COMPANY 


State  of  New  York 
County  of  New 

On  this  7th  day  of  February,  in  the  year  1003,  before  me  personally  came 
Edgar  T.  Welles,  to  me  personally  known,  who,  being  by  me  duly  sworn, 
did  depose  and  say  that  he  resides  in  the  City  of  New  York,  in  the  State 
of  New  York,  thai  he  is  the  vice  president  of  The  Wabash  Railroad  Company, 
one  of  the  corporations  described  in  and  which  executed  the  above  instru- 
ment; that  he  knows  the  seal  of  said  corporation;  that  the  seal  affixed  to 
said  instrument  is  such  corporate  seal;  thai  said  Instrument  was  signed  and 
sealed  in  behalf  of  said  corporation  by  order  of  its  board  of  directors,  ami 
that  ho  signed  his  name  thereto  by  like  order;  and  said  Edgar  T.  Welles 
acknov.  ledged  Baid  instrument  to  be  the  free  acl  and  deed  of  said  corporation. 

J  a  Witness  Whereof  1  have  hereunto  sot  my  hand  and  affixed  my  official 

seal   the  day   and  year  aforesaid. 

My  commission  expires  on  the  30th  day  of  March,  1004. 

( 'i!  lblotte  A.  Van  Brunt 
[seal]  Notary  Piiblio,  Kings  County,  No.  4, 

tificate  tiled  in  New   York  County. 

State  ok  New  York,   / 

>  ss 

rv  ok  New  Yokk,\ 

On  this  29th  day  of  January,  in  the  year    1JMI3,  before  me  personally  came 

J.  I  >.  Layng,  to  me  personally  known,  who,  being  by  me  duly  sworn,  did 
depose  and  say  that  he  resides  in  the  City  of  Now  York,  in  the  State  of 
Now  Fork;  that  he  is  vice-presideni  of  Cleveland,  Cincinnati,  Chicago  and 
st.  Louis  Railway  Company,  one  of  the  corporations  described  in  and  which 
ated  the  above  instrument;  thai  he  knows  the  seal  of  said  corporation; 
that  the  seal  affixed  to  Baid  instrumenl  is  such  corporate  seal;  that  said 
instrument  was  Bigned  and  Bealed  in  behalf  of  s.-iid  corporation  by  order  of 
its  board  of  directors,  and  thai  be  Bigned  his  name  thereto  by  like  order; 
and  Baid  J.  I>.  Layng  acknowledged  said  instrumenl  to  be  the  free  acl  and 
deed  of  said  corporation. 

In  Witness  Whereof  I  have  hereunto  set  my  hand  and  affixed  my  official 
Beal  the  day  and  year  aforesaid. 

My   commission    expires   on   the   30   day   of    March,   1904. 

A.  Lansing  Batrd 
[seal]  Notary  Public, 

New   Fork  County,  New  York. 

SUPPLEMENTAL  AGREEMENT.  Dated,  January  16,  1903.  The  Missouri 
Pacific  Railway  Company  and  others.  Proprietary  Companies;  the 
Pittsburg,  Cincinnati,  Chicago  and  St.  Louis  Railway  Company  and 
'I'eiie  Haute  ami  Indianapolis  Railroad  Company,  Guarantors  of  The 
St.  Louis,  Vandalia  and  Tern-  Haute  Railroad  Company;  Terminal 
Railroad  Association  of  St.  Louis  and  the  Chicago  and  Alton  Railroad 
Company,  Guarantor  of  The  Chicago  and  Alton  Railway  Company; 
Chicago,  Burlington  and  Quincy  Railroad  Company,  Guarantor  of 
Chicago,  Burlington  and  Quincy  Railway  Company. 
An   Agreement   made   the  sixteenth    day    of   January,    in    the   year    one 

thousand  nine  hundred  and  three,  between   The  Missouri  Pacific  Railway 


CORPORATE    HISTORY  1747 

Company,  St.  Louis,  Iron  Mountain  and  Southern  Eailway  Company, 
Wabash  Eailroad  Company,  The  St.  Louis,  Vandalia  and  Terre  Haute 
Railroad  Company,  Baltimore  and  Ohio  Southwestern  Eailroad  Company, 
Cleveland,  Cincinnati,  Chicago  and  St.  Louis  Eailway  Company,  Louisville 
and  Nashville  Eailroad  Company,  St.  Louis  and  San  Franeiseo  Eailroad 
Company,  The  Chicago,  Eock  Island  and  Pacific  Eailway  Company,  Southern 
Railway  Company,  Illinois  Central  Eailroad  Company,  The  Chicago  and 
Alton  Eailway  Company,  Chicago,  Burlington  and  Quincy  Eailway  Com- 
pany, and  Missouri,  Kansas  and  Texas  Eailway  Company,  hereinafter 
termed,  for  convenience,  Proprietary  Companies,  of  the  first  part;  The 
Pittsburg,  Cincinnati,  Chicago  and  St.  Louis  Eailway  Company,  hereinafter 
termed  the  Panhandle  Company,  and  Terre  Haute  and  Indianapolis  Eailroad 
Company,  hereinafter  termed  the  Terre  Haute  Company,  of  the  second 
part;  Terminal  Eailroad  Association  of  St.  Louis,  hereinafter  termed  the 
Terminal  Association,  of  the  third  part;  The  Chicago  and  Alton  Eailroad 
Company  and  Chicago,  Burlington  and  Quincy  Eailroad  Company,  of  the 
fourth  part : 

The  Terminal  Association  in  a  corporation  organized  under  the  laws  of 
the  State  of  Missouri,  by  an  agreement  of  consolidation  made  on  the  26th 
day  of  July,  1889,  between  Union  Eailway  and  Transit  Company  of  St. 
Louis  and  Terminal  Eailroad  of  St.  Louis,  and  duly  filed  for  record  in  the 
office  of  the  Secretary  of  State  of  the  State  of  Missouri. 

The  Terminal  Association  was  so  organized  for  the  purpose  of  acquiring 
title  to  and  possession  of  various  terminal  railroad  facilities  iu  St.  Louis 
and  East  St.  Louis,  and  to  secure  to  the  various  railroad  companies  owning 
or  operating  railroads  entering  said  cities  an  efficient  and  economical  method 
for  interchanging  passenger  and  freight  traffic  at  the  points  named. 

By  an  agreement,  dated  October  1,  1889,  between  the  Terminal  Associa- 
tion, of  the  first  part,  and  The  Missouri  Pacific  Eailway  Company,  St.  Louis, 
Iron  Mountain  and  Southern  Eailway  Company,  Wabash  Eailroad  Com- 
pany, Ohio  and  Mississippi  Eailway  Company,  Cleveland,  Cincinnati,  Chi- 
cago and  St.  Louis  Eailway  Company  and  Louisville  and  Nashville  Eailroad 
Company,  of  the  second  part,  the  Terminal  Association  granted  to  each  of 
said  companies,  and  each  of  said  companies  accepted,  a  right,  forever,  of 
joint  use  with  each  other  and  with  such  other  companies  as  might  be  ad- 
mitted, as  proprietary  lines,  to  joint  use  thereof,  of  all  terminal  properties 
of  the  Terminal  Association  then  held  or  that  might  thereafter  be  acquired 
in  said  St.  Louis  and  East  St.  Louis,  for  passenger  and  freight,  express 
and  mail  business,  and  for  the  interchange  of  the  same  between  each  other 
and  with  the  public,  the  right  granted  to  each  Proprietary  Company  to  re- 
main as  appurtenant  to  the  railroad  then  owned  by  such  Proprietary  Com- 
pany; and  each  of  said  proprietary  companies,  parties  to  said  agreement, 
agreed  forever  to  make  use  of  the  bridge  and  terminal  properties  of  the 
Terminal  Association  for  all  passenger  and  freight  traffic  within  its  control 
through,  to  and  from  St.  Louis  and  destined  to  cross  the  Mississippi  Eiver 
at  St.  Louis. 

By  said  agreement  is  was  provided  that  the  rates  of  toll  or  charges  should 
be  fixed,  subject  as  therein  provided,  so  as  to  produce  a  sum  sufficient  each 
year  to  pay  the  fixed  charges  of  the  Terminal  Association,  including  rentals, 


1748      CHICAGO,  BURLINGTON   ft   QCINCV    RAILROAD  COMPANY 

taxes  and  assessments,  the  expenses  of  maintaining  the  corporate  organiza- 
tion of  the  Terminal  Association  and  interest  and  dividends  on  sm'h  bonds 
or  preferred  stock  not  then  contemplated  as  mighl  become  necessary  to  be 
thereafter  issued  for  the  purpose  of  future  extensions  and  betterments  to 
the  properties  of  the  Terminal  Association,  and  each  of  the  Proprietary 
Companies,  parties  thereto,  agreed  by  Article  XIII.  thereof  to  pay  its  pro- 
portion of  any  deficiency,  provided  that  the  total  gross  sum  which  any  one 
of  the  Proprietary  Companies,  parties  thereto,  Bhould  be  called  on  to  pay 
in  any  one  year  towards  making  u]>  any  deficit  in  the  net  earnings  to  meet 
the  fixed  charges,  Bhould  not  in  any  one  year  exceed  one-seventh  of  one 
million  dollars,  which  was  therein  stated  to  be  in  excess  of  the  fixed  charges 
mm. I  iiinler  said  agreement,  and  provided,  further,  that  the  tolls  to  be 

levied  on  traffic,  as  coat  emulated  in  said  agreement,  should  at  no  time  be 
SO  great  as  to  [dace  any  Proprietary  Company  Using  said  terminals  at  a 
disadvantage  in  respect  to  its  traffic  that  may  he  in  competition  with  that 
of  otlnr  lines. 

Since   the  execution    of   said   agreement,    Baltimore   and    Ohio   Southwestern 

!.'      ■         C  mpany,  as  ssor  of  said  Ohio  and  Mississippi  Railway  Com- 

pany;   st.    Louis   and    San    Francisco    Railroad   Company,   The   St.   Louis, 

Vandalia     and      Terre      Haute      Railroad      Company,      hereinafter     called      the 

Vandalia  Company,  The  Chicago,  Rock  [sland  and  Pacific  Railway  Com- 
pany, Southern  Railway  Company,  Illinois  Central  Railroad  Company,  The 
Chicago  and  Alton  Railway  Company,  hereinafter  called  the  Alton  Company, 
Chicago,  Burlington  and  Quincy  Railway  Company,  hereinafter  called  the 
Burlington  Company,  and  Missouri.  Kansas  ami  Texas  Railway  Company 
have  severally  become  parties  to  said  agreement;  tin'  obligations  of  the 
Vandalia  Company  under  s- ; , ; ,  1  agreement  have  been  duly  guaranteed  by  the 
Panhandle  Company  and  the  Terre  Baute  Company;  the  obligations  of  the 
m  Company  thereunder  have  been  duly  guaranteed  by  The  Chicago  and 
Alton  Railroad  Company,  and  the  obligations  of  the  Burlington  Company 
thereunder  have  been  duly  guaranteed  by  Chicago,  Burlington  and  Quincy 
Railroad  <  Jompany, 

The  Proprietary  Companies,  as  parties  of  the  firsl  part,  and  the  Terminal 

Association,  as  party  of  the  third  part  (the  parties  hereto  of  the  second  and 
fourth    parts  consenting,  need    by    their  execution   hereof),  desire  to 

make  this  Agreement,  hut  subject  in  all  respects  to  the  Agreement  of  October 
.   L889,  and  to  the  Guaranty    Agreement  hereinafter  described. 

Now,  therefore,  for  a  valuable  consideration,  it  is  agreed,  each  of  the 
Proprietary  Companies  agreeing  for  itself  only  ami  not  for  the  others,  and 
to  and  with  the  Terminal  Association,  the  Terminal  Association  agreeing 
to  and  with  each  of  tin-  Proprietary  Companies  severally,  as  hereafter  in 
this  Supplemental  Agreement  set  forth; 

First.  Nothing  in  the  agreement  of  October  first,  issfl,  shall  prevent  any 
Proprietary  Company  from  maintaining  a  passenger  station  for  commuter 
or  suburban  service. 

Second.  Each  Proprietary  Company  shall  have  the  right  to  use  any  facil- 
ities it  may  own  or  control  for  interchanging  its  own  traffic  only  with  the 
Terminal  Association  or  anv  other  carrier. 


CORPORATE    HISTORY  1749 

Third.  The  Terminal  Association  shall  accept  traffic  offered  to  it  at  any 
junction,  connection  or  incline,  and  shall  handle  and  deliver  the  same  with 
promptness  and  dispatch  at  the  point  of  interchange  designated  by  the 
delivering  line.  The  tariff  of  the  Terminal  Association  shall  be  so  regulated 
that  there  shall  be  no  difference  in  the  rate  on  trans-river  traffic  by  reason 
of  the  fact  that  such  traffic  is  handled  by  bridge  or  by  ferry;  and  when  a 
Proprietary  Company  owns  or  operates  an  incline  or  tracks  directly  con- 
necting therewith,  the  tariff  shall  be  divided  upon  an  equitable  basis  be- 
tween the  Terminal  Association  and  the  Proprietary  Company  or  Companies 
furnishing  such  property  or  service ;  this  division  of  the  tariff  shall  be  made 
by  the  Board  of  Directors  of  the  Terminal  Association  or  by  arbitration,  as 
provided  in  the  Agreement  of  October  first,  1889. 

Fourth.  The  Terminal  Association  may,  if  it  so  elects,  maintain  and 
operate  adequate  facilties  for  ferry  transfer  at  any  point  or  points  within 
the  present  corporate  limits  of  the  City  of  St.  Louis  and  also  to,  from  and 
between  existing  inclines  owned  or  operated  by  any  Proprietary  Company 
or  Companies  within  such  corporate  limits;  in  the  event  the  Terminal  Asso- 
ciation does  not  maintain  and  operate  such  facilities,  any  Proprietary  Com- 
pany or  Companies,  owning  or  operating  such  incline  or  inclines,  may 
maintain  and  operate  a  ferry  transfer  for  its  or  their  own  traffic. 

Fifth.  In  the  event  any  Proprietary  Company  shall  make  default  in  the 
performance  of  any  obligation  imposed  upon  or  assumed  by  it  herein  or  in 
the  agreement  of  October  1,  1889  (or  in  the  Guaranty  Agreement  of  De- 
cember 16,  1902,  between  the  Proprietary  Companies,  the  Terminal  Asso- 
ciation and  the  Trustees  in  the  General  Mortgage  of  the  Terminal  Association 
of  that  date,  to  all  the  provisions  of  which  Guaranty  Agreement  this  agree- 
ment is  subject),  which  default  shall  entitle  the  Terminal  Association  to 
exclude  the  Proprietary  Company  so  in  default  from  the  use  of  the  prop- 
erties of  the  Terminal  Association,  then  and  thereupon  the  stock  of  the 
Terminal  Association  held  or  owned  by  the  Proprietary  Company  so  in  de- 
fault shall  be  surrendered  to  the  Terminal  Association  and  distributed  pro 
rata  among  the  remaining  Proprietary  Companies.  Such  surrender  of  stock 
shall  not  release  or  discharge  the  Proprietary  Company  so  in  default  from 
any  obligation  hereunder  or  in  the  Agreement  of  October  first,  1889,  or  in 
the  Guaranty  Agreement,  imposed  upon  or  assumed  by  it,  or  from  liability 
for  damage  resulting  to  the  Terminal  Association  or  any  of  the  other  Prop- 
prietary  Companies  from  such  default. 

In  Witness  Whereof,  the  parties  hereto  have  caused  this  agreement  to  be 
executed  by  their  proper  officers  in  one  or  more  parts,  each  part  to  be  deemed 
an  original,  as  of  the  day  and  year  first  above  written. 

The  Missouri  Pacific  Railway  Company, 
[seal]  by  Geo.  J.  Gotjld, 

Attest :  President. 

A.  C.  Calef,  Secretary 

St.  Louis,  Iron  Mountain  and  Southern  Railway  Company, 
[seal]  by  Geo.  J.  Gotjld, 

Attest :  President. 

A.  C.  Calef,  Secretary 


1750      CHICAGO,   BURLINGTON   &   QUIXPY    RAILROAD   COMPANY 

Wabash  Railroad  Company, 
[seal]  by  Edgab  T.  Welles, 

Attest:  Vice-President. 

■  I.  V.  Ottesox,  Secretary 

The  St.  Louis,  Vandalia  and  Terre  Haute  Railroad  Company, 
[seal]  by  Joseph  Wood, 

Attest:  Vice-President. 

s.  B.  Liggett,  Secretary 

Baltimore  and  Ohio  Southwestern  Railroad  Company, 
[seal]  by  L.  F.  Loree, 

Attest:  President. 

G.  F.  M  w.  Secretary 

Cleveland,  Cincinnati,  Chicago  and  St.  Louis  Railway  Company, 
[seal]  by  J.  D.  Layng, 

Vice-President. 
E.  F.  Oe  v  en  tary 

Louisville  and  Nashville  Railroad  Company, 
[seal]  by  WALKER  I).  BlNES, 

Attest :  First  Vice-President. 

\Y.  II.  Bruce,  Asst.  Secretary 

St.  Louis  ami  San  Francisco  Railroad  Company, 
[seal]  by  B.  F.  Yoakum, 

Attest:  President. 

J.  S.  Ford,  Asst.  Secretary 

The  Chicago,  Rock  Island  and  Pacific  Railway  Company, 
iii]  by  W.  B.  Leeds, 

Attest  :  President. 

o.  T.  Boggs,  Asst.  Secretary 

Southern  Railway  Company, 
[seal]  by  S.  Spencer, 

Attest:  Prcsiilcnt. 

0.  R.  Anderson,  Asst.  Secretary 

Illinois  Central  Railroad  Company, 
[seal]  by  Stuyvesant  Fish, 

Attest :  President. 

A.  G.  Hackstaff,  Secretin  a 

The  Chicago  and  Alton  Railway  Company, 
[seal]  by  S.  M.  Feltox, 

Attest :  President. 

•  HAS.  H.  Davis,  Asst.  Secretary 

The  Chicago  and  Alton  Railroad  Company, 
[seal]  By  S.  M.  Felton, 

Attest :  President. 

Chas.  H.  Davis,  Asst.  Secretary 

Chicago,  Burlington  and  Quincy  Railway  Company, 
[seal]  by  Geo.  B.  Harris, 

Attest:  President. 

H.  W.  Weiss,  Asst.  Secretary 


CORPORATE   HISTORY  1751 

Chicago,  Burlington  and  Quincy  Kailroad  Company, 
[seal]  by  Geo.  B.  Harris, 

Attest:  President. 

H.  W.  Weiss,  Asst.  Secretary 

Missouri,  Kansas  and  Texas  Bailway  Company, 
[seal]  by  C.  G.  Hedge, 

Attest :  Vice-President. 

S.  Halline,  Secretary 
The  Pittsburg,  Cincinnati,  Chicago  and  St.  Louis  Bailway  Company, 
[seal]  by  Joseph  Wood, 

Attest :  Vice-President. 

S.  B.  Liggett,  Secretary 

Terra  Haute  and  Indianapolis  Railroad  Company, 
[seal]  .  by  J.  J.  Turner, 

Attest :  Vice-President. 

W.  G.  Phelps,  Asst.  Secretary 

Terminal  Railroad  Association  of  St.  Louis, 
[seal]  by  Julius  S.  Walsh, 

Attest:  Presiih  nt. 

Julius  S.  Walsh,  Jr.,  Asst.  Secretary 

State  op  New  York,     ) 
County  of  New  York,  \ 

On  this  28th  day  of  January,  in  the  year  1903,  before  me  personally  came 
George  J.  Gould,  to  me  personally  known,  who,  being  by  me  duly  sworn, 
did  depose  and  say  that  he  resides  in  the  Town  of  Lakewood,  in  the  State 
of  New  Jersey;  that  he  is  the  president  of  The  Missouri  Pacific  Bailway 
Company,  one  of  the  corporations  described  in  and  which  executed  the  above 
instrument;  that  he  knows  the  seal  of  said  corporation;  that  the  seal  affixed 
to  said  instrument  is  such  corporate  seal ;  that  said  instrument  was  signed 
and  sealed  in  behalf  of  said  corporation  by  order  of  its  board  of  directors, 
and  that  he  signed  his  name  thereto  by  like  order;  and  said  George  J.  Gould 
acknowledged  said  instrument  to  be  the  free  act  and  deed  of  said  corporation. 

In  Witness  Whereof  I  have  hereunto  set  my  hand  and  affixed  my  official 
seal  the  day  and  year  aforesaid. 

My  commission  expires  on  the  30  day  of  Mch.,  1903. 
[seal]  H.  L.  Utter, 

Notary  Public,  Kings  County, 
Certificate  filed  in  New  York  County. 


,,! 


State  op  New  York, 

Y  ss 
County  op  New  York, 

On  this  28th  day  of  January,  in  the  year  1903,  before  me  personally  came 
George  J.  Gould,  to  me  personally  known,  who,  being  by  me  duly  sworn,  did 
depose  and  say  that  he  resides  in  the  Town  of  Lakewood,  in  the  State  of 
New  Jersey;  that  he  is  the  president  of  St.  Louis,  Iron  Mountain  and  South- 
ern Bailway  Company,  one  of  the  corporations  described  in  and  which  exe- 
cuted the  above  instrument;  that  he  knows  the  seal  of  said  corporation; 
that  the  seal  affixed  to  said  instrument  in  such  corporation  seal;  that  said 


1752       CHICAGO,   BURLINGTON  &   QUINCY   RAILROAD   COMPANY 

instrument  was  signed  and  sealed  in  behalf  of  said  corporation  by  order  of 
its  board  of  directors,  and  that  he  signed  his  name  thereto  by  like  order; 
and  said  George  J.  Gould  acknowledged  said  instrument  to  be  the  free  act 
and  deed  of  said  corporation. 

In  Witness  Whereof  I  have  hereunto  set  my  hand  and  affixed  my  official 
seal  the  day  and  year  aforesaid. 

My  commission  expires  on  the  30  day  of  Mch.,  1903. 
[seal]  H.  L.  Utter, 

Notary  Public,  Kings  County, 
Certificate  filed  in  New  York  County. 

Commonwealth  of  Pennsylvania,) 
County  oe  Allegheny,  \ 

On  this  4th  day  of  February,  in  the  year  1903,  before  me  personally  came 
Joseph  Wood,  to  me  personally  known,  who.  being  by  me  duly  sworn,  did 
depose  and  say  that  he  resides  in  the  City  of  Pittsburg,  in  the  Common- 
wealth of  Pennsylvania  ;  thai  he  is  the  vice  president  of  The  St.  Louis,  Van- 
dali.i  and  Tcrrc  Haute  Railroad  Company,  one  of  the  corporations  described 
in  and  which  executed  the  above  instrument;  that  he  knows  the  seal  of  said 
corporation;  thai  the  seal  affixed  to  said  instrument  is  such  corporate  seal; 
that  said  instrument  was  signed  and  sealed  in  behalf  of  said  corporation 
by  order  of  its  board  of  directors,  and  that  he  signed  his  name  thereto  by 
like   order;    and   said   Joseph   Wood  acknowledged  said   instrument  to  be  the 

free  act  and  deed  of  said  corporation. 

In  Witness  M  hereof  I  have  hereunto  set  my  hand  and  affixed  my  official 
seal  the  day  and  year  aforesaid. 

My  commission  expires  on  the  19th  day  of  January,  1907. 
I  seal]  I.  M.  McKibhen, 

Notary  Public, 
County  of  Allegheny,  Pennsylvania. 

State  oe  MARYLAND,; 

1  ss. 


1 


On  this  6th  day  of  February,  in  the  year  1903,  before  me  personally  came 
I..  F.  I.oree.  to  me  personally  known,  who  being  by  me  duly  sworn,  did  de- 
pose and  say  that  he  resides  in  the  City  of  Baltimore,  in  the  State  of  Mary- 
land; that  he  is  the  president  of  Baltimore  and  Ohio  Southwestern  Railroad 
Company,  one  of  the  corporations  described  in  and  which  executed  the  above 
instrument;  that  he  knows  the  seal  of  said  corporation;  that  the  seal  affixed 
to  said  instrument  is  such  corporate  seal;  that  said  instrument  was  signed 
and  sealed  in  behalf  of  said  corporation  by  order  of  its  board  of  directors, 
and  that  he  signed  his  name  thereto  by  like  order;  and  said  L.  F.  Loree 
acknowledged  said  instrument  to  be  the  free  act  and  deed  of  said  corporation. 

In  Witness  Whereof  I  have  hereunto  set  my  hand  and  affixed  my  official 
seal  the  day  and  year  aforesaid. 

My  commission  expires  on  the  1st  day  of  May,  1904. 
[seal]  Geo.   W.   Haulenbeek, 

Notary  Public, 
City  of  Baltimore,  Maryland. 


CORPORATE    HISTORY  1753 

State  of  Kentucky,   ) 

V  ss. 
County  of  Jefferson,  ) 

On  this  31st  day  of  January,  in  the  year  1903,  before  me  personally  came 
Walker  D.  Hines,  to  me  personally  known,  who,  being  by  me  duly  sworn, 
did  depose  and  say  that  he  resides  in  the  City  of  Louisville,  in  the  State  of 
Kentucky;  that  he  is  the  first  vice-president  of  Louisville  and  Nashville 
Kailroad  Company,  one  of  the  corporations  described  in  and  which  executed 
the  above  instrument ;  that  he  knows  the  seal  of  said  corporation ;  that  the 
seal  affixed  to  said  instrument  is  such  corporate  seal;  that  said  instrument 
was  signed  and  sealed  in  behalf  of  said  corporation  by  order  of  its  board  of 
directors,  and  that  he  signed  his  name  thereto  by  like  order;  and  said  Walker 
D.  Hines  acknowledged  said  instrument  to  be  the  free  act  and  deed  of  said 
corporation. 

In  Witness  Whereof  I  have  hereunto  set  my  hand  and  affixed  my  official 
seal  the  day  and  year  aforesaid. 

My  commission  expires  on  the  29  day  of  January,  1906. 
[seal]  G.  W.  B.  Olmstead, 

Notary  Public, 
County  of  Jefferson,  Kentucky. 


,i 


State  of  New  York, 
County  of  New  York, 

On  this  29th  day  of  January,  in  the  year  1903,  before  me  personally  came 
Benjamin  F.  Yoakum,  to  me  personally  known,  who,  being  by  me  duly  sworn, 
did  depose  and  say  that  he  resides  in  the  City  of  St.  Louis,  in  the  State  of 
Missouri;  that  he  is  the  president  of  St.  Louis  and  San  Francisco  Bailroad 
Company,  one  of  the  corporations  described  in  and  which  executed  the  above 
instrument ;  that  he  knows  the  seal  of  said  corporation ;  that  the  seal  affixed 
to  said  instrument  is  said  corporate  seal;  that  said  instrument  was  signed 
and  sealed  in  behalf  of  said  corporation  by  order  of  its  board  of  directors, 
and  that  he  signed  his  name  thereto  by  like  order;  and  said  Benjamin  F. 
Yoakum  acknowledged  said  instrument  to  be  the  free  act  and  deed  of  said 
corporation. 

In  Witness  Whereof  I  have  hereunto  set  my  hand  and  affixed  my  official 
seal  the  day  and  year  aforesaid. 

My  commission  expires  on  the  30th  day  of  March,   1903. 
[seal]  Philip  B.   Sheridan, 

Notary  Public,  N.  Y.  Co. 


,\ 


State  of  New  York, 

y  ss 
County  of  New  Ytork, 

On  this  29th  day  of  January,  in  the  year  1903,  before  me  personally  came 

William  B.  Leeds,  to  me  personally  known,  who,  being  by  me  duly  sworn, 

did  depose  and  say  that  he  resides  in  the  City  of  New  York,  in  the  State  of 

New  York ;  that  he  is  the  president  of  The  Chicago,  Bock  Island  and  Placific 

Bailway  Company,  one  of  the  corporations  described  in  and  which  executed 

the  above  instrument ;  that  he  knows  the  seal  of  said  corporation ;  that  the 

seal  affixed  to  said  instrument  is  such  corporate  seal;  that  said  instrument 


1754      CHICAGO,   BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

was  signed  and  sealed  in  behalf  of  said  corporation  by  order  of  its  board  of 
directors,  and  that  he  signed  his  name  thereto  by  like  order;  and  said  William 
B.  Leeds  acknowledged  said  instrument  to  be  the  free  act  and  deed  of  said 
corporation. 

In.  Witness  ll'ln  reof  I  have  hereunto  set  my  hand  and  affixed  my  official 
seal  the  day  and  year  aforesaid. 

My  commission  expires  on  the  30  day  of  March  1904. 
[seal]  Emma  Walter, 

Notary  Public,  No.  11, 
New  York  County,  New  York. 

District  of  Columbia,] 

1  ss. 


On  this  (iili  day  of  February,  in  the  year  1903,  before  me  personally  came 
Samuel  Spencer,  to  me  personally  known,  who,  being  by  me  duly  swum,  did 
depose  and  say  thai  he  resides  in  the  City  of  New  York,  in  the  State  of  New 
Jbrk;  that  he  is  the  president  of  Southern  Railway  Company,  one  of  the 
corporations  described  in  and  which  executed  the  above  instrument  ;  thai  he 
knows  the  seal  of  said  corporation;  thai  the  seal  affixed  to  said  instrument  is 
such  corporate  Beal;  thai  said  instrumenl  was  signed  and  scaled  in  behalf 
of  said  corporation  by  order  of  its  board  of  directors,  and  that  he  signed 
his  name  thereto  by  like  order;  and  said  Samuel  Spencer  acknowledged  said 
instrumenl  1 1 >  be  the  free  ad  and  deed  of  said  corporation, 

In  Witness  Whereof,  1  have  hereunto  set  my  hand  and  affixed  my  official 
sea  I  the  day  and  year  a  foresaid. 

My  commission  expires  <>n  the  5  day  of  February,  1906. 

[SEAL]  l'l   \K(  k   Xokne,  Jr., 

Notary  Public, 
District  of  Columbia. 


.  ss 


State  of  New  Fork, 
County  of  Xi.v,   York, 

Mn  this  9th  day  nt'  February,  in  the  year  1903,  before  me  personally  came 
Stuyvesanl  Fish,  to  me  personally  known,  who,  being  by  me  duly  sworn,  did 
depose  and  say  thai  he  resides  in  the  Town  of  (Jan-ison,  in  the  State  of  New 

Fork;   thai   he  is  the  president   of   Illinois  Central   Railroad  Company,  one  of 

the  corporations  described  in  and  which  executed  the  above  instrument;  thai 
he  knows  the  seal  of  said  corporation;  thai  the  seal  affixed  to  said  instrument 
is  such  corporate  seal;  thai  said  instrumenl  was  signed  and  sealed  in  be- 
half of  said  corporation  by  order  of  its  board  of  directors,  and  thai  he  signed 

his  name  thereto  by  Like  order;   and  said  Stuyvesanl    Fish  acknowledged  said 

instrument  to  be  the  free  ad  and  deed  of  said  corporation. 

In  Witness  Whereof  I  have  hereunto  set  my  hand  and  affixed  my  official 
seal  the  day  and  year  aforesaid. 

My  commission  expires  on  the  30  day  of  March,  1904. 
[seal]  John  J.  Daly, 

Notary  Public,  Kings  County, 
Certificate  filed  in  New  York  County,  New  York. 


CORPORATE    HISTORY  1755 

State  of  Illinois,  \ 


is,) 


County  of  Cook 

On  this  31st  day  of  January,  in  the  year  1903,  before  me  personally  came 
S.  M.  Felton,  to  me  personally  known,  who,  being  by  me  duly  sworn,  did 
depose  and  say  that  he  resides  in  the  City  of  Chicago,  in  the  State  of  Illinois; 
that  he  is  the  president  of  The  Chicago  and  Alton  Eailway  Company,  one  of 
the  corporations  described  in  and  which  executed  the  above  instrument;  that 
he  knows  the  seal  of  said  corporation ;  that  the  seal  affixed  to  said  instrument 
is  such  corporate  seal;  that  said  instrument  was  signed  and  sealed  in  behalf 
of  said  corporation  by  order  of  its  board  of  directors,  and  that  he  signed 
his  name  thereto  by  like  order;  and  said  S.  M.  Felton  acknowledged  said 
instrument  to  be  the  free  act  and  deed  of  said  corporation. 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  affixed  my  official 
seal  the  day  and  year  aforesaid. 

My  commission  expires  on  the  18th  day  of  September,  1904. 
[seal]  Frank  G.  Offenlock, 

Notary  Public, 
Cook  County,  Illinois. 

State  of  Illinois,  ) 

V.    gg 

County  of  Cook,     \ 

On  this  31st  day  of  January,  in  the  year  1903,  before  me  personally  came 
George  B.  Harris,  to  me  personally  known,  who  being  by  me  duly  sworn,  did 
depose  and  say  that  he  resides  in  the  City  of  Chicago,  in  the  State  of  Illinois; 
that  he  is  the  president  of  Chicago,  Burlington  and  Quincy  Railway  Company, 
one  of  the  corporations  described  in  and  which  executed  the  above  instru- 
ment ;  that  he  knows  the  seal  of  said  corporation ;  that  the  seal  affixed  to 
said  instrument  is  such  corporate  seal;  that  said  instrument  was  signed  and 
sealed  in  behalf  of  said  corporation  by  order  of  its  board  of  directors,  and 
that  he  signed  his  name  thereto  by  like  order;  and  said  George  B.  Harris 
acknowledged  said  instrument  to  be  the  free  act  and  deed  of  said  corporation. 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  affixed  my  official 
seal  the  day  and  year  aforesaid. 

My  commission  expires  on  the  3rd  day  of  March,  1906. 
[seal]  J.  H.  Pettibone, 

Notary  Public, 
Cook  County,  Illinois. 


State  of  Illinois,  ) 
County  of  Cook,   ) 

On  this  31st  day  of  January,  in  the  year  1903,  before  me  personally  came 
George  B.  Harris,  to  me  personally  known,  who,  being  by  me  duly  sworn, 
did  depose  and  say  that  he  resides  in  the  City  of  Chicago,  in  the  State  of 
Illinois;  that  he  is  the  president  of  Chicago,  Burlington  and  Quincy  Rail- 
road Company,  one  of  the  corporations  described  in  and  which  executed  the 
above  instrument;  that  he  knows  the  seal  of  said  corporation;  that  the  seal 
affixed  to  said  instrument  is  such  corporate  seal;  that  said  instrument  was 
signed  and  sealed  in  behalf  of  said  corporation  by  order  of  its  board  of  di- 
rectors, and  that  he  signed  his  name  thereto  by  like  order;  and  said  George 


1756       CHICAGO,   BURLINGTON   ft   QUINCY   RAILROAD   COMPANY 

B.  Harris  acknowledged  said  instrument  to  be  the  free  act  land  deed  of  said 
corporation. 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  affixed  my  official 
seal  the  day  and  year  aforesaid. 

My  commission  expires  on  the  3rd  day  of  March,  1906. 
[skat.]  J.  H.  Pettibone, 

Notary  Public, 
Cook  County,  Illinois. 


State  of  New  York, 

V  ss 
County  of  New  York, 


,\ 


On  this  9th  day  of  February,  in  the  year  1903,  before  me  personally  came 
Charles  G.  Hedge,  to  me  personally  known,  who,  being  by  me  duly  sworn, 
did  depose  and  say  that  he  resides  in  the  City  of  New  York,  in  the  State  of 
New  York,  that  he  is  the  vice-president  of  Missouri,  Kansas  and  Texas  Rail- 
way Company,  one  of  the  corporations  described  in  and  which  executed  the 
above  instrument;  that  he  knows  the  seal  of  said  corporation;  that  the  seal 
affixed  to  said  instrument  is  such  corporate  seal;  that  said  instrument  was 
signed  and  sealed  in  behalf  of  Baid  corporation  by  order  of  its  board  of  di- 

fcors,  and  thai  he  signed  his  name  thereto  by  like  order;  and  said  Charles 
G-.  Eedge,  acknowledged  said  instrument  to  be  the  free  act  and  deed  of  said 
corporation. 

J n  Witness  Whi  reof,  I  have  hereunto  set  my  hand  and  affixed  my  official 
seal  the  day  and  year  aforesaid. 

My  commission  expires  on  the  30th  day  of  March,  1904. 
[seal]  John  J.  Daly, 

Notary  Public,  Kings  County, 
Certificate  filed  in  New  York  County,  New  York. 


Commonwealth  of  Pennsylvania, 

County  of  Allegheny, 


I 

On  this  4th  day  of  February,  in  the  year  1903,  before  me  personally  came 
Joseph  Wood,  to  me  personally  known,  who,  bring  by  me  duly  sworn,  did 
depose  and  say  that  he  resides  in  the  City  of  Pittsburg,  in  the  Commonwealth 
of  Pennsylvania;  that  he  is  the  vice-president  of  The  Pittsburgh,  Cincin- 
nati, Chicago  and  St.  Louis  Railway  Company,  one  of  the  corporations  de- 
scribed in  and  which  executed  the  above  instrument;  that  he  knows  the  seal 
of  said  corporation ;  that  the  seal  affixed  to  said  instrument  is  such  corporate 
seal;  that  said  instrument  was  signed  and  sealed  in  behalf  of  said  corpora- 
tion by  order  of  its  board  of  directors,  and  that  he  signed  his  name  thereto 
by  like  order;  and  said  Joseph  Wood  acknowledged  said  instrument  to  be 
the  free  act  and  deed  of  said  corporation. 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  affixed  my  official 
seal  the  day  and  year  aforesaid. 

My  commission  expires  on  the  19th  day  of  January,  1907. 
[seal]  I.  M.  McKibben, 

Notary  Public, 
County  of  Allegheny,  Pennsylvania. 


CORPORATE    HISTORY  1757 

Commonwealth  of  Pennsylvania.) 
County  of  Allegheny,  ) 

On  this  4th  day  of  February,  in  the  year  1903,  before  me  personally  came 
James  J.  Turner,  to  me  personally  known,  who,  being  by  me  duly  sworn,  did 
depose  and  say  that  he  resides  in  the  City  of  Pittsburgh,  in  the  Common- 
wealth of  Pennsylvania;  that  he  is  the  vice-president  of  Terre  Haute  and  In- 
dianapolis Railroad  Company,  one  of  the  corporations  described  in  and  which 
executed  the  above  instrument;  that  he  knows  the  seal  of  said  corporation; 
that  the  seal  affixed  to  said  instrument  is  such  corporate  seal;  that  said 
instrument  was  signed  and  sealed  in  behalf  of  said  corporation  by  order  of 
its  board  of  directors,  and  that  he  signed  his  name  thereto  by  like  order ;  and 
said  James  J.  Turner  acknowledged  said  instrument  to  be  the  free  act  and 
deed  of  said  corporation. 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  affixed  my  official 
seal  the  day  and  year  aforesaid. 

My  commission  expires  on  the  19th  day  of  January,  1907. 
[seal]  I.  M.  McKibben, 

Notary  Public, 
County  of  Allegheny,  Pennsylvania. 


,i 


State  of  New  York, 
County  of  New  York, 

On  this  7th  day  of  February,  in  the  year  1903,  before  me  personally  came 
Julius  S.  Walsh,  to  me  personally  known,  who,  being  by  me  duly  sworn,  did 
depose  and  say  that  he  resides  in  the  City  of  St.  Louis,  in  the  State  of 
Missouri;  that  he  is  the  president  of  Terminal  Eailroad  Association  of  St. 
Louis,  one  of  the  corporations  described  in  and  which  executed  the  above 
instrument;  that  he  knows  the  seal  of  said  corporation;  that  the  seal  affixed 
to  said  instrument  is  such  corporate  seal;  that  said  instrument  was  signed 
and  sealed  in  behalf  of  said  corporation  by  order  of  its  board  of  directors, 
and  that  he  signed  his  name  thereto  by  like  order;  and  said  Julius  S.  Walsh 
acknowledged  said  instrument  to  be  the  free  act  and  deed  of  said  corporation. 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  affixed  my  official 
seal  the  day  and  year  aforesaid. 

My  commission  expires  on  the  30th  day  of  March,  1904. 
[seal]  John  J.  Daly, 

Notary  Public,  Kings  County, 
Certificate  filed  in  New  York  County. 


State  of  Illinois,  ) 

r   SS 

County  of  Cook,    \  ' 

On  this  31st  day  of  January,  in  the  year  1903,  before  me  personally  came 
S.  M.  Felton,  to  me  personally  known,  who,  being  by  me  duly  sworn,  did  de- 
pose and  say  that  he  resides  in  the  City  of  Chicago,  in  the  State  of  Illinois ; 
that  he  is  the  president  of  The  Chicago  and  Alton  Railroad  Company,  one  of 
the  corporations  described  in  and  which  executed  the  above  instrument;  that 
he  knows  the  seal  of  said  corporation;  that  the  seal  affixed  to  said  instru- 
ment is  such  corporate  seal;  that  said  instrument  was  signed  and  sealed  in 


1758      CHICAGO,   BURLINGTON   &   QTJINCY  RAILROAD  COMPANY 

behalf  of  said  corporation  by  order  of  its  board  of  directors,  and  that  he 
signed  his  name  thereto  by  like  order;  and  said  S.  M.  Felton  acknowledged 
said  instrument  to  be  the  free  act  and  deed  of  said  corporation. 

In   Witness  Whereof,  I  have  hereunto  set  my  hand  and  affixed  my  official 
seal  the  day  and  year  aforesaid. 

My  commission  expires  on  the  30th  day  of  March,  1904. 
[seal]  Frank  G.  Offenlock, 

Notary  Public, 
Cook  County,  Illinois. 

State  of  New  York      )   ( 
County  of  New  York,  \  °  ' 

On  this  seventh  day  of  February,  in  the  year  1903,  before  me  personally 
came  Edgar  T.  Welles,  to  me  personally  known,  who,  being  by  me  duly  sworn, 
did  depose  and  say  that  he  resides  in  the  City  of  New  York,  in  the  State 
nt'  New  Fork;  that  he  is  the  vice-president  of  The  Wabash  Railroad  Com- 
pany, one  of  the  corporations  described  in  and  which  executed  the  above 
instrument;  that  he  knows  the  seal  of  said  corporation;  that  the  seal  affixed 
•  id  instrument  is  such  corporate  Beal;  that  said  instrument  was  signed 
and  sealed  on  behalf  of  -aid  corporation  by  order  of  its  board  of  directors, 
and  that  he  signed  his  name  thereto  by  like  order;  and  said  Edgar  T.  Welles 
acknowledged  said  instrument  to  be  the  free  act  and  deed  of  said  corporation. 

J i,  Witness  Whereof,  1  have  hereunto  set  my  hand  and  affixed  my  official 

the  day  and  year  aforesaid. 

My  commission  expires  on  the  30th  day  of  March,  1904. 

[seal]  iarlotte  A.  Van  Brunt, 

Notary  PubUc,  Kings  County,  No.  4 
Certificate  filed  in  New  York  County. 


State  of  New  York 

v  ss 
County  of  New  York 


,1 

On  this  29  day  of  January,  in  the  year  1903,  before  me  personally  came 
J.  D.  Layng,  to  me  personally  known,  who,  being  by  me  duly  sworn,  did 
depos  say  that  he  resides  in  the  City  of  New  York,  in  the  state  of  New 

York;  that  he  is  vice-president  of  Cleveland,  Cincinnati,  Chicago  and  St. 
Louis  Railway  Company,  one  of  the  corporations  described  in  and  which 
uted  the  above  instrument;  that  he  knows  the  seal  of  said  corporation; 
that  the  seal  affixed  to  said  instrument  is  such  corporate  seal;  that  said 
instrument  was  signed  and  sealed  on  behalf  of  said  corporation  by  order  of 
its  board  of  directors,  and  that  he  signed  his  name  thereto  by  like  order;  and 
said  J.  D.  Layng  acknowledged  said  instrument  to  be  the  free  act  and  deed 
of  said  corporation. 

I,i  Witness  Whereof,  I  have  hereunto  set  my  hand  and  affixed  my  official 
seal  the  day  and  year  aforesaid. 

My  commission  expires  on  the  30th  day  of  March,  1904. 
[seal]  A.  Lansing  Baird, 

Notary  Public, 
New  Y'ork  Countv.  New  YTork. 


CORPORATE    HISTORY  1759 

REORGANIZATION  AGREEMENT,  September  21,  1914,  Between  Term- 

minal    Railroad   Association   of   St.    Louis   and   Proprietary   Lines. 

This  Agreement,  Made  this  the  21st  day  of  September,  1914,  between  the 
Terminal  Railroad  Association  of  St.  Louis  (hereinafter  called  Terminal 
Company),  party  of  the  first  part;  St.  Louis  Southwestern  Railway  Com- 
pany, The  Missouri  Pacific  Railway  Company,  St.  Louis,  Iron  Mountain 
and  Southern  Railway  Company,  Wabash  Railroad  Company,  Vandalia 
Railroad  Company,  Baltimore  and  Ohio  Southwestern  Railroad  Company, 
Cleveland,  Cincinnati,  Chicago  and  St.  Louis  Railway  Company,  Louisville 
and  Nashville  Railroad  Company,  St.  Louis  and  San  Francisco  Railroad 
Company,  The  Chicago,  Rock  Island  and  Pacific  Railway  Company,  Southern 
Railway  Company,  Illinoin  Central  Railroad  Company,  The  Chicago  and 
Alton  Railroad  Company,  Chicago,  Burlington  and  Quincy  Railway  Com- 
pany, and  Missouri,  Kansas  and  Texas  Railway  Company  parties  of  the 
second  part  (hereinafter  called  Proprietary  Companies)  ;  and  the  Chicago, 
Burlington  and  Quincy  Railroad  Company,  The  Pittsburgh,  Cincinnati, 
Chicago  and  St.  Louis  Railway  Company,  and  The  Chicago  and  Alton 
Railroad  Company,  parties  of  the  third  part  (hereinafter  called  Guarantors). 

Witnesseth  : 

Whereas,  The  Supreme  Court  of  the  United  States,  in  its  opinion  in  the 
case  of  United  States  of  America  versus  Terminal  Railroad  Association  of 
St.  Louis  and  others,  and  the  decrees  therein  entered  pursuant  to  said 
opinion  by  the  District  Court,  within  and  for  the  Eastern  Division  of  the 
Eastern  District  of  Missouri,  (to  which  reference  is.  hereby  made)  de- 
termined that  the  III,  XVII  and  XIX  paragraphs  of  the  agreement  made 
and  entered  into  on  October  1st,  1889,  by  and  between  Terminal  Company 
and  the  Missouri  Pacific  Railway  Company  and  several  other  railroad  com- 
panies therein  mentioned  and  called  Proprietary  Companies,  were  in  certain 
respects  in  violation  of  the  statute  of  the  United  States  subsequently 
enacted;  and, 

Whereas,  Since  the  date  of  said  agreement  several  of  the  above  named 
parties  of  the  second  part  have,  pursuant  to  the  terms  of  that  agreement, 
been  admitted  as  parties  thereto;  and, 

Whereas,  The  aforesaid  Guarantors  did  by  certain  special  agreements 
guarantee  the  performance  of  the  contract  of  October  1st,  1889,  between 
the  Terminal  Railroad  Association  and  the  Chicago  &  Alton  Railway  Com- 
pany, and  the  Chicago,  Burlington  &  Quincy  Railway  Company,  and  the 
Vandalia  Railroad  Company;   and, 

Whereas,  It  is  the  desire  of  the  Guarantors  that  their  guaranties  so 
respectively  and  singly  made  shall  continue  in  respect  of  the  agreement 
between  the  parties  of  the  first  and  second  part,  as  amended  herein, 

Now,  Therefore,  Pursuant  to  and  in  accordance  with  said  decrees  afore- 
said it  is  agreed   as   follows : 

I. 

It  is  agreed  that  paragraph  III  of  said  contract  entered  into  on  October 
1st,   1889,   between   said   Terminal  Railroad   Association   of   St.   Louis,   as 


1760      CHICAGO,   BURLINGTON  &   QUINCY  RAILROAD   COMPANY 

party  of  the  first  part,  and  certain  of  the  defendant  railroad  companies 
therein  named  as  parties  of  the  second  part,  which  reads  as  follows: 

' '  III.  In  consideration  of  the  foregoing  each  of  the  proprietary 
companies,  for  itself  only  and  not  for  others,  accepts  the  right  of  joint 
use  hereinbefore  granted  by  the  first  party  and  hereby  covenants  and 
agrees  that  it  will  forever  make  use  of  the  bridge  and  terminal  prop- 
erties of  the  first  party,  as  above  described,  for  all  passenger  and  freight 
traffic  within  its  control  through,  to  and  from  St.  Louis  and  destined  to 
cross  the  Mississippi  River  at  St.  Louis,  and  pay  therefor  as  herein 
provided," 
is  hereby  cancelled  and  made  of  no  further  force  or  effect. 

II. 

It    is    further    agreed    that    paragraph    XVII    of    said    contract    dated 

October   1st,   1889,  which  reads  as  follows: 

"XVII.  Neither  party  shall  sell,  assign,  transfer  or  underlet  the 
rights  and  privileges  hereby  granted,  or  any  of  them,  to  any  other  com- 
pany or  companies  without  the  unanimous  consent  of  the  Board  of 
Directors  of  the  first  party," 

is  hereby   cancelled  and   made   of  no   further  force  or  effect,  and  in  lieu 

thereof  it  is  now  agreed  as  follows: 

No  proprietary  or  using  company  shall  sublet  its  rights  and  privileges  in 

the  use  of  the  terminal  facilities  to  any  other  company  or  companies. 

III. 

It  is  further  agreed  that  paragraph  XIX  of  said  contract  dated  October 

1st,   1889,  which  reads  as  follows: 

"XIX.  This  agreement  may  be  executed  in  counterparts,  and  any 
railroad  company  not  named  as  second  party  hereto,  may  be  admitted  to 
joint  use  of  said  terminal  system  on  unanimous  consent,  but  not  other- 
wise, of  the  directors  of  the  first  party,  and  on  payment  of  such  a  con- 
sideration as  they  may  determine,  and  on  signing  this  agreement  or 
any  counterpart  thereof  thereby  indicating  its  rights  and  duties  in 
respect  to  use  of  said  terminal  system  to  be  the  same  and  none  other 
than  the  said  proprietary  companies  named  as  second  party  hereto," 

is  hereby   cancelled  and  made  of  no  further  force  or   effect,  and  in  lieu 

thereof  it  is  now  agreed  as  follows : 

(1)  In  case  any  other  railroad  company,  not  named  as  second  party 
hereto,  shall  hereafter  desire  to  become  a  member  of  the  Terminal  Railroad 
Association  of  St.  Louis,  it  may  become  a  member  thereof,  with  equal 
rights  of  joint  ownership  and  control  of  the  combined  terminal  properties 
of  said  Association,  upon  such  just  and  reasonable  terms  as  shall  place 
such  applying  company  upon  a  plane  of  equality  in  respect  of  benefits  and 
burdens  of  the  parties  hereto  of  the  second  part. 

(2)  Any  other  railroad  company  not  electing  to  become  a  joint  owner 
as  above  provided,  but  desiring  the  use  of  the  terminal  facilities  of  the 
Terminal  Railroad  Association  of  St.  Louis  may  enjoy  the  use  thereof 
upon  such  just  and  reasonable  terms  and  regulations  as  will  in  respect  of 


CORPORATE   HISTORY  1761 

use,  character  and  cost  of  service,  place  it  upon  as  nearly  an  equal  plane 
as  may  be,  with  respect  to  expenses  and  charges,  as  that  occupied  by  the 
Proprietary  Companies. 

(3)  .  Any  dispute  or  controversy  which  shall  hereafter  arise  between 
any  railroad  company  applying  for  joint  ownership  or  use  of  the  said  ter- 
minal properties  and  the  owning,  Proprietary  Companies  shall  be  submitted  to 
the  United  States  District  Court  for  the  Eastern  Division  of  the  Eastern 
District  of  Missouri  by  filing  a  petition  in  this  cause  setting  out  specifically 
the  facts  upon  which  the  said  parties  have  disagreed  and  the  party  so 
filing  said  petition  shall  at  least  fifteen  (15)  days  before  so  doing  so  serve 
the  other  party  to  the  controversy  with  a  copy  of  the  petition  proposed 
to  be  filed,  together  with  a  notice  that  said  petition  will  be  filed  on  a  certain 
designated  day.  Thereupon  the  matter  shall  be  placed  upon  the  docket 
of  the  United  States  District  Court  for  the  Eastern  Division  of  the  Eastern 
District  of  Missouri,  and  shall  be  heard  when  called  in  its  regular  order 
on  said  docket  ami  the  proceedings  shall  be  subject  to  review  by  appeal 
as  in  any  other  cases.  Upon  being  advised  by  the  filing  of  a  petition  of 
such  dispute  or  controversy  the  Court  may  at  once  admit  the  applying 
company  to  ownership  or  use  of  the  terminal  facilities  during  the  pendency 
of  the  proceeding  upon  the  giving  of  security  in  amount  and  form  as  it 
may  direct. 

(4)  All  provisions  of  the  purport  or  effect  of  those  eliminated  from 
said  contract  dated  October  1st,  1889,  in  all  other  contracts  affecting  the 
ownership  or  use  of  the  terminal  facilities  to  which  the  Terminal  Eailroad 
Association  and  the.  Proprietary  Companies  or  any  of  them  are  parties  are 
hereby  cancelled  and  made  of  no  further  force  or  effect,  but  the  benefits 
and  burdens  of  this  agreement  shall  inure  to  and  rest  upon  all  future 
proprietary  and  using  companies  respectively. 

In  Witness  Whereof,  The  parties  hereto  have  caused  this  agreement  to 
be  executed  by  their  proper  officers,  in  three  or  more  parts,  each  part  to  be 
deemed  an  original,  as  of  the  day  and  year  first  above  written. 

Terminal  Eailroad   Association  of  St.  Louis, 
[seal]  By  W.  S.  McChesney,  Jr., 

Attest :  President. 

C.  A.  Vinnedge,  Secretary 

St.  Louis  Southwestern  Eailway  Company, 
[seal]  By  F.  H.  Britton, 

Attest:  President. 

G.  K.  Warner,  Asst.  Secretary 

The  Missouri  Pacific  Eailway  Company, 
[seal]  By  B.  F.  Bush, 

Attest:  President. 

F.  W.  Irland,  Asst.  Secretary 

St.  Louis,  Iron  Mountain  and  Southern  Eailway  Company, 
[seal]  By  B.  F.  Bush, 

Attest :  President. 

F.  W.  Irland,  Asst.  Secretary 


1762       CHICAGO,   BURLINGTON   &   QUINCY  RAILROAD  COMPANY 

Wabash  Railroad  Company, 
[seal]  By  E.  B.  Prtor, 

Attest :  Vice-President. 

J.  C.  Otteson,  Secretary 

Vandalia  Railroad  Company, 
[seal]  By  Edw.  B.  Taylor, 

Attest :  Vice-President. 

S.  B.  Liggett,  Secretary 

Baltimore   and  Ohio   Southwestern  Railroad   Company, 
[seal]  By  A.  W.  Thompson, 

Attest :  Vice-President. 

E.  B.  Russell,  Asst.  Secretary 

Cleveland,   Cincinnati,   Chicago  and  St.  Louis 
[seal]  Railway  Company,      By  A.  H.  Smith, 

Attest:  President. 

D.  W.  Pardee,  Secretary 

Louisville  and  Nashville  Railroad  Company, 
[seal]  By  W.  L.  Mapother, 

Attest :  First  Vice-President. 

J  II.  Ellis,  Secretary 

St.  Louis  and  San  Francisco  Railroad  Company, 
[seal]  By  A.  Douglas, 

Attest :  Vice-President. 

L.  O.  Williams,  Asst.  Secretary 

The  Chicago,  Rock  Island  and  Pacific  Railway  Company, 
[seal]  By  H.  U.  Mudge, 

Attest :  President. 

Geo.  H.  Crosby,  Secretary 

Southern  Railway  Company, 
[seal]  By  Fairfax  Harrison, 

Attest :  President. 

Geo.  R.  Anderson,  Asst.  Secretary 

Illinois  Central  Railroad  Company, 
[seal]  By  C.  H.  Markham, 

Attest :  President. 

Burt  A.  Beck,  Asst.  Secretary 

The  Chicago  and  Alton  Railroad  Company, 
[seal]  By  W.  G.  Bierd, 

Attest :  President. 

Jas.  Steuart  Mackie,  Secretary 

Chicago,  Burlington  and  Quiney  Railroad  Company, 
[seal]  By  D.  Miller, 

Attest :  President. 

H.  E.  Jarvis,  Asst.  Secretary 

Missouri,  Kansas  and  Texas  Railway  Company, 
[seal]  By  C.  E.  Schaff, 

Attest :  President. 

D.  S.  Murphy,  Asst.  Secretary 


CORPORATE   HISTORY  1763 

Chicago,  Burlington  and  Quincy  Railway  Company, 
[seal]  By  T.  S.  Howland, 

Attest :  Vice-President. 

H.  E.  Jarvis,  Secretary 

The  Pittsburgh,  Cincinnati,  Chicago  and  St.  Louis 
Eailway  Company, 
[seal]  By  Emv.  B.  Taylor, 

Attest :  Vice-President. 

S.  B.  Liggett,  Secretary 

The  Chicago  and  Alton  Railroad  Company, 
[seal]  By  W.  G.  Bierd, 

Attest :  President. 

Jas.  Steuart  Mackie,  Secretary 

AGREEMENT,   June   1,   1916,  Cleveland,   Cincinnati,   Chicago  and   Saint 

Louis  Railway  and  Chicago,  Burlington   &  Quincy  Railroad  Company. 

Tracks  between  East  Alton  and  East  St.  Louis,  Illinois.    19.05  miles. 

Agreement,  Made  and  entered  into  this  1st  day  of  June,  191o',  by  and 
between  The  Cleveland,  Cincinnati,  Chicago  and  Saint  Louis  Railway  Com- 
pany, first  party,  hereinafter  called  the  "Big  Four,"  and  the  Chicago, 
Burlington  and  Quincy  Railroad  Company,  second  party,  hereinafter  called 
the  "Burlington  Company"; 

Witnesseth : 

Whereas,  on  the  fifth  day  of  May,  1870,  the  Indianapolis  &  St.  Louis 
Railroad  Company,  predecessor  of  the  Big  Four,  and  the  Rockford,  Rock 
Island  &  St.  Louis  Railroad  Company,  predecessor  of  the  Burlington  Com- 
pany, entered  into  an  agreement,  which  was  subsequently  modified  by  various 
supplemental  agreements,  whereby  the  Burlington  Company  secures  the  right 
to  use  with  its  freight  and  passenger  trains  certain  facilities  of  the  Big  Four 
between  East  Alton,  Illinois,  and  East  St.  Louis,  Illinois;  and 

Whereas,  it  is  desired  to  cancel  said  agreement  of  May  5,  1870,  and  sup- 
plements, and  execute  another  agreement  in  lieu  thereof;  and 

Whereas,  by  contract  with  the  Chicago  &  Alton  Railroad  Company,  the 
Big  Four  and  the  Chicago  and  Alton  Railroad  Company  jointly  operate, 
as  a  double  track,  the  separate  and  parallel  lines  of  single  track  railway 
owned  by  these  Companies  between  Bridge  Junction  and  Wann,  and  it  is 
desired,  during  the  continuance  of  the  said  contract  with  the  Chicago  & 
Alton  Kailroad  Company,  to  admit  the  Burlington  Company  to  the  use  of 
such  joint  facilities  insofar  as  is  possible  under  the  contract  with  the 
Chicago  &  Alton  Railroad  Company;  it  being  understood  and  agreed  that 
wherever  the  words  "joint  track"  are  hereinafter  used  the  same  shall  be 
construed  to  include  all  the  tracks  and  facilities  shown  colored  respectively 
in  yellow  and  red  on  the  hereinafter  mentioned  Exhibit  "  X. " 

Now,  Tin  n  fi>ri\  in  consideration  of  the  sum  of  One  Dollar  ($1.00)  in 
hand  paid  by  the  Burlington  Company  to  the  Big  Four,  the  receipt  of  which 
:s  hereby  acknowledged,  and  the  keeping  and  observing  by  the  parties  hereto 
of  all  the  covenants  and  agreements  hereinafter  set  forth,  it  is  hereby 
agreed  by  and  between  the  parties  hereto,  as  follows: 


1764      CHICAGO,   BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

Article  I. 

The  said  contract  of  May  3,  1870,  and  the  various  supplements  thereto 
are,  effective  tins  date,  hereby  cancelled  and  made  void,  except  any  liabilities 
accruing  thereunder. 

Article  II. 

The  Big  Four  hereby  grants  to  the  Burlington  Company,  during  the 
term  hereof  (regardless  of  the  continuance  in  effect  or  termination  of  said 
(  ontract  between  the  Chicago  &  Alton  Railroad  Company  and  the  Big  Four), 
the  right  to  the  joint  use  with  itself,  and  such  other  Company  or  Com- 
panies as  the  Big  Four  may,  from  time  to  time,  admit  to  the  use  of  same,  of 
that  portion  of  the  railroad  of  the  Big  Four  extending  from  a  connection  at 
East  Alton,  Illinois,  of  the  Big  Four  with  the  railroad  of  the  Burlington 
Company  (said  connection  as  the  same  is  now  located  being  indicated  on 
Exhibit  "X"  attached  hereto  and  made  a  part  hereof,  by  the  letter  "A") 
to  a  connection  with  the  yard  turnout  of  the  Burlington  Company  at  Bridge 
Junction,  Bast  St.  Louis,  now  Incited  as  indicated  on  said  Exhibit  "X" 
by  the  letter  "B"  and  also  to  a  connection  of  the  Big  Four  with  the  rail- 
road of  the  Terminal  Railroad  Association  of  St.  Louis  at  Bridge  Junction, 
now  located  as  indicated  on  said  Exhibit  "X"  by  the  letter  "C"; 
and  also  to  the  bridge  connections  of  the  Terminal  Railroad  Associa- 
tion of  St.  Louis  at  Relay  Depot,  East  St.  Louis,  now  located  as  indi- 
cated on  said  Exhibit  "X"  by  the  letter  "D";  it  being  understood 
that  the  use  of  the  Big  Four  tracks  between  the  points  at  Bridge  Junc- 
tion indicated  on  said  Exhibit  "X"  by  the  letters  "B"  and  "C" 
and  the  points  at  Relay  Depot,  indicated  on  said  Exhibit  "X"  by  the 
letter  "D"  hereby  granted  to  the  Burlington  Company,  shall  be  limited 
to  passenger  trains.  The  present  facilities  of  the  Big  Four  of  which 
the  Burlington  Company  is  hereby  granted  the  use  are  indicated  on  said 
Exhibit  "X"  in  yellow.  It  is  understood  and  agreed  that  the  facilities 
of  the  Big  Four,  to  the  use  of  which  the  Burlington  Company  is  hereby 
admitted,  shall,  within  the  limitations  of  this  contract,  include  main  tracks, 
passing  tracks,  side  tracks  (loading  ami  unloading  tracks),  industry  tracks, 
connecting  tracks  with  other  railroads,  water  stations  and  the  Big  Four 
Company  \s  passenger  station  at  East  Alton,  Illinois.  It  is  further  under- 
stood and  agreed  that,  if  the  Big  Four  Company  shall  hereafter  construct, 
appurtenant  to  the  facilities  the  use  of  which  is  herein  granted  to  the 
Burlington  Company,  any  additional  side  tracks  (loading  or  unloading 
tracks),  industry  tracks,  or  connecting  tracks  with  other  railroads,  the 
Burlington  Company  shall  have  the  right  at  its  option  to  use  the  same  or 
any  part  thereof,  subject  to  provisions  of  Article  VI  hereof,  and  shall  pay 
to  the  Big  Four,  from  the  date  of  the  exercise  of  its  option  to  so  use  said 
additional  tracks,  and  during  the  continuance  of  such  use,  an  interest 
rental  of  two  and  one-half  per  cent  (2%%)  per  annum  on  the  cost  of  such 
tracks  so  used,  together  with  such  proportion  of  the  cost  of  maintenance 
thereof  and  taxes  thereon  as  the  number  of  cars  handled  thereover  by  the 
Burlington  Company  bears  to  the  total  number  of  cars  handled  thereover 


CORPORATE   HISTORY  1765 

by  all  companies  using  the  same;  provided,  however,  that  the  Burlington 
Company  shall  have  the  right  to  use  any  additional  main  or  passing  tracks 
hereafter  constructed  by  the  Big  Four  appurtenant  to  the  facilities  the 
use  of  which  is  herein  granted  to  the  Burlington  Company  without  payment 
of  any  compensation  or  other  charges  than  that  provided  for  in  Article  VII 
hereof;  and  provided  further  that  in  event  of  discontinuance  of  any  loading 
or  unloading  track  as  at  present  indicated  in  yellow  on  said  Exhibit  "X," 
the  Burlington  Company  shall  have  the  use,  without  additional  compensation 
to  the  Big  Four,  of  such  loading  or  unloading  track  as  is  provided  in  lieu 
thereof. 

The  Big  Four  and  the  Chicago  &  Alton  Eailroad  Company  by  virtue  of  a 
contract  of  August  1,  1906,  copy  of  which,  marked  Exhibit  "  Y,"  is  attached 
hereto  and  made  a  part  hereof,  having  an  arrangement  whereby  the  separate 
and  parallel  lines  of  single  track  railway  of  these  two  Companies  are  operated 
and  maintained  as  a  system  of  double  track  railway  between  Wann  and 
Bridge  Junction,  East  St.  Louis,  by  the  said  Companies,  it  is  understood 
and  agreed  between  the  parties  hereto  that  the  Big  Four  shall  arrange  for 
the  use  of  the  said  facilities  of  the  Chicago  &  Alton  Railroad  Company, 
shown  in  red  on  Exhibit  "X"  hereinbefore  described,  by  the  trains  of  the 
Burlington  Company  on  the  basis  of  such  trains  being  the  trains  of  the  Big 
Four,  and  the  Big  Four  shall  make  settlements  direct  with  the  Chicago  & 
Alton  Eailroad  Company  for  the  said  use  of  its  facilities  by  the  Burlington 
Company. 

It  is  also  understood  and  agreed  that,  insofar  as  the  Big  Four  may,  under 
its  contract  aforesaid  with  the  Chicago  &  Alton  Eailroad  Company,  it  grants 
to  the  Burlington  Company  the  right  to  use  the  said  facilities  of  the  Chicago 
&  Alton  Eailroad  Company,  and  that  the  compensation  to  be  paid  by  the 
Burlington  Company  to  the  Big  Four  for  the  use  of  said  joint  track,  as 
provided  in  Article  VII  hereof,  covers  said  use  of  said  facilities  of  the 
Chicago  &  Alton  Eailroad  Company. 

Article  III. 

To  secure  safety  and  efficiency  in  the  operation  of  said  joint  track,  it  is 
provided  that  same  shall  at  all  times  be  under  the  control  and  management 
of  the  Big  Four,  and  the  use  of  the  same  by  the  Burlington  Company  shall 
be  subject  to  such  reasonable  rules  and  regulations  as  the  Big  Four  may 
from  time  to  time  prescribe.  All  locomotives,  cars  or  trains  of  the  Burlington 
Company  while  upon  said  joint  track  shall  be  run  in  conformity  with  a  time 
schedule  to  be  approved  by  the  Superintendent  of  the  Big  Four,  and  with 
special  orders  or  directions  adapted  to  causal  emergencies  that  may  be 
given  directly  by  him  or  through  the  Train  Dispatcher  or  other  proper 
officer  or  agent  of  the  Big  Four.  All  officers,  agents  or  employes  of  the 
Burlington  Company  engaged  in  running  locomotives  or  cars  or  in  any 
manner  carrying  on  the  business  of  said  Burlington  Company  upon  said 
joint  track  shall,  while  so  employed,  be  subject  to  the  orders  and  directions 
of  the  Superintendent  or  other  proper  officer  or  agent  of  the  Big  Four,  and 
in  case  of  neglect  or  disobedience  of  any  such  rules,  regulations,  orders  or 


1766      CHICAGO,   BURLINGTON   &   QUINCY  RAILROAD  COMPANY 

directions  they  shall  be  Liable  to  immediate  removal  from  duty  or  service 
upon  said  joint  track. 

Article  IV. 
In  the  use  of  Bald  joint  track  the  trains  of  the  Big  Four  shall  be  entitled 
in  the  precedence  of  all  trains  of  corresponding  character  of  the  Burlington 
Company,    bul    the    passenger   trains   of  the   Burlington   Company   shall   be 
entitled  to  the  precedence  of  all  freight  trains  of  the  Big  Four. 

Article  Y. 

Subject  to  the  right  to  manage  the  running  of  the  said  joint  track  and 
to  the  right  of  precedence  reserved  to  the  Big  Four  as  aforesaid,  the  Bur- 
lington Company  shall  have  the  right  to  run  its  locomotives,  cars  and  trains 
over  said  joint  track  as  the  exigencies  of  its  business  may,  in  its  judgment 
demand. 

In  order  to  provide  connections  so  as  to  enable  the  Burlington  Company 
to    use    the    said    joint    track    for    the    purposes    of    this    agreement    via    said 

connections  with  the  line  of  the  Illinois  Terminal  Railroad  Company  at 
North   Wood    River,  the   Big   Four  agrees  and  provides  by  contract   dated 

.l.niuary    llih.    1916,  and   made   by  and   between   it   and  the   Illinois  Terminal 

Railroad  Company  and  the  Chicago  &  Alton  Railroad  Company,  that  the 
Illinois  Terminal  Railroad  Company,  .-it  its  entire  expense,  shall  construct, 
maintain  and  operate  at   North  Wood  River  a  connection  between  its  track 

and   the   track   of   the    Big    Four  and    a    similar  connection    between    its   track 

and  the  track  of  the  Chicago  &  Alton  Railroad  Company  for  the  purpose 
ol  enabling  the  Burlington  Company  to  use  said  .joint  line  for  the  purpose 
of  tin-  agreement  via  said  connections  with  the  Illinois  Terminal  Railroad 
Company  al  North  Wood  River. 

[CLE  VI. 
1-    ia  i  rpressly  understood  and  agreed  that  the  rights  to  the  use  of  said 
facilities  hereby  granted   under  Article  II  to  the   Burlington  Company  shall 
be  subject   to  the  following  provisions.    The   Burlington   Company  shall  not 
have  the  right  to  use  the  facilities  under  this  contract    for 

(a)  freight  or  passengers  having  both  point  of  origin  and  desti- 
nation on  the  line  of  railway  aforesaid;   nor 

freight  originating  at  Easl  Alton,  Illinois  and  destined  to  East 
St.  Louis,  Illinois  proper  or  to  any  intermediate  point  on  the  line 
of  railway  aforesaid,  or  vice  versa;  nor 

(b)  freight  to  or  from  tracks  serving  the  American  Steel 
Foundries  Company  at  Granite  City,  HI.,  until  such  time  as  the 
Big  Four  shall  obtain  tin  right  to  grant  the  use  of  the  same,  when 
said  tracks  shall   In-  included   in   this  contract;   nor 

(c)  freight  originating  at  any  point  on  the  facilities  of  the  Big 
Four  covered  by  this  contract  or  from  any  line  connecting  therewith, 
for  interchange  at  East  St.  Louis  or  at  junction  points  east  of  East 
St.  Louis  to  Eastern  Lines  other  than  that  of  the  Burlington  Com- 
pany; nor 


CORPORATE    HISTORY  1767 

freight  entering  East  St.  Louis  from  Eastern  Lines,  except  that 
of  the  Burlington  Company,  destined  to  any  point  on  said  facilities 
of  the  Big  Pour  covered  by  this  contract,  or  for  delivery  to  any  line 
connecting  therewith;  nor 

freight   from  any  Eastern  Line,  except  the   Burlington  Company, 
at  any  junction  east  of  East  St.  Louis,  destined  to  any  point  on 
said  facilities   of  the   Big   Four  covered  by  this   contract,   or   for 
delivery  to  any  line  connecting  therewith. 
(d)   for  the  purpose  of  storing  cars  thereon. 
The  Big  Four  agrees  to  accept  for  interchange  with  the  Burlington  Com- 
pany at  East  Alton,  Illinois,  such  business  as  the  Burlington  Company  has 
the  right  hereunder  to   handle  to  and  from  Big   Four   industry  tracks   at 
East  Alton  and  handle  same  under  regular  switching  charge. 

Article  VII. 
For  the  use  of  said  facilities  hereby  granted,  the  Burlington  Company 
agrees  to  pay  to  the  Big  Four  upon  all  passenger  and  freight  cars  carried 
upon  or  over  same,  as  follows : 

(a)  Twenty  cents  (20c)  per  passenger  upon  all  local  passengers 
to  or  from  said  joint  track  and  thirteen  cents  (13c)  per  passenger 
upon  all  through  passengers  transported  by  the  Burlington  Com- 
pany over  said  joint  track. 

(b)  Fifty  cents  (50c)  per  freight  car,  whether  loaded  or  empty, 
handled  by  the  Burlington  Company  upon  or  over  said  joint  track, 
except  that  cars  moved  by  the  Burlington  Company  between  any 
point  on  the  joint  track  and  said  proposed  connections  with  the 
Illinois  Terminal  Eailroad  Company  at  North  Wood  Eiver  shall 
be  paid  for  by  the  Burlington  Company  at  rate  of  forty  cents 
(40c)  per  car,  loaded  or  empty;  each  engine  to  be  counted  as  one 
car. 

It  is  understood  and  agreed  that  cars  handled  by  the  Burlington  Com- 
pany, or  by  the  Terminal  Eailroad  Association  of  St.  Louis  for  account 
of  the  Burlington  Company  in  switch  movement  between  the  Burlington 
Company 's  freight  yard  in  East  St.  Louis  and  the  Terminal  Eailroad  As- 
sociation connection  at  Bridge  Junction,  shall  not  be  counted  in  computing 
the   charges  specified  in  paragraph    (b)    of  this   Article. 

Article  VIII. 

The  Burlington  Company  shall  not  be  required  to  make  any  payments 
to  the  Big  Four  for  passengers  carried  on  free  passes  on  its  trains  over  said 
joint  tracks. 

Article  IX. 

The  Burlington  Company  shall  make  monthly  reports  to  the  Big  Four  of 
the  number  of  through  passengers  and  the  number  of  passengers  to  the 
local  territory,  also  the  number  of  freight  cars,  loaded  or  empty,  moved  by 
it,  over  any  portion  of  the  said  joint  track,  such  reports  to  disclose  what 
cars  are  moved  via  North  Wood  Eiver  connection  with  the  Illinois  Terminal 
Eailroad  Company.    Such  reports  shall  cover  a  full  calendar  month  and  be 


1768      CHICAGO,   BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

delivered  to  the  Big  Four  on  or  before  the  twentieth  day  of  the  next  suc- 
ceeding month.  The  Big  Four  shall  have  the  right  to  examine  all  books, 
papers  and  records  of  the  Burlington  Company  relating  to  the  business 
done  upon  said  joint  track  whenever  it  may  desire  to  do  so. 

Article  X. 
The  amount    thus   appearing   due   from  the   Burlington   Company   to   the 
Big  Four  for  the  use  of  its  facilities  herein  granted  for  each  month  shall 
be  paid  on  or  before  the  twentieth  day  of  the  next  succeeding  month. 

Article  XI. 
The  Burlington  Company  shall,  except  as  otherwise  provided,  be  solely 
responsible  for  any  and  all  accidents,  injuries,  losses  or  damages  that  may 
occur  to  the  persons  or  property  of  passengers  or  other  persons  in  the  use 
by  it  of  said  .joint  track  and  it  hereby  promises  and  agrees  to  save  the 
Big  Four  harmless  from  all  demands,  judgments,  or  costs  on  account  of 
any  accidents,  injuries,  Losses  or  damages  to  person  or  property  SO  occurring. 

Article  XII. 

It  is  mutually  agreed  by  and  between  the  parties  hereto  that,  as  between 
themselves,  each  company  shall  be  responsible  for  accidents  or  casualties  upon 
or  to  its  own  trains  by  reason  of  any  imperfection  of  the  track,  or  mis- 
placement of  switch  or  from  any  other  cause,  aside  from  or  except  collisions 
in  any  form  with  the  trains  of  the  other  party;  and  no  such  accident  or 
casualty  shall  give  it  any  right  of  action  or  claim  against  the  other  party, 
it  being  the  intention  and  design  that  each  party  shall  be  responsible  for 
its  own  trains,  for  the  conduct  of  its  employes,  and  generally  except  where 
the   other   party   is   at    fault. 

Article  XIII. 
In  all  cases  of  collision  between  the  trains  or  locomotives  of  the  two 
companies,  the  party  whose  men,  or  whose  trains  or  locomotives  are  at  fault 
and  are  or  shall  be  the  occasion  of  the  collision,  shall  be  held  responsible  to 
the  other  for  all  the  damage  done,  or  resulting  from  the  collision.  In  case 
ihe  two  companies  cannot  agree  either  as  to  the  question  of  fault,  or  the 
amount  of  damages,  then  the  controversy  shall  be  referred  to  disinterested 
arbitrators,  to  be  chosen  in  the  same  manner  as  is  hereinafter  provided  for 
the  selection  of  referees  to  revise  and  settle  questions  of  compensation,  and 
each  party  shall  abide  by  and  perform  the  award  and  comply  with  the 
decision  of  such  arbitrators,  which  shall,  in  all  cases,  terminate  the  contro- 
versy or  difference. 

Article  XIV. 
Inasmuch  as  the  rate  of  payment  hereinbefore  provided  for  the  use  of  said 
joint  track  may,  in  practice,  be  found  unequal  and  burdensome  upon  one 
or  the  other  party  or  may  hereafter  become  so  by  reason  of  mutations  in 
value,  or  in  the  course  of  business,  it  is  agreed  that  the  same  shall  be  subject 
to   revision  and  modification  as   follows :     The   said   rates   for  use   of  said 


CORPORATE   HISTORY  1769 

joint  track  may  be  revised  or  the  basis  of  compensation  changed,  to  take 
effect  on  the  first  day  of  October,  1920,  and  each  succeeding  period  of  five 
years  thereafter;  provided  that  if  between  the  first  day  of  August  and  the 
first  day  of  September  next  preceeding  the  first  day  of  October  of  any  year 
upon  which  such  revision  or  re-appraisement  may  take  effect  as  aforesaid, 
the  parties  do  not  agree  upon  such  revision  or  re-appraisement,  then  either 
party  at  any  time  between  the  said  first  day  of  September  and  said  first 
day  of  October  may  give  to  the  other  party  thirty  (30)  days'  written  notice 
of  its  intention  to  refer  such  revision  of  rates  for  use  of  said  joint  line 
to  disinterested  third  persons.  At  the  expiration  of  said  thirty  (30)  days 
each  party  may  choose  one  disinterested  third  person  as  referee,  and  if 
either  party  shall  fail  to  choose,  then  the  other  party  may  choose  both 
referees.  The  two  referees  thus  chosen  may,  if  they  cannot  agree,  choose 
a  third  like  disinterested  person.  The  referees  so  to  be  chosen  shall  deter- 
mine the  rates  to  be  paid  by  the  Burlington  Company  to  the  Big  Four  for 
the  use  of  said  joint  track. 

And  the  rates  thus  to  be  fixed  shall  be  taken  as  the  basis  of  the  monthly 
settlements  and  payments  for  the  five  years  following  such  first  day  of 
October  and  shall  continue  to  stand  as  such  basis  of  settlement  and  payment 
until  altered  by  subsequent  revision  or  re-appraisement,  as  herein  provided 
for. 

Article  XV. 

In  case  the  Burlington  Company  shall  make  default  in  any  payment  in 
the  manner  or  at  the  times  herein  provided,  or  in  the  manner  or  at  the  time 
that  may  hereafter  be  fixed  by  agreement  of  the  parties  hereto,  or  by  the 
decision  of  the  referees  as  herein  above  provided  for,  and  such  default  shall 
continue  for  sixty  (60)  days,  the  Big  Four  may,  at  its  election,  annul  and 
vacate  this  contract,  by  written  notice  to  the  Burlington  Company,  or  may 
take  such  other  or  further  action  for  the  enforcement  thereof  as  it  may 
deem  advisable.  It  is  also  agreed  that  in  case  the  Burlington  Company  shall 
at  any  time  during  the  term  of  this  contract  withdraw  or  divert  from  said 
joint  line  for  a  period  of  one  (1)  year  all  its  traffic  herein  provided  for,  the 
Big  Four  Company  may  terminate  this  contract  upon  notice  in  writing  to 
the  Burlington  Company;  provided,  however,  the  Burlington  Company  may, 
at  any  time  upon  six  (6)  months  notice  in  writing  to  the  Big  Four  Company 
of  its  intention  so  to  do,  cease  to  operate  its  trains  over  said  joint  line  via 
said  North  Wood  Biver  connection,  and  the  Big  Four  Company  shall  not 
have  the  right  hereunder  to  terminate  this  contract  on  account  thereof.  In 
that  event,  however,  the  Big  Four  shall  be  relieved  of  its  obligation  to  main- 
tain the  connection  at  North  Wood  River,  as  provided  in  Article  V  hereof. 

Article  XVI. 

This  agreement  shall,  unless  sooner  terminated  as  hereinbefore  provided, 
remain  in  force  and  effect  and  be  binding  upon  the  parties  hereto,  their 
successors  and  assigns,  until  September  11,  I960,  upon  which  last  named 
date  this  agreement  shall  terminate. 

In  Witness  Whereof,  each  party  hereto  has  caused  this  agreement  to  be 
signed  by  its  proper  officer  and  its  corporate  seal  to  be  hereto  affixed,  attested 


1770       CHICAGO,   BURLINGTON    &    QLINCY    RAILROAD   COMPANY 

by  its  Secretary  or  Assistant  Secretary,  the  day  and  year  first  above  written, 
in  duplicate. 

Cleveland,  Cincinnati,  Chicago  and  Saint  Louis  Railway  Company, 
[seal]  By  A.  H.  Smith, 

Attest:  President. 

E.  F.  Stephenson,  Secretary. 

Chicago,  Burlington  and  Quincy  Railroad  Company, 
[seal]  By  Hale  Holden, 

Attest:  •  Pt. 

H.  \Y.  WEISS,  Asst.  Secretary. 
1  oi  in  Approved  : 
('.   .M.   Dawks,  G<  n.  Counsi  I, 
C.  B.  &  Q.  R.  R.  Co. 

AGREEMENT,    August   1,  190(5,   The   Chicago   ami   Alton   Railroad  Com- 
pany, and  The  Cleveland,  Cincinnati,  Chicago  and  Saint  Louis  Railway 
mpany.     Tracks   between    Bridge  Junction   ami   Wann,  Illinois. 

EXHIBIT  "  V 

This  Agreement,  made  this  tirst  day  of  August,  L906,  by  ami  between 
The  Chicago  and  Alton   Railroad  Company,  a  corporation  organized  under 

the  laws  of  the  state  of  Illinois  (hereinafter  called  the  Alton  Company) 
parly  of  the  tirst  part,  and  The  Cleveland,  Cincinnati,  Chicago  and  St.  Louis 

Railway  Company,  a  corporation  du!\  consolidated  in  accordance  with  the 
laws  of  the  States  Of  Ohio  and  Indiana,  (hereinafter  called  the  Big  Four 
Company),  party  of  the  second  part, 

Witiu  8Si  Hi   Thai : 

Win  nns.  the  Alton  Company  and  the  Big  Four  Company  now  own  and 
operate  separate  parallel  lines  of  single  track  railwaj  between  Bridge 
Junction  and  Wann.  in  the  State  of  Illinois,  and  it  is  mutually  beneficial 
and  advantageous  that  the  Bame  lie  Used  ami  operated  as  a  double  track 
railway  by  them  and  certain  tenant  lines,  in  the  manner  hereinafter  set 
forth: 

Now,  Therefore,  in  consideration  of  the  premises  and  of  the  sum  of  One 
Dollar  to  each  party  by  the  other  paid,  the  receipt  whereof  is  hereby 
acknowledged,  and  in  further  consideration  id'  the  benefits  and  advantages 
Which  each  expects  to  derive  from  this  agreement,  and  of  their  mutual  and 
dependent  covenants  herein  contained,  the  parties  hereto  have  agreed,  and 
do  each  with  the  other  as  follows: 

Article  I. 
on  1.  The  Alton  Company  hereby  grants  to  the  Big  Four  Company 
and  such  tenant  lines  as  it  may  have  from  time  to  time,  for  the  purposes 
of  this  agreement  and  during  the  continuance  thereof,  but  not  otherwise  or 
longer,  an  easement  for  all  railway  uses  and  purposes,  over  and  upon  those 
portions  of  its  main  tracks  ami  passing  tracks  between  Bridge  Junction 
and  Wann,  in  the  State  of  Illinois,  shown  marked  in  red  upon  the  blue 
print  hereto  attached  and  made  a  part  hereof. 


CORPORATE   HISTORY  1771 

Section  2.  The  Big  Four  Company  hereby  grants  to  the  Alton  Com- 
pany, and  such  tenant  lines  as  it  may  have  from  time  to  time,  for  the 
purposes  of  this  agreement,  and  during  the  continuance  thereof  but  not 
otherwise  or  longer,  an  easement  for  all  railway  uses  and  purposes,  upon 
and  over  all  parts  of  its  main  track  and  passing  tracks  of  its  railroad 
between  said  Wann  and  Bridge  Junction,  shown  marked  in  yellow  upon 
said  blue  print  hereto  attached  and  made  a  part  hereof. 

Section  3.  It  is  mutually  agreed  that  said  two  lines  of  railway  between 
the  points  aforesaid,  shall  be  operated  as  a  double  track  and  that  all  trains 
operated  thereon  shall  use  the  main  track  of  one  party  in  one  direction, 
and  the  main  track  of  the  other  party  in  the  other  direction. 

Article  II. 

Section  1.  Each  of  the  parties  hereto  shall  and  will,  at  all  times  main- 
tain and  keep  in  repair,  its  own  portion  of  such  joint  tracks.  Each  party 
shall  and  will,  in  respect  of  such  maintenance  and  repair,  comply  with  all 
lawful  regulations  enacted  and  ordained  for  the  safety  of  the  public. 

Section  2.  Each  of  the  parties  hereto  shall  and  will,  continue  to  main- 
tain, repair  and  operate  all  existing  interlocking  plants,  block  signals  and 
safety  devices  now  in  use  upon  its  separate  tracks,  and  charge  the  cost 
thereof  to  the  maintenance  account  of  the  joint  tracks,  except  that  the 
interlocking  plant  at  Lenox  shall  not  be  charged  to  joint  track  operation 
under  this  agreement.  Nevertheless  it  is  understood  that  an  agreed  pro- 
portion of  the  salaries  paid  the  Towerman  at  Lenox  Tower  shall  be  charged 
to  joint  track  operation  for  the  account  of  Block  Signals. 

Section  3.  Nothing  herein  contained  shall  require  either  party  to  make 
additions  or  extensions  to  the  tracks,  facilities  and  appurtenances  hereby 
demised.  If  such  extensions  and  additions  are  made  by  either  party,  neither 
the  other  party  hereto  nor  the  tenant  lines  shall  have  the  right  hereunder 
to  use  the  same,  except  upon  written  consent  of  the  owning  Company,  and 
under  conditions  imposed  by  it. 

Article  III. 

Section  1.  Joint  schedules  and  rules  for  the  movement  of  engines  and 
trains  over  the  said  double  track  line  shall  be  made  by  the  joint  action 
of  the  proper  officials  of  both  parties,  the  expense  thereof  to  be  borne 
equally  by  both  parties.  Such  schedules  shall,  as  nearly  as  practicable, 
accord  equality  of  right,  privilege  and  advantage  to  trains  of  the  same 
class  operated  by  each  party,  and  to  trains  of  a  superior  class  operated 
by  either  party  a  preference  over  trains  of  an  inferior  class  operated  by 
the  other. 

Section  2.  It  is  mutually  agreed,  by  and  between  the  parties  hereto  that 
the  use  which  each  party  grants  to  the  other,  over  the  tracks  owned  by  it, 
shall  extend  only  to  the  movement  of  trains  thereon,  and  that  neither  party 
shall  have  the  right  hereunder  to  use  the  other's  side-tracks  and  industrial 
tracks  for  the  purpose  of  reaching  industries  located  upon  the  other  Com- 
pany's line,  or  any  facilities  not  herein  expressly  granted. 


1772      CHICAGO,   BURLINGTON   &   QUINCY   RAILROAD  COMPANY 

Article  IV. 

Section  1.  The  Big  Four  Company  further  covenants  and  agrees  to 
pay  monthly,  its  car  mileage  proportion  of  the  cost  of  maintaining,  renew- 
ing, replacing,  repairing  and  operating  the  said  tracks,  facilities  and  ap- 
purtenances of  the  Alton  Company. 

Section  2.  The  Alton  Company  further  covenants  and  agrees  to  pay 
monthly,  its  car  mileage  proportion  of  the  cost  of  maintaining,  renewing, 
replacing,  repairing  and  operating  the  said  tracks,  facilities  and  ap- 
purtenances of  the  Big  Four  Company. 

Section  3.  In  determining  the  cost  of  maintaining,  renewing,  replacing, 
repairing  and  operating  the  tracks  of  each  of  the  parties  hereto,  as  herein- 
above provided,  the  actual  cost  only  of  material,  supplies  and  labor  shall 
be  considered;  but  no  part  of  the  salaries  paid  to  the  managing  officers  of 
either  Company  shall  be  charged,  but  the  fair  and  equitable  proportion 
of  the  salaries  of  train  despatchers,  telegraph  operators  and  other  employes, 
employed  about  the  business  of  each  of  the  parties  hereto  upon  the  double 
track  line  covered  by  the  terms  of  this  agreement,  and  in  keeping  the 
proper  records  and  accounts  necessary  to  the  carrying  out  of  the  terms 
hereof,  shall  be  included.  In  determining  the  cost  of  such  maintenance, 
renewing,  replacing,  repairing  and  operating,  all  books  of  account  and 
vouchers  of  either  party  hereto,  evidencing  such  cost  and  expenditures, 
together  with  all  facts  and  information  relative  thereto,  shall  be  submitted 
freely  and  fully  to  the  other  party. 

The  car  mileage  of  either  of  the  companies  hereto  shall  include  the  car 
mileage  of  its  tenant  companies. 

By  the  term  "car  mile,"  as  used  in  this  agreement,  is  meant  the  distance 
of  one  mile  run  by  one  car,  each  locomotive  and  its  tender  to  be  considered 
as  two  cars. 

Article  V. 

Section  1.  Each  party  shall  be  bound  to  use  only  reasonable  and  cus- 
tomary care,  skill  and  diligence  in  maintaining  and  repairing  the  track  to 
it  for  such  purpose  hereinbefore  committed.  Except  engine  men  and  train 
men  and  employes  operating  switches  for  the  exclusive  use  of  either  party 
otherwise  than  from  interlocking  towers  all  officers  and  employes  of  either 
party  in  any  wise  engaged  in  maintaining,  repairing  or  operating  either 
of  the  said  double  tracks,  or  in  despatching,  ordering  or  directing  the 
movement  of  trains  thereon  shall,  as  between  the  parties  hereto,  be  deemed 
joint  employes  of  both  parties.  Engine  men  and  train  men  of  any  work 
train  of  either  party  while  engaged  in  maintaining  or  repairing  either  of 
said  double  tracks,  shall  likewise  be  deemed  joint  employes. 

Xeither  party  shall  by  reason  of  any  defect  in  either  such  track  or  in 
the  roadway  thereof  or  in  any  structure  or  appliance  appurtenant  thereto, 
or  by  reason  of  the  failure  or  neglect  of  the  other  party  to  repair  such 
defect,  have  or  make  against  such  other  party  any  claim  or  demand  for 
any  loss,  damage  or  injury  whatsoever  arising  from  such  defect,  neglect 
or  failure;  but  in  case  such  other  Company  shall  fail  to  repair  any  such 


CORPORATE   HISTORY  1773 

defect  as  aforesaid,  within  a  reasonable  time  after  receiving  written  notice 
specifying  the  defect  and  requesting  that  it  be  repaired,  then  the  party 
which  shall  have  given  such  notice  shall  have  the  right  to  make  the  neces- 
sary repairs  at  once,  and  the  other  party  shall  and  will  pay  the  cost  thereof. 

Section  2.  Each  party  hereby  assumes  all  risks  of  loss,  damage  or  injury, 
which  its  property,  or  property  in  its  custody,  or  its  employes  or  passengers 
may  sustain  by  the  act,  neglect  or  default  of  any  such  joint  employe,  as 
well  as  all  risks  of  loss,  damage  or  injury  which  shall  in  any  manner  occur 
in  or  upon  any  part  of  said  double  track  line  or  in  or  about  any  building  or 
premises  appurtenant  thereto,  whether  to  its  own  property  or  to  the  prop- 
erty in  its  custody,  or  to  its  passengers,  or  to  its  employes,  or  which  third 
persons  or  the  property  of  third  persons  shall  suffer,  by  reason  of  the  move- 
ment or  operation  of  any  of  the  engines,  cars  or  trains,  in  all  respects  as  if 
such  party  had  been  then  in  the  exclusive  use  and  control  of  such  double 
track  line,  building  or  premises;  excepting  only  such  loss,  damage  or  injury 
as  shall  be  caused  by  the  negligence  of  employes  solely  of  the  other  party 
hereto.  And  except  only  as  aforesaid,  each  party  hereby  agrees  to  save  the 
other  party  hereto  harmless  from  all  such  loss,  damage  and  injury,  from 
all  liability  and  claim  therefor,  and  from  all  consequent  cost  and  expenses. 

Each  party  hereto  hereby  agrees  to  save  the  other  party  hereto,  harmless 
from  all  loss,  damage  and  injury  which  shall  be  caused  by  the  negligence 
of  its  sole  employes  and  from  all  liability  and  claim  therefor,  and  from  all 
consequent  cost  and  expenses. 

The  parties  hereto  expressly  covenant  and  agree,  that  in  case  of  any 
injury  or  damage  to  persons  other  than  passengers  or  employes  or  to  prop- 
erty of  such  persons,  caused  by  the  operation  of  trains  over  and  upon  the 
railroad  and  premises  embraced  in  this  agreement,  and  it  can  not  be  deter- 
mined which  party  operated  the  train  by  which  such  injury  or  damage  was 
caused,  the  cause  thereof  shall  be  regarded  as  concealed,  and  the  compensa- 
tion, if  any,  made  for  such  injury  or  damage,  shall  be  divided  equally 
between  the  parties  hereto. 

The  parties  hereto  expressly  covenant  and  agree  that  in  case  of  a  collision 
between  the  respective  engines,  cars  or  trains  while  on  said  double  tracks, 
or  either  thereof,  the  party  whose  employes  shall  have  been  alone  in  fault 
shall  be  solely  responsible  for  and  settle  and  pay  for  the  entire  loss  and 
damage  caused  thereby  and  shall  so  save  the  other  party  harmless  there- 
from; and  that  in  case  any  collision  shall  be  caused  by  the  fault  of  the 
employes  of  both  parties,  or  by  the  fault  of  any  joint  employe  or  employes, 
or  in  case  the  cause  of  the  collision  shall  be  so  concealed  that  it  can  not 
be  determined  whose  employe  or  employes  were  at  fault,  each  party  shall 
bear  and  pay  all  the  loss,  damage  and  injury  which  its  own  property,  or 
property  in  its  custody,  or  its  employes,  or  its  passengers,  may  have  suffered 
in  consequence  thereof. 

Section  3.  Each  party  shall  and  will,  at  its  own  expense,  maintain  the 
connection  of  each  of  its  private  and  exclusive  tracks  with  said  joint 
tracks  respectively,  at  each  point  of  such  connection,  and  shall  and  will, 
in  the  absence  of  interlocking  protection  and  operation  thereof,  require 
its  employes  to  turn  on  to  said   double  track  respectively,  the  switch  at 


1774      CHICAGO,   BURLINGTON   &   QUINCY  RAILROAD   COMPANY 

each  such  point  of  connection,  whenever  and  as  soon  as  its  own  engines 
and  cars  shall  pass  over  the  same,  and  shall  and  will  also  save  the  other 
party  harmless  from  all  loss  and  damage  which  it  may  suffer  or  for  which 
it  may,  in  any  wise,  become  liable  on  account  of  accident  or  casualty 
caused  by  the  misplacement  of  any  such  switch  by  its  own  agents  or 
employes. 

Section  4.  If  any  suit  shall  be  commenced  by  any  person  or  persons, 
corporation  or  corporations,  against  either  party  hereto,  for  or  on  account 
of  any  damage  or  injury  for  which  the  other  party  is  made  liable  under 
this  agreement,  the  party  so  sued  shall  give  to  the  other  party  notice  of 
the  pendency  of  such  suit,  and  thereupon  such  other  party  shall  and  will 
assume  the  defense  of  such  suit,  and  shall  and  will  save  the  party  so  sued, 
harmless  from  all  loss,  cost  or  damage  by  reason  thereof ;  neither  party  shall 
be  concluded  by  any  judgment  against  the  other  unless  it  had  reasonable 
notice  to  defend  and  had  reasonable  opportunity  to  make  defense.  When 
such  notice  and  opportunity  shall  have  been  given,  the  party  notified  shall 
be  concluded  by  the  judgment  as  to  all  matters  which  were  or  might 
have  been  litigated  in  such  suit. 

Aktklk   VI. 

Section  1.  This  agreement  shall  be  in  force  and  effective  as  of  the 
first  day  of  August,  1906,  and  shall  continue  in  force  for  a  period  of 
five  years  and  thereafter  until  one  of  the  parties  hereto  gives  notice  in 
writing  to  the  other  party  of  its  desire  to  terminate  this  agreement  and 
such  notice  shall  become  effective  and  in  full  force  and  this  agreement 
shall  terminate  two  years  from  the  date  said  notice  is  received  by  the 
other  party  hereto.  Upon  the  termination  hereof  each  party  shall  there- 
upon immediately,  at  its  own  expense,  in  all  respects  retire  from  all  tracks 
and  parts  of  tracks  of  the  other  party,  which  shall  theretofore  have  formed 
any  part  of  such  double  track,  and  shall  immediately  become  entitled  to 
and  resume  the  exclusive  use  of  all  such  of  its  own  tracks  and  parts  of 
tracks.  All  other  contracts  existing  between  the  parties  hereto,  relative 
to  the  joint  use  of  said  tracks,  are  hereby  tancelled  and  annulled. 

Section  2.  Every  notice  to  be  given  under  or  pursuant  to  this  agree- 
ment, shall  be  subscribed  by  the  President  or  General  Manager  of  the 
notifying  Company,  and  be  served  upon  the  President  or  General  Manager 
of  the  Company  to  be  notified. 

Section  3.  This  agreement  shall,  during  the  continuance  thereof,  attach 
to  and  run  with  the  railways  of  the  respective  parties  and  be  binding  upon 
an  inure  to  the  benefit  of  any  railway  which  shall,  during  such  continuance, 
own  or  operate  either  of   such  railways. 

Article  VII. 

Section  1.  If,  at  any  time,  a  question  shall  arise  touching  the  con- 
struction of  any  part  of  this  contract;  or  concerning  the  business  or  manner 
of  transacting  the  business  carried  on  under  the  provisions  hereof,  or 
concerning  the  observance  or  performance  of  any  of  the  conditions  herein 


CORPORATE   HISTORY  1775 

contained,  upon  which  question  the  parties  hereto  can  not  agree,  such 
question  shall  be  submitted  to  the  arbitrament  of  three  (3)  disinterested 
persons  to  be  chosen,  one  by  the  Alton  Company,  one  by  the  Big  Four 
Company,  and  the  other  by  the  two  so  chosen.  The  party  desiring  such 
arbitration  shall  elect  its  arbitrator  and  give  written  notice  thereof  to 
the  other  party,  and  shall,  in  such  notice,  state  precisely  the  matter  or 
matters  which  it  proposes  to  bring  before  the  arbitrators;  and  only  the 
matters  so  stated  shall  be  considered  or  decided  by  them.  If  either  party 
shall  fail  to  name  an  arbitrator  within  ten  (10)  days  after  notice  as 
aforesaid  has  been  by  the  other  party  given  to  it,  the  arbitrator  named 
by  the  party  giving  such  notice  may  and  shall  name  and  appoint  an 
arbitrator  for  and  on  behalf  of  the  party  so  in  default,  and  the  arbitrator 
so  named  and  appointed  shall  have  the  same  power  and  authority  as  if 
he  had  been  chosen  by  such  party.  If  the  two  arbitrators  thus  chosen 
shall  fail  to  select  a  third  arbitrator  within  ten  (10)  days  after  the 
selection  of  the  second  arbitrator,  as  aforesaid,  such  third  party  may  be 
appointed,  upon  ten  (10)  days  written  notice  by  either  party  hereto  to 
the  other  party  hereto  of  its  intention  to  make  application  therefor,  by 
any  Judge  of  the  District  Court  of  the  United  States  for  the  Southern 
District  of  Illinois.  The  arbitrators  shall,  as  soon  as  possible,  after  their 
selection,  meet  to  hear  and  decide  the  questions  submitted  to  them,  and 
shall  give  to  each  party  reasonable  notice  of  the  time  and  place  of  such 
meeting.  After  hearing  both  parties  and  taking  such  testimony  or  making 
such  investigation  as  they  may  deem  necessary,  they  shall  make  in  writing 
their  award  upon  the  question  or  questions  so  submitted  to  them,  and  shall 
serve  a  copy  of  such  award  upon  each,  party  hereto,  and  the  award  of  such 
arbitrators,  or  a  majority  of  them,  shall  be  final  and  binding  upon  both 
parties,  and  each  or  either  party  shall  immediately  make  such  changes  in 
the  conduct  of  its  business,  or  such  payments  or  restitution,  as  the  case 
may  be,  as  in  and  by  such  award  may  be  required  of  them,  respectively. 
The  books  and  papers  of  both  parties,  so  far  as  they  relate  to  matters 
submitted  to  arbitration,  shall  be  open  to  the  examination  of  the  arbitrators, 
and  the  party  against  whom  the  award  shall  be  made  shall  pay  all  the 
fees  and  expenses  of  the  arbitration.  Until  the  arbitrators  shall  make  their 
award  upon  any  question  submitted  to  them,  the  business,  settlements  and 
payments  to  be  transacted  and  made  under  this  agreement  shall  continue 
to  be  transacted  and  made  in  the  manner  and  form  existing  prior  to  the 
rise  of  such  question. 

Section  2.  If,  for  any  reason,  any  covenant  or  agreement  in  this  con- 
tract expressed,  not  material  to  the  right  of  either  company  to  use  the 
railway  of  the  other  company,  shall  be  adjudged  void,  such  adjudication 
shall  not  affect  the  validity,  obligation  or  performance  of  any  other  covenant 
or  agreement  which  is,  in  itself,  valid.  No  controversy  as  to  the  construc- 
tion or  validity  of  any  covenant  or  agreement  shall  delay  the  performance 
of  any  other  covenant  or  agreement.  In  the  event  of  the  failure  in  law 
of  any  covenant  or  agreement  herein  contained,  such  steps  shall  be  taken 
and  such  further  contract  or  contracts  shall  be  made  as  shall  be  advised 
by  counsel,  to  carry  into  effect  the  pur-poses  and  intents  hereby  expressed. 


1776      CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

Section  3.  The  facilities  covered  by  this  agreement  having  been  used 
from  the  thirty-first  day  of  July,  1904,  to  the  first  day  of  August,  1906, 
a  period  of  two  years,  under  conditions  not  contemplated  by  the  agreement 
effective  January  1st,  1902,  which  agreement  this  agreement  supersedes,  it 
is  hereby  agreed  that  a  settlement  for  the  use  of  said  facilities,  for  the 
period  aforesaid  shall  be  made  between  the  parties  hereto,  upon  and  under 
the  terms  of  this  agreement. 

In  Witness  Whereof,  each  party  hereto  has  caused  this  instrument  to 
be  signed  by  its  proper  officers  and  its  corporate  seal  to  be  hereto  affixed, 
the  day  and  year  first  above  written. 

The  Chicago  and  Alton  Eailroad  Company, 
[seal]  By  S.  M.  Eelton, 

President. 
Attest: 

S.  H.  Davis,  Assistant  Secretary 

The  Cleveland,  Cincinnati,  Chicago  and  Saint  Louis  Railway 

Company, 
[seal]  By  W.  H.  Newman, 

President. 
Attest: 

D.  W.  Pardee,  Secretary 

App'd:   LJH. 

Approved  YY.   M.  Diank,  Chief  Engineer. 


Cincinnati,  Ohio,  May   20th,   1925 
Sub:     Use  of  Big  Four  tracks  between  E.  Alton  and  Bridge  Junction  by 

CBcU,).     File  62.15. 
Mr.  E.  P.  Bracken,  Vice-President, 
C.  B.  &  Q.  Railroad  Company, 
547  West  Jackson  Boulevard, 
Chicago,  111. 
I >car  Sir:  — 

Our  correspondence  ending  with  your  letter  of  January  30th,  in  regard  to 
refund  for  cars  which  were  not  handled  from  Granite  City  to  Bridge 
Junction. 

We  have  made  a  cost  study  which  recaps  as  follows: 

New  Rates       Old  Rates 

East  Alton  to  Bridge  Junction $69.54  $80.56 

East  Alton  to  Granite  City 45.11  53.47 

No.  Wood  River  to  Bridge  Junction 60.38  66.52 

No.  Wood  River  to  Granite  City 35.95  39.43 

We  will  arrange  to  readjust  the  bills  on  this  basis,  effective  as  of 
January  1st,  1924. 

Yours  very  truly, 

H.  A.  Worcester 


CORPORATE   HISTORY  1777 

Chicago,  May  25,  1925 
Mr.  C.  I.  Sturgis: 

Referring  to  contract  of  June  1st,  1916,  between  the  Cleveland,  Cincinnati, 
Chicago  &  St.  Louis  Railway  Company  and  the  Burlington,  covering  use 
by  the  Burlington  of  that  Company's  tracks  between  East  Alton  and  East 
St.  Louis. 

I  enclose  herewith  original  letter  from  Vice-President  Worcester  of  the 
Big  Four,  showing  result  of  a  new  cost  study,  and  naming  rates  per  car  on 
which  bills  will  be  readjusted,  effective  as  of  January  1st,  1924. 

Will  you  please  file  this  with  the  original  contract,  as  it  constitutes  a 
modification  thereof? 

Yours  truly, 

E.  P.  Bracken 
Mr.  Thiehoff: 

As  a  matter  of  information,  the  old  rates  are  shown  opposite  the  new 
rates.  E.  P.  B. 

Cincinnati,  Ohio,  July  27,  1925 
Mr.  W.  F.  Thiehoff,  General  Manager, 

Chicago,  Burlington  &  Quincy  R.  R.  Co., 
Chicago,  Illinois. 
Dear  Sir: — 

As  you  are  doubtless  aware,  Article  XIV  of  the  contract  of  June  1,  1916 
between  our  respective  companies,  relating  to  the  joint  trackage  arrange- 
ment between  East  Alton,  Illinois,  and  East  St.  Louis  (Bridge  Junction), 
Illinois,  provides  for  a  readjustment  of  the  rates  as  of  each  five-year  period 
on  and  after  October  1,  1920.  In  actual  practice,  however,  the  matter  of 
revising  the  rates  has  been  given  consideration  when  either  party  conceived 
that  the  conditions  justified  some  revision. 

While  the  Big  Four  would  not  be  disposed,  other  things  being  equal,  to 
immediately  ask  for  a  revision  of  the  rates  now  in  effect  under  the  last 
revision  thereof,  the  fact  that  failure  to  now  obtain  a  revision  pursuant  to 
the  terms  of  the  agreement  might  continue  the  existing  revised  rates  in 
effect  for  the  five-year  period  beginning  October  1,  1925,  places  the  matter 
in  a  somewhat  different  status. 

Assuming  that  the  present  obtaining  rates  are  also  satisfactory  to  your 
Company,  I  wish  you  would  promptly  advise  whether  it  may  now  be  under- 
stood and  agreed  that  the  present  rates  will  continue  in  effect  until  October 
1,  1925,  and  for  the  five  year  period  thereafter,  but  upon  the  further  under- 
standing and  agreement  that  either  party  may,  during  said  period,  require 
revision  if  and  when,  in  its  opinion,  conditions  warrant  and,  in  the  event 
the  parties  fail  to  agree  upon  such  revised  rates  within  thirty  days  after 
request  therefor,  the  question  will  be  subject  to  arbitration  on  demand  of 
either  party  within  thirty  days  thereafter  and  otherwise  conducted  sub- 
stantially as  provided  in  the  contract. 

Yours  truly, 

C.  S.  Millard, 
General  Manager. 


1778       CHICAGO,   BURLINGTON   &   QUINCY  RAILROAD  COMPANY 

Chicago,  August  11,  1925 
Mr.  C.  S.  Millard, 

Gen.  Mgr—  C.  C.  C.  &  St.  L.  Ry.  Co., 
Cincinnati,  Ohio. 
Dear  Sir:  — 

Referring  to  your  letter  of  July  27th,  file  60S,  in  regard  to  Article  XIV 
of  contract  dated  June  1st,  1916,  between  our  respective  Companies,  relative 
to  joint  trackage  arrangement  between  Baal  Alton  and  East  St.  Louis 
(Bridge  Junction),  111.,  which  article  provides  for  a  readjustment  of  the 
rates  as  of  each  five  year  period  on  and  after  October  1st,  1920. 

This  is  to  advise  that  it  may  now  be  understood  and  agreed  that  the  present 
rates  will  continue  in  effect  until  October  1st,  1925,  and  for  the  five  year 
period  thereafter,  but  upon  the  further  understanding  and  agreement  that 
either  party  may,  during  said  period,  require  revision  if  and  when,  in  its 
opinion,  conditions  warrant,  and  in  the  event  the  parties  fail  to  agree  upon 
such  revised  rates  within  thirty  days  after  request  therefor,  the  question 
will  be  subject  to  arbitration  on  demand  of  either  party  within  thirty  days 
thereafter  and  otherwise  conducted  substantially  as  provided  in  the  contract. 

Yours  truly, 

To  Mr.  Sturgia  copy  1  enclose  original  letter  received  from  Mr.  Millard 
in  this  regard,  together  with  n  copy  <>t'  same,  as  well  as  Mr.  Lavidge's  copy 
cf  my  letter  to  Mr.  Millard.  Mr.  Sturgis  will  file  the  original  with  the 
contract  and  forward  the  copy  to  Mi-.  Lavidge.  I  am  also  sending  a  copy 
of  both  letters  to  the  Local  Officers  for  their  information  and  guidance. 

W   P  T 

AGREEMENT,    May    12,   1916,  Illinois  Terminal    Railroad   Company   and 
Chicago,  Burlington  &  Quincy   Railroad  Company.     4.75  miles. 
This  Agreement,  made  and  entered  into  this  12th  day  of  May,  1916  by 
and  between  the  Illinois  Terminal  Railroad  Company,  a  corporation  existing 
under   the   laws   of   the   State   of    Illinois,   hereinafter   called    the   "Terminal 
Company,"    first    party,    and    the    Chicago,    Burlington    &    Quincy    Railroad 
Company,  a   corporation   existing   under   the   laws  of  the   State  of  Illinois, 
hereinafter  called  the   "Burlington   Company,"  second    party. 
Witnesseth:   That 

Whereas,  the  Terminal  Company  owns  and  operates  a  line  of  railroad  ex- 
tending in  part  from  a  connection  with  the  railroad  of  the  Missouri  & 
Illinois  Bridge  &  Belt  Rairoad  Company  and  so  called  "Levee  Tracks," 
at  Alton,  Madison  County,  Illinois,  in  a  southeasterly  direction  approxi- 
mately five  (5)  miles  to  a  crossing  at  grade  with  the  tracks  of  the  Chicago 
&  Alton  Railroad  Company,  and  the  Cleveland,  Cincinnati,  Chicago  &  St. 
Louis  Railway  Company,  at  North  Wood  River  in  said  County,  together 
with  a  railroad  yard  (which  when  separately  referred  to  is  hereinafter 
called  the  "Federal  Yard")  on  said  line  of  railroad  between  said  Alton 
and  said  North  Wood  River,  and  certain  industry  and  other  tracks,  in- 
cluding interchange  tracks  with  the  Cleveland,  Cincinnati,  Chicago  &  St. 
Louis    Railway    Company,    Chicago    &   Alton    Railroad    Company,    Chicago, 


CORPORATE    HISTORY  1779 

Peoria  &  St.  Louis  Railroad  Company,  Missouri  &  Illinois  Bridge  &  Belt 
Railroad  Company,  and  any  other  railroad  company  at  said  Alton  (which 
when  separately  referred  to  are  hereinafter  called  the  "Alton  side  tracks"), 
and  the  Terminal  Company  proposes  to  construct  and  operate  without  delay 
a  freight  house  with  the  necessary  team  and  other  tracks  adjacent  thereto 
(which  said  freight  house  with  the  said  tracks  adjacent  thereto  when 
separately  referred  to  is  hereinafter  called  the  "Alton  Freight  Station"), 
the  location  of  said  line  of  railroad  and  of  the  portion  of  said  Federal  Yard 
to  be  used  jointly  hereunder,  and  of  said  Alton  side  tracks  and  of  said 
Alton  Freight  Station,  being  shown  in  red  on  plat  hereto  attached  and  made 
a  part  of  this  agreement,  and  identified  by  the  signatures  of  the  Engineers 
of  Maintenance  of  Way  of  the  respective  parties  hereto ;  all  of  said 
property  of  the  Terminal  Company  so  shown  in  red  on  said  plat  and  includ- 
ing proposed  connections  with  Chicago  &  Alton  Railroad  Company  and  with 
Cleveland,  Cincinnati,  Chicago  &  St.  Louis  Railway  Company  at  North 
Wood  River  hereinafter  referred  to  and  colored  on  dotted  line  in  red  on  said 
plat  being  for  convenience  hereinafter  called  the  "joint  line";  and 

Whereas,  there  exists  at  said  Alton  certain  tracks  connecting  with  said 
joint  line,  commonly  known  as  and  hereinafter  called  "levee  tracks," 
located  as  shown  in  yellow  on  said  plat,  which  are  owned  jointly  by  the 
Terminal  Company,  the  Cleveland,  Cincinnati,  Chicago  &  St.  Louis  Railway 
Company,  the  Chicago  &  Alton  Railroad  Company  and  the  Chicago,  Peoria 
&  St.  Louis  Railroad  Company,  the  business  of  said  four  companies  to  and 
from  said  levee  tracks  being  handled  by  joint  switch  engine  at  the  joint 
expense  of  said  companies;  and 

Whereas,  the  Burlington  Company  desires  the  right  to  use  said  joint  line 
in  common  with  the  Terminal  Company,  and  further  desires  the  right  of  use 
of  said  levee  tracks,  to  all  of  which  the  Terminal  Company  is  willing  to 
agree  upon  the  terms  and  conditions  hereinafter  contained; 

Now-,  Therefore,  in  consideration  of  the  premises  and  the  mutual  and 
dependent  covenants  in  this  agreement  set  forth,  the  parties  hereto  have 
agreed,  and  do  hereby  covenant  and  agree  with  each  other,  as  follows : 

ARTICLE  I. 

Section  1.  The  Terminal  Company  hereby  grants  to  the  Burlington 
Company,  for  the  period  hereinafter  stated,  the  full  joint  and  equal  use 
(except  as  hereinafter  otherwise  provided)  of  said  joint  line  together  with 
such  side  tracks  and  switches  shown  in  red  upon  the  plat  hereto  attached 
and  made  a  part  of  this  agreement,  to  be  used  in  common  with  the  Terminal 
Company  and  such  other  company  or  companies  as  the  Terminal  Company 
shall  at  any  time  permit  to  use  the  same,  or  any  part  thereof,  together  with 
all  improvements,  betterments  and  additions  to  said  joint  line  (except  team 
tracks,  industry  and  loading  tracks,  unloading  tracks,  stations  and  river 
terminals  east  of  range  line  number  nine,  which  the  Burlington  Company  is 
not  given  the  right  to  use  hereunder),  which  may  hereafter  be  constructed 
or  acquired  by  the  Terminal  Company. 

$  2.  The  Terminal  Company  shall  secure  respectively  from  the  Chicago 
&  Alton  Railroad  Company  and  said  Cleveland,  Cincinnati,  Chicago  &  St. 


1780      CHICAGO,   BURLINGTON   &   QUINCY   RAILROAD   COMPANY 

Louis  Railway  Company,  the  right  to  construct  and  maintain  during  the 
term  of  this  agreement  the  necessary  connections  between  the  tracks  of 
said  companies  and  the  said  joint  line,  where  the  latter  crosses  said  tracks 
at  grade  at  said  North  Wood  River,  to  enable  trains,  engines  and  cars  of 
the  Burlington  Company  to  be  operated  between  said  joint  line  and  the 
tracks  of  said  companies  at  said  place,  and  shall  construct  and  maintain 
said  connections,  or  cau.se  same  to  be  constructed  and  maintained  for  said 
purpose,  throughout  the  term  of  this  agreement  ;  the  said  connections  to  be 
constructed  approximately,  as  .shown  in  dotted  red  lines  on  said  plat;  it 
being  understood  and  agreed  between  the  parties  hereto  that  in  event  the 
Cleveland,  Cincinnati,  Chicago  &  St.  Louis  Railway  Company  and  the 
Chicago  &  Alton  Railroad  Company  discontinue  operating  a  double  track 
line  through  North  Wood  River  (the  main  track  of  each  of  said  companies 
now  forming  such  double  track  line!  the  obligation  of  the  Terminal  Com- 
pany as  herein  defined  with  reference  to  the  maintenance  of  a  connection 
at  North  Wood  Kiver  with  the  track  of  tin'  Chicago  &  Alton  Eailroad  Com- 
pany shall  cease;  it  being  farther  understood  and  agreed  between  the 
parties  hereto  that  any  expense  for  the  construction  of  said  connections 
which  the  Terminal  Company  shall  find  it  necessary  to  assume,  shall  be 
added  by  it  to  the  sum  representing  the  value  of  the  said  joint  line  mentioned 
in  paragraph  (a)  of  Section  1  of  Article  III  hereof.  The  Burlington  Com- 
pany agrees  to  repay  to  the  Terminal  Company  any  expense  which  it  shall 
find  it  necessary  to  assume  on  account  of  tin-  maintenance,  renewal,  repair 
cr  operation  of  said  connections  installed  in  the  tracks  of  the  Chicago  & 
Alton  Railroad  Company  ami  the  Cleveland,  Cincinnati,  Chicago  &  St.  Louis 
Railway  Company,  except  such  portion  of  the  cost  of  the  operation,  niain- 
tenance,  repair  ami  renewal  of  the  interlocking  plan!  at  said  place,  necessary 
to  protect  train  movements  over  said  connections,  which  expense  the  Terminal 
Company  shall  include  from  month  to  month  in  its  bills  covering  the  oper- 
ation, repair,  renewal  and  maintenance  of  said  joint  line  mentioned  in 
paragraph   (d)  of  said  Section  1  of  Article  III  hereof. 

The  Terminal  Company  shall  also  improve  the  present  connection  of  said 
joint  line  with  the  said  railroad  of  the  Missouri  &  Illinois  Bridge  &  Belt 
Railroad  Company  in  said  Alton  by  installing  a  new  connection  in  the  track 
of  the  Terminal  Company  and  a  new  connection  in  the  track  of  the  Missouri 
&  Illinois  Bridge  &  Belt  Railroad  Company,  moving  the  crossing  now  in 
the  track  of  the  Chicago,  Peoria  &  St.  Louis  Railroad  Company  approxi- 
mately two  hundred  and  fifty  feet  (250)  east,  doing  necessary  grading,  for 
the  new  connection,  and  furnishing  and  installing  necessary  track  material 
and  connecting  said  connection  when  completed  with  the  interlocking  plant 
now  at  Henry  Street.  It  is  understood  and  agreed  between  the  parties 
hereto  that  the  cost  to  the  Terminal  Company  of  making  such  changes  shall 
be  added  by  it  to  the  sum  representing  the  value  of  said  joint  line  men- 
tioned in  said  paragraph  (a)  of  said  Section  1  of  said  Article  III  hereof, 
and  that  the  cost  thereafter  of  maintaining,  repairing  and  renewing  same, 
together  with  the  cost,  if  any,  of  operating,  maintaining,  repairing  and 
renewing  portion  of  said  interlocking  plant  required  to  protect  movements 
over  said  new  connection  of  said  joint  line  and  the  Missouri  &  Illinois 
Bridge  &  Belt  Railroad  Company  and  movements  over  any  other  trackage 


CORPORATE   HISTORY  1781 

to  be  used  jointly  by  the  parties  hereto  hereunder,  shall  be  charged  to  joint 
account  covering  like  cost  in  respect  to  said  joint  lineas  provided  in  para- 
graph  (d)   of  said  Section  1  of  Article  III. 

§  3.  The  Terminal  Company  shall  have  the  charge,  supervision  and  the 
full  and  sole  control  of  said  joint  line  and  of  the  operation  and  maintenance 
thereof,  except  as  hereinafter  otherwise  provided;  and  shall  pay  all  taxes 
and  assessments  that  shall  be  levied  thereon ;  shall  maintain  the  same  in 
good  condition  and  repair;  insure  improvements  thereon  against  loss  or 
damage  by  fire,  and  make  all  betterments,  renewals  and  replacements  thereof, 
and  shall  do  all  acts  and  things  necessary  and  proper  for  the  operation 
thereof,  and  shall  comply  with  all  regulations  prescribed  by  law  for  the 
safety  of  the  public.  In  case  the  Terminal  Company  shall  fail  to  repair 
any  defect  in  said  joint  line  within  reasonable  time  after  the  Burlington 
Company  shall  have  given  to  the  Terminal  Company  written  notice  specify- 
ing the  defect  and  requesting  that  it  be  repaired,  then  the  Burlington  Com- 
pany shall  have  the  right  to  make  the  necessary  repairs  at  once,  and  the 
Terminal  Company  shall  and  will  pay  the  cost  thereof,  aud  the  Terminal 
Company  shall  include  such  cost  in  its  monthly  bills  for  maintenance,  repair, 
renewing,  etc.,  as  provided  in  paragraph  (d)   of  Section  1  of  Article  III. 

§  4.  The  Terminal  Company  hereby  grants  to  the  Burlington  Company 
the  right  to  construct,  maintain  and  operate  at  its  own  expense,  during 
the  term  of  this  agreement,  for  the  commercial  and  other  business  of  the 
Burlington  Company,  such  wire  or  wires  on  the  telegraph  poles  of  the  Ter- 
minal Company,  with  instruments  in  all  stations  or  buildings  on  and  around 
the  joint  line,  the  use  of  which  is  herein  granted  to  the  Burlington  Company, 
that  the  Burlington  Company  may  desire  to  p!ace. 

§  5.  The  Terminal  Company  being  authorized  under  its  agreement  with 
its  joint  owners  thereof  so  to  do,  hereby  agrees  to  secure  and  hereby  grants 
to  the  Burlington  Company  the  right  throughout  the  term  of  this  agree- 
ment to  the  use  of  said  Levee  tracks,  and  any  additions  thereto  or  extensions 
thereof,  upon  the  same  terms  and  conditions  that  the  Terminal  Company, 
itself,  now  enjoys  the  use  of  said  tracks,  and  the  Terminal  Company  further 
agrees  that  it  will  not,  without  the  written  consent  of  the  Burlington  Com- 
pany, enter  into  any  contract  or  make  any  arrangement  with  the  joint 
owners  of  said  tracks  that  will  in  any  way  impair  or  interfere  with  the 
right  of  the  Burlington  Company  to  such  use  of  said  tracks  during  the  term 
of  this  contract. 

AKTICLE  II. 

Section  1.  The  Burlington  Company,  under  the  use  herein  granted  of 
said  joint  line,  shall  have  the  unrestricted  right  to  do  all  business  commonly 
carried  on  by  railroad  companies  to  and  from  all  stations,  industries,  team 
tracks,  loading  tracks,  unloading  tracks,  river  terminals,  and  other  facilities, 
now  existing  or  which  may  be  hereafter  established  on  said  joint  line,  in 
8,11  respects  the  same  as  if  the  Burlington  Company  was  in  the  exclusive 
ownership  and  operation  of  said  joint  line,  provided  however,  that  the 
Burlington  Company  shall  not  have  the  right  hereunder  to  handle 

First,  any  local  traffic  between  any  stations  or  sidings  on  said  joint  line, 
nor 


1782      CHICAGO,   BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

Second,  any  traffic  over  said  joint  line  between  one  railroad  company 
connecting  therewith  not  a  party  hereto  and  another  railroad  company  con- 
necting with  said  joint  line  and  not  a  party  hereto,  nor 

Third,  any  traffic  for  movement  between  the  connections  of  the  joint  line 
witli  any  other  railroad  company  not  a  party  hereto  and  any  industries, 
team  tracks,  loading  tracks,  unloading  tracks  and  river  terminals,  now 
existing  or  which  may  hereafter  be  built,  installed,  maintained  or  estab- 
lished along  said  joint  line,  nor 

Fourth,  any  traffic  to  or  from  industry  tracks,  team  tracks,  loading  tracks, 
unloading  tracks,  stations,  or  river  terminals  which  now  exist  or  which 
may  hereafter  be  located  along  said  joint  line  east  of  range  line  number 
nine  (9),  which  is  at  or  near  the  east  line  of  Alton,  Illinois  city  limits. 

I'm,  ,i,  ,1,  HoWi  Vt  r,  nothing  in  the  foregoing  shall  in  any  way  prohibit 
the  Burlington  Company  from  handling  any  traffic  to  or  from  the  connec- 
tions of  the  Missouri  and  Illinois  Bridge  and  Bell  Railroad  at  Alton,  when 
such  traffic  is  destined  to  or  forwarded   from  stations  or  sidings  west  of 

range  line  number  (9),  and  further,  when  such  traffic  is  handled  to  or  from 
We8l  Alton,  Missouri  in  the  trains  of  the  Burlington  Company,  or  for  its 
account  by  said  .Missouri  and  Illinois  Bridge  and  Belt  Railroad. 

$  2.  The  Terminal  Company  shall  .-it  .-ill  stations  on  said  joint  line  em- 
ploy all  new  ssary  agents  and  servants  I  subjeel  to  the  option  of  the  Barling- 
ton  Company  to  employ  its  own  force  for  handling  its  own  business  at  said 
Alton    Freight    Station,   as   hereinafter    provided!    and   shall    require   them  to 

same  care  ami  attent to  the  business  of  the  Burlington  Company 

-  own  busini  SB.  All  such  employes  shall  be  neutral  and  impartial  and 
shall  give  the  Burlington  Company  equality  of  service  with  the  Terminal 
ipany.  They  shall  receive  general  orders  from  the  Terminal  Company, 
but  the  Burlington  Company  may  issue  orders  direct  to  such  employes 
respecting  the  conduct  of  its  own  business.  At  the  option  of  the  Burlington 
Company,  3uch  employes  shall  render  reports  concerning  the  Burlington 
Company's  own  business  direct  to  the  Burlington  Company  and  remit  direct 
lie  Burlington  Company  any  moneys  belonging  to  the  Burlington  Com- 
pany. The  Terminal  Company  shall,  upon  the  complaint  of  the  Burlington 
Company    foi  sable    cause    by    it    stated,    transfer    any    such    agent    or 

servant  from  the  joint  line. 

At  said  Alton  Freight  Station  the  Burlington  Company  shall  have  the 
right,  if  it  elects  so  to  do,  to  employ  its  own  force  for  performing  all  serv- 
ices in  respect  to  its  own  business  at  said  station,  except  the  Loading  and 
unloading  of  freight  :  it  briny  understood  and  agreed  that  in  the  event  the 
Burlington  Company  elects  to  so  employ  its  own  force,  the  Terminal  Com- 
pany shall  provide  the  necessary  space  in  said  station  for  the  use  of  said 
force  of  the  Burlington  Company;  it  being  further  understood  and  agreed 
that  in  the  event  the  Terminal  Company  shall  not  use  said  station  jointly 
with  the  Burlington  Company  the  Burlington  Company  shall  also  have  the 
right  to  employ  its  own  force  for  the  loading  and  unloading  of  freight. 

The  Terminal  Company  shall,  upon  the  request  of  the  Burlington  Company, 
lequire  such  station,  agents  and  other  servants  employed  by  the  Terminal 
Company  as  receive  or  handle  moneys  for  or  on  account  of  the  Burlington 


CORPORATE    HISTORY  1783 

Company,  to  give  such  reasonable  bond  or  other  indemnity  for  the  benefit 
of  the  Burlington  Company  as  the  latter  company  may  require  against  loss 
through  the  carelessness  or  dishonesty  of  such  employes.  The  premiums  or 
compensations  for  the  same  shall  be  paid  by  the  Burlington  Company.  In 
case  of  a  shortage  occurring  in  the  accounts  of  any  such  agent  or  employe 
where  it  is  impossible  to  determine  to  which  party  the  money  belonged  at 
the  time  of  such  shortage,  the  loss  shall  be  apportioned  between  the  parties 
hereto  on  the  basis  of  the  gross  revenue  accruing  to  each  party  on  the  class 
of  business  handled  by  the  employe  in  such  position  at  such  station  for  the 
two  calendar  months  preceding  that  in  which  said  shortage  was  discovered. 
Neither  party  hereto  shall  have  or  make  any  claim  against  the  other  party 
hereto  for  any  such  loss  occurring  through  the  dishonesty,  shortage  or 
defalcation  of  any  such  employee. 

§  3.  Each  party  hereto  shall  at  its  own  expense  at  all  times  furnish 
such  stationery  and  forms  as  may  be  required  solely  for  the  transaction 
of  its  own  business.  All  other  station  supplies  shall  be  furnished  by  the 
Terminal  Company,  and  shall  be  charged  in  joint  account. 

ARTICLE  III. 

Section  1.  The  Burlington  Company  covenants  and  agrees  to  pay  to  the 
Terminal  Company  as  compensation  for  the  use  of  said  joint  line  herein 
granted,  the  following  sums,  viz : 

(a)  An  annual  sum  equal  to  two  per  centum  (2%)  upon  two  hundred 
eighty -six  thousand  three  hundred  Dollars  ($286,300.00),  said  sum  being 
the  agreed  value  of  said  joint  line,  the  use  of  which  is  herein  granted,  and 
includes  said  five  (5)  miles  of  railroad  between  said  Alton  and  said  North 
Wood  River,  the  said  tracks  in  said  Federal  Yard  shown  in  red  on  said 
plat  and  said  Alton  sidetracks  (but  not  including  said  Alton  freight 
station,  nor  said  improvements  in  the  connection  of  said  joint  line  with 
the  railroad  of  the  Missouri  &  Illinois  Bridge  &  Belt  Railroad  Company  in 
said  Alton,  nor  the  cost  to  the  Terminal  Company  of  constructing  the  afore- 
said connections  at  North  Wood  River,  the  cost  of  said  three  jobs  to  be 
added  to  the  said  amount  of  two  hundred  eighty-six  thousand  three  hundred 
dollars  when  ascertained  by  the  Terminal  Company.  Said  annual  rental 
shall  be  paid  in  equal  semi-annual  installments,  the  first  said  installments 
being  payable  six  (6)  months  after  the  date  of  this  agreement,  and  each 
subsequent  installment  being  payable  at  the  end  of  each  six  (6)  months 
period  thereafter,  during  the  continuance  of  this  agreement;  it  being  under- 
stood and  agreed  that  in  the  event  that  by  mutual  consent  of  the  parties 
hereto,  any  portion  of  said  joint  line  shall  be  taken  up  or  the  use  thereof 
discontinued,  the  aforementioned  sum  upon  which  the  said  annual  rental  is 
computed  shall  be  reduced  by  an  amount  representing  the  value  of  the 
portion  of  said  joint  line  taken  up  or  the  use  thereof  discontinued. 

(b)  An  annual  sum  equal  to  two  per  centum  (2%)  interest  from  the 
time  when  expenditure  for  each  thereof  shall  be  made,  or  from  the  time 
when  the  Burlington  Company  shall  elect  to  use  the  same,  upon  that  por- 
tion of  the  cost  of  all  additions  and  betterments,  which  the  Terminal 
Company  may  make  to  and  on  the  said  joint  line   (except  team  tracks,  in- 


1  fS4       CHICAGO,   BURLINGTON   &   QUINCY   RAILROAD   COMPANY 

dustry  and  loading  trucks,  unloading  tracks,  stations  and  river  terminals 
of  said  range  line  number  nine),  and  upon  that  portion  of  any  assess- 
ments lawfully  levied  thereon  and  actually  paid  by  the  Terminal  Company, 
which  shall  under  the  rules  of  accounting  when  prescribed  by  the  Interstate 
Commerce  Commission  be  chargeable  to  capital  account,  it  being  understood 
and  agreed  that  if  the  Burlington  Company  elects  not  to  use  any  of  such 
additions  or  Improvements  to  said  joint  line,  when  made  by  said  Terminal 
Companj  of  it-  own  accord,  and  not  at  the  request  of  the  Burlington  Com- 
pany, no  in-  ntal,  taxed,  assessments  or  other  charges  on  account  of 
same  shall  be  charged  against  or  paid  by  the  Burlington  Company. 

(c)  Such  annual  sum  as  shall  from  time  to  time  constitute  such  proportion 
of  all  taxes  and  of  all  assessments  not  covered  by  paragraph  (b)  of  Section 
!  .if  Article  III  hereof,  as  shall,  after  the  Burlington  Company  shall  have 
commenced  its  use  herein  granted,  be  lawfully  levied  upon  said  joint   line 

:    actually    paid    by    the    Terminal    Company,   as   one    (1)    shall    bear   to   the 

total  number  of  all  companies  using  the  portion  of  said  joint  line  on  which 

■  I.     [f  any  such  taxes  or  assessments 

shall   be   SO   levied    or    assessed    upon    said    joint    line    and    a  ppurteiiances   that 

they  cannot    be   readily  and   satisfactorily  .separated    from   those    levied   or  as- 

■  d    upon    other    portions    of    the    railroad    or    property    Of    the    Terminal 

Company,  they   -hall   be  apportioned   as  equitably  as  may   be,  and   if  the 

parties    cam  upon    such    apportionment,    it    maj     be    determined    by 

titration  as  hereinafter  pun  ided. 

(d)  A  pro  rata  proportion  of  the  COSl  Of  maintaining,  repairing,  renew- 
ing and  operating  -aid  joint  bin-  and  insuring  same  against  loss  oi-  damage 

bv    lire    (except       1  I    said    Alton    Station,    tie     COSt    of   maintaining,    repairing, 

wing,  Operating  and   insuring  Which   is  provided  for  in  the  next   following 

paragraph    hereof,    and       2       the    water    tank,    stand    pipe    and    pipe    line    at 

Federal    Yard,    the    COSt    of    maintaining,    repairing,    renewing    and    operating 

which  is  provided  for  in  paragraph  (f)  of  Section  1  of  Article  111  hereof), 

which    proportion    -hall    bear    the    same    ratio    to    the    whole   a tint    expended 

I'm-  auch  purposes  as  the  number  of  engines  and  ear-  .d'  all  da--e-  operated  by 
the  Burlington  Company  on  or  over  -aid  joint  line  shall  bear  to  the  whole 

number  of  engines  and  cars  of  all  classes  operated  by  all  companies  on  or 
over  the  sain.-;  and  for  this  purpose,  every  engine  with  its  tender  shall  be 
.•united  as  one  ear.  and  every  caboose  shall  be  counted  as  one  car;  but 
engines  and  cars  engaged  in  joint  switching  service  mentioned  in  Articles 
1  V  and   V  hereof,  and  engines  and  ear-  in  work  or  relief  trains,  shall  not  be 

computed   herein;    it    being  understood  and  agr 1  that   any  cars  set  out  by 

the  Burlington  Company  in  Federal  Yard  and  subsequently  picked  up  by 
another  Burlington  engine  or  train  for  movement  over  the  joint  line  in 
the  same  direction  shall  be  counted  as  only  one  movement  over  the  joint 
line,  provided  said  cars  have  not  been  moved   from  the    Federal    Yard. 

(e)  A  pro  rata  proportion  of  the  cost  of  maintaining,  repairing,  renew- 
ing and  operating  said  Alton  Station  ami  insuring  same  against  loss  or 
damage  by  fire,  which  proportion  shall  bear  the  same  ratio  to  the  whole 
amount  expended  for  such  purpose  as  the  tonnage  handled  for  the  Burlington 
Company  bears  to  the  total  tonnage  handled  at  or  through  said  station  for 


CORPORATE    HISTORY  1785 

all  companies  using  the  same,  including  all  tonnage  loaded  and  unloaded, 
whether  over  the  platform,  or  through  the  freight  house,  or  on  team  tracks; 
provided,  however,  if  the  Burlington  Company  shall  elect  to  employ  its  own 
force  for  handling  its  own  business  at  said  station,  as  provided  in  the  second 
paragraph  of  Section  2  of  Article  II  hereof,  the  wages  of  employes  of  the 
Terminal  Company  in  performing  a  similar  service  for  it  at  said  station 
shall  not  be  included  in  the  cost  of  operating  said  station  in  bills  rendered 
by  the  Terminal  Company  to  the  Burlington  Company,  under  this  paragraph, 
during  the  period  that  the  said  force  of  the  Burlington  Company  is  so 
employed. 

(f)  Same  rate  per  thousand  gallons  of  water  taken  by  the  Burlington 
Company  at  Federal  Yard  that  the  Terminal  Company  pays  from  time  to 
time  to  the  Water  Company  for  said  water,  during  which  period  the  Burling- 
ton Company  shall  also  share  in  the  cost  of  maintaining,  repairing  or  oper- 
ating such  portion  of  the  Terminal  Company's  water  or  pumping  plant  used 
in  the  supplying  of  such  water,  and  of  taxes  and  insurance  thereon,  in  the 
proportion  that  the  number  of  gallons  of  water  taken  at  Federal  by  the 
Burlington  Company  each  month  shall  bear  to  the  total  number  of  gallons  of 
water  taken  thereat  and  furnished  by  the  Water  Company  during  said 
month. 

In  event  this  Terminal  Company  discontinues  the  purchase  of  water  at 
any  time  and  arranges  to  pump  same  from  wells  or  other  source  of  supply, 
the  Burlington  Company  shall  pay  for  water  thence  taken  by  it  at  rate  of 
forty  (40)  cents  per  engine  tank,  it  being  understood  and  agreed  that  said 
forty  (40)  cents  per  tank  rate  is  to  apply  during  such  period  as  water  is 
only  taken  occasionally  by  the  Burlington  Company  (when  water  is  not 
being  purchased  by  the  Terminal  Company),  during  which  period  the 
Burlington  Company  shall  not  share  in  the  cost  of  maintaining,  repair- 
ing or  operating  any  portion  of  the  Terminal  Company's  water  or  pumping 
plant,  or  of  taxes  or  insurance  thereon.  The  Burlington  Company  shall  have 
the  right,  at  its  option,  to  take  water  regularly  from  the  Terminal  Com- 
pany's facilities  at  Federal  without  restriction  as  to  amount  and  if  at  the 
time  it  elects  so  to  do  the  Terminal  Company  is  not  purchasing  water  sup- 
plied at  Federal  but  pumping  same  itself,  the  value  of  the  Terminal  Com- 
pany's water  and  pumping  plant  (except  the  value  of  the  water  tank,  stand 
pipe  and  pipe  line  between  said  tank  and  stand  pipe,  the  value  of  which  is 
included  in  the  figure  of  $286,300.00  hereinbefore  mentioned)  shall,  during 
such  period  as  the  Burlington  Company  takes  water  regularly,  be  added  to 
the  value  of  said  joint  hue  and  the  Burlington  Company  shall  pay  two  (2) 
per  centum  per  annum  rental  thereon  and  the  cost  of  maintaining,  repairing 
and  operating  said  water  and  pumping  plant,  together  with  taxes  and  in- 
surance thereon,  shall  be  treated  as  an  expense  of  operating  said  joint  line 
and  divided  between  the  parties  hereto  on  the  basis  of  paragraph  (d)  of 
Section  1  of  Article  III  hereof.  The  said  charge  of  forty  (40)  cents  per 
tank  shall  not  be  assessed  against  the  Burlington  Company  during  such 
period  as  it  pays  rental  on  the  value  of  the  Terminal  Company's  water  and 
pumping  plant  (except  value  of  water  tank,  stand  pipe  and  pipe  line 
between  said  tank  and  stand  pipe)   and  shares  in  the  cost  of  maintenance 


1786       CHICAGO,   BURLINGTON   &   QUINCY   RAILROAD   COMPANY 

and  repair  of  and  taxes  and  insurance  on  said  pumping  and  water  plant. 
It  is  understood  and  agreed  between  the  parties  hereto  that  this  second 
paragraph  of  sub-paragraph  (f)  of  Section  1  of  Article  III  shall  apply- 
only  when  the  Terminal  Company  is  not  purchasing  water  as  described  in 
the  first  paragraph  of  said  sub  paragraph  (f). 

(g)  The  cost  of  printing  time  cards  when  new  cards  are  made  necessary 
solely  by  changes  in  time  of  Burlington  Company's  trains. 

§  2.  All  compensations  and  charges  of  (■very  kind  and  nature,  which 
in  and  by  this  agreement  the  Burlington  Company  is  required  to  pay  the 
Terminal  Company  shall  be  paid  within  twenty  (20)  days  after  the  rendi- 
tion of  proper  hills,  thereforj  such  lulls  (excepl  as  otherwise  herein  pro- 
vided) shall  be  rendered  by  the  Terminal  Company  as  soon  as  may  be  after 
the  last  day  of  each  calendar  month  for  which  such  compensation  and  charges 
shall  have  accrued,  and  shall  be  based  upon  and  contain  a  statement  of 
costs  incurred,  operations,  business  handled,  services  rendered  and  materials 
furnished  during  such  month.  The  books  and  accounts  of  the  Terminal 
Company  so  far  as  they  relate  to  the  expense,  operations  and  services  afore- 
said, shall  be  open  during  business  hours  for  the  inspection  of  any  duly 
authorized  representative  of  the  Burlington  Company. 

§3.  It'  through  casualty  or  other  cause  not  the  fault  of  the  Burlington 
Company,  the  Burlington  Company  shall  be  reprived  of  the  use  of  said  joint 
line  for  a  period  of  thirty  (30)  days  or  more,  the  rental  accruing  against 
the  Burlington  Company  under  the  provisions  of  this  agreement  during  such 
period  shall  he  abated,  upon  BUCh  portion  of  joint  line 'as  said  Burlington 
Company    is   unable  to   use. 

I.      All     expenditures     made     for     additions,     betterments,     maintenance, 

repairs  or  renewals  upon  or  to  said  joint  line,  shall  he  classified  and  charged 

by  the  Terminal  Company  in  its  accounts  in  accordance  with  the  classifi- 
cation of  accounting  prescribed  by  the  Interstate  Commerce  Commission  at 
the  tune  Baid  expenditures  are  made. 

ARTICLE  IV 

Section  1.  The  Terminal  Company  shall,  if  and  when  requested,  by  the 
Burlington  Company  so  to  do,  with  its  own  engines  and  crews  perform  the 
switching  service  necessarj  to  handle  cars  of  the  Burlington  Company,  in 
both  directions,  between  .said  Federal  Yard  or  the  connection  of  the  Missouri 
&  Illinois  Bridge  &  Belt  Railroad  Company  and  said  Alton  side  tracks  and 
said  Alton  Freight  Station.  The  said  cars  of  the  Burlington  Company 
destined  from  said  Federal  Yard  or  the  connection  of  the  Missouri  & 
Illinois  Bridge  &  Belt  Railroad  Company  to  said  Alton  side  tracks,  or  said 
Alton  Freight  Station,  shall  be  placed  by  the  Burlington  Company  or  for 
its  account  upon  such  tracks  (being  a  part  of  the  joint  line)  in  said  Federal 
Yard,  or  upon  such  other  tracks,  as  may  be  from  time  to  time  agreed  upon 
between  the  parties  hereto,  and  cars  of  the  Burlington  Company  out-bound 
from  said  Alton  side  tracks,  or  said  Alton  Freight  Station,  shall  be  placed 
by  the  said  joint  engines  and  crews  on  such  of  said  tracks  in  said  Federal 
Yard  or  upon  such  other  tracks  as  may  from  time  to  time  be  agreed  upon 
by  the  parties  hereto.    The  Terminal  Company  shall  also,  if  and  when  re- 


CORPORATE   HISTORY  1787 

quested  by  the  Burlington  Company  so  to  do,  with  its  own  engines  and  crews 
perform  such  switching  service  for  the  Burlington  Company  in  said  Federal 
Yard  as  the  Burlington  Company  may  from  time  to  time  request.  It  is 
understood  and  agreed  that  nothing  herein  contained  shall  restrict  the  right 
of  the  Burlington  Company  to  perform  the  said  switching  described  in  this 
section  of  its  cars  with  its  own  engines  and  crews,  if  it  shall  desire  so  to  do 
and  in  which  event  such  cars  and  engines  shall  not  be  counted  in  determining 
the  Burlington  Company's  proportion  of  expense  referred  to  in  paragraph 
fd)   of  Section  1  of  Article  III. 

The  Burlington  Company  shall  pay  to  the  Terminal  Company  for  said 
joint  service  such  proportion  of  the  cost  thereof  as  the  number  of  loaded 
cars  handled  for  it  herein  bears  to  the  total  number  of  loaded  cars  handled 
by  said  joint  engines  and  crews. 

Section"  2.  The  Burlington  Company  shall  make  settlements  for  per  diem 
on  foreign  cars  handled  for  its  account  to  or  from  said  Alton  side  tracks  or 
said  Alton  freight  station  and  shall  receive  any  demurrage  or  car  service 
charges  earned  by  any  cars  handled  for  its  account  to  or  from  said  tracks, 
such  demurrage  or  car  service  charges  to  be  collected  by  the  Burlington 
Company. 

ARTICLE  V. 

The  Terminal  Company  agrees  to  handle,  or  cause  to  be  handled,  the 
cars  of  the  Burlington  Company  to  and  from  said  levee  tracks,  the  same  as 
if  such  cars  were  the  Terminal  Company's  own  cars  being  handled  in  joint 
account  with  the  joint  owners  of  said  levee  tracks.  The  Burlington  Com- 
pany's cars  from  said  levee  tracks  shall  be  placed  by  the  joint  levee  track 
engine  handling  the  same  upon  the  same  tracks  that  the  Terminal  Company 
agrees  upon  with  the  levee  track  owners  from  time  to  time  as  the  interchange 
track  for  the  Terminal  Company's  cars  from  the  said  levee  tracks  (which 
interchange  track  shall  hereinafter  be  called  the  "Levee  interchange  track"), 
from  wiiich  point  they  shall  be  moved  as  promptly  as  possible  by  the  Ter- 
minal Company  to  tracks  in  Federal  Yard  which  are  a  part  of  the  said  joint 
line,  or  upon  such  other  tracks  as  may  from  time  to  time  be  agreed  upon 
between  the  parties  hereto.  The  cars  from  the  Burlington  Company  to  said 
levee  tracks  shall  be  moved  by  the  Terminal  Company  -as  promptly  as 
possible  from  such  tracks  in  Federal  Yard  which  are  a  part  of  said  joint 
line,  or  from  such  other  tracks  as  may  from  time  to  time  be  agreed  upon, 
to  the  said  levee  interchange  track. 

It  is  understood  and  agreed  that  the  Terminal  Company  shall  make 
monthly  settlements  with  the  joint  owners  (parties  to  joint  switching 
arrangements  covering  said  levee  tracks)  for  the  handling  of  the  cars  of  the 
Burlington  Company  in  both  directions  between  said  Levee  tracks  and  the 
said  levee  interchange  track,  such  cars  of  the  Burlington  Company  for  the 
purpose  of  such  settlements  between  the  Terminal  Company  and  said  levee 
track  owners-  to  be  considered  as  cars  of  the  Terminal  Company.  The 
Terminal  Company  shall  in  like  manner  make  settlements  on  account  of 
the  cars  of  the  Burlington  Company  in  both  directions  between  the  said 
levee  tracks  and  the  said  levee  interchange  track  for  the  maintenance,  repair 


1788       CHICAGO,   BURLINGTON   &   QUINCY   RAILROAD   COMPANY 

ot  renewal  of  sai«l  levee  tracks.  All  the  expense  described  in  this  second 
paragraph  of  Article  V  to  be  paid  by  the  Terminal  Company,  except  expense 
for  maintenance,  repaii  or  renewal,  shall  then  be  divided  monthly  between 
the  Burlington  Company  the  Terminal  Company,  except  expense  for  main- 
tenance, repair  or  renewal,  shall  then  be  divided  monthly  between  the 
Burlington  Company  and  the  Terminal  Company  in  the  same  ratio  that  the 
number  of  loaded  cars  handled  over  said  levee  tracks  for  the  account  of  the 
Burlington  Company  bears  to  the  total  number  of  loaded  cars  handled 
thereover  for  the  account  of  the  Burlington  Company  and  the  Terminal 
Company  during  said  month.  The  said  expense  for  maintenance,  repair  or 
renewal  to  be  paid  by  the  Terminal  Company  shall  be  included  by  the 
Terminal  Company  in  bills  to  be  rendered  in  accordance  with  paragraph 
(d)  of  Section  1  of  Article  III  hereof,  and  divided  between  the  parties  here- 
to on  basis  of  said  paragraph  (d)  of  said  Section  1  of  Article  III. 

It    is   further   undersl 1    and    agreed    between    the    parties   hereto,   that 

in  the  handling  of  its  cars  between  said  levee  interchange  track  and  said 
levee  tracks,  the  Burlington  Company  shall  assume  the  same  liability  as 
LS    imposed    upon    the    Terminal    Company    in    connection    with    the    handling 

of  its  own  cars  between  said  levee  interchange  track  and  said  levee  tracks, 

sel   forth  in  tl  it  joint  switching  contract   between  the  owners  of 

Levee  tracks,  or  any   subsequent   contracts  thai    may   be  executed   by 

said    own 

The  Terminal  Company  shall  make  all  settlements  with  the  joint  owners 
rties  to  the  joint  switching  contract  or  arrangements  covering  said 
levee  tracks  ss,  damage  or  injury  occurring  in  said  joint  switching 

ce,  and  paying  for  the  account  of  the  Burlington  Company  its  propor- 
tion of  any  liability  for  loss,  damage  or  injury  to  the  person  or  property 
of  others  (than  the  parth  .  which  the  Terminal  Company  is  required 

to  assume  under  said  joint  switching  contract  or  arrangement  with  the 
said  joint  owners,  which  Burlington  Company's  proportion,  it  is  agreed 
with  the  parties  hereto,  shall  l»-  determined  by  the  same  ratio  as  the  cost 
of  said  joint  switching  service  IS  divided  between  the  parties  hereto,  during 
the  month   in   which  said   loss,  dam.:-.    0]    injury  occurred. 

The  Burlington  Company  shall  make  settlements  for  per  diem  on  foreign 
cars  handled  for  its  account  to  or  from  said  levee  tracks  and  shall  collect 
receive  any  demurrage  or  car  service  charges  earned  by  any  cars  han- 
dled for  its  account   to  or  from  said  tracks. 

The  cars  of  the  Burlington  Company  moved  by  the  Terminal  Company  to 
ci  from  said  levee  tracks  in  either  direction  between  said  joint  Federal 
Sfard  tracks  (or  such  other  tracks  as  may  be  agreed  upon  from  time  to  time) 
and  said  levee  interchange  track  shall  be  classed  and  paid  for  by  the 
Burlington  Company  same  as  that  described  in  Article  IV  hereof. 

AETICLE  VI. 

On  all  bills  rendered  hereunder  (except  for  water  taken  at  Federal  Yard 
vshile  the  Burlington  Company  pays  therefor  a  flat  rate  of  forty  (40) 
cents  per  engine  tank)  five  per  centum  (5%)  shall  be  added  to  cost  of 
materia]    to    cover    shortage,    handling    and    transportation    of    materials, 


CORPORATE   HISTORY  1789 

general  supervision  furnished  by  other  than  the  ordinary  gang  foreman, 
accounting  and  other  elements  of  expense  not  capable  of  exact  ascertain- 
ment, it  being  understood  and  agreed  that  the  Terminal  Company  shall  not 
charge  to  joint  account  hereof  the  cost  of  any  tools  used  by  gangs  employed 
on  facilities  jointly  used  hereby.  It  is  further  understood  and  agreed  that 
the  Terminal  Company  may  charge  to  joint  account  hereof  such  proportion 
of  the  wages  of  its  Supervisor,  Engineer  Maintenance  of  Way,  Trainmaster, 
Superintendent  and  any  Bridge,  Building  and  Signal  Foremen  engaged 
in  an  official  capacity  and  their  office  forces,  as  the  number  of  miles  of 
track  under  their  supervision  bears  to  the  number  of  miles  of  track  in  the 
joint  account  for  which  bills  are  rendered,  but  no  percentages  shall  be  added 
thereto. 

AETICLE  VII. 

Section  1.  The  Terminal  Company  shall  make  all  schedules  for  the  move- 
ment of  engines  and  trains  over  said  joint  line,  which  schedules  shall, 
as  nearly  as  may  be  practicable,  accord  equality  of  right,  privilege  and 
advantage  to  trains  of  the  same  class  operated  by  each  party  hereto,  and 
to  trains  of  a  superior  class  operated  by  either  party  a  preference  over 
trains  of  an  inferior  class  operated  by  the  other  party. 

§  2.  The  Terminal  Company  shall  make  rules  and  regulations  for  the 
operation  of  said  joint  line  (all  ordinary  signals  and  rules  to  conform  to 
the  Standard  Code  as  approved  by  the  American  Eailway  Association  and 
as  adopted  and  generally  used  by  the  railroads  in  the  United  States) 
which  shall  have  like  application  to  all  engines  and  trains  which  may 
be  moved  over  said  joint  line.  The  movement  of  all  engines  and  trains 
ever  said  joint  line  shall  be  under  the  immediate  direction  and  control 
of  proper  officers  of  the  Terminal  Company,  and  the  orders  of  said  officers 
governing  said  movement  shall,  as  nearly  as  may  be  practicable,  secure 
equality  of  right,  privilege  and  advantage  to  all  trains  of  the  same  class. 

AETICLE   VIII. 

Section  1.  If  the  Burlington  Company  shall  at  any  time  during  the 
term  of  this  agreement  desire  any  additional  side,  spur,  industry,  connect- 
ing or  other  track  or  facilities  which  do  not  now  exist  on  said  joint  line 
(except  industry  tracks,  team  tracks,  loading  tracks,  unloading  tracks, 
stations  and  river  terminals  east  of  said  range  line  numbered  nine),  it 
shall  give  to  the  Terminal  Company  notice  of  such  desire,  and  the  Terminal 
Company  shall,  within  thirty  (30)  days  after  receiving  such  notice,  proceed 
to  construct  such  track  or  tracks,  or  provide  such  facilities,  and  the 
Burlington  Company  shall  pay  for  the  use  of  same  an  annual  sum  equal 
to  two  per  centum  (2%)  from  the  date  of  such  construction  or  provision 
upon  the  cost  of  same,  provided  they  are  used  jointly  by  the  parties  hereto, 
and  shall  in  addition  thereto  pay  its  share  of  the  cost  of  taxes  and 
assessments  and  of  maintenance  and  operation  thereof,  which  share  shall 
be  determined  as  provided  in  paragraph  (c)  and  (d)  of  Section  1  of 
Article  III  hereof. 

It  is  expressly  understood  and  agreed  that  should  the  new  track  or 
tracks    or   other    facilities   which   may    be    constructed   from   time   to    time 


1790      CHICAGO,  BURLINGTON    &   QUINCY   RAILROAD  COMPANY 

upon  the  request  of  the  Burlington  Company  as  provided  in  Section  1  of 
this  Article  VIII,  be  for  the  exclusive  use  and  sole  benefit  of  the  Burling- 
ton Company,  and  the  Terminal  Company  or  its  tenants  should  not  make 
use  of  said  track,  or  tracks,  or  other  facilities,  then  in  that  event  the 
Burlington  Company  shall  pay  to  the  Terminal  Company  as  rental  a  sum 
equal  to  five  per  centum  (5%)  per  annum  upon  the  total  cost  of  construc- 
tion of  such  track,  or  tracks  or  other  facilities,  and,  in  addition  thereto, 
the  Burlington  Company  shall  pay  the  total  cost  of  maintenance,  operation, 
repair  or  renewal  together  with  the  total  cost  of  all  taxes  and  assessments 
thai   !"■  properly  Levied  against  said  track,  tracks  or  other  facilities. 

§  2.  If  the  Burlington  Company  shall  at  any  time  during  the  term  of 
this  agreement  desire  to  use  any  existing  tracks  in  said  Federal  Yard 
in  addition  to  those  shown  in  red  on  said  plat  as  a  part  of  said  joint 
line,  it  shall  have  the  right  to  do  so,  and  shall  pay  to  the  Terminal 
Company  for  the  use  of  same  an  annual  sum  equal  to  two  per  centum 
( L" ,  i  upon  tin'  value  of  same  from  tin-  date  of  such  use,  and  shall,  in 
addition  thereto,  pay  its  share  of  the  taxes  and  assessments  thereon  and 
cost  of  maintenance  and  operation  thereof,  which  amount  shall  be  deter- 
mined as  provided  in  paragraphs  (c)  and  (d)  of  Section  1  of  Article 
III  hereof. 

§  3.  It  is  further  understood  and  agreed  that  if  the  Burlington  Company 
shall  at  any  time  during  the  term  of  this  agreement  desire  to  use  the 
passenger  station  of  the  Terminal  Company  at  said  Alton,  it  shall  have 
the  right  to  do  80  and  shall  pay  to  the  Terminal  Company  for  the  use 
of  same  an  annual  sum  equal  to  two  per  centum  (2$  I  upon  the  value  of 
same  from  the  date  of  such  use  (from  which  date  said  passenger  station 
shall  be  considered  a  part  of  said  joint  line),  and  shall  in  addition  thereto 
pay  its  share  of  the  taxes  and  assessments  thereon  as  provided  in  para- 
graph (c)  of  Section  1  of  Article  III,  hereof,  and  its  share  of  the  cost 
of  maintenance  and  operation  of  same  and  of  insuring  same  against 
damage  or  loss  by  hie,  which  shall  bear  the  same  ratio  to  the  whole 
amount  expended  for  such  purpose  as  the  number  of  tickets  sold  for  the 
Burlington  Company  shall  bear  to  the  total  number  of  tickets  sold  for  all 
companies  using  said  passenger  station.  The  Burlington  Company,  at 
any  time  on  sixty  (GO)  days  notice  to  the  Terminal  Company,  shall  have 
the  right  to  discontinue  the  use  of  said  passenger  station,  and  for  such 
time  as  it  makes  no  use  of  said  station  the  Burlington  Company  shall  not 
be  required  to  make  any  payments  to  the  Terminal  Company  as  in  this 
Section  3  of  Article  VIII  provided. 

ARTICLE  IX. 

Section  1.  All  persons  engaged  in  the  maintenance,  repair,  renewal,  oper- 
ation or  protection  of  said  joint  line  (and  the  aforesaid  connections  at 
North  Wood  Biver,  if  the  performance  of  such  services  in  respect  thereto 
devolved  upon  the  Terminal  Company),  including  those  engaged  in  the 
performance  of  the  joint  switching  service  mentioned  in  Article  IV  and 
last  paragraph  of  Article  V  hereof  (but  not  including  employes  engaged 
in  the  maintenance,  repair,  renewal  or  operation  of  the  water  plant  at 
Federal  Yard  while  the  Burlington  Company  is  taking  therefrom  only  an 


CORPORATE   HISTORY  1791 

occasional  engine  tank  of  water  as  described  in  paragraph  (f)  of  Section 
1  of  Article  III  hereof),  shall  as  respects  liability  for  loss,  damage, 
injury  or  death  be  deemed  the  joint  employes  of  the  parties  hereto. 

If  any  persons  are  engaged  partly  in  such  maintenance,  repair,  renewal, 
operation  or  protection,  and  partly  in  service  not  connected  therewith, 
then  and  in  that  case  they  shall  be  regarded  as  joint  employes  only 
while  occupied  in  the  joint  use  and  for  the  joint  benefit  of  the  parties 
hereto. 

Enginemen  and  trainmen  of  each  party  engaged  solely  in  its  own 
service  shall  not  be  considered  joint  employes  hereunder. 

§  2.  Each  party  hereto  shall  bear  and  pay  for: 

All  loss,  damage,  injury  or  death  sustained  by  any  person  or  persons 
whomsoever  (including  both  parties  hereto  and  their  employes)  which 
is  caused  wholly  by  the  negligence  or  willful  acts  of  its  sole  employes,  or 
by  any  defect  in   or  failure  of  its  engines   or  ears. 

§  3.  Each  party  hereto   shall  bear  and  pay  for: 

All  loss  or  damage  to  its  own  property;  property  in  its  custody; 
property  of  its  employes;  property  of  its  passenger  and  other  persons 
on  its  trains, — injury  to,  or  death  of  its  employes;  its  passengers  and 
other  persons  on  its  trains; — loss,  damage,  injury  or  death  not  in  this 
section  specifically  mentioned,  sustained  by  itself,  its  employes,  its  pas- 
sengers and  other  persons  on  its  trains  and  the  owners  of  property  in 
its   custody. — 

When  such  loss,  damage,  injury  or  death  is  caused  by  or  results  from : 

(a)  any  defect  or  imperfection  in  said  joint  line,  or  any  part  thereof. 

(b)  unknown   causes. 

(e)    the  negligence  or  willful  act  of  a  joint  employe. 

(d)  the   concurrent   negligence   or   willful   acts   of   a   joint   employe   and 

a  sole  employe  of  either  or  both  parties. 

(e)  the   concurrent  negligence   or  willful  acts   of   the   sole   employes   of 

both  parties. 

(f)  negligence  or  willful  acts  of  third  persons. 

(g)  negligence   or   willful  acts  when  the  responsibility   therefor   cannot 

be  determined. 

(h)   an  Act  of  God  or  inevitable  accident. 

§  4.  Each  party   hereto   shall  bear  and  pay   for: 

All  loss  or  damage  to  property  of  joint  employes;  property  of  third 
persons — injury  to  or  death  of  joint  employes  or  of  third  persons — 
when  such  loss,  damage,  injury  or  death  is  caused  by  or  results  from 
the  concurrent  negligence  or  willful  acts  of  a  joint  employe  and  its  sole 
employe. 

§  5.  All  loss,  damage,  injury  or  death,  liability  for  which  is  not  herein 
otherwise  provided  for,  shall  be  borne  and  paid  for  by  the  parties  hereto 
on  the  basis  provided  in  paragraph  (d)  of  Section  1  of  Article  III;  the 
intention  being  that  this  Section  5  shall  cover  all  loss,  damage,  injury 
oi  death  not  mentioned  in  Section  3  hereof  (except  as  provided  in  Section 
4  hereof)   due  to  any  of  the  causes  classified  therein. 

§  6.  If  either  party  hereto  shall  pay  or  be  compelled  to  pay  any 
sum  or  sums  for  which  the  other  party  is  liable  under  the   terms  of  this 


1792      CHICAGO,   BURLINGTON   &  QUINCY  RAILROAD  COMPANY 

agreement,  such  cither  party  agrees  to  re-pay  to  it,  such  sum  or  sums, 
together  with  all  costs  and  expenses  incident  thereto,  promptly  upon 
receipt  of  bills  therefor;  provided,  however,  that  neither  party  shall  pay 
any  such  sum  or  sums  without  giving  to  the  other  party  an  opportunity 
to  assume  the  payment  or  defend  against  the  payment  thereof. 

In  case  a  suit  or  suits  shall  lie  commenced  against  either  party  hereto, 
for  or  on  account  of  any  loss,  damage,  injury  or  death  for  which  the  other 
party  is  liable  under  the  terms  of  this  agreement,  the  party  so  sued 
shall  give  to  the  other  party   notice   in   writing  of  the  pendency  of  such 

suit,    and    thereupon    •such     other    party    shall     assume    the    defense    of    such 

suit    and   shall   save   ami    hold    the    party   so   sued    harmless   from  all   loss, 

cost   and    expense    by    reason   thereof. 

Neither  party  shall  be  concluded  by  any  judgment  against  the  other 
unless  it  had  reasonable  notice  that  it  was  required  to  defend,  and  had 
reasonable  opportunity  to  make  such  a  defense.  When  such  notice'  ami 
opportunity  shall  have  been  given,  the  party  so  notified  shall  he  concluded 

by  the  judgment  as  to  all  matters  which  could  have  been  litigated  in 
such   suit. 

ARTICLE  X. 

Section  1.  If  at  any  time  a  question  shall  arise  touching  the  construc- 
tions of  anj  pari  of  tins  agreement,  or  concerning  the  business  or  manner 
of  transacting  the  business  carried  on  under  the  provisions  hereof,  or 
concerning  the  observance  or  performance  of  any  of  the  conditions  herein 
contained,  upon  which  question  tie-  parties  hereto  cannot  agree,  such 
-'ion  shall  lie  submitted  to  the  arbitrament  of  three  disinterested  persons, 
to  he  chosen,  mie  by  the  Burlington  Company,  one  by  the  Terminal 
(  ompany,  ami  the  other  by  tin-  two  ^..  chosen.  The  party  desiring  such 
arbitration   shall    select    its   arbitrator   ami   give   written   notice   thereof  to 

the  other  party,  and  shall  in  such  notice  state  precisely  the  matter  or 
matters    which    it     proposes    tO    bring    before    the    arbitrators;    and    only    the 

matters  so  stated  shall  be  considered  or  decided  by  them.     If  either  party 

shall    fail    to    name    an    arbitrator    within    ten     (10)     days    after    such    notice 

shall  have  been  given   to  it  by  the  other  party,  the  arbitrator   named  by 

the  party  giving  such  notice  may  and  shall  name  and  appoint  an  arbitrator 
for  and  on  behalf  of  the  party  so  in  default,  ami  the  arbitrator  so  named 
and     appointed     shall     have    the    same     power    ami     authority    as     if    he    had 

1..  .a  chosen  by  such  party.  If  the  two  arbitrators  so  chosen  shall  fail 
to  select  a  third  arbitrator  within  ten  (lit)  days  after  the  selection  of 
the  second  arbitrator  as  afore  said,  such  third  arbitrator  may  be  appointed, 
upon  ten  (10)  days'  written  notice  by  either  party  hereto  to  the  other 
party  hereto  of  its  intention  to  make  application  therefor,  by  any  judge 
of  the  District  or  Circuit  Court  of  the  United  States  for  the  district 
which  shall  then  Include  the  City  of  Alton,  Illinois.  The  arbitrators  shall, 
as  soon  as  possible  after  their  selection,  meet  to  hear  and  decide  the 
question  or  questions  submitted  to  them,  and  shall  give  to  each  party 
reasonable  notice  of  the  time  and  place  of  such  meeting.  After  hearing 
both  parties  and  taking  such  testimony  or  mnking  such  investigation  as 
they  may   deem  necessary,  they  shall  make  in  writing  their  award  upon 


CORPORATE   HISTORY  1793 

the  question  or  questions  so  submitted  to  them  and  shall  serve  a  copy 
of  such  award  upon  each  party  hereto ;  and  the  award  of  such  arbitrators, 
or  of  a  majority  of  them,  shall  be  final  and  binding  upon  both  parties, 
and  each  or  either  party  shall  immediately  make  such  changes  in  the 
conduct  of  its  business,  or  such  payments  or  restitution,  as  the  case  may 
be,  as  in  and  by  such  award  may  be  required  of  them  respectively.  The 
books  and  papers  of  both  parties  relating  to  matters  submitted  to  arbitra- 
tion, shall  be  open  to  the  examination  of  the  arbitrators,  and  the  party 
against  whom  the  award  shall  be  made  shall  pay  all  the  fees  and  expenses 
of  the  arbitration.  Until  the  arbitrators  shall  make  their  award  upon 
any .  question  submitted  to  them,  the  business,  settlement  and  payments 
to  be  transacted  and  made  under  this  agreement  shall  continue  to  be 
transacted  and  made  in  the  manner  and  form  existing  prior  to  the  rise 
of  such  question. 

§  2.  All  notices  to  be  given  by  either  party  to  the  other  under  or 
by  reason  of  this  agreement,  shall  be  subscribed  by  the  President,  Vi«e 
President  or  General  Manager  of  the  notifying  party  and  be  served  upon 
the  President,  Vice  President  or  General  Manager  for  the  time  being 
of  the  other  party. 

ARTICLE  XI. 
This  agreement  shall  take  effect  on  the  date  hereof,  and  shall  remain 
in    force    and   effect   until   June    1,    1931,    and    so    long    thereafter    subject 
to  one  year's  written  notice  on  the  part  of  either  party  of  their  determi- 
nation to  cancel  the  same. 

ARTICLE  XII. 

This  agreement  shall  extend  to  and  be  binding  upon  the  respective 
lessees,  successors  and  assigns  of  each  of  the  parties  hereto,  and  shall 
run  with  the  property. 

The  Burlington  Company  hereby  agrees  that  it  will  not  assign,  transfer 
or  underlet  the  rights  and  privileges  hereby  granted  nor  any  of  them, 
without  the  consent  in  writing  of  the  Terminal  Company,  first  had  and 
obtained.  This  agreement  is,  and  is  intended,  to  be  obligatory  and  binding 
upon  the  successors  and  assigns  of  the  respective  parties  hereto. 

In  Witness  Whereof,  each  of  the  parties  hereto  has  caused  this  agree- 
ment to  be  signed  by  its  proper  officers,  and  its  corporate  seal  to  be 
hereto  affixed  attested  by  its  Secretary  or  Assistant  Secretary,  the  day 
and  year  first  above  written,  in  duplicate. 

Illinois  Terminal  Railroad  Company, 
[seal]  By  H.  H.  Ferguson,  Vice  Pres't. 

Attest : 

Henry  S.  Baker,  Secretary. 

Chicago,  Burlington  &  Quincy  Railroad  Company, 
[seal]  By  Hale  Holden,  Pt. 

Attest: 

H.  W.  Weiss,  Assistant  Secretary. 
Form  approved: 

C.  M.  Dawes,  General  Counsel. 


1794      CHICAGO,   BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

AGREEMENT   August   1,   1906.      Missouri   and   Illinois   Bridge  and  Belt 
Railroad  Company  and   Chicago,   Burlington   &   Quiney   Railroad   Com- 
pany Trackage  and  Bridge  rights  West  Alton,  Missouri  to  East  Alton, 
Illinois,  2.G9  miles. 
This   Agreement,  made   this   first   day   of   August,   A.   D.    1906,   by  and 

between    the    -Missouri    and    Illinois    Bridge    and    Belt    Railroad    Company, 

party  of  the  first   part,  and  the  Chicago,  Burlington  and  Quiney   Railway 

Company,  party  of  the  second  part, 

WitnesseMi — 

Win  nits,   the    party    of    the    first    part    is    the    owner    of   and    operating   a 

certain  railroad  bridge  across  the  Mississippi   River,  at  the  City  of  Alton, 

Madison  County,  Illinois,  commonly  known  as  the  ''Alton  Bridge,"  together 

with  approaches  thereto:   and 

Whereas,  the   party   of  the  second  part    desires   to  use  said  bridge  and 

the  approaches  hereinafter  described   for  the  running  of  its  trains  across 

tlrc  same,  as  hereinafter  specified; 

Xnir   Tlirnfiirc,  in  consideration  of  the  premises,  it  is  mutually  agreed 

by  and  between  the  parties  hereto  as  follows: 

1.  In  consideration  of  the  payments  to  be  made  to  the  party  of  the 
first  pari  by  the  second  party,  as  hereinafter  provided,  and  the  performance 
of  the  other  undertakings  herein  contained,  and  to  he  performed  by  said 
second  party,  the  party  of  the  firsl  part  hereby  grants  to  said  second 
party  the  righl  in  common  with  itself  and  such  other  companies  as  it 
may  hereafter  authorize  to  use  said  bridge,  to  run  its  trains  for  the 
handling  of  the  traffic  hereinafter  specified,  over  said  bridge  and  approaches 

in  both   directions,   for   the   term   and    upon  the   terms  and   conditions   herein 
set  forth. 

2.  The  approaches  herein  mentioned  shall  include  only  such  approaches 
as  may  be  necessary  to  reach  said  bridge  from  a  connection  with  the 
tracks  of  the  second  party  on  the  wesl  side  of  the  Mississippi  River,  to 
,•  connection  with  the  tracks  of  the  Chicago  and  Alton  Railroad  Company 
on  the  east  side  of  said   River. 

3.  The  righl  herein  granted  shall  not  embrace  the  handling  or  trans- 
portation of  any  traffic  over  said  bridge  or  approaches  except  such  traffic 
from  the  south  or  west  as  originates  beyond  West  Alton,  and  is  destined 
to  points  beyond  the  City  of  Alton,  and  which  is  not  routed  via  lines 
connecting  at  or  near  Alton  with  the  party  of  the  first  part;  and  such 
traffic  from  the  east  side  of  the  Mississippi  River  as  is  received  in  the 
trains  of  the  party  of  the  second  part  beyond  Alton,  and  from  railroads 
other  than  those  connecting  at  or  near  Alton  with  the  party  of  the  first 
part.  It  being  expressly  understood  that  the  party  of  the  first  part 
reserves  the  right  to  continue  the  transfer  of  business  of  other  lines 
across  said  bridge,  and  to  handle  all  interchange  business  between  railroads 
terminating  at  or  near  Alton,  as  well  as  local  business  between  the 
City  of  Alton  aforesaid;  and  what  is  known  as  West  Alton,  in  the  State 
of  Missouri;  and  the  party  of  the  second  part  will  deliver  to  the  first 
party  at  West  Alton  for  transportation  over  said  bridge  and  approaches 
to  the  east  side  of  the  river,  all  interchange  traffic  with  lines  connecting 


CORPORATE   HISTORY  1795 

at  Alton,  and  'will  receive  from  the  party  of  the  first  part  at  West  Alton 
all  interchange  traffic  with  lines  connecting  at  Alton  as  aforesaid,  destined 
across  said  bridge  to  the  Missouri  side,  and  over  the  line  of  the  party 
of  the  second  part;  and  if  the  second  party  shall  for  any  reason  haul 
over  said  bridge,  in  either  direction,  any  traffic  which  it  is  not  herein 
authorized  to  so  handle,  it  shall  pay  therefor  to  the  first  party  as  herein- 
after provided. 

4.  Nothing  herein  contained  shall  be  construed  as  entitling  the  party 
of  the  second  part  to  use  said  bridge  or  approaches  for  switching,  standing 
cars  upon,  or  making  up  trains,  the  sole  purpose  of  this  agreement  being 
to  secure  to  said  second  party  the  right  to  run  its  trains  across  said 
bridge  and  approaches  for  the  handling  of  the  traffic  herein  mentioned. 

5.  The  schedule  of  time  for  the  running  of  the  trains  of  the  party 
of  the  second  part  may  be  fixed  by  its  Superintendent,  from  time  to  time, 
who  shall  give  reasonable  notice  of  any  contemplated  change  thereof 
to  the  Superintendent  of  the  first  party;  and  in  the  arrangement  of  time 
tables,  trains  of  the  party  of  the  first  part  shall  have  precedence  over 
trains  of  the  party  of  the  second  part  of  the  same  or  lower  class;  but 
all  trains  of  the  second  party  shall  otherwise  while  running  on  said 
bridge  or  approaches,  be  treated  by  the  first  party  in  all  respects,  as 
similar  trains  of  its  own  or  other  companies  are  treated;  and  all  employes 
o±  the  party  of  the  second  part  while  running  over  said  bridge  and 
approaches  shall  be  subject  to  and  governed  by  the  rules  and  regulations 
of  the  first  party. 

6.  The  party  of  the  first  part  will  keep  said  bridge  and  approaches 
in  repair  at  its  own  expense,  Provided,  that  the  cost  of  repairs  made 
necessary  by  the  negligence  of  the  party  of  the  second  part  shall  be  borne 
by  said  second  party,  and  Provided  Further  that  in  case  the  first  party 
on  account  of  inability  to  procure  materials  or  other  cause  shall  fail 
to  make  any  repairs  agreed  to  be  necessary  within  a  reasonable  time 
after  notice  from  the  second  party  so  to  do,  the  second  party  may  make 
such  repairs  and  the  first  party   shall  reimburse  it  therefor. 

7.  The  right  herein  granted  the  second  party  shall  begin  on  the  date 
hereof,  and  continue  for  the  term  of  ten  (10)  years  thereafter;  Provided, 
that  the  right  is  reserved  to  either  party  to  determine  this  agreement  by 
one  (1)  year's  written  notice  to  the  other,  to  be  given  any  time  after 
two  (2)  years  from  the  date  hereof;  and  Provided  Further,  that  the 
rights  herein  granted  may  be  terminated  at  any  time  in  case  of  default 
by  the  party  of  the  second  part  in  the  performance  of  any  of  its  under- 
takings, as  hereinafter  stated. 

8.  As  an  inducement  and  consideration  for  the  right  herein  granted, 
the  party  of  the  second  part  agrees  and  undertakes  as  follows: 

First :  That  its  charges  for  transportation  over  said  bridge  and  ap- 
proaches, including  all  cars,  empty  as  well  as  loaded,  shall  in  all  cases 
be  the  same  charge  and  toll  fixed  by  the  party  of  the  first  part,  and 
in  force  at  the  time  such  traffic  passes  over  said  bridge,  and  that  it  will 
under  no  circumstances  deviate  from  said  bridge  toll  or  charges  fixed 
and    in    force    as    aforesaid,    during    the.  continuance    of    this    agreement; 


1796      CHICAGO,   BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

Provided,  that  the  said  tolls  or  charges  so  fixed  by  the  party  of  the 
first  part  shall  not  at  any  time  exceed  the  bridge  tolls  and  charges  in 
force  between   East    St.  Louis,  Illinois,  and   St.  Louis,  Missouri. 

Second:  That  it  will  pay  over  to  the  party  of  the  first  part  on  or  before 
the  tenth  day  of  each  month,  the  amount  of  all  such  bridge  tolls  and 
charges  for  the  preceding  month;  Provided,  that  in  consideration  that 
the  party  of  the  second  part  will  furnish  its  own  motive  power  and 
train  service  fur  the  running  of  the  trains  and  handling  of  the  business 
herein  authorized,  over  the  said  bridge  and  approaches,  the  party  of  the 
first  part  will  allow  it  twenty-five  per  cent  (25%)  of  the  amount  of 
said  fixed  tolls  and  charges  for  such  service;  Provided  Fwrther,  however,. 
that  the  net  amount  to  be  paid  to  and  retained  bv  the  party  of  the  first 
part  fur  the  right  herein  granted,  shall  not  be  less  than  Twenty-five 
Thousand  Dollars  $25,000)  for  any  one  year,  unless  said  bridge  shall, 
from  accident,  damage  or  defect,  (not  caused  bv  negligence  of  the  second 
party  or  its  employes),  be  out  of  use,  and  by  reason  thereof  the  tolls 
for  said  year  do  not  amount  to  Twenty-live  Thousand  Dollars  ( •+:.'■"'>, 000. 00), 
in  which  event  a  proportionate  deduction  and  allowance  shall  be  made  to 
said  second  party;    and   Provided    Further,  that    should    the    party   of  the 

ond  part,  for  any  reason,  haul  over  said  bridge  or  approaches,  in 
either  direction,  any  of  the  traffic  which  it  is  not  herein  authorized  to 
so  handle,  it  shall  pay  to  the  party  of  the  first  part,  the  full  tariff 
therefor,  withoul  deductions  on  any  account  whatever,  the  same  as  if  the 
traffic  had  been  handled  by  the  party  of  the  first  part. 

Third:  The  party  of  the  second  pari  assumes  ;ill  risk  of  loss  or  damage 
on  accounl  of  delay  or  injury  to  its  traffic,  trains,  engines  or  cars,  employes 
and  persons  ami  property  in  its  charge,  or  upon  its  trains,  resulting 
directly  or  indirectly  from  any  defect  in  said  bridge  or  approaches,  or 
any  of  the  appurtenances  thereunto  belonging,  and  from  the  negligence 
of  any  employe  or  employes  engaged  in  the  handling  of  the  draw,  or 
any  interlocking  appliance,  switch  or  signal,  or  otherwise,  in  or  about  the 
operation  of  said  bridge  and  approaches;  and  agrees  to  indemnify  and 
save  harmless  the  party  of  the  first  part  against  all  claims  or  suits  on 
account  thereof,  but  said  second  party  shall  have  tlu>  right  to  require 
the  discharge  of  any  such  employe  of  the  first  party  for  good  cause,  upon 
reasonable  notice   to   the   first    party. 

9.  Each  party  hereto  shall  be  liable  to  all  third  parties,  as  well  as  to 
each  other,  for  all  injuries  and  damages  done  by  the  running  of  its  trains, 
oi  by  the  misconduct,  carelessness  or  neglect  of  its  own  employes  engaged 
ii:  the  operation  of  its  trains;  and  in  case  of  collision  between  the  trains 
of  the  two  parties,  the  one  in  fault  shall  sustain  and  pay  all  damages, 
and  in  case  both  or  neither  are  at  fault,  each  party  shall  bear  the  loss 
and  damage  resulting  to  its  own  engines,  cars  or  trains  and  employes, 
1 1  ]  sons  and  property  in  its  charge,  or  upon  the  same. 

10.  In  case  the  party  of  the  second  part  shall  fail  or  refuse  to  make 
any  of  the  payments  herein  provided  for,  or  to  perform  any  of  the  other 
undertakings  herein  contained  on  its  part  to  be  performed,  within  the 
time    and    as    herein    provided,    and    such    default    shall    continue    for    a 


CORPORATE   HISTORY  1797 

period  of  ten  (10)  days  after  written  request  from  the  party  of  the 
first  part  to  perform  the  same,  the  first  party  may  at  its  option  terminate 
the  rights  of  said  second  part  hereunder,  but  such  determination  of  said 
second  party's  rights  shall  not  release  it  from  any  indebtedness  it  may 
be  owing  the  party  of  the  first  part  under  this  agreement. 

11.  Nothing  herein  contained  shall  prevent  the  party  of  the  first  part 
from  granting  to  other  companies  the  right  to  run  their  trains,  engines 
and  cars  over  said  bridge  and  approaches  in  common  with  itself  and  the 
said  party  of  the  second  part,  upon  such  terms  and  conditions  as  to  said 
first  party  may  appear  proper,  Provided,  that  the  same  shall  not  deprive 
the  party  of  the  second  part  of  any  of  the  rights  herein  conferred  upon  it. 

12.  The  right  herein  granted  to  the  party  of  the  second  part  shall  not 
be  assignable,  either  in  whole  or  in  part  except  upon  the  previous  written 
consent  thereto  of  the  party  of  the  first  part;  but  the  obligations  of  this 
contract  shall  be  binding  upon,  and  its  benefits  shall  inure  to,  the  Chicago, 
Burlington  &  Quiney  Kailroad  Company,  lessor  of  the  party  of  the 
second  part. 

In  Witness  Whereof,  said  parties  have  executed  this  agreement  in  dupli- 
cate, attested  by  their  respective  corporate  seals  the  day  and  year  first 
above  written. 

Missouri  and  Illinois  Bridge  and  Belt  Eailroad  Company, 
[seal]  By  A.  J.  Davidson,  President. 

Attest: 

G.  L.  Ball,  Secretary. 

Chicago,  Burlington  and  Quiney  Eailway  Company, 
[seal]  By  Geo.  B.  Harris,  President. 

Attest: 

H.  W.  Weiss,  Asst.  Secretary. 
Approved  as  to  form: 

C.  N.  Travons 

for  M.  &  I.  B.  &  B.  B.  E,  Co. 
Form    approved : 

C.  M.  Dawes 


SUPPLEMENTAL  AGREEMENT  February  1,  1913  Missouri  and  Illinois 
Bridge  and  Belt  Railroad  Company  and  Chicago,  Burlington  &  Quiney 
Eailroad  Company.  Trackage  and  bridge  rights  West  Alton,  Missouri 
to  East  Alton,  Illinois,  2.69  miles. 

This  Agreement,  made  and  entered  into  this  first  day  of  February,  A.  D. 
1913,  by  and  between  the  Missouri  &  Illinois  Bridge  &  Belt  Eailroad 
Company,  a  corporation  organized  and  existing  under  the  laws  of  the 
State  of  Missouri,  party  of  the  first  part,  and  the  Chicago,  Burlington 
&  Quiney  Eailroad  Company,  a  corporation  organized  and  existing  under 
the  laws  of  the  State  of  Illinois,  party  of  the  second  part.. 
Witnesseth 

Whereas,  by  an  agreement  dated  the  first  day  of  August,  A.  D.  1906, 
the  Missouri  &  Illinois  Bridge  &  Belt  Eailroad  Company,  party  of  the 
first  part,  granted  to  the  Chicago,  Burlington  &  Quiney  Eailway  Company, 


1798      CHICAGO,   BURLINGTON   &  QUINCY  RAILROAD  COMPANY 

predecessor  of  the  Chicago,  Burlington  &  Quincy  Railroad  Company,  party 
of  the  second  part,  the  right,  in  common  with  itself  and  such  other  companies 
as  it  might  thereafter  authorize  to  use  its  bridge  and  approaches,  to  run 
its  trains  over  said  bridge  and  approaches  in  both  directions,  restricting 
such  use  to  certain  traffic,  and  for  a  consideration  and  term,  in  such 
agreement  more  particularly  set  out  and  described,  which  said  agreement 
is  hereby  referred  to  for  more  particular  description;   and 

Whereas,  it  is  the  desire  of  the  parties  hereto  that  the  consideration 
of  said  agreement  be  modified  and  the  term  of  the  same  extended; 

Now  Therefore,  in  consideration  of  the  premises  it  is  mutually  agreed 
by  and  between  the  parties  hereto  as  follows: 

I.  That  the  right  to  use  said  bridge  and  approaches  as  granted  to  said 
second  party  under  said  agreement  be  extended  for  the  full  term  and 
period  of  ten  (10)  years  from  and  after  the  first  day  of  August,  A.  D. 
1916,  and  to  continue  thereafter  until  either  party  gives  one  year's 
written  notice  to  the  ether  of  its  intention  to  terminate  said  agreement. 

II.  The  party  of  the  second  part  hereby  agrees  to  use  said  bridge 
for  the  term  and  in  the  manner  as  provided  herein,  anything  contained 
in  said  cent  rnct   dated   August  1st,  1906,  notwithstanding. 

III.  The  party  of  the  second  pari  agrees  and  undertakes  to  pay  said 
party  of  the  first  part  in  lieu  of  the  compensation  provided  for  in  Section 
8,  paragraph  "Second"  of  said  agreement  dated  the  first  day  of  August 
A  D.  1906,  for  the  right  to  run  its  trains  over  said  bridge  and  approaches, 
for  the  purpose  of  handling  through  traffic,  as  provided  in  Section  3  of 
said  agreement,  the  sum  of  One  Hundred  Thousand  Dollars  ($100,000.00) 
per  annum,  payable  in  monthly  installments,  on  or  before  the  tenth  (10th) 
day  of  each  month,  said  rental  to  take  effect  from  and  after  February 
frst,  A.  D.  1913;  Provided,  however,  that  the  party  of  the  first  part 
agrees  at  any  time  on  six  (6)  month's  notice  in  writing  from  the  party 
cf  the  second  part,  without  expense  to  said  second  party,  to  re-arrange  the 
existing  tracks  on  said  bridge  by  laying  a  single  track  along  the  center 
thereof,  so  as  to  permit  the  passage  of  locomotives  having  a  total  weight 
of  not  less  than  two  hundred  and  thirty-five  thousand  (235,000)  pounds 
on  drivers,  and  will  upon  like  notice  at  any  time  thereafter  lay  a  second 
track  over  said  bridge  in  the  form  of  a  gauntlet  with  said  first  mentioned 
track,  so  as  to  connect  with  and  complete  a  double  track  across  said 
bridge  and  approaches  thereto,  and  protect  the  operation  of  trains  across 
said  bridge  and  upon  the  approaches,  by  the  construction,  maintenance 
and  operation  of  an  interlocking  apparatus  sufficient  for  the  purpose, 
all  without  expense  to  the  party  of  the  second  part. 

IV.  It  is  understood  and  agreed  that  nothing  in  this  contract  contained 
shall  be  construed  to  in  any  way  change,  alter,  modify  or  waive  any  of 
the  terms,  conditions,  stipulations  or  covenants  between  the  parties  hereto 
at'  contained  in  the  aforesaid  agreement  dated  the  first  day  of  August,  A.  D. 
1906,  not  inconsistent  with  the  rights  hereby  granted;  it  being  understood 
that  Section  8,  Paragraph  "First"  'thereof  with  reference  to  fixing  and 
maintenance  of  charges  and  tolls  across  said  bridge  is  hereby  cancelled. 

And  it  is  further  understood  that  if  said  bridge  or  approaches  shall, 
from   accident,    damage    or    defect    (not   caused   by   the   negligence    of   the 


CORPORATE   HISTORY  1799 

second  party  or  its  employes)  be  out  of  use,  a  proportionate  deduction 
of  the  rental  shall  be  made  for  the  time  said  bridge  or  approaches  may 
be  out  of  use. 

V.  This  agreement  shall  be  binding  upon,  and  shall  inure  to  the  benefit 
of  the  respective  successors  and  assigns  of  the  parties  hereto. 

In  Witness  Whereof,  the  parties  hereto  have  caused  this  agreement  to 
be-  duly  executed  in  duplicate  by  their  respective  officers  and  agents 
thereunto  duly  authorized,  and  their  respective  corporate  seals  to  be  hereto 
affixed,  the  day  and  year  first  hereinbefore  written. 

Missouri  &  Illinois  Bridge  &  Belt  Bailroad  Company, 
[seal]  By  Henry  Miller,  President. 

Attest: 

W.  F.  Bender,  Secretary. 

Chicago,  Burlington  &  Quincy  Railroad  Company, 
[seal]  By  D.  Miller,  President. 

Attest : 

H.  W.  Weiss,  Asst.  Secretary. 

SUPPLEMENTAL  AGREEMENT  August  1,  1926  Missouri  and  Illinois 

Bridge  and  Belt  Railroad  Company  and  Chicago,  Burlington  &  Quincy 

Railroad  Company.     Trackage  and  bridge  rights  West  Alton  Missouri 

to   East  Alton,  Illinois,  2.69   miles. 

This  Agreement  made  and  entered  into  on  this  the  first  day  of  August, 
A.  D.  1926,  by  and  between  the  Missouri  and  Illinois  Bridge  and  Belt 
Railroad  Company,  hereinafter  called  "Bridge  Company,"  a  corporation, 
and  the  Chicago,  Burlington  and  Quincy  Railroad  Company,  hereinafter 
called  "Railroad  Company,"  a  corporation,  Witnesseth: 

In  consideration  of  the  sum  of  One  Dollar  by  each  of  the  parties 
hereto  paid  to  the  other,  the  receipt  whereof  is  hereby  acknowledged,  and 
for  other  valuable  considerations  granted  by  each,  it  is  mutually  agreed 
as  follows: 

That  the  Agreement  between  the  parties  hereto,  or  their  predecessors, 
dated  August  1st,  1906,  for  the  use  of  the  "Alton  Bridge"  and  the 
Supplemental  Agreement  thereto  dated  February  1st,  1913,  be,  and  the 
same  are  hereby  continued  in  full  force  and  effect,  except  as  amended  by 
this   Agreement   in   the   following   particulars: 

First:  That  the  right  to  use  said  bridge  and  approaches  as  granted 
shall  be  and  is  hereby  extended  for  the  full  term  and  period  of  five 
(5)  years  from  August  1st,  1926,  and  to  continue  thereafter  until  either 
party  hereto  shall  give  to  the  other  six  (6)  months  written  notice  of 
its  intention  to  cancel  all  of  said  Agreements  at  a  specified  date. 

Second :  The  Railroad  Company  hereby  agrees  to  pay  to  the  Bridge 
Company  for  the  right  to  use  said  bridge  and  approaches  for  the  full 
term  of  said  extended  period  herein  specified,  the  sum  of  One  Hundred 
and  Thirty-Five  Thousand  Dollars  ($135,000.00)  per  annum,  payable  in 
monthly  installments  of  Eleven  Thousand,  Two  Hundred  and  Fifty  Dollars 
($11,250.00)  each  month,  to  be  paid  on  or  before  the  tenth  day  of  each 
succeeding  month  at  the  office  of  the  Bridge  Company,  such  payments 
when  made   to   be  in    full    compensation   for   the   use    of   said   bridge   and 


1800      CHICAGO,   BURLINGTON   &   QUINCY   RAILROAD   COMPANY 

approaches  by  the  Railroad  Company,  including  the  right  to  run  its 
trains  for  the  handling  of  through  and  local  traffic,  and  also,  the  local 
traffic  handled  for  it  in  the  trains  of  the  Bridge  Company  between  Alton 
a  nil   West  Alton  over  said  bridge  and  approaches. 

Third:  All  provisions  and  conditions  in  the  former  Agreements  mentioned 
not  in  conflict  with  or  inconsistent  to  this  Supplemental  Agreement  are 
hereby  continued  in  full  force  and  effect  for  the  period  of  this  extension. 

In  Witness  Whereof,  the  parties  hereto  have  caused  this  extension  agree- 
ment to  lie  executed  by  their  proper  officers,  duly  authorized  thereto,  and 
their  respective  corporate  seals  to  be  affixed,  the  day  and  year  first  men- 
tioned. 

Missouri  &  Illinois  Bridge  &  Belt  Railroad  Co. 
[seal]  By  Henry  Millee,  President. 

Attest  : 

\Y.  P.  Bender,  Si  en  tary. 

Chicago,  Burlington  &  Quincy  Railroad  Company, 
[seal]  By  C.  E.  Buunham,  Executive  Vice  President. 

Attest : 

E.  J.  Alden,  Assist  a  nt  Secretary. 
Form   0.   K. 

Thos.  J.  Lawless 

AGREEMENT,  December  L5,  1884,  Chicago  and  North  Western  Railway 

Company  and  Chicago,  Burlington  &  Quincy  Railroad  Company.     Use 

of  bridge   and   tracks   at    Clinton,    Iowa,   0.98   miles. 

This  Agreement,  made  this  fifteenth  day  of  December,  A.  D.  1884,  by 

and  between  the  Chicago  and  Northwestern  Railway  Company,  party  of  the 

lust  part,  and  the  Chicago,  Burlington  &  Quincy  Railroad  Company,  party 

of  the  second  part,  both  corporations  of  the  state  of  Illinois, 

WittU  ssi  th  : 

The  first  party  owns  and  operates  a  railroad  bridge  across  the  Mississippi 
River  near  Clinton,  Iowa,  with  approaches  to  the  same  upon  each  end,  and 
lines  of  railroad  connecting  with  said  bridge,  extending  from  Chicago  to 
Clinton  and  Council  Bluffs,  and  other  places  in  several  states  and  territories, 

The  second  party  owns  and  operates  a  line  of  railroad  extending  from 
Chicago  to  a  connection  with  the  first  party's  lines  of  railroad  near  the 
east  end  of  the  approaches  of  said  bridge,  and  desires  to  cross  said  bridge 
with  its  own  trains  of  locomotive  engines  and  freight  and  passenger  cars, 
to  the  City  of  Clinton,  aforesaid,  and  to  a  connection  with  the  railroad 
lines  of  the  Chicago,  Milwaukee  and  St.  Paul  Railway  Company,  in  said 
City. 

Now  Therefore,  in  consideration  of  the  rentals  to  be  paid  by  said  second 
party,  as  hereinafter  set  forth,  and  the  covenants  herein  contained  on  its 
part  to  be  kept  and  performed,  the  said  first  party  does  hereby  lease  and 
demise  unto  the  said  second  party,  the  right  to  use  the  said  railroad  bridge 
and  its  approaches,  with  all  tracks  and  other  appurtenances,  extending  from 
the  present  connection  of  the  lines  of  said  parties,  on  the  east  side  of  said 
Mississippi  River,  near  the  west  line  of  Section  four  (4)  Town,  twenty-one 
(21)   north  of  Range  three   (3)   East,  across  and  including  said  bridge,  to 


CORPORATE    HISTORY  1801 

a  point  on  the  west  side  of  said  river  in  the  City  of  Clinton,  aforesaid,  where 
the  main  track  of  the  said  Chicago,  Milwaukee  and  St.  Paul  Railway  Com- 
pany's line  crosses  the  main  track  of  the  said  first  party  hereto,  for  the 
purpose  of  running  and  operating  the  trains  of  said  second  party  thereon, 
jointly  with  the  trains  of  said  first  party,  under  the  terms  and  conditions 
hereinafter  set  forth. 

Second.  The  said  second  party  hereby  covenants  and  agrees,  in  con- 
sideration of  such  lease,  to  pay  to  said  first  party,  as  rental  for  the  use 
of  the  property  herein  and  hereby  leased,  yearly  and  every  year  during  the 
continuance  hereof,  the  sum  of  twenty  thousand  dollars,  ($20,000.00)  to  be 
paid  quarterly,  on  the  first  days  of  January,  April,  July  and  October  in  each 
year.  And  also,  within  thirty  (30)  days  after  they  are  paid  by  the  first 
party,  one-half  of  all  taxes  lawfully  assessed  against  said  bridge  and  appur- 
tenances. 

Third.  The  said  first  party  further  covenants  and  agrees  that  it  will 
maintain  and  keep  in  good  repair  the  bridge  and  other  property,  the  joint 
use  of  which  is  hereby  leased,  so  that  the  same  shall  be  in  condition  for  use 
by  said  second  party  under  the  terms  and  during  the  continuance  hereof. 
All  repairs  and  replacements  shall  be  done  by,  and  be  under  the  sole  direc- 
tion of  the  officers  and  agents  of  said  first  party. 

Fourth.  The  said  second  party  further  covenants  and  agrees  to  pay  to 
said  first  party  one -fourth  part  of  all  sums  expended  by  it  for  the  operation, 
repair,  and  maintenance  of  the  said  property  leased  hereby. 

Accounts  for  the  amount  so  expended  for  the  preceding  month  shall  be 
presented  to  the  said  second  party  on  or  before  the  fifteenth  day  of  each 
month,  during  the  continuance  hereof,  and  the  said  one-fourth  part  thereof 
shall  be  paid  by  said  second  party  as  herein  agreed,  on  or  before  the  twenty- 
fifth  day  of  the  same  month  in  which  the  account  is  presented.  It  is,  however, 
expressly  agreed  that  the  repairs  and  maintenance,  described  in  this  and  in 
the  fifth  paragraph  hereof,  are  repairs  and  maintenance  of  a  bridge  structure 
in  all  essential  respects  like  that  existing  at  the  date  of  this  agreement. 

If  said  first  party  should  replace  that  by  a  more  expensive  bridge  struc- 
ture, the  second  party  shall  not  be  required  to  contribute  any  portion  of  the 
additional  expense  caused  by  such  change. 

Fifth.  It  is  mutually  covenanted  and  agreed  by  and  between  the  parties 
hereto  that  each  of  them  shall  and  will  keep  a  true  account  of  the  number 
of  wheels  run  by  it  over  the  property  hereby  leased  during  each  month  this 
agreement  shall  contmue  in  force,  and  at  the  end  of  each  of  said  months 
each  of  said  parties  will  deliver  to  the  other  a  true  statement,  in  writing, 
of  the  number  of  wheels  so  run  by  it  during  the  preceding  month. 

If  for  any  such  month  it  shall  be  found  from  such  statements  that  the 
whole  number  of  wheels  so  run  by  said  second  party  is  more  than  one-fourth 
part  of  the  whole  number  of  wheels  run  by  both  parties,  then  and  in  that 
event,  the  said  second  party  shall  pay  to  the  first  party,  for  that  month,  such 
proportion  of  the  sums  paid  for  operating,  repairing  and  maintaining  the 
wheels  so  run  by  it  bears  to  the  whole  number  of  wheels  run  over  said 
property  during  such  month.  Provided,  however,  that  the  amount  to  be  paid 
under  the  fourth  paragraph  hereof  shall  be  deducted  from  the  amount  found 


1802       CHICAGO,   BURLINGTON   &   QUINCY   RAILROAD   COMPANY 

due  under  this  paragraph.  The  amount  so  found  due  said  first  party  shall  be 
paid  at  the  times  provided  in  the  fourth  paragraph  hereof. 

It  being  understood  and  agreed  that  in  counting  the  number  of  wheels 
run  over  the  bridge,  each  car  shall  be  counted  as  eight  wheels,  and  each 
locomotive  as  sixteen  -wheels,  and  reports  and  calculations  for  division  of 
cost  of  operating  and  maintaining  the  bridge  may  be  taken  by  count  of  cars 
and  engines. 

Sixth.  The  said  second  party  further  covenants  and  agrees  that  at  all 
times  during  the  continuance  hereof,  upon  receiving  written  notice  of  the 
tariff  rates  established  by  said  party  of  the  first  part  for  the  transportation 
of  persons  or  property  between  the  said  City  of  Clinton  and  all  places  on 
its  present  lines,  and  all  places  east  of  Chicago,  it  will  adopt  and  apply  the 
rates  named  in  such  notice,  to  all  transportation  business  between  such 
places  done  over  its  lines  or  any  portion  of  them.  Provided,  however,  that 
the  said  tariff  rates  so  established  shall  not  exceed  the  current  rates  at  the 
same  time  between  the  same  places  actually  charged  by  the  said  first  party, 
01   by  other  railroad  companies  participating  in  the  traffic. 

Seventh.  It  is  further  mutually  covenanted  ami  agreed  by  and  between 
the  parties  hereto,  that  the  movement  of  all  trains  of  the  party  of  the 
second  part  upon  the  property  hereby  leased,  shall  be  under  the  immediate 
direction  of  the  superintendent  or  other  designated  officer  of  the  first  party 
hereto.  All  rules  and  regulations  for  the  movement  of  such  trains  shall  be 
reasonably  brought  to  the  notice  of  the  second  party,  and  shall  be  reasonable 
and  just,  without  unfair  preference  or  discrimination  in  favor  of  said  first 
party. 

Passenger  and  freight  trains  of  said  first  party  shall  have  preference  over 
similar  trains  of  the  second  party,  but  passenger  trains  of  the  second  party 
shall  have  preference  over  freight  trains  of  the  first  party. 

Eighth.  It  is  further  expressly  understood  and  agreed,  by  and  between 
the  parties  hereto,  that  any  failure  on  the  part  of  the  second  party  to  do 
or  perform  the  several  covenants  and  agreements  herein  contained,  on  its 
part  to  be  done  and  performed,  or  any  or  either  of  them, — if  such  default 
shall  continue  for  thirty  days  after  the  receipt  by  it  of  notice  from  said 
first  party  that  any  such  failure  has  occurred, — shall,  at  the  election  of  said 
first  party,  cause  a  forfeiture  of  all  the  interest  in  or  rights  under  this 
agreement  by  said  second  party,  ami  the  same  shall  from  thenceforth  be 
determined  and  at  an  end;  and  the  said  first  party  is  hereby  expressly 
authorized  to  remove  the  switches  by  which  the  railroad  tracks  of  said  second 
party  are  connected  with  the  railroad  tracks  of  the  first  party  leading  to 
said  bridge. 

Ninth.  It  is  further  mutually  covenanted  and  agreed  by  and  between 
the  parties  hereto  that  said  second  party  hereby  expressly  assumes  the  risk 
of  all  delays  to  its  trains,  or  other  damages  caused  by  any  break  in  said 
bridge  or  its  approaches,  or  other  interruptions  of  train  movement,  and  of 
damages  to  its  own  property  while  using  the  property  hereby  leased,  or  to 
persons  and  property  caused  by  its  use  thereof;  and  all  liabilities  to  other 
persons  or  corporations  caused  thereby, — except  in  case  of  collision  of  the 


CORPORATE    HISTORY  1803 

trains  as  provided  herein.  But  it  is  expressly  understood  and  agreed  that, 
( xcepting  those  caused  by  collision,  all  damages  to  the  property  leased 
hereby,  and  all  liability  for  damages  to  employes  engaged  in  the  operation 
or  maintenance  thereof,  caused  by  either  of  said  parties,  shall  be  taken  and 
held  to  be  part  of  the  expense  of  operating  and  maintaining  said  leased 
property;  to  be  paid  by  each  party  in  the  proportions  herein  provided  for 
other  expenses  of  operation  and  maintenance.  If  any  suit  at  law  or  equity 
shall  be  commenced  against  said  first  party  to  recover  for  any  damages  for 
which  said  second  party  is  liable  under  the  provisions  of  this  agreement,  said 
party  of  the  first  part  may  notify  said  second  party  thereof.  Thereafter, 
said  second  party  shall  conduct  the  defense  of  such  suit  or  suits  at  its  own 
expense,  and  said  second  party  hereby  expressly  agrees  to  indemnify  and 
save  harmless  said  first  party  from  all  damages,  costs,  and  expenses  on  ac- 
count thereof.  In  all  cases  where  damages  are  caused  by  collision  between 
the  trains  of  the  two  companies,  the  party  whose  men  or  whose  trains  are  in 
fault  shall  be  responsible  to  the  other  for  all  the  damages  done  or  resulting 
from  the  collision,  and  in  case  the  proper  officers  of  the  two  companies  can- 
not agree  and  settle  the  question  as  to  whose  trains  or  men  were  in  fault, 
or  the  amount  of  damage  done  by  such  collision,  then  all  such  questions 
shall  be  referred  to  and  settled  by  arbitrators,  in  the  manner  provided  in 
the  tenth  paragraph  hereof,  whose  decision  or  award  shall  be  binding  upon 
both  parties. 

Tenth.  It  is  mutually  covenanted  and  agreed  that  all  matters  of  differ- 
ence which  may  arise  under  this  contract,  either  as  to  its  construction,  or 
as  to  any  violation  of  duty  under  it,  if  such  matters  of  difference  cannot 
be  amicably  adjusted  by  the  general  managers  of  the  parties  hereto,  may 
be  submitted  by  either  party  to  two  disinterested  persons  as  arbitrators, 
cue  of  whom  shall  be  selected  by  each  party  on  fifteen  days  written  notice 
by  the  party  desiring  the  arbitration,  of  its  intention  so  to  refer.  If  at  the 
expiration  of  the  said  fifteen  days,  the  party  notified  has  not  selected  its 
referee,  then  the  party  giving  the  notice  may  select  both  referees,  and  the 
two  so  chosen  by  either  method  may,  in  case  they  cannot  agree,  select  a 
third,  and  their  award,  or  the  award  of  a  majority  of  them,  after  reasonable 
notice  to  the  parties  of  the  time  and  place  of  hearing,  shall  be  final  and 
binding  on  both  of  the  parties  hereto  in  the  matters  so  referred,  and  they 
expressly  agree  to  abide  thereby. 

Eleventh.  This  agreement  shall  take  effect  on  the  first  day  of  January 
A.  D.  1885,  and  continue  in  force  for  twenty  years  thereafter.  It  is,  however, 
expressly  agreed  that  either  party  may  terminate  the  agreement  by  giving 
to  the  other  written  notice  that  it  desires  to  so  terminate  the  same  on  a  day 
and  year  to  be  named  in  said  notice,  but  such  notice  must  be  served  upon 
such  party  at  least  two  full  years  before  the  day  named  in  such  notice  for 
the  termination  hereof. 

In  Witness  Whereof,  the  said  parties  of  the  first  and  second  parts  have 
caused  these  presents  to  be  signed  by  their  respective  presidents,  and 
attested,  the  first  party  by  its  assistant  secretary,  and  the  second  party  by 
its  assistant  secretary,  and  their  corporate  seals  to  be  hereto  affixed,  the 
aay  and  year  first  above  written. 


1804      CHICAGO,   BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

Chicago   and   Northwestern    Railway   Company, 
By  Albert  Keep, 
[seal]  President. 

Attest: 

J.  D.  Redfikld, 

Assistant  St  en  tary. 

Chicago,  Burlington   and   Quincy   Railroad   Company, 
By  Charles  E.  Perkins, 

President. 

Attest: 

11.  W.  Weiss, 

Assistant   St  cr<  tary. 

SUPPLEMENTAL   AGREEMENT,    January    12,   1885,   Chicago  &   North 
Western    Railway  Company  ami   Chicago  Burlington  &  Quincy  Railroad 
Company.    Cse  of  bridge  and  tracks  at  Clinton,  [owa,  0.98  miles. 
This  Agreement,  made  and  entered  into  this  12th  day  of  January,  A.  D. 

188.",  between  tin'  Chicago  .^    Northwestern   Railway  Company,  party  of  the 

firsl   part,  and  the  Chicago,  Burlington  &  Quincy   Railroad  Company,  party 

oi   the  second  part, 

II    :/,i,  sst  Hi  . 

Whereas,  the  parties  hereto  have  heretofore  entered  into  an  agreement, 
hearing  date  the  fifteenth  'lay  of  December,  1884,  relating  to  the  use  of  cer- 
tain tracks  of  the  part\  of  the  lirst  pari  upon  the  bridge  crossing  the  Missis- 
sippi   River  at   <  'linton,   Iowa, 

And  Whereas,  the  party  of  the  second  part  hereto  is  about  to  enter  into 
an  agreement  with  the  Chicago,  Milwaukee  &  St.  Paul  Railway  Company 
for  the  use  of  a  certain  portion  of  its  track  in  the  said  City  of  Clinton, 

And  Whereas,  it   is  necessary  to  the  carrying  out  of  the  said  two  several 
ements,  thai  the  party  of  the  second  part  should  be  permitted  to  put  in 
8  track  connecting  the  track  of  the  party  of  the  firsl  pari  with  the  track  of 
the   Chicago,    Milwaukee  &    St.    Paul    Ry.   Company, 

And  When  us,  the  tracing  hereto  attached,  and  identified  by  the  signatures 
of  the  Presidents  of  the  Respective  parties  hereto,  correctly  shows  by  the 
red  lines  thereon  the  said  proposed  connecting  track.  The  green  lines  on 
said  map  represenl  the  tracks  of  the  party  of  the  first  part,  and  the  blue 
lines,  the  track  of  the  said  Chicago,  Milwaukee  &  St.  Paul  Railway  Company. 

Now,  Therefore,  in  consideration  of  the  mutual  and  dependent  covenant 
of  the  parties  hereto,  each  with  the  other  entered  into,  the  said  parties  have 
agreed,  and  do  agree  as  follows:  to  wit  The  said  party  of  the  first  part 
agrees  to  put  in  the  accessary  switch  and  frog  at  the  point  in  its  track 
designated  by  the  letter  "C"  on  said  map,  and  hereby  demises  and  leases 
to  the  said  second  party  the  right  to  lay  down,  maintain  and  operate  the 
said  connecting  track  from  the  said  point  marked  "C,"  to  a  connection 
with  the  track  of  the  Chicago,  Milwaukee  &  St.  Paul  Railway  Company,  at 
or  near  a  point  marked  "A"  on  said  map,  so  long  as  the  said  party  of  the 
second  part  shall  have  the  right  to  the  use  of  the  tracks  of  the  said  party 
of  the  first  part  upon  the  said  Mississippi  River  Bridge  under  and  by  virtue 


CORPORATE    HISTORY  1805 

of  the  contract  first  herein  mentioned,  and  no  longer.  And  the  party  of  the 
secoml  part  agrees  that  it  will  promptly  pay  to  the  party  of  the  first  part 
the  cost  of  constructing  such  switch  and  frog,  and  that  it  will  pay  the  cost 
of  the  repairs  and  maintenance  of  said  switch  and  frog  during  the  continu- 
ance  of  this  lease.  Bills  for  the  cost  of  the  repairs  and  maintenance 
of  such  switch  and  frog  shall  be  rendered  and  paid  at  the  times  and 
in  the  manner  provided  in  the  said  agreement,  of  December  fifteenth,  1884, 
for  the  payment  of  the  cost  of  maintenance  and  repairs  of  the  tracks  and 
structures  therein  described. 

In  Witness  Whereof,  the  said  parties  of  the  first  and  second  parts  have 
caused  these  presents  to  be  signed  by  their  respective  Presidents,  attested 
by  their  respective  Secretaries  or  Assistant  Secretaries,  and  their  corporate 
seals  to  be  hereto  affixed  the  day  and  year  first  above  written. 

Chicago  &  Northwestern  Eailway  Company, 
[seal]  •  By  Albert  Keep, 

Attest:  President. 

J.  D.  Redfield, 

Assistant  Secretary. 

Chicago,  Burlington  &  Quiney  Eailroad  Company, 
[seal]  By  Charles  E.  Perkins, 

Attest:  President, 

H.  W.  Weiss, 

Assistant  Secretary. 
Approved  as  to  form: 

Wirt  Dexter. 

AGREEMENT— May  31,  1869.    The  Chicago  and  North  Western  Railway 
Company  and  The  Rockford  Rock  Island  and  St.  Louis  Railroad  Com- 
pany.   Trackage  rights  Sterling  to  Agnew,  Illinois,  4.62  miles. 
This  Indenture,  made  this  thirty-first  day  of  May  A.  D.  1869  by  and  be- 
tween The  Rockford  Rock  Island  and  St.  Louis  Rail  Road  Company  of  the 
first  part  and   The  Chicago  and  North  Western  Railway  Company  of  the 
second  part;  both  corporations  of  the  State  of  Illinois  Witnesseth  : 

Tlie  party  of  the  first  part  desire  to  construct  a  railway  from  Sterling 
Illinois  Westerly  along  the  line  of  the  railway  of  the  party  of  the  second 
part  about  five  miles  to  the  point  of  junction  of  its  railway  with  the  railway 
of  the  party  of  the  second  part,  placing  the  same  upon  the  premises  of  the 
party  of  the  second  part  constituting  its  right  of  way. 

Now  therefore  the  said  party  of  the  first  part  in  consideration  of  the 
premises  and  of  the  covenants  and  conditions  herein  contained  on  the  part 
of  the  party  of  the  second  part  to  be  performed,  does  hereby  covenant  and 
agree  to  and  with  the  said  party  of  the  second  part  that  they  will  imme- 
diately upon  the  execution  hereof  commence  the  construction  of  a  railway 
from  the  point  of  junction  aforesaid  to  the  passenger  depot  of  the  party 
of  the  second  part  in  the  said  town  of  Sterling  locating  the  same  upon  the 
premises  of  the  party  of  the  second  part  in  accordance  with  the  directions 
of  its  Chief  Engineer;  that  the  same  shall  be  constructed  of  good  material 
finished  in  a  good  substantial  and  workmanlike  manner  with  grades,  roadbed 
culverts  and  embankments  in  all  respects  in  accordance  with  the  plans  and 


1806       CHICAGO,   BURLINGTON   &   QUINCY  RAILROAD   COMPANY 

specifications  of  the  Engineer  aforesaid  and  shall  be  completed  as  soon  as 
practicable  after  the  same  shall  be  commenced. 

And  the  said  party  of  the  second  part  in  consideration  of  the  covenants 
and  agreements  herein  contained  on  the  part  of  the  party  of  the  first  part 
to  be  performed  hereby  covenants  and  agrees  to  and  with  the  said  party  of 
the  first  part  that  it  may  enter  upon  and  take  possession  of  so  much  of 
the  depot  grounds  and  right  of  way  (if  the  party  of  the  first  part  at  Sterling 
and  between  that  place  and  the  point  of  junction  aforesaid  as  may  be 
iifccssary  for  the  const ruct ion  of  the  railway  hereinbefore  described  between 
tin-  points  above  named;  that  upon  the  completion  of  such  railway  the  said 

party  of  the  first  part  Shall  have  at  all  times  hereafter  the  use  jointly  with 
the  party  of  the  second   part    as  well   of  the   railway  so  by   it   constructed  in 

accordance  with  the  terms  hen  of  as  of  the  railway  track  of  the  party  of 
the  second  part  between  the  said  points  for  the  purpose  of  running  its 
trains  and  transacting  its  general  business  as  a  common  carrier  by  railroad. 
It  being  the  intention  of  the  parties  hereto,  that  the  said  two  tracks  shall 
le  used   by  each   of  the  parties  hereto  as  a   double   track    railway  for  the 

transaction    of  the   business  of  each    between   the  points  aforesaid.     Also   that 

the  Baid  party  of  the  second  part  shall  at  all  times  hereafter  keep  up  and 

maintain  the  said  two  tracks  with  their  roadbed  Superstructure  and  fences 
in  as  good  condition  as  it  shall  keep  up  and  maintain  the  tracks,  roadbed 
superstructure  and  fences  immediately  contiguous  thereto  upon  either  end. 
//  is  mutually  covenanted  and  agreed  between  the  parties  hereto  that  the 
time,  manner  and  rate  of  speed  of  running  all  trains  of  both  parties  hereto 
upon  the  two  tracks  above  uamed,  shall  after  mutual  conference  be  estab- 
lished from  time  to  time  by  I  ral  Superintendent  of  the  party  of  the 
second  part  ami  so  as  to  give  to  both  parties  all  the  trains  required  by  each 

and    and    that    all    trains-  of    the    party    of    the    first     part     upon    such    double 

tracks  shall  be  run  strictly  in  accordance  therewith.  That  each  of  the  parties 
hereto  shall  keep  an  accurate  account  of  the  number  of  cars  passenger  and 
freight  and  Locomotive  engines  each  shall  run  over  the  said  two  tracks  and 
that  the  said  party  of  the  first  part  shall  as  often  as  requested  pay  to  the 
said  party  of  the  second  part  such  a  proportion  of  the  whole  expense  of 
keeping  up  and  maintaining  the  said  two  tracks  with  superstructure,  roadbed 
and  fences  as  the  number  of  cars  and  engines  run  by  it  over  such  double 
tracks,  shall  be  to  the  number  of  such  cars  and  engines  run  over  said  tracks 
by  the  party  of  the  second  part,  it  being  the  intention  of  the  parties  hereto 
to  divide  the  whole  expense  of  repairs  and  maintenance  between  them  in 
such  proportion  to  the  use  of  the  tracks  by  each. 

It  is  further  mutually  covenanted  and  agreed  by  and  between  the  parties 
that  neither  party  shall  be  held  responsible  for  any  loss  or  damage  suffered, 
indicted  or  caused  by  the  other  to  either  persons  or  property  while  upon  the 
said  double  tracks  or  either  of  them  and  that  each  party  shall  be  liable 
for  any  loss  or  damage  to  either  persons  or  property  caused  or  suffered 
in  any  manner  by  its  own  use  of  such  tracks  or  from  its  own  cars  or  engines. 

And  each  of  the  said  parties  hereby  covenants  and  agrees  to  forever  in- 
demnify and  keep  harmless  the  other  party  from  and  against  claims,  de- 
mands,  judgments,   suits   costs    or   attorney   fees   that   may   be   brought   or 


CORPORATE   HISTORY  1807 

had  against  it  on  account  of  the  use  of  said  tracks  with  its  cars  and  engines 
by  the  other  party  hereto. 

It  is  further  understood  and  agreed  that  the  said  party  of  the  first  part 
shall  have  the  right  to  the  joint  use,  with  the  party  of  the  second  part  of  the 
passenger  depot  at  Sterling  for  doing  its  passenger  business,  paying  while 
it  shall  so  use  the  same  one-half  of  the  expenses  thereof,  including  ticket 
agent  and  telegraphic  operator.  It  being  necessary  for  the  adequate  pro- 
tection of  persons  and  property  travelling  or  carried  upon  or  used  in  oper- 
ating the  said  double  tracks,  that  all  persons  employed  thereon  should,  so 
far  as  practicable,  be  subject  to  one  control,  it  is  further  mutually  covenanted 
and  agreed  between  the  parties  hereto  that  no  persons  shall  be  employed 
upon  said  double  tracks  by  the  party  of  the  first  part,  after  notice  shall  be 
given  it  by  the  General  Superintendent  of  the  party  of  the  second  part, 
that  such  person  or  persons  are  not  suitable  or  proper  persons  for  such 
employment ;  but  each  of  the  said  parties  shall  be  liable  for  the  acts  or 
omissions  of  its  own  agents,  servants  and  employees. 

In  Witness  whereof  the  said  parties  hereto  have  caused  these  presents 
to  be  executed  by  their  respective  Presidents  and  Secretaries  and  their 
respective  corporate  seals  to  be  attached  hereto,  the  day  and  year  first  above 
written. 

The  Eockford  Rock  Island  &  St.  Louis  Railroad  Company 
[seal]  By  Geo.  Greene, 

President. 

B.   C.    COBLENTZ 

Secretary. 

The  Chicago  &  Northwestern  Railroad  Co. 
[seal]  By  H.  R.  Pierson, 

Attest:  V.  P. 

J.  B.  Eedfield, 

Assistant  Secretary. 
The  words  "after  mutual  conference"  and  "so  as  to  give  to  both  parties 
all  the  trains  required  by  each"  on  second  page  interlined  before  execution 
and  delivery. 

AGREEMENT,  May  29,  1902.       Chicago,  Milwaukee  and  St.  Paul  Rail- 
way  Company,  Chicago,  Burlington   &   Quincy  Eailroad  Company  and 
Burlington,    Cedar    Eapids   and   Northern   Eailway    Company.      Tracks 
between  St.  Croix  Crossing  and  St.  Paul,  Minnesota,  19.36  miles. 
This  Indenture,  made  this  twenty -ninth  day  of  May,  A.  D.  1902,  by  and 
between  the  Chicago,  Milwaukee  and   St.  Paul  Eailway  Company,  herein- 
after styled  the  "St.  Paul  Company"  or  "Licensor,"  the  Chicago,  Burling- 
ton and  Quincy  Eailway  Company,  hereinafter   styled  the   "Quincy   Com- 
pany"  or   "Licensor,"  and  the   Burlington,   Cedar  Eapids   and   Northern 
Eailway  Company  of  Iowa,  hereinafter  styled  the   "Northern  Company," 
or  ' '  Licensee, ' '  Witnesseth,  as  follows : 

(al  The  St.  Paul  Company  owns  a  line  of  railway  known  as  its  Eiver 
Division,  a  part  of  the  main  track  of  which  extends  from  the  City  of  Has- 


1808      CHICAGO,   BURLINGTON   &   QXJINCY   RAILROAD  COMPANY 

tings,  in  Dakota  County,  Minnesota,  through  a  point  in  the  Northwest 
quarter  (Y^)  of  Section  Seven  (7)  in  Township  Twenty  six  (1'ii)  of  Uange 
Twenty  (20),  known  as  st.  Croix  Junction  Crossing;  thence  to  and  through 
Newport,  in  Washington  County;  and  thence  passing  between  Dayton's  Bluff 
and  the  Mississippi  River  in  the  City  of  St.  Paul,  Minnesota,  to  a  con- 
nection with  the  tracks  of  the  St.  Paul  Union  Depot  Company  in  the  city 
last  mentioned. 

(b)  The  Quincy  Company  owns  a  line  of  railway  known  as  its  Northern 
Division,   a    part    of   the   main    track    of   which   extends    from    Point    Douglas, 

in  Washington  County,  to  and  across  the  said  main  track  of  the  St.  Paul 
Company   at    said   st.   Croix   Junction   Crossing;    thence   between   the   said 

track  of  the  St.  Paul  Company  and  said  river  to  a  point  in  or  near  New- 
port aforesaid  'and  near  to  the  line  between  Townships  Twenty  seven  ('27) 
and  Twenty-eighl  (28),  where  it  again  crosses  said  main  track  of  the 
St.     Paul    Company;    and    thence    parallel,    or    nearly    so,    to    the    track    last 

mentioned  and  nexl  to  Baid  Dayton's  Bluff,  into  said  City  of  St.  Paul  and 

to   a    connection    with   the   tracks   of   said    Depol    Company. 

(c)  The  Baid  St.  1'aul  and  Quincy  Companies  have  in  writing  agreed  to 
make  such  changes  in  and  connections  between  the  aforesaid  portions  of 
their  Baid  respective  main  tracks  as  will  enable  them  to  operate  joint 
double  tracks  in  common  between  said  St.  Croix  Junction  Crossing  and 
their  respective  connections  with  said  Depol  Company  tracks,  and  to  begin 
such  operation  before  the  first  day  of  July,  A.  I>.  1903;  and  for  such  pur- 
pose to  compose  the  so  proposed  easl  or  southbound  track  from  said  St. 
Paul,  of  the  said  main  track  of  the  Quincy  Company  from  its  connection 

with  said  Depot  Company  tracks  as  far  as  the  easl  switch  of  the  west  or 
north  yard  of  the  Quincy  Company;  thence,  as  far  as  the  west  switch  of 
the  easl  Or  south  yard  of  the  Quincy  Company,  of  the  most  northerly  track 
of  the  st.  Paul  Company  (there  its  present  main  track);  thence,  to  the 
point  of  the  aforesaid  crossing  at    Newport,  of  the  said  main  track  of  the 

Quincy   Company;    and    from   the    point    of   crossing    lastly    mentioned    to   said 

point  of  crossing  at  st.  Crois  Junction,  of  the  said  main  track  of  the  St. 
I'aul  Company  as  the  same  shall  l>e  partially  relocated  and  reconstructed; 

and  to  compose  the  so  proposed  west  or  northbound  track  into  said  St.  Paul, 
of  the  said  main  track  of  the  Quincy  Company  from  the  point  of  Crossing 
lastly  in  utioned  to  the  point  of  the  aforesaid  mossing  at  Newport;  thence, 
as  far  as  -,.-. i . |  west  switch  of  the  Quincy  Company,  of  the  said  main  track 
of  the  st.  Paul  Company;  thence,  as  far  as  said  east  switch  of  the  Quincy 
Company,  of  the  track  id'  the  St.  Pan!  Company  next  south  of  its  aforesaid 
most  northerly  track;  and  thence,  of  the  said  main  track  of  the  St.  Paul 
Company  to  its  connection  with  said  Depot  Company  tracks;  and  for  such 
purpose,  among  other  things,  to  take  out  the  present  crossing  at  said  New 
port  and  substitute  therefor  track  connections  substantially  as  indicated 
in  yellow   tint  upon  annexed  "Exhibit  One." 

(d)  The  aforesaid  changes  at  and  about  said  Newport  crossing  and 
the  purposes  of  this  Agreement  will  require,  among  other  things,  the  re- 
moval and  relocation  of  the  interlocking  plant  there  being  and  changed 
and  additional  connections  therewith,  and  the  possible  construction  by  the 


CORPORATE    HISTORY  1809 

Quincy  Company  of  a  new  or  additional  east-bound  suburban  track  be- 
tween Newport  and  Pullman  avenue,  and  changes  in  the  respective  con- 
nections of  said  main  tracks  of  the  St.  Paul  and  Quincy  Companies  re- 
spectively with  their  joint  Industry  Track;  all  which  changes  and  con- 
nections, except  the  connections  of  said  interlocking  plant  after  its  relo- 
cation, as  well  as  a  portion  of  said  suburban  track  and  its  connections  with 
said  double  tracks  are  represented  in  yellow  tint  upon  annexed  said  ' '  Ex- 
hibit One." 

The  said  "Exhibit  One"  likewise  further  represents  such  other  track 
changes  and  connections,  except  interlocking  connections,  'as  shall  be  made 
pursuant  to  this  Agreement  in  order  to  connect  the  main  track  of  the 
Northern  Company  with  each  of  such  double  tracks,  and  to  let  the  Com- 
pany lastly  named  into  the  use  thereof  as  hereinafter  provided. 

(e)  The  above  mentioned  Agreement  between  the  St.  Paul  and  Quincy 
Companies  concerning  the  matters  aforesaid  is  terminable  by  either  party 
thereto  at  the  expiration  of  one  year  after  written  notice  of  election  to 
terminate  the  same ;  in  which  event  the  crossing  at  said  Newport  is  to  be 
restored  and  each  party  to  the  Agreement  lastly  mentioned  is  to  retire  to 
the  exclusive  use  of  its  own  tracks. 

Now,  Therefore,  in  consideration  of  the  premises,  and  of  the  mutual  and 
dependent  covenants  in  this  Agreement  set  forth,  the  parties  hereto  have 
agreed  and  do  hereby  covenant  and  agree  each  with  the  other  as  follows- 

Article  I. 

Section  1.  Subject  to  the  conditions,  limitations  and  restrictions  in  this 
Agreement  set  forth,  the  Licensors  each  for  itself  as  to  its  own  property 
only,  hereby  grants  to  the  Northern  Company  the  right  to  use  the  said 
double  tracks  composed  as  aforesaid,  in  common  with  the  Licensors  and 
with  such  other  company  or  companies  as  they,  the  Licensors,  shall  at  any 
time  permit  to  use  the  same  or  any  part  thereof,  for  the  sole  purpose  of 
running  thereon  its  trains  of  all  classes,  that  is  to  say,  from  the  point  of 
connection  of  the  main  track  of  the  Northern  Company  in  the  main  track 
of  the  St.  Paul  Company  (near  the  present  station  of  the  St.  Paul  Company 
at  Newport  aforesaid)  which  is  upon  said  "Exhibit  One,"  for  such  pur- 
pose represented  and  marked  "Z,"  and  from  the  point  in  the  main  track 
of  the  Quincy  Company  which  is  upon  said  ' '  Exhibit  One ' '  represented 
and  marked  "Y, "  to  the  respective  connections  of  such  double  tracks  with 
said  Depot  Company  tracks;  and  all  improvements  and  betterments  which 
the  Licensors  may  make  to  such  double  tracks;  together  with  the  right  to 
connect  the  said  main  track  of  the  Northern  Company  with  the  main  track 
of  the  St.  Paul  Company  at  the  point  aforesaid  near  said  Newport  station ; 
and,  for  access  to  and  egress  from  the  main  track  of  the  Quincy  Company, 
at  the  said  point  represented  by  "Y,"  the  right  to  use  as  part  of  such 
double  tracks,  the  connecting  track  between  the  said  tracks  of  the  St.  Paul 
and  Quincy  Company  which,  upon  said  "Exhibit  One"  is  represented  as 
extending  between  the  aforesaid  points  marked  "Z"  and  "Y"  and  will 
be  the  common  property  of  said  Licensors  share  and  share  alike;   subject, 


1810      CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

however  to  such  change  of  the  point  of  such  connection  with  the  main  track 
of  the  St.  Paul  Company  as  may  be  required  by  any  change  of  grade  which 
shall  be  made  by  the  St.  Paul  Company  at  or  near  said  station  and  also 
subject  to  such  changes  of  the  main  track  or  tracks  of  the  St.  Paul  Company 
as  shall  be  made  by  said  Depot  Company  with  the  assent  of  the  St.  Paul 
Company. 

Besides  its  own  trains  the  Northern  Company  shall  have  the  right  to  haul 
over  such  double  tracks  the  trains  of  The  Chicago,  Rock  Island  and  Pacific 
Railway  Company  or  of  the  successors  or  assigns  of  the  company  lastly  named 
at  the  time  operating  its  railway,  but  no  other  trains  whatever. 

Nothing  herein  contained  shall  be  construed  to  confer  any  right  upon  the 
Northern  Company  to  do  or  to  carry  any  express  business  at  stations  on 
such  doulile  tracks,  nor  shall  it  do  any  through  express  business  on  such 
tracks  without  the  written  consent  of  the  United  States  Express  Company, 
and  of  the  Adams  Express  Company,  during  the  continuance  of  the  con- 
tracts between  said  Express  Companies  ami  the  Licensors  respectively. 

Each  Licensor  for  itself  alone,  hereby  covenants  and  agrees  that  it  will 
not  before  the  termination  of  this  agreement,  make  or  renew  any  contract 
with  any  Express  Company  whatever,  concerning  the  carriage  of  express 
matter,  business  or  messengers  upon  and  over  said  double  tracks  between 
Newport  and  St.  Paul,  which  will  in  any  wise  interfere  with  the  unre- 
stricted right  of  the  Northern  Company  to  carry  such  matter,  business  or 
messengers  upon  or  over  said  double  tracks  itself,  or  under  contract  with 
any  Express  Company  which  it  may  at  any  time  or  times  for  that  purpose 
select. 

^  2.  The  St.  Paul  Company  hereby  grants  to  the  Northern  Company  for 
and  during  the  continuance  of  this  Agreement  upon  condition  that  the 
Northern  Company  shall  first  obtain  the  consent  thereto  of  the  Western 
Union  Telegraph  Company,  the  right,  license  and  privilege  to  construct, 
maintain  and  operate  for  the  sole  use  of  the  Northern  Company,  a  wire  or 
wires  on  the  telegraph  poles  of  the  St.  I'aul  Company,  with  the  necessary 
instruments   in   said   Newport    Station. 

§  3.  The  Licensors  will  maintain  the  aforesaid  portions  of  such  double 
tracks  the  use  whereof  is  hereby  granted,  and  their  connections,  and  keep 
them  in  good  repair,  as  follows:  The  St.  Paul  Company  will  connect  said 
interlocking  plant  with  the  main  track  of  the  Northern  Company,  with  the 
connecting  track  represented  as  aforesaid  between  the  points  so  marked 
"Z"  and  "Y,"  with  such  double  tracks  and  with  other  adjacent  tracks 
of  the  Licensors  respectively;  will  at  all  times  during  the  continuance  of 
this  Agreement  maintain,  repair,  renew  and  operate  said  interlocking  plant 
and  its  several  connections,  and  at  all  times  maintain  and  keep  in  repair 
the  said  proposed  new  track  connections  at  and  about  the  point  of  the 
present  Newport  crossing.  Except  as  aforesaid,  each  Licensor  shall  and  will 
maintain  and  keep  in  repair  all  its  own  portions  of  such  double  tracks  the 
use  whereof  is  hereby  granted,  all  connections  therewith  and  all  its  own 
other  adjacent  or  appurtenant  property;  and  each  Licensor  will  comply 
with  all  lawful  regulations  enacted  or  ordained  for  the  safety  of  the  public. 


CORPORATE    HISTORY  1811 

Article  II. 
Section    1.     As    compensation    for    the    rights,    interests    and    privileges 
herein   granted,   the   Northern    Company   covenants   and   agrees    to    pay   as 
follows : 

1.  To  each  Licensor  in  equal  monthly  installments,  an  annual  sum  equal 
to  Three  Hundred  and  Thirty-three  and  33/100  Dollars  ($333.33)  per  mile 
of  the  main  track  of  the  same  Licensor  between  such  Newport  connection 
of  the  Northern  Company  therewith  and  the  connection  of  the  same  main 
track  with  said  Depot  Company  tracks ;  and  for  all  purposes  of  this  Article 
II,  one-half  of  the  length  of  said  connecting  track  between  the  said  points 
represented  by  "Y"  and  "Z"  shall  be  measured  and  treated  as  part  of 
the  main  track  of  each  Licensor  between  such  Newport  connection  of  the 
Northern  Company  therewith  and  the  connection  of  the  same  main  track 
with  said  Depot  Company  tracks;  and  for  such  purposes  only  the  present 
main  track  of  the  St.  Paul  Company  between  the  aforesaid  east  switch  and 
the  aforesaid  west  switch  of  the  Quincy  Company  (about  1675  feet  in 
length)  shall  be  measured  and  treated  as  part  of  the  main  track  of  the 
Quincy  Company. 

2.  To  each  Licensor  such  annual  sum  as  shall  from  time  to  time  con- 
stitute the  same  proportion  of  all  of  such  taxes  and  assessments  as  may, 
after  the  Northern  Company  shall  have  commenced  its  use  hereby  granted, 
be  assessed  or  levied  upon  said  property  of  the  same  Licensor,  or  any  part 
thereof  and  actually  paid  by  such  Licensor,  which  one  shall  at  the  time  of 
such  levy  bear  to  the  whole  number  of  railway  companies  at  the  same  time 
using  said  property  or  part  thereof.  The  legality  of  any  such  taxes  or 
assessments  so  actually  paid  shall  not  be  questioned  by  the  Northern  Com- 
pany. If  any  such  taxes  or  assessments  shall  be  so  assessed  or  levied  on 
any  such  property  that  they  cannot  be  readily  and  satifactorily  separated 
from  those  assessed  or  levied  upon  other  portions  of  the  main  track  or  prop- 
erty of  either  Licensor,  they  shall  be  apportioned  as  equitably  as  may  be; 
and  if  the  parties  therein  interested  cannot  agree  upon  such  apportionment 
it  shall  be  determined  by  arbitration  as  hereinafter  provided ; 

3.  To  each  Licensor  an  annual  sum  equal  to  one  and  one-third  per 
centum  (l1/?%)  interest  from  the  time  when  expenditure  for  each  thereof 
shall  be  made,  upon  the  cost  of  all  additions,  improvements,  and  better- 
ments which  the  same  Licensor  may  make  to  or  on  its  aforesaid  portions 
of  such  double  tracks,  and  upon  the  cost  of  all  such  changes  in  the  perma- 
nent way  thereof,  track  elevation  or  depression  included,  and  upon  the  cost 
of  all  such  viaducts,  bridges,  subways,  works  and  appliances  of  every  name 
and  nature  as  the  same  Licensor  may  deem  necessary  to  make,  construct 
or  furnish  for  the  safe  or  convenient  operation  thereof  or  as  by  any  law  of 
the  State  of  Minnesota  or  by  any  ordinance  of  any  municipal  corporation 
thereof  the  same  Licensor  may  be  required  to  make,  construct  or  furnish 
thereto  or  thereon.  It  is  however  provided  that  the  Northern  Company 
shall  not  be  required  to  pay  under  this  paragraph  any  such  additional  com- 
pensation on  account  of  the  rebuilding  or  replacing  of  any  track,  building, 
structure  or  appliances  now  existing,  or  which  shall  originally  enter  into 
the   aforesaid   proposed   changes,   and   rearrangements   at    and   about   said 


1812      CHICAGO,   BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

Newport  point  of  crossing,  nor  shall  it  be  required  to  pay  any  such  additional 
compensation  on  account  of  any  track,  building,  structure  or  appliances 
hereafter  constructed  of  which  the  Northern  Company  shall  not  have  the 
use  or  benefit ; 

4.  To  each  Licensor  a  monthly  sum  equal  to  the  proportion  hereinafter 
defined  of  the  cost  of  maintaining,  renewing  and  replacing  its  roadbed, 
tracks,  switches,  cross-overs  or  crossings,  bridges,  culverts,  cattle  guards, 
fences,  highway,  street  and  farm  crossings,  crossing  signs  and  gates,  signal 
posts,  block  signal  system,  telegraph  line,  and  all  other  structures  or  ap- 
purtenances which  may  hi'  required  by  law  or  by  ordinance  or  which  may 
in  its  opinion  lie  necessary  for  the  safe  and  con venient  operation  of  and 
pertaining  to  its  said  track;  and  a  like  proportion  of  the  cost  of  removing 
snow  and  Lee  from  its  roadbed;  each  which  proportion  shall  bear  the  same 
ratio  to  the  whole  amount  expended  for  such  purposes  by  the  same  Licensor 
as  the  number  of  miles  run  upon  the  track  of  the  same  Licensor  by  engines 
and  cars  (,t'  all  classes  operated  by  the  Northern  Company  shall  bear  to 
the  a^'_rn'kr<''te  number  of  miles  run  by  engines  and  cars  of  all  classes 
operated  by  all  companies  over  the  same;  and  for  this  purpose  every  engine 
with   its  tender   shall   he  counted   as   two  cars; 

5.  'I'.,  the  si.  Paul  Company,  which  has  heretofore  maintained,  repaired 
and  operated  said  interlocking  plant,  ami  will  continue  so  to  do  after  the 
removal,  relocation  and  reinstallation  thereof,  one  half  of  all  the  cost  of 
all  tin'  changes  in  and  additions  to  said  interlocking  plant,  which  will  be 
requisite  in  order  to  adapt  it  to  the  several  changes  and  new  conditions 
aforesaid,  and  one  half  of  all  the  cost  of  the  subsequent  maintenance,  re- 
pair, renewal  and  operation  thereof; 

6.  To  each  Licensor  a  pro  rata  proportion  of  the  expenses  by  it  actually 
incurred  in  paying  reasonable  salaries  to  the  superintendent,  roadmaster, 
train  dispatcher  ami  such  other  employes  .-is  may  he  engaged  in  the  per- 
formance of  duties  incident  to  the  joint  use  and  operation  of  the  tracks 
covered  by  this  agreement,  except  as  otherwise  herein  provided;  which  pro- 
portion shall  l>e  ascertained,  as  provided  in  paragraph  4  of  this  section. 
Such  pro  rata  proportion  shall,  however,  extend  and  apply  to  only  such 
amount  of  the  salary  of  any  superintendent,  roadmaster,  train  dispatcher  or 
other  officer  or  employe  of  either  aforesaid  division  as  shall  bear  to  his 
whole  salary  the  ratio  of  main  track  mileage  of  the  same  Licensor,  the  use 
of  which  is  hereby  granted,  to  the  entire  main  track  mileage  at  the  time 
under  the  jurisdiction  of  the  same  superintendent,  roadmaster  or  other 
officer  or  employe. 

7.  To  each  Licensor  all  cost  of  printing  time  cards  when  new  cards  are 
made  necessary  solely  by  changes  in  the  time  of  the  Northern  Company's 
trains  and  all  expense  of  keeping  accounts  of  mileage  hereunder;  and  the 
cost  of  any  other  service  upon  or  concerning  the  aforesaid  portion  of  either 
such  division  rendered  to  the  Northern  Company  at  its  request,  and  not  in 
this  contract  otherwise  provided  for. 

Article  III. 
Section  1.     Joint  schedules  for  the  movement  of  engines  and  trains  over 
portions  of  said  double  tracks  the  use  of  which  is  hereby  granted  shall  be 


CORPORATE    HISTORY  1813 

made  by  the  joint  action  of  the  proper  officers  of  all  parties.  Such  schedules 
shall  as  nearly  as  may  be  practicable  accord  equality  of  right,  privilege  and 
advantage  to  trains  of  the  same  class  operated  by  each  party  hereto;  and 
to  trains  of  a  superior  class  operated  by  either  party  a  preference  over 
trains  of  an  inferior  class  operated  by  the  other. 

§  2.  The  St.  Paul  Company  shall  make  rules  and  regulations  for  the 
operation  of  said  east  or  southbound  track,  which  shall  have  like  applica- 
tion to  all  engines  and  trains  -which  may  be  moved  over  the  same.  All 
trains  shall  move  thereon  under  and  in  accordance  with  the  orders  of  the 
superintendent  or  train  dispatchers  of  the  St.  Paul  Company,  who  shall, 
as  nearly  as  may  be  practicable,  secure  equality  of  right,  privilege  and  ad- 
vantage to  all  trains  of  the  same  class. 

The  Quincy  Company  shall  make  rules  and  regulations  for  the  operation 
of  said  west  or  northbound  track,  which  shall  have  like  application  to  all 
engines  and  trains  which  may  be  moved  over  the  same.  All  trains  shall 
move  thereon  under  and  in  accordance  with  the  orders  of  the  superintendent 
or  train  dispatchers  of  the  Quincy  Company,  who  shall,  as  nearly  as  may 
be  practicable,  secure  equality  of  right,  privilege  and  advantage  to  all 
trains  of   the  same   class. 

§  3.  If  the  St.  Paul  Company  shall  at  any  time  during  the  continuance 
of  this  Agreement  construct  or  acquire  between  the  Newport  connection  of 
the  Northern  Company  with  its  main  track  and  the  present  most  easterly 
switch  of  its  Lower  Yard  any  track  connecting  its  main  track  with  the 
tracks  of  any  other  railway  company  or  with  any  industry  not  located  upon 
property  of  the  St.  Paul  Company,  and  if  the  Northern  Company  shall 
within  thirty  days  after  any  such  construction  or  acquisition  elect  to  use 
the  track  so  constructed  or  acquired  it  shall  have  the  right  to  do  so ;  but 
for  such  use  shall  pay  annually  to  the  St.  Paul  Company  a  sum  equal  to 
two  per  centum  (2%)  upon  the  cost  of  such  construction  or  acquisition, 
from  the  date  of  the  construction  or  acquisition  thereof,  and  in  addition 
thereto  a  proportion  of  the  expenses  which  shall  be  incurred  in  maintaining 
the  same  after  the  date  of  such  election ;  which  proportion  shall  be  de- 
termined as  hereinbefore  provided.  Said  easterly  switch  is  located  seventy- 
six  (76)  feet  easterly  of  the  intersection  of  the  center  line  of  the  main 
track  of  the  St.  Paul  Company  and  the  north  and  south  quarter  section  line 
of  Section  four  (4)  township  twenty-eight  (28),  of  Eange  twenty -two  (22) 
in  the  City  of  St.  Paul,  measured  along  said  center  line. 

Article  IV. 
The  Northern  Company  covenants  and  agrees  that  it  will  pay  to  each 
Licensor  at  its  office  in  the  City  of  Chicago  all  the  compensation  and 
charges  of  every  name  and  nature  which  in  and  by  this  agreement  the 
Northern  Company  is  required  to  pay  to  the  same  Licensor  alone,  in  lawful 
money  of  the  United  States,  in  monthly  installments,  within  twenty  (20) 
days  after  the  rendition  of  proper  bills  therefor.  All  bills  aforesaid  shall 
be  rendered  as  soon  as  may  be  after  the  last  day  of  each  month  for  which 
such  compensations  and  charges  shall  have  accrued,  and  shall  contain  de- 
tailed statements  of  the  amounts  due  on  account  of  the  expenses  incurred 


1814      CHICAGO,   BURLINGTON  &   QUINCY  RAILROAD   COMPANY 

and  services  rendered  during  such  month;  and  "be,  when  required,  accom- 
panied by  copies  of  payrolls  and  vouchers  showing  such  expenses,  certified 
by  the  General  Manager  or  General  Superintendent  of  said  Licensors  re- 
spectively. The  books  and  accounts  of  each  Licensor  so  far  as  they  relate 
to  the  expenses  and  services  aforesaid,  shall  be  open  during  usual  business 
hours  for  the  inspection  of  the  President  of  the  Northern  Company,  or  of 
any  other  person  duly  authorized  by  it. 

Article  V. 

Section  1.  The  Northern  Company  covenants  and  agrees  that  it  will 
not,  without  the  written  consent  of  the  General  Managers  of  both  Licensors, 
do  any  freight,  passenger  or  other  business  whatsoever  either  to,  at  or  out 
of  any  intermediate  point  or  place  between  its  Newport  connection  and  the 
St.  Paul  Union  Depot  in  said  St.  Paul,  except  to,  at  or  out  of  any  such  track 
as  is  in  Section  3  of  Article  HI  herein  provided  for,  nor  do  for  itself  or  for 
any  other  railway  company  upon  said  double  track,  any  switching  whatever, 
ept  the  switching  of  its  own  freight  cars  to  and  from  any  such  track 
as  is  in  Section  3  of  Article  III  herein  provided  for,  and  to  and  from  the 
freight  transfer  tracks  of  said  Depot  Company;  nor  without  such  consent, 
under  guise  of  doing  its  own  proper  business,  render  or  contract  to  render 
thereon  to  any  railway  company  other  than  said  The  Chicago,  Eock  Island 
and  Pacific  Railway  Company,  any  habitual  or  continuing  service  in  hauling 
cars  of,  or  to,  or  from  such  company,  which  shall  in  any  manner  or  to  any 
extent  admit  such  company  to  any  use  or  benefit  of  any  property  of  either 
Licensor  without  such  further  agreement  with  and  further  compensation  to 
the  same  Licensor  as  such  same  Licensor  may  for  such  use  or  benefit  exact; 
but  this  section  shall  not  be  construed  as  prohibiting  the  Northern  Com- 
pany from  exchanging  business  with  other  railroad  companies  as  such 
business  is  customarily  interchanged  between  mutually  independent  con- 
necting carriers;  and  that  besides  its  own  trains  it  will  not,  without  such 
consent,  haul  upon  or  over  such  double  tracks  any  train  of  any  railway 
company  other  than  The  Chicago,  Pock  Island  and  Pacific  Eailway  Company 
or  of  successors  or  assigns  of  the  company  lastly  named  at  any  time  operating 
its  railway. 

If  it  shall  be  decided  by  arbitration  or  final  judgment  that  the  Northern 
Company  had  further  violated  the  provisions  of  this  section  after  notice 
from  either  Licensor  specifiying  the  particulars  of  alleged  previous  viola- 
tions thereof,  and  if  the  Northern  Company  shall  for  twenty  (20)  days 
after  notice  of  such  decision  nevertheless  continue  or  persist  in  such  viola- 
tion, the  Licensors,  or  the  Licensor  thereby  specially  affected,  shall  thereby 
become  entitled,  by  notice  in  writing  to  the  Northern  Company,  to  declare 
this  agreement  terminated  and  the  Licensors  or  such  Licensor  thereby 
specially  affected  may  thereupon  exclude  the  Northern  Company  from  the 
use  and  enjoyment  of  any  and  all  of  the  premises  and  rights  hereinbefore 
granted;  and  thereupon  the  Northern  Company  shall  surrender  to  the  Li- 
censors all  of  said  premises  and  shall  have  no  claim  or  demand  upon  them 
or  either  of  them  by  suit  at  law  or  otherwise  on  account  of  such  exclusion. 

§  2.     The  Northern  Company  will  not,   without   the  written   consent  of 


CORPORATE   HISTORY  1815 

both  Licensors,  sell  or  in  any  manner  assign  this  agreement  or  any  right 
or  privilege  under  and  by  it  granted,  or  permit  any  person  or  persons, 
company  or  companies,  to  share  in  any  such  right  or  privilege;  this  agree- 
ment shall,  however,  during  the  continuance  thereof,  attach  to  and  run  with 
the  railways  of  the  respective  parties,  and  shall  be  binding  upon  and  inure 
to  the  benefit  of  any  railway  company  which  shall  during  such  continuance 
hereafter  own  or  operate  either  such  railway. 

Article  VI. 

Section  1.  Each  Licensor  shall  be  bound  to  use  only  reasonable  and 
customary  care,  skill  and  diligence  in  maintaining  and  repairing  its  own 
roadway,  tracks,  structures  and  appliances  of  and  pertaining  to  the  portions 
of  said  double  tracks  the  use  of  which  is  hereby  granted.  Except  engine 
men  and  train  men  and  employes  operating  switches  for  the  exclusive  use 
of  either  party  otherwise  than  from  interlocking  towers,  all  officers  and 
employes  of  either  Licensor  in  any  wise  engaged  in  maintaining,  repairing 
or  operating  any  such  portion  of  said  double  tracks,  or  in  dispatching, 
ordering,  or  directing  the  movements  of  trains  thereon,  or  in  constructing, 
maintaining,  repairing  or  operating  said  interlocking  plant,  shall  as  be- 
tween the  parties  hereto  be  deemed  joint  employes  of  all  parties.  Engine 
men  and  train  men  of  any  work  train  engaged  in  maintaining  or  repairing 
any  such  portion  of  said  double  tracks  shall  likewise  be  deemed  joint  em- 
ployes. 

The  Northern  Company  shall  not  by  reason  of  any  defect  in  any  such 
roadway,  track,  structure  or  appliances  or  by  reason  of  the  failure  or 
neglect  of  either  Licensor  to  repair  such  defect,  have  or  make  against 
either  Licensor  any  claim  or  demand  for  any  loss,  damage  or  injury  what- 
soever arising  from,  such  defect,  neglect  or  failure;  but  in  case  either  Li- 
censor shall  fail  to  repair  any  such  defect  as  aforesaid  in  or  upon  its  own 
track  or  other  separate  property  within  a  reasonable  time  after  the  Northern 
Company  shall  have  given  to  the  same  Licensor  a  written  notice  specifying 
the  defect  and  requesting  that  it  be  repaired,  then  the  Northern  Company 
shall  have  the  right  to  make  the  necessary  repairs  at  once  and  the  said 
Licensor  shall  and  will  pay  the  cost  thereof. 

§  2.  The  Northern  Company  hereby  assumes  all  risk  of  loss,  damage 
or  injury,  which  its  property  or  property  in  its  custody  or  its  em- 
ployes or  passengers  may  sustain  by  the  act,  neglect  or  default  of  any 
such  joint  employe,  as  well  as  all  risks  of  all  loss,  damage  or  injury  which 
shall  in  any  manner  occur  in  or  upon  any  part  of  said  double  tracks, 
whether  to  property  of  the  Northern  Company  or  to  property  in  its  custody, 
or  to  its  passengers  or  to  its  employes,  or  which  third  persons  or  the  prop- 
erty of  third  persons  shall  suffer  by  reason  of  the  movement  or  operation 
of  any  engine,  car  or  train  of  the  Northern  Company  in  all  respects  as  if 
the  Northern  Company  had  then  been  in  the  exclusive  use  and  control  of 
such  track,  excepting  only  such  loss,  damage  or  injury  as  shall  be  caused 
by  the  negligence  of  employes1  solely  of  the  Licensors  or  of  one  of  them; 
and  excepting  only  as  aforesaid  the  Northern  Company  hereby  agrees  to 
save  each  Licensor  harmless  from  all  such  loss,  damage  and  injury,  from 


1816      CHICAGO,   BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

all  liability  and  claim  therefor,  and  from  all  consequent  costs  and  expenses. 

Each  party  hereto  hereby  agrees  to  save  each  other  party  hereto  harmless 
from  all  loss,  damage  and  injury  caused  by  the  negligence  of  its  own  sole 
employes  and  from  all  liability  and  claim  therefor,  and  from  all  consequent 
costs  and  expenses. 

The  parties  hereto  expressly  covenant  and  agree  that  in  case  of  any  in- 
jury or  damage  to  persons  other  than  passengers  or  employes,  or  to  property 
of  such  persons,  caused  1  > v  the  operation  of  trains  over  and  upon  the  railroad 
and  premises  embraced  in  this  agreement,  and  it  cannot  be  determined 
which  party  operated  the  train  by  which  such  injury  or  damage  was  caused, 
the  cause  thereof  shall  be  regarded  as  concealed,  and  the  compensation,  if 
any,  made  for  such  injury  or  damage,  shall  be  divided  equally  between  the 
parties  hereto. 

The  parties  hereto  expressly  covenant  and  agree  that  in  case  of  a  collision 
between  the  respective  engines,  cars  or  trains  of  any  two  or  more  of  them 
while  on  any  portion  of  the  said  double  tracks  the  use  whereof  is  hereby 
granted,  the  party  whose  employes  are  alone  in  fault  shall  be  solely  responsi- 
ble for  and  settle  ami  pay  tor  the  entire  loss  and  damage  caused  thereby, 
and  shall  BO  Bave  each  other  party  harmless  therefrom;  and  that  in  case 
any  such  collision  shall  lie  caused  by  the  fault  of  employes  of  two  or  more 
of  the  parties  hereto  or  by  the  fault  of  any  joint  employe  or  employes,  or 
in  case  the  cause  Of  the  collision  shall  be  so  concealed  that  it  cannot  be 
determined  whose  employe  or  employes  were  at  fault,  each  party  shall  bear 
and  pay  all  the  loss,  damage  and  injury  which  its  own  property  or  prop- 
erty in  it  -  custody  or  its  employes  or  its  passengers  may  have  suffered  in 
consequence  thereof. 

The  parties  lento  expressly  covenant  and  agree  that  in  case  of  any 
damage  or  injury  to  property  or  persons  not  in  this  Article  otherwise  pro- 
vided for,  originating  north  or  west  of  the  present  crossing  of  the  St.  Paul 
and  Quincv  main  tracks  at  Newport,  and  caused  by  the  act,  neglect  or 
default  of  any  such  joint  employe,  the  compensation,  if  any,  made  for  such 
injury  or  damage,  shall  be  apportioned  equally  between  the  parties  hereto. 

§  3.  In  case  any  of  the  Northern  Company's  trains  shall  be  wrecked 
while  running  on  the  said  east  or  southbound  of  said  double  tracks,  such 
wreck  shall  be  picked  up  and  removed  by  the  St.  Paul  Company;  in  case  any 
of  the  Northern  Company's  trains  shall  be  wrecked  while  running  on  the 
west  or  northbound  of  said  double  tracks,  BUCh  wreck  shall  be  picked  up  and 
removed  by  the  Quincy  Company;  and  in  either  such  case  the  cost  of  such 
service  shall,  except  as  herein  otherwise  expressly  provided,  be  borne  and 
paid  by  the  Northern  Company  to  the  Licensor  entitled  thereto. 

§  4.  The  Northern  Company  shall  and  will  from  month  to  month  pay 
to  the  St.  Paul  Company  all  the  expense  of  maintaining  the  aforesaid  con- 
nections of  the  main  track  of  the  Northern  Company  with  the  main  track 
of  the  St.  Paul  Company,  and  likewise  bear  and  pay  to  each  Licensor  one- 
third  (%)  of  all  the  cost  to  the  same  Licensor  of  maintaining  each  con- 
nection with  each  of  said  double  tracks,  of  the  connecting  track  which  is 
upon  said  "Exhibit  One"  marked  "Prop.  B.  C.  E.  &  N.  Eastbound  Con- 
nection," and  "C.  M.  &  St.  P.  and  C.  B.  &  Q.  Industry  Connection";  the 


CORPORATE    HISTORY  1817 

Northern  Company  shall  and  will  require  its  employes  to  turn  on  to  each 
of  said  double  tracks  the  switch  at  any  point  of  connection  therewith  when- 
ever and  as  soon  as  the  Northern  Company's  engines  and  cars  shall  have 
passed  over  the  same  and  shall  and  will  save  each  Licensor  harmless  from 
all  loss  or  damage  which  it  may  suffer  or  for  which  it  may  in  any  wise  be- 
come liable  on  account  of  accident  or  casualty  caused  by  the  misplacement 
of  any  such  switch  by  the  Northern  Company 's  agents  or  employes. 

But  the  requirements  of  this  section  as  to  switches  shall  not  apply  to  any 
such  point  of  connection  after  said  interlocking  plant  and  its  appurtenances 
shall  have  been  there   properly   relocated,   reinstalled  and   connected. 

§  5.  In  case  a  suit  or  suits  shall  be  commenced  by  any  person  or  persons, 
corporation  or  corporations  against  either  party  hereto  for  or  on  account  of 
any  damage  or  injury  for  which  any  other  party  is  liable  under  this  Agree- 
ment, the  party  so  sued  shall  give  to  such  other  party  notice  of  the  pendency 
of  such  suit,  and  thereupon  such  other  party  shall  and  will  assume  the  de- 
fense of  such  suit,  and  shall  and  will  save  and  hold  the  party  so  sued  harm- 
less from  all  loss  and  from  all  costs  by  reason  thereof.  Neither  party  shall 
be  concluded  by  any  judgment  against  the  other  unless  it  had  reasonable 
notice  that  it  was  required  to  defend  and  had  reasonable  opportunity  to 
make  defense.  When  such  notice  and  opportunity  shall  have  been  given  the 
party  notified  shall  be  concluded  by  the  judgment  as  to  all  matters  which 
could  have  been  litigated  in  such  suit. 

§  6.  The  provisions  of  this  Agreement  in  respect  to  the  remedies  of 
either  party  in  the  event  of  any  failure  or  default  of  any  other  party  shall 
not  be  the  sole  remedy  of  the  party  injured,  but  the  party  injured  may  never- 
theless resort  to  other  legal  or  equitable  remedies. 

Article  VII. 

Except  as  hereinafter  otherwise  provided,  this  Agreement  shall  take  effect 
and  be  in  force  whenever,  after  the  beginning  of  the  operation  of  said  double 
tracks,  the  Northern  Company  shall  elect  to  enter  upon  the  use  thereof 
hereby  granted,  and  shall  remain  in  force  during  such  time  before  the  first 
day  of  January,  A.  D.  2003,  as  the  aforesaid  agreement  between  the  St.  Paul 
and  Quincy  Companies  providing  for  such  double  tracks  shall  continue  in 
force,  and  no  longer;  provided  always,  that  if  the  Northern  Company  shall 
make  default  in  any  payment  hereinbefore  required  by  it  to  be  made,  then 
and  in  such  case  and  if  such  default  shall  continue  for  a  period  of  ninety 
(90)  days  after  any  Licensor  entitled  in  whole  or  in  part  to  such  payment 
shall  have  given  to  the  Northern  Company  written  notice  thereof,  the  Licen- 
sors or  the  Licensor  so  entitled  may  by  notice  in  writing  to  the  Northern  Com- 
pany declare  this  Agreement  terminated,  and  the  Licensors  or  the  Licensor  so 
entitled  may  thereupon  exclude  the  Northern  Company  from  the  use  and 
enjoyment  of  any  and  all  of  the  premises  and  rights  hereinbefore  granted, 
and  thereupon  the  Northern  Company  shall  surrender  to  the  Licensors  all 
premises  and  property  the  use  whereof  is  hereby  granted  and  shall  have 
no  claim  or  demand  upon  or  against  either  Licensor  by  suit  at  Law  or 
otherwise  on  account  of  such  exclusion;  provided,  that  failure  to  make  any 
payment  which  shall  be  the  subject  of  arbitration  or  of  litigation  between 


1818      CHICAGO,   BURLINGTON   &    QUINCY    RAILROAD   COMPANY 

any  parties  hereto  shall  not,  pending  such  arbitration  or  litigation,  be  deemed 
cause  of  forfeiture  hereunder. 

Either  Licensor  may  for  itself  waive  any  auch  default,  but  no  action  of 
either  Licensor  in  waiving  any  such  default  shall  extend  to  or  l>e  taken  to 
affect  any  subsequent  default  or  impair  its  own  rights  resulting  therefrom 
or  hind  or  affect   the  other  Licensor. 

Notwithstanding  anything  to  the  contrary  herein  contained,  it  is  further 
provided  that  if  at  or  after  the  end  of  ten  |  LO)  years  from  the  date  when 
thi>  contract  shall  take  effect  the  Northern  Company,  its  successors  or  its 
.■i--i<;ns  then  owning  or  operating  its  railway  shall  give  to  the  Licensors  and 
each  of  them  written  notice  of  its  or  their  election  to  terminate  this  Agree- 
ment at  the  end  of  two  (2  years  after  service  of  such  notice,  every  prospec- 
tive obligation  of  this  contract  shall,  from  and  after  the  expiration  of  such 
two   (2)   years,  wholly  cease  and  determine. 

A-BTICLE   YIII. 

SECTION  1.  If  at  any  time  a  question  shall  arise  touching  the  construction 
of  any  part  of  this  contract,  or  concerning  the  business  or  manner  of  trans- 
acting the  i,  uried  on  under  the  provisions  hereof,  or  concerning  the 
observance  or   performance  of  any   of  the  conditions  herein  contained,  upon 

which  question  parties  hereto  cannot  agree,  Buch  question  shall  lie  submitted 
to  the  arbitrament  of  three  (3)  d  -ted  persons  to  be  chosen,  one  by 

the  LicenBOr  or  Licensors  interested  in  tin-  question,  one  by  the  Northern 
Company  and  the  other  by  the  two  so  chosen.  If  l>oth  Licensors  shall  be 
interested   in  the  question   they  shall   unite  as  one  party  in  such  choice;   other- 

u  se  the  Licensor  alone  so  interested  may  it-elf  alone  make  such  choice.  The 
party  desiring  such  arbitration  shall  select   its  arbitrator  and  give  written 

notice  thereof  to  the  other   party,  and  shall   in   such   notice  state   precisely  the 

matter  or  matters  which  it  proposes  to  bring  before  the  arbitrators;  and  only 
them.it:  ited  shall  be  considered  or  decided  by  them,    [f  either  party 

shall  fail  to  name  an  arbitrator  within  ten  (10)  days  after  notice  as  afore- 
said has  keen  by  the  other  party  given  to  it,  the  arbitrator  named  by  the 
party  giving  such  notice  may  and  -hall  name  and  appoint  an  arbitrator  for 
and   on   behalf  of  the   party  so   in   default,  and  the  arbitrator  so  named   and 

appointed  shall  have  the  same  power  and  authority  as  if  he  had  been  chosen 
by  such  party.  If  the  two  arbitrators  thus  chosen  shall  fail  to  select  a  third 
arbitrator  within  ten  |  10)  days  after  the  -election  of  the  second  arbitrator 
as  aforesaid,  such  third  arbitrator  may  be  appointed,  upon  ten  (10)  clays' 
written  notice  by  either  party  hereto  to  the  other  party  hereto  of  its  intention 
to  make  application  therefor,  by  any  Judge  of  the  District  Court  of  the 
United  States  for  the  district  which  shall  then  include  the  City  of  S't.  Paul. 
The  arbitrators  shall,  as  soon  as  possible  after  their  selection,  meet  to  hear 
and  decide  the  questions  submitted  to  them  and  shall  give  to  each  party 
reasonable  notice  of  the  time  and  place  of  such  meeting.  After  hearing  all 
parties  interested  and  taking  such  testimony  or  making  such  investigation  as 
they  may  deem  necessary,  they  shall  make  in  writing  their  award  upon  the 
question  or  questions  so  submitted  to  them,  and  shall  serve  a  copy  of  such 
award  upon  each  party  to  such  arbitration,  and  the  award  of  such  arbitrators, 
or  of  a  majority  of  them,  shall  be  final  and  binding  upon  both  parties,  and 


CORPORATE   HISTORY  1819 

each  or  any  party  shall  immediately  make  such  changes  in  the  conduct  of 
its  business,  or  such  payments  or  restitution,  as  the  case  may  be,  as  in  and 
by  such  award  may  be  required  of  them,  respectively.  The  books  and  papers 
of  all  parties,  so  far  as  they  relate  to  matters  submitted  to  arbitration, 
shall  be  open  to  the  examination  of  the  arbitrators,  and  the  party  against 
■whom  the  award  shall  be  made  shall  pay  all  the  fees  and  expenses  of  the 
arbitration.  Until  the  arbitrators  shall  make  their  award  upon  any  question 
submitted  to  them,  the  business,  settlements  and  payments  to  be  transacted 
and  made  under  this  Agreement  shall  continue  to  be  transacted  and  made 
in  the  manner  and  form  existing  prior  to  the  rise  of  such  question. 

§  2.  All  the  notices  which  are  hereinbefore  provided  to  be  given  by  any 
party  to  any  other  may  be  given  by  serving  the  same  on  the  President,  Vice- 
President  or  General  Manager  for  the  time  being  of  such  other  party. 

§  3.  If,  for  any  reason,  any  covenant  or  agreement  in  this  contract  ex- 
pressed not  material  to  the  right  of  the  Northern  Company  to  use  the  said 
double  tracks,  shall  be  adjudged  void,  such  adjudication  shall  not  affect  the 
validity,  obligation  or  performance  of  any  other  covenant  or  agreement 
which  is  in  itself  valid.  No  controversy  as  to  the  construction  or  validity 
of  any  covenant  or  agreement  shall  delay  the  performance  of  any  other 
covenant  or  agreement.  In  the  event  of  the  failure  in  law  of  any  covenant 
or  agreement  herein  contained,  such  steps  shall  be  taken  and  such  further 
contract  or  contracts  shall  be  made  as  shall  be  advised  by  counsel  to  carry 
into  effect  the  purposes  and  intents  hereby  expressed. 

In  witness  whereof,  each  party  hereto  has  caused  this  instrument  to  be 
signed  by  its  proper  officer,  and  its  corporate  seal  to  be  hereto  affixed,  at- 
tested by  its  Secretary,  the  day  and  year  first  above  written. 

Chicago,  Milwaukee  and  St.  Paul  Kailway  Company, 
[seal]  By  A.  J.  Earling, 

Attest :  President. 

P.  M.  Myers,  Secretary. 

Chicago,  Burlington  and  Quincy  Kailway  Company, 
[seal]  By  Geo.  B.  Harris, 

Attest :  President. 

H.  W.  Weiss,  Asst-Secretary. 

Burlington,  Cedar  Bapids  and  Northern  Bailway  Company  of  Iowa, 
[seal]  By  C.  J.  Ives, 

Attest :  President. 

S.  S.  Dorwart,  Secretary. 

Executed  in  presence  of 
J.  B.  Dickinson, 
W.  D.  Millard, 

as  to  St.  Paul  Company. 
Chester  M.  Dawes, 
J.  H.  Pettibone, 

as  to  Burlington  Company. 
W.  A.  Gardner, 
O.  H.  McCartt, 

as  to  Northern  Company. 


1820      CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

State  of  Illinois,  ) 

>  ss 
County  op  Cook.  \ 

On  this  Sixth  day  of  August,  A.  D.  1902,  before  me  appeared  A.  J. 
Earling,  to  me  personally  known,  who  being  by  me  duly  sworn  did  say: 
That  he  is  the  President  of  the  corporation,  the  Chicago,  Milwaukee  &  St. 
Paul  Eailway  Company,  above  named;  that  the  seal  affixed  to  the  foregoing 
agreement,  purporting  to  be  such,  is  the  corporate  seal  of  said  corporation, 
and  that  said  agreement  was  signed  and  sealed  in  behalf  of  said  corporation 
by  authority  of  its  Board  of  Directors;  and  the  said  A.  J.  Earling  ac- 
knowledged the  said  agreement  to  be  the  free  act  and  deed  of  said  corpora- 
tion. 

Witness  my  hand  and  notarial  seal  the  day  and  year  last  above  written. 

J.  B.  Dickinson, 
[seal]  Notary  Public,  Chicago,  Cook  County,  111. 


State  of  Illinois,  | 

r  SS 

County  of  Cook.   \    ' 

On  this  eighth  day  of  August,  A.  D.  1902,  before  me  appeared  George  B. 
Harris,  to  me  personally  known,  who  being  by  me  duly  sworn  did  say: 
That  he  is  the  President  of  the  corporation,  the  Chicago,  Burlington  & 
Quincy  Eailway  Company,  above  named;  that  the  seal  affixed  to  the  fore- 
going agreement,  purporting  to  be  such,  is  the  corporate  seal  of  said  cor- 
poration, and  that  said  agreement  was  signed  and  sealed  in  behalf  of  said 
corporation  by  authority  of  its  Board  of  Directors;  and  the  said  George  B. 
Harris  acknowledged  the  said  agreement  to  be  the  free  act  and  deed  of 
said  corporation. 

Witness  my  hand  and  notarial  seal  the  day  and  year  last  above  written. 

J.  H.  Pettibone, 
[seal]  Notary  Public,  Chicago,  Cook  County,  111. 


State  of  Iowa,  / 

v  SS. 

County  of  Linn.  \ 

On  this  twelfth  day  of  July,  A.  D.  1902,  before  me  appeared  C.  J.  Ives, 
to  me  personally  known,  who  being  by  me  duly  sworn  did  say:  That  he  is 
the  President  of  the  corporation,  the  Burlington,  Cedar  Eapids  &  Northern 
Eailway  Company  of  Iowa,  above  named;  that  the  seal  affixed  to  the  fore- 
going instrument,  purporting  to  be  such,  is  the  corporate  seal  of  said  corpo- 
ration, and  that  said  agreement  was  signed  and  sealed  in  behalf  of  said 
corporation  by  authority  of  its  Board  of  Directors;  and  the  said  C.  J.  Ives 
acknowledged  the  said  agreement  to  be  the  free  act  and  deed  of  said  cor- 
poration. 

Witness  my  hand  and  notarial  seal  the  day  and  year  last  above  written. 

Daniel  W.  Albright, 
[seal]  Notary  Public,  Cedar  Eapids,  Linn  County,  Iowa. 


CORPORATE    HISTORY  1821 

AGREEMENT  December  18,  1916  The  Saint  Paul  Union  Depot  Company 
and  Chicago,  Milwaukee  and  St.  Paul  Railway  Company,  Chicago, 
St.  Paul,  Minneapolis  and  Omaha  Railway  Company,  Chicago,  Burling- 
ton &  Quincy  Railroad  Company,  Minneapolis,  St.  Paul  and  Sault  Ste. 
Marie  Railway  Company,  Great  Northern  Railway  Company,  Northern 
Pacific  Railway  Company,  Chicago  Great  Western  Railroad  Company, 
The  Minneapolis  and  St.  Louis  Railroad  Company,  The  Chicago,  Rock 
Island  and  Pacific  Railway  Company  Terminal  facilities,  St.  Paul 
Minnesota,  0.53  miles. 

This  Indenture,  Made  this  18th  day  of  December  in  the  year  of  our 
Lord,  one  thousand  nine  hundred  and  sixteen,  between  The  Saint  Paul 
Lnion  Depot  Company,  a  corporation  created,  organized  and  existing 
under  and  by  virtue  of  the  laws  of  the  State  of  Minnesota,  hereinafter 
called  "The  Depot  Company,"  party  of  the  first  part;  and  Chicago, 
Milwaukee  and  St.  Paul  Railway  Company ;  Chicago,  St.  Paul,  Minneapolis 
and  Omaha  Railway  Company;  Chicago,  Burlington  and  Quincy  Railroad 
Company;  Minneapolis,  St.  Paul  and  Sault  Ste.  Marie  Railway  Company; 
Great  Northern  Railway  Company;  Northern  Pacific  Railway  Company; 
Chicago  Great  Western  Railroad  Company;  The  Minneapolis  and  St.  Louis 
Railroad  Company,  and  The  Chicago,  Rock  Island  and  Pacific  Railway 
Company,  and  Jacob  M.  Dickinson,  as  Receiver  of  The  Chicago,  Rock  Island 
and  Pacific  Railway  Company,  (and  not  as  an  individual),  parties  of  the 
second  part,  hereinafter  called  the  "Railway  Companies,"  Witnesseth: 

Whereas,  The  Depot  Company  has  been  created  and  organized  for  the 
purpose,  as  set  forth  in  its  articles  of  incorporation,  of  building,  purchasing, 
leasing  and  operating  transfer  tracks  or  railways  in  the  City  of  Saint 
Paul,  open  alike  to  the  use  (under  proper  regulations)  of  all  railroads 
now  constructed  or  which  may  hereafter  be  constructed  to  or  into  the 
said  city  of  Saint  Paul  and  for  the  purpose  of  constructing,  maintaining 
and  operating  a  Union  Passenger  Station  or  depot  in  said  eity  and 
proper  tracks  for  access  thereto,  and  in  connection  therewith  of  building, 
leasing  or  otherwise  securing  and  maintaining  and  operating  lines  of  rail- 
way in  the  said  city  of  Saint  Paul; 

And  Whereas,  The  Saint  Paul,  Minneapolis  and  Manitoba  Railway  Com- 
pany did  by  its  deed  bearing  date  the  thirteenth  day  of  January,  A.  D. 
1880,  grant  and  convey  to  the  said  party  of  the  first  part,  all  its  right, 
title  and  interest  in  and  to  certain  real  estate  and  premises  in  said  deed 
more  particularly  described,  containing  nine  and  one-half  (9%)  acres 
of  land  more  or  less,  and  as  shown  on  a  map  annexed  to  said  deed;  but 
with  the  reservation  and  qualification  contained  therein,  that  said  The 
Saint  Paul,  Minneapolis  and  Manitoba  Railway  Company,  its  successors  and 
assigns,  should  have  the  perpetual  and  exclusive  use  and  control,  and 
the  right  to  such  use  and  control,  of  the  three  most  northerly  tracks  in 
the  Union  Passenger  Depot,  to  be  constructed  and  maintained  by  said 
The  Saint  Paul  Union  Depot  Company,  on  the  said  grounds  thereby  con- 
veyed, and  of  proper  and  suitable  platform  room  between  the  same  and 
adjacent  thereto,  for  its  and  their  own  business,  and  the  business  of  such 
other  railroad  company,  or  companies,  as  at  the  time  of  the  execution  of 


1822      CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

said  deed  it  was,  or  itself,  its  successors  or  assigns  shall  at  any  time  there- 
after be,  under  obligation  to  furnish  or  provide  with  passenger  depot 
accommodations  at  the  City  of  Saint  Paul;  provided,  that  during  such  a 
period  or  periods,  if  any,  as  said  The  Saint  Paul,  Minneapolis  and  Manitoba 
Railway  Company,  its  successors  or  assigns,  shall  not  be  under  obligation 
to  furnish  or  provide  passenger  depot  accommodations  at  Saint  Paul  to 
or  for  any  other  railroad  company,  the  said  perpetual  use  and  control 
and  right  thereto  so  reserved  should  be  limited  to  the  two  most  northerly 
tracks  in  said  Union  Passenger  Depot,  and  proper  and  suitable  platform 
room  between  the  same  ami  adjacent  thereto;  and  that  the  said  grantor 
in  said  deed  shall  have  (in  common  with  the  other  railroad  companies 
which  should  Ik'  entitled  to  the  use  of  said  Union  Passenger  Depot)  for 
itself,  its  successors  and  assigns,  the  perpetual  use,  and  the  right  to  such 
use,  for  its  and  their  own  business,  and  the  business  of  such  other 
railroad  company  or  companies  as,  at  the  time  of  the  execution  of  said 
deed,  it  was,  or  itself,  its  successors  or  assigns  shall  at  any  time  thereafter 
lie,  under  obligation  to  furnish  or  provide  with  passenger  depot  accommo- 
dations as  aforesaid,  of  a  proper  and  convenient  railway  track  or  tracks 
across  said  grounds  so  conveyed,  extending  from  such  point  01  points  as 
it,  or  its  successors  or  assigns,  shall  select  on  the  northern  boundary  of 
said  property  BO  conveyed  to  said  tracks  in  said  depot,  ami  thereby 
connecting  the  tracks  in  said  depot  with  the  railroad  of  said  grantor 
in  said  deed  and  the  railroad  of  any  other  railroad  company  which,  at 
the  time  of  the  execution  of  said  deed,  it  was,  or  it,  or  its  successors 
or  assigns,  shall  at  any  time  thereafter  be,  under  obligation  to  furnish 
or  provide  with  passenger  depot  accommodations;  the  said  grantor  in 
said  deed,  its  successors  and  assigns  paying,  however,  for  such  use  such 
just,  reasonable  and  equal  rates  of  rents,  dues  and  charges  as  shall  be 
paid  by  other  railroad  companies  enjoying  depot  accommodations  in  said 
depot,  and  being  subject  to  such  just,  reasonable  and  equal  rules  and 
regulations  as  shall  be  established  by  the  said  grantee  in  said  deed  for 
the  common  government  of  the  railroad  companies  enjoying  its  depot 
accommodations;  and  upon  condition  that  the  said  grantee  in  said  deed 
shall,  within  a  reasonable  time,  build,  construct,  provide  and  put  into 
operation  upon  and  across  said  premises,  and  thereafter  maintain  and 
keep  in  operation  proper  and  suitable  transfer  tracks  and  lines  of  railway 
between  the  said  railroads,  and  especially  proper  and  suitable  transfer 
tracks  and  lines  of  railway  between  the  said  several  railroads  and  the 
public  levee  on  tin-  Mississippi  River  between  Sibley  and  Jackson  streets, 
so  as  to  make  suitable  and  proper  connections  between  such  railroads,  each 
with  the  other,  and  by  each  with  said  public  levee,  and  in  connection  there- 
with shall  build,  construct  and  provide  upon  said  premises  and  thereafter 
maintain  a  proper  and  suitable  Union  Passenger  Depot  and  proper  tracks 
for  access  thereto;  to  be  held  for  the  uses  and  purposes  declared  in  the 
articles  of  incorporation  of  the  said  grantee  in  said  deed,  The  Depot 
Company,  with  all  and  singular  the  hereditaments  and  appurtenances  there- 
unto belonging  or  in  anywise  appertaining,  subject  to  the  reservation 
and  qualification  aforesaid,  by  the  said  grantee  in  said  deed,  its  successors 


CORPORATE   HISTORY  1823 

and  assigns,  so  long  as  the  said  grantee,  its  successors  or  assigns  snail 
use  the  same  for  the  purposes  declared  in  the  articles  of  incorporation 
of  said  grantee,  and  shall  comply  with  and  perform  the  conditions  afore- 
said;  to  which  deed  reference  is  hereby  made; 

And  Whereas,  The  Depot  Company  did  construct,  furnish  and  equip  and 
has  maintained  upon  the  grounds  hereinbefore  described,  a  Union  Passen- 
ger Depot,  with  the  necessary  tracks  for  access  thereto,  and  did  construct, 
acquire  and  equip  upon,  over  and  across  said  grounds,  and  elsewhere  and 
did  thereafter  maintain  and  operate  tracks  and  railways  for  the  transaction 
of  the  transfer  business  contemplated  in  its  articles  of  incorporation; 

And  Whereas,  in  order  to  provide  for  the  payment  of  the  purchase  price 
of  said  above  described  land  and  premises  and  for  the  construction, 
furnishing,  acquiring  and  equipping  of  said  passenger  depot,  tracks  and 
railways,  The  Depot  Company  has  issued  nine  hundred  and  thirty-two 
thousand,  four  hundred  dollars  ($932,400)  par  value  of  its  capital  stock, 
which  has  been  subscribed  and  fully  paid  for  by,  and  issued  to,  said  nine 
railway  companies  named  herein  as  parties  of  the  second  part,  the  lines 
cf  railway  of  which  have  been  built  into  the  said  city  of  St.  Paul  and 
in  the  operation  of  which  they  are  now  engaged; 

And  Whereas,  The  Depot  Company,  to  provide  necessary  funds  for  the 
aforesaid  purposes,  did  issue  and  negotiate  its  First  Mortgage  Bonds  in 
the  sum  of  Two  Hundred  and  Fifty  Thousand  Dollars  ($250,000)  par 
value,  bearing  date  the  first  day  of  May,  1880  payable  May  1,  1930, 
with  interest  thereon  at  the  rate  of  six  per  cent  per  annum,  payable  in 
semi-annual  installments  on  the  first  days  of  November  and  May  of  each 
year,  secured  by  a  trust  deed  or  mortgage  upon  the  lands,  railways  and 
property  of  The  Depot  Company,  and  also  secured  by  assignment  of  rents, 
dues,  tolls,  income  and  profits  thereof,  in  which  mortgage,  the  Central 
Trust  Company  of  New  York  was  named  as  trustee; 

Aijid  Whereas,  The  Depot  Company,  to  make  provision  for  the  enlarge- 
ment of  its  terminal  buildings,  and  to  more  effectually  prosecute  the 
aforesaid  corporate  enterprise,  did  issue  and  negotiate  its  Consolidated 
Mortgage  Bonds  in  the  sum  of  Two  Hundred  and  Fifty  Thousand  Dollars 
($250,000.00),  bearing  date  May  1,  1894,  payable  on  the  first  day  of  May, 
1944;  One  Hundred  and  Fifty  Thousand  Dollars  ($150,000.00)  par  value 
of  said  bonds  bearing  interest  at  the  rate  of  five  per  centum  per  annum, 
and  the  remaining  One  Hundred  Thousand  Dollars  ($100,000.00)  par  value 
bearing  interest  at  the  rate  of  four  per  centum  per  annum;  said  interest 
being  payable  semi-annually  on  the  first  days  of  May  and  November  in 
each  year,  likewise  secured  by  a  trust  deed  or  mortgage  upon  the  lands, 
railways  and  property  of  The  Depot  Company,  and  also  secured  by  as- 
signments of  rents,  dues,  tolls,  income  and  profits  thereof,  in  which 
mortgage  the  St.  Paul  Trust  Company  was  named  as  trustee.  Said 
consolidated  mortgage  or  deed  of  trust  was  actually  -made  to  secure  an 
authorized  issue  of  five  hundred  thousand  dollars  ($500,000)  par  value 
of  mortgage  bonds,  but  only  two  hundred  and  fifty  thousand  dollars 
($250,000)   par  value  of  said  bonds  have  been  issued  thereunder; 


1824       CHICAGO,   BURLINGTON   &    QUIXCY    RAILROAD   COMPANY 

And  Whereas,  the  Great  Northern  Railway  Company,  and  Dakota  and 
Great  Northern  Townsite  Company,  respectively  by  deeds  bearing  even 
date  herewith,  did  grant,  bargain,  sell  and  convey  to  The  Depot  Company, 
the  following  described  real  estate  and  premises  in  the  city  of  Saint 
Paul,   Ramsey  County,   Minnesota: 

All  property  owned  by  said  Townsite  Company  in  Block  twenty- 
eight   (28),  St.  Paul  Proper; 

All  of  Block  twenty-nine  (29),  St.  Paul  Proper,  owned  by  said 
Railway  Company,  lying  north  of  present  Union  Depot  Company 
property  ; 

All    of    Blocks    three    (3)    and    four    (4),    Hopkins'    Addition    to 
St.  Paul,  owned  by  said  Railway  Company,  lying  north  of  the  pi 
Union    Depot   Company   property;   and, 

A  strip  containing  four  and  three-quarters  (4%)  acres,  more  or 
less,  off  the  south  side  of  Great  Northern  local  freight  terminals, 
between  Broadway  and  the  crossing  of  the  Union  Depot  tracks  with 
Third  Street 

The  property  above  described  is  conveyed  subject  to  existing 
leases  and  is  shown  in  red  on  the  attached  map,  marked  Exhibit 
"A"  dated  December  IS,  1916  and  identified  by  the  signature  of 
the  Chief  Engineer  of  The  Union  Depot  Company,  together  with 
all  buildings  and  structures  thereon  situate  and  all  appurtenances 
thereunto  belonging:  subject,  however,  to  the  following  conditions, 
and  reservations,  being  the  same  expressed  in  said  deeds  of  convey- 
ance, namely  : 

(a)  Great    Northern  Railway  Company   shall   have   the   free  and   perpetual 
of   driveway   or   driveways   which   shall    l>e    provided    by   The    Saint    Paul 

Union  Depot  Company  under  its  elevated  tracks,  and  shall  be  so  laid 
out  and  constructed  that  the  Great  Northern  Railway  Company  conveniently 
may  reach  its  property  lying  to  the  south  and  east  of  Broadway  and 
Third  Sti 

(b)  Real  estate  conveyed  is  to  be  used  for  a  union  passenger  depot 
and  facilities  in  connection  therewith;  a  new  union  passenger  depot  and 
facilities,  including  proper  railway  tracks  for  access  thereto,  shall  be 
constructed  and  completed  on  or  before  the  first  day  of  July,  1921,  in 
substantial  accordance  with  print  attached,  and  thereafter  shall  lie  per- 
petually maintained  and  operated;  Great  Northern  Railway  Company, 
in  lieu  of  its  rights  and  interests  in  and  to  the  three  most  northerly  tracks 
of  the  present  union  depot,  which  it  now  has  as  the  successor  in  title  to 
The  Saint  Paul,  Minneapolis  and  Manitoba  Railway  Company,  shall  be 
vested  with  exclusive  and  perpetual  rights  of  use  over  and  upon  the 
northerly  three  (3)  passenger  tracks  of  the  new  union  passenger  depot, 
and  also  shall  be  vested  with  perpetual  preferential  rights  of  use  over  and 
upon  the  four  (4)  next  adjacent  passenger  tracks  lying  southerly  thereof; 
such  preferential  rights  to  exclude  all  use  of  the  said  four  (4)  tracks  by 
all  other  companies  when  thereby  the  use  thereof  by  the  Great  Northern 
Railway  Company  be  interfered  with  or  hindered;  and  that  conveyance 
is   made   on   the    condition   that    said   rights    of   preferential    and    exclusive 


CORPORATE   HISTORY  1825 

use  and  control  of  said  tracks  are  reserved  to  said  grantor,  its  successors 
and  assigns  and  may  be  fully  exercised  and  enjoyed  by  it,  its  successors 
and  assigns,  and  by  all  railroad  companies  to  which  the  grantor  now  is 
or  to  which  hereafter  it  or  its  successors  or  assigns  shall  at  any  time 
be  under  obligation  to  furnish  or  provide  with  passenger  depot  accommo- 
dations at  the  city  of  Saint  Paul,  including  suitable  and  proper  platform 
room  between  the  said  tracks  and  adjacent  thereto  for  its  and  their  own 
business. 

(c)  Should  The  Depot  Company  fail  fully  to  perform  according  to  its 
terms  any  conditions  precedent,  or  make  breach  of  any  condition  subsequent 
in  said  deeds  contained,  then  and  in  each  such  case  the  title  granted 
in  said  deeds  and  conveyed  to  the  grantee  thereupon  and  thereby  shall 
cease  and  terminate,  and  shall  revert  to  and  revest  in  the  grantor,  upon 
the  repayment  of  the  purchase  money  as  hereinafter  and  in  said  deeds 
of  conveyance  respectively  provided. 

(d)  The  grantee  to  have  and  to  hold  said  premises  so  long  as  it,  its 
successors  and  assigns,  shall  use  the  same  for  the  uses  and  purposes 
declared  in  its  articles  of  incorporation,  together  with  all  and  singular 
the  hereditaments  and  appurtenances  thereunto  belonging;  but  always 
subject  to  the  conditions,  reservations,  restrictions  and  limitations  contained 
in  said  deeds; 

And  Whereas,  The  Depot  Company  owning  terminal  yards,  stations, 
tracks  and  railway  equipment,  and  other  railroad,  depot  and  terminal 
facilities,  is  about  to  acquire  other  lands  and  premises  necessary  for  the 
enlargement  of  such  terminals  and  the  construction  thereon  of  a  new 
Union  Passenger  Station  at  St.  Paul,  Minnesota,  reference  being  made  to 
maps,  plans  and  specifications  among  the  records  and  files  in  the  office  of 
the  Company,  specific  reference  being  made  to  property  shown  in  yellow 
on  the  attached  map,  marked  "Exhibit  'A'"  and  identified  by  the 
signature  of  the  Chief  Engineer  of  The  Depot  Company; 

And  Whereas,  to  make  adequate  provision  for  such  improvement,  The 
Depot  Company  is  about  to  execute  a  mortgage  or  deed  of  trust,  to  be 
known  as  its  First  and  Refunding  Mortgage,  dated  January  1st,  1917, 
covering  all  the  property  of  The  Depot  Company  now  owned  by  it  and 
hereafter  to  be  acquired  from  the  proceeds  of  the  sale  of  bonds  secured 
thereby,  known  as  First  and  Refunding  Mortgage  Gold  Bonds,  not  to 
exceed  in  the  aggregate  the  sum  of  Twenty  Million  Dollars  ($20,000,000), 
but  subject,  however,  to  said  mortgages  hereinbefore  mentioned  to-wit : 

Said  First  Mortgage  or  Deed  of  Trust  of  May  1,  1880,  given  to  secure 
the  sum  of  Two  Hundred  and  Fifty  Thousand  Dollars  ($250,000)  six  per 
cent  interest  bonds,  and  the  Consolidated  Mortgage  or  Deed  of  Trust 
of  May  1st,  1894,  under  and  by  virtue  of  which  Two  Hundred  and  Fifty 
Thousand  Dollars    ($250,000)    par  value  of  bonds  are  now  outstanding; 

And  Whereas,  each  of  the  Railway  Companies  desires,  for  purposes  of 
greater  economy  and  convenience,  to  avail  itself  of  the  use  of  such  adequate 
and  enlarged  passenger  terminal  facilities  and  of  such  new  union  passenger 
station  which  The  Depot  Company  is  about  to  build,  substantially  according 


1826      CHICAGO,   BURLINGTON    &   QUINCY  RAILROAD  COMPANY 

to  said  plans  and  specifications  which  have  been  exhibited  to  said  railway 

companies,  and  with  which  they  are  familiar: 

Now,   Therefore,  This  Indentun    Witnesseth,  as  follows: 

Section  1.  The  said  Depot  Company  for  and  in  consideration  of  1  he 
rents,  tolls  and  dues  hereinafter  mentioned  to  be  paid,  and  the  covenants 
herein  to  be  performed,  by  the  Railway  Companies,  doth  hereby  grant 
unto  the  said  Railway  Companies  respectively,  their  successors  and  assigns, 
for  the  term  of  ninety-nine  years  from  the  date  hereof,  the  use  and 
enjoyment  of  all  and  singular  the  said  grounds  hereinbefore  described, 
and  of  the  Union  l\  g  Depot  and  railway  tracks  to  be  constructed 
thereon   with   the  equipment,  app  3   and   appurtenances  thereof,  and 

also  of  all  railroads,  tracks  and  lines  of  railway  of  The  Depot  Company 
that  may  be  hereafter  constructed,  acquired,  Leased,  possessed,  held,  owned 
or  operated  by  The  Depol  Company,  its  successors  <>r  assigns,  and  all 
the  equipment,  appendages  and  appurtenances  to  the  same  belonging  or 
in  any  wise  appertaining,  in  common  with  each  other  to  the  extent  and 
in  the  manner  hereinafter  mentioned  and  prescribed,  and  with  such  other 
railroad  corporations  as  maj  hereafter  applj  for  and  be  granted  like 
(  r  similar  use  and  enjoyment. 

The  Depol  Company  hereby  covenants  and  agrees  with  each  of 
the  Baid  Railway  Companies  to  assign  to  each,  from  time  to  time,  a 
suitable  track  or  tracks  upon  said  grounds  connecting  at  such  practicable 
and  suitable  point  or  points  on  the  boundary  of  said  lands  and  premises, 
as  has  been  or  may  be  designated  bj  said  railway  company  with  the 
main  track  of  such  company,  which  has  been  or  may  be  constructed  by 
it,  and  with  a  track  or  tracks  other  than  tin.-,,  -u  reserved  for  the  exclusive 
or  preferential  use  and  control  of  the  Great  Northern  Railway  Company 
and  said  other  companies  i"  whieh  it  ma\  now  or  hereafter  lie  under 
obligation    to   furnish    depot    accommodations,   as   aforesaid,   running    into 

the    passenger    station,    for    the    use    of    passenger    trains    operated     by    said 

Railway  Companies,  respectively j  ami  in  respect  of  said  four  |  i     passenger 

tracks  lying  south  of  said  northerly  three  (3)  tracks,  over  and  upon 
which  .said  four  (4)  tracks  and  adjacent  platforms  said  Great  Northern 
Railway  Company  has  perpetual  preferential  rights  of  use,  The  Depot 
Company  engages  to  permit  the  use  of  said  four  tracks  and  adjacent 
platforms  by  other  companies  when  the  use  thereof  by  the  Great  Northern 
Railway  Company,  its  successors  and  assigns,  and  all  other  railroad  com- 
panies to  which  it,  or  its  successors  or  assigns  may  now  or  hereafter  be 
under  obligation  to  furnish  with  passenger  depot  accommodations,  will  not 
be  interfered  with  or  hindered;  it  being  understood  and  agreed  that  The 
Depot  Company,  or  its  superintendent  or  managing  agent,  may  from  time 
to  time  establish  such  reasonable  rules  and  regulations  as  will  conduce  to 
keep  said  tracks  open  and  free  for  use;  and  said  Railway  Companies 
hereby,  respectively,  do  covenant  and  agree  to  comply  with  such  rules 
and  regulations;  but  anything  herein  to  the  contrary,  notwithstanding. 
The  Depot  Company  will  assign  to  said  Great  Northern  Railway  Company, 
its  successors  and  assigns,  the  use  for  passenger  trains  (in  common  with 
other  railroad  companies  which  are  or  shall  be  entitled  to  the  use  of  said 


CORPORATE    HISTORY  1827 

passenger  station)  for  its  and  their  own  business  and  the  business  of 
such  other  railroad  company  or  companies  as,  at  the  time  of  the  execution 
of  the  deeds  of  conveyance  by  said  Great  Northern  Eailway  Company 
bearing  even  date  herewith,  it  was  or  its  successors  or  assigns  shall  at 
any  time  hereafter  be  under  obligation  to  furnish  or  provide  with  passenger 
depot  accommodations  as  aforesaid,  of  a  proper  and  convenient  railway 
track  or  tracks  across  said  grounds  extending  from  such  point  or  points 
as  it  or  its  successors  or  assigns  shall  select  on  the  northern  boundary 
of  said  grounds  to  said  tracks  in  said  station  so  reserved  by  and  conceded 
to  said  Great  Northern  Eailway  Company  as  aforesaid,  and  to  any  other 
track  or  tracks  in  said  passenger  depot  that  may  be  assigned  by  The 
Depot  Company,  its  successors  or  assigns,  for  use  by  said  Great  Northern 
Railway  Company,  its  successors  or  assigns,  if  any,  and  thereby  connecting 
the  said  tracks  in  said  station  with  the  railroad  of  said  Great  Northern 
Railway  Company  and  the  railroad  of  any  other  company,  which,  at  the 
time  of  the  execution  of  said  deeds,  it  wns  or  has  since  become,  or  itself, 
its  successors  or  assigns,  shall  at  any  time  hereafter  be,  under  obligation 
to  furnish  or  provide  with  passenger  depot  accommodations;  the  said  Great 
Northern  Railway  Company,  its  successors  and  assigns,  paying,  however, 
its  and  their  proportion  of  rents,  dues  and  tolls  as  hereinafter  covenanted 
and  agreed,  and  it  being  understood  and  agreed  that  The  Depot  Company, 
or  its  superintendent  or  managing  agent,  may  from  time  to  time  establish 
such  reasonable  rules  and  regulations  as  will  conduce  to  keep  the  said 
tracks  open  and  free  for  use;  and  the  said  Great  Northern  Railway 
Company  covenants  and  agrees  to  comply  with  such  rules  and  regulations. 
For  greater  certainty,  a  map  or  plat  designating  the  tracks  of  said 
proposed  terminal  on  file  in  the  office  of  The  Depot  Company  is  referred  to. 
§  3.  The  Depot  Company  covenants  and  agrees  with  said  Railway  Com- 
panies, respectively,  to  transfer  upon  its  transfer  tracks  or  railways  now 
or  hereafter  so  to  be  constructed  and  acquired,  with  all  reasonable  celerity, 
or  to  permit  the  said  Railway  Companies,  respectively,  to  transfer  upon 
said  transfer  tracks  or  railways  from  the  railroads  of  the  said  Railway 
Companies,  respectively,  to  a  connection  with  its  own  line,  or  to  the  railroad 
of  any  other  railroad  company  whose  railroad  connects  with  the  said 
transfer  tracks,  and  to  any  industry  to  which  the  tracks  of  The  Depot 
Company  shall  at  any  time  extend,  and  from  such  other  railroads  and 
such  industries  to  the  railroads  of  the  Railway  Companies,  respectively, 
any  and  all  loaded  or  empty  freight  cars  which  the  said  Railway  Companies, 
respectively,  shall  desire  to  have  so  transferred;  it  being  understood  and 
agreed  that  The  Depot  Company,  or  its  superintendent  or  general  managing 
agent,  may  from  time  to  time  establish  such  reasonable  rules  and  regulations 
as  will  conduce  to  the  rapid,  safe  and  convenient  transfer  of  freight  cars 
between  such  railroads,  and  between  each  of  them  and  the  industries  to 
which  such  transfer  tracks  or  railways  shall  extend.  The  Depot  Company 
will  construct  and  perpetually  maintain  at  least  two  transfer  tracks  across 
its  property  from  the  easterly  to  the  westerly  boundary  thereof.  Such 
tracks  may  be  used  by  said  companies  in  the  movement  of  freight  cars 
through  the  property  of  The  Depot  Company. 


1828      CHICAGO,   BURLINGTON    &   QUINCY    RAILROAD   COMPANY 

§  4.  The  Depot  Company  hereby  covenants  and  agrees  with  the  Railway 
Companies,  respectively,  that  no  discrimination  shall  be  made  in  favor 
of  any  other  company  using  said  grounds,  depot,  tracks  and  transfer 
privileges  to  the  prejudice  of  the  use  and  accommodation  of  the  Railway 
Companies,  respectively ;  it  being  understood  that  in  the  use  of  said 
property  by  the  Bald  Railway  Companies,  respectively,  and  in  the  transaction 
i.t  their  transfer  and  passenger  business,  the  said  Railway  Companies  shall 
each  have,  under  said  rules  and  regulations,  equal  facilities  and  accommoda- 
tions with  other  companies  now  or  hereafter  having  the  right  to  the 
use  and  enjoyment  of  the  same  in  proportion  to  the  business  of  each 
of  said  Railway  Companies;  and  that  the  business  of  each  shall  receive 
like  care,  attention  and  accommodation  from  The  Depot  Company,  its 
officers  and  agents;  and  each  shall  be  amenable  to  like  control  and 
treatment.  But  nothing  herein  shall  1><-  construed  to  annul,  modify  or 
interfere   with   the   rights  of  said   Great    Northern    Railway   Company,   its 

successors    and    assigns    and    all    other    railroad    companies    to    which    it    or    its 
ma\    now   or   hereafter    he    under   obligation    to   furnish 

with  d.-pot  accommodations,  more  particularly  reserved  in  its  said  deeds 
including  the  exclusive  and  perpetual  rights  of  use  over  ami  upon  the 
northerly  three  (3  passengei  bracks  of  the  new  union  passenger  depot, 
oi  to  the  perpetual  preferential  rights  of  use  over  and  upon  the  four 
I  i'  next  adjacent  passenger  tracks  Lying  southerly  thereof  including  also 
suitable  and  proper  platform  room  between  said  tracks  as  provided  in 
Baid  deeds:  but  Buch  preferential  rights  to  exclude  all  use  of  said  four 
(4)   tracks   by  all  other  companies   when   thereby    the   use  thereof  by   the 

:      Northern      Railway     Company     and     said     other     railroad     companies 

would    i  fered    with    or    hindered;    which    said    rights    all    parties 

eto  c sede  to  -:ii,i  Greal    Northern    Railway  Company.     Baid   right  of 

preferential   use  of  said   tracks  shall  at   all  times  Re  subject 
1.    tl  •  and  requirements  of  the  succeeding  section  of  this  Operating 

Agreement.     And   nothing   herein   shall   be  construed   to  annul,  modify  or 

interfere    with    the    rights    of    Baid    Greal     Northern     Railway    Company,    its 

successors  and  assigns,  to  the  perpetual  use,  in  common  with  other  railroad 
companies,    of    tracks    for    access    thereto,    and    connection    therewith,    so 
rved    to    Baid    last    named    company,    its    successors    and    assigns,    by 
deeds   as  lid,   which   Baid    rights   also   are    hereby   conceded   to   said 

last   named   company,   its  and   assigns,   to  the  same  extent   and 

in  the  same  manner  as  they  are  reserved  to  said  company,  its  successors 
and    assies,    by    said    deeds;    and,    saving   the   said    right   of   the   Great 

Northern  Railway  Company,  its  successors  and  assigns,  as  aforesaid, 
nothi  in  shall   prevent   The   Depot  Company   from  assigning   for  use 

to  said  Railway  Companies,  respectively,  or  any  other  company,  a  track 
or  tracks  in,  or  leading  to  said  passenger  station  also  assigned  to  and 
used  by  other  companies,  or  from  using  or  permitting  to  be  used  the 
track  or  tracks  so  assigned  to  said  Railway  Companies,  respectively,  or 
the  track  or  tracks  assigned  to  any  other  company  for  the  use  of  its 
passenger    trains,    for    the    transaction    of    such    transfer    business. 

§  5.  The  cars  of  the  said   Railway  Companies,  respectively,  or  any  other 


CORPORATE    HISTORY  1829 

railroad  corporation,  shall  not  be  stored  or  left  standing  on  the  said 
grounds  or  the  tracks  of  The  Depot  Company,  (whether  reserved  for 
exclusive  or  preferential  use  of  any  Railway  Company  or  not)  unless  with 
the  consent  of  The  Depot  Company,  and  for  a  reasonable  compensation  to 
be  paid  therefor. 

§  6.  The  Depot  Company  shall  keep  and  maintain  the  said  grounds  and 
the  said  passenger  station  and  tracks  thereon,  and  all  the  tracks  and 
railways  which  it  shall  at  any  time  own,  hold  or  operate,  in  good  order; 
shall  provide  the  said  passenger  station  with  all  the  usual  supplies, 
furniture  and  appendages  required  for  the  convenient  use  thereof;  shall 
warm  and  light  the  same  and  keep  and  maintain  it  in  good  repair,  and 
provide  a  reasonable  number  of  ticket,  baggage  and  other  agents  and 
employes  to  conduct  and  manage  the  business  incident  thereto ;  shall  provide 
and  maintain  all  such  engines,  tenders  and  other  rolling  stock  as  shall 
be  necessary;  if  any,  for  the  conduct  of  such  transfer  business  and  for 
the  moving  of  passenger  trains  or  cars  to  or  from  said  passenger  station, 
or  for  other  purposes,  and  shall  provide  all  enginemen,  brakemen,  and 
other  servants  and  employes  necessary  to  operate  the  same,  and  shall 
construct,  provide  and  maintain  all  buildings,  shops,  structures,  turntables, 
machinery,  appliances  and  appendages,  and  provide  all  mechanics,  workmen 
and  employes  necessary  for  the  transaction  of  its  business. 

§  7.  The  Railway  Companies,  each  contracting  for  itself,  its  successors 
and  assigns,  covenant  and  agree  with  The  Depot  Company,  its  successors 
and  assigns,  that  it  and  they  shall  and  will  from  and  after  the  time  the 
said  passenger  station  and  the  said  tracks  thereto  are  completed  ready 
for  use,  occupy  and  use  and  thereafter  during  the  continuance  of  this 
contract  continue  to  occupy  and  use  said  passenger  station,  under  the 
provisions  of  this  contract,  for  its  and  their  principal  passenger  station 
m  the  city  of  Saint  Paul,  and  will  and  shall  run  into  said  passenger 
station  in  the  manner  and  subject  to  the  regulations  aforesaid,  all  its 
and  their  regular  passenger  trains  coming  into  the  said  city  of  Saint 
Paul,  and  run  from  said  passenger  station  all  its  and  their  regular 
passenger  trains  leaving  said  city. 

§  8.  It  is  understood  and  agreed  that  The  Depot  Company  shall  have 
the  general  control,  management  and  supervision  of  said  grounds,  passenger 
station,  tracks  and  railways,  and  of  the  business  thereof;  but,  inasmuch 
as  the  officers,  agents  and  employes  of  The  Depot  Company  are  in  fact 
employed  for  and  in  furtherance  of  the  business  of  the  companies  using 
said  grounds,  depot,  tracks,  railways  and  transfer  privileges,  it  is  under- 
stood and  agreed  between  the  parties  hereto  that  The  Depot  Company 
shall  not  be  liable  or  responsible  in  any  manner  whatsoever,  as  master 
or  otherwise,  to  the  Railway  Companies,  or  any  or  either  of  them,  for 
the  fault  or  neglect  of  the  officers,  agents  or  employes  of  The  Depot 
Company,  or  for  any  damages  to  the  Railway  Companies,  or  any  or  either 
of  them,  resulting  from  the  acts  or  omissions  of  said  officers,  agents 
or  employes;  and  each  of  the  Eailway  Companies,  respectively,  agrees 
to  save  and  indemnify  The  Depot  Company  from  and  against  any  damages, 
costs    and   expenses    growing    out   of    any   claim    for    damages,    injuries    or 


1830       CHICAGO,   BURLINGTON   &   QUIXCY   RAILROAD   COMPANY 


otherwise,  to  persons  or  property,  done  or  caused  by  engines  or  cars  of 
such  Railway  Company  or  by  the  fault  or  neglect  of  the  officers,  agents 
or  employes  of  The  Depot  Company,  while  acting  for,  or  in  furtherance 
of  the  business  of  such  Railway  Company,  or  while  acting  as  the  mutual 
servant  of  The  Depol  Company,  and  such  Railway  Company — nothing, 
however,  herein  contained  shall  exonerate  said  officers,  agents  or  employes 
from  persona]  liability    for  anj    fault   or  aegled   of  duty. 

§  9.  The  aggregate  amount  of  rentals,  tolls  and  dues  to  be  paid  in 
each  year  by  the  Railway  Companies,  respectively,  operating  lines  of 
railway  running  into  the  city  of  Sainl  Paul  and  using  said  passenger 
station,  grounds,  tracks,  railways  and  transfer  privileges  in  common,  shall 
I.,   equal  to  the  amounl  required  in  such  year  for  all  the  following  purposes: 

First.  The  payment  of  current  expenses  of  keeping  up,  maintaining, 
repairing,  warming,  lighting,  managing  and  operating  said  passenger  depot, 
grounds,  tracks  and  railways,  and  the  rolling  stock,  equipment,  appliances, 
appendages  and  appurtenances  thereof,  all  taxes,  assessments  and  rentals, 
if  any,  which  The  Depot  Company  maj  be  obliged  to  pay,  and  all  such 
other  expenses  and  liabilities  as  may  be  incufred  in  the  preservation 
and  management  of  said  property  and  th<    business  thereof. 

i.  The  payment  of  six  per  centum  per  annum  interest,  payable 
semi-annually,  upon  said  First  Mortgage  oi  Deed  of  Trust  of  The  Depot, 
Company,  dated  Ma]    1,  L880,  under  and  by  virtue  of  which  $250,000  par 

value    of    rtgage    bonds    have    been    Issued    and    are    now    outstanding. 

Third.  The  payment  of  five  per  centum  per  annum  interest,  payable  semi- 
annually,  upon    $150, par   \aine   of   the   Consolidated    Mortgage    Bonds 

of  The  Depol   C pany,  and  the  paymenl   of  four  per  centum  per  annum 

interest,  payable  semiannually,  upon  $100,000  par  value  of  said  Consoli- 
date,! Mortgage  Bonds  of  The  Depol  Company.  Said  Consolidated  Mortgage 
) i \    its  terms  iU(i,iiimi   par   value   of   mortgage   bonds 

bearing  date  May  1,  \^'.<\,  under  and  by  virtue  of  which  said  $250,000 
par  value  of  bonds  are  row   outstanding, 

Fourth.  The  paymenl   of  semi-annual  interest   at  a 

rate  to  be  fixed  bj  the  board  of  directors  of  The  Depot 

Companv    upon    the   .*  1  1  ,."i00,000  of    honds   first  issued 

under    and    secured    by    said    First    and    Refunding 

Mortgage,  or   so   much   thereof  as  from  time  to  time 

may    be    outstanding.* 

Fifth.    The     paymenl     of    a     dividend     of    four     per    centum     per    annum, 

payable  .semi-annually,  on  all  the  capital  stock  of  The  Depol   Company  that 

is  now  Or  shall   be  issued  and  outstanding. 

Provided,  however,  that  then.'  shall  be  deducted  from  such  annual  aggre- 
gate amount  all  rents  and  income  received  by  The  Depol  Company  from 
persons  or  companies  for  the  use  of  grounds  or  tracks  for  storing  cars, 
for  the  use  of  dining  rooms,  express  rooms,  restaurants,  news  rooms,  and 
room  for  stands,  and  other  room  or  rooms  occupied  or  used  by  others 
than   the   officers,   agents   ami   employes   of   The    Depot    Company. 

And  it  is  understood  and  agreed  between  the  partus  hereto  that  the 
said  aggregate  amount  so  made  up  as  aforesaid,  after  making  the  deduc- 


*See       amendment 
dated  Nov.  2,  1923. 


CORPORATE    HISTORY  1831 

tions  hereinbefore  stated,  shall  constitute  the  amount  of  the  annual  rental, 
tolls  and  dues  to  be  paid  by  the  companies  so  using  said  grounds,  station, 
tracks,  railways  and  transfer  privileges  in  common.  And  it  is  further 
understood  and  agreed  between  the  parties  hereto  that  such  aggregate 
amount  of  annual  rentals,  tolls  and  dues  shall  be  apportioned  among  the 
said  companies  using  said  grounds,  station,  tracks,  railways  and  transfer 
privileges   in   common,  each  month   as   follows: 

The  board  of  directors  of  The  Depot  Company  shall  from  time  to  time 
fix  a  certain  amount,  to  be  paid  by  the  party  for  or  by  whom  the  transfer 
is  made,  as  toll  for  each  and  every  loaded  or  empty  freight  car  that 
shall  be  transferred  upon  or  across  the  grounds  of  The  Depot  Company, 
01  upon  the  tracks  or  railways  of  The  Depot  Company,  from  one  of  said 
railroads  connecting  with  such  transfer  tracks  to  another,  or  from  any 
such  railroad  to  any  industry  to  which  such  transfer  tracks  shall  extend, 
01  from  any  such  industry  to  any  such  railroad;  such  toll  to  be  just  and 
reasonable  and  adapted,  as  near  as  practicable,  to  the  collection  of  so 
much  only  of  the  said  aggregate  annual  amount  required  as  is  justly  and 
properly  chargeable  to  the  transfer  business;  and  the  balance  of  the  said 
aggregate  annual  amount  shall  be  assessed  to  the  railroad  companies  using 
such  passenger  station  in  common,  monthly,  in  proportion  to  the  number 
of  passenger  cars  of  each  of  said  companies  entering  and  leaving  said 
passenger  station  during  such  month;  and  for  the  purpose  of  such  assess- 
ment each  passenger  car  entering  or  leaving  said  station,  on  trains  running 
twenty-five  miles  or  under,  shall  be  rated  as  one  passenger  car;  each 
passenger  car  entering  or  leaving  said  depot  on  trains  running  over 
twenty-five  miles  and  less  than  one  hundred  and  fifty  miles  shall  be  rated 
as  two  passenger  cars,  and  each  passenger  car  entering  or  leaving  said 
depot  on  trains  running  one  hundred  and  fifty  miles  or  over  shall  be 
rated  as  three  passenger  cars;  and  each  baggage,  express  and  mail  car 
entering  or  leaving  said  station  shall  be  rated  as  a  passenger  car.  The 
cne-twelfth  part  of  the  annual  interest  on  all  the  mortgage  bonds  now 
or  hereafter  outstanding,  in  this  contract  mentioned,  and  of  the  annual 
dividend  on  the  said  capital  stock  outstanding,  shall  be  carried  into  each 
monthly  account  and  collected  therein. 

Each  of  said  Railway  Companies  contracting  in  behalf  of  itself  hereby 
covenants  with  The  Depot  Company  and  with  each  of  the  other  Railway 
Companies,  to  pay,  thirty  (30)  days  prior  to  the  time  when  any  of  said 
First  and  Refunding  Mortgage  Gold  Bonds  of  The  Depot  Company  mature 
or  become  payable,  whether  by  their  terms  or  by  acceleration  of  payment 
as  provided  in  said  bonds  and  mortgage,  a  sum  equal  to  one-ninth  of 
the  principal  of  such  First  and  Refunding  Mortgage  Gold  Bonds  payable 
on  said  date,  to  be  applied  solely  to  the  payment  of  the  principal  of  said 
$11,500,000  of  bonds  first  issued  under  and  secured  by  said  Mortgage,  or 
so  much  thereof  as  may  be  outstanding.  In  case  any  railway  company 
shall  make  default  in  the  payment  of  its  proper  portion  of  principal  or 
interest  which,  under  the  provisions  of  this  agreement,  it  has  engaged 
tc  pay,  then  the  sum  in  respect  of  which  such  railway  company  may  be 
in   default   shall   be   apportioned   among   the   other   railway   companies   not 


1832      CHICAGO,   BURLINGTON  &   QULNCS    RAILROAD  COMPANY 

in  default,  ;ind  each  of  such  other  railway  companies  shall  pay  its  ratable 
share  of  such  sum  as  herein  more  particularly  provided;  or,  if  the  number 
of  such  non-defaulting  companies  be  reduced  to  one,  then  it  will  pay  the 
whole  thereof,  upon  demand  of  The  Depot  Company,  or  if  The  Depot 
Company  is  in  default,  then  upon  demand  of  the  trustee  under  said 
mortgage. 

The    obligation    of    each    railway    company    to    make    the    payment    herein 

provided     -      bsolute   and    unconditional,   and    is    declared    to    be    further 

rity   to   said   trustee    for   the   prompt    payment    of   the    principal   and 

interest  of  i        -  I  under  said   First  and   Refunding  Mortgage. 

But    th<-   ratable   proportion   which   each   railway  company   shall   be   under 

obligation   to   pay,   whether   of   interest    or    principal,   shall    be   as   defined 

in    this   agreement,   each    railway    company    paying   an   equal    part    of   the 

principal,   but    its   ratable  Bhare  of  the   interest    measured   by   user.     And 

in   the  event    that   any    railway    company   .shall,    by    reason   of   default    of 

any  other  railway  company,  pay  more  than  ite  ad  propez  proportion 

•    the    principal    or    interest,    the    right    of    Bubrogation,    as    hereinafter 

more  particularly  defined,  and  such  other  rights  as  are  hereinafter  mentioned, 

shall   immediately  accrue.     Likewise,   should    it    be   determined   to   pay   by 

■it   upon  the   Railway  Companies  the   principal  of  the  outstanding 

and  consolidated  mi  either  of  them,  each  of  said   Railway 

Companies    will    pay    its    true   and    numerical    proportion    of    the    principal    of 

such  mortgage  indebtedness.  Hut  anything  herein  to  the  contrary  notwith- 
standing, the   said   Covenants   to    pay    interest    and    principal    upon   said    First 

and  Refunding  Mortg  I   Bonds  shall  Ite  limited  ami  confined  to  the 

(11,500,000.00  par  value  thej  fied  and  delivered  by  the  trua 

as  in  said  mortgage  or  indenture  provided.     Bach  of  said  Railway  Companies 
upon  each  of  said  bonds  its  joint  and  several  unconditional 
guaranty  of  payment  by  The  Depol  Company  of  the  principal  and  intei 
thereof'.    The  obligation  of  said  Railway  Companies  shall  not  extend  to  pay 

meiit  or  guaranty  of  any  of  the  principal  or  interest  of  the  bonds  issued  under 

.    indenture    in    excess    of    the    first    $11,500,000.00    par    value,    or    to    the 

payment    of   any   charges   of   The    Depot    Company    to    meet    either    principal 

■  i   inten  a  bonds,  unless  by  appropriate  contract  in  writing 

hereafter  to  be  made  such  obligation  is  assumed. 

I.    The    said     Railway    Compan  iBCtively,    hereby    covenant    and 

agree    with    The    Depot    Company,   to    render   to    it    on    the    first    business 

day    of    each     month,    a     statement     of    the    number    of    pa8S6nger    cars     by 

said   Railway   Companies,   respectively,   run   into  ami   from  said   passenger 

>r,  computed  in  manner  aforesaid,  and  of  the  number  of  freight  ears 
transferred  for  or  by  it  over  said  transfer  tracks  during  the  preceding 
month. 

^  11.  The  said  Railway  Companies,  respectively,  hereby  covenant  and 
agree  with  The  Depot  Company  to  pay  to  The  Depot  Company,  monthly, 
at  its  office  at  Saint  Paul  for  the  said  use  of  said  passenger  station, 
grounds,  tracks,  railways  and  transfer  privileges,  its  proportion  of  said 
rentals,  dues  and  tolls  fixed  and  determined  as  herein  provided,  within 
tt  u  days  after  the  account  thereof  is  forwarded  or  delivered  to  the  said 
Eailway   Companies,   respectively. 


CORPORATE    HISTORY  1833 

§  12  If  any  of  the  said  Eailway  Companies,  respectively,  shall  make 
default  for  the  period  of  three  months  in  the  payment  of  its  said  monthly 
rents,  dues  and  tolls,  or  of  any  installment  or  part  thereof,  The  Depot 
Company  may,  at  its  option,  and  at  any  time  thereafter,  said  default 
still  continuing,  terminate  this  contract  as  to  said  defaulting  company  by 
notice  in  writing  to  that  effect,  and  upon  the  service  of  such  notice 
upon  the  president,  superintendent  or  other  general  managing  agent  of 
any  of  the  said  Eailway  Companies,  respectively,  this  contract  shall  termi- 
nate without  other  act  of  The  Depot  Company. 

§  13.  In  case  default  shall  be  made  for  the  period  of  two  months  by 
any  company  using  said  railway  station,  in  the  payment  of  its  proportion 
of  said  rentals,  tolls  and  dues,  including  principal  and  interest  upon  the 
mortgage  bonds  issued  or  to  be  issued  as  herein  set  forth,  The  Depot 
Company  may  apportion,  according  to  the  provisions  in  this  contract  con- 
tained, the  amount  so  in  default  and  charge  the  same  to  the  Eailway 
Companies,  respectively,  which  have  made  no  default  in  said  monthly 
account,  as  part  of  the  rents,  tolls  and  dues  owing  by  said  company,  and 
each  of  said  Eailway  Companies,  respectively,  hereby  agrees  to  pay  its 
full  and  proper  proportion  of  the  same  as  herein  defined,  but  each  party 
shall  to  that  amount  be  subrogated  to  the  rights  and  claims  of  The 
Depot  Company  as  against  such  defaulting  company.  In  the  event  that 
any  of  said  railway  companies  pay,  by  reason  of  default  of  any  other 
company  party  to  this  agreement,  more  than  its  true  and  proper  proportion 
either  of  principal  or  interest  due,  or  to  become  due,  upon  any  of  the 
three  issues  of  mortgage  bonds  hereinbefore  referred  to,  (including  of 
the  First  and  Eefunding  Gold  Mortgage  Bonds,  only  $11,500,000),  the 
railway  company  or  companies  paying  the  portion  of  such  principal  or 
interest  of  any  defaulting  company  shall,  under  said  mortgages,  be  indem- 
nified and  subrogated  to  the  rights  of  the  holders  and  owners  of  said 
claims,  whether  for  principal  or  interest,  or  both,  and  the  trustee  under 
said  First  and  Eefunding  Mortgage  is  hereby  directed  and  empowered  by 
assignment  of  such  claim  or  otherwise,  to  fully  protect  said  railway 
company  or  companies  paying  the  share  of  any  defaulting  company  of 
such  principal  or  interest.  Such  subrogation  or  assignment  shall  be  sub- 
ordinate to  the  claims  of  the  trustee  while  acting  for  the  bondholders. 
At  the  election  of  said  companies,  or  any  of  them,  in  case  of  the  payment 
of  the  principal  of  said  First  and  Eefunding  Mortgage  Gold  Bonds  or 
any  part  thereof  by  said  companies  or  any  of  them,  The  Depot  Company 
will  issue  new  bonds  secured  by  mortgage  upon  its  property  to  give  said 
companies  or  any  of  them  declaring  and  making  known  to  The  Depot 
Company  such  election  full  indemnification  and  protection. 

§  14.  Inasmuch  as  the  entire  aggregate  annual  rental,  tolls  and  dues  for 
the  use  of  said  grounds,  depot,  tracks,  railways  and  transfer  privileges 
is  to  be  paid  by  the  companies  using  the  same  in  proportion  to  the 
amount  of  such  use  by  each  as  aforesaid;  and  in  case  of  the  failure 
of  any  of  the  Eailway  Companies  above  mentioned  to  make  use  of  the 
same,  and  pay  their  proportion  of  such  aggregate  annual  rental,  tolls, 
and  dues  as  hereinbefore  provided,  whether  on  account  of  principal  and 
interest  of  said  mortgage  bonds   or  expense  of  construction,  maintenance 


1834      CHICAGO,  BURLINGTON  &  QTJ1NCY  RAILROAD  COMPANY 

or  operation,  or  otherwise,  the  expense  of  such  use  to  the  others  will  be 
increased;  and  the  amount  of  stock  issued  as  aforesaid  to  said  companies 
has  been  divided  among  them,  each  company  owning  one-ninth  of  the 
stock  of  the  corporation,  and  it  lias  been  agreed  between  the  said  companies 
that  in  the  case  of  tlie  failure  of  any  of  said  companies,  or  the  party  or 
parties  who  shall  succeed  them  in  the  ownership  or  operation  of  their 
respective  railroads,  to  use  and  continue  the  use  or  to  pay  for  the  use  of 
said  Union  Passenger  Station  from  and  after  the  time  the  same  and  the 
tracks  thereto  are  ready  for  use,  the  capital  stock  so  issued  to  the  company 
or  companies  imw  owning  and  operating  the  railroad  or  railroads  with 
respect  to  which  such  default  shall  occur,  shall  he  forfeited  to  The  Depot 
Company,  and  said  stock  having  been  issued  subject  to  forfeiture  as 
aforesaid;  Now,  therefore,  the  said  Railway  Companies,  respectively,  do 
hereby  covenant  and  agree  with  The  Depot  Company,  that  in  case  any 
nt'  the   Railway  Companies,  or  the   party  or  parties  who  shall   succeed   it 

in    the    ownership    or    operati t'    its    railroad,    shall,    at    any    time    fail    to 

make  use  of  the  terminal  facilities  of  The  Depot  Company  as  hereinbefore 

covenanted  and  agreed,  ami  thereafter  to  continue  such  use  unless  tem- 
porarily   prevented    by    tire    or    other    casualty    to    the    same,    or    in    case    this 

contract  shall  he  terminated  by  reason  of  the  payment  of  the  monthly 

rentals,  tolls  and  dins,  including  principals  ami  interest  upon  the  mortgage 
indebtedness,   as   hereinbefore    provided,    the   said    capital    stock    issued   to 

the    said     railway     company     shall,     without     an\     other    act     hy     The     Depot 

Company,  become  ami  he  forfeited  to  The  Depot  Company,  ami  thereafter 

tin-  said  four  per  centum  per  annum  dividend  thereon  hereinbefore  men- 
tioned, shall  not  he  assessed  or  carried  into  the  said  aggregate  amount  of 

rents,  toils  and   dins,  ami   shall  not   thereafter   he  . .  ■  !   or   paid   in   any 

manner,   or   any    dividend   thereon;    hut    this    provision    shall    not    he   construed 

to  nlie\e  the  - .•  i id  railway  company,  its  successors  or  assigns,  from  its 
nants  herein  contained,  to  use  ami  continue  to  use  ami  to  pay  for 
the  u-i  of  the  said  passenger  depot,  grounds  ami  tracks  as  aforesaid,  or 
from  liability  for  damages  for  a  breach  thereof,  or  from  any  covenant 
herein  contained,  or  from   liability  for  a   breach  thereof. 

£  15.  Should  the  number  of  railway  companies  making  similar  contracts 
with  The  Depot  Company  and  admitted  to  use  said  passenger  station  of 
The  Depot  Company  and  its  terminal  facilities,  he  increased,  or  should 
the  number  of  said  railway  companies  using  -aid  facilities  under  a  similar 
contract  he  decreased,  the  contribution  of  each  company  shall  he  ratably 
increased  or  reduced  accordingly,  .so  that  each  company  will  he-  required  to 
pay    its    just    and    true    proportion    of    said    interest,    taa  assments, 

charges,   outlays   ami    exp  rpon    the    basis   of   user.     Contribution    to 

principal  sum  of  mortgage  indebtedness  is  to  be  made  by  said  companies 
upon  a  numerical  basis,  as  herein  stated,  and  not  otherwise;  hut  before 
any   company   shall    hen-after    be    admitted    to    the    privileges    ami   use   of 

the  depot  facilities  it  shall  first  subscribe  and  pay  for  such  number  of 
shares  of  the  capital  stock  of  The  Depot  Company  as  shall  he  deemed 
equitable  by  its  board  of  directors,  subject   Ed  like  forfeiture. 

§   16.  The  books,  files  and  accounts   of  The  Depot  Company  shall  at    all 


CORPORATE    HISTORY  1835 

reasonable  times  be  open  to  the  inspection  of  the  president,  superintendent 
and  general  managing  agent  of  the  said  Eailway  Companies,  respectively, 
or  such  officer  or  agent  as  they  or  any  of  them  may  appoint  to  inspect 
the  same ;  and  the  statements,  accounts  and  reports  of  the  said  Eailway 
Companies,  respectively,  in  respect  of  the  passenger  trains  and  cars  running 
into  and  leaving  said  city  of  Saint  Paul  upon  their  railroads,  respectively, 
and  in  respect  of  freight  cars  transferred  by  or  for  them  to  or  from 
other  roads  or  industries  at  said  city  of  Saint  Paul,  shall  be  at  all 
reasonable  times  open  to  the  inspection  of  the  president,  superintendent 
and  general  managing  agent  of  The  Depot  Company,  or  such  officer  or 
agent  as  it  may  appoint  for  the  purpose  of  such  inspection. 

§  17.  The  rule  and  basis  of  apportionment  of  the  aggregate  annual 
rentals,  tolls  and  dues  hereinabove  laid  down  may  be  changed  from  time 
to  time,  as  hereinafter  provided.  The  board  of  directors  of  The  Depot 
Company  shall  have  the  power  to  change  the  same  from  time  to  time 
with  the  assent  of  all  the  companies  entitled  to  participate  in  the  use  of 
such  Union  Passenger  Depot ;  and  the  action  in  the  board  of  the  individual 
members  thereof,  representing  railroad  companies  entitled  to  participate 
in  such  use,  assenting  to  such  change,  shall  be  deemed  to  be  the  assent  of 
the  companies  represented  by  them,  respectively;  and  at  any  time  Eliminat- 
ed by  Board  Resolution  of  Feb.  1,  1023,  and  not  oftener  than  once  in  each 
twelve  months  thereafter,  any  of  the  companies  entitled  to  participate  in 
the  use  thereof  may  by  its  president,  superintendent  or  general  managing 
agent,  make  a  demand  in  writing  of  The  Depot  Company  by  delivering  the 
same  to  the  president,  superintendent  or  general  managing  agent  thereof, 
to  change  the  rule  or  basis  of  such  apportionment  on  the  ground  that  it  is 
working  unjustly  to  the  company  making  such  demand,  specifying  the 
change  desired.  If  the  board  of  directors  of  The  Depot  Company  shall  not 
within  two  months  after  such  demand  change  such  rule  or  basis  of  appor- 
tionment, with  the  assent  of  all  the  companies  entitled  to  participate  in 
the  use  of  such  depot,  including  the  company  making  such  demand,  the 
matter  may  be  determined  by  arbitration  as  follows :  The  company  demand- 
ing such  change  shall  select  and  report  to  The  Depot  Company,  its  president, 
superintendent  or  managing  agent,  in  writing,  a  disinterested  person  of 
experience  and  skill  in  railway  management  as  referee,  and  The  Depot 
Company  shall  thereupon  appoint  a  disinterested  person  of  experience  and 
skill  in  railway  management,  and  if  The  Depot  Company  shall  fail  to  make 
such  appointment  within  one  month  after  the  reporting  thereto  of  the  ap- 
pointment by  the  other  party  as  aforesaid,  then  said  company  demanding 
such  change  may  make  such  appointment  for  and  on  behalf  of  The  Depot 
Company,  and  shall  notify  The  Depot  Company  thereof  in  writing,  and  th'e 
two  referees  so  selected  shall  select  a  third,  who  shall  be  also  skilled  and 
experienced  in  railway  management,  and  the  three  so  selected  shall  hear  the 
said  matter  in  controversy  and  shall  determine  the  rule  and  basis  of  such 
apportionment,  and  their  decision,  or  that  of  a  majority  of  them,  shall  be 
final  and  conclusive  upon  all  parties  interested,  and  the  rule  or  basis  of 
apportionment  so  determined  upon  shall  remain  in  force  for  one  year  there- 
after and  until   again   changed   in   accordance   with   the  provisions   of  this 


1836      CHICAGO,  BURLINGTON  &   QTJINCY  RAILROAD  COMPANY 

section;  but  nothing  herein  shall  exonerate  the  company  demanding  such 
change,  or  any  other  company,  from  the  payment  of  its  proportion  of  such 
aggregate    rental,    tolls   and    dues    as   shall    become    due    and    payable    during 

the  pendency  of  the  proceedings  aforesaid,  but  each  such  company  shall 
pay  its  proportion  thereof  monthly,  ascertained  by  the  rule  of  apportion- 
ment in  force  on  the  first  day  of  the  month  for  which  the  same  is  due; 
ami  nothing  herein  contained  shall  authorize  or  empower  any  change  to  be 
made  in  the  basis  by  which  the  amount  of  the  said  aggregate  annual  rental, 
tolls  and  dues  is  to  be  arrived  at  as  hereinbefore  set  forth. 

The  Depot  Company  will  proceed  with  all  reasonable  dispatch  to 

Construct,  Complete  and  equip,  ready  for  use,  SUCh  passenger  station  and 
tracks   for  access   thereto,  and   transfer   tracks   between    the   railroads   of   the 

tal  companies  hereinbefore  mentioned,  and  it  will  construct   its  tracks 

for  I  g    C  trains  and  the  transfer   of   freighl    ears   -..  as  to  connect    with 

the  tracks  of  said  several  railway  companies  at  such  practicable  place  on 
the  boundary  of  the  lands  ami  premises  of  The  Depot  Company  as  said 
companies   may   designate,   said   companies    respectively   constructing   their 

own    tracks    to    such    place;    and    that    it    will    acquire    the    necessary    lands, 

premises  and  terminal  facilities  referred  to  in  said  plans  and  will  complete 
;•    new   union   station   substantially    according   to    plans   and   specifications 
red   to,  and   will   re-arrang  ostruct   and   enlarge  terminal 

faci  1  he  Depol  Company. 

Until  The   Depot  Company  shall  engage  in  the  construction  of  said  new 

Union  J'  Station    and    terminal    facilities,    it    wdl   continue    to    main- 

tain as  at  present,  the  facilities  enjoyed  bj  -aid  Railway  Companies, 
respect  i\ 

§  19.     It  i-  expressly  stipulated  ami  understood  that  all  of  the  covenants 
and      g  t"   be   performed   by   said    Railway   Companies  under  this 

agreem.  •  ■    reral  and  not  joint,  and  in  no  event  shall  any  of  said  Hail- 

way  Companies  !»■  liable  for  the  default  of  any  of  the  other  railway  com- 

ssly  provided. 
_  l.      The  -  covenants,  conditions  and  stipulations  of  this  agree- 

ment shall  he  binding  upon  and  inure  t"  thi  l»  ai  fit  of  the  respective  parties 
hereto,  theii  -  ami  assigns.    X"  assignment   by  any  of  the 

Railway  Companies  of  any  interest  _;it   under  this  agreement,  whether 

in  connection  with  the  sale  of  tin'  assigning   Railway  Company's  railway 
I  other  property  or  otherwise,  shall  re]  isigning  railway  com- 

pany from  any  of  its  obligations  under  this  agreement.  If  any  of  tin' 
Kailway  Companies  should  he  consolidated,  the  consolidated  company  shall 
be  liable  to  make  all  payments  and  to  perform  all  obligations  hereunder 
which  would  be  obligatory  upon  each  of  the  constituent  companies  if  such 
consolidation  had  not  been  made. 

If  the  railroad  of  any  of  the  Kailway  Companies  should  be  sold  or  placed 
in  the  hands  of  a  receiver,  the  purchaser  or  receiver  shall  be  charged  with 


CORPORATE    HISTORY  1837 

the  duty  of  making  all  payments  and  performing  all  obligations  binding 
upon  such  railway  company  by  the  terms  hereof. 

The  Depot  Company  or  the  trustee  named  in  said  First  and  Eefunding 
Mortgage  may  maintain  and  prosecute  and  enforce  claim  for  the  amount 
due  under  the  terms  of  this  agreement  from  any  of  the  said  Eailway  Com- 
panies, or  in  case  of  insolvency,  bankruptcy  or  receivership,  may  prosecute 
and  enforce  claim  for  damages. 

Any  railway  company  succeeding  to  the  rights,  privileges  and  franchises 
of  a  defaulting  company,  whether  by  purchase  or  otherwise,  may  be  required 
as  a  condition  of  admission  to  the  use  of  the  station  and  its  terminal  facil- 
ities, to  pay  the  sums  due  from  said  defaulting  company. 

If  a  receiver  of  any  railway  company,  tenant  of  The  Depot  Company, 
shall  be  appointed,  such  receiver  shall  be  charged  with  the  payment  of  the 
obligations  of  such  defaulting  company  in  respect  of  this  contract,  and 
may  be  required  to  affirm  -the  contract  as  a  condition  of  the  use  of  said 
terminals. 

This  agreement  shall  not  be  construed  as  in  any  manner  rescinding  or 
changing  the  conditions,  restrictions  or  other  covenants  contained  in  the 
said  deed  of  the  St.  Paul,  Minneapolis  and  Manitoba  Eailway  Company  to 
The  Depot  Company,  dated  January  13,  1880,  save  as  herein  expressly 
modified  in  respect  of  the  number  of  tracks  (and  the  connections  therewith) 
to  be  assigned  and  provided  for  the  exclusive  or  perferential  and  perpetual 
use  of  the  Great  Northern  Eailway  Company,  the  successor  of  the  St.  Paul, 
Minneapolis  and  Manitoba  Eailway  Company,  and  as  reserved  in  the  deed 
of  said  Great  Northern  Eailway  Company  to  The  Depot  Company. 

If  any  property  is  conveyed  to  The  Depot  Company  upon  condition  in 
respect  to  its  use,  operation,  maintenance  or  otherwise,  The  Depot  Company 
shall  require,  and  the  grantor  shall  give,  a  covenant  in  the  deed  of  convey- 
ance, or  an  agreement  expressed  in  some  other  form  of  recordable  written 
instrument,  that  before  the  grantor  shall  enter  and  retake  the  property  con- 
veyed by  reason  of  the  failure  of  The  Depot  Company  to  comply  with  any 
of  such  conditions,  such  grantor  shall  repay  without  interest  to  the  trustee 
under  said  First  and  Eefunding  Mortgage,  the  consideration  paid  by  The 
Depot  Company  for  such  conveyance ;  or,  if  said  First  and  Eefunding 
Mortgage  shall  then  have  been  paid,  such  consideration  shall  be  restored 
by  said  Grantor  to  The  Depot  Company,  but  without  interest.  If  paid  to 
said  trustee,  such  moneys  shall  be  retained  by  it  as  substituted  security  for 
the  premises  to  which  such  condition  was  attached  and  by  reason  of  the 
breach  of  which  said  grantor,  or  its  successor  may  be  entitled  to  re-enter 
and  take  possession  of  the  premises. 

Jacob  M.  Dickinson,  in  his  capacity  of  Eeceiver  of  The  Chicago,  Eock 
Island  and  Pacific  Eailway  Company,  one  of  the  parties  to  this  agreement, 
joins  said  The  Chicago,  Eock  Island  and  Pacific  Eailway  Company  in  all  the 
covenants  herein,  including  guaranty  of  payment  of  the  principal  and 
interest  of  said  First  and  Eefunding  Mortgage  Gold  Bonds  in  the  principal 
sum  of  $11,500,000.00,  or  so  much  thereof  as  may  be  deemed  necessary  for 


1838      CHICAGO,  BURLINGTON   &   QUINCE   RAILROAD  COMPANY 

the  purposes  in  said  mortgage  referred  to.  This  Operating  Agreement  is 
executed  by  said  Jacob  M.  Dickinson  under  and  by  virtue  of  the  authority 
contained  in  certain  orders  of  the  District  Court  of  the  United  states  for 
the  Northern  District  of  Illinois,  Eastern  Division,  in  a  certain  action  in 
which  the  American  steel  Foundries  is  the  complainanl  and  The  Chicago, 
Rock  Island  and  Pacific  Railway  Company  the  defendant;  bul  the  covenants 

made    herein    by    said    receiver    shall    bind    the    trust    estate,    and    shall,    in    no 

event,  bt  ted  to  create  upon  the  pari  of  said  Jacob  M.  Dickinson  a 

personal  or  individual  obligation;  but  it  is  understood  that  said  The 
Chicago,  Rock  Island  and  Pacific  Railway  Company  as  reorganized,  or  such 
other  corporation  as  may  succeed  the  Receiver  in  possession  of  said  trust 
te,  m:.\  be  required  to  assume  the  obligations  of  the  Receiver  In  respect 
of  said  contracts,  guaranties  or  other  undertakings  as  herein  contained. 
The  Depot  Company  may  make  this  requirement  as  a  condition  of  admission 
to  the  use  of  •  i. hi  and   its   facilil 

agreement  is  also  i  secuted  by  the  officers  of  The  Chicago,  Rock 
Island  ami  Pacific  Railway  Company  in  that  behalf  duly  authorized  by  order 
;id  United  States  District  Court. 
In  Witness  Whereof,  the  said  parties  btereto  have  caused  these  presents 
to  !»■  signed  in  twelve  counterparts  by  their  respective  Presidents  or  Vice 
Presidents,  in  that  behalf  duly  authorized,  and  impressions  of  their  respective 
corpi  is  to  !"•  her. -unto  affixed  ami  attested  by  their  respective  Secre- 

taries, or  Assistant  Secretaries,  the  daj  and  year  first  above  written. 

Tie-  Sa  i  nt   Paul   Union   I  '.pot   <  lompany, 
\l]  By  E.  Pennington, 

Attest  :  Presidt  nl. 

Ohas.  Ji  ns<  it.  Si  <r<  tary. 

■  d    and    delivered    in    the    p] 

E.  S.  McPi 

II.  B.  Mi  Cbj  adv 

(As  to  The  st.  Paul  Union  D.  Co.) 

Chicago,  Milwaukee  and  St.  Caul  Railway  Company, 

[SEAL]  /-'.'/   A.   .1.    E  LEUNG, 

Attest  :  Pr< sidt  nl. 

E.  W.  Adams.  8t  en  tary 

T.    W.    BURTNESS 

]'.     E.     K  IKK  I.AM) 

(As  toC.  M.  &  St.  P.  Ry.  Co.) 

Ci.  Paul,  Minneapolis  and  Omaha 

Ra  i  .'..-}    I  lompany, 
\l]  By  Jas.  T.  Clark, 

Attest:  President. 

C.  A.  Leggo,  .  I. — tani  Secretary 

P   A.   KOCKWELL 

H.  P.  Barlow 

(As  to  C.  St.  P.  M.  &  O.  By.  Co) 


CORPORATE    HISTORY  1839 

Chicago,  Burlington  and  Quiney  Railroad  Company, 
[seal]  By  Hale  Holden, 

Attest :  Presiih  nt. 

H.  E.  Jarvis,  Assistant  Secretary. 
P.  M.  Benedick 
J.  R.  King 

(As  to  C.  B.  &  Q.  B.  E.  Co. 
Form  Approved : 
E.  M.  Shelton 

Minneapolis,  St.  Paul  and  Sault  Ste.  Marie  Railway  Company, 

[seal]  By  E.  Pennington, 

Attest :  President. 

G.  W.  Webster,  Secretary 

E.  S.  McPhekson 

M.  McGinn 

(As  to  M.  St.  P.  &  S.  S.  M.  Ry.  Co.) 

Great  Northern  Railway  Company, 
[seal]  By  E.  C.  Lindley, 

Attest :  Vice-President. 

L.  E.  Katzenbach,  Secretary 
Lewis  D.  Newman 
G.  E.  Miller 
(As  to  Great  Northern  Ry.  Go.) 

Northern  Pacific  Railway  Company, 
[seal]  By  J.  M.  Hannaford, 

Attest :  President. 

R.  H.  Relf,  Assistant  Secretary 
A.  V.  Fabian 
R.  W.  Crowe 
(As  to  Northern  Pacific  Ry.  Co.) 

Chicago  Great  Western  Railroad  Company, 
[seal]  By  S.  M.  Felton, 

Attest :  President. 

J.  F.  Coykindall,  Secretary 
H.  G.  Buck 
P.  T.  Marwick 
(As  to  C.  G.  W.  R.  R.  Co.) 

The  Minneapolis  and  St.  Louis  Railroad  Company, 
[seal]  By  W.  H.  Bremner, 

Attest :  Acting  President. 

A.  E.  Smith,  Asst.  Secretary. 
O.  L.  Johnson 
M.  McGinn 
(As  to  M.  &  St.  L.  R.  R.  Co.) 


1840      CHICAGO,  BURLINGTON    &   QUINCY   RAILROAD  COMPANY 

The  Chicago,  Bock  Island  and  Pacific  Eailway  Company, 
[seal]  By  A.  C.  Eidgway, 

Attest:  jnd  Vice-President. 

Geo.  H.  Crosby,  Seen  tary 

H.   M.   SLOAN' 

E.  A.  Fleming 
(As  to  C.  EL  1.&  P.  Ey.  Co.) 
I seal]  Jacob  M.  Dickinson, 

As    Receiver    of    The    Chicago,    Eock    Island    and 
Pacific  Eailway  Company,  and  not  as  an  individual. 
II.  M.  Sloan 
E.  A.  Fid  u  [NG 
I  As  to  Eteceiver,  C.  E.  I.  &  P.  Ey.  Co.) 

State  of  Minnesota) 

>  ss 
County  of  Eaaisey  ) 

On  tli is  14 tli  day  of  April,  1  ;•  1 7 .  before  me  a  notary  public  within  and 
for  said  county,  duly  commissioned  and  qualified  to  take  and  certify 
acknowledgments,  personally  came  E.  Pennington,  President,  and  Charles 
Jensen,  Secretary,  of  The  Sain!  Paul  Union  Depot  Company,  to  me  per- 
lly  known,  and  known  to  me  to  be  such  Presidenl  and  Secretary,  respec- 
tive! I  corporation,  \n  1  > < •  being  by  me  first  duly  sworn,  doth  depose 
and  say,  each  for  himself,  that  the  said  E,  Pennington  is  the  President  and 
the  said  Charles  Jenscfa  is  the  Secretary  of  The  Saint  Paul  Union  Depot  Com- 
pany, our  of  the  corporations  described  in  and  which  executed  the  foregoing 
instrument,  and  that  the  seal  affixed  to  aaid  instrument  is  the  corporate 
seal  of  said  corporation,  and  that  Baid  instrument  was  signed,  executed 
ae.d  Bealed  in  behalf  of  said  tion  by  authority  of  its  Board  of  Di- 
rectors; and  they  did  severally  acknowledge  said  instrument  to  be  the  free 
act  and  deed  of  said  corporal  ion. 
| seal] 

m.  McGinn, 
Notary  Public,  Ramsey  County,  Minnesota. 
My  commission  expires  January  17,  1921. 


1 


State  of  Illinois,] 

'  ss 
County  of  Cook 

On  this  3rd  day  of  May,  1917,  before  me,  a  notary  public  within  and  for 
said  county,  duly  commissioned  and  qualified  to  take  and  certify  acknowledge- 
ments, personally  came  A.  J.  Earling,  President,  and  E.  W.  Adams,  Secretary, 
of  Chicago,  Milwaukee  and  St.  Paul  Eailway  Company,  to  me  personally 
known,  and  known  to  me  to  be  such  President  and  Secretary,  respectively, 
of  said  corporation,  who  being  by  me  first  duly  sworn,  doth  depose  and  say, 
each  for  himself,  that  the  said  A.  J.  Earling  is  the  President,  and  the  said 
E.  W.  Adams  is  the  Secretary  of  Chicago,  Milwaukee  and  St.  Paul  Eailway 
Company,  one  of  the  corporations  described  in  and  which  executed  the  fore- 
going instrument,  and  that  the  seal  affixed  to  said  instrument  is  the  corporate 
seal  of   said   corporation,   and   that   said   instrument  was   signed,   executed 


CORPORATE    HISTORY  1841 

and  sealed  in  behalf  of  said  corporation  by  authority  of  its  Board  of  Di- 
rectors;   and   they   did   severally   acknowledge   said   instrument   to   be   the 
free  act  and  deed  of  said  corporation. 
[seal]  Julius  M.  Lorenz, 

Notary  Public,  Cook  County,  Illinois. 
My  commission  expires  October  6,  1917. 

State  of  Minnesota  ) 

>   SS 

County  of  Eamsey,  \ 

On  this  14  day  of  April,  1917,  before  me,  a  notary  public  within  and 
for  said  county,  duly  commissioned  and  qualified  to  take  and  certify 
acknowledgements,  personally  came  Jas.  T.  Clark,  President,  and  C.  A. 
Leggo,  Assistant  Secretary,  of  Chicago,  St.  Paul,  Minneapolis  and  Omaha 
Bailway  Company,  to  me  personally  known,  and  known  to  me  to  be  such 
President  and  Assistant  Secretary,  respectively,  of  said  corporation,  who 
being  by  me  first  duly  sworn,  doth  depose  and  say,  each  for  himself,  that 
the  said  Jas.  T.  Clark,  is  the  President,  and  the  said  C.  A.  Leggo  is  the 
Assistant  Secretary  of  Chicago,  St.  Paul,  Minneapolis  and  Omaha  Eailway 
Company,  one  of  the  corporations  described  in  and  which  executed  the 
foregoing  instrument,  and  that  the  seal  affixed  to  said  instrument  is  the 
corporate  seal  of  said  corporation,  and  that  said  instrument  was  signed, 
executed  and  sealed  in  behalf  of  said  corporation  by  Authority  of  its  Board 
of  Directors;  and  they  did  severally  acknowledge  said  instrument  to  be 
the  free  act  and  deed  of  said  corporation. 
[seal]  P.  A.  Eockwell, 

Notary  Public,  Eamsey  County,  Minnesota. 
My  commission  expires  June  20th,  1923. 

State  of  Illinois  ) 

r    SS 

County  of  Cook  \ 

On  this  20th  day  of  April,  1917,  before  me,  a  notary  public  within  and  for 
said  county  duly  commissioned  and  qualified  to  take  and  certify  acknowl- 
edgements, personally  came  Hale  Holden,  President,  and  H.  E.  Jarvis, 
Asst.  Secretary,  of  Chicago,  Burlington  and  Quincy  Eailroad  Company, 
to  me  personally  known  and  known  to  me  to  be  such  President  and  Asst. 
Secretary,  respectively,  of  said  corporation,  who  being  by  me  first  duly  sworn, 
cloth  depose  and  say,  each  for  himself,  that  the  said  Hale  Holden  is  the 
President,  and  the  said  H.  E.  Jarvis  is  the  Asst.  Secretary  of  Chicago,  Bur- 
lington and  Quincy  Eailroad  Company,  one  of  the  corporations  described 
in  and  which  executed  the  foregoing  instrument,  and  that  the  seal  affixed 
to  said  instrument  is  the  corporate  seal  of  said  corporation,  and  that  said 
instrument  was  signed,  executed  and  sealed  in  behalf  of  said  corporation 
by  authority  of  its  Board  of  Directors;  and  they  did  severally  acknowledge 
said  instrument  to  be  the  free  act  and  deed  of  said  corporation. 

[seal]  W.  S.  Burley, 

Notary  Public,  Cook  County,  Illinois. 
My  commission  expires  October  4,  1918. 


1842       CHICAGO,   BURLINGTON   &    QTJINCY   RAILROAD   COMPANY 

State  of  Minnesota) 
County  of  Hennepin  \ 

On  this  16th  day  of  April,  1917,  before  me,  a  notary  public  within  and  for 
said  county,  duly  commissioned  and  qualified  to  take  and  certify  acknowl- 
edgements, personally  came  E.  Pennington,  President,  and  G.  W.  Webster, 
Secretary,  of  Minneapolis,  St.  Paul  ami  Sault  Ste.  Marie  Railway  Company, 
to  me  personally  known,  and  known  to  mo  to  be  such  President  and  Secre- 
tary, respectively,  of  said  corporation,  who  being  by  me  first  duly  sworn, 
doth  depose  and  Bay,  each  for  himself,  that  the  said  E.  Pennington  is  the 
President,  and  the  said  Gr.  W.  Webster  is  the  Secretary  of  Minneapolis,  St. 
Paul  ami  Sault  ste.  Marie  Railway  Company,  one  of  the  corporations  de- 
bed  in  and  which  executed  the  foregoing  instrument,  and  that  the  seal 
affixed  to  said  instrument  is  the  Corporate  seal  of  said  corporation,  and 
that  said  instrument  was  Bigned,  executed  and  sealed  in  behalf  of  said 
corporation  by  authority  of  it-  Board  of  Directors;  and  they  did  severally 

acknowli     g      -       I  instrument  to  be  the  free  act  and  deed  of  said  corporation. 

[seal]  M.  McGinn, 

My  commission  expires  January  17,  1921. 

Notary  /'       e,  Ramsey  County,  Minnesota 

State  ok  Minnesota  ) 

y  SS. 

County  of  Ramsey  \ 

On  this  7th  day  of  April,  1917,  before  me,  a  aotary  public  within  and  for 
said  county,  duly  commissioned  and  qualified  to  take  ami  certify  acknowl- 

g  nieiits,  personally  came  B.  < '.  Lindley,  Vice  President,  and  L.  E. 
rlatzenbach,  Secretary,  of  Greal    Northern   Railway  Company,  to  me  per- 

SOnally   known,   ami    known   to   me   to    In-  such    Vice  Presidenl    ami   Secretary, 
respectively,   of   said    corporation,    who    being    by    nie    first    duly    sworn,   doth 

depose  ami  say,  each  for  himself,  thai  the  said  E.  C  Lindley  is  the  Vice- 
President,  ami  tie-  said  P.  P.  rlatzenbach  is  tin  9  try  of  Greal  Northern 
Railway  Company,  one  of  the  corporations  described  in  and  which  executed 
the  foregoing  instrument,  and  that  the  seal  affixed  t  ■  ■  -aid  instrument  is  the 
Corporate  Bea]  of  said  corporation,  and  that  said  instrument  was  signed, 
executed  and  Sealed  in  behalf  of  said  corporation  by  authority  of  its  Board 
of  Directors;  and  they  did  severally  acknowledge  Said  instrument  to  be  the 
free  act  and  deed  of  said  corporation. 
[seal]                                                          Lewis  I).  Newman, 

Notary  Public,  Ramsey  County,  Minnesota. 
My  commission  expires  May   12,   1K22. 

State  of  Minnesota  / 
County  of  Ramsey  ) 
On  this  9th  day  of  April,  1917,  before  me,  a  notary  public  within  and  for 
said  county,  duly  commissioned  and  qualified  to  take  and  certify  acknowl- 
edgements, personally  came  J.  M.  Hannaford,  President,  and  R.  H.  Relf, 
Assistant  Secretary,  of  Northern  Pacific  Railway  Company,  to  me  personally 
known,  and  known  to  me  to  be  such  President  and  Assistant  Secretary, 
respectively,  of  said  corporation,  who  being  by  me  first   duly   sworn,  doth 


CORPORATE    HISTORY  1  S-i'-l 

depose  and  say,  each  for  himself,  that  the  said  J.  M.  Hannaford  is  the 
President,  and  the  said  E.  H.  Eelf  is  the  Assistant  Secretary  of  Northern 
Pacific  Eailway  Company,  one  of  the  corporations  described  in  and  which 
executed  the  foregoing  instrument,  and  that  the  seal  affixed  to  said  instru- 
ment is  the  corporate  seal  of  said  corporation,  and  that  said  instrument 
■was  signed,  executed  and  sealed  in  behalf  of  said  corporation  by  authority 
of  its  Board  of  Directors ;  and  they  did  severally  acknowledge  said  instru- 
ment to  be  the  free  act  and  deed  of  said  corporation. 
[seal]  Edwin  Irle, 

Notary  Public,  Hennepin  County,  Minnesota. 
My  commission  expires  November  29,  1922. 

State  of  Illinois  ) 

>  ss 
County  of  Cook  \ 

On  this  8th  day  of  May,  1917,  before  me,  a  notary  public  within  and  for 
said  county,  duly  commissioned  and  qualified  to  take  and  certify  acknowl- 
edgements, personally  came  S.  M.  Felton,  President,  and  J.  F.  Coykindall, 
Secretary,  of  Chicago  Great  Western  Eailroad  Company,  to  me  personally 
known,  and  known  to  me  to  be  such  President  and  Secretary,  respectively, 
of  said  corporation,  who  being  by  me  first  duly  sworn,  doth  depose  and  say, 
each  for  himself,  that  the  said  S.  M.  Felton  is  the  President,  and  the  said 
J.  F.  Coykindall  is  the  Secretary  of  Chicago  Great  Western  Eailroad  Com- 
pany, one  of  the  corporations  described  in  and  which  executed  the  foregoing 
instrument,  and  that  the  seal  affixed  to  said  instrument  is  the  corporate 
seal  of  said  corporation,  and  that  said  instrument  was  signed,  executed  and 
sealed  in  behalf  of  said  corporation  by  authority  of  its  Board  of  Directors; 
and  they  did  severally  acknowledge  said  instrument  to  be  the  free  act  and 
deed  of  said  corporation. 
[seal]  B.  M.  Jensen, 

Notary  Public,  Cook  County,  Illinois. 
My  commission  expires  Oct.  24,  1920. 


CONTRACTS,  dated  May  11,  1886,  St.  Paul,  Minneapolis  and  Manitoba 
Eailway  Company,  with  Chicago,  Burlington  &  Northern  Eailroad 
Company  (Consolidated)  at  St.  Paul  and  Minneapolis. 

This  Agreement,  made  this  eleventh  day  of  May,  in  the  year  of  our 
Lord  One  Thousand  Eight  Hundred  and  Eighty-six,  between  the  St.  Paul, 
Minneapolis  and  Manitoba  Eailway  Company,  a  corporation  under  the 
laws  of  the  State  of  Minnesota,  party  of  the  first  part,  and  the  Chicago, 
Burlington  and  Northern  Eailroad  Company,  a  corporation  under  the  laws 
of    the    States    of    Wisconsin    and    Minnesota,    party    of    the    second    part, 

Witnesseth : 

Whereas,  the  party  of  the  second  part  is  desirous  of  securing  an  entrance 
into  Minneapolis  over  the  tracks  of  the  first  party,  and  the  first  party  is 
willing  to  afford  trackage  for  that  purpose  upon  the  terms  and  conditions 
hereinafter   defined. 


1844      CHICAGO,  BURLINGTON   &   QUINCY  RAILROAD  COMPANY 

Now  therefore,  the  parties  hereto,  each  of  them  in  consideration  of  the 
covenants  and  agreements  of  the  other  herein  contained,  do  hereby  covenant 
and  agree  to  and  with  each  other  as  follows: 

Article  I. 

The  first  party  grants  and  leases  to  the  second  party  for  the  term 
hereinafter  provided,  the  right  to  run  its  Locomotives,  cars  and  trains, 
handled  by  its  own  employes,  in  the  transaction  of  its  own  business  as 
a  railroad  company,  over  the  tracks  of  tin-  first  party  from  the  point  of 
junction  with  the  tracks  of  tin-  second  party  at  or  near  Third  Street 
in  st.  Paul,  to  a  connection  with  the  yard  of  the  second  party  in  West 
Minneapolis,  which  yard  is  to  be  situated  northwesterly  of  the  yard  of  the 
first  party  in  West    Minneapolis,  and   is  to  he  connected  with  the  main  track 

of  the   first   party  at    or   mar   HoMen   Street,   and  if  for   better   working 
of  business  of  second  party,  at  the  oast  end  of  said  yanl,  at  such  grade 

as  the   first    party   may   from   time  to   time    fix,   but    which   grade   shall   at   all 

times   allow   a   suitalde   ami   convenient    connection. 

right  hereby  granted  i^  to  tie  held  ami  .  zeroised  by  the  second  party 
in  common  with  the  first  party  and  such  other  railroad  companies  as  now 

have  or  may  hereafter  acquire   from   the  firsl    party,   its  BUCCeBSOrS  or  assigns, 
tli-    right    to   the    use   of   all    or   any    part    of   said    tracks. 

/'    I,   that    the   second    party    shall    not    have   the   right    to    use   any    of 

the  existing  side  or  passing  tracks  between  said  points,  except  those  which 

are   named    in   tin-  schedule  hereto  attached   and   made   a   pari    hereof. 

Provided  further,  that  the  second  party  shall  not  have  or  exercise,  by 
virtue  hereof,  the  right  to  use  any  part  of  the  main  tracks  of  the  firsl 
party  for  switching  or  transfer  purposes;  but  the  setting  in  or  taking 
out   of   cars   by    tl  d    party's    freight    trains    to    or    from    any    side    or 

spur  track  which  the  second  party  shall  he  entitled  to  use  uuder  this 
E     emenl  shall  not  he  deemed  switching,  within  the  foregoing  prohibition. 

.1  led  further,  that   the   second    party   shall  not   have  the  right 

to  use  for  passenger  trains  that  part  of  the  tracks  of  the  first  party 
Elding  from  the  point  of  connection  of  such  main  tracks  with  the 
tracks  of  the  .Minneapolis  Union  Railway  Company,  on  the  SOUthwesI 
quarter  of  the  southwest  quarter  (S.  W.  '  (  of  s.  \V.  %)  of  Section  Nineteen 
(19),  in  Township  twenty-nine  (29),  and  Range  Twenty  three  (li.'i),  in 
East  Minneapolis  to  the  point  of  connection  of  such  main  tracks  with 
the  tracks  of  the  Minneapolis  Union  Kaihvay  Company  at  or  near  First 
t  in  West  Minneapolis;  and  the  second  party  shall  not  have  the 
right  to  the  use  of  the  main  tracks  of  the  first  party  west  of  the  connection 
of  such  tracks  with  those  of  the  Minneapolis  Union  Railway  Company 
near  First  Street  in  West  Minneapolis  for  its  passenger  trains,  except 
to  the  extent  of  moving  thereon  its  regular  passenger  trains  arriving  at 
and  departing  from  the  passenger  depot  of  the  said  last  named  company, 
between  said  last  named  point  of  connection  ami  said  yard  of  the  second 
party,  for  storage,  standing  and  cleaning  purposes,  and  subject  to  reason- 
able rules  and  regulations  to  be  made  by  the  party  of  the  first  part. 


CORPORATE   HISTORY  1845 

Article  II. 

From  and  after  the  first  day  of  January,  1887,  or  from  and  after 
such  earlier  date  as  the  second  party  shall  begin  to  make  use  of  such 
tracks,  and  during  the  continuance  of  this  agreement,  the  second  party, 
as  compensation  for  the  right  hereby  granted,  and  whether  it  shall  have 
used  such  tracks  or  not,  shall  pay  to  the  first  party  a  monthly  rent,  which 
shall  be  a  sum  equal  to  the  one-twelfth  of  two  per  cent  on  one  million 
and  seventy  thousand  dollars  ($1,070,000),  which  sum  of  one  million  and 
seventy  thousand  dollars  is,  for  the  purposes  of  this  agreement,  agreed 
to  be  the  value  of  the  property,  the  right  to  the  use  of  which  is  herein- 
before granted  to  the  second  party. 

The  second  party  shall  pay  to  the  first  party,  at  its  office  in  the  City  of 
St.  Paul,  the  rent  for  each  and  every  calendar  month  on  or  before  the 
fifteenth  day  of  the  next  succeeding  month,  in  gold  coin  of  the  United 
States   of  the  present  standard  of  weight  and  fineness. 

Article  III. 
The  first  party  shall  put  in,  maintain  and  operate  the  connections  between 
the  tracks  of  the  parties  hereto  at  the  aforesaid  points  of  connection, 
and  shall  also  put  in  a  connection  between  its  said  main  tracks  and  any 
yards  which  the  second  party  may  hereafter  establish  in  the  City  of 
St.  Paul;  such  connections  to  be  made  in  a  manner,  and  at  such  place 
as  will  not  unreasonably  interfere  with  the  business  of  the  first  party.  The 
cost  of  putting  in  and  maintaining  and  operating  such  connections,  as 
well  as  the  cost  of  putting  in,  maintaining  and  operating  any  safety 
appliances,  signals  or  apparatus,  in  addition  to  those  now  existing,  which 
shall  be  rendered  necessary  or  proper  by  reason  of  making  such  connections, 
shall  be  wholly  borne  by  the  second  party. 

Article  IV. 

The  second  party  will  also  pay  to  the  first  party  monthly,  during  the 
continuance  of  this  agreement,  its  proportion  (fixed  as  hereinafter  provided) 
of  the  amount  disbursed  by  the  first  party  during  the  last  preceding 
calendar  month,  in  keeping  up,  repairing,  maintaining,  renewing,  replacing 
and  operating  the  tracks,  structures,  apparatus  and  appliances,  which  the 
second  party  shall  be  entitled  to  the  use  and  benefit  of  under  this  agreement 
(except  the  cost  of  maintaining  and  operating  the  connections  and  additional 
signal  and  safety  appliances  at  the  connections  of  the  tracks  of  the  parties 
hereto,  which  is  to  be  borne  by  the  second  party  as  hereinbefore  provided, 
and  except  also  the  cost  of  improvements  permanent  in  their  nature), 
including  the  expense  of  flagmen,  switchmen,  watchmen,  road-masters,  oper- 
ators, and  all  other  agents,  servants,  skilled  and  other  workmen  employed 
therefor,  and  including  also  premiums  paid  for  insurance,  and  the  expense 
of  maintaining  adequate  telegraph  facilities  for  the  convenient  operation 
of  such  tracks. 

The  sum  so  to  be  paid  monthly  by  the  second  party  shall  bear  the  same 
proportion  to  the  total  amount  so  disbursed  by  the  first  party  during  any 


1846       CHICAGO,   BURLINGTON   &   QUINCY   RAILROAD   COMPANY 

calendar  mouth  which  the  number  of  wheels  per  mile  that  the  second 
party  shall  run  or  cause  to  be  run  over  the  said  tracks  between  the  said 
points  or  over  any  part  thereof  during  said  month  shall  bear  to  the  total 
number  of  wheels  per  mile  run  over  the  same  dining  the  same  month  by 
all  parties  using  the  same;  and  on  or  before  the  fifth  day  of  each  month 
the  second  party  shall  render  to  the  first  party  at  its  office  in  St.  Paul 
a  statement  of  the  number  of  wheels  run  by  it  over  said  tracks  during 
the  last  preceding  calendar  month  anil  the  mileage  thereof;  and  thereupon 
tin-  first  party  shall  render  to  the  second  party,  at  its  office  in  St.  Paul, 
a  statement  of  the  total  number  of  winds  so  run  and  the  mileage  thereof, 
and  of  the  sum  due  from  the  second  party  as  its  proportion  of  the  amount 
disbursed  by  the  first  party  for  the  expense  of  maintenance  and  operation 
■  luring  said  last  preceding  calendar  month,  and  the  second  party  .shall, 
within  ten  days  thereafter,  pay  said  sum  to  said  first  party  at  its  office 
in  St.  Paul. 

Article  V. 
In  case  the  proper  accommodation  of  the  business  of  the  parties  hereto 
and  of  the  other  companies  now  entitled  to  use  said  main  tracks,  or  any 
part  thereof,  between  the  points  aforesaid,  shall  render  necessary  the 
construction  of  one  or  more  additional  main  tracks  (or  side  tracks  necessary 
for  passing  trains)  for  all  or  any  part  of  the  distance  between  said 
points,  or  the  making  of  improvements  permanent  in  their  nature  in,  to, 
or  upon  or  about  said  main  tracks  between  said  points,  ami  the  first  party 
shall  thereupon  construct  such  tracks  or  make  such  improvements,  the 
>nl  party  from  and  after  the  completion  of  any  such  additional  main 
track  or  piece  of  main  track  or  side  track,  or  other  improvement,  shall 
have  the  same  right  to  the  use  ami  benefit  thereof,  for  and  during  the 
residue  of  the  term  of  this  agreement,  which    is  hereinbefore  granted  to 

it  to  the  use  of  the  main  Hacks  between  the  points  aforesaid.  And  the 
net  amount  of  the  sums  of  money  actually  expended  by  the  first  party  in 
the  construction  of  any  such  main  Hack,  piece  of  main  track  or  side  track, 
or  the  making  of  any  such  permanent  improvement,  with  interest  from 
the  time  of  disbursement  to  the  completion  of  the  same  ready  for  use,  at 
the  rate  of  six  per  cent  per  annum,  shall  be  considered,  for  the  purposes 
of  this  agreement,  the  value  thereof,  and  shall,  at  the  time  of  such  com- 
pletion, be  added  to  the  valuation  of  one  million  and  seventy  thousand 
dollars  hereinbefore  agreed  upon;  ami  thereafter  the  second  party  shall 
pay  as  monthly  rental,  in  addition  to  the  monthly  rental  hereinbefore 
agreed  upon  for  the  property  now  existing,  one-twelfth  (1-12)  of  two  per 
cent  (2%)  of  the  amount  so  added  to  such  valuation;  and  all  the  provisions 
herein  contained  relating  to  the  payment  of  said  original  monthly  rental 
shall  apply  to  each  and  every  such  increase  thereof. 

But  in  case  the  first  party  shall  construct  any  such  additional  main 
track,  or  piece  of  main  track,  or  side  track  for  the  meeting  or  passing 
of  trains,  or  other  permanent  improvement,  and  such  construction  shall 
not  be  necessary  for  the  proper  accommodation  of  the  parties  hereto  and 
the  other  companies  now  entitled  to  the  use  of  said  main  tracks,  or  any 
part  thereof,  between  said  points,  or,  if  necessary  for  that  purpose,  shall 


CORPORATE    HISTORY  1847 

have  been  made  necessary  by  the  admission  of  an  additional  company  or 
companies  to  the  use  of  such  tracks,  and  would  not  otherwise  have  become 
necessary,  then  and  in  that  case  the  foregoing  provisions  as  to  the  increase 
of  rental  shall  have  no  application  to  such  main  track,  piece  of  main 
track  or  side  track,  or  other  improvement,  but  the  amount,  if  any,  to  be 
added,  by  reason  thereof,  to  the  valuation  of  the  existing  property  as 
hereinbefore  agreed  on  and  expressed,  shall  be  such  as  the  parties  hereto 
shall  agree  upon,  or,  in  case  of  disagreement,  such  as  shall  be  fixed  by 
arbitration  as  hereinafter  provided.  And  such  amount  shall  be  added  to 
such  valuation,  and  from  the  date  of  the  completion  of  such  track  or 
improvement  the  second  party  shall  pay  as  monthly  rental,  in  addition 
to  the  monthly  rental  hereinbefore  agreed  upon  for  the  property  now 
existing,  one-twelfth  (1-12)  of  two  per  cent  (2%)  of  the  amount  so 
added  to  such  original  valuation;  and  all  the  provisions  herein  contained 
relating  to  the  payment  of  said  original  monthly  rental  shall  apply  to 
each  and  every  such  increase  thereof. 

Article  VI. 

If  the  first  party  shall  at  any  time  during  the  continuance  of  this  agree- 
ment determine  to  build  or  otherwise  acquire  any  side,  spur,  or  other 
track  not  now  existing  connecting  with  the  main  tracks  of  the  first  party 
which  the  second  party  is  entitled  to  use  under  this  agreement,  and  leading 
to  any  mill,  manufactory,  elevator,  or  other  industry  of  any  kind,  the 
first  party  shall  and  will  give  immediate  notice  in  writing  to  the  second 
party  of  such  determination,  describing  definitely  such  side,  spur  or  other 
track;  and  the  second  party  may,  within  ten  days  from  the  receipt  of 
such  notice,  give  to  the  first  party  written  notice  of  its  desire  to  use  such 
track  when  completed,  and  thereupon  the  second  party  shall  have,  during 
the  continuance  of  this  agreement,  the  right  and  privilege  to  use,  subject 
to  reasonable  rules  and  regulations  to  be  made  from  time  to  time  by  the 
first  party  as  hereinafter  set  forth,  the  said  side,  spur  or  other  track, 
in  common  with  the  first  party  and  such  other  railroad  company  or  companies 
as  now  have  or  may  hereafter  acquire  from  the  first  party  the  right  to 
use  the  same.  And  the  amount  of  the  sums  expended  by  the  first  party 
in  constructing  such  side,  spur  or  other  track,  including  all  sums  paid 
for  right  of  way,  with  interest  to  the  completion  of  the  same,  shall,  upon 
the  completion  thereof,  be  added  to  the  valuation  as  aforesaid  of  the  now 
existing  property;  and  from  and  after  such  completion  the  second  party 
shall  pay  a  monthly  rental  on  such  increased  valuation  at  the  same  rate  and 
in  the  same  manner  in  all  respects  as  it  is  herein  required  to  pay  upon 
such   original   valuation. 

And  it  is  agreed  that  the  second  party  may,  at  any  time  during  the 
continuance  of  this  agreement,  build  or  otherwise  acquire  any  side,  spur 
or  other  track  connecting  with  the  main  line  of  the  first  party,  between 
the  points  aforesaid  (that  is  between  the  point  of  connection  of  the 
tracks  of  the  parties  hereto  at  Third  Street  in  St.  Paul,  and  the  point 
of  connection  with  the  yard  of  the  second  party  in  West  Minneapolis), 
and   leading,  to    any   mill,   manufactory   or    elevator    or   other    industry    of 


1848       CHICAGO,   BURLINGTON   &   QUINCY   RAILROAD   COMPANY 

any  kind,  to  which  the  first  party  has  no  such  track;  but,  before  building 
or  otherwise  acquiring  any  such  side,  spur  or  other  track,  the  second  party 
shall  give  notice  in  writing  to  the  first  party  of  its  determination  so 
to  do.  describing  definitely  such  side,  spur  or  other  track;  and  the  first 
party  may,  within  ten  days  after  receipl  of  such  notice,  give  to  the 
second  party  written  notice  of  its  desire  to  use  such  track,  when  completed; 
and  thereupon  the  first  party  shall  have  the  right  and  privilege  to  use 
the  same  by  paying  the  second  party  for  such  right  the  same  compensation 
that  the  second  party  would  have  been  required  by  the  provisions  hereof 
to  pay  to  the  first  party  if  such  track  had  been  built  or  acquired  by  it. 
And  the  connection  of  any  such  side,  spur  or  other  track  of  the  second 
party  with  such  main  tracks  shall  be  made  at  such  point  as  will  not 
unreasonably  interfere  with  the  transaction  of  business  on  such  main 
tracks. 

Article  YII. 

The  first   party   shall   transfer   the   cars   of   the   sec I    party   from   the 

elevator  of  the  St.  Paul  Elevator  Company,  near  Como  Avenue,  in  St. 
Paul,  and  such  other  elevators  as  said  Elevator  Company  may  hereafter 
construct  upon  the  line  of  railroad  of  the  first  party  to  the  yard  of  the 
second  party  in  St.  Paul,  and  from  such  yard  to  such  elevator  or  elevators, 
on  the  same  terms  on  which  it  shall  at  any  time  transfer  the  cars  of 
other  railroad  companies  to  and  from  such  elevators  under  the  contract 
between  the  first  party  and  the  said  Elevator  Company,  bearing  date 
August  10,  ls7!t,  to  the  terms  ami  provisions  of  which  contract  this  agree- 
ment   is  made  subject. 

And  the  first  party  shall  also,  if  so  requested  by  the  second  party, 
transfer  the  cars  of  the  second  party  to  and  from  such  elevators,  mills, 
manufactories  and  other  industries  :i^  now  are  or  hereafter  may  be  reached 
by  any  side  or  spur  tracks  of  the  first  party  in  St.  Paul  or  Minneapolis, 
connecting  with  the  main  tracks  covered  by  this  agreement,  or  as  may  be 
reached  by  any  side  or  spur  t  lacks  of  the  second  party,  constructed  under 
this  agreement,  and  the  yard  of  the  second  party  in  St.  Paul,  or  its  yard 
in  Minneapolis,  or  any  side  track  which  the  second  party  shall  be  entitled 
to  use  under  this  agreement,  as  may  be  most  convenient  to  the  second 
party,  at  such  fair  and  proper  charge  for  said  switching  service  as  is 
customary  between  railroads  in  said  cities  of  St.  Paul  and  Minneapolis, 
and  not  to  exceed  the  lowest  charge  made  for  a  similar  service,  under  like 
circumstances,  to  other  railroad  companies  in  the  said  cities  of  St.  Paul 
and  Minneapolis. 

Article  YIII. 

The  second  party  shall,  in  addition  to  the  rents,  dues,  tolls  and  con- 
tributions, and  sums  of  money  hereinbefore  agreed  to  be  paid  by  it, 
pay  or  otherwise  hold  harmless  the  first  party  from  all  taxes  assessed  on 
the  earnings  of  the  second  party  on  said  property. 

Article  IX. 
All  local  business  between  St.  Paul  and  Minneapolis,  and  all  intermediate 
points,  and  within  either  city,  and  the  earnings  of  all  such  business  shall 


CORPORATE   HISTORY  1849 

belong  exclusively  to  the  first  party  and  if  the  second  party  shall  do 
any  such  local  business,  it  shall  account  for  and  pay  over  to  the  first  party 
all  the  earnings  therefrom  at  the  then  existing  tariff  rates  of  the  first 
party  for  such  business;  it  being  expressly  understood  and  agreed  that 
nothing  herein  contained  shall  render  it  obligatory  upon  the  second  party 
to  do  any  such  business  except  such  as  may  be  required  by  law. 

Article  X. 
The  first  party,  its  successors  and  assigns,  shall  retain  and  have  the 
right  to  admit  other  railroad  companies  or  lines  to  the  use  of  the  property, 
rights  and  privileges  and  accommodations  embraced  in  or  covered  by 
this  contract,  or  any  of  them,  or  any  part  thereof,  on  such  terms  and 
conditions  as  the  first  party,  its  successors  and  assigns  may  see  fit,  but 
shall  not,  by  such  admission  of  any  other  company  or  companies,  impair 
any  of  the  rights  hereinbefore  granted  to  the  second  party,  or  unreasonably 
hinder,  obstruct  or  incommode  the  second  party  in  tlie  use  of  such  tracks, 
property  or  facilities,  and  the  transaction  of  its  business  thereon. 

Article  XI. 
The  rights  hereby  granted  to  the  second  party  are  granted  to  it  to 
be  used,  and  shall  be  used,  by  it  solely  in  its  own  business;  and  nothing 
in  this  agreement  shall  authorize  the  second  party,  under  cover  hereof, 
or  otherwise,  to  use,  or  permit  any  other  railway  company  or  line  of 
railway  to  use  or  have  the  benefit  of  using,  for  the  transaction  of  the 
business  of  such  or  any  other  company  or  line,  any  of  the  rights  hereinbefore 
granted  to   the   second   party. 

Article  XII. 

The  first  party  reserves,  and  shall  have  the  right  at  any  time  to  sell  and 
convey  any  part  of  its  railroad  tracks  or  other  property  covered  by  this 
agreement,  and  to  purchase  or  otherwise  obtain  or  acquire  such  other 
property  as  shall  be  necessary,  if  any,  for  the  accommodation  of  the 
business  over  its  said  line,  Provided,  that  the  facilities  hereby  granted 
shall   not   be   materially   impaired   thereby. 

In  ease  of  the  sale  of  any  property  included  in  the  valuation  upon  which 
the  second  party's  rental  is  or  shall  be  computed,  as  hereinbefore  provided, 
but  in  no  other  case,  the  amount  received  therefrom  shall  be  deducted 
from  such  valuation. 

In  case  of  the  purchase  or  otherwise  obtaining  or  acquiring  of  other 
property  as  aforesaid,  such  proportion  of  the  cost  thereof,  shall  be  added 
to  such  valuation,  and  such  increase  of  monthly  rental  made,  as  is  herein- 
before provided  for  in  case  of  permanent  improvements  by  Article  V 
hereof,   and   according   to   the   principles   of   said   Article   V. 

Article  XIII. 
All   time   cards,   rules   and   regulations   for  the   operation   of  trains   over 
the   tracks   covered   by   this   agreement   shall   be   made   from   time  to    time 
by  the  first  party,  and  the  movement  of  trains  over  said  tracks  shall  be 


1850      CHICAGO,  BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

under  the  immediate  direction  of  the  first  party's  superintendent,  and 
the  second  party  agrees  to  observe  and  conform  to  all  such  time  cards, 
rules  and  regulations.  But  such  time  cards,  rules  and  regulations  shall 
be  reasonable  and  just  and  fair  to  all  the  parties  interested  in  the  use 
of  said  tracks  and  property,  without  unfair  preference  or  discrimination 
in  favor  of  or  against  either;  and  the  interests  of  all  parties  as  respects 
the  times  of  the  departure  of  trains  from,  and  their  arrival  at  St.  Paul 
and  Minneapolis,  and  their  progress  over  said  tracks,  and  in  every  other 
respect  shall  equally  receive  just,  fair  and  reasonable  protection;  but 
the  short  passenger  train--  of  the  first  party  running  between  St.  Paul 
and  Lake  Minnetonka,  and  between  St.  Paul  and  Minneapolis,  and  between 
Minneapolis  and  Lake  Minnetonka,  as  well  as  all  its  suburban  trains 
running  a  distance  of  not  over  one  hundred  miles  from  St.  Paul  or  Minne- 
apolis, mi  account  nt'  the  promptness  necessary  for  their  efficient  operation, 
may  be  accorded  a  reasonable  preference  nt'  accommodation  as  respects 
time   nt'  departure    from    and   arriving  at    si.   Paul  and  Minneapolis,  and 

the    reasonable    right    to    the    prior    use    of    the    mad. 

Arth  i,i:  .\  1  V. 
If  the  second  part}  shall  make  defaull  for  the  period  of  three  months 
in  the  monthly  payments  to  be  made  by  it  under  this  agreement  the 
firsl  party  may,  at  its  option,  and  at  any  time  thereafter,  such  default  still 
continuing,  terminate  this  contract.  Such  option  to  terminate  shall  be 
exercised  by  serving  notice  in  writing  of  such  termination  upon  the 
president,  superintendent,  or  other  general  managing  agent  of  the  second 
party,  at  its  offices  in  St.  Paul,  and  upon  the  serving  of  such  notice,  but 
not  otherwise  under  this  Article,  this  agreement  shall  at  once  terminate 
without  any  other  act  of  the  first  party,  and  without  working  any  forfeiture 
of    the    amounts    due    the    first    party    under    said    agreement. 

Article  XV. 
The  party  of  the  second  pari  further  agrees,  that  it  will  and  it  does 
hereby  assume  all  risk  of,  and  liability  for,  injury  or  damage  to  persons 
or  to  its  own  property,  or  to  the  property  of  third  parties,  caused  by  its 
trains,  cars  or  locomotives  operated  over  the  said  railways  or  tracks 
covered  by  this  contract,  whether  arising  from  any  act  or  omission,  fault 
or  neglect  of  the  party  of  the  second  part,  its  officers,  managers,  agents 
or  servants,  or  from  any  act  or  omission,  fault  or  neglect  of  the  party 
of  the  first  part,  its  officers,  managers,  agents  or  servants,  or  from  any 
act  or  omission,  fault  or  neglect  of  the  common  servant  or  agent  of  both 
parties,  and  shall  and  will  indemnify  and  keep  harmless  the  party  of  the 
first  part,  its  successors  and  assigns,  against  any  and  all  claims,  demands, 
loss,  damage  or  injury  on  account  thereof.  The  assumption  of  risk  and 
liability,  and  the  indemnity  as  aforesaid  by  the  party  of  the  second  part, 
shall  extend  to  and  include  all  injury  or  damage  to  persons  or  to  its 
own  property,  or  to  the  property  of  third  persons  caused  by  its  trains, 
cars  or  locomotives,  by  reason  of,  or  growing  out  of  defects  in  the  said 
railways,   or   the   bridges,   structures,   culverts,   apparatus,   instrumentalities 


CORPORATE    HISTORY  1851 

and  appliances  thereof,  or  used  in  connection  therewith,  and  the  absence 
of,  or  insufficiency  of  fencing,  signboards,  gates,  cattle-guards,  or  any 
other  instrumentality  or  thing;  but  if  the  party  of  the  first  part  shall 
fail  to  repair  defects  in  the  tracks,  bridges,  culverts,  switches,  apparatus, 
instrumentalities  and  appliances  aforesaid,  or  shall  fail  to  erect  and  put 
in  proper  fences,  signboards,  gates,  cattleguards  or  other  proper  instru- 
mentality or  thing,  or  to  repair  the  same  within  a  reasonable  time  after 
notice  in  writing  so  to  do,  specifying  such  defects  .and  the  places  where 
such  fences,  signboards,  gates,  cattleguards  or  other  thing  or  repairs  thereon 
are  needed,  the  party  of  the  second  part  may  repair  such  defects,  and 
build  and  put  in  such  fences,  signboards,  cattleguards,  or  other  appliance 
or  thing,  or  repair  the  same  at  the  cost  and  expense  of  the  party  of  the 
first  part;  the  party  of  the  second  part  after  being  reimbursed  such  cost 
and  expense,  to  pay  to  the  party  of  the  first  part  such  additional  sum  by 
way  of  rental  or  contribution  to  the  expense  of  maintenance,  renewals  and 
repairs  as  shall  be  requisite  and  proper  under  the  principles  hereof.  And 
in  case  any  suits  shall  be  brought  agaist  the  party  of  the  first  part  growing 
out  of  any  such  damage  or  injury,  the  party  of  the  second  part  shall,  upon 
notice  thereof  by  the  party  of  the  first  part,  assume  and  attend  to  the 
defense  thereof,  and  save  and  keep  harmless  the  party  of  the  first  part 
from  all  expenses,  counsel  fees  and  costs. 

Article  XVI. 
Any  and  all  questions  that  may  arise  touching  the  construction  of  this 
contract,  or  any  part  thereof,  or  the  rights  of  the  parties  thereunder,  or 
concerning  the  business  or  manner  or  mode  of  transacting  the  business 
to  be  carried  on  under  the  provisions  thereof,  upon  which  the  parties 
thereto  cannot  agree,  shall  be  submitted  to  the  arbitrament  and  award  of 
a  board  of  three  disinterested  persons  experienced  in  railway  management, 
one  to  be  selected  by  the  first  party,  its  successors  or  assigns,  and  one 
by  the  second  party,  its  successors  or  assigns.  If  either  party  shall  refuse 
or  neglect  to  appoint  an  arbitrator  on  its  part  within  thirty  days  after 
written  notice  from  the  other  of  its  appointment  of  an  arbitrator  on  its 
part,  the  arbitrator  so  appointed  by  the  party  giving  such  notice,  may 
and  shall  select  and  appoint  a  disinterested  person  experienced  in  railway 
management  to  act  as  arbitrator  for  and  on  behalf  of  the  party  so  notified 
and  refusing  or  neglecting  to  appoint.  The  two  thus  appointed  shall  select 
a  third,  and  the  board  so  appointed  shall  hear  and  determine  the  matter 
in  controversy,  and  the  decision  and  award  of  said  board  of  arbitrators, 
or  any  two  of  them,  shall  be  binding  and  conclusive  upon  said  parties,  their 
successors  and  assigns,  with  respect  to  the  matters  submitted  to  and  decided 
by  them. 

Article  XVII. 

Any  difference  or  controversy  that  may  arise  between  the  parties  as  to 
the  construction  or  carrying  out  of  this  contract,  or  the  rights  of  the  parties 
thereunder,  or  the  transaction  of  business  under  the  provisions  thereof, 
shall   not   interrupt    the    performance    of   the    contract,    or   the   continuance 


1852      CHICAGO,   BURLINGTON   &   QUINCY   RAILROAD  COMPANY 

of  business  thereunder;  bul  such  business  shall  continue  to  be  transacted, 
and  settlements  and  payments  made  thereunder,  in  the  same  manner  in 
which  the  same  had  been  transacted  and  made  prior  to  the  arising  of 
such  difference  or  controversy,  or  in  case  no  practice  with  reference  to  the 
controverted  matters  shall  have  been  established,  then  in  accordance 
with  the  claim  of  the  party  of  the  first  part,  Its  successors  or  assigns,  with 

re8ped    thereto,    until    the    matters    of    difference    shall    be    finally    determined 

by  arbitration    as    hereinbefore    provided;    and    thereupon   such   payments 

or   restitution   shall   be   made    by   the    respective   parties,   as   may    be    required 

by  the  decision  of  the  arbitrators. 

Ai:ih     I    XVIII. 

This  agreement  shall  go  into  operation  on  the  day  of  the  date  thereof, 
ami  shall  continue  in  operation  for  twenty-five  years  from  and  after  said 
date.  Bui  if  at  any  time  within  five  years  from  said  date,  the  second 
party  shall  deliver  to  the  President,  Secretary  or  General  Manager  of 
tin-  first   party,  a  notification  in  writing  signed  by  its  President  or  General 

Manager,    that    it,   the   -,■,• I    party,   desires   this   agreement    to   continue 

in  operation  for  ninetj  nine  (99)  years  from  the  date  thereof,  then  ami 
in  that  case  this  agreement  shall  continue  in  force  for  the  term  of  ninety 
nine   (99  -   from  the  date  thereof.     An. I  a  certificate  of  the  giving 

ami    receipt   of  said   notiee   in    writinj  d    by   the    President    of  each 

party  hereto,  shall  be  endorsed  on,  or  appended  to  each  of  the  duplicates 
of  this  agreement. 

Provided,  that  the  monthly  rentals  required  to  be  paid  by  the  second 
party  -hall  not  commence  until  the  second  party  has  commenced  the  use 
of  the  main  tracks  of  the  firsl  party  between  St.  Paul  ami  Minneapolis 
thereunder,  provided  such  commencement  of  use  shall  not  be  later  than  the 
first   day  of  January,    A.    D.   1887. 

AlRTICLI     XIX. 

All    ami    singular    the    covenants,    promises,    agreements   and    provisions 

herein  contained  shall  run  to  and  inure  to  the  I. em-tit  of  and  be  obligatory 
upon  th.-  successors  and  assigns  of  the  parties  respectively. 
In  testimony  whereof,  the  parties  hereto  have  respectively  caused  their 
Beals  to  be  hereunto  fixed,  ami  these  presents  to  l»i-  signed  by 
their  respective  Presidents  and  Secretaries  in  duplicate,  the  day  and  year 
first  above  written. 

1  id'  the  st.  Paul,  Minneapolis  and 
Manitoba    Railway   Company.] 

James   J.    Hill, 
President  of  the  St.  Paul  Minneapolis 
and  Manitoba  Railway  Company. 

E.  Sawyer, 
Secretary  of  the  St.  Paul,  Minneapolis 
and  Manitoba  Railway  Company. 


CORPORATE    HISTORY  1853 

Executed  by  the  Saint  Paul,  Minneapolis  and  Manitoba  Eailway  Company, 
In  Presence  of: 

A.  L.  Jenks, 

F.  L.  MOFFETT. 

[Seal  of  the  Chicago,  Burlington  and  Northern  Railroad  Company.] 

A.   E.    Touzalin, 
President  of  the  Chicago,  Burlington 
and    Northern    Railroad     Company. 

J.  Murray  Forbes, 
Secretary  of  the  Chicago,  Burlington 
and    Northern    Railroad    Company. 
Executed   by   the    Chicago,    Burlington   and   Northern   Railroad   Company, 
In  Presence  of: 

B.  R.  Watson. 
W.  L.  Watts. 


Commonwealth  of  Massachusetts 


ss. 


County  of  Suffolk. 

On  this  eighth  day  of  July,  A.  D.  1886,  before  me,  a  Notary  Public  in 
and  for  said  County  and  Commonwealth,  personally  came  A.  E.  Touzalin 
and  J.  Murray  Forbes,  both  to  me  personally  known,  and  they  being  by 
me  duly  sworn  did  each  depose  and  say  that  the  said  A.  E.  Touzalin  is 
the  President,  and  the  said  J.  Murray  Forbes  is  the  Secretary  of  the  Chicago, 
Burlington  and  Northern  Railroad  Company,  the  Corporation  described 
in  the  foregoing  instrument  as  party  of  the  second  part  thereto;  that  the 
seal  affixed  to  said  instrument  as  the  Corporate  Seal  of  said  Company 
is  such  Corporate  Seal,  and  was  affixed  thereto  by  the  authority  of  said 
Company  and  its  Board  of  Directors,  and  that  they  respectively  subscribed 
the  said  instrument,  the  former  as  President,  the  latter  as  Secretary  of 
said  Company   by   like   authority. 

And  the  said  A.  E.  Touzalin,  President,  and  J.  Murray  Forbes,  Secretary 
as  aforesaid,  to  me  well  known  to  be  such  President  and  Secretary  acknowl- 
edged the  execution  of  the  said  instrument  as  the  free  act  and  deed  of 
said  Company,  and  that  said  corporation  executed  the  same. 

In  testimony  whereof,  I  have  subscribed  my  name  and  affixed  my  notaria) 
seal  the  day  and  year  in  this  certificate  written. 

William  A.  Hayes,  2d, 
[seal]  Notary  Public. 


State  of  Minnesota.) 

>■  ss 
County  of  Eamsey.    ) 

On  this  14th  day  of  July,  A.  D.  1886,  before  me,  a  Notary  Public,  in  and 

for   said   County   and    State,    personally   came    Jas.    J.    Hill   and   Edward 

Sawyer,  both  to  me  personally  known,  and  they  being  by  me  duly  sworn, 

did  each  depose  and  say,  that  the  said  Jas.  J.  Hill  is  the  President,  and 

the  said  Edward  Sawyer  is  the  Secretary  of  the   Saint  Paul,  Minneapolis 

and  Manitoba  Eailway  Company,  the  corporation  described  in  the  foregoing 

instrument   as   the    party   of   the   first   part    thereto ;    that   the    seal   affixed 


1854      CHICAGO,   BURLINGTON   &   QUINCY   RAILROAD   COMPANY 

to  said  instrument  as  the  corporate  seal  of  said  company,  is  such  corporate 
seal,  and  was  affixed  thereto  by  authority  of  said  company,  and  its  Board 
of  Directors,  and  that  they  respectively  subscribed  the  said  instrument,  the 
former  as  President  and  the  latter  as  Secretary  of  said  Company  by  like 
authority. 

And  the  said  Jas.  J.  Hill,  President,  and  Edward  Sawyer,  Secretary,  as 
aforesaid,  to  me  well  known  to  be  such  President  and  Secretary,  acknowl- 
edged tlie  execution  of  the  said  instrument  as  the  free  act  and  deed  of  said 
Company,  and  that   the  said  corporation  executed  the  same. 

/)i  testimony  whereof,  I  have  >ul.scribed  my  name  and  affixed  my  notarial 
seal,  the  day  and  year  above  in  this  certificate  written. 

Hexky  Krogstad, 
[seal]  Notary  Public, 

Ramsey  County,  Minnesota. 

This  Agrei  nu  ><'.  Made  this  eleventh  day  of  May,  in  the  year  of  our  Lord, 
one  thousand  eight  hundred  and  eighty-six,  between  the  st.  Paul,  Min- 
neapolis and  Manitoba  Railway  Company,  a  corporation  under  the  laws  of 

the  State  ot'  Minnesota,  party  of  the  first  part,  and  the  Chicago,  Burlington 
and  Northern  Railroad  Company,  a  corporation  under  the  Laws  of  the 
States  of  Wisconsin  and  Minnesota,  party  of  the  second  part,  witnesseth: 

The  parties  hereto,  and  each  of  them,  in  consideration  of  the  covenants 
and  agreements  of  the  other  herein  containd,  do  hereby  covenant  and 
agree  to  and  with  each  other  as  follows: 

Article  I. 
The  party  of  the  second   part   shall   have  the   right   during  the  continuance 

of  this  contract,  in  and  for  its  freight  business  at  st.  Paul,  to  the  exclusive 
use  of  the  mosl  southerly  freight  depot  of  the  party  of  the  first  part  in  the 
Third  street  yard  of  the  first  party,  and  to  the  use  in  common  with  the 
party  of  the  first  part,  and  its  other  tenant-,  if  any,  i  to  the  extent  that  the 
party  of  the  first  pari  shall  deem  -ii'1'  common  use  accessary  for  thi'  trans- 
action of  its  own  business  or  that  of  its  other  tenants),  of  such  tracks  in 
said  yard,  whether  now  laid  or  hereafter  laid  by  the  party  of  the  first  part, 
and  of  such  ground  about  such  depot  and  adjacenl  to  one  or  more  of  said 
tracks  as  may  be  aecessary  for  the  reasonably  convenient  reception  and 
delivery  of  freight  at  said  depot,  and  for  the  loading  and  unloading  of  cars 
thereat,  and  for  the  loading  and  unloading  directly  into  and  from  cars,  such 
freight  as  is  usually  loaded  directly  into  and  unloaded  directly  from  cars, 
including  such  use  of  tracks  in  said  yard  for  switching  purposes,  as  shall 
be  necessary  for  the  reasonably  convenient  use  of  said  depot  as  a  railway 
depot  for  the  reception  and  discharge  of  freight.  The  party  of  the  first  part 
shall  assign  to  the  party  of  the  second  part,  from  time  to  time,  the  tracks 
so  to  be  used  by  it,  which  shall  be  subject  to  change,  from  time  to  time,  at 
the  discretion  of  the  party  of  the  first  part,  and  the  party  of  the  first  part 
shall  at  all  times  afford  the  party  of  the  second  part  a  reasonable  connection 
over  its  main  tracks  between  the  tracks  in  said  yard  so  assigned  to  the 
party  of  the  second  part  for  its  use,  or  some  one  of  them,  and  the  main 


CORPORATE   HISTORY  1855 

tracks  of  the  party  of  the  second  part,  at  the  point  of  junction  of  the  tracks 
of  the  parties  hereto,  at  or  near  Third  street. 

The  party  of  the  first  part,  its  superintendent  or  other  general  managing 
agent,  or  under  the  authority  of  either  of  them  its  yardmaster  may,  from 
time  to  time,  make  rules  and  regulations  for  the  use  of  all  tracks  which  the 
party  of  the  second  part  shall  be  entitled  to  use  under  this  contract,  and 
the  party  of  the  second  part  shall  conform  to  and  abide  by  them ;  but  such 
rules  and  regulations  shall  be  reasonable  and  just,  and  such  as  are  calculated 
to  subserve  and  facilitate  equally  the  business  of  all  parties  doing  business 
in  said  yard.  Nothing  herein  shall  be  construed  to  confer  upon  the  party 
of  the  second  part  the  right  to  the  use  of  the  main  tracks  of  the  party  of 
the  first  part  for  switching  purposes,  or  any  of  the  tracks  of  the  party  of 
the  first  part  for  transfer  purposes,  or  for  the  use  or  accommodation  of 
passenger  trains,  engines  or  cars,  or  any  passenger  business  whatever.  And 
so  far  as  may  be  practicable,  convenient  and  just  to  both  parties  hereto, 
the  switching  or  movement  of  cars  to  be  done  in  or  to  and  from  said  Third 
street  yard,  for  the  party  of  the  second  part,  in  the  transaction  of  its 
freight  business  as  herein  provided,  shall  be  promptly,  efficiently  and  fairly 
done  by  the  party  of  the  first  part,  its  locomotives  and  agents,  on  such 
reasonable  terms  as  may  hereafter  be  agreed  upon,  and  as  shall  represent 
the  cost  of  such  service  to  the  party  of  the  first  part. 

Article  II. 

The  party  of  the  second  part  shall,  at  its  own  cost  and  expense,  keep  Llie 
said  freight  depot,  to  the  use  of  which  it  is  entitled  under  this  contract,  at 
all  times  in  good  repair,  and  deliver  the  same  upon  good  repair  to  the  party 
of  the  first  part  at  the  termination  of  this  contract.  If  said  freight  depot 
shall  be  damaged  or  destroyed  by  fire,  or  other  casualty,  during  the  term  of 
this  contract,  the  party  of  the  second  part  shall,  at  its  own  cost  and  expense, 
restore  the  same  to  its  former  condition. 

Article  III. 
The  party  of  the  first  part  shall  bear  the  entire  expense  of  putting  in 
any  and  all  new  tracks  in  said  yard  which  shall  be  necessary  for  the  accom- 
modation of  the  business  to  be  done  in  said  yard. 

Article  IV. 
The  party  of  the  first  part  shall,  during  the  continuance  of  this  contract, 
maintain,  repair  and  keep  up  all  tracks  in  said  yard  used  for  freight  purposes, 
which  are  now  laid,  or  which  may  hereafter  be  laid,  renewing  and  replacing 
the  same,  and  the  different  parts  and  portions  thereof  as  necessary,  and  the 
party  of  the  second  part  shall  contribute  monthly  to  the  cost  and  expense 
thereof  as  hereinafter  set  forth. 

Article  V. 
The  party  of  the  second  part,  its  successors  and  assigns,  shall,  not  later 
than  the  first  day  of  January,  A.  D.  1887,  enter  upon  the  use  of  said  freight 
depot  and  facilities  granted  to  it  by  this  contract,  and  thenceforth  continue 


1856      CHICAGO,   BURLINGTON   A   QUINCY   RAILROAD  COMPANY 

to  use  the  same  during  the  term  of  this  contract,  pursuant  to  the  terms  and 
conditions  thereof,  and  shall  pay  to  the  party  of  the  tirst  part,  its  successors 
and  SS  g  S,  for  the  right  to  the  use  of  said  depot  and  facilities  hereby 
granted,  from  the  commencement  of  such  use,  if  it  shall  be  before  the  said 
first  day  of  January.  A.  D.  ls>>7.  and  in  any  event  from  and  after  the  date 
last  aforesaid,  to  the  end  of  the  term  of  this  contract,  at  the  office  of  the 

party  of  the  first  part,  in  St.  Paul  a  monthly  rental  of  one  thousand  six 
hundred  and  sixty-six  dollars  and  sixtj  -  \  cents,  in  gold  coin  of  the  United 
states  of  the-  pres  -•  indard  of  weight  and  fineness,  for  each  and  every 
month   of  said   term,  whether  it   shall  hav<  ■!   depot   and  facilities  or 

not. — the  said  monthly  rental  of  each  month  to  be  paid  on  the  tenth  day  of 
tlie  next  succeeding  month. 

VI. 
The  party  of  the  second  part,  its  successors  and  assigns,  shall,  in  addition 

to  the  monthly  rental  aforesaid,  pay  to  the  party  of  the  tirst   part,  its  sue. 

gns,  in  each  and  every  month  during  the  continuance  of  this  con- 
tract, such  proportion  of  the  cost  and  expense  of  keeping  up,  repairing,  main- 
taining, renewing  and  replacing  all  the  tracks  in  -aid  yard  which  shall  be  used 

for  freight   purposes,  and  the  apparatus,  instrumentalities  and  appliances 

1  with  the  same,  and  the  operation  thereof,  a-  the  number  of  freight 

mpty,  which  tlie  -aid   party  of  the  second   part,  or  its  agents, 
shall  run  or  i  be  run  into  and  from  said  yard,  during  the  last   preced- 

ing calendar  month,  bears  to  the  whole  number  of  freighl  cars  run  into  and 
out  of  said  yard  during  the  same  period  of  time;  and  for  the  purpose  of 
such  monthly  settlement  tin'  party  of  the  second  part  shall,  on  or  before 
the  fifth  day  of  each  month,  report  to  the  party  of  the  first  part,  at  its  office 
St.   Paul,  the  number  run  into  and  out   of  said  yard,  by  or  for 

it.  during  the  last  preceding  calendar  month;  ami  thereupon  the  first  party 
shall    render   to    r  ,|    party,   at    it-   other    in    St.    Paul,   a    statement    of 

the  whole  number  of  freig  -    run  into  and  out   of  -aid  yard  during  said 

month,  and  als  sum  due   from   -aid   second   party  under  this  article, 

and   within   ten   days  then-after  the  second   party   shall   pay  said  sum  to  the 
.  at  its  office  in  St.  Paul. 

Article  VII. 

The  rights  hereby  granted  to  the  second  party  are  granted  to  it  to  use, 

and  shall  be  used  by  it,  solely  in  its  own  business,  and  nothing  in  this  agree- 

!1  authorize  tie-  Becond  party  under  cover  hereof  or  otherwise  to  use 

or  permit  any  other  railway  company  or  line  of  railway  to  use  or  have  the 

tit  of  using  for  the  transportation  of  the  business  of  such  or  any  other 

railway  company  or  line  or  railway  any  of  the  rights  hereinbefore  granted 

to  the  second  party. 

And  the  party  of  the  second  part  shall  not  have  the  right  to  the  use  of 
said  depot  and  facilities,  or  any  part  thereof,  or  any  rights  and  privileges 
under  this  agreement,  for  any  local  business  whatever  between  St.  Paul  and 
Minneapolis,  or  any  intermediate  point,  or  any  local  business  within  the 
city  of  St.  Paul,  done  on  or  over  any  tracks  of  the  party  of  the  first  part. 


CORPORATE   HISTORY  1857 

Article  VIII. 

The  party  of  the  second  part  further  agrees  that  it  will,  and  it  does 
hereby  assume  all  risk  of  and  liability  for  injury  or  damage  to  persons  or 
to  its  own  property,  or  to  the  property  of  third  parties,  caused  by  its 
locomotives,  trains  or  cars,  operated  on  or  over  the  tracks  covered  by  this 
contract,  or  by  the  locomotives  of  the  party  of  the  first  part  while  engaged 
in  moving  cars  or  trains  for  the  party  of  the  second  part  on  or  over  said 
tracks,  if  they  shall  at  any  time  be  so  engaged,  or  arising  from  the  loss, 
injury  or  destruction  in  said  depot  or  yard  of  any  property  delivered  therein 
for  transportation  by  the  party  of  the  second  part,  or  by  it  brought  into 
said  depot  or  yard,  whether  arising  from  any  act  or  omission,  fault  or 
neglect  of  the  party  of  the  second  part,  its  officers,  managers,  agents  or 
servants,  or  of  the  party  of  the  first  part,  its  officers,  managers,  agents  or 
servants  or  of  the  common  agent  or  servant  of  both  parties. 

And  in  case  any  suits  shall  be  brought  against  the  party  of  the  first  part, 
growing  out  of  any  such  damage,  loss,  destruction  or  injury,  the  party  of 
the  second  part  shall,  upon  being  notified  thereof  by  the  party  of  the  first 
part,  assume  and  attend  to  the  defense  thereof,  and  save  and  keep  harmless 
the  party  of  the  first  part  from  all  expenses,  counsel  fees  and  costs. 

Article  IX. 
If  the  party  of  the  second  part  shall  make  default  for  the  period  of  three 
months  in  the  monthly  payments  to  be  made  by  it  under  this  contract,  the 
party  of  the  first  part  may,  at  its  option,  and  at  any  time  thereafter,  such 
default  continuing,  terminate  this  contract.  Such  option  to  terminate 
shall  be  exercised  by  serving  notice  in  writing  of  such  termination  upon  the 
president,  superintendent,  or  other  general  managing  agent  of  the  party 
of  the  second  part,  at  the  offices  of  said  company  in  St.  Paul,  and  upon 
the  service  of  such  notice,  but  not  otherwise  under  this  article,  this  contract 
shall  at  once  terminate,  without  any  other  act  of  the  party  of  the  first  part, 
and  without  working  any  forfeiture  of  the  amounts  due  the  party  of  the 
first  part  under  this  contract. 

Article  X. 
If  the  party  of  the  second  part,  its  successors  or  assigns,  shall  make  de- 
fault in  the  use  of  the  tracks,  property  and  facilities  the  right  to  the  use 
of  which  is  granted  to  it  for  trackage  to  Minneapolis,  under  the  contract 
between  the  parties  hereto,  entered  into  contemporaneously  and  bearing  even 
date  with  this  contract,  or  in  the  use  of  the  tracks,  property  and  facilities 
of  the  Minneapolis  Union  Eailway  Company,  under  the  contract  between  it 
and  the  last  named  company,  also  entered  into  contemporaneously  and  bear- 
ing even  date  herewith,  or  shall  make  default  for  the  period  of  three  months 
in  the  monthly  payments  to  be  made  by  it,  under  either  of  said  contracts,  or  if 
either  of  said  contracts  shall  for  any  cause  cease  or  determine  before  the  ex- 
piration of  the  term  of  this  contract,  then,  at  the  option  of  the  party  of  the 
first  part,  to  be  exercised  at  any  time  thereafter,  such  default  still  continuing, 
this  contract  shall  terminate.    Such  option  to  terminate  shall  be  exercised  by 


1858      CHICAGO,   BURLINGTON    &    QUINCT   RAILROAD   COMPANY 

serving  aotice  of  such  termination  upon  the  President,  Superintendent  or  other 
general  managing  agent  of  the  party  of  the  second  part,  at  the  office  of  said 
company  in  St.  Paul,  and  upon  the  service  of  such  notice,  but  not  otherwise 
under  this  article,  this  contract  shall  at  oner  terminate,  without  any  other 
act  of  the  party  of  the  first  part,  ami  without  working  any  forfeiture  of  the 
amounts  due  the  party  of  the  first   part   hereunder. 

Autki.i:  XL 

The  party  of  the  second  ['art,  in  addition  to  the  rents,  dues,  contributions, 

expenses  and  sums  of  money   hereinbefore  agreed  to  be  paid  by  it,  shall 

pay   or   otherwise   hold   harmless   the   party   of  the   first   part   from   all   taxes 

assessed  on  the  earnings  of  the  party  of  the  second  part  on  the  property  of 

the  party   of   the   first    part. 

Article  XII. 
Any   ami   all  is   that    may    arise   touching   the   construction   of   this 

contract,  or  any  part  thereof,  or  the  rights  of  the  parties  thereunder,  or 
concerning  the  business  or  manner  or  mode  of  transacting  the  business  to 
be  carried  on  under  the  provisions  thereof,  upon  which  the  parties  thereto 
cannot  agree,  shall  lie  submitted  to  the  arbitrament  and  award  of  a  hoard 
of  three  disi  -     I  persons,  experienced  in  railroad  management,  one  to 

he  selected   by   the  party  of  the  fust    part,   its  BUCCeSSOrs  or  assigns,  and  one 

by  the  party  of  the  second  part,  its  Him^,n,  or  assigns.    If  either  party 

Shall    refuse    or    neglect    to    appoint    an    arbitrator    on    its    part,    within    thirty 

days  aft(  r  written  aotice  from  the  other  of  the  appointment  of  an  arbitrator 
on  its  part,  the  arbitrator  so  appointed  by  the  party  giving  such  notice  may 
and  shall  -elect  ami  appoint  a  disinterested  person  experienced  in  railroad 
management,  to  acl  a-  arbitrator  for  ami  on  behalf  of  the  party  so  notified 
and  refusing  or  neglecting  to  appoint.  The  two  thus  appointed  shall  select 
a  third,  and  the  board  so  appointed  shall  he.-, i  and  determine  the  matter  in 
controversy,  and  the  decision  and  award  of  auch  hoard  of  arbitrators,  or  of 
any  two  of  them,  shall  he  binding  and  conclusive  on  said  parties,  their  sue- 
cessors  ami  \  th   resped   to  the  matters  submitted  to  and  decided 

by  them. 

Article  XIII. 
Any  difference  or  controversy  that  may  arise  between  tin'  parties  as  to  the 
construction  or  carrying  out  of  this  contracl  or  the  rights  of  the  parties 
thereunder,  or  the  transaction  of  business  under  the  provisions  thereof, 
shall  not  interrupt  the  performance  of  the  contract,  or  the  continuance  of 
the  business  thereunder,  but  such  business  shall  continue  to  be  transacted 
and  settlements  and  payments  made  thereunder  in  the  manner  in  which  the 
same  had  been  transacted  and  made  prior  to  the  arising  of  such  difference 
or  controversy,  or  in  ease  no  practice  with  reference  to  the  controverted 
matters  shall  have  been  established,  then  in  accordance  with  the  claim  of  the 
party  of  the  first  part,  its  successors  or  assigns,  with  respect  thereto,  until 
tin-  matters  of  difference  shall  be  finally  determined  by  arbitration  as  herein- 
before provided;  and  thereupon  such  payments  or  restitutions  shall  be  made 
by  the  respective  parties  as  may  be  required  by  the  decision  of  the  arbitrators. 


CORPORATE   HISTORY  1859 

Article  XIV. 
This  contract  shall  go  into  operation  on  the  day  of  the  date  thereof,  and 
shall  continue  in  operation  for  the  term  of  eight  (8)  years  from  the  first 
day  of  January,  1887,  but  the  monthly  rental  required  to  be  paid  by  the 
party  of  the  second  part  shall  not  commence  until  the  party  of  the  second 
part  has  commenced  the  use  of  said  depot  and  tracks  in  said  Third  street 
yard,  thereunder,  provided,  that  such  commencement  of  use  shall  not  be  later 
than  the  first  day  of  January,  1887,  provided,  however,  that  the  party  of 
the  second  part  shall  have  the  right  to  terminate  this  contract  at  any  time 
after  three  years  from  the  first  day  of  January,  1887,  by  giving  one  year's 
notice  in  writing  to  the  party  of  the  first  part  of  its  intention  so  to  do. 

Article  XV. 

All  and  singular  the  covenants,  promises  and  agreements  herein  contained 
shall  run  and  apply  to,  and  bind  the  successors  and  assigns  of  the  parties 
respectively. 

In  testimony  whereof,  the  parties  hereto  have  respectively  caused  their 
corporate  seals  to  be  hereunto  affixed  and  these  presents  to  be  signed  by 
their  respective  presidents  and  secretaries  in  duplicate,  the  day  and  year 
first  above  written. 

St.  Paul,  Minneapolis  and  Manitoba  Railway  Company, 
[seal]  By  Jas.  J.  Hill, 

Attest :  President. 

E.  Sawyer,  Secretary. 
In  Presence  of 

A.  L.  Jenks, 

F.  L.  Moffett. 

Chicago,  Burlington  and  Northern  Railroad  Company, 
[Seal]  By  A.  E.  Touzalin, 

President. 
J.  Murray  Forbes,  Secretary. 

Commonwealth  of  Massachusetts.) 

r  SS 

County  of  Suffolk,  \ 

On  this  eighth  day  of  July,  A.  D.  1886,  before  me,  a  notary  public  in  and 
for  said  county  and  commonwealth,  personally  came  A.  E.  Touzalin  and  J. 
Murray  Forbes,  both  to  me  personally  known,  and  they  being  by  me  duly 
sworn,  did  each  depose  and  say  that  the  said  A.  E.  Touzalin  is  the  president, 
and  the  said  J.  Murray  Forbes  is  the  secretary  of  the  Chicago,  Burlington 
and  Northern  Railroad  Company,  the  corporation  described  in  the  foregoing 
instrument  as  party  of  the  second  part  thereto;  that  the  seal  affixed  to  said 
instrument  as  the  corporate  seal  of  said  company  is  such  corporate  seal, 
and  was  affixed  thereto  by  the  authority  of  said  company  and  its  board  of 
directors,  and  that  they  respectively  subscribed  the  said  instrument,  the 
former  as  president,  the  latter  as  secretary  of  said  company  by  like 
authority. 

And  the  said  A.  E.  Touzalin,  president,  and  J.  Murray  Forbes,  secretary, 


1860      CHICAGO,   BURLINGTON    &    QTJINCY    RAILROAD   COMPANY 

as  aforesaid,  to  me  well  known  to  be  such  president  and  secretary  acknowl- 
edged the  execution  of  the  said  instrument  as  the  free  act  and  deed  of  said 
company,  and  that  said  corporation  executed  the  same. 

In  testimony  whereof,  I  have  subscribed  my  name  and  affixed  my  notarial 
seal  the  day  and  year  above  in  this  certificate  written. 
[seal]  William  A.  Hayes,  2d, 

Notary  Public, 

State  of  Minnesota,  } 

-  ss. 

I foi  ntv  of  Ramsey,   \ 

On  this  14th  day  of  July.  A.  D.  1886,  before  me,  a  notary  public  in  and 
for  said  county  and  state,  personally  came  .las.  J.  Hill  and  Edward  Sawyer, 
both  to  me  personally  known,  and  thej  being  by  me  duly  sworn,  did  each 
depose  and  say,  thai  the  said  -las.  .1.  Hill  is  the  president  and  the  said 
Edward  Sawyer  is  the  Becretarj  of  the  St.  Paul,  .Minneapolis  and  Manitoba 
Railway  Company,  the  eo  n   described    in   the   foregoing   instrument 

lie  party  of  th<  first  part  thereto;  that  the  seal  affixed  to  said  instru- 
ment a8  the  corpora*  seal  of  said  company,  is  such  corporate  seal,  and  was 
.1|U,  .,  the  authority  of  said  company,  and  its  board  of  directors, 

and  that  thej  respective!)  subscribed  the  said  instrument,  the  former  as 
president  the  latter  as  ry  of  Baid  company  by  like  authority. 

A,,,i  the  Baid  Jas.  J.  Hill,  president,  and  Edward  Sawyer,  secretary,  as 
aforesaid,  to  me  well  known  to  be  Buch  president  and  secretary,  acknowledged 
the  execution  of  the  said  instrument  as  the  free  act  and  deed  of  said  com- 
pany and  that   said  corporation  executed  the  same. 

,  i  have  subscribed  my  name  and  affixed  my  notarial 

seal,  this  .lay  and  year  above   in  this  certificate  written. 

Bene?  Krogstad, 
[seal]  Notary  Public, 

Eamsey  County,  Minn. 

Exhibit  A. 
Memorandum  of  Understanding  and  Agreement,  between  the  St.  Paul, 
Minneapolis  and   Manitoba   Railway  Company,  first  party,  and  the  Chicago 
Burlington  and  Northern  Railroad  Company,  Becond  party; 

Whereas,  The  first  party  is  the  owner  of  certain  freight  depots,  tracks, 
yards  and  other  facilities  in  the  city  of  Minneapolis; 

wh,  , ,  os,  The  second  party  desires  to  make  a  temporary  use  of  afore- 
said  facilities. 

And  whereas,  The  second  party  intends  at  a  later  day  to  make  a  system 
of  freight  depots  and  freight  yards  adjoining  those  of  the  first  party; 

Now,  therefore,  It  is  agreed  by  and  between  the  respective  parties,  as 

follows:  *  ,,      ,    * 

First.     The  first  party  agrees  for  a  period  of  three  years  from  the  first 

day  of  December,  1886,  to  provide  to  the  second  party  in  the  yard  of  the 

first   partv  in  the  Citv  of  Minneapolis,  the  freight   facilities  necessary  for 

doin-  the  business  of  the  second  party  in  as  thorough  a  manner  as  can  be 

afforded  without  danger  to  their  own  busmess.    If  it  be  practicable  to  do 

so    the  first  partv  agrees  to  give  the  second  party  a  separate  freight  house, 


CORPORATE    HISTORY  1861 

and  a  separate  set  of  freight  tracks  for  doing  the  business  of  the  said 
second  party;  and  if  this  be  impracticable,  then  the  aforesaid  freight 
facilities  shall  be  used  satisfactorily  to  the  second  party,  so  as  to  afford 
the  best  facilities  for  doing  the  business  of  the  first  and  second  parties  to- 
gether. Whenever  there  is  any  surplusage  of  business  of  the  second  party  by 
reason  of  unusually  large  tonnage  received  at  Minneapolis,  the  first  party 
agrees,  if  there  be  not  satisfactory  track  room  allotted  to  second  party  to 
provide  trackage  from  its  portion  of  said  yards  in  the  city  of  Minneapolis, 
for  the  storing  and  delivering  of  the  said  surplusage  of  freight. 

Second.  The  second  party  is  to  pay  to  the  first  party  a  fair  rent,  as 
may  be  agreed  upon  hereafter,  for  the  use  of  the  aforesaid  facilities,  and 
is  to  pay  to  the  first  party  a  fair  proportion  of  the  expenses  of  running  the 
freight  houses,  freight  yards,  etc.,  in  accordance  with  terms  of  division  usual 
between  companies  under  the  same  circumstances. 

Third.  It  is  agreed  between  the  two  parties  that  the  location  of  the 
freight  house  of  the  second  party  shall  be  made  adjoining  that  of  the  first 
party,  and  the  first  party  agrees  to  join  in  a  system  of  development  of  the 
grounds  and  yards  connected  with  the  said  adjoining  freight  houses  as  will 
best  serve  the  conjoint  interests  of  the  two  parties,  the  first  party  to  afford 
leads  and  connections  of  its  main  track  with  the  said  yard. 
Dated  St.  Paul,  Minn.,  May  11th,  1886. 

Chicago,  Burlington  &  Northern  E.  E.  Co. 

By  A.  E.  Touzalin, 

President. 
St.  Paul,  Minneapolis  &  Manitoba  Eailway  Company, 

By 

President. 


'Us. 


Commonwealth  of  Massachusetts, 
County  of  Suffolk, 

On  this  eighth  day  of  July,  A.  D.,  1886,  before  me  a  notary  public  in  and 
for  said  county  and  comonwealth,  personally  came  A.  E.  Touzalin,  to  me  per- 
sonally known,  and  being  by  me  duly  sworn  did  depose  and  say  that  he  is 
the  president  of  the  Chicago,  Burlington  and  Northern  Eailroad  Company, 
the  corporation  described  in  the  foregoing  instrument  as  party  of  the 
second  part  thereto ;  and  that  he  subscribed  said  instrument  by  the  authority 
of  said  company  and  its  board  of  directors.  And  the  said  A.  E.  Touzalin, 
president,  as  aforesaid,  to  me  well  known  to  be  such  president,  acknowledged 
the  execution  of  the  said  instrument  as  the  free  act  and  deed  of  said  com- 
pany, and  that  said  corporation  executed  the  same. 

In  Witness  Whereof,  I  have  subscribed  my  name  and  affixed  my  notarial 
seal  the  day  and  year  above  in  this  certificate  written. 
[seal]  William  H.  Hayes  2d, 

Notary  Public. 


State  of  Minnesota,) 

]■  ss. 
County  of  Eamsey,   ) 

On  this day  of  July,  A.  D.  1886,  before  me,  a  notary  public,  in  and 

for  said  county  and  state,  personally  came  Jas.  J.  Hill,  to  me  personally 


1862      CHICAGO,   BURLINGTON   &   QUINCY   RAILROAD  COMPANY 

known,  and  being  by  me  duly  sworn,  did  depose  and  say  that  he  is  the 
president  of  the  Saint  Paul,  Minneapolis  and  Manitoba  Railway  Company, 
the  corporation  described  in  the  foregoing  instrument,  as  party  of  the  first 
part  thereto;  and  that  he  subscribed  said  instrument  by  the  authority  of 
said  company,  and  its  board  of  directors.  And  the  said  .las.  J.  Hill,  president 
as  aforesaid,  to  me  well  known  to  be  BUCh  president,  acknowledged  the  ex- 
ecution of  said  Instrument,  as  the  free  act  and  deed  of  said  company,  and 
that  said  corporation  executed  the  same. 

In   Witness  Whereof,  1  have  subscribed  my  name  and  affixed  my  notarial 
seal  the  day,  and  year  above  in  this  certificate   written. 


Notary  Public, 
Ramsey  County.   Minn. 

Exhibit  B. 
.I/*  morandwm  of  Agreement,  made  by  and  between  the  St.  Paul,  Minneapolis 
and  Manitoba   Railway  Company,  first   party,  and  the  Chicago,  Burlington 
and  Northern  Railroad  Company,  second  party: 

First.      'I'lie  first    party  agrees  to  afford   the   use  of  its  engine  houses   in   St. 
Paul    and    Minneapolis    for   tin     Btoring   and    caring   of   the   engines    belonging 

to  the  second  party,  whose  runs  may  terminate  at  st.  Paul  and  Minneapolis, 

for  such  period  of  time  as  the  BeCOnd  party  may  be  without  engine  houses 
of   its   own,    but    for   a    period    not    exceeding   three   years.     The    terms    for   the 

said  and  care  to  I"    agreed  upon  hereafter,  bul  not  to  he  in  excess 

of  the  usual  (diarges  made  between  railroad  companies  for  such  service. 

Second.      The  first  party  agr<  I  to  the  see. .ml  party,  either  the  whole 

or  half  interest  in  fifteen  or  twenty  acres  of  land  lying  west  of  Como  avenue, 
being  a  strip  1,980  feet  long  b\  300  feet  wide,  at  a  maximum  price  of  $3,000 
per  aire,  the  said  strip  h  ing  west   of  ( !omo  avenue  ami  south  of  the   Manitoba 

road.   !•  ;  bj  the  second  party  that  a  joint  yard  for  the  use  of  the  two 

companies  shall  be  made  mi  tin-  said  tract.  If  the  Manitoba  road  does  not 
desire    the   -aid   joint    yard,   then    the   tract    of   land    may    he   divided    into   two 

yards  for  the  respective  companies,  or  tin-  whole  of  the  said  tract  will  be 
sold  to  the  Northern  road  at   tin-  price  above  stated. 

St.  Paul,  Minneapolis  and  Manitoba  Railway  Company, 

By: 

President. 
Chicago,  Burlington  and  Northern  Railroad  Company, 

By  A.  E.  Touzalin, 

President. 
St.  Paul,  Minn.,  May  11th,  1886. 


>  SS. 


moxwealth  of  massachusetts, 
County  of  Suffolk, 

On  this  eighth  day  of  July,  A.  D.  1886,  before  me,  a  notary  public  in  and 
for  said  county  and  commonwealth,  personally  came  A.  E.  Touzalin,  to  me 
personally  known,  and  being  by  me  duly  sworn  did  depose  and  say  that  he 
is  the  president  of  the  Chicago,  Burlington  and  Northern  ixailroad  Company, 


CORPORATE   HISTORY  1863 

the  corporation  described  in  the  foregoing  instrument  as  party  of  the  second 
part  thereto ;  and  that  he  subscribed  said  instrument  by  the  authority  of 
said  company  and  its  board  of  directors.  And  the  said  A.  E.  Touzalin, 
president,  as  aforesaid,  to  me  well  known  to  be  such  president,  acknowl- 
edged the  execution  of  the  said  instrument  as  the  free  act  and  deed  of  said 
company  and  that  said  corporation  executed  the  same. 

In  Witness  Whereof,  I  have  subscribed  my  name  and  affixed  my  notarial 
seal  the  day  and  year  above  in  this  certificate  written. 
[Seal]  William  A.  Hayes,  2d, 

Notary  Public. 


State  of  Minnesota,) 
County  op  Bamsey,  \ 

On  this  day  of  July,  A.  D.  1886,  before  me,  a  notary  public,  in 

and  for  said  county  and  state,  personally  came  Jas.  J.  Hill,  to  me  personally 
known,  and  being  by  me  duly  sworn,  did  depose  and  say,  that  he  is  the 
president  of  the  Saint  Paul,  Minneapolis  and  Manitoba  Railway  Company, 
the  corporation  described  in  the  foregoing  instrument,  as  party  of  the  first 
part  thereto;  and  that  he  subscribed  said  instrument  by  the  authority  of 
said  company,  and  its  board  of  directors.  And  the  said  Jas.  J.  Hill,  president 
as  aforesaid,  to  me  well  known  to  be  such  president,  acknowledged  the 
execution  of  said  instrument,  as  the  free  act  and  deed  of  said  company,  and 
that  said  corporation  executed  the  same. 

In  Witness  Whereof,  I  have  subscribed  my  name  and  affixed  my  notarial 
seal  the  day  and  year  above  in  this  certificate  written. 


Notary  Public, 
Ramsey  County,  Minnesota. 


Memorandum  of  Understanding  and  Agreement,  between  the  St.  Paul, 
Minneapolis  and  Manitoba  Railway  Company,  first  party,  and  the  Chicago, 
Burlington  &  Northern  Railroad  Company,  second  party : 

Whereas,  The  first  party  is  the  owner  of  certain  freight  depots,  tracks, 
yards  and  other  facilities  in  the  city  of  Minneapolis; 

And  Whereas,  The  second  party  desires  to  make  a  temporary  use  of  the 
aforesaid  facilities; 

And  whereas,  The  second  party  intends  at  a  later  day  to  make  a  system 
of  freight  depots  and  freight  yards  adjoining  those  of  the  first  party; 

Now,  therefore,  It  is  agreed  by  and  between  the  respective  parties,  as 
follows : 

First.  The  first  party  agrees  for  a  period  of  three  years  from  the  first 
day  of  December,  1886,  to  provide  to  the  second  party  in  the  yard  of  the 
first  party  in  the  city  of  Minneapolis,  the  freight  facilities  necessary  for 
doing  the  business  of  the  second  party  in  as  thorough  a  manner  as  can  be 
afforded,  without  damage  to  their  own  business.  If  it  be  practicable  to  do 
so,  the  first  party  agrees  to  give  to  the  second  party  a  separate  freight 
house,  and  a  separate  set  of  freight  tracks  for  doing  the  business  of  the 


1864      CHICAGO,   BURLINGTON    ft    QUINCf    RAILROAD   COMPANY 

said  second  party,  and  it'  this  be  impracticable,  then  the  aforesaid  freight 
facilities  shall  be  used  satisfactorily  to  the  second  party,  so  as  to  afford  the 
best  facilities  for  doing  the  business  of  the  first  and  second  parties  together. 
Whenever  there  is  any  surplusage  of  business  of  the  second  part;  by  reason 
of  unusually  large  tonnage  received  al  Minneapolis,  the  firsl  party  agrees, 
if  there  be  not  satisfactory  track  loom  allotted  to  second  party,  to  provide 
trackage  from  its  portion  of  said  yards  in  the  city  of  Minneapolis,  for  the 
ing  and  delivering  of  the  said  surplusage  of  freight. 

Second.  The  second  party  is  to  pay  to  th<  first  party  a  fair  rent,  as 
may  be  agreed  upon  hereafter,  for  the  use  of  the  aforesaid  facilities,  and 
is  to  pay  to  the  first  party  a  fair  proportion  of  the  expenses  of  running 
the  freight  houses,  freight  yards,  etc.,  in  accordance  with  terms  of 
division  usual  between  companies  under  the  same  circumstances. 

Third.  It  is  agreed  between  the  two  parties  that  the  location  of  the 
freight  house  of  the  second  party  shall  be  made  adjoining  that  of  the 
tirst  party,  ami  the  tirst  parts  agrees  t"  join  in  a  system  of  development 
of  the  grounds  and  yards  connected  with  the  said  adjoining  freight  houses 
a-  will  e  the  conjoint  interest  >■(  the  two  parties,  the  tirst  party 

to  afford  leads  and  connections  of  its  main  track  with  the  said  yard. 

Dated  St.  Paul,  Minn,  May  11th.  L886. 

go,  Burlington  &  Northern  B.  B.  Co., 

By  A.  E.  Toiv.au  x, 
Presidt  nt. 

st.  Paul,  Minneapolis  &  Manitoba  By.  Co., 

By  -I  \s.  J.  1 1  iu„ 

Pit  Slilt    lit. 


Memorandum  of  Agreement,  made  by  and  between  the  St.  Paul,  Min- 
neapolis and  Manitoba  Railway  Company,  first  party,  and  the  Chicago, 
Burlington  &    Northern    Railroad  Company,  second   party: 

I"  rst.     The  first   party  ag  afford  the  use  of  its  engine  houses  in 

St.  Paul  and  Minneapolis,  for  the  Btoring  and  earing  of  the  engines  belong- 
ing to  the  second  party,  whose  runs  may  terminate  at  St.  Paul  and  Min- 
neapolis, for  such  a  period  of  time  as  the  second  party  may  be  without 
engine  houses  of  its  own,  but  for  a  period  not  exceeding  three  years.  The 
terms  for  the  said  storage  and  care  to  be  agreed  upon  hereafter,  but  not  to 
lie  in  excess  of  the  usual  charges  made  between  railroad  companies  for  such 
service. 

Second.  The  first  party  agrees  to  sell  to  the  second  party,  either  the  whole 
or  a  half  interest  in  fifteen  or  twenty  acres  of  land  lying  west  of  Como  avenue, 
being  a  strip  nineteen  hundred  and  eighty  feet  long  by  three  hundred  feet 
wide,  at  a  maximum  price  of  three  thousand  dollars  per  acre,  the  said  strip 
lying  west  of  Como  avenue  and  south  of  the  Manitoba  road.  It  is  agreed 
by  the  second  party  that  a  joint  yard  for  the  use  of  two  companies  shall 
be  made  on  the  said  tract.  If  the  Manitoba  road  does  not  desire  the  said 
joint  yard,  then  the  tract  of  land  may   be  divided  into  two  yards  for  the 


CORPORATE    HISTORY  1865 

respective  companies,   or  the  whole   of  the  said  tract  will  be  sold  to  the 
Northern  road  at  the  price  above  stated. 

St.  Paul,  Minneapolis  &  Manitoba  Kailway  Company, 

By  Jas.  J.  Hill, 

President. 
Chicago,  Burlington  &  Northern  Railroad  Company, 

By  A.  E.  Touzalin, 
St.  Paul,  Minn.,  May  11th,  1886.  President. 

No.  83— A— D 

Chicago,  Burlington  &  Northern  Railroad  Company. 
General  Manager's  Office. 

St.  Paul,  Minn.,  June  15,  1886. 
J.  J.  Hill,  Esq., 

President  St.  P.,  M.  &  M.  Ey.  Co., 
City. 
Dear  Sir: 

Enclosed  please  find  certified  copies  of  the  record  showing  the  ratification 
by  our  board  of  directors  of  certain  contracts  made  by  you  as  president, 
with  the  president  of  our  company,  said  contracts  relating  to 
The  use  of  the  Minneapolis  Union  Railway. 
Trackage  between  St.  Paul  and  Minneapolis. 
Freight  facilities  at  St.  Paul  and  Minneapolis. 
Purchase  of  certain  land  near  St.  Paul. 
Will  you  be  kind  enough  to  acknowledge  receipt. 

Yours  truly, 
Geo.  B.  Harris, 
General  Manager. 

At  a  meeting  of  the  board  of  directors  of  the  Chicago,  Burlington  and 
Northern  Railroad  Company  held  at  the  company's  office,  June  4,  1886, 
the  following  vote  was  passed: 

Voted:  That  the  contract  made  by  the  president  of  this  company  with 
the  president  of  the  Minneapolis  Union  Railway  Company,  bearing  date 
May  11,  1886,  relating  to  the  use  of  the  terminal  and  transfer  facilities  of 
the  Minneapolis  Union  Railway  Company  as  shown  forth  in  said  contract, 
is  hereby  ratified  and  confirmed. 

A  true  copy. 
Attest: 
[seal]  J.  Murray  Forbes, 

Secretary. 

At  a  meeting  of  the  board  of  directors  of  the  Chicago,  Burlington  & 
Northern  Railroad  Company  held  at  the  company's  office  June  4,  1886,  the 
following  vote  was  passed: 

Voted :  That  the  contract  made  by  the  president  of  this  company  with 
the  president  of  the  St.  Paul,  Minneapolis  and  Manitoba  Railway  Company, 


1866      CHICAGO,   BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

bearing  date  May  11,  1886,  relating  to  the  use  of  the  St.  Paul,  Minneapolis 
and  Manitoba  Ey.  Co.'s  line,  side  tracks,  passing  tracks,  etc.,  etc.,  between 
the   cities   of   St.   Paul   and   Minneapolis   and   extending   from  Third   street 
in  St.  Paul  to  the  freight  depot  of  this  company  in  Minneapolis  is  hereby 
ratified  and  confirmed. 
A  true  copy. 
Attest : 
[seal]  J.  Murray  Forbes, 

Secretary. 

At  a  meeting  of  the  board  of  directors  of  the  Chicago,  Burlington  & 
Northern  Railroad  Company,  held  at  the  company's  office  June  4,  1886,  the 
following  vote  was  passed : 

Voted:  That  the  agreement  made  by  and  between  the  president  of 
this  company  and  the  president  of  the  St.  Paul,  Minneapolis  and  Manitoba 
Railway  Company,  relating  to: 

1st.  The  use  of  a  freight  house  belonging  to  the  Manitoba  Company 
at  St.  Paul. 

2nd.     The  use  of  certain  freight  facilities  at  Minneapolis. 

3rd.     The  purchase  of  a  certain  piece  of  land  near  St.  Paul  and  its  joint 
use  with  the  Manitoba  road, 
are  hereby  ratified  and  confirmed. 

A  true  copy. 
Attest: 
[seal]  J.  Murray  Forbes, 

Secretary. 

Tliis  Agreement,  made  this  eleventh  day  of  .May,  A.  D.  one  thousand 
eight  hundred  and  eighty-six,  between  the  Minneapolis  Union  Kailway 
Company,  a  corporation  of  the  state  of  Minnesota,  party  of  the  first  part, 
ami  the  Chicago,  Burlington  and  Northern  Railroad  Company,  a  corporation 
under  the  laws  of  the  states  of  Minnesota  and  Wisconsin,  party  of  the 
second  part,  Witness*  Hi  : 

Whereas,  the  party  of  the  first  pari  has  constructed  a  line  of  railway 
from  a  point  of  junction  with  the  main  line  of  railway  of  the  St.  Paul, 
Minneapolis  and  Manitoba  Bailway  Company,  in  the  southwest  quarter  of 
the  southwest  quarter  of  section  19,  in  township  29,  of  range  23,  in  East 
Minneapolis,  and  thence  crossing  the  Mississippi  river  by  a  stone  bridge, 
to  another  point  of  junction  with  the  main  line  of  the  St.  Paul,  Minneapolis 
and  Manitoba  Railway  Company  at  or  near  First  street  in  Minneapolis,  and 
has  constructed  and  equipped  commodious  passenger  depots  in  West  Min- 
neapoUs  and  East  Minneapolis  upon  the  said  line,  and  proposes  to  construct 
such  further  portion  of  the  lines  described  in  its  Articles  of  Incorporation, 
and  such  branches,  spurs,  and  transfer  tracks  leading  from  such  lines  to 
a  connection  with  other  railroads  and  to  important  industries  requiring 
special  railway  accommodation  or  facilities  as  it  shall  hereinafter  determine; 
and  it  is  the  purpose  of  the  party  of  the  first  part  to  afford  railroad  com- 
panies owning  or  operating  lines  of  railroad  through  or  into  Minneapolis, 


CORPORATE    HISTORY  1867 

the  right  to  the  use  in  common  of  its  tracks,  depots  and  facilities  to  such 
extent,  for  such  compensation  and  upon  such  terms  and  conditions  as  may  be 
agreed  upon  between  the  first  party  and  such  other  companies  respectively, 
which  purpose  has  already  been  carried  into  effect  with  respect  to  several 
railroad  companies  and  lines  of  railroad. 

And  Whereas,  the  party  of  the  second  part  has  secured  an  entrance  for  its 
line  into  Minneapolis  over  the  tracks  of  the  St.  Paul,  Minneapolis  and 
Manitoba  Kailway  Company,  and  desires  the  use  of  the  tracks,  depots  and 
facilities  of  the  first  party,  and  the  first  party  is  willing  to  afford  the  same 
to  the  extent  and  upon  the  terms  and  conditions  hereinafter  defined; 

Now,  Therefore,  the  parties  hereto,  each  of  them,  in  consideration  of  the 
covenants  and  agreements  of  the  other  herein  contained,  do  covenant  and 
agree  to  and  with  each  other  as  follows : 

Article  I. 

The  second  party  shall  have  during  the  term  of  this  contract  the  right 
and  privilege  to  the  use  and  enjoyment  for  and  in  the  transaction  of  the 
business  which  it  shall  do,  and  shall  have  the  right  to  do  over  the  main 
tracks  of  the  St.  Paul,  Minneapolis  and  Manitoba  Kailway  Company,  be- 
tween St.  Paul  and  Minneapolis,  but  in  or  for  no  other  business,  and 
subject  to  the  limitations  and  restrictions  hereinafter  contained,  of  all  and 
singular  the  railways  and  tracks  of  the  party  of  the  first  part  now  con- 
structed, or  which  may  hereafter  during  the  continuance  of  this  contract 
be  constructed,  acquired,  controlled,  or  operated  by  the  first  party,  and  of 
its  passenger  depots  in  West  Minneapolis  and  East  Minneapolis,  with  the 
furniture,  appendages,  and  appurtenances  thereof,  in  the  manner  aud  for 
the  compensation  and  upon  the  terms  and  conditions  hereinafter  mentioned. 
Said  use  to  be  in  common  with  the  party  of  the  first  part  and  such  other  rail- 
road companies  as  the  first  party  has  heretofore  admitted  or  may  hereafter 
admit  to  a  participation  in  the  use  and  enjoyment  of  said  property. 

Article  II.. 

The  party  of  the  first  part  shall  assign  to  the  party  of  the  second  part, 
from  time  to  time,  a  suitable  track  or  tracks  connecting  its  passenger  depots 
in  West  Minneapolis  and  East  Minneapolis  with  the  main  tracks  of  the  St. 
Paul,  Minneapolis  and  Manitoba  Railway  Company  at  the  junction  on  the 
southwest  quarter  of  the  southwest  quarter  of  section  nineteen,  in  township 
twenty-nine  of  range  twenty-three  in  East  Minneapolis,  for  the  use  of  the 
passenger  trains  operated  by  the  party  of  the  second  part  and  into  Min- 
neapolis. 

It  shall  also  assign  to  the  party  of  the  second  part,  from  time  to  time,  a 
suitable  track  or  tracks  connecting  the  said  passenger  depot  in  West  Minne- 
apolis with  the  main  tracks  of  the  St.  Paul,  Minneapolis  and  Manitoba  Rail- 
way Company  at  the  junction  at  or  near  First  street  in  West  Minneapolis, 
for  use  in  moving  its  passenger  trains  and  engines  between  said  passenger 
depot  and  the  yard  of  the  party  of  the  second  part,  situate,  or  to  be  situated 
northwesterly  of  the  yard  of  the  St.  Paul,  Minneapolis  and  Manitoba 
Railway  Company,  and  to  be   connected  with  the  main  tracks  thereof  at 


1868      CHICAGO,  BURLINGTON    A    QTTINCY    RAILROAD  COMPANY 

some  point  to  be  hereafter  agreed  upon,  for  storage,  standing  and  cleaning 
purposes  at  Bald  yard.  The  party  of  the  first  part,  or  its  superintendent  or 
general  managing  agent  may,  from  time  to  time,  establish  such  reasonable 
time  cards,  rules  and  regulations  as  will  conduce  to  keep  all  the  said  tracks 
open  and  free  for  use;  and  the  party  of  the  Beeond  part  shall  comply  with 
ami  conform  to  such  time  cards,  rules  and  regulations. 

Article  III. 
The  party  of  the  firsl  part  shall,  at  all  times  during  the  continuance  of 

this  contract,  transfer   or  can-  rred    upon   the  tracks  and    rail- 

ways which  the  party  of  the  first  part  shall  have  the  right  to  the  use  or 
benefit   of  under  this  contract,   with   all   reasonable  celerity,  or  at   its  option 

permit  the  party  of  the  Beeond  part,  or  such  agents  as  may  be  agreed  upon, 

tu  transfer  upon  said  tracks  and  railways  from  the  said  junctions  of  the 
railroad  of  the  St.  Paul,  Minneapolis  and  .Manitoba  Railway  Company 
with  the  tracks  of  the  party  of  the  first  part  to  the  railroad  of  any  other 
railroad  company  or  any  industry  to  which  BUCh  transfer  tracks  shall  extend, 
and  from  such  other  railroads  ami  BUCh  industries  to  the  said  points  of 
junction,  any   and   all   loaded   or  empty    freight    cars   which    the  party   of  the 

■id  part,  in  the  transaction  of  the  business  for  which  accommodation 
ami  facilities  are  granted  by  this  contract,  shall  desire  to  have  bo  t  ransferred ; 

provided,  that  the  party  of  the  second  part  shall  not  have  the  right  t" 
transfer,   or    have   transferred,    it-    regular    freight    trains   over    the    railways 

or  tracks  of  the  party  of  the  first  part,  or  any  part  thereof,  or  have  the  use 

of   any   of   thi  -  'y   or    facilities   of    the    party    of    the    first    part 

for  regular  freight  trains. 
The  party  of  the  first   part,  or  its  superintendent  or  general  managing 
I  may.  from  time  t..  »ime.  establish  such  reasonable  rules  ami  regulations 
a--  will  conduce  to  the  rapid,  safe  ami  convenient  transfer  of  freight  cars 

upon  said   tracks;    and   the  party  of  the   Beeond   part,   if   permitted   to  do   BUCh 

transfer,  shall  comply  with  and  conform  to  sm-li  rules  ami  regulatioi 

\     .  .  1  V. 

The  rights   hereby   granted    to   the    Beeond    party    are  granted   to   it   to  be 

used,  and  shall  !>•    used  by  it.  01  its  own  business,  which  the  second 

party  has  a  right  to  do  to  ami  from  Minneapolis  over  the  tracks  of  the  st. 

Paul,   Minneapolis  ami   Manitoba    Railway   Company;   ami   nothing  in   this 

agre>  all  authorize  the  seeoml   party,  under  COVet  hereof  or  otherwise, 

to  use  or  permit  any  other  railway  company  or  line  of  railway  to  use  or  have 
the  benefit  of  using,  for  the  til  of  such  or  any  other 

company  or  line,  any  of  the  rights  hereinbefore  granted  to  the  second  party. 

Ainu  LE  Y. 
The  party  of  the  first  part  shall  have  the  right,  at  any  time  during  the 
continuance  of  this  contract,  to  admit  other  railroad  companies  to  the  use 
of  the  tracks,  depots,  property  and  facilities  covered  by  this  contract,  on 
such  terms  and  conditions  as  it  shall  see  fit,  and  to  use  for  its  own  engines, 
cars  and  trains,  or  assign  to  other  railroad  companies  heretofore  or  hereafter 


CORPORATE    HISTORY  1869 

admitted  to  a  participation  in  the  use  thereof,  for  the  use  of  their  passenger 
trains,  the  same  track  or  tracks  assigned  to  the  party  of  the  second  part 
for  the  use  of  its  passenger  trains,  and  to  use  and  to  permit  to  be  used 
the  track  or  tracks  assigned  to  the  party  of  the  second  part  for  the  use 
of  its  passenger  trains  for  the  transaction  of  transfer  or  any  other  business ; 
provided,  that  the  first  party  shall  at  all  times  furnish  to  the  party  of  the 
second  part  convenient  and  adequate  tracks  and  other  facilities  for  the 
transaction  of  the  business  of  the  second  party. 

The  time  cards,  rules  and  regulations  to  be  established  by  the  first  party, 
or  its  superintendent  or  general  managing  agent,  shall  be  reasonable,  just 
and  fair  to  all  parties  participating  in  the  use  of  said  tracks,  depots, 
property  and  transfer  facilities,  wthout  unfair  preference  or  discrimination 
in  favor  of  or  against  either;  and  the  interests  of  all  parties  as  respects 
the  times  of  departures  of  trains  from,  and  arrival  at  said  depots  over 
said  tracks,  and  the  transfer  of  freight  cars,  and  in  every  other  respect 
shall  equally  receive  just  care,  consideration  and  protection;  but  the  short 
passenger  trains  of  the  St.  Paul,  Minneapolis  and  Manitoba  Railway  Com- 
pany, running  between  St.  Paul  and  Lake  Minnetonka,  and  between  St. 
Paul  and  Minneapolis,  and  between  Minneapolis  and  Lake  Minnetonka,  as 
well  as  all  its  suburban  trains  running  a  distance  of  not  over  one  hundred 
miles  from  St.  Paul  or  Minneapolis,  may  be  accorded  a  reasonable  preference 
of  accommodation  as  respects  the  time  of  arrival  at  and  departing  from 
said  depots,  and  the  reasonable  right  to  the  prior  use  of  said  tracks. 

Article  VI. 
The  party  of  the  first  part  shall  maintain  and  keep  in  repair  during  the 
continuance  of  this  contract  the  said  passenger  depots,  and  the  tracks, 
railways  and  property  owned  or  operated  by  it,  and  the  appendages  and 
appurtenances  thereof,  renewing  and  replacing  the  same,  and  the  different 
parts  and  portions  thereof  as  necessary ;  shall  provide  the  said  passenger 
depots  and  keep  them  provided  with  all  usual  furniture  and  fixtures  for 
the  convenient  use  thereof,  and  keep  the  same  in  repair ;  shall  warm  and 
light  the  same,  and  provide  a  suitable  number  of  ticket,  baggage  and  other 
agents  and  employes  to  conduct  and  manage  the  business  thereof;  and  shall 
construct,  maintain  and  keep  in  repair  all  such  buildings,  structures,  ap- 
pliances, instrumentalities  and  apparatus,  and  provide  and  keep  in  repair 
any  locomotives  and  rolling  stock  that  it  may  have  in  use  under  this  con- 
tract, renewing  and  replacing  the  same  when  necessary,  and  provide  all 
such  enginemen,  firemen,  brakemen,  conductors,  mechanics,  servants  and  em- 
ployes as  shall  be  necessary,  if  any,  for  the  transaction  of  any  transfer 
business  as  hereinbefore  provided. 

Article  VII. 
It  is  understood  and  agreed  that  the  party  of  the  first  part  shall  have 
the  general  control,  management  and  supervision  of  said  depots,  tracks  and 
railways  and  of  the  business  thereof;  but  inasmuch  as  the  part}'  of  the 
first  part,  its  officers,  agents  and  employes  will  be  under  this  contract  in 
part  engaged  in  the  furtherance  of  the  business  of  the  party  of  the  second 


1870      CHICAGO,   BURLINGTON  &   QUINCY  RAILROAD   COMPANY 

part,  it  is  expressly  understood  and  agreed  by  and  between  the  parties 
hereto,  that  the  party  or'  the  second  part  shall,  and  it  does  hereby  assume  all 
risk  of  and  liability  for  personal  injuries  or  injury  or  damage  to  its  own 
property,  or  to  the  property  of  third  parties,  caused  by  its  trains,  cars 
or  locomotives,  operated  on  or  over  said  tracks,  or  railways,  or  by  the 
locomotives  of  the  party  of  the  lirst  part  while  engaged  in  the  business  of 
transferring  ears  for  the  party  of  the  second  part  upon  or  over  the  same, 
whether  arising  from  any  act  or  omission,  neglect  or  fault  of  the  party 
of  the  second  part,  its  officers,  agents  or  servants,  or  from  any  act  or 
omission,  oeglect  or  fault  of  the  party  of  the  first  part,  its  officers,  agents 
or  servants,  or  from  any  act,  or  omission,  neglect  or  fault  of  the  common 
agent  or  servanl  of  both  parties  or  otherwise,  and  shall  save  and  keep  harm- 
less the  party  of  the  first  part  from  all  claims,  demands,  loss  or  damage  on 
accounl  thereof;  and  in  case  any  suits  shall  be  brought  by  any  party  or 
parties  against  the  party  of  the  first  part  arising  out  of  any  such  damage 
or  injury,  the  party  of  the  first  part  may  give  written  notice  of  the  .same  to 
part}  of  the  second  part,  ami  thereupon  the  party  of  the  second  part  shall 

attend   to   the  defense  of  the  same,   and   save  and   hold   harmless  the   party  of 

the  first  pari  from  all  expenses,  counsel  fees  and  costs. 

A  k  l  leu:    VIII. 

Far  the  rights  and  privileges  hereinbefore  granted  to  it,  whether  it  shall 
use  the  same  or  not,  tin-  second  party,  from  and  after  the  time  it  shall  begin 
to  make  use  of  the  Bame,  and  in  any  event  from  and  after  the  1st  day  of 
January,  iv^7,  shall  pay  to  tin-  first  party  a  monthly  rental  which  shall  be 
equal    to   one-twelfth   of   one   and   one  half   per   cenl    on   $2,311,156.67-100 

dollars,    which    sum    of    $2,311,156.67    100    dollars    is    agreed    to    be    the    cost 

of  the  property  covered  by  this  contract;  the  rental  for  each  calendar 
month  shall  be  paid  b\  the  second  party  to  the  first  party  on  or  before  the 
fifteenth  day  of  the  uexl  succeeding  calendar  month  at  the  office  of  the 
first  party  in  the  city  of  s't .  Paul,  in  erolil  coin  of  the  United  States  of  the 
present    standard   of  weight   ami   fineness. 

Hut  whenever  ami  so  long  as  the  aggregate  of  the  sums  payable  by  the 

ml  party  and  other  companies,  by  way  of  rental  or  other  compensation 
for  the  right  to  the  use  of  the  property  ami  facilities,  or  any  part  thereof, 
which  tin'  second  party  shall  be  entitled  to  the  use  or  benefit  of  under  this 
contract,  shall  be  in  excess  of  three  c  j  1 1 .- 1  iters  of  one  per  cent  per  month 
on  the  valuation  on  which  the  rental  of  the  second  party  shall  be  computed, 
there  shall  in  each  month  be  credited  against  and  deducted  from  the  monthly 
rental  of  the  second  party  for  such  month  as  herein  fixed  a  sum  bearing  the 
same  proportion  to  such  excess  which  the  rate  of  monthly  rental  of  the  second 
party  as  herein  fixed  (to-wit,  on.  twelfth  of  one  and  one-half  per  cent), 
shall  bear  to  such  rate  of  three-quarters  of  one  per  cent  per  month;  and 
in  computing  the  said  aggregate  rental,  a  monthly  rental  of  one-twelfth 
of  two  per  cent  ami  no  more  on  the  valuation  on  which  the  second  party's 
rental  shall  be  computed  for  such  month,  shall  at  all  times  be  considered 
as  payable  by  the  St.  Paul,  Minneapolis  and  Manitoba  Railway  Company  for 
its  right  to  use  said  property  and  facilities. 


CORPORATE    HISTORY  1871 


Article  IX. 

Whenever  the  first  party  shall  determine  to  construct  any  such  addition 
to  or  extension  of  its  existing  lines,  or  any  branch,  spur  or  transfer  track 
as  is  mentioned  in  the  preamble  of  this  agreement,  it  shall  give  immediate 
notice  in  writing  to  the  second  party  of  sucli  determination;  and  the 
second  party,  within  ten  days  after  receipt  of  such  notice,  may  give  notice 
in  writing  to  the  first  party  of  its  desire  to  use  such  addition,  ■extension, 
branch,  spur  or  transfer  track  when  completed,  and  thereupon  the  second 
party  shall  have  the  same  right  to  use  the  same  during  the  Residue  of 
the  term  of  this  contract  which  is  hereinbefore  granted  to  it  in  respect 
to  the  existing  tracks  of  the  first  party,  and  for  such  right  shall  pay  to 
the  first  party  a  monthly  rental  of  one-twelfth  of  one  and  one-half  per 
cent,  of  the  cost  thereof,  to  be  computed  as  follows:  The  amount  of  the 
sums  actually  expended  by  the  first  party,  in  making  such  addition, 
extension,  branch,  spur  or  transfer  track,  with  interest  at  thei  rate  of  six 
per  cent,  per  annum  to  the  date  of  the  completion  of  the  same,  shall  be 
deemed  the  cost  thereof,  and  shall  be  added  to  the  agreed  cost  of  the 
property  now  existing  as  hereinbefore  expressed;  and  from  and  after  the 
date  of  such  completion  the  second  party  shall  pay  rental  on  such  increased 
cost  in  all  respects  as  is  hereinbefore  provided  for  payment  of  rental  for 
the  right  to  use  the  said  now  existing  property. 

And  if  the  second  party,  after  receiving  notice  as  aforesaid  from  the 
first  party,  shall  fail  to  give  to  the  first  party  the  notice  hereinbefore 
provided  for  and  within  the  time  hereinbefore  fixed  therefor,  the  second 
party  shall  not  have  the  right,  under  this  agreement,  to  make  use  of  any 
such  extension,  addition,  branch,  spur  or  transfer  track,  nor  be  required  to 
pay  any  increase  of  rental  by  reason  of  the  construction  thereof. 

Nor  in  any  case  shall  tire  second  party  be  entitled  under  this  agreement 
to  make  use  of  any  property  of  the  first  party  the  cost  whereof  is  not 
included  in  the  amount  upon  which  the  second  party  shall  pay  rental 
computed   as  herein  provided. 

Article  X. 

The  second  party,  in  addition  to  the  monthly  rental  to  be  paid  as 
aforesaid,  shall  pay  such  proportion  of  the  cost  and  expense  paid  by  the 
first  party  in  any  calendar  month  during  the  continuance  of  this  agreement, 
for  keeping  up,  maintaining,  repairing,  renewing,  replacing  (except  such 
renewal  or  replacement  be  an  improvement  permanent  in  its  nature), 
warming,  lighting,  managing  and  operating  the  property  coVered  by  this 
agreement,  and  of  transacting  such  passenger  and  transfer  business,  in- 
cluding the  wages  of  ticket,  baggage  and  other  agents,  enginemen,  fii'emen, 
brakemen,  switchmen,  watchmen,  mechanics,  and  other  servants  and  employes 
riecessary  to  be  employed  in  the  premises,  and  of  the  sums  paid  by  the 
first  party  for  taxes  and  assessments  and  for  premiums  for  insurance  on  its 
said  property,  as  the  number  of  cars  (passenger  and  freight)  run  and 
transferred  over  the  said  tracks  of  the  party  of  the  first  part,  or  any 
part  thereof,  in  such  month,  by  or  for  the  party  of  the  second  part,  shall 


1872      CHICAGO,   BURLINGTON   ft   QUINCY   RAILROAD  COMPANT 

bear  to  the  whole  number  of  cars  run  and  transferred  over  the  same  or 
any  part  thereof,  by  or  for  all  parties  using  the  same,  during  the  same 
month.  And  in  computing  tin'  number  of  oars  so  run  and  transferred 
over  the  same,  or  any  part  thereof,  each  passenger,  baggage,  express  and 

mail    car    on    trains    running    twenty  five    miles    or    less    from    said    depots, 

and  each  freight  ear  shall  be  rated  as  "in ■  car;  eaeii  passenger,  baggage, 

express  and  mail  ear  on  train*  running  Over  twenty  live  miles  from  said 
depots,    and    less    than    one    hundred    and    fifty    miles    shall    lie    rated    as    two 

cars;  and  each  passenger,  baggage,  express  and  mail  ear  cm  trains  running 
one  hundred  and  fifty  miles  or  over  from  said  depots  shall  be  rated  as 
three  ears. 

And    for   the   purpose   ,,t'  BUCh   monthly   settlements   the   second    party   shall 

render  to  the  first  part}  at  its  office  in  St.  Paul,  on  or  before  the  fifth  day 

of    each    month,    a    stafemnt     of    the     Dumber    of    ears     run     and     transt'erred 
said    tracks,    or   any    part    thereof,    by    ami    for   the    second    party,    com- 
puted in  manner  aforesaid,  during  the  last   preceding  mouth;   and  thereupon 

the  first    party  shall   render   to  the  second   party   a   statement,  computed 

in  manner  aforesaid,  (of  all  cars  run  and  transt'erred  over  said  tracks 
or  any  part  thereof)  during  such  month  by  and  for  all  parties  using  the 
same,  and  of  the  amount  due  from  the  second  party  as  its  proportion  of 
expenses  under  this  article;  ami  within  ten  days  thereafter  the  second 
party   shall    pay   said   amount    to   the  firsl    part}    at    its   office   in   *t.    1'aul. 

Abticlb   XI. 

The  second  party  shall,  in  addition  t<>  all  sums  ..f  money  herein  agreed 
to   i.e    paid    by    it.   pay   or   otherwise   hold   harmless   Ho-   first    party    from 

all   i  i    on    the   earnings   of   the   BOCOnd    party   on    the   property   of 

the   party    of   the   first    part. 

A  .  r  i  ■  !     All. 
The   first   party   shall   have   the   right    at    any   time   to   Bell   and    convey   any 

part  of  its  railway  or  other  property  embraced  in  this  contract;  provided 
that   the  facilities  hereby  granted  shall  not   be  unpaired  thereby. 

In    ea^e    of    any    sale    or    conveyance     by    the    first     party     of    any    of    the 

property  included  in  the  valuation  hereinbefore  expressed,  or  in  any  incn 
thereof  on  which  rental  shall  be  payable  by  the  second  party,  the  amount 
■•  iwd   from   such  sale  shall   be   deducted    from   such    valuation;    and  in 
of  purchase  or  other  acquisition  of  other  property,  the  amount   paid 

therefor  shall  be  added  to  BUCh  valuation;  and  in  each  and  every  such 
case   the   rental    to    1»-    paid    by    tl  1    party    shall    be    adjusted    on   the 

basis  of  such   ini  or   diminished  cost. 

Proindcd  that  the  second  party  shall  not  be  required  by  any  such 
purchase  or  acquisition  to  pay  rental  on  a  greater  valuation  than  is  provided 
for   in    the    previous    articles   of   this   agreement,    unless    t1  nd    party, 

being  consulted  prior  to  such  purchase  or  acquisition  and  informed  of 
the   cost    thereof,  shall  have  assented    thereto   in   writing. 


CORPORATE    HISTORY  1873 

Article  XIII. 
All  local  business,  if  any,  upon  all  the  railways  and  tracks  owned, 
controlled  or  operated  by  the  first  party  between  any  and  all  points  thereon, 
and  the  earnings  of  all  such  business,  shall  belong  exclusively  to  the 
first  party;  and  if  the  second  party  shall  do  any  such  local  business  it 
shall  account  for  and  pay  over  to  the  first  party  all  the  earnings  therefrom 
at  the  then  existing  tariff  rates  of  said  first  party  for  such  business;  but 
nothing  herein  contained  shall  render  it  obligatory  upon  the  second  party 
to  do  any  such  business  unless  required  by  law. 

Article  XIV. 
If  the  second  party  shall  make  default  for  the  period  of  three  months 
in  the  monthly  payments  to  be  made  by  it  under  this  contract,  the  first 
party,  may,  at  its  option  and  at  any  time  thereafter,  such  default  still 
continuing,  terminate  this  contract.  Such  option  to  terminate  shall  be 
exercised  by  serving  notice  in  writing  of  such  termination  upon  the 
president,  superintendent,  or  other  general  managing  agent  of  the  second 
party  at  its  office  in  St.  Paul;  and  upon  the  serving  of  such  notice,  but 
not  otherwise  under  this  article,  this  contract  shall  terminate  without 
other  act  of  the  first  party,  and  without  any  forfeiture  of  the  amounts 
due  the  first  party  under  this  contract. 

Article  XV. 
Any  and  all  questions  that  may  arise  touching  the  construction  of  this 
contract,  or  any  part  thereof,  or  the  rights  of  the  parties  thereunder,  or 
concerning  the  business  or  manner  or  mode  of  transacting  the  business 
to  be  carried  on  under  the  provisions  thereof,  upon  which  the  parties 
thereto  cannot  agree,  shall  be  submitted  to  the  arbitrament  and  award 
of  a  board  of  three  disinterested  persons  experienced  in  railway  management, 
one  to  be  selected  by  the  party  of  the  first  part,  its  successors  or  assigns, 
and  one  by  the  party  of  the  second  part,  its  successors  or  assigns.  If 
either  party  shall  refuse  or  neglect  to  appoint  an  arbitrator  on  its  part, 
within  thirty  days  after  written  notice  from  the  other,  of  its  appointment 
of  an  arbitrator  on  its  part,  the  arbitrator  so  appointed  by  the  party 
giving  such  notice,  may  and  shall  select  and  appoint  a  disinterested  person 
experienced  in  railway  management  to  act  as  arbitrator  for  and  on  behalf 
of  the  party  so  notified  and  refusing  or  neglecting  to  appoint.  The  two 
thus  appointed  shall  select  a  third,  and  the  board  so  appointed  shall  deter- 
mine the  matter  in  controversy,  and  the  decision  and  award  of  said 
board  of  arbitrators,  or  of  any  two  of  them,  in  the  premises,  shall  be 
binding  and  conclusive  on  the  said  parties,  their  successors  and  assigns, 
with   respect  to   the   matters   submitted   to  and   decided   by  them. 

Article  XVI. 
Any    difference    or    controversy    that   may   arise   between    the   parties    as 
to    the    construction   and   carrymg   out    of   this    contract,    or   the    rights    of 
the  parties  thereunder,  or  the  transaction  of  business  under  the  provisions 


1874      CHICAGO,  BURLIXGTOX  &   QUIXCY  RAILROAD  COMPANY 

thereof,  shall  not  interrupt  the  performance  of  the  contract  or  the  continu- 
ance  of  business  thereunder;  bul  such  business  shall  continue  to  bo  trans- 
acted and  settlements  and  payments  made  thereunder  in  the  same  manner 
in  which  the  same  had  been  transacted  and  made  prior  to  the  arising 
of  such  difference  and  controversy,  or  in  case  do  practice  with  reference 
to  the  controverted  matters  shall  have  been  established,  then  in  accordance 
with  the  claim  of  the  party  of  the  first  pari  with  respect  thereto  until  the 
matters  of  difference  sliall  lie  finally  determined  by  arbitration  as  herein- 
before provided;  and  thereupon  Buch  payments  or  restitutions  shall  be 
made  as  may  he  required  by  the  decision  of  the  arbitrators. 

A  :  rc<  1.1    XVII. 

This  agreement  shall  go  into  operation  <>n  the  day  of  the  date  thereof, 
and  shall  continue  in  operation  for  twenty-five  years  from  and  after  said 
date.  But  if  at  any  time  within  five  years  from  Bald  date  the  second 
party  shall  deliver  to  the  president,  secretary  or  general  manager  of  the 
party  a  notification  in  writing  signed  by  its  presidenl  or  general 
manager,   that    it.   the  second    party,   desires   this    agreement    to   continue 

in  operation  for  nim-tv  nine  years  from  the  date  thereof,  then  and  in 
that  case  this  agreement  shall  continue  in  foice  for  the  term  of  ninety- 
11  in-  -loin    the    date    thereof.       And    a    certificate    of    the    giving    and 

rach   Qotification   in   writh  i  ■  !    by   the   president    of  each 

party    hereto,   shall    lie   endorsed   on   Or   appended    tO  each   Of   the   duplicates  of 

this      g  lit. 

Provided  thai   the  monthly  rentals  required  to  be  paid  by  the  second 

party    shall    not    commence    until    the    Becond    party    has    commenoed    the 

of  the  tracks,  depol  or  property  of  the  first  party,  or  some  part  thereof 

thereunder;    provided,  that   such   commencement   of  use  shall  not  he  later 

than  the  first  day  of  January,  A.  D.  ls^7. 

ill. 
All  and  singular  the  promises,  covenants  and  agreements  herein  contained 

shall    run    and   apply    to   and    bind   the    BUCCeSSOrS    and    assigns   of    the    parties 
etively. 

In   I ,  •  .  the  parties  hereto  have  respectively  caused  their 

corporate  seals  to  be  hereunto  affixed,  and  these  presents  to  be  signed  by 
thei;  -        taries  in  duplicate,  the  day  and  year 

above    written. 

Minneapolis   Onion   Railway  Company, 

[seal]  By  W.  P.  Clough, 

Preside  ii  i. 
Attes 

Sam.  J.  Beals,  Secretary. 

Chicago,  Burlington  and  Northern  Railroad  Company, 
[seal]  By  J.  Mukkav  Forbes, 

President. 
Attest : 

F.  B.  Beaumont,  Secretary. 


CORPORATE    HISTORY  1875 

Chicago,   Burlington   &   Northern   Eailroad   Co. 
Treasurer 's   Office, 

50   State  Street.  Boston,  July  15,  1890. 

Copy  of  Vote  passed  by  the  Directors  of  this  Company,  at  a  meeting  of 

the  Board,  held  in  Boston  July  15,  1890. 

Voted:  That  J.  Murray  Forbes,  President,  and  F.  B.  Beaumont,  Secre- 
tary of  this  Company,  be  and  hereby  are  authorized  to  execute  a  certain 
contract  made  by  and  between  the  President  of  this  Company  and  the 
President  of  the  Minneapolis  Union  Railway  Co.  bearing  date  May  11, 
1880,  relating  to  the  use  of  the  Terminal  and  Transfer  facilities  of  the 
Minneapolis  Union  Railway  Co.  as  shown  forth  in  said  contract  and  approved 
at  a  meeting  of  Directors  of  this  Company  held  in  Boston,  June  4,  1886. 

A  true  copy. 
Attest : 
[seal]  F.  B.  Beaumont, 

Secretary. 

Memorandum  of  Agreement,  made  by  and  between  the  Great  Northern 
Railway  Company,  party  of  the  first  part,  and  the  Chicago,  Burlington 
&  Northern  Railroad  Company,   party   of  the  second  part,   Witnesseth: 

The  party  of  the  first  part  agrees  to  afford  the  use  of  its  engine  house 
in  the  City  of  Minneapolis,  Minnesota,  subject  to  the  use  thereof  by  the 
party  of  the  first  part  for  storage  of  its  own  equipment,  as  its  business 
may  require,  for  the  storing  and  caring  of  engines  and  perishable  freight 
in  refrigerator  cars  belonging  to  the  party  of  the  second  part,  for  the 
period  of  one  year  from  the  date  hereof,  at  a  charge  of  two  and  50-100 
($2.50)  dollars  per  day  per  stall  for  housing  engines  or  refrigerator  cars. 
This  agreement  subject  to  termination  upon  sixty  days  notice  in  writing 
being  given  by  the  party  of  the  first  part  to  the  party  of  the  second  part. 

In  Witness  Whereof,  the  parties  hereto  have  hereunto  set  their  hands 
and  seals  this  21st  day  of  March,  A.  D.  1894. 

Great  Northern  Railway  Company, 

By  W.  P.  Clough, 

Vice-President. 
Chicago,  Burlington  &  Northern  Railroad  Company, 

By  Jno.  R.  Hastings, 
General  Superintendent. 

Great  Northern  Railway  Line. 
Accounting  Department. 
Mr.  C.  H.  Warren,  St.  Paul,  Minn.,  December  19th,  1893. 

Comptroller   G.   N.   Ry., 
Dear  Sir:  — 

This  is  to  acknowledge  your  letter  of  December  18th  in  reference  to 
maintenance  of  two  short  tracks  used  by  the  C.  B.  &  N.  for  storing  passenger 
coaches  on  at  Minneapolis  Union   Station. 

The  terms  as  outlined  in  your  letter  of  December  14th,  that  the  C.  B.  &  N. 
is    to    pay    your    Company    two    thousand    dollars    per    annum,    payable    in 


1876      CHICAGO,   BURLINGTON    &    QUINCI    RAILROAD  COMPANY 

equal   monthly   installments,    in   the   same   manner   and   ;it   the   same  time 
ie  other  rental  <iiii-  onder  the  contract;   the  C.    B.  &   N.  also  to  pay 
the  entire  coal  of  maintenance  of  said  tracks,  is  accepted. 

Fours   trulv, 

Jno  R.  Hastings. 

Gr.  hern  Railway  Line. 

A  counting  Department. 

st.  Paul,  Minn.,  December  14th,  1893. 
Mr.  J.  B.   Hastings, 
Genl  Bupt.  C.   B.  &   N.  By., 
St.    Paul,  Minn. 

Dear    Sir:  — 

Von   will   recall   mir   conversation  ing    the   two   spur   tracks   and 

ind  of  the  Minneapolis  Union  Railway  aow  being  used  bj  your  Company 

for  storing  and  cleaning  your  p  ose   ool   covered  by  the 

th  thai  Company. 

By  authority  of  the   P  the   Minneapolis   Union   Railway,  this 

thai   without    in  any   way  changing  any  of  the  conditions  of 

the  contract  in  any  manner,  the  Minneapolis  Union  Railway  Company  will, 

until  further  aol  pi  from  your  Company  as  rental  for  the  facilities 

you   are   now   using  and   cleaning   cars,   an   annual    rental   of 

00.00  per  annum,  payable  in  equal  monthly   installments,  in  the  sa 

manner  and  at  tip   game  time  as  the  other  rental  due  onder  the  contract, — 

your   Company   t"   .-il-"   pay   the  of   maintaining   said    tracks; 

arrangement    !•  cancellation    npon    thirty    (30)    days 

in    writing    from    •  ompany. 

If  this  i-  ctory  tn  vim  kindly  advise  me  of  your  acceptance  and 

1  will  have  l»ilN  d  accordingly. 

Fours  truly, 

I        II.    \V\l;lU\, 

("in /it  mil,  r. 

It   i-  hereby  .  That  pursuant   to  Article  -Will   of  the  contracl 

made  the   11th  day  of   May,  one  thousand   right    hundred   and  eighty 
between  the  st.  Paul,  Minneapolis  and  Manitoba  Railway  Company,  party 
of   the   hrst    part,   and    the    i  Burlington    and    Northern    Railroad 

pany,  party  of  the  the  party  of  the  second  part   to  said 

agreement  did,  on  the  loth  day  of  April,  A.  I),  1891,  deliver  to  .lames  J. 
Hill,  president  of  the  party  of  the  first  part,  to  said  agreement,  a  notification 
in  writing,  duly  e  g  -  required  by  said  Articlte  XVIII,  thai  said  Becond 

party  desires  said  agreement  to  be  continued  in  operation  for  ninety  nine 
(99)    years   from   the   date    tie 

And  it  is  agreed  by  and  betwe-  said   parties  that  said  agreement 

shall  continue  in  force  for  the  term  of  ninety-nine  (99)  years  from  its 
date,  viz:  May  11th,  A.  D.  1886. 


CORPORATE   HISTORY  1877 

In  Witness  Whereof,  the  parties  hereto  have  caused  these  presents  to 
be  executed  by  their  duly  authorized  officers,  this  30th  day  of  April,  A.  D. 
1891. 

St.   Paul,  Minneapolis   and   Manitoba  Eailway   Co., 

By  Jas.  J.  Hill, 

President. 

Chicago,  Burlington  &  Northern  Eailroad  Company, 
[seal]  By  J.  Murray  Forbes, 

President. 

Attest : 

F.  B.  Beaumont,  Sec'y. 

Memorandum  of  Agreement,  between  the  St.  Paul,  Minneapolis  and 
Manitoba  Eailway  Company,  party  of  the  first  part,  and  the  Chicago, 
Burlington  and  Northern  Eailroad  Company,  party  of  the  second  part, 

Whereas,  by  a  contract  between  the  said  parties,  bearing  date  on  May 
11th,  A.  D.  188G,  it  was,  among  other  things,  provided  as  follows: 

' '  The  first  party  agrees  to  sell  to  the  second  party,  either  the  whole 
or  half  interest  in  fifteen  or  twenty  acres  of  land  lying  west  of  Como 
Avenue,  being  a  strip  1,980  feet  long  by  300  feet  wide  at  a  maximum 
price  of  $3,000  per  acre,  the  said  strip  lying  west  of  Como  Avenue  and 
south  of  the  Manitoba  track.  It  is  agreed  by  the  second  party  that  a 
joint  yard  for  the  use  of  the  two  companies  shall  be  made  on  the  said 
tract.  If  the  Manitoba  road  does  not  desire  the  said  joint  yard,  then  the 
tract  of  land  may  be  divided  into  two  yards  for  the  respective  companies, 
or  the  whole  of  the  said  tract  will  be  sold  to  the  Northern  Eoad  at  the 
price  abov'e  stated." 

And  Whereas,  the  time  for  exercising  the  said  option  by  the  party  of 
the  second  part,  as  fixed  by  the  understanding  of  the  parties  when  the 
said  contract  was  made,  has  expired,  and  the  party  of  the  second  part 
has  not  exercised  such  option,  and  does  not  intend  nor  desire  to  do  so. 

Now,  Therefore,  it  is  hereby  agreed  between  the  parties  hereto  that  the 
party  of  the  second  part  hereby  forever  waives  all  right  to  purchase  the 
said  property,  or  any  part  thereof,  and  the  party  of  the  first  part  hereby 
releases  and  discharges  the  party  of  the  second  part,  from  purchasing 
the  same  or  any  part  thereof. 

In  Testimony  Whereof,  the  parties  hereto  have  caused  these  presents 
to  be  sealed  with  their  respective  corporate  seals,  and  to  be  subscribed 
by  their  Respective  presidents  or  vice-presidents,  and  secretaries,  on  the 
first  day  of  February,  A.  D.  1890. 

The  St.  Paul,  Minneapolis  &  Manitoba  Eailway  Company, 

W.  P.  Clough, 
Attest :  Second  Vice-President. 

E.   Sawyer,  Secretary. 
In  Presence  of: 
■  E.  T.  Stevenson, 
J.  A.  Gardner. 


1878       CHICAGO,    lU'KI.IXtiToN    &    QI'INCY    RAILROAD   COMPANY 

Chicago,  Burlington  cV  Northern  Railroad  Company, 

By  Geo.   B.   Harris, 
a-   st:  Vict  -Presidt  nt. 

X.   B.   Hincki  :  -  -I/. 

In  J  of: 

LEAVES, 

J.  B.  Jett. 

SUPPLEMENTAL  AGREEMENT,  December  16,    1917,   Great   Northern 
Railway  Company  and  Chicago,  Burlington  &  Qnincy  Railroad  Company. 
.  made  and  entered  into  as  of  the  16th  day  of 
Deo  mb<  r,  1917,  between  the  Great  Northern  Railway  Company,  hereinafter 
called  the  "Northern  Company,"  successor  and  i    -  _         of  the  Bt.  Paul, 
Minneapolis  and  Manitoba  Railway  Company,  and  the  Chicago,  Burlington 
ami  Qnincy  Railroad   Company,  hereinafter  called   the  "Burlington  Com- 
pany,"  successor   ai  of   the  Chicago,   Burlington   and    Northern 
mpany. 
Whereas,  the  pr<  rs  of  tin'  Northern  and  Burlington 
Companies  entered   into  an  agreemenl   as  of  date  May   ll.   ]sm;,  whereby 
the                                                       mpany  granted  to  the  predecessor  of 
Burlington   Company  certain  trackage  rights  between   the  city  of  St. 
and  eitj  of  Minneapolis.     'I  npany  and  the  Burlington 

-  the   BUCC(  BSOr    in    interest    in   and    under   said   agreement    de-ire 

to  m  in  modifications  therein. 

'It  : 

1.  There  shall  lie  and  her.  Led  to  Article  1  "t'  th.'  said  agreement 

of  date  May   11.  1886,  a  paragraph  (a)  as  follows: 

i      mi  and  after  the  16th  day  of  December,  L917,  the  Burlington 

thi'   ri^'ht    to   run    it-    freight    locomotives,   ears 
or   trains  over    the   tracks  of   the   Northern    Company    between    tin 
line  of  Rict     :  ty   of  Bt.    Paul,  ami  a   line  drawn   at    right 

angles  with  the  main  tracks  of  the  Northern  Company,  and  through  the 
•    junction  of  the  Burlington  Company's  connecting  track  west  of 
Marsh  Court   with  the  track  of   the  Northern   Company  at   St.  Anthony 
St.    Paul. 

-  all  be  and  hereby  is  added  to  the  first  paragraph  of  Article 
II  of  said  agreemenl  11,  1886,  the   following: 

As  of  the  16th  day  of  December,  1916,  there  shall  be  deducted  from 

the  amount  of  the  valuation  upon  which  the  Burlington  Company   is 

then  paying  rental  as  provided  in  thi-  article,  the  sum  of  •*164,374.77, 

because  of  the  termination  on  said  date  of  the  right  of  the  Burlington 

Company   to  further  run  its  freight  locomotives,  cars  and  trains  over 

that  portion  of  the  tracks  of  the  first  party  described  in  paragraph  (a) 

of  Article  I  above. 

3.    The  first   paragraph   of  Article  IV  of   said   agreement  shall  be  and 

hereby  is  amended  by  striking  out  the  second  parenthetical  clause  as  now 

written   and  inserting  in  parentheses   in   lieu  of   said  clause 


CORPORATE    HISTORY  1879 

(except  the  cost  of  maintaining  and  operating  the  connections  and 
additional  signal  and  safety  appliances  at  the  connections  of  the  tracks 
of  the  parties  hereto,  including  said  connection  west  of  Marsh  Court, 
which  is  to  be  borne  by  the  Burlington  Company,  as  hereinbefore  pro- 
vided, and  except  also  the  cost  of  improvements  permanent  in  their 
nature). 
In  witness  whereof,  the  parties  above  named  have  caused  this  agreement 
to  be  executed  the  day  and  year  first  above  written. 

Great  Northern  Kailway  Company, 
[seal]  By  G.  R.  Martin, 

Vice-President. 
In  the  presence  of : 
J.  A.  Sandberg. 
C.  F.  Ziegahn. 
Attest : 

F.  L.  Paetzold,  Secretary. 

Chicago,  Burlington  &  Quincy  Bailroad  Company, 
[seal]  By  Hale  Holden, 

President. 
Attest: 

H.  E.  Jarvis,  Assistant  Secretary. 

J.  W.  Cooper. 

J.  R.  King. 
Approved  as  to  Form: 

Thos.  J.  Lawless,  Attorney. 

A.  W.  Newton,  Chief  Engineer. 

AGREEMENT,  January  1,  1911,  Great  Northern  Railway  Company  and 

Chicago,  Burlington  &  Quincy  Railroad  Company.    Use  of  freight  house 

and  adjacent   tracks  in  Minneapolis,  Minnesota. 

This  Agreement,  made  and  entered  into  this  First  day  of  January,  1911, 
by  and  between  the  Great  Northern  Railway  Company,  hereinafter  called 
the  "Northern  Company,"  party  of  the  first  part,  and  the  Chicago,  Burling- 
ton &  Quincy  Railroad  Company,  hereinafter  called  the  ' '  Burlington  Com- 
pany,"  party  of  the  second  part,  Witnesseth: 

The  Burlington  Company  has  heretofore  secured  from  the  Northern  Com- 
pany the  right  to  run  its  locomotives,  cars  and  trains  handled  by  its  own 
employes  over  the  line  of  the  Northern  Company  between  the  cities  of  St. 
Paul  and  Minneapolis  in  the  State  of  Minnesota,  and  desires  to  arrange  with 
the  Northern  Company  for  freight  facilities  and  terminal  services  in  said 
city   of   Minneapolis. 

Now  therefore,  the  parties  hereto,  for  and  in  consideration  of  their  mutual 
and  dependent  promises,  do  hereby  covenant  and  agree  as  follows,  to-wit: 


The  Northern  Company  hereby  grants  unto  the  Burlington  Company  for 
and  during  the  term  hereafter  named,  the  right  to  use  in  the  manner  here- 


1880      (UK  acc.    BURLINGTON   A   QUINC*   RAILROAD  COMPANY 

innfter  Bet  forth,  in  common  with  the  Northern  Company  and  such  oth<  r 
companies  as  tin  Northern  Company  may  admit  to  the  use  thereof,  its 
freight  house  and  tracks  adjacent  thereto  and  used  in  connection  therewith, 

its  team  delivery  tracks  and   terminal  yards   in   the  City  Of   Minneapolis  and 
-     be  of   Minnesota.     The  Northern  Company  in  connection  with  the  ri<,'ht 
hereby  granted  to  the  Burlington  Company  to  use  said  freight  house,  tracks 
and  vards  will  by  means  of  its  own  employes,  crews  and  equipment    pel 
form  the  following  terminal  services  for  the  Burlington  Company  and   ia 

furtherance  Of  its  business  at  the  city  of  Minneapolis  in  the  state  of 
Minnesota,  to  wit : 

I  :  •     breaking   up   of   the    Burlington    Company  's    freight 

trains  on   their  arrival    in    Minneapolis  and   delivery    upon   the  track 

I,  and  the  switching  of  the  can  contained  therein   to  the 

freight    house,    team    tracks,    the    tracks    upon    which    tiny    are   to    l>e 

held  pei  gnment  or  for  storage,  and  to  connecting  rail 

-  which  are  reached  direct   li\   the  Northern  Company. 

1         switching  of  cars  from  the   freight   houses,  team  tracks, 
the  tracks  upon  which  the\    ma\    have  bi  ed,  and  cars  delivered 

by  connecting  lines  to  the  Northern  Company  for  account  of  the 
Burlington  Company  ;  the  making  up  of  the  Burlington  Company's 
freight   I  ad  their  deliver}   to  that  company  upon  the  track 

that    purpose  and    from   which   they   are   to   he   taken   by 

the   Burlington  Company's  engines  and  emplo 

The  receiving,  checking,  wi  ighing  and  loading  of  all  less 

than    carload    freight     received    at    the    freight    house     for    shipment 

or  via  the  lines  of  the  Burlington  Company;  the  unloading, 
checking  and  delivery  through  the  freight  house  of  ail  less  than 
carload  freight  broughl  into  Minneapolis  in  the  Burlington  Com 
party's  trains,  and   the  transferring  from  car  to  car  of  BUCh  carload 

or  hss  than  car!  e>   t  as  the  Burlington  Company  may  direct. 

The  ordinary  and  customary  station    -■  edking 

the  loading  or  unloading  of  carload  freight  when  nee.  seal 

ybilling;  prepar  lit  bills  and  collecting  ami  re- 

mitting  the  chkrges  thereby  called  for;  preparing  and  tendering 
the  stat  ad  accounts  required  by  the  Burlington  Coahpacj  'a 

ttting,  and  generally  performing  such  work  for  the 
Burlington  Company  a-   is  usually  and   customarily  required  of  a 
•    ■  vie...    reports,   etc-,   as    the    BorringtOti 

party   re<|uir  •-.,-/      ami    im'por 

fence  located  upon   i;s  ,,wn  lines. 


II. 

The  Burlington  Company  will  pay  the  Northern  Company  for  such  Bervice 
•■■rmed  by  tie-  Northern  Sompaifj  -'nth  and 

enumerated  the  -  in  tic-  following   scliedule  fixed  ai  ed;: 


CORPORATE    HISTORY  1881 

SCHEDULE 
A  Terminal  Charges 
(a)      To  be  assessed  on  loaded  cars   brought  into  the   freight  yards  of 

the   Northern   Company   at   Minneapolis   and   Minneapolis  Junction   by  the 

Burlington  Company : 

Commodity  Rate  per  car 

Automobiles  $3.00 

Cement  ' ' 

Cereals  ' ' 

Flour  " 

Grain  " 

Lead 

Lumber  ' ' 

Meat 

Machinery  ' ' 


1 1 

III 
<« 
<< 


Oil 

Paper 

Pipe 

Lumps 

Stoves 

Steel 

Soda 

Syrup  ' ' 

Wagons  ' ' 

Whiskey  ' ' 

Yarn  '  * 

All  other  commodities  not 

specified  in  rate  of  $1.60 

per  car  $3.00 

Coal  $1.60 

Coke  < ' 

Cord  Wood  " 

Screenings  ' ' 

Steel  Eail  " 

Iron  Rail  " 

Iron 

Slabs 


<  < 


(b)  To  be  assessed  on  loaded  cars  taken  out  of  the  freight  yards  of  the 
Northern  Company  at  Minneapolis  and  Minneapolis  Junction  by  the  trains 
of  the  Burlington  Company: 

Commodity  Hate  per  car 

Barley  $1.60  , 

Bran 

Corn 

Cream  of  Wheat 

Co  Material  i        , 


1882       CHICAGO,   BURLINGTON    A    QTJINCY   RAILROAD   COMPANY 

Commodity  Bate  per  car 

Cordwood  $1.60 
Flour  << 

Flux  Seed  " 

Feed  < < 

Grain  << 

Lumber  " 

Lath  «< 

Middlings  " 

Malt  " 

Meal  «' 

Oil  Cake 

Oil  Meal  " 

Oats  " 

Poles  " 

Posts  " 

live  " 

Shorts  " 

Slabs  " 

Shingles  " 

Screenings  " 

Wheat  " 

Coal  $3.00 

Coke  « « 

Haj  " 

Iron  «< 

Spuds  «< 

Berap  " 

Shooks  .                    " 

Seed  " 

Steel  " 

Vitos  " 

All  other  commodities  not 

specified  in  rate  of  $1.60 

per  car  " 

(c)  To  be  assessed  on  all  empty  ears  brought  into  or  taken  out  of  the 
freight  yards  of  the  Northern  Company  at  Minneapolis  or  Minneapolis 
Junction  by  the  Burlington  Company  the  sum  of  fifty   (50)  cents  a  car. 

B.     Switching  Charges 

In  addition  to  the  terminal  charges  on  loaded  and  empty  cars  above 
stated,  the  following  amounts  shall  be  charged  for  switching  freight  cars: 

a.  For  switching  every  loaded  car  to  and  from  the  team  tracks  of  the 
Northern  Company  for  the  Burlington  Company  the  sum  of  one  dollar  and 
fifty  cents  ($1.50)  a  car,  each  way,  provided,  that  as  to  carload  freight 
which  the  Burlington  Company  sets  out  with  its  engines  and  crews  in  the 
team  track  yard  near  Holdeu  Street  in  the  said  city  of  Minneapolis  at  such 


CORPORATE    HISTORY  1883 

points  as  do  away  with  the  necessity  of  respotting  or  resetting,  the  terminal 
charges  as  above  fixed  shall  be  the  only  charges  assessed  thereon  and  the 
said  charges  of  $1.50  for  switching  shall  not  apply. 

b.  For  switching  every  loaded  car  to  and  from  said  freight  house  of  the 
Northern  Company  the  sum  of  one  dollar  and  fifty  cents  (1.50)  per  car 
each    way. 

c.  For  switching  empty  cars  no  charge  will  be  made  where  there  is  a 
charge  for  a  loaded  movement  in  an  opposite  direction.  Where  there  is  no 
charge  for  a  loaded  movement  the  switching  of  empties  shall  be  paid  for  at 
the  loaded  car  rate. 

d.  For  switching  cars  to  and  from  mills,  elevators  and  other  industries 
reached  by  the  Northern  Company's  side,  spur  or  industry  tracks  the  rates 
named  in  the  Northern  Company 's  switching  tariff  in  effect  at  the  time 
the  service  is  rendered.  Such  switching  charges  shall  be  paid  by  the 
Burlington  Company  or  collected  by  the  Northern  Company  from  the  shippers 
or  consignees  as  may  be  directed  from  time  to  time  by  the  representative 
in  Minneapolis  of  the  Burlington  Company. 

C.     Handling  Charges 

In  addition  to  the  terminal  and  switching  charges,  above  stated,  the  fol- 
lowing amounts  shall  be  charged : 

a.  For  each  and  every  ton  of  freight  or  merchandise  handled  through 
the  freight  houses  of  the  Northern  Company,  both  in  and  out,  the  sum  of 
one  dollar  and  six  cents   ($1.06). 

b.  For  each  and  every  ton  of  freight  or  merchandise,  carloads  or  less 
than  carloads,  transferred  by  the  Northern  Company  from  car  to  car,  the 
sum  of  one  dollar  and  six  cents  ($1.06). 

III. 

a.  The  Burlington  Company  shall  and  will  at  its  own  cost  and  expense 
furnish  all  necessary  blank  waybills,  shipping  receipts  and  other  blanks 
required  for  the  billing  and  checking  of  freight  handled  for  it,  and  all 
necessary  blanks  required  in  and  for  the  preparation  of  such  reports  as  the 
Burlington  Company  shall  require  to  be  made  to  it  by  the  agents  of  the 
Northern  Company. 

b.  The  delivery '  of  less  than  carload  freight  by  either  party  hereto 
shall  be  deemed  to  be  completed  when  such  less  than  carload  freight  shall 
have  been  unloaded  into  the  warehouse  for  the  other  party,  or  shall  have 
been  transferred  from  the  car  of  the  delivering  party  into  the  car  of  such 
other  party. 

IV. 
The  Northern  Company  may  assess  and  retain  for  its  own  use  and  benefit 
upon  goods  handled  through  its  freight  house  and  upon  cars  turned  over  to 
it  by  the  Burlington  Company  such  storage  and  demurrage  charges  as  are 
usual  and  customary,  and  exacted  by  the  Northern  Company  upon  goods 
stored  and  cars  handled  by  it  in  its  own  business. 


1 884       CHICAGO,    BURLINGTON    &   QUINCY   RAILROAD  COMPANY 

V. 
Nothing  in  this  agreement  shall  be  deemed  to  in  any  respect  modify., 
change  pr  amend  the  provisions  of  the  second  paragraph  of  Article  Seven 
of  a  certain  agreement  heretofore  entered  into  between  the  St.  Paul, 
Minneapolis  &  Manitoba  Railway  Company,  to  whose  rights  the  Northern 
Company  has  succeeded,  and  the  Chicago,  Burlington  &   Northern  Railroad 

C pany,  to  whoso  rights  the  Burlington  Company  lias  succeeded,  dated  as 

of  the  lltli  day  of  May,  L886,  and  concerning  the  transfer  of  cars  to  certain 
mills,  elevators  or  factories,  nor  shall  this  agreement  be  construed  as  to 
impose  upon  the  Burlington  Company  the  obligation  to  pay  the  switching 
charges  as  hereinbefore  fixed  as  respects  cars  transferred  by  the  Northern 
Company  to  and  from  spur  or  sole  tracks  which  the  Burlington  Company 
is  n„u  or  may  lie  hen  after  entitled,  nioler  agreements  with  the  Northern 
i ' ■ » 1 1 1  [ . : 1 1 1  \ ,  to  free  sw  itching  thereon. 

71. 

The  .joint    agent    of   the    parties   hereto   shall    furnish   to   the   Northern   Com 

pany  the  accessary  information  as  to  the  tonnage  of  less  than  carload 
-lit,  carload  freight,  cars  placed  or  taken  into  account  or  cars  switched 
which  may  he  accessary  to  enable  the  Northern  Company  to  prepare  and 
render  the  accessary  monthly  lolls  to  the  Burlington  Company  for  services 
tn  be  performed  as  herein  pi  <.\  ided  for. 

The  Northern  Company  shall  as  soon  after  the  first  of  each  month  as 
convenient    furnish    to   the    Burlington   Company   a    statement    showing  the 

amount   due  from  the   Burling! lompany   to  the  Northern  Company   for 

performed  hereunder  during  the  preceding  calendar  month,  and 
the  Burlington  Company  shall  within  ten  days  after  the  receipt  of  such 
bill  pay  to  the  Northern  Company  the  amount  thereof.  Payment  of  such 
hill  shall  not  be  delayed  on  account  of  any  asserted  errors  therein,  but  in 
errors  are  claimed  the  same  shall  be  investigated  and  if  found  to  exist 
shall  be  corrected  in  the  statements  for  the  succeeding  months. 

The  Northern  Company  shall  not  be  Liable  to  the  Burlington  Company  for 
any  injury  or  damage  to  the  cars  or  property  of  the  Burlington  Company 
switched  or  handled  hereunder,  or  loaded  and  unloaded  at  said  freight  house 
while  the   same  are    in   the  CUStodj    of  the   Northern   Company,   whether  such 

injury   or   damage   i,e   caused    by   the   uegligenee   of   the   employes  of   the 
Northern  Company  or  otherwise,  but  the  Burlington  Company  shall  and  does 
by   assume  all  risk  of  and  liability  for  any  such   injury  or  damage. 
The  Burlington  Company  also  assumes  all  risk  of  and   liability  for  any 

loss  or  or  damage  to  freight,  whether  carload  or  less  than  carload,  handled, 
loaded  or  unloaded,  or  switched  hereunder  for  it  by  the  Northern  Company, 

no  matter  bow  such  loss  or  damage  shall  arise,  and  shall  indemnify  and 
Save   harmless   the    Northern    Company    from    any    and    all    cost    or   expense  on 

account  of  any  such  loss  or  damage. 

The  agents  or  employes  of  the  Northern  Company  while  engaged  in 
checking,  billing  or  otherwise  handling  and  transacting  the  business  of  the 
Burlington  Company  hereunder  shall  be  deemed  to  be  the  employes  of  the 


CORPORATE    HISTORY  1885 

Burlington  Company,  and  the  Northern  Company  shall  not  be  liable  for 
any  loss  or  damage  occasioned  by  the  mistake,  errors  or  neglect  of  such 
employes,  but  the  Burlington  Company  shall  assume  and  bear  such  loss  or 
damage,  including  loss  or  damage  arising  out  of  errors  in  billing,  failure 
to  collect  charges  or  otherwise. 

The  Burlington  Company  may,  if  it  so  desires,  require  the  employes  of 
the  Northern  Company  to  give  bonds  to  it  providing  for  the  faithful  per 
formance  of  their  duties  in  handling,  billing  and  checking  of  freight  busi- 
ness of  the  Burlington  Company,  including  the  collection  of  charges  thereon. 

VII. 

This  agreement  shall  take  effect  on  January  1st,  1911,  and  continue  in 
force  for  a  period  of  one  year  from  said  date  and  thereafter  until  terminated 
and  cancelled  by  six  months'  notice  in  writing  given  by  either  party  to  the 
other  party  hereto. 

In  Witness  Whereof,  the  parties  hereto  have  caused  this  agreement  to  be 
executed  for  and  in  their  behalf  by  their  duly  authorized  officers  the  day 
and  year  first  above  written. 

Great  Northern  Railway  Company, 

By  R.  I.  Farrington, 

Vice  President. 
In  the  presence  of: 
H.  W.  Kask. 

Chicago,  Burlington  &  Quincy  Railroad  Company, 

By  H.  E.  Byram. 

M.    D.   COOPERIDER. 

Form  Approved: 
C.  M.  Dawes. 

SUPPLEMENTAL  AGREEMENT,  December  1,  1923,  Great  Northern 
Railway  Company  and  Chicago,  Burlington  &  Quincy  Railroad  Com- 
pany. 

This  Agreement,  made  this  first  day  of  December,  1923,  by  and  between 
Great  Northern  Railway  Company,  hereinafter  called  the  "Northern  Com- 
pany," and  Chicago,  Burlington  &  Quincy  Railroad  Company,  hereinafter 
called  the  "Burlington  Company," 
Witnesseth : 

By  agreement  dated  May  11,  1886,  the  St.  Paul,  Minneapolis  &  Manitoba 
Railway  Company,  predecessor  in  interest  of  the  Northern  Company,  granted 
to  the  Chicago,  Burlington  &  Northern  Railroad  Company,  predecessor  in 
interest  of  the  Burlington  Company,  joint  trackage  rights  between  Third 
Street  in  St.  Paul  and  a  point,  of  connection  with  the  yard  of  the  Bur- 
lington Company  at  or  near  Holden  Street  in  Minneapolis,  Minnesota.  By 
a  subsequent  contract  dated  January  1,  1911,  the  Northern  Company 
granted  to  the  Burlington  Company  the  right  to  use  certain  of  the  Minne- 
apolis terminals  of  the  Northern  Company,  the  Northern  Company  to  per- 
form the   terminal   services  for   the   Burlington   Company,   including    ' '  the 


l^hfi      CHK'ACO,    BURLINGTON   &   QTJINCX    RAILROAD   COMPANY 

making  up  of  the  Burlington  Company's  Freight  trains  and  their  delivery 
to  that  company  upon  the  track  assigned  tor  that  purpose  and  from  which 
they  arc  tn  be  taken  by  the  Burlington  Company's  engines  and  employes. " 
As  a  matter  of  convenience  to  both  parties,  trains  of  the  Burlington  Com- 
pany an-  made  up  by  the  Northern  Company  in  the  Clearwater  Junction  and 

Cedar  Lake  yards  of  the  Northern  Company  at   Minneapolis,  and  locomotives 

of  the  Burlington  Company  operate  from  Eolden  street  to  said  yards  for 

the  purpose  of  picking  up  said  trains  and  return  with  such  trains  to  llolden 
Street.  The  parties  now  desire  to  state  their  respective  rights  and  obliga- 
tions with  reference  to  such  operations  of  Burlington  engines  and  trains. 

Now  Therefore,  in  consideration  of  the  premises  and  the  mutual  dependent 
promises  herein  contained,  it  is  agreed  as  follows: 

1.     Tin-  Northern  Company  grants  to  the  Burlington  Company  the  right 

to    operate    locomotives    of     the     Burlington    Company    over    tracks    of    the 

Northern   Company    from    Bolden   Street    to   the  Clearwater   Junction   and 

Cedar  Lake  yards  of  the  Northern  Company,  and  to  haul  trains  of  the  Bur- 
lington  Company  made  up  by  the  Northern  Company  in  said  yards  back  to  a 
point  of  connection  at    llolden  street   with  the  tracks  of  which  the  Burlington 

Company  enjoys  joint  use  under  said  agreement  of  May   LI,  1886. 

•2.      Articles    XV,    XVI    and    XVI]    of   the   said   contract    of    May    11,    LS86, 

shall,  from  and  after  the  date  hereof,  he  applicable  to  any  operations  of 
engines  or  trains  of  the   Burlington  Company  upon  or  over  tracks  of  the 

Northern   Company,   the   tight    to   the   use  of   which    is  hereby   granted,   in  all 

respects  as  though  .-aid  last  named  tracks  had  been  described  and  included 

in  the  lirst   paragraph  of  Article  I    of  said  contrail   of   May    II.    1886. 

3.     Tli  'Hint    shall   continue   in    force  and   effect   during  the  same 

period  f"i"  ffhich  the  said  contract  of  January  I,  1911,  shall  remain  in  force 
and   effl 

In  Witness  Whereof,  the  parties  hereto  have  caused  tins  agreement  to 
be  executed   for  and   in  then-  behalf  by   their  duly  authorized  officers  the 

da\    and  J  ear   lirst   above   written. 

at    Northern    Railway   Company, 

By  C  R.  M  mci'in, 
In  the  presence  of:  Vice  President. 

.1.  A.  Lengi 

M.   1  >.  I  iOOPKRTDKR. 

1  g    ,   Burlington   &   Quincy    Railroad    Company, 

E.  P.  Brackkn, 
Vict     1' res  itl i  nl. 
Approved  as  to  form : 
Tuos.  J.  Lawless,  Attorney. 

CONTRACT,  December  16,  1920,  Northern  Pacific  Railway  Company  and 
CI  icago,  Burlington  &  Quincy  Railroad  Company.  Tracks  at  st.  Paul  to 
Minneapolis. 

Contract  made  the  16th  day  of  December,  1920,  between  Northern  Pacific 
Railway  Company,  a  corporation  under  the  laws  of  Wisconsin,  hereinafter 
called    "Pacific    Company,"   and   Chicago,    Burlington   &   Quincy    Railroad 


CORPORATE    HISTORY  1887 

Company,  a  corporation  under  the  laws  of  Illinois,  hereinafter  called  ' '  Bur- 
lington Company. ' ' 

In  consideration  of  the  mutual  dependent  promises  stated  in  this  con- 
tract the  parties  agree: 

ARTICLE'  I. 

Section  1.  The  Pacific  Company  grants  to  the  Burlington  Company  the 
right  to  run  its  freight  trains  only  manned  by  its  own  employes  (in  common 
with  the  Pacific  Company  and  such  other  companies  as  it  may  admit)  over 
all  of  that  part  of  the  railway  of  the  Pacific  Company  extending  from  a 
connection  between  the  tracks  of  the  parties  at  or  near  Third  Street  in 
Saint  Paul  to  a  point  at  or  near  Como  Avenue  Bridge  in  Minneapolis;  the 
railway  and  points  of  connection  herein  intended  being  for  greater  cer- 
tainty shown  colored  in  red  on  a  map  hereto  attached  marked  ' '  Exhibit  A, ' ' 
made  a  part  hereof  and  identified  by  the  signatures  of  the  chief  engineers 
of  the  parties;  the  connection  at  or  near  Third  Street  is  indicated  on  said 
map  by  the  letter  A  and  the  point  before  referred  to  at  or  near  Como, 
Avenue  Bridge  in  Minneapolis  is  indicated  on  said  map  by  the  Letter 
B-prime.  The  Burlington  Company  is  given  the  right  to  put  in  and  main- 
tain connections  with  the  Pacific  Company's  said  tracks  at  such  points 
as  may  be  mutually  agreed  upon,  and  said  connections  will  be  put  in  and 
maintained  at  the  expense  of  the  Burlington  Company,  which  will  also 
install,  and  thereafter  operate  and  maintain,  to  protect  any  connection,  an 
interlocking  plant  or  such  other  form  of  protection  as  the  Pacific  Company 
may  designate.  At  the  option  of  the  Burlington  Company  said  interlocking 
plant,  or  other  form  of  protection,  shall  be  installed,  maintained  and  op- 
erated by  the  Pacific  Company,  and  the  Burlington  Company  shall  pay  to 
the  Pacific  Company  promptly  upon  receipt  of  bills  therefor  from  the 
Pacific  Company  the  entire  cost  of  such  installation,  maintenance  and 
operation. 

The  Burlington  Company  by  its  own  employes  and  equipment  may  do 
and  transact  over,  upon  and  by  means  of  said  railway  and  its  passing 
ami  sidetracks,  additions,  improvements  and  betterments,  all  sucli  business 
as  is  customarily  carried  on  in  freight  trains,  subject  only  to  the  terms  and 
conditions  hereinafter  stated.  But  the  Burlington  Company  shall  have  no 
right  to  pick  up  or  set  out  cars  at  stations  or  on  industry  tracks  or  spurs  on 
the  said  railway.  It  may,  however,  interchange  cars  on  said  railway  with 
other  railway  companies  permitted  thereon  by  the  Pacific  Company,  but 
shall  not  perform,  by  or  through  any  such  interchange,  switching  service 
competing  with  a  switching  service  of  the  Pacific  Company.  For  the  pur- 
pose of  conducting  its  railway  operations  the  Burlington  Company  may  use 
any  telegraph  and  telephone  lines  on  said  railway  owned  by  the  Pacific 
Company  and  may  string  its  own  telegraph  or  telephone  wires  upon  the 
existing  lines  along  said  railway  in  so  far  as  the  Pacific  Company  has  a 
legal  right  to  grant  this  privilege.  It  may  erect  its  own  poles  or  telegraph 
and  telephone  lines  upon  the  right  of  way  and  connect  such  lines  with  its 
own  or  other  telegraph  or  telephone  lines.  At  the  option  of  the  Burlington 
Company  said  poles  or  telegraph  and  telephone  lines  shall  be  installed,  main- 


1888      CHICAGO,   BURLINGTON   &  QUINCY   RAILROAD  COMPANY 

tained  and  operated  by  the  Pacific  Company,  and  the  Burlington  Company 
shall  pay  to  the  Pacific  Company  promptly  upon  receipi  of  lulls  therefor 
from  the  Pacific  Company  the  entire  cost  of  such  installation,  maintenance 
and   operation. 

The  Pacific  Company  will  have  the  general  control,  management 
and  administration  of  the  said  railway  and  appurtenances  and  will  main- 
tain and  at  all  times  keep  the  same  in  good  condition  and  repair  and  suitable 
for  the  business  of  the  Burlington  Company.  It  will  pay  the  taxes  thereon 
ami  comply  with  all  regulations  prescribed  by  law  with  respect  thereto  and 
will  furnish  supplies  incident  to  the  maintenance  and  Operation  thereof. 
But  the  Burlington  Company  will  pay  its  own  taxes  on  earnings  growing 
out  of  the  business  conducted  over  said  railway  and  the  Pacific  Company 
shall  not  be  bound  to  furnish  any  fuel,  water  or  other  supplies  for  the  trains 

or  equipment  of  the  Burlington  Company  or  for  the  special  or  exclusive  use 
of  said  company  or  its  officers  or  employes.  The  Pacific  Company  shall  have 
unrestricted  power  to  change,  add  to.  better  and  repair  the  property  as  it 

may  consider  advisable,  including  the  right  to  provide  such  additional  main 
or    other    tracks    as     it     shall    deem     necessary,     not     however    so    as    by    such 

changes,  additions,  betterments  or  repairs  permanently  to  impair  its  use- 
fulness to  the    Burlington  Company. 

$  3.  The  Pacific  Company  will  order  and  direct  the  movement  id'  engines, 
r:irs  and  trains  under  BUCh  reasonable  rules  and  regulations  from  time  to 
time  customary  among  railways  as  it  may  adopt.  All  rules,  regulations  and 
train    BCheduleS    shall    be    equal,    .just    ami    fair    as    between    :ill    the    parties 

using  tie'  property  ami  shall  not  unjustly   discriminate  againsl  any.     Pas 

ger  trains  shall  he  given  preference  over  other  trains  and  the  trains 
of  .ill  parties  using  the  tracks  sh.ill  be  given  eipial  despatch  according  to 
class. 

§  4.  All  agents  and  employes  engaged  upon  the  said  railway  or  its  ap 
purtenances  bj    the   Pacific  Company  shall  do  the  business  of  the   Burlington 

Company  and  of  :ill  other  users  of  the  property  without  discrimination. 
Anv  joinl  employe  BhalJ  be  removed  from  service  on  the  property  on  request 
n  writing  of  the  Bui  lington  •  lompany. 

Article  II. 

.    1.      The    Burlil  nip.-iiiy    will    pay    for   the    rights   and    privi- 

;  by  this  conl racl  as  follows : 
For  the  section  of  railwi  □   A  and  A  prime  as   indicated  on  said 

Kxlnliit    A    an    annual    rental    of    Five    Thousand,    Four    Hundred    Nin 
.  and  :;o    LOO    I 
•he  section  of  railway  between  A  prime  and  B  prime  as  indicated  on 

said    Exhibit    A   an   annual   rental   of   ThreB  Thousand,   Eight    Hundred   Sixty- 

one  ••iid   75   LOO   Dollars. 

Each  of  said  rentals  will  be  increased  by  two  percent  per  annum  upon 
the  actual  cost  to  the  Pacific  Company  of  all  improvements,  betterments 
and  additions  to  the  line  to  which  said  rental  pertains  made  after  the  date 
of  this  contract  properly  chargeable  to  capital  account. 


CORPORATE    HISTORY  1889 

§  2.  The  Burlington  Company  will  also  pay  such  pro-rata  proportion 
of  the  cost  actually  incurred  by  the  Pacific  Company  in  the  maintenance 
miles  on  said  tracks  or  any  part  thereof  run  by  the  engines  and  cars  of 
the  Burlington  Company  bears  to  the  whole  number  of  miles  run  by  the 
engines  and  cars  of  all  parties  using  the  same  or  any  part  thereof,  each 
engine  and  tender  to  be  counted  as  two  cars.  In  computing  car  mileage 
hereunder,  such  use  of  the  tracks  covered  by  this  contract  within  the 
limits  of  yard  zones,  as  the  same  are  shown  upon  Exhibit  A,  as  is  incidental 
to  the  switching  of  cars  within  yard  zones,  shall  not  be  counted;  cars 
set  out  or  picked  up  at  points  between  yard  zones  shall  be  counted  only 
when  moved  for  the  entire  distance  from  one  zone  to  another,  but  move- 
ments for  a  portion  only  of  the  distance  between  any  two  zones  will  not 
be  counted.  The  yard  zones  at  present  established  are  shown  on  Exhibit 
A,  but  the  Pacific  Company  may  establish  other  zones  htereafter  or 
change  the  limits  of  the  zones  already  established  to  meet  its  operating 
necessities.  In  computing  maintenance  and  operating  cost  and  the  cost 
of  additions  and  betterments  there  shall  be  included  expenditures  for 
insurance  and  taxes  (except  taxes  on  earnings),  a  just  sum  to  cover 
cost  of  superintendence  and  management,  freight  charges  at  tariff  rates 
upon  all  material  and  supplies  furnished  by  the  Pacific  Company,  and  a 
reasonable  charge  for  use  of  tools,  equipment  and  other  property  of  the 
Pacific  Company  not  included  in  this  contract. 

§  3.  The  said  rentals  will  be  paid  monthly  on  or  before  the  twentieth 
day  of  each  month  for  the  preceding  month.  Bills  for  maintenance  and 
operation  will  be  rendered  monthly  by  the  Pacific  Company  as  soon  as 
may  be  after  the  close  of  each  month  and  shall  be  paid  within  thirty  days 
thereafter.  Payment  of  such  bills  shall  not  be  delayed  for  errors  which 
are  not  serious  and  important,  but  bills  shall  be  paid  as  rendered,  not- 
withstanding any  error  of  ordinary  character  likely  to  occur  in  railroad 
accounts,  the  necessary  corrections  to  be  made  in  subsequent  bills.  The 
Burlington  Company  will  make  all  payments  to  the  Treasurer  of  the  Pacific 
Company  at  the  city  of  Saint  Paul,  Minnesota  or  the  city  of  New  York, 
as  the  Pacific  Company  may  designate.  At  the  option  of  the  Pacific 
Company  payments  for  rental  shall  be  made  in  gold  coin  of  the  present 
standard. 

§  4.  The  books,  records,  vouchers  and  papers  of  the  Pacific  Company 
touching  or  material  to  the  cost  of  improvements,  betterments  or  additions 
to  the  property,  or  touching  or  material  to  the  cost  of  maintenance  or 
operation,  at  all  times  shall  be  freely  open  to  the  examination  of  the 
Burlington  Company. 

§  5.  Should  the  Burlington  Company  fail  to  make  any  payment  when 
due  which  it  is  obligated  to  make  by  this  contract  or  fail  in  any  other  respect 
to  perform  the  agreement  and  such  default  continue  for  six  months  after 
notice  in  writing  of  intention  to  terminate  the  contract  given  by  the 
Pacific  Company  to  the  Burlington  Company,  the  Pacific  Company  may 
at  its  election  declare-  this  agreement  terminated  and  may  exclude  the 
Burlington  Company  from  all  use  of  the  property  described  herein;  pro- 
vided that  failure  to  make  any  payment  which  is  the  subject  of  arbitration 


1      CHICAGO,   BURLINGTON    A    QUINCY    RAILROAD  COMPANY 

or  litigation   between    the   parties   shall   not,   pending   such   arbitration   or 
litigation,  l>e  deemed  for  forfeiture  hereunder. 

\  :  ;  :>  U     111. 

on  1.     The  Pacific   Company  shall  be  bound  to  use  only  reasonable 
and  customary  care,  skill  ami  diligence  in  maintaining  and  repairing  the 

roadway,  tracks,  structures  and  appliances  of  and  pertaining  to  the  said 
railway  and  in  managing  and  operating  the  vim.  ;  and  all  employes  of 
the  Pacific  Companj  (except  enginemen  and  trainmen)  employed  in  main- 
taining, repairing  or  operating  the  railway,  or  in  despatching,  giving  orders 
the  movement   of  trains,  or  in   performing  any  other  service 

for  the  common  benefit  of  the  railway  companies  using  the  property  shall 

for   the   purposes   of   the    contract    lie    regarded    while   engaged    in    such    work 

nit  employes  of  all  the  railway  companies  using  th(  property.  Engine- 
men  and  trainmen  of  any  work  train  engaged  in  maintaining,  repairing 
or  adding  to  the  pr  all  Likewise  !"■  deemed   joint  employes.     The 

Burlington   Company   shall   not    1  n    of  any   defect    in   the   property, 

or  by  reason  of   the   failure  or   •  •    the   Pacific   Companj   to  repair 

such  defect,  or  bj    reason  of  the  failure  or  neglect   of  any  joint  employe 
■  rein  defined,  make  he  Pacific  Company  any  claim  or  demand 

for    loss,    damage    or    injury    arisu  BUCh    d<  gleet    or    failure; 

luit  should  the  Pacific  Company  fail  to  repair  any  defect  within  a  reasonable 
after  being  notified  :•■   bj    the   Burlington  Company,  then  the 

Burlington    Company    may    make   the    i  i.  pairs    at    once,    which    will 

In'   paid   by   the    Pacific  Companj   and   taken   over   in   its  hill   for  maintenance 
and  operation. 

ml   pay   all    Lo  flnmngq 

or  injury  done  by  itt  i,  m  employes  which  the  propert] 

property  or  property  in  its  custody,  or  which  its  empi 

may    suffer    while    it    is    niiiii  trains    upon    or    over 

an\    pait    of   the   prop  matter  -,   damage   or   injury    ma\ 

occurj    provided,  however,  that    in   >■  illision    between    the  eng 

-    or  trains  of   the   parti.-*,   or   in   case  of  other   accident    caused    by    Uegli- 

Ejinemen  or  trainmen,  ■  ■  •  -  of  either  party, 

the    party    whose   employe   is   at    fault    shall    In  lor   and    pay    the 

•  •rit ire  1  1  thereby.     If  such  collision   or  other  accident    is  caused 

by  the  fault  of  the  train  emploj  ■•■•.  or  more  companies  using  the 

property    or    by    the    fault    of    a    joint    employe,    each    party    involved    shall 
hear    an    equal    share    of    all    dam  he    property    jointly    used    and    all 

•he  damage  '••  its  own   property  or  property   in  dy,  of   which  its 

employes  may   suffer  in   consequ<  uces   thereof.     Loss   and  damage  caused 
by  the  negligence  of  joint   employes  not   covered   by   some  other   provision 

of   this    contract    shall    he   charged   to   operating   expenses    and    divided    as 
herein  elsewhere  provided. 

Except  as  hereinbefore  provided,  each  party  Will  assume  and  pay  all 
loss  or  damage  which  its  engines,  cars,  trains  or  employes  may  do  to  the 
property  jointly  used,   to   third   persons   or   the  property   of   third   persons, 


CORPORATE    HISTORY  1891 

and  each  indemnifies  the  other  against  all  claims  or  demands  for  any  loss 
or  damage  which  it  herein  agrees  itself  to  bear. 

If  any  injury  shall  occur  to  persons  or  property  by  the  operation  of 
trains  in  such  a  way  that  it  cannot  be  determined  what  company 's  trains 
caused  the  injury,  the  compensation,  if  any  is  made  to  the  injured  party, 
shall  be  apportioned  as  other  operating  expenses  under  this  contract. 

Neither  party  shall  under  any  circumstances  have  any  cause  of  action 
against  the  other  for  loss  or  damage  of  any  kind  caused  by  or  resulting  from 
interruption  or  delay  to  its  business. 

In  case  a  suit  shall  be  commenced  against  either  party  for  damages  for 
which  the  other  party  is  ultimately  liable,  the  party  sued  may  give  notice 
to  the  other  party  of  such  suit  and  thereupon  the  party  so  notified  shall 
assume  the  defense  of  the  suit  and  save  the  party  sued  harmless. 

The  parties  will  settle  as  between  themselves  any  claim  for  loss  or 
damage  according  to  the  terms  of  this  contract,  notwithstanding  any 
judgment  or  decree  of  a  court  or  other  tribunal  in  a  proceeding  brought 
by  third  parties. 

§  2.  If  any  train  of  the  Burlington  Company  shall  be  wrecked  while 
running  upon  the  tracks  covered  by  this  contract  the  wreck  shall  be  picked 
up  at  once  and  removed  by  the  Pacific  Company  and  the  Burlington 
Company  (except  as  herein  otherwise  provided)  shall  bear  the  whole  cost 
of  such  service. 

§  3.  If  at  any  time  a  question  shall  arise  touching  the  construction 
of  this  contract,  or  concerning  the  business  or  manner  of  transacting  the 
business  to  be  carried  on  under  its  provisions,  or  concerning  the  observance 
or  performance  of  any  of  its  covenants,  upon  which  question  the  parties 
cannot  agree,  such  question  shall  be  submitted  to  the  arbitrament  of  three 
disinterested  persons  familiar  with  such  business  and  experienced  in  rail- 
way management.  The  party  demanding  such  reference  shall  give  to  the 
other  party  notice  of  such  demand  stating  specifically  the  question  to  be 
submitted  for  decision  and  nominating  a  person  who  has  the  required 
qualifications  to  act  as  one  referee.  If  at  the  expiration  of  thirty  days 
from  the  receipt  of  such  notice  the  party  receiving  it  has  not  notified 
the  party  demanding  the  reference  of  its  nomination  of  a  second  referee 
having  like  qualifications,  the  party  making  the  demand  may  make  such 
selection.  The  first  and  second  referees  chosen  shall  select  a  third  and 
when  the  board  is  complete  the  referees  shall  fix  a  day  and  place  for  the 
hearing  of  which  the  parties  shall  be  severally  notified.  If  the  referees 
chosen  shall  be  unable  to  agree  upon  the  third  referee  such  third  referee 
may  be  appointed  upon  ten  days  notice  upon  motion  of  either  party  by 
a  judge  of  any  court  of  the  United  States  within  the  state  of  Minnesota. 
After  hearing  the  testimony  and  arguments  which  may  be  submitted  by 
each  party,  the  referees,  if  they  unanimously  agree  upon  an  award,  shall 
state  it  in  writing,  which,  when  delivered  to  both  parties,  shall  be  binding 
and  conclusive  upon  each,  and  each  party  hereby  expressly  agrees  to  be 
bound  conclusively  thereby.  If  they  cannot  agree  unanimously  they  shall 
forthwith  select  two  additional  referees  having  like  qualifications.  If  the 
two  additional  referees  cannot  be  agreed  upon  they  may  be  appointed  by 


1892      CHICAGO,   BURLINGTON    &   QTJINCT    RAILROAD  COMPANY 

any  judge  hereinbefore  in  this  section  referred  to.  To  the  board  thus 
constituted  shall  be  submitted  a  statement  touching  the  facts  as  to  which 
there  is  a  unanimous  agreement  between  the  three  referees  firsl  selected  and 
the  testimony  ,-is  to  the  matters  remaining  in  dispute.  The  award  of  a 
majority  of  the  five  referees  shall  be  in  writing,  and  when  delivered  to 
the  parties  shall  he  as  final  and  conclusive  as  an  award  by  the  first  chosen 
Srees    would    have   been.      [mmediately    after   anv    award    each    party    will 

make  such  changes  in  the  conduct  of  its  business,  or  such  payments  or 
restitution  as  the  ease  may  be,  as  are  in  and  by  such  award  required  of 
it  to  be  made. 

The  hooks  ami  papers  of  both  parties  so  far  as  they  relate  to  any  matter 
Submitted  to  arbitration  shall  be  open  to  the  examination  of  the  referees, 
and    the    party    against    whom    the    award    is    made    shall    pay    all    fees   and 

expenses  of  the  arbitration;  and  until  the  referees  shall  make  their  award 

upon  any  question  submitted  to  them  the  business,  settlements  and  pay- 
ments to  I"  ted  and  made  under  the  terms  of  this  agreemenl   shall 

tinue  to   lie   transacted   and    made    in   the    manner   and    form   existing   prior 

to  the  arising  of  Buch  quesl  ion. 

If  either  pain   shall  refuse  to  keep  and  perform  any  award,  the  adverse 

party  may  enforce  the  same  by  apt  proceedings  in  an\  court  of  law  or  equity, 

;.     This    contracl    shall    take    effect    when    the    Burlington    Company 

commences  l"  a8e  tie  property  and  in  no  event  later  than  January  I,  L918, 
and    shall    continue    tl  I     until    May    11,    L985.       lint     provided    that    the 

Burlington    Company    shall    have    a     righl    at    any    time    upon    three    months 

notice  to  tin-  Pacific  Company  to  surrender  its  rights  under  this  contract 
to  operate  over  that  portion  of  the  railway  between  point  A  at  or  near 
Third  street  in  Saint  Paul  and  Troul  Brook  Junction  m  Saint  Paul.  In 
of  the  exercise  of  this  right  the  Burlington  Company's  right  to  use 
the  said  railway  between  p. out  a  and  Trout  Brook  Junction  shall  terminate 
and  its  rental  will  be  reduced  equitably. 

Akihi.i     IV. 

The  Pacific  Company  does  hereby  lease,  demise  and  let  to  the  Burlington 
Company  during  the  term  of  the  foregoing  contract  a  portion  of  the  right 
of  way  of  the  Pacific  Company  lying  alongside  the  railway  hereinbefore 
described  seventy-seven  feet  wide  by  four  thousand  one  hundred  eight 
feet  long,  colored  red  on  Exhibit  I!  hereto  attached,  on  which  property 
the  Burlington  Company  may  establish,  maintain  and  operate  a  railroad 
yard.  The  Burlington  Company  will  pay  a  monthly  rental  therefor  of  one 
hundred  thirty-three  and  33/100  dollars  at  the  same  time  and  in  the  same 
manner  hereinbefore  provided  for  payment  of  rentals  for  use  of  said 
railway.  This  [base  however  is  subject  to  termination  in  whole  or  in  part 
by  the  Pacific  Company  upon  one  year's  notice  in  writing  to  the  Burlington 
1  -mpany,  and  in  case  of  termination  in  part  the  Burlington  Company  shall 
have  the  election  to  terminate  in  whole.  In  case  of  such  termination  by 
the  Pacific  Company  that  company  will  purchase  the  improvements  of  the 
Burlington  Company  in  said  premises,  including  the  grading,  at  their 
then  value,  and  if  the  value  cannot  be  agreed  on  by  the  parties  it  shall  be 


CORPORATE    HISTORY  1893 

determined  by  arbitration  as  hereinbefore  in  this  contract  provided.  If 
this  lease  should  be  terminated  in  part  and  the  Burlington  Company  con- 
tinue the  use  of  any  portion  of  the  property,  its  rental  will  be  reduced 
equitably.  The  Pacific  Company  shall  construct  and  keep  in  repair  on  said 
parcel  of  ground  such  tracks  as  the  Burlington  Company  may  elect  to  have 
constructed  and  kept  in  repair  by  the  Pacific  Company,  the  Burlington 
Company,  however,  to  furnish  to  the  Pacific  Company  at  its  own  expense 
necessary  ties,  rail  and  fastenings  therefor.  The  Burlington  Company  shall 
pay  to  the  Pacific  Company  promptly  upon  receipt  of  bills  therefor  from 
the  Pacific  Company  the  cost  of  constructing  and  keeping  said  tracks  in 
repair.  Except  as  in  this  Article  IV,  hereinbefore  provided,  the  ownership 
of  such  tracks  shall  be  and  remain  vested  in  the  Burlington  Company. 

Article  V. 

This  contract  shall  take  effect  retroactively  between  the  parties  as  of 
September  6th,  1917. 

In  Testimony  Whereof,  Northern  Pacific  Kailway  Company  and  Chicago, 
Burlington  &  Quincy  Railroad  Company  have  caused  this  instrument  to  be 
executed  under  their  respective  corporate  seals  and  under  the  hands  of  their 
respective  Presidents  and  Secretaries  or  Vice-Presidents  and  Assistant 
Secretaries,  the  day  and  year  above  written. 

Northern  Pacific  Railway  Company, 
[seal]  By  Charles  Donnelley, 

Attest :  President. 

R.  H.  Relf,  Asst .  Secretary 
In  presence  of  as  to  Northern 
Pacific  Railway  Company: 

J.  H.   POORE 

David  C.  Gallagher 

Chicago,  Burlington  &  Quincy  Railroad  Company, 
[seal]  By  Hale  Holden, 

President. 
Attest : 

H.  E.  Jarvis,  Asst.  Secretary 
In  presence  of  as  to  Chicago, 
Burlington  &  Quincy  Railroad  Co.: 
J.  W.  Cooper 
J.  R.  King 

Chicago,  April  22,  1921. 
Mr.  C.  W.  Bunn, 

Vice  President  &  General  Counsel, 
Northern  Pacific  Railway  Company, 
St.  Paul,  Minnesota. 
Dear  Mr.  Bunn : 

I  have  your  letter  of  April  19th  about  the  matter  of  notice  under  con- 
tract between  our  Companies,  dated  December  16,  1920. 


1  S!»4       CHICAGO,   BURLINGTON   &   QUINCY   RAILROAD   COMPANY 

Please  sec  your  letter  of  October  26,  1917,  about  this  same  matter, 
from  which  I  quote  as  follows: 

"It   occurs  to   me   that    the  best  way   to   handle   this   matter  would 
be  by  exchange  of  letters  between  you  and  me  rather  than  incorporation 
of  any  novel   provision  in  the  agreement.     If  you  however   think   the 
agreement  ought  to  lie  amended,  I  will  not  oppose  your  view.     In  that 
case  I  would  suggest  that  the  amendment  be  confined  to  the  following: 
'If  claim  is  made  against  either  party  on  account  of  any  death, 
injury,   loss  or   damage    for  which   the  other   party   is  solely   liable, 
the  party  against   whom  such  claim  is  made  shall   promptly   notify 
the  other   party,  and  no   settlement    of   such   claim   shall   he   made 
without  consent   of  the  party  ultimately  liable.     Upon  making  any 
settlement   of  claims  upon   which   the  parties  are  jointly   liable,  tin- 
party   making  settlement   shall   procure   from  the  claimant   a   release 
of   both   parties    from   liability.'  " 
If   the   additional   matter   contained    in    our    letter   of   April   5th   is   objec- 
tionable, please  eliminate  the  new  matter  and  indicate  by  letter  your  accept 
ance  of  the  clause  proposed  by  you  quoted  above,  winch  will  be  satisfactory 
to  me.  Yours  very  truly, 

O.  M.  Spencer, 
Gt  neral  Counsel. 

St.  Paul,  Minn.,  May  11,  1921. 
Mr.  ( ).  M.  Spencer, 
General  Counsel,  C.  B.  &  (,>.  K.  K.  Co., 
547  West  Jackson  Boulevard,  Chicago. 

Dear  Mr.  Spencer: 

Referring  to  your  letter  of  April  22  about  proposed  clause  in  contract: 

When  I  wrote  you  April  19,  I  had  carefully  reconsidered  the  language 
we  agreed  on  in  another  contract  and  which  you  quote  from  my  letter  of 
October  6,    L917. 

But  I  was  when  I  wrote  you  April  19  and  still  am  led  to  suspect  that 
you  may  understand  differently  from  me  what  was  meant  by  the  quoted 
language  from  my  letter  of  October  26,  1917. 

It  seems  to  me  likely  that  you  may  understand  the  effect  of  that 
language  to  be  that  failure  to  give  notice  to  the  other  party  where  it  is 
agreed  to  be  given  will  be  absolutely  conclusive  against  the  party  failing 
to  give  notice.  I  do  not  so  understand  the  effect  of  the  stipulation,  and 
I  contend  that  such  a  result  is  not  equitable  or  just,  and  this  contention 
was  set  forth  in  my  letter  to  you  of  April  19.  It  is,  to  repeat  briefly, 
that  failure  to  give  notice  ought  not  to  work  any  such  result  as  forfeiture 
of  all  claim  on  the  part  of  the  railway  so  failing;  and  that  what  ought  to 
result  is  simply  what  the  general  doctrines  of  equity  and  law  have  settled 
shall  result;  viz.,  that  the  party  failing  to  give  notice  is  bound  to  prove 
iiis  claim  and  is  not  benefited  by  the  fact  that  he  has  settled  with  or  paid 
the  third  party. 

I  am  persuaded  that  my  views  are  entirely  just  and.  as  I  put  it  to 
you  in  my  letter  of  April  19,  you  are  the  only  company  having  any  con- 


CORPORATE    HISTORY  1895 

tract  with  us  which  has  ever  advanced  the  contention  you  make.  If  my 
views,  expressed  more  fully  in  letter  of  April  19,  are  right,  you  ought 
not  to  ask  any  amendment  or  supplement  to  the  contract,  and  if  you  think 
they  are  not  correct  I  should  like  to  hear  you. 

I  do  not  want  to  concede  an  arrangement  such  as  you  suggest  in  letter 
of  April  22  unless  I  am  certain  Ave  both  understand  that  failure  to  give 
notice  shall  have  no  other  result  than  that  which  it  has  on  general  equitable 
and  legal  principles ;  viz.,  to  leave  the  party  failing  to  give  notice  with 
the  burden  of  establishing  as  against  the  other  party  the  merits  of  his 
claim.  And  if  this  is  your  understanding,  as  it  is  mine,  of  the  language 
used  in  my  letter  of  October  26,  1917,  that  language  is  superfluous. 

Yours  truly, 
C.  W.  Bunn. 


Chicago,  May  21,  1921. 
Mr.  C.  W.  Bunn, 

Vice  President  and  General  Counsel, 
Northern  Pacific  Eailway  Company, 
St.  Paul,  Minnesota. 
Dear  Mr.  Bunn : 

I  have  your  favor  of  the  11th  inst.  with  further  reference  to  the  matter  of 
notice  under  the  trackage  contract  between  St.  Paul  and  Park  Junction. 

The  suggestion  contained  in  your  letter  of  October  26,  1917,  referred  to 
this  contract. 

I  will  accept  your  language,  quoted  in  my  letter  of  April  22,  1921,  with 
the  understanding  that  failure  to  give  the  notice  shall  have  no  other  or 
different  effect  than  as  stated  in  your  letter  of  May  11,  1921,  to  be  your 
understanding  and  your  contention  as  to  what  is  to  be  considered  an  equi- 
table and  just  result  of  failure  to  give  the  notice. 

Yours  very  truly, 

O.  M.  Spencer, 
General  Counsel. 

Northern  Pacific  Kailway  Company 
Law  Department 

St.  Paul,  Minnesota, 
May  25.  1921. 
Mr.  O.  M.  Spencer,  General  Counsel, 

Chicago,  Burlington  &  Quincy  Eailroad  Company, 
547  West  Jackson  Boulevard,  Chicago. 
Dear  Mr.  Spencer: 

L  have  yours  of  May  21  and  have  no  hesitation  in  accepting  your  suggestion. 
But  the  substantial  effect  of  taking  the  language  quoted  in  your  letter  of 
April  22,  1921,  from  a  previous  letter  of  mine,  interpreted  as  stated  in  mine 
of  May  11,  1921,  is  to  leave  the  contract  without  any  change  whatsoever. 

Yours  truly. 
C.  W.  Bunn. 


1896      CHICAGO,    BURLINGTON    ^   QUIXCY   RAILROAD  COMPANY 

Chicago,   May   27,  1921. 
Mr.  L.  B.  Allen, 
General  Manager,  ( 
Chicago,  Illinois. 
Pear  Sir: 

Eeferring  to  your  letters  of  February   2,    ll'l'l    and    March  30,  1921,  with 

renee  to  taking  up   with  the   Northern    Pacific   the  quest  inn  of  notice 

of  Claims  to  be  given  by  the  parties  to  the  joint   trackage  contract   between 

the  Northern   Pacific  and  the  Burlington  tor  use  of  trackage  between  Third 

street,  St.  Paul  and  Park  Junction,  Minneapolis: 

After  some  correspondence  Mr.  Bunn,  Genera]  Counsel  of  the  Northern 
Pacific,  to  our  request   that    there   be  an   exchange  of   letters 

covering  the  matter  of  notice  for  claims  where  the  Other  party  is  solely 
liable,  and  that  no  settlement  of  such  claims  shall  be  made  without  consent 
of  the  party  ultimately   liable. 

The  clause  in  reaped  to  notice  is  contained  in  mj  letter  of  April  22,  L921, 
addressed  to  -Mr.  P.unn.  and  his  understanding  of  the  effect  of  the  failure 
b  notice  is  shown  in  the  fourth  paragraph  of  his  letter  to  me 
dated  May  11th.  His  final  acceptance  is  contained  in  his  letter  '<!'  .Ma\ 
25th    in    res;  I     May    21,    1921,  of    the,-    [otters    are 

herewith   enclosed,   to   be   tiled   with   the  contract. 

The  original  contract,  of  course,   does   not    contain   an\    requirement    of 

notice    of    claims    in     which     the    other     party     is    solely     liai  li.it     Mr. 

Bun  tnenl  in  his  letter  of  May  25,  1921,  that  there  is  no  change  in  the 

contract   whatever  liardl;.  the  matter  as  1  understand    it.     There  is 

now  an  .  to  give   tic-   uol 

I  trust  that  this  will  be  g  t  least  it  is  the  best   resull  that   1 

have  been  able  to  accomplish.  Fours  truly, 

O.  M.  Spencer, 

(',!  Id  nil    C'1,1,,.;,  I. 

Chicago,  June  4,  1921. 
Mr.  L.  B.  Lyman : 

Referring  to  contracl  mber  L6th;  1920,  with  the  Northern  Pacific 

By.  Co.,  covering  use  of  their  trackage  between  Third  street,  St.  Paul,  and 
Park  Junction,  Minneapolis,  Minn. 

I  enclose  herewith  copies  of  letters  bet  won  our  General  Counsel,  Mr. 
O.  M.  Spencer;  and  Vice  President  and  General  Counsel,  Mr.  c.  W.  Bunn, 
of  the  Northern  Pacific  regarding  this  contract. 

This  for  your  information.  L.  B.  Allen. 

Agreement  made  this  1st  day  of  May,  L922,  between  Northern  Pacific 
Railway  Company,  hereinafter  called  ''Pacific  Company,'-'  ami  Chicago, 
Burlington  &  Quincy  Railroad  Company,  hereinafter  called  "Burlington 
<  'ompany  ": 

Under  the  terms  of  a  certain  agreement  between  the  Pacific  Company 
and  the  Burlington  Company  dated  December  16,  1920,  effective  as  of 
September  6,   1917,  the  Pacific  Company  granted  to   the  Burlington  Com 


CORPORATE    HISTORY  1897 

pany  the  right  to  run  its  freight  trains  over  all  that  part  of  the  railway 
of  the  Pacific  Company  extending  from  a  connection  between  the  tracks 
of  the  parties  at  or  near  Third  Street  in  Saint  Paul  to  a  point  at  or  near 
Como  Avenue  bridge  in  Minneapolis,  the  railway  and  points  of  connection 
being  shown  colored  in  red  on  a  map  marked  ' '  Exhibit  A ' '  attached  to 
said    contract. 

There  is  not  included  in  the  tracks  over  which  the  Burlington  Company  is 
given  the  right  to  run  its  freight  trains  a  wye  track  of  the  Pacific  Company 
located  at  St.  Anthony  Park,  which  the  Burlington  Company  desires  to 
use  for  turning  its  engines  and  cabooses. 

In  consideration  of  the  premises  and  the  mutual  dependent  promises 
herein  set  forth  the  parties  agree  as  follows : 

The  Burlington  Company  shall  have  the  right  to  use  said  wye  track  at 
St.  Anthony  Park  for  turning  its  engines  and  cabooses,  and  shall  pay 
monthly  to  the  Pacific  Company  for  this  right  fifty  cents  (50c)  for  each 
engine  or  car  turned  on  said  wye. 

Sections  1  and  2,  of  Article  III,  of  said  agreement  dated  December  16, 
1920,  shall  apply  to  the  maintenance  and  use  of  said  wye  track  as  fully 
as  though  herein  set  forth. 

This  agreement  shall  take  effect  on  the  date  hereof  and  shall  continue 
in  effect  until  terminated  on  thirty  (30)  days'  notice  in  writing  by  either 
party  to  the  other. 

In  Witness  Whereof  the  parties  hereto  have  caused  this  agreement  to  be 
executed  the  day  and  year  first  above  written. 

Northern  Pacific  Eailway  Company, 

By  Charles  Donnelly, 
Pres. 
Chicago,  Burlington  &  Quincy  Eailroad  Company, 
[seal]  By  L.  B.  Allen, 

Approved  as  to  form :  General  Manager. 

Thos.  J.  Lawless,  Attorney. 

Supplemental  Agreement  made  this  1st  day  of  December,  1923,  between 
Northern  Pacific  Eailway  Company,  hereinafter  called  "Pacific  Company, " 
and  Chicago,  Burlington  &  Quincy  Eailroad  Company,  hereinafter  called 
"Burlington  Company": 

Under  the  terms  of  that  certain  agreement  between  the  Pacific  Com- 
pany and  the  Burlington  Company  dated  December  16,  1920,  effective 
as  of  September  6,  1917,  the  Pacific  Company  granted  to  the  Burlington 
Company  the  right  to  run  its  freight  trains  over  all  that  part  of  the  rail- 
way of  the  Pacific  Company  extending  from  a  connection  between  the  tracks 
of  the  parties  at  or  near  Third  Street  in  St.  Paul  to  a  point  at  or  near 
Como  Avenue  bridge  in  Minneapolis,  the  railway  and  points  of  connection 
being  shown  on  the  map  hereto  attached  marked  ' '  Exhibit  A. "  By  the 
terms  of  this  contract  it  is  expressly  provided  that  the  Burlington  Company 
shall  have  no  right  to  pick  up  or  set  out  cars  on  industry  tracks  or  spur 
tracks  on  the  said  railway.  The  Burlington  Company  now  desires  to  make 
temporary   use  of   the   so-called  Bayless   Avenue  spur   of   the   Pacific  Com- 


1898       CHICAGO.    BURLINGTON   &    QUINCY   RAILROAD   COMPANT 

pany,  which  spur  is  shown  colored  red  on  Exhibit  A,  and  the  Pacific  Com- 
pany is  willing  to  permit  such  use. 

It  is  therefore  agreed  that  said  contract  of  December  16,  1920,  be  hereby 
amended  and  supplemented  so  that  the  Burlington  Company  shall  have 
the  right  to  use  said  Bayless  Avenue  spur  for  the  sole  purpose  of  placing 
thereon  cars  loaded  with  paving  brick  and  removing  said  cars  when  made 
empty. 

The  Burlington  Company  shall  pay  on  or  before  the  twentieth  day  of 
each  month  two  dollars  ($2.00)  per  loaded  car  placed  on  said  spur  during 
the  preceding  month,  which  payment  shall  cover  all  charges  for  rental  and 
maintenance. 

Except  as  herein  otherwise  provided,  all  the  terms  and  conditions  of 
said  contract  of  December  16,  1920,  shall  apply  to  the  use  of  said  Bayless 
Avenue  spur  as  fully  as  though  the  use  of  this  spur  had  been  included  in 
said  contract. 

This  agreement  shall  take  effect  on  the  date  hereof  and  shall  continue 
in  effect  until  terminated  on  thirty  (30)  days'  notice  in  writing  by  either 
party  to  the  other. 

In  Witness  Whereof  the  parties  hereto  have  caused  this  supplemental 
agreement  to  be  executed   the  day  and  year  first  above  written. 

Northern  Pacific  Railway  Company, 
[seal]  By  Charles  Donnklly. 

President. 
Chicago,  Burlington  &  Quincy  Railroad  Company, 
m,]  By  E.  P.  Br.\<  kkn. 

Form  O.K.  Viee  President. 

Tnos.  J.  Lawless 

AGREEMENT,   September   2s.    1880.      Sidney    Bartlett,    etal    and    F.    E 

Hinckley,    etal. 

This  Memorandum  of  Agreement  made  this  Twenty  Eighth  Say  of  Sep- 
tember  A.  D.  1880,  between  the  Chicago  Burlington  &  Quincy  Railroad 
Company,  by  its  Committee  Messrs.  Sidney  Bartlett,  John  L.  Gardner. 
Jr.  and  C.  E.  Perkins  of  the  t'.rst  part,  and  F.  E.  Hinckley  for  himself 
and  Associates,  owners  of  Five  thousand,  mx  hundred  and  forty  (5640; 
shareB  of  the  stock  of  the  Chicago  &  Iowa  Railroad  Company,  of  the 
second   part, 

li    tnesst  th  : 

Lb( 

That  the  second  party  agrees  that  he  will  on  or  before  the  1st  day 
of  January  next,  if  he  can  do  so  without  incurring  pecuniary  liability 
greater  than  the  amount  the  first  party  is  to  pay  therefor,  take  up 
and  deliver,  or  cause  to  be  taken  up  and  delivered,  to  the  first  party  all 
the  outstanding  Bonds  of  the  Chicago  &  Iowa  Railroad  Company  amounting 
to  seventeen  hundred  and  fifty  thousand  dollars  ($1,750,000)  for  which 
the  first  party  agrees  to  pay  the  par  value  thereof  and  accrued  intern 
in   money   or   in   its   5%    Bonds   ;it    par    at    its   option. 


CORPORATE    HISTORY  1899 

2nd 

That  the  second  party  also  agrees  that  he  will  on  or  before  the  said 
first  day  of  January  purchase  or  cause  to  be  purchased,  the  entire 
outstanding  Bonds  and  Stock,  overdue  coupons  and  other  indebtedness 
of  the  Chicago,  Rockford  &  Northern  R.  R.  Company  and  deliver  the 
same,  together  with  the  said  Chicago,  Rockford  &  Northern  Railroad 
and  all  property  connected  therewith  or  belonging  thereto,  free  of  all 
liens,  and  also  all  property  belonging  to  that  Company,  to  the  said 
first  party  for  the  sum  of  Five  hundred  thousand  dollars,  which  amount 
said  first  party  agrees  to  pay  therefor  to  the  second  party  upon  the  com- 
pletion of  such  purchase  and  delivery. 

3rd 
That  the  second  party  further  agrees  that  he  will  on  or  before  said 
first  day  of  January  cause  and  procure  to  be  purchased,  as  low  as  may  be 
and  at  a  price  not  exceeding  the  par  value  thereof,  and  transferred 
to  some  person  or  party  to  be  agreed  upon,  to  receive  the  same  for 
and  in  behalf  of  the  Chicago  &  Iowa  Railroad  Company,  the  one  thousand 
shares  of  the  capital  stock  of  the  Chicago  &  Iowa  Railroad  Company 
owned  by  the  township  of  Aurora,  which  it  is  mutually  agreed  shall 
be  paid  for  out  of  monies  in  the  Treasury  of  the  Chicago  &  Iowa 
Railroad  Company,  or  monies  to  which  that  Company  may  be  entitled 
if  there  shall  be  sufficient  for  that  purpose,  and  any  deficiency  in  the 
amount  requisite  for  such  purchase  shall  be  furnished  by  the  first  party, 
provided  the  first  party  is  to  advance  no  money  for  the  purchase  of 
such  stock  unless  the  provisions  of  this  contract  shall  be  fully  executed 
and  the  first  party   becomes  the   owner   of  the   C.  &  I.  Railroad. 

4th 
That  the  second  party  will  on  or  before  the  said  first  day  of  January 
next,  deliver,  or  cause  to  be  delivered,  to  the  first  party,  the  Chicago 
&  Iowa  Railroad  and  its  equipment  and  all  other  property  of  the  Chicago 
&  Iowa  Railroad  Company,  including  moneys,  notes,  accounts,  ehoses  in 
action  and  personal  property,  whatsoever  in  its  possession,  or  in  the 
possession  of  W.  H.  Holcomb  the  Receiver  now  in  possession  of  the 
property  of  that  Company,  or  to  which  it  or  the  said  Receiver  may  be 
or  may  become  entitled,  and  that  he  will  on  or  before  said  day  or  as 
soon  thereafter  as  practicable,  cause  the  said  Receiver  to  adjust  and 
settle  his  accounts  as  such  Receiver  and  procure  his  discharge,  and  will 
cause  to  be  dismissed  all  pending  suits  affecting  the  Chicago  &  Iowa 
Railroad  Company,  its  stock  or  property,  or  will  procure  such  other 
order  to  be  entered  in  the  proper  courts  with  reference  to  such  suits 
as  counsel  for  the  first  party  may  advise,  so  far  as  it  is  in  the  power 
of  said  second  party  to  accomplish  the  same. 

5th 
If  and  as  soon  as   the   second  party  shall   make   or   cause  to   be   made 
the  said  several  purchases  and  complete  the  said  deliveries  above  provided 


1900      CHICAGO,    BURLINGTON   A    QUINCS    RAILROAD  COMPANY 

for,  in  manner  aforesaid,  then  the  tirst  party  agrees  that  it  will  purchase 
of  tin-  Beeond  party  and  his  associates,  the  five  thousand,  six  hundred  and 
forty  -hare-  of  the  Capital  stock  of  the  Chicago  &  [owa  Railroad  Company 
held  l>y  them,  and  on  delivery  and  transfer  thereof  to  it  will  pay  to  the 
nd    party    therefore    the    Bum    of    five    hundred    and    sixty    four    thousand 

dollars,  in  money,  or  in   its  '•' <    Bonds  at   par  at   its  option. 

6th 

That   the  second    party    stipulates   and    :iur"'-   that    the   said    stock   held 

by    him    and    hia  itock    held    by    the    township    of 

Aurora    and    the    six    thousand    six    hundred    and    fortv    BhareB    held    by    the 

first    party,   or   by   others   for   it,   constitute   the  entire   outstanding   stock 

of    the    I  I      &    [owa    Railroad    Company. 

7th 
Memorandum    of   J  -    made    rabjeel    to    ratification    by 

the    Board    of    Dired  the    lirst    party,    and    when    so    ratified    may    In- 
reduced    t •    of    more    formal    character. 

Time   for   carrying   th>-   above    into   effect    extended    to    May    1st    L881. 

< '.    E.    Pk&kins, 
Pot  ill--  C.   B.  &  (-1  Committee 

DECREE,  December   i.  1877,  in  the  Circuit  Court  of  the   United  Bta1 
for  the  Northern   District  of  Qlini 

Honorable  Thomas  Drummond,  Circuit  Judge,  and  Honorable 
Henry   W.    I  Igei 

.John    N.    1  l(    i     on   and  John    W.    I 

ibroad  Company,  In    Chancery. 

and   also   Charles    [ngersoll    Bowditch,    William 
i  ■.  Morrill,  "ii  tlnir  I  ntervention. 

This  cause  came  on   to   be  heard  at   the   presenl    term,   that    is   to   say, 

mi   this  fourth   day  tuber,   A.    D.    1877,   upon   a    lull   of  complaint 

filed    therein,   tal  I  .    and    upon    tin-    M  report,    to    which 

nd    ha\  argued    bj    the  counsel    for 

the    complainants    in    open    court,    and    upon    full    consideration    thereof, 
it    if  I,   adjudged   and    decreed,   and   the   court    doth    hereby   order, 

adjudge  and  to  wit : 

I.  Thai    said   reporl  Master   made   and   filed   in   this   cause,   be, 
and  the  -            9  in  all  things  confirmed;   and 

That   the  principal   of  tie  _  ired   by   the  Trust 

Mortgage    to    the    compl;  n    this    i  of   July    1st, 

1871.  and  amoui         2  ed   and   fifty  thousand  dollars   ($1,150,- 

000)    is  hereby   declared   to   be   due  and    payable. 

II.  That  the  said  defendant,  thi  and    [owa    Railroad  Company 
pay  to   said  complainants,   John   X.    Denison   and   John    \V.    Broi 

in   the   said   Trust   Mortgage,   or   1"   the    Master   of   this   court,   within   ten 
lays   from    date   of   this    decree,    the    principal    sum    and    interest    due    on 


CORPORATE    HISTORY  1901 

the  bonds  secured  by  said  Trust  Mortgage  to  the  complainants,  amounting 
on  the  first  day  of  December,  inst.  to  the  sum  of  one  million,  two  hundred, 
thirty-five  thousand,  four  hundred  and  eighty-three  dollars  and  thirty- 
three  cents,  ($1,235,483.33)  with  interest  thereon  from  the  first  day  of 
December,  instant,  at  the  rate  of  six  per  cent  per  annum,  together  with 
the  costs  of  this  suit  to  be  taxed.  And  in  case  payment  be  made  to  the 
Master  of  this  court,  the  same  shall  remain  subject  to  the  further  order 
and  direction  of  this  court  in  respect  to  the  distribution  thereof. 

III.  That  in  default  of  such  payment  the  mortgaged  premises  in  said 
bill  of  complaint  mentioned  and  described  in  the  mortgage  of  said  Chicago 
and  Iowa  Railroad  Company  to  said  complainants,  and  intended  to  be 
conveyed  thereby,  that  is  to  say: 

All  the  railroad  of  said  Chicago  and  Iowa  Railroad  Company,  made 
or  to  be  made,  extending  from  Joliet,  in  the  County  of  Will  to  Forreston 
in  the  county  of  Ogle  in  said  State  of  Illinois,  including  right  of  way 
therefor,  road-bed,  superstructure,  iron,  ties,  chairs,  splices,  bolts,  nuts, 
spikes,  all  the  lands  and  depots  grounds,  station-houses,  depots,  viaducts, 
bridges,  timber  and  materials,  and  property  purchased  for  the  construction 
of  said  railroad,  all  the  engines,  tenders,  cars  and  machinery,  all  kinds 
of  rolling  stock  owned  by  said  Chicago  and  Iowa  Railroad  Company, 
acquired  for  or  to  be  used  upon  said  railroad,  and  all  the  franchises 
and  rights  of  said  Chicago  and  Iowa  Rail  Road  Company  relating  thereto, 
and  all  property  acquired  by  virtue  thereof,  including  side-tracks,  turn- 
outs, machine  shops,  tools,  implements,  and  personal  property  used  on 
or  along  the  line  of  said  Railroad ;  and  all  property  acquired  by  said 
company  since  the  execution  of  said  mortgage  in  and  relating  to  said 
railroad,  together  with  all  and  singular  the  tenements  and  appurtenances 
thereto  belonging,  and  the  rents,  issues  and  profits  thereof,  and  all  the 
estate,  right,  title  and  interest  whatsoever,  as  well  in  law  as  in  equity 
of  said  Chicago  and  Iowa  Rail  Road  Company,  of,  in  and  to  the  same, 
and  all  other  property,  rights  and  franchises  and  tilings  whatsoever,  which 
were  intended  to  be  conveyed  by  said  mortgage,  now  in  the  hands  or 
under  the  control  or  authority  of  the  receiver  appointed  in  this  cause, 
and  all  property  acquired  by  purchase  or  otherwise  by  said  receiver  during 
the  pendency  of  this  suit  for  use  in  connection  with  said  railroad  and 
which  shall  be  at  the  time  of  said  sale,  in  his  possession,  or  to  which 
he  shall  be  entitled,  shall  fee  sold  by  Henry  W.  Bishop,  Master  of  this 
court,  together  as  one  entire  property  and  not  in  separate  parcels,  in 
the  manner  hereinafter  directed,  in  order  to  satisfy  and  pay  the  amount 
due  on  the  bonds  secured  by  said  Trust  Mortgage  of  the  said  Chicago 
and  Iowa  Railroad  Company  to  said  complainants,  and  the  costs  and 
expenses  of  this  suit,  and  of  said  sale. 

That  the  sale  made  under  this  decree  shall  be  at  public  auction  to 
the  highest  bidder.  That  notice  of  the  time  and  place  of  such  sale  shall 
be  given  by  said  Master  by  advertisement  thereof  daily  for  thirty  (30) 
successive  days  next  preceding  the  day  of  sale,  in  a  daily  news  paper 
in   each   of  the   cities   of   Chicago   and   Boston. 

That   the    complainants,    or    either    of   them,   may   bid   at   such    sale   and 


1902      CHICAGO,   BURLINGTON   &   QUINCY  RAILROAD  COMPANY 

purchase  in  said  property  for  and  on  behalf  of  the  holders  of  the  bonds 
secured   by    the   Trust    Mortgage   to   the   complainants. 

Or,  said  property  may  be  bid  off  by,  and  sold  and  conveyed  directly 
in  any  Hail  Road  Company  which  may  at  the  time  of  such  sale  have 
been  organized  by  said  bondholders  or  by  other  persons  in  their  interest 
for  the  purpose  of  taking  and  operating  said  mortgaged  railroad  and 
property  on  their  behalf: 

That  at  the  time  of  the  sale  said  Master  shall  require  to  be  paid 
to  him  by  the  purchaser  of  said  property  in  cash,  such  an  amount  as  may 
he  required  to  pay  the  expenses  of  such  sale,  and  costs  and  expenses 
of  this  suit,  including  the  fees  of  the  master  and  of  the  solicitors  for 
the  complainants,  and  for  the  expenses  of  the  complainants  as  trustees, 
and  such  additional  amount  in  cash  as  may  be  required  to  pay  to  the 
bondholders  BeCUred  under  said  Trust  Mortgage  to  complainants,  who 
shall  not,  at  the  time  of  such  sale,  have  signified  their  purpose  to  join 
in    the   purchase   of   said    property,   their   proportionate   part    of   the   purchase 

money. 

For  the  payment  of  the  remainder  of  the  purchase  money,  the  said 
Master  may  receive  the  bonds  of  said  defendant,  the  Chicago  and  Iowa 
Railroad  Company  secured  by  said  Trusl  .Mortgage  to  the  complainants; 
each  bond  receivable  for  one  eleven  hundred  and  fiftieth  part  of  the 
purchase  money  distributable  to  bondholders. 

Said     .Master    to    require     full     paymenl     of    the     purchase    money     in    cash 

or   iii    bonds   as   herein    provided,   within   thirtj    days   from   and   after   the 

day    of    sale. 

Hut  in  case  said  property  shall  he  bid  off  by  any  person  or  persons 
other  than   s.nd   bondholders,  or  some   person   or   persons  on   their  behalf, 

or  by  or  on  behalf  of  such  new  organization,  then  and  in  such  case, 
tin-  .Master  shall  require  the  whole  amount  of  tic  purchase  money  to  be 
paid    in    cash    at     the    tune    of    sale. 

[Jpon  'ho  expiration  of  the  thirty  days  from  and  after  the  day  of 
sale,   said    .Master    is   directed    to   make   and    present    to   this  court    a    report  of 

his  proceedings  under  this  decree,  and  upon  confirmation  of  such  report 
the  said  .Master  shall  execute  and  deliver  a  deed  of  conveyance  of  the 
premises   to   the   purchaser   or   purchasers   thereof. 

And  for  the  better  assuring  to  the  purchaser  the  title  to  the  same. 
--aid  defendant  company  and  its  president,  and  the  receiver  in  this  cause 
shall    jointly    or    separately    execute    and    deliver    to    such    purchaser    or 

purchasers,  or  to  his  or  their  assigns,  a  release  deed  of  all  their  right, 
title  and  interest  in  and  to  the  premises,  to  which  said  purchaser  is 
entitled,  and  to  every  part  thereof.  And  upon  neglect  or  refusal  to  make 
such  release  deed  by  either  of  them,  the  said  Master  is  hereby  directed 
in  its,  his  or  their  names,  or  their  behalf,  to  execute  and  deliver  such 
release  deed. 

IV.  .Should  said  premises  be  purchased  at  such  sale  by  the  complainants', 
or  either  of  them,  on  behalf  of  the  holders  of  the  bonds  secured  under 
the  Trust  Mortgage  to  them,  or  buy  such  new  Kail  Koad  Company  organized 
by   said   bondholders,   the   same   shall   be   held   in   trust   by   the   purchaser 


CORPORATE    HISTORY  1903 

for  all  bondholders  who  have  joined  or  may  join  in  such  purchase  or  new 
organization,  ratably   to  the  amount   of  bonds  held  by   them  respectively. 

That  all  such  bondholders  who  shall  have  joined  in  such  purchase,  and 
all  such  as  shall  desire  to  participate  in  the  benefits  thereof,  shall  deliver 
their  bonds  to  the  complainant  or  complainants  making  such  purchase, 
or  to  the  Master  of  this  court,  within  thirty  (30)  days  from  and  after  the 
day  of  sale,  and  shall  within  the  same  time  pay  over  to  them  or  him,  the 
amount  of  cash  required  to  be  paid  to  the  Master  under  the  terms  of 
this  decree. 

That  all  said  bondholders  who  shall  fail  to  come  in  and  deliver  their 
bonds  and  pay  over  the  moneys  as  herein  provided  within  the  thirty  (30) 
days  from  and  after  the  day  of  sale,  shall  not  be  entitled  to  take  or 
receive  the  benefits  of  such  purchase,  or  of  such  new  organization,  and 
shall  be  thereafter  forever  barred  and  estopped  from  setting  up  any 
right  to  participate  in  such  purchase  or  such  new  organization,  or  to  the 
property  bid  off  at  such  sale.  But  the  court  may,  upon  good  cause 
shown,  and  upon  such  terms  as  may  seem  equitable,  enlarge  the  time  of 
their  coming  in,  for  a  period  not  exceeding  thirty    (30)    days. 

V.  That  the  Master,  with  his  report  of  the  proceedings  under  this  de- 
cree bring  into  this  court,  together  with  the  balance  of  purchase  money 
remaining  in  his  hands  there  to  remain  subject  to  the  orders  of  the  court. 
all  bonds  that  shall  be  delivered  to  and  received  by  him  in  payment  of 
such  purchase  money,  and  cancel  the  same  and  file  them  with  the  clerk 
of  this  court. 

That  the  delivery  to  the  purchaser  of  the  deed  conveying  to  him. 
it  or  them,  the  said  mortgaged  premises  after  the  confirmation  of  said 
sale,  and  the  payment  to  the  parties  entitled  to  the  same,  all  the  moneys 
found  to  remain  in  the  hands  of  the  receiver  upon  a  final  settlement  of  his 
accounts  as  hereinafter  provided,  shall  be  deemed  and  taken  to  be  a  full 
satisfaction  of  all  such  bonds,  and  also  of  this  decree,  so  far  as  the  same 
is  based  upon  the  same. 

VI.  That  all  said  bondholders  not  joining  in  such  purchase  or  new 
organization,  and  not  electing  to  participate  in  the  benefits  thereof  as 
hereinbefore  provided,  will  present  their  bonds  to  the  clerk  of  this  court, 
who  will  pay  to  them  respectively,  their  proportion  of  the  amount  bid  at 
such  sale,  and  endorse  on  each  bond  its  just  proportion  of  the  amount 
received  on  such  sale,  as  a  payment  to  that  extent,  and  return  the  same 
to  the  owner  thereof. 

VII.  That  such  sale  be  made  subject  to  outstanding  bonds  of  the  said 
defendant  company,  of  the  date  of  November  1st,  A.  D.  1869,  to  the  ag- 
gregate of  six  hundred  thousand  dollars,  ($600,000)  with  interest  thereon 
to  December  1st,  A.  D.  1877,  amounting  to  twenty  thousand  dollars,  ($20,- 
000),  secured  by  a  trust  mortgage  executed  by  the  said  defendant  company, 
of  the  same  date  with  said  bonds,  to  the  Farmer's  Loan  and  Trust  Com- 
pany, trustee  therein,  and  subject  to  all  the  rights  of  the  holders  of  these 
bonds,  and  of  the  trustee  under  this  deed  of  trust. 

VIII.  That  until  the  confirmation  of  the  Master's  report  of  sale  and 
delivery  of  the   Master's  Deed  to  the  purchaser,  herein  provided  for,  the 


L904      CHICAGO,  BURLINGTON   &   QUIXCY  RAILROAD  COMPANY 

mortgaged  premises  and  property  to  remain  in  the  custody  of  the  receive* 
heretofore  appointed  by  this  court,  to  be  operated  and  managed  by  him 
under  the  orders  of  the  court. 

IX.  That  upon  delivery  of  the  mortgaged  premises  to  the  purchaser 
thereof,  the  receiver  shall  immediately  settle  and  adjust  his  accounts  with 
the  master  of  this  court,  to  whom  the  Bame  are  referred  for  that  purpose, 
and  for  report  thereon.     That   upon   final  settlement   of  his  accounts,  the 

iver  will  pay  over  and  deliver  to  the  clerk  of  this  court,  any  moneys 

or    property    that    may    remain    in    his   hands,    to    be   subject    to    the   order   of 

the  court   for  distribution  among  the  bondholders  entitled  to  tin'  same,  or 

h  other  appropriation  by  tin'  court   as  equity  may  seem  to  require. 

X.  Should  any  lawful  contracts  or  just  liabilities  of  the  receiver  re- 
main unexecuted  <>r  unsatisfied  at  the  termination  of  his  office,  and  the 
moneys  paid  over  by  him  into  this  court  shall  not  he  sufficient  to  adjust 
the  same,  the  court  I  to  itself  the  right  to  make  such  order  for  the 
further   execution    of    BUCh    contracts,   and    for    the   discharge    of   such    ohlign 

tions  as  circumstances  may  equitably  demand. 

XI.  That  upon  sale  of  the  said  mortgaged  premises  as  hereinbefore  pro 

vided,  the  said  defendant,  the  Chicago  and  Iowa  Railroad  Company  and 
:ils.,  [ngersoll    Bowditch,    William    Q.    Weld    and    ('.   .1.    Morrill,   01 

cepl  a-  bondholders  claiming  under  tin-  decree  and  such  sale,  whose  rights 
in  that  relation  are  hereby  preserved,  and  eaeh  of  them,  be  forever  barred) 

ped    f r •  .111    setting    up    any    ri^'ht,    title,    interest,    estate, 

claim  or  demand  at  law  or  in  equity,  in  or  to  the  said  rtgaged  premises 

.    ■   .    same   are   described    in    this   decree   and    intended    to   l>e   included 

thereby   or   any   part    or    parcel    thereof. 

And    that    upon    the    confirmation    of    such    sale    and    delivery    of    the   deed 

.    pursuant    to    this    decree, 

defendant  company  and  all   persons  claim  ng  under  it   since  the  data 

,,l  Trust    M  to  the  complainants,  and  the  said  receiver  do  tm 

mediately   surrender  and   deliver   up  the   possession   of   said   premises,  and 

.    part   and  parcel   thereof,  unto  said   purchaser  or   purchasers,  his  01 

theu  -  upon  presentation  of  said  deed  of  said  Master  so  to  he  made 

delivered  as  aforesaid. 

All.  That  the  fee,  and  compensation  of  the  Blaster  for  his  services  in 
carrying  into  execution  t!  ,  and   for  the  services  of  the  solicitors  for 

complainants  in  this  cause,  together  with  the  costs  of  this  suit  ami  of  such 

.    and    the    expense    of    carrying    the    same    into    execution,    and    the    ex- 

mplainants  in  this  cause,  !"■  paid  by  the  Master  out  of  the 
pro<  by   the   receiver   out    of   any   moneys   in   his   hands 

which  may  he  equitably  appropriated  by  him  for  that  purpose. 

AGREEMENT,    April    1,    1870,    Chicago,    Burlington    &    Quincy    Railroad 
Company    and   The    Chicago    and    Iowa    Railroad   Company. 

(See  page  962) 
Memorandum   of   an   agreement   made   and   entered    into   this   first   day   of 
April  A.  1).  Is7n,  by  and  between  the  Chicago,  Burlington  &  Quincy  Rail 
road  Company   of   the   first   part   and  the  Chicago  and    Iowa    Railroad   Com- 


CORPORATE    HISTORY  1905 

pany  of  the  second,  both  being  corporations  established  by  the  laws  of 
the  State  of  Illinois. 

Witnesseth:  That  whereas  the  party  of  the  second  part  is  now  engaged 
in  the  construction  of  a  line  of  Railroad  from  the  City  of  Aurora  in  a 
westerly  direction  to  the  Mississippi  River,  and  for  the  purpose  of  enabling 
said  Railroad  Company  to  transport  its  freights  and  passengers  to  the 
City  of  Chicago  and  thereby  enable  it  to  do  business  in  the  City  of  Chicago, 
It  is  agreed  by  the  party  of  the  first  part  to  permit  the  party  of  the  second 
part  to  connect  its  Track  with  that  of  the  party  of  the  first  part  at  a 
point  on  the  West  side  of  the  Fox  River  within  or  near  the  City  of  Aurora 
Kane  Co.  Illinois,  and  for  the  purpose  of  enabling  the  said  Chicago  and 
Iowa  Railroad  Company  to  construct  their  line  of  Railroad  with  such 
extentions,  branches  and  appurtenances  as  they  may  from  time  to  time 
make,  Said  Chicago,  Burlington  &  Quincy  Railroad  Company  agrees  to 
carry  all  the  material  used  in  the  construction  of  said  Railroad  of  the 
party  of  the  second  part  that  shall  go  from  the  City  of  Chicago  at  cost 
not  to  exceed  Ten  dollars  per  car  and  generally  not  to  exceed  Two  and  one 
half  Cents  per  ton  per  mile,  and  one  dollar  and  a  half  per  car  for  dockage 
and  loading,  said  party  of  the  second  part  furnishing  their  own  cars  and 
take  them  for  the  same  out  of  the  joint  business  done  between  the  parties 
after  the  said  second  party  shall  have  completed  their  line  of  Railroad. — 

And  the  better  to  promote  the  convenience  of  the  public  and  to  facilitate 
the  despatch  of  the  joint  business  of  the  two  companies,  meaning  by  joint 
business,  any  business  participated  in  by  them  which  shall  pass  over  the 
whole  or  any  portion  of  the  Road  of  the  party  of  the  first  part  and  over 
any  portion  of  the  road  of  the  party  of  the  second  part  whether  relating 
to  the  transportation  of  freight  or  passengers  as  well  as  for  the  pur- 
pose of  defining  their  seperate  relations  to  each  other  in  the  transaction 
of  said  joint  business  the  said  parties  hereby  agree  mutually  with  each 
other  as  follows,   Viz: 

First :  The  taking  of  goods  or  passengers  upon  one  of  these  roads  to 
pass  upon  the  other  shall  not  be  by  reason  of  this  instrument  (except  when 
it  is  specifically  provided)  effect  the  remedy  of  either  against  the  other, 
nor  give  the  public  any  rights  of  action  against  both  or  either  seperately, 
which  they  would  not  otherwise  have — 

Second:  Each  party  upon  its  respective  Roads  shall  furnish  for  the 
joint  business  which  originate  or  be  left  upon  it  as  suitable  &  proper 
depot  accommodations  as  it  may  have  and  use  for  its  own  seperate  busi- 
ness. The  party  of  the  first  part  is  to  furnish  Depot  Accommodations  both 
in  the  City  of  Chicago  and  Aurora  and  each  will  exercise  the  same  care 
and  vigilance  in  selling  tickets  to  passengers  and  giving  the  proper  in- 
formation in  receiving  and  delivering  all  freights  offered  for  transporta- 
tion including  the  loading  and  unloading  for  the  joint  business  as  for  its 
separate  business,  the  said  Second  party  however  to  pay  its  proper  propor- 
tion of  station  service  rendered  at  Aurora  by  said  first  party  as  to  all 
business  local  to  the  road  of  the  second  party,  each  party  will  also  collect 
and  be  answerable  to  the  other  for  the  dues  and  receipts  on  joint  account 
accrueing  and  to  be  collected  on  their  respective  Roads  and  pay  over  to  the 


1906       CHICAGO,   BURLINGTON    &    QCINCY    RAILROAD   COMPANY 

other  each  and  every  week  as  near  as  may  be  ascertained  the  amount  of 
money   which   may   have   been   accumulated   in   its  hands   belonging   to  the 

other  leaving  accurate  settlements  to  be  made  between  them  at  the  end 
of  each  month  or  within  thirty  days  thereafter  at  which  time  abstracts  of 
the  joint  business  shall  be  furnished  by  each  company  to  the  other  and 
the  books  of  each   shall   be  open  to  the  other  to  verify  the  same. 

Third:  The  party  of  the  second  part  shall  furnish  all  necessary  and 
Buitable  passenger,  freight  and  other  cars  for  the  joint  business  and  the 
said  party  of  the  first  part  shall  furnish  repair  and  operate  all  necessary 
and  suitable  motive  power  to  transport  the  cars  for  the  joint  business  upon 
the  Road  of  said   tir-t   party  between  the  junction  of  the  two  roads  and  the 

City  of  Chicago,  and  will  transport  tin'  cars  used  therefor  promptly  un- 
load and  reload  the  same  without  unnecessary  delay  showing  no  partiality 
or  favor  to  their  own  cars  over  those  used  for  the  Joint  business.  Grain, 
Lumber  ami  Stock  however  to  he  handled  loaded  and  unloaded  in  like 
manner  as  are  the  Grain  Lumber  and  Stock  transported  Soley  by  said  first 
party  ami  are  to  lie  paid    for  by  the  owners  in   like  manner. 

Fourth:  The  mode  <>f  division  of  the  revenues  from  the  .Joint  business 
shall  be  :is  follow-:  the  whole  money  earned  upon  the  two  roads  in  the 
transportation  of  any  property  or  passengers  in  the  Joint  business  shall 
lie    presumed    to    have    been    earned    upon    each    road    in    proportion    to    the 

distance  it  has  passed  over  each  road,  allowing  to  every  mile  it  may  be 
carried  a  uniform  rat.-  of  compensation  or  dividing  the  whole  monej  earned 

by    the    number    miles    the    passenger    or    freight    has    been    carried    to   get   the 

earnings  of  each   mile  and  this  multiplied   by   the  miles  carried   on   each 

road  will  give  the  revenue  earned  upon  each  road:  The  whole  of  the 
revenue  earned   or  accrued   upon    the    Road   of   the  second   party  shall   belong 

to  it.  of  the  monies  earned  or  accrued  upon  the  Road  of  the  lirst  party, 
Seventy  *  7"  hollars  out  of  every  hundred  (100)  Hollars  shall  belong  to 
it.  ami  the  balance  being  Thirty     3  (     hollars  out  of  every  one  hundred  (100) 

Hollars  -hall  belong  to  the  party  of  the  second  part,  and  after  this  rate 
shall    all    money    Tim-    earned    upon    the    Joint    freight    passenger,    mail    and 

express  business  upon  the  Road  of  the  firs!   part;  be  divided. 

Fifth:  The  party  of  the  second  pari  shall  have  the  right  to  fix  upon 
and  alter  and  adjust  the  Tariff  of  the  .joint  business  but  shall  not  fix 
the  tariff  lower  than  the  same  may  be  upon  competing  points  on  the  road 
of  the   party   of  the  nrBl    part   to  the   prejudice  or   injury   of  said   lirst    party. 

-   \th:      Should    any    Passenger    or    freight    get    into    or    upon    the    cars    in 

their  joint  p  -  g  over  the  road  of  the  fir-t  party,  such  passengers  or 
Jit  not  passing  over  any  portion  of  the  Road  of  the  second  party. 
The  money  collected  for  the  transportation  of  such  freights  or  passengers 
shall  be  paid  over  to  the  party  of  the  first  part  after  deducting  a  reasonable 
compensation  for  the  Bervice  done  to  be  agreed  upon  by  the  superintendents 
of  the   two   Roads. 

Seventh:  The  party  of  the  second  part  may  elect  at  any  time  after 
giving  the  first  party  reasonable  notice  of  their  intentions  so  to  do,  to 
furnish  their  own  Engines,  and  equip  their  own  trains  with  suitable  con- 
ductors  and   other   necessary   agents  and   servants  to  take   charge   thereof, 


CORPORATE    HISTORY  1907 

and  also  to  furnish  water  and  fuel  for  the  engines  except  in  the  City  of 
Chicago  using  the  track  of  said  party  of  the  first  part  and  also  their  Depot 
accommodations  in  the  City  of  Chicago,  and  when  the  trains  of  the  said 
second  party  are  equipped  and  furnished  and  run  by  the  said  second  party 
as  herein  provided,  such  rules,  regulations  and  provisions  for  running  of 
the  Trains  of  said  second  party  on  the  road  of  said  first  party  between 
Chicago  and  Aurora  and  for  the  adjustment  of  all  expenses  and  damages 
that  may  be  occasioned  thereby  shall  be  agreed  upon  as  shall  be  reasonable 
and  proper  and  when  said  Second  party  shall  so  equip  and  run  their  trains, 
the  proceeds  of  the  Joint  business  shall  be  divided  as  follows: — The  party 
of  the  first  part  shall  receive  Sixty  per  cent  instead  of  Seventy  per  cent 
and  the  party  of  the  second  part  shall  receive  Forty  (40)  per  cent  in- 
stead of  Thirty  (30)  per  cent  as  specified  in  the  fourth  Article  of  this 
contract,  provided  however,  That  this  option  shall  not  go  into  effect  until 
the  business  shall  have  become  sufficiently  large  to  make  it  more  convenient 
for  both  parties  that  seperate  trains  shall  be  run  to  accommodate  the 
business  of  the  second  party. 

Eighth :  At  first  and  until  said  second  party  shall  erect  and  establish 
suitable  shops  of  their  own  for  the  manufacture  of  Engines  and  Cars,  The 
said  first  party  agrees  to  manufacture  any  passenger,  freight  and  other 
cars,  and  to  repair  any  engines,  cars  and  tools  needed  by  said  second  party 
and  to  charge  actual  cost  and  five  (5)  per  cent  for  doing  the  same.  State- 
ments of  Accounts  to  be  made  semi-annually  and  all  amounts  not  paid 
within  ten  day's  after  rendering  the  statement  to  draw  interest  until  paid. 

Ninth :  If  in  the  execution  and  performing  of  this  contract  questions  of 
difference  shall  arise  between  the  parties  as  to  the  meaning  of  this  con- 
tract or  any  part  thereof,  or  if  in  practice  it  shall  be  found  that  some  other 
provision  should  be  inserted  herein,  or  some  contained  herein  should  be 
modified  or  changed  in  order  to  secure  the  object  designed  by  this  Con- 
tract, or  if  in  practice  it  should  be  found  by  either  party  that  any  pro- 
vision or  stipulation  herein  operate  injuriously  or  unjustly  to  the  interests 
of  said  party  it  is  mutually  agreed  by  the  parties  herein,  that  in  every 
such  case  in  order  to  carry  out  the  general  intent  and  scope  of  this  contract 
that  both  parties  will  negotiate  with  fairness  and  candor  anew  and  insert 
other  clauses  to  obviate  the  unfairness  or  difficulty. 

But  if  in  the  operation  of  this  contract  the  parties  are  unable  to  amicably 
adjust  any  question  of  difference  that  may  arise  either  party  may  by  first 
giving  Ten  (10)  days  written  notice  to  the  other  party  of  his  intentions 
so  to  have  the  matter  in  dispute  submitted  to  two  disinterested  parties  as 
referees  one  of  whom  shall  be  selected  by  each  party  and  if  at  the  end  of 
Ten  (10)  days  the  party  notified  does  not  select  his  referee  then  the  party 
giving  the  notice  may  select  both  referees  and  they  may  select  a  third  in 
case  they  cannot  agree  and  their  award  made  after  notice  to  the  parties 
of  the  time  and  place  of  having  the  matter  referred  and  hearing  the  party 
or  parties  that  may  attend,  shall  be  final  and  binding  on  the  parties  and 
they  hereby  expressly  agree  to  abide  thereby. 

Tenth :  Should  the  party  of  the  first  part  be  dissatisfied  hereafter  with 
the  amount  agreed  to  be  paid  for  engine  and  train  service  and  so  fourth 


1908       CHICAGO,   BURLINGTON   &    QTJINCY    RAILROAD   COMPANY 

under  clause  seventh  of  this  contract  it  shall  have  the  right  to  have  it 
readjusted  by  future  mutual  agreement  or  by  arbitration  as  herein  provided 
for  in   other  cases. — 

This   contract    shall    take   effect    and    lie   in    force    for   the    term    of   Thirty 

Fears  from  the  first  day  of  April   A.    1).    1S70  and   during  that  period 

the   business   both    freight    and    passenger   of   the   said    second    party   to   and 

from  Chicago  shall  be  done  over  the  road  of  the  said  first  party  under  this 

agreement. — 

In    II  itness    fVhereo)    t  h.  ■   sa  d    parties   by   their   respective   presidents  have 

hereunto  set  their  hands  for  and  on  behalf  of  their  respective  corporations 
and  have  caused  the  seal  of  each  Corporation  attested  by  the  Bec'y  thereof 
to  I"'  hereunto  attached.     The  daj   and  year  firsl  above  written. — 
Written: 

The  C.   H.  &   Q.   K.   B.  Co. 


/;.//  .i.  p.  .iov, 

Mtesl : 

I'll  .si ill  III 

A.    T. 

11  ALL. 

St  c  \u. 

The  Chicago 

ind    Iowa    R.    R.   Co. 

F.     E.     UlNCKLIV. 

Alt.  si  : 

I'll  Xlllt   lit 

SUPPLEMENTAL,  AGREEMENT,  April  1,  ls7n  Chicago,  Burlington  & 
Quincy  Railroad  Company  ami  The  Chicago  ami  Eowa  Railroad  Com 
p'any. 

(See  page  '■'■ 
Whereas,  the  Chicago  Burlington  ami  Quincy  Railroad  Company  and  the 
ago  and   Iowa   Railroad  Companj    did  on  the  first  day  of  April  A.  D. 

|s7o.  enter  into  a  contract    for  doing  a   Joint   business  in   the  transportation 

i       -lit   and    Passengers   ami    Whereas   bj    tie-   ter^ins   of   said   Contract 

1  g      and    Iowa    Railroad   Company    is   to    receive   Thirty    (30;    per 

cent   of  the   .  mings   from   tin-  joint    business   between   Chicago  and 

Aurora  which  will  he  to  it  mostly  net  profits  and  by  which  there  will  ac- 
cumulate in  the  hands  of  the  Chicago,  Burlington  and  Quincy  R.  Road 
pany  a  large  amount  of  monej  belonging  to  the  saiil  Chicago  ami  Iowa 
Railroad  Company    and 

Whereas,  the  -aid  Chicago  and  Iowa  Railroad  Company  has  this  day 
s  to  the  Farmers  Loan  ami  Trust  Company  of  the  City  of  New 
Yolk    as   Tri.  firsl    and    only    mortgage   on    all    of    this   said    Railroad 

ther  with  all  of  its  appurtenances  rights  and   franchises,  and 

Whereas,  -aid  Company  is  desirous  of  providing  a  fund  to  secure  the 
payment  and  ultimate  redemption  of  said  mortgage  and  the  bonds  is- 
sued under  it. — 

A'oc  Therefore,  it  is  hereby  mutually  agreed  by  and  between  the  parties 
that  the  said  Chicago,  Burlington  and  Quincy  Railroad  Company  is  hereby- 
authorized  to  retain  in  their  hands  all  the  money  Which  may  be  earned  in 
said  joint  business  and  on  the  first  day  of  April  and  October  in  each 
year    pay   over   all   monies   so    accumulated    in    their   hands   as   belonging   to 


CORPORATE    HISTORY  1909 

the  Chicago  and  Iowa  Railroad  Company  to  the  said  Trustee  and  to  be 
used  by  it  as  provided  in  said  mortgage  for  the  purpose  of  providing  .1 
sinking  fund  for  the  redemption  of  said  mortgage  bonds. 

It  is  expressly  understood,  that  the  mortgage  above  referred  to  shall  not 
be  for  an  amount  to  exceed  Sixteen  (16)  Thousand  Dollars  to  the  mile  of 
finished  road  and  that  the  stipulations  of  this  agreement  shall  only  apply 
to  those  bonds  on  which  a  copy  of  this  Contract  is  printed. 

This  Contract  shall  be  construed  to  be  not  only  a  contract  between  the 
parties  but  also  between  the  parties  and  the  holders  of  any  of  said  bonds.— 

This  contract  to  be  in  force  for  Thirty  (30)  Years  or  for  so  long  a  time 
as  will  be  sufficient  to  provide  a  fund  large  enough  to  redeem  all  of  said 
bonds  after  which  time  the  earnings  from  the  joint  business  shall  be  paid 
over  to  the  said  Chicago  &  Iowa  Railroad. 

And  in  order  to  make  such  fund  as  large  and  effectual  as  possible  it  is 
agreed  that  all  the  business  of  said  Chicago  and  Iowa  Railroad  Company 
both  freight  and  passenger  both  to  and  from  Chicago  shall  pass  over  the 
road  of  the  first  party. — 

In  witness  whereof,  the  said  parties  by  their  respective  Presidents  have 
hereunto  set  their  hands  for  and  in  behalf  of  their  respective  Corporations 
and  have  caused  the  seal  of  each  corporation  attested  by  the  secretary 
thereof  to  be  hereunto  attached  this  first  day  of  April  A.  D.  1870. — 

The  Chicago,  Burlington  and  Quincy  Railroad  Company, 
[seal]  By  James  F.  Joy, 

Attest:  President: 

A.  T.  Hall,  Sec'y. 

The    Chicago   and   Iowa   Railroad   Company, 
[seal]  By  F.  E.  Hinckley, 

Attest:  Presidt  nt. 

P.  B.  Stickney,  Sec'y 

AGISEEMENT,   February    is,   J.925   Chicago,   Burlington    #    Quincy    K:iil 
road  Companv.  and  Paducah  &  Illinois  Railroad  Company. 

(See  page  1641) 

AGREEMENT,   Made   and   entered   into   this   18th    day   of   February,   192.1 
by  and  between  the  Chicago,  Burlington  &  Quincy  Railroad   Company, 
as   party    of   the   first   part,    hereinafter   called   the    "Burlington    Com- 
pany, "and   the   Paducah    &    Illinois   Eailroad,   as  party    of   the   second 
part,  hereinafter  ealled  the  "Paducah  Company"; 
Witnessein:    Wlu  redes',  a   connection  between  the  trued;  of  the  Burlington 
Company    and    the   track    of   the    Paducah    Company   at    Metropolis,    Illinois, 
has     heretofore     been     constructed     and     has     since     been     in     operation, 
and  the  parties  desire  to  set  forth  in  writing  the  ownership  of  said  switrh 
connection   and   the   obligations   of   the   parties   hereto   with    respect   to   the 
maintenance  thereof ; 

Now,  Therefore,  it  is  agreed  by  and  between  the  panics  hereto  as  follows: 
I.     The  location  of  said  connection  is  as  shown  on  blue  print  580.36  here 
to  attached,  identified  by  the  signature  of  A.  W.   Newton,  Chief  Engineer, 
which  is  hereby  made  a  part  hereof. 


1910      CHICAGO,   BURLINGTON  &   QULNCY   RAILROAD  COMPANY 

The  Burlington  Company  in  consideration  of  the  payment  to  it  by  the 

Paducah  Company  of  the  cost  of  the  labor  and  material  involved  in  the 
(•(instruction  thereof,  the  receipt  of  which  ifl  hereby  acknowledged  by  the 
Burlington  Company,  does  hereby  transfer,  convey,  and  assign  to  the  Pa- 
ducah Company  all  thai  certain  trackage  which  is  shown  in  red  on  said  blue 
print    hereto   attached. 

The  ownership  of  the  trackage  shown  in  green  on  said  blue  print  hereto 
attached  is  vested  in  the  I'aducah  Company.  The  ownership  of  the  track- 
age shown  in  yellow  on  said  blue  print  hereto  attached  is  vested  in  the 
Burlington  <  lompany. 

II.  The  said  connection  from  point  of  switch  to  heel  of  frog,  as  shown 
on  gaid  blue  print  hereto  attached,  >hall  be  maintained,  repaired  and  re 
newed   by  the  Turlington   Company,  and   the   I'aducah   Company   shall  within 

twenty (20)  days  after  the  receipt  of  bills  therefor  from  the  Burlington 
Company  pay  to  the  Burlington  Company  one  half  the  cost  of  such  main- 
tenance,   repair   and    renewal. 

The  Burlington  Company  Bhall  be  the  equal  joint  owner  with  the  I'a- 
ducah Company  of  any  new  switch  ties  which  may  be  installed  by  the  Bur 
lington  Company  in  said  connection  in   lieu  of  the  present   switch  Ins  therein. 

III.  The  >:iid  connection  and  its  a  ppurt  enances  shall  be  subject  to  the 
provisions,  all  and  Singular,  of  the  contract-  between  the  parties  hereto  dated 

September  1,  1914,  and  January   1",  1923,  respectively,  and  this  agreement 

relating  to  the  maintenance  Of  Bald  connection  shall  run  concurrently  with 
said  agreements  dated  September  1,  1914  and  January  10,  1923,  and  shall 
terminate    therewith. 

/;    w  itness  Whereof,  the  parties  hereto  have  executed  this  agreement  in 

duplicate,   the  day   and   year   tirst    above   written. 

Chicago,    Burlington  &   Quincy    Railroad  Company, 

liy  C.  C.  Hi  li.MiAH, 

Ezt  outive-Vice  President. 

Form    Approved:  I'aducah   &    Illinois   Railroad, 

Thos.  .1.  I. \wi.i  liy  W.  P.  Bruce, 

Gem  ral  Attorney.  Gen' I  Manager. 

SUPPLEMENTAL,  AGREEMENT,  February  1  ,1919.  Chicago  Union  Sta- 
tion Company,  Chicago,  Burlington  and  Quincy  Railroad  Company,  Chi- 
cago, Milwaukee  and  St.  I'aul  Railway  Company,  The  Pittsburgh,  Cin- 
cinnati, Chicago  and  St.  Louis  Railroad  Company,  Pennsylvania  Com- 
pany, The  Pennsylvania  Railroad  Company,  Pittsburgh,  Fort  Wayne 
and  Chicago  Railway  Company  and  Illinois  Trust  and  Savings  Bank 
(Trustee),  covering  the  construction,  maintenance  and  operation  <>f  a 
union  passenger  station  and  facilities. 

(see  page  242.) 

This  Supplemental  Agreem>  at,  made  this  First  day  of  February,  1919, 
by  and  between  Chicago  Union  Station  Company,  hereinafter  designated 
the  Station  Company,  Chicago  Burlington  and  Qnincy  Railroad  Company, 
Chicago,  Milwaukee  and  St.  Paul  Railway  Company,  The  Pittsburgh,  Cin- 
cinnati, Chicago  and  St.  Louis  Railroad  Company  and  Pennsylvania  Company, 


CORPORATE    HISTORY  1911 

hereinafter  designated  the  Proprietary  Companies,  The  Pennsylvania  Kail- 
road  Company,  Pittsburgh,  Fort  Wayne  and  Chicago  Railway  Company,  and 
Illinois  Trust  and  Savings  Bank,  hereinf ter  designated  the  Trustee : 
Witnesseth: 

Whereas,  the  Station  Company,  in  order  to  secure  the  payment  of  the 
principal  and  interest  of  an  aggregate  issue  of  $60,000,000.00  First  Mort- 
gage Gold  Bonds,  executed  and  delivered  to  the  Trustee  its  First  Mortgage, 
dated  July  1,  1915 ;  and 

Whereas,  all  of  the  parties  hereto  except  The  Pittsburgh,  Cincinnati,  Chi- 
cago and  St.  Louis  Railroad  Company  entered  into  an  agreement,  dated 
July  2,  1915,  to  which  this  agreement  is  supplemental,  in  which  terms  and 
provisions  for  the  construction,  maintenance,  operation  and  occupancy  of  a 
union  station  in  Chicago,  Illinois,  were  embodied  and  set  forth ;  and 

Whereas,  Section  Five  of  the  said  agreement  of  July  2,  1915,  provides 
for  the  joint  and  several  guaranty  of  the  bonds  of  the  Station  Company, 
in  manner  and  form  as  set  fortli  in  the  said  section,  by  the  Proprietary 
Companies  named  therein,  including  The  Pittsburgh,  Cincinnati,  Chicago 
and  St.  Louis  Railway  Company ;  and 

Whereas,  Section  Twenty  of  the  said  agreement  of  July  2,  1915,  provides 
that  the  covenants  of  the  said  agreement  shall  be  binding  upon  and  inure 
to  the  benefit  of  the  respective  parties  thereto,  their  successors,  lessees, 
grantees  and  assigns;  and  further  provides  that  "if  any  of  the  Proprietary 
Companies  shall  consolidate  with  any  railway  company,  the  consolidated 
company  shall  be  liable  to  make  all  payments  and  to  perform  all  obligations 
which  would  be  obligatory  upon  each  of  the  constituent  companies,  if  such 
consolidation  had  not  been  made,  and  shall  likewise  succeed  to  all  the  rights, 
privileges  and  advantages  of  said  constituent  companies";  and 

Whereas,  The  Pittsburgh,  Cincinnati,  Chicago  and  St.  Louis  Railway 
Company,  one  of  the  Proprietary  Companies  named  in  the  said  agreement 
and  in  the  said  form  of  guaranty,  was  on  January  1,  1917,  duly  merged  into 
a  consolidated  company  under  the  name  of  The  Pittsburgh.,  Cincinnati,  Chi- 
cago and  St.  Louis  Railroad  Company,  which  said  consolidated  company  now 
owns  in  severalty  all  of  the  stock  of  the  Station  Company  formerly  owned 
by  The  Pittsburgh,  Cincinnati,  Chicago  and  St.  Louis  Railway  Company : 

Now,  therefore,  in  consideration  of  the  premises,  and  of  the  covenants 
and  agreements  and  the  reciprocal  benefits  and  advantages  conferred  upon 
and  secured  by  the  parties  hereto  in  the  said  agreement  of  July  2,  1915, 
to  which  this  agreement  is  supplemental;  and  in  further  consideration 
of  the  rights,  privileges  and  advantages  acquired  by  and  the  promises  and 
undertakings  of  The  Pittsburgh,  Cincinnati,  Chicago  and  St.  Louis  Railroad 
Company,  it  is  covenanted  and  agreed  as  follows: 

Section  1.  The  Pittsburgh,  Cincinnati,  Chicago  and  St.  Louis  Railroad 
Company  hereby  assumes  and  makes  its  own  the  obligations  of  The  Pitts- 
burgh, Cincinnati,  Chicago  and  St.  Louis  Railway  Company  as  contained  and 
set  forth  in  said  Section  Five  of  the  said  agreement  of  July  2,  1915,  and 
in  the  form  of  guaranty  contained  therein,  and  covenants  and  agrees  to  make 
all  payments  and  to  perform  all  obligations  which  would  be  obligatory  upon 
The  Pittsburgh,  Cincinnati,  Chicago  and  St.  Louis  Railway  Company,  if  the 


1912      CHICAGO,    BURLINGTON   A   QDINCY   RAILROAD  COMPANY 

Lation  bad  not  been  made;  it  being  the  purpose  and  intent  of 
this  agreement  that  The  Pittsburgh,  Cincinnati,  Chicago  and  St.  Louis  Rail- 
road Company  Bhall,  aa  it  hereby  does,  assume  the  full  performance  of  all 
d  conditions  in  the  matter  of  the  said  guaranty  imposed  upon 
and  assumed  by  The  Pittsburgh,  Cincinnati,  Chicago  and  St.  Louis  Railway 
Company  in  Section  Five  of  the  Baid  agreemenl  of  July  -,  L915. 

$  2.    The  Pittsburgh,  Cincinnati,  Chicago  &  St.  Louis  Railroad  Company 

hereby  expressly  approves,  adopts,  and  assumes  the  guarantee  by  The  Pitts 

burgh,   Cincinnati,   Chicago   A   St    Louis    Railway    Company   of  all   bonds 

heretofore  issued   and   outstanding  under  the  Baid   First    Mortgage  of  the 

on  Company,  dated  July   L,  L915,  and  in  order  to  effectuate  and  give 

binding  force  to  the  proi  I  Section   Five  of  the  said  agree 

inent  of  duly  ~2,  1915,  with  reaped  t"  all  bonds  hereafter  to  be  issued  under 

said   Firsl    Mortgage  of  the  Station  Company,  dated  duly   1,   L915,  and  to 

ititufe     Th<  gh,    Cincinnati,    Chicago    and    St.    Louis    Railroad 

Company    for   the   Pittsburgh,  Cincinnati,   I  and   St    Louis    Railway 

Company  as  one  id  Propi  impanies  of  the  said  Station  Com 

pany  within  the  purview  of  the  said  agi  of  Jul]  2,  L915,  and  of  Section 

it  is  herebj  covenanted  and  agreed  by  and  between  the  parties 

hereto    that    the    -  '   "ii     Five    of    the    >anl    <i.  •  innii    of    duly    :_',     1915, 

shall   lie  and    the  'i.  iel,\    BO   amended,   approved    and    adopted,   as   the 

a,-t   of  the  p  :   and    l.e  of   full   and   binding   foree 

For  t]  rati. .us                 I,  it  is  hereby  agreed 

between   tin    81  the    Proprietary    Companies,   ami   the 

Trust,  e,  .uid  for  the  beneflt  of  each  and  all  of  the  present  and  future 

hold               11  of  the  boi  ed  ..r  t.i  i..    issued,  or  reissued  or  ex 

_•     I,    under  led     hi    •  ge,    dated    duly     1, 

a.  D.  L915,  bj  •  -tati. .a  Company  t..  [llinois  Trust  and  Savings 

•   illow  -  : 

"The  Proprietary  Companies  shall  and  will  jointly  and  severally 
guarantee  the  payment  by  the  station  Company  of  both  the  interest  and 
principal   of  all   an.;  •    the   said   I. .. ii. Is,   whether   in   temporary 

. .r  definitive  form,  according  to  their  tenor,  >  g  their  guaranty 

to  be  placed  on  each  ted  or  to  be  issued,  or  reissued 

,ir   ,  I,    under  I.  d    in    the    -aid    I'm  -t    Mortgage,    siili 

tially  in  the  form  following : 

(Form  of  Guaranty 
Chicago,  Burlington   and   Quincy    Railroad   Company,   Chicago,    Mil- 
waukee and  v'.  Pa  .!  Railway  Company,  The  Pittsburgh,  Cincinnati,  <'hi 
and  St.  Louis  Railroad  Company,  and  Pennsylvania  Company,  for 
red,  do  hereby,  jointly  and  severally,  unconditionally  guar 
antee  to  the  holder  of  the  within  bond  the   paymenl   of  the   principal 
thereof  and  of  the  indebl  »y,  •'"'.!  of  the  interest 

on  the  Baid  bond  and  indebtedni  rach  principal  and  the  install 

menta  of  the  Baid  ml  ctively  become  due;  and  in  ease  of 

the   failure   of   Chicago    Union   station   Company   punctually   to   make 
payment  of  either  the  principal  or  the  interest  as  the  same  Bhall  become 
,  do  herel.y  jointly  and   severally      e         punctually   to   make   such 

payments. 


CORPORATE   HISTORY  1913 

In  witness  whereof,  the  said  guarantor  companies  have  caused  their 
respective  corporate  names  and  the  signatures  or  the  engraved  facsimile 
signatures  of  their  respective  presidents  or  vice  presidents  to  be  hereunto 
affixed  and  this  guaranty  to  be  countersigned  on  behalf  of  each  of 
them  by  Illinois  Trust  and  Savings  Bank,  their  agent  duly  appointed 
for  that  purpose. 

Chicago,  Burlington  and  Quincy  Railroad  Company, 

By 

President. 

Chicago,  Milwaukee  and  St.  Paul  Bailway  Company, 

By 

President. 

The  Pittsburgh,  Cincinnati,  Chicago  and  St.  Louis 
Railroad  Company, 

By 

Vice  President. 

Pennsylvania  Company, 

By 

Vice  President. 

Countersigned  on  behalf  of  each  of  the  above  four  Companies  by 
Illinois  Trust  and  Savings  Bank, 

Agent, 
By 

The  respective  corporate  names  of  the  Proprietary  Companies  and 
the  signatures  or  the  engraved  facsimile  signatures  of  their  respective 
Presidents  or  "Vice  Presidents  shall  be  affixed  to  the  said  guaranty.  The 
engraved  facsimile  signature  of  any  person  who  shall  have  been  Presi- 
dent or  Vice  President  of  any  of  the  Proprietary  Companies  may  be 
used  for  that  purpose  notwithstanding  the  fact  that  he  may  have 
ceased  to  be  such  President  or  Vice  President  at  the  time  when  such 
bonds  shall  be  guaranteed.  The  Trustee  shall  countersign  such  guar- 
anty upon  bonds  issued  from  time  to  time  under  the  said  First  Mort- 
gage to  an  aggregate  principal  amount  not  to  exceed  $60,000,000.00  at 
any  one  time  outstanding,  upon  receipt  from  time  to  time  by  the  Trustee 
of  a  copy  of  a  resolution  of  the  Board  of  Directors  or  the  Executive 
Committee  of  each  of  the  Proprietary  Companies,  certified  by  its  Sec- 
cretary  or  an  Assistant  Secretary  under  its  corporate  seal,  approving 
the  guaranty  of  such  bonds  to  a  specified  amount  and  stating  the  interest 
rate,  terms  of  redempion  and  any  variations  from  the  forms  of  bonds 
recited  in  the  First  Mortgage.  The  Trustee  shall  also  countersign 
without  any  such  resolution  the  guaranty  upon  bonds  issued  by  the 
Station  Company  and  authenticated  by  the  Trustee  in  accordance 
with  the  provisions  of  the  said  mortgage  to  replace  bonds  mutilated, 
lost  or  destroyed,  or  to  effect  exchanges  of  coupon  and  registered  bonds 
or  transfers  of  registered  bonds.  The  Proprietary  Companies  adopt 
respectively  the  engraved  signatures  to  the  guaranty  upon  the  First 
Mortgage  Gold  Bonds  of  Chicago  Union  Station  Company  to  be  issued 
under  the  mortgage  dated  July  1,  1915,  and  authorize  Illinois  Trust 
&  Savings  Bank  to  countersign  the  said  guaranty  on  behalf  of  each 
of  the  Proprietary  Companies;  and  its  countersignature  of  any  guaranty 


1914      CHICAGO,    BURLINGTON   &   QUINCY    RAILROAD   COMPANY 

shall  be  conclusive  evidence  of  the  validity  and  due  execution  thereof 
by  each  of  the  Proprietary  Companies. 

The  Proprietary  Companies  and  each  of  them  assent  to  all  the  terms 
and  conditions  of  the  said  bonds,  and  of  the  said  First  Mortgage,  and 
hereby  waive  presentation  or  demand  of  any  of  the  said  bonds  and  of  any 
interest  coupons,  and  waive  protest  of  the  said  bonds  and  of  any  interest 
coupons,  and  waive  notice  of  presentation,  demand  and  protest,  and  of 
any  sale  of  the  mortgaged  premises  or  other  trust  estate  in  pursuance 
of  the  said  First  Mortgage,  whether  by  the  Trustee  thereunder  or  in 
judicial  proceedings.  The  obligations  of  the  Proprietary  Companies 
shall  not  be  affected  by  any  action  taken  under  the  said  First  Mort- 
gage in  tin   i  of  any  right  or  power  thereby  conferred  or  by  any 

failure    or    omission    on    the    part    of    the    Trustee    under    the   said    First 

Mortgage  to  enforce  any  rights  given  thereunder  or  conferred  thereby, 

or  by  any  failure  or  omission  on  the  part  of  the  holder  of  any  of  the  said 
bonds  t<i  enforce  any  right  of  such  bondholder  against  the  Station  Com- 
pany or  any  successor  corporation,  or  by  anj  action  of  the  Trustee  under 
the  said  First  Mortgage,  or  of  any  bondholder  against  the  Station 
Company  or  anj  or  corporation  under  the  said  bonds  or  the  said 

First  Mortgage,  or  by  any  action  of  the  Trustee,  or  of  any  bondholder 
in  granting  indulgence  to  the  Station  Company  or  any  successor  corpora- 
tion, or  in  waiving  defaults  on  the  part  of  the  station  Company  or 
any  successor  corporation  under  the  said  bonds  or  the  Baid  First  Murt- 
gage;  and  no  proceedings  taken  for  the  enforcement  of  the  said  First 

Mortgage  or  for  the  sale  thereunder  of  the  mortgaged   premises  or  trust 

estate  shall  affect  the  obligations  of  the  Proprietary  Companies  or  an} 
of  them. 

The  provisions  of  this  Section  Five  may  be  enforced  directly  by  the 
holder-  of  the  said  bonds,  as  well  as  by  the  Trustee  and  its  respective 
rs  in  the  trust  under  the  --aid  First  Mortgage,  from  time  to  time 
as  often  :i-  occasion  may  arise,  and  shall  not  !"■  subject  to  modification 
or  change,  anything  in  this  agreement  to  the  contrary  notwithstanding. 
The  Trustee  is  made  a  party  to  and  has  executed  this  agreement  only  for 
the  purposes  of  this  Section  Five,  and  the  Trustee  shall  not  be  con- 
sidered or  held  to  be  a  party  to  any  of  the  provisions  contained  in  the 
other  sections  of  this  agreement." 
/  ■    ...    whereof,    the    parties   hereto   have    caused   this    supplemental 

agreement  to  be  executed  by  their  proper  officers  duly  authorized  and  their 
respective  corporate  seals  to  be  hereto  affixed  and  attested  by  their  respective 
Secretaries,  or  Assistant  Secretaries,  the  day  and  year  first  above  written. 

Chicago  Union  Station  Company, 
[seal]  By  J.  J.  Turner, 

President. 

Attest: 

W.  G-.  White,  Secretary. 
Approved : 

F.  J.  Loesch, 
General  Counsel. 


CORPORATE   HISTORY  1915 

Chicago,  Burlington  and  Quincy  Railroad  Company, 
[seal]  By  E.  A.  Howard, 

Vice  President. 
Attest : 

T.  S\  Howland,  Secretary. 
Approved : 


Chicago,  Milwaukee  and  St.  Paul  Railway  Company, 
[seal]  By  R.  M.  Calkins, 

President. 
Attest : 

E.  W.  Adams,  Secretary. 
Approved : 


The  Pittsburgh,  Cincinnati,  Chicago  and  St.  Louis  Railroad  Company, 
[seal]  By  Edw.  B.  Taylor, 

Vice  President. 
Attest : 

S.  H.  Church,  Secretary. 
Approved: 

C.  B.  Heiserman. 

Pennsylvania  Company, 
[seal]  By  B.  McKeen, 

Attest:  Vice  President. 

B.  B.  Young,  Assistant  Secretary. 
Approved : 

C.  B.  Heiserman. 

The  Pennsylvania  Railroad  Company, 
[seal]  By  J.  J.  Turner, 

Attest:  Vice  President. 

S.  H.  Church,  Secretary. 
Approved : 

C.  B.  Heiserman. 

Pittsburgh,  Fort  Wayne  and  Chicago  Railway  Company, 
[seal]  By  Charles  Lanier, 

President. 
Attest: 

R.  M.  Coleman,  Secretary. 
Approved : 

C.  B.  Heiserman.        • 

Illinois  Trust  and  Savings  Bank, 

Trustee, 
[seal]  By  F.  T.  Haskell, 

Attest :  Vice  President. 

F.  F.  Taylor,  Assistant  Secretary. 
Approved: 

J.  C.  HUTCHINS. 


1916      CHICAGO.    BURLINGTON   &   QUIXCY   RAILROAD   COMPANY 
State  of  Illinois,] 


►is  J 


ss 
Cot  nt- v  or  Cook 

1.  B.  A.  Grams,  :<  Notary  Public  in  and  for  the  said  County  in  the  State 
aforesaid,  do  hereby  certify  that  J.  J.  Turner,  personal!;  known  to  me  to  be 
the  President  of  Chicago  Onion  station  Company,  a  corporation,  and  W. 
G.  White,  personally  known  to  me  to  be  the  Secretary  of  the  said  corpora- 
tion, whose  names  are  subscribed  to  the  foregoing  instrument,  appeared 
before  me  this  day  in  person  and  severally  acknowledged  that,  as  such 
President   ai  try,   they  signed   and   delivered    the   said  instrument   of 

writing  as  President  and  Secretary  of  the  said  corporation  and  caused  the 
Corporate  Seal  of  the  said  corporation  to  be  affixed  thereto,  pursuant  to 
authority  given  by  the  Board  of  Directors  of  the  said  corporation,  as  their 
and  voluntary  act,  and  as  the  free  ami  voluntary  act  and  deed  of  the 
said   corporation,   for  the  uses  ami  purposes  therein  set   forth. 

'.  ven  under  my  hand  and  Notarial  Sea]  this  18th  day  of  February,  A.  I>. 
L919. 

\i.]  E.  A.  Gkams, 

Notary  Public. 


State  of  Illino 

«>K. 
I.    i;.    M.    Belt,   a    Notary    Public    in   and    for    the   said    County    in    the    State 

aforesaid,  do  hereby  certify  that  K.  A.  Howard,  personally  known  to  me  to 
l.e  the  Vice  President  of  Chicago,  Burlington  &  Quincy  Railroad  Company, 

a  c.rp. .ration,  and  T.  B.  llowland,  personally  known  to  me  to  lie  the  Sec- 
retary of  the  >anl  corporation,  who-e  aames  are  subscribed  to  the  foregoing 
instrument,  appeared  before  inc.  this  day  in  person  and  severally  acknowl- 
1  that,  as  such  Vice  President  and  S.cretary,  they  signed  and  delivered 
the  said  instrument  of  writing  as  Vice  President  and  Secretary  of  said  cor 
poration  and  caused  the  Corporate  Seal  of  the  said  corporation  to  lie  affixed 
thereto,  pursuant  to  authority  given  by  the  Board  of  hirectors  of  the  said 
corj. oration,  as  their  free  ami  voluntary  act,  and  as  the  free  and  Voluntary 
act    and  :    the    said    corporation,    for    the    uses   and    purposes   therein 

set    forth. 

under  my  hand  and  Notarial  Seal  this  17th  day  of  February,  A.  D. 
1919. 
[seal]  E.  M.  Belt, 

A  otary  Public. 

State  of  Illinois,  ) 

>  ss.  . 

.ty  of  Cook.     ) 

I,  Carrie  G.  Kanz,  a  Notary  Public  in  and  for  the  said  County  in  the  State 
aforesaid,  do  hereby  certify  that  B.  M.  Calkins,  personally  known  to  me  to 
be  tLe  President  of  Chicago,  Milwaukee  t\;  St.  Paul  Railway  Company,  a 
corporation,  whose  name  is  subscribed  to  the  foregoing  instrument,  ap- 
peared before  me  this  day  in  person  and  acknowledged  that,  as  such  Presi- 
dent of  the  said  corporation,  he  signed  and  delivered  the  said  instrument 
of  writing,  pursuant  to  authority  given   by  the   Board  of    Directors  of  the 


CORPORATE    HISTORY  1917 

said  corporation,  as  his  free  and  voluntary  act,  and  as  the  free  and  voluntary 
act  and  deed  of  the  said  corporation,  for  the  uses  and  purposes  therein  set 
forth. 

Given  under  my  hand  and  Notarial  Seal  this  17th  day  of  February,  A.  D. 
1919. 
[seal]  Carrie  G.  Ranz, 

Notary  Public. 


State  of  Illinois,  ) 
County  of  Cook.     ) 

I,  Carrie  G.  Ranz,  a  Notary  Public  in  and  for  the  said  County  in  the 
State  aforesaid,  do  hereby  certify  that  E.  W.  Adams,  personally  known  to  me 
to  be  the  Secretary  of  Chicago,  Milwaukee  &  St.  Paul  Railway  Company, 
a  corporation,  whose  name  is  subscribed  to  the  foregoing  instrument,  ap- 
peared before  me  this  day  in  person,  and  acknowledged  that,  as  such 
Secretary  of  the  said  corporation,  he  signed  and  delivered  the  said  instrument 
of  writing,  and  caused  the  Corporate  Seal  of  the  said  corporation  to  be 
affixed  thereto,  pursuant  to  authority  given  by  the  Board  of  Directors  of  the 
said  corporation,  as  his  free  and  voluntary  act,  and  as  the  free  and  voluntary 
act  and  deed  of  the  said  corporation,  for  the  uses  .and  purposes  therein 
set  forth. 

Given  under  my  hand  and  Notarial  Seal  this  17th  day  of  February,  A.  D. 
1919. 
[seal]  Carrie  G.  Ranz, 

Notary  Public. 


State  of  Pennsylvania, 

y  ss 
County  of  Allegheny.    ' 


H 


I,  J.  L.  Mason,  a  Notary  Public  in  and  for  the  said  County  in  the  State 
aforesaid,  do  hereby  certify  that  Edw.  B.  Taylor,  personally  known  to  me 
to  be  Vice  President  of  The  Pittsburgh,  Cincinnati,  Chicago  &  St.  Louis 
Railroad  Company,  a  corporation,  and  S.  H.  Church,  personally  known  to  me 
to  be  the  Secretary  of  the  said  corporation,  whose  names  are  subscribed  to  the 
foregoing  instrument,  appeared  before  me  this  day  in  person  and  severally 
acknowledged  that,  as  such  Vice  President  and  Secretary,  they  signed  and 
delivered  the  said  instrument  of  writing  as  Vice  President  and  Secretary 
of  the  said  corporation  and  caused  the  Corporate  Seal  of  the  said  corporation 
to  be  affixed  thereto,  pursuant  to  authority  given  by  the  Board  of  Directors 
of  the  said  corporation,  as  their  free  and  voluntary  act,  and  as  the  free  and 
voluntary  act  and  deed  of  the  said  corporation,  for  the  uses  and  purposes 
therein  set  forth. 

G'Sven  under  my  hand  and  Notarial  Seal  this  14th  day  of  February,  A.  D. 
1919. 
[seal]  J.  L.  Mason, 

Notary  Public. 

My  commission  expires  February  21,  1919. 


1918       CHICAGO,    BURLINGTON   &    QUINCY    RAILROAD   COMPANY 

State  ok   PENNSYLVANIA,) 

>  ss 
County,  ok  Allegheny.    \ 

I,  J.  L.  Mason,  a  Notary  Public  in  and  for  the  said  County  in  the  State 
aforesaid,  do  hereby  certify  that  B.  McKeen,  personally  known  to  me  to  be 
Vice  President  of  Pennsylvania  Company,  a  corporation,  and  B.  B.  Zoung, 

personally  known  to  me  to  he  the  Assistant  Secretary  of  the  said  corporation, 

whose  names  are  subscribed  to  the  foregoing  instrument,  appeared  before 
me  this  day  in  person  and  severally  acknowledged  that,  as  such  Vice  President 

and  Assistant  Secretary,  they  signed  ami  delivered  the  said  instrument  of 
writing  as  Vice  President  and  Assistant  Secretary  of  the  said  corporation 
and  caused  the  Corporate  Seal  of  the  said  corporation  to  be  affixed  thereto, 
pursuant  to  authority  given  by  the  Board  of  Directors  of  the  said  corporation, 
and  voluntary  act,  and  as  the  free  and  voluntary  act  and  deed 
Of  the  said  corporation,  for  the   use-  and   purposes  therein  set   forth. 

Given   under  my  hand  and    Notarial   Seal   this    ltth   day   of    February,  A.  D. 

1919. 

I  SEAL]  J.  L.  Mason, 

Noturi/  Public. 
My  commission  expires  February  21,  L919. 


N|\\  0       Of      I  'I    NNSVl.VA 
'    '•     STY     OK    A  1.1,1  til 


lA'W  / 


I,  .1.  I..  Mason,  a  Notary  Public  in  and  for  the  said  County  in  the  state 
I,  do  hen  ify  thai  J.  J.  Turner,  personally  known  to  me  to  be 

the  Vice  President  of  The  Pennsylvania  Railroad  Company,  a  corporation, 
and  S.  11.  Church,  personally  known  to  me  to  be  the  Secretary  of  the  said 
corporation,  whose  names  are  subscribed  to  the  foregoing  instrument,  ap 
peared  before  me  this  day  in  person  and  severally  acknowledged  that,  as 
sinh  Via  President  and  Secretary,  they  signed  and  delivered  the  said 
instrument  of  writing  as  Vice  Presidenl  and  Secretary  of  the  said  corporation 
and  caused  the  Corporate  Seal  of  the  said  corporation  to  be  affixed  thereto, 
pursuant  to  authority  given  by  the   Board  of  Directors  of  the  said  corpo 

ration,  as  their  free  and  voluntary  act,  and  as  the  free  and  voluntary  act 
and  deed  Of  the  said  corporation,  for  the   uses  and   purposes  therein  set  forth. 

i,   r,i,  under  my  hand  and   Notarial  Seal  this  14th  day  of  February,  A.  D. 
1919. 
[seal]  J-  L.  Mason, 

Notary  Public. 

My  commission  expires  February  21,  1919. 


state  ok  New   York,     / 

V  ss. 
Couxtv  ok  New   Fork.  \ 

I,  Baymond  E.  Storms,  a  Notary  Public  in  and  for  the  said  County  in  the 
State  aforesaid,  do  hereby  certify  that  Charles  Lanier,  personally  known  to 
me  to  be  the  President  of  Pittsburgh,  Fort  Wayne  and  Chicago  Bailway 


CORPORATE   HISTORY  1919 

Company,  a  corporation,  and  R.  M.  Coleman,  personally  known  to  me  to  be 
the  Secretary  of  the  said  corporation,  whose  names  are  subscribed  to  the 
foregoing  instrument,  appeared  before  me  this  day  in  person  and  severally 
acknowledged  that,  as  such  President  and  Secretary,  they  signed  and 
delivered  the  said  instrument  of  writing  as  President  and  Secretary  of  the 
said  corporation  and  caused  the  Corporate  Seal  of  the  said  corporation 
to  be  affixed  thereto,  pursuant  to  authority  given  by  the  Board  of  Directors 
of  the  said  corporation,  as  their  free  and  voluntary  act,  and  as  the  free 
and  voluntary  act  and  deed  of  the  said  corporation,  for  the  uses  and  purposes 
therein  set  forth. 

Given  under  my  hand  and  Notarial  Seal  this  13th  day  of  February,  A.  D. 
1919. 
[seal]  Raymond  E.  Storms, 

Notary  Public. 

Notary  Public,  New  York  County,  No.  668. 

My  term  expires  March  30,  1920. 


I- 


State  of  Illinois,  , 
County  of  Cook. 

I,  Charles  B.  Overaker,  a  Notary  Public  in  and  for  the  said  County  in 
the  State  aforesaid,  do  hereby  certify  that  F.  T.  Haskell,  personally  known 
to  me  to  be  the  Vice  President  of  Illinois  Trust  and  Savings  Bank,  a  cor- 
poration, and  F.  F.  Taylor,  personally  known  to  me  to  be  the  Assistant  Sec- 
retary of  the  said  corporation,  whose  names  are  subscribed  to  the  foregoing 
instrument,  appeared  before  me  this  day  in  person  and  severally  acknowl- 
edged that  as  such  Vice  President  and  Assistant  Secretary,  they  signed  and 
delivered  the  said  instrument  of  writing  as  Vice  President  and  Assistant 
Secretary  of  the  said  corporation  and  caused  the  Corporate  Seal  of  the  said 
corporation  to  be  affixed  thereto,  pursuant  to  authority  given  by  the  Board 
of  Directors  of  the  said  corporation,  as  their  free  and  voluntary  act,  and 
as  the  free  and  voluntary  act  and  deed  of  the  said  corporation,  for  the  uses 
and  purposes  therein  set  forth. 

Given  under  my  hand  and  Notarial  Seal  this  18th  day  of  February,  A.  D. 
1919. 
[seal]  C.  B.  Overaker, 

Notary  Public. 

My  commission  expires  March  18,  1922. 

SUPPLEMENTAL  AGREEMENT,  December  1,  1924.  Chicago  Union 
Station  Company,  Chicago,  Burlington  &  Quincy  Railroad  Company, 
Chicago,  Milwaukee  and  St.  Paul  Railway  Company,  The  Pittsburgh, 
Cincinnati,  Chicago  and  St.  Louis  Railroad  Company,  The  Pennsylvania 
Railroad  Company,  Illinois  Merchants  Trust  Company,  Trustee. 

(see  page  242.) 
This  Agreement,  dated  as  of  December  1,  1924,  by  and  between  Chicago 
Union  Station  Company,  a  corporation  organized  and  existing  under  and  by 
virtue  of  the  laws  of  the  State  of  Illinois,  hereinafter  called  the   Station 


1920      CHICAGO,    BURLINGTON    A    QTJTNCY    RAILROAD  COMPANY 

Company,  Chicago,  Burlington  \  Quincy  Railroad  Company,  Chicago,  Mil- 
wankee  and  St.  Paul  Railway  Company,  The  Pittsburgh,  Cincinnati,  Chi- 
cago  and  St.  Louis  Railroad  Company,  and  The  Pennsylvania  Railroad  Com- 
pany, hereinafter  called  the  Proprietary  Companies,  and  Illinois  Merchants 
Trust  Company,  hereinafter  called  the  Trusl 

Whereas,  under  date  of  July  2,   1915,  said  above  named  corporations  or 
their  predecessors   in   in-  ad    Pittsburgh,  Port    Wayne  and  Chicago 

way  Company,  entered   into  a  certain  operating  agreemenl   concerning 
the  construction,  maintenance  and  operation  of  a   union  passenger  station 
facilities  by  the  station   Company,  to   which   agreement   reference   is 
hereby  made  for  further  assurance,  and  by  said  reference  the  same  is  hereby 
incorpors  s  full]     -  though  the  said  agreement  had  been  incorporated 

herein ;  and 

Whereas,  an     _  ■  t  supplemental  ti  greement  was  made  bel 

orporations   or   their  -    in    interests,   dated 

February    1.    1'.'!  plemental   agreemenl    reference   is   hereby 

made  for  further  assurance,  and  by  saol  me  is  hereby  in- 

corporated as  fully  as  thougl  eemenl  had  been  incorporated  herein; 

and 

Whereas,  the  outstanding  capital  stock  of  the  station  Company    i^  owned 
by  the  Propi  a  in  the  following  proporl       -       '  hicago,  Bur 

lington  &  Quincy  Railroad  Company,  twenty-fivi  .  Chicago, 

Milwaukee  ami  St.   Paul   Railway  Comps  '     fivi    per  cent.    (25%); 

The    Pittsburg       I    ncinnati,    Chicago    and    v'      Louis    Railroad    Company, 
•\  ii\,    pei    .-•!!•  ;    ami    The    Pennsylvania    Railroad   Company, 

twenty-fh  and 

Whereas,  the  station  Company  rincipal  amount  of 

;     g      <  ...id    Bond  under    ;•  ...  dated   July 

1,    19  i   by  the  station  Company  to   Ulinois   Ti  isl   and   Savings 

.,  Trustee  ;   and 
Whereas,   Tie     Pennsylvania    Railroad   Companj    is  in  on   of   the 

line  of  railroad  <>f  Pittsburgh,  Fort  Wayne  ami  Chicago  Railway   Companj 

and   is  operating  ami   maintaining   the  .■..•mm   by   virtue  of  a    lease   from   said 

Railway  Compan  K    broad  Company,  dated  June  7,  1869,  for  a  term 

of  nine  hundred  ami  ninety-nine  years;  ami 

Wht  Proprietary  Compai  Pennsylvania 

Railroad    Compai  -    a    line    of   railway    into    the   City   of  Chicago;    and 

each    of    the    Proprietary    Companies    is    in    m  property    for 

termina  tation  facilities  in  the  said  city;  and 

Whereas,  it  is  desired  to  borrow  m  I  g  the  sum  of  -fl.'.i'iiO.OOO  for 

the  completion  of  said  union  'ion   and   for  other  corporate  pur 

-  s  of  the  station  Company,  by  the  issue  of  5%  Guaranteed  Gold  Bonds, 
maturing    December    1,    1944    (hereinafter    called    the    Gold    B<  to    be 

1  under  a   Trust  Indenture  betw.  station  Company  and  Illinois 

Merchants  Trust  Company,  as  trustee;  and 

H'hireas,  said  Proprietary  Companies  are  jointly  and  severally  and  un- 
litionally  to  guarantee  both  as  to  principal  and  interest  the  Gold  Bonds; 


CORPORATE    HISTORY  1921 

Now,  therefore,  in  consideration  of  the  premises  and  of  the  covenants  and 
agreements  in  said  operating  agreement  dated  July  2,  1915,  in  said  supple- 
mental agreement  dated  February  1,  1919,  and  hereinafter  set  forth,  and  for 
the  considerations" aforesaid,  it  is  covenanted  and  agreed  between  the  parties 
hereto  as  follows: 

Section  1.  It  is  hereby  agreed  between  the  Station  Company,  the  Pro- 
prietary Companies  and  the  Trustee,  and  for  the  benefit  of  each  and  all  of  the 
present  and  future  holders  of  all  the  Gold  Bonds  issued  or  to  be  issued  or 
re-issued  or  exchanged  under  or  as  provided  in  the  Trust  Indenture,  dated 
December  1,  1924,  between  the  Station  Company  and  Illinois  Merchants 
Trust  Company,  Trustee,  as  follows : 

The  Proprietary  Companies  shall  and  will,  jointly  and  severally,  un- 
conditionally guarantee  the  payment  by  the  Station  Company  of  both  the 
guaranty  to  be  placed  on  each  of  the  said  Gold  Bonds  so  to  be  issued  or 
interest  and  principal  of  all  and  every  of  the  said  Gold  Bonds,  whether  in 
temporary  or  definitive  form,  according  to  their  tenor,  by  causing  their 
re-issued  or  exchanged,  under  or  as  provided  in  said  Trust  Indenture,  sub- 
stantially in  the  following  form : 

[FORM   OF  GUARANTY] 

Chicago,  Burlington  &  Quincy  Eailroad  Company,  Chicago,  Milwaukee 
and  St.  Paul  Railway  Company,  The  Pittsburgh,  Cincinnati,  Chicago 
and  St.  Louis  Eailroad  Company,  and  The  Pennsylvania  Eailroad  Com- 
pany, for  value  received,  do  hereby,  jointly  and  severally,  unconditionally 
guarantee  to  the  holder  of  the  within  bond  the  payment  of  the  prin- 
cipal thereof  and  of  the  indebtedness  represented  thereby,  and  of  the 
interest  on  the  said  bond  and  indebtedness,  as  such  principal  and  the 
instalments  of  the  said  interest  shall  respectively  become  due;  and  in 
case  of  the  failure  of  Chicago  Union  Station  Company  punctually  to 
make  payment  of  either  the  principal  or  the  interest  as  the  same  shall 
become  due,  do  hereby  jointly  and  severally  agree  punctually  to  make 
such  payments. 

I)i  witness  whereof  the  said  guarantor  companies  have  caused  their 
respective  corporate  names  and  the  signatures  or  the  engraved  facsimile 
signatures  of  their  respective  president  or  vice-presidents  to  be  hereunto 
affixed  and  this  guaranty  to  be  countersigned  on  behalf  of  each  of  thean 
by  Illinois  Merchants  Trust  Company,  their  agent  duly  appointed  for 
that  purpose. 

Chicago,  Burlington  &  Quincy  Railroad  Company, 

by 

President. 
Chicago,  Milwaukee  and  St.  Paul  Eailway  Company, 

by 

President. 
The  Pittsburgh,  Cincinnati,  Chicago  and  St.  Louis  Eailroad  Com- 
pany, 

by 

Vice-President, 


1922      CHICAGO,    BURLINGTON    &   QUINCE    RAILROAD   COMPANY 

The  Pennsylvania  Railroad  Company, 

by 

Vice-President, 
Countersigned  on  behalf  of  each  of  the  above  four  companies  by 
Illinois  Merchants  Trust  Company,  Agent, 

by 
The  respective  corporate  names  of  the  Proprietary  Companies  and  the 
signatures  or  the  engraved  facsimile  signatures  of  their  respective  Presidents 
or  Vice  Presidents  shall  be  affixed  to  the  said  guaranty.  The  engraved  fac- 
simile signature  or  the  personal  signature  of  any  person  who  shall  have 
been  President  or  Vice  President  of  any  of  the  Proprietary  Companies  may  be 
i  for  that  purpose  notwithstanding  the  fact  thai  he  may  have  ceased  to  l>e 
such  President  or  Vice  President  a1  the  time  when  such  Gold  Bonds  shall  be 
guaranteed.    The  Trustei   shall  countersign  such  guaranty  upon  Gold  Bonds 

■  I  under  the  said  Trust  Indenture  to  an  aggregate  principal  amount  not 
to    exceed    $15,000,000    at     any    one    time    outstanding,    upon    receipt     by    the 

Trustee  of  ,-i  eopj  of  ,-i  resolution  of  the  Hoard  of  Directors  dr  the  Executive 
Committee  of  each  of  the  Proprietary  Companies,  certified  by  its  Secretary 
or  an  Assistant  Secretary  under  its  corporate  seal,  approving  the  guaranty 
of  such  Gold   Bonds  to  a  specified  amount  and  upon  receipt  of  a  certificate 

CUted    l'\    tin  i    an    Assistant    Secretary    of    the    Station    Com- 

pany, setting  forth  any  variations  from  the  form  of  Gold  Bond  recited  in 
said  Tim  ment.    The  Trustee  shall  also  countersign  without  any  such 

resolution  the  guaranty  upon  Gold  Bonds  issued  by  the  station  Company 
and  authenticated  by  the  Trustee  in  accordance  with  the  provisions  of  the 
said  Trust  [ndenture  to  replace  '.old  Bonds  mutilated,  stolen,  lost  or  de 
•  a-  to  effect  exchangi  -  of  coupon  and  registered  Gold  Bonds  or  trans 
of  registered  Gold  Bonds  or  the  issue  of  definitive  or  temporary  Cold 
Bonds  in  exi  or  temporary   Gold   Bonds.     The  Proprietary  Companies 

adopl    respectively    tl  ig  tature  to  the  guaranty   upon   the  5% 

iranteed  'odd  Bonds  of  Chicago  Onion  station  Company  to  be  issued 
under  the  Trust  [ndenture,  dated  December  1,  L924,  and  authorize  Illinois 
Merchants  Trusl  Com]  rsign  and  guaranty  on  behalf  of  each  of 

tin'  Proprietary  Comp  ountersignature  of  any  guaranty  shall 

be  conclusive  evidence  of  the  validitj  and  due  execution  thereof  by  each  of 
the   Proprietary   Companies. 

The  Proprietary  Companies  and  each  of  them  assent  to  all  the  terms  and 
conditions  of  the  said  Gold  Bonds,  and  of  the  said  Trust  Indenture,  and 
hereby  waive  presentation  or  demand  of  any  of  the  said  Cold  Bonds  and  of 
any  interesl  coupons,  and  waive  protest  of  the  said  Gold  Bonds,  and  of  any 
interest  coupons,  and  waive  notice  of  presentation,  demand  .and  protest. 
The  obligations  of  the  Proprietary  Companies  shall  not  be  affected  by  any 
action  taken  under  the  said  Trust  Indenture  in  the  exercise  of  any  right  or 
power  thereby  conferred  or  by  any  failure  or  omission  on  the  part  of  the 
Trustee  under  the  said  Trust  Indenture  to  enforce  any  rights  given  there- 
under or  conferred  thereby,  or  by  any  failure  or  omission  on  the  part  of  the 
holder  or  registered  owner  of  any  of  the  Gold  Bonds  to  enforce  any  right 
of  such  Bondholder  against  the  Station  Company  or  any  successor" corpora- 
tion,  or  by   any   action   of   the   Trustee  under   the   said   Trust    Indenture,   or 


CORPORATE  -HISTORY  1923 

at'  any  ■Bondholder  against  the  station  Company  or  any  successor  corporation 
under  the  said  Gold  Bonds,  or  the  said  Trust  Indenture,  or  by  any  action 
of  the  Trustee  or  of  any  Bondholder  in  granting  indulgence  to  the  Station 
Company  or  any  successor  corporation,  or  in  waiving  defaults  on  the  part  of 
the  Station  or  any  successor  corperation  under  the  said  Gold  Bonds,  or  the 
said  Trust  Indenture;  and  no  proceedings  taken  for  the  enforcement  of  the 
said  Trust  Indenture  or  for  the  sale  of  the  property  of  said  Station  Company 
shall  affect  the  obligations  of  the  Proprietary  Companies  or  any  of  them. 

The  provisions  of  this  Section  One  may  be  enforced  directly  by  the  holders 
or  registered  owners  of  the  said  Gold  Bonds,  as  well  as  by  the  Trustee  and 
its  respective  successors  in  trust  under  the  said  Trust  Indenture,  from  time 
to  time  as  often  as  occasion  may  arise,  and  shall  not  be  subject  to  modifica- 
ti(  a  or  change,  anything  in  this  agreement  to  the  contrary  notwithstanding. 
The  Trustee  is  made  a  party  to  and  has  executed  this  agreement  only  for 
the  purposes  of  this  Section  One,  and  the  Trustee  shall  not  be  considered 
or  held  to  be  a  party  to  any  of  the  provisions  contained  in  the  other 
sections  of  this  agreement. 

§  2.  It  is  hereby  agreed  by  the  Proprietary  Companies  with  each  other 
and  with  the  Station  Company  that  all  claims  which  the  Proprietary  Com- 
panies now  have  or  at  any  time,  as  long  as  any  of  the  Gold  Bonds  are 
outstanding,  shall  have  against  the  Station  Company,  and  any  judgments 
which  any  of  said  Proprietary  Companies  now  have  or  shall  hereafter  have, 
based  on  claims  for  moneys  advanced  by  said  Proprietary  Companies,  or 
any  of  them,  for  the  purpose  of  enabling  the  Station  Company  to  pay  interest 
upon  its  First  Mortgage  Gold  Bonds,  issued  under  the  Station  Company's 
First  Mortgage  to  Illinois  Trust  and  Savings  Bank,  trustee,  dated  July  1, 
191;"),  are  hereby  subordinated  to  the  claims  and  rights  of  the  holders  of 
the  Gold  Bonds  issued  or  to  be  issued  under  said  Trust  Indenture,  dated 
December  1,  1924,  and  the  Trustee  under  said  Trust  Indenture  and  the 
holders  of  the  Gold  Bonds  are  hereby  given  priority  as  against  such  claims 
of  the  Proprietary  Companies  or  any  of  them. 

§  3.  It  is  hereby  agreed  that,  as  between  the  parties  hereto,  the  first 
sentence  of  Section  Six  of  the  above  mentioned  operating  agreement,  dated 
July  2,  1915,  is  hereby  amended 'so  as  to  read  as  follows: 

The  Proprietary  Companies  agree  that  the  gross  annual  rental  to  be 
paid  by  them  for  the  use  of  the  said  station  and  facilities  shall  be  a  sum 
of  money  sufficient  to  pay  interest  on  bonds  (including  interest  on  5% 
Guaranteed  Gold  Bonds  not  exceeding  $15,000,000  principal  amount 
issued  under  the  Trust  Indenture  of  the  Station  Company  to  Illinois  Mer- 
chants Trust  Company  dated  December  1,  1924)  and  other  capital 
obligations  of  the  Station  Company,  all  taxes  and  special  assessments, 
and  a  dividend  of  not  less  than  five  per  cent.  (5%)  annually  on  the 
outstanding  capital  stock. 

Except  as  herein  amended,  said  operating  agreement  dated  July  2fj-^915, 
as  amended  February  1,  1919,  and  all  remedies  and  provisions  of  said  operat- 
ing agreement,  amended  as  aforesaid,  shall  remain  in  full  force  and  effect. 

In  witness  whereof,  the  parties  hereto  have  caused  this  agreement  Ito  be 
executed  by  their  proper  officers  duly  authorized  and  their  respective  cor- 


1!)24      CHICAGO,    BURLINGTON    &   QUINCS    RAILROAD   COMPANY 

porate  seals  to  be  hereto  affixed  and  attested  by  their  respective  Secretaries 
or  Assistant  Secretaries,  .-is  of  the  day  and  year  first  above  written. 
Executed  in  sextuplii 

Chicago  Union  Station  Company, 

I  SEAL]  By    B.    I?.   GREER, 

\      r,     /',  ,  sill,  lit. 

\V.  (J.   Wiiitk,  S<  OTi  turn. 

I    .  Burlington  &  Qoincy  Railroad  Company, 

[SEAL]  /;,/    II  \|.k    !  l.H.I- 

Preaidt  nt. 
Att. 

C.  I.  Si '  EtG        -  try. 

Milwaukee  and  St.  Paul  Railway  Company, 
[seal]  By  II.  E.  Byram, 

/'/'(  SI, I,    III. 

T.  \V.  Bdbti  ary. 

The  Pittsburgh,  Cincinnati,  Chicago  and  St.  Louis  Railroad  Company, 
\l]  By  Saml.  Bi  \. 

Pr<  si, I,  nt. 

1.    .vis  N'h.    ■        S  try. 

The   P«  nnsylvania   Railroad  Company, 
[seal]  By  Saml.  Sea, 

Pn  sni,  nt. 
At1   si 

ary. 

[Uinois  Mere), .-nits  Trust  Company, 

[  si  AL]  /.'</   I.I  ON    I..   LOEHB, 

I      |  -     I'n  8UJU  ll'. 
P.     E.    MUSGROV!  tii. 

K    OK    1 1 

tv  ok  Cook.    \  ' 
I.  Oscar  Lindstrand,  a  Notary  Public  in  and  for  said  County,  in  the  state 
aforesaid,  do  h.  tify   that   on   this  day  personally  appeared   before 

me  B.  B.  nd  W.  <;.  Whit.  .  ally  known  to  me  to  be  the  same 

persons    whose    names  subscribed    to    the    foregoing    instrument,    and 

jonally  known  to  me  to  be  the  \  sident  and  Secretary,  respectively, 

of  Chicago  Union  station  Company,  a  corporation,  and  acknowledged  that 
they  signed,  sealed  and  delivered  said  instrument  as  their  free  and  voluntary 

act   as   such    Vice-President    and    -  ctively,   and   as   the   free 

and  voluntary  act  of  said  Chicago  Union  Station  Company,  for  the  uses  and 
purposes  therein  set  forth. 

Given  under  my  hand  and  Notarial  Seal  this  27th  day  of  December,  A.  D. 
1924.f  Oscar  Lindstrand, 

[seal]  Notary  Public. 


CORPORATE    HISTORY  1925 

State  of  Illinois, 


>isJ 


CO 

County  of  Cook 

I,  Oscar  Lindstrand,  a  Notary  Public  in  and  for  said  County,  in  the  State 
aforesaid,  do  hereby  certify  that  on  this  day  personally  appeared  before 
me  Hale  Holden  and  C.  I.  Sturgis  personally  known  to  me  to  be  the  same 
persons  whose  names  are  subscribed  to  the  foregoing  instrument,  and 
personally  known  to  me  to  be  the  President  and  Secretary,  respectively,  of 
Chicago,  Burlington  &  Quincy  Eailroad  Company,  a  corporation,  and  ac- 
knowledged that  they  signed,  sealed  and  delivered  said  instrument  as  their 
free  and  voluntary  act  as  such  President  and  Secretary  respectively,  and  as 
the  free  and  voluntary  act  of  said  Chicago,  Burlington  &  Quincy  Railroad 
Company,  for  the  uses  and  purposes  therein  set  forth. 

Given  under  my  hand  and  Notarial  Seal  this  27th  day  of  December,  A.  D. 
1924.  Oscar  Lindstrand, 

[seal]  Notary  Public. 

State  of  Illinois,  ) 
County  of  Cook.     \  ' 

I,  Oscar  Lindstrand,  a  Notary  Public  in  and  for  said  County,  in  the  State 
aforesaid,  do  hereby  certify  that  on  this  day  personally  appeared  before 
me  H.  E.  Byram  and  T.  W.  Burtness,  personally  known  to  me  to  be  the 
same  persons  whose  names  are  subscribed  to  the  foregoing  instrument,  and 
personally  known  to  me  to  be  the  President  and  Secretary,  respectively,  of 
Chicago,  Milwaukee  and  St.  Paul  Railway  Company,  a  corporation,  and 
acknowledged  that  they  signed  sealed  and  delivered  said  instrument  as  their 
free  and  voluntary  act  as  such  President  and  Secretary,  respectively,  and 
as  the  free  and  voluntary  act  of  said  Chicago,  Milwaukee  and  St.  Paul  Rail- 
way Company,  for  the  uses  and  purposes  therein  set  forth. 

Given  under  my  hand  and  Notarial  Seal  this  27th  day  of  December,  A.  D. 
1924.  Oscar  Lindstrand, 

[seal]  Notary  Public. 

State  of  Pennsylvania,   ) 

r  SS 

County  of  Philadelphia.} 

I,  N.  Spering  a  Notary  Public  in  and  for  said  County,  in  the  State 
aforesaid,  do  hereby  certify  that  on  this  day  personally  appeared  before 
me  Saml.  Rea  and  Lewis  Neilson  personally  known  to  me  to  be  the  same 
persons  whose  names  are  subscribed  to  the  foregoing  instrument,  and  per- 
sonally known  to  me  to  be  the  President  and  Asst.  Secretary,  respectively, 
of  The  Pittsburgh,  Cincinnati,  Chicago  and  St.  Louis  Railroad  Company,  a 
corporation,  and  acknowledged  that  they  signed,  sealed  and  delivered  said 
instrument  as  their  free  and  voluntary  act  as  such  President  and  Asst. 
Secretary  respectively,  and  as  the  free  and  voluntary  act  of  said  The 
Pittsburgh,  Cincinnati,  Chicago  and  St.  Louis  Railroad  Company,  for  the 
uses  and  purposes  therein  set  forth. 

Given  under  my  hand  and  Notarial  Seal  this  26th  day  of  December,  A.  D. 
1924.  N.  Spering, 

[seal]  Notary  Public. 

My  commission  expires  April  1st,  1927. 


1926      CHICAGO,    BURLINGTON    &   QUINCT   RAILROAD  COMPANY 

State  ok  Pennsylvania,  ) 
County  ok  Philadelphia.  J 

I,  X.  Spering,  a  Notary  Public  in  and  for  said  County,  in  the  state 
aforesaid,  'In  hereby  certify  thai  on  this  .lav  personally  appeared  before  mo 
Saml.  Rea  and  Lewis  Neilson,  personally  known  to  mo  to  be  the  same  persons 
whose   1 1 .- 1 1 1 1 <  -  ar<  ibed    to   the   foregoing   instrument,  and    personally 

known  to  in.    ;..  I.,    thi    President  and  Secretary,  respectively,  of  The  Penn- 
sylvania   Railroad    Company,   a    corporation,   and   acknowledged    that    they 

!   and   delivered   said    inst  rimient    as   their   free  and    voluntary   act 

dent  and  Secretary,  respectively,  and  as  the  free  and  voluntary 
act  of  Baid  The  Pennsylvania  Railroad  Company,  for  the  uses  and  purposes 
therein  Bel  forth. 

under  my  hand  and  Notarial  Seal  this  26th  day  of  December,  A.  l>. 
1924. 

U-]  N.  Spebing, 

Notary  Public. 

\\\  commission  expires  April   1st,  1927. 


: 


stai  I     i\V    [LLIN0I8,  , 

I 

I.  C.  E  CI  pph  j  r,  Notarj  Public  in  and  for  said  County,  in  the  state 
aforesaid,  do  hereby  certify  thai  on  this  day  personally  appeared  before  me 
Leon  1..  Loehr  and  I'.  E.  MuBgrove,  personally  known  to  me  to  be  the  same 
persons  whosi  -  an'  subscribed  to  the  foregoing  instrument,  ami   per 

lly  known  to  t>    the   \  ]e,   Presidenl  and   AsBt.  Secretary,  respec 

tively,  of  the'  in; -  Merchants  Trust  Company,  a  corporation,  ami  acknow] 

d  that  they  M<,'md.  Bealed  ami  delivered  said  instrument  as  their  free 
ami  voluntar  \  •■  ■   Presidenl  and  Asst.  Secretary,  respectively, 

and  as  the  free  and  voluntary  act  of  tin-  said  Qlinois  Merchants  Trust  Com 
pany,  for  the  iisi  -  and  pu  a  set  forth. 

'.  <•■   under  m\  hand  ami  Notarial  Seal  this  27th  day  of  December,  A.  D. 
L924. 
[SEAL]  C.    E.    ClJPPINGEB, 

Notary  Public. 
Mj   commission  expires  December  20,   l'.ej7. 

SUPPLEMENTAL  AGREEMENT   December  27,    1918.     The   Saint    Paul 
Union   Depot  Company  and  Chicago  Milwaukee  and  St.   Paul   Railway 
ompany,  Chicago  St.  Paul  Minneapolis  and  Omaha  Railway  Company, 
Chicago    Burlington    and    Quincy    Railroad    Company,    Minneapolis   St. 
Paul  ami  Sault   Ste.   Marie  Railway   Company,  (neat    Northern    Railway 
mpany,  '  Pacific   Railway  ('ompany.  Chicago  Great    Western 

Railroad  Company,  Thi  Minneapolis  and  St.  Louis  Railroad  Company, 
The  Chicago  Rock  Island  and  Pacific  Railway  Company.  Terminal 
facilities  St.  Paul.  Minnesota  0.53  miles. 

77'  .v  Indenture,  made  this  27th  day  of  Peeomlier,  1918,  between  The  Saint 
Paul  Union  Depot  Company,  a  Minnesota  corporation  party  of  the  first  part; 


CORPORATE    HISTORY  1927 

and  Chicago,  Milwaukee  and  St.  Paul  Railway  Company;  Chicago  St.  Paul, 
Minneapolis  and  Omaha  Railway  Company;  Chicago,  Burlington  and  Quincy 
Railroad  Company;  Minneapolis,  St.  Paul  and  Sault  Ste.  Marie  Railway 
Company;  Great  Northern  Railway  Company;  Northern  Pacific  Railway 
Company;  Chicago  Great  Western  Railroad  Company;  The  Minneapolis  and 
St.  Louis  Railroad  Company,  and  The  Chicago,  Rock  Island  and  Pacific  Rail- 
way Company,  parties  of  the  second  part. 

Whereas,  the  parties  entered  into  an  indenture  dated  December  18,  1916, 
commonly  called  "Operating  Agreement  between  The  Saint  Paul  Union 
Depot  Company  and  its  Stockholding  Tenants,"  by  the  9th  section  of  which 
the  stockholding  tenants  agreed  among  other  things  to  pay  the  interest  on 
$11,500,000.00  (or  so  much  thereof  as  from  time  to  time  may  be  outstand- 
ing) of  First  Refunding  Mortgage  Bonds  of  the  Depot  Company,  and  also 
"such  other  expenses  and  liabilities  as  may  be  incurred  in  the  preservation 
and  management  of  said  property  (of  the  Depot  Company)  and  the  business 
thereof;"  and 

Whereas,  for  the  purpose  of  adding  to  and  improving  its  property  and  in 
lieu  of  issuing  at  this  time  the  First  and  Refunding  Bonds  referred  to  in 
said  section  9,  the  Depot  Company  proposes  to  issue  its  five-year  5y2% 
guaranteed  gold  notes  to  the'  amount  of  $8,000,000.00  and  has  borrowed  and 
may  hereafter  borrow  for  the  same  purposes  other  moneys  from  time  to  time. 

Now  Therefore,  it  is  agreed  between  the  parties  that  all  obligations  issued 
and  to  be  issued  for  any  of  the  purposes  for  which  said  First  and  Refunding 
Bonds  can  properly  be  issued  according  to  the  terms  of  the  said  mortgage, 
whether  the  said  obligations  are  iu  form  notes  or  bonds  and  whether  they 
be  secured  by  said  mortgage  or  not  are  obligations  the  interest  on  which 
by  the  true  intent  and  meaning  of  said  section  9  of  the  Operating  Agree- 
ment is  payable  by  the  parties  of  the  second  part ;  and  that  said  interest 
shall  be  treated  under  the  Operating  Agreement  the  same  as  interest  upon 
First  and  Refunding  Mortgage  Bonds.  But  provided  that  the  total  of  such 
mortgage  bonds  plus  all  the  obligations  referred  to  in  this  contract  at  any 
time  outstanding  shall  not  exceed  $11,500,000.00. 

In  Witness  Whereof,  the  parties  hereto  have  caused  this  instrument  to  be 
executed  by  their  respective  officers  in  that  behalf  duly  authorized  the  day 
and  year  first  above  written.     (In  twelve  counterparts.) 

The  Saint  Paul  Union  Depot  Company, 

By  E.  Pennington, 

President. 


Attest : 


In  Presence  of : 
M.  V.  Seymour 
M.  McGinn 
As  to  U.  D.  Co. 

[Corporate  Seal] 


Charles  Jensch, 

Secretary. 


1928      CHICAGO,   BURLINGTON  &   QUINCY   RAILROAD   COMPANY 

Chicago,  Milwaukee  &  St.  Paul  Railway  Company, 

By  E.  D.   Sewall, 

Vice  President. 
Attest  : 

E.  W.  Adams, 
C.  R.  Knapp  Secretary. 

C.  G.  Ranz 
As  to  C.  M.  &  St.  P. 
[Corporate  Seal] 

Chicago,  St.  Paul,  Minneapolis  &  Omaha  Railway  Company, 

By  Jas.  T.  Clark, 

President. 
Attest: 

C  A.  Leogo, 
P.  A.  Eta  SWELL  Asst.  Secretary. 

11.  P.  Barlow 
As  to  C.  st.  P.  .M.  £  0. 
[Corporate  Seal] 

Chicago,  liurlington  and  Quiney  Railroad  Company, 

By  T.  s.  Eowland, 
Vice  President. 
Attesl : 

YV.  J.  Jarvis, 
E.  .1.  smith  Asst.  Secretary. 

E.  M.  Spoh 
As  to  C.  B.  \  g. 
[Corporate  Seal] 

Minneapolis,  Bt.   Paul  and  Bault   Bte.  Marie   Railway  Company, 

By  E.  Pennington, 

President. 
Attest: 

G.  W.  Webster, 
1\   P.   M    ktin  Secretary. 

J.  E.  Olson 

As  to  M.  St.  P.  &  s.  s.  M. 
[Corporate  Seal] 

Great  Northern  Railway  Company, 

By  E.  C.  Lindley, 

Vice  President. 
Attest : 

F.  L.  Paetzold, 
John  J.  Boyle  Secretary. 

M.  H.  Lilley 
As  to  G.  X.  Ry.  Co. 
[Corporate  Seal] 


CORPORATE    HISTORY 


1929 


Attest : 


L.  B.  Trott 
N.  A.  Blasing 
As  to  N.  P.  By.  Co. 
[Corporate  Seal] 


Attest : 


Northern  Pacific  Bailway  Company, 

By  C.  W.  Bunn, 
Vice  President. 

B.  H.  Belf, 
Asst.  Secretary. 


F.    F.    OSTERMAN 

A.  C.  Simmons 

As  to  C.  G.  W.  E.  E. 

[Corporate  Seal] 


Chicago  Great  Western  Bailroad  Company, 

By  S.  M.  Felton, 

President. 

W.   G.  Lerch, 

Secretary. 


The  Minneapolis  &  St.  Louis  Bailroad  Company, 

By  L.  C.  Fritch, 
Vice  President. 


Attest : 


A.  C.   Doan, 

Secretary. 


B.  P.  Dalton 
W.  B.  Davids 
As  to  M.  &  St.  L. 
[Corporate  Seal] 


The  Chicago,  Bock  Island  &  Pacific  Bailway  Company, 

By  Charles  Hayden, 

President. 


Attest: 


Carl  Nyquist, 

Secretary. 


Amy  Edling 
W.  J.  Camphausen 
As  to  C.  B.  I.  &  P.  By.  Co. 
[Corporate  Seal] 


SUPPLEMENTAL  AGREEMENT  November  2,  1923,  The  Saint  Paul 
Union  Depot  Company  and  Chicago  Milwaukee  and  St.  Paul  Bailway 
Company,  Chicago  St.  Paul  Minneapolis  and  Omaha  Bailway  Company, 
Chicago  Burlington  &  Quincy  Bailroad  Company,  Minneapolis  St.  Paul 


1930       CHICAGO,   BURLINGTON   &   QUINCY   RAILROAD   COMPANY 

and  s.ailt  Ste.  .Marie  Railway  Company,  Great  Northern  Railway  Com- 
pany, Northern  Pacific  Railway  Company,  Chicago  Great  Western  Rail- 
road Company,  The  Chicago  Bock  Island  and  Pacifie  Railway  Company, 
The  Minneapolis  and  St.  Louis  Railroad  Company.  Terminal  facilities, 
St.  Paul,  Minnesota,  0.53  miles. 

Amendment   to  Operating  Agreement   between  The  Saint  Paul  Union 

Depol    Company  and   its  stockholding  tenants. 

The  St.  Raid  Union  Depot  Company.  Amendment  to  Operating  Agree- 
ment for  use  of  Union  Passenger  Station  and  Terminal  Facilities. 

Tins  Indenture,  made  this  2nd  day  of  November,  1923,  between  The  Saint 
Raul    Union    Depot   Company    (hereinafter   referred   to  as  "The  Depot   Com- 
pany"), party  of  the  first   part,  ami  Chicago,  Milwaukee  ami  St.  Raul  Bail- 
way   Company;    Chicago,    St.    Raul,    Minneapolis   and    Omaha    Railway    Com 
pany;   Chicago  Burlington  &  Quincy  Railroad  Company;    Minneapolis,  St. 

Raul  ami  Sault  Ste.  Marie  Railway  Company;  Croat  Northern  Railway  Com- 
pany; Northern  Pacific  Railway  Company;  Chicago,  Great  Western  Railroad 
Company;  Chicago,  Bock  [aland  and  Pacific  Railway  Company;  The  Minne- 
apolis ami   Si.    I. .,u,-   Railroad   Company,  and   W.    II.    Rremnor,  as    Receiver  of 

-aid  Minneapolis  and  St.  Louis  Bailroad  Company,  partus  of  the  second 
part,  hereinafter  called  the  "Railway  Companies,"  Hit  m-ssi  th : 

I. 

Whereas,  in  that  certain  operating  agreement  heretofore  entered  into  be- 
tween the  parties  hereto,  and  dated  December  1s,  L916,  the  aggregate  amount 
.if  bonds  to  lir  tirst  issued  under  the  First  and  Befunding  Mortgage  of  The 

Depot   Company,  is  limited  to  $11,500,000.00  and   it    is  now  intended  to  issue, 

under   said    mortgage   bonds   aggregating   $15, 500,000.00   instead   of   $11,- 

.00: 

Vote  Therefore,  H  Is  Agreed  that  the  Operating  Agreement  between  the 

parties  ht-nto,  dated  December  Is.  l'.»l<>,  lie  amended  so  that  paragraph  four 
of  section  nine  thereof  shall   read  as   follows: 

"1'oiKTll:  The  payment  of  semiannual  interest  at  a  rate  to  be 
fixed  by  the  Board  of  Directors  of  The  Depot  Company  upon  the 
Fifteen  Million,  Five  Hundred  Thousand  Dollars  ($15,500,000.00) 
of  Ron. R  first  issued  under  and  secured  by  said  Firsl  and  Refunding 
Moi  _  r  so  much  thereof  as  from  time  to  time  may  Re  out- 
standing." 

and  so  amended  thereafter  and  throughout  said  Operating  Agreement  that 
wherever  the  authorized  first  issue  of  bonds  under  said  First  and  Refunding 
Mortgage  or  the  indebtedness  represented  thereby  is  referred  to  in  the  sum 
of  $11,500,000.00,  said  words  and  figures  representing  that  amount  be 
amended  to  read  "Fifteen  Million,  Five  Hundred  Thousand  Dollars  ($15,- 
500,000.00)." 

W.  H.  Bremner,  solely  in  his  capacity  as  Receiver  of  The  Minneapolis 
and  St.  Louis  Railroad  Company,  one  of  the  parties  to  this  agreement,  joins 
in  this  agreement  in  his  official  capacity  as  such  Receiver,  and  binds  the 
trust  estate  in  his  hands  as  such  Receiver  to  the  extent  and  in  the  manner 


CORPORATE    HISTORY  1931 

authorized  and  provided  by  the  order  of  the  District  Court  of  the  United 
States  for  the  District  of  Minnesota,  Fourth  Division,  authorizing  him  to 
join  in  this  agreement  as  such  Beceiver. 

In  Witness  Whereof,  the  said  parties  hereto  have  caused  these  presents  to 
be  signed  in'  twelve  counterparts  by  their  respective  Presidents  or  Vice- 
presidents,  in  that  behalf  duly  authorized,  and  impressions  of  their  respective 
corporate  seals  to  be  hereunto  affixed  and  attested  by  their  respective 
Secretaries  or  Assistant  Secretaries,  the  day  and  year  first  above  written. 

The  Saint  Paul  Union  Depot  Company, 
[seal]  By  Ealph  Budd, 

President. 
Attest:  Charles  Jensch, 

Signed,  Sealed  and  Delivered  in  presence  of :  Secretary. 

J.  A.  Lengby 
C.  H.  Smith 
(As  to  The  St.  Paul  Union  Depot  Co.) 

Chicago,  Milwaukee  and  St.  Paul  Eailway  Company, 
[seal]  By  B.  B.  Greer, 

Vice  President. 
Attest:  A.  C.  Hagensick, 

E.  A.  Witt  Assistant  Secretary. 

G.  M.  Dempsey 
(As  to  C.  M.  &  St.  P.  Ey.  Co.) 

Chicago,  St.  Paul,  Minneapolis  and  Omaha  Eailway  Company, 
[seal]  By  W.  H.  Finley, 

President. 
Attest:  John  D.  Caldwell, 

C.  C.  Houston  Secretary. 

Barrett  Conway 
(As  to  C.  St.  P.  M.  &  O.  Ey  Co.) 

Chicago,  Burlington  &  Quincy  Eailroad  Company, 

[SEAL]  By  C.  G.  BURNHAM, 

Executive  Vice  President. 
Attest:  E.  J.  Alden, 

J.  W.  Cooper  Assistant  Secretary. 

A.  D.  McLane 
(As  to  C  B.  &  Q.  E,  E.  Co.) 

Minneapolis,  St.  Paul  and  Sault  Ste.  Marie  Eailway  Company, 
[seal]  By  C.   T.  Jaffray, 

President. 
Attest:  W.  E,  Harley, 

E.  E.  Davies  Secretary. 

G.  W.  Helm 
(As  to  M.  St.  P.  &  S.  Ste.  M.  Ey.  Co.) 


1932       CHICAGO,   BURLINGTON   &   QUINCY   RAILROAD   COMPANY 


[SEAL] 


Attest: 
J.  A.  Lengby 

-M.    H.    LlLLKV 

(As  to  G.  N.  By.  Co.) 


[SEAL] 


Attest  : 

A.   M.  GOTTSCHALD 

Russell  H.  Dick 
(As  to  N.  I'.  By.  Co.) 


Great  Northern  Railway  Company, 

By  G.  B.  Martin, 
Vice  President. 
F.  L.  Paetzold, 

'Secretary. 


Northern  Pacific   Railway  Company, 

By  Charles  Donnelly, 
President. 
E.  H.  Eelf, 
Assistant  Secretary. 


[seal] 


Chicago  Great  Western  Eailroad  Company, 

J'-!/  S.  M.  Felton, 
Presidt  nt. 

\Y.  G.  Lercii, 

Seen tary. 


Attest: 

W.   \V.  Sri.i.ivAN 

il.  w.  Bum  ■• 

(As  to  C.  G.  W.  E.  E.  Co.) 

The  Chicago,  Hock  Island  and  Pacific  Railway  Company, 

[SKAL]  By  J.   E.  (iOlt-MAK, 

President. 
Carl  Nyqtjist, 

Attest:  Seen  t mil. 

A.  E.  Owen- 
Arthur  D.  Gibson 
(As  to  C.  B.  I.  .v  1'.  By.  Co.) 

The   Minneapolis   and   St.   Louis  Eailroad  Company, 
[seal]  By  \V.  II.  Bremnkk, 

President. 
E.  S.  Eedel, 
st:  Assistant   Secretary. 

M.  E.  Eaton 
C.  F.  Anderson 
(As  to  M.  &  St.  L.  B.  B.   Co.) 
M.  E.  Eaton 
E.  s.  Eedel 
(As  to  Eeceiver,  M.  &  St.  L.  E.  E.  Co.) 

W.  H.  Bremner, 
As  Eeceiver  of  The  Minneapolis  and  St.  Louis  Eailroad 
Company,  and  not  as  an  individual. 


CORPORATE   HISTORY  1933 

State  of  Minnesota  ) 

r  SS 

County  of  Ramsey    \ 

On  this  20th  day  of  May,  1924,  before  me,  a  notary  public  within  and  for 
said  county,  duly  commissioned  and  qualified  to  take  and  certify  acknowl- 
edgments, personally  came  Ralph  Budd,  President,  and  Charles  Jensch, 
Secretary  of  The  Saint  Paul  Union  Depot  Company,  to  me  personally  known, 
and  known  to  me  to  be  such  President  and  Secretary,  respectively,  of  said 
corporation,  who  being  by  me  first  duly  sworn,  doth  depose  and  say,  each 
for  himself,  that  the  said  Ralph  Budd  is  the  President,  and  the  said  Charles 
Jensch  is  the  Secretary  of  The  Saint  Paul  Union  Depot  Company,  one  of 
the  corporations  described  in  and  which  executed  the  foregoing  instrument, 
and  that  the  seal  affixed  to  said  instrument  is  the  corporate  seal  of  said 
corporation,  and  that  said  instrument  was  signed,  executed  and  sealed  in  be- 
half of  said  corporation  by  authority  of  its  Board  of  Directors ;  and  they 
did  severally  acknowledge  said  instrument  to  be  the  free  act  and  deed  of  said 
corporation. 
[seal]  Jessie  O.  Bohrer, 

Notary  Public,  Ramsey  County.  Minnesota, 

My  commission  expires  Aug.  16,  1927. 

State  of  Illinois) 

V   gg 

County  of  Cook    \ 

On  this  3rd  day  of  May,  1924,  before  me,  a  notary  public  within  and  for 
said  county,  duly  commissioned  and  qualified  to  take  and  certify  acknowl- 
edgments, personally  came  B.  B.  Greer,  Vice  President,  and  A.  C.  Hagen- 
sick,  Asst.,  Secretary  of  Chicago,  Milwaukee  and  St.  Paul  Railway  Com- 
pany, to  me  personally  known,  and  known  to  me  to  be  such  Vice  President 
and  Asst.  Secretary,  respectively,  of  said  corporation,  who  being  by  me  first 
duly  sworn,  doth  depose  and  say,  each  for  himself,  that  the  said  B.  B.  Greer 
is  the  Vice  President,  and  the  said  A.  C.  Hageiisick  is  the  Asst.  Secretary 
of  Chicago,  Milwaukee  and  St.  Paul  Railway  Company,  one  of  the  corpora- 
tions described  in  and  which  executed  the  foregoing  instrument,  and  that 
the  seal  affixed  to  said  instrument  is  the  corporate  seal  of  said  corporation, 
and  that  said  instrument  was  signed,  executed  and  sealed  in  behalf  of  said 
corporation  by  authority  of  its  Board  of  Directors;  and  they  did  severally 
acknowledge  said  instrument  to  be  the  free  act  and  deed  of  said  corporation. 
[seal]  W.  D.  Millard, 

Notary  Public,  Cook  County,  Illinois, 

My  commission   expires  May   10,   1924. 

State  of  Illinois) 

y  gg 

County  of  Cook    )  ' ' 

On  this  1st  day  of  May,  1924,  before  me,  a  notary  public  within  and  for 
said  county,  duly  commissioned  and  qualified  to  take  and  certify  acknowl- 
edgments, personally  came  W.  H.  Finley,  President,  and  John  D.  Caldwell, 
Secretary  of  Chicago,  St.  Paul,  Minneapolis  and  Omaha  Railway  Company, 
to  me  personally  known,  and  known  to  me  to  be  such  President  and  Secretary, 
respectively,  of  said  corporation,  who  being  by  me  first  duly  sworn,  doth 
depose  and  say,  each  for  himself,  that  the  said  W.  H.  Finley  is  the  President, 


1934      CHICAGO,   BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

;ind  the  said  John  D.  Caldwell  is  the  Secretary  of  Chicago,  St.  Paul,  Minne- 
apolis and  Omaha  Railway  Company,  one  of  the  corporations  described  in 
and  which  executed  the  foregoing  instrument,  and  that  the  seal  affixed  to 
said  instrument  is  the  corporate  seal  of  said  corporation,  and  that  said  in- 
strument was  signed,  executed  and  sealed  in  behalf  of  said  corporation  by 
authority  of  its  Board  of  Directors;  and  they  did  severally  acknowledge  said 
instrument  to  be  the  tree  act  and  deed  of  said  corporation. 
[SEAL]  P.  J.  SESTERHENN, 

Notary  Public,  Cook  County,  Illinois. 

My  commission  expires  May  8,  1926. 


ie  of  Illinois) 

•  S  B 

Coi  nty  of  Cook    \ 

On  this  2nd  day  of  May,  1924,  before  me,  a  notary  public  within  and  for 
said  county,  duly  commissioned  and  qualified  to  take  and  certify  acknowledg- 
ments, personally  came  c.  (i.  Burnham,  Vice  President,  and  E.  J.  Alden, 
As8t.,  Secretary  of  Chicago.  Burlington  &  Quincy  Railroad  Company,  to  me 
personally  known,  and  known  to  me  to  be  such  Vice  President  and  Asst. 
etary,  respectively  of  said  corporation,  who  l.eing  by  me  first  duly 
sworn,  doth  depose  and  say.  each  for  himself,  that  the  said  ('.  (;.  Burnham 
is  the  Vice  President,  and  the  said  E.  J.  Alden  is  the  Asst.  Secretary  of 
Chicago,  Burlington  &  Quincy  Railroad  Company,  one  of  the  corporations 
described  in  and  which  executed  the  foregoing  instrument,  and  that  the  seal 

affixed   to  Said   instrument    is  the  corporate  seal  of  said  Corporation,  and  that 

said  instrument  was  signed,  executed  and  sealed  in  behalf  of  said  corpora- 
tion by  authority  of  its  Board  of  Directors;  and  they  did  severally  acknowl- 
edge said  instrument  to  be  the  free  act  and  deed  of  said  corporation. 
\l]  A.  D.  McLa 

Notary   Public,  Cook  County.  Illinois, 

My  commission   expires  .Mar.  22,  1927. 

;t  ok  Minnesota  ) 

-  H  S 

County  of  Hennepin) 

On  this  23rd  day  of  April,  1924,  before  me,  a  notary  public  within  and 
for  said  county,  duly  commissioned  and  qualified  to  take  and  certify  acknowl- 
edgments, personally  came  C.  T.  Jaffray,  President,  and  W.  R.  Barley, 
-  retarj  of  Minneapolis,  St.  Paul  and  Sault  Ste.  Marie  Railway  Company, 
to  me  personally  known,  and  known  to  me  to  be  such  President  and  Seen 
tary.  respectively,  of  said  corporation,  who  being  by  me  first  duly  sworn, 
doth  depose  and  -  ■  ich  for  himself,  that  the  said  C.  T.  Jaffray  is  the 
President,  and  the  said  W.  B.  Barley  is  the  Secretary  of  Minneapolis,  St. 
Paul  and  Sault  ste.  Marie  Railway  Company,  one  of  the  corporations  de- 
scribed in  and  which  executed  the  foregoing  instrument,  and  that  the  seal 
affixed  to  said  instrument  is  the  corporate  seal  of  said  corporation,  and  that 
said  instrune  signed,  executed  and  sealed  in  behalf  of  said  corpora- 

tion by  authority  of  its  Board  of  Directors;  and  they  did  severally  acknowl- 
edge said  instrument  to  be  the  free  act  and  deed  of  said  corporation. 
[seal]  Alfred  0.  Bjorklund, 

Notary  Public,  Hennepin  County,  Minnesota, 

My  commission  expires  Nov.  14.  1929.  • 


CORPORATE   HISTORY  1935 

State  of  Minnesota  ) 

V   gg 

County  of  Ramsey    ) 

On  this  28th  day  of  April,  1924,  before  me,  a  notary  public  within  and  for 
said  county,  duly  commissioned  and  qualified  to  take  and  certify  acknowl- 
edgments, personally  came  G.  B.  Martin,  Vice  President,  and  F.  L.  Paetzold, 
Secretary  of  Great  Northern  Railway  Company,  to  me  personally  known, 
and  known  to  me  to  be  such  Vice  President  and  Secretary,  respectively,  of 
said  corporation,  who  being  by  me  first  duly  sworn,  doth  depose  and  say, 
each  for  himself,  that  the  said  G.  R.  Martin  is  the  Vice  President,  and  the 
said  P.  L.  Paetzold  is  the  Secretary  of  Great  Northern  Railway  Company, 
one  of  the  corporations  described  in  and  which  executed  the  foregoing  in- 
strument, and  that  the  seal  affixed  to  said  instrument  is  the  corporate  seal 
of  said  corporation,  and  that  said  instrument  was  signed,  executed  and 
sealed  in  behalf  of  said  corporation  by  authority  of  its  Board  of  Directors; 
and  they  did  severally  acknowledge  said  instrument  to  be  the  free  act  and 
deed  of  said  corporation. 
[seal]  Jessie  0.  Bohrer, 

Notary  Public,  Ramsey  County,   Minnesota, 

My  commission  expires  Aug..  16,  1927. 

State  of  Minnesota) 

L   gg 

County  of  Ramsey    \ 

On  this  22nd  day  of  April,  1924,  before  me,  a  notary  public  within  and 
for  said  county,  duly  commissioned  and  qualified  to  take  and  certify  acknowl- 
edgments, personally  came  Charles  Donnelly,  President,  and  R.  H.  Relf, 
Asst.  Secretary  of  Northern  Pacific  Railway  Company,  to  me  personally 
known,  and  known  to  me  to  be  such  President  and  Asst.  Secretary,  respec- 
tively, of  said  corporation.,  who  being  by  me  first  duly  sworn,  doth  depose 
and  say,  each  for  himself,  that  the  said  Charles  Donnelly  is  the  President, 
and  the  said  R.  H.  Relf  is  the  Asst.  Secretary  of  Northern  Pacific  Railway 
Company,  one  of  the  corporations  described  in  and  which  executed  the  fore- 
going instrument,  and  that  the  seal  affixed  to  said  instrument  is  the  corporate 
seal  of  said  corporation,  and  that  said  instrument  was  signed.,  executed  and 
sealed  in  behalf  of  said  corporation  by  authority  of  its  Board  of  Directors; 
and  they  did  severally  acknowledge  said  instrument  to  be  the  free  act  and 
deed  of  said  corporation. 
[seal]  L.  R.  Fellows, 

Notary  Public,  Ramsey  County,  Minnesota, 

My  commission  expires  April  2,  1925. 

State  of  Illinois) 

L  gg 

County  of  Cook    ) 

On  this  1st  day  of  May.  1924,  before  me,  a  notary  public  within  and  for 
said  county,  duly  commissioned  and  qualified  to  take  and  certify  acknowledg- 
edgments,  personally  came  S.  M.  Felton,  President,  and  W.  G.  Lerch,  Secre- 
tary of  Chicago  Great  Western  Railroad  Company,  to  me  personally  known 
and  known  to  me  to  be  such  President  and  Secretary,  respectively,  of  said 
corporation,  who  being  by  me  first  duly  sworn,  doth  depose  and  say,  each  for 
himself,  that  the  said  S.  M.  Felton  is  the  President,  and  the  said  W.  G. 
Lerch  is  the  Secretary  of  Chicago  Great  Western  Railroad  Company,  one  of 


L936      CHICAGO,   BURLINGTON    &    QUINCY   RAILROAD  COMPANY 

the  corporations  described  in  and  which  executed  the  foregoing  instrument. 
and  that  the  seal  affixed  to  said  instrument  is  the  corporate  seal  of  said 
corporation,  and  that  said  Instrument  was  signed,  executed  and  sealed  in 
behalf  of  said  corporation  by  authority  of  its  Board  of  Directors;  and  they 
did  severally  acknowledge  said  instrument  to  be  the  free  act  and  deed  of 
said  corporation. 
[SEAL]  JNO.  COENEN, 

Notary  Public,  Cook  County,  Illinois, 
My  commission  expires  Oct.  20,  J 

i  E   OF    ILUXOIS  ) 

-  B  B 

County  of  Cook    \ 

On  this  30th  day  of  April,  L924,  before  me,  a  notary  public  within  and  for 
said  county,  dury  commissioned  and  qualified  to  take  and  certify  acknowledg 

orients,  personally  came  J.  E.  Gorman,  President,  and  Carl  Nyquist,  Secretary 
of  The  Chicago,  Rock  Island  and  Pacific  Railway  Company,  to  me  per- 
sonally  known,   and    known    to    me   to   be    such    President    and    Secretary,   re- 

pectively,  of  said  corporation,  who  being  by  me  first  duly  sworn,  doth  deposi 

and  say,  each   for  himself,  that  the  said  J.  E.  Gorman   is  the   President,  ami 

the  said  Carl  Nyquist  is  the  Secretary  of  the  Chicago,  Rock  [aland  and 
Pacific  Railway  Company,  one  of  the  corporations  described   in  and  which 

uted   the   foregoing   instrument,  and   that    the  seal   affixed  to  said    instru- 
ment   is  tlie  corporate  seal  of  said  corporation,  and  that  said   instrument   was 

.ted  and  sealed  in  behalf  of  said  corporation  by  authority  of  its 

rd   of    Directors;    and    they   did   severally   acknowledge   said    instrument   to 
he   the  free  act   and  deed  of  said  corporation. 

[>KAL]  W.   Vanderpool, 

Notary  Public,  Cook  County,  Illinois, 
My  commission  expires  Oct.  l'7,   L926. 

>r     MlNNi   -"  / 

COl    NTY     OF      111  NNKIMN  \  '  '  ' 

On  this  U4th  day  of  April,   1924,  before  me,  a  notary  public  within  and  for 
said  county,  duly  commissioned  and  qualified  to  take  ami  certify  acknowledg 
edgments,  personally  came  \V.  II.  Bremner,  President,  ami  E.  8.  Redel,  Asst. 
•   The  Minneapolis  and  St.  Louis  Railroad  Company,  to  me  per- 

lly   known,  ami  known  to  me  to   he   such    President   and   Asst.   Secretary, 
.lively,   of  said   corporation,   who  being  by  me  first   duly  sworn,  doth 
depose  and  say,  each  for  himself,  that  the  said  \V.  II.  Bremner  is  the  Pi 

,l,.nt,    and    thi  -    lie-    Asst.    Secretary    of    The    Minneapolis 

and  st.  Louis  Railroad  Company,  one  of  the  corporations  described  in  and 

Which   executed    t  _         _         i\  ruinent,   and    that    the    seal    affixed    to    said 

instrument  is  the  corporate  seal  of  said  corporation,  and  that  said  instrument 
was  signed,  executed  and  sealed  in  behalf  of  said  corporation  by  authority 
of  its  Board  of  Directors;   and  they  did  severally  acknowledge  said  instru- 
ment  to  be  the  free  act  and  deed  of  said  corporation 
[SEAL]  M.    II.    McDERMOTT. 

Notary  Public,  Hennepin  County,  Minn. 

My  commission  expires  March  25,  1925. 


CORPORATE    HISTORY  19.37 

State  of  Minnesota    ) 

I    gg 

County   op    Hennepin  \ 

On  this  24th  day  of  April,  1924,  before  me.,  a  notary  public  within  and  for 
said  county,  duly  commissioned  and  qualified  to  take  and  certify  acknowl- 
edgments, personally  came  W.  H.  Bremner,  as  Eeceiver  of  The  Minneapolis 
and  St.  Louis  Railroad  Company,  and  not  as  an  individual,  to  me  well  known 
to  be  the  person  who  executed  the  foregoing  instrument.,  and  he  acknowl- 
edged the  execution  thereof  as  his  free  act  and  deed,  in  his  capacity  as 
Receiver  of  said  Railroad  Company  and  not  as  an  individual,  and  for  the 
uses  and  purposes  therein  expressed. 
[seal]  M.  H.  McDermott, 

Notary  Public,  Hennepin  County,  Minnesota, 

My  commission  expires  March  25,  1925. 

RELEASE,  August  30,   1905  The  Farmers'  Loan   and  Trust  Company  to 
The    Chicago    and    Rock    River    Railroad    Company. 
(See  page  1046) 
Know  All  Men  by  These  Presents,  That 

Whereas,  The  Chicago  and  Rock  River  Railroad  Company,  a  corporation 
duly  organized  and  existing  under  and  by  virtue  of  the  laws  of  the  State 
of  Illinois,  for  the  purpose  of  securing  a  series  of  bonds  to  an  amount  not 
exceeding  Twenty  Thousand  Dollars  ($20,000.00)  per  mile  of  its  completed 
railroad,  did  make,  execute  and  deliver  to  The  Farmers'  Loan  and  Trust 
Company,  a  corporation  duly  organized  and  existing  under  and  by  virtue 
of  the  laws  of  the  State  of  New  York,  a  certain  Indenture  of  Mortgage, 
dated  July  1,  1871,  recorded  in  the  office  of  the  Recorder  of  Whiteside 
•County,  State  of  Illinois,  on  November  14,  1871,  in  Book  55,  on  page  166; 
and  also  recorded  in  the  office  of  the  Recorder  of  De  Kalb  County,  said 
State,  on  November  15,  1871,  in  Book  31  of  Mortgages  on  page  38;  and 
also  recorded  in  the  office  of  the  Recorder  of  Lee  County,  said  State  on 
November  16,  1871,  in  Book  "R"  of  Mortgages  on  Page  243 ;  and  also 
recorded  in  the  office  of  the  Clerk  of  the  Circuit  Court,  Kendall  County,  said 
State  ex-officio  Recorder  thereof  on  November  24,  1871,  in  Book  31,  Page 
334 ;  and  also  recorded  in  the  office  of  the  Clerk  of  the  Circuit  Court  in  and 
for  Will  County,  said  State,  and  ex-officio  Recorder  thereof  on  December 
1st,  1871,  in  Book  121,  of  Mortgages,  Page  481;  and 

Whereas,  All  the  bonds  and  unpaid  coupons  which  have  been  issued  and 
certified  under  and  in  pursuance  of  the  terms  of  said  mortgage  have  been 
cancelled  and  discharged,  so  that  no  bonds  or  coupons  are  now  outstanding 
secured  by  said  mortgage  or  entitled  to  the  security  thereof, 

Now,  therefore,  The  Farmers'  Loan  and  Trust  Company,  as  Trustee,  under 
aforesaid  Indenture  of  Cortgage  Doth  Hereby  Certify  that  the  said. Indenture 
of  Mortgage  and  the  bonds  secured  thereby  are  paid  and  satisfied,  and 
Doth  Hereby  Consent  that  the  said  Indenture  of  Mortgage  be  discharged 
of  record. 

And,  The  Farmers'  Loan  &  Trust  Company  as  Trustee  as  aforesaid,  in 
consideration  of  the  sum  of  One  Dollar,  to  it  in  hand  paid  by  the  said 
Chicago  &  Rock  River  Railroad  Company,  hath  remised,  released  and  quit- 


1938      CHICAGO,   BURLINGTON  &   QUINCY   RAILROAD   COMPANY 

claimed,  and  by  these  presents  doth  remise,  release  and  quit  claim  unto 
the  said  Chicago  >.v.  Bock  River  Railroad  Company,  and  to  its  successors 
and  assigns,  forever,  ALL  the  property  and  premises,  real  and  personal,  of 
every  sort  and  description,  in  the  said  mortgage  mentioned  and  described 
(reference  being  made  to  the  said  mortgage  for  fuller  description),  together 

with  all  the  a  ppurtena  in-es  thereof,  and  all  the  estate,  right,  title  and 
interest,  possession  claim  and  demand  whatever,  as  well  at  law  as  in 
equity,  of  tin'  said  Tin'  Farmers'  Loan  and  Trust  Company  as  Trustees 
aforesaid,  of,  in  and  to  the  said  property  and  premises  and  every  part 
and  parcel  thereof,  with  the  appurtenances;  To  Have  and  to  Hold  the  same 
until  the  said  Chicago  anil  Rock  River  Railroad  Company,  its  successors 
.Hid    assigns  .   free  ami   discharged   of  any   lien,  claim   or   interest 

whatever    of    the    said    The    Farmers'    Loan    and    Trust    Company    as    Trustee 

foresaid  in  the  same  or  any  pari  thereof. 
///  Witness  Whereof,  The  said  The  Farmers'  Loan  and  Trust  Company  as 

Trustee    as    aforesaid    hath    eaus.-d    its    corporate    name    to    I.,'    hereunto    Bub 

scribed,  it--  corporate  Beal  to  !*•  hereunto  affixed  and   these  presents  to  be 

duly    attested    at     tie  I     New     York     this    30th     day     of     August,    One 

sand,  nine  hundred  and  live. 
The  Farmers'  Loan  and  Tru8l  Company,  as  Trustee. 

By  L.  s.  Marston,  I'r<  si, l,  ni 
Attest:  Sam.  Sloan  Jr.,  Secretary 

0     Si   VI  I  B    OK     A  MKlIii  A, 

'  ss 


I 


STAT!  ,  I  OF  Nl  •'■     5  ORB  J 

I,  George   EL  Coi  oner  of   Leeds   for  the  state  of   Illinois 

in   and   for   the  New    Fork,   duly    commissioned    and    sworn,   and 

dwelling  in  said  New    York,  do  hereby  certify  thai   on   this  30th 

of  August,  L905,  at  the  City  of  New  Fork,  in  the  County  and  state 
of  New  York,  before  me  personally  came  Edwin  S.  Marston,  to  me 
personally  known  to  be  the  President  of  the  Farmers'  Loan  and  Trust 
Company,  and  the  person  whose  name  is  subscribed  to  and  who  executed 
the  foregoing  instrument  as  such  President,  who,  being  duly  sworn,  did 
depose  and   say   thai    he   resides   in   the   City   of   New    York  and   state  of 

New  Yurk  and  is  the  President  of  the  Farmers'  Loan  and  Trust  Company; 
that  he  knows  the  corporate  seal  of  said  Trust  Company;  that  the  seal 
affixed  to  the  foregoing  instrument  is  BUCh  Corporate  seal,  and  that  lie 
affixed  the  same  and  signed  said  inst  ruimnt  as  President  by  authority  of 
the  P.oanl  of  Directors  of  the  said  Trust  Company;  and  he  did  further 
acknowledge  that  lie,  as  Buch  President,  as  aforesaid,  signed  ami  delivered 

the  said  instrument  as  the  act  and  deed  of  the  said  corporation  for  the 
purposes  and  uses  therein  set  forth. 

Given  under  my  hand  and  official  seal,  at  the  said  City  of  New  York  this 
30th  day  of  August,  A.  D.,  1905. 

Geo.  H.  Corey, 
Commissioner  for  the  State  of  Illinois. 
Office  No.  56  Wall  Street,  New  York  City. 
[seal] 


BURLINGTON,  SOUTH  CHICAGO 
TERMINAL  RAILROAD  COMPANY 

This  company  was  incorporated  under  the  laws  of  the  State 
of  Illinois  by  Articles  dated  February  7,  1917,  to  take  effect 
January  30,  1917,  which  were  filed  with  the  Secretary  of  State 
of  Illinois  February  9,  1917,  and  recorded  in  Book  51,  page  425. 
Article  Second  describes  the  road  authorized  as  follows : 
"Second;  It  is  intended  to  construct  the  said  railroad  from  a  point  on 
the  railroad  of  The  Belt  Railway  Company  near  One  Hundredth  Street, 
in  the  City  of  Chicago,  Illinois,  thence  extending  southerly  and  south- 
westerly a  distance  of  about  ten  (10)  miles  to  the  southerly  limits  of 
the  City  of  Chicago,  in  the  County  of  Cook  and  State  of  Illinois." 

The  first  meeting  of  the  Directors  was  held  at  Chicago, 
February  12,  1917. 

The  property  of  the  company  consists  of  approximately 
twenty-nine  acres  of  land  in  the  South  Chicago  Dock  Com- 
pany's Addition,  south  of  One  Hundredth  Street,  in  the  town 
of  Hyde  Park,  Cook  County,  Illinois,  purchased  by  the  company 
from  the  Elgin,  Joliet  &  Eastern  Railway  Company  by  deed 
dated  February  16,  1917,  recorded  in  Book  14,333,  page  566, 
of  the  Deed  Records  of  said  Cook  County,  which  land  is  occupied 
with  main  and  side  tracks  approximately  53,542  feet  in  length, 
together  with  roundhouse  and  other  appurtenances. 

The  tracks  owned  by  the  company  are  operated  as  side  and 
terminal  tracks  and  terminal  property  of  the  Chicago,  Burling- 
ton &  Quincy  Railroad  Company,  which  owns  all  of  the  capital 
stock  of  this  company,  and  is  also  part  owner  of  The  Belt 
Railway  Company  of  Chicago,  whose  tracks  form  a  connection 
between  the  roads  of  said  companies. 

This  company  is  still  in  active  existence. 


1939 


1940      CHICAGO,    BURLINGTON    &   QUINCE    RAILROAD   COMPANY 

ARTICLES  OF  INCORPORATION,   February   7,  1917,  Burlington  South 
Chicago   Terminal    Railroad    Company. 


tificate  Number  2483 

State  of   Illinois 

Office  of 
The  Secretarj   of  State 

To  All  To  Whom  Th*       P     sei  ts  Shall  Corm .  Greeting: 
I,   Louia   L.   Emmerson,  Secretary   of  State  of  the  state  of   Illinois,  do 
hereby   certify  that   the   following  and   hereto  attached   is  a   true  copy  of 
Articles  of  Incorporation  of  Burlington,  South  Chicago  Terminal   Railroad 

Company,   the   original    Of    which    is    now    on    file   and    a    matter   of   record    in 

this  office. 

/  /  ii  mony  Whereof,  I  hereto  sel  my  hand  and  cause  to  l>e  affixed 
the  Greal  Seal  of  the  State  of  Illinois,  Done  at  the  City  of  Springfield 
this  19th  day  of  June,  A.  D.  L918. 

\u]  Loi  is  I,.  Em  mkkson, 

S<  '•;•-  tary  of  Statt . 


Articles   of    Incorporation   of    the    Burlington    South    Chicago    Terminal 
Railroad  Company. 

We  the  undersigned,  Hair  Eolden,  Edward  M.  Shelton,  Barry  E.  Byram, 

Claude  G.  Burnham  and  Elmer  A.  Howard,  desiring  to  form  an  incorporated 

company  for  the  purpose  of  constructing  and  operating  a    railroad   under 

the  laws  of  Illinois,  hereby  adopt  the  following  articles  of  incorporation: 

■ :   The   name  of  the   proposed   corporation   shall   be   the    Burlington 

South  Chicago  Terminal    Railroad  C pany. 

ind:    It    is  intended   to  construe!    the  said   railroad   from  a   point   on 
the  railroad   of   The    Bell    Railway    Company   near  One    Hundredth   Street, 

in  the  City  of  Chicago,  Illinois,  them steading  southerly  and  southwest 

erly   a    distance   of   about    ten    (10)    miles    to    the   southerly    limits   of   the 
City  of  Chicago,  in  the  County  of  Cook,  and  State  of  Illinois. 

I:   The  principal  business  office  ol  said  company  shall  be  established 
and  maintained  at  the  City  of  Chicago,  in  the  County  of  Cook  and  State 

Oi    Illinois. 

Fourth:    The    time    <>f   the    commencement    of   the    corporation    shall   be 
January   30,    1917,  and   it   shall   continue   for  fifty    (50)    years   thereafter, 
•    to   renew   same,  as   may   t>e  provided   by   law. 
h:    The  amount   of  the  capital   stock   of  the  corporation   shall   be   One 
Million.  Five  Hundred  Thousand   Dollars  (1,500,000  . 

:   The  names  ami  places  of  residence  of  the  several  persons  forming 
the  association  for  incorporation  are: 

Hale  Holden,  Chicago,  Illinois. 

Edward  M.   Shelton,  Hinsdale,  Illinois. 

Harry  E.  Byram,  Kvanston,    Illinois. 

Claude  G.  Burnham,  Kenilworth,  Illinois. 

Elmer    A.    Howard,  Chicago,  Illinois. 


CORPORATE    HISTORY  1941 

Seventh :  The  names  of  the  first  Board  of  Directors  are  Hale  Holden, 
Edward  M.  Shelton,  Harry  E.  Byram,  Claude  G.  Burnham  and  Elmer  A. 
Howard,  and  the  government  of  the  proposed  corporation  and  the  manage- 
ment of  its  affairs  shall  be  vested  in  said  Board  of  Directors,  and  a  President, 
Vice-President  and  Secretary  and  Treasurer,  to  be  elected  by  said  Board 
of  Directors. 

Eighth :  The  capital  stock  of  the  corporation  shall  be  divided  into  fifteen 
thousand  (15,000)  shares  of  the  par  value  of  One  Hundred  Dollars  ($100) 
Each. 

In  Witness  Whereof,  we  have  hereunto  severally  subscribed  our  names 
this  7th  day  of  February,  A.  D.  1917. 

Hale   Holden  [seal] 

Edward   M.   Shelton        [seal] 
Harry    E.    Byram  [seal] 

Claude    G.    Burnham     [seal] 
Elmer    A.    Howard  [seal] 

State  of  Illinois.) 

>  ss 
County  of  Cook    ) 

I,  W.  S.  Burley,  a  Notary  Public  in  and  for  the  county  and  state  afore- 
said, do  hereby  certify  that  on  this  7th  day  of  February,  1917,  personally 
appeared  before  me  Hale  Holden,  Edward  M.  Shelton,  Harry  E.  Byram, 
Claude  G.  Burnham  and  Elmer  A.  Howard,  to  me  personally  known  to 
be  the  same  persons  who  executed  the  foregoing  statement,  and  severally 
acknowledged  that  they  have  executed  the  same  for  the  purposes  therein 
set  forth. 

In  Witness  Whereof,  I  have  hereunto  set  my  hand  and  seal  the  day  and 
year  above  written. 
[seal]  W.  S.  Burley, 

Notary  Public  in  and  for  said 
County  and  State. 
Filed    for    record    in    the    office    of    the    Secretary    of    State    of   Illinois 
Feb.  9,  1917.  at  10.00  o'clock  A.  M.,  and  recorded  in  Book  51  Page  425. 

Louis  L.  Emmerson, 

Sec'y  of  State. 

State  of  Illinois,/        __     „-._„,_ 
Vss.  No.  6046217 
Cook  County         ) 

Filed  for  record  1917,  Feb.  8,  4:13  P.  M.  and  recorded  in  Book  232  Corp. 

Becords  Page  447. 

Joseph  F.  Haas, 

"Recorder. 

Dom.  Corp.  Dept.  Jim  19,  1918.  Compared  by  J.  P.  M.  and  E.  B.  P. 

LEASE,  July  1,  1922,  Burlington  South  Chicago  Terminal  Railroad  Com- 
pany to  Chicago,  Burlington  &  Quincy  Railroad  Company. 
Indenture  of  Lease,  Made  and  entered  into  this  First  day  of  July,  1922, 
by    and    between    the    Burlington     South     Chicago     Terminal    Railroad 
Company,    a   corporation,    organized    and    existing   under   and   by   virtue 


1942       CHICAGO,   BURLINGTON   &   QUINCY   RAILROAD   COMPANY 

of  the  laws  of  the  State  of  Illinois,  as  Lessor,  and  the  Chicago,  Burlington 
&  Quincy  Railroad  Company,  a  corporation,  also  organized  and  existing 
under  and  by  virtue  of  the  laws  of  the  State  of  Illinois,  as  Lessee; 

II'  fni  sst  th  :   That, 

Whereas,  the  said  Lessor  is  the  owner  of  certain  terminal  facilities,  con- 
sisting of  land,  yards,  boat  .slip,  docks,  railroad  tracks  and  buildings,  located 
along  the  Calumet  River  between  One  Hundredth  and  One  Hundred  and 
Sixth  Streets  in  the  City  of  Chicago,  County  of  Cook,  and  State  of  Illinois, 
and  constituting  all  of  the  property  owned  by  said  lessor;  the  location 
thereof  being  inure  particularly  shown  on  blue  print  No.  45680,  hereto 
attached,  identified  by  the  signature  thereon  of  K.  W.  Willis,  and  made 
a  part  hereof,  and  being  hereinafter  referred  to  as  the  "property"  of 
said    Lessor;    and, 

M7o  reas,  the  said  L<  Bsei  .  Chicago,  Burlington  &  Quincy  Railroad  Company, 
desires  to  lease  all  of  said  property  of  the   Lessor;   and, 

Whereas,  it  is  believed  by  the  President  and  Hoard  of  Directors  of  said 
Lessor  that    it    is   for   the   best    in1  I  r   thai    all  of  its 

said    property    shall    be    leased    tO    said    Lessee,    the    Chicgo,    Burlington    & 

Quincy  Bailroad  Company; 

Now,  Therefore,  This  Indenturt   Witnesseth: 

That  the  said  Lessor,  the  Burlington  South  Chicago  Terminal  Railroad 
Company,  in  consideration  of  the  stipulations  and  agreements  herein  con- 
tained to  be  kepi  and  performed  by  the  said  Lessee,  has  granted,  demised 
and  leased,  and  does  hereby  grant,  demise  and  lease  to  the  said  lessee,  the 

Chicago,   Burlington   &   Quincy   Railroad  Company,   its  successors  and  assigns, 
for  the  period  hereinafter  stated,  all  and   singular  its  said   property  consist 
ing,  !.    of    Land,    yards,     boal     Slip,     docks,     railroad     tracks    and 

buildings,  locate  l  along  the  Calumel   River  between  LOOth  and  L06tb  Streets 

in  the  City  of  Chicago,  County  of  Cook,  and  State  of  Illinois,  and  consti- 
tuting all  of  the  prop.  n;.  owned  by  said  Lessor,  the  location  thereof  being 

more  particularly  shown  on  blue  print  hereto  attached,  together  with  all 
rights  of  way  and  other  lands  or  interests  therein  belonging  to  or  connected 
with  the  said  property  of  said  Lessor,  all  buildings  and  structures  belonging 
thereto  or  used  in  connection  therewith,  together  with  all  fixtures  and 
appurtenances,  and  all  other  property  of  every  kind  and  description  belong- 
ing to  or   appertaining  to   the   said    property,   or   any    part    thereof,   of  said 

Lessor. 

To  Havt  and  to  Mold  the  said  property  and  premises  above  mentioned, 
described  and  referred  to,  unto  said  Chicago,  Burlington  &  Quincy  Railroad 
Company,  for  and  during  the  period  hereinafter  named. 

And  the  said  Lessee,  in  consideration  of  the  leasing  to  it  of  the  said 
property  of  the  Lessor  as  ab.  forth,  does  hereby  covenant  and  agree 

with    the    said    Less  successors    and     assigns,    to    take    immediate 

possession  of  the  said  demised  property  above  mentioned  and  described, 
and  to  maintain  the  same  in  good  operating  condition  for  and  during  the 
term  of  this  lease;   to  pay,  or  cause  to  be  paid,  all  taxes  and  assessments 


CORPORATE   HISTORY  1943 

that  may  be  lawfully  charged  or  assessed  against  said  property,  or  any 
part  thereof,  and  all  franchise,  income,  occupation  or  other  taxes  or  impo- 
sitions that  may  be  lawfully  levied  or  imposed  upon  the  said  Lessor  during 
the  term  of  this  lease;  to  keep  said  property  in  good  condition  and  repair; 
and  to  return  the  same  to  the  said  Lessor  at  the  expiration  of  this  lease 
in  as  good  condition  and  repair  as  the  same  is  in  at  the  commencement 
of  said  term. 

This  lease  is  made  subject  to  all  leases,  trackage  agreements,  and  other 
contracts  and  agreements  to  which  the  said  Lessor  is  a  party  and  which  are 
in  force  and  effect  at  the  date  hereof.  The  said  Lessee  shall  be  entitled 
to  all  rents,  income  and  profits  accruing  out  of  any  and  all  leases,  contracts 
and  agreements  of  the  Lessor  in  effect  at  the  date  hereof,  and  shall,  as 
between  the  parties  hereto,  assume  and  discharge  all  liabilities  of  said 
Lessor  arising  out  of  any  and  all  of  said  leases,  contracts  and  agreements 
of  said  Lessor  existing  on  the  date  hereof,  it  being  expressly  understood 
and  agreed,  however,  that  this  undertaking  of  the  Lessee  to  assume  and 
discharge  the  liability  of  said  Lessor  arising  out  of  any  such  lease,  contract 
or  agreement  of  said  Lessor,  is  made  for  the  sole  benefit  of  said  Lessor, 
and  not  for  the  benefit  of  any  other  party  to  any  such  lease,  contract  or 
agreement,  and  that  the  said  Lessee  shall  not  by  reason  of  anything  herein 
contained,  or  otherwise,  be  liable  directly  or  indirectly  to  any  other  party 
to  any  such  lease,  contract  or  agreement  of  said  Lessor. 

No  additions  or  betterments  shall  during  the  term  of  this  lease  be 
made  to  said  property  of  said  Lessor  without  the  consent  in  writing  of 
said  Lessor.  In  case  additions  or  betterments  are  during  the  term  hereof 
made  to  said  property  of  the  Lessor  with  the  consent  of  said  Lessor,  or 
in  compliance  with  the  lawful  order  of  any  court  or  commission  having 
jurisdiction  thereof  and  requiring  the  same  to  be  made,  the  cost  of  any 
and  all  such  additions  and  betterments  to  said  property  of  said  Lessor 
shall  be  advanced  and  paid  by  said  Lessee.  Any  sums  so  advanced  and 
paid  by  said  Lessee  shall  be  charged  to  said  Lessor  and  shall  be  repaid 
to  said  Lessee  by  the  said  Lessor,  its  successors  or  assigns,  upon  the  termi- 
nation of  this  lease.  No  interest  shall  during  the  term  of  this  lease  be 
charged  against  or  be  payable  by  said  Lessor  upon  any  sums  so  advanced 
by  said  Lessee  in  payment  of  the  cost  of  additions  or  betterments  so  made 
to  said  property  of  the  Lessor;  provided,  that  all  sums  so  advanced  by 
the  Lessee  which  are  not  repaid  by  the  Lessor  within  one  year  after  the 
date  of  the  expiration  of  this  lease  shall  bear  interest  at  the  rate  of 
six  per  cent  (6%)  per  annum  from  and  after  said  period  of  one  year 
after  the  expiration  of  this  lease  until  repaid,  such  interest  at  the  rate 
aforesaid  to  be  payable  semi-annually. 

This  lease  shall  take  effect  on  the  date  hereof  and  shall  continue  in 
force  and  effect  for  the  period  of  two  (2)  years  from  and  after  said 
July  1,  1922,  and  thereafter  until  terminated  by  either  party  upon  sixty 
(60)   days'  written  notice. 

In  Witness  Whereof,  the  parties  hereto  have  caused  their  corporate  names 
to    be    hereunto    subscribed    by    their    proper    officers,    and    their    corporate 


1944      CHICAGO,    BURLINGTON    &   QUINCE    RAILROAD  COMPANY 

seals  tn  lie  affixed  and  attested  by  their  respective  Secretaries,  the  day  and 
year  first   above  written. 

Burlington  South  Chicago  Terminal   Railroad  Company, 
|  skal]  By  Hale  Holdsn, 

.'•  ttesl  :  President. 

K.  .1.  Ai.hkn.  8t  ru. 

Chicago,  Burlington  &  Quincy  Railroad  Company, 
|  skal]  By  C.  G.  Bikmi  \m. 

Attest:  Executwt   Vict  President. 

C.  I.  Stdbgis,  8t ey. 

AGREEMENT.   May  3,   1927,  Jacksonville  &   Havana   Railroad  Company 

and  Chi(  rlington  ^v  Quincj   Railroad  Company. 

Agreement,  Made  and  entered  into  this  3rd  day  of  May  A.  I).  1 '. < l* 7 , 
by  .- 1 1 1  <  1  between  the  Jacksonville  &  Havana  Railroad  Company,  a  Corporation, 
hereinafter  rei  to  as  the  "Jacksonville  Company",  party  of  the   lirst 

|iart.  and  the  Chicago,  Burlington  &  Quincy  Railroad  Company,  a  Corpora 
t ion,  hereinafter  referred   to  as  the  "Burlington  Company",   party   of  the 
second  part. 
ii    •   tsseth: 

Whereas,  The  Jacksonville  Company  is  the  owner  of  certain  railroad 
tracks  in  the  City  of  Jacksonville,  Illinois,  as  indicated  in  green  on  blue 
print  No.  62699,  identified  by  the  signature  of  A.  \V.  Newton,  marked 
Exhibil   'A'  hereto  attached  and  made  a  pari   hereof,  ami 

Whereas,  The  Burlington  Company  is  the  owner  "t'  certain  other  tracks 
and  facilities  extending  southerly  from  Baid  tracks  of  the  Jacksonville 
Company   u>   Waverly,   [llinois  ami  shown   in   red   mi  said    Exhibil    'A',  ami 

Whi  r<  as,  each  of  tin-  parties  hereto  desires  t"  use  tin-  tracks  of  tl ther 

-   -how  a  in  color  on  saiil   Exhibit   'A'  ami  each  is  willing  to  grant   to  the 
other  such  use  upon  the  conditions  hereinafter  contained, 

rre:   In  consideration  of  the  premises  an. I  the  mutual  cove 
nants  ami  agreements  hereinafter  contained   it    is  agreed   i>.\    ami   between 

the    parties    hereto   ;is    follows  : 

I  |c  LK    I. 

L.     Subject  to  .-ill  and  singular,  the  terms  ami  conditions  herein 
r  contained   ami   to  the  observance   and    pert'., nuance   by   each   of   the 
pari  to  of  all  those  covenants  ami  agreements  hereinafter  set   forth 

by  it  to  he  observed  ami  performd  each  of  the  parties  hereto  grants  to  the 
other  the  right  to  use  during  the  term  hereof  its  tracks  shown  in  color  on 
said  Exhibit  'A'  for  the  movement  thereover  of  the  engines,  trams,  and  cars 
of  such  other  party  in  the  handling  of  its  business  as  a  common  carrior. 

The  tracks  of  the  Burlington  Company,  the  use  of  which  is  granted 
to  the  Jacksonville  Company,  under  the  terms  of  Section  1  hereof,  shall 
be  use,)  by  the  Jacksonville  Company  for  the  sole  and  only  purpose  of 
transporting  thereover  cars  ami  business  of  the  Jacksonville  Company  in 
through  movement  from  ami  to  Jacksonville,  Illinois,  ami  Waverly,  Illinois, 
and    points   beyond;   ami   nothing   in    this  agreement    contained    shall  ever  be 


CORPORATE    HISTORY  1945 

construed  as  granting  to  the  Jacksonville  Company  the  right  to  use  said 
tracks  or  facilities  of  the  Burlington  Company  for  the  handling  of  local 
business  between,  from  or  to  intermediate  points  on  the  line  of  the 
Burlington  Company.  The  tracks  of  the  Jacksonville  Company,  the  use  of 
which  is  granted  to  the  Burlington  Company  under  the  terms  of  Section  1 
hereof,  shall  be  used  by  the  Burlington  Company  for  the  sole  and  only 
purpose  of  transporting  thereover  cars  and  business  of  the  Burlington 
Company  in  through  movement  from  and  to  points  reached  via  the  rails  of 
the  Burlington  Company ;  also,  the  use  of  interchange  tracks  with  connecting 
lines  for  the  sole  purpose  of  interchanging  traffic  to  and  from  connecting 
lines,  and  nothing  in  this  agreement  contained  shall  ever  be  construed  as 
granting  to  the  Burlington  Company  the  right  to  use  said  tracks  or 
facilities  of  the  Jacksonville  Company  for  the  handling  of  local  business  on 
the  line  of  the  Jacksonville  Company. 

§  3.  The  use  granted  to  the  Jacksonville  Company  under  the  terms  of 
Section  1  hereof  shall  further  be  restricted  to  a  total  of  one  hundred  twenty 
(120)  trains  monthly  between  Jacksonville,  and  Waverly,  Illinois,  trains 
in  either  direction  to  be  counted  and  such  total  to  be  cumulative  for  one 
month  only,  failure  of  the  Jacksonville  Company  to  make  full  use  of  said 
tracks  of  the  Burlington  Company  in  any  one  month  giving  no  right  to 
any  excess  use  by  it  in  a  succeeding  month.  In  counting  trains  of  the 
Jacksonville  Company,  under  the  terms  of  this  S'ection  3,  light  engines, 
or  engines  with  waycars  only,  passing  over  the  tracks  of  the  Burlington 
Company  to  equalize  power,  to  relieve  failed  engines  or  for  similar  purposes 
shall  not  be  counted,  but  all  other  equipment  of  the  Jacksonville  Company, 
regardless  of  the  nature  of  the  movement  over  the  tracks  of  the  Burlington 
Company,  shall  be  counted. 

§  4.  Trains  of  the  Burlington  Company  operating  over  any  of  the  main 
line  tracks  of  the  Burlington  Comapny  covered  by  this  agreement  shall  at 
all  times  and  under  all  circumstances  be  given  precedence  over  any  train 
of  the  Jacksonville  Company.  Passenger  trains  of  the  Jacksonville  Company 
while  operating  over  any  of  the  main  line  tracks  of  the  Jacksonville  Com- 
pany covered  by  this  agreement  shall  at  all  times  and  under  all  circumstances 
be  given  precedence  over  any  train  of  the  Burlington  Company,  thereon, 
provided,  however,  that  the  use  by  either  Company  of  any  tiack  included 
under  the  terms  hereof  shall  not  be  such  as  to  unduly  delay  trains  of  the 
other  Company  in  the  use  of  such  tracks  in  the  business  permitted  hereunder. 

§  5.  Trains  of  each  party  hereto  shall  be  operated  by  its  own  employes 
over  the  tracks  of  the  other,  but  such  employes  while  operating  over  such 
tracks  shall  be  under  the  jurisdiction,  authority  and  control  of  employes 
of  the  owner  of  such  tracks  appointed  by  it  to  exercise  such  jurisdiction, 
authority  and  control.  All  employes  of  either  party  hereto  using  the  tracks 
of  the  other  or  having  jurisdiction  over  the  employes  of  the  other  shall  be 
satisfactory  to  such  other  party  and  any  such  employe  shall,  upon  written 
request  of  the  other  party  hereto,  be  removed  from  service  over  or  upon 
the  tracks  jointly  used  hereunder,  provided,  however,  that  such  removal 
shall  not  be  inconsistent  with  any  agreement  which  such  party  may  have 
at  the  time  with  its  employees  covering  wages  or  working  conditions. 


1946      CHICAGO,   BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

$  6.  Either  party  hereto  may  admit  other  users  to  its  own  facilities, 
but  neither  party  hereto  shall  admit  sueh  users  to  the  tracks  of  the  other 
party,  and  no  such  use  granted  to  a  third  party  shall  lie  such  as  to  interfere 
with  the  use  granted  to  the  other  party  hereunder. 

$    7.      Either  party   hereto  may  take  coal   or  water  at   the  facilities  of  the 
other  located  adjacenl   to  said  tracks  the  use  of  which  is  herein  granted,  but 
in  such  case  charges  shall  be  made  by  the  party   owning  such   facilities  at 
andard   rate  for  such  service. 

In  case  pf  the  wreck  of  a  train  of  either  party  hereto  upon  the 
facilities  of  the  other,  the  party  upon  whose  facilities  such  wreck  may  have 
occurred  shall  perform  the  service  of  picking  up  the  same  and  the  party 
whose  train    is    involved   therein    shall    pay   and    assume   all    expense    incurred 

ich   party  in  said  Bervice. 

AiTICLl     II 

■mii     1.      Bach     party     hereto     shall     maintain,     repair    and     renew    the 
tracks  owned  by  it.  the  joint   use  of  which  is  granted   herein,  and   no  charge 

shall  be  made  against  the  other  part]   hereto  of  any   such  mainte 

nance,  repair  or  renewal. 

:    by    the   parties  hereto  that    the  standard   of   maintenance 
for    the    main    line    track    of    each    party    hereto    shall    he    that     used     by    the 

Burlington  Company  in  maintaining  the  track  shown  in  red  on  said  Exhibit 
•\',   and   the  Jacksonville   Company    hereby   expressly   agrees   that    it    will 

maintain,    repair    ami    renew     it>    main    line    track    shown    in    green    on    said 

Exhibit  'A'  in  a  condition  equal  to  that  of  the  Burlington  Company  shown 

in    it  d    thereon. 

$  3  Should  the  Jacksonville  Company  fail,  neglect  or  refuse  to  fully 
maintain  its  main  line  track  under  the  terms  of  Section  2  hereof,  then  and 
in  that  event   and  should   such   failure  continue  for  a    period  of  ten    (10)    days 

..tier  written  notice  thereof  shall  have  been  Berved  by  the  Burlington  Com- 
pany upon  the  J  ille  Company,  the  Burlington  Company  may  enter 
upon  said  track-,  of  the  Jacksonville  Company  and  perform  Buch  work  as 
may  he  required  thereon  to  bring  them  to  the  standard  of  maintenance 
hereinbei  a  eed  upon,  and  all  cost  or  expense  incurred  by  tin-  Burling- 
ton Company  in  such  work  shall  he  assumed  and  paid  by  the  Jacksonville 
Company  within  ten  (10)  days  aftei  receipl  of  loll  therefor  from  the 
Burlington  Company. 

$  4.  Each  party  hereto  •'hall  hear  the  entire  cost  of  all  additions  and 
betterments  to   its  own  facilil  led   hereunder,  and  each  shall   pay  all 

taxes,  assessments  or   Governmental    in  Levied    upon,   against 

or  on  account  of  its  own  facilities,  and  neither  party  hereto  shall  he  liable 
to  the  other  for  any  portion  thereof. 

$  o.  Xo  rental  shall  be  charged  by  either  party  hereto  against  the  other 
party  hereto  on  account  of  the  use  of  its  facilities  by  Buch  other  party 
under  the  terms  hereof. 

Article  III 

Section  1.  Subject  to  the  provisions  of  Sections  2  and  3  of  Article  II 
each  party  hereto  shall  be  bound  to  use  only  reasonable  and  customary  care. 


CORPORATE    HISTORY  1947 

skill  and  diligence  in  maintaining  and  repairing  its  own  track  leased  here- 
under, and  in  managing  and  operating  the  same,  and  neither  party  hereto 
shall  by  reason  of  any  defects  in  the  property  of  the  other  make  against 
the  other  party  hereto  any  claim  or  demand  for  loss,  damage  or  injury 
arising  therefrom. 

§  2.  Except  as  hereinafter  specifically  provided,  each  party  hereto  shall 
assume  and  bear  all  liability  arising  upon  the  tracks  owned  by  it  and  leased 
hereunder. 

§  3.  For  the  purposes  of  this  Section  3,  any  employe  of  either  party 
hereto  exercising  jurisdiction,  authority  or  control  over  the  trains  of  the 
other  party  hereto  under  the  terms  of  Section  5  of  Article  I  hereof,  shall  be 
construed  to  be  the  employe  of  such  other  party  while  so  engaged. 

Except  in  the  case  of  collisions  involving  the  trains  of  both  parties  each 
party  hereto  assumes  all  risk  of  loss,  damage,  injury  or  death  occurring 
upon  the  railway  properties  jointly  used,  to  property  of  such  party  or  to 
property  in  its  custody,  or  to  its  passengers,  or  to  its  employes,  or  to  the 
third  persons,  or  to  employes  of  the  other  party,  or  to  the  properties  jointly 
used,  by  reason  of  or  growing  out  of  the  use  of  any  parts  of  the  railway 
jointly  used  of  any  engine,  car  or  train  of  such  party,  in  all  respects  as  if 
such  party  had  been  in  the  exclusive  use  and  control  of  said  railway. 

In  case  of  collision  on  the  said  railway  jointly  used,  between  engines, 
cars  or  trains  of  both  parties,  caused  solely  by  the  negligences  of  the  sole 
employes  of  one  of  the  parties,  the  party  whose  employes  are  at  fault  shall 
be  responsible  for  and  pay  the  entire  loss,  damage  and  injury  caused 
thereby;  in  case  of  such  collision  caused  by  the  joint  negligence  of  the 
sole  employes  of  both  parties,  or  in  ease  it  cannot  be  determined  whose 
employe  or  employes  were  at  fault,  each  party  shall  bear  and  pay  for  all 
loss,  damage,  injury  or  death  which  its  own  property  or  property  in  its 
custody,  or  its  passengers,  or  its  employes  may  have  suffered  in  consequence 
thereof,  and  an  equal  share  of  all  other  loss,  damage,  injury  or  death  by 
whomsoever  or  whatsoever  sustained. 

§  4.  Each  party  hereto  covenants  and  agrees  with  the  other  that  it 
will  pay  for  all  loss,  damage,  and  expense,  both  as  to  persons  and  property, 
the  risk  of  which  it  has  herein  assumed,  the  judgment  of  any  court  to  the 
contrary  notwithstanding,  and  will  forever  indemnify  and  save  harmless 
the  other,  its  successors  and  assigns  from  and  against  all  liability  ami 
claim  therefor,  or  by  reason  thereof,  and  will  pay,  satisfy  and  discharge 
all  judgments  that  may  be  rendered  by  reason  thereof  and  all  costs,  charges 
and  expenses  incident  thereto.  In  the  event  both  parties  hereto  shall  be 
liable  hereunder  upon  any  claim,  demand,  suit  or  cause  of  action  arising 
under  the  liability  sections  of  this  agreement,  and  the  same  shall  be  com- 
promised or  settled  by  a  voluntary  payment  of  money  or  other  valuable 
consideration  by  either  party  hereto,  release  from  liability  shall  be  taken 
to  and  in  the  names  of  both  parties  hereto.  Neither  party  hereto,  however, 
shall  make  any  such  compromise  or  settlement  in  excess  of  the  sum  of  Five 
Hundred  Dollars  ($500.00),  without  the  authority  of  the  others;  but  any 
settlement  made  by  either  party  hereto  in  consideration  of  said  sum  or  a 
less  sum   shall  be  binding  upon  the  other  party  hereto. 


1948       CHICAGO,    BURLINGTON   &   QUINCY    RAILROAD   COMPANY 

§  5.  In  case  a  suit  or  suits  shall  be  commenced  against  either  party 
hereto  for  or  on  account  of  anj  damage  or  injury  for  which  the  other  part] 
hereto  is  solely  or  jointly  liable  under  this  agreement,  the  party  so  sued 
shall  ;,ri\>'  to  the  other  party  written  notice  of  the  pendency  of  such  suit, 
and  thereupon  the  other  party  shall  and  will  assume  or  join  in  the  defense 
thereof;  and  if  the  party  bo  notified  is  solely  liable  under  this  agreement 

it    shall    and    will    save    and    hold    harmless    the    party    so    sued    from    its    pro 

portion  of  all  such  loss,  cosl  and  expense,  as  determined  by  this  agreement. 
Neither  party  hereto  shall  be  concluded  by  any  judgment  against  the  other 
party  hereto  unless  it  shall  have  had  reasonable  notice  thai  it  was  required 
to  defend  or  join  in  the  defense  and  reasonable  opportunity  so  to  do.    When 

such   notice  and   opportunity  shall  have   I n    given,   the    part]    so   notified 

shall,  to  the  extent  of  its  liability,  as  determined  bj  this  agreement,  be 
concluded  by  the  judgment  as  to  all  matters  which  could  have  been 
litigated  in  such  suit. 

i.  L]     I  V 

1 !'  al   anj    time  a  question  shall  arise  touching  the  construction  of  any 

oing  the  business  or  manner  of  transacting 

the    business    carried    on    under    the    proi  u    c rning    the 

obsi  ii   performance  of  any  of  the  conditions  l,  it  lined,  upon 

which    question    the    parties    hereto   cannot    ag  ich    question    shall    be 

submitted  to  the  arbitrament   of  three  disinterested    pi  to   be  chosen, 

by   the  Jacksonville  Company,   one   bj    the    Burliit  I     mpany,  and 

by  the  I  wo  so  chosen.    The  p  g  such  all  select 

a  arbitrator  and  give  written  notice  thereof  to  the  other  part;.,  and  shall 

in  such  notice  state   precisely   the  matter  or  matters   which   it    proposes  to 

bring    before    the   arbitrators;    and    only    the    matters    so    stated    shall    be 

considered     or    decided     by     them.      If    either     partj     shall     fail     to     name    an 

arbitrator  within   ten      10)   days  after  notice  -aid   has  been  by  the 

other    party   ;.'i\<u   to   it,   the  arbitrator   named    by    the    part]    giving   such 
notice  may  and   shall   name  and   appoint   an   arbitrator  for  and   in   behalf 
the  party  so  in  default,  and  the  arbitrator  so  named  and  appointed  .shall 
have  the  same  power  and  auth  •  if  he  had  been  chosen  by  such  party, 

[f  the  two  arbitrators  so  chosen  shall  fail  to  select  -.,  third  arbitrator 
within  t.  I     days  after  tl  ion  of  the  second  arbitrator  as  afore 

said,  such  third  arbitrator  may   he  appointed,  upon  ten    (10)   days'  notice 

by    either    party    hereto    t  •  ■    the    other    part]     hereto    of    its    intention    to    make 
application    therefore,    by   any    Judge    of    the    I  list  rid    Court    of    the    United 
:    the   District  which  shall  then  include  Jacksonville,   Illinois.    The 
arbitrators    shall.  issible    after    their    selection,    meet    to    hear 

and  decide  the  questions  submitted  to  them,  and  shall  give  to  each  party 
isonable  notice  of  the  time  and  place  of  such  meeting.  After  hearing 
both  parties  and  taking  such  testimony  or  making  such  Investigation  as 
they  may  deem  necessary,  they  shall  make  in  writing  their  award  upon  the 
question  or  questions  so  submitted  to  them  and  shall  serve  a  copy  of  such 
award  upon  each  party  hereto,  and  the  award  of  such  arbitrators,  or  a 
majority  of  them,   shall  be  final   and   binding   upon    both    parties,   and    each 


CORPORATE    HISTORY  1949 

or  either  party  shall  immediately  make  such  changes  in  the  conduct  of  its 
business  or  such  payment  or  restitution  as  the  case  may  be  as  in  and  by 
such  award  may  be  required  of  them  respectively.  The  books  and  papers 
of  both  parties,  so  far  as  they  relate  to  matters  submitted  to  arbitration, 
shall  be  open  to  the  examination  of  the  arbitrators  and  the  party  against 
whom  the  award  shall  be  made  shall  pay  all  the  fees  and  expenses  of  the 
arbitrators.  Until  the  axbitrators  shall  make  their  award  upon  any  question 
submitted  to  them,  the  business,  settlements  and  payments  to  be  transacted 
and  made  under  this  agreement  shall  continue  to  be  transacted  and  made 
in  the  manner  and  form  existing  prior  to  the  rise  of  such  question. 

Article  V 

This  agreement  shall  be  effective  upon  July  1st,  1927  and  shall  remain 
in  full  force  and  effect  and  be  binding  upon  the  parties  hereto,  their 
successors  and  assigns,  for  the  full  term  of  fifty  (50)  years  thereafter,  or 
until  June  30th,  1977,  provided  however,  that  this  agreement  may  become 
effective  upon  any  date  prior  to  July  1st,  192,7  upon  ten  (10)  days'  written 
notice  served  by  the  Jacksonville  Company  upon  the  Burlington  Company 
indicating  therein  its  desire  to  so  advance  such  effective  date.  Upon  June 
30th,  1977  this  agreement  and  all  its  terms  and  conditions  shall  cease  and 
determine,  saving  and  excepting  any  liability  which  may  have  arisen  out 
of  transactions  had  hereunder  prior  to  such  date  of  termination. 

In  Witness  Whereof,  each  party  hereto  has  executed  this  agreement   in 
duplicate  as  of  the  day  and  date  first  above  written. 
[seal]  Jacksonville  &  Havana  Railroad  Company 

Attest:    Milton  Mallin.  By  Frederick  J.  Lisman. 

Secretary.  Chairman  of  the  Board. 

[seal]  Chicago,  Burlington  &  Quincy  Railroad  Company 

Attest:  E.  J.  Alden.  C.  G.  Burnham. 

Asst.  Secretary.  Executive  Vice  President. 

Approved  as  to  Form:    Thos.  J.   Lawless,   General  Attorm  y. 

AGREEMENT,  March  30,   1928  Chicago,  Burlington   &  Quincy  Railroad 
Company  and  Toledo,  Peoria  &  Western  Railroad. 

This  Agreement,  made  and  entered  into  this  thirtieth  day  of  March  A.D., 
1928,  by  and  between  the  Chicago,  Burlington  &  Quincy  Railroad  Company, 
a  corporation,  hereinafter  referred  to  as  the  Burlington  Company,  party 
of  the  first  part,  and  the  Toledo,  Peoria  &  Western  Railroad,  a  corporation, 
hereinafter  referred  to  as  the  Peoria  Company,  party  of  the  second  part. 

Witnesseth, 

Whereas,  The  Burlington  Company  is  the  owner  of  certain  railroad  tracks 
situated  in  the  City  of  Peoria,   Illinois,  shown — 

(1)  in  solid  red  between  the  points  "A"  (point  of  connection  with  the 
track  of  The  Chicago,  Rock  Island  &  Pacific  Railway  Company)  and 
"O"   (as  defined  in  Article  I,  Section  5  hereof),  and 

(2)  in  dashed  green  between  the  points  "S"  (a  point  of  switch  at  approx- 
imately the  northeast  line  of  Chestnut  Street)  and  "C"  (point  of  switch 


1950      CHICAGO,   BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

of  crossover  connecting  with  track  shown  in  solid  red,  located  in  Water 
Street,  approximately  sixty  60)  feet  southwesterly  of  the  southwest 
line  of  Chestnut  Street  I,  and 
(3)  the  Burlington  Company  is  also  the  owner  of  or  possesses  the  right  to 
admit  the  Peoria  Company  to  the  use  of  trackage  shown  in  dashed 
green  between  the  points  "B"  (center  of  double  slip  switch  Lying  in 
Water    street    approximately    eighty    (80)    feet    northeasterly    of    the 

northeast    line   of   ( 'In  — t  nut    Street)    and   said    point    "S" — 

all  as  indicated  on  blue  print  64010  A,  identified  by  the  signature  of  A.  W. 
Newton,  marked  Exhibil  "A",  hereto  attached  and  made  a  part  hereof,  and, 

Whereas,  the  Burlington  Company  is  willing  to  replace,  upon  the  terms 
hereinafter  contained,  tie  crossover  from  "8"  to  "<"'  with  a  No.  11 

r,  starting  from  "s"  and  terminating  at  "M",  as  shown  by  the 
dashed  red  line  (point  "M"  being  approximately  one  hundred  and  thirty 
(130     :  thweeterrj   of  the  Southwest   line  of  Chestnut   Street),  and 

to  re-arrange  its  so  called  crook  tracks  across  Chestnut  street  so  they  will 
connect  with  the  present  stub  track  of  the  Burlington  Company,  instead  of 
with  the  main  line,  as  indicated  in  Bolid  yellow  on   Exhibil  "A",  and, 

Whereas,  the  Burlington  Company  is  willing  to  construct,  after  necessary 
arrangements  have  been  made  for  the  same  by  the  Peoria  Company,  and 
upon  the  terms  hereinafter  contained,  the  connections  shown  in  dashed  red 
line  between  the  points  "<>"  and  "I'"  and  the  dashed  purple  lake  line  between 
the  points  "K"  and  "l>".  and, 

ii  hereas,  tl  Company  desires  to  use  said  tracks,  so  shown  in  solid 

red,  dashed  red,  and  .lashed  green  on  said  Exhibit  "A",  and  may  also  desire 
to  use  the  tracks  shown  in  dashed  purple  lake,  for  the  purpose  of  operating 
its  engines,  trains  and  cars  thereover,  including  engines  and  cars  of  other 
companies   whili  I    in   the   interchange   of    traffic    with    the    Peoria 

Company  in  the  conducl  of  th<  •  of  the  Peoria  Company  as  a  common 

■  airier    at    and    through    the   City    of    1'eoria,    Illinois,    and. 

Whereas,  the  Burlington  Company  is  willing  to  grant  the  Peoria  Company 
the  right  -.  but  only  upon  the  terms  ami  conditions 

hereinafter   specified, 

Now,  I  herefore,  in  consideration  of  the  premises  and  the  mutual  covenants 
and  agreements  hereinafter  contained,  it  is  agreed  by  and  between  the  parties 
liei  eto  as  t  ollows  : 

Am  ii  U    1. 
tion   l.     The  Burlington   Company  hereby  grants  to  the  Peoria  Com- 
pany, during  the  term  hereof,  in  common  with  the  Burlington  Company  and 

SUCh  other  COmpanj  or  companies  as  it  may  admit  to  the  Use  Of  the  -nine, 
and  subject  to  all  and  singular  the  term-  and  conditions  hereinafter  con- 
tained, the  right  to  operate  its  engines,  trains  and  cars  wih  it-  own  employes 
the  track  of  the  Burlington  Company  shown  in  solid  red  on  said  Exhibil 
"A"  between  the  points  "A"  and  "O". 

§  2.  The  Burlington  Company  further  grants  to  the  Peoria  Company 
the   right   to   use.    in    I  manner  as    provided    in    Section    1    hereof,   in 

addition  to  the  track  shown   in  solid   red   as   referred   to   in   Section    1    hereof, 


CORPORATE    HISTORY  1951 

but  within  the  limitations  hereinafter  in  this  agreement  prescribed,  that 
track  shown  in  dashed  green  from  "B"  to  "C"  on  said  Exhibit  "A",  and  also 
the  crossover  from  "S"  to  "M",  as  shown  by  the  dashed  red  line,  when  the 
same  shall  have  replaced  the  crossover  from  "S"  to  "C",  but  nothing  herein 
contained  shall  ever  be  construed  as  obligating  the  Burlington  Company  to 
assist  the  Peoria  Company,  in  obtaining  trackage  to  reach  said  point  "B", 
this  being  under  the  terms  hereof  an  obligation  assumed  by  the  Peoria 
Company  alone. 

§  3.  The  grant  to  the  Peoria.  Company  contained  in  Section  2  hereof, 
under  the  terms  of  which  it  is  given  the  right  to  use  said  trackage  shown  in 
dashed  green  between  the  points  "B"  and  "C"  on  said  Exhibit  "A",  shall  be 
construed  to  be  a  temporary  grant  only  so  far  as  it  covers  that  portion 
thereof  now  extending  from  "S"  to  "C"  and  upon  completion  of  the  cross- 
over to  extend  from  "S"  to  "M",  as  shown  by  dashed  red  line  on  said  Exhibit 
"A",  such  grant  to  use  crossover  "S"  to  "C"  shall  forthwith  lapse  and  deter- 
mine and  the  Peoria  Company  shall  have  no  further  right  during  the  re- 
mainder of  the  term  hereof  to  use  said  crossover  "S"  to  "C"  for  any  purpose 
whatsoever,  but  in  lieu  thereof  shall  have  the  right  to  use,  under  the  terms 
hereof,  the  crossover  "B"  to  "M". 

§  4.  As  soon  as  may  be  after  the  date  of  execution  hereof,  the  Burlington 
Company  will  replace  the  present  crossover  from  "S"  to  "C"  with  a  No.  11 
crossover,  starting  at  point  "S"  and  terminating  approximately  at  point 
"M",  as  shown  by  the  dashed  red  line  on  Exhibit  "A",  and  will  also  re-arrange 
its  so  called  crook  tracks  across  Chestnut  Street  so  that  they  will  connect  with 
the  present  stub  track  of  the  Burlington  Company  instead  of  with  the 
main  line,  approximately  as  indicated  in  solid  yellow  on  Exhibit  "A".  The 
entire  expense  incurred  by  the  Burlington  Company  in  the  replacement  of 
the  said  crossover  and  in  the  said  re-arrangement  of  its  crook  tracks  shall 
be  borne  and  assumed  by  it  except  as  hereinafter  specifically  provided. 

§  5.  As  soon  as  may  be  after  the  date  of  execution  hereof,  the  Burling- 
ton Company  will  construct  that  trackage  shown  in  dashed  red  on  said 
Exhibit  "A",  extending  from  the  point  "0",  which  is  denned  to  be  the  exist- 
ing derail  in  the  track  of  the  Burlington  Company  easterly  from  the  crossing 
of  the  tracks  of  the  Burlington  Company  and  the  Peoria  Terminal  Company, 
to  the  point  "P"  in  the  right  of  way  line  of  the  Burlington  Company,  said 
trackage  to  serve  as  a  portion  of  a  connection  between  the  rails  of  the 
Burlington  Company  and  those  of  the  Peoria  Terminal  Company,  but  it  is 
an  expressed  condition  precedent  to  such  construction  by  the  Burlington 
Company,  that  the  Peoria  Company  shall  have  first  had  and  obtained  the 
written  consent  of  the  Peoria  Terminal  Company  to  the  construction  of  said 
connection,  a  copy  of  such  written  consent  to  be  furnished  to  the  Burlington 
Company  by  the  Peoria  Company  prior  to  the  date  work  is  started  thereon 
by  the  Burlington  Company.  The  entire  expense  incurred  by  the  Burlington 
Company  in  the  construction  of  that  portion  of  said  connection  hereinabove 
in  this  Section  5  referred  to  shall  be  borne  and  assumed  by.  it  except  as 
hereinafter  specifically  provided. 

§  6  At  any  time  during  the  term  hereof,  the  Peoria  Company  may,  by 
the  service  of  at  least  thirty    (30)    days  written  notice  upon  the  Burlington 


1M.VJ      CHICAGO,  BURLINGTON   A    QUINCY    RAILROAD  COMPANY 

Company,  require  the  Burlington  Company  to  assist  in  the  construction  of 
a  direcl  connection  between  its  rails  and  these  of  the  Peoria  Company,  the 
approximate  location  of  Baid  connection  being  shown  by  dashed  purple  lake 
and  dashed  white  lines  on  said  exhibit  "A"  between  the  points  "H"  and  "E". 
Upon  the  expiration  of  the  period  named  in  said  notice,  the  Burlington 
Company  shall  construct  that  portion  of  said  connecting  track  shown  in 
dashed  purple  lake  on  said  Exhibit  "A"  between  the  point  "i;"  (the  point 
switch  in  the  main  line  of  the  Burlington  Company)  and  the  point  "l>" 
(the  right  of  way  line  of  the  Burlington  Companj  i  and  the  entire  expense 
incurred  therein  shall  be  home  and  assumed  by  the   Burlington   Company 

pt  as  heieinat'ti  r  specifically  provided.    The  remainder  of  said  connecting 

k  shall  be  constructed  by  and  at  the  sole  expense  of  the  Peoria  Company. 
Upon  completion  of  this  new  direct  connection  between  the  rails  of  the 
Burlington   Company   and   the    Peoria    Company,   under   the   terms   of    this 

ement,  the  granl  -        on  •'.  hereof  shall  forthwith  lapse  and 

rmine  and   the    Pi  I  shall   have   no    further   right    during   the 

remaindei    of  the-  term   hereof  to  use  the  track  or  tracks  covered   by   said 
■ 

7.     All   liabilit  ery    kind    and    nature   arising    out    of   the    work 

iiind  bj   the  Burlington  Company   under  the  terms 

cle  l .  shall  he  borne  and  assumed  by  the 

ia  •'•mi  uncr  in  which  said  Liability  may  arise, 

and  the  Peoria  Company  shall  further  obtain  any  ordinance  or  authority 
ot'  any  commission  which  may  be  required  in  connection  with  such  construe 
tinii,   the   Burling  npanj    being   herebj    relieved   from  all    obligations 

with 

§  s.     The   Burlington   Company   hereby   grants   to   the    Peoria   Company 

the  right    to   us.'   said    trai  I    and    owned    h\    the    Burlington    Com 

pany  under  the  tern  -  d  6  of  this  Article   I,  under  the 

sane  ad  sub j eel    to  the  same   limitations  as  aie  prescribed   for  tin- 

use    by    the     Peoria     Company     of    that     track     shown     in     solid     red     on     -    id 
Exhibit  "A"  betro  "I  >"  and  "R". 

$  !'.     Anything  in  nt   to  the  contrary   notwithstanding,   it    is 

expressly  uud  that  the  the  Burlington  Company 

'      mpaiiy    as    provided    herein    shall    at    all    tim    9    be    limited    in 

:   manner: 

The   main   line  of   the    Burlington    Company    shown    in   Bolid    red   on   said 

Exhibit    "A"    between    the    points    "O"    and    "E",    the    track    shown    in 

en    the    points   "B"   and    "<  ".   the   crossover    track 

shown    in   dashed    red    between    the    points    "S"   and    "M",    when    con 

;.  tie-  track  shown  in  da-hod  led  between  the  points  "O"  and 
"P"  and  the  track  shown  in  dashed  purple  lake  between  the  points 
"l;"  and  "I>",  when  constructed  may  he  used  by  all  trains  of  the  1'eoria 
apany  while  engaged  in  the  conduct  of  its  Inisiiiess  as  a  common 
Carrier,  except  that  no  yard  switching  movements  may  he  handled  by 
the  Peoria  Company  then 
(b)  The  track  of  the  Burlington  Company  shown  in  solid  red  between  the 
points  "R"  and  "A"  shall  be  used  by  the  Peoria  Company   solely  for 


CORPORATE    HISTORY  1953 

the  purpose  of  reaching  tracks  of  The  Chicago,  Rock  Island  &  Pacific 
Railway  Company  for  the  interchange  of  cars  with  that  company  or 
its  successors  and  for  no  other  purpose  or  purposes  whatsoever. 

§  10.  The  Burlington  Company  agrees  that  it  will  permit  other  com-' 
panies  to  move  their  engines  and  cars  over  the  tracks  of  the  Burlington 
Company  covered  by  this  agreement  whenever  such  movement  is  for  the  sole 
and  only  purpose  of  interchanging  cars  with  the  Peoria  Company.  How- 
ever, it  is  an  expressed  condition  for  such  agreement  on  the  part  of  the 
Burlington  Company,  that  the  Peoria  Company  shall,  and  it  hereby  does 
assume  full  and  complete  responsibility  under  all  circumstances  whatsoever, 
for  such  engines  and  cars,  together  with  the  employes  operating  the  same, 
while  upon  said  tracks  of  the  Burlington  Company,  in  the  same  manner 
and  to  the  same  extent  as  were  said  engines,  cars  and  employes  the  engines, 
cars  and  employes  of  the  Peoria  Company  upon  said  tracks  of  the  Bur- 
lington Company  by  virtue  of  the  terms  of  this  agreement,  and  hereafter 
in  this  agreement  whenever  reference  is  made  to  the  engines,  trains,  cars 
or  employes  of  the  Peoria  Company  such  reference  is  understood  to  include 
the  engines,  trains,  cars  and/or  employes  of  such  other  companies  admitted 
to  the  use  of  said  tracks  of  the  Burlington  Company  under  the  terms  of 
this  Section  10,  provided,  however,  that  if  any  such  other  company  shall 
cause  damage  to  the  tracks,  property  or  employes  of  the  Burlington  Com- 
pany by  reason  of  negligence  on  the  part  of  such  other  company  or  its 
employes,  then  the  Peoria  Company  shall  be  subrogated  to  the  rights  of 
the  Burlington  Company  to  the  extent  of  any  payment  required  to  be  made 
by  the  Peoria  Company  under  this  section. 

§  11.  The  Burlington  Company  does  not  warrant  its  right  to  grant  to 
the  Peoria  Company  the  use  of  any  track  or  tracks  included  under  the 
terms  of  this  agreement  and  no  obligation  shall  be  construed  to  rest  upon 
the  Burlington  Company  requiring  it  to  secure  to  the  Peoria  Company  the 
right  to  use  any  such  track  or  tracks,  the  sole  and  only  obligation  of  the 
Burlington  Company  hereunder  being  to  grant  to  the  Peoria  Company  the 
right  to  use  said  tracks  insofar  as  said  Burlington  Company  may  have  or 
acquire  the  ownership  thereof  or  the  right  to"  admit  an  additional  user 
thereto. 

Article  II. 

Section  1.  For  the  use  of  the  track  shown  in  solid  red  on  said  Exhibit 
"A",  the  Peoria  Company  shall  pay  as  rental  to  the  Burlington  Company 
Three  Hundred  Thirty-Four  and  38/100  Dollars  ($334.38)  monthly  through- 
out the  terms  of  this  agreement. 

§  2.  For  the  use  of  the  track  shown  in  dashed  green  on  said  Exhibit 
"A"  or  any  portion  thereof,  the  Peoria  Company  shall  pay  as  rental  to  the 
Burlington  Company  Two  and  56/100  Dollars  ($2.56)  monthly  for  so 
long  a  period  as  it  shall  use  said  track  under  the  terms  of  this  agreement. 

§  3.  The  Peoria  Company  shall  further  pay  the  Burlington  Company 
monthly  a  sum  of  money  which  shall  be  equal  to  one-twelfth  (1/12)  of 
three  percent  (3%)  upon  the  total  cost  properly  chargeable  to  Road  and 
Equipment  Accounts  under  the  rules  of  the  Interstate  Commerce  Commission 
in  effect  at  time  such  expenditures  are  made  incurred  by  the   Burlington 


1954      CHICAGO.   BURLINGTON   A    QUINCY    RAILROAD   COMPANY 

Company  in  the  replacement  of  the  present  eross-over  "S"  to  "C"  with 
the  No.  11  cross-over  from  "S"  to  "M"  and  the  re-arrangement  of  the 
so-called  crook  tracks,  as  indicated  on  Exhibit  "A".  All  other  expense  in- 
curred by  the  Burlington  Company  in  said  cross-over  replacement  and  in  the 
re-arrangt  ment  of  said  crook  tracks  is  to  be  borne  by  the  Peoria  Company. 
Payments  under  this  Section  3  shall  begin  in  the  month  in   which  con- 

:  ttion   work   is  .started  and   the  rental  shall   be   applied  each  month  to  the 

total  amount  expended  by  the  Burlington  Company  in  or  about  the  replace- 
ment or  re-arrangement  of  said  tracks,  up  to  the  last  day  of  the  month 
immediately    preceding   that    for    which    rental   is   being   paid.     After   the 

completion  Of  said  work  the  amounts  paid  by  the  I'eoria  Company  here- 
under shall  be  increased  from  time  to  time  by  an  amount  which  shall  be 
equal  to  one-twelfth  (1/12)  of  three  percent  (3%)  upon  all  expenditures 
made  by  the  Burlington  Company  for  additions  and  betterments  to  said 
tracks  and  properly  chargeable  to  Road  ami  Equipment  accounts  under  the 

rules    of    the    Interstate    Commerce    Commission    in    effect    at    the    time    such 

expenditures  are  made. 

The  I'eoria  Company  shall  further  pay  the  Burlington  Company 
monthly  a  sum  of  money  which  shall  lie  equal  to  one-twelfth  (1/12)  of 
six  percent   (6^i  i  upon  the  total  cost  incurred  by  the  Burlington  Company 

in    the    construction    Of    the    Connecting    track    shown    in    dashed    red    on    said 

bit  "A"  between  the  points  "O"  and  "!'"  and,  if  constructed,  the  con- 
necting track  shown  in  dashed  purple  lake  between  the  points  "if  and  "1>". 
Sucl  iall  include  any  amounts  expended  by  the  Burlington  Company 

use  of  changes  required  in  the  interlocking  plant  protecting  the  crossing 

of  tie'  t'  the  Burlington  Company  and  the   I'eoria  Terminal  Company 

and  resulting  from  the  construction  or  use  of  the  connecting  track  "OP". 
~  under  this  Section  4  shall  begin  in  the  month  in  which  con- 
struction of  either  of  said  connecting  tracks  is  started  ami  the  rental  shall 
l.i-   applied    each    month    to    the    total    amount    expended    by    the    Burlington 

pany  in  or  about  the  construction  of  said  connecting  track  or  tracks, 
up  to  the  last  (lay  of  the  month  immediately  preceding  that  for  which  rental 
is  being  paid.  After  the  completion  of  said  connecting  track  or  tracks  the 
amounts  paid  by  the  I'eoria  Company  hereunder  shall  be  increased  from  time 
to   tine-   by    an   amount    which    shall    be   equal   to    one  twehth    (1/12)    of   six 

>nt  ((>%)  Upon  all  expenditures  made  by  the  Burlington  Company  for 
additions   and    betterments   to   said    connecting   track    or   tracks   and    properly 

charg  •      Road  and  Equipment  Accounts  under  the  rules  of  the  Inter- 

state Commi  n  in  effect  at  the  time  such  expenditures  are  made. 

§  5.     The   Burlington   Company    shall   make   all    improvements,  additions 
and  betterments  to  the  tr  by  this  agreement,  that  in  its  opinion 

may  be  :able  for  the  safe  and  proper  operation  of  the  same 

(or  that  any  competent  public  authority  may  require  it  to  make)  and  the 
rentals  to  be  paid  by  the  I'eoria  Company  under  the  terms  of  Sections  1,  2, 
3  and  4  of  this  Article  II  shall  be  increased  or  decreased  currently  by  an 
amount  equal  to  one-twelfth  (1/12)  of  three  percent  (3%)  upon  the  amount 
of  all  expenditures  for  such  improvements,  additions  and  betterments, 
including  retirements,  when  made  to  the  tracks   referred  to  in  said  Sections 


CORPORATE    HISTORY  1955 

1,  2,  3  and  4  and  properly  chargeable  or  creditable  to  Road  and  Equipment 
Accounts  under  the  rules  of  the  Interstate  Commerce  Commission  in  effect 
at  the  time  such  expenditures  are  made. 

§  6.  In  the  event  that  the  Burlington  Company  shall  admit  any  other 
company  or  companies  to  the  use  of  the  tracks  covered  hereby  or  any  portion 
thereof,  the  rentals  to  be  paid  by  the  Peoria  Company  under  the  terms  of 
this  Article  II  shall  be  equitably  reduced  during  the  period  of  such  addi- 
tional use ; 

6  7.  The  Peoria  Company  shall  pay  the  Burlington  Company  monthly 
the  full  cost  and  expense  incurred  by  the  Burlington  Company  in  the 
maintenance  and  operation  during  the  month  covered  by  said  bill  of  the 
tracks  shown  in  dashed  red  between  the  points  "O"  and  "P"  and  in  dashed 
purple  lake  between  the  points  "B"  and  "D",  should  the  latter  be  constructed. 
In  the  event  the  Burlington  Company  or  any  other  company  or  companies, 
not  admitted  under  the  terms  of  this  agreement,  shall  make  use  of  said 
connections,  or  either  of  them,  then  the  expense  of  maintenance  and  operation 
of  the  connection  or  connections  so  used  shall  be  apportioned  between  the 
Burlington  Company  and  the  Peoria  Company  in  the  manner  provided  in 
Section  8  of  this  Article  II. 

§  8.  The  Peoria  Company  shall  further  pay  the  Burlington  Company 
monthly  a  car  handled  proportion  of  all  expenses  incurred  by  the  Burlington 
Company  in  the  maintenance  and  operation  of  said  tracks  shown  on  Exhibit 
"A"  in  solid  red  from  "A"  to  "0",  in  dashed  green  from  "S"  to  "C"  (while 
used  by  the  Peoria  Company)  and  in  dashed  red  from  "S"  to  "M"  when 
constructed,  and  in  determining  said  car  handled  proportion,  the  proportion 
due  from  the  Peoria  Company  shall  be  determined  to  be  that  proportion 
of  the  total  expense  so  incurred  by  the  Burlington  Company,  which  the 
number  of  cars  of  the  Peoria  Company  passing  over  said  track  or  tracks 
or  any  portion  thereof  during  the  month  covered  by  said  bill  shall  bear  to 
the  total  number  of  cars  passing  over  said  track  or  tracks  or  any  portion 
thereof  during  said  period,  each  engine  with  or  without  a  caboose  to  be 
counted  as  two  cars. 

The  engines  and  cars  of  other  companies  using  said  tracks  to  interchange 
cars  with  either  the  Burlington  Company  or  the  Peoria  Company  shall  be 
included  in  the  count  of  cars  above  referred  to.  Switching  movements  of 
either  party  hereto  shall  not  be  counted  and  the  engines  and  cars  of  other 
companies  using  said  tracks  to  interchange  cars  with  the  Peoria  Company 
shall  be  counted  against  the  Peoria  Company. 

§  9.  The  charges  for  operation  regularly  to  be  made  under  Sections  7 
and  8  of  this  Article  II  shall  only  include  such  items  as  are  directly  assign- 
able to  the  operation  of  the  tracks  provided  to  be  used  by  the  Peoria 
Company  under  this  agreement  by  reason  of  the  employes  directly  engaged 
in  such  operation,  it  being  understood  that  all  items  of  supervision  and 
superintendence  shall  be  paid  for  as  provided  in  Section  10  of  this  Article  II. 

§  10.  In  arriving  at  the  amounts  to  be  charged  the  Peoria  Company 
under  the  provisions  of  Sections  3,  4,  7  and  8  of  this  Article  II,  the 
Burlington  Company  shall  add  to  all  items  of  direct  labor  ten  percent  (10%) 
and  to  all  items  of  material  fifteen  percent  (15%)  to  cover  freight,  handling. 


L956       CHICAGO,    BURLINGTON    &    QUINCT   RAILROAD   COMPANY 

cost  of  accounting,  general  supervision  and  all  similar  items  of  expense  aol 

capable   of   exact   ascertainment. 

§  11.  All  payments  herein  provided  to  lie  made  by  the  Peoria  Company 
to  the  Burlington  Company  shall  he  made  within  thirty  (30)  days  after 
rendition  of  bills  therefor  to  the  Peoria  Company  by  the  Burlington  Com- 
pany  and  payment  of  Buch  hills  shall  not  be  delayed  for  errors  which  are 
not  serious  or  important,  hut  hills  Bhall  he  paid  as  rendered  notwithstanding 
any    error    of    ordinary    character    likely    to    occur    in    railroad    accounts,    the 

necessary  correction  to  be  made  in  subsequent   hills. 

§  12.  Taxes  and  assessments  shall  he  construed  to  be  a  proper  charge 
against  the  joint  account  under  the  terms  of  this  agreement]  and  shall  he 
included  in  operating  expenses  and  assumed  by  the  parties  hereto  as  herein 

above    provided,    excepting    only    that    should    any    tax    or    special    assessment 

lie  paid  by  the  Burlington  Company,  which  is  properly  chargeable  to  Road 

and    Equipment    Accounts   under    ';  ot    the    Interstate   Commerce    Com 

mission  in  effect  at  the  tine-  such  tax  or  assessment  is  paid,  then  and  in 
that  event  the  full  amount   of  Baid  tax  or-  assessment  shall  in-  capitalized, 

ami  interest   rental  shall  !■•■  paid  ther i  as  hereinbefore  provided. 

should  any  tax  or  assessment  he  Levied  againsl  the  property  of  the 
Burlington  Company,  the  use  of  which  is  granted  the  Peoria  Company  here- 
under and  should  Buch  tax  or  assessment  cover  not  only  such  property  so 
used   by  the    Peoria   Company   hut   also  other   property   of  the   Burlington 

Company,    then    ami    in    that    event,   said    tax    or    assessment    shall    he    divided 

between  tin-  facilities  used  by  the  Peoria  Company  ami  the  remaining 
facilities  of  the  Burlington  Company  on  the  basis  that  the  taxable  valua- 
tion of  the  facilities  used  hereunder  shall  heat  to  the  total  taxable  valuation 
of  all  facilitii  Bui    agtori  Company    U] which  Baid  tax  or  assess 

miiit  may  be  levied;  and  the  Peoria  Company  shall  assume  it,  proper 
proportion    of    the    tax    or    assessment    determined     in    BUCh    manner. 

§    L3.      The  Burlington   Company  shall   maintain,  repair,   renew    and  operate 

the  facil  nd  hereby,  furnishing  all  employes  and  material  required 

therein,    excepting    those    emp  I     in    train    and    engine    service    for 

the  exclusive  benefil  of  one  of  tin-  parties  hereto  and  excepting  those 
employes   of    the    Peoria    Terminal    Company    referred    to    in   Section  5   of 

Article    III    !  ad    th'      1'  I     impany    shall    assume    its    proportion    as 

determined  under  the  provisions  of  this  agreement,  of  all  the  expenses  in 
curred  by  the  Burlington  Company  in  Buch  maintenance,  repair,  renewal 
and  operation. 

[CLE  III. 
Ction    1.       The    Peoria    I  shall    have    the   Use  of   the   tracks  covered 

hereby  for  the  purpose  of  handling  its  own  bi  only,  it  being  hen 

specifically  agreed  that  the  Peoria  Company  shall  never  permit  the  use  of 

said   tracks  Or  anj    of  them    by  any    other   company   or  companies   whatsoever 

in  the  city  of  Peoria  except   when  engaged  in  such  use  in  the  interchange 

of  ears  with  the  Peoria  Company  as  under  the  terms  of  this  agreement 
specifically  permitted.  The  Peoria  Company  may  use  said  tracks  for  road 
movements  or  for  the  movements  of  transfer  trains,  hut   it  shall  never  under 


CORPORATE    HISTORY  1957 

cover  of  this  agreement  use  said  tracks,  or  any  portion  thereof,  for  yard 
switching  or  for  any  similar  purpose. 

§  2.  The  Peoria  Company  shall  not,  under  cover  of  this  agreement, 
permit  any  other  railroad  company  or  companies  to  use  said  tracks,  nor  any 
portion  thereof,  except  for  interchange  of  cars  with  the  Peoria  Company 
nor  shall  it  make  connections  with  the  said  tracks  either  for  its  own  use  or 
for  any  other  company,  except  as  such  connections  are  specifically  authorized 
under  the  terms  of  this  agreement. 

§  3.  Trains  of  the  Peoria  Company  shall  be  operated  by  its  own  engines 
and  with  its  own  crews,  but  such  crews  shall  at  all  times  and  under  all 
circumstances  while  upon  the  tracks  covered  hereby  be  under  the  complete 
supervision  and  control  of  employes  of  the  Burlington  Company  authorized 
by  it  to  exercise  such  supervision  and  control.  Transfer  trains  of  other 
companies  admitted  to  said  tracks  under  the  terms  of  this  agreement  shall 
be  construed  to  be  trains  of  the  Peoria  Company  hereunder. 

§  4.  All  rules,  regulations  and  orders  shall  be  reasonable,  just  and  fair 
to  the  Peoria  Company  and  all  officers  and  employes  engaged  in  the  opera- 
tion and  maintenance  of  the  tracks  used  by  the  Peoria  Company  hereunder, 
shall  attend  to  the  business  of  each  party  without  preference  to  either.  All 
passenger  trains  upon  said  tracks  shall  be  given  preference  over  other  trains 
and  the  trains  of  the  companies  using  said  tracks  shall  be  given  equal 
dispatch  according  to  their  class.  Regular  trains  of  the  Peoria  Company 
shall  be  shown  on  the  working  time  tables  of  the  Burlington  Company 
according  to  their  class. 

§  5.  Should  the  Peoria  Terminal  Company  make  any  charge  against 
the  Burlington  Company  on  account  of  the  connection  with  its  rails  at  the 
point  "P"  as  shown  on  said  Exhibit  "A",  then  and  in  that  event  the  full 
amount  of  such  charge  shall  be  borne  and  assumed  by  the  Peoria  Company, 
and  all  charges  made  by  the  Peoria  Terminal  Company  on  account  of  the 
use  by  the  Peoria  Company  of  its  interlocking  plant  located  adjacent  to 
said  point  "P"  shall  likewise  be  assumed  by  the  Peoria  Company.  Should  it 
be  necessary  in  the  opinion  of  the  Burlington  Company  to  employ  operators 
in  said  tower  of  the  Peoria  Terminal  Company  and  such  fact  require  the 
hiring  of  additional  men  by  the  Peoria  Terminal  Company,  or  the  payment 
of  higher  rates  to  men  already  employed  by  it  on  account  of  the  telegraphing 
service  required  in  the  opinion  of  the  Burlington  Company,  then  and  in  that 
event  the  Peoria  Company  shall  pay  the  full  amount  of  any  additional  cost 
incurred  by  the  Burlington  Company  thereby. 

§  6.  Each  of  the  parties  hereto  shall  assume  and  pay  the  full  cost  of 
printing  new  time  cards  when  such  new  time  cards  are  made  necessary 
solely  by  a  change  in  the  time  of  such  party's  trains.  In  all  other  cases 
one-fifth  (1/5)  of  the  cost  of  printing  such  new  time  cards  shall  be  con- 
strued to  be  an  item  of  joint  expense  and  shall  be  divided  between  the 
parties  hereto  in  the  same  manner  as  other  expenses  of  maintenance  and 
operation  are  divided  under  the  terms  of   Section  8   of  Article  II  hereof. 

§  7.  The  books,  records  and  papers  of  the  Burlington  Company  touching 
on  or  material  to  the  cost  of  improvements,  additions  or  betterments  to 
said  joint  track  and  touching  on  or  material  to  the  cost  of  maintenance  or 


1958      CHICAGO,   BURLINGTON   &   QTJINCY    RAILROAD   COMPANY 

operation  thereof,  shall  at  all  times  be  freely  open  to  the  examination  of 
the  Peoria  Company. 

[CUB  I  V. 
Section  1.  The  Burlington  Company  shall  maintain  and  keep  all  of  the 
tracks  and  facilities  used  by  the  Peoria  Company  hereunder,  in  reasonable 
repair  and  reasonably  suitable  for  the  combined  business  of  both  parties, 
but  it  is  expressly  understood  that  the  Peoria  Company  shall  not  by  reason 
of  any  defect  in  the  roadway,  tracks,  or  appliances,  of,  or  pertaining  to, 
said  tracks  and  facilities,  or  by  reason  of  the  failure  of  the  Burlington 
Company  to  repair  such  defect,  have  it  make  against  the  Burlington  Com- 
pany any  claim  or  demand  for  any  loss,  damage  or  injury  whatsoever 
arising  from  such  defect.  or  failure;    provided,  however,  that  in  case 

tin-  Burlington  Company  shall  fail  to  repair  any  defect  in  said  tracks  and/or 
facilities   within    twenty    (20)    days   after    the    Peoria   Company    shall    have 
.  ti>  the  Burlington  Company  written  notice  specifying  the  defect  and 
requ  at  it  lie  repaired,  then  the  Peoria  Company  shall  have  the  right 

to  make  the  ry  repairs  at   once,  and  the  Burlington  Company  shall 

and  will  pay  the  cost  thereof,  which  shall  thereupon  he  apportioned  between 

the   parties  as  in   this  agreement    provided. 

§  li.     The  Burlington  Company  may  admit  to  the  use  of  said  tracks,  or 

any  portion  thereof,  the  trains,  engines  or  cars  of  any  other  railroad  com- 
pany or  companies  whatever,  but  in  Buch  event,  for  the  purpose  of  determin- 
ing liability  as  between  the  parties  hereto  under  the  terms  of  this  Article 
IV,  Mil'1  i,  trains,  or  ears  and  the  employes  operating  the  same  shall 

be  construed  to  lie  thi  g  -.  trains,  ens  ami  employes  of  the  Burlington 
Company  unless  they  shall  lie  upon  said  tracks  in  connection  with  the 
interchat  b  -  with  the  Peoria  Company  as  permitted  under  the  terms 

of  this  agreement,  in  which  case  they  shall  he  construed  to  he  the  engines, 
trains  ind  employes  of  the  i  mpany. 

$   ;{.      All  i  gaged  in  the  maintenance,  repair,  renewal  or  operation 

of  the  said  tracks  shown  on  said  Exhibit  "A"  in  solid  red,  dashed  red  between 
"S"  and  "M"  and  in  dashed  green  shall,  as  respects  liability  for  loss,  damage, 
injury  or  death,  be  deemed  the  joint  employes  of  the  parties  hereto; 
emj  -  gaged  in  the  construction  of  tracks  shown  in  dashed  red  between 
■'<i"  ..hi  "!'"  and  in  purple  lake  on  said  Exhibit  "A"  and  in  the  maintenance, 
repair,  renewal  or  operation  of  tracks  shown  on  said  Exhibit  "A"  in  purple 
lake  and  in  dashed  red  between  "O"  and  "1"'  shall  be  deemed  the  sole  em- 
ployes of  the  Peoria  Company.  If  any  persons  are  engaged  partly  in  such 
construction,  maintenance,  repair,  renewal  or  operation  and  partly  in  service 
not    i  1   therewith,   then    and    in   that    case,   they    shall    lie    regarded   as 

joint  employes  only  while  they  are  engaged  in  the  construction,  maintenance, 
repair,  renewal  or  operation  of  said  tracks.  Enginemen  and  trainmen  of 
each  party  engaged  solely  iu  its  own  service  shall  not  be  considered  as  joint 
employes  hereunder. 

$  4.  Liability  for  injury  to  or  death  of  the  person  and  destruction  of 
or  damage  to  property  (including  said  tracks  used  by  the  Peoria  Company 
hereunder  and  the  person  and  property  of  said  joint  employes)  shall  be 
borne  by  the  parties  hereto  as  follows: 


CORPORATE    HISTORY  1959 

When  the  same  shall  be  due  to 

(a)  the  sole  negligence  of  a  sole  employe   (or  sole  employes,  as  the  case 
may  be),  of  either  party  hereto;   or  to 

(b)  the  concurring  negligence  of  a  joint  employe  and  a  sole  employe  of 
cither  party  hereto:   or  to 

(c)  any  defect  in  or  failure  of  the  engines  or  cars  of  either  party  hereto; 
it  shall  be  borne  by  the  party  whose  sole  employe  was  thus  negligent,  or 
whose  engines  or  cars  were  thus  defective. 

When  the  same  shall  be  due  to 

(d)  the  concurring  negligence  of  sole  employes  of  both  parties  hereto;  or  to 

(e)  the  concurring   negligence   of   a    joint   employe   and   sole  employes   of 
both  parties  hereto ;   or  to 

(f)  the  sole  negligence  of  a  joint  employe;  or  to 

(g)  the  failure  of  or  any  defect  in  any  part  of  said  tracks;  or  to 

(h)   unknown    or  concealed  causes,   acts   of  third  persons,   act   of  God,   or 

inevitable  accident ; 
it  shall  be  borne  by  each  of  the  parties  hereto  as  to  its  own  property, 
property  in  its  care,  custody  or  control,  and  as  to  its  own  employes,  patrons 
and  passengers,  whether  the  same  be  upon  or  about  said  tracks  or  facilities 
or  upon  its  own  engines,  trains  or  cars;  while  as  to  third  persons  and  their 
property,  including  joint  employes,  and  as  to  said  tracks  and  facilities, 
such  liability  shall  be  borne  by  the  party  hereto  whose  engines,  trains,  cars 
or  sole  employes  are  concerned  in  the  accident  causing  such  injury,  death, 
destruction  or  damage,  but  if  the  trains,  engines,  cars  or  sole  employes  of 
both  parties  hereto  are  concerned  in  such  accident,  then  such  liability  shall 
be  borne  by  both  the  parties  hereto  in  the  same  proportion  as  the  cost  of 
maintenance  of  the  tracks  upon  which  the  accident  occurred  is  borne  under 
the  provisions  of  Article  II  hereof. 

All  liability  not  hereinbefore  covered  by  this  Section  4  shall  be  borne  by 
the  parties  hereto  in  the  same  proportion  that  the  cost  of  maintenance  of 
said  tracks  is  borne  under  the  terms  of  Section  8  of  Article  II  hereof,  unless 
such  liability  shall  come  under  the  terms  of  Section  7  of  Article  I  hereof. 

§  5.  Each  party  hereto  covenants  and  agrees  with  the  other  that  it  will 
pay  for  all  loss,  damage,  and  expense,  both  as  to  persons  and  property,  the 
risk  of  which  it  has  herein  assumed,  the  judgment  of  any  court  to  the 
contrary  notwithstanding,  and  will  forever  indemnify  and  save  harmless 
the  other,  its  successors  and  assigns  from  and  against  all  liability  and  claim 
therefor,  or  by  reason  thereof,  and  will  pay,  satisfy  and  discharge  all 
judgments  that  may  be  rendered  by  reason  thereof  and  all  costs,  charges 
and  expenses  incident  thereto.  In  the  event  both  parties  hereto  shall  be 
liable  hereunder  upon  any  claim,  demand,  suit  or  cause  of  action  arising 
under  the  liability  sections  of  this  agreement,  and  the  same  shall  be  com- 
promised or  settled  by  a  voluntary  payment  of  money  or  other  valuable  con- 
sideration by  either  party  hereto,  release  from  liability  shall  be  taken  to  and 
in  the  names  of  both  parties  hereto.  Neither  party  hereto,  however,  shall 
make  any  such  compromise  or  settlement  in  excess  of  the  sum  of  Five  Hun- 
dred Dollars  ($500.00),  without  the  authority  of  the  other;  but  any  settle- 


1960      CHICAGO,    BURLINGTON    &    QUINCY    RAILROAD   COMPANY 

menl  made  by  eltner  party  hereto  in  consideration  of  said  sum  or  a  less  sum 
shall  be  binding  upon  the  other  party  hereto. 

§  6.  In  case  a  suit  or  suits  shall  be  commenced  against  either  party 
hereto  for  or  on  account  of  any  damage  or  injury  for  which  the  other  party 
hereto  is  solely  or  jointly  liable  under  this  agreement,  the  party  so  sued  shall 
give  to  the  other  party  written  notice  of  the  pendency  of  such  suit,  and 
reupon  the  other  party  shall  and  will  assume  or  join  in  the  defense 
thereof;  and  it'  the  party  bo  notified  is  solely  liable  under  this  agreement, 
it  shall  and  will  save  and  hold  harmless  the  party  SO  sued  from  its  proportion 
of  all  such  loss,  cost  and  expense,  as  determined  by  this  agreement.  Neither 
party  hereto  shall  be  concluded  by  any  judgment  against  the  other  party 
hereto  unless  it  Bhall  have  had  reasonable  notice  that  it  was  required  to 
defend  or  join  in  the  defense  and  reasonable  opportunity  so  to  do.   When 

such  notice  and  opportunity  shall  have  been  given,  the  party  so  notified 
shall,    to    the    extent    of    its    liability,    as    determined    by    this    agreement,    be 

concluded  by  the  judgment  as  to  all  matters  which  could  have  been  litigated 
in   such   suit. 

AiU'ici.i    \  . 
If    at    any    time    a    question    shall    arise    touching    the    construction    of    any 

part  of  this  agreement,  or  concerning  the  business  or  manner  of  transacting 
the  business  carried  on  under  the  provisions  hereof,  or  concerning  the 
observance  or  performance  of  anj  of  the  conditions  herein  contained,  upon 
which  question  the  partii  cannol  agree,  such  question  shall  l>e  sub- 

mitted to  tin-  arbitrament  of  three  disinterested  persons  to  be  chosen,  one 

by  the  Burlington  C pany,  one  by  the   Peoria  Company,  and  one  by  the 

two  so  chosen.   The  party  desiring  such  arbitration  shall  select  its  arbitrator 

and   give   written    notice  thereof   to   the   other   party,  and    shall    in   such    notice 

v  the  matter  or  matters  which  it   proposes  to  bring  before  the 

arbitrators;    and    only    the    matters    SO    itated    shall    be   considered    or   decided 

by  them.  If  either  party  shall  fail  to  name  an  arbitrator  within  twent}  (20) 
days  after  n  -said  has  been  by  the  other  party  given  to  it,  the 

arbitrator  named  by  the  party  giving  such  notice  ma\  and  shall  name  and 
appoint    an   arbitrator   for   and    in    behalf   of   the    party   SO    in   default    and   the 

arbitrator  bo  named  and  appointed  shall  have  the  same  power  and  authority 
had  been  chosen  by  such  party,    [f  the  two  arbitrators  so  chosen 
shall  fail  to  select  a  third  arbitrator  within  ten  i  10)  days  atter  the  selection 
of  0  d  arbitrator  as  aforesaid,  such  third  arbitrator  may  be  appointed 

upon  ten  (10)  days'  notice  by  either  party  hereto  to  the  other  party  hei 
of  its  intention  to  make  application  therefor,  by  any  Judge  of  the  District 
Court  of  the  United  states  for  the  District  which  shall  then  include  Peoria, 
Illinois.  The  arbitrators  shall,  as  soon  as  possible  after  their  selection,  meet 
to  le-ai-  and  decide  the  questions  submitted  to  them  and  shall  give  to  each 
party  reasonable  notice  of  the  time  and  place  of  such  meeting.  After  hearing 
both  parties  and  taking  such  testimony  or  making  such  investigation  as 
they  may  deem  necessary,  they  shall  make  in  writing  their  award  upon  the 
question  or  questions  so  submitted  to  them  and  shall  serve  a  copy  of  such 
award  upon  each  party  hereto,  and  the  award  of  such  arbitrators,  or  a 
majority  of  them,  shall   be  final  and   binding  upon   both    parties,  and  each   or 


CORPORATE    HISTORY  1961 

either  party  shall  immediately  make  such  changes  in  the  conduct  of  its 
business  or  such  payment  or  restitution  as  the  case  may  be  as  in  and  by 
such  award  may  be  required  of  them  respectively.  The  books  and  papers 
of  both  parties,  so  far  as  they  relate  to  matters  submitted  to  arbitration, 
shall  be  open  to  the  examination  of  the  arbitrators  and  the  party  against 
whom  the  award  shall  be  made  shall  pay  all  the  fees  and  expenses  of  the 
arbitrators.  Until  the  arbitrators  shall  make  their  award  upon  any  question 
submitted  to  them,  the  business,  settlements  and  payments  to  be  transacted 
and  made  under  this  agreement  shall  continue  to  be  transacted  and  made  in 
the  manner  and  form  existing  prior  to  the  rise  of  such  question 

Article  VI. 

This  agreement  shall  take  effect  as  of  July  1st,  1928,  and  shall  remain 
in  effect  and  be  binding  upon  the  parties  hereto,  their  successors  and  assigns, 
until  July  1st,  1953 ;  and  in  further  consideration  of  the  several  covenants, 
conditions  and  agreements  to  be  performed  by  the  Peoria  Company  as  herein 
set  forth,  the  Burlington  Company  hereby  gives  and  grants  to  the  Peoria 
Company,  its  successors  and  assigns,  the  right  and  option  of  extending  this 
agreement  for  an  additional  term  of  twenty-five  (25)  years  from  and  after 
July  1st,  1953,  with  the  right  at  the  expiration  of  such  additional  term 
to  extend  this  agreement  for  an  additional  term  of  twenty-five  (25)  years; 
provided,  nevertheless,  that  the  foregoing  extensions,  and  each  of  them, 
shall  become  effective  if  and  when  the  Peoria  Company,  its  successors  or 
assigns,  shall  give  to  the  Burlington  Company,  its  successors  or  assigns,  not 
less  than  twelve  (12)  months  preceding  the  expiration  of  the  then  existing 
term  of  this  agreement,  written  notice  of  its  election  to  so  extend  this  agree- 
ment, and  provided  further  that  before  each  extension  of  twenty-five  (25) 
years  shall  become  effective,  the  property  used  hereunder  by  the  Peoria  Com- 
pany shall  be  re-appraised  and  rental  payments  to  be  made  during  such 
extended  period  by  the  Peoria  Company  shall  be  based  on  the  re-appraised 
value,  but  in  no  event  shall  the  annual  rental  payments  to  be  made  by  the 
Peoria  Company  for  any  portion  of  any  extension  of  twenty-five  (25)  years 
be  less  than  the  annual  rental  paid  by  the  Peoria  Company  hereunder  for 
the  last  calendar  year  preceding  the  year  in  which  any  extension  of  twenty- 
five   (25)  years  shall  become  effective. 

It  is  also  agreed  by  and  between  the  parties  hereto  that  the  Peoria  Com- 
pany shall  not  assign  this  agreement  except  as  a  part  of  the  assignment 
its  entire  line  of  railroad,  and  provided  further  that  should  the  Peoria 
Company,  its  successors  and/or  assigns  make  default  in  any  of  the  pay- 
ments hereinbefore  required  by  it  to  be  made,  or  fail  to  faithfully  perform 
any  of  the  covenants  hereinbefore  set  forth  on  its  part  to  be  performed,  then 
and  in  such  case,  and  after  such  default  or  failure  shall  have  continued  for 
a  period  of  sixty  (60)  days  after  the  Burlington  Company  shall  have 
given  to  the  Peoria  Company,  its  successors  and/or  assigns,  written  notice 
thereof,  the  Burlington  Company  may,  on  thirty  (30)  days'  written  notice 
to  the  Peoria  Company,  thereupon  declare  this  agreement  terminated  and 
exclude  the  Peoria  Company,  its  successors  and/or  assigns,  from  the  use 
of  said  tracks,  or  any  portion  thereof,  and  from  all  the  rights  and  privileges 


1962       CHICAGO,   BURLINGTON   &   QUINCY  RAILROAD  COMPANY 

hereinbefore  granted  to  it,  and  the  Peoria  Company,  its  successors  and/or 
assigns,  shall  have  no  claim  or  demand  upon  the  Burlington  Company  by 
suit  at  law  or  otherwise  on  account  of  such  exclusion;  and  provided  further 
that  no  termination  of  this  agreement  shall  operate  to  relieve  either  party 
hereto  from  any  obligation  incurred  under  the  provisions  hereof,  and 
arising  out  of  transactions  had  hereunder  prior  to  the  date  of  such  termina- 
tion. 

The  Burlington  Company  may  waive  any  such  default  or  failure,  but  no 
action  of  the  Burlington  Company  in  waiving  such  default  or  failure  shall 
extend  to  or  be  taken  to  affect  any  subsequent  defaults  or  failures,  or  impair 
its  rights  resulting  therefrom. 

In   Witness  Whereof,  the  parties  hereto  have  executed  this  agreement  in 
duplicate,  as  of  the  day  and   date  lirst    above  written. 
[SEAL]  Chicago,  Burlington  &  Quincy  Railroad  Company 

(Attest  i    E.J.  Ai.df.x.  By  Hale  Holden, 

Assistant  Secretary.  President. 

[seal]  Toledo,  Peoria  &  Western  Railroad 

(Attest)  Guy  A.  Gladson,  By  Geo.  J.  McNear,  Jr., 

Secri  tary.  President. 

Approved  as  to  Form:   Titos.  J.  Lawless,  General  Attorney. 

AGREEMENT,    January    1,   1914.      Chicago,  Burlington   &  Quincy   Rail- 

road  Company  and  Wabash  Railroad  Company. 

This  Agreement,  made  and  entered  into  this  First  day  of  January,  1914, 
by  and  between  the  Chicago,  Burlington  i.v  Quincy  Railroad  Company,  a 
corporation,  organized  and  existing  under  the  laws  of  the  state  of  Illinois, 
hereinafter  called  the  "Burlington  Company,"  first  party,  and  the  Wabash 
Railroad  Company,  .i  corporation,  organized  and  existing  under  the  laws 
of  the  State  of  Illinois  and  other  States,  and  Edward  B.  Pryor,  Receiver 
of  said  Wabash  Railroad  Company,  hereinafter  called  the  "Receiver,"  second 
part  ies. 

Witnesseth:  Win  nns,  under  a  certain  agreemenl  between  the  Burlington 
Company  and  the  said  Wabash  Railroad  Company,  dated  the  26th  day 
of  November,  1899,  and  certain  other  agreements  supplementary  thereto, 
the  said  Wabash  Railroad  Company  has  been  operating  over  a  portion  of 
the  railway  of  the  Burlington  Company  between  East  Hannibal  and  Quincy, 
Illinois;    and 

Whereas,  the  parties  hereto  desire  to  change  the  terms  of  said  agree- 
ments and  the  conditions  under  which  the  Receiver  shall  hereafter  operate 
over  said  portion  of  railway,  as  hereinafter  set  forth; 

Now,  Therefore,  it  is  agreed  as  follows: 

Article  I. 
Sec.  1.  The  Burlington  Company  hereby  grants  to  the  Receiver  for  the 
term,  upon  the  conditions  in  the  manner  in  this  agreement  set  out, 
the  use,  in  common  with  the  Burlington  Company  and  such  other  company 
or  companies  as  the  Burlington  Company  has  permitted  or  shall  at  any 
time  hereafter  permit  to  use  the  same  or  any  part  thereof,  of  the  portion 
of  the  railway   of  the  Burlington   Company,  extending  from   a  connection 


'    CORPORATE    HISTORY  1963 

with  the  tracks  of  the  Receiver  in  Front  Street  between  Monroe  and  Madison 
Streets  in  the  City  of  Quincy,  Illinois,  thence  in  a  southeasterly  direction 
to  a  point  of  connection  with  the  tracks  of  the  Receiver  on  the  north  side 
of  the  Mississippi  River  in  East  Hannibal,  Illinois  (but  not  including  any 
branches),  together  with  all  side,  passing  and  industrial  tracks  and  all  the 
appurtenances  thereunto  belonging,  and  all  present  and  future  improve- 
ments and  betterments  thereof  and  additions  thereto ;  the  said  present 
railway  and  premises,  the  use  of  which  is  hereby  granted,  is  for  convenience 
hereinafter  designated  as  the  "Joint  Line,"  and  more  particularly  described 
and  shown  in  red  on  plat  No.  26051-C,  which  is  hereto  attached,  identified 
by  the  signatures  of  W.  L.  Breckinridge,  Engineer  Maintenance  of  Way, 
of  the  Burlington  Company,  and  A.  O.  Cunningham,  Chief  Engineer,  of  the 
Receiver,  and  made  a  part  of  this  agreement. 

§  2.  Except  as  in  this  agreement  otherwise  provided,  the  Receiver  shall 
have  the  full  and  unrestricted  right  to  do  all  business  of  a  common  carrier 
at  any  and  all  points  upon  and  over  said  joint  line,  and  shall  have  the 
right  to  run,  operate  and  manage  his  engines,  trains  and  cars  of  all  classes 
in  the  conduct  of  his  business  as  a  common  carrier,  in  common  with  said 
Burlington  Company,  and  such  other  company  or  companies  as  the  Burling- 
ton Company  lias  permitted  or  shall  at  any  time  hereafter  permit  to  use 
the  same  or  any  part  thereof. 

Excepting  contracts  already  entered  into  between  the  Burlington  Com- 
pany and  other  companies,  the  Burlington  Company  shall  not,  before  the 
termination  of  this  agreement,  make  or  renew  any  contract  with  any  Express 
Company  whatever,  concerning  the  carriage  of  express  matter,  business 
or  messengers,  upon  or  over  the  joint  line  winch  will  in  any  way  interfere 
with  the  right  of  the  Receiver  to  carry  through — but  not  local — express 
matter,  business  or  messengers  upon  or  over  the  same,  or  to  enter  into  a 
contract  with  any  Express  Company  which  it  may  at  any  time  or  times  for 
that  purpose  select. 

§  3.  Such  wires  as  the  Receiver  may  require  along  the  said  joint  line  for 
the  operation  of  his  trains  or  for  railroad  purposes  shall  be  erected  on  the 
Burlington  Company's  poles  by  the  Receiver  to  the  satisfaction  and  approval 
of  the  Burlington  Company  at  the  sole  expense  of  the  Receiver,  after  the 
Receiver  shall  have  first  secured  the  consent  of  the  Western  Union  Tele- 
graph Company.  Thereafter  such  wire  or  wires  shall  be  maintained  and  re- 
paired by  the  Burlington  Company  and  the  Receiver  shall  reimburse  the 
Burlington  Company  for  such  expense  in  the  ratio  that  the  mileage  of  the 
Receiver's  wires  along  said  joint  line  shall  bear  to  the  combined  mileage  of 
all  wires  on  said  poles  along  said  joint  line. 

The  Receiver  shall  also  have  the  right  to  install  and  maintain  at  his  own 
expense,  such  instruments  as  he  may  require  in  the  station  buildings  of 
the  Burlington  Company  along  the  said  joint  line  and  connect  the  same 
with  the  said  wires  of  the  Receiver,  all  in  a  manner  to  the  satisfaction  and 
approval  of  the  Burlington  Company. 

$  4.  Nothing  in  this  agreement  contained  shall  be  construed  in  any  man- 
ner to  affect  or  abridge  any  of  the  corporate  franchises  or  powers  of  the 
Burlington  Company  to  use  and  operate  its  railroad  and  property  on  its 
own  behalf  at  all  times  and  to  exercise  all  the  corporate  franchises,  powers 


1964        CHICAGO,  BURLINGTON  &  QUINCY  RAILROAD  COMPANY 

and  privileges  which  it  may  at  any  time  possess,  Imt  not  so  as  to  unneces- 
sarily impair  the  rights  and  privileges  hereby  granted  to  the  Receiver. 

$  5.  The  use  hereby  granted  to  the  Receiver  is  for  his  own  business  onl  , 
including  all  business  transported  over  his  own  line;  and  the  Receiver  shall 
not  under  cover  of  this  agreement,  permit  or  provide  for  the  use  by  any  other 
railroad,  or  other  company,  person  or  persons,  of  the  said  joint  line,  or  any 
part  thereof,  or  haul  the  trains  of  others  over  tin'  same,  nor  shall  the  Recei- 
ver assign  this  agreement,  nor  grant  any  interest  therein,  without  the  written 
eonsenl  of  the  Burlington  Company;  provided,  however,  that  trains  of  other 
railroad  companies  using  other  parts  of  the  Wabash  Railroad  under  detour 
agreements  may  lie  permitted  to  run  over  the  joint  line  under  said  agreement. 

$  6.  The  Burlington  Company  reserves  the  right  to  admit  other  tenants 
to  the  use  of  said  joint  line  or  any  part  thereof  on  such  terms  and  conditions 
as  it  may  deem  proper;  provided  that  such  additional  burden  shall  not 
deprive  the  Receiver  of  the  reasonable  and  proper  use  of  said  joint  line 
for  the  purposes  herein  granted,  and  provided  further,  that  any  and  all 
payments  made  by  such  other  tenants  for  the  use  of  said  joint  line  shall 
accrue  to  the  benefit  of  the  parties  hereto  in  the  proportion  of  their  respec- 
tive wheelage. 

ij  7.  The  Receiver  shall,  at  his  own  expense,  construct,  and  maintain 
in  reasonably  safe  condition,  the  necessary  connections  between  his  railroad 
and  the  tracks  of  the  Burlington  Company,  constituting  the  Northerly  and 
Southerly  termini  of  the  said  joint  line,  and  shall  also,  at  his  own  expense, 
construct  and  maintain  in  reasonably  safe  condition,  the  necessary  con 
uections  between  his  tracks  in  Quincy,  Illinois,  and  the  said  joint  line, 
which  tracks  are  shown  in  green  on  said  plat.  If  at  any  time  during  the 
continuance  of  this  agreement  either  party  hereto  shall  desire,  or  any  com- 
petent public  authority  shall  require,  the  construction  of  an  interlocking 
plant  or  plants  t"  protect  said  connections,  or  any  of  them,  such  inter- 
locking plant  or  plants  shall  he  constructed,  maintained  and  operated  by  the 
Burlington  Company,  and  the  entire  cost  and  expense  of  the  construction, 
maintenance  and  operation  of  said  interlocking  plant  or  plants  shall  be 
divided  between  the  parties  hereto  in  the  same  proportion  as  the  number  of 
functions  of  said  plants  used  by  each  party  hears  to  the  total  number  of 
said  functions;  and  the  employes  of  the  Burlington  Company  engaged  in 
such  construction,  maintenance  or  operation  shall  be  deemed  the  joint  em- 
if  the  pari ies  hereto. 

Article  II. 

Si  c.   1.    As  rental  for  tin    use  of  said  joint  line  and  the  rights  and  privileges 
ein  granted,  the   Receiver  shall  pay  to  the  Burlington  Company  the  sum 
of  One  Thousand  Bight  Hundred  and  Eighteen  Dollars  and  Sixty-four  Cents 
($1,818.64)    per  month. 

Either  party  shall  have  the  right,  from  time  to  time  during  the  term 
of  this  agreement,  to  demand  a  change  in  the  amount  of  rental  provided  for 
in  Section  1  of  this  Article,  upon  six  (6)  months'  notice  in  writing  to  the 
other  party,  the  new  amount  of  said  rental  to  lie  agreed  upon  by  the  parties 
iluring  said  notice  period,  and  said  new  amount  so  agreed  upon  shall,  from 


CORPORATE    HISTORY  1965 

and  after  the  expiration  of  .said  period,  be  and  remain  the  rental  to  be  paid 
by  the  Receiver  to  the  Burlington  Company  for  the  use  of  said  joint  line, 
unless  and  until  the  same  shall  be  again  in  like  manner  changed.  In  the 
event  that  the  parties  hereto  shall  fail  to  agree  upon  a  new  amount  of  said 
rental  by  the  expiration  of  said  notice  period,  then  the  Burlington  Company 
shall  have  the  option  either  to  continue  the  negotiations  for  new  amount 
of  rental,  or  to  terminate  this  agreement  upon  three  (3)  months'  written 
notice  to  the  Receiver;  it  being  understood  and  agreed  that  if  the  Burling- 
ton Company  elects  to  continue  the  negotiations,  it  may  at  any  time  pending 
the  same,  terminate  this  agreement  upon  three  (3)  months'  written  notice 
to  the  Receiver ;  and  it  being  further  understood  and  agreed  that  the 
amount  of  rental  being  paid  by  the  Receiver  at  the  time  of  the  service  of 
notice  of  a  demand  for  a  change  therein  hereunder,  shall  continue  until  a 
new  amount  of  rental  is  agreed  upon,  or  the  agreement  is  terminated  by  the 
Burlington  Company  as  above  provided. 

§  3.  The  Receiver  shall  pay  the  cost  of  issuing  time  cards  from  time  to 
time  when  new  cards  are  made  necessary  solely  by  change  in  the  time  of 
the  Receiver's  trains.  When  new  cards  are  made  necessary  by  changes  in  the 
time  of  the  Receiver's  trains  and  the  trains  of  any  other  company  or  com- 
panies using  said  joint  line,  the  Receiver  shall  pay  such  proportion  of  the 
cost  of  issuing  new  time  cards  as  one  bears  to  the  total  number  of  com- 
panies making  such  new  time  cards  necessary  by  changes  in  the  time  of 
their  trains. 

§  4.  The  Receiver  shall  pay,  as  bills  therefor  may  be  rendered  by  the 
Burlington  Company,  for  any  coal  or  other  supplies  furnished  to  the  Receiver 
on  said  joint  line  by  the  Burlington  Company. 

\N  5.  Payments  provided  for  in  Section  1  of  this  Article  shall  be  made 
by  the  Receiver  to  the  Burlington  Company  on  or  before  the  fifteenth  day  of 
each  month  for  the  preceding  month;  all  other  payments  provided  for  under 
the  terms  of  this  agreement  shall  be  made  by  the  Receiver  to  the  Burlington 
Company  within  thirty  (30)  days  after  the  receipt  of  bills  from  the  Burling- 
ton Company  therefor. 

Article  III. 

Sec.  1.  The  Burlington  Company  shall  have  the  charge,  supervision  and 
control  of  the  said  joint  line  and  the  operation  and  maintenance  thereof, 
and  shall  pay  all  taxes  and  assessments  that  shall  be  legally  levied  thereon, 
maintain  the  same  in  good  condition  and  repair  and  do  all  acts  and  things 
necessary  and  proper,  in  its  discretion,  for  the  protection,  maintenance  and 
operation  of  the  same. 

If  the  Burlington  Company  shall  fail  to  repair  any  defect  or  defects  in 
the  said  joint  line  within  a  reasonable  time  after  notice  in  writing  from  the 
Receiver  so  to  do,  specifying  the  said  defect  or  defects,  the  Receiver  may 
repair  the  same  at  the  cost  and  expense  of  the  Burlington  Company. 

§  2.  The  Burlington  Company  shall  at  all  stations  on  the  joint  line 
employ  all  necessary  agents  and  servants  and  will  require  them  to  give  the 
same  care  and  attention  to  the  business  and  telegraph  and  telephone  service 
"f  the   Receiver  as  to   its  own    business.      All   such  employes  shall   be  neutral 


1966       CHICAGO,    BURLINGTON   &   QUINCY   RAILROAD   COMPANY 

and  impartial  and  shall  give  the  Receiver  equality  of  service  with  the 
Burlington  Company.  They  shall  receive  general  orders  from  the  Burling- 
ton Company,  but  the  Receiver  may  issue  orders  direct  to  such  employes 
respecting  the  conduct  of  his  own  business;  no  such  orders,  however,  shall 
in  any  way  interfere  or  conflict  with  the  duties  of  such  employes  respecting 
the  Burlington  Company.  The  Burlington  Company  shall,  upon  the  com- 
plaint of  the  Receiver,  for  reasonable  cause  by  him  stated,  transfer  any 
such  agent  or  servanl  from  the  .joint  line. 

The  Receiver  shall  at  all  times,  at  his  own  expense,  furnish  such  station 
supplies  as  may  he  required  solely  for  the  transaction  of  the  separate  busi- 
-  Of  the   Receiver;  and  the  Burlington  Company  shall  at  all   times  furnish 
SUCh  stations  with   all  other  station   supplies. 

The     Burlington     Company     shall,     upon      request      of     the     Receiver, 

require  such  station  agents  and  other  employes  as  receive  or  handle  moneys 
for  or  on  accounl  of  the  Receiver,  to  give  such  reasonable  bonds  or  other 
indemnity  as  the   Receiver  may   require  against  loss  through  the  careless- 

or  dishonesty  of  such  employes.     The  premiums  or  c pensation   for 

the  same  shall  be  paid  by  the  Receivers. 

In  case  of  a  shortage  occurring  in  the  accounts  of  any  such  agent  or 
employe  where  it  is  impracticable  to  determine  the  amount  thereof  due  to 
each  party,  the  shortage  shall  be  apportioned  between  the  parties  hereto  on 
the  basis  of  net  unsettled  balance  due  each  party. 

Neither  party  shall  have  or  make  any  claim  against  the  other  party  hereto 
on  accounl  of  the  shortage,  dishonesty  or  defalcation  of  any  such  employe. 

v\  4.  The    Burlington    C pany    shall    make    all    rules,    regulations   and 

I    the  operation   of  the  said   .joint    line,   which   shall    have   like 

application  to  all  engines,  ears  and  trains  which  may  be  moved  thereon; 
and    all    engines,    cars    and    trains   shall    move    under   and    in    i ordance    with 

said  rules,  regulations  and  schedules,  and  the  orders  of  the  Superintendent, 
Train  Despatchers,  or  other  authorized  agents  of  the  Burlington  Company 
made  thereunder;  hut  the  engines,  ears  and  trains  of  the  Receiver  shall,  in 
respect   to  such  movement,  be  treated,  as  uearly  as  practicable,  as  equal  in 

right  with  the  engines,  cars  and  trains  of  a  similar  class  of  the  Iiuilington 
Company,  or  Of  any  person,  persons  or  company  using  the  said  joint  line. 

The  engines,  cars  ami  trains  of  the  Receiver  shall  be  operated  by  his  own 
employes  at    his  own  expense  while  on   said   joint   line. 

,  If  the  us,  of  said  joint  line,  or  any  part  thereof,  shall  at  any  time 
or  times  be  interrupted,  or  traffic  thereon  be  delayed  by  any  cause  which 
could  not  have  been  reasonably  foreseen  and  provided  against,  and  if  in 
such  case  the  use  thereof  shall  be  fully  restored  with  all  reasonable  diligence, 
then  and  in  thai  case  neither  of  the  parties  hereto  shall  have  any  claim 
against  the  other  or  its  lessors,  lessees,  successors  or  assigns  for  loss  or 
damage  of  any  kind  caused  by  or  resulting  from  such  interruption  or  delay; 
nor  shall  the  Receiver  in  such  case  be  entitled  to  any  abatement  of  any  of  his 
rentals,  unless  said  interruption  shall  continue  for  a  period  of  one  month  or 
more. 

In  case  any  of  the  Receiver's  engines,  trains  or  cars  shall  be  wrecked 
while  upon  any  portion  of  the  joint  line,  such  wreck  shall  be  picked  up  and 


CORPORATE    HISTORY  1967 

removed  by  the  Burlington  Company  and  the  cost  of  said  service  will  be 
borne  by  said  Eeceiver  or  otherwise  according  to  the  respective  liability  of 
the  parties  hereto  as  provided  in  Article  IV  hereof. 

Article  IV. 

Sec.  1.  All  persons  engaged  in  the  maintenance,  repair,  operation  and  pro- 
tection of  the  joint  line,  and  in  the  construction  work  thereon,  although 
paid  by  the  Burlington  Company  shall,  as  respects  liability  for  loss,  damage, 
injury  or  death  be  deemed  and  considered  the  joint  employes  of  the  Burling- 
ton Company  and  the  Eeceiver. 

If  any  persons  are  engaged  partly  in  such  maintenance,  repair,  operation, 
protection  or  construction,  and  partly  in  service  not  connected  therewith, 
then  and  in  that  case  they  shall  be  regarded  as  joint  employes  only  to  the 
extent  of  their  engagement  for  the  joint  use  and  benefit  of  the  Burlington 
Company  and  the  Eeceiver. 

Engine  and  train  men  of  each  party  engaged  solely  in  its  own  service, 
as  well  as  the  employes  of  the  Eeceiver  engaged  in  the  services  mentioned 
in  Section  7  of  Article  I  hereof,  shall  not  be  considered  joint  employes  here- 
under. 

§  2.  Each  party  hereto  shall  bear  and  pay  for: 

All  loss,  damage,  injury  or  death  sustained  by  any  person  or  persons 
whomsoever  (including  both  parties  hereto  and  their  employes")  which  is 
caused  wholly  by  the  negligence  or  willful  acts  of  its  sole  employes,  or  by 
any  defect  in  or  failure  of  its  engines  or  cars. 

§  3.  Each  party  hereto  shall  bear  and  pay  for: 

All  loss  or  damage  to  its  own  property;  property  in  its  custody;  property 
of  its  employes;  property  of  its  passengers  and  other  persons  on  its  trains; 
— injury  to,  or  death  of,  its  employes;  its  passengers  and  other  persons  on 
its  trains; — loss,  damage,  injury  or  death  not  in  this  section  specifically 
mentioned,  sustained  by  itself,  its  employes,  its  passengers  and  other  per- 
sons on  its  trains  and  the  owners  of  property  in  its  custody. 

When  such  loss,  damage,  injury  or  death  is  caused  by  or  results  from: 

(a)  Any  defect  or  imperfection  in  said  joint  line,  or  any  part  thereof. 

(b)  Unknown  causes. 

(c)  The  negligence  or  willful  act  of  a  joint  employe. 

(d)  The  concurrent  negligence  or  willful  acts  of  a  joint  employe  and  a 
sole  employe  of  either  or  both  parties. 

(e)  The  concurrent   negligence  or   willful   acts  of   the  sole   employes  of 
both  parties. 

(f )  Negligence  or  willful  acts  of  third  persons. 

(g)  Negligence  or  willful  acts  when  the  responsibility  therefor  cannot  be 
determined. 

(h)    An  Act  of  God  or  inevitable  accident. 

§  4.  Each  party  hereto  shall  bear  and  pay  for  all: 

Loss  or  damage  to  property  of  joint  employes;  property  of  third  persons — 
injury  to  or  death  of  joint  employes  or  of  third  persons,  when  such  loss, 
damage,  injury  or  death  is  caused  by  or  results  from  the  concurrent  negli- 
gence or  willful  acts  of  a  joint  employe  and  its  sole  employe. 


1968      CHICAGO,   BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

§  5.  All  loss,  damage,  injury  or  death,  liability  for  which  is  not  in  this 
agreement  otherwise  provided  for,  shall  be  borne  and  paid  for  by  the  parties 
hereto,  share  and  share  alike,  each  party  bearing  and  paying  one-half  there 
of;  the  intention  being  that  this  Section  ">  shall  cover  all  loss,  damage,  injury 
or  death  not  mentioned  in  Section  3  of  this  Article  (except  as  provided  in 
Section  4  hereof)   due  to  any  of  the  causes  specified  therein. 

$  6.  If  either  party  hereto  shall  pay  or  be  compelled  to  pay  any  sum 
or  sums  for  which  the  other  party  is  liable  under  the  terms  of  this  agree- 
ment, such  other  party  agrees  to  repay  to  it,  such  sum  or  sums,  together 
with  all  costs  and  expenses  incident  thereto,  promptly  upon  receipt  of  bills 
therefor;  provided,  however,  that  neither  party  shall  pay  any  such  sum  or 
sums  without  giving  to  the  other  party  ;m  opportunity  to  assume  the  pay- 
ment   or  defend  against    the  payment    thereof. 

In  case  a  suit  or  suits  shall  be  commenced  against  either  party  hereto, 
for  or  on  account  of  any  loss,  damage,  injury  or  death  for  which  the  other 
party  is  liable  under  the  terms  of  this  agreement,  the  party  so  sued  shall 
give  to  the  other  party  notice  in  writing  of  the  pendency  of  such  suit,  and 

thereupon  such  other  party  shall  assume  the  defense  of  such  suit  .and  shall 
save  and  hold  the  party  so  sued  harmless  from  all  loss,  cost  and  expense  by 
reason  thereof. 

Neither  party  shall  be  concluded  by  any  judgment  against  the  other  unless 
it  had  reasonable  notice  thai  it  was  required  to  defend,  .and  had  reasonable 

opportunity  to  make  such  defense.  When  such  notice  and  opportunity  shall 
have  been  given,  the  party  so  notified  shall  be  concluded  by  the  judgment  as 
to  all  matters  which  could  have  been  litigated   in  such  suit. 

Article  V. 
If  the  Receiver  shall  make  default  in  any  of  the  payments  hereinbefore 
required  of  aim  to  be  made,  or  shall  fail  to  perform  any  of  the  covenants 

herein  required  of  him  to  be  performed,  then  and  in  such  case,  and  if  such 
default  or  failure  shall  continue  for  a  period  of  sixty  (60;  days  after  the 
Burlington  Company  shall  have  given  the  Receiver  a  written  notice  thereof. 
tin'  Burlington  Company  may  by  a  thirty  (30)  days' notice  in  writing  to  the 
Receiver,  declare  this  agreement  terminated,  and  may  at  the  termination  of 
the  thirty  (Mill  days  in  said  notice  mentioned,  exclude  the  Receiver  from 
the  use  and  enjoyment  of  any  and  all  of  the  premises  and  rights  hereinbe- 
fore granted  to  him,  and  the  Receiver  shall  surrender  to  the  Burlington 
Company  all  of  said  premises,  and  shall  have  no  claim  or  demand  upon  it 
by  suit  at  law  or  otherwise,  by  reason  of  such  exclusion.  Provided,  that 
failure  to  make  any  payment  or  perform  any  covenant  which  is  the  subject 
of  arbitration  or  of  litigation  between  the  parties  hereto,  shall  not,  pending 
such  arbitration  or  litigation,  be  deemed  a  cause  of  forfeiture. 

The  Burlingtn  Company  may  waive  any  such  default  or  failure,  but  no 
action  of  the  Burlington  Company  in  waiving  such  default  or  failure  shall 
extend  to,  or  be  taken  to  affect  any  subsequent  default  or  failure,  or  impair 
its  rights  resulting  therefrom. 

Article  VI. 

Sec.  1.  If  at  any  time  a  question  shall  arise  touching  the  construction  of 
any  part  of  this  agreement,  or  concerning  the  business,  or  manner  of  trans- 


CORPORATE    HISTORY  1969 

acting  the  business  carried  on  under  the  provisions  hereof,  or  concerning  the 
observance  or  performance  of  any  of  the  conditions  herein  contained,  upon 
which  question  the  parties  hereto  can  not  agree,  such  question  shall  be 
submitted  to  the  arbitrament  of  three  (3)  disinterested  persons,  to  be 
chosen  one  by  the  Burlington  Company,  one  by  the  Receiver,  and  one  by  the 
two  so  chosen;  provided,  however,  that  the  amount  of  rental  to  be  paid  by 
the  Receiver  for  the  use  of  said  joint  line  shall  not  be  a  question  for  arbitra- 
tion hereunder. 

The  party  desiring  such  arbitration  shall  select  its  arbitrator  and  give 
written  notice  thereof  to  the  other  party,  and  shall  in  such  notice  state 
precisely  the  matter  or  matters  which  it  proposes  to  bring  before  the 
arbitrators;  and  only  the  matters  so  stated  shall  be  considered  or  decided  by 
them.  If  either  party  shall  fail  to  name  an  arbitrator  within  ten  (10)  days 
after  written  notice  as  aforesaid  has  been  by  the  other  party  given  to  it, 
the  arbitrator  named  by  the  party  giving  such  notice,  may  and  shall,  name 
and  appoint  an  arbitrator  for  and  in  behalf  of  the  party  so  in  default,  and 
the  arbitrator  so  named  and  appointed  shall  have  the  same  power  and 
authority  as  if  he  had  been  chosen  by  such  party. 

If  the  two  arbitrators  so  chosen  shall  fail  to  select  a  third  arbitrator 
within  ten  (10)  days  after  the  selection  of  the  second  arbitrator  as  afore- 
said, such  third  arbitrator  may  be  appointed  upon  ten  (10)  days  notice  by 
either  party  hereto  to  the  other  party  hereto  of  its  intention  to  make 
application  therefor,  by  any  Judge  of  the  District  Court  of  the  United 
States  for  the  District  which  shall  then  include  the  City  of  Chicago,  Illinois. 
The  arbitrators  shall,  as  soon  as  possible  after  their  selection,  meet  to  hear 
and  decide  the  questions  submitted  to  them,  and  shall  give  to  each  party 
reasonable  notice  of  the  time  and  place  of  such  meeting.  After  hearing 
both  parties  and  taking  such  testimony  or  making  such  investigations  as 
they  may  deem  necessary,  they  shall  make  in  writing  their  award  upon 
the  question  or  questions  so  submitted  to  them,  and  shall  serve  a  copy  of 
such  award  upon  each  party  hereto,  and  the  award  of  such  arbitrators  or  a 
majority  of  them,  shall  be  final  and  binding  upon  both  parties;  and  each  or 
either  party  shall  immediately  make  such  changes  in  the  conduct  of  its 
business  or  such  payment  or  restitution,  as  the  case  may  be,  as  in  and  by 
such  award  may  be  required  of  them  respectively. 

The  books  and  papers  of  both  parties,  so  far  as  they  relate  to  the  matters 
submitted  to  arbitration,  shall  be  open  to  the  examination  of  the  arbitrators, 
and  the  party  against  whom  the  award  shall  be  made  shall  pay  all  the  fees 
and  expenses  of  the  arbitrators.  Until  the  arbitrators  shall  make  their  award 
upon  any  question  submitted  to  them,  the  business,  settlements  and  payments 
to  be  transacted  and  made  under  this  agreement  shall  continue  to  be 
transacted  and  made  in  the  manner  and  form  existing  prior  to  the  rise  of 
such  question. 

Article  VII. 

See.  1.  This  agreement  shall  go  into  effect  on  the  date  hereof,  and,  unless 
sooner  terminated  as  is  in  this  agreement  elsewhere  provided,  continue  in 
force  and  effect  until  the  Receiver  now  in  possession  of  said  Wabash  Rail- 
road shall  be  discharged. 


1970      CHICAGO,   BURLINGTON   &   QUTNCY  RAILROAD  COMPANY 

§  2.  If  at  any  time  hereafter,  by  operation  of  law  or  judicial  proceed 
ings  or  otherwise,  either  party  hereto,  or  any  Receiver,  trustee  under  mort- 
gage, or  other  person  for  it,  shall  have  the  right  or  option  to  terminate  this 
agreement,  then  and  in  such  case  t ho  other  party,  its  successors  and  assigns 
shall  also  have  the  right  to  terminate  it. 

Article  VIII. 
This  agreement  shall  extend  to  and  be  binding  upon  the  respective  lessees, 
successors  and  assigns  of  each  of  the  parties  hereto  and  shall  run  with  the 
property. 

Article  IX. 

The  aforesaid  agreement  of  November  26,  1899,  as  well  as  agreements 
supplementary  thereto,  arc  hereby  terminated;  l>ut  each  party  hereto  shall 
nevertheless  have  the  righl  to  recover  from  the  other  party  hereto  any 
obligations  or  liability  which  may  have  accrued  thereunder  while  the  same 
were  effective  and  in  operation. 

It   is  further  agreed  that  on  the  execution  of  this  agreement,  the  agree 
in.  ut    hi  entered    into   between   the    Burlington    Company   and   the 

Wabash    Railroad   Company,   dated   Augusl    1,    L900,  and   covering  certain 
facilities  at    Pall  ('reek,  Illinois,  shall  be  cancelled. 

In   Witness  Whereof,  the  first  party  and  the  said  Wabash  Railroad  Com 
piny  have  caused  their  corporate  names  to  l>e  hereunto  subscribed  by  their 
proper  officers  and  their  corporate  seals  to  be  affixed  and  attested  by  their 
respective  Secretaries,  and  the  Receiver  being  thereunto  duly  authorized  has 

hereunto  sel    his    hand,  the  day   and   year    first    above   written. 

[seal]  Chicago,  Burlington  &  Quincy   Railroad  Company, 

By  II.  E.  By i:\.\i, 
I'ii-,  President. 

Attest   : 

II.  \V.  Weiss,  Asst.  Secretary. 
[seal]  Wabash   Railroad  Company, 


By  E.  B.  Pryor, 

Vice  President. 


Attest: 

E.  B.  PR'S  ob,  Asst.  Si  cretary. 


Edward  B.  Pryor, 
/.'<<■,  iri  r  of  the  Wabash  Railroad  Compain 
Form  Approved : 
N.  S.  Brown. 
Form  Approved: 
F.  S.  Robinson. 

SUPPLEMENTAL  AGREEMENT,  November   1,  1915,  Chicago,  Burling- 
ton &  Quincy  Railroad  Company  and  Wabash  Railway  Company. 
This  Sup  pi '<  an  nt  al  Agreement,  made  and   entered  into   this  first  day   of 
November,   1915,  by   and   between  the  Chicago,   Burlington  &  Quincy   Rail- 
road Company,  a  corporation,  created  under  the  laws  of  the  State  of  Illinois, 


CORPORATE    HISTORY  1971 

hereinafter  culled  the  "Burlington  Company,"  first  party,  and  the  Wabash 
Railway  Company,  a  corporation,  created  under  the  laws  of  the  State  of 
Indiana,  hereinafter  called  the  "Wabash  Company,"  second  party; 

Witnesseth:  That, 

Whereas,  under  a  certain  contract,  of  date  January  1,  1914,  between  the 
Burlington  Company  as  first  party  and  the  Wabash  Railroad  Company,  and 
Edward  B.  Pryor,  Receiver  of  said  Wabash  Railroad  Company,  as  second 
parties  (the  said  sec;ond  parties  being  referred  to  in  said  contract  as  the 
"Receiver"),  the  Burlington  Company  granted  unto  said  Receiver  the  right 
to  use  during  the  term  of  said  receivership,  under  the  terms  and  conditions 
set  forth  in  said  contract,  the  railroad  of  the  Burlington  Company  between 
Quincy,  Illinois  and  East  Hannibal,  Illinois,  as  in  said  contract  described 
and  as  shown  in  red  on  plat  No.  26051-C  attached  to  said  contract  and 
made  a  part  thereof,  the  said  railroad  of  the  Burlington  Company  as  so 
described  and  shown  being  referred  to  in  said  contract  as  the  "joint  line"; 
and, 

Whereas,  effective  on  the  date  hereof  said  Receiver  was  discharged,  said 
receivership  terminated  and  the  Wabash  Company  became  the  successor  of 
the  Receiver,  and  the  parties  hereto  desire  to  continue  said  contract,  as 
hereinafter  amended,  in  force  and  effect  for  the  term  hereinafter  set  forth; 

Now,  Therefore,  in  consideration  of  the  premises  it  is  agreed  by  and  be- 
tween the  parties  hereto  as  follows : 

I. 

Plat  No.  26051-D,  with  the  said  joint  line  shown  in  red  thereon,  hereto 
attached,  identified  by  the  signatures  of  W.  L.  Breckinridge,  Engineer 
Maintenance  of  Way  of  the  Burlington  Company,  and  A.  O.  Cunningham, 
Chief  Engineer  of  the  Wabash  Company,  and  made  a  part  hereof,  is  hereby 
substituted  for  said  plat  No.  26051-C  attached  to  said  contract,  and  said  last 
named  plat  is  hereby  made  void. 

II. 

The  sum  of  Eighteen  Hundred  and  eighteen  dollars  and  sixty-four 
cents  ($1818.64)  per  month,  provided  in  Section  1  of  Article  II  of 
said  contract  to  be  paid  to  the  Burlington  Company  as  rental  for  the  use 
of  said  joint  line  and  the  rights  and  privileges  granted  in  said  contract 
shall  be,  and  the  same  is  hereby,  amended  to  read  Eighteen  Hundred 
and  fifty-four  dollars  and  twenty  cents  ($1854.20)  per  month,  and  the 
Wabash  Company  hereby  agrees  to  pay  to  the  Burlington  Company  said 
sum  of  $1854.20  per  month  as  rental  for  the  use  of  said  joint  line. 

The  Wabash  Company  further  agrees  to  pay  to  the  Burlington  Com- 
pany for  the  use  of  said  joint  line  an  annual  sum  equal  to  two  and  one- 
half  per  cent  (2%%)  interest,  from  the  time  when  expenditure  for  each 
thereof  shall  be  made,  upon  that  portion  of  the  cost  of  all  additions, 
betterments  and  improvements  which  the  Burlington  Company  may  make 
to  and  on  said  joint  line,  and  upon  that  portion  of  any  assessments  law- 
fully levied  on  said  joint  line  and  actually  paid  by  the  Burlington  Com- 
pany, which  shall,  under  the  rules  of  accounting  then  prescribed  by  the 


1972      CHICAGO,   BURLINGTON  &   QUINCY  RAILROAD  COMPANY 

Interstate  Commerce  Commission  be  chargeable  to  capital  account;  and 
also  such  additional  monthly  sum  as  the  General  Managers  of  the  parties 
hereto  shall  agree  upon  as  representing  the  Wabash  Company's  propor- 
tion of  the  cost  of  maintenance,  repair,  renewal,  operation  and  taxes  on 
said  additions,  betterments  and  improvements. 

III. 

The  said  contract  of  date  January  1,  1914,  with  all  its  terms  and 
conditions  as  herein  modified  and  amended,  shall  inure  to  the  benefit 
of  and  be  binding  upon  the  parties  hereto,  their  successors  and  assigns, 
and  shall  continue  in  force  and  effect  for  the  term  of  One  (1)  year  from 
t he  date  hereof,  and  thereafter  until  terminated  upon  One  (1)  year's 
notice  in  writing  by  either  party,  unless  sooner  terminated  under  the 
provisions  of  Article  II,  Article  V,  or  Section  2  of  Article  VII  of  said 
contract. 

In  Witness  Whereof,  the  parties  hereto  have  caused  their  corporate  names 
to  be  hereunto  subscribed  by  their  proper  officers,  and  their  corporate  seals 
to    be   affixed    and   attested    by    their    respective   Secretaries,   or   Assistant 
Secretari.  s,  as  of  the  day  and  year  iirst  above  written. 
sk\l|  Chicago,  Burlington  &  Quincy   Railroad  Co., 

Hale  1 1  olden, 
President. 
Attest: 

II.  \V.  Weiss,  Asst.  Secretary. 
[  seal]  Wabash  Railway  Company, 

E.  F.  Kearney, 
President. 
Attest : 

T.  J.  Tobin,  Asst.  Secretary. 


Chicago,  January  11,  1923. 
Mr.  S.  E.  Cotter, 
VP&GM,  Wabash  Ry.  Co., 
St.  Louis,  Missouri. 
Dear  Sir: — 

On  May  3rd,  1918,  the  Burlington  Company  completed  some  track 
changes  and  installed  a  track  in  the  vicinity  of  Adams  and  Monroe 
Streets,  Quincy,  111.,  at  an  expense  of  $5,873.57,  for  the  purpose  of  serving 
the  American  Strawboard  Company,  the  said  track  so  installed  being 
shown  in  red  on  attached  Burlington  print  No.  53569. 

This  track  serving  the  Strawboard  Company  and  running  in  a  north- 
westerly direction  leads  out  of  the  Burlington  main  line  which  is  used 
jointly  by  the  Wabash  under  contract  dated  January  1st,  1914,  and 
supplemental  agreement  dated  Nov.  1,  1915.  It  is  understood  that,  effec- 
tive Jan.  15th,  1923,  the  Wabash  Company  shall  likewise  be  permitted 
to  use  said  trackage,  shown  in  red  on  attached  print,  such  use  by  the 
Wabash   Company  to  be  subject  to  all  the  terms  and  conditions  of  said 


CORPORATE    HISTORY  1978 

contract  dated  Jan.  1st,  1914  and  supplemental  agreement  dated  Nov.  1, 

1915,  covering  joint  use  of  Burlington  main  line. 

It  is  agreed  that  for  the  use  of  said  trackage,  shown  in  red  on  attached 

blue  print,  the  Wabash  Company  will  pay  to  the  Burlington  Company  the 

sum  of  Four  Hundred  Thirty  Dollars  and  Fifty  Two  Cents  ($430.52)  per 

annum,  computed  upon  the  following  basis: 

2y2%  per  year  on  $5873.57 $146.84 

Perishable  material  renewals — 15  yr.  life $  96.78 

Permanent  material,  50%  net  renewals  20  year  life...      54.58 
Maintenance    labor 100.00 

$251.36 

Wabash  wheelage  proportion — 87% $218.68 

Taxes   ($130)   Wabash  proportion — 50% 65.00 


$430.52 

Bills  rendered  the  Wabash  Company  under  said  contract  dated  Jan.  1, 
1914,  and  supplemental  agreement  dated  Nov.  1,  1915,  shall  be  increased 
to  cover  the  amount  herein  agreed  to  be  paid  by  the  Wabash  for  the  use 
of  said  trackage  shown  in  red  on  print  hereto  attached. 

This  supplemental  arrangement  as  to  said  trackage,  shown  on  attached 
print,  may  be  terminated  by  either  party  giving  to  the  other  ninety  (90) 
days'  notice  in  writing  of  its  desire  to  terminate  the  same  and  unless  so 
terminated  shall  run  concurrently  with,  and  terminate  with,  said  contract 
dated  January  1st,  1914  and  supplemental  agreement  dated  November 
1st,  1915. 

This  letter  is  written  and  executed  in  duplicate  by  me,  and  if  the  terms 
and  conditions  as  herein  set  forth  meet  with  your  approval,  please  likewise 
execute  both  copies  for  the  Wabash  and  return  one  of  the  copies  to  me — 
this  letter  agreement  to  stand  in  lieu  of  formal  supplemental  contract. 

Yours  truly, 

W.  F.  Thiehoff, 
General  Manager. 
Accepted:  Wabash  Kailway  Company, 

By  S.  E.  Cotter. 
Form  approved : 

N.  S.  Brown. 
Approved  as  to  form, 

Thos.  J.  Lawless. 

Chicago,  April  11,  1923. 
Mr.  S.  E.  Cotter, 
VP&GM,  Wabash  Ey.  Co., 
St.  Louis,  Missouri. 
Dear  Sir: — 

You  are  using  certain  Burlington  facilities  Quincy  to  East  Hannibal 
under  terms  of  contract  of  January  1st,  1914  and  supplement  of  Novem- 
ber 1st,  1915,  on  an  interest  rental  and  user  basis.     The  second  paragraph 


1974       CHICAGO,   BURLINGTON   &   QUINCY  RAILROAD  COMPANY 

of  Article  2  of  the  supplemental  contract  above  mentioned  states  that 
your  company  is  also  to  pay  2x/2%  per  annum  interest  from  the  time  when 
expenditure  for  each  thereof  shall  tie  made,  upon  that  portion  of  the 
cost  of  all  additions,  betterments  and  improvements  which  the  Burlington 
Company  may  make  to  and  on  said  joint   line. 

In  1919  certain  trackage  was  constructed  to  lead  out  of  the  joint  line 
to  serve  the  American  Strawboard  Company,  and  your  company  expressed 
a  desire  to  use  such  trackage  on  the  basis  of  the  second  paragraph  of 
Article  2  above  mentioned.  After  such  trackage  to  the  Strawboard  Com- 
pany was  completed,  your  company  decided  that  it  would  lie  cheaper  for 
you  to  pay  a  switching  charge  on  all  business  that  came  in  or  out  of  these 
tracks  via  your  line  than  to  secure  the  use  of  the  tracks  on  the  interest 
rental  ami  user  basis  mentioned  in  Article  2  of  the  supplemental  contract. 
The  latter  pari  of  1922,  you  decided  that  you  would  like  to  use  the  tracks 
on  the  said  interest  rental  and  user  basis.  This  you  will  observe  is  the 
third  decision  made  by  your  company  in  connection  with  this  particular 
trackage. 

We  have  no  assurance  but  what  some  day  if  conditions  change,  your 
company  may  Berve  a  not  ici'  on  us  that  you  will  discontinue  paying  the 
Lnteresl  rental,  maintenance,  etc.  charges  for  use  of  the  said  trackage  and 
go  back  to  the  switching  arrangement. 

I  am  sure  you  will  agree  with  me  that  the  contracts  above  mentioned 
did   not   contemplate   that   your  company    was  to  be  at    Liberty   to  use  the 

tracks  under  one  arrangemenl    for  one   period  ami   on   another  arrange 

incut    for  ;i    second    period    and,    perhaps,    go    back    to    the    first    arrangement 

.it  a  third  period.     It  seems  to  me  we  should  at  the  present  time  arrive  at 

an  understanding  for  future  guidance  that  after  your  company  once  de- 
cides to  join  iii  the  use  of  industrial  trackage  under  the  contracts  in  ques- 
tion, per  the  provisions  of  Article  -  of  the  supplemental  contract  of 
November  1st,  L915,  your  company  is  not  to  have  the  privilege  of  with 
drawing  from  that  arrangemenl  during  the  life  of  said  agreements j  also 
that  if  your  company  once  decides  that  you  do  not  care  to  join  in  the  use 
of  such  industrial  trackage  under  the  provisions  of  said  contracts,  you 
have  not  at  some  later  date  a  right  to  withdraw  such  decision  and  demand 
right  to  use  of  the  industrial  trackage. 

We  gave  you  the  benefit  of  the  doubt  in  the  case  of  the  trackage  serv- 
ing the  American  strawboard  Company,  but  we  do  not  feed  that  we  should 
leave  the  situation,  with  reference  to  other  tracks,  in  such  a  position  that 
we   will   have  a   recurrence   of  the   American   Strawboard    case. 

We  are  perfectly  willing  to  agree  to  the  same  understanding  in  con- 
nection with  contracts  of  January  1st,  1914,  and  supplemental  contract  of 
November  1st,  191".  whereby  we  use  your  facilities  between  Bloomfield  and 
Moulton. 

I  should  be  glad  to  receive  acknowledgment  from  you  of  this  letter,  and 
advice  that    the  proposition  herein  outlined  is  acceptable  to  your  company. 

Yours  very  truly 

W.  F.  Thiehoff, 

General  Manager. 


CORPORATE    HISTORY 


1975 


WABASH  RAILWAY  COMPANY 

St.  Louis,  Mo.,  May  2,  1923. 
6604-B 
Mr.  W.  F.  Thiehoff,  General  Manager, 

Chicago,  Burlington  &  Quincy  R.  R.  Co. 
547  West  Jackson  Blvd., 
Chicago,   Illinois. 
Dear  Sir:  — 

Replying  to  your  letter  of  April  11th: 

We  are  agreeable  to  the  suggestion  made  in  your  letter  as  to  the  effective 
date  of  R  &  E  charges  agreed  to  in  connection  with  the  East  Hannibal- 
Quincy  trackage  contract  of  January  1,  1914,  and  supplement  of  November 
1,  1915. 

I  believe  that,  at  the  present  time,  the  only  R  &  E  charge  under  consider- 
ation is  that  in  connection  with  the  construction  of  the  track  serving  the 
American  Strawboard  Company's  plant  at  Quincy. 

Yours  very  truly 

S.  E.  Cotter. 

Chicago,  October  6,  1927. 
Mr.  S.  E.  Cotter, 

VP&GM,— Wabash  Ry.  Co., 
St.  Louis,  Missouri. 
Dear  Sir:  — 

Iu  1925  and  1926  the  C.  B.  &  Q.  completed  the  construction  of  two  tracks 
to  serve  the  North  Star  Strawboard  Mills  at  Quincy,  111.,  under  AFEs  8937 
and  9931,  at  a  total  cost  of  $4,186.80,  tracks  installed  being  shown  in  red 
on  attached  Burlington  print  63428. 

These  tracks  lead  out  of  track  installed  in  1918  which  is  used  by  the 
Wabash  under  letter  of  agreement  dated  January  11th,  1923.  Your  Super- 
intendent advised  that  the  Wabash  desired  to  use  these  additional  tracks 
under  terms  of  contract  dated  January  1st,  1914  and  supplement  thereto 
dated  November  1st,  1915,  which  contracts  cover  use  of  Burlington  main 
line  between  Quincy  and  Ea.st  Hannibal. 

It  is  understood  and  agreed  that  the  Wabash  shall  be  permitted  to  use 
the  trackage  shown  in  red  on  attached  print,  such  use  by  the  Wabash  to  be 
subject  to  all  the  terms  and  conditions  of  said  contract  dated  January  1st, 
1914  and  supplement  thereto  dated  November  1st,  1915. 

It  is  also  agreed  that  for  the  tuse  of  the  trackage  shown  in  red  on 
attached  print  the  Wabash  will  pay  to  the  Burlington  the  sum  of  $397.04, 
effective  November  1st,  1927,  computed  on  the  following  basis : 

2V2%  per  annum  on  $4,186.80  $104.67 

Perishable  material  renewals — 15   year   life  $149.16 

Permanent  material,  50%  net  renewals 

20  year  life,  29.43 

Maintenance  labor  100.00 

$278.59 


1976      CHICAGO,   BURLINGTON   &   QUINCY    RAILROAD   COMPANY 

Wabasli  wheelage  proportion — 87%  'J42.37 

Taxes    ($100.00)   Wabash   proportion— 50%  f>0.00 


$397.04 
Effective  November  1st,  1927,  bills  rendered  against  the  Wabash  under 
said  contract  dated  January  1st.  1!»14  and  supplement  thereto  dated  Novem- 
ber 1st,  1915,  shall  be  increased  to  cover  the  amount  herein  agreed  to  be 
paid  by  the  Wabash  for  use  of  trackage  shown  in  red  on  print  63428 
attached. 

This  supplemental  arrangement  as  to  said  trackage  shown  on  attached 
print  may  be  terminated  by  either  party  giving  the  other  ninety  days  notice 
in  writing  of  its  desire  to  terminate  the  same  and  unless  so  terminated  shall 
run   concurrently   with   and   terminate  with   said   contract    dated  January   1st, 

1914  and  supplemental  agreement  dated   November  1st,  1915. 

This  letter  is  written  and  executed  by  me  in  duplicate  and  if  terms  and 
conditions    as    herein    set    forth    meet    with    your   approval    please   sign    both 

coides  on  behalf  of  the  Wabash  and  return  one  copy  to  me  for  the  files  of 

the  Burlington. 

This  letter  of  agreement  is  to  serve  in  lieu  of  formal  supplemental  con- 
tract. 

Yours  truly 
W.  F.  TiriEnoFP, 
General  Manager. 
Accepted  : 

Wabash  Railway  Company 
S.  E.  Cotter. 

Vice  President  &  General  Manager.     (12-8-1927.) 

WABASH  RAILWAY  COMPANY 

St.  Louis,  Mo. 

December  31,  1927. 
6604-B. 
Mr.  W.  P.  Thiehoff,  General  Manager, 
C.   B.  &  Q.  Railroad, 

Chicago,  Illinois. 

Dear  Sir:  — 

Referring  to  your  letter  of  December  10th : 

We  will  accept  rental  bills  for  use  «of  the  two  industrial  tracks  at  the 
North  Star  Strawboard  Mills,  Quincy  on  basis  of  $207.21  beginning  April 
1,  1925,  and  an  additional  payment  of  $189.83,  effective  May  21,  1926. 

Your  very  truly, 

S.  E.  Cotter. 


CORPORATE   HISTORY  1977 

Chicago,  December  10,  1927. 
Mr.  S.  E.  Cotter, 

VP&GM— Wabash  Ky  Co., 
St.  Louis,  Mo. 
Dear  Sir:  — 

Please  be  referred  to  your  letter  of  December  8th,  file  6604-B,  about  my 
letter  of  October  6th,  1927,  concerning  additional  payments  to  be  made  by 
the  Wabash  on  account  of  two  tracks  serving  the  North  Star  Strawboard 
Mills  at  Quincy,  111.,  which  tracks  were  constructed  under  our  AFEs  8937 
and  9931. 

The  track  constructed  under  AFE  8937  was  completed  on  March  31st, 
1925  and  the  track  constructed  under  AFE  9931  was  completed  on  May 
21.st,  1926. 

My  letter  of  October  6th  states  that  the  increased  payments  to  be  made 
by  the  Wabash  are  to  be  effective  November  1st,  1927.  When  this  date 
was  inserted  it  was  with  the  idea  that  your  Company  had  just  commenced 
use  of  the  trackage  in  question,  but  my  attention  has  just  been  called  to  the 
fact  that  you  have  had  the  use  thereof  ever  since  the  tracks  were  completed. 
Under  the  circumstances  there  is  no  question  but  what  your  Company  should 
pay  increased  payments  effective  date  tracks  were  completed.  Therefore,  I 
propose,  for  your  consideration,  that  your  Company  pay  increased  rental 
amounting  to  $207.21,  effective  April  1st,  1925,  for  track  constructed  on 
AFE  8937  and  $189.83,  effective  May  21st,  1926,  for  track  constructed  under 
AFE  9931. 

I  shall  be  glad  to  receive  advice  from  you  that  this  is  acceptable  to  your 
Company. 

Yours  truly, 
W.  F.  Thiehofp. 


INDEX 


Alton  and  Sangamon  Eailroad  Company,  The  page 

Feb.  27,  1847     Act  of  Incorporation 565 

American  Central  Bailway 

Introduction , 769 

Feb.    9, 1853     Articles,  Western  Air  Line  Co 770 

Feb.  14,  1857     Amendment    to    articles 775 

Feb.  21,  1859     Amendment  to  articles 776 

Jun.  25,  1859     Mortgage  American  Central  to  Seymour  Tr 791 

Jan.  14,  1865     Appointment  Yelverton  Trustee  with  power  to  sell.  .  . .  811 

May  10,  1865     Deed  from  Yelverton,  Trustee,  to  James  S.  Thompson  812 

July    1,  1865     Reorganization    American   Central 780 

May  14,  1868     Mortgage  to  Joy  and  Denison,  Trustees 818 

Oct.  12,  1868     Lease  American  Central  to  C.  B.  &  Q 784 

.Mar.  13,  1869     Act  authorizing  sale  of  American  Central 779 

May  16, 1888     Agreement  with  C.  B.  &  Q 823 

Jun.    1,  1899     Deed  American  Central  to  C.  B.  &  Q 789 

Apr.  11,  1906     Eelease  Mortgage  by  Sturgis  and  Howland 825 

Aurora  Branch  Railroad  Company 
(See   Chicago   and   Aurora   Railroad   Company) 

Introduction 11 

Feb.  12,  1849     The  Original  Charter 11 

Nov.    5,  1849     General  Railroad  Law,  Illinois 14 

Nov.    6,  1849     Supplement  to  Railroad  Law 27 

Fel).  15, 1851     Amendment  to  Supplement 28 

Dec.  13,  1851     Contract  with  Galena  Co.  entering  Chicago 169 

Jun.  22,  1852     Changed  name  to  Chicago  and  Aurora 29 

Feb.  12, 1853     Amendment  to  General  Law 29 

Feb.  12,  1855     Authority  for  Operating  contracts  and  leases 30 

Feb.  13, 1865     Restricting  power   to   lease 30 

Feb.  16,  1865     Enlarging  power  to  lease 31 

Baltimore  and  Ohio  Southwestern  Railroad  Company 

Aug.    5,1913     Shattuc  and  East  St.  Louis — approximately  55   miles  1680 

Big  Four  Railway  Company 

Aug.    1,  1906     Agreement — Tracks,  Bridge  Jet.  and  Wann 1770 

Jun.    1,  1916     East  Alton  and  East  St.  Louis— 19.05  miles 1763 

L979 


1980  *  Index 

Burlington  Bridge,  The 

PAGE 

Introduction 160 

Feb.  12,  1853     Illinois  Charter   for  bridge 164 

Feb.  28,  1854     Illinois   general   law  for  bridges 164 

Apr.    5,  1864      Iowa    Law  authorizing  bridge 165 

July  25,  1866     Act  of  Congress 161 

Burlington  South  Chicago  Terminal  Eailroad  Company 

Introduction 1939 

Feb.    7,  l!M7      Articles    of    Incorporation 1940 

duly    1,1922     Lease  to  C.  B.  &  Q.  E.  E.  Co 1941 


Cam  \.\<iii,  Albany.  &  MendOta  Hail  Road  Company 
(See  Illinois  Grand   Trunk   "Railway) 


711 


Carthage  \m>  Burlington  Railroad  Company,  The 

Introduction 881 

.Mar.    5,  1^<>7      Authorizing  stock  subscriptions 882 

Mar.    8,1867     Original    Charter 882 

June    9,1868     Mortgage  to  John   Fallon,  Trustee 894 

May    1,1869     Lease  to  C.  B.  &  Q 887 

May     1,  1 869     Mortgage  to  Joy,  Trustee 902 

May    1,  1869     Power  of  Attorney  Fallon  to  Joy 900 

Apr.    6,  1889     Agreement  with  C.  B.  &  Q 906 

dun-    1,1899     Deed  to  C.  B.  &  Q 892 

May    8,  1905     Appointment  of  George  Dunbar  as  Trustee 908 

Mar.    7,1906     Release  of  Mortgage  by  Dunbar 910 

July  19,  1907     Release  of  .Mortgage 901 

Centralia  &  Sandoval  Railroad  Company 

Introducl  ion    1422 

dun.  12,  19H9     Articles  of  Incorporation 1422 

Mar.23,  1917     Deed  to  C  B.  &  Q 1424 

Central  Military  Tract  Railroad  Company 

Introduction 36 

Feb.  15,  1851     Original    Charter 37 

Jun.  19,  1852     Important  Amendment  to  Charter 37 

Feb.  11, 1853     Amendment  authorizing  branch  to  Monmouth 42 

Oct.     3,1854     Leasing  from  Galesburg  to  Burlington 69 

Feb.  14,  1855     Amendment  giving  power  to  borrow  money 42 

July    9, 1856     Consolidation  with  C.  B.  &  Q 4 

Chicago  and  Alton  Railroad  Company 

Sep.    7,  1880     Agreement  with  C.  B.  &  Q.  et  al— Pass.  Sta 182 

Sep.    7,  1880     Agreement  with  C.  B.  &  Q.  et  al— Trackage 190 


Index  1981 

PAGE 

Jun.    6,1882     Agreement  with  C.  B.  &  Q.  et  al— Eentals 195 

Aug.    1,1906     Bridge  Junction  and  Wann,  Illinois  17.84  miles 1770 

Chicago  and  Aurora  Bailroad  Company 

Introduction 32 

Jan.  26, 1853     Amendment  to  Charter 32 

Feb.  28,  1854     Authorizing  line  into  Chicago  and  Consolidation 33 

Feb.  14, 1855     Name  changed  to  Chicago,  Burlington  and  Quincy.  ...  34 

Chicago  and  Eastern  Illinois  Railroad  Company 
Jun.    1,  1910     Use   of   tracks   between   Neilson   and  West   Vienna — 

15.79  miles 1667 

Jun.    4,  1923     Supplement  to    1910   contract 1678 


V 


Chicago  and  Iowa  Railroad  Company,  The 

Introduction 956 

Mar.  30,  1869     Original    Charter 958 

Nov.    1,  1869     Mortgage  to  Farmers  Loan  &  Trust 1001 

Apr.    1,1870     Agreement  with  C.  B.   &   Q. — Joint   Operation 1904 

Apr.    1,  1870     Supplemental  Agreement  with  C.  B.  &  Q.— Bonds 1908 

Jun.    1,1870     Merger  with  Ogle  &  Carroll  County 962 

July    1,  1871     Mortgage  to  Brooks  et  al 1010 

Aug.    1,  1877     Decree  appointing  W.  H.  Holcomb,  Receiver 965 

Dec.    4,  1877     Foreclosure  decree 1900 

Sep.  28,  1880     Agreement  with   F.   E.  Hinckley 1898 

Jun.  29,  1882     Order  to  deliver  possession  to  C.  B.  &  Q 966 

Jul.     1,  1882     Delivery  by  Holcomb  Receiver 967 

Apr.    5,  1886     Appointment  Ladd  Trustee 1016 

Jan.    1, 1892     Lease  to  C.  B.  &  Q 967 

Apr.    3,  1895     Release    of   Mortgage 1016 

Oct.    1,  1895     Release  of  Mortgage 1010 

Mar.  16,  1899     Amended  Lease  to  C.  B.  &  Q 969 

June    1,1899     Deed  to  C.  B.  &  Q 998 

Chicago  and  Northwestern  Railway  Company 

May  31,  1869     Track  between  Sterling  and  Agnew — about  5  miles.  .  .  1805 
(with  R.  R.  I.  &  St.  Louis) 

Dec.  15,  1884     Tracks  at  Clinton,  Iowa — 0.98  miles 1800 

Jan.  12,  1885     Supplemental    1804 

Chicago  &  North  Wisconsin  Railway  Company 

Nov.  14,  1883     Articles  of  Incorporation 1431 

Jul.     1, 1887     Deed  to  C.  B.  &  Northern  Railroad  Co 1433 

Chicago  and  Rock  River  Railroad  Company,  The 

Introduction 1031 

Mar.24,  1869     Original    charter 1032 

Jun.    1, 1870     Mortgage  to  Union  Trust  Co 1041 

Jun.  25,  1871     Release    of   Mortgage 1046 


1982  Index 

PAGE 

Jul.     1,  1871     Mortgage  to  Farmers  Loan  &  Trust  Co 1046 

Oct.    9,1872     Lease  to  C.  B.  &  Q 1035 

•Tun.    1.1899     Deed  to  C.  B.  &  Q 1038 

Aug.30, 1905     Release   of   Mortgage 1937 

Chicago,  Burlington  &  Northern  Railroad  Company 

(Consolidated  Company) 

Introduction 1427 

Oct.  21, 1885     Consolidation  of  Wisconsin  and   Minnesota  Cos 14!M! 

Nov.25,  lss~>     Important  agreement  with  ('.  B.  «.v  (,».  and  C.  and  I...  1501 

Dec.    1.  1*85     Mortgage  to  Parkman  et  al  Trustees 1508 

r>ec.    -.  1885     Appointment  of  Forbes  agenl  for  Mallory  &  Co 1519 

Jun.    1,  18SS     M     ■_    g     in  American  Loan  and  Trust  Co 1522 

Mar.    1,1889     I.               C.  B.  &  Q 1535 

Aug.    8,1890     Winona  Bridge  Railway    Co.  agreement 1542 

Oct.     1,1890     Winona  Bridge  Railway  Co.  supplemental 1545 

June    1,1899     Deed  to  C.  B.  &  Q 1538 

Feb.  19,  1908     Release  of  Mortgage 1533 

Jul.     '-!.  190S     ft.                Mortgage 1520 

Sep.    I.  1915     Green   Hay  &  Western  B.  R.  Co.  with  C.  B.  &  Q.  and 

Winona  Bridge 1546 

Chicago,  Burlington  and  Northern  Railroad  Company 

I  !  :  LNOIS)    ' 

Introduction 1427 

Aug.  22, 1885     Articles  of   Incorporation 1441 

Nov.  L5,  1885     Agreemenl  with  C.  B.  &  (,) 1451 

Nov.16, 1885     Lease  to  C.  B.  &  N.  consolidated 1452 

Nov.20,1885     Mortgage  to  Ladd  and   Bowland 1443 

Jul.     1,1887     Deed  from  Chicago  and  North  Wisconsin 1433 

Oct.     1,1888     Mi      _    |     to  Beaumont  and  Stone,  Tr 1454 

Feb.  25, 1889     Agreement  with  Dubuque  and  Dunleith  Bridge  Co...  1463 

Feb.25,1889     Deed  from  Uli                tral     Portage  Curve  to  Dubuque  1471 

Mar.  15, 1889     Agreement  with  Hackstaff  &  Forbes 1469 

Mar.     1,1899      1.      -     I      C.  B.  &  Q 1479 

Jun.     1,  1899     Deed  to  C.  B.  ft  Q 1482 

Mar.  18,  1908     Belease   of    Mortgage 1462 

May  10,  1909     Release  of  Mortgage 1449 

Chicago,  Burlington  and  Northern  Railroad  Company 
i  Minnesota) 

Introduction     1430 

Aug.27,  lss"     Articles  of   Incorporation 1494 

Oct.  21, 1885     l       solidation  with  Wisconsin  Co 14'.m; 

Chicago,  Burlington   and  Northern   Railroad  Company 

i  WlS(  ONSIN  | 

Introduction    1429 

Aug. 26,  1885     Articles  of   Organization 1491 

Aug.28,  1885     Patent  from  State  of  Wisconsin 1493 


Index  1983 

PAGE 

Oct.  12,  1885     Deed  of  Winona,  Alma  and  Northern 1498 

Oct.  21,  1885     Consolidation  with  Minnesota  Co 1496 

Chicago  Burlington  &  Quincy  Bailroad  Company 

Introduction 1  and  97 

Feb.  28, 1854     Illinois  Consolidation  Law 2 

Feb.  12,  1855     Power  to  Lease  and  Make  Operative  Agreements 30 

Jun.  28, 1856     Supplemental    Agreement    with    Galena    and    Chicago 

Union     173 

July    9,  1856     Articles  of  first  consolidation 4 

Nov.  25,  1856     Contract  Illinois  Central  for  Passenger  Station 176 

Dec.  22,  1858     Agreement   with    Illinois    Central — Eandolph    Street — 

Passenger   Station 177 

Dec.  22,  1858     Agreement  with  Illinois  Central — Eentals 179 

Apr.  25,  1860     Supplemental    Agreement    with    Galena    and    Chicago 

Union     175 

Nov.  6,  1861  Deed  for  Jacksonville  &  Savanna  and  Peoria  &  Han- 
nibal from  Joy  and  Brooks Ill 

Dec.  10,  1861     Supplemental  Deed — Joy  and  Brooks 115 

Dec.  10,  1861     Supplemental  Deed — Peoria  &  Hannibal 136 

Jun.    1,1862     Agreement  with  Illinois   Central — Trackage 180 

Jun.    3,1864     Agreement  with  Illinois   Central — Trackage 181 

Jun.  24,  1864     Articles  of  second  consolidation 6 

Feb.  16, 1865     Change  line  at  Batavia 98 

Feb.  16, 1865     Extension  to  Morris 99 

Feb.  16,  1865     Acquisition  of  St.  Charles  Air  Line  interest 275 

Apr.  25,  1868     Contract  with  Joy — Peoria  &  Hannibal 138 

May    7,  1868     Contract— Peoria    &    Hannibal 143 

Apr.  1,  1870  Agreement  with  Chicago  and  Iowa — Joint  Operation  1904 
Apr.    1,  1870     Supplemental    Agreement    with   Chicago    and    Iowa — 

Bonds    1908 

Jun.  14, 1873     Deed  from  Joy  for  the  Peoria  &  Hannibal 141 

Sep.    7,1880     Contract  with   Pennsylvania   Co.  et  al-re  Union  Sta..  182 

Sep.    7,  1880     Agreement  with  Penn.  Co.  et  al — Trackage  Union  Sta.  190 

Jun.    6, 1882     Agreement  with  Penn.  Co.  et  al — Eentals 195 

June    7,  1911     Act  of  Legislature  for  extending  Charter S 

Dec.    2,  1912     Acceptance  by  Company  of  Charter  extension 9 

Sep.    1,  1914     Agreement  with  N.  C.  &  St.  L.  Ey.  et  al— P.  &  1 1574 

July    1,1915     Agreement  with  N.  C.  &  St.  L.  Ey.  et  al— P.  &  1 1589 

July    1,  1915     Stock    Trust   Agreement    with    N.   C.   &    St.    L.   By  — 

P.  &  1 1596 

Dec.  27,  1918     Supplemental    Agreement    with    St.    P.    Un.    Depot — ■ 

Bonds    1926 

Feb.    1,  1919     Agreement  with  Chi.  Un.  Sta 1910 

Jan.  10,  1923     Agreement  with  Illinois  Central— P.  &,  1 1564 

Nov.    2,1923     Supplemental  Agreement  with  St.  P.  Un.  D.  Co 1929 


1984  Index 

PAGE 

Dec.    1,  1924     Agreement  with  Clii.  Un.  Sta 1919 

Apr.  29,  1926     Agreement  with  Illinois  Central — P.  &  1 1646 

Feb.  18,  1928     Agreement  with  Paducah  &  Illinois — Trackage 1909 

C.  B.  &  Q.  Mortgages 

Jan.    1,  1858      to  Forbes  et  al 316 

S(  p.     1,  1860      to  Olaussen  et  al 328 

Nov.    1,  1864     to  Thayer  et   al 344 

July    1,  1873      to  Bartlett  et  al 350 

May    '-',  1887     to  New  England  Trust  Co 366 

July    L,  1899     to  New  England  Trust  Co 382 

-M..r.    2,1908      to  Central  Trust  Co.  N.  Y 403 

Mar.    2,1908      —    Supplements 442 

Feb.    1,  1921      to   First   National   Bank,   X.  Y 446 

Chicago  Milwaukee  and  St.  Paul  Railway  Company 

Sep.    7,1880     Onion    Pass.   Station— Chicago 182 

June    6,1882     Supplemental   Contract— Rentals L95 

Peb.27,1901     Operating  Agreement— D.  B.  I.  &  X.  W 1259 

Oct.  28, 190]     Supplemental    Agreemenl 1269 

May  29,  1902     Between  St.  Croix  Crossing  and  St.  Paul  L9.36  miles.  .  1807 

•  'in.  Mo.   Peoria    \m>  St.  I. <>i  i-   h'wLROAD  Company 
Sept.    1.  l.'"i     Agreemenl  with  Jacksonville  and  St.  Louis  By.  about 

tracks  al  Jacksonville — 0.52  miles 1661 

May    3,1915     Supplement   to    1904   contract 1666 

Chicago,  Rockford  and  Northern   Railroad  Company,  The 

Introduction 981 

Nov.17,1874     Articles    of    Incorporation 982 

Jul.     1 ,  1 B75     Lease  to  Chicago  &   Iowa 992 

Jul.    1,1875     Mortgage  to  Lane  et  al  Trustees 1017 

Oct.     1,1875     Mortgage  to  Plumb  and  Meeker  Trustees 1023 

Jan.     "i,  1878     Lease  by  Receiver  t « >   Ilnlcomb  Receiver 994 

Jun.  17,  1881      Decree  Ogle  Countj    Circuit   Court 983 

Jun.  29,  1881     Release   of    Mortgage 1028 

Jan.    1,  1892     Deed  to  Chicago  and  Iowa 995 

Nov.    1,  1895     Release  of  Mortgage 1022 

Cleveland,  Cincinnati,  Chicago  and  Saint  Louis  Railway  Company 

Aug.    1,1906     Agreement — Tracks,   Bridge  Jet.  and   W.mn 1770 

Jun.    1,1916     East  Alton  and  East  St.  Louis — 19.05  miles 1763 

Chicago  Terminal,  The 

Introduction 167 

Dec.  13,  1851     Contract  Aurora  Branch  with  Galena  Co 169 

Jun.  28, 1856     Supplemental    agreement 173 

Nov.  25,  1856     Illinois  Central— Randolph   St .' 176 


Index  1985 

PAGE 

Dec.  22,  1858     Illinois  Central,  Randolph  St.— Rental 179 

Dec.  22, 1858     Illinois   Central— Randolph   St 177 

Apr.  25, 1860     Another    supplement 175 

Jun.    1,1862     Illinois  Central— Randolph  St 180 

Jun.    3, 1864     Agreement  with  Illinois  Central    C.  B.  &  Q. — Trackage  181 

Sep.    7, 1880     Agreement  with  Pennsylvania  et  al- — Trackage 190 

Sept.  7, 1880     Pennsylvania    Co. — Union   Station 182 

Jun.    6,  1882     Pennsylvania  Co. — Union  Station 195 

July    1,  1913     Articles  for  New  Union  Station 196 

July    2,1915     Contract  for  New  Union  Station 242 

Feb.    1,1919     Supplemental  Agreement  Union   Station 1910 

Dec.    1, 1924     Supplement — Union    Station 1919 

Davenport  and  Rock  Island  Bridge,  Railway  and  Terminal  Company 

Jan.  28,  1895     Amendment  authorizing  Co.  to  build  railroad 1236 

Jun.  10,  1898     Name  changed  to  Davenport,  Rock  Island  and  North 

Western  Railway  Company 1237 

Davenport  and  Rock  Island  Railway  Bridge  Company,  The 

Introduction 1227 

Jan.  30,  1884     Articles    of    Incorporation — Iowa 1231 

Dec.  19,  1884     Act  of  Congress 1232 

.Ian.  28,  1895     Name  changed  to  Davenport  and  Rock  Island  Bridge, 

Railway  and  Terminal  Co 1236 

Davenport,  Clinton  and  Eastern  Railway  Company,  The 

Apr.    2,  1895     Articles   of    Incorporation 1239 

May  26,  1899     Amendment    to    Articles 1241 

Jul.  30,  1901     Deed  to  Davenport,  Rock  Island  and  North  Western.  .  1250 

Davenport,  Rock  Island  and  Northwestern  Railway  Company 

(Illinois) 

Jul.  30,  1900     Name  changed  from  Rock  Island  and  Eastern 1245 

Jul.  30,  1901     Deed  to  Iowa  Company  of  the  same  name 1252 

Davenport,  Rock  Island  and  North  Western  Railway  Company  (Iowa) 

Jun.  10,  1898     Name  adopted  from  "Terminal"  Co 1237 

July  30,  1901     Deed  from  Davenport,  Clinton  and  Eastern 1250 

July  30,  1901     Deed  from  Illinois  Co.  same  name 1252 

July  30,  1901     Deed  from  Moline  &  Peoria  Ry.  Co 1256 

Feb.  27,  1901     Operating  Agreement  with   C.  B.  &  Q.   and  C.  M.  & 

St.    P 1259 

Oct.  28,  1901     Supplement    Agreement 1269 

Dixon  and  Quincy  Railroad  Company,  The 

Introduction 830 

Mar.    4,  1869     Articles  Incorporation  D.  &  Q 831 

Mar.   4,  1869     Supplement    to    act 835 


1986  Index 

PAGE 

Mar. 31, 1869     Supplement  to  act 835 

Apr.  19, 1869     Supplement    to    act 836 

Nov.    1,  1870     Contract  with   Jas.   F.  Joy 837 

Nov.    1, 1870     Lease  to  C.  B.  &  Q 841 

Nov.    1,  1870     Mortgage  Dixon  &  Quincy  to  Joy,  Trustee 848 

Jun.     1,  1899     Deed  to  C.  B.  &  Q 845 

Apr.  18, 1905     Agreement  with  C.  B.  &  Q 854 

July  18, 1906     Eelease   of  Mortgage   by   Sturgis 856 

Dixon,   Peoria  and  Hannibal  Railroad  Company 

Introduction 858 

Mar.    5,  1S67      Original     charteT -    - 

Mar.    9,1869     Amendment  authorizing  stock  subscription 863 

Mar.31,1869     Legalizing  Brimneld  stuck  vote 863 

Apr.  17, 1869     Legalizing  Elmwood  stuck  vote Si;:; 

July    1, 1869     Lease  to  C.  B.  &  Q 864 

July    1,  1869     Mortgage  to  Joy  and  Denison,  Trustees 872 

June    1, 1899     Deed  to  C.  B.  &  Q 869 

June      ,  190.")      Decree  tor  new  trustees 877 

Mar.    1,1906     Release  of  Mortgage 878 

DUNLEITH    AND  DUBUQTE   BlUDOE  COMPANY 

Feb.  25,  1889     Agreement  with  C.  11.  &   X.  to  use  bridge I 

Elevation  Ordinance  St.  Charles  Aik  Link 

May  17,1897     city    Ordinance 276 

An-.     L,l&99     Ten    Party  Contract 293 

Fenton  and  Thomson   Railroad  Company 

Int  roduction 1394 

.lun.    4,  I'.hi.",     Art  ides  of  I  Qcorporal  inn 1394 

.Ian.    2,1905     Lease  to  C.  B.  &  Q 1396 

Mar.   1, 1900     Deed  to  C.  B.  &  Q 1398 

Franklin  &  Waverly  Railway  Company 

Introduction    1417 

•Ian.  18,  1906     Articles  of  I acorporation HI? 

Mar.  23,1917     Deed  to  C.  B.  &  Q 1418 

Fulton  County  X'akkov    Gau<  i    Railway  Company 

AND 

Fulton  County  Extension  Railway  Company 

Introduction    1090     and  1100 

Aug.  13,  1878     Articles  of  X arrow  Gauge  company 11"1 

Nov.    1, 1880     Mortgage  of  Narrow  Gauge  Railway 1114 

May  20,  1881     Articles  of  Extension  Railway  Co 1090 

Jul.     1,  1882     Mortgage  of  Extension  By.  to  Temple 1107 

Sep.    1,  1882     Lease  of  Extension  Ry.  to  Narrow  Gauge  Co 1093 

Jan.  31,  1906     Deed  of  Extension  Railway  to  Narrow  Gauge 1097 


Index  1987 

PAGE 

Feb.    1,  1906     Lease  of  Narrow  Gauge  Ey.  to  C.  B.  &  Q 1103 

Aug.    3,  1908     Eelease   of   Mortgage 1111 

Aug.    3,  1908     Eelease  of  Mortgage  to  Temple 1119 

Dec.    1,  1908     Deed  of  Narrow  Gauge  Ey.  to  C.  B.  &  Q 1105 

Galena  and  Chicago  Union  Eailroad  Company 

Dec.  13,  1851     Agreement  with  Aurora  Branch  E.  E 169 

Jun.  28,  1856     Supplemental  Agreement  with  C.  B.  &  Q 173 

Apr.  25,  1860     Supplemental  Agreement  with  C.  B.  &  Q •.  .  .  175 

Galesburg  &  Eio  Eailroad  Company 

Introduction 1076 

Apr.    9,  1886     Articles    of   Incorporation 1076 

Oct.    1,  1886     Lease  to  C.  B.  &  Q 1078 

May    2,1887     Mortgage   to   Parkman    Trustee 1085 

Jun.    1,  1899     Deed  to  C.  B.  &  Q 1083 

Jun.  30,  1899     Eelease    of    Mortgage 1088 

Great  Northern  Bailway  Company 
(St.  P.,  Minn,  and  Manitoba) 

May  11,  1886     Between  St.  Paul  and  Minneapolis. — 13.86  miles 1843 

Jan.    1,  1911     Freight  House  and  tract  at  Minneapolis 1879 

Dec.  16,  1917     Supplement    1878 

Dec.    1,  1923     Supplemental     1885 

Green  Bay  and  Western  Eailroad  Company 

Sep.    1,  1915     Agreement  about  Winona  Bridge 1546 

Herrin  &  Southern  Eailroad  Company 

Introduction    1409 

Jun.  25,  1909     Articles  of  Incorporation 1410 

Oct.  19, 1914     Lease  to  C.  B.  &  Q 1411 

Oct.  29,  1914     Deed  to  C.  B.  &  Q 1414 

Hinckley,  F.  E. 

Sep.  28,  1880     Agreement  with  Chicago  and  Iowa 1898 

Illinois  Farmers'  Eailroad  Company,  The 

Introduction 1271 

Feb.  28, 1867     Original    charter 1272 

Apr.  20,  1869     Amendment 1279 

Jul.  10,  1872     Deed  to  Jacksonville,  N.  W.  and  S.  E 1288 

Illinois  Central  Eailroad  Company 

Nov.  25,  1856     Agreement— Pass  Sta.  Eandolph  St 176 

Dec.  22,  1858     Agreement— Pass.  Sta.  Eandolph  St 177 

Dec.  22,  1858     Agreement — Eentals  Eandolph  St 179 

Jun.    1,  1862     Agreement — Trackage     180 

Jun.    3,  1864     Agreement — Trackage     181 


1988  Index 

PAGE 

Jan.  10,  1023     Agreement  with  C.  B.  &  Q  et  al— P.  &  1 1564 

Apr.  29,  1926     Agreement  with  C.  B.  &  Q.  et  al— P.  &  1 1646 

Feb.  18,  1928     Agreement  with  C.  B.  &  Q.  et  al— P.  &  1 1909 

Illinois  Grand  Trunk  Railway,   The 

Introduction 709 

Jun.  23,  1852     Articles  of  Joliet  and  Terre  Haute  Railroad  Co 714 

Feb.  28,  1854     Amendment  to  Joliet  and  Terre  Haute 719 

July  31,  1856     Articles     of     Incorporation     Camanche,     Albany     & 

Mendota   Kail  Road  Co 711 

Jan.  30,  1857     Act  legalizing  construction  of  C.  A.  &  M 720 

Jun.    1,  1859     Consolidation   C.  A.   &   M.  with   J.   &    T.   H.  to  form 

Illinois  Grand  Trunk  Railway 720 

July  20,  1864     Decree  appointing  Moulton  Receiver 724 

Aug.    5,  1864     Deed  to  .Moulton  Receiver 728 

Nov.  26, 1864     Decree  authorizing  deed 730 

Feb.  21,  1865     Deed  from   Receiver  to  .lames  Aikin 731 

Feb.  28,  1867     Act  incorporating  Illinois  Grand  Trunk  Railway 742 

Mar. 25,  1869     Act   authorizing   stock   subscriptions 745 

Sep.  26,  1870     Deed  from  Aiken  to  Joseph  V.  Thompson 738 

Oct.     1,1870     Contract  111.  (irand  Trunk  with  Joy 746 

Oct.     1,1870     Contract  111.  Grand  Trunk  Ry.  with  C.  B.  &  Q 750 

Oct.    1,  1870     Lease  to  C.  B.  &  Q 751 

Oct.     1,  1870     Mortgage  to  Denison  and  Thayer,  Trustees 758 

Nov.  23,  1870     Deed  from  Thompson  to  Illinois  Grand  Trunk  Railway  740 

Mar.    8,1886     Appointment  W.  J.  Ladd,  Trustee 764 

Jun.    1,  1899     Deed  to  C.  B.  &  Q 755 

Feb.  24,  1906     Release  mortgage  by  Sturgis  and  Ladd 767 

Illinois  Grand  Trunk  Railway  Company  720 

Illinois  Terminal  Railroad  Company 

May  12,  1916     Tracks  at  Alton  Illinois — 4.75  miles 1778 

Illinois  Valley  and  Northern  Railroad  Company 

Introduction 1052 

May  25,  1887     Articles    of    Incorporation 1052 

Jan.    2, 1888     Lease  to  C.  B.  &  Q 1054 

Jan.    2,  1888     Mortgage  to  Parkman  and  Ladd 1062 

Jun.    1,  1899     Deed  to  C.  B.  &  Q 1059 

Jun.  30, 1899     Release    of    Mortgage 1065 

Jacksonville  &  Concord  Railway  Company 

Introduction 1382 

Sep.  21,  1903     Articles  of  Incorporation 1382 

Mar.  22, 1904     Lease  to  Jacksonville  and  St.  Louis 1384 

Jul.     1,1904     Deed  to  Jacksonville  and  St.  Louis 1386 


Index  1981) 

Jacksonville  &  Havana  Eailroad  Company  page 

May    3,  1927     Agreement,  use  of  tracks  at  Jacksonville 1944 

Jacksonville  and  Saint  Louis  Eailway  Company,  The 

Introduction 1376 

.Tun.  10,  1896     Articles    of    Incorporation 1378 

Oct.     1,  1896     Deed  from  Kennedy  et  al 1379 

Mar. 22,  1904     Lease  of  Jacksonville  &  Concord  By 1384 

Jul.     1,  1904     Deed  of  Jacksonville  &  Concord  Ry 1386 

Jul.    2,  1904     Lease  to  C.  B.  &  Q 1388 

Jul.     1,  1905     Deed  to  C.  B.  &  Q 1390 

Jacksonville  and  Savanna  Railroad  Company,  The 

Introduction 100 

Feb.  14,  1855     Original    Charter 100 

Feb.    9,  1857     Amendment    to   Charter 104 

Feb.  16,  1857     Amendment  to  Charter 105 

Feb.  21,  1859     Amendment  to  Charter 106 

Nov.    4, 1861     Deed  to  Brooks  and  Joy 108 

Nov.    6, 1861     Deed,  Brooks  &  Joy  to  C.  B.  &  Q Ill 

Dec.  10,  1861     Supplemental  deed  to  Brooks  &  Joy 115 

Jacksonville,  Louisville  &  St.  Louis  Railway  Company,  The 

Introduction 1346 

Dec.  30,  1889     Articles  of  Association 1347 

May    1,  1890     Mortgage  to  Finance  Company 1350 

Jan.  23,  1891     Deed  from  Elliott 1349 

Oct.     1,  1891     Deed    from    Kennedy    et    al    to    Jacksonville    and    St. 

Louis  Ry 1379 

Apr.  23,  1896     Foreclosure  Decree  U.  S.  District  Court 1363 

Jun.  29,  1896     Master's  deed  to  Kennedy  et  al 1372 

Jacksonville,  North  Western  and  South-eastern  Railway 
Company,   The 

Introduction 1281 

Feb.  23,  1867     Original    Charter 1282 

July  10, 1872     Deed  of  Illinois  Farmers'  road .' 1288 

July  10,  1872     Mortgage  to  Farmers  Loan  and  Trust  Co 1291 

May  17, 1879     Foreclosure    Decree 1304 

July  15, 1879     Master's  Deed  to  William  S.  Hook 1308 

July  25, 1879     Deed  from  William  S.  Hook 1313 

Jacksonville  Southeastern  Railway  Company,  The 

Introduction 1310 

Jun.  23,  1879     Articles  of  Association 1311 

July  25, 1879     Deed  from  William  S.  Hook 1313 

July  28,  1880     Quit-claim  deed  to   clear   title 1314 


1990  Index 

PAGE 

.July    1,  1882     Mortgage  to  Dunn  et  al  Trustees 1316 

Feb.  27,  1890     Foreclosure  Decree  Marion  County  Circuit  Court 1326 

Aug.  15,  1890     Decree  Marion  County  Circuit  Court 1333 

Oct.     4,1890     Order  confirming  deed 1337 

Oct.    4,1890     Master's  deed  to  Kennedy 1341 

.Ian.  23,  1891     Deed  from   Kennedy  to   Elliott 1344 

Jan.23,1891      Deed    from    Elliott  to  Jacksonville,   Louisville,  and   St. 

Louis 1349 

JOLIET    AND    TERRE    HAUTE   RAILROAD   COMPANY,    TlIK  714 
JOLIET,    ROCKFORD    &    NORTHERN     RAILROAD    COMPANY 

Introduction 1066 

Jun.  20, 1881     Articles    of    Incorporation 1066 

M.iv    1,1882     Lease  to  C.  B.  &  Q 1068 

Jun.    1,1899     Peed  to  C.  B.  &  Q 1072 

Logansport.  Peoria    wd  Burlington  Railroad  Company,  The  58 

Macomb,  Vermont  and  Bath  Railroad  Company 

Feb.  11,1853     Origin.-. 1    Charter 119 

Minni  -ioi.is  Union  Railway  Company 

May  11, 1886     Union   station   .-it    Minneapolis 1866 

Dec.    1,1923     Supplement    1897 

Missouri  and  [llinois  Bridge  and  Belt  Railroad  Company 
Aug.    1,  1906     Alton  Bridge  and  tracks  between  West  Alton  and  East 

Alton— 2.69   miles    1794 

Feb.    1,1913     Supplement    1797 

Aug.    L,1926     Supplement    1799 

Moltne  and  Peoria    Railway   Company 

Sep.  25, 1900     Articles  of  [ncorporation 1248 

.Jul.  30,1901     Deed  to  Davenporl   R.  1.  &  X.  W 1256 

Nashville,  Chattanooga  and  St.  Louis  Railway,  The 

Sep.    1,1914     Agreement  with  C.  B.  &  Q.  et  al— P.  &  1 1574 

July    1,  1915     Supplemental  Agre«  menl  with  C.  B.  &  Q.  et  al— P.  &  I.  1589 

July    1,1915     Stock  Trust  Agreement  with  C.  B.  &  Q.  et  al— P.  &  I.  1596 

July    1,1915     Trust  Mortgage  to  Union  Trust  Co.  et  al— P.  &  1 1604 

July    1,1915     Agreement  with  C.  B.  &  Q.  et  al— P.  &  1 1641 

Jan.  10,  1923     Agreement   with  Illinois  Central  et  al— P.  &  1 1564 

Apr.  29, 1926     Agreement  with  C.  B.  &  Q.  et  al  -    P.  &  I 1646 

Feb.  18,  1928     Agreement  with  C.  B.  &  Q.  et  al— P.  &  1 1909 

Northern  and  Southern  Illinois  Railroad  Company 

Introduction 1402 

Jul.  12,  1904     Articles  of  Incorporation 1402 

Jul.    2, 1906     Lease  to  C.  B.  &  Q 1403 

Dee.    1,  1908     Deed  to  C.  B.  &  Q 1406 


Index 


1991 


Feb.  28 


Mar 
Feb.  16 
Feb. 26 
Feb.  27 
Jan.  29 
Feb. 10 
Nov 
Dec. 
Feb.  1 
Feb.  15 
Jun. 11 
Jun. 21 
Jan. 26 
Feb. 10 
July  1 
Feb.  28 
Mar.  4 
Jan. 16 
Jan.  1 
Jan.  1 
July  22 
Jan.  31 
Feb.  10 
Apr 
May  27 
Jun.  15 
Jun.  in 
Sep. 
Sep.  29 
Jun.  7 
July  30 


,1845 
,1845 
,1847 
,1857 
,1847 
,1849 
,1849 
,1849 
,  1849 
,1851 
,1851 
,1852 
,1852 
,1853 
,1853 
,1853 
,1854 
,1854 
,1855 
,  1855 
,1855 
,1856 
,1857 
,1857 
,1857 
,1857 
,1858 
,1858 
,1859 
,1863 
,1864 
,1865 


Dec.  18,  1916 
Dec.  16,  1920 
May  1,1922 
Dec.    1,1923 


Northern  Cross  Railroad  Company 
{Quincy  and  Chicago  Railroad  Company,  The) 

Introduction 

Northern  Cross  declared  State  Eoad 

Charter    of    Sangamon    and    Morgan 

Sale  line  from  Springfield  to  Illinois  river. .  . 

Road  in  Adams  County  is  State  Road 

Charter  of  Alton  and  Sangamon 

Adjustment  Tinsley  &  Co.  claim 

Original  Charter  of  Northern  Cross  R.R.  Co.  . 


PAGE 
554 
557 
558 
561 
564 
565 
570 
570 

Organization  meeting  Northern  Cross 557 

Meeting  of  proprietors 557 

"Lateral  Branch"  to  Galesburg  authorized 573 

Change  in  Eastern  termination 574 

Mortgage  of  road  authorized 575 

Terminus  lateral  branch  authorized 576 

City  of  Quincy  authorized  subscribe  stock 576 

Authorized  to  mortgage  road 577 

Mortgage  to  John  M.  Forbes,  Trustee 600 

Relocation  of  part  of  line 578 

Disposition  of  State  Road 579 

Uniting  with  C.  B.  &  Q.  authorized 579 

Important  contract  with  C.  B.  &  Q 580 

Additional  contract  with  C.  B.  &  Q 583 

Singleton  contract  for  joint  operation 585 

Quincy  and  Toledo  incorporated 597 

Name  changed  to  Quincy  and  Chicago 599 

Operating  contract  with  C.  B.  &  Q 607 

Deed  to  Forbes,  et  al.  Trustees 6-11 

Modification  of  Singleton  contract 593 

Supplemental    agreement 618 

Award  of  Arbitrators 594 

Decree  of  Foreclosure 619 

Master's  Report  of  Sale  of  road 626 

Master's  Deed  to  C.  B.  &  Q 629 

Northern  Pacific  Railway  Company 

Agreement — Terminal  facilities  at  St.  Paul 1821 

Contract— Tracks  at  St.  Paul 1886 

Agreement — Facilities   at   St.   Anthony   Park 1896 

Supplemental  Agreement — Tracks  at  St.  Paul 1897 


Ogle  and  Carroll  County  Railroad  Company,  The 

Introduction 

Feb.  18, 1857     Original    Charter 

Feb.  24,  1859     Authorizing  cities  and  towns  to  subscribe  for  stock.  . 

Mar.  30,  1869     Similar  amendment 

Jun.    1, 1870     Merger  into  Chicago  and  Iowa 


973 

974 
977 
978 
962 


<S 


1992  Index 

Orion  and  Minersville  Railroad  Company,  The  page 

Introduction 1148 

Dec.  20,  1872     Articles   of    Incorporation 1149 

Dec.    9,  1875     Deed  of  road  to  Heyman  Osterberg 1188 

Ottawa,  Oswego  and  Fox  River  Valley  Railroad  company 

Introduction "...  674 

.lun.  21,  1852     Original  charter 675 

Feb.  28,  1854     Amendment  as  to  route 679 

Feb.  13,  1857     Amendment  as  to  time  of  commencement 680 

Apr.  14,  1860     Authorizing  cities  to  indorse  bonds 682 

Feb.  16, 1865     Must  terminate  in  Wenona 680 

Mar.    8,1867     As  to  termination 681 

Jan.  20,  1869     Construction  contract  with  Oliver  Voting 684 

Mar.  27,  1869     As    to    termination 681 

Mar.  27,  1869     As  to  termination 681 

Apr.  20,  1869     Authorizing  cities  to  subscribe  for  stock 683 

July    1,  1870     Contra.)   C.   E.   Force  &  Co.  with  Jas.  F.  Joy 688 

July     1,  1870      Mortgage  to  Swift  and    Eamea  Trustees 701 

A ug.  20,  1870     Lease  to  C.  B.  &  Q 693 

.lun.  30,  1876     Supplement  to  Lease  to  C.  B.  &  Q 697 

Mar.    2,1886    W.  J.  Ladd  appointed  Trustee 705 

Jun.    2,1886     Edward  C.   Perkins  appointed  Trustee 706 

J  mi.    1,  1899     Deed  to  C.  B.  &  Q 698 

Sep.  19,  1906     Release    of    Mortgage 706 

Padttcab  &   Illinois  Railroad  Company   (Kentucky) 

Introduction    1551 

Feb.  21,  1910     Articles  of  Incorporation 1552 

Sep.    1,1914     Contract    about    bridge 1574 

Jul.     1,  1915     Supplemental  to  contract  of  1914 1589 

Jul.     1, 1915     Stock  trust  agreement 1596 

Jul.     1,1915     Mortgage  to  Union  Trust  Co.  Trustee 1604 

Jul.     1,  1915     Agreement  C.  B.  &  Q.  and  N.  C.  &  St.  L.  as  to  surplus 

and  deficit  1641 

Jan.  10,1923     Important  contract  concerning  bridge  with  C.  B.  &  Q. 

and    Ills.   Central 1564 

Apr.  29,  1926     Contract  with  Illinois  Central  et  al 1646 

Feb.  18, 1925     Agreement  with  C.  B.  &  Q. — track  connections 1909 

Pennsylvania  Railroad  Company,  The 

Sep.    7,1880     Agreement  with  Six  Companies — Union  Station 182 

Sep.    7,  1880     Agreement  with  Six  Companies — Trackage 190 

Mar.  23,  1914     City  Ordinance 229 

July    2,  1915     Agreement  with  Chicago  Union  Station 242 

Feb.    1,1919     Supplemental  Agreement — Chicago  Union  Station...  1910 

Dec.    1,1924     Supplemental  Agreement — Chicago   Union   Station...  1919 


Index  1993 

Peoria  &  Burlington  Rail  Road  Company  page 

Introduction 46 

Peoria  and  Hannibal  Railroad  Company,  The 

Introduction 117 

Feb.  11,  1853     Original  Charter  Macomb,  Vermont  and  Bath 119 

Feb.  24, 1854     Name  changed  to  Peoria  &  Hannibal 124 

Mar.    4,  1854     Amendment  to  Rushville 126 

Feb.  10,  1857     Amendment  to  charter 127 

Feb.  14,  1857     Amendment  to  charter 127 

Nov.    4,  1861     Deed  to  Jas.  F.  Joy  and  Brooks 130 

Nov.    4, 1861     Mortgage  to  Porter,  Trustee 133 

Dec.  10,  1861     Deed  to  Brooks  &  Joy 136 

Jun.  11,  1863     Amendment  to  charter 128 

Feb.  16, 1865     Amendment  to  charter 129 

Apr.  25,  1865     Contract  with  Joy 138 

Apr.  25,  1868     Mortgage  to  Joy  as  Trustee 145 

May    7, 1868     Contract  with  Joy 143 

Jun.  14, 1873     Deed  James  F.  Joy  to  C.  B.  &  Q 141 

Mar.  15,  1899     Lease  to  C.  B.  &  Q 155 

Jun.    1, 1899     Deed  to  C.  B.  &  Q 157 

May    8,  1905     Contract  with  Parkman,  Trustee 152 

Mar.    7,  1906     Release  Mortgage  by  Dunbar 153 

Peoria  and  Pekin  Union  Railway  Company 

Sep.  14,  1915     Union  Passenger  Station  at  Peoria  and  tracks 1655 

Peoria  and  Oquawka  Railroad  Company 
(See  Peoria  4'  Burlington  Sail  Road  Company) 

Introduction    46 

Feb.  12, 1849     Original    Charter 49 

Feb.  10, 1851     Amendment   to   Charter 53 

Jun.  21, 1852     Amendment  to  Charter 54 

Jun.  22,  1852     Amendment  to  Charter 55 

Feb.    8, 1853     Amendment   to   Charter 57 

July     1, 1853     Contract   with   Military   Tract 67 

Sep.  10, 1853     Mortgage  to  David  Hoadley 74 

Oct.     3, 1854     Further  contract  with  C.  M.  T 69 

Feb.  14, 1855     Amendment    to    Charter 57 

Feb.  15,  1855     Amendment  to  Charter 58 

Feb.  21,  1861     Name  changed  to  Logansport,  P.  &  B 58 

July  11, 1862     Decree   of   Foreclosure 79 

Oct.  21, 1862     Master's  Deed  to  Sidney  Bartlett 91 

Feb.  14,  1863     Reorganization  Logansport,  P.  &  B 60 

Feb.  14,  1863     Further  reorganization  powers 64 

Jun.  10, 1863     Further  reorganization  powers 66 

Mar.    8,1864     Articles  of  Peoria  &  Burlington  Co 94 

Jun.  24,  1864     Consolidation  into  C.  B.  &  Q 6 


1994  Index 

PAGE 

Proprietary  Companies  East  of  Mississippi  Eiver  553 

Quincy,  Alton  and  St.  Louis  Railway  Company,  The 

Introduction 933 

Mar.    8,  1867     Original    Charter 934. 

Mar. 29,  1869     Amendment  to  ('barter 937 

Dec.    3,1875     Agreement  with  C.  B.  &  Q.  and  Woods  and  Alley 938 

Feb.    1,1870     Lease  to  G.  B.  &  Q 943 

Feb.    1,  1876     Mortgage  to  Farmers  Loan  &  Trust  Co 948 

Oct.     5,  1896     Eelease  of  mortgage 953 

.Tun.    1,  1899     Deed  to  C.  B  .  &  Q _ 946 

Quini  y  and  Chicago  Railroad  Company,  The 

Introduction    554 

Qvincy  and  Toledo  Eailroad  Company 

Jan.  31, 1857     Act    of   Incorporation 597 

Quincy  and  Warsaw  Railroad  Company,  The 

Introduction 912 

Feb.  16,  1865     Original    Charter 913 

Mar.   2,  1869     Authorizing  connection  with  ('.  B.  &  Q 915 

July    1,  1870     Mortgage  to  John  B.  Alley,  Trustee 925 

Dec.    1,1870     Contract  and  Lease  with  C.  B  .&  Q 915 

May  L5,  L876     Supplemental  Lease  to  C.  B.  &  Q 919 

.lun.    L,1899     Deed  to  C.  B.  &Q 922 

Jun.  23,  1905     Decree  appointing  successor  Trustee 929 

.Mar.    1,1906     Eelease    of    mortgage 931 

Quincy  Bail  Eoad  Bridge  Company,  The 

Introduction 633 

Feb.  10, 1853     Act   of   Incorporation 635 

Feb.  15,  1865     Revival  of  act  to  incorporate 636 

Mar.  19, 1866     Act  of  Missouri  authorizing  bridge 636 

Mar.  28,  1866     Articles  Quincy   Bridge  Co 643 

Jun.  15,  1866     Act  of  Congress  authorizing  bridge 645 

Nov.  18,  1866     Assignment  to  Joy  and  Colburn 645 

Nov.  20, 1866     Consolidation    agreement 648 

Nov.  20, 1866     Agreement  with  C.  B.  &  Q  to  operate 653 

Feb.    8, 1867     Legalizing  Act 654 

Jan.     1,  1869     Lease   of   Bridge 655 

July    1,  1873     Supplemental  between  C.  B.  &  Q.  and  T.  W.  &  W.,  and 

II.  &  St.  J 663 

Apr.    4, 1898     Contract  City  of  Quincy  for  line  across  Towhead  Island 

and  for  wagon  bridge 664 

Apr.    4, 1898     Ordinance  City  of  Quincy  vacating  streets 668 


Index  1995 

PAGE 

Dec.    1,  1903     Deed  of  bridge  to  C.  B.  &  Q 669 

Nov.  15,  1920     Resolution  City  Council  about  bridge  rates 672 

Nov.  16,  1920     Supplement  about  wagon  bridge  rates 671 

EOCKFORD,  EOCK  ISLAND  AND  St.  LiOTJIS  RAILROAD  COMPANY,   THE 

(See  St.  Louis,  Rock  Island  and  Chicago) 

Introduction 1135 

Feb.  16,  1865     Original    charter 1137 

Jun.  15,  1868     Mortgage  to  Union  Trust  Co.  Trustee 1151 

Oct.     8,  1868     Deed  of  St.  Louis,  Alton  and  Eock  Island 1145 

Oct.  23,  1868     Mortgage  to  Union  Trust  Co.  Trustee 1161 

Mar.   4,  1869     Amendment 1142 

Mar.  11,  1869     Legalizing  transfer  of  St.  L.  A.  &  E.  1 1142 

Mar.  26,  1869     Authorizing  cities  and  towns  to  subscribe  to  stock.  .  .  1144 

Jul.  13,  1875     Foreclosure  decree  of  Judge  Drummond 1176 

Dec.    9,1875     Deed  of  Orion  and  Minersville  to   Osterberg 1188 

May  17,  1876     Decree  confirming  sale  to  Osterberg 1182 

May  18, 1876     Master's  Deed  to   Osterberg 1191 

May  18,  1876     Deed  Osterberg  to  St.  Louis,  Eock  Island  and  Chicago  1199 

Eock  Island  and  Alton  Railroad  Company,  The 

Introduction 1121 

Feb.  14,  1855     Original    Charter '1122 

Feb.  14,  1857     Amendment  authorizing  counties  to  issue  bonds 1127 

Feb.  24,  1859     Name  changed  to  St.  Louis,  Alton  and  Rock  Island.  .  1129 

Rock  Island  and  Eastern  Illinois  Railway  Company,  The 

May    8,  1896     Articles    of    Incorporation 1243 

Jul.  30,  1900     Name  changed  to  Davenport,  Rock  Island  and  North- 
western  Railway   Company 1245 

Sangamon  and  Morgan  Rail-road  Company 

Mar.    1, 1845     Act  of  Incorporation 558 

St.   Charles  Air  Line 

Introduction 259 

Jun.    7,  1852     Ordinance  to  Illinois  Central 261 

June  14,  1852     City    Ordinance 263 

Jun.  22,  1852     Amendment  to  Charter,  Illinois  Central 262 

Mar.  28,  1853     Agreement  with  City  of  Chicago 262 

Aug.    8, 1853     Ordinance  to  Mississippi  Air  Line 269 

Aug.  27,  1855     Ordinance  to  Illinois  Central 271 

Dec.  15,  1862     Ordinance  City  to  C.  B.  &  Q 268 

Mar.    1,  1864     Deeds  of  land  to  companies 272 

Mar.    1,  1864     Deeds  of  land  to  companies 274 


1996  Index 

PAGE 

Feb.  16, 1865     Act   authorizing  four   companies  to  own 275 

May  17,  1897     Elevation   Ordinance 276 

Aug.    1, 1899     Ten  Party  Contract j 293 

St.  Louis,  Alton  and  Rock  Island  Railroad  Company,  The 

Introduction 1129 

Feb.  24,  1859     Articles   of    Incorporation 1129 

Fell.  18,  1861     Additional    articles 1131 

Feb.  16,  1865     Amendment 1132 

Feb.  16, 1865     Additional    Amendment 1133 

Feb.  23,1867     Additional    Amendment 1133 

Oct.    \  1868     Deed  to  Rockford,  Rock  [sland  and  St.  Louis 1145 

St.  Louis,  Rock  Island  and  Chicago  Railroad  Company 

Introduction 1202 

Apr.  21,  L876     Articles  of  Organization 1203 

May  18,  1876     Deed   from   Eeyman  Osterberg 1199 

Feb.    1,  1877     Mortgage  to  Griswold  et  al  Trustees 1205 

Feb.    1,1877     Lease  to  C  B.  &  Q 1211 

Feb.    L,1877     Trust  agreement  New  England  Trust  Co L216 

.Mar.    8,1886      Appoint  incut    W.J.    Lad. I   Trustee 1219 

.lun.    L,  1899     Deed  to  C.  B.  &  Q 1223 

Jan.    3,1902     Release    of    Mortgage 1220 

St.  Paul  Union  Depot  Company.  The 

Her.   18,1916      Depot   at   St.   Paul  and  tracks — 0.53   miles L821 

Dee.  27.  1918     Supplemental  Agreement  with  C.  B.  &  Q.  et  al— Bonds  1926 

Nov.    2,  L923     Suppemental  Agreement  with  ('.  B.  &  Q.  et  al— Bonds  1929 

Terminal  Railroad  Association  of  St.  Louis,  Missouri 

Oct.     1,  1S89     Original  Agreement   1694 

Dec.  16,1902     Admission  Agreemenl    1700 

Dec.  L6,  1902     Trust  Agreement    1703 

Dee.  16,  1902     Guarantee   Agreement    1717 

Dec.  16,  1902     Ferry  Stock  Agreement    1733 

Jan.  16, 1903     Supplement    1740 

Sep.  21,  1914     Reorganization  Agreement 1759 

Toledo  Peoria  &  Western  Railroad  Company 

Mar.  30,  1928     Agreement,  Use  of  Tracks  at  Peoria 1949 

Union  Station  Company — Chicago 

Sep.    7,  1880     Contract  with  Pennsylvania  et  al 182  and  190 

.1  un.    6,  1882      Supplement     195 

•July    1,  1913     Articles  of  New  Company 196 

.Mar.  23,  1914     City    Ordinance 199 

July    2, 1915     Contract  for  Use 242 

Feb.    1,  1919     Supplement    1910 

Dec.    1,  1924     Supplement    1919 


Index  .1 99 


Wabash  Eailroad  Company  page 

Jan.  1,  1914     Agreement — Quincy  to  East  Hannibal 1962 

Nov.  1,  1915     Supplemental  Agreement 1970 

Western  Air  Line  Eailroad  Company  770 
(See  American  Central  Railway) 

Winona,  Alma  and  Northern  Eailway  Company 

Aug.  20,  1883     Articles  of  Incorporation 1486 

Aug.  21,  1883     Patent  from  State  of  Wisconsin 1488 

Oct.  12, 1885     Deed  to  Chicago  Burlington  and  Northern 1489 

Winona  Bridge  Eailway  Company 

Aug.    8,  1890     Agreement  by  C.  B.  &  N.  to  use  Winona  Bridge 1542 

Oct.     1, 1890     Supplemental 1545 

Sep.    1,1915     Agreement  with  G.  B.  &  W 1546 


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UNIVERSITY  OF  ILLINOIS-URBANA 
•jbr  ArdiPBA  C001  V001 

CHICAGO   BURLINGTON  *  QUINCY  RAILROAD  CO 


3  0112  025308765 


